SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM 8-K
Current
Report
Pursuant
to Section 13 or 15(d)
of
the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
October
21, 2008 (October 21, 2008)
JAKKS PACIFIC,
INC.
(Exact
Name of registrant as specified in its charter)
|
Delaware |
0-28104 |
95-4527222 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
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22619 Pacific Coast Highway Malibu, California |
90265 |
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(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (310) 456-7799
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
JAKKS PACIFIC, INC.
INDEX TO FORM 8-K
FILED WITH
THE SECURITIES AND EXCHANGE COMMISSION
October 21, 2008
ITEMS IN FORM 8-K
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Page |
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Facing Page |
1 |
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Item 2.02 |
Results of Operations and Financial Condition |
3 |
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Item 9.01 |
Financial Statements and Exhibits |
3 |
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Signatures |
4 |
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Exhibit Index |
5 |
Item 2.02 Results of Operations and Financial Condition.
On October 21, 2008, we issued a press release announcing our results of operations for the quarter ended September 30, 2008. A copy of such release is annexed hereto as an exhibit.
Item
9.01 Financial Statements and Exhibits.
(c) Exhibits
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Exhibit |
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Number |
Description |
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99.1* |
October 21, 2008 Press Release |
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----------------------------- |
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* Filed herewith |
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3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Dated: |
October 21, 2008 |
JAKKS PACIFIC, INC. |
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By: |
/s/ Jack Friedman |
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Jack Friedman |
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Chairman and Chief Executive Officer |
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4
Exhibit Index
| Exhibit | ||
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Number |
Description |
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| 99.1* | October 21, 2008 Press Release | |
| ----------------------------- | ||
| * Filed herewith | ||
5
Exhibit 99.1
JAKKS Pacific® Reports 2008 Third Quarter Results
MALIBU, Calif.--(BUSINESS WIRE)--October 21, 2008--JAKKS Pacific, Inc. (NASDAQ: JAKK) announces results for the Company’s third quarter and first nine months ended September 30, 2008.
Third quarter 2008 net sales were $357.8 million, compared to $318.4 million recorded in the comparable period last year. Net income for the third quarter was $54.1 million, or $1.70 per diluted share, compared to $47.3 million, or $1.45 per diluted share, reported in the third quarter of 2007. Included in net income are tax benefits relating to the reversal of prior tax accruals in the amount of $13.3 million, or $0.41 per diluted share, in 2008 and $1.4 million, or $0.04 per diluted share, in 2007, and $9.1 million, or $0.18 per diluted share, in pre-tax non-cash charges relating to the write-down of certain of the Company’s trademarks in 2008.
Net sales for the nine months ended September 30, 2008 were $634.1 million, compared to $572.0 million during the same period in 2007. Net income for the first nine months of 2008 was $59.2 million, or $1.88 per diluted share, compared to the first nine months of 2007 earnings of $55.6 million, or $1.75 per diluted share. Included in net income are tax benefits relating to the reversal of prior tax accruals in the amount of $13.3 million, or $0.41 per diluted share, in 2008 and $1.4 million, or $0.04 per diluted share, in 2007, and $9.1 million, or $0.18 per diluted share, in pre-tax non-cash charges relating to the write-down of certain of the Company’s trademarks in 2008.
“The bulk of our new items for this year shipped in the third quarter as retailers stocked shelves for the upcoming holiday season, and initial reads on our award-winning top drivers have been promising," said Jack Friedman, Chairman and Chief Executive Officer, JAKKS Pacific. “We remain confident that our vast and diverse product line, based on classic and known licenses, as well as new internally developed initiatives, will perform for JAKKS and our retail partners. Thus far we are seeing positive momentum for a strong full year for our business.”
"We saw solid results coming from our dolls, action figures, role play, activity toys and electronics categories, including our Girl Gourmet™ Cupcake Maker, EyeClops™ Night Vision Goggles, UltiMotion™ motion gaming systems, classic Disney® Princess and Hannah Montana™ toy lines, and Cabbage Patch Kids®, among others," added JAKKS’ President and Chief Operating Officer, Stephen Berman.
“We have been working diligently on our lines for next year and we’re encouraged by the reviews we received from mass market retailers last week at the Dallas Fall Toy Preview. We showcased products from all of our divisions, including our two newest acquisitions, Kids Only children’s indoor and outdoor furniture and Tollytots baby doll accessories. We have already begun working on new licensing initiatives for these newest JAKKS divisions and expect to see expanded distribution opportunities in the US and abroad beginning in early 2009.”
Operations provided cash in the quarter of $20.1 million and $13.9 million for the first nine months of 2008 as working capital approaches seasonal highs, and our financial position remains very strong. As of September 30, 2008, our working capital was $392.7 million, including cash, equivalents and marketable securities of $192.8 million, and we continue to evaluate additional complementary acquisitions to further invest in our future and bolster our diverse portfolio.
Friedman concluded, “We remain confident that we will achieve our 2008 forecast for net sales of at least $891.4 million, with $89.5 million in net income and $2.80 diluted EPS."
Conference Call
JAKKS Pacific is hosting a teleconference today at 6:30 a.m. PDT (9:30 a.m. EDT) on October 21, 2008. Anyone interested will be able to listen to the teleconference, scheduled to begin at 9:30 a.m. ET (6:30 a.m. PT) on October 21, 2008, via the Internet at investors.jakks.com. The website will host an archive of the teleconference for 30 days. A telephonic playback will be available from 10:30 a.m. ET on October 21, 2008 through 12:00 a.m. ET on November 21, 2008. The playback can be accessed by calling 800-642-1687, or 706-645-9291 for international callers, pass code “68794515.”
About JAKKS Pacific, Inc.
JAKKS Pacific, Inc. (NASDAQ: JAKK) is a leading designer and marketer of toys and consumer products, with a wide range of products that feature some of the most popular children's toy licenses in the world. JAKKS’ diverse portfolio includes Action Figures, Art Activity Kits, Stationery, Writing Instruments, Performance Kites, Water Toys, Sports Activity Toys, Vehicles, Infant/Pre-School, Plush, Construction Toys, Electronics, Dolls, Dress-Up, Role Play, and Pet Toys and Accessories, sold under various proprietary brands including JAKKS Pacific®, Play Along®, Flying Colors®, Creative Designs International™, Road Champs®, Child Guidance®, Pentech®, Funnoodle®, Go Fly a Kite®, Color Workshop®, JAKKS Pets™, EyeClops®, Plug It In & Play TV Games™, Kids Only® and Tollytots®. JAKKS is an award-winning licensee of several hundred nationally and internationally known trademarks including Disney, Nickelodeon, Warner Bros., World Wrestling Entertainment, Ultimate Fighting Championship, Graco and Cabbage Patch Kids. JAKKS and THQ Inc. participate in a joint venture that has worldwide rights to publish and market World Wrestling Entertainment video games. For further information, visit www.jakks.com.
This press release may contain forward-looking statements (within the meaning of the Private Securities Litigation Reform Act of 1995) that are based on current expectations, estimates and projections about JAKKS Pacific's business based partly on assumptions made by its management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such statements due to numerous factors, including, but not limited to, those described above, changes in demand for JAKKS' products, product mix, the timing of customer orders and deliveries, the impact of competitive products and pricing, and difficulties with integrating acquired businesses. The forward-looking statements contained herein speak only as of the date on which they are made, and JAKKS undertakes no obligation to update any of them to reflect events or circumstances after the date of this release.
| JAKKS Pacific, Inc. and Subsidiaries | |||||||||||
| Condensed Consolidated Balance Sheets | |||||||||||
| September 30, | December 31, | ||||||||||
| 2008 | 2007 | ||||||||||
| (In thousands) | |||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 192,607 | $ | 241,250 | |||||||
| Marketable securities | 223 | 218 | |||||||||
| Accounts receivable, net | 230,006 | 174,451 | |||||||||
| Inventory, net | 110,829 | 75,486 | |||||||||
| Income taxes receivable | - | - | |||||||||
| Deferred income taxes | 13,297 | 13,921 | |||||||||
| Prepaid expenses and other current assets | 33,481 | 21,733 | |||||||||
| Total current assets | 580,443 | 527,059 | |||||||||
| Property and equipment | 75,544 | 59,480 | |||||||||
| Less accumulated depreciation and amortization | 48,901 | 38,073 | |||||||||
| Property and equipment, net | 26,643 | 21,407 | |||||||||
| Deferred income taxes | |||||||||||
| Goodwill, net | 354,993 | 353,340 | |||||||||
| Trademarks & other assets, net | 30,105 | 45,768 | |||||||||
| Investment in video game joint venture | 40,562 | 36,090 | |||||||||
| Total assets | $ | 1,032,746 | $ | 983,664 | |||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable and accrued expenses | $ | 168,883 | $ | 122,372 | |||||||
| Reserve for sales returns and allowances | 17,481 | 26,036 | |||||||||
| Income taxes payable | 1,347 | 21,997 | |||||||||
| Total current liabilities | 187,711 | 170,405 | |||||||||
| Long term debt | 98,000 | 98,000 | |||||||||
| Other liabilities | 2,052 | 6,432 | |||||||||
| Income taxes payable | 11,293 | 11,294 | |||||||||
| Deferred income taxes | 6,416 | 6,536 | |||||||||
| 117,761 | 122,262 | ||||||||||
| Total liabilities | 305,472 | 292,667 | |||||||||
| Stockholders' equity: | |||||||||||
| Common stock, $.001 par value | 28 | 28 | |||||||||
| Additional paid-in capital | 290,009 | 312,127 | |||||||||
| Retained earnings | 441,467 | 382,288 | |||||||||
| Accumulated other comprehensive income (loss) | (4,230 | ) | (3,446 | ) | |||||||
| 727,274 | 690,997 | ||||||||||
| Total liabilities and stockholders' equity | $ | 1,032,746 | $ | 983,664 | |||||||
| JAKKS Pacific, Inc. and Subsidiaries | |||||||||||||||||
| Third Quarter Earnings Announcement, 2008 | |||||||||||||||||
| Condensed Statements of Income (Unaudited) | |||||||||||||||||
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||
| 2008 | 2007 | 2008 | 2007 | ||||||||||||||
| (In thousands, expect per share data) | |||||||||||||||||
| Net sales | $ | 357,824 | $ | 318,391 | $ | 634,050 | $ | 572,000 | |||||||||
| Less cost of sales | |||||||||||||||||
| Cost of goods | 188,020 | 163,034 | 330,693 | 296,532 | |||||||||||||
| Royalty expense | 36,650 | 29,181 | 64,307 | 54,638 | |||||||||||||
| Amortization of tools and molds | 4,089 | 2,126 | 10,486 | 5,977 | |||||||||||||
| Cost of sales | 228,759 | 194,341 | 405,486 | 357,147 | |||||||||||||
| Gross profit | 129,065 | 124,050 | 228,564 | 214,853 | |||||||||||||
| Direct selling expenses | 21,390 | 20,132 | 45,834 | 40,956 | |||||||||||||
| Selling, general and administrative expenses | 38,433 | 34,798 | 103,250 | 87,021 | |||||||||||||
| Depreciation and amortization | 2,828 | 4,063 | 8,392 | 12,007 | |||||||||||||
| Write-down of intangible assets | 9,076 | - | 9,076 | - | |||||||||||||
| Income from operations | 57,338 | 65,057 | 62,012 | 74,869 | |||||||||||||
| Other income (expense): | |||||||||||||||||
| Profit from video game joint venture | 743 | 908 | 4,470 | 3,117 | |||||||||||||
| Interest income | 709 | 1,814 | 2,802 | 5,121 | |||||||||||||
| Interest expense, net of benefit | 2,013 | (692 | ) | (1,187 | ) | (3,855 | ) | ||||||||||
| Other expense | - | - | - | - | |||||||||||||
| Income before provision for income taxes | 60,803 | 67,087 | 68,097 | 79,252 | |||||||||||||
| Provision for income taxes | 6,658 | 19,769 | 8,919 | 23,662 | |||||||||||||
| Net income | $ | 54,145 | $ | 47,318 | $ | 59,178 | $ | 55,590 | |||||||||
| Earnings per share - diluted | $ | 1.70 | $ | 1.45 | $ | 1.88 | $ | 1.75 | |||||||||
| Shares used in earnings per share - diluted | 32,257 | 33,145 | 32,728 | 33,083 | |||||||||||||
CONTACT:
JAKKS Pacific, Inc.
Genna Rosenberg, 310-455-6235
or
Joel
Bennett, 310-455-6210