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):
February
15, 2011
JAKKS PACIFIC,
INC.
(Exact
Name of registrant as specified in its charter)
Delaware |
0-28104 |
95-4527222 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
22619 Pacific Coast Highway Malibu, California |
90265 |
|
(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
February
15, 2011
ITEMS IN FORM 8-K
Page |
||||
Facing Page | 1 | |||
Item 2.02 | Results of Operations and Financial Condition | 3 | ||
Item 9.01 | Financial Statements and Exhibits | 3 | ||
Signatures | 4 | |||
Exhibit Index | 5 |
Item 2.02 |
Results of Operations and Financial Condition. |
On February 15, 2011, we issued a press release announcing our results of operations for the fourth quarter and full year ended December 31, 2010. A copy of such release is annexed hereto as an exhibit.
Item 9.01 |
Financial Statements and Exhibits. |
(c) Exhibits
Exhibit | ||
Number |
Description |
|
99.1* | February 15, 2011 Press Release | |
----------------------------- | ||
* Filed herewith |
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.
Dated: |
February 15, 2011 |
JAKKS PACIFIC, INC. |
|
|
|||
|
|
By: |
/s/ Stephen Berman |
Stephen Berman |
|||
President and Chief Executive Officer |
Exhibit Index
Exhibit | ||
Number |
Description |
|
99.1* | February 15, 2011 Press Release | |
----------------------------- | ||
* Filed herewith |
5
Exhibit 99.1
JAKKS Pacific® Reports Fourth Quarter and Year-End Results for 2010
MALIBU, Calif.--(BUSINESS WIRE)--February 15, 2011--JAKKS Pacific, Inc. (NASDAQ: JAKK) reported results for the Company’s fourth quarter and full year ended December 31, 2010.
Net sales for the fourth quarter of 2010 were $198.0 million compared to $198.8 million reported in the comparable period last year; and net sales for the full year of 2010 were $747.3 million compared to $803.7 million in 2009. Reported net income for the fourth quarter was $8.9 million, or $0.30 per diluted share, compared to a loss of $1.9 million, or $0.07 per share, in the fourth quarter of 2009. Reported net income for the full year of 2010 was $47.0 million, or $1.52 per diluted share, which includes a one-time pre-tax charge relating to the benefit payment of $2.8 million, or $0.06 per diluted share, to the estate of Jack Friedman pursuant to his employment agreement and one-time tax benefits of $10.8 million, or $0.31 per diluted share, compared to a loss of $385.5 million, or $14.02 per share, reported in 2009.
On a non-GAAP basis, net sales for the fourth quarter of 2010 were $198.0 million compared to $198.8 million, and $747.3 million for the full year of 2010 compared to $804.3 million reported in the full year of 2009. On a non-GAAP basis, net income for the fourth quarter of 2010 was $8.9 million, or $0.30 per diluted share, compared to $6.4 million, or $0.22 per diluted share, in the fourth quarter of 2009. Non-GAAP earnings for the full year of 2010 were $47.0 million, or $1.52 per diluted share including the one-time charge and tax benefits noted above, compared to $30.2 million, or $1.03 per diluted share, reported in 2009.
Fourth quarter and full year GAAP results include the following, which were excluded in the non-GAAP results above for 2009:
2010
2009
“We finished 2010 with robust sales that were ahead of plan,” commented Stephen Berman, President and CEO, JAKKS Pacific. “We are pleased that we also achieved the top end of our earnings guidance, despite continuing cost pressures and product mix shift that affected margin on those sales. We continue to closely manage our supply chain and maintain momentum on the development and placement of our product lines for 2011, giving us cautious optimism for this year.
“Our 2011 portfolio has been well-received and is broadly placed in virtually all retail channels. We are expecting to achieve growth this year, with the contributions coming from across all JAKKS divisions, including role play toys, action figures, Halloween costumes, electronics, kids furniture, dolls and more.”
“While we successfully reduced operating costs in 2010, we continue to be challenged with increases in labor, raw materials and transportation,” commented Joel Bennett, Executive Vice President and CFO. “However, barring any further substantial increases, we believe we will be able to keep these pressures in line with our expectations for the year.”
Operations provided cash of $67.5 million for the full year of 2010, and as of December 31, 2010, the Company’s working capital was $389.8 million, including cash and equivalents and marketable securities of $278.6 million.
Bennett continued, “We continue to actively evaluate potential acquisition targets and apply our disciplined approach to obtain the best deal for JAKKS Pacific and our Stockholders. In addition, we purchased 291 thousand shares of our common stock during the quarter at a cost of $5.6 million pursuant to our previously announced stock buy-back program of up to $30.0 million of the Company’s common stock.”
Berman concluded, “For our initial 2011 guidance we are anticipating an increase in net sales of 3% to 4% to approximately $770 to $775 million, with diluted EPS in the range of $1.32 to $1.35, an increase of 4% to 6% excluding the one-time tax benefits and benefit payment in 2010. This guidance anticipates first quarter 2011 net sales in the range of $60 to $65 million, with a loss per share in the range of $0.39 to $0.45 versus net sales of $77.3 million and a loss per share of $0.19 in the first quarter of 2009, which included a one-time tax benefit of $4.9 million, or $0.18 per share.”
Use of Non-GAAP Financial information
In addition to the preliminary results reported in accordance with U.S. GAAP included in this release, the Company has provided certain non-GAAP financial information, including net sales information that excludes recall items, and expense information that excludes intangible asset impairment charges and license and inventory impairment charges, among others. Management believes that the presentation of these non-GAAP financial measures provides useful information to investors because this information may allow investors to better evaluate ongoing business performance and certain components of the Company’s results. In addition, the Company believes that the presentation of these non-GAAP financial measures enhances an investor’s ability to make period-to-period comparisons of the Company’s operation results. This information should be considered in addition to the results presented in accordance with GAAP, and should not be considered a substitute for the GAAP results. The company has reconciled the non-GAAP financial information included in this release to the nearest GAAP measure. See the attached “Reconciliation of Non-GAAP Financial Information.”
Conference Call
JAKKS Pacific will webcast its fourth quarter earnings conference call today at 8:30a.m. ET (5:30a.m. PT) today. To listen to the live webcast, go to investors.jakks.com, and click on the earnings webcast link under Events and Presentations at least 10 minutes prior to register, download and install any necessary audio software. A telephonic playback will be available from approximately one hour after the call concludes through March 15, 2011. The playback can be accessed by calling 888-203-1112, or 719-457-0820 for international callers, pass code “9068258”
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 brands and children's toy licenses in the world. JAKKS’ diverse portfolio includes Action Figures, Electronics, Dolls, Dress-Up, Role Play, Halloween Costumes, Kids Furniture, Vehicles, Plush, Art Activity Kits, Seasonal Products, Infant/Pre-School, Construction Toys and Pet Toys sold under various proprietary brands including JAKKS Pacific®, Creative Designs International™, Road Champs®, Funnoodle®, JAKKS Pets™, Plug It In & Play TV Games™, Kids Only!™, Tollytots® and Disguise™. JAKKS is an award-winning licensee of several hundred nationally and internationally known trademarks including Disney®, Nickelodeon®, Pokémon®, Warner Bros.®, Ultimate Fighting Championship®, Hello Kitty®, Graco® and Cabbage Patch Kids®. 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 | |||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||
2010 | 2009 | ||||||||||||||||||
(In thousands) | |||||||||||||||||||
ASSETS | |||||||||||||||||||
Current assets: | |||||||||||||||||||
Cash and cash equivalents | $ | 278,346 | $ | 254,837 | |||||||||||||||
Marketable securities | 207 | 202 | |||||||||||||||||
Accounts receivable, net | 122,476 | 129,930 | |||||||||||||||||
Inventory, net | 43,230 | 34,457 | |||||||||||||||||
Income taxes receivable | 19,052 | 35,015 | |||||||||||||||||
Deferred income taxes | 26,168 | 19,467 | |||||||||||||||||
Prepaid expenses and other current assets | 25,275 | 34,259 | |||||||||||||||||
Total current assets | 514,754 | 508,167 | |||||||||||||||||
Property and equipment | 76,150 | 73,812 | |||||||||||||||||
Less accumulated depreciation and amortization | 59,204 | 52,598 | |||||||||||||||||
Property and equipment, net | 16,946 | 21,214 | |||||||||||||||||
Goodwill, net | 6,988 | 1,571 | |||||||||||||||||
Trademarks & other assets, net | 38,388 | 42,912 | |||||||||||||||||
Deferred income taxes | 56,256 | 53,502 | |||||||||||||||||
Investment in video game joint venture | 74 | 6,727 | |||||||||||||||||
Total assets | $ | 633,406 | $ | 634,093 | |||||||||||||||
LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||||||||||||||
Current liabilities: | |||||||||||||||||||
Accounts payable and accrued expenses | $ | 90,389 | $ | 101,819 | |||||||||||||||
Reserve for sales returns and allowances | 28,378 | 33,897 | |||||||||||||||||
Income taxes payable | 6,143 | - | |||||||||||||||||
Short-term debt | - | 20,262 | |||||||||||||||||
Total current liabilities | 124,910 | 155,978 | |||||||||||||||||
Long term debt | 89,458 | 86,728 | |||||||||||||||||
Other liabilities | 1,625 | 2,490 | |||||||||||||||||
Income taxes payable | 5,005 | 16,788 | |||||||||||||||||
Total liabilities | 220,998 | 261,984 | |||||||||||||||||
Stockholders' equity: | |||||||||||||||||||
Common stock, $.001 par value | 28 | 28 | |||||||||||||||||
Additional paid-in capital | 302,425 | 303,474 | |||||||||||||||||
Treasury Stock | (5,641 | ) | - | ||||||||||||||||
Retained earnings | 119,884 | 72,835 | |||||||||||||||||
Accumulated other comprehensive income (loss) | (4,288 | ) | (4,228 | ) | |||||||||||||||
412,408 | 372,109 | ||||||||||||||||||
Total liabilities and stockholders' equity | $ | 633,406 | $ | 634,093 | |||||||||||||||
JAKKS Pacific, Inc. and Subsidiaries | ||||||||||||||||||||||||||||
Fourth Quarter Earnings Announcement, 2010 | ||||||||||||||||||||||||||||
Condensed Statements of Income (Unaudited) | ||||||||||||||||||||||||||||
Three Months Ended December 31, | Twelve Months Ended December 31, | |||||||||||||||||||||||||||
2010 | 2009 | 2010 | 2009 | |||||||||||||||||||||||||
(In thousands, except per share data) |
(In thousands, except per share data) |
|||||||||||||||||||||||||||
Net sales | $ | 197,991 | $ | 198,772 | $ | 747,268 | $ | 803,704 | ||||||||||||||||||||
Less cost of sales | ||||||||||||||||||||||||||||
Cost of goods | 108,310 | 116,092 | 412,104 | 470,166 | ||||||||||||||||||||||||
Royalty expense | 21,492 | 21,483 | 77,544 | 112,078 | ||||||||||||||||||||||||
Amortization of tools and molds | 2,658 | 4,883 | 12,670 | 18,532 | ||||||||||||||||||||||||
Cost of sales | 132,460 | 142,458 | 502,318 | 600,776 | ||||||||||||||||||||||||
Gross profit | 65,531 | 56,314 | 244,950 | 202,928 | ||||||||||||||||||||||||
Direct selling expenses | 24,606 | 24,822 | 58,549 | 67,586 | ||||||||||||||||||||||||
Selling, general and administrative expenses | 27,630 | 27,068 | 123,683 | 143,082 | ||||||||||||||||||||||||
Depreciation and amortization | 2,323 | 3,473 | 12,521 | 16,368 | ||||||||||||||||||||||||
Write-down of other intangible assets | - | - | - | 8,221 | ||||||||||||||||||||||||
Write-down of goodwill | - | - | - | 407,125 | ||||||||||||||||||||||||
Reorganization charges | - | 12,994 | - | 12,994 | ||||||||||||||||||||||||
Income (loss) from operations | 10,972 | (12,043 | ) | 50,197 | (452,448 | ) | ||||||||||||||||||||||
Other income (expense): | ||||||||||||||||||||||||||||
Profit (loss) from video game joint venture | - | 5,796 | 6,000 | (16,128 | ) | |||||||||||||||||||||||
Other | (56 | ) | - | (56 | ) | - | ||||||||||||||||||||||
Interest income | 82 | 41 | 333 | 318 | ||||||||||||||||||||||||
Interest expense, net of benefit | (981 | ) | (4,130 | ) | (6,732 | ) | (7,930 | ) | ||||||||||||||||||||
Income (loss) before provision (benefit) for income taxes | 10,017 | (10,336 | ) | 49,742 | (476,188 | ) | ||||||||||||||||||||||
Provision (benefit) for income taxes | 1,146 | (8,478 | ) | 2,693 | (90,678 | ) | ||||||||||||||||||||||
Net income (loss) | $ | 8,871 | $ | (1,858 | ) | $ | 47,049 | $ | (385,510 | ) | ||||||||||||||||||
Earnings (loss) per share - diluted (basic) | $ | 0.30 | $ | (0.07 | ) | $ | 1.52 | $ | (14.02 | ) | ||||||||||||||||||
Shares used in earnings (loss) per share | 33,880 | 27,491 | 34,513 | 27,502 | ||||||||||||||||||||||||
Reconciliation of GAAP to non-GAAP Results | ||||||||||||||||||
Condensed Statements of Income (Unaudited) | ||||||||||||||||||
Three Months Ended |
Twelve Months Ended |
|||||||||||||||||
2009 | 2009 | |||||||||||||||||
(In thousands, except per share data) |
||||||||||||||||||
Net sales | $ | 198,772 | $ | 803,704 | ||||||||||||||
Change in net sales - recall | - | 610 | ||||||||||||||||
Non-GAAP net sales | $ | 198,772 | $ | 804,314 | ||||||||||||||
Income (loss) from operations as reported | $ | (1,857 | ) | $ | (385,510 | ) | ||||||||||||
Non-GAAP adjustments: | ||||||||||||||||||
Change in net sales - recall | - | 610 | ||||||||||||||||
Impairment of inventory | - | 23,021 | ||||||||||||||||
Impairment of inventory - recall | - | 979 | ||||||||||||||||
Write-down of abandoned/underperforming licenses | - | 33,224 | ||||||||||||||||
Write-down of Other Intangible Assets | - | 8,221 | ||||||||||||||||
Write-down of Joint Venture receivable | - | 23,544 | ||||||||||||||||
Write-down of Goodwill | - | 407,125 | ||||||||||||||||
Write-off of obsolete tools and molds | - | 2,316 | ||||||||||||||||
Reorganization charges | 12,994 | 12,994 | ||||||||||||||||
Tax adjustments and tax impact of above items | (4,740 | ) | (96,283 | ) | ||||||||||||||
Total non-GAAP adjustments | 8,255 | 415,752 | ||||||||||||||||
Non-GAAP income from continuing operations | $ | 6,398 | $ | 30,242 | ||||||||||||||
Non-GAAP earnings per share - diluted: | $ | 0.22 | $ | 1.03 | ||||||||||||||
Shares used in earnings per share diluted | 33,738 | 32,739 |
© 2011 JAKKS Pacific, Inc. All rights reserved.
CONTACT:
JAKKS Pacific, Inc.
Genna Rosenberg, (310) 455-6235
Joel
Bennett, (310) 455-6210