UNITED STATES
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 18, 2021
 
JAKKS PACIFIC, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
0-28104
95-4527222
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)
 
 
 
2951 28th Street, Santa Monica, California
90405
(Address of principal executive offices)
(Zip Code)
 
Registrant’s telephone number, including area code:  (424) 268-9444
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
 
Trading Symbol
 
Name of each exchange on which registered
Common Stock, $.001 par value
 
JAKK
 
NASDAQ Global Select Market

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
 
Emerging growth company   ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐

 Item 2.02.  Results of Operations and Financial Condition.
 
On February 18, 2021, we issued a press release announcing our fourth quarter and full year results for 2020. Following the issuance of the press release, on February 18, 2021 at 5:00 p.m. ET / 2:00 p.m. PT, we will host a teleconference and webcast for analysts, investors, media and others to discuss the results and other business topics. Such financial information included in the Exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01.  Financial Statements and Exhibits
 
(d)        Exhibits
 
Exhibit
Description
 
 

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.

 
JAKKS PACIFIC, INC.
 
 
 
Dated:  February 18, 2021
 
 
 
By:
/s/ JOHN KIMBLE
 
 
John Kimble, CFO
 
Exhibit 99.1

JAKKS Pacific Reports Fourth Quarter 2020 Financial Results

Substantial Progress on Improving Profitability

SANTA MONICA, Calif.--(BUSINESS WIRE)--February 18, 2021--JAKKS Pacific, Inc. (NASDAQ: JAKK) today reported financial results for the fourth quarter and full-year ended December 31, 2020.

Fourth Quarter 2020

  • Net sales were $128.3 million compared to $152.5 million last year
  • Net sales were up 16% excluding declines in Frozen
  • Gross margin of 32.8%, up 240 basis points vs. Q4 2019 driven by lower royalties and improved inventory management
  • Highest Q4 gross margin percentage in ten years
  • Net loss attributable to common stockholders of $11.7 million, improved from $20.6 million in Q4 2019

Full-Year 2020

  • Gross margin percentage highest since 2016
  • Operating margin percentage at highest level since 2015
  • Net loss attributable to common stockholders of $15.5 million, improved from $56.0 million in 2019
  • Adjusted EBITDA of $28.1 million up 49% vs. $18.9 million in 2019
  • JAKKS’ inventories down 29% to $38.6 million compared to $54.3 million last year
  • Toy retail POS at top three accounts up double digits for the year
  • Retail inventories down over 25% at top three retail customers
  • Strong liquidity of $126.6 million with unrestricted cash of $88 million and revolver availability of $38.6 million

Management Commentary

“Since JAKKS was founded over 26 years ago, we have focused on proven play patterns and working with license partners with highly recognizable brands, and we believe this focus served us well in 2020 as parents of kids spending so much more time at home were looking for products they knew and brands they trust,” said Stephen Berman, JAKKS Pacific’s Chairman and CEO. “As was the case throughout 2020, our fourth quarter results exceeded our expectations for sales, gross margin, operating income and adjusted EBITDA. We saw very strong sales increases in Disney Princess, Nintendo, Sonic the Hedgehog and Disguise costumes.

“Our efforts during the quarter, as they were all year, were directed at managing costs, ending 2020 with clean inventory, and preserving cash. This discipline allowed us to post the highest full year gross margin rate since 2016, and the highest fourth quarter gross margin rate in ten years. Despite lower sales, our higher gross margins and reduced SG&A expenses allowed us to post a fourth quarter operating profit for the first time since 2014. Our top three US customers in aggregate reported a double-digit increase in sell-through for 2020, and a reduction in retail inventories of over 25%. The decrease in our inventory and receivables, coupled with our significantly higher adjusted EBITDA allowed us to end the year with the lowest level of net debt since 2013.


“We expect that toy sales in 2021 will get a boost from a robust slate of entertainment content from our licensing partners, especially Disney. We will be releasing toys in support of Disney’s Raya and the Last Dragon and Encanto. In addition, we believe that the extraordinary success of Disney+ has given families all over the world year-round access to Disney content, which will help keep kids connected to the characters they love and to cherish the toys we make based on those characters. We expect 2021 to see a return to more normal patterns of shopping, gift-giving and celebrating Halloween. We believe our continued emphasis on core products, margin improvement and cash preservation will lead to improved results in 2021.”

Net sales for the fourth quarter 2020 were $128.3 million down 16% versus $152.5 million last year. The decline was driven primarily by lower sales of products related to Disney’s Frozen and Frozen 2, which were strong contributors to sales in the fourth quarter 2019. Net sales in the Toys/Consumer Products segment were down 19% globally, and were up 13% excluding Frozen merchandise. Net sales of Disguise Halloween costumes increased 91%.

Despite the sales decline, the net loss attributable to common stockholders improved to a loss of $11.7 million, or $2.55 per diluted share, compared to a loss of $20.6 million, or $6.95 per diluted share in the fourth quarter of 2019. Net loss in the fourth quarter of both 2020 and 2019 included several significant adjustments, including those related to changes in fair value of convertible senior notes and preferred stock derivative liability, intangibles impairment and other charges. Excluding such adjustments in both years, the adjusted net loss attributable to common stockholders (a non-GAAP measure) was a loss of $3.6 million, or $0.80 per diluted share in the fourth quarter of 2020 versus a loss of $7.8 million or $2.62 per diluted share in the fourth quarter of 2019. See note below on “Use of Non-GAAP Financial Information.”

Cash and Cash Equivalents

The Company’s cash and cash equivalents (including restricted cash) totaled $92.7 million as of December 31, 2020 compared to $66.3 million as of December 31, 2019.

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 Adjusted EBITDA which is a non-GAAP metric that excludes various items that are detailed in the financial tables and accompanying footnotes reconciling GAAP to non-GAAP results contained in this release. Management believes that the presentation of these non-GAAP financial measures provides useful information to investors because the 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 financial measures enhances an investor’s ability to make period-to-period comparisons of the Company’s operating 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 measures. See the attached “Reconciliation of Non-GAAP Financial Information.” “Total liquidity” is calculated as cash and cash equivalents, plus availability under the Company’s $60.0 million revolving credit facility.


Conference Call Live Webcast

JAKKS Pacific will webcast its fourth quarter earnings call at 5:00 p.m. Eastern Time/2:00 p.m. Pacific Time today. To listen to the live webcast and access the accompanying presentation slides, go to www.jakks.com/investors and click on the earnings website link under the Presentations tab at least 20 minutes prior to register, download and install any necessary audio software.

A replay of the call will be available on JAKKS’ website approximately two hours following completion of the call through February 25, 2021 ending at 8:00 p.m. Eastern Time/5:00 p.m. Pacific Time. The playback can be accessed by calling (888) 859-2056 or (404) 537-3406 for international callers, with passcode “4134788#” for both playback numbers.

About JAKKS Pacific, Inc.

JAKKS Pacific, Inc. is a leading designer, manufacturer and marketer of toys and consumer products sold throughout the world, with its headquarters in Santa Monica, California. JAKKS Pacific’s popular proprietary brands include; Fly Wheels™, Kitten Catfe™, Perfectly Cute™, ReDo™ Skateboard Co, X-Power™, Disguise®, Moose Mountain®, Maui®, Kids Only!®; a wide range of entertainment-inspired products featuring premier licensed properties; and C’est Moi™, a new generation of clean beauty. Through JAKKS Cares, the company’s commitment to philanthropy, JAKKS is helping to make a positive impact on the lives of children. Visit us at www.jakks.com and follow us on Instagram (@jakkstoys), Twitter (@jakkstoys) and Facebook (JAKKS Pacific).

Forward Looking Statements

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 Pacific's products, product mix, the timing of customer orders and deliveries, the impact of competitive products and pricing, or that the Recapitalization transaction or any future transactions will result in future growth or success of JAKKS. 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 (Unaudited)



 



 

December 31,
December 31,

 

2020

 


 

2019

 


(In thousands)
ASSETS



 
Current assets:


Cash and cash equivalents

$

87,953

 


$

61,613

 

Restricted cash

 

4,740

 


 

4,673

 

Accounts receivable, net

 

102,254

 


 

117,942

 

Inventory

 

38,642

 


 

54,259

 

Prepaid expenses and other assets

 

17,239

 


 

21,898

 

Total current assets

 

250,828

 


 

260,385

 




 
Property and equipment

 

114,045

 


 

121,821

 

Less accumulated depreciation and amortization

 

100,534

 


 

106,562

 

Property and equipment, net

 

13,511

 


 

15,259

 




 
Operating lease right-of-use assets, net

 

24,393

 


 

32,081

 

Goodwill

 

35,083

 


 

35,083

 

Intangibles and other assets, net

 

5,554

 


 

22,414

 

Total assets

$

329,369

 


$

365,222

 




 



 
LIABILITIES, PREFERRED STOCK AND STOCKHOLDERS' EQUITY



 
Current liabilities:


Accounts payable and accrued expenses

$

79,799

 


$

100,711

 

Reserve for sales returns and allowances

 

42,108

 


 

38,365

 

Income taxes payable

 

484

 


 

2,492

 

Short term operating lease liabilities

 

9,925

 


 

9,451

 

Short term debt, net

 

5,950

 


 

1,905

 

Total current liabilities

 

138,266

 


 

152,924

 




 
Long term operating lease liabilities

 

16,883

 


 

25,632

 

Debt, non-current portion, net

 

150,410

 


 

174,962

 

Other liabilities

 

8,062

 


 

5,409

 

Income taxes payable

 

947

 


 

1,565

 

Deferred tax liability, net

 

123

 


 

226

 

Total liabilities

 

314,691

 


 

360,718

 




 
Preferred stock

 

1,740

 


 

483

 




 
Stockholders' equity:


Common stock, $.001 par value

 

6

 


 

4

 

Additional paid-in capital

 

221,590

 


 

200,507

 

Accumulated deficit

 

(197,423

)


 

(183,149

)

Accumulated other comprehensive loss

 

(12,446

)


 

(14,422

)

Total JAKKS Pacific, Inc. stockholders' equity

 

11,727

 


 

2,940

 

Non-controlling interests

 

1,211

 


 

1,081

 

Total stockholders' equity

 

12,938

 


 

4,021

 

Total liabilities, preferred stock and stockholders' equity

$

329,369

 


$

365,222

 


JAKKS Pacific, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations (Unaudited)







 







 

Three Months Ended December 31,
Year Ended December 31,

 

2020

 


 

2019

 


 

2020

 


 

2019

 


(In thousands, except per share data)
(In thousands, except per share data)







 
Net sales

$

128,267

 


$

152,511

 


$

515,872

 


$

598,649

 

Less cost of sales






Cost of goods

 

68,277

 


 

80,916

 


 

274,867

 


 

335,450

 

Royalty expense

 

16,619

 


 

22,657

 


 

83,150

 


 

91,775

 

Amortization of tools and molds

 

1,342

 


 

2,538

 


 

8,090

 


 

12,079

 

Cost of sales

 

86,238

 


 

106,111

 


 

366,107

 


 

439,304

 

Gross profit

 

42,029

 


 

46,400

 


 

149,765

 


 

159,345

 

Direct selling expenses

 

15,703

 


 

20,767

 


 

41,590

 


 

55,103

 

Selling, general and administrative expenses

 

24,597

 


 

25,124

 


 

90,424

 


 

99,580

 

Depreciation and amortization

 

602

 


 

1,597

 


 

2,846

 


 

6,527

 

Intangibles impairment

 

-

 


 

9,379

 


 

-

 


 

9,379

 

Restructuring charge

 

-

 


 

47

 


 

1,631

 


 

341

 

Pandemic related charges

 

-

 


 

-

 


 

366

 


 

-

 

Acquisition related and other

 

-

 


 

247

 


 

-

 


 

6,204

 

Income (loss) from operations

 

1,127

 


 

(10,761

)


 

12,908

 


 

(17,789

)

Other income (expense):






Income from joint ventures

 

-

 


 

-

 


 

2

 


 

-

 

Other income (expense), net

 

135

 


 

(1,035

)


 

301

 


 

(1,158

)

Change in fair value of convertible senior notes

 

(5,022

)


 

(2,120

)


 

(2,265

)


 

(5,112

)

Change in fair value of preferred stock derivative liability

 

(2,191

)


 

(353

)


 

(2,815

)


 

(353

)

Loss on extinguishment of debt

 

-

 


 

-

 


 

-

 


 

(13,205

)

Interest income

 

2

 


 

21

 


 

22

 


 

85

 

Interest expense

 

(4,906

)


 

(5,381

)


 

(21,562

)


 

(15,935

)

Loss before provision for income taxes

 

(10,855

)


 

(19,629

)


 

(13,409

)


 

(53,467

)

Provision for income taxes

 

454

 


 

552

 


 

735

 


 

1,912

 

Net loss

 

(11,309

)


 

(20,181

)


 

(14,144

)


 

(55,379

)

Net income attributable to non-controlling interests

 

33

 


 

112

 


 

130

 


 

169

 

Net loss attributable to JAKKS Pacific, Inc.

$

(11,342

)


$

(20,293

)


$

(14,274

)


$

(55,548

)

Net loss attributable to common stockholders

$

(11,664

)


$

(20,596

)


$

(15,531

)


$

(56,031

)

Loss per share - basic and diluted

$

(2.55

)


$

(6.95

)


$

(4.27

)


$

(21.57

)

Shares used in loss per share - basic and diluted

 

4,575

 


 

2,962

 


 

3,634

 


 

2,598

 


JAKKS Pacific, Inc. and Subsidiaries

Reconciliation of Non-GAAP Financial Information (Unaudited)

Reconciliation of GAAP to Non-GAAP measures:

This press release and accompanying schedules provide certain information regarding Adjusted EBITDA and Adjusted Net Income (Loss), which may be considered non-GAAP financial measures under the rules of the Securities and Exchange Commission. The non-GAAP financial measures included in the press release are reconciled to the corresponding GAAP financial measures below, as required under the rules of the Securities and Exchange Commission regarding the use of non-GAAP financial measures. We define Adjusted EBITDA as income (loss) from operations before depreciation, amortization and adjusted for certain non-recurring and non-cash charges, such as reorganization expenses and restricted stock compensation expense. Net income (loss) is similarly adjusted and tax-effected to arrive at Adjusted Net Income (Loss). Adjusted EBITDA and Adjusted Net Income (Loss) are not recognized financial measures under GAAP, but we believe that they are useful in measuring our operating performance. We believe that the use of the non-GAAP financial measures enhances an overall understanding of the Company’s past financial performance, and provides useful information to the investor by comparing our performance across reporting periods on a consistent basis.

Investors should not consider these measures in isolation or as a substitute for net income, operating income, or any other measure for determining the Company’s operating performance that is calculated in accordance with GAAP. In addition, because these measures are not calculated in accordance with GAAP, they may not necessarily be comparable to similarly titled measures employed by other companies.

Three Months Ended December 31,
Year Ended December 31,

 

2020

 


 

2019

 


 

2020

 


 

2019

 


(In thousands, except per share data)
(In thousands, except per share data)
EBITDA and Adjusted EBITDA






Net loss

$

(11,309

)


$

(20,181

)


$

(14,144

)


$

(55,379

)

Interest expense

 

4,906

 


 

5,381

 


 

21,562

 


 

15,935

 

Interest income

 

(2

)


 

(21

)


 

(22

)


 

(85

)

Provision for income taxes

 

454

 


 

552

 


 

735

 


 

1,912

 

Depreciation and amortization

 

1,944

 


 

4,135

 


 

10,936

 


 

18,606

 

EBITDA

 

(4,007

)


 

(10,134

)


 

19,067

 


 

(19,011

)

Adjustments:






Income from joint ventures

 

-

 


 

-

 


 

(2

)


 

-

 

Other income (expense), net

 

(135

)


 

(165

)


 

(301

)


 

(42

)

Acquisition related and other

 

-

 


 

247

 


 

-

 


 

6,204

 

Restricted stock compensation expense

 

797

 


 

996

 


 

2,303

 


 

2,868

 

Change in fair value of convertible senior notes

 

5,022

 


 

2,120

 


 

2,265

 


 

5,112

 

Change in fair value of preferred stock derivative liability

 

2,191

 


 

353

 


 

2,815

 


 

353

 

Loss on extinguishment of debt

 

-

 


 

-

 


 

-

 


 

13,205

 

Intangibles impairment

 

-

 


 

9,379

 


 

-

 


 

9,379

 

Bad debt write-offs (recoveries)

 

-

 


 

(713

)


 

-

 


 

(713

)

Unclaimed property liability (1999-2014)

 

-

 


 

1,200

 


 

-

 


 

1,200

 

Restructuring charge

 

-

 


 

47

 


 

1,631

 


 

341

 

Pandemic related charges

 

-

 


 

-

 


 

366

 


 

-

 

Adjusted EBITDA

$

3,868

 


$

3,330

 


$

28,144

 


$

18,896

 








 







 
Adjusted net income (loss) attributable to common stockholders





Net loss attributable to common stockholders

$

(11,664

)


$

(20,596

)


$

(15,531

)


$

(56,031

)

Acquisition related and other

 

-

 


 

247

 


 

-

 


 

6,204

 

Restricted stock compensation expense

 

797

 


 

996

 


 

2,303

 


 

2,868

 

Change in fair value of convertible senior notes

 

5,022

 


 

2,120

 


 

2,265

 


 

5,112

 

Change in fair value of preferred stock derivative liability

 

2,191

 


 

353

 


 

2,815

 


 

353

 

Loss on extinguishment of debt

 

-

 


 

-

 


 

-

 


 

13,205

 

Intangibles impairment

 

-

 


 

9,379

 


 

-

 


 

9,379

 

Bad debt write-offs (recoveries)

 

-

 


 

(713

)


 

-

 


 

(713

)

Unclaimed property liability (1999-2014)

 

-

 


 

1,200

 


 

-

 


 

1,200

 

Restructuring charge

 

-

 


 

47

 


 

1,631

 


 

341

 

Pandemic related charges

 

-

 


 

-

 


 

366

 


 

-

 

Tax impact of additional charges

 

13

 


 

(786

)


 

(116

)


 

(816

)

Adjusted net loss attributable to common stockholders

$

(3,641

)


$

(7,753

)


$

(6,267

)


$

(18,898

)

Adjusted loss per share - basic and diluted

$

(0.80

)


$

(2.62

)


$

(1.72

)


$

(7.27

)

Shares used in adjusted loss per share - basic and diluted

 

4,575

 


 

2,962

 


 

3,634

 


 

2,598

 

 

Contacts

Gateway Investor Relations
Sean McGowan, (949) 574-3860
Managing Director
smcgowan@gatewayir.com

JAKKS Pacific
Jared Wolfson
(424) 268-9330
jwolfson@jakks.net