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SMALL BUSINESS
JAKKS Pacific® Closes Sale of $100 Million of Convertible Senior Notes
Business Wire
JAKKS Pacific, Inc. (NASDAQ: JAKK) today announced the closing of the
sale of $100 million principal amount of 4.50% convertible senior notes
due 2014 (the “Notes”).
The Notes are senior unsecured obligations of JAKKS, are entitled to
semi-annual interest payments at a rate of 4.50% per annum and mature on
November 1, 2014. The Notes are convertible into shares of JAKKS’ common
stock at an initial conversion rate of 63.2091 shares of JAKKS common
stock per $1,000 principal amount of notes (equivalent to an initial
conversion price of approximately $15.82 per share of common stock),
subject to adjustment in certain circumstances. Prior to August 1, 2014,
Note holders may convert their Notes only upon specified events. Upon
conversion, the Notes may be settled, at JAKKS’ election, in cash,
shares of its common stock, or a combination of cash and shares of its
common stock. Note holders may require JAKKS to repurchase for cash all
or some of their Notes upon the occurrence of a fundamental change (as
defined in the trust indenture applicable to the Notes).
The Notes were offered to qualified institutional buyers pursuant to
Rule 144A under the Securities Act of 1933, as amended (the “Securities
Act”). The Notes have not been registered under the Securities Act or
any other jurisdiction and, unless so registered, may not be offered or
sold in the United States except pursuant to an exemption from the
registration requirements of the Securities Act and applicable state
laws.
JAKKS intends to use the net proceeds from the sale of the Notes, along
with cash on hand, to repurchase all or a portion of its 4.625%
convertible senior notes due 2023 (the “2023 Notes”). Pursuant to
unsolicited reverse inquiries from holders of the 2023 Notes, JAKKS
expects to repurchase approximately $78.0 million of the 2023 notes at
par shortly after the closing of the offering. In the event JAKKS is
unable to repurchase all of the 2023 notes on satisfactory terms, JAKKS
may use the proceeds from the offering for general corporate purposes.
This press release shall not constitute an offer to sell or a
solicitation of an offer to purchase any of these securities, and shall
not constitute an offer, solicitation or sale of the shares of notes in
any state or jurisdiction in which such an offer, solicitation or sale
would be unlawful.
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™, Girl Gourmet®, Kids
Only®, Tollytots® and Disguise. JAKKS is an award-winning licensee of
several hundred nationally and internationally known trademarks
including Disney®, Nickelodeon®, Warner Bros.®, Ultimate Fighting
Championship®, Graco® and Cabbage Patch Kids.
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’ 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, the risks and other factors discussed in
JAKKS’ Annual Report on Form 10-K for the year ended December 31, 2008
and Quarterly Reports on Form 10-Q for the quarters ended March 31,
2009, June 30, 2009 and September 30, 2009 under the captions
“Disclosure Regarding Forward-Looking Statements” and “Risk Factors” and
otherwise in JAKKS
reports and filings that it makes with the
Securities and Exchange Commission. 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.
Copyright Business Wire 2009
2009-11-10 19:43:00
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