SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549  
   
SCHEDULE 13D/A
 
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
 

JAKKS Pacific, Inc.

(Name of Issuer)
 

Common stock, $0.001 par value

(Title of Class of Securities)
 

47012E106

(CUSIP Number)
 

Oasis Management Company Ltd.

c/o Oasis Management (Hong Kong) LLC

21/F Man Yee Building

68 Des Voeux Road, Central

Hong Kong

Attention: Phillip Meyer

(852) 2847-7708

 

with a copy to:

 

Schulte Roth & Zabel LLP

919 Third Avenue

New York, NY 10022

Attention: Eleazer N. Klein, Esq.

(212) 756-2000

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
 

December 22, 2016

(Date of Event Which Requires Filing of This Statement)

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. [ ] 

(Page 1 of 7 Pages)

______________________________

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

CUSIP No. 47012E106SCHEDULE 13D/APage 2 of 7 Pages

 

 

1

NAME OF REPORTING PERSON

Oasis Management Company Ltd.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

1,352,820 shares of Common Stock

1,276,332 shares of Common Stock issuable upon conversion of 4.25% Convertible Senior Notes due 2018

1,063,553 shares of Common Stock issuable upon conversion of 4.875% Convertible Senior Notes due 2020

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,352,820 shares of Common Stock

1,276,332 shares of Common Stock issuable upon conversion of 4.25% Convertible Senior Notes due 2018

1,063,553 shares of Common Stock issuable upon conversion of 4.875% Convertible Senior Notes due 2020

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,352,820 shares of Common Stock

1,276,332 shares of Common Stock issuable upon conversion of 4.25% Convertible Senior Notes due 2018

1,063,553 shares of Common Stock issuable upon conversion of 4.875% Convertible Senior Notes due 2020

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

16.5%

14

TYPE OF REPORTING PERSON

OO

         

 

 

CUSIP No. 47012E106SCHEDULE 13D/APage 3 of 7 Pages

 

 

1

NAME OF REPORTING PERSON

Oasis Investments II Master Fund Ltd.

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

WC (see Item 3)

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Cayman Islands

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

1,352,820 shares of Common Stock

1,276,332 shares of Common Stock issuable upon conversion of 4.25% Convertible Senior Notes due 2018

1,063,553 shares of Common Stock issuable upon conversion of 4.875% Convertible Senior Notes due 2020

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,352,820 shares of Common Stock

1,276,332 shares of Common Stock issuable upon conversion of 4.25% Convertible Senior Notes due 2018

1,063,553 shares of Common Stock issuable upon conversion of 4.875% Convertible Senior Notes due 2020

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,352,820 shares of Common Stock

1,276,332 shares of Common Stock issuable upon conversion of 4.25% Convertible Senior Notes due 2018

1,063,553 shares of Common Stock issuable upon conversion of 4.875% Convertible Senior Notes due 2020

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

16.5%

14

TYPE OF REPORTING PERSON

OO

         

 

CUSIP No. 47012E106SCHEDULE 13D/APage 4 of 7 Pages

 

 

1

NAME OF REPORTING PERSON

Seth Fischer

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

SOURCE OF FUNDS

AF

5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Germany

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH:
7

SOLE VOTING POWER

-0-

8

SHARED VOTING POWER

1,352,820 shares of Common Stock

1,276,332 shares of Common Stock issuable upon conversion of 4.25% Convertible Senior Notes due 2018

1,063,553 shares of Common Stock issuable upon conversion of 4.875% Convertible Senior Notes due 2020

9

SOLE DISPOSITIVE POWER

-0-

10

SHARED DISPOSITIVE POWER

1,352,820 shares of Common Stock

1,276,332 shares of Common Stock issuable upon conversion of 4.25% Convertible Senior Notes due 2018

1,063,553 shares of Common Stock issuable upon conversion of 4.875% Convertible Senior Notes due 2020

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON

1,352,820 shares of Common Stock

1,276,332 shares of Common Stock issuable upon conversion of 4.25% Convertible Senior Notes due 2018

1,063,553 shares of Common Stock issuable upon conversion of 4.875% Convertible Senior Notes due 2020

12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨
13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

16.5%

14

TYPE OF REPORTING PERSON

IN

         

 

 

CUSIP No. 47012E106SCHEDULE 13D/APage 5 of 7 Pages

 

 

This Amendment No. 3 (“Amendment No. 3”) amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on June 3, 2015 (the “Original Schedule 13D”), as amended by Amendment No. 1 filed with the SEC on September 29, 2015 (“Amendment No. 1”) and by Amendment No. 2 filed with the SEC on October 27, 2015 (“Amendment No. 2,” and the Original Schedule 13D as amended hereby and by Amendment No. 1 and Amendment No. 2, the “Schedule 13D”) with respect to the common stock, par value $0.001 per share (the “Shares”), of JAKKS Pacific, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used herein and not otherwise defined in this Amendment No. 3 have the meanings set forth in the Schedule 13D. This Amendment No. 3 amends Items 3 and 5 as set forth below.

 

Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
   
Item 3 of the Schedule 13D is hereby amended and restated in its entirety as follows:
   
  Funds for the purchase of the Shares by Oasis II Fund reported herein were derived from general working capital and margin account borrowings made in the ordinary course of business.  In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time.  Since other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the Shares reported herein.  A total of $9,396,458 was paid to acquire the 1,352,820 Shares reported herein.  A total of $10,743,288 was paid to acquire the $11,160,000 principal amount of 4.25% Convertible Senior Notes due 2018 (the “2018 Convertible Senior Notes”) reported herein.  A total of $9,559,859 was paid to acquire the $10,250,000 principal amount of 4.875% Convertible Senior Notes due 2020 (together with the 2018 Convertible Senior Notes, the “Convertible Senior Notes”) reported herein.  

 

Item 5. INTEREST IN SECURITIES OF THE ISSUER
   
Paragraphs (a) and (c) of Item 5 of the Schedule 13D are hereby amended and restated in their entirety as follows:
   
(a) See rows (11) and (13) of the cover pages hereto for the aggregate number of Shares and percentages of the Shares beneficially owned by each of the Reporting Persons.  The percentages used herein are calculated based upon 20,002,003 Shares reported by the Issuer to be outstanding as of November 9, 2016, as disclosed in the Issuer’s Quarterly Report for the period ended September 30, 2016, filed on Form 10-Q on November 9, 2016.
   
(c) The transactions in the Shares by Oasis II Fund within the past sixty days, which were all in the open market, are set forth in Schedule B, and are incorporated herein by reference. The other Reporting Persons did not enter into any transactions in the Shares within the past sixty days.

 

CUSIP No. 47012E106SCHEDULE 13D/APage 6 of 7 Pages

 

 

SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Date: December 27, 2016

 

  Oasis Management CoMPANY Ltd.
   
   
  By:

/s/ Phillip Meyer

  Name: Phillip Meyer
  Title: General Counsel
   
   
  Oasis Investments II Master Fund Ltd.
   
   
  By:

/s/ Phillip Meyer

  Name: Phillip Meyer
  Title: Director
   
   
  /s/ Seth Fischer
  SETH FISCHER

 

 

 

 

CUSIP No. 47012E106SCHEDULE 13D/APage 7 of 7 Pages

 

Schedule B

This Schedule sets forth information with respect to each purchase and sale of Shares which were effectuated by a Reporting Person in the past sixty days. All transactions were effectuated in the open market through a broker. The price reported in the column Price Per Share ($) is a weighted average price if a price range is indicated in the column Price Range ($). These shares of Common Stock were purchased/sold in multiple transactions at prices between the price ranges below. The Reporting Persons will undertake to provide to the staff of the SEC, upon request, full information regarding the number of shares of Common Stock sold at each separate price.

OASIS INVESTMENTS II MASTER FUND LTD.

 

Date Shares Purchased (Sold) Price Per Share ($)* Price Range ($)
       
12/22/2016 123,062 4.89 4.82 – 4.96
12/23/2016 37,384 5.04  
12/27/2016 1,221 5.00  

 

*       Excluding commissions, SEC fees, etc. (rounded to nearest cents).