Filing Details

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

Information Statement Pursuant to Rules 13d-1 and 13d-2

Under the Securities Exchange Act of 1934

(Amendment No.  4 )*

JAKKS Pacific, Inc.

(Name of Issuer)

Common stock, par value $0.001 per share

(Title of Class of Securities)

47012E106

(CUSIP Number)

December 31, 2017

Date of Event Which Requires Filing of the Statement

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨

Rule 13d-1(b)

x

Rule 13d-1(c)

¨

Rule 13d-1(d)

 

*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. 47012E106

13G/A

Page 2 of 10 Pages

 

1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Citadel Advisors LLC
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)            ¨   (b)            ¨
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 0
	6.	SHARED VOTING POWER   985,732 shares
	7.	SOLE DISPOSITIVE POWER 0
	8.	SHARED DISPOSITIVE POWER See Row 6 above

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES	¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   3.5%1
12.	TYPE OF REPORTING PERSON IA; OO; HC

 

1

The percentages reported in this Schedule 13G/A are based upon approximately 27,973,162 shares of common stock outstanding (composed of (i) 26,987,430 shares of common stock outstanding as of December 7, 2017 (according to the prospectus filed by the issuer with the Securities and Exchange Commission on December 8, 2017) and (ii) approximately 985,732 shares issuable upon the conversion of certain convertible notes held by the Reporting Persons and certain of their affiliates).

 

 

CUSIP No. 47012E106

13G/A

Page 3 of 10 Pages

 

1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Citadel Advisors Holdings LP
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)            ¨   (b)            ¨
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 0
	6.	SHARED VOTING POWER   985,732 shares
	7.	SOLE DISPOSITIVE POWER 0
	8.	SHARED DISPOSITIVE POWER See Row 6 above

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES	¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   3.5%
12.	TYPE OF REPORTING PERSON PN; HC

 

 

CUSIP No. 47012E106

13G/A

Page 4 of 10 Pages

 

1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Citadel GP LLC
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)            ¨   (b)            ¨
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 0
	6.	SHARED VOTING POWER   985,732 shares
	7.	SOLE DISPOSITIVE POWER 0
	8.	SHARED DISPOSITIVE POWER See Row 6 above.

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above.
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES	¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   3.5%
12.	TYPE OF REPORTING PERSON OO; HC

 

 

CUSIP No. 47012E106

13G/A

Page 5 of 10 Pages

 

1.	NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON   Kenneth Griffin
2.	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)            ¨   (b)            ¨
3.	SEC USE ONLY
4.	CITIZENSHIP OR PLACE OF ORGANIZATION U.S. Citizen

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 0
	6.	SHARED VOTING POWER   991,556 shares
	7.	SOLE DISPOSITIVE POWER 0
	8.	SHARED DISPOSITIVE POWER See Row 6 above

9.	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Row 6 above
10.	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES	¨
11.	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)   3.5%
12.	TYPE OF REPORTING PERSON IN; HC

 

 

CUSIP No. 47012E106

13G/A

Page 6 of 10 Pages

 

Item 1(a)

Name of Issuer

 

JAKKS Pacific, Inc.

 

Item 1(b)

Address of Issuer’s Principal Executive Offices

 

22619 Pacific Coast Highway, Malibu, California 90265

 

Item 2(a)

Name of Person Filing

 

This Schedule 13G/A is being jointly filed by Citadel Advisors LLC (“Citadel Advisors”), Citadel Advisors Holdings LP (“CAH”), Citadel GP LLC (“CGP”) and Mr. Kenneth Griffin (collectively with Citadel Advisors, CAH and CGP, the “Reporting Persons”) with respect to shares of common stock (and options to purchase and/or other securities convertible into common stock) of the above-named issuer owned by Citadel Equity Fund Ltd., a Cayman Islands limited company (“CEF”), and Citadel Securities LLC, a Delaware limited liability company (“Citadel Securities”).

 

Citadel Advisors is the portfolio manager for CEF. CAH is the managing member of Citadel Advisors. CGP is the general partner of CAH. CALC III LP, a Delaware limited partnership (“CALC3”), is the non-member manager of Citadel Securities. Citadel Securities GP LLC, a Delaware limited liability company (“CSGP”), is the general partner of CALC3. Mr. Griffin is the President and Chief Executive Officer of CGP, and owns a controlling interest in CGP and CSGP.

 

The filing of this statement shall not be construed as an admission that any of the Reporting Persons is the beneficial owner of any securities covered by the statement other than the securities actually owned by such person (if any).

 

Item 2(b)

Address of Principal Business Office

 

The address of the principal business office of each of the Reporting Persons is 131 S. Dearborn Street, 32nd Floor, Chicago, Illinois 60603.

 

Item 2(c)

Citizenship

 

Each of Citadel Advisors and CGP is organized as a limited liability company under the laws of the State of Delaware. CAH is organized as a limited partnership under the laws of the State of Delaware. Mr. Griffin is a U.S. citizen.

 

Item 2(d)

Title of Class of Securities

 

Common stock, $0.001 par value

 

Item 2(e)

CUSIP Number

 

47012E106

 

 

CUSIP No. 47012E106

13G/A

Page 7 of 10 Pages

 

Item 3

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

	(a)	¨	Broker or dealer registered under Section 15 of the Exchange Act;
	(b)	¨	Bank as defined in Section 3(a)(6) of the Exchange Act;
	(c)	¨	Insurance company as defined in Section 3(a)(19) of the Exchange Act;
	(d)	¨	Investment company registered under Section 8 of the Investment Company Act;
	(e)	¨	An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
	(f)	¨	An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
	(g)	¨	A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
	(h)	¨	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;
	(i)	¨	A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;
	(j)	¨	A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);
	(k)	¨	Group, in accordance with Rule 13d-1(b)(1)(ii)(K).

 

If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: ____________.

 

 

CUSIP No. 47012E106

13G/A

Page 8 of 10 Pages

 

Item 4

Ownership

 

A.

Citadel Advisors LLC

 

(a)

Citadel Advisors may be deemed to beneficially own 985,732 shares of Common Stock.

 

(b)

The number of shares Citadel Advisors may be deemed to beneficially own constitutes approximately 3.5% of the Common Stock outstanding.

 

(c)

Number of shares as to which such person has:

 

(i)

sole power to vote or to direct the vote: 0

 

(ii)

shared power to vote or to direct the vote: 985,732

 

(iii)

sole power to dispose or to direct the disposition of: 0

 

(iv)

shared power to dispose or to direct the disposition of: 985,732

 

B.

Citadel Advisors Holdings LP and Citadel GP LLC

 

(a)

Each of CAH and CGP may be deemed to beneficially own 985,732 shares of Common Stock.

 

(b)

The number of shares that each of CAH and CGP may be deemed to beneficially own constitutes approximately 3.5% of the Common Stock outstanding.

 

(c)

Number of shares as to which such person has:

 

(i)

sole power to vote or to direct the vote: 0

 

(ii)

shared power to vote or to direct the vote: 985,732

 

(iii)

sole power to dispose or to direct the disposition of: 0

 

(iv)

shared power to dispose or to direct the disposition of: 985,732

 

 

CUSIP No. 47012E106

13G/A

Page 9 of 10 Pages

 

C.

Kenneth Griffin

 

(a)

Mr. Griffin may be deemed to beneficially own 991,556 shares of Common Stock.

 

(b)

The number of shares Mr. Griffin may be deemed to beneficially own constitutes approximately 3.5% of the Common Stock outstanding.

 

(c)

Number of shares as to which such person has:

 

(i)

sole power to vote or to direct the vote: 0

 

(ii)

shared power to vote or to direct the vote: 991,556

 

(iii)

sole power to dispose or to direct the disposition of: 0

 

(iv)

shared power to dispose or to direct the disposition of: 991,556

 

Item 5

Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following x.

 

Item 6

Ownership of More than Five Percent on Behalf of Another Person

 

Not Applicable

 

Item 7

Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company

 

See Item 2 above

 

Item 8

Identification and Classification of Members of the Group

 

Not Applicable

 

Item 9

Notice of Dissolution of Group

 

Not Applicable

 

Item 10

Certification

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

CUSIP No. 47012E106

13G/A

Page 10 of 10 Pages

 

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

 

Dated this 14^th day of February, 2018.

 

CITADEL ADVISORS LLC			CITADEL ADVISORS HOLDINGS LP
By:	/s/ David Glockner		By:	/s/ David Glockner
	David Glockner, Authorized Signatory			David Glockner, Authorized Signatory
CITADEL GP LLC			KENNETH GRIFFIN
By:	/s/ David Glockner		By:	/s/ David Glockner
	David Glockner, Authorized Signatory			David Glockner, attorney-in-fact*

*

David Glockner is signing on behalf of Kenneth Griffin as attorney-in-fact pursuant to a power of attorney previously filed with the Securities and Exchange Commission on January 17, 2018, and hereby incorporated by reference herein. The power of attorney was filed as an attachment to a filing by Citadel Advisors LLC on Schedule 13G for Roku Inc.