JAKKS Pacific (JAKK) Approves $80M Common Tender; Updates on Board Changes, Oaktree Agreement

April 23, 2012 6:17 AM EDT
JAKKS Pacific, Inc. (Nasdaq: JAKK) updates on the following actions:
  • approved, subject to certain conditions, a tender offer to its shareholders to purchase common stock of the Company with an aggregate value of at least $80,000,000 at a price per share equal to at least $20.00 per share. The Company will use reasonable efforts to commence the self-tender offer no later than May 25, 2012,
  • approved an increase in the number of directors from six to eight,
  • approved the election of Peter Reilly as an independent director to fill one of the new board seats, and his appointment to the Nominating and Corporate Governance Committee and Audit Committee of the Board, and authorized the Company to conduct a search for an additional independent director, and
  • authorized representatives of the Company to meet with Oaktree Capital Management, L.P. (“Oaktree”), and to provide Oaktree with information about the Company, which Oaktree has requested of the Company, subject to execution of a customary confidentiality agreement.
The Company also announced that it entered an agreement with Clinton Group, Inc. and its affiliated funds (“Clinton Group”) which provides for the foregoing actions. Clinton Group agreed to certain standstill restrictions until 60 days prior to the 2013 annual meeting of the Company's stockholders, and agreed to support and vote for the incumbent Board of Directors of the Company (the “Board”) at the 2012 annual meeting of the Company’s stockholders and, until the expiration of the standstill period, in connection with any special meeting or written consent solicitation. As part of the Agreement with Clinton Group the Company also agreed that the new additional independent director would be subject to Clinton Group’s reasonable approval.

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