SEC Form 4 · accession 0001288136-16-000118

JAKKS PACIFIC INC · JAKK

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

Pine River Capital Management L.P.

10% Owner

Brian Taylor

10% Owner

Pine River MASTER FUND LTD.

10% Owner

Pine River Capital Management LLC

10% Owner

Period of report

Apr 27, 2016

Accepted (ET)

Sep 21, 2016 · 5:36 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001009829

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common Stock^F1,F2,F3	Apr 27, 2016	S	314,500	$7.60	D	I	See footnotes 2,3
Common Stock^F1,F2,F3	Apr 27, 2016	S	85,600	$7.57	D	I	See footnotes 2,3
Common Stock^F1,F2,F3	May 6, 2016	S	57,263	$7.22	D	I	See footnotes 2, 3
Common Stock^F1,F4,F2,F3	May 9, 2016	P	21,005	$7.3642	A	I	See footnotes 2,3
Common Stock^F1,F2,F3	May 11, 2016	S	50,961	$7.27	D	I	See footnotes 2,3
Common Stock^F1,F5,F2,F3	May 13, 2016	P	3,300	$7.1986	A	I	See footnotes 2,3
Common Stock^F1,F2,F3	May 13, 2016	S	100,351	$7.19	D	I	See footnotes 2,3
Common Stock^F1,F6,F2,F3	May 16, 2016	P	5,192	$7.2489	A	I	See footnotes 2,3
Common Stock^F1,F2,F3	Jun 9, 2016	S	43,010	$7.81	D	I	See footnotes 2,3
Common Stock^F1,F2,F3	Jun 15, 2016	S	330,200	$7.95	D	I	See footnotes 2,3

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
4.875% Convertible Senior Notes due 2020^F1,F2,F3,F7	—	Apr 27, 2016	P	1,500,000	A	—	Jun 1, 2020	Common Stock	155,642	—	I
4.875% Convertible Senior Notes due 2020^F1,F2,F3,F7	—	May 6, 2016	P	1,003,000	A	—	Jun 1, 2020	Common Stock	104,073	—	I
4.875% Convertible Senior Notes due 2020^F1,F2,F3,F7	—	May 11, 2016	P	893,000	A	—	Jun 1, 2020	Common Stock	92,659	—	I
4.875% Convertible Senior Notes due 2020^F1,F2,F3,F7	—	May 13, 2016	P	1,488,000	A	—	Jun 1, 2020	Common Stock	154,397	—	I
4.875% Convertible Senior Notes due 2020^F1,F2,F3,F7	—	Jun 9, 2016	P	690,000	A	—	Jun 1, 2020	Common Stock	71,595	—	I
4.25% Convertible Senior Notes due 2018^F1,F2,F3,F8	—	Jun 15, 2016	P	5,250,000	A	—	Aug 1, 2018	Common Stock	600,429	—	I

Explanation of responses

F1The Reporting Persons understand that the transactions reported herein may arguably be deemed to create profits subject to disgorgement under Section 16(b) of the Exchange Act. The Reporting Persons have paid to the Issuer the full amount of such profits to the extent of their pecuniary interest therein.
F2These securities are held directly by Pine River Master Fund Ltd. (the "Master Fund"), for which Pine River Capital Management L.P. (the "Partnership")is the Investment Manager. Mr. Taylor is the sole member of Pine River Capital Management LLC, the general partner of the Partnership.
F3Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, other than to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose.
F4The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.27 to $7.45, inclusive. The Reporting Persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnotes (4) through (6) to this Form 4.
F5The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.14 to $7.23, inclusive.
F6The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.18 to $7.28, inclusive.
F7The 4.875% Convertible Senior Notes due 2020 are convertible into shares of the issuer's Common Stock ("Common Stock") at any time, at an initial conversion rate of 103.7613 shares of Common Stock per $1,000 principal amount of notes, equivalent to an initial conversion price of approximately $9.64 per share of Common Stock, subject to adjustment in certain events.
F8The 4.25% Convertible Senior Notes due 2018 are convertible into shares of Common Stock at any time, at an initial conversion rate of 114.3674 shares of Common Stock per $1,000 principal amount of notes, equivalent to an initial conversion price of approximately $8.74 per share of Common Stock, subject to adjustment in certain events.