Current Report Filing (8-k)
December 15 2017 - 5:08PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
Current
Report
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): December 15, 2017
MATTEL, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-05647
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95-1567322
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(State or other jurisdiction
of incorporation)
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(Commission
File No.)
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(I.R.S. Employer
Identification No.)
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333 Continental Boulevard,
El Segundo, California
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90245-5012
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code
(310)
252-2000
N/A
(Former name or
former address, if changed since last report)
Check the appropriate box below
if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Section 7 Regulation FD
Item 7.01
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Regulation FD Disclosure
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On December 15, 2017, Mattel, Inc. (Mattel or the
Company) issued a press release announcing that it priced its offering of $1,000,000,000 aggregate principal amount of 6.750% Senior Notes due 2025 in a private offering (the Offering). The closing of the Offering is expected
to occur on December 20, 2017, subject to customary closing conditions. A copy of the press release is furnished as Exhibit 99.1 hereto. This exhibit is incorporated herein by reference. The notes are being sold in a private placement to
qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the Securities Act), and to
non-U.S.
persons outside the United States under Regulation S under
the Securities Act.
This Current Report on Form
8-K,
including the information contained in Exhibit 99.1, does
not constitute an offer to sell, or the solicitation of an offer to buy, any securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.
In accordance with General Instruction B.2 of Form
8-K,
the information in this Item 7.01, including Exhibit 99.1,
shall not be deemed to be filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liability of that section, and shall not be incorporated
by reference into any registration statement or other document filed under the Securities Act, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Section 9 Financial Statements and Exhibits
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits:
**Furnished herewith
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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Mattel, Inc.
Registrant
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Date: December 15, 2017
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By:
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/s/ Robert Normile
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Name:
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Robert Normile
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Title:
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Executive Vice President
Chief Legal Officer
and Secretary
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