JAKK JAKKS Pacific Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

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SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No.  )*

 

JAKKS PACIFIC, INC.

 (Name of Issuer)

 

Common stock, par value $0.001 per share

 (Title of Class of Securities)

 

 

* 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 the disclosures provided in a prior cover page.

 

Continued on following pages

Page 1 of 11 Pages

Exhibit Index: Page 10

 

CUSIP No. 47012E106

Page 2 of 11 Pages

 

 

1	NAMES OF REPORTING PERSONS
	LOGEN ASSET MANAGEMENT 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
			1,576,239 (1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			1,576,239 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,576,239 (1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	5.62%
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IA, PN

 

 

 

1	NAMES OF REPORTING PERSONS
	LOGEN ASSET MANAGEMENT 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
			1,576,239 (1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			1,576,239 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,576,239 (1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	5.62% (2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	OO, HC

 

1	NAMES OF REPORTING PERSONS
	STEVEN K. GENDAL
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) ☐
	(b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			1,576,239 (1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			1,576,239 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,576,239 (1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	5.62% (2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	IN, HC

 

 

1	NAMES OF REPORTING PERSONS
	ANTHEM, INC.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
	(a) ☐
	(b) ☐
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION
	Indiana
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER
			0
		6	SHARED VOTING POWER
			1,461,165 (1)
		7	SOLE DISPOSITIVE POWER
			0
		8	SHARED DISPOSITIVE POWER
			1,461,165 (1)
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	1,461,165  (1)
10	CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
	☐
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
	5.23% (2)
12	TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
	CO

 

 

Item 1(a).

Name of Issuer:

 

JAKKS Pacific, Inc. (the “Issuer”)

Item 1(b).

Address of Issuer’s Principal Executive Offices:

 

2951 28th Street, Santa Monica, California 90405

Item 2(a).

Name of Person Filing:

This Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):

i)

Logen Asset Management LP (“Logen LP”);

ii)

Logen Asset Management GP LLC (“Logen GP”);

iii)

Mr. Steven K. Gendal (“Mr. Gendal”); and

iv)

Anthem, Inc. (“Anthem”).

 

This Statement relates to the Shares (as defined herein) held for the account of Logen Asset Management Master Fund Ltd., a Cayman Islands exempted company (“Logen Fund”), and a separately managed account (the “Managed Account”).  Logen LP serves as investment manager to each of the Logen Fund and the Managed Account.  Logen GP is the general partner of Logen LP.  Mr. Gendal is a managing partner of Logen LP and a member of Logen GP.  Anthem is the sole owner of the Managed Account.

Item 2(b).

Address of Principal Business Office or, if None, Residence:

The principal business address of each of the Logen LP, Logen GP, and Mr. Gendal is 410 Park Avenue, Suite 1510, New York, New York 10022.  The principal business address of Anthem is 120 Monument Circle, Indianapolis, Indiana, 46204-4903.

Item 2(c).

Citizenship:

i)

Logen LP is a Delaware limited partnership;

ii)

Logen GP is a Delaware limited liability company;

iii)

Mr. Gendal is United States citizen; and

iv)

Anthem is an Indiana corporation.

Item 2(d).

Title of Class of Securities:

 

Common stock, par value $0.001 per share (the “Shares”)

 

Item 2(e).

CUSIP Number:

 

47012E106

This Item 3 is not applicable.

Item 4.

Ownership:

 

Item 4(a)

Amount Beneficially Owned:

 

As of March 13, 2018, Logen LP, Logen GP, and Mr. Gendal may be deemed the beneficial owner of 1,576,239 Shares.  This amount consists of: (A) 39,328 Shares held for the account of Logen Fund, (B) approximately 75,746 Shares issuable upon the conversion of $730,000 of convertible notes held for the account of Logen Fund, (C) 499,298 Shares held for the Managed Account, and (D) approximately 961,867 Shares issuable upon the conversion of $9,270,000 of convertible notes held for the account of the Managed Account.

 

As of March 13, 2018, Anthem may be deemed the beneficial owner of approximately 1,461,165 Shares.  This amount consists of: (A) 499,298 Shares held for the Managed Account, and (B) approximately 961,867 Shares issuable upon the conversion of $9,270,000 of convertible notes held for the account of the Managed Account.

Item 4(b)

Percent of Class:

As of March 13, 2018, Logen LP, Logen GP, and Mr. Gendal may be deemed the beneficial owner of approximately 5.62% of Shares outstanding. (This percentage is based on the sum of (i) 26,987,430 Shares outstanding as of December 7, 2017, as reported in the Issuer’s Registration Statement on Form S-3 filed on December 8, 2017, and (ii) approximately 1,037,613 Shares issuable upon the conversion of $10,000,000 of convertible notes   held by Logen Fund and the Managed Account, which have been added to the Shares outstanding in accordance with Rule 13d-3(d)(1)(i) under the Act.)

 

As of March 13, 2018, Anthem may be deemed the beneficial owner of approximately 5.23% of Shares outstanding. (This percentage is based on the sum of (i) 26,987,430 Shares outstanding as of December 7, 2017, as reported in the Issuer’s Registration Statement on Form S-3 filed on December 8, 2017, and (ii) approximately 961,867 Shares issuable upon the conversion of $9,270,000 of convertible notes held by the Managed Account, which have been added to the Shares outstanding in accordance with Rule 13d-3(d)(1)(i) under the Act.)

Item 4(c)

Number of Shares as to which such person has:

 

Logen LP, Logen GP, and Mr. Gendal :
(i) Sole power to vote or direct the vote:	0
(ii) Shared power to vote or direct the vote:	1,576,239
(iii) Sole power to dispose or direct the disposition of:	0
(iv) Shared power to dispose or direct the disposition of:	1,576,239

Item 5.

Ownership of Five Percent or Less of a Class:

 

This Item 5 is 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, other than activities solely in connection with a nomination under §240.14a-11.

 

SIGNATURE

 

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

 

	Logen Asset Management LP
	By:	/s/ Steven K. Gendal
		Name: Steven K. Gendal
		Title:   Managing Partner

March 14, 2018

 

 

Page 10 of 11 Pages

 

EXHIBIT INDEX

 

Ex.		Page No.
A	Joint Filing Agreement	11

 

 

 

EXHIBIT A

JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13G with respect to the Common Stock of JAKKS Pacific, Inc. dated as of March 14, 2018 is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

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