JAKKS PACIFIC INC JAKK

election_required = True...Shares”. If I own fewer than 100 Shares and I tender all of my Shares, will I be subject to proration? If you own, beneficially or of record, fewer than 100 Shares in the aggregate, you properly tender all of these Shares prior to the Expiration Date and you complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery, and all conditions to the Offer are satisfied or waived, we will purchase all of your Shares without subjecting them to proration. See, “Section 1 — Number of Shares; Proration”. v TABLE OF CONTENTS Once I have tendered Shares in the Offer, can I withdraw my tender? Yes. You may w...

expiry = 2012-06-27...h up to 4,000,000 Shares of its Common Stock (including Series A Junior Participating Preferred Stock Rights) at a Purchase Price of $20.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT MIDNIGHT, NEW YORK CITY TIME, ON JUNE 27, 2012, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE, AS IT MAY BE EXTENDED, THE “EXPIRATION DATE”). JAKKS Pacific, Inc., a Delaware corporation (“JAKKS,” “we” or “us”), is offering to purchase for cash up to 4,000,000 shares of its commo...

listed = True...were 26,019,087 Shares outstanding. The 4,000,000 Shares that JAKKS is offering to purchase under the Offer represent approximately 15.4% of the total number of Shares outstanding as of May 24, 2012. See, “Section 1 — Number of Shares; Proration”. The Shares are listed on NASDAQ and trade under the symbol “JAKK.” On May 24, 2012, the last full trading day before the announcement of the Offer, the reported closing price of the Shares on NASDAQ was $17.95 per Share. You are urged to obtain current market quotations for the Shares before deciding whether to tender your Shares pursuant to the Offer. See, “Section 8 — Price Range of Shares; Div...

mechanism = FIXEDEX-99.A1A 2 v314465_ex-a1a.htm EXHIBIT (A)(1)(A) Exhibit (a)(1)(A) JAKKS Pacific, Inc. Offer to Purchase for Cash up to 4,000,000 Shares of its Common Stock (including Series A Junior Participating Preferred Stock Rights) at a Purchase Price of $20.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT MIDNIGHT, NEW YORK CITY TIME, ON JUNE 27, 2012, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE, AS IT MAY BE EXTENDED, THE “EXPIRATION DATE”). JAKKS Pacific, Inc., a Delaware corporation (“JAKKS,” “we” or “us”), is offering to purchase for cash up to 4,000,000 shares...

mechanism = FIXED...purchase approximately 15.8% of the shares tendered by each tendering stockholder, after giving effect to the purchase of all shares validly tendered by odd lot holders. As such, the Company expects to accept for payment an aggregate of 4,000,000 shares at a purchase price of $20.00 per share, for a total purchase price of $80,000,000, excluding fees and expenses related to the self-tender offer. The 4,000,000 shares expected to be purchased in the self-tender offer represent approximately 15.4% of the Company’s shares outstanding as of May 24, 2012. BofA Merrill Lynch served as dealer manager, Innisfree M&A Incorporated serv...

mechanism = FIXED...ed for payment approximately 17.3% of the shares tendered by each tendering stockholder, after giving effect to the purchase of all shares validly tendered by odd lot holders. As such, the Company has accepted for payment an aggregate of 4,000,000 shares at a purchase price of $20.00 per share, for a total purchase price of $80,000,000, excluding fees and expenses related to the self-tender offer. The 4,000,000 shares the Company has accepted for payment in the self-tender offer represent approximately 15.4% of the Company’s shares outstanding as of May 24, 2012. BofA Merrill Lynch served as dealer manager, Innisfree M&A Incor...

must_tender_all = True...l of such Shares in the Offer. What happens if more than 4,000,000 Shares are tendered in the Offer? We will purchase properly tendered Shares in the following order of priority: • First, we will purchase from all holders of “odd lots” of less than 100 Shares who properly tender all of their Shares and do not properly withdraw them prior to the Expiration Date; • Second, we will purchase from all other stockholders who properly tender Shares, on a pro rata basis, with appropriate adjustments to avoid the purchase of fractional Shares (except for stockholders who tendered Shares conditionally and for which the condition was not sati...

price = USD 20.0...) Exhibit (a)(1)(A) JAKKS Pacific, Inc. Offer to Purchase for Cash up to 4,000,000 Shares of its Common Stock (including Series A Junior Participating Preferred Stock Rights) at a Purchase Price of $20.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT MIDNIGHT, NEW YORK CITY TIME, ON JUNE 27, 2012, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE, AS IT MAY BE EXTENDED, THE “EXPIRATION DATE”). JAKKS...

price = USD 20.0...er, after giving effect to the purchase of all shares validly tendered by odd lot holders. As such, the Company expects to accept for payment an aggregate of 4,000,000 shares at a purchase price of $20.00 per share, for a total purchase price of $80,000,000, excluding fees and expenses related to the self-tender offer. The 4,000,000 shares expected to be purchased in the self-tender offer represent approximately 15.4% of the Compa...

price = USD 20.0...kholder, after giving effect to the purchase of all shares validly tendered by odd lot holders. As such, the Company has accepted for payment an aggregate of 4,000,000 shares at a purchase price of $20.00 per share, for a total purchase price of $80,000,000, excluding fees and expenses related to the self-tender offer. The 4,000,000 shares the Company has accepted for payment in the self-tender offer represent approximately 15.4%...

threshold = 100...s conditioned upon the purchase of a specified number of Shares, it is possible that none of those Shares will be purchased. Odd Lots. The term “Odd Lots” means all Shares properly tendered prior to the Expiration Date and not properly withdrawn by any person who owned, beneficially or of record, a total of fewer than 100 Shares and so certified in the appropriate place on the Letter of Transmittal and, if applicable, on the Notice of Guaranteed Delivery (an “Odd Lot Holder”). To qualify for the odd lot preference, an Odd Lot Holder must tender all Shares owned by the Odd Lot Holder in accordance with the procedures described in “Section 3 — Procedures for Tende...

txn_type = TENDER_OFFEREX-99.A1A 2 v314465_ex-a1a.htm EXHIBIT (A)(1)(A) Exhibit (a)(1)(A) JAKKS Pacific, Inc. Offer to Purchase for Cash up to 4,000,000 Shares of its Common Stock (including Series A Junior Participating Preferred Stock Rights) at a Purchase Price of $20.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT MIDNIGHT, NEW YORK CITY TIME, ON JUNE 27, 2012, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE, AS IT MAY BE EX...

txn_type = TENDER_OFFEREX-99.A5C 2 v317212_ex-a5c.htm EXHIBIT (A)(5)(C) Exhibit (a)(5)(C) JAKKS Pacific Announces Preliminary Results of its Self-Tender Offer MALIBU, Calif., June 28, 2012–JAKKS Pacific, Inc. (NASDAQ: JAKK) (the "Company") today announced the preliminary results of its self-tender offer, which expired at midnight, New York City time, on June 27, 2012. Based on the preliminary count by the depositary for the self-tender offer, a total of approximately 22,658,441 shares of commo...

txn_type = TENDER_OFFEREX-99 2 exa5d.htm EXHIBIT (A)(5)(D) - PRESS RELEASE exa5d.htm Exhibit (a)(5)(D) JAKKS Pacific Announces Final Results of its Self-Tender Offer MALIBU, Calif., July 3, 2012–JAKKS Pacific, Inc. (NASDAQ: JAKK) (the "Company") today announced the final results of its self-tender offer, which expired at midnight, New York City time, on June 27, 2012. Based on the final count by the depositary for the self-tender offer, a total of 20,710,940 shares of common stock were validly tender...