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 16, 2004
AUDIOVOX CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-28839 13-1964841
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(State or other I.R.S. Employer
jurisdiction of incorporation) (Commission File Number) Identification No.)
180 Marcus Blvd., Hauppauge, New York 11788
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (631) 231-7750
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 file
following provisions:
[ ] Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(e))
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Item 8.01 Other Events
On December 16, 2004, Audiovox Corporation (the "Company") issued a press
release announcing that its subsidiary, Audiovox Electronics Corp. (AEC) signed
a letter of intent to acquire certain assets comprising the business of Terk
Technologies Corp. ("Terk") for a purchase price of $13.6 million plus a
debenture based on achievement of future revenue targets. A copy of the release
is furnished herewith as Exhibit 99.1.
The information furnished under this Item 8.01, including Exhibit 99.1, shall
not be deemed to be filed for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, and will not be incorporated by reference into
any registration statement filed under the Securities Act of 1933, as amended,
unless specifically identified therein as being incorporated therein by
reference.
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SIGNATURES
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 thereunto duly authorized.
AUDIOVOX CORPORATION (Registrant)
Date: December 17, 2004 /s/ Charles M. Stoehr
Charles M. Stoehr
Senior Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release, dated December 16, 2004, reporting that
Audiovox Corporation's subsidiary, Audiovox Electronics
Corp., has signed a letter of intent to acquire
certain assets of Terk Technologies Corp.
Page 4 of 4
FOR IMMEDIATE RELEASE
AUDIOVOX SIGNS LETTER OF INTENT TO ACQUIRE TERK TECHNOLOGIES CORP.
Pending transaction further enhances Audiovox's position
as a leading supplier of satellite radios
Hauppauge, NY, December 16, 2004 . . . Audiovox Corporation (NASDAQ: VOXX) today
announced that it's subsidiary, Audiovox Electronics Corp. (AEC) has signed a
letter of intent to acquire certain assets comprising the business of Terk
Technologies Corp. ("Terk") for a purchase price of $13.6 million plus a
debenture based on achieving future revenue targets.
Terk is a leading provider of satellite radio receivers and digital antenna
products. The Company has an agreement in place to provide existing and develop
future car stereo aftermarket products for XM. Some of the Terk's other products
include TV and AM/FM antennas with an emphasis today on High Definition (HD)
technology. The companies anticipate based on due diligence that Terk's Net
Sales for the year ended December 31, 2004 will be approximately $50 million.
Commenting on the deal, John Shalam, Chairman, President and CEO of Audiovox
Corporation stated, "The proposed acquisition of Terk marks our first
transaction since the sale of our Wireless business to UTStarcom. Terk brings
significant expertise in the specialized satellite radio industry, which we have
identified as a fast growth high tech market and we believe it will serve to
strengthen our position for future growth in that segment."
Patrick Lavelle, President and CEO of AEC stated, "This purchase is yet another
step we are taking to further expand our portfolio of technology driven
products. It is synergistic to our existing distribution channels as well as
internal operations. We already enjoy a leading market position in satellite
radio and with the addition of Terk, believe we have further strengthened that
position."
In addition to the Terk branded products, Audiovox will also assume the
exclusive distribution rights in the United States for Vogel's line of high end
LCD and Plasma TV mounting systems. Lavelle further stated, "We are also excited
about the potential of the Vogel line due to the projected growth of the flat
panel market in the U.S."
The consummation of the purchase is subject to a number of conditions including
completion of a definitive agreement and fulfilling due diligence and other
terms and conditions customary or applicable to this transaction. The Company
anticipates a closing by December 31, 2004 or shortly thereafter.
Shalam concluded, "We continue to evaluate additional business opportunities
that can contribute to our company's growth. With a clean balance sheet, little
debt and access to capital, Audiovox is well positioned to be a player in the
M&A market and it is our intent to continue to pursue strategic acquisitions
that will help grow both our top- and bottom-line results."
- more -
Audiovox Signs Letter of Intent to Acquire Terk Technologies
Page 2 of 2
About Audiovox
Audiovox Corporation is a leading international distributor and value added
service provider in the consumer electronics industry. The Company currently
conducts its business through Audiovox Electronics Corporation (AEC), a wholly
owned subsidiary. AEC is a recognized leader in the marketing of automotive
entertainment, vehicle security and consumer electronics products. The company
is number one in mobile video and places in the top ten of almost every category
that it sells.
Among the lines marketed by AEC are its mobile electronics products including
mobile video systems, auto sound systems including satellite radio, vehicle
security, and consumer electronics products such as portable DVD players,
flat-panel TV's, extended range two-way radios, multi media products like MP 3
players, and home and portable stereos. The company markets its products through
an extensive distribution network that includes power retailers, 12-volt
specialists, mass merchandisers and an OE sales group. The company markets
products under the Audiovox, Jensen, Acoustic Research, Advent, Code Alarm and
Prestige brands. For additional information, visit our web site at
www.audiovox.com.
Safe-Harbor Language
Except for historical information contained herein, statements made in this
release that would constitute forward-looking statements may involve certain
risks and uncertainties. All forward-looking statements made in this release are
based on currently available information and the Company assumes no
responsibility to update any such forward-looking statement. The following
factors, among others, may cause actual results to differ materially from the
results suggested in the forward-looking statements. The factors include, but
are not limited to, risks that may result from changes in the Company's business
operations; our ability to keep pace with technological advances; significant
competition in the mobile and consumer electronics businesses as well as the
wireless business; our relationships with key suppliers and customers; quality
and consumer acceptance of newly introduced products; market volatility;
non-availability of product; excess inventory; price and product competition;
new product introductions; the possibility that the review of our prior filings
by the SEC may result in changes to our financial statements; and the
possibility that stockholders or regulatory authorities may initiate proceedings
against Audiovox and/or our officers and directors as a result of any
restatements. Risk factors associated with our business, including some of the
facts set forth herein, are detailed in the Company's Form 10-K/A for the fiscal
year ended November 30, 2003 and Form 10-Q for the fiscal 2004 third quarter
ended August 31, 2004.
Company Contact: Public and Investor Relations Contact:
C. Michael Stoehr, SVP/CFO Glenn Wiener
Audiovox Corporation GW Communications
(631) 231-7750 (212) 786-6011 or gwiener@GWCco.com
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