UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) March 31, 2005
AUDIOVOX CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
0-28839 13-1964841
(Commission File Number) (IRS Employer Identification No.)
180 Marcus Boulevard, Hauppauge, New York 11788
(Address of Principal Executive Offices) (Zip Code)
(631) 231-7750
(Registrant's Telephone Number, Including Area Code)
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 March 31, 2005, Audiovox Corporation (the "Company") issued a press
release announcing it filed its Form 10-K for the fiscal year ended November 30,
2004. Please see the copy of the release that 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: April 4, 2005 /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 March 31, 2005, reporting Audiovox
Corporation's filing of the Company's fiscal 2004
Form 10-K.
Page 4 of 4
FOR IMMEDIATE RELEASE
AUDIOVOX CORPORATION ANNOUNCES FILING OF ITS 2004 FORM 10-K
Hauppauge, NY, March 31, 2005. . . Audiovox Corporation (Nasdaq: VOXXE) today
announced that it has filed its Form 10-K for the fiscal year ended November 30,
2004 with the Securities and Exchange Commission (SEC).
As previously announced the late filing was due to the fact that the Company's
current auditor, Grant Thornton LLP required additional time to complete the
fiscal 2002 audit of Audiovox and its subsidiaries, which included Audiovox
Communications Corporation, the net assets of which were sold to UTStarcom in
November of last year. As a result, Audiovox received a Nasdaq Staff
Determination indicating that the Company had failed to comply with the filing
requirement for continued listing set forth in NASD Marketplace Rule
4310(c)(14). The Company was given a hearing date of April 7th, 2005.
With this filing, the Company believes it has now complied with Nasdaq listing
requirements.
The Company anticipates the release of its fiscal 2005 first quarter results on
Tuesday, April 12, 2005.
About Audiovox
Audiovox Corporation is a leading international supplier and value added service
provider in the consumer electronics industry. The Company conducts its business
through subsidiaries and markets, mobile and consumer electronics products both
domestically and internationally under several of its own brands. It also
functions as an OEM (Original Equipment Manufacturer) supplier to a wide variety
of customers, through several distinct distribution channels. For additional
information, please visit Audiovox on the Web at http://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; 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
Exhibit 99.1
Audiovox Announces Filing of its 2004 Form 10-K
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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 or other corporate actions. Risk factors associated
with our business, including some of the facts set forth herein, are detailed in
the Company's Form 10-K for the fiscal year ended November 30, 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
# # # # #
Exhibit 99.1