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): November 1, 2007
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 1.01Entry into a Material Definitive Agreement.
On November 1, 2007, Audiovox Corporation ("Audiovox") announced that its
wholly-owned subsidiary Audiovox Accessories Corporation ("AAC") had entered
into a definitive agreement (the "Agreement") to acquire Technuity, Inc., an
emerging leader in the battery and power products industry. Technuity is the
exclusive licensee of the Energizer brand in North America, marketing
Energizer-branded products for rechargeable batteries and battery packs.. The
purchase price is $16.5 million, plus the repayment of $4 million of debt and an
earn-out if certain sales and gross profit margins are met. Audiovox announced
that the acquisition was expected to close, and in fact, did close on November
1, 2007.
Item 9.01(d). Exhibits
Exhibit Number Description
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99.1 Press Release dated November 1, 2007 by Audiovox Corporation
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: November , 2007 By: /s/ Charles M. Stoehr
-------------------------
Charles M. Stoehr
Senior Vice President and
Chief Financial Officer
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Audiovox Signs Definitive Agreement to Acquire Technuity, Inc.
HAUPPAUGE, NY, November 1, 2007 -- Audiovox Corporation (NASDAQ:VOXX) announced
today that its wholly-owned subsidiary Audiovox Accessories Corporation (AAC)
has signed a definitive agreement to acquire Technuity, Inc. for a purchase
price of $16.5 million, plus the repayment of $4 million of debt and an earn-out
if certain sales and gross profit margin targets are met.
Technuity is an emerging leader in the battery and power products industry. The
Company designs, manufactures, and markets licensed accessories products,
including batteries, carrying cases, and accessories for imaging, computing,
communication, and entertainment devices. Technuity is also the exclusive
licensee of the Energizer brand in North America, marketing Energizer-branded
products for rechargeable batteries and battery packs for camcorders, cordless
phones, digital cameras, and DVD players, as well as for power supply systems,
automatic voltage regulators and surge protectors. The Company has built a blue
chip client base in the Big Box retail channel, supplying its products to Best
Buy, Circuit City, and Wal-Mart, among others and is the recognized aftermarket
category leader in the battery and power products segment.
Patrick Lavelle, President and CEO of Audiovox Corporation stated, "This latest
acquisition will further strengthen our accessories product lines and core
offerings to our customers. Energizer's highly recognized consumer brands -
Energizer, known for the `Energizer Bunny' and Eveready brand - hold the top two
market positions in every category in which it competes and coupled with our
previous acquisitions of Terk, RCA and Oehlbach, make Audiovox a significant
player in the accessories market."
Lavelle continued, "We expect this deal to add in excess of $30 million to our
annual sales and at higher margins than our core business. This business is
growing and will be accretive to our bottom line. We intend to continue to
pursue strategic acquisitions within our core competencies that can generate
higher and sustainable returns for our shareholders over the long-term."
The Company expects this acquisition to close on November 1, 2007.
About Audiovox
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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 and accessories
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.
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Safe Harbor Language
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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 statements. The following
factors, among others, may cause actual results to differ materially from the
results suggested in theforward-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 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 for the fiscal year ended February 28, 2007.
Company Contacts
Glenn Wiener
GW Communications for Audiovox
Tel: 212-786-6011 or Email: gwiener@GWCco.com
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