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) July 11, 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 5.02 Appointment of Principal Officer.
On July 11, 2005, the Company issued a press release announcing that the
Company's Board of Directors had unanimously elected Patrick M. Lavelle to the
position of President and Chief Executive Officer of the Company. Mr. Lavelle
has been a Senior Vice President of the Company since 1991 and has served on the
Company's Board of Directors since 1993. He will continue to serve as President
and Chief Executive Officer of Audiovox Electronics Corporation, the Company's
wholly owned subsidiary. Mr. John J. Shalam, the Company's founder, will remain
as Chairman of the Company.
A copy of the release is attached hereto as Exhibit 99.1.
Page 2 of 4
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: July 11, 2005 By: /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 July 11, 2005, relating to the
appointment of Patrick M. Lavelle (filed herewith)
Page 4 of 4
FOR IMMEDIATE RELEASE
AUDIOVOX CORPORATION APPOINTS PATRICK LAVELLE AS PRESIDENT AND CEO
Hauppauge, NY, July 11, 2005 . . . Audiovox Corporation (NASDAQ: VOXX) announced
today that its Board of Directors has unanimously named Patrick M. Lavelle to
the position of President and CEO of the Company, effective immediately. John J.
Shalam, the Company's founder will remain Chairman and will continue to play a
major role in setting and executing the Company's strategic vision. In addition
to his new role, Mr. Lavelle will continue to serve as President and CEO of
Audiovox Electronics Corporation (AEC), the Company's wholly owned subsidiary.
Commenting on the announcement, Mr. Shalam stated, "Pat Lavelle is an
outstanding executive with a twenty-five year proven track record. Under his
guidance, AEC has more than doubled its revenue over the past four years, driven
by unique and innovative electronics products for both the mobile and consumer
markets. Furthermore, Pat has assembled one of the most talented and
professional management teams in the industry; one that provides a level of
service unparalleled in the markets we serve. It gives me great pleasure to
promote him to President and CEO of Audiovox Corporation. I have full confidence
that under his leadership Audiovox will continue to develop into a leading
player in the Consumer Electronics industry."
Shalam further stated, "As for myself, I have led this Company since its
inception in 1965 and plan to continue to have an active role in shaping its
future. This change will allow me to focus my energies on seeking future
acquisitions that will enhance our brand and product portfolios and ensure that
Audiovox continues to grow and deliver maximum shareholder value."
Mr. Lavelle stated, "I appreciate the vote of confidence from the Mr. Shalam and
the Board and I pledge to bring to this new position the same energy and
commitment that I have given this Company every day throughout my career. There
are many challenges ahead, given competitive and market forces, but I believe we
have the right team in place to take Audiovox to the next level in our corporate
evolution. I look forward to communicating our progress and results with our all
of our key constituents in the quarters and years ahead."
Patrick M. Lavelle, age 53, has been a Vice President of Audiovox since 1980;
was appointed Senior Vice President in 1991 and elected to the Company's Board
of Directors in 1993. Mr. Lavelle is a consumer electronics veteran who serves
as Vice Chairman on the Board of Directors of the Consumer Electronics
Association (CEA). Mr. Lavelle is a graduate of Marist College and currently
serves that institution as a member of its Board of Trustees.
As previously announced, Audiovox will be hosting a conference call tomorrow
morning, Tuesday, July 12th at 10:00 a.m. EDT to discuss this announcement, its
fiscal second quarter and six-month results and its electronics business
component. Interested parties can participate by logging onto the Audiovox
website at http://www.audiovox.com under "Investor Relations".
- more -
Exhibit 99.1
Audiovox Corporation Names Patrick M. Lavelle...
Page 2 of 2
For those who will be unable to participate on the call, a replay has been
arranged and will be available approximately one hour after the call has been
completed and will last for one week thereafter.
Replay Number: 888-286-8010
International Replay Number: 617-801-6888
Access Code: 75651950
About Audiovox
Audiovox Corporation is a leading international distributor and value added
service provider in the electronics industry. The Company services the consumer
electronics and 12-Volt markets and conducts its business through subsidiaries
marketing its products both domestically and internationally under its own
brands, which include Audiovox, Jensen, Advent, Phase Linear, Code Alarm,
Acoustic Research among others. It also functions as an OEM (Original Equipment
Manufacturer) supplier to several customers. 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 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 for the fiscal
year ended November 30, 2004 and Form 10-Q for the fiscal first quarter ended
February 28, 2005.
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