-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, B+F7WljIZp/Ti1QN2iHuKP2BshVLcMV65QxGtBXf7lRC6Tu3FjVWOvw2jAn070fu 1NY0HfvlkePs1hPF0a1A6Q== 0000950129-04-003235.txt : 20040513 0000950129-04-003235.hdr.sgml : 20040513 20040513150812 ACCESSION NUMBER: 0000950129-04-003235 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040512 ITEM INFORMATION: FILED AS OF DATE: 20040513 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPATIALIZER AUDIO LABORATORIES INC CENTRAL INDEX KEY: 0000890821 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 954484725 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26460 FILM NUMBER: 04802635 BUSINESS ADDRESS: STREET 1: 20700 VENTURA BOULEVARD SUITE 140 CITY: WOODLAND HILLS STATE: CA ZIP: 91364 BUSINESS PHONE: 3102273370 MAIL ADDRESS: STREET 1: 20700 VENTURA BLVD SUITE 140 CITY: WOODLAND HILLS STATE: CA ZIP: 91364 8-K 1 v99075e8vk.htm FORM 8-K - DATE OF REPORT: MAY 12, 2004 SPATIALIZER AUDIO LABORATORIES, INC.
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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 May 12, 2004

SPATIALIZER AUDIO LABORATORIES, INC.

(Exact name of registrant as specified in its charter)
         
Delaware   000-26460   95-4484725
(State or other jurisdiction
of incorporation) 		  (Commission File Number)   (IRS Employer
Identification No.)

2625 Hampshire Road, Suite 330, Westlake Village, California 91361
(Address of Principal executive offices)

Registrant’s telephone number, including area code: (408) 453-4180

 

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ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
SIGNATURES
Exhibit Index
EXHIBIT 99.1

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ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     On May 12, 2004, Spatializer issued a press release announcing its operating results for the quarter ended March 31, 2004. A copy of the press release is furnished as Exhibit 99.1 to this report and is hereby incorporated to this Item 9 by reference.

     The information in this report (including exhibits hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or the Securities and Exchange Commission’s rules and regulations, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.

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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 hereunto duly authorized.
         
  Spatializer Audio Laboratories, Inc.
 		  
Date: May 13, 2004  By:   /s/ Henry R. Mandell    
    Name:   Henry R. Mandell   
    Title:   Chief Executive Officer and CFO   

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Exhibit Index

     
Exhibit   Description of Exhibit
99.1
  Spatializer Audio Laboratories, Inc. press release dated May 12, 2004

 

EX-99.1 2 v99075exv99w1.txt EXHIBIT 99.1 EXHIBIT 99.1 CONTACT: INVESTOR RELATIONS HENRY R. MANDELL, CEO SPATIALIZER AUDIO LABORATORIES, INC. 408-453-4180 EXT. 4 INVESTOR@SPATIALIZER.COM SPATIALIZER AUDIO LABORATORIES, INC. REPORTS FIRST QUARTER 2004 OPERATING RESULTS San Jose, Calif., May 12, 2004- Spatializer Audio Laboratories, Inc. (OTC Bulletin Board:SPAZ) today announced financial results for the first quarter ended March 31, 2004. Revenues for the three months ended March 31, 2004 were $171,000, compared to revenues of $332,000 in the comparable period last year, a decrease of 48%. Net loss in the three months ended March 31, 2004 was ($124,000), ($0.00) basic per share, compared with net loss of ($74,000), ($0.00) basic per share in the comparable period last year. The decline in revenue resulted from the expiration of a licensing agreement with a major computer account in January 2003 and the effects of cost reductions by DVD player accounts resulting in outsourcing to manufacturers in China who generally decline to pay for such software or where features must be eliminated to achieve manufacturing cost targets. This was partially offset by an increase in revenues from cell phone accounts that started shipping commercial quantities with our technologies in the first quarter. The net loss resulted from decreased revenues, partially offset by reduced operating expenses. At March 31, 2004, the Company had $647,000 in cash and cash equivalents as compared to $589,000 at December 31, 2003. The increase in cash and cash equivalents is attributed to the decreases in accounts receivable. The Company had working capital of $663,000 at March 31, 2004 as compared with working capital of $792,000 at December 31, 2003. "We continued to experience declining year-to-year revenues from DVD customers, primarily from the curtailment or cessation of use of our products due to intense on-going pressure on cost reduction," stated Henry R. Mandell, chairman and chief executive officer of Spatializer Audio Laboratories, Inc. "On the positive side, our overhead reduction initiative yielded strong results, with a reduction in year-to-year quarterly overhead of nearly $100,000, or 25%. Further, we saw the beginning of the ramp-up of revenue from the cell phone market, which we are targeting, among others, to replace lost business in the DVD player market and to fuel future growth." Henry R. Mandell concluded, "The convergence of entertainment, computing and communications is creating new and viable applications for Spatializer technology. These platforms are less commoditized than DVD players. Impressive, high quality audio is being perceived as a requirement to help bridge this convergence. The response from these markets to our solutions has been strong. As such, we expect to successfully penetrate markets that are new to Spatializer where the competitive dynamics are more favorable to enhancing and expanding our business. I look forward to providing more specific information in the future when these transactions can be announced." ABOUT SPATIALIZER Spatializer Audio Laboratories Inc. is a leading developer, licensor and marketer of next-generation technologies for the consumer electronics, computing and entertainment industries. The company's advanced audio technology is incorporated into consumer electronics audio and video products from global brand leaders including Toshiba, Samsung and Sharp, among others. Spatializer stock is traded on the OTC Bulletin Board under the symbol: SPAZ. The company is headquartered in San Jose, CA, with executive offices in Westlake Village, CA and representative offices throughout Japan and in Korea. Further information may be obtained from the company's web site, www.spatializer.com, Spatializer's SEC filings, and by contacting the company's Investor Relations Department at 408-453-4180 or by writing to investor@spatializer.com. Safe Harbor Act Statement Under the Private Securities Litigation Reform Act of 1995: Certain information in this background news release, including the comments by Mr. Mandell in this press release are forward looking statements that are based on management's belief, as well as assumptions made by, and information currently available to management. While the company believes that its expectations are based upon reasonable assumptions, there can be no assurances that the company's financial goals will be realized. Numerous uncertainties and risk factors may affect the company's actual results and may cause results to differ materially from those expressed in forward-looking statements made by or on behalf of the company. These uncertainties and risk factors include, but are not limited to the continued need for additional capital, dependence on new technology and intellectual property, dependence on the PC and consumer electronics industries, dependence on product shipments of third-party licensees, dependence on third-party technology integrators or chip suppliers, competition and pricing pressures, and other risks detailed from time to time in the company's periodic reports filed with the Securities and Exchange Commission. NOTICES: Spatializer is a registered and trademark of Desper Products, Inc. Desper Products, Inc. is a wholly owned subsidiary of Spatializer Audio Laboratories, Inc. Copyright (C) 2004 Spatializer Audio Laboratories, Inc. SPATIALIZER AUDIO LABORATORIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
FOR THE THREE MONTH PERIOD ENDED ------------------------------- MARCH 31, MARCH 31, 2004 2003 ------------ ------------ Revenues: License Revenues $ -- $ -- Royalty Revenues 170,679 332,378 Product Revenues -- -- ------------ ------------ 170,679 332,378 Cost of Revenues 17,004 35,942 ------------ ------------ Gross Profit 153,675 296,436 Operating Expenses: General and Administrative 166,630 156,402 Research and Development 95,482 109,003 Sales and Marketing 13,701 102,139 ------------ ------------ 275,813 367,544 ------------ ------------ Operating Profit (Loss) (122,138) (71,108) Interest and Other Income 941 2,492 Interest and Other Expense (2,599) (2,813) ------------ ------------ (1,658) (321) ------------ ------------ Income (Loss) Before Income Taxes (123,796) (71,429) Income Taxes -- (3,020) ------------ ------------ Net Income (Loss) $ (123,796) $ (74,449) ============ ============ Basic (Loss) Per Share $ (0.00) $ (0.00) ============ ============ Weighted Average Shares Outstanding 47,015,865 47,406,939 ============ ============
SPATIALIZER AUDIO LABORATORIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS ASSETS
MARCH 31, DECEMBER 31, 2004 2003 ------------ ------------ (unaudited) Current Assets: Cash and Cash Equivalents $ 647,148 $ 589,797 Accounts Receivable, net 182,519 345,411 Prepaid Expenses and Deposits 7,844 35,430 ------------ ------------ Total Current Assets 837,511 970,638 Property and Equipment, net 38,221 42,022 Intangible Assets, net 188,897 192,485 ------------ ------------ Total Assets $ 1,064,629 $ 1,205,145 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Notes Payable to Related Parties, Short Term 37,500 37,500 Accounts Payable 40,246 21,466 Accrued Wages and Benefits 44,491 36,973 Accrued Professional Fees 5,000 20,000 Accrued Commissions 17,813 33,856 Accrued Expenses 29,197 28,197 ------------ ------------ Total Current Liabilties 174,247 177,992 Notes Payable to Related Parties, Long Term 57,771 70,746 Commitments and Contingencies Series B-1, Redeemable Convertible Preferred shares, $.01 par value, 1,000,000 shares authorized, 102,762 shares issued and outstanding at March 31, 2004 and December 31, 2003 1,028 1,028 Shareholders' Equity: Common shares, $.01 par value, 65,000,000 shares authorized, 47,015,865 shares issued and outstanding at March 31, 2004 and December 31, 2003 470,159 470,159 Additional Paid-In Capital 46,428,615 46,428,615 Accumulated Deficit (46,067,191) (45,943,395) ------------ ------------ Total Shareholders' Equity 831,583 955,379 ------------ ------------ $ 1,064,629 $ 1,205,145 ============ ============
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