-----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, UCnZZMbBRcJWi9A6FMUdq/nqH5YhRyTL8oo7RDpEnXpWsQuLDbLWMnCKAor9fIvm GaUf39DfCfiS+ew2UMPfgA== 0000950129-04-005804.txt : 20040809 0000950129-04-005804.hdr.sgml : 20040809 20040809160815 ACCESSION NUMBER: 0000950129-04-005804 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040809 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20040809 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: 04961462 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 v00666e8vk.htm FORM 8-K Spatializer Audio Laboratories, Inc.- 8/9/2004
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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 August 9, 2004)

SPATIALIZER AUDIO LABORATORIES, INC.

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

2625 TOWNSGATE ROAD, SUITE 330
WESTLAKE VILLAGE, CALIFORNIA 91361

(Address of Principal executive offices)

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



 


         
       
       
       
EXHIBIT 99.1
       
 Exhibit 99.1

 


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ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     On August 9, 2004, Spatializer issued a press release announcing its operating results for the quarter ended June 30, 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.

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     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: August 9, 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 August 9, 2004

 

EX-99.1 2 v00666exv99w1.txt 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 SECOND QUARTER 2004 OPERATING RESULTS San Jose, Calif., August 9, 2004- Spatializer Audio Laboratories, Inc. (OTC Bulletin Board:SPAZ) today announced financial results for the second quarter ended June 30, 2004. Revenues for the three months ended June 30, 2004 were $235,000, compared to revenues of $251,000 in the comparable period last year, a decrease of 6%. Revenues for the six months ended June 30, 2004 were $406,000, compared to revenues of $583,000 in the comparable period last year, a decrease of 30%. Net loss in the three months ended June 30, 2004 was $123,000, ($0.00) basic per share, compared with net loss of $212,000 ($0.00) basic per share in the comparable period last year. Net loss in the six months ended June 30, 2004 was $247,000, ($0.01) basic per share, compared with net loss of $287,000 ($0.01) basic per share in the comparable period last year. Revenues in the three months ended June 30, 2004 were slightly lower due to fluctuations in royalty rates based on the customer mix. The decline in year-to-date revenue resulted from the expiration of a licensing agreement with a major computer account in January 2003 ($75,000 reduction) 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 resulted in an additional reduction in revenue of $100,000. 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 in the current quarter and year-to-date resulted from decreased revenues, partially offset by reduced operating expenses. At June 30, 2004, the Company had $371,000 in cash and cash equivalents as compared to $590,000 at December 31, 2003. The decrease in cash and cash equivalents is attributed to the net loss. The Company had working capital of $534,000 at June 30, 2004 as compared with working capital of $792,000 at December 31, 2003. "Our Company continues its transition primarily from DVD player derived revenue to a more diversified revenue base from growing markets such as cell phones and personal computers," stated Henry R. Mandell, chairman and chief executive officer of Spatializer Audio Laboratories, Inc. "It is difficult to get revenue traction during such a transition, especially when new revenue streams, dependent upon the marketing plans of our licensees, are being brought on-line while other older licenses are in decline." Henry R. Mandell concluded, "While these are not satisfactory operating results, there is reason for encouragement. First, we have had meaningful and tangible success in developing new outlets for our technology, as evidenced by the recent launch of a new cellular handset from Sanyo for the au system in Japan and our new retail and licensing relationship with InterVideo for the PC market. Second, we expect continued growth from these and other dynamic markets in the future that should give us the diversification and revenue traction necessary for sustained growth. Lastly, our streamlined operating structure gives us the ability to maximize profit leverage on any new substantial licensing arrangements that we might conclude in the future." 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 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 FOR THE SIX MONTH PERIOD ENDED ------------------------------ ------------------------------ JUNE 30, JUNE 30, JUNE 30, JUNE 30, 2004 2003 2004 2003 ------------ ------------ ------------ ------------ Revenues: License Revenues $ -- $ -- $ -- $ -- Royalty Revenues 234,860 250,902 405,539 583,280 Product Revenues -- -- -- -- ------------ ------------ ------------ ------------ 234,860 250,902 405,539 583,280 Cost of Revenues 18,133 22,497 35,138 58,439 ------------ ------------ ------------ ------------ Gross Profit 216,727 228,405 370,401 524,841 Operating Expenses: General and Administrative 206,284 236,135 372,913 392,537 Research and Development 106,223 102,141 201,788 211,144 Sales and Marketing 21,859 99,553 35,478 201,692 ------------ ------------ ------------ ------------ 334,366 437,829 610,179 805,373 ------------ ------------ ------------ ------------ Operating (Loss) (117,639) (209,424) (239,778) (280,532) Interest and Other Income 948 1,972 1,889 4,464 Interest and Other Expense (4,168) (5,009) (6,766) (7,822) ------------ ------------ ------------ ------------ (3,220) (3,037) (4,877) (3,358) ------------ ------------ ------------ ------------ (Loss) Before Income Taxes (120,859) (212,461) (244,655) (283,890) Income Taxes (2,400) -- (2,400) (3,020) ------------ ------------ ------------ ------------ Net (Loss) $ (123,259) $ (212,461) $ (247,055) $ (286,910) ============ ============ ============ ============ Basic and Diluted (Loss) Per Share $ (0.00) $ (0.00) $ (0.01) $ (0.01) ============ ============ ============ ============ Weighted Average Shares Outstanding 46,975,365 47,406,939 46,975,365 47,406,939 ============ ============ ============ ============
SPATIALIZER AUDIO LABORATORIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS ASSETS
JUNE 30, DECEMBER 31, 2004 2003 ------------ ------------ (unaudited) Current Assets: Cash and Cash Equivalents $ 371,264 $ 589,797 Accounts Receivable, net 345,348 345,411 Prepaid Expenses and Deposits 55,519 35,430 ------------ ------------ Total Current Assets 772,131 970,638 Property and Equipment, net 37,668 42,022 Intangible Assets, net 181,881 192,485 ------------ ------------ Total Assets $ 991,680 $ 1,205,145 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Notes Payable to Related Party, Short Term 37,500 37,500 Note Payable 55,057 -- Accounts Payable 11,191 21,466 Accrued Wages and Benefits 59,379 36,973 Accrued Professional Fees 10,000 20,000 Accrued Commissions 34,535 33,856 Accrued Expenses 30,197 28,197 ------------ ------------ Total Current Liabilties 237,859 177,992 Notes Payable to Related Party, Long Term 44,469 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 June 30, 2004 and December 31, 2003 1,028 1,028 Shareholders' Equity: Common shares, $.01 par value, 65,000,000 shares authorized, 46,975,365 shares issued and outstanding at June 30, 2004 and December 31, 2003 469,754 470,159 Additional Paid-In Capital 46,429,020 46,428,615 Accumulated Deficit (46,190,450) (45,943,395) ------------ ------------ Total Shareholders' Equity 708,324 955,379 ------------ ------------ $ 991,680 $ 1,205,145 ------------ ------------
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