-----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, LqnJoWpR231cgSCGR/Mn4XjVSRcAtdz7B4M+REQfkgrfxqSBTDH3l9tqg69PbUhE q8cIH1nj67dSl2gCRAVyxg== 0000950129-04-006482.txt : 20040826 0000950129-04-006482.hdr.sgml : 20040826 20040826125949 ACCESSION NUMBER: 0000950129-04-006482 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040822 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20040826 DATE AS OF CHANGE: 20040826 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: 04998184 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 v01509e8vk.htm SPATIALIZER AUDIO LABORATORIES, INC. DATED 8/22/2004 e8vk
Table of Contents

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 22, 2004


Spatializer Audio Laboratories, Inc.

(Exact Name of Registrant as Specified in Its Charter)


Delaware

(State or Other Jurisdiction of Incorporation)


     
000-26460   95-4484725
 
(Commission File Number)   (IRS Employer Identification No.)


     
2625 Townsgate Road, Suite 330, Westlake Village, CA   91361
 
(Address of Principal Executive Offices)   (Zip Code)


408-453-4180

(Registrant’s Telephone Number, Including Area Code)


(Former Name or Former Address, if Changed Since Last Report)

     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 the following provisions (see General Instruction A.2. below):

     o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

TABLE OF CONTENTS

Item 1.01. Entry into a Material Definitive Agreement
Item 9.01. Financial Statements and Exhibits
Exhibit Index
SIGNATURES
Exhibit 99.1

Table of Contents

Section 1 — Registrant’s Business and Operations

Item 1.01. Entry into a Material Definitive Agreement

On August 26, 2004, the Registrant announced that , through its wholly-owned subsidiary, Desper Products, Inc., it entered into a major multi-technology licensing agreement with Samsung Electronics, Co. Ltd on August 22, 2004. Attached hereto and incorporated herein by reference as Exhibit 99.1 is the press release regarding the new licensing agreement.

Section 9 — Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits

(c)   Exhibits

The following exhibit is furnished as part of this Current Report on Form 8-K:

Exhibit Index

     
Exhibit No.   Exhibit
99.1
  Press Release

 

Table of Contents

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.
 		  
  By:   /s/ Henry R. Mandell    
    Henry R. Mandell, Chief Executive Officer   
       
 

Date: August 26, 2004

 

EX-99.1 2 v01509exv99w1.txt EXHIBIT 99.1 [SPATIALIZER AUDIO LABORATORIES, INC. LOGO] CONTACT: INVESTOR RELATIONS Henry R. Mandell, CEO Spatializer Audio Laboratories, Inc. 408-453-4180 Ext. 4 E-mail: investor@spatializer.com Spatializer Audio Laboratories Concludes Major Multi-Technology Licensing Agreement with Samsung Electronics New License Agreement for Spatializer UltraMobile HD(TM) Projected to Expand its Customer Base SAN JOSE, CALIF., AUGUST 26, 2004 - Marking a significant step in expanding its customer base, Spatializer Audio Laboratories, Inc. (OTCBB: SPAZ) announced today that on August 22, 2004, through its wholly-owned subsidiary, Desper Products, Inc., it entered into a license agreement with Samsung Electronics, Co. Ltd., a leader in advanced semiconductor technology. Under this license agreement, Samsung will have a nonexclusive license to use the Spatializer UltraMobile HD technology in certain products, including DVDs and portable digital audio players. Samsung intends to make this technology a standard feature in its product offerings. Spatializer expects to generate meaningful revenue by expanding its customer base in the near future. This transaction marks the beginning of a new Spatializer initiative to license its technologies directly to semiconductor companies. Spatializer UltraMobile HD delivers higher definition digital audio to mobile audio systems through the multiple and complementary use of Spatializer Natural Headphone(TM), Spatializer Vi.B.E.(TM) and Spatializer PCE(TM). Spatializer UltraMobile HD improves the performance of low cost headphones or ear buds, as well as from compressed audio by opening up the sound field while improving bass performance. In addition to Spatializer UltraMobile HD, Spatializer N-2-2 Ultra(TM) and Spatializer VirtualSurround VBX(TM) are included in the licensed technology portfolio. Spatializer Chairman and CEO Henry R. Mandell stated, "We are very pleased to enter into this agreement with Samsung. First, widespread distribution of Spatializer's proven IP makes it feasible to deliver a rich suite of technologies as a standard feature. Second, this transaction allows us to streamline the licensing process by directly serving a single major customer and leveraging their powerful distribution, rather than sourcing and servicing multiple smaller customers. Third, it strengthens the Spatializer brand on a truly global basis. Lastly, this transaction places us solidly in the rapidly growing mobile audio market and allows us to grow with the market." "This agreement with Spatializer enables Samsung Electronics to provide differentiated 3D Virtual Surround technologies on silicon chip supporting sound/music functions for the applications such as DVD Player and MP3 Player." said K.H. Shin, senior manager of Samsung Electronics' System LSI division. "These advanced technologies and special features will fully satisfy the high demands of customers and enforce Samsung's presence in the multimedia system-on-chip semiconductor market." 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, Sanyo 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 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. The company assumes no obligation to update the information in this press release. NOTE: Desper Products Inc. is a wholly owned subsidiary of Spatializer Audio Laboratories Inc. Spatializer(r) is a registered trademark and Spatializer UltraMobile HD(tm), Spatializer N-2-2 Ultra(tm), Spatializer VirtualSurround VBX.(tm), Spatializer Natural Headphone(TM), Spatializer PCE(TM) and Spatializer Vi.B.E.(tm) are trademarks of Desper Products Inc. All other trademarks are the property of their respective owners. Copyright (c) 2004 Spatializer Audio Laboratories, Inc. -----END PRIVACY-ENHANCED MESSAGE-----