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): October 24, 2012
Koss Corporation
(Exact name of registrant as specified in its charter)
Delaware | 0-3295 | 39-1168275 | ||
(State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
4129 North Port Washington Avenue, Milwaukee, Wisconsin 53212
(Address of principal executive offices) (Zip code)
(414) 964-5000
(Registrant’s telephone number, including area code)
Not Applicable
(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:
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))
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Item 2.02 Results of Operations and Financial Condition.
October 24, 2012, Koss Corporation issued a press release announcing its financial results for the quarter ended September 30, 2012. A copy of the press release is being furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.
The information in this report is being furnished pursuant to Item 2.02 Results of Operations and Financial Condition. In accordance with General Instruction B.2 of Form 8-K, the information in this report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1934, as amended.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Number | Description | |
Exhibit 99.1 | Press Release of Koss Corporation dated October 24, 2012. | |
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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 thereunto duly authorized.
Dated: October 24, 2012 | KOSS CORPORATION | |
By: | /s/ Michael J. Koss | |
Michael J. Koss | ||
Chief Executive Officer and President | ||
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Exhibit 99.1
FOR IMMEDIATE RELEASE | CONTACT: | Michael J. Koss |
October 24, 2012 | President & CEO | |
(414) 964-5000 | ||
mjkoss@koss.com | ||
Koss Sales and Earnings Up on Stronger Domestic Sales
Milwaukee, Wisconsin: Koss Corporation (NASDAQ SYMBOL: KOSS), the U.S. based high-fidelity headphone company, has announced results for its first quarter ending September 30, 2012.
Sales for the first quarter were $8,914,862 compared to $8,754,785 for the same period one year ago, a 2% increase. Net income grew by 30% to $366,153, compared to $280,597 for the first quarter last year. Diluted earnings per share for the quarter were $0.05 compared with $0.04 in the same period one year ago.
"Sales to U.S. domestic retailers continued to increase in the quarter due to new customers added late in our fiscal year ended June 30, 2012," Michael J. Koss, President and CEO, told employees here today. "Our European sales continue to be soft based upon the challenging economy there."
The Company will pay a dividend of $0.06 cents per share on December 28, 2012, to shareholders of record on December 14, 2012.
Koss Corporation markets a complete line of high-fidelity headphones, speaker-phones, computer headsets, telecommunications headsets, active noise canceling headphones, wireless headphones, and compact disc recordings of American Symphony Orchestras on the Koss Classics label.
This press release contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may," "will," "should," "forecasts," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," or "continue" or the negative of such terms and other comparable terminology. These statements are only predictions. Actual events or results may differ materially. In evaluating forward-looking statements, you should specifically consider various factors that may cause actual results to vary from those contained in the forward-looking statements, such as general economic conditions, in particular, consumer demand for the Company's and its customers' products, competitive and technological developments, foreign currency fluctuations, and costs of operations. Shareholders, potential investors and other readers are urged to consider these factors carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements made herein are only made as of the date of this press release and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances. In addition, such uncertainties and other operational matters are discussed further in the Company's quarterly and annual filings with the Securities and Exchange Commission.
Exhibit 99.1
KOSS CORPORATION
CONDENSED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended | ||||||||
September 30 | ||||||||
2012 | 2011 | |||||||
Net sales | $ | 8,914,862 | $ | 8,754,785 | ||||
Cost of goods sold | 5,663,690 | 5,426,543 | ||||||
Gross profit | 3,251,172 | 3,328,242 | ||||||
Operating Expenses: | ||||||||
Selling, general and administrative expenses | 3,018,751 | 2,885,187 | ||||||
Unauthorized transaction related costs and (recoveries), net | (382,727 | ) | (50,414 | ) | ||||
Total Operating Expenses | 2,636,024 | 2,834,773 | ||||||
Income from operations | 615,148 | 493,469 | ||||||
Other Income (Expense): | ||||||||
Interest income | 10 | — | ||||||
Interest expense | (29,309 | ) | (40,526 | ) | ||||
Total Other Income (Expense), net | (29,299 | ) | (40,526 | ) | ||||
Income before income tax provision | 585,849 | 452,943 | ||||||
Income tax provision | 219,696 | 172,346 | ||||||
Net income | $ | 366,153 | $ | 280,597 | ||||
Income per common share: | ||||||||
Basic | $ | 0.05 | $ | 0.04 | ||||
Diluted | $ | 0.05 | $ | 0.04 | ||||
Dividends declared per common share | $ | 0.06 | $ | 0.06 | ||||
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