SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20545
FORM 12B-25
NOTIFICATION OF LATE FILING
Commission File Number 000-24968
(Check One)
|X|Form 10-K and Form 10-KSB [ ] Form 11-K
[ ] Form 20-F |_|Form 10-Q and Form 10-QSB [ ] Form N-SAR
For period ended: March 31, 2003
[ ] Transition Report on Form 10-K and Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q and Form 10-QSB
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
Read Attached Instruction Sheet Before Preparing Form. Please Print or Type.
Nothing in the form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the
notification relates:
PART I
REGISTRANT INFORMATION
The Singing Machine Company, Inc.
--------------------------------------------------------------------------------
Full Name of Registrant
--------------------------------------------------------------------------------
Former Name if Applicable
6601 Lyons Road, Bldg. A-7
--------------------------------------------------------------------------------
Address of Principal Executive Office (Street and number)
Coconut Creek, FL 33073
--------------------------------------------------------------------------------
City, State and Zip Code
PART II - RULES 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check appropriate box)
[x] (a) The reasons described in reasonable detail in Part III of
this form could not be eliminated without unreasonable effort
or expense;
[x] (b) The subject annual report, semi-annual report, transition
report on Form 10-K, Form 20-F, 11-K, Form N-SAR, or portion
thereof, will be filed on or before the fifteenth calendar day
following the prescribed due date; or the subject quarterly
report or transition report on Form 10-Q, or portion thereof
will be filed on or before the fifth calendar day following
the prescribed due date; and
[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)
The Company is unable to file its Annual Report on Form 10-K within the required
period due to an unexpected delay in verifying the information presented in the
Registrant's audited financial statements. This information includes but is not
limited to examining certain complex tax issues and inventory reserves.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
April Green (954) 596-1000 ext. 16
--------------------------------------------------------------------------------
(Name) (Area Code) (Telephone Number)
(2) Have al other period reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period
that the registrant was required to file such report(s) been filed? If
the answer is no, identify report(s). [x ]Yes [ ] No
(3) Is it anticipated that any significant change in results of operations
from the correspondence period for the last fiscal year will be
reflected by the earnings statements to be included in the subject
report or portion thereof? [ X ] Yes [ ] No
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons
why a reasonable estimate of the results cannot be made:
The Company anticipates significant changes in its results of
operations for the year ended March 31, 2003 compared to the corresponding
period in 2002. The Company's expects revenues in fiscal 2003 to be higher than
revenues in fiscal 2002. However, the Company expects that net income in fiscal
2003 will be substantially less than net income in fiscal 2002 due to the
following additional charges taken in fiscal 2003: (i) a higher accrual for
income taxes, (ii) a provision for inventory losses and (iii) a charge taken
against sales from an agreement with a retail customer in which the Company
guaranteed a minimum gross margin from the sale of the Company's products. These
charges are material new charges that the Company has identified as of the date
of the filing. Other expenses and charges also contributed to the decrease in
net income in fiscal 2003 and will be described in greater detail when the
Company's Annual Report on Form 10-K is filed. As of the date of this filing,
the Company cannot reasonably estimate the amount of the anticipated changes
until its audited financial statements for the twelve months ended March 31,
2003 have been finalized and approved by its auditors and the restatement of its
financial statements for the twelve months ended March 31, 2002 has been
completed and approved by its auditors.
--------------------------------------------------------------------------------
The Singing Machine Company, Inc.
-----------------------------------------------------------------
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date June 30, 2003 By /s/ April Green
--------------------------
Chief Financial Officer
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the persons
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).