Andrea Electronics Corporation (OTCBB: ANDR.OB) News Release - 05/11/2004

Andrea Electronics Announces First Quarter 2004 Financial Results

Net Revenues Up, Net Loss Down, Balance Sheet Reflects Restructuring and New Financing

MELVILLE, N.Y., May 11, 2004 -- Andrea Electronics Corporation (AND) today reported that net revenues for the quarter ended March 31, 2004 were approximately $1.6 million, inclusive of sales return recovery -- restructuring of $0.2 million, as compared to net revenues of $1.3 million for the same quarter in 2003. Net loss for the quarter ended March 31, 2004 was approximately $0.5 million, or a basic and diluted loss attributable to common shareholders per share of $0.05, as compared to a net loss of approximately $0.8 million, or a basic and diluted loss attributable to common shareholders per share of $0.04, for the same quarter in 2003. The net loss for the quarter ended March 31, 2003 included income from discontinued operations of approximately $0.3 million, or basic and diluted income attributable to common shareholders per share of $0.01.

"On a comparative basis, net revenues in the first quarter of 2004, inclusive of sales return recovery -- restructuring of $0.2 million, increased 22% from the first quarter of last year and also rose 9% sequentially from the fourth quarter of 2003," stated Corisa L. Guiffre, Vice President and Chief Financial Officer. "Furthermore, research and development and general, administrative and selling expenses, on a combined basis, decreased 17% as compared to the same quarter last year and 4% from the fourth quarter of 2003. Overall, Andrea has experienced three consecutive quarters of rising net revenues and declining non-impairment related operating losses, which remains encouraging," Ms. Guiffre concluded.

"During the first quarter of 2004, our balance sheet restructuring initiative was successfully accomplished when a group of new investors converted mezzanine debt into permanent equity while also providing $1.25 million of critical new equity financing for Andrea, and with another $1.25 million capital infusion due upon shareholder approval and registration," stated Paul E. Donofrio, President and Chief Executive Officer. "In addition, our asset and technology rationalization goal was recently achieved through the transformation and streamlining of our Lamar Signal Processing operation in Israel into a digital engineering and customer support center. Significant strides have also been made in reducing our overall expenditures, another of our key milestones, especially in such areas as payroll and related expenses, legal and professional fees and insurance costs, but a focused and dedicated effort must still be put forth. Broadening our sales channels, and deepening our overall penetration into these markets, remains the most critical strategic initiative that the Company currently faces. Initial progress in this area was recently reported with the Centra Software Summit keynote speaker sponsorship, as this partnership should provide ample opportunity for Andrea to increase its overall headset revenues," Mr. Donofrio concluded.

For the first quarter of 2004, Andrea Anti-Noise Products revenues were approximately $0.8 million, inclusive of sales return recovery -- restructuring of $0.2 million, as compared to $0.8 million for the first quarter of 2003. For the first quarter of 2004, Andrea DSP Microphone and Audio Software Products revenues were approximately $0.8 million as compared to $0.5 for the first quarter of 2003. The increase in the Andrea DSP Microphone and Audio Software Products revenues is primarily attributable to increased product shipments to several of our OEM customers.

At March 31, 2004, we had total cash and cash equivalents of approximately $1.8 million. Total assets were approximately $8.8 million with total current assets of approximately $3.7 million. Total liabilities were approximately $3.5 million with total current liabilities of approximately $2.9 million. Total shareholders' equity at March 31, 2004 was approximately $5.4 million, which increased approximately $7.9 million from the December 31, 2003 total shareholders' deficiency of approximately $2.5 million. This increase is primarily due to the balance sheet restructuring and initial capital infusion that took place during the first quarter of 2004.

About Andrea Electronics

Andrea Electronics Corporation designs, develops and manufactures audio technologies and equipment for enhancing applications that require high performance and high quality voice input. The Company's patented Digital Super Directional Array (DSDA®), patent-pending Directional Finding and Tracking Array (DFTA®), patented PureAudio®, and patented EchoStop(TM) far-field microphone technologies enhance a wide range of audio products to eliminate background noise and ensure the optimum performance of voice applications. Visit Andrea Electronics' website at www.AndreaElectronics.com or call 1-800-442-7787.

This press release may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The words "anticipates," "believes," "estimates," "expects," "intends," "plans," "seeks," variations of such words, and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and involve matters that are subject to certain risks, uncertainties and assumptions that are difficult to predict, including economic, competitive, governmental, technological and other factors, that may affect the business and prospects of Andrea Electronics Corporation (the "Company"). The Company cautions investors about the following significant factors, which, among others, have in some cases affected the Company's actual results and are in the future likely to affect the Company's actual results and could cause them to differ materially from those expressed in any forward- looking statements: the rate at which Andrea Anti-Noise, DSDA, DFTA and other Andrea technologies are accepted in the marketplace; the competitiveness of Andrea Anti-Noise, DSDA, DFTA and other Andrea products in terms of technical specifications, quality, price, reliability and service; the sufficiency of the Company's funds for research and development, marketing and general and administrative expenses; infringement and other disputes relating to patents and other intellectual property rights held or licensed by the Company or third parties; the Company's continuing ability to enter and maintain collaborative relationships with other manufacturers, software authoring and publishing companies, and distributors; the emergence of new competitors in the marketplace; the Company's ability to compete successfully against established competitors with greater resources; the uncertainty of future governmental regulation; the Company's ability to obtain additional funds; and general economic conditions. No assurance can be given that the Company will achieve any material sales or profits from the products introduced in this release. These and other similar factors are discussed under the heading "Cautionary Statement Regarding Forward-looking statements" included in the Management's Discussion and Analysis of Financial Condition and Results of Operations in the Company's Annual Report on Form 10-KSB and in the Company's Annual Report to shareholders, and in documents subsequently filed by the Company with the Securities and Exchange Commission.

     ANDREA ELECTRONICS CORPORATION AND SUBSIDIARIES
     CONSOLIDATED STATEMENTS OF OPERATIONS

                                                For the Three Months Ended
                                             March 31, 2004     March 31, 2003

    Revenues
     Product revenues                            $927,652          $864,405
     License revenues                             416,670           416,670
       revenues                                 1,344,322         1,281,075

    Sales Returns recovery - restructuring        215,325                --

       Net Revenues                             1,559,647         1,281,075

    Cost of revenues                              692,129           571,478

       Gross margin                               867,518           709,597

    Research and development expenses             399,467           780,720

    General, administrative and
     selling expenses                           1,080,360         1,011,748

       Loss from operations                      (612,309)       (1,082,871)

    Other income
     Interest income, net                           1,350            27,997
     Rent and miscellaneous income                 77,472             5,117
       Other income                                78,822            33,114

       Loss from continuing operations           (533,487)       (1,049,757)

    Income from discontinued operations,
     net of $0 tax                                     --           292,251

       Net loss                                  (533,487)         (757,506)

    Basic and diluted (loss) income per share:
       Numerator for (loss) income per share:
        Loss from continuing operations         $(533,487)      $(1,049,757)
        Series C Redeemable Convertible
         Preferred Stock dividends                 45,518           110,519
        Series C Convertible
         Preferred Stock deemed dividend          469,465                --
        Series D Convertible Preferred Stock
         beneficial conversion feature            753,012                --
          Loss from continuing operations
           attributable to common shareholders
           - basic and diluted                 (1,801,482)        (1,160,276)
        Income from discontinued operations,
         net of $0 tax                                 --            292,025
          Net loss attributable to common
           shareholders - basic and diluted   $(1,801,482)         $(868,025)

    Denominator for (loss) income per share:
       Basic and diluted weighted
        average shares                         35,008,088         21,320,935

    Basic and diluted loss from continuing
     operations attributable to common per share    $(.05)             $(.05)
    Basic and diluted income from discontinued
     operations per share                              --               $.01
    Basic and diluted net loss attributable to
     common shareholders per share                  $(.05)             $(.04)


    ANDREA ELECTRONICS CORPORATION AND SUBSIDIARIES
    CONSOLIDATED BALANCE SHEETS

                                          March 31, 2004     December 31, 2003
                         ASSETS             (unaudited)            (audited)

    Current Assets
      Cash and cash equivalents            $1,788,196             $1,725,041
      Accounts receivable, net of
       allowance for doubtful accounts
       of $41,404 and $56,697, respectively   491,228                611,422
      Note receivable                              --                354,986
      Inventories, net                      1,133,501              1,301,791
      Prepaid expenses and other
       current assets                         249,601                181,018
        Total current assets                3,662,526              4,174,258

      Property and equipment, net             186,748                219,182
      Intangible assets, net                4,690,357              4,805,630
      Other assets, net                       265,135                268,090
        Total assets                       $8,804,766             $9,467,160

    LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIENCY)

    Current Liabilities:
       Trade accounts payable              $  350,729             $  731,092
       Current portion of long-term debt       11,405                 16,527
       Accrued restructuring charges               --                238,391
       Deferred revenue                     1,658,453              1,666,680
       Other current liabilities              902,556              1,714,439
         Total current liabilities          2,923,143              4,367,129

    Deferred revenue                          304,841                713,284
    Other liabilities                         225,751                238,671
       Total liabilities                    3,453,735              5,319,084

    Series C Redeemable Convertible
     Preferred Stock, net, $.01 par value;
     authorized: 1,500 shares; issued and
     outstanding: 0 and 677 shares,
     respectively; liquidation value:
     $0 and $6,771,876, respectively               --              6,692,603

    Commitments and contingencies

    Shareholders' equity (deficiency):
      Preferred stock, $.01 par value;
       authorized: 3,747,500 and 4,997,500
       shares, respectively; none issued and
       outstanding                                 --                     --
      Series C Convertible Preferred Stock,
       net, $.01 par value; authorized:
       1,500 shares; issued and outstanding:
       247 and 0 shares, respectively;
       liquidation value: $2,471,256 and $0,
       respectively                                 2                     --
      Series D Convertible Preferred Stock,
       net, $.01 par value; authorized:
       1,250,000 shares; issued and outstanding:
       1,250,000 and 0 shares, respectively;
       liquidation value: $1,250,000 and $0
       respectively                            12,500                     --
      Common stock, $.01 par value and $.01
       par value, respectively; authorized:
       200,000,000 shares; issued and
       outstanding: 46,269,763 and
       27,245,932 shares, respectively        462,697                272,459
      Additional paid-in capital           75,024,762             65,578,653
      Deferred stock compensation                  --                 (2,673)
      Accumulated deficiency              (70,148,930)           (68,392,966)

         Total shareholders' equity
          (deficiency)                      5,351,031             (2,544,527)
         Total liabilities and
          shareholders' equity
          (deficiency)                     $8,804,766             $9,467,160

AT ANDREA ELECTRONICS CORPORATION
Corisa L. Guiffre
Chief Financial Officer
1-800-447-7787

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