EX-99.1 3 pressrelease991.htm PRESS RELEASE <B>BP53162 -- Relm Wireless -- Exhibit 99.1

Exhibit 99.1


Press Release


RELM Wireless Reaches Agreement to Settle Lawsuit


WEST MELBOURNE, Fla, March 10, 2004 - RELM Wireless Corporation (OTC Bulletin Board: RELM) today announced it has reached an agreement to settle an 11-year-old lawsuit that was originally filed against its predecessor, Adage Incorporated, in 1993. Under the terms of the agreement, the Company will pay to the plaintiff cash totaling $120,000 and issue to the plaintiff 6,452 shares of restricted RELM common stock valued at the closing price on March 1, 2004. This agreement is the result of recent pretrial discussions. As previously announced, this matter relates to the note of a former affiliate totaling $1.7 million plus $2.6 million in alleged accrued interest. The case had been scheduled for jury trial on March 22, 2004. The settlement will eliminate the potential for an unfavorable verdict in the total amount of the note, accrued interest and legal fees. The settlement is subject to the execution by both parties of a written agreement and release.  


Under generally accepted accounting principles this settlement must be included in the Company’s results for the fourth quarter of 2003 rather than the first quarter of 2004. Therefore, in accordance with GAAP, the Company has recognized an additional expense related to this matter totaling $140,000. Including the impact of this agreement, net income for the fourth quarter ended December 31, 2003 was $832,000, or $0.08 per diluted share. For the year ended December 31, 2003, including the impact of this agreement, net income was $868,000, or $0.09 per diluted share. As previously reported, net income for the fourth quarter ended December 31, 2003 was $972,000, or $0.09 per diluted share and net income for the year ended December 31, 2003 was $1,008,000, or $0.11 per diluted share.


RELM President and CEO David P. Storey commented, “We are pleased to settle this matter for little more than anticipated litigation costs and eliminate the possibility, however remote, of an unfavorable verdict in a jury trial. This was the last in a series of legacy issues inherited years ago from RELM’s predecessor that are completely unrelated to the operational excellence achieved in our present core business. With this agreement, the last of these old matters has finally been settled, and we can move forward completely focused on our land mobile radio business.”


RELM Chairman George N. Benjamin III added, “The final resolution of this old claim removes the last distraction from the past, allowing our management and board to give its full attention to the company’s strategic initiatives and increasing shareholder value. While RELM struggled in recent years to reengineer its operations and develop next-generation digital product technology, these claims still lingered and impacted the company’s progress. Now all these matters are resolved, and the company’s recent string of new product introductions, technical approvals and federal contracts opens the way to a bright future without any of the old baggage.”  


For more than 55 years, RELM Wireless Corp. has manufactured and marketed high-specification two-way communications equipment for use by public safety professionals and government agencies, as well as business-band radios for use in a wide range of commercial and industrial applications. Revolutionary advances include new low-cost digital portable two-way radios compliant with APCO Project 25 technical specifications. Products are manufactured and distributed worldwide under BK Radio, RELM and Uniden PRC brand names. The company maintains its headquarters in West Melbourne, Florida and can be contacted through its web site at www.relm.com or directly at 1-800-821-2900.


This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act Of 1995 and is subject to the safe-harbor created by such act. These forward-looking statements concern the Company’s operations, economic performance and financial condition and are based largely on the Company’s beliefs and expectations. These statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors and

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risks include, among others, the following: general economic and business conditions; changes in customer preferences; competition; changes in technology; changes in business strategy; the debt and inventory levels of the Company; quality of management, business abilities and judgment of the Company’s personnel; and the availability, terms and deployment of capital. Certain of these factors and risks, as well as other risks and uncertainties are stated in more detail in the Company’s Annual Report on Form 10-K for the year ended December 31, 2002 and in the Company’s subsequent filings with the SEC. These forward-looking statements are made as of the date of this press release, and the Company assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.


# # #



RELM WIRELESS CORPORATION

Condensed Consolidated Statements of Operations

(In Thousands Except Per Share Amounts)





  

Three Months Ended

 

Twelve Months Ended

 
  

(Unaudited)

     
  

12/31/2003

 

12/31/2002

 

12/31/2003

 

12/31/2002

 

                                                                                                         

   

  

     

  

     

  

     

   

Sales

  

5,901

  

2,316

  

19,728

  

15,978

 
              

Costs & Expenses:

             

Cost Of Sales

  

3,118

  

2,150

  

12,112

  

11,760

 

SG&A

  

1,705

  

2,117

  

6,210

  

6,476

 

Settlement of Legal Matter

  

140

  

0

  

140

  

0

 

Loss On Notes Receivable

  

0

  

175

  

0

  

1,075

 

Total Costs & Exp

  

4,963

  

4,442

  

18,462

  

19,311

 
              

Operating Income (Loss)

  

938

  

(2,126

)

 

1,266

  

(3,333

)

              

Other Income (Expense):

             

Interest Expense

  

(105

)

 

(120

)

 

(442

)

 

(456

)

Other Income (Expense)

  

12

  

22

  

57

  

158

 
              

Income (Loss) From Operations

  

845

  

(2,224

)

 

881

  

(3,631

)

              

Tax Expense (Benefit)

  

13

  

0

  

13

  

0

 
              

Net Income (Loss)

 

$

832

 

$

(2,224

)

$

868

 

$

(3,631

)

              

Earnings (Loss) per share - basic

 

$

0.09

 

$

(0.26

)

$

0.10

 

$

(0.47

)

              

Earnings (Loss) per share - diluted

 

$

0.08

 

$

(0.26

)

$

0.09

 

$

(0.47

)

              

Weighted Average Common Shares Outstanding, Basic

  

9,072

  

8,540

  

9,002

  

7,787

 

Weighted Average Common Shares Outstanding, Diluted

  

10,750

  

8,540

  

9,173

  

7,787

 

———————————————

Source: RELM Wireless Corporation

Contact:

William P. Kelly, Executive VP & CFO, RELM Wireless Corporation, 1-321-984-1414;

or Investor Contact – Fritz Lyon of TW Communications, Inc., 1-207-338-6218

http://www.relm.com