EX-99.1 3 w91730exv99w1.htm EXHIBIT 99.1 exv99w1
 

Exhibit 99.1

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Investor Relations Contact:
Alan B. Catherall
770-485-2527

PRESS RELEASE

FOR IMMEDIATE RELEASE

NUMEREX REPORTS THIRD QUARTER RESULTS

ATLANTA, November 10, 2003 — Numerex Corp. (NASDAQ: NMRX), today announced net income of $1.0 million for the third quarter of 2003 and a year-to-date net loss of $1.0 million. Included in these results is the gain on the sale of Data1Source LLC of $1.7 million that occurred in September 2003. These results compare to net losses of $2.4 million and $3.9 million for the comparable periods of 2002, including acquisition costs of $0.2 million for the quarter and $1.9 million year-to-date. Fully diluted earnings per share were $0.09 for the quarter and fully diluted losses per share were $0.09 year-to-date. This compares to fully diluted losses per share, including acquisition costs, of $0.22 and $0.36 for the comparable periods of 2002. Net sales were $5.5 million for the quarter and $14.9 million year-to-date compared to $6.0 million and $20.6 million for the comparable periods of 2002. Please see the attached financial statements for more details.

“The third quarter was highlighted by a number of positive events,” said Stratton Nicolaides, chairman and CEO of Numerex. “On September 16th we announced the sale of our mobile messaging service bureau, Data1Source LLC, to Wireless Services Corporation, which we believe was an excellent transaction for a number of reasons. This allowed us to not only focus our resources on growing our core wireless telemetry business, but also went a long way to substantially reduce our debt. Specifically, the proceeds from the sale of Data1Source LLC resulted in the early payment of $1.5 million to Cingular Wireless, which had been scheduled for December 15, 2003; repayment of the entire amount that has been drawn down under our revolving Letter of Credit as well as substantially reducing our capital lease liabilities.”

“Our operating results for the quarter reflected improvement over the second quarter in both revenues and net operating results. In addition, the Company was cash flow positive for the second quarter in a row. Even though the loss of Data1Source revenues marginally impacted the third quarter, wireless revenues from our telemetry services grew, especially our core Uplink security service. We also witnessed a significant increase in the number of installations of our MobileGuardian product. MobileGuardian, which offers vehicle location information and security services, is now available through more than 180 auto dealerships around the nation and provides for much broader geographic coverage than similar offerings.”

“Finally, I wanted to mention that we have now begun shipments of our vending solutions product that provides both identifiable cost savings to vending machine owners as well as attractive unit product margins and a recurring revenue stream to Numerex. VendView is currently marketed and sold primarily to a group of prominent Mexican and Caribbean bottling companies and will be offered in the United States next year. This is an exciting marketplace with excellent potential.”

Conference Call and Webcast Information
Numerex will conduct a conference call tomorrow, November 11th, at 11:00 A.M., Eastern Daylight Time, accessible by calling (877) 822-9907 in the U.S. and Canada, or (706) 679-7183 international. A live Webcast of the call will also be available via Numerex’s Web site at http://www.nmrx.com, under the Investor Relations section. A replay of the conference call will be available via Numerex’s Web site beginning two hours after the call.

About Numerex
Numerex (Nasdaq:NMRX) is a technology company comprised of operating subsidiaries that develop and market a wide range of wireless and wireline communications products and services. The Company’s primary focus is wireless data communications utilizing proprietary network technologies. Numerex primarily offers products and services in wireless data communications through Cellemetry®, and digital multimedia through PowerPlay™. These services enable customers around the globe to monitor and move information for a variety of applications from home and business security to distance learning. In addition, the Company offers wireline alarm security products and services, as well as telecommunications network operational support systems. For more information on Numerex, please visit our Web site at: www.nmrx.com.

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This document contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements include, among other things, statements regarding trends, strategies, plans, beliefs, intentions, expectations, goals and opportunities. Forward-looking statements are typically identified by words or phrases such as “believe,” “expect,” “anticipate,” “intend,” “estimate,” “assume,” “strategy,” “plan,” “outlook,” “outcome,” “continue,” “remain,” “trend,” and variations of such words and similar expressions, or future or conditional verbs such as “will,” “would,” “should,” “could,” “may,” or similar expressions. All statements and information herein and incorporated by reference herein, other than statements of historical fact, are forward-looking statements that are based upon a number of assumptions concerning future conditions that ultimately may prove to be inaccurate. Many phases of the Company’s operations are subject to influences outside its control. The Company cautions that these forward-looking statements are subject to numerous assumptions, risks and uncertainties, which may change over time. These forward-looking statements speak only as of the date of this report, and the Company assumes no duty to update forward-looking statements. Actual results could differ materially from those anticipated in these forward-looking statements and future results could differ materially from historical performance.

Any one or any combination of factors could have a material adverse effect on the Company’s results of operations or could cause actual results to differ materially from forward-looking statements or historical performance. These factors include: the pace of technological change; variations in quarterly operating results; delays in the development, introduction and marketing of new wireless products and services by us or our competitors or suppliers; delay in implementation by customers of services; changes in our mix of products and services and sources of revenues; changes in length of sales cycles of or demand by our customers for existing and additional services; changes in the productivity of our distribution channels; customer acceptance of our products and services; the inability to attain revenue and earnings growth; loss of key strategic contracts; product failures; the introduction, withdrawal, success and timing of business initiatives and strategies; competitive conditions; the extent and timing of technological changes; changes in customer spending; the loss of intellectual property protection; an impact of changes in currently utilized telecommunications standards or Company’s ability to adapt to such changes. Actual events, developments and results could differ materially from those anticipated or projected in the forward-looking statements as a result of certain uncertainties set forth below and elsewhere in this document. Subsequent written or oral statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by the cautionary statements in this report and those in the Company’s reports previously and subsequently filed with the Securities and Exchange Commission.

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NUMEREX CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(In Thousands, Except Per Share Data)

                                     
        For the three month period   For the nine month period
        ended September 30,   ended September 30,
        2003   2002   2003   2002
        (UNAUDITED)   (UNAUDITED)   (UNAUDITED)   (UNAUDITED)
       
 
 
 
Net sales
  $ 5,456     $ 6,038     $ 14,862     $ 20,640  
Cost of sales
    2,889       3,761       7,613       10,865  
Depreciation and amortization
    181       105       534       207  
 
   
     
     
     
 
 
Gross profit
    2,386       2,172       6,715       9,568  
Selling, general, administrative and other expenses
    2,210       3,805       6,827       9,212  
Research and development expenses
    261       (63 )     846       728  
Costs related to non-recurring acquisition activity
          185             1,899  
Depreciation and amortization
    480       552       1,474       1,620  
 
   
     
     
     
 
 
Operating loss
    (565 )     (2,307 )     (2,432 )     (3,891 )
Interest and other income, net
    (132 )     (14 )     (203 )     (70 )
Gain on sale of business
    1,712             1,712        
Minority interest
                      326  
 
   
     
     
     
 
 
Earnings (loss) before income taxes
    1,015       (2,321 )     (923 )     (3,635 )
Income taxes
    23       17       56       86  
 
   
     
     
     
 
 
Net earnings (loss)
    992       (2,338 )     (979 )     (3,721 )
Preferred stock dividend
          60             180  
 
   
     
     
     
 
Net earnings (loss) applicable to common shareholders
  $ 992     $ (2,398 )   $ (979 )   $ (3,901 )
 
   
     
     
     
 
Other comprehensive income (loss), net of income taxes Foreign currency translation adjustment
    10       (1 )     55       14  
 
   
     
     
     
 
Comprehensive earnings (loss)
  $ 1,002     $ (2,399 )   $ (924 )   $ (3,887 )
 
   
     
     
     
 
Basic earnings (loss) per share
  $ 0.09     $ (0.22 )   $ (0.09 )   $ (0.36 )
 
   
     
     
     
 
Diluted earnings (loss) per share
  $ 0.09     $ (0.22 )   $ (0.09 )   $ (0.36 )
 
   
     
     
     
 
Number of shares used in per share calculation :
                               
   
Basic
    10,787       10,773       10,983       10,696  
 
   
     
     
     
 
   
Diluted
    10,878       10,773       10,983       10,696  
 
   
     
     
     
 

-Continued-

 


 

NUMEREX CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Number of Shares)

                       
          September 30,    
ASSETS   2003   December 31,
    (UNAUDITED)   2002
         
 
CURRENT ASSETS
               
 
Cash and cash equivalents
  $ 1,005     $ 2,137  
 
Accounts receivable, net of allowances of $873 and $1,272, respectively
    3,131       4,459  
 
Notes receivable, net
    443       823  
 
Inventory, net of reserves of $705 and $776, respectively
    3,708       5,189  
 
Prepaid expenses & interest receivable
    579       976  
 
   
     
 
     
TOTAL CURRENT ASSETS
    8,866       13,584  
 
Property and equipment, net
    1,493       2,475  
 
Goodwill, net
    15,036       10,983  
 
Intangible assets, net
    8,117       8,050  
 
Software, net
    739       1,963  
 
Other assets
    739       56  
 
   
     
 
     
TOTAL ASSETS
  $ 34,990     $ 37,111  
 
   
     
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
CURRENT LIABILITIES
               
 
Accounts payable
  $ 2,661     $ 5,238  
 
Income taxes
           
 
Other current liabilities Deferred revenues
    708       819  
   
Other accrued liabilities
    1,984       1,866  
   
Note Payable, current portion
    2,000        
   
Obligations under capital leases, current portion
    273       710  
 
   
     
 
     
TOTAL CURRENT LIABILITIES
    7,626       8,633  
LONG-TERM DEBT
               
 
Obligations under capital leases and other long term liabilities
    140       863  
 
Note Payable, long-term portion
    1,500        
 
   
     
 
     
TOTAL LONG TERM LIABILITIES
    1,640       863  
SHAREHOLDERS’ EQUITY
               
 
Preferred stock — no par value; authorized, none issued
           
 
Class A common stock — no par value; authorized 30,000,000 shares; issued 13,179,620 and 13,168,889 shares, respectively
    36,777       36,769  
 
Class B common stock — no par value; authorized 5,000,000 shares; none issued
           
 
Additional paid-in capital
    439       439  
 
Treasury stock, at cost, 2,391,400 on September 30, 2003, and 1,766,400 shares on December 31, 2002
    (10,197 )     (9,222 )
 
Accumulated other comprehensive income
    46       (9 )
 
Retained earnings
    (1,341 )     (362 )
 
   
     
 
     
TOTAL SHAREHOLDERS’ EQUITY
    25,724       27,615  
 
   
     
 
   
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
  $ 34,990     $ 37,111  
 
   
     
 

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