-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Mo3ftuvi93jMxPsXp+aB+aKv+NYmcYEHx2N+thT3IM087SrCX3ngGtEpoBhWfP/+ QLFJRPyxJHJNHxzPBa/cgA== 0000950144-03-010912.txt : 20030918 0000950144-03-010912.hdr.sgml : 20030918 20030918081537 ACCESSION NUMBER: 0000950144-03-010912 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030916 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030918 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NUMEREX CORP /PA/ CENTRAL INDEX KEY: 0000870753 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 112948749 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22920 FILM NUMBER: 03900380 BUSINESS ADDRESS: STREET 1: 1600 PARKWOOD CIRCLE STREET 2: SUITE 200 CITY: ATLANTA STATE: GA ZIP: 30339 BUSINESS PHONE: 6109412844 MAIL ADDRESS: STREET 1: 1400 N PROVIDENCE ROAD STE 5500 CITY: MEDIA STATE: PA ZIP: 19063 8-K 1 g84973e8vk.htm NUMEREX CORP. NUMEREX CORP.
Table of Contents

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): September 16, 2003

NUMEREX CORP.

(Exact Name of Issuer as Specified in Charter)
         
Pennsylvania   0-22920   11-2948749

 
 
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

1600 Parkwood Circle
Suite 200
Atlanta, Georgia


(Address of principal executive offices)

30339


(Zip code)

(770) 693-5950


(Registrant’s telephone number, including area code)

 


SIGNATURES
EX-99.1 PRESS RELEASE DATED 9/16/2003


Table of Contents

Item 5. Other Events and Regulation FD Disclosure

On September 16, 2003, Numerex Corp. announced that it had completed the sale of its mobile messaging service bureau, Data1Source LLC, to Wireless Services Corporation, a developer and provider of value-added data software applications and services for wireless carriers. The press release announcing the sale is filed as Exhibit 99.1 hereto and incorporated herein by reference.

Item 7. Financial Statements and Exhibits

(c) Exhibits

99.1 Text of Press Release, dated September 16, 2003.

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 hereunto duly authorized.

         
        NUMEREX CORP.
(Registrant)
 
         
 
        /s/ Stratton J. Nicolaides

/s/ Stratton J. Nicolaides
Chairman and Chief Executive Officer
 
Date: September 17, 2003

  EX-99.1 3 g84973exv99w1.txt EX-99.1 PRESS RELEASE DATED 9/16/2003 EXHIBIT 99.1 [NUMEREX LOGO] www.nmrx.com Contact: Alan Catherall 770-485-2527 PRESS RELEASE FOR IMMEDIATE RELEASE NUMEREX COMPLETES SALE OF DATA1SOURCE TO WIRELESS SERVICES CORPORATION ATLANTA, SEPTEMBER 16, 2003 - NUMEREX CORP. (NASDAQ:NMRX), today completed the sale of its mobile messaging service bureau, Data1Source LLC, to Wireless Services Corporation (WSC), a Seattle-based developer and provider of value-added data software applications and services for wireless carriers. Financial terms of the sale were not disclosed, but pursuant to the terms of the agreement, WSC has acquired all of the ownership interest in Data1Source LLC. Numerex will use proceeds from the sale to reduce its debt obligations and for additional working capital. Numerex will provide on-going hosting and engineering support services for at least six months post-closing. Jefferies & Company acted as Numerex's exclusive financial advisor in connection with the sale. "We are confident that this transaction makes good sense for both companies," said Stratton Nicolaides, Numerex's chairman and CEO. "It allows Numerex to better focus its resources on growing its core wireless telemetry business and places Data1Source in the hands of a group whose focus is wireless messaging and enhanced digital services. We expect that WSC will be able to leverage Data1Source to bring new and valued services to the mobile messaging market and to the Data1Source customer base. We intend to work closely with WSC to ensure a rapid and successful transition." "We look forward to welcoming Data1Source customers to WSC," said Steve Wood, Wireless Services Corporation's President and CEO. "The Data1Source services are great additions to WSC's product line. This acquisition will allow us to deliver valuable new services to our existing customers and introduce our service offerings into new markets." ABOUT DATA1SOURCE(TM) Data1Source(TM) provides a cost-effective means of transporting mobile messaging data over digital wireless data networks. Through a centralized service bureau, the Data1Source(TM) offering provides TDMA, CDMA and GSM wireless data carriers with a broad range of digital mobile messaging services including Web-based and e-mail-based text messaging, SMS Touch-Tone(TM) paging, subscriber-customized Internet content services such as news headlines, ring tones, sports scores, stock quotes, and other customer-specific information. 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(R) and Data1Source(TM), and digital multimedia through PowerPlay(TM). 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. ABOUT WIRELESS SERVICES CORPORATION Wireless Services Corporation is the industry's long-standing leader in developing and operating value-added data products for carriers. The company's product line includes SMS and two-way messaging, Inter-Carrier text messaging, messaging client software, Permission based SMS marketing, and support for alternative billing methods. Commercially deployed for over seven years, WSC's products deliver messages to any wireless device -- regardless of the wireless providers' current or future network infrastructure or protocols. Through existing customers, WSC delivered nearly a billion messages worldwide in 2002. The company provides carrier-grade reliability coupled with a full-service, 24x7 operations team. WSC was founded in 1996 and is headquartered in Bellevue, Washington. Statements contained in this press release concerning Numerex that are not historical fact are "forward-looking" statements and involve important risks and uncertainties. Such risks and uncertainties, which are detailed in Numerex's filings with the Securities and Exchange Commission, could cause Numerex's results to differ materially from current expectations as expressed in this press release. ### -----END PRIVACY-ENHANCED MESSAGE-----