BK Technologies Corp - Quarter Report: 2012 September (Form 10-Q)

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Nevada		59-3486297
State or other jurisdiction of Incorporation or organization		(I.R.S. Employer Identification No.)

 

 

 

 

 

Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	þ	Smaller reporting company	o
(Do not check if a smaller reporting company)

 

 

 

 

 

 

	September 30,				December 31,
	2012				2011
ASSETS
Current assets:
Cash and cash equivalents		$	6,232			$	2,693
Trade accounts receivable (net of allowance for doubtful accounts of  $39 and $44 at September 30, 2012 and December 31, 2011, respectively)			4,609				4,155
Inventories, net			12,316				12,148
Deferred tax assets			2,520				3,458
Prepaid expenses and other current assets			937				526
Total current assets			26,614				22,980
Property, plant and equipment, net			1,193				1,158
Deferred tax assets, net			4,712				4,712
Capitalized software, net			2,277				2,778
Other assets			338				219
Total assets		$	35,134			$	31,847
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable		$	2,551			$	1,756
Accrued compensation and related taxes			1,546				807
Accrued warranty expense			223				247
Accrued other expenses and other current liabilities			231				318
Note payable			35				-
Deferred revenue			593				385
Total current liabilities			5,179				3,513
Deferred revenue			112				265
Long-term debt			-				-
Total liabilities		$	5,291			$	3,778
Commitments and contingencies
Stockholders' equity:
Preferred stock; $1.00 par value; 1,000,000 authorized shares none issued or outstanding.			-				-
Common stock; $.60 par value; 20,000,000 authorized shares: 13,545,482 and 13,519,323 issued and outstanding shares at September 30, 2012 and December 31, 2011, respectively			8,127				8,111
Additional paid-in capital			24,599				24,570
Accumulated deficit			(2,883	)			(4,612	)
Total stockholders' equity			29,843				28,069
Total liabilities and stockholders' equity		$	35,134			$	31,847

 

		Three Months Ended								Nine Months Ended
		September 30, 2012				September 30, 2011				September 30, 2012				September 30, 2011
Sales, net		$	8,112			$	6,976			$	21,809			$	18,361
Expenses
Cost of products			4,084				3,467				11,473				10,594
Selling, general and administrative			2,633				2,541				7,598				8,273
Total expenses			6,717				6,008				19,071				18,867
Operating income (loss)			1,395				968				2,738				(506	)
Other expense:
Net interest expense			-				(27	)			(3	)			(89	)
Other expense			(3	)			(2	)			(10	)			(8	)
Total other expense			(3	)			(29	)			(13	)			(97	)
Income (loss) before income taxes			1,392				939				2,725				(603	)
Income tax expense			(508	)			(25	)			(996	)			(25	)
Net income (loss)		$	884			$	914			$	1,729			$	(628	)
Net earnings (loss) per share-basic:		$	0.07			$	0.07			$	0.13			$	(0.05	)
Net earnings (loss) per share-diluted:		$	0.07			$	0.07			$	0.13			$	(0.05	)
Weighted average shares outstanding-basic			13,545,482				13,518,638				13,541,250				13,512,125
Weighted average shares outstanding-diluted			13,549,146				13,525,082				13,543,631				13,512,125

 

 

		Nine Months Ended
		September 30, 2012				September 30, 2011
Operating activities
Net income (loss)		$	1,729			$	(628	)
Adjustments to reconcile net loss to net cash  provided by operating activities:
Allowance for doubtful accounts			(5	)			-
Inventories reserve			6				107
Deferred tax obligation			938				-
Depreciation and amortization			975				1,059
Shared-based compensation expense			23				131
Changes in operating assets and liabilities:
Accounts receivable			(449	)			633
Inventories			(174	)			(385	)
Prepaid expenses and other current assets			(411	)			198
Other assets			(119	)			34
Accounts payable			795				(1,279	)
Accrued compensation and related taxes			739				61
Accrued warranty expense			(24	)			31
Note payable			35				-
Deferred revenue			55				226
Accrued other expenses and other current liabilities			(87	)			59
Net cash  provided by operating activities			4,026				247
Investing activities
Purchases of property, plant and equipment			(349	)			(198	)
Capitalized software			(160	)			-
Net cash used in investing activities			(509	)			(198	)
Financing activities
Proceeds from issuance of common stock			22				-
Increase in revolving line of credit			-				1,500
Decrease in revolving line of credit			-				(1,700	)
Cash provided by (used in) financing activities			22				(200	)
Net change in cash and cash equivalents			3,539				(151	)
Cash and cash equivalents, beginning of period			2,693				5,050
Cash and cash equivalents, end of period		$	6,232			$	4,899
Supplemental disclosure
Cash paid for interest		$	3			$	90
Income tax paid		$	62			$	-
Non-cash financing activity
Cashless exercise of stock options and related conversion of net shares to stockholders’ equity		$	4			$	6

 

 

 

 

 

 

 

 

 

		September 30, 2012				December 31, 2011
Finished goods		$	3,207			$	3,981
Work in process			6,200				4,671
Raw materials			2,909				3,496
		$	12,316			$	12,148

 

 

 

 

 

 

 

 

 

 

		Common Stock Shares				Common Stock Amount				Additional Paid-In Capital				Accumulated Deficit				Total
Balance at December 31, 2011			13,519,323			$	8,111			$	24,570			$	(4,612	)		$	28,069
Common stock option exercise and issued			26,159				16				6				−				22
Share-based compensation expense			−				−				23				−				23
Net income			−				−				−				1,729				1,729
Balance at September 30, 2012			13,545,482			$	8,127			$	24,599			$	(2,883	)		$	29,843

 

 

 

 

		Three Months Ended								Nine months Ended
		September 30, 2012				September 30, 2011				September 30, 2012				September 30, 2011
Numerator:
Net  income (loss) (numerator for basic and diluted earnings per share)		$	884			$	914			$	1,729			$	(628	)
Denominator:
Denominator for basic earnings per share weighted average shares			13,545,482				13,518,638				13,541,250				13,512,125
Effect of dilutive securities:
Options			3,664				2,719				2,381				-
Denominator
Denominator for diluted earnings per share weighted average shares			13,549,146				13,521,357				13,543,631				13,512,125
Basic income (loss) per share		$	0.07			$	0.07			$	0.13			$	(0.05	)
Diluted income (loss) per share		$	0.07			$	0.07			$	0.13			$	(0.05	)

 

 

 

 

As of July 1, 2012		Stock Options				Wgt. Avg. Exercise Price ($) Per Share				Wgt. Avg. Remaining Contractual Life (Years)				Wgt. Avg. Grant Date Fair Value($) Per Share				Aggregate Intrinsic Value ($)
Outstanding			495,944				3.43				-				2.24				-
Vested			470,944				3.51				-				2.33				-
Nonvested			25,000				2.03				-				0.68				-
Period activity
Issued			-				-				-				-				-
Exercised			-				-				-				-				-
Forfeited			-				-				-				-				-
Expired			35,000				2.91				-				1.67				-
As of September 30, 2012
Outstanding			460,944				3.47				4.34				2.29				9,750
Vested			435,944				3.55				4.33				2.38				9,750
Nonvested			25,000				2.03				4.64				0.68				-

 

 

 

 

 

 

 

 

 

 

 

 

 

 

●	the success of our LMR product line;

●	competition in the land mobile radio industry;

●	general economic and business conditions, including federal, state and local government budget deficits and spending limitations;

●	the availability, terms and deployment of capital;

●	reliance on contract manufacturers and suppliers;

●	heavy reliance on sales to agencies of the United States government;

●	our ability to utilize deferred tax assets;

●	retention of executive officers and key personnel;

●	our ability to manage our growth;

●	government regulation;

●	our business with manufacturers located in other countries;

●	our inventory and debt levels;

●	protection of our intellectual property rights;

●	acts of war or terrorism; and

●	any infringement claims.

 

 

 

 

 

 

 

 

 

 

 

 

 

		Percentage of Sales Three Months Ended								Percentage of Sales Nine months Ended
		September 30, 2012				September 30, 2011				September 30, 2012				September 30, 2011
Sales			100.0	%			100.0	%			100.0	%			100.0	%
Cost of products			(50.3	)			(49.7	)			(52.6	)			(57.7	)
Gross margin			49.7				50.3				47.4				42.3
Selling, general and administrative expenses			(32.5	)			(36.4	)			(34.9	)			(45.1	)
Net interest -expense-			(0.0	)			(0.4	)			(0.0	)			(0.0	)
Other expense-			(0.0	)			0.0				(0.0	)			(0.0	)
Pretax income (loss)			17.2				13.5				12.5				(3.3	)
Income tax expense			(6.3	)			(0.4	)			(4.6	)			(0.1	)
Net income (loss)			10.9	%			13.1	%			7.9	%			(3.4	)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 3(i)		Articles of Incorporation(1)
Exhibit 3(ii)		Certificate of Amendment to Articles of Incorporation(2)
Exhibit 3(iii)		By-Laws, as amended (3)
Exhibit 31.1		Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 31.2		Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.1		Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32) of Regulation S-K).
Exhibit 32.2		Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32) of Regulation S-K).
Exhibit 101.INS		XBRL Instance Document
Exhibit 101.SCH		XBRL Taxonomy Extension Schema Document
Exhibit 101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
Exhibit 101.LAB		XBRL Taxonomy Extension Label Linkbase Document
Exhibit 101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
Exhibit 101.DEF		XBRL Taxonomy Definition Linkbase Document

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(1)	Incorporated by reference from the Company's Annual Report on Form 10-K for the year ended December 31, 1997.

 

(2)	Incorporated by reference from the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2001.

 

(3)	Incorporated by reference to the Company's Registration Statement on Form S-3 (Registration No. 333-129113).

 

 

 

	RELM WIRELESS CORPORATION
	(The “Registrant”)
Date: November 14, 2012	By:	/s/ David P. Storey
		David P. Storey President and Chief Executive Officer (Principal executive officer and duly authorized officer)
Date: November 14, 2012	By:	/s/ William P. Kelly
		William P. Kelly Executive Vice President and Chief Financial Officer (Principal financial and accounting officer and duly authorized officer)

 

Exhibit Number		Description
Exhibit 3(i)		Articles of Incorporation(1)
Exhibit 3(ii)		Certificate of Amendment to Articles of Incorporation(2)
Exhibit 3(iii)		By-Laws, as amended (3)
Exhibit 31.1		Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 31.2		Certification Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.1		Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32) of Regulation S-K).
Exhibit 32.2		Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished pursuant to Item 601(b)(32) of Regulation S-K).
Exhibit 101.INS		XBRL Instance Document
Exhibit 101.SCH		XBRL Taxonomy Extension Schema Document
Exhibit 101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
Exhibit 101.LAB		XBRL Taxonomy Extension Label Linkbase Document
Exhibit 101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
Exhibit 101.DEF		XBRL Taxonomy Definition Linkbase Document

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(1)	Incorporated by reference from the Company's Annual Report on Form 10-K for the year ended December 31, 1997.

 

(2)	Incorporated by reference from the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2001.

 

(3)	Incorporated by reference to the Company's Registration Statement on Form S-3 (Registration No. 333-129113).

 

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