BK Technologies Corp - Quarter Report: 2013 March (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)

 

 

 

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		Three Months Ended
		March 31, 2013				March 31, 2012
Sales, net		$	7,073			$	4,369
Expenses
Cost of products			3,838				2,702
Selling, general and administrative			2,736				2,340
Total expenses			6,574				5,042
Operating income (loss)			499				(673	)
Other expense:
Net interest expense			-				-
Other expense			(20	)			(5	)
Total other expense			(20	)			(5	)
Income (loss) before income taxes			479				(678	)
Income tax (expense) benefit			(74	)			277
Net income (loss)		$	405			$	(401	)
Net income (loss) per share-basic:		$	0.03			$	(0.03	)
Net income (loss) per share-diluted:		$	0.03			$	(0.03	)
Weighted average shares outstanding-basic			13,545,482				13,533,949
Weighted average shares outstanding-diluted			13,556,369				13,533,949

 

 

		Three Months Ended
		March 31, 2013				March 31, 2012
Operating activities
Net income (loss)		$	405			$	(401	)
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:
Allowance for doubtful accounts			-				(1	)
Inventories reserve			13				52
Deferred tax obligation (benefit)			74				(279	)
Depreciation and amortization			369				317
Shared-based compensation expense			31				15
Changes in operating assets and liabilities:
Accounts receivable			(2,934	)			2,037
Inventories			(148	)			(437	)
Prepaid expenses and other current assets			237				(27	)
Other assets			9				9
Accounts payable			610				(360	)
Accrued compensation and related taxes			(446	)			106
Accrued warranty expense			17				8
Note payable			(18	)			-
Deferred revenue			(66	)			1
Accrued other expenses and other current liabilities			(18	)			(263	)
Net cash (used in) provided by operating activities			(1,865	)			777
Investing activities
Purchases of property, plant and equipment			(50	)			(19	)
Capitalized software			(150	)			-
Net cash used in investing activities			(200	)			(19	)
Financing activities
Proceeds from issuance of common stock			-				20
Cash provided by financing activities			-				20
Net change in cash and cash equivalents			(2,065	)			778
Cash and cash equivalents, beginning of period			6,581				2,693
Cash and cash equivalents, end of period		$	4,516			$	3,471
Supplemental disclosure
Cash paid for interest		$	-			$	-
Income tax paid		$	-			$	61
Non-cash financing activity
Cashless exercise of stock options and related conversion of net shares to stockholders’ equity		$	-			$	4

 

 

 

 

 

 

 

 

 

		March 31, 2013				December 31, 2012
Finished goods		$	4,519			$	4,316
Work in process			5,833				6,278
Raw materials			3,128				2,751
		$	13,480			$	13,345

 

 

 

 

 

 

 

 

 

 

		Common Stock Shares				Common Stock Amount				Additional Paid-In Capital				Accumulated Deficit				Total
Balance at December 31, 2012			13,545,482			$	8,127			$	24,604			$	(2,547	)		$	30,184
Common stock option exercise and issued			−				−				−				−				−
Share-based compensation Expense			−				−				31				−				31
Net income			−				−				−				405				405
Balance at March 31, 2013			13,545,482			$	8,127			$	24,635			$	(2,142	)		$	30,620

 

 

 

 

		Three Months Ended
		March 31, 2013				March 31, 2012
Numerator:
Net income (loss) (numerator for basic and diluted earnings per share)		$	405			$	(401	)
Denominator:
Denominator for basic earnings per share weighted average shares			13,545,482				13,533,949
Effect of dilutive securities:
Options			10,887				-
Denominator
Denominator for diluted earnings per share weighted average shares			13,556,369				13,533,949
Basic income (loss) per share		$	0.03			$	(0.03	)
Diluted income (loss) per share		$	0.03			$	(0.03	)

 

 

 

 

 

As of January 1, 2013		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			460,944				3.47				-				2.29				-
Vested			435,944				3.55				-				2.38				-
Nonvested			25,000				2.03				-				0.68				-
Period activity
Issued			55,000				2.23				-				1.40				-
Exercised			-				-				-				-				-
Forfeited			-				-				-				-				-
Expired			-				-				-				-				-
As of March 31, 2013
Outstanding			515,944				3.34				4.50				2.19				92,305
Vested			454,275				3.50				4.08				2.34				84,838
Nonvested			61,669				2.15				7.60				1.11				7,467

 

 

 

 

 

 

 

 

 

 

 

 

 

 

●	changes or advances in technology;

 

●	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;

●	fluctuation in our operating results;

 

 

●	acts of war or terrorism;

●	any infringement claims;

●	provisions in our charter documents and under Nevada law that may discourage a potential takeover;

●	maintenance of our NYSE MKT listing; and

●	the effect on our stock price and ability to raise equity capital of future sales of shares of our common stock.

 

 

 

 

 

 

 

 

 

 

 

 

 

		Percentage of Sales Three Months Ended
		March 31, 2013				March 31, 2012
Sales			100.0	%			100.0	%
Cost of products			(54.3	)			(61.8	)
Gross margin			45.7				38.2
Selling, general and administrative expenses			(38.7	)			(53.6	)
Net interest expense			(0.0	)			(0.0	)
Other expense			(0.3	)			(0.1	)
Pretax (loss) income			6.7				(15.5	)
Income tax expense			1.0				6.3
Net (loss) income			5.7	%			(9.2	)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of March 31, 2013 and the date of this report, there were no borrowings outstanding under the revolving credit facility. As of March 31, 2013 and the date of this report, there was approximately $4.2 million and $2.6 million, respectively, of borrowing available under the revolving credit facility.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Period		Total Number of Shares Purchased				Average  Price Paid Per Share				Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs				Maximum Approximate  Dollar Value of  Shares that May Yet Be Purchased Under Publicly Announced Plans or Programs
01/01/13 - 01/31/13			—			$	—				—			$	2,500,000
02/01/13 - 02/28/13			—				—				—				2,500,000
03/01/13 - 03/31/13			—				—				—				2,500,000
Total			—			$	—				—			$	2,500,000

 

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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*	Furnished herewith (not filed)

 

(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: May 8, 2013	By:	/s/ David P. Storey
		David P. Storey President and Chief Executive Officer (Principal executive officer and duly authorized officer)
Date: May 8, 2013	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*

 

*	Furnished herewith (not filed)

 

(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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