<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(Mark one)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
--
EXCHANGE ACT OF 1934 FOR THE PERIOD ENDED September 30, 2000
-------------------
OR
__TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD From _____________ to ________________
Commission file number 0-7336
RELM WIRELESS CORPORATION
(Exact name of registrant as specified in its charter)
Nevada 04-2225121
--------------------------------- -----------
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7100 Technology Drive
West Melbourne, Florida
-----------------------
(Address of principal executive offices)
32904
-----
(Zip Code)
Registrant's telephone number, including area code: (407) 984-1414
Indicate by check mark whether the Registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No _____
------
Common Stock, $.60 Par Value - 5,321,174 shares outstanding as of
October 20, 2000
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
-----------------------------
RELM WIRELESS CORPORATION
Condensed Consolidated Balance Sheets
(In thousands)
<TABLE>
<CAPTION>
September 30 December 31
2000 1999
-------------------- -------------------
(Unaudited) (see note 1)
<S> <C> <C>
ASSETS
------
Current assets:
Cash and cash equivalents $ 133 $ 1
Accounts receivable, net 3,213 1,966
Inventories 9,419 10,211
Notes receivable 802 400
Prepaid expenses and other current 627 501
Investment securities - trading - 1
------------------- -------------------
Total current assets 14,194 13,080
Property and equipment, net 3,981 8,024
Notes receivable 893 1,295
Debt issuance costs, net 725 -
Other assets 565 454
------------------- -------------------
Total assets $ 20,358 $ 22,853
=================== ===================
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS - Continued
-----------------------------------------
RELM WIRELESS CORPORATION
Condensed Consolidated Balance Sheets
(In thousands except share data)
<TABLE>
<CAPTION>
September 30 December 31
2000 1999
---------------- --------------
(Unaudited) (see note 1)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities:
Current maturities of long-term liabilities $ 1,577 $ 1,807
Accounts payable 3,349 4,447
Accrued compensation and related taxes 613 514
Accrued expenses and other current liabilities 882 636
----------------- ---------------
Total current liabilities 6,421 7,404
Long-term liabilities:
Loan, notes and mortgages 3,281 8,281
Convertible subordinated notes 3,150 -
Capital lease obligations 224 791
----------------- ---------------
6,655 9,072
Stockholders' equity:
Common stock; $.60 par value; 10,000,000 authorized shares:
5,321,174 and 5,090,405 issued and outstanding shares at
September 30, 2000 and December 31, 1999, respectively 3,192 3,053
Additional paid-in capital 21,442 20,195
Accumulated deficit (17,352) (16,871)
----------------- ---------------
Total stockholders' equity 7,282 6,377
----------------- ---------------
Total liabilities and stockholders' equity $ 20,358 $ 22,853
================= ===============
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS - continued
-----------------------------------------
RELM WIRELESS CORPORATION
Condensed Consolidated Statements of Operations
(Unaudited)
(In thousands except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
----------------------------- ----------------------------
September 30 September 30 September 30 September 30
2000 1999 2000 1999
-------------- ------------- -------------- ------------
<S> <C> <C> <C> <C>
Sales $ 5,958 $ 5,120 $ 15,712 $ 18,710
Expenses
Cost of sales 4,283 3,762 11,572 13,342
Selling, general & administrative 1,907 1,655 5,312 5,301
------------ ------------ ----------- -----------
6,190 5,417 16,884 18,643
------------ ------------ ----------- -----------
Operating income (loss) (232) (297) (1,172) 67
Other income (expense):
Interest expense (213) (282) (735) (810)
Gain on sale of facility - - 1,165 -
Net gains on investments - - - 48
Other income 115 281 261 530
------------ ------------ ----------- -----------
Net loss $ (330) $ (298) $ (481) $ 165
============ ============ =========== ===========
Loss per share-basic and diluted $ (0.06) $ (0.06) $ (0.09) $ (0.03)
============ ============ =========== ===========
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS - continued
-----------------------------------------
RELM WIRELESS CORPORATION
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
---------------------------------------
September 30 September 30
2000 1999
---------------- ----------------
<S> <C> <C>
Cash used by operations $ (169) $ (2,807)
Investing activities:
Cash paid for Uniden product line (2,016) -
Property and equipment purchases (217) (634)
Proceeds from disposals of assets 5,246 -
Proceeds from sale of marketable securities - 748
Collections on note receivable 6 400
Other - (47)
------------ ------------
Cash provided by investing activities 3,019 467
Financing activities:
Net change in line of credit (1,141) 1,644
Proceeds from long term debt 3,250 1,849
Payment of long term debt (4,551) (1,549)
Payment of debt issuance costs (280) -
------------ ------------
Cash provided (used) by financing activities (2,722) 1,944
Increase (decrease) in cash 128 (396)
Cash and cash equivalents at beginning of period 1 464
------------ ------------
Cash and cash equivalents at end of period $ 129 $ 68
============ ============
Supplemental disclosure:
Interest paid $ 735 $ 810
============ ============
Non-cash transactions:
Common stock and common stock warrants
payable for debt issuance and acquisition costs $ 1,059 $ -
============ ============
Warrants issued for consulting services $ 226 $ -
============ ============
Common stock issued for conversion of debt $ 100 $ -
============ ============
</TABLE>
See notes to condensed consolidated financial statements.
<PAGE>
Notes to Condensed Consolidated Financial Statements
(Unaudited)
(In thousands except share data)
1. Condensed Consolidated Financial Statements
The condensed consolidated balance sheet as of September 30, 2000, the
condensed consolidated statements of operations for the three and nine months
ended September 30, 2000 and 1999 and the condensed consolidated statements of
cash flows for the nine months ended September 30, 2000 and 1999 have been
prepared by RELM Wireless Corporation (the Company), without audit. In the
opinion of management, all adjustments (which include normal recurring
adjustments) necessary for a fair presentation have been made. The balance
sheet at December 31, 1999 has been derived from the audited financial
statements at that date.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these
condensed consolidated financial statements be read in conjunction with the
financial statements and notes thereto included in the Company's December 31,
1999 Annual Report to Stockholders. The results of operations for the three
and nine month period ended September 30, 2000 are not necessarily indicative
of the operating results for a full year.
The Company maintains its records on a calendar year basis. The Company's
first, second, and third quarters normally end on the Friday closest to the
last day of the last month of such quarter, which was September 29, 2000 for
the third quarter of fiscal 2000. The quarter began on July 1, 2000. Certain
prior period amounts have been reclassified to correspond to the current
period presentation.
2. Significant Events and Transactions
Acquisition of Product Line
On March 13, 2000, the Company completed the acquisition of certain private
radio communication products from Uniden America Corporation (Uniden) for
$1,864 which included assumption of certain liabilities related to the product
line. Additionally, the Company incurred acquisition costs of $639. The
entire purchase price was allocated to tooling and inventory based on their
estimated fair values, pending final determination of certain acquired
balances. Uniden will continue to provide manufacturing support for certain
Uniden land mobile radio products, which will be marketed by the Company.
Acquisition costs included grants of 150,000 shares at $3.25 per share of the
Company's common stock valued at $488.
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS - continued
-----------------------------------------
Significant Events and Transactions - Continued
Private Placement
On March 16, 2000, the Company completed the private placement of $3,250 of
convertible subordinated notes. The notes earn interest at 8% per annum, are
convertible at $3.25 per share, and are due on December 31, 2004.
Additionally, the Company incurred approximately $778 in costs related to the
private placement. These costs are currently being amortized on a straight
line basis over the life of the notes.
The debt issuance costs included grants to Simmonds Capital Limited of 50,000
shares at $3.25 per share of the Company's common stock valued at $163 and
warrants to purchase 300,000 shares of the Company's common stock valued at
$409. The warrants have a five year term and an exercise price of $3.25 per
share. The registration of the common stock shares underlying the convertible
notes was effective on June 16, 2000. Portions of the proceeds from this
private placement were used to acquire the Uniden land mobile radio products.
Sale of West Melbourne, Florida Facility and Completion of Manufacturing
Agreement
On March 24, 2000, the Company completed the sale of its 144 square foot
facility located in West Melbourne, Florida for $5,600. The gain of
approximately $1,165 is reflected in the statement of operations for the nine
month period ended September 30, 2000. Additionally, the Company secured a
lease for a nearby facility that is approximately 54 square feet in size.
The Company has entered into a contract manufacturing agreement for the
manufacture of certain land mobile radio subassemblies. Under this agreement,
the contract manufacturer employed sixty-eight of the Company's direct
manufacturing workforce and agreed to purchase certain existing raw material
inventories from the Company as needed, based on material requirements
indicated by purchase orders for finished product placed by the Company.
Revenues are recognized as the contract manufacturer uses these inventories.
Until that time, they are treated as an asset of the Company and are included
in the Company's inventory reserve analysis.
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS - continued
-----------------------------------------
Significant Events and Transactions - Continued
Investment Banking Services
The Company has engaged Janney Montgomery Scott (JMS) to provide certain
investment banking services. In connection with the engagement, the Company
granted warrants to JMS, valued at $226, to purchase 166,153 shares of the
Company's common stock at an aggregate purchase price of one hundred dollars.
In August, the Company expanded the scope of the engagement to act as
financial advisor in executing a program to enhance shareholder value. This
engagement stipulates a cash fee, calculated as a percentage of the
transaction value, to be paid by the Company to JMS upon closing a
transaction.
Note Receivable
On June 16, 2000, the owner of a former RELM subsidiary defaulted on its
obligations under a secured promissory note dated May 12, 1997. The principal
amount outstanding on the note is $1,600. Under the note, principal payments
of $400 each, together with all accrued and unpaid interest were to be paid to
the Company on June 16, 2000 and 2001, with a final installment due on June
16, 2002. The note is secured pursuant to a security agreement under which the
former subsidiary has granted the Company a lien and security interest in
certain collateral. The Company's security interest is subordinated to a
security interest granted to the former subsidiary's senior lender. Also, a
principal of the former subsidiary has guaranteed the prompt and complete
payment of the note. The former subsidiary has engaged financial advisors to
pursue a refinancing program. Although such a program has not been finalized,
the Company believes that it will include a substantial cash payment as well
as restructured schedule for paying the remaining balance thereafter.
3. Inventories
The components of inventory, net of reserves totaling $1,934 at September 30,
2000 and December 31, 1999, consist of the following:
September 30 December 31
2000 1999
------------- ------------
Finished goods $5,314 $ 5,065
Work in process 1,030 1,645
Raw materials 3,075 3,501
------------- ------------
$9,419 $10,211
============= ============
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS - continued
-----------------------------------------
4. Stockholders' Equity
The consolidated changes in stockholders' equity for the nine months ended
September 30, 2000 are as follows:
<TABLE>
<CAPTION>
Additional
Common Stock Paid-In Accumulated
--------------------
Shares Amount Capital Deficit Total
-------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1999 5,090,405 $3,053 $20,195 $(16,871) $6,377
Common stock issued 200,000 120 531 651
Common stock warrants issued 635 635
Common stock issued
for conversion of debt 30,769 19 81 100
Net loss (481) (481)
-------------------------------------------------------------------
Balance at September 30, 2000 5,321,174 $3,192 $21,442 $(17,352) $7,282
===================================================================
</TABLE>
5. Loss Per Share
The following table sets forth the computation of basic and diluted loss per
share:
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
------------------------------------------ -------------------------------------
September 30 September 30 September 30 September 30
2000 1999 2000 1999
---------------- --------------- ---------------- --------------
<S> <C> <C> <C> <C>
Numerator:
Net loss (numerator for basic and
diluted loss per share) $ (330) $ (298) $ (481) $ (165)
-------------- ------------- ------------- ------------
Denominator:
Denominator for basic and diluted
earnings
per share-weighted average shares 5,303,114 5,046,416 5,193,213 5,046,416
-------------- ------------- ------------- ------------
Basic and diluted loss per share $ (0.06) $ (0.06) $ (0.09) $ (0.03)
============== ============= ============= ============
</TABLE>
The effect of dilutive securities is not included in the computation for the
three and nine months ended September 30, 2000 and September 30, 1999, because
to do so would be antidilutive.
<PAGE>
ITEM 1 - FINANCIAL STATEMENTS - continued
-----------------------------------------
6. Comprehensive Loss
The total comprehensive loss for the three and nine months ended September 30,
2000 was ($330) and ($481), respectively, compared to ($298) and ($165) for
the same periods in the previous year.
7. Real Estate Assets Held for Sale
The Company's remaining property held for sale was sold during the second
quarter of 1999. The real estate operations produced sales of $908; selling,
general and administrative expenses of $118; and operating income of $790 for
the nine months ended September 30, 1999.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
-----------------------------------------------------------------
FINANCIAL CONDITIONS
--------------------
Results of Operations
---------------------
As an aid to understanding the Company's operating results, the following
table shows each item from the consolidated statement of operations expressed
as a percentage of net sales:
<TABLE>
<CAPTION>
Percentage of Sales Percentage of Sales
----------------------------------- ------------------------------------
THREE MONTHS ENDED NINE MONTHS ENDED
September 30 September 30 September 30 September 30
2000 1999 2000 1999
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Sales 100.0% 100.0% 100.0% 100.0%
Cost of sales 71.9 73.5 73.7 71.3
----------- ---------- ---------- -----------
Gross margin 28.1 26.5 26.3 28.7
Selling, general and
administrative expenses (32.0) (32.3) (33.8) (28.3)
Interest expense (3.5) (5.5) (4.7) (4.3)
Other income 1.9 5.5 9.1 3.1
----------- ---------- ---------- -----------
Net income (loss) (5.5)% (5.8)% (3.1)% (0.8)%
=========== ========== ========== ===========
</TABLE>
NET SALES
Net sales for the three months ended September 30, 2000 increased
approximately $0.8 million (16.4%) compared to the same period for the prior
year. Revenues for our core land mobile radio (LMR) products increased $1.0
million (21.9%) for the same period. This increase is due primarily to sales
of our BK LMR products to the U. S. Forest Service. Also, new revenues for our
Uniden products that were acquired earlier this year totaled approximately
$0.2 million during the third quarter 2000. Non-LMR revenues decreased $0.2
million as we exited businesses and products that performed poorly or did not
fit our strategic focus in wireless communications. These businesses and
products included electronic components, consumer electronics, and commercial
real estate.
Net sales for the nine months ended September 30, 2000 decreased approximately
$3.0 million (16.0%) compared to the same period for the prior year. Revenues
for our core LMR products remained at approximately the same level as the
previous year, totaling $15.1 million in 2000, compared to $15.2 million for
the same period in 1999. Non-LMR revenues decreased $2.9 million as we exited
businesses and products that performed poorly or did not fit our strategic
focus in wireless communications.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
-----------------------------------------------------------------
FINANCIAL CONDITIONS-continued
------------------------------
Cost of Sales and Gross Margin
Cost of sales as a percentage of net sales for the three months ended
September 30, 2000 was 71.9% compared to 73.5% for the same period in the
prior year. This improvement is primarily the result of our continued actions
to reduce manufacturing overhead costs while improving efficiency and quality.
Specifically, we have moved operations to a smaller, lower cost facility and
reduced both our direct and indirect workforce. Additionally, we have out-
sourced the surface-mount and other portions of our front-end manufacturing
processes as well as the production of our newly acquired Uniden products.
For the nine months ended September 30, 2000, cost of sales as a percentage of
sales was 73.7% compared to 71.3% for the previous year. The percentage for
the prior year was favorably impacted by the sale of commercial real estate
totaling $908,000. The book value of the real estate was significantly reduced
in periods prior to 1999 as we increased valuation allowances to reflect
current market conditions at the time. Excluding this sale, cost of sales for
the prior year was 74.6%.
Selling, General and Administrative Expenses
Selling, general and administrative expenses (SG&A) consist of marketing,
sales, engineering, research and development, information systems, accounting
and headquarters expenses. For the three months ended September 30, 2000, SG&A
expenses totaled $1,907,000 compared to $1,655,000 for the same period during
the prior year and $1,886,000 for the second quarter 2000. Compared to the
prior year, we expanded our sales and marketing efforts as a result of the
acquisition of the Uniden PRC product line and to support our planned entry
into the government and public safety digital markets. Also, we incurred
additional legal fees, including those pertaining to the default of our former
Brazilian dealer. Lastly, we incurred expenses related to the Uniden
acquisition, financing initiatives, and strategic alternatives.
For the nine months ended September 30, 2000, SG&A expenses totaled $5,312,000
compared to $5,301,000 for the same period during the prior year. Decreases
in our overall SG&A workforce and other expenses were offset by expenses
related to expanding our sales and marketing efforts and increased legal fees,
as previously noted. During September 2000, we further reduced our SG&A
workforce and specific expenses. Also, certain new product initiatives are
largely completed, resulting in lower R&D expenses.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
-----------------------------------------------------------------
FINANCIAL CONDITIONS-continued
------------------------------
Interest Expense
For the three months ended September 30, 2000 interest expense totaled
$213,000 compared to $282,000 for the same period during the prior year. For
the nine months ended September 30, 2000 interest expense totaled $735,000
compared to $810,000 for the same period during the prior year.
In March, we sold our West Melbourne, Florida facility and satisfied the
related note and mortgage, which totaled approximately $3.6 million. We also
issued $3.25 million in 8% subordinated convertible notes. Primarily due to
these transactions, as well as revenue growth during the third quarter, we
reduced the utilization of our revolving credit facility by approximately $2.0
million as of September 30, 2000 compared to September 30, 1999.
Other Income
On March 24, 2000, we completed the sale of our 144,000 square foot facility
located in West Melbourne, Florida for $5.6 million. The transaction resulted
in a gain of approximately $1.2 million and provided approximately $1.6
million in cash after related expenses and the satisfaction of the mortgage on
the property. We have leased approximately 54,000 square feet of comparable
space at a nearby location.
Income Taxes
No income tax provision was provided for the three or nine months ended
September 30, 2000 as we have net operating loss carryforward benefits
totaling approximately $12.0 million at September 30, 2000. We have evaluated
our tax position in accordance with the requirements of SFAS No. 109,
Accounting for Income Taxes, and do not believe that we meet the more-likely-
than-not criteria for recognizing a deferred tax asset and have provided
valuation allowances against net deferred tax assets.
Inflation and Changing Prices
-----------------------------
Inflation and changing prices for the three and nine months ended September
30, 2000 and 1999 have contributed to increases in wages, facilities, and raw
material costs. Effects of these inflationary effects were partially offset
by increased prices to customers. We believe that we will be able to pass on
most of our future inflationary increases to our customers. We are also
subject to changing foreign currency exchange rates in the purchase of some
raw materials. We employ several methods to protect against increases in cost
due to currency fluctuations. It is not always possible to pass on these
effects. Competitors in the LMR markets are subject to similar fluctuations.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
-----------------------------------------------------------------
FINANCIAL CONDITIONS-continued
------------------------------
Liquidity and Capital Resources
-------------------------------
As of September 30, 2000, we had working capital of $7.8 million compared with
$5.7 million as of December 31, 1999. This increase was primarily the result
of 1) new product inventory that was part of our acquisition of Uniden
America's private radio communications product lines, 2) increased accounts
receivable as a result of improved revenues during August and September 2000,
3) the successful private placement of $3.25 million in subordinated
convertible notes, and 4) the sale of our 144,000 square foot facility in West
Melbourne, Florida. Please see the notes to the condensed consolidated
financial statements for further information.
On June 16, 2000, the owner of a former RELM subsidiary defaulted on its
obligations under a secured promissory note dated May 12, 1997. (see Notes To
Condensed Consolidated Financial Statements). Under the note, a principal
payment of $400,000, together with accrued interest was to be paid on June 16,
2000. We believe that all sums due will be recovered. The former subsidiary
has engaged financial advisors to execute a refinancing program. Although
such a program is not yet complete and formalized, we believe that the former
subsidiary will successfully complete its refinancing and that the terms will
include a substantial cash payment to RELM as well as a restructured payment
schedule for the remaining unpaid balance.
We have a $7.0 million asset-based revolving line of credit. As of September
30, 2000, the formula under the terms of the agreement supported a borrowing
base totaling approximately $5.8 million, of which, approximately $1.0 million
was available.
Capital expenditures for property and equipment for the nine months ended
September 30, 2000 were $217,000 compared to $738,000 for the same period
during the prior year. The expenditures during the prior year related to new
product development projects, including tooling, that are now largely
completed.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
------- -----------------------------------------------------------------
FINANCIAL CONDITIONS - continued
--------------------------------
Forward-Looking Statements
--------------------------
This report contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act and Section 21E of the Securities Exchange
Act of 1934, as amended, and is subject to the safe-harbor created by such
sections. Such forward-looking statements concern our operations, economic
performance and financial condition. Such statements involve known risks,
uncertainties and other factors that may cause our actual results, performance
or achievements, or industry results, to be materially different from any
future results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, among others, the following:
general economic and business conditions; changes in customer preferences;
competition; changes in technology; the integration of any acquisitions;
changes in business strategy; our indebtedness; quality of management,
business abilities and judgment of our personnel; the availability, terms and
deployment of capital; and various other factors referenced in this Report.
The words "believe", "estimate", "expect", "intend", "anticipate", "will",
"may", "should" and similar expressions and variations thereof identify
certain of such forward-looking statements. The forward-looking statements are
made as of the date of this Report, and we assume no obligation to update
those forward-looking statements or to update the reasons why actual results
could differ form those projected in the forward-looking statements. Readers
are cautioned not to place undue reliance on these forward-looking statements.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES OF MARKET RISK
------- -------------------------------------------------------
None.
PART II- OTHER INFORMATION
---------------------------
ITEM 6. Exhibits and Reports of Form 8-K
a) The following documents are filed as part of this report:
3. exhibits: The exhibits listed below are filed as a part of, or
incorporated by reference in this report:
<PAGE>
number Exhibit
------- ---------
27 Financial Data Schedule
b.) Reports on Form 8-K
The Registrant was not required to file reports on Form 8K during the quarter
ended September 30, 2000.
Pursuant to the requirements of securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned there unto duly authorized.
RELM WIRELESS CORPORATION
/s/ William P. Kelly
--------------------
William P. Kelly
Chief Financial Officer and
November 3, 2000 Vice President - Finance
