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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) February 7,
1995
GLENAYRE TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-15761 98-0085742
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
4201 Congress Street, Suite 455, Charlotte, North Carolina 28209
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (704) 553-0038
Not applicable
(Former name or former address, if changed since last report.)
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Item 5. Other Events.
On February 7, 1995, the Registrant issued a press release
reporting its unaudited financial results for the fiscal year
ended December 31, 1994, a copy of which is attached hereto as
Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release dated February 7, 1995
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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 thereunto duly authorized.
GLENAYRE TECHNOLOGIES, INC.
By:
Stanley Ciepcielinski
Executive Vice President and
Chief Financial Officer
Dated: March 7, 1995
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
EXHIBITS
FORM 8-K
CURRENT REPORT
Date of Report Commission File Number
February 7, 1995 0-15761
GLENAYRE TECHNOLOGIES, INC.
EXHIBIT INDEX
Sequentially
Exhibit No Exhibit Description Numbered Page
99.1 Press Release dated 5
February 7, 1995
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GLENAYRE TECHNOLOGIES
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Exhibit 99.1
[Glenayre Technologies, Inc. Letterhead]
Contact: Laura E. Wilker Company Contact: Julien H. Meyer III
Lippert/Heilshorn & Associates Investor Relations
(212) 838-3777 (Ext. 106) Glenayre Technologies
(212) 935-5678
GLENAYRE TECHNOLOGIES, INC. REPORTS RECORD OPERATING RESULTS
FOR THE FOURTH QUARTER AND FISCAL YEAR 1994
CHARLOTTE, NORTH CAROLINA, FEBRUARY 7, 1995 -- GLENAYRE
TECHNOLOGIES, INC. (NASDAQ/NM Symbol: GEMS) announced today record
results for the fourth quarter and twelve months ended December 31,
1994.
Net sales for the fourth quarter of 1994 increased 32% to
$48.3 million from $36.6 million for the fourth quarter of 1993.
Income from operations for the fourth quarter of 1994 increased 39%
to $10.3 million from $7.4 million for the fourth quarter of 1993.
Income from operations increased primarily as a result of the
incremental sales growth and improved profit margins, offset by
increased research and development spending and selling expenses.
Exclusive of the 1993 net tax adjustments, as discussed below,
income from continuing operations before extraordinary item in-
creased 48% to $0.37 per share on a fully diluted basis for the
fourth quarter ended December 31, 1994 from $0.25 per share on a
fully diluted basis for the fourth quarter ended December 31, 1993.
On a reported basis, income from continuing operations before
extraordinary item was $9.6 million or $0.37 per share on a fully
diluted basis in the fourth quarter of 1994 compared to $11.3
million or $0.45 per share on a fully diluted basis in the fourth
quarter of 1993.
Net sales for the twelve months of 1994 increased 26% to
$172.1 million from $136.1 million for the twelve months of 1993.
Income from operations for the twelve months of 1994 increased 34%
to $36.2 million from $27.0 million for the twelve months of 1993.
Exclusive of the 1993 net tax adjustments, as discussed below,
income from continuing operations before extraordinary item in-
creased 51% to $1.27 per share on a fully diluted basis for the
twelve months ended December 31, 1994 from $0.84 per share on a
fully diluted basis for the twelve months ended December 31, 1993.
On a reported basis, income from continuing operations before
extraordinary item increased 40% to $33.1 million, or $1.27 per
share on a fully diluted
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GLENAYRE TECHNOLOGIES
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basis, for the twelve months ended December 31, 1994, compared
with $23.7 million, or $1.07 per share on a fully diluted basis,
for the twelve months ended December 31, 1993.
Included in income from continuing operations before extraor-
dinary item for the fourth quarter and the twelve months ended
December 31, 1993 is an adjustment for realization of a tax benefit
for financial statement purposes in accordance with Financial
Accounting Standard 109 primarily due to revisions to the estimated
future taxable income during the Company s loss carryforward
period. This benefit was partially offset by a 1993 fourth quarter
tax charge related to stock compensation per Accounting Principles
Board Opinion 25. These adjustments created a net tax benefit of
approximately $5.0 million for the fourth quarter and for the
twelve months ended December 31, 1993. The accounting treatment of
the Company s net operating loss carryforwards does not affect the
actual payment of the Company s income taxes.
Commenting on the twelve months results, Ray Ardizzone,
President of GLENAYRE TECHNOLOGIES, INC. stated,
"I am extremely pleased with the results for 1994. First our
new products were delivered in a timely fashion and were overwhelm-
ingly accepted by our customers. In addition, the continued growth
of the U.S. Marketplace in paging subscribers, combined with the
positive change in the PCP Frequency Allocations (re: Exclusivity),
gave us record U.S. shipments, and the acceptance of our MVP System
worldwide allowed us to almost double the revenue from that prod-
uct. We also experienced continued strong revenue from shipments
to our international markets, including Asia, Europe and South
America. Orders were very strong in the last quarter and our
backlog has never been in a better position."
GLENAYRE TECHNOLOGIES, INC. is a worldwide provider of tele-
communications equipment and related software used in the wireless
personal communications service markets including radio paging,
voice messaging, and alphanumeric and mobile data systems.
-table to follow-
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GLENAYRE TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Fourth Quarter Ended Twelve MonthsEnded
12/31/94 12/31/93 12/31/94 12/31/93
<S> <C> <C> <C> <C>
Net Sales $48,316 $36,575 $172,107 $136,139
Cost of Sales 20,002 16,144 72,908 60,561
Selling, General and Administrative 12,063 8,699 41,079 31,638
Research & Development 4,371 2,976 15,991 11,843
Depreciation & Amortization 1,582 1,333 5,884 5,059
Income from Operations 10,298 7,423 36,245 27,038
Interest Income (Expense), Net 1,453 475 4,450 (2,828)
Other Income (Expense) 10 160 (400) (49)
Income from Continuing Operations Before
Income Taxes and Extraordinary Item 11,761 8,058 40,295 24,161
Provision (Benefit) for Income Taxes 2,117 (3,226) 7,200 461
Income form Continuing Operations-Before
Extraordinary Item 9,644 11,284 33,095 23,700
Gain from Discontinued Operations -- 100 388 100
Income Before Extraordinary Item 9,644 11,384 33,483 23,800
Extraordinary Loss From Early Retirement
of Debt -- (1,695) -- (1,695)
Net Income $9,644 $9,689 $33,483 $22,105
Fully Diluted Income Per Common Share*:
Continuing Operations $0.37 $0.45 $1.27 $1.07
Discontinued Operations -- -- 0.01 --
Income Before Extraordinary Item 0.37 0.45 1.28 1.07
Extraordinary Item -- (0.07) -- (0.07)
Net Income Per Common Share-Fully Diluted $0.37 $0.38 $1.28 $1.00
</TABLE>
* Per share amounts reflect 50% stock dividend distributed in January, 1995.
BALANCE SHEET DATA
(In thousands)
(Unaudited)
12/31/94 12/31/93
Working Capital $135,209 $94,898
Total Assets 284,961 228,244
Stockholders' Equity 245,435 198,708
# # #
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