TELULAR CORP
8-K, 1997-07-02
TELEPHONE & TELEGRAPH APPARATUS
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<PAGE>   1


                       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:  JUNE 30, 1997
                       (DATE OF EARLIEST EVENT REPORTED)



                              TELULAR CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)



                                    0-23212
                            (COMMISSION FILE NUMBER)


          DELAWARE                                         36-3885440
(STATE OR OTHER JURISDICTION                            (I.R.S. EMPLOYER
     OF INCORPORATION)                                 IDENTIFICATION NO.)



            647 NORTH LAKEVIEW PARKWAY, VERNON HILLS, ILLINOIS 60061
             (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)



                                 (847) 247-9400
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
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ITEM 5.  OTHER EVENTS.

The copy of the press release issued by Telular Corporation on June 30, 1997,
announcing a modification of the Company's forecasts for the rest of its fiscal
year and a change in the Chief Financial Officer of the Company, filed as an
exhibit hereto, is incorporated herein by reference.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

(c)  Exhibits.  The following exhibits are filed herewith:


Index
Number           Document Name
- ------           -------------

99.1             Press Release issued by Telular Corporation on June 30, 1997



                                   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.


                                         Telular Corporation
                                         

                                         
                                         /s/ Thomas M. Mason
Date:  July 1, 1997                      By:                                 
                                             ----------------------------------
                                                       Thomas M. Mason
                                                  Senior Vice President and
                                                   Chief Financial Officer



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                                 Exhibit Index

<TABLE>
<CAPTION>
                                                                    Sequential
Exhibit                                                             Page
Number           Document Name                                      Number    
- -------          -------------                                      ----------
<S>              <C>
99.1             Press Release dated June 30, 1997                   4
</TABLE>





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<PAGE>   1
                                                                    EXHIBIT 99.1


AT THE COMPANY:
Jeff Herrmann
Chief Financial Officer
(847) 247-9400                                             FOR IMMEDIATE RELEASE

                 TELULAR ANNOUNCES SLOWDOWN OF HUNGARY PROJECT
                           AND APPOINTMENT OF NEW CFO


VERNON HILLS, IL, JUNE 30, 1997 - TELULAR CORPORATION (NASDAQ:  WRLS) announced
a slowdown in shipments to the Wireless Local Loop (WLL) project in Hungary.
The slowdown impacts the Company's 1997 and 1998 operating results.

                 Shipments to Hungary halted in February at the conclusion of
Phase I and have not resumed due to adjustments to the cellular infrastructure
equipment and corresponding changes required on Telular's Fixed Wireless
Terminal (FWT).  Full deployment of Phases 2 and 3 will not be completed during
Telular's fiscal 1997 and 1998.  Orders of approximately $48 million will now
be less than one quarter of that amount or $7 to $10 million during that
timeframe.  Telular is pursuing other opportunities of similar magnitude which
have a potential for fiscal 1998 in Malaysia, China, Pakistan, Guinea, Mexico
and Brazil.  "Being on the forefront of deployment of WLL projects has its
share of difficulties and surprises and this is one of them.  However, the pace
has picked up worldwide such that we are optimistic this portion of the
business can be replaced," said Kenneth E. Millard, President and CEO.

                 In a matter not related to the above, Telular today also
announced its intent to nominate Jeffrey L. Herrmann as Chief Financial Officer
to replace Thomas M. Mason who was recruited by a privately held company as its
new Chief Financial Officer.  "We are going to miss Tom Mason, who has made
major improvements in all areas in his short time as CFO.  In the final
analysis we simply could not compete with his other opportunities.  We wish Tom
well.  We are fortunate to have Jeff Herrmann in place as a strong
replacement," said Millard.

                 Mr. Herrmann, 31, has served as Corporate Controller of
Telular since April 1997.  Mr. Herrmann, a CPA, has held a variety of financial
management positions with Bell & Howell Company and R.R. Donnelley & Sons
Company.  Mr. Herrmann began his career with Arthur Andersen & Company.  "Jeff
has made significant contributions since joining Telular, including building a
strong finance organization, improving business processes, and supporting the
Company's effort to raise the additional financing", said Millard.

                 Founded in 1986, Telular has developed telecommunications
interface technology that switches a standard phone system, fax, computer modem
or monitored alarm system to available wireless service for either primary or
back-up communications.  Products developed and marketed by Telular include the
PhoneCell(TM) and Teleguard(TM) lines.





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<PAGE>   2
                 Please be advised that statements made herein state the
Company's or management's intentions, hopes, beliefs, expectations or
predictions of the future and are forward-looking comments.  It is important to
note that the Company's actual results could differ materially from those
projected in such forward-looking statements.  Additional information
concerning factors that could cause actual results to differ materially from
those in the forward-looking statements is contained from time to time in the
Company's SEC filings, including but not limited to the Company's report on
Form 10-K for the fiscal year ended September 30, 1996, and the Company's
quarterly reports on Form 10-Q for the quarters ended December 31, 1996, and
March 31, 1997.  Copies of these filings may be obtained by contracting the
Company or the SEC.





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