Basisstatistiken
| CIK | 870753 |
SEC Filings
SEC Filings (Chronological Order)
| December 18, 2017 |
15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-22920 NUMEREX CORP. (Exact name of registrant as specified in it |
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| December 11, 2017 |
S-8 POS As filed with the Securities and Exchange Commission on December 11, 2017 Registration No. |
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| December 11, 2017 |
S-8 POS As filed with the Securities and Exchange Commission on December 11, 2017 Registration No. |
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| December 11, 2017 |
S-8 POS As filed with the Securities and Exchange Commission on December 11, 2017 Registration No. |
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| December 11, 2017 |
S-8 POS As filed with the Securities and Exchange Commission on December 11, 2017 Registration No. |
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| December 11, 2017 |
S-8 POS As filed with the Securities and Exchange Commission on December 11, 2017 Registration No. |
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| December 11, 2017 |
S-8 POS As filed with the Securities and Exchange Commission on December 11, 2017 Registration No. |
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| December 11, 2017 |
NMRX / Numerex Corp. / Yorkmont Capital Partners, LP - PRIMARY DOCUMENT Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 3)* Under the Securities Exchange Act of 1934 NUMEREX CORP. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 67053A102 (CUSIP Number) 12/7/17 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed ☐ Rule 13d-1(b) |
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| December 8, 2017 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 7, 2017 Commission File Number: 000-22920 Numerex Corp. |
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| December 8, 2017 |
EX-99.1 Exhibit 99.1 December 6, 2017 Numerex Corp. Announces Shareholder Approval of Merger Agreement ATLANTA, Dec. 06, 2017 (GLOBE NEWSWIRE) - Numerex Corp. (?Numerex? or the ?Company?) (NASDAQ:NMRX) announced today that, at its special meeting of shareholders (the ?Special Meeting?) held today, a majority of the votes cast, which also represented a majority of the outstanding shares of the Comp |
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| December 8, 2017 |
NMRX / Numerex Corp. / Sierra Wireless Inc - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)* Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A 10 2 (CUSIP Number) DAVID G. MCLENNAN, |
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| November 24, 2017 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| November 24, 2017 |
SWIR / Sierra Wireless, Inc. 425 (Prospectus) 425 Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 Commission File No. for Registration Statement on Form F-4 filed by Sierra Wireless, Inc.: 333-220512 SUPPLEMENT TO THE PROXY STATEMENT/PROSPECTUS FOR THE SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON DECEMBER 6, 2017 November 24, 2017 T |
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| November 7, 2017 |
SWIR / Sierra Wireless, Inc. 425 (Prospectus) 425 Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 Commission File No. for Registration Statement on Form F-4 filed by Sierra Wireless, Inc.: 333-220512 Sierra Wireless Investor Relations November 2017 Cautionary Note Regarding Forward-Looking Statements C i di f i i hi i b d hi i lf d i |
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| November 7, 2017 |
NMRX / Numerex Corp. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 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: 000-22920 NUMEREX CORP. (E |
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| November 2, 2017 |
Sierra Wireless 425 (Prospectus) 425 Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 Third Quarter 2017 Results Sierra Wireless November 2, 2017 Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 Commission File No |
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| October 31, 2017 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro |
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| October 31, 2017 |
DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 26, 2017 |
Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 23, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| October 26, 2017 |
Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 23, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| September 7, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION September 8, 2017 ORDER GRANTING CONFIDENTIAL TREATMENT UNDER THE SECURITIES EXCHANGE ACT OF 1934 Numerex Corp. |
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| August 22, 2017 |
Sierra Wireless 425 (Prospectus) 425 Sierra Wireless & Numerex August 22, 2017 Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 Cautionary Note Regarding Forward-Looking Statements Certain statements and information in this presentation are not based on historical facts and constitute forward-looking statements within the |
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| August 11, 2017 |
EX-99.3 Exhibit 3 EXECUTION VERSION VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”), is dated as of August 2, 2017, by and between SIERRA WIRELESS, INC., a Canadian corporation (“Parent”), and Gwynedd Resources Ltd. (“Shareholder”). WHEREAS, in connection with Parent and Wireless Acquisition Sub, Inc., a Delaware corporation (“Merger Sub”), entering into an Agreement and Plan of Merger, |
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| August 11, 2017 |
NMRX / Numerex Corp. / Sierra Wireless Inc - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )* Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A 10 2 (CUSIP Number) DAVID G. MCLENNAN, CH |
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| August 11, 2017 |
EX-99.4 Exhibit 4 EXECUTION VERSION VOTING AGREEMENT This VOTING AGREEMENT (this Agreement), is dated as of August 2, 2017, by and between SIERRA WIRELESS, INC., a Canadian corporation (Parent), and the individuals and entities listed on Annex A (collectively, Shareholder). WHEREAS, in connection with Parent and Wireless Acquisition Sub, Inc., a Delaware corporation (Merger Sub), entering |
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| August 8, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition SEC Connect UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 8, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| August 8, 2017 |
SEC Connect Numerex Corp. Contact: Ken Gayron (770) 615-1410 For Immediate Release Numerex Reports Second Quarter 2017 Financial Results Cost-Effective Business Model Results in Positive Impact ATLANTA, GA, August 8, 2017?Numerex Corp (NASDAQ:NMRX), a leading provider of managed enterprise solutions enabling the Internet of Things (IoT), today announced financial results for the second quarter end |
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| August 8, 2017 |
Sierra Wireless 425 (Prospectus) 425 Sierra Wireless to Acquire Numerex Jason Cohenour, President & CEO Filed by Sierra Wireless, Inc. |
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| August 8, 2017 |
Exhibit 10.2 EXECUTION VERSION GUARANTY AND COLLATERAL AGREEMENT dated as of June 7, 2017 by and among NUMEREX CORP., CELLEMETRY LLC, CELLEMETRY SERVICES, LLC, NUMEREX GOVERNMENT SERVICES LLC, NUMEREX SOLUTIONS, LLC, ORBIT ONE COMMUNICATIONS, LLC, UBLIP, INC., UPLINK SECURITY, LLC, NEXTALARM, LLC, OMNILINK SYSTEMS INC., and TELEMETRY SERVICES CORPORATION, and THE OTHER PARTIES HERETO, as Grantors, |
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| August 8, 2017 |
Exhibit 10.1 CONFIDENTIAL TREATMENT REQUESTED – CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE COMMISSION. THE OMITTED PORTIONS HAVE BEEN REPLACED WITH “****. EXECUTION VERSION NOTE PURCHASE AGREEMENT by and among NUMEREX CORP., as Borrower, various Guarantors from time to time party hereto, various Purchasers from time to time party hereto, and H |
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| August 8, 2017 |
NMRX / Numerex Corp. FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 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: 000-22920 NUMEREX CORP. (Exact |
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| August 8, 2017 |
Exhibit 4.1 EXECUTION VERSION NEITHER THIS WARRANT NOR THE SECURITIES FOR WHICH THIS WARRANT IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED |
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| August 7, 2017 |
Sierra Wireless 425 (Prospectus) 425 Sierra Wireless Investor Relations Meetings Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 Cautionary Note Regarding Forward-Looking Statements Certain statements and information in this presentation are not based on historical facts and constitute forward-looking statements within t |
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| August 7, 2017 |
EX-2.1 2 v472386ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among SIERRA WIRELESS, INC. NUMEREX CORP. and WIRELESS ACQUISITION SUB, INC. Dated as of August 2, 2017 TABLE OF CONTENTS Page ARTICLE I THE MERGER Section 1.1 Certain Definitions 1 Section 1.2 The Merger 13 Section 1.3 Closing 13 Section 1.4 Effective Time 13 Section 1.5 Effects of the Merger 13 Section 1.6 Arti |
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| August 7, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES 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) August 2, 2017 NUMEREX CORP. (Exact name of registrant as specified in its charter) Pennsylvania 000-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No. |
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| August 7, 2017 |
UNITED STATES 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) August 2, 2017 NUMEREX CORP. (Exact name of registrant as specified in its charter) Pennsylvania 000-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No. |
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| August 7, 2017 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among SIERRA WIRELESS, INC. NUMEREX CORP. and WIRELESS ACQUISITION SUB, INC. Dated as of August 2, 2017 TABLE OF CONTENTS Page ARTICLE I THE MERGER Section 1.1 Certain Definitions 1 Section 1.2 The Merger 13 Section 1.3 Closing 13 Section 1.4 Effective Time 13 Section 1.5 Effects of the Merger 13 Section 1.6 Articles of Incorporation and Bylaws of th |
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| August 7, 2017 |
NMRX / Numerex Corp. / GWYNEDD RESOURCES LTD ET AL - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8) NUMEREX CORP. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A102 (CUSIP Number) Richard A. Denmon Carlton Fields, P.A. 4221 W. Boy Scout Boulevard Suite 1000 Tampa, FL 33607-5780 (Name, Address and Teleph |
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| August 7, 2017 |
EX-99.1 Exhibit 99.1 EXECUTION VERSION VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”), is dated as of August 2, 2017, by and between SIERRA WIRELESS, INC., a Canadian corporation (“Parent”), and Gwynedd Resources Ltd. (“Shareholder”). WHEREAS, in connection with Parent and Wireless Acquisition Sub, Inc., a Delaware corporation (“Merger Sub”), entering into an Agreement and Plan of Merge |
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| August 5, 2017 |
Sierra Wireless 425 (Prospectus) 425 Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 The following is a transcript of a conference call and webcast hosted by Sierra Wireless, Inc. on August 2, 2017. EDITED TRANSCRIPT SW.TO - Q2 2017 Sierra Wireless Inc Earnings Call EVENT DATE/TIME: AUGUST 02, 2017 / 9:30PM GMT AUGUST 02 |
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| August 4, 2017 |
Exhibit 99.1 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”), is dated as of August 2, 2017, by and between SIERRA WIRELESS, INC., a Canadian corporation (“Parent”), and the individuals and entities listed on Annex A (collectively, “Shareholder”). WHEREAS, in connection with Parent and Wireless Acquisition Sub, Inc., a Delaware corporation (“Merger Sub”), entering into an Agreement and P |
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| August 4, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 7)1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A 10 2 (CUSIP Number) ERIC SINGER VIEX Capital Ad |
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| August 3, 2017 |
Sierra Wireless 425 (Prospectus) Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 Date: August 2, 2017 The following contains the merger related portions of a larger investor presentation from a conference call and webcast hosted by Sierra Wireless, Inc. on August 2, 2017. Sierra Wireless Acquisition of Numerex Corp. Augu |
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| August 3, 2017 |
Sierra Wireless 425 (Prospectus) 425 Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 Date: August 2, 2017 The following information was communicated via email sent by Jason W. Cohenour, President and Chief Executive Officer of Sierra Wireless, Inc. (?Sierra Wireless?), to employees of Sierra Wireless on August 2, 2017. E |
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| August 3, 2017 |
Sierra Wireless 425 (Prospectus) 425 Filed by Sierra Wireless, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: Numerex Corp. Commission File No.: 000-22920 Date: August 2, 2017 News Release Sierra Wireless to Acquire Numerex Corp. Acquisition accelerates Device-to-Cloud strategy and scales recurring revenue from IoT services Vancouver, Canada ? August 2, 2017 ? Sierra Wireless, Inc. (?Sierr |
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| August 3, 2017 |
EX-99.1 2 v472308ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Numerex Corp. Announces Plan to Merge with Sierra Wireless Merger will provide Numerex with an expanded ability to serve its customers through a combined company with a worldwide presence, scale and experience Atlanta GA – August 3, 2017 – Numerex Corp. (“Numerex” or the “Company”) (NASDAQ:NMRX), a leading provider of enterprise solutions enabl |
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| August 3, 2017 |
Financial Statements and Exhibits, Other Events UNITED STATES 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) August 2, 2017 NUMEREX CORP. (Exact name of registrant as specified in its charter) Pennsylvania 000-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No. |
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| August 3, 2017 |
UNITED STATES 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) August 2, 2017 NUMEREX CORP. (Exact name of registrant as specified in its charter) Pennsylvania 000-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No. |
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| August 3, 2017 |
Exhibit 99.1 Numerex Corp. Announces Plan to Merge with Sierra Wireless Merger will provide Numerex with an expanded ability to serve its customers through a combined company with a worldwide presence, scale and experience Atlanta GA ? August 3, 2017 ? Numerex Corp. (?Numerex? or the ?Company?) (NASDAQ:NMRX), a leading provider of enterprise solutions enabling the Internet of Things, (IoT), and Si |
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| July 25, 2017 |
Mail Stop 3720 July 25, 2017 Kenneth L. Gayron Interim Chief Executive Officer and Chief Financial Officer Numerex Corp. 400 Interstate North Parkway, Suite 1350 Atlanta, Georgia 30339-2119 Re: Numerex Corp. Form 10-K for Fiscal Year Ended December 31, 2016 Filed March 31, 2017 File No. 000-22920 Dear Mr. Gayron: We have completed our review of your filing. We remind you that the company and its m |
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| July 5, 2017 |
Numerex Corp - FORM correspondence Larry Spirgel Assistant Director Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: Numerex Corp. |
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| June 22, 2017 |
Mail Stop 3720 June 22, 2017 Kenneth L. Gayron Interim Chief Executive Officer and Chief Financial Officer Numerex Corp. 400 Interstate North Parkway, Suite 1350 Atlanta, Georgia 30339-2119 Re: Numerex Corp. Form 10-K for Fiscal Year Ended December 31, 2016 Filed March 31, 2017 File No. 000-22920 Dear Mr. Gayron: We have reviewed your filing and have the following comments. Please comply with the |
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| June 12, 2017 |
Numerex (Current Report/Significant Event) Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 7, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| June 12, 2017 |
Numerex Announces New Debt Financing From Hale Capital Partners EX-99 2 ex99-06122017010603.htm For Immediate Release Numerex Announces New Debt Financing From Hale Capital Partners ATLANTA, June 8, 2017 (GLOBE NEWSWIRE) - Numerex Corp (NASDAQ:NMRX), a leading provider of enterprise solutions enabling the Internet of Things (IoT), today announced that it recently closed a $13.5 million note purchase agreement with Hale Capital Partners ("HCP"), an independent |
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| May 9, 2017 |
THIRD AMENDMENT TO TERM LOAN AGREEMENT AND LIMITED WAIVER Exhibit 10.1 EXECUTION VERSION THIRD AMENDMENT TO TERM LOAN AGREEMENT AND LIMITED WAIVER This THIRD AMENDMENT to TERM LOAN AGREEMENT AND LIMITED WAIVER, dated as of March 31, 2017 (this ?Third Amendment?), by and among Numerex Corp., a Pennsylvania corporation (the ?Lead Borrower?), the other Persons party hereto designated as ?Borrowers? (each a ?Borrower? and, together with the Lead Borrower, th |
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| May 9, 2017 |
Numerex FORM 10-Q (Quarterly Report) t1701443-10q - none - 5.1355135s TABLE OF CONTENTS ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM 10-Q ? ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the quarterly period ended March 31, 2017 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ? For the transition period |
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| May 9, 2017 |
FOURTH AMENDMENT TO TERM LOAN AGREEMENT EX-10.3 3 t1701443ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 FOURTH AMENDMENT TO TERM LOAN AGREEMENT This FOURTH AMENDMENT to TERM LOAN AGREEMENT, dated as of May [], 2017 (this “Fourth Amendment”), by and among Numerex Corp., a Pennsylvania corporation (the “Lead Borrower”), the other Persons party hereto as that are designated as “Borrowers” (each a “Borrower” and, together with the Lead Borrower, the |
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| May 9, 2017 |
Blueprint Numerex Corp. Contact: Ken Gayron (770) 615-1410 For Immediate Release Numerex Reports First Quarter 2017 Financial Results New Focused, Cost-Effective Business Model Results in Positive Impact ATLANTA, GA, May 9, 2017?Numerex Corp (NASDAQ:NMRX), a leading provider of managed enterprise solutions enabling the Internet of Things (IoT), today announced financial results for the first quart |
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| May 9, 2017 |
Numerex (Current Report/Significant Event) Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 9, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| May 1, 2017 |
Numerex AMENDMENT NO. 1 TO FORM 10-K (Annual Report) t170131610ka - none - 3.3383338s TABLE OF CONTENTS ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ? FORM 10-K Amendment No. 1 ? ? Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ? For the fiscal year ended December 31, 2016 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 ? For the transitio |
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| March 31, 2017 |
Exhibit 4.1 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTAN |
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| March 31, 2017 |
Numerex FORM 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2016 ? 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 000-22920 NUMEREX CORP. (Name of Regist |
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| March 31, 2017 |
SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT Exhibit 10.20 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT This Severance and Change-in-Control Agreement (this “Agreement”) is effective as of 3/17/2016 (the “Effective Date”), by and between Numerex Corp, a Pennsylvania corporation (the “Company”) and Ken Gayron (the “Employee”). The Company and the Employee are sometimes hereinafter referred to individually as a “Party” and collectively as the “Pa |
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| March 31, 2017 |
SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT Exhibit 10.18 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT This Severance and Change-in-Control Agreement (this "Agreement") is effective as of March 6, 2017 (the "Effective Date"), by and between Numerex Corp, a Pennsylvania corporation (the "Company") and Kelly Gay (the "Employee"). The Company and the Employee are sometimes hereinafter referred to individually as a "Party" and collectively as the |
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| March 31, 2017 |
Exhibit 10.17 January 11, 2017 Mrs. Kelly Gay 3374 Habersham Road NW Atlanta, GA 30305 Dear Kelly, We are pleased that you have accepted our offer as Chief Operating Officer with Numerex reporting to the Chief Executive Officer. Ken will establish specific short and longer-term goals with you. Aside from your specific job requirements, you will be expected to contribute to our overall business and |
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| March 31, 2017 |
SENIOR SUBORDINATED PROMISSORY NOTE DUE APRIL 1, 2018 Exhibit 10.26 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND SUCH LAWS. AS PROVIDED IN TH |
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| March 31, 2017 |
EXHIBIT 21.1 Subsidiaries of Numerex Corp. Subsidiaries of Numerex Corp. Cellemetry, LLC NextAlarm, LLC Numerex Solutions, LLC Omnilink Systems, Inc. uBlip, Inc. Subsidiaries of Cellemetry LLC Uplink Security, LLC |
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| March 31, 2017 |
SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT Exhibit 10.19 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT This Severance and Change-in-Control Agreement (this “Agreement”) is effective as of March 2nd, 2016 (the “Effective Date”), by and between Company Corp., a Pennsylvania corporation (the “Company”) and Shu Gan (the “Employee”). The Company and the Employee are sometimes hereinafter referred to individually as a “Party” and collectively as the |
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| March 21, 2017 |
Numerex (Current Report/Significant Event) Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 20, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| March 16, 2017 |
Numerex Reports Fourth Quarter and Full Year 2016 Financial Results EX-99 2 ex99-03162017050308.htm Numerex Corp. Contact: Ken Gayron 770 615-1410 Press Release For Immediate Release Numerex Reports Fourth Quarter and Full Year 2016 Financial Results ATLANTA, GA, March 16, 2017—Numerex Corp (NASDAQ:NMRX), a leading provider of managed enterprise solutions enabling the Internet of Things (IoT), today announced financial results for its fourth quarter and year ended |
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| March 16, 2017 |
Numerex (Current Report/Significant Event) Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 16, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| March 16, 2017 |
Numerex Corp - FORM form12b-25 OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response . |
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| March 1, 2017 |
Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 23, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| February 6, 2017 |
NMRX / Numerex Corp. / Potomac Capital Management, Inc. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 11) * Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A102 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| January 20, 2017 |
Numerex (Current Report/Significant Event) Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 13, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| January 11, 2017 |
Numerex (Current Report/Significant Event) Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 11, 2017 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| January 11, 2017 |
Numerex Reports Senior Leadership Changes Blueprint Numerex Corp. Contact: Thomas McKay 770-465-2552 For Immediate Release Numerex Reports Senior Leadership Changes ATLANTA, January 11, 2017 (GLOBE NEWSWIRE) - Numerex Corp (NASDAQ:NMRX), a leading provider of managed enterprise solutions enabling the Internet of Things (IoT), today announced that its Board of Directors has terminated the employment of Marc Zionts as Chief Executive Office |
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| January 6, 2017 |
NMRX / Numerex Corp. / Yorkmont Capital Partners, LP - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2)* Under the Securities Exchange Act of 1934 NUMEREX CORP. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 67053A102 (CUSIP Number) 12/31/16 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed ☐ Rule 13d-1(b |
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| November 7, 2016 |
SECOND AMENDMENT TO TERM LOAN AGREEMENT Exhibit 10.1 EXECUTION VERSION SECOND AMENDMENT TO TERM LOAN AGREEMENT This SECOND AMENDMENT TO TERM LOAN AGREEMENT, dated as of November 3, 2016 (this ?Second Amendment?), by and among Numerex Corp., a Pennsylvania corporation (the ?Lead Borrower?), the other Persons party hereto as that are designated as ?Borrowers? (each a ?Borrower? and, together with the Lead Borrower, the ?Borrowers?), the o |
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| November 7, 2016 |
Numerex FORM 10-Q (Quarterly Report) 10-Q 1 t160068910q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 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 n |
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| November 7, 2016 |
numerexrelease.htm Numerex Corp. Contact: Ken Gayron (770) 615-1410 For Immediate Release Numerex Reports Third Quarter 2016 Financial Results Company Experiences Improved Performance from Cost Savings and Remains Positioned for Return to Growth in Q4 2016 ATLANTA, GA, November 7, 2016?Numerex Corp (NASDAQ:NMRX), a leading provider of managed enterprise solutions enabling the Internet of Things (I |
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| November 7, 2016 |
Numerex (Current Report/Significant Event) Numerex Corp - FORM 8-k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 7, 2016 Commission File Number: 000-22920 Numerex Corp (Exact name of registrant as specified in its charter. |
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| August 4, 2016 |
FIRST AMENDMENT TO TERM LOAN AGREEMENT Exhibit 10.1 FIRST AMENDMENT TO TERM LOAN AGREEMENT This FIRST AMENDMENT to TERM LOAN AGREEMENT, dated as of July 29, 2016 (this ?First Amendment?), by and among Numerex Corp., a Pennsylvania corporation (the ?Lead Borrower?), the other Persons party hereto as that are designated as ?Borrowers? (each a ?Borrower? and, together with the Lead Borrower, the ?Borrowers?), the other Persons party heret |
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| August 4, 2016 |
Numerex FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 or o 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: 000-22920 NUMEREX CORP. (Ex |
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| August 4, 2016 |
exq22016pressrelease.htm Numerex Corp. Contact Ken Gayron (770) 615-1410 EXHIBIT 99.01 Press Release For Immediate Release Numerex Reports Second Quarter 2016 Financial Results Company Remains in Transition and Positioned for Return to Growth in Q4 2016 ATLANTA, GA, August 4, 2016?Numerex Corp (NASDAQ:NMRX), a leading provider of managed enterprise solutions enabling the Internet of Things (IoT), |
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| August 4, 2016 |
Numerex NUMEREX CORP 8-K Q2 2016 RESULTS (Current Report/Significant Event) form8kq22016earnings.htm UNITED STATES 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): August 4, 2016 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission F |
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| August 1, 2016 |
Numerex RESULTS OF SHAREHOLDER MEETING (Current Report/Significant Event) form8k-shmeeting.htm 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): July 26, 2016 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. E |
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| June 9, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin |
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| May 31, 2016 |
Numerex NUMEREX CORP SD 12-31-2015 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report NUMEREX CORP. (Exact name of Registrant as specified in its charter) Pennsylvania 000-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 3330 Cumberland Blvd, Suite 700, Atlanta, GA 30339 (Address of principal executiv |
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| May 31, 2016 |
Unassociated Document Exhibit 1.01 Numerex Corp Conflict Minerals Report For the Reporting Period January 1 through December 31, 2015 We have made statements in this Conflict Minerals Report that may constitute forward-looking statements about our plans to take additional actions or to implement additional policies or procedures with respect to our due diligence efforts to determine the origin of |
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| May 10, 2016 |
NMRX / Numerex Corp. 10-Q - Quarterly Report - FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 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: 000-22920 NUMEREX CORP. (Exact |
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| May 10, 2016 |
Exhibit 10.1 FINAL TERM LOAN AGREEMENT Dated as of March 9, 2016 by and among Numerex Corp. as the Lead Borrower, THE OTHER PERSONS PARTY HERETO THAT ARE DESIGNATED AS BORROWERS AND CREDIT PARTIES, THE FINANCIAL INSTITUTIONS PARTY HERETO, as Term Lenders CRYSTAL FINANCIAL LLC, as Term Agent **************************************** TABLE OF CONTENTS ARTICLE I. THE TERM LOANS 1 1.1 Amount of the Ter |
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| May 9, 2016 |
Numerex NUMEREX 8K Q1 2016 (Current Report/Significant Event) nmrx8kq12016.htm UNITED STATES 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): May 9, 2016 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) |
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| May 9, 2016 |
q12016earningsrel.htm Numerex Corp. Contact: Ken Gayron (770) 615-1410 EXHIBIT 99.1 Press Release For Immediate Release Numerex Reports First Quarter 2016 Financial Results New Business Model Results in Positive Impact, Company Positioned for Return to Growth in Q4 2016 ATLANTA, GA, May 9, 2016—Numerex Corp (NASDAQ:NMRX), a leading provider of managed enterprise solutions enabling the Internet of |
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| April 27, 2016 |
NMRX / Numerex Corp. 10-K/A - Annual Report - FORM 10-K (AMENDMENT NO. 1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Amendment No. 1 x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2015 ¨ 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 000-22920 NUMEREX CORP. |
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| April 5, 2016 |
Numerex NUMEREX CORP. 8-K NEW ACCOUNTANTS (Current Report/Significant Event) form8-knewaccts.htm 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): April 5, 2016 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No.) ( |
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| April 1, 2016 |
SC 13D/A 1 d162919dsc13da.htm SCHEDULE 13D - AMENDMENT NO 7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) NUMEREX CORP. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A102 (CUSIP Number) Richard A. Denmon Carlton Fields, P.A. 4221 W. Boy Scout Boulevard Suite |
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| April 1, 2016 |
[The remainder of this page intentionally left blank] EX-99.1 2 d162919dex991.htm AGREEMENT Exhibit 99.1 AGREEMENT This Agreement (this “Agreement”) is made and entered into as of March 30, 2016 by and among Numerex Corp. (the “Company”) and Gwynedd Resources, Ltd. (“Gwynedd”), each of the Company and Gwynedd, a “Party” to this Agreement, and collectively, the “Parties”. RECITALS WHEREAS, as of the date hereof, the Company and individuals and entitie |
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| March 31, 2016 |
Numerex Announces Agreement with Viex Capital Advisors ex991pressrelease.htm For Immediate Release Numerex Announces Agreement with Viex Capital Advisors ATLANTA, March 30, 2016 ? Numerex Corp (NASDAQ:NMRX), a leading provider of managed machine-to-machine (M2M) enterprise solutions enabling the Internet of Things (IoT), today announced that on March 30, 2016, it entered into an agreement with Viex Capital Advisors, LLC and certain of its affiliates ( |
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| March 31, 2016 |
[The remainder of this page intentionally left blank] ex102gwynedd.htm AGREEMENT This Agreement (this ?Agreement?) is made and entered into as of March 30, 2016 by and among Numerex Corp. (the ?Company?) and Gwynedd Resources, Ltd. (?Gwynedd?), each of the Company and Gwynedd, a ?Party? to this Agreement, and collectively, the ?Parties?. RECITALS WHEREAS, as of the date hereof, the Company and individuals and entities listed on Exhibit A hereto (coll |
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| March 31, 2016 |
SC 13D/A 1 sc13da610114009033302016.htm AMENDMENT NO. 6 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 6)1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of |
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| March 31, 2016 |
form8kdirectors.htm 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): March 30, 2016 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No.) |
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| March 31, 2016 |
[The remainder of this page intentionally left blank] ex101viex.htm EXECUTION VERSION AGREEMENT This Agreement (this ?Agreement?) is made and entered into as of March 30, 2016 by and among Numerex Corp. (the ?Company?) and the entities and natural persons set forth in Exhibit A hereto (collectively, ?Viex?) (each of the Company and Viex, a ?Party? to this Agreement, and collectively, the ?Parties?). RECITALS WHEREAS, as of the date hereof, Viex is de |
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| March 31, 2016 |
[The remainder of this page intentionally left blank] EX-99.1 2 ex991to13da6101140090333016.htm AGREEMENT Exhibit 99.1 AGREEMENT This Agreement (this “Agreement”) is made and entered into as of March 30, 2016 by and among Numerex Corp. (the “Company”) and the entities and natural persons set forth in Exhibit A hereto (collectively, “Viex”) (each of the Company and Viex, a “Party” to this Agreement, and collectively, the “Parties”). RECITALS WHEREAS, |
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| March 15, 2016 |
EXHIBIT 21.1 Subsidiaries of Numerex Corp. Subsidiaries of Numerex Corp. Cellemetry, LLC NextAlarm, LLC Numerex Solutions, LLC Omnilink Systems, Inc. uBlip, Inc. Subsidiaries of Cellemetry LLC Uplink Security, LLC |
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| March 15, 2016 |
NMRX / Numerex Corp. 10-K - Annual Report - FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2015 ¨ 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 000-22920 NUMEREX CORP. (Name of Regist |
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| March 15, 2016 |
3330 Cumberland Boulevard, Suite 700 Atlanta, GA 30339 770.693.5950 ww.numerex.com Exhibit 10.15 November 20, 2015 Mr. Sridhar Ramachandran [personal address redacted] Via email: [personal email address redacted] Dear Sri, We are pleased to offer you the position of Chief Technology Officer with Numerex reporting to Marc Zionts, Chief Executive Officer. We are eager to get you on board and would like you to formally accept this offer by Tuesday, November 24th and start work at N |
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| March 15, 2016 |
3330 Cumberland Boulevard, Suite 700 Atlanta, GA 30339 770.693.5950 ww.numerex.com Exhibit 10.16 November 24, 2015 Mr. Kenneth Gayron [personal address redacted] Via email to: [personal email address redacted] Dear Kenneth, We are pleased to offer you the position of Chief Financial Officer with Numerex reporting to Marc Zionts, Chief Executive Officer. We are eager to get you on board and would like you to formally accept this offer by Wednesday, December 2nd and start work at |
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| March 14, 2016 |
Numerex Reports Fourth Quarter and Full Year 2015 Financial Results pr-results12312015.htm Numerex Corp. Contact: Ken Gayron 770 615-1410 Press Release For Immediate Release Numerex Reports Fourth Quarter and Full Year 2015 Financial Results ATLANTA, GA, March 14, 2016?Numerex Corp. (NASDAQ:NMRX), a leading provider of managed enterprise solutions enabling the Internet of Things (IoT), today announced financial results for its fourth quarter and year ended Decembe |
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| March 14, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition form8-kq4er.htm UNITED STATES 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): March 14, 2016 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission File Numbe |
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| March 8, 2016 |
Numerex Appoints Kenneth Gayron as Chief Financial Officer pr3-02cfo.htm For Immediate Release Numerex Appoints Kenneth Gayron as Chief Financial Officer ATLANTA, March 2, 2016 ? Numerex Corp (NASDAQ:NMRX), a leading provider of managed machine-to-machine (M2M) enterprise solutions enabling the Internet of Things (IoT), today announced the appointment of Kenneth ?Ken? Gayron as its new Chief Financial Officer (CFO) effective March 7, 2016. Ken brings with |
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| March 8, 2016 |
Numerex NUMEREX CORP 8-K CFO (Current Report/Significant Event) body8kcfo.htm 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): March 2, 2016 NUMEREX CORP (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No.) (IRS Emp |
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| February 12, 2016 |
NMRX / Numerex Corp. / POTOMAC CAPITAL MANAGEMENT LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10) * Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A102 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 9, 2016 |
Numerex FORM 8-K (Current Report/Significant Event) UNITED STATES 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 4, 2016 NUMEREX CORP (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No.) (IRS |
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| February 9, 2016 |
Exhibit 16.1 February 9, 2016 U.S. Securities and Exchange Commission Office of the Chief Accountant 100 F Street, NE Washington, DC 20549 Re: NUMEREX CORP File No. 0-22920 Dear Sir or Madam: We have read Item 4.01 of Form 8-K of NUMEREX CORP dated February 9, 2016, and agree with the statements concerning our Firm contained therein. Very truly yours, /s/ GRANT THORNTON LLP |
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| January 26, 2016 |
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): January 26, 2016 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorpo |
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| January 8, 2016 |
NMRX / Numerex Corp. / Yorkmont Capital Partners, LP - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 NUMEREX CORP. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 67053A102 (CUSIP Number) 12/31/15 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed o Rule 13d-1(b |
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| December 8, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4)1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A 10 2 (CUSIP Number) ERIC SINGER VERTEX CAPITAL |
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| December 8, 2015 |
Numerex AMENDMENT NO. 5 TO THE SCHEDULE 13D (Activist Acquisition of More Than 5% of Shares) SC 13D/A 1 sc13da51011400912082015.htm AMENDMENT NO. 5 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of |
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| November 30, 2015 |
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): November 30, 2015 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorp |
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| November 9, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A 10 2 (CUSIP Number) ERIC SINGER VERTEX CAPITAL |
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| November 4, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition form8kq32015.htm UNITED STATES 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): November 4, 2015 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission File Nu |
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| November 4, 2015 |
Numerex Reports Third Quarter 2015 Financial Results pressreleaseq32015.htm Numerex Corp. Contact: Rick Flynt 770 615-1387 Exhibit 99.1 Press Release For Immediate Release Numerex Reports Third Quarter 2015 Financial Results ATLANTA, GA, November 4, 2015?Numerex Corp (NASDAQ:NMRX), a leading provider of managed machine-to-machine (M2M) enterprise solutions enabling the Internet of Things (IoT), today announced financial results for its third quarter |
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| October 8, 2015 |
form8kfienberg.htm 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): October 2, 2015 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. E |
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| September 3, 2015 |
Numerex 3G/A (Passive Acquisition of More Than 5% of Shares) SC 13G/A 1 nmrx2.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information statement pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No.2) Numerex Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 67053A102 (CUSIP Number) Date of Event Which Requires Filing of this Statement: August 31, 2015 |
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| August 14, 2015 |
Numerex 8K CEO ANNOUNCEMENT (Current Report/Significant Event) form8kceoaug2015.htm 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): August 11, 2015 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. |
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| August 14, 2015 |
Numerex’s Board of Directors Appoints Marc Zionts as Chief Executive Officer exhibit99.htm Numerex IR Contact: Seth Potter 646-277-1230 Numerex Media Contact: Valerie Christopherson 949-608-0276 [email protected] Exhibit 99.1 Press Release For Immediate Release Numerex?s Board of Directors Appoints Marc Zionts as Chief Executive Officer ATLANTA, Aug. 11, 2015 (GLOBE NEWSWIRE) - Numerex Corp (NASDAQ:NMRX), a leading provider of interactive and on-demand machine-to |
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| August 6, 2015 |
SC 13D/A 1 sc13da21011400908052015.htm AMENDMENT NO. 2 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of |
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| August 5, 2015 |
Numerex 8KQ22015EARNINGS (Current Report/Significant Event) form8kq22015.htm UNITED STATES 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): August 5, 2015 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission File Numb |
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| August 5, 2015 |
prq22015.htm Numerex Corp. Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports Second Quarter 2015 Financial Results Q2 revenue growth drives improved GAAP earnings Reports on strategic and financial planning process ATLANTA, GA, August 5, 2015—Numerex Corp (NASDAQ:NMRX), a leading provider of intera |
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| June 26, 2015 |
Numerex ANNUAL MEETING VOTE TALLY (Current Report/Significant Event) form8kagmjune262015.htm 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): June 26, 2015 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S |
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| June 19, 2015 |
SC 13D/A 1 sc13da11011400906172015.htm AMENDMENT NO. 1 TO THE SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of |
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| June 11, 2015 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Class A Common Stock, no par value, of Numerex Corp., a Pennsylvania corporation. This Jo |
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| June 11, 2015 |
NMRX / Numerex Corp. / VIEX Capital Advisors, LLC - THE SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A 10 2 (CUSIP Number) ERIC SINGER VERTEX CAPITAL A |
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| June 1, 2015 |
Conflict Minerals Report of Numerex Corp. Exhibit 1.01 Conflict Minerals Report of Numerex Corp. In accordance with Rule 13p-1 under the Securities Exchange Act of 1934 This is the Conflict Mineral Report (CMR) of Numerex Corp. (Numerex) for the calendar year ending December 31, 2014 (excepting conflict minerals that, prior to January 31, 2013, were located outside of the supply chain) in accordance with Rule 13p-1 under the Securities Ex |
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| June 1, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report NUMEREX CORP. (Exact name of Registrant as specified in its charter) Pennsylvania 000-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 3330 Cumberland Blvd, Suite 700, Atlanta, GA 30339 (Address of principal executiv |
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| May 26, 2015 |
NMRX / Numerex Corp. / Yorkmont Capital Partners, LP - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. ) Under the Securities Exchange Act of 1934 NUMEREX CORP. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 67053A102 (CUSIP Number) 05/20/15 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed o Rule 13d-1(b) |
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| May 11, 2015 |
Numerex 8KQ12015 (Current Report/Significant Event) form8kmarch312015.htm UNITED STATES 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): May 11, 2015 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission File N |
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| May 11, 2015 |
Numerex Reports First Quarter 2015 Financial Results EX-99.1 2 pressreleaseq12015.htm FINANCIALRESULTSPRQ12015 Numerex Corp. Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports First Quarter 2015 Financial Results ATLANTA, GA, May 11, 2015—Numerex Corp (NASDAQ:NMRX), a leading provider of on-demand and interactive machine-to-machine (M2M) enterprise so |
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| May 1, 2015 |
nmrxinternetnotice2015.htm |
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| April 30, 2015 |
numerexproxy2015.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rul |
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| March 11, 2015 |
Numerex Reports Fourth Quarter and Full Year 2014 Financial Results pressreleaseexhibit.htm Numerex Corp. Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports Fourth Quarter and Full Year 2014 Financial Results 4th Quarter 2014 Highlights ? Subscription and Support revenues up 27.6% to $17.5 million ? Total Net Revenues up 12.1% to $24.9 million ? Gross Margin on subs |
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| March 11, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition form8kq42014earnings.htm UNITED STATES 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): March 11, 2015 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission F |
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| February 23, 2015 |
NMRX / Numerex Corp. / POTOMAC CAPITAL MANAGEMENT LLC - FORM SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9 ) * Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A102 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| January 15, 2015 |
NMRX / Numerex Corp. / Royce & Associates LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information statement pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No.1) Numerex Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 67053A102 (CUSIP Number) Date of Event Which Requires Filing of this Statement: December 31, 2014 *The remainder of |
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| November 10, 2014 |
NMRX / Numerex Corp. S-8 - - FORM S-8 S-8 1 t80667s8.htm FORM S-8 As filed with the Securities and Exchange Commission on November 7, 2014 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NUMEREX CORP. (Exact name of registrant as specified in its charter) Pennsylvania 11-2948749 (State or other jurisdiction of incorporation o |
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| November 5, 2014 |
Numerex Reports Third Quarter 2014 Financial Results Numerex Corp. Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 646 277-1230 EXHIBIT 99.1 Press Release For Immediate Release Numerex Reports Third Quarter 2014 Financial Results 3rd Quarter 2014 Comparisons to 3rd Quarter 2013 · Total Net Revenues up 16.9% to $25.7 million · Subscription and Support revenues up 29.3% to $17.4 million · Gross Margin on subscriptions and supp |
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| November 5, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): November 5, 2014 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - ( State or other jurisdiction (Commission File Number) (I.R.S. Em |
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| August 6, 2014 |
Numerex Reports Second Quarter 2014 Financial Results Numerex Corp. Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 46 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports Second Quarter 2014 Financial Results 2nd Quarter 2014 Comparisons to 2nd Quarter 2013 · Total Net Revenues up 31% to $22.6 million · Subscription and Support revenues up 29% to $16.2 million · Embedded devices and hardware revenues up |
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| August 6, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES 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): August 6, 2014 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Emplo |
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| August 5, 2014 |
NUMEREX CORP. 2014 STOCK AND INCENTIVE PLAN [INCENTIVE] STOCK OPTION AGREEMENT EXHIBIT 10.2 OPTION NUMBER: NAME OF OPTIONEE: DATE OF GRANT: EXERCISE PRICE: COVERED SHARES: NUMEREX CORP. 2014 STOCK AND INCENTIVE PLAN [INCENTIVE] STOCK OPTION AGREEMENT 1. Definitions. In this Agreement, capitalized terms used herein and not defined in the Plan or elsewhere herein shall have the following meanings: 1.1 “Agreement” means this Stock Option Agreement. 1.2 “Cause” means the Optione |
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| August 5, 2014 |
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): July 31, 2014 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporat |
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| August 5, 2014 |
Numerex Corp. 2014 Stock and Incentive Plan Restricted Stock Units Grant Notice EXHIBIT 10.3 Numerex Corp. 2014 Stock and Incentive Plan Restricted Stock Units Grant Notice Numerex Corp. (the “Company”), pursuant to its 2014 Stock and Incentive Plan (the “Plan”), hereby grants to you (the “Grantee”) a restricted stock units award (the “Award”) covering the number of restricted stock units (the “RSUs”) indicated below. This Award is subject to all of the terms and conditions s |
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| August 5, 2014 |
EXHIBIT 10.1 [Date] [Name] Numerex Corp. 3330 Cumberland Blvd SE, Suite 700 Atlanta, GA 30339 Re: Change in Control Severance Arrangement Dear [ ]: 1. Purpose. The purpose of this letter agreement (this “Agreement”) is to confirm to you that the Board of Directors of Numerex Corp. (“NMRX”) has approved the Change in Control severance arrangement for you set forth below. 2. Severance. If upon or wi |
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| July 21, 2014 |
OMNILINK SYSTEMS, INC. AND SUBSIDIARY CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2013 Exhibit 99.1 OMNILINK SYSTEMS, INC. AND SUBSIDIARY CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2013 OMNILINK SYSTEMS, INC. AND SUBSIDIARY Table of Contents December 31, 2013 Page Independent Auditors’ Report 1 - 2 Consolidated Financial Statements: Balance Sheet 3 - 4 Statement of Operations 5 Statement of Redeemable Preferred Stock and Stockholders’ Deficit 6 Statement of Cash Flows 7 - 8 Note |
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| July 21, 2014 |
EX-99.3 5 ex99-3.htm EXHIBIT 99.3 Exhibit 99.3 NUMEREX CORP. AND SUBSIDIARIES UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION Introduction to Unaudited Pro Forma Condensed Consolidated Financial Statements On May 5, 2014, Numerex Corp. (“we,” “us,” “our,” or “Numerex”), completed a merger with Omnilink Systems Inc. (“Omnilink”) with Omnilink surviving as our wholly-owned subsidiar |
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| July 21, 2014 |
UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF OMNILINK SYSTEMS INC. AND SUBSIDIARY Exhibit 99.2 UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF OMNILINK SYSTEMS INC. AND SUBSIDIARY Index to Consolidated Financial Statements Unaudited Condensed Consolidated Balance Sheets as of March 31, 2014 and December 31, 2013 1 Unaudited Condensed Consolidated Statements of Operations for the three months ended March 31, 2014 and 2013 2 Unaudited Condensed Consolidated Statements of |
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| July 21, 2014 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2014 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No.) (IR |
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| July 3, 2014 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION As previously reported, Numerex Corp (the “Company,” “we,” “our,” “Numerex”) exited certain non-core businesses, including BNI Solutions, Inc. (“BNI”) during the quarter ended June 30, 2013. On June 30, 2014 (the “Closing Date”), we completed the sale and disposition of all of the capital stock of BNI pursuant to a Stock |
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| July 3, 2014 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES 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): June 30, 2014 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No.) (IRS Em |
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| June 2, 2014 |
Exhibit 1.01 Conflict Minerals Report of Numerex Corp. and Subsidiaries in Accordance with Rule 13p-1 under the Securities Exchange Act of 1934 This is the Conflict Minerals Report for Numerex Corp. and subsidiaries, filed with the United States Securities and Exchange Commission (SEC) pursuant to Rule 13p-1 under the Securities Exchange Act of 1934 (the “Rule”) for the calendar year 2013. The Rul |
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| June 2, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report NUMEREX CORP. (Exact name of Registrant as specified in its charter) Pennsylvania 000-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 3330 Cumberland Blvd, Suite 700, Atlanta, GA 30339 (Address of principal executiv |
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| May 19, 2014 |
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): May 16, 2014 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporati |
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| May 9, 2014 |
Numerex Completes Omnilink Acquisition Numerex Contact: Rick Flynt 770 615-1387 Numerex IR Contact: Seth Potter 646-277-1230 Exhibit 99. |
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| May 9, 2014 |
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): May 5, 2014 NUMEREX CORP (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identifica |
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| May 9, 2014 |
SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT Exhibit 10.1 SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT THIS SECOND AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of May 5, 2014 (the “2014 Effective Date”) between (a) SILICON VALLEY BANK, a California corporation with a loan production office located at 3353 Peachtree Road, NE, North Tower, Suite M-10, Atlanta, Georgia 30326 (“Bank”), and (b) NUMEREX C |
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| May 7, 2014 |
Numerex Reports First Quarter 2014 Financial Results Numerex Corp. Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 646 277-1230 EXHIBIT 99.1 Press Release For Immediate Release Numerex Reports First Quarter 2014 Financial Results · Total Revenues of $20.8 million in Q1, up 26% year-over-year · Gross Margins improve to 47.4%, up 13% year-over-year · Subscription and support revenues up 17% year-over-year to $13.9 million · Ad |
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| May 7, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8KQ12014 UNITED STATES 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): May 7, 2014 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer |
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| May 2, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM8KOMNILINK 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): April 28, 2014 NUMEREX CORP (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identif |
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| May 2, 2014 |
Exhibit 10.1 Execution Copy AGREEMENT AND PLAN OF MERGER BY AND AMONG NUMEREX CORP, NUMEREX MERGER CORPORATION, OMNILINK SYSTEMS INC., AND FORTIS ADVISORS LLC, AS THE SELLERS’ REPRESENTATIVE (FOR THE LIMITED PURPOSES DESCRIBED HEREIN) DATED AS OF APRIL 28, 2014 TABLE OF CONTENTS Page ARTICLE I -DEFINITIONS 2 1.2 “Table of Defined Term” 11 ARTICLE II -THE MERGER 12 2.1 The Merger 12 2.2 Effective T |
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| May 2, 2014 |
Numerex IR Contact: Seth Potter 646-277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Announces Definitive Agreement to Acquire Omnilink Merger expands product portfolio in core and emerging markets, increases recurring service revenues ATLANTA, GA (April 29, 2014) – Numerex Corp (NASDAQ:NMRX) a leading provider of on-demand and interactive machine-to-machine (M2M) enterprise solut |
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| April 2, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ý Filed by a Party other than the Registrant Check the appropriate box: oPreliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defin |
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| March 17, 2014 |
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): March 15, 2014 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identi |
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| March 7, 2014 |
Numerex FORM 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2013 o 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 000-22920 NUMEREX CORP. (Name of Regist |
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| March 6, 2014 |
Numerex Reports Fourth Quarter and Full Year 2013 Financial Results Numerex Corp. Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports Fourth Quarter and Full Year 2013 Financial Results · Revenues up 20% for the full year and 25% for Q4 over prior year period · Recurring revenue up 21% for the full year and 19% in Q4 over prior year period · GAAP Earnings from contin |
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| March 6, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8KQ4FULLYR2013 UNITED STATES 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): March 6, 2014 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 000-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employ |
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| February 14, 2014 |
NMRX / Numerex Corp. / POTOMAC CAPITAL MANAGEMENT LLC - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8) * Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A102 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| January 13, 2014 |
NMRX / Numerex Corp. / ROYCE & ASSOCIATES LP Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information statement pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No.) NumereX Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 67053A102 (CUSIP Number) Date of Event Which Requires Filing of this Statement: December 31, 2013 *The remainder of t |
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| November 20, 2013 |
NMRX / Numerex Corp. / GWYNEDD RESOURCES LTD ET AL - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) NUMEREX CORP. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A102 (CUSIP Number) Richard A. Denmon Carlton Fields, P.A. 4221 W. Boy Scout Boulevard Suite 1000 Tampa, FL 33607-5780 (Name, Address and Teleph |
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| November 7, 2013 |
As filed with the Securities and Exchange Commission on November 6, 2013 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 6, 2013 |
Numerex Reports Third Quarter 2013 Financial Results Numerex Corp. Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports Third Quarter 2013 Financial Results · Total net sales of $22.0 million, up 28% compared to the third quarter of 2012 · Subscription-based recurring revenue increased 24% year-over-year · Total subscriptions up 31% to 2.3 million compa |
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| November 6, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8KQ32013 UNITED STATES 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): November 6, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Emplo |
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| August 28, 2013 |
August 28, 2013 Via E-mail Stratton Nicolaides Chairman of the Board of Directors and Chief Executive Officer Numerex Corp. |
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| August 20, 2013 |
August 20, 2013 VIA EDGAR Mr. Larry Spirgel Assistant Director Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington D.C. 20549 RE: Numerex Corp Form 10-K for the year ended December 31, 2012 Filed April 02, 2013 File No. 000-22920 Dear Mr. Spirgel: We are writing to address the Staff’s comments in its August 15, 2013 letter (the Comment Letter). We have pr |
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| August 16, 2013 |
August 15, 2013 Via E-mail Stratton Nicolaides Chairman of the Board of Directors and Chief Executive Officer Numerex Corp. |
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| August 9, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8KANEWEXHIBIT99.1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2013 NUMEREX CORP. (Exact Name of Registrant as Specified in its Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 9, 2013 |
Exhibit 99.1 Numerex Corp.Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 646 277-1230 Press Release For Immediate Release Numerex Reports Second Quarter 2013 Financial Results Total subscriptions up 33% over the prior year Recurring revenue up 21% year-over-year ATLANTA, GA August 8, 2013—Numerex Corp (NASDAQ:NMRX), a leading provider of on-demand and interactive machine- |
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| August 8, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 8, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer |
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| August 8, 2013 |
Exhibit 99.1 Numerex Corp. Contact: Rick Flynt 770 615-1387 Investor Relations Contact: Seth Potter 646 277-1230 Press Release For Immediate Release Numerex Reports Second Quarter 2013 Financial Results Total subscriptions up 33% over the prior year Recurring revenue up 21% year-over-year ATLANTA, GA August 8, 2013—Numerex Corp (NASDAQ:NMRX), a leading provider of on-demand and interactive machine |
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| July 3, 2013 |
Submission of Matters to a Vote of Security Holders - 2013 ANNUAL MTG VOTE SUMMARY 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): June 28, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporat |
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| July 3, 2013 |
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): June 28, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporat |
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| June 5, 2013 |
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): June 5, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Id |
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| June 5, 2013 |
Numerex Corp Announces Executive Appointments Exhibit 99.1 Numerex Media Contact: Carrie Crabill 404 214-0722 ext 102 Investor Relations Contact: Seth Potter 646 277-1230 Press Release For Immediate Release Numerex Corp Announces Executive Appointments Atlanta, GA, June 5, 2013 – Numerex Corp (NASDAQ:NMRX), a leading provider of on-demand and interactive machine-to-machine (M2M) enterprise solutions, today announced three executive appointmen |
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| May 15, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi |
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| May 13, 2013 |
BODSECURITIES 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): May 10, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorpor |
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| May 13, 2013 |
Numerex Media Contact: Carrie Crabill 404 214-0722 ext 102 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99. |
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| May 9, 2013 |
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): May 9, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporatio |
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| May 9, 2013 |
Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports First Quarter 2013 Financial Results Net subscriptions grew 34%, adding 148,000 during Q1, increasing base to 2.03 million Subscriptions-based recurring revenue increases 22% year-over-year ATLANTA, GA May 9, 2013—Numerex Corp (NAS |
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| April 10, 2013 |
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): April 8, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporat |
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| April 10, 2013 |
Jerry A. Rose Joins Numerex Board of Directors Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Jerry A. Rose Joins Numerex Board of Directors ATLANTA, GA April 9, 2013—Numerex Corp (NASDAQ:NMRX), a leading provider of on-demand and interactive machine-to-machine (M2M) enterprise solutions, today announced that Mr. Jerry A. Rose has been app |
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| April 2, 2013 |
Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Revises Full Year 2012 and Fourth Quarter Financial Results Non-Cash Charge Does Not Affect Previously Reported Revenues or Operating Earnings ATLANTA, GA April 2, 2013—Numerex Corp (NASDAQ:NMRX), a leading provider of on-demand and intera |
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| April 2, 2013 |
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): April 2, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporat |
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| March 19, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION SEC FILE NUMBER 000-22920 WASHINGTON, D. |
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| March 18, 2013 |
Press Release Exhibit 99.1 Numerex Reports Fourth Quarter and Full Year 2012 Financial Results Operating Earnings improve 68% in Q4 and 60% for the full year EBITDA increases 43% in Q4 and 28% for the full year ATLANTA, GA March 18, 2013—Numerex Corp (NASDAQ:NMRX), a leading provider of on-demand and interactive machine-to-machine (M2M) enterprise solutions, today announced financial results for i |
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| March 18, 2013 |
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): March 18, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorpora |
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| March 12, 2013 |
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): March 11, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Emp |
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| March 12, 2013 |
Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reschedules Fourth Quarter and Full Year 2012 Financial Results Conference Call Announces Fourth Quarter 2012 Subscriptions and Provides 2013 Guidance ATLANTA, GA March 11, 2013—Numerex Corp (NASDAQ:NMRX), a leading provider of on-demand a |
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| February 7, 2013 |
NMRX / Numerex Corp. / POTOMAC CAPITAL MANAGEMENT LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 7)1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A102 (CUSIP Number) December 31, 201 |
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| January 28, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K 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): January 23, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation |
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| January 28, 2013 |
Numerex Corp Prices Underwritten Public Offering of Common Stock Exhibit 99.1 Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Press Release For Immediate Release Numerex Corp Prices Underwritten Public Offering of Common Stock ATLANTA, January 23, 2013 /PRNewswire/ - Numerex Corp (NASDAQ: NMRX) today announced the pricing of an underwritten public offering of 2,315,000 shares of its common stock at a price |
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| January 28, 2013 |
2,315,000 Shares* NUMEREX CORP. Class A Common Stock UNDERWRITING AGREEMENT Exhibit 1.1 EXECUTION COPY 2,315,000 Shares* NUMEREX CORP. Class A Common Stock UNDERWRITING AGREEMENT January 23, 2013 Needham & Company, LLC As Representative of the Several Underwriters 445 Park Avenue New York, New York 10022 Ladies and Gentlemen: Numerex Corp., a Pennsylvania corporation (the “Company”), proposes to issue and sell 2,315,000 shares (the “Firm Shares”) of the Company’s Class A |
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| January 24, 2013 |
2,315,000 Shares Numerex Corp. Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-173710 PROSPECTUS SUPPLEMENT (to Prospectus dated May 2, 2011) 2,315,000 Shares Numerex Corp. Common Stock We are offering 2,315,000 shares of our common stock. Our common stock is listed on The NASDAQ Global Market under the symbol “NMRX” On January 22, 2013, the last reported sale price for our common stock on The NASDAQ Global Market was $13 |
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| January 22, 2013 |
SUBJECT TO COMPLETION, DATED JANUARY 22, 2013 Filed Pursuant to Rule 424(b)(3) Registration No. 333-173710 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell nor are we seeking an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETION, DATED JANUAR |
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| January 22, 2013 |
First LOAN MODIFICATION AGREEMENT First LOAN MODIFICATION AGREEMENT This First Loan Modification Agreement (this “Loan Modification Agreement”) is entered into as of September 12, 2012, by and between (a) SILICON VALLEY BANK, a California corporation with a loan production office located at 3353 Peachtree Road, NE, North Tower, Suite M-10, Atlanta, Georgia 30326(“Bank”), and (b) NUMEREX CORP. |
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| January 22, 2013 |
Numerex Corp Announces Proposed Public Offering of Common Stock EXHIBIT 99.1 Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Press Release FOR IMMEDIATE RELEASE Numerex Corp Announces Proposed Public Offering of Common Stock Atlanta, GA. January 22, 2013 – Numerex Corp (NASDAQ: NMRX) today announced that it is offering to sell shares of its common stock in an underwritten public offering. Needham & Compan |
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| January 22, 2013 |
Financial Statements and Exhibits, Other Events - CURRENT REPORT 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): January 22, 2013 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employe |
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| December 28, 2012 |
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): December 25, 2012 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporatio |
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| November 13, 2012 |
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): November 5, 2012 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employe |
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| October 30, 2012 |
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): October 30, 2012 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employe |
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| October 30, 2012 |
Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports Third Quarter 2012 Financial Results 121,000 M2M subscriptions added during Q3 increases base 31% to 1.75 million drives 16% growth in recurring revenues GAAP Earnings before tax improve 41% year over year, 55% year to date ATLANTA |
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| July 31, 2012 |
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): July 31, 2012 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporat |
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| July 31, 2012 |
Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports Second Quarter 2012 Financial Results 116,000 M2M subscriptions added during Q2 increases base 29% year-over-year to 1.64 Million Comparative GAAP net earnings improved 105% in Q2, 79% year-to-date ATLANTA, GA July 31, 2012—Numerex |
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| May 22, 2012 |
Submission of Matters to a Vote of Security Holders - 2012 NMRX AR VOTE SUMMARY 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): May 18, 2012 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporati |
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| May 2, 2012 |
Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports First Quarter 2012 Financial Results 24%Year-Over-Year Growth in M2M Subscription Base To 1.52 Million Non-GAAP EPS Increased 25% Year-Over-Year ATLANTA, GA May 2, 2012—Numerex Corp (NASDAQ:NMRX), a leading provider of business ser |
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| May 2, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 2, 2012 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employ |
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| April 2, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant þ Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| April 2, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi |
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| March 16, 2012 |
EX-99.1 2 ex991to13ga608679num031612.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G dated March 16, 2012 (including amendments thereto) with respect to the Class A Common Stock of N |
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| March 16, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 6)1 Numerex Corp. (Name of Issuer) Class A Common Stock, no par value (Title of Class of Securities) 67053A102 (CUSIP Number) December 31, 201 |
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| February 21, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 21, 2012 NUMEREX CORP. (Exact Name of Issuer as Specified in Charter) Pennsylvania 0-22920 11-2948749 - - - (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorp |
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| February 21, 2012 |
Numerex Corp. Contact: Alan Catherall 770 485-2527 Investor Relations Contact: Seth Potter 646 277-1230 Exhibit 99.1 Press Release For Immediate Release Numerex Reports Fourth Quarter and Full Year 2011 Financial Results 25% Q4 Growth Drives M2M Subscription Base To 1.44 Million, Generating 19% increase in Q4 recurring revenues ATLANTA, GA February 21, 2012—Numerex Corp (NASDAQ:NMRX), a leading pr |