Glenayre Reports Pro Forma Results Related to Acquisition

Glenayre Reports Pro Forma Results Related to Acquisition

ATLANTA, Aug. 15 /PRNewswire-FirstCall/ -- Glenayre Technologies, Inc. (NASDAQ:GEMS), today reported pro forma condensed consolidated financial results for Glenayre and the North American and central European manufacturing and distribution operations acquired from Universal Music Group (Universal) for the year ended December 31, 2004 and the six months ended June 30, 2005. The acquisition, which was completed on May 31, 2005, was made through Glenayre's newly formed Entertainment Distribution Company (EDC) division.

The pro forma financial statements are based on the historical financial statements of Glenayre Technologies, Inc. and the historical financial statements of Universal's Manufacturing and Logistics (UML) subsidiaries, after giving effect to Glenayre's acquisition of UML on May 31, 2005. The pro forma combined statements of operations are presented as if the acquisition had taken place on January 1, 2004.

Pro forma revenues and earnings before interest, taxes, depreciation and amortization (EBITDA) for Glenayre's EDC division were $280.4 million and $29.1 million respectively for the year ended December 31, 2004. Of this, $111.8 million of revenues and $6.2 million of EBITDA related to the first half of 2004, and $168.6 million of revenues and $22.9 million of EBITDA related to for the second half of 2004. The pro forma revenues for the year ended December 31, 2004 were lower than the previously communicated $290 million due to the reclassification of certain revenues related to pass- through costs. Accordingly, the reclassification did not have an impact on EBITDA.

EDC's pro forma revenues were $136.1 million for the first half of 2005. Excluding non-recurring acquisition and employment related charges of $1.6 million and a $1.0 million net translation loss, EDC's pro forma EBITDA for the six months ended June 30, 2005 was $8.8 million.

The Company will hold a conference call on Friday, August 26, 2005 at 10:00 a.m. EDT to discuss the pro forma financial results. To listen to the call, please dial 706-643-3269. An audio replay of the call will be available through midnight September 2, 2005 by calling 706-645-9291 and entering access code #8747281. The recorded conference call will also be available on the company's website at www.glenayre.com in the Investors' section.

About Glenayre Technologies

Comprised of two divisions, Glenayre Technologies (NASDAQ:GEMS) is a global provider of messaging solutions through the Glenayre Messaging business and entertainment products through Entertainment Distribution Company, LLC (EDC). Headquartered in Atlanta, GA, Glenayre Messaging is an international supplier of next-generation messaging solutions and enhanced services for wireless and wireline carriers and MSO/cable companies. Glenayre Messaging provides solutions for voice, fax and e-mail messaging, including voice mail, video mail, multimedia messaging (MMS), and short message service (SMS). Entertainment Distribution Company is the largest provider of pre-recorded entertainment products, including CDs and DVDs, for Universal Music Group, the world leader in music sales. Headquartered in New York, EDC's operations include manufacturing and distribution facilities throughout North America and in Hanover, Germany. For more information, please visit http://www.glenayre.com/.

Safe Harbor Statement

This news release contains statements that may be forward-looking within the meaning of applicable securities laws. The statements may include projections regarding future revenues and earnings results, and are based upon the Company's current forecasts, expectations and assumptions, which are subject to a number of risks and uncertainties that could cause the actual outcomes and results to differ materially. Some of these results and uncertainties are discussed in the Company's most recently filed Annual Report on Form 10-K and the Company's most recently filed Quarterly Report on Form 10-Q. These factors include, but are not limited to restructuring activities; potential intellectual property infringement claims; potential acquisitions and strategic investments; volatility of stock price; ability to attract and retain key personnel; competition; variability of quarterly results and dependence on key customers; potential market changes resulting from rapid technological advances; proprietary technology; potential changes in government regulation; international business risks; continuation and expansion of third party agreements; sensitivity to economic trends and customer preferences; increased costs or shortages of raw materials or energy; dependence on Universal Music Group; potential inability to manage successful production; advances in technology and changes in customer demands; variability in production levels; and development of digital distribution alternatives including copying and distribution of music and video files.

Source: Glenayre Technologies, Inc.

CONTACT: Debra Ziola of Glenayre, +1-770-283-2569, or
investor.relations@glenayre.com

Web site: http://www.glenayre.com/

Company News On-Call: http://www.prnewswire.com/comp/111723.html

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