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RELM Wireless Announces Settlement Agreement With Privet Fund And Appointment Of James Henderson To Board Of Directors









WEST MELBOURNE, Fla., March 26, 2014 /PRNewswire/ -- RELM Wireless Corporation (NYSE MKT: RWC) announced today that, after discussions with representatives of Privet Fund LP, the Company and Privet Fund have entered into a settlement agreement regarding the membership and composition of the Board of Directors (the "Board") of the Company. Pursuant to the settlement agreement the Company has appointed James Henderson to serve as a director of the Company and nominated Mr. Henderson, along with all of the other seven incumbent directors, for election at its 2014 Annual Meeting of Stockholders to be held on May 21, 2014.  Mr. Henderson was also appointed to the Nominating and Governance Committee of the Board.

Pursuant to the settlement agreement, among other things, (i) Privet Fund agreed to vote in favor of all of the Board nominees in connection with the 2014 Annual Meeting, (ii) Privet Fund agreed to certain standstill restrictions with respect to the Company until the earlier of February 20, 2015, and 90 days prior to the 2015 Annual Meeting, (iii) on or before February 20, 2015, the Board will take action such that effective at the 2015 Annual Meeting, the size of the Board will be reduced to seven and one member of the Board, determined by the affirmative vote of all of the then members of the Board, will retire effective at the 2015 Annual Meeting; provided, that if the Board selects any of Messrs. Levenson, Rosenzweig or Henderson, then Privet Fund LP shall have the right to nullify such selection and the Board shall continue to have eight members, and (iv) the advance notice requirements in the Company's bylaws with respect to shareholder nominations and proposals will be waived and not apply to nominations by Privet in connection with the 2015 Annual Meeting.



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