Exhibit 99.1 Digital Recorders, Inc. Announces Second Quarter 2005 Results; CEO Applauds Passage of New Transportation Funding; Operating Income Improves Over First Quarter DALLAS--(BUSINESS WIRE)--August 15, 2005--Digital Recorders, Inc. (DRI) (Nasdaq:TBUS), a technology leader in transit, transportation, and law enforcement digital communications and audio enhancement systems, announced today it posted a net loss of 12 cents per share (inclusive of 5.5 cents per share stemming from non-cash charges related to the previously announced Series G Preferred Stock financing) on $12.7 million in sales in second quarter 2005. This compares to breakeven performance on $11.7 million in sales in the same period last year. "As previously announced, our second quarter results reflect in substantial part continued softness in the market created in our opinion by the ongoing delay in the federal reauthorization funding legislation. Last week, President Bush signed into law a $286.4 billion transportation bill, The Safe, Accountable, Flexible, Efficient Transportation Equity Act - A Legacy for Users (SAFETEA-LU). On an operating basis, we posted a 55.6 percent improvement in operating results compared to first quarter 2005," David L. Turney, the Company's Chairman, Chief Executive Officer, and President, said. On Aug. 15, 2005, the Company filed with the Securities and Exchange Commission a Form 10-Q for the quarter and six months ended June 30, 2005. Second Quarter 2005 Financial Results For the quarter ended June 30, 2005, sales increased by 8.5 percent to $12.7 million and the net loss to common shareholders was $1.2 million, or 12 cents per share. This compares to sales of $11.7 million and a net loss of $98 thousand, or one cent per share, for the same period last year. The amounts are after the provision for preferred stock dividends and the amortization of discount on preferred stock of $306 thousand and $275 thousand in second quarter 2005, and the provision for preferred stock dividends of $93 thousand in second quarter 2004. Weighted-average shares outstanding for the quarter ended June 30, 2005, were 9.6 million, as compared to 6.9 million a year ago, an increase of 39.1 percent resulting primarily from previously announced equity placements in 2004. As of June 30, 2005, the Company had $7.8 million in working capital and $22.1 million in shareholders' equity. This compares to $7.9 million in working capital and $23.6 million in shareholders' equity as of June 30, 2004. Long-Term Outlook "With the signing of SAFETEA-LU, we believe the cloud of uncertainty, which has cast a dark shadow over our served ITS market and industry for two years, has now dissipated. We believe that a more favorable and robust market will follow passage of SAFETEA-LU; this will require several quarters to become fully evident, so 2005 will largely remain unaffected," Mr. Turney said. Mr. Turney said the Company is in final stages of developing its strategic business plan and that, preliminarily, it appears to hold the possibility of revenue levels above the prior long-term outlook. This comes from a combination of initiatives launched in the past two years, including new products, new served markets, alliances, intensified sales and marketing efforts, and in bringing additional transit security-related products and services into the product mix. This, when coupled with the favorable outcome of the federal reauthorization funding legislation, should position the Company to exceed its previously stated long-term outlook of reaching $55 million to $60 million in annualized run rate revenue over the next 18 months to 24 months. "We are particularly optimistic about the business potential of our recently announced plans for additional transit security products and services, which we expect to unveil during APTA Expo 2005 in September. While these new plans will not have a material impact on the Company's 2005 results, we forecast improved operating results for 2006 and beyond. Despite the period-over-period fluctuations resulting from the nature of our contract-oriented business, I am quite optimistic about the long-term trends and indications." Conference Call Information The Company's senior management will discuss second quarter 2005 financial results, as well as the 2005 outlook, during an investors' conference call on Tuesday, Aug. 16, 2005, at 11 a.m. (Eastern). To participate in the call, dial one of the following telephone numbers at least five minutes prior to the start time: Domestic, 800-370-0740; or International, 973-409-9255. Telephone replay will be available through Tuesday, Aug. 30, 2005, via the following telephone numbers: Domestic, 877-519-4471 (Code No. 6373794); or International, 973-341-3080 (Code No. 6373794). To participate via webcast, go to http://viavid.net/dce.aspx?sid=00002855. The webcast will be archived for 90 days. About APTA APTA is a nonprofit international association of more than 1,500 member organizations including public transportation systems; planning, design, construction and finance firms; product and service providers; academic institutions, and state associations and departments of transportation. APTA members serve the public interest by providing safe, efficient and economical public transportation services and products. Over ninety percent of persons using public transportation in the United States and Canada are served by APTA members. APTA Expo 2005 is slated to take place Sept. 26-28, 2005, at the Dallas Convention Center in Dallas. DRI's exhibit booth number is 3515. For more information about this transit industry event, refer to www.apta.com/expo2005. About the Company Digital Recorders, Inc. is a technology leader in transit, transportation, and law enforcement and security digital communications and audio enhancement systems using proprietary software applications. Our products improve the flow and mobility of people through transportation infrastructure, mitigate security threats, and enhance law enforcement agencies' surveillance capabilities. Our transit communications products -- TwinVision(R) and Mobitec(R) route destination signage systems, Talking Bus(R) voice announcement systems, Internet-based passenger information systems, and computer aided dispatch/ automatic vehicle locating and monitoring systems -- enhance public transportation and mitigate security threats. Our electronic surveillance tools, including microphone amplifiers and processors, countermeasures devices, speech activity detectors, and radio/television noise cancellers, help law-enforcement agencies around the globe detect, capture, arrest, and prosecute criminals. For more information about DRI and its operations worldwide, go to www.digrec.com. Forward-Looking Statements This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. In particular, statements concerning our future revenue projections, the impact of recent federal funding legislation, including the reauthorization of the Safe, Accountable, Flexible, Efficient Transportation Equity Act: A Legacy for Users, future product and service offerings, potential acquisitions or strategic alliances, as well as any statement, express or implied, concerning future events or expectations is a forward looking statement. Use of words such as "expect," "fully expect," "expected," "appears," "believe," "plan," "anticipate," "would," "goal," "potential," "potentially," "range," "pursuit," "run rate," "stronger," "preliminarily," etc., is intended to identify forward-looking statements that are subject to risks and uncertainties, including risks and uncertainties that the assumptions behind future revenue projections may not prove accurate over time, risks that federal legislation related to the transportation/security industry would not prove to be beneficial to the Company, risks that future product and service offerings may not be accepted by our customers, risks that the Company might not identify or be able to consummate future acquisitions or strategic alliances or that if consummated that such transactions would prove to be beneficial to the Company, as well as other risks and uncertainties set forth in our Annual Report on 10-K filed April 1, 2005, particularly those identified in Risk Factors Affecting Our Business. There can be no assurance that any expectation, express or implied, in a forward-looking statement will prove correct or that the contemplated event or result will occur as anticipated. DIGITAL RECORDERS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except shares and per share amounts) June 30, December 2005 31, (Unaudited) 2004 ------------ -------- ASSETS Current Assets Cash and cash equivalents $530 $841 Trade accounts receivable, net 10,827 10,208 Other receivables 275 259 Inventories 10,361 9,187 Prepaids and other current assets 425 381 ------------ -------- Total current assets 22,418 20,876 ------------ -------- Property and equipment, net 3,688 3,562 Goodwill, net 9,915 11,636 Intangible assets, net 1,248 1,490 Deferred tax assets, net 113 148 Other assets 337 329 ------------ -------- Total assets $37,719 $38,041 ============ ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Lines of credit $5,620 $3,717 Current maturities of long-term debt 815 2,394 Accounts payable 5,564 4,525 Accrued expenses 2,558 2,241 Preferred stock dividends payable 36 52 ------------ -------- Total current liabilities 14,593 12,929 ------------ -------- Long-term debt and capital leases, less current maturities 70 653 ------------ -------- Deferred tax liabilities 370 377 ------------ -------- Minority interest in consolidated subsidiary 604 441 ------------ -------- Commitments and contingencies -- -- Shareholders' Equity Series E Redeemable, Nonvoting, Convertible Preferred Stock, $.10 par value, liquidation preference of $5,000 per share; 500 shares authorized; 207 shares issued and outstanding at June 30, 2005 and December 31, 2004, respectively. 615 615 Series G Redeemable, Convertible Preferred Stock, $.10 par value, liquidation preference of $5,000 per share; 600 shares authorized; 386 and 0 shares issued and outstanding at June 30, 2005 and December 31, 2004, respectively; redeemable at the discretion of the Company after five years. 1,613 -- Series AAA Redeemable, Nonvoting, Convertible Preferred Stock, $.10 par value, liquidation preference of $5,000 per share; 20,000 shares authorized; 178 and 246 shares issued and outstanding at June 30, 2005 and December 31, 2004, respectively; redeemable at the discretion of the Company. 890 1,230 Common stock, $.10 par value, 25,000,000 shares authorized; 9,690,848 and 9,599,036 shares issued and outstanding at June 30, 2005 and December 31, 2004, respectively. 969 960 Additional paid-in capital 30,478 29,815 Accumulated other comprehensive income - foreign currency translation 1,684 3,617 Accumulated deficit (14,167) (12,596) ------------ -------- Total shareholders' equity 22,082 23,641 ------------ -------- Total liabilities and shareholders' equity $37,719 $38,041 ============ ======== DIGITAL RECORDERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2005 AND 2004 (In thousands, except share and per share amounts) Three Months Ended Six Months Ended June June 30, 30, --------------------- --------------------- 2005 2004 2005 2004 ---------- ---------- ---------- ---------- Net sales $12,666 $11,746 $23,295 $23,882 Cost of sales 7,599 6,792 13,960 13,929 ---------- ---------- ---------- ---------- Gross profit 5,067 4,954 9,335 9,953 ---------- ---------- ---------- ---------- Operating expenses Selling, general and administrative 4,967 4,276 9,497 8,146 Research and development 387 436 771 970 ---------- ---------- ---------- ---------- Total operating expenses 5,354 4,712 10,268 9,116 ---------- ---------- ---------- ---------- Operating income (loss) (287) 242 (933) 837 ---------- ---------- ---------- ---------- Other income 80 40 124 81 Foreign currency gain (loss) (116) 19 (233) (96) Interest expense (138) (349) (262) (590) ---------- ---------- ---------- ---------- Total other income and interest expense (174) (290) (371) (605) ---------- ---------- ---------- ---------- Income (loss) before income tax expense (461) (48) (1,304) 232 Income tax benefit (expense) (55) 33 (106) (44) ---------- ---------- ---------- ---------- Income (loss) before minority interest in income of consolidated subsidiary (516) (15) (1,410) 188 Minority interest in income of consolidated subsidiary (97) 10 (162) (26) ---------- ---------- ---------- ---------- Net income (loss) (613) (5) (1,572) 162 Provision for preferred stock dividends (306) (93) (347) (174) Amortization for discount on preferred stock (275) -- (275) -- ---------- ---------- ---------- ---------- Net loss applicable to common shareholders $(1,194) $(98) $(2,194) $(12) ========== ========== ========== ========== Net loss per share applicable to common shareholders Basic and diluted $(0.12) $(0.01) $(0.23) $-- ========== ========== ========== ========== Weighted average number of common shares and common share equivalent outstanding Basic and diluted 9,671,068 6,858,851 9,636,110 5,423,802 ========== ========== ========== ========== CONTACT: Digital Recorders, Inc., Dallas Veronica B. Marks, 214-378-4776 Fax: 214-378-8437 veronicam@digrec.com