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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 1, 2007
ULTRALIFE BATTERIES, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
0-20852 16-1387013
------- ----------
(Commission File Number) (I.R.S. Employer Identification No.)
2000 Technology Parkway, Newark, New York 14513
(Address of principal executive offices) (Zip Code)
(315) 332-7100
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b)
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
-Continued-
Item 2.02. Results of Operations and Financial Condition.
Ultralife Batteries, Inc. (the "Company") reported revenue of $33.3 million for
its third quarter of 2007, an increase of 40% compared with $23.7 million
reported in the same three-month period in 2006. Operating income was $0.2
million compared with a $2.1 million operating loss a year ago.
The Company's press release is attached as Exhibit 99.1 to this Form 8-K. The
information set forth in this Form 8-K and the attached exhibit is being
furnished to and not filed with the Securities and Exchange Commission and shall
not be deemed to be incorporated by reference in any filing under the Securities
Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended,
except to the extent specifically provided in any such filing.
Item 9.01. Financial Statements, Pro Forma Financials and Exhibits.
(a) Exhibits.
99.1 Press Release dated November 1, 2007.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ULTRALIFE BATTERIES, INC.
Dated: November 1, 2007
By: /s/ Robert W. Fishback
----------------------------
Robert W. Fishback
Vice President of Finance and CFO
-Continued-
INDEX TO EXHIBITS
(99) Additional Exhibits
99.1 Press Release dated November 1, 2007.
Exhibit 99.1
Ultralife Reports Third Quarter Results
- Company Reaches $100 Million Milestone for Year-to-Date Revenue -
NEWARK, N.Y.--(BUSINESS WIRE)--Nov. 1, 2007--Ultralife Batteries,
Inc. (NASDAQ: ULBI) reported revenue of $33.3 million for its third
quarter of 2007, an increase of 40% compared with $23.7 million
reported in the same three-month period in 2006. Operating income was
$0.2 million compared with a $2.1 million operating loss a year ago.
Revenue in the third quarter rose $9.6 million over the same
quarter last year due to growth in sales of communications
accessories, higher sales of batteries to international defense
organizations and increased demand from automotive telematics
customers. As a percentage of revenue, gross margin for the third
quarter of 2007 was 21%, up from 17% a year ago. This was driven
primarily by improvements in Non-Rechargeable operating efficiencies
on higher production volumes. Operating expenses totaled $6.7 million,
up from $6.1 million a year ago due to higher professional fees
associated with acquisition-related activity and higher corporate
costs associated with running a more diverse business. Net interest
expense was $0.5 million in the third quarter of 2007, up modestly
from $0.4 million reported in the same quarter of 2006 due to higher
borrowing levels under the company's revolving credit facility. The
company has not recorded any tax provision during 2007 as a result of
its decision in the fourth quarter of 2006 to fully reserve for its
deferred tax asset given the uncertainty of the company's ability to
utilize its net operating loss carryforwards at that time. Net loss
for the third quarter of 2007 was $0.1 million, or $0.01 per common
share, compared with a net loss of $1.7 million, or $0.11 per share,
for the same quarter in 2006.
For the nine-month period ended September 29, 2007, revenue was
$100.8 million, an increase of 59% when compared with revenue of $63.4
million for the same period a year ago. Operating income amounted to
$2.5 million for the first nine months of 2007, an improvement of $4.0
million over 2006. Net income for the first nine months of 2007 was
$1.1 million, or $0.07 per share, compared to a net loss of $1.4
million, or $0.10 per share, for the same period last year.
"Our impressive, double-digit revenue growth, both in the third
quarter and year-to-date, attests to the leadership position we have
established in designing and producing high energy power solutions and
communications accessories for a broad range of advanced
applications," said John D. Kavazanjian, Ultralife's president and
chief executive officer. "During the third quarter, we further
cemented our already strong relationships with U.S. prime contractors
and, through the acquisition of Innovative Solutions Consulting, we
continued to expand our product portfolio and diversify our customer
base. On a year-to-date basis, we reached the $100 million revenue
mark, achieving a major milestone and exceeding any prior fiscal
year's revenue level.
"In the fourth quarter, we expect our entrenched customer
relationships will translate into another period of strong top-line
growth. On a broader level, we intend to continue taking full
advantage of the growing demand for power solutions, accessories and
engineered services in diverse government/defense and commercial
markets through the development of new technologies, products and
applications, further leveraging our expertise and technical
capabilities."
Outlook
Management is projecting revenue of approximately $41 million to
$44 million for its fourth quarter ending December 31, 2007, based on
a strong backlog position, anticipated orders and anticipated delivery
schedules. Based on this revenue estimate, which excludes any
incremental revenue associated with the pending acquisitions of
Stationary Power Services and Reserve Power Systems, management
anticipates reporting operating income of approximately $2.7 million
to $3.5 million, inclusive of approximately $1.0 million in non-cash
expenses related to stock-based compensation and intangible asset
amortization. In addition, management expects to report a one-time,
non-operating gain of approximately $7.5 million in the fourth quarter
related to the negotiated purchase price settlement agreement with the
sellers of McDowell Research, announced on October 5.
About Ultralife Batteries, Inc.
Ultralife is a global provider of high-energy power solutions,
communications accessories, and engineering and technical services for
diverse applications. The company develops, manufactures and markets a
wide range of non-rechargeable and rechargeable batteries, charging
systems and accessories for markets including defense, commercial and
consumer portable electronics.
Through its portfolio of standard products and engineered
solutions, Ultralife is at the forefront of providing the next
generation of power systems, communications accessories and technical
services. Defense, commercial and retail customers include: General
Dynamics, Raytheon, Philips Medical Systems, General Motors,
Energizer, Kidde Safety, Lowe's, Radio Shack and the national defense
agencies of the United States, United Kingdom, Germany, Australia and
New Zealand, among others.
Ultralife's headquarters, principal manufacturing and research
facilities, and its McDowell Research operating unit are in Newark,
New York, near Rochester. Ultralife's other operating units are:
Ultralife Batteries (UK) Ltd., in Abingdon, England; Innovative
Solutions Consulting in Hollywood, Maryland; and ABLE New Energy in
Shenzhen, China. Detailed information on Ultralife is available at:
www.ultralifebatteries.com.
This press release may contain forward-looking statements based on
current expectations that involve a number of risks and uncertainties.
The potential risks and uncertainties that could cause actual results
to differ materially include: worsening global economic conditions,
increased competitive environment and pricing pressures, disruptions
related to restructuring actions and delays. Further information on
these factors and other factors that could affect Ultralife's
financial results is included in Ultralife's Securities and Exchange
Commission (SEC) filings, including the latest Annual Report on Form
10-K.
Conference Call Information
Investors are invited to listen to a live webcast of the
conference call at 10:00 a.m. ET on November 1, 2007 at
http://investor.ultralifebatteries.com. To listen to the live call,
please go to the web site at least fifteen minutes early to download
and install any necessary audio software. For those who cannot listen
to the live broadcast, a replay of the webcast will be available
shortly after the call at the same location for 90 days. Investors may
also listen to a telephone replay of the conference call by dialing
888-203-1112, Reservation 4373473, during the period starting at 1:00
p.m. ET November 1 and ending at 1:00 p.m. ET November 8, 2007.
Ultralife(R) and McDowell Research(R) are registered trademarks of
Ultralife Batteries, Inc.
ULTRALIFE BATTERIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Amounts)
(Unaudited)
- ----------------------------------------------------------------------
Three-Month Periods Nine-Month Periods
Ended Ended
September September September September
29, 30, 29, 30,
2007 2006 2007 2006
--------- --------- --------- ---------
Revenues:
Non-rechargeable products $22,819 $16,998 $ 63,785 $51,101
Rechargeable products 3,252 3,463 13,342 8,676
Communications accessories 6,733 3,046 22,912 3,046
Technology contracts 487 218 768 614
--------- --------- --------- ---------
Total revenues 33,291 23,725 100,807 63,437
Cost of products sold:
Non-rechargeable products 18,459 14,598 48,676 41,821
Rechargeable products 2,549 3,066 10,334 6,794
Communications accessories 5,096 1,942 18,304 1,942
Technology contracts 265 138 453 552
--------- --------- --------- ---------
Total cost of products sold 26,369 19,744 77,767 51,109
--------- --------- --------- ---------
Gross margin 6,922 3,981 23,040 12,328
Operating expenses:
Research and development 1,547 1,517 4,849 3,361
Selling, general, and
administrative 5,177 4,601 15,685 10,415
--------- --------- --------- ---------
Total operating expenses 6,724 6,118 20,534 13,776
--------- --------- --------- ---------
Operating income (loss) 198 (2,137) 2,506 (1,448)
Other income (expense):
Interest income 12 19 44 104
Interest expense (509) (451) (1,770) (863)
Gain on insurance settlement - - - 191
Miscellaneous 171 39 354 186
--------- --------- --------- ---------
Income (loss) before income
taxes (128) (2,530) 1,134 (1,830)
--------- --------- --------- ---------
Income tax provision (benefit)-
current - (4) - 20
Income tax provision (benefit)-
deferred - (828) - (401)
--------- --------- --------- ---------
Total income taxes - (832) - (381)
--------- --------- --------- ---------
Net income (loss) $ (128) $(1,698) $ 1,134 $(1,449)
========= ========= ========= =========
Earnings (loss) per share -
basic $ (0.01) $ (0.11) $ 0.08 $ (0.10)
========= ========= ========= =========
Earnings (loss) per share -
diluted $ (0.01) $ (0.11) $ 0.07 $ (0.10)
========= ========= ========= =========
Weighted average shares
outstanding - basic 15,160 14,987 15,120 14,867
========= ========= ========= =========
Weighted average shares
outstanding - diluted 15,160 14,987 15,346 14,867
========= ========= ========= =========
ULTRALIFE BATTERIES, INC.
CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Per Share Amounts)
(unaudited)
- ----------------------------------------------------------------------
September 29, December 31,
ASSETS 2007 2006
------------- ------------
Current assets:
Cash and investments $ 927 $ 720
Trade accounts receivable, net 23,794 24,197
Inventories 29,931 27,360
Prepaid expenses and other current assets 2,215 3,603
------------- ------------
Total current assets 56,867 55,880
Property and equipment 19,623 19,396
Other assets
Goodwill, intangible and other assets 22,798 22,482
------------- ------------
Total Assets $ 99,288 $ 97,758
============= ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Short-term debt and current portion of
long-term debt $ 12,789 $ 12,246
Accounts payable 13,331 15,925
Other current liabilities 9,175 9,639
------------- ------------
Total current liabilities 35,295 37,810
------------- ------------
Long-term liabilities:
Long-term debt and capital lease
obligations 20,324 20,043
Other long-term liabilities 469 316
------------- ------------
Total long-term liabilities 20,793 20,359
------------- ------------
Shareholders' equity:
Common stock, par value $0.10 per share 1,591 1,578
Capital in excess of par value 136,725 134,736
Accumulated other comprehensive income 154 (321)
Accumulated deficit (92,892) (94,026)
------------- ------------
45,578 41,967
Less -- Treasury stock, at cost 2,378 2,378
------------- ------------
Total shareholders' equity 43,200 39,589
------------- ------------
Total Liabilities and Shareholders' Equity $ 99,288 $ 97,758
============= ============
CONTACT: Ultralife Batteries, Inc.
Robert W. Fishback, 315-332-7100
bfishback@ulbi.com
or
Investor Relations:
Lippert/Heilshorn & Associates, Inc.
Jody Burfening, 212-838-3777
jburfening@lhai.com