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


February 18, 2010
(Date of Report)


ULTRALIFE CORPORATION
(Exact name of registrant as specified in its charter)


Delaware

000-20852

16-1387013

(State of incorporation)

(Commission File Number)

 

(IRS 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 (see General Instruction A.2. below):

[ ]  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))




Item 2.02 Results of Operations and Financial Condition

Ultralife Corporation (the “Company”) reported operating income of $1.6 million on revenue of $50.4 million for the quarter ended December 31, 2009. For the fourth quarter of 2008, the company reported an operating loss of $0.3 million on revenue of $49.2 million.

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

   
Exhibit No.   Description
99.1 Press Release, dated February 18, 2010.



SIGNATURES

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.

Date:

February 18, 2010

ULTRALIFE CORPORATION

 

 

 

/s/ Philip A. Fain

Philip A. Fain

Chief Financial Officer & Treasurer


INDEX TO EXHIBITS


(99) Additional Exhibits
 

99.1

Press Release dated February 18, 2010.

Exhibit 99.1

Ultralife Corporation Reports Fourth Quarter Results

NEWARK, N.Y.--(BUSINESS WIRE)--February 18, 2010--Ultralife Corporation (NASDAQ: ULBI) reported operating income of $1.6 million on revenue of $50.4 million for the quarter ended December 31, 2009. For the fourth quarter of 2008, the company reported an operating loss of $0.3 million on revenue of $49.2 million.

The increase in revenue reflects a $13.7 million increase in Communications Systems revenue offset by lower Non-rechargeable and Rechargeable Product revenues. Revenue for Design and Installation Services was $4.8 million compared to $4.4 million for the same quarter last year.

Gross margin for the fourth quarter of 2009 was $11.9 million, or 23.7% of revenue, compared to $9.8 million, or 19.8% of revenue, for the same quarter a year ago, reflecting an increased weight of high-margin communications systems revenue and higher non-rechargeable product gross margin partially offset by lower rechargeable product gross margin. Included in gross margin for the fourth quarter of 2009 was a $0.6 million provision for slow moving inventory in the Communications Systems segment. Operating expenses for the fourth quarter of 2009 totaled $10.3 million compared to $10.0 million a year ago. Net income for the fourth quarter of 2009 was $0.8 million, or $0.05 per share, compared to $0.2 million, or $0.01 per share, for the same quarter in 2008.

For the full year ended December 31, 2009 revenue totaled $172.1 million compared to $254.7 million for 2008. The company reported an operating loss of $7.4 million compared to operating income of $17.3 million for 2008. Net loss for 2009 was $9.2 million, or $0.54 per share, compared to net income of $13.7 million, or $0.78 per share, for the prior year.

“We restored profitability in the fourth quarter on improved revenue mix of higher-margin products and ongoing control over operating expenses,” said John D. Kavazanjian, Ultralife’s president and chief executive officer. “The actions we have taken this year to hone our organizational structure, improve manufacturing efficiencies and lower the cost basis of the business culminated in improved returns in the fourth quarter. In addition, we have significantly strengthened the balance sheet: we reduced inventory from a high of $51.2 million as of the end of the second quarter to $35.5 million as of the end of the year, and the opening balance on our new revolving credit facility with RBS Business Capital is $10 million, down from the $26.6 million we had outstanding on the previous credit facility as of the end of the third quarter.”

Kavazanjian added, “Our priority in 2010 is to deliver profitability at a level of $177 million in revenue. Additional revenue is expected to come from selling products with higher engineered content such as our SATCOM-on-the-Move systems and tactical repeater products, further penetrating international markets for battery and energy products and communications systems, and realizing our opportunities in the fast growing energy storage market.

“Above all, we remain keenly focused on driving earnings growth through continued improvements in gross margin on our existing business, increasing the mix of new higher-margin products and services and holding quarterly operating expenses between $10 million and $11 million,” Kavazanjian concluded. “Our diverse portfolio of battery and energy products, communication systems and energy services positions us to move deeper into power-centric applications, enabling our customers to migrate to next-generation power solutions.”


Outlook

The company’s 2010 operating plan calls for the company to generate revenue of $177 million and operating income of approximately $4.6 million on the base business. Management cautions that the timing of orders and shipments may cause some variability in quarterly results.

Segment Reporting

Beginning with the first quarter of fiscal 2010, management intends to realign its reporting segments. The Non-rechargeable Products and Rechargeable Products segments will be combined into a segment called Battery & Energy Products. The Communications Systems segment will include the company’s RedBlack Communications business, which currently is included in the Design & Installation Services segment. The Design & Installation Services segment, to be renamed Energy Services, will continue to encompass the company’s standby power business.

About Ultralife Corporation

Ultralife Corporation, which began as a battery company, serves its markets with products and services ranging from portable and standby power solutions to communications and electronics systems. Through its engineering and collaborative approach to problem solving, Ultralife serves government, defense and commercial customers across the globe.

Ultralife’s family of brands includes: Ultralife Batteries, Stationary Power Services, RPS Power Systems, ABLE, McDowell Research, RedBlack Communications and AMTI. Ultralife’s operations are in North America, Europe and Asia. For more information, visit www.ultralifecorp.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, and the possibility of intangible asset impairment charges that may be taken should management decide to retire one or more of the brands of acquired companies. The Company cautions investors not to place undue reliance on forward-looking statements, which reflect the Company’s analysis only as of today’s date. The Company undertakes no obligation to publicly update forward-looking statements to reflect subsequent events or circumstances. 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 February 18, 2010 at http://investor.ultralifecorp.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 webcast, a replay of the webcast will be available shortly after the call at the same location.


 
ULTRALIFE CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Amounts)
(Unaudited)
 
 
    Three-Month Periods Ended   Twelve-Month Periods Ended
 
December 31,   December 31, December 31,   December 31,

2009

2008

2009

2008

 
Revenues:
Non-rechargeable products $ 12,842 $ 20,020 $ 65,697 $ 68,076
Rechargeable products 9,650 15,443 42,295 34,691
Communications systems 23,046 9,397 43,448 136,072
Design and installation services   4,812     4,362     20,669     15,861  
Total revenues 50,350 49,222 172,109 254,700
 
Cost of products sold:
Non-rechargeable products 9,974 16,442 53,293 57,285
Rechargeable products 7,959 12,385 33,178 27,873
Communications systems 15,949 6,825 30,391 99,267
Design and installation services   4,533     3,816     18,387     13,332  
Total cost of products sold   38,415     39,468     135,249     197,757  
 
Gross margin 11,935 9,754 36,860 56,943
 
Operating expenses:
Research and development 2,298 2,231 9,540 8,138
Selling, general, and administrative   8,013     7,816     34,682     31,500  
Total operating expenses   10,311     10,047     44,222     39,638  
 
Operating income (loss) 1,624 (293 ) (7,362 ) 17,305
 
Other income (expense):
Interest income 7 19 27 37
Interest expense (490 ) (150 ) (1,492 ) (967 )
Gain on insurance settlement - - - 39
Gain on debt conversion - - - 313
Miscellaneous   (165 )   843     (13 )   777  
Income (loss) before income taxes   976     419     (8,840 )   17,504  
 
Income tax provision-current 12 113 31 582
Income tax provision-deferred   88     149     360     3,297  
Total income taxes   100     262     391     3,879  
 
Net income (loss) 876 157 (9,231 ) 13,625
 
Net (income) loss attributable to noncontrolling interest   (36 )   20     (10 )   38  
 
Net income (loss) attributable to Ultralife $ 840   $ 177   $ (9,241 ) $ 13,663  
 
 
Net income (loss) attributable to Ultralife common shareholders - basic $ 0.05   $ 0.01   $ (0.54 ) $ 0.79  
Net income (loss) attributable to Ultralife common shareholders - diluted $ 0.05   $ 0.01   $ (0.54 ) $ 0.78  
 
 
Weighted average shares outstanding - basic   16,960     17,293     16,989     17,230  
Weighted average shares outstanding - diluted   16,963     17,353     16,989     17,681  

 
ULTRALIFE CORPORATION
CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Per Share Amounts)
(unaudited)
           
 
December 31, December 31,
ASSETS

2009 

2008 

 
Current assets:
Cash and investments $ 6,094 $ 1,878
Trade accounts receivable, net 32,449 30,588
Inventories 35,503 40,465
Prepaid expenses and other current assets   1,912     2,242  
Total current assets 75,958 75,173
 
Property and equipment 16,648 18,465
 
Other assets
Goodwill, intangible and other assets   38,560     35,949  
 
Total Assets $ 131,166   $ 129,587  
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
Current liabilities:
Short-term debt and current portion of long-term debt $ 19,082 $ 1,425
Accounts payable 19,177 20,255
Other current liabilities   9,875     10,556  
Total current liabilities   48,134     32,236  
 
Long-term liabilities:
Long-term debt and capital lease obligations 267 4,670
Other long-term liabilities   4,651     4,528  
Total long-term liabilities   4,918     9,198  
 
 
 
Shareholders' equity:
Ultralife equity:
Common stock, par value $0.10 per share 1,831 1,815
Capital in excess of par value 169,064 167,259
Accumulated other comprehensive loss (1,256 ) (1,930 )
Accumulated deficit   (84,021 )   (74,780 )
85,618 92,364
Less -- Treasury stock, at cost   7,558     4,232  
Total Ultralife equity 78,060 88,132
Noncontrolling interest   54     21  
Total shareholders' equity   78,114     88,153  
 
Total Liabilities and Shareholders' Equity $ 131,166   $ 129,587  

CONTACT:
Company:
Ultralife Corporation
Julius Cirin, 315-332-7100
jcirin@ultralifecorp.com
or
Investor Relations:
Lippert/Heilshorn & Associates, Inc.
Jody Burfening, 212-838-3777
jburfening@lhai.com