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):

July 29, 2010

ULTRALIFE CORPORATION
(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))


Item 2.02. Results of Operations and Financial Condition.

Ultralife Corporation (NASDAQ: ULBI) reported operating income of $0.4 million on revenue of $37.0 million for the quarter ended June 27, 2010. For the second quarter of 2009, the company reported an operating loss of $6.3 million on revenue of $39.6 million.

Gross margin for the second quarter of 2010 was $9.4 million, or 25.4% of revenue, compared to $6.8 million, or 17.1% of revenue, for the same quarter a year ago, reflecting manufacturing efficiencies and higher selling prices in the company’s Battery & Energy Products segment, a favorable mix of high-margin Communications Systems revenue and the impact of higher Energy Services revenue. Included in gross margin for the second quarter last year was a $1.8 million increase in the inventory reserve.

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 July 29, 2010.





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 CORPORATION

 

Dated:

July 29, 2010

By:

 

/s/ Philip A. Fain

 

Philip A. Fain

 

Chief Financial Officer & Treasurer


INDEX TO EXHIBITS

(99)      Additional Exhibits

             99.1           Press Release dated July 29, 2010.

Exhibit 99.1

Ultralife Corporation Reports Second Quarter Results

NEWARK, N.Y.--(BUSINESS WIRE)--July 29, 2010--Ultralife Corporation (NASDAQ: ULBI) reported operating income of $0.4 million on revenue of $37.0 million for the quarter ended June 27, 2010. For the second quarter of 2009, the company reported an operating loss of $6.3 million on revenue of $39.6 million.

Gross margin for the second quarter of 2010 was $9.4 million, or 25.4% of revenue, compared to $6.8 million, or 17.1% of revenue, for the same quarter a year ago, reflecting manufacturing efficiencies and higher selling prices in the company’s Battery & Energy Products segment, a favorable mix of high-margin Communications Systems revenue and the impact of higher Energy Services revenue. Included in gross margin for the second quarter last year was a $1.8 million increase in the inventory reserve.

Operating expenses for the second quarter of 2010 totaled $9.0 million compared to $13.1 million a year ago. Net income for the second quarter of 2010 was $0.02 million, or $0.00 per share, compared to a net loss of $7.0 million, or $0.41 per share, for the same quarter in 2009. Included in operating expenses for the second quarter last year were $1.2 million of non-recurring severance and legal expenses.

For the six-month period ended June 27, 2010, revenue was $75.5 million compared to $79.4 million for the same period a year ago. Operating income amounted to $1.3 million compared to an operating loss of $8.6 million for the first half of 2009. Net income for the first half of 2010 was $0.3 million, or $0.02 per share, compared to a net loss of $9.5 million, or $0.56 per share, for the same period a year ago.

“Manufacturing process improvements and rigorous operating expense control sustained operating profitability for the second quarter even though sales of batteries to the U.S. Department of Defense were lighter than the first quarter of 2010 and shipments of SATCOM-on-the-Move systems commenced in the third quarter,” said John D. Kavazanjian, Ultralife’s president and chief executive officer.

“As we move into the second half of 2010, we are on track to complete deliveries of SATCOM systems in the fourth quarter. Order flow for advanced batteries and communications systems with greater engineered content is picking up, although we still do not have visibility for orders of batteries to the U.S. Department of Defense,” added Kavazanjian. “Having lowered the cost basis of our business and successfully increased the weight of higher-margin products, we are well positioned to deliver strong incremental returns on the higher revenue anticipated for the second half of the year. On the strength of our profitable business model and improved working capital management, we also have within our sight a return to a net positive cash position.”


Outlook

The company’s current 2010 forecast calls for the company to generate revenue in the range of $177 million to $182 million and operating income of approximately $7.0 million. Excluded from this forecast is any revenue associated with orders for batteries from the U.S. Department of Defense. Management cautions that the timing of orders and shipments may cause some variability in quarterly results.

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.

Headquartered in Newark, New York, the company’s business segments include: Battery & Energy Products, Communications Systems and Energy Services. Ultralife has operations 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

Ultralife will hold its second quarter earnings conference call today at 10:00 AM ET. To participate, please call (800) 915-4836, identify yourself and ask for the Ultralife call. The conference call will also be broadcast live over the Internet at http://investor.ultralifecorp.com. To listen to the 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 Six-Month Periods Ended
 
June 27, June 28, June 27, June 28,

2010

2009

2010

2009

 
Revenues:
Battery & energy products $ 22,405 $ 25,634 $ 45,808 $ 48,626
Communications systems 11,242 10,357 24,308 21,622
Energy services   3,377     3,602     5,415     9,148  
Total revenues 37,024 39,593 75,531 79,396
 
Cost of products sold:
Battery & energy products 17,340 21,338 35,807 40,530
Communications systems 7,301 8,036 15,464 15,685
Energy services   2,963     3,439     5,082     8,620  
Total cost of products sold   27,604     32,813     56,353     64,835  
 
Gross margin 9,420 6,780 19,178 14,561
 
Operating expenses:
Research and development 1,903 2,514 3,631 4,494
Selling, general, and administrative   7,106     10,591     14,282     18,649  
Total operating expenses   9,009     13,105     17,913     23,143  
 
Operating income (loss) 411 (6,325 ) 1,265 (8,582 )
 
Other income (expense):
Interest income (1 ) 1 2 4
Interest expense (222 ) (350 ) (719 ) (532 )
Miscellaneous   (120 )   (209 )   (79 )   (198 )
Income (loss) before income taxes   68     (6,883 )   469     (9,308 )
 
Income tax provision-current 10 - 34 2
Income tax provision-deferred   41     95     122     184  
Total income taxes   51     95     156     186  
 
Net income (loss) 17 (6,978 ) 313 (9,494 )
 
Net (income) loss attributable to noncontrolling interest   3     14     (6 )   18  
 
Net income (loss) attributable to Ultralife $ 20   $ (6,964 ) $ 307   $ (9,476 )
 
 
Net income (loss) attributable to Ultralife common shareholders - basic $ 0.00   $ (0.41 ) $ 0.02   $ (0.56 )
Net income (loss) attributable to Ultralife common shareholders - diluted $ 0.00   $ (0.41 ) $ 0.02   $ (0.56 )
 
 
Weighted average shares outstanding - basic   17,164     16,894     17,089     17,024  
Weighted average shares outstanding - diluted   17,169     16,894     17,094     17,024  

 
ULTRALIFE CORPORATION
CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Per Share Amounts)
(unaudited)
                   
 
June 27, December 31,
ASSETS

2010 

2009 

 
Current assets:
Cash and cash equivalents $ 2,563 $ 6,094
Trade accounts receivable, net 27,895 32,449
Inventories 38,607 35,503
Prepaid expenses and other current assets   1,919   1,912
Total current assets 70,984 75,958
 
Property and equipment 15,361 16,648
 
Other assets
Goodwill, intangible and other assets   38,740   38,560
 
Total Assets $ 125,085 $ 131,166
 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
Current liabilities:
Short-term debt and current portion of long-term debt $ 12,729 $ 19,082
Accounts payable 18,181 19,177
Other current liabilities   9,613   9,875
Total current liabilities   40,523   48,134
 
Long-term liabilities:
Long-term debt and capital lease obligations 297 267
Other long-term liabilities   4,766   4,651
Total long-term liabilities   5,063   4,918
 
 
 
Shareholders' equity:
Ultralife equity:
Common stock, par value $0.10 per share 1,861 1,831
Capital in excess of par value 170,449 169,064
Accumulated other comprehensive loss (1,505) (1,256)
Accumulated deficit   (83,714)   (84,021)
87,091 85,618
Less -- Treasury stock, at cost   7,652   7,558
Total Ultralife equity 79,439 78,060
Noncontrolling interest   60   54
Total shareholders' equity   79,499   78,114
 
Total Liabilities and Shareholders' Equity $ 125,085 $ 131,166

CONTACT:
Company:
Ultralife Corporation
Philip Fain, 315-332-7100
pfain@ulbi.com
or
Investor Relations:
Lippert/Heilshorn & Associates
Jody Burfening, 212-838-3777
jburfening@lhai.com