f8k_021314.htm
United States
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Securities and Exchange Commission
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Washington, D.C. 20549
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FORM 8-K
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Current Report Pursuant to
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Section 13 or 15(d) of the Securities Exchange Act of 1934
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February 13, 2014
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(Date of Report)
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ULTRALIFE CORPORATION
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(Exact name of registrant as specified in its charter)
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Delaware
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000-20852
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16-1387013
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(State of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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2000 Technology Parkway, Newark, New York
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14513
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(Address of principal executive offices)
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(Zip Code)
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(315) 332-7100
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(Registrant’s telephone number, including area code)
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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):
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[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02
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Results of Operation and Financial Condition.
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NEWARK, N.Y. – February 13, 2014 -- Ultralife Corporation (NASDAQ: ULBI) reported operating income from continuing operations of $0.2 million on revenue of $20.2 million for the quarter ended December 31, 2013. For the fourth quarter of 2012, the company reported operating income from continuing operations of $2.4 million on revenue of $29.3 million.
Revenue was $20.2 million, compared to $29.3 million for the fourth quarter of 2012, a 31% decline. Battery & Energy Products sales were $15.9 million, compared to $18.8 million last year, a 16% decline, reflecting last year’s fulfillment of a large order to an allied country’s department of defense and the slowdown in the government and defense order rate for rechargeable and non-rechargeable batteries. Communications Systems sales were $4.3 million, compared to $10.4 million for the same period last year, a decrease of $6.1 million. Prior year Communications Systems’ sales benefited from the fulfillment of several large orders for amplifiers from international defense customers.
Gross profit was $5.6 million, or 27.7% of revenue, compared to $9.5 million, or 32.3% of revenue, for the same quarter a year ago, a decrease of 460 basis points, primarily attributable to a lower mix of Communication Systems sales. Battery & Energy Products’ gross margin was 26.1%, compared to 27.0% last year, a 90 basis point decrease reflecting lower sales volume and a less favorable product mix. Communications Systems’ gross margin was 33.5%, compared to 41.9% last year, a decrease of 840 basis points also reflecting the impact of lower sales volume on production and the product mix.
Operating expenses declined $1.7 million, or 24%, to $5.4 million, compared to $7.1 million a year ago, primarily due to reductions in general and administrative expense and continued focus on controlling discretionary spending. As a percent of revenue, operating expenses were 26.6%, compared to 24.3% a year ago.
Operating profit was $0.2 million, compared to $2.4 million for the same period in 2012, reflecting lower gross profit offset by operating expense reductions. Operating margin was 1.1%, compared to 8.0% for the year-earlier period.
Net income from continuing operations was $0.1 million, or $0.01 per share, compared to net income of $2.1 million, or $0.12 per share, for the fourth quarter of 2012.
For 2014, management expects mid-single digit organic revenue growth, despite continued constraints on global government spending. Based on this outlook for revenue growth and the improvements made to the business model in 2013, management expects to increase operating profit for the year and generate a mid-single digit operating margin.
Management cautions that the timing of orders and shipments may cause variability in quarterly results.
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
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Financial Statements, Pro Forma Financials and Exhibits.
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99.1 Press Release of Ultralife Corporation dated February 13, 2014
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 13, 2014
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ULTRALIFE CORPORATION
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By:
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/s/ Philip A. Fain
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Philip A. Fain
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Chief Financial Officer & Treasurer
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EXHIBIT INDEX
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Description
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99.1
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Press Release of Ultralife Corporation dated February 13, 2014
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exh_991.htm
Exhibit 99.1
Company Contact: |
Investor Relations Contact: |
Ultralife Corporation
Philip A. Fain
(315) 332-7100
pfain@ulbi.com
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LHA
Jody Burfening
(212) 838-3777
jburfening@lhai.com
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Ultralife Corporation Reports Fourth Quarter Results
NEWARK, N.Y. – February 13, 2014 -- Ultralife Corporation (NASDAQ: ULBI) reported operating income from continuing operations of $0.2 million on revenue of $20.2 million for the quarter ended December 31, 2013. For the fourth quarter of 2012, the company reported operating income from continuing operations of $2.4 million on revenue of $29.3 million.
“The fourth quarter closed a year during which the slowdown in global defense-related spending and decision-making dominated our top line comparables. During 2013, we right-sized the business model and stabilized quarterly revenues for our Battery & Energy Products business which compensated for weak Communication Systems’ sales such that we delivered a modest operating loss for the year, in line with our guidance,” said Michael D. Popielec.
“As we enter 2014, we are starting to realize initial returns on the investments we made in new product development over the past two years, particularly in the areas of portable power, medical carts and integrated communications systems. With the maturation of our new products, we expect to gain further customer acceptance during the year and generate top-line growth. This growth, along with deeply-rooted productivity gains and improved liquidity, will enable us to fully leverage our highly-efficient business model,” concluded Popielec.
Fourth Quarter 2013 Financial Results
Revenue was $20.2 million, compared to $29.3 million for the fourth quarter of 2012, a 31% decline. Battery & Energy Products sales were $15.9 million, compared to $18.8 million last year, a 16% decline, reflecting last year’s fulfillment of a large order to an allied country’s department of defense and the slowdown in the government and defense order rate for rechargeable and non-rechargeable batteries. Communications Systems sales were $4.3 million, compared to $10.4 million for the same period last year, a decrease of $6.1 million. Prior year Communications Systems’ sales benefited from the fulfillment of several large orders for amplifiers from international defense customers.
Gross profit was $5.6 million, or 27.7% of revenue, compared to $9.5 million, or 32.3% of revenue, for the same quarter a year ago, a decrease of 460 basis points, primarily attributable to a lower mix of Communication Systems sales. Battery & Energy Products’ gross margin was 26.1%, compared to 27.0% last year, a 90 basis point decrease reflecting lower sales volume and a less favorable product mix. Communications Systems’ gross margin was 33.5%, compared to 41.9% last year, a decrease of 840 basis points also reflecting the impact of lower sales volume on production and the product mix.
Operating expenses declined $1.7 million, or 24%, to $5.4 million, compared to $7.1 million a year ago, primarily due to reductions in general and administrative expense and continued focus on controlling discretionary spending. As a percent of revenue, operating expenses were 26.6%, compared to 24.3% a year ago.
Operating profit was $0.2 million, compared to $2.4 million for the same period in 2012, reflecting lower gross profit offset by operating expense reductions. Operating margin was 1.1%, compared to 8.0% for the year-earlier period.
Net income from continuing operations was $0.1 million, or $0.01 per share, compared to net income of $2.1 million, or $0.12 per share, for the fourth quarter of 2012.
Outlook
For 2014, management expects mid-single digit organic revenue growth, despite continued constraints on global government spending. Based on this outlook for revenue growth and the improvements made to the business model in 2013, management expects to increase operating profit for the year and generate a mid-single digit operating margin.
Management cautions that the timing of orders and shipments may cause variability in quarterly results.
About Ultralife Corporation
Ultralife Corporation serves its markets with products and services ranging from portable 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 and Communications Systems. 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: uncertain global economic conditions, increased competitive environment and pricing pressures, disruptions related to restructuring actions and delays. 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 fourth 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.ultralifecorporation.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 BALANCE SHEETS
(In Thousands, Except Per Share Amounts)
(unaudited) |
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December 31,
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December 31,
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ASSETS
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2013
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2012
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|
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Current assets:
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|
|
|
|
|
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Cash and cash equivalents
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$ |
16,489 |
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$ |
10,078 |
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Trade accounts receivable, net
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14,238 |
|
|
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20,913 |
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Inventories
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26,053 |
|
|
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30,370 |
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Prepaid expenses and other current assets
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2,031 |
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|
|
2,461 |
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Total current assets
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58,811 |
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63,822 |
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|
|
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Property and equipment
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10,202 |
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12,415 |
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Other assets:
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Goodwill, intangible and other assets
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21,203 |
|
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21,481 |
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|
|
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|
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Total Assets
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$ |
90,216 |
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$ |
97,718 |
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|
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LIABILITIES AND SHAREHOLDERS' EQUITY
|
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Current liabilities:
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Short-term debt and current portion of long-term debt
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$ |
- |
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$ |
- |
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Accounts payable
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7,053 |
|
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|
11,357 |
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Other current liabilities
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4,971 |
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8,535 |
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Total current liabilities
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12,024 |
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19,892 |
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Long-term liabilities:
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Other long-term liabilities
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4,547 |
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4,370 |
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Shareholders' equity:
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Ultralife equity:
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Common stock, par value $0.10 per share
|
|
|
1,888 |
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|
1,886 |
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Capital in excess of par value
|
|
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174,932 |
|
|
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173,791 |
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Accumulated other comprehensive loss
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(614 |
) |
|
|
(620 |
) |
Accumulated deficit
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|
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(94,804 |
) |
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(93,878 |
) |
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81,402 |
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81,179 |
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Less -- Treasury stock, at cost
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|
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7,658 |
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7,658 |
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Total Ultralife equity
|
|
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73,744 |
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73,521 |
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Noncontrolling interest
|
|
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(99 |
) |
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|
(65 |
) |
Total shareholders' equity
|
|
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73,645 |
|
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73,456 |
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|
|
|
|
|
|
|
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Total Liabilities and Shareholders' Equity
|
|
$ |
90,216 |
|
|
$ |
97,718 |
|
|
|
|
|
|
|
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ULTRALIFE CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands, Except Per Share Amounts)
(Unaudited)
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|
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|
|
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|
|
|
|
|
|
|
|
|
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|
|
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|
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|
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|
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Three Month Periods Ended
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Twelve Month Periods Ended
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|
|
|
|
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December 31,
|
|
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December 31,
|
|
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December 31,
|
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December 31,
|
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2013
|
|
|
2012
|
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2013
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2012
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Revenues:
|
|
|
|
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|
|
|
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Battery & energy products
|
|
$ |
15,861 |
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|
$ |
18,846 |
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$ |
57,077 |
|
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$ |
71,084 |
|
Communications systems
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|
|
4,315 |
|
|
|
10,423 |
|
|
|
21,758 |
|
|
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30,573 |
|
Total revenues
|
|
|
20,176 |
|
|
|
29,269 |
|
|
|
78,835 |
|
|
|
101,657 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Cost of products sold:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Battery & energy products
|
|
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11,714 |
|
|
|
13,760 |
|
|
|
42,739 |
|
|
|
53,522 |
|
Communications systems
|
|
|
2,869 |
|
|
|
6,058 |
|
|
|
13,475 |
|
|
|
19,405 |
|
Total cost of products sold
|
|
|
14,583 |
|
|
|
19,818 |
|
|
|
56,214 |
|
|
|
72,927 |
|
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|
|
|
|
|
|
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|
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|
|
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|
|
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Gross profit
|
|
|
5,593 |
|
|
|
9,451 |
|
|
|
22,621 |
|
|
|
28,730 |
|
|
|
|
|
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|
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|
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Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Research and development
|
|
|
1,403 |
|
|
|
1,511 |
|
|
|
5,859 |
|
|
|
7,216 |
|
Selling, general, and administrative
|
|
|
3,967 |
|
|
|
5,587 |
|
|
|
17,386 |
|
|
|
21,628 |
|
Total operating expenses
|
|
|
5,370 |
|
|
|
7,098 |
|
|
|
23,245 |
|
|
|
28,844 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
223 |
|
|
|
2,353 |
|
|
|
(624 |
) |
|
|
(114 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Interest income
|
|
|
12 |
|
|
|
- |
|
|
|
39 |
|
|
|
4 |
|
Interest expense
|
|
|
(39 |
) |
|
|
(124 |
) |
|
|
(238 |
) |
|
|
(440 |
) |
Miscellaneous
|
|
|
5 |
|
|
|
(41 |
) |
|
|
(26 |
) |
|
|
(24 |
) |
Income (loss) from continuing operations before income taxes
|
|
|
201 |
|
|
|
2,188 |
|
|
|
(849 |
) |
|
|
(574 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax provision - current
|
|
|
52 |
|
|
|
152 |
|
|
|
94 |
|
|
|
539 |
|
Income tax provision (benefit) -deferred
|
|
|
52 |
|
|
|
(35 |
) |
|
|
145 |
|
|
|
15 |
|
Total income taxes
|
|
|
104 |
|
|
|
117 |
|
|
|
239 |
|
|
|
554 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from continuing operations
|
|
|
97 |
|
|
|
2,071 |
|
|
|
(1,088 |
) |
|
|
(1,128 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Income (loss) from discontinued operations, net of tax
|
|
|
(31 |
) |
|
|
(680 |
) |
|
|
128 |
|
|
|
(501 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
|
66 |
|
|
|
1,391 |
|
|
|
(960 |
) |
|
|
(1,629 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to noncontrolling interest
|
|
|
3 |
|
|
|
- |
|
|
|
34 |
|
|
|
31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Ultralife
|
|
$ |
69 |
|
|
$ |
1,391 |
|
|
$ |
(926 |
) |
|
$ |
(1,598 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustments
|
|
|
(47 |
) |
|
|
446 |
|
|
|
6 |
|
|
|
365 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income (loss) loss attributable to Ultralife
|
|
$ |
22 |
|
|
$ |
1,837 |
|
|
$ |
(920 |
) |
|
$ |
(1,233 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Ultralife common shareholders - basic
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$ |
0.01 |
|
|
$ |
0.12 |
|
|
$ |
(0.06 |
) |
|
$ |
(0.06 |
) |
Discontinued operations
|
|
$ |
0.00 |
|
|
$ |
(0.04 |
) |
|
$ |
0.01 |
|
|
$ |
(0.03 |
) |
Total
|
|
$ |
0.00 |
|
|
$ |
0.08 |
|
|
$ |
(0.05 |
) |
|
$ |
(0.09 |
) |
Net income (loss) attributable to Ultralife common shareholders - diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$ |
0.01 |
|
|
$ |
0.12 |
|
|
$ |
(0.06 |
) |
|
$ |
(0.06 |
) |
Discontinued operations
|
|
$ |
0.00 |
|
|
$ |
(0.04 |
) |
|
$ |
0.01 |
|
|
$ |
(0.03 |
) |
Total
|
|
$ |
0.00 |
|
|
$ |
0.08 |
|
|
$ |
(0.05 |
) |
|
$ |
(0.09 |
) |
|
|
|
|
|
|
|
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|
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|
Weighted average shares outstanding - basic
|
|
|
17,477 |
|
|
|
17,443 |
|
|
|
17,465 |
|
|
|
17,403 |
|
Weighted average shares outstanding - diluted
|
|
|
17,572 |
|
|
|
17,443 |
|
|
|
17,465 |
|
|
|
17,403 |
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