SEC Filing | Ultralife Corporation

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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 the earliest event reported) July 31, 2014



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

NEWARK, N.Y. – July 31, 2014 -- Ultralife Corporation (NASDAQ: ULBI) reported an operating loss from continuing operations of $1.3 million on revenue of $15.2 million for the quarter ended June 29, 2014. For the second quarter of 2013, the company reported an operating loss from continuing operations of $1.9 million on revenue of $17.3 million.

Discontinued operations for the second quarter of 2013 included the final adjustments relating to the sale of RedBlack. All revenue, gross margin and operating expense amounts presented below represent results from continuing operations.

Revenue was $15.2 million, compared to $17.3 million for the second quarter of 2013, a 12% decline, reflecting a decrease of $2.5 million in Battery & Energy Products sales partially offset by a $0.4 million increase in Communications Systems sales. Battery & Energy Products sales were $12.2 million, compared to $14.7 million last year, a 17% decrease, reflecting a 19% increase in commercial sales more than offset by a 53% decline in Government/Defense sales. Communications Systems sales were $3.0 million, compared to $2.6 million for the same period last year, an increase of 16%, driven by the fulfillment of a $1.9 million order for the recently introduced Universal Vehicle Adaptors.

Gross profit was $4.2 million, or 27.7% of revenue, compared to $4.5 million, or 26.2% of revenue, for the same quarter a year ago. The 150 basis point improvement reflects a higher mix of higher margin Communications Systems sales. Communications Systems’ gross margin was 44.0%, compared to 39.3%, an increase of 470 basis points reflecting higher volumes and favorable product mix. Battery & Energy Products’ gross margin was 23.6%, compared to 23.8% last year, essentially flat.

Operating expenses decreased by 13% to $5.5 million, compared to $6.4 million a year ago, primarily reflecting reductions in general and administrative expenses. Operating expenses were 36.4% of revenue, compared to 37.0% for the year earlier period.

With the reduction in operating expenses and the improvement in gross margin offsetting the decline in volume, the operating loss was narrowed to $1.3 million for the quarter from $1.9 million last year.

As a result, the company reported a net loss from continuing operations of $1.4 million, or $0.08 per share, compared to a net loss of $2.0 million, or $0.11 per share, for the second quarter of 2013. Net income from discontinued operations was $0.0 million, or $0.00 per share, compared to a net loss of $0.1 million, or $0.01 per share, for the second quarter of 2013.

Despite the company’s commercial sales momentum, management now expects revenue for the year to be approximately 10% below last year given the reductions in global government and defense spending to date that are likely to persist. As a result of the revised outlook for revenue, management now expects a slight operating loss for the year in the range of 2 – 3% of sales.

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 Financial Statements, Pro Forma Financials and Exhibits.

(a) Exhibits

99.1 Press Release of Ultralife Corporation dated July 31, 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: July 31, 2014		ULTRALIFE Corporation


	By:	/s/ Philip A. Fain
		Philip A. Fain
		Chief Financial Officer and Treasurer

EXHIBIT INDEX

Exhibit No. Description

99.1 Press Release of Ultralife Corporation dated July 31, 2014

Exhibit 99.1

Company Contact:	Investor Relations Contact:
Ultralife Corporation	LHA
Philip A. Fain	Jody Burfening
(315) 210-6110	(212) 838-3777
pfain@ulbi.com	jburfening@lhai.com

Ultralife Corporation Reports Second Quarter Results

“The ongoing retrenchment of government and defense spending worldwide weighed on the second quarter performance of both Battery & Energy Products and Communications Systems. Nevertheless, we are encouraged by the progress we are making in diversifying our revenue sources and by the returns we are beginning to realize on our investments in new product development,” said Michael D. Popielec, Ultralife’s president and chief executive officer. “On the strength of a 19% increase in commercial sales for Battery & Energy Products, the mix of total company commercial revenue grew to 57% from 42% last year. New products introduced in the past two years accounted for nearly all of this increase in commercial sales. In addition, we recently received a $1 million order for our large format battery MKM system from a US public sector customer. Overall our diversification strategy, grounded in new product development, continues to gain traction.”

Second Quarter 2014 Financial Results

Outlook

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.

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://www.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.

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: potential reductions in U.S. military spending, uncertain global economic conditions and acceptance of our new products on a global basis. 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.

ULTRALIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Dollars in Thousands)
(unaudited)

ASSETS
		June 29,			December 31,
		2014			2013
Current assets:
Cash and cash equivalents	$	17,160		$	16,489
Trade accounts receivable, net		10,095			14,238
Inventories, net		27,079			26,053
Prepaid expenses and other current assets		1,556			1,878
Total current assets		55,890			58,658
Property, equipment and improvements, net		9,916			10,202
Goodwill, intangibles and other assets		21,125			21,334
Total assets	$	86,931		$	90,194

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	7,115		$	7,053
Accrued compensation and related benefits		1,838			1,908
Accrued expenses and other current liabilities		1,909			3,214
Total current liabilities		10,862			12,175
Deferred income taxes and other non-current liabilities		4,450			4,374
Total liabilities		15,312			16,549

Commitments and contingencies (Note 10)

Shareholders' equity:
Common stock		1,892			1,888
Capital in excess of par value		175,462			174,932
Accumulated deficit		(97,450	)		(94,804	)
Accumulated other comprehensive loss		(479	)		(614	)
Treasury stock		(7,697	)		(7,658	)
Total Ultralife equity		71,728			73,744
Noncontrolling interest		(109	)		(99	)
Total shareholders’ equity		71,619			73,645

Total liabilities and shareholders' equity	$	86,931		$	90,194

ULTRALIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands except per share amounts)
(unaudited)

	Three month periods ended						Six month periods ended
	June 29,			June 30,			June 29,			June 30,
	2014			2013			2014			2013

Revenues:
Battery & energy products	$	12,165		$	14,656		$	26,087		$	27,709
Communication systems		3,034			2,623			4,397			10,589
Total revenues		15,199			17,279		$	30,484			38,298

Cost of products sold:
Battery & energy products		9,289			11,166			19,410			21,119
Communication systems		1,698			1,591			2,527			6,278
Total cost of products sold		10,987			12,757			21,937			27,397

Gross profit		4,212			4,522			8,547			10,901

Operating expenses:
Research and development		1,560			1,669			2,996			3,038
Selling, general and administrative		3,976			4,727			7,971			9,362
Total operating expenses		5,536			6,396			10,967			12,400

Operating loss		(1,324	)		(1,874	)		(2,420	)		(1,499	)

Other (expense) income:
Interest income		—			12			9			14
Interest and financing expense		(41	)		(43	)		(97	)		(133	)
Miscellaneous		46			2			30			(23	)
Loss income from continuing operations before income taxes		(1,319	)		(1,903	)		(2,478	)		(1,641	)
Income tax provision		57			53			117			151

Net loss from continuing operations		(1,376	)		(1,956	)		(2,595	)		(1,792	)
Income (loss) from discontinued operations, net of tax		—			(120	)		(61	)		144

Net loss		(1,376	)		(2,076	)		(2,656	)		(1,648	)

Net loss attributable to noncontrolling interest		16			3			10			9

Net loss attributable to Ultralife		(1,360	)		(2,073	)		(2,646	)		(1,639	)

Other comprehensive income:
Foreign currency translation adjustments		73			148			139			21

Comprehensive loss attributable to Ultralife	$	(1,287	)	$	(1,925	)	$	(2,507	)	$	(1,618	)

Net loss per share attributable to Ultralife common shareholders – basic:
Continuing operations	$	(.08	)	$	(.11	)	$	(.15	)	$	(.10	)
Discontinued operations		—			(.01	)		(.00	)		.01
Total	$	(.08	)	$	(.12	)	$	(.15	)	$	(.09	)

Weighted average shares outstanding – basic		17,533			17,459			17,523			17,458