ulbi20210728_8k.htm
false 0000875657 0000875657 2021-07-29 2021-07-29
 
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
 
 
July 29, 2021
Date of Report (Date of Earliest Event Reported)
 
 
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)
 
Securities registered pursuant to Section 12(b) of the Act:
Common Stock, $0.10 par
value per share
ULBI
NASDAQ
(Title of each class)
(Trading Symbol)
(Name of each exchange on which
registered)
 
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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging Growth Company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
 

 
Item 2.02 Results of Operations and Financial Condition
 
On July 29, 2021, Ultralife Corporation issued a press release regarding the financial results for its second quarter ended June 30, 2021. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by this reference.
 
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 as 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
 
(d) Exhibits.
 
Exhibit
Number
 
Exhibit Description
 
99.1
   
104
 
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: July 29, 2021
 
ULTRALIFE CORPORATION
     
     
 
By:
/s/ Philip A. Fain
   
Philip A. Fain
   
Chief Financial Officer and Treasurer
 
 
 
ex_268724.htm

Exhibit 99.1

 

https://cdn.kscope.io/3956152e15bb0f329e08bba368848ea2-img01.jpg

 

 

Ultralife Corporation Reports Second Quarter Results

 

 

NEWARK, N.Y. – July 29, 2021 -- Ultralife Corporation (NASDAQ: ULBI) reported operating income of $1.1 million on revenue of $26.8 million for the second quarter ended June 30, 2021. For the second quarter of 2020, the Company reported operating income of $2.3 million on revenue of $28.6 million.

 

“Ultralife’s end-market diversification strategy continues to serve us well. For the second quarter, sales increased sequentially 3% from the first quarter as our oil & gas revenues rebounded, growing 49% year over year. Medical sales abated from last year’s COVID-related demand spike yet were above pre-pandemic levels, and sales from government/defense customers were soft relative to last year’s strong shipment flows,” said Michael D. Popielec, President and Chief Executive Officer. “Given our solid liquidity position, we increased investments in capex and critical engineering resources to support new contracts and completion of transformational new products. Although these investments weighed on operating and net income year-over-year comparisons, sequential EPS grew 20% on the strength of gains in commercial sales.”

 

Added Mr. Popielec, “Supply chains and logistics continue to be the source of operational challenges, delaying some shipments and increasing freight costs, and clouding our visibility for the second half of the year. Nevertheless, activity in our end markets remains high and our goal is to continue improving our financial performance each quarter. We remain focused on executing near-term growth initiatives and developing long-term growth opportunities while adhering to our proven and profitable business model.”

 

Second Quarter 2021 Financial Results

 

Revenue was $26.8 million, a decrease of $1.8 million, or 6.3%, compared to $28.6 million for the second quarter of 2020. Overall, commercial sales decreased 1.0% and government/defense sales decreased 13.2% from the 2020 period. Battery & Energy Products declined 4.8% to $22.9 million, compared to $24.0 million last year, with a 48.6% increase in oil & gas market sales and a 23.2% increase in 9-Volt sales offset by a 27.9% decrease in medical battery sales and a 12.7% decrease in government/defense sales. Communications Systems sales decreased 13.9% to $3.9 million compared to $4.5 million for the same period last year, primarily due to 2020 shipments of vehicle amplifier-adaptor systems to support the U.S. Army’s Network Modernization initiatives completing the delivery orders announced in October 2018. During the 2021 second quarter, increased lead times on components from suppliers and other COVID-19 related logistics matters resulted in delays in our shipments to future periods. We estimate that the delayed shipments adversely impacted revenue for the 2021 second quarter by approximately $1.5 million.

 

 

 

Gross profit was $7.3 million, or 27.1% of revenue, compared to $8.0 million, or 27.9% of revenue, for the same quarter a year ago. Battery & Energy Products’ gross margin was 26.3%, compared to 25.1% last year, as a result of favorable sales product mix and lower scrap and rework on new products transitioning to high volume production. Communications Systems gross margin was 32.1%, compared to 42.8% last year, primarily due to the favorable sales mix in 2020 of the vehicle amplifier-adaptor systems for the U.S. Army.

 

Operating expenses were $6.2 million compared to $5.7 million last year, representing an increase of 9.0%, primarily relating to our continued investment in engineering resources for new product development, including resources dedicated to the Conformal Wear Battery IDIQ contract awarded in May 2021. Operating expenses were 23.1% of revenue compared to 19.8% of revenue for the year-earlier period.

 

Operating income was $1.1 million compared to $2.3 million last year, and operating margin was 4.1% compared to 8.0% last year. We estimate that delayed shipments resulting from supply chain and other COVID-19 related logistics matters adversely impacted operating income for the 2021 second quarter by approximately $0.5 million.

 

Net income was $0.8 million or $0.05 per diluted share using the U.S. statutory tax rate, compared to net income of $1.7 million or $0.10 per diluted share for the second quarter of 2020. Adjusted EPS was $0.06 on a diluted basis for the second quarter of 2021, compared to $0.13 for the 2020 period. Adjusted EPS excludes the provision for deferred taxes which primarily represents non-cash charges of $.2 million for U.S. taxes which will be fully offset by net operating loss carryforwards and other tax credits for the foreseeable future. We estimate that delayed shipments resulting from supply chain and other COVID-19 related logistics matters adversely impacted Adjusted EPS for the 2021 second quarter by approximately $0.03.

 

During the second quarter of 2021, our cash-on-hand increased by 15.9% to $15.8 million and our debt was reduced by 36.6% to $0.7 million.

 

See the “Non-GAAP Financial Measures” section of this release for a reconciliation of Adjusted EPS to EPS and Adjusted EBITDA to Net Income Attributable to Ultralife Corporation.

 

 

 

 

About Ultralife Corporation

 

Ultralife Corporation serves its markets with products and services ranging from 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.ultralifecorporation.com.

 

 

 

Conference Call Information

 

Ultralife will hold its second quarter earnings conference call today at 8:30 AM ET. To participate in the live call, please dial (800) 915-4836 at least ten minutes before the scheduled start time, identify yourself and ask for the Ultralife call. A live webcast of the conference call will be available to investors in the Events & Presentations section of the Company's website at http://investor.ultralifecorporation.com. 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.

 

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 the impact of COVID-19, potential reductions in revenues from key customers, acceptance of our new products on a global basis and uncertain global economic conditions. 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 30,

2021

   

December 31,

2020

 

Current Assets:

               

Cash

  $ 15,828     $ 10,653  

Trade Accounts Receivable, Net

    18,712       21,054  

Inventories, Net

    27,414       28,193  

Prepaid Expenses and Other Current Assets

    2,351       4,596  

Total Current Assets

    64,305       64,496  
                 

Property, Plant and Equipment, Net

    22,720       22,850  

Goodwill

    27,115       27,018  

Other Intangible Assets, Net

    8,936       9,209  

Deferred Income Taxes, Net

    11,459       11,836  

Other Non-Current Assets

    1,985       2,292  

Total Assets

  $ 136,520     $ 137,701  
                 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

Current Liabilities:

               

Accounts Payable

  $ 9,545     $ 10,839  

Current Portion of Long-Term Debt, Net

    624       1,361  

Accrued Compensation and Related Benefits

    1,396       1,748  

Accrued Expenses and Other Current Liabilities

    3,966       4,758  

Total Current Liabilities

    15,531       18,706  

Deferred Income Taxes

    492       515  

Other Non-Current Liabilities

    1,260       1,557  

Total Liabilities

    17,283       20,778  
                 

Shareholders' Equity:

               

Common Stock

    2,047       2,037  

Capital in Excess of Par Value

    186,138       185,464  

Accumulated Deficit

    (46,116 )     (47,598 )

Accumulated Other Comprehensive Loss

    (1,586 )     (1,782 )

Treasury Stock

    (21,388 )     (21,321 )

Total Ultralife Equity

    119,095       116,800  

Non-Controlling Interest

    142       123  

Total Shareholders’ Equity

    119,237       116,923  
                 

Total Liabilities and Shareholders' Equity

  $ 136,520     $ 137,701  

 

 

 

ULTRALIFE CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In Thousands Except Per Share Amounts)

(Unaudited)

 

   

Three-Month Period Ended

   

Six-Month Period Ended

 
   

June 30,

   

June 30,

   

June 30,

   

June 30,

 
   

2021

   

2020

   

2021

   

2020

 

Revenues:

                               

Battery & Energy Products

  $ 22,875     $ 24,036     $ 44,986     $ 44,797  

Communications Systems

    3,895       4,524       7,757       9,577  

Total Revenues

    26,770       28,560       52,743       54,374  
                                 

Cost of Products Sold:

                               

Battery & Energy Products

    16,859       18,010       33,534       33,455  

Communications Systems

    2,644       2,587       4,964       5,622  

Total Cost of Products Sold

    19,503       20,597       38,498       39,077  
                                 

Gross Profit

    7,267       7,963       14,245       15,297  
                                 

Operating Expenses:

                               

Research and Development

    1,853       1,275       3,500       2,823  

Selling, General and Administrative

    4,323       4,394       8,702       8,695  

Total Operating Expenses

    6,176       5,669       12,202       11,518  
                                 

Operating Income

    1,091       2,294       2,043       3,779  
                                 

Other Expense

    21       117       77       209  

Income Before Income Tax Provision

    1,070       2,177       1,966       3,570  
                                 

Income Tax Provision

    248       499       465       818  
                                 

Net Income

    822       1,678       1,501       2,752  
                                 

Net Income Attributable to Non-Controlling Interest

    11       20       19       35  
                                 

Net Income Attributable to Ultralife Corporation

  $ 811     $ 1,658     $ 1,482     $ 2,717  
                                 
                                 

Net Income Per Share Attributable to Ultralife Common Shareholders Basic

  $ .05     $ .10     $ .09     $ .17  
                                 

Net Income Per Share Attributable to Ultralife Common Shareholders Diluted

  $ .05     $ .10     $ .09     $ .17  
                                 

Weighted Average Shares Outstanding Basic

    16,019       15,882       15,997       15,880  
                                 

Weighted Average Shares Outstanding Diluted

    16,260       16,133       16,194       16,114  

 

 

 

Non-GAAP Financial Measures:

 

Adjusted Earnings Per Share

 

In evaluating our business, we consider and use Adjusted EPS, a non-GAAP financial measure, as a supplemental measure of our business performance in addition to GAAP financial measures. We define Adjusted EPS as net income attributable to Ultralife Corporation excluding the provision for deferred taxes divided by our weighted average shares outstanding on both a basic and diluted basis. We believe that this information is useful in providing period-to-period comparisons of our results by reflecting the portion of our tax provision that we expect will be offset by our U.S. net operating loss carryforwards and other tax credits for the foreseeable future. We reconcile Adjusted EPS to EPS, the most comparable financial measure under GAAP. Neither current nor potential investors in our securities should rely on Adjusted EPS as a substitute for any GAAP measures and we encourage investors to review the following reconciliation of Adjusted EPS to EPS and net income attributable to Ultralife Corporation.

 

 

ULTRALIFE CORPORATION AND SUBSIDIARIES

CALCULATION OF ADJUSTED EPS

(In Thousands Except Per Share Amounts)

(Unaudited)

 

   

Three-Month Period Ended

 
   

June 30, 2021

   

June 30, 2020

 
   

Amount

   

Per

Basic

Share

   

Per

Diluted

Share

   

Amount

   

Per

Basic

Share

   

Per

Diluted

Share

 

Net Income

  $ 811     $ .05     $ .05     $ 1,658     $ .10     $ .10  

Deferred Tax Provision

    177       .01       .01       391       .03       .03  

Adjusted Net Income

  $ 988     $ .06     $ .06     $ 2,049     $ .13     $ .13  
                                                 

Weighted Average Shares Outstanding

            16,019       16,260               15,882       16,133  

 

   

Six-Month Period Ended

 
   

June 30, 2021

   

June 30, 2020

 
   

Amount

   

Per

Basic

Share

   

Per

Diluted

Share

   

Amount

   

Per

Basic

Share

   

Per

Diluted

Share

 

Net Income

  $ 1,482     $ .09     $ .09     $ 2,717     $ .17     $ .17  

Deferred Tax Provision

    345       .02       .02       633       .04       .04  

Adjusted Net Income

  $ 1,827     $ .11     $ .11     $ 3,350     $ .21     $ .21  
                                                 

Weighted Average Shares Outstanding

            15,997       16,194               15,880       16,114  

 

 

 

Adjusted EBITDA

 

In evaluating our business, we consider and use Adjusted EBITDA, a non-GAAP financial measure, as a supplemental measure of our operating performance in addition to GAAP financial measures. We define Adjusted EBITDA as net income attributable to Ultralife Corporation before net interest expense, provision (benefit) for income taxes, depreciation and amortization, and stock-based compensation expense, plus/minus expense/income that we do not consider reflective of our ongoing continuing operations. We reconcile Adjusted EBITDA to net income attributable to Ultralife Corporation, the most comparable financial measure under GAAP. Neither current nor potential investors in our securities should rely on Adjusted EBITDA as a substitute for any GAAP measures and we encourage investors to review the following reconciliation of Adjusted EBITDA to net income attributable to Ultralife Corporation.

 

 

ULTRALIFE CORPORATION AND SUBSIDIARIES

CALCULATION OF ADJUSTED EBITDA

(Dollars in Thousands)

(Unaudited)

 

   

Three-Month Period Ended

   

Six-Month Period Ended

 
   

June 30,

2021

   

June 30,

2020

   

June 30,

2021

   

June 30,

2020

 
                                 

Net Income Attributable to Ultralife Corporation

  $ 811     $ 1,658     $ 1,482     $ 2,717  

Adjustments:

                               

Interest and Financing Expense, Net

    55       106       111       280  

Income Tax Provision

    248       499       465       818  

Depreciation Expense

    730       582       1,460       1,161  

Amortization Expense

    156       158       310       319  

Stock-Based Compensation Expense

    186       304       370       534  

Adjusted EBITDA

  $ 2,186     $ 3,307     $ 4,198     $ 5,829  

 

 

 

 

 

Company Contact:

Ultralife Corporation

Philip A. Fain

(315) 210-6110

pfain@ulbi.com

 

Investor Relations Contact:

LHA

Jody Burfening

(212) 838-3777

jburfening@lhai.com