ulbi20240424_8k.htm
false 0000875657 0000875657 2024-04-25 2024-04-25
 
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
 
 
April 25, 2024
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 April 25, 2024, Ultralife Corporation issued a press release regarding the financial results for its first quarter ended March 31, 2024. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by this reference.
 
 
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: April 25, 2024
 
ULTRALIFE CORPORATION
     
     
 
By:
/s/ Philip A. Fain
   
Philip A. Fain
   
Chief Financial Officer and Treasurer
 
 
 
ex_659532.htm

 

Exhibit 99.1

https://cdn.kscope.io/b095fd84e7344cd596fb41f1e5c766dd-logo.jpg

 

 

Ultralife Corporation Reports First Quarter Results

 

 

NEWARK, N.Y. – April 25, 2024 -- Ultralife Corporation (NASDAQ: ULBI) reported operating results for the first quarter ended March 31, 2024 with the following highlights:

 

 

Sales of $41.9 million representing a 31.4% year-over-year increase, including 54.7% growth in medical market sales

 

Gross profit of $11.5 million, or 27.4% of revenue, compared to $7.4 million, or 23.3% of revenue for the 2023 first quarter

 

Operating income of $4.1 million versus breakeven for the 2023 first quarter

 

GAAP EPS of $0.18 compared to a loss of $0.02 for the 2023 first quarter

 

Adjusted EBITDA of $5.2 million, a four-fold gain compared to $1.2 million last year

 

Backlog of $97.4 million exiting the 2024 first quarter

 

“Ultralife’s strong first quarter results are a testament to the teamwork and success to date of our gross margin improvement initiatives and continued demand in our core products, particularly from our government/defense and medical customers,” said Mike Manna, President and Chief Executive Officer.   “With the current healthy backlog and new product commercialization, we are prepared to capture additional organic growth opportunities, while we continue to drive gross margin improvements and invest in further new product development.  We are increasingly optimistic that we are positioned to sustain profitable growth, generate incremental cash flow to pay down debt, and invest in strategic capital expenditures and accretive acquisitions.”

 

 

First Quarter 2024 Financial Results

 

Revenue was $41.9 million, an increase of $10.0 million, or 31.4%, as compared to revenue of $31.9 million for the first quarter of 2023. Overall, government/defense sales increased 83.4% and commercial sales increased 8.6% over the 2023 period. Battery & Energy Products sales increased 22.9% to $35.0 million compared to $28.5 million last year reflecting increases of 73.6% in government/defense sales and 8.6% in commercial sales, including a 54.7% increase in medical battery sales and a 2.3% in industrial sales, partially offset by a decrease of 13.9% in oil & gas market sales. Communications Systems sales increased by 101.3% to $6.9 million compared to $3.4 million for the same period last year, primarily attributable to shipments of EL8000 server cases to a large multinational information technology company, integrated systems of amplifiers and radio vehicle mounts to a major international defense contractor under an ongoing allied country government/defense modernization program, and power systems to a U.S.-based global prime. Our total backlog exiting the 2024 first quarter was $97.4 million.

 

Gross profit was $11.5 million, or 27.4% of revenue, compared to $7.4 million, or 23.3% of revenue, for the same quarter a year ago. Battery & Energy Products gross margin was 25.7%, compared to 22.9% last year, primarily due to higher cost absorption and more efficiencies resulting from a concerted effort to level-load production more evenly across the 2024 quarter, as well as improved price realization. Communications Systems gross margin was 35.8% compared to 26.8% last year, primarily due to higher factory volume and favorable sales product mix.

 

 

 

Operating expenses were $7.4 million, compared to $7.4 million for the 2023 first quarter. Operating expenses were 17.7% of revenue compared to 23.2% of revenue for the year-earlier period.

 

The combination of higher sales leveraged by improved gross margin and level operating expenses resulted in a $4.0 million increase in operating income to $4.1 million from breakeven last year. Operating margin increased to 9.7% compared to 0.1% last year. Operating results for the first quarter of 2023 were negatively impacted by the January 25, 2023 cybersecurity attack.

 

Net income was $2.9 million or $0.18 per diluted share on a GAAP basis, compared to a net loss of $0.3 million or $0.02 per diluted share for the first quarter of 2023. Adjusted EPS was $0.21 on a diluted basis for the first quarter of 2024, compared to a loss of $0.05 for the 2023 period. Adjusted EPS excludes the provision for deferred taxes which primarily represents non-cash charges for U.S. taxes which we expect will be fully offset by net operating loss carryforwards and other tax credits for the foreseeable future.

 

Adjusted EBITDA, defined as EBITDA including non-cash, stock-based compensation expense, was $5.2 million for the first quarter of 2024, or 12.5% of sales, compared to $1.2 million, or 3.6% of sales, for the year-earlier period.

 

See the “Non-GAAP Financial Measures” section of this release for a reconciliation of adjusted EBITDA to net income attributable to Ultralife Corporation and adjusted EPS to EPS.

 

 

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 first quarter earnings conference call today at 8:30 AM ET.

 

To ensure a fast and reliable connection to our investor conference call, we now require participants dialing in by phone to register using the following link prior to the call: https://register.vevent.com/register/BI5d712724df6d4c65bb6496c4ce2d606f. This will eliminate the need to speak with an operator. Once registered, dial-in information will be provided along with a personal identification number. Should you register early and misplace your details, you can simply click back on this same link at any time to register and view this information again. 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 uncertain global economic conditions, reductions in revenues from key customers, delays or reductions in U.S. and foreign military spending, acceptance of our new products on a global basis, and disruptions or delays in our supply of raw materials and components due to business conditions, global conflicts, weather or other factors not under our control. 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

 

   

March 31,

2024

   

December 31,

2023

 

Current Assets:

               

Cash

  $ 10,099     $ 10,278  

Trade Accounts Receivable, Net

    35,278       31,761  

Inventories, Net

    43,821       42,215  

Prepaid Expenses and Other Current Assets

    5,104       5,949  

Total Current Assets

    94,302       90,203  
                 

Property, Plant and Equipment, Net

    20,670       21,117  

Goodwill

    37,499       37,571  

Other Intangible Assets, Net

    14,867       15,107  

Deferred Income Taxes, Net

    9,873       10,567  

Other Non-Current Assets

    3,340       3,711  

Total Assets

  $ 180,551     $ 178,276  
                 

LIABILITIES AND SHAREHOLDERS' EQUITY

 

Current Liabilities:

               

Accounts Payable

  $ 13,315     $ 11,336  

Current Portion of Long-Term Debt

    2,000       2,000  

Accrued Compensation and Related Benefits

    2,013       3,115  

Accrued Expenses and Other Current Liabilities

    6,048       7,279  

Total Current Liabilities

    23,376       23,730  

Long-Term Debt, Net

    23,140       23,624  

Deferred Income Taxes, Net

    1,675       1,714  

Other Non-Current Liabilities

    3,415       3,781  

Total Liabilities

    51,606       52,849  
                 

Shareholders' Equity:

               

Common Stock

    2,089       2,078  

Capital in Excess of Par Value

    189,995       189,160  

Accumulated Deficit

    (37,863 )     (40,754 )

Accumulated Other Comprehensive Loss

    (3,892 )     (3,660 )

Treasury Stock

    (21,492 )     (21,492 )

Total Ultralife Equity

    128,837       125,332  

Non-Controlling Interest

    108       95  

Total Shareholders’ Equity

    128,945       125,427  
                 

Total Liabilities and Shareholders' Equity

  $ 180,551     $ 178,276  

 

 

 

 

ULTRALIFE CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

 (In Thousands Except Per Share Amounts)

(Unaudited)

 

   

Three-Month Period Ended

 
   

March 31,

   

March 31,

 
   

2024

   

2023

 

Revenues:

               

Battery & Energy Products

  $ 34,989     $ 28,470  

Communications Systems

    6,938       3,446  

Total Revenues

    41,927       31,916  
                 

Cost of Products Sold:

               

Battery & Energy Products

    26,003       21,958  

Communications Systems

    4,454       2,522  

Total Cost of Products Sold

    30,457       24,480  
                 

Gross Profit

    11,470       7,436  
                 

Operating Expenses:

               

Research and Development

    1,756       2,032  

Selling, General and Administrative

    5,651       5,378  

Total Operating Expenses

    7,407       7,410  
                 

Operating Income (Loss)

    4,063       26  
                 

Other Expense

    456       494  

Income (Loss) Before Income Tax Provision

    3,607       (468 )
                 

Income Tax Provision (Benefit)

    703       (133 )
                 

Net Income (Loss)

    2,904       (335 )
                 

Net Income Attributable to Non-Controlling Interest

    (13 )     (11 )
                 

Net Income (Loss) Attributable to Ultralife Corporation

  $ 2,891     $ (346 )
                 

Net Income (Loss) Per Share Attributable to Ultralife Common Shareholders Basic

  $ 0.18     $ (0.02 )
                 

Net Income (Loss) Per Share Attributable to Ultralife Common Shareholders Diluted

  $ 0.18     $ (0.02 )
                 

Weighted Average Shares Outstanding Basic

    16,396       16,135  
                 

Weighted Average Shares Outstanding Diluted

    16,518       16,135  

 

 

 

 

 

Non-GAAP Financial Measures

 

 

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 (loss) 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 (loss) 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 (loss) attributable to Ultralife Corporation.

 

 

ULTRALIFE CORPORATION AND SUBSIDIARIES

CALCULATION OF ADJUSTED EBITDA

(Dollars in Thousands)

(Unaudited)

 

   

Three-Month Period Ended

 
   

March 31,

2024

   

March 31,

2023

 
                 

Net Income (Loss) Attributable to Ultralife Corporation

  $ 2,891     $ (346 )

Adjustments:

               

Interest Expense, Net

    520       424  

Income Tax Provision (Benefit)

    703       (133 )

Depreciation Expense

    740       762  

Amortization of Intangible Assets

    228       209  

Stock-Based Compensation Expense

    161       139  

Non-Recurring – Cyber Insurance Deductible

    -       100  

Adjusted EBITDA

  $ 5,243     $ 1,155  

 

 

 

 

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 (loss) 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 (loss) attributable to Ultralife Corporation.

 

 

ULTRALIFE CORPORATION AND SUBSIDIARIES

CALCULATION OF ADJUSTED EPS

(In Thousands Except Per Share Amounts)

(Unaudited)

 

   

Three-Month Period Ended

 
   

March 31, 2024

   

March 31, 2023

 
   

Amount

   

Per

Basic

Share

   

Per

Diluted

Share

   

Amount

   

Per

Basic

Share

   

Per

Diluted

Share

 

Net Income (Loss) Attributable to Ultralife Corporation

  $ 2,891     $ .18     $ .18     $ (346 )   $ (0.02 )   $ (0.02 )

Deferred Tax Provision (Benefit)

    650       .04       .03       (390 )     (.03 )     (.03 )

Adjusted Net Income (Loss)

  $ 3,541     $ .22     $ .21     $ (736 )   $ (.05 )   $ (.05 )
                                                 

Weighted Average Shares Outstanding

            16,396       16,518               16,135       16,135  

 

 

 

 

 

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