-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, L3ad+rrCKU0UqV4CbgmicxA9FTexPDDqGc+QNeMjKXT7mMkoLXJGiDzI6+T+eYPZ 7bQJYZLrCV79cn84O8cQfQ== 0000720671-04-000035.txt : 20041104 0000720671-04-000035.hdr.sgml : 20041104 20041104094803 ACCESSION NUMBER: 0000720671-04-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041104 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041104 DATE AS OF CHANGE: 20041104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HALIFAX CORP CENTRAL INDEX KEY: 0000720671 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 540829246 STATE OF INCORPORATION: VA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08964 FILM NUMBER: 041118169 BUSINESS ADDRESS: STREET 1: 5250 CHEROKEE AVE CITY: ALEXANDRIA STATE: VA ZIP: 22312 BUSINESS PHONE: 7037502202 MAIL ADDRESS: STREET 1: 5250 CHEROKEE AVENUE CITY: ALEXANDRIA STATE: VA ZIP: 22312 FORMER COMPANY: FORMER CONFORMED NAME: HALIFAX ENGINEERING INC/VA DATE OF NAME CHANGE: 19911204 8-K 1 nov48ke.txt 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): November 4, 2004 HALIFAX CORPORATION (Exact name of registrant as specified in its charter) Virginia 1-08964 54-0829246 (State or other (Commission File (I.R.S. Employer jurisdiction of Number) Identification No.) incorporation) 5250 Cherokee Avenue, Alexandria, Virginia 22312 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (703) 658-2400 N/A Former name, former address, and former fiscal year, if changed since last report Check the appropriate box below if the Form 8-K filing is intended to 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. The following information is being provided pursuant to Item 2.02. Such information, including the exhibit attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended. On November 4, 2004, Halifax Corporation issued a press release reporting its results for the second quarter of fiscal year 2005. A copy of this press release is attached hereto as an exhibit and is incorporated herein by reference. FOREWARD-LOOKING STATEMENTS Some of the information in this report on Form 8-K or the documents incorporated by reference in this report on Form 8-K may contain forward-looking statements. You can identify these statements by words or phrases such as "will likely result," "may," "are expected to," "will continue to," "is anticipated," "estimate," "projected," "intends to" or other similar words. These forward-looking statements regarding our business and prospects are based upon numerous assumptions about future conditions, which may ultimately prove to be inaccurate. Actual events and results may materially differ from anticipated results described in those statements. Forward-looking statements involve risks and uncertainties described in the Form 8-K, which could cause our actual results to differ materially from historical earnings and those presently anticipated. When considering forward-looking statements, you should keep those risk factors in mind as well as the other cautionary statements in this report on Form 8-K. You should not place undue reliance on any forward-looking statements. Item 9.01 Financial Statements and Exhibits. (a) Financial Statements of Businesses Acquired None. (b) Pro-forma Financial Information None. (c) Exhibits 99.1 Press Release dated November 4, 2004 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. HALIFAX CORPORATION Date: November 4, 2004 By: /s/Joseph Sciacca Joseph Sciacca Vice President, Finance & CFO EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated November 4, 2004 EX-99.1 2 ex991e.txt Exhibit 99.1 HALIFAX ANNOUNCES SECOND QUARTER FINANCIAL RESULTS Revenues Increase 19% Due to New Contract Wins ALEXANDRIA, VA - November 4, 2004 -Halifax Corporation (AMEX:HX) today announced its financial results for the quarter ended September 30, 2004. Revenues for the second quarter of fiscal 2005 were $14.8 million versus $12.5 million for the same period in 2003, an increase of 19%. The revenue growth was due primarily to the start of several new contracts in both high-availability maintenance services and secure network services. Operating income was $214,000, for the second quarter of fiscal 2005 versus $303,000 for last year's comparable quarter. Cost of services for the quarter were significantly higher than normal due to initial start-up costs associated with the commencement of a long-term nationwide contract and should return to normal rates in the third quarter. The Company noted that operating income was also reduced by a non-recurring charge of $179,000 relating to the abandonment of certain facilities. Net income for the quarter ended September 30, 2004, was $44,000, or $0.02 per basic and $0.01 per diluted share, versus $152,000, or $0.06 per basic and diluted share, for the comparable quarter of last year. Charles McNew, president and chief executive officer, noted, "We're pleased with our continuing top-line growth. During the second quarter, we made a sizable investment to launch a large nationwide contract with a new customer." "Now, with the recently completed acquisition of AlphaNational and with most of our new contract start-up costs behind us, we believe we will generate additional revenue growth and improved earnings for the balance of the fiscal year." For the six months ended September 30, 2004, revenues were $28.3 million compared to $23.1 million for the same period last year, an increase of 22%. Operating income for the six months ended September 30, 2004, was $500,000 versus $502,000 for the same period in 2003. Net income was $135,000, or $0.05 per basic and diluted share, for the first six months of this year compared to $203,000, or $0.09 per basic and $0.08 per diluted share, for the comparable period in 2003. McNew added, "Our high-availability maintenance services and our secure network services businesses are both growing at healthy rates. We are successfully integrating AlphaNational into our organization, and we remain bullish about our combined opportunities. In fact, our backlog at September 30, 2004, was $78.5 million, up 64% compared to March 31, 2004." He concluded, "We are well positioned to continue to grow while improving profitability and building shareholder value." The Company will host a conference call for investors at 11 a.m. EST on Thursday, November 4, 2004, to review the financial and operational results for the quarter. The conference call phone number is 800-670- 3536 for U.S. callers and 212-748-2803 for international callers. The conference call replay will be available from 1 p.m. EST on Thursday, November 4, 2004, to 1 p.m. EST on Friday, November 5, 2004. The replay number is 800-633-8284 for U.S. callers and 402-977-9140 for international callers. The reservation number is 21212860. Founded in 1967, Halifax Corporation is an enterprise maintenance solutions company providing a wide range of technology services to commercial and government customers throughout the United States. The Company's principal products are high availability hardware maintenance services, technology deployment and integration services, and secure network program services. More information regarding Halifax can be found at www.hxcorp.com. The information on the website listed above is not and should not be considered part of this document and is not incorporated by reference in this document. This website is and only is intended to be an inactive textual reference. Certain statements made by the Company which are not historical facts may be considered forward-looking statements, including, without limitation, statements as to trends, management's beliefs, views, expectations and opinions, which are based upon a number of assumptions concerning future conditions that ultimately may prove to be inaccurate. Such forward-looking statements are subject to risks and uncertainties and may be affected by various factors that may cause actual results to differ materially from those in the forward-looking statements. For further information that could affect the Company's financial statements, please refer to the Company's reports filed with the Securities and Exchange Commission.
Halifax Corporation Summary Financial Data (in 000's except per share Three Months Ended Six Months Ended amounts) September 30, September 30, Statements of Operations 2004 2003 2004 2003 Revenues $14,809 $12,461 $28,250 $ 23,137 Cost of services 13,138 10,965 24,914 20,320 Selling, Marketing, General & Administrative 1,278 1,193 2,657 2,315 Abandonment of facility 179 - 179 - Operating income 214 303 500 502 Interest expense (158) (136) (297) (279) Income before income taxes 56 167 203 223 Income tax expense (12) (15) (68) (20) Net income $ 44 $ 152 $ 135 $ 203 Earnings per common share - basic: $ .02 $ .06 $ .05 $ .09 Earnings per common share - $ .01 $ .06 $ .05 $ .08 diluted: Weighted average number of common shares outstanding: Basic 2,927 2,557 2,920 2,365 Diluted 2,970 2,627 2,971 2,400
Balance Sheets September 30, 2004 March 31, 2004 Current assets Cash $ 18 $ 430 Trade accounts receivable, net 11,990 9,364 Inventory, net 5,935 5,845 Prepaid expense and other current assets 768 599 Deferred tax asset 1,148 1,204 Total current assets 19,859 17,442 Property and equipment, net 1,806 1,598 Goodwill and intangibles, net 7,360 4,606 Other assets 146 149 Deferred tax asset 2,685 2,696 Total assets $ 31,856 $ 26491 Liabilities and Stockholders' Equity Current liabilities Accounts payable and accrued expenses $ 8,108 $ 6,723 Deferred maintenance revenue 3,990 2,543 Current portion of long-term dept 1,495 523 Total current liabilities 13,593 9,789 Long-Term bank debt 7,430 7,246 Subordinated debt-affiliate 2,400 2,400 Deferred income 308 337 Total liabilities 23,731 19,772 Stockholders' equity 8,125 6,719 Total liabilities and stockholders' equity $ 31,856 $ 26,491
-----END PRIVACY-ENHANCED MESSAGE-----