-----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, GJDHu87nazIhGsoDo3CHpuXyRe8vEUS07LeCqWHWuBdefemANIR+9pl941ZBZP3C hhrkyhmTrALRBHZa1s8cCw== 0000720671-07-000019.txt : 20070815 0000720671-07-000019.hdr.sgml : 20070815 20070815085834 ACCESSION NUMBER: 0000720671-07-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070815 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070815 DATE AS OF CHANGE: 20070815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HALIFAX CORP OF VIRGINIA 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: 071058060 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 CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: HALIFAX ENGINEERING INC/VA DATE OF NAME CHANGE: 19911204 8-K 1 f8k1qtre.txt FORM 8-K 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): August 15, 2007 HALIFAX CORPORATION OF VIRGINIA (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 August 15, 2007, Halifax Corporation of Virginia issued a press release reporting its financial results for the first quarter ended June 30, 2007. A copy of this press release is attached hereto as an exhibit and is incorporated herein by reference. FOREWARD-LOOKING STATEMENTS Certain statements in this Currant Report on Form 8-K constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. While forward-looking statements sometimes are presented with numerical specificity, they are based on various assumptions made by management regarding future events over which we have little or no control. Forward-looking statements may be identified by words including "anticipate," "believe," "estimate," "expect" and similar expressions. We caution readers that forward- looking statements, including without limitation, those relating to future business prospects, revenues, working capital, liquidity, and income, are subject to certain risks and uncertainties that would cause actual results to differ materially from those indicated in the forward- looking statements. Factors that could cause actual results to differ from forward-looking statements include the concentration of our revenues, risks involved in contracting with our customers, including difficulties to accurately estimate costs when bidding on a contract and the occurrence of start-up costs prior to receiving revenues and contract with fixed price provisions, government contracting risks, potential conflicts of interest, difficulties we may have in attracting and retaining management, professional and administrative staff, fluctuation in quarterly results, risks related to acquisitions and acquisition strategy, continued favorable banking relationships, the availability of capital to finance operations and ability to make payments on outstanding indebtedness, weakened economic conditions, acts of terrorism, risks related to competition and our ability to continue to perform efficiently on contracts, and other risks and factors identified from time to time in the reports we file with the Securities and Exchange Commission ("SEC"), including our Annual Report on Form 10-K. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. Forward-looking statements are intended to apply only at the time they are made. Moreover, whether or not stated in connection with a forward-looking statement, the Company undertakes no obligation to correct or update a forward-looking statement should we later become aware that it is not likely to be achieved. If the Company were to update or correct a forward-looking statement, you should not conclude that the Company will make additional updates or correction thereafter. 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 August 15, 2007 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: August 15, 2007 By: /s/Joseph Sciacca Joseph Sciacca Vice President, Finance & CFO EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated August 15, 2007 EX-99.1 2 exh991e.txt EXHIBIT 99.1 Exhibit 99.1 HALIFAX ANNOUNCES FIRST QUARTER FINANCIAL RESULTS Company Reports Growth in Gross Profit Margin and Net Income ALEXANDRIA, VA - August 15, 2007 - Halifax Corporation (AMEX: HX) today announced its financial results for the quarter ended June 30, 2007. The Company reported revenues of $12.5 million compared to $12.7 million for the first quarter of fiscal 2007. The slight decrease in revenue was primarily due to the elimination of certain under-performing contracts, which was partially offset by newly awarded, and more profitable, business. Halifax reported a gross margin of $1.5 million, or 11.9%, for the current quarter versus $1.5 million, or 11.6%, for the same period in the prior year. According to the Company, margins are continuing to show positive progress, reflecting the improvement in the mix of business. Operating income was $321,000 for the first quarter of fiscal 2007 compared to $326,000 for the first quarter of fiscal 2007. The Company reported net income of $135,000, or $ 0.04 per basic and diluted share, for the current quarter compared to $84,000, or $ 0.03 per basic and diluted share, for the first quarter of fiscal 2007. According to Charles McNew, president and chief executive officer, "Our profitability trend is encouraging. We are continuing to take aggressive steps to grow the top line, and our cost containment and system improvement actions are helping to generate the desired results. Despite a competitive marketplace, we are encouraged by the present volume of potential new deals on the horizon." McNew added, "We are driving to enhance shareholder value and are continuing to evaluate various strategic alternatives to further position our Company for near and longer term growth opportunities." The Company will host a conference call for investors at 11:00 a.m. EDT on Wednesday, August 15, 2007, to review the financial and operational results for the quarter. The conference call phone number is 800-266- 2145 for U.S. callers and 212-676-4904 for international callers. The conference call replay will be available from 1 p.m. EDT on Wednesday, August 15, 2007, to 1 p.m EDT on Thursday, August 16, 2007. The replay number is 800-633-8284 for U.S. callers and 402-977-9140 for international callers. The reservation number is 21346424. 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. More information on Halifax can be found at www.hxcorp.com. 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 described in the Risk Factors Section in the Company's Annual Report on Form 10-K 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 Thousands, except per share amounts)
Statement of operations For the three months ended June 30 2007 2006 Revenues $12,461 $12,746 Cost of services 10,979 11,270 Gross margin 1,482 1,476 Selling, marketing, general & administrative 1,161 1,150 Operating income 321 326 Other income 11 1 Interest expense (192) (163) Income before income taxes 140 164 Income tax expense 5 80 Net income $ 135 $ 84 Earnings per common share - basic: $ 0.04 $ 0.03 Earnings per common share - diluted: $ 0.04 $ 0.03 Weighted average number of commonshares outstanding: Basic 3,175 3,175 Diluted 3,181 3,180
Balance Sheets June 30, 2007 March 31, 2007 Current assets Cash $ 55 $1,078 Restricted cash 681 673 Trade accounts receivable, net 10,502 11,345 Inventory, net 5,069 4,946 Prepaid expenses and other 864 584 current assets Total current assets 17,171 18,626 Property and equipment, net 1,105 1,225 Goodwill and intangibles, net 3,799 3,865 Other assets 118 121 Total assets $22,193 $23,837 Liabilities and stockholders' equity Current liabilities Accounts payable and accrued $5,582 $6,375 expenses Income tax payable 30 11 Deferred maintenance revenue 2,609 3,058 Bank debt 6,358 6,880 Auxillary line of credit 1,000 1,000 Current portion of long-term debt 35 31 Total current liabilities 15,614 17,355 Other long-term debt 111 120 Subordinated debt - affiliate 1,000 1,000 Deferred income 144 159 Total liabilities 16,869 18,634 Stockholders' equity 5,324 5,203 Total liabilities and stockholders' $22,193 $23,837 equity
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