-----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, J+2MwhxNiaw5By6ew7BuNC3Q/hzwiONRwndnuRxCpBgjcB5ZGvxtrwXGBRgPZysj 17x2odpMb46Snt9NShxQHw== 0000720671-07-000025.txt : 20071115 0000720671-07-000025.hdr.sgml : 20071115 20071115091553 ACCESSION NUMBER: 0000720671-07-000025 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071115 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071115 DATE AS OF CHANGE: 20071115 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: 071247825 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 f8kq207e.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 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 November 15, 2007, Halifax Corporation of Virginia issued a press release reporting its financial results for the second quarter ended September 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 November 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: November 15, 2007 By: /s/ Joseph Sciacca Joseph Sciacca Vice President, Finance & CFO EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated November 15, 2007 EX-99.1 2 ex991q2e.txt Exhibit 99.1 HALIFAX ANNOUNCES SECOND QUARTER FINANCIAL RESULTS "Profitability Improves Significantly; Margins Improve to 13% from 10.7 %" ALEXANDRIA, VA - November 15, 2007 - Halifax Corporation (AMEX:HX) today announced its financial results for the quarter ended September 30, 2007. Revenues for the second quarter of fiscal 2008 were $11.9 million versus $12.4 million for the same period in fiscal 2007. The revenue decrease was due to the loss of certain low margin service contracts and reductions in product sales. The gross profit margin for this year's second quarter was $1.6 million, or 13% of revenues, versus $1.3 million or 10.7% of revenues, for the same period a year ago. Operating income was $402,000 for the quarter ended September 30, 2007, compared to $188,000 for the same period the prior year. The Company reported net income of $202,000, or $0.06 per basic and diluted share, for the quarter ended September 30, 2007, compared to net income of $22,000, or $0.01 per basic and diluted share, for the same period the prior year. Charles McNew, president and chief executive officer, stated, "The improvement in our operating and net income is directly related to a deliberate shift in our business mix toward higher-margin business. Our fixed costs are continuing to decline as a result of new software tools, which are being implemented to significantly reduce manual tasks in the back office, field service and call management functions. We are also very encouraged by the recent scale and volume of new business bid activity." For the six months ended September 30, 2007, revenues were $24.4 million compared to $25.1 million for the same period last year. The gross profit margin was $3.0 million, or 12.5% of revenues, up from $2.8 million, or 11.2% of revenues, for the first half of last year. Operating income was $722,000 for the first half of fiscal 2008 versus $514,000 for the same period a year ago. Net income for the first half of this year was $337,000, or $0.11 per basic and diluted share, versus $106,000, or $0.03 per basic and diluted share, for the first half of the prior year. The Company will host a conference call for investors at 11:00 a.m. EDT on Thursday November 15, 2007, to review financial and operational results for the quarter. The conference call phone number is 800-952- 6697 for U.S. callers and 212-231-2902 for international callers. The conference replay will be available from 1 p.m. EDT on Thursday, November 15, 2007, to 1 p.m. EDT on Friday, November 16, 2007. The replay number is 800-633-8284 for U.S. callers and 402-977-9140 for international callers. The reservation number is 21355210. 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 000's except per share Three Months Six Months Ended amounts) Ended September 30, September 30, Statements of Operations 2007 2006 2007 2006 Revenues $11,925 $12,369 $24,386 $25,115 Cost of services 10,370 11,044 21,349 22,314 Gross Profit 1,555 1,325 3,037 2,801 Selling, marketing, general 1,153 1,137 2,315 2,287 & administrative Operating income 402 188 722 514 Other income 8 13 19 14 Interest expense (188) (159) (379) (322) Income before income taxes 222 42 362 206 Income tax expense 20 20 25 100 Net income $ 202 $ 22 $ 337 $ 106 Earnings per common share - $ .06 $ .01 $ .11 $ .03 basic: Earnings per common share - $ .06 $ .01 $ .11 $ .03 diluted: Weighted average number of common shares outstanding: Basic 3,175 3,175 3,175 3,175 Diluted 3,179 3,179 3,180 3,180
Balance Sheets September 30, March 31, 2007 2007 Current assets Cash $ 934 $ 1,751 Trade accounts receivable, net 10,865 11,345 Inventory, net 5,114 4,946 Prepaid expense and other current assets 806 584 Total current assets 17,719 18,626 Property and equipment, net 1,055 1,225 Goodwill and intangibles, net 3,723 3,865 Other assets 116 121 Total assets $ 22,613 $ 23,837 Liabilities and Stockholders' Equity Current liabilities Accounts payable and accrued expenses $ 5,622 $ 6,375 Deferred maintenance revenue 2,195 3,058 Current portion of long-term debt 35 31 Bank debt 6,946 6,880 Auxilliary line of credit 1,000 1,000 Income tax payable 52 11 Total current liabilities 15,850 17,355 Other long-term debt 102 120 Subordinated debt-affiliate 1,000 1,000 Deferred income 129 159 Total liabilities 17,081 18,634 Stockholders' equity 5,532 5,203 Total liabilities and stockholders' equity $ 22,613 $ 23,837
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