-----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, K6QU+NtsJ1K/TGuIeBy96GsabpT8Kvl8g1VwdyVVER3E9Mv7GbvPB5Mb4ju0rWWO o6Ekky1n+y7zgLYZTCqr6Q== 0001157523-06-004660.txt : 20060504 0001157523-06-004660.hdr.sgml : 20060504 20060504155332 ACCESSION NUMBER: 0001157523-06-004660 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060504 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060504 DATE AS OF CHANGE: 20060504 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ULTRALIFE BATTERIES INC CENTRAL INDEX KEY: 0000875657 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690] IRS NUMBER: 161387013 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20852 FILM NUMBER: 06808336 BUSINESS ADDRESS: STREET 1: 2000 TECHNOLOGY PARKWAY CITY: NEWARK STATE: NY ZIP: 14513 BUSINESS PHONE: 3153327100 MAIL ADDRESS: STREET 1: 2000 TECHNOLOGY PARKWAY CITY: NEWARK STATE: NY ZIP: 14513 8-K 1 a5140132.txt ULTRALIFE BATTERIES, INC. 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): May 4, 2006 ULTRALIFE BATTERIES, INC. ------------------------- (Exact name of registrant as specified in its charter) Delaware -------- (State or other jurisdiction of incorporation or organization) 0-20852 16-1387013 ------- ---------- (Commission File Number) (I.R.S. 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) 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: [ ] 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. Ultralife Batteries, Inc. (the "Company") reported results for the first quarter ended April 1, 2006. Operating income for the quarter was $0.2 million on revenues of $18.3 million. Included in operating income was stock-based compensation expense of approximately $0.3 million. In comparison, the Company reported an operating loss of $1.7 million on revenue of $15.4 million for the same period last year. The Company's press release is attached as Exhibit 99.1 to this Form 8-K. 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 to be 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. (a) Financial Statements of Business Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Exhibits. 99.1 Press Release dated May 4, 2006. 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. ULTRALIFE BATTERIES, INC. Dated: May 4, 2006 By: /s/Robert W. Fishback ------------------------------- Robert W. Fishback Vice President of Finance & CFO EX-99.1 2 a5140132ex99-1.txt EXHIBIT 99.1 Exhibit 99.1 Ultralife Batteries Reports First Quarter Results; Operating Income Increases $2.0 Million on $3.0 Million Revenue Gain NEWARK, N.Y.--(BUSINESS WIRE)--May 4, 2006--Ultralife Batteries, Inc. (NASDAQ:ULBI) reported results for the first quarter ended April 1, 2006. Operating income for the quarter was $0.2 million on revenues of $18.3 million. Included in operating income was stock-based compensation expense of approximately $0.3 million. In comparison, the company reported an operating loss of $1.7 million on revenue of $15.4 million for the same period last year. Revenues for the quarter rose $3.0 million over last year, mainly reflecting higher sales of batteries to commercial customers, particularly in the automotive telematics market, and modestly higher sales of a variety of batteries to military customers. As a percentage of revenues, gross margins amounted to 22% compared with 13% in the same quarter last year, as sales volumes grew and manufacturing efficiencies improved. Operating expenses were $3.7 million, consistent with the comparable period a year ago. Net income for the first quarter of 2006 was $0.1 million, or $0.01 per diluted common share, compared to a net loss of $1.6 million, or an $0.11 loss per diluted common share, for the first quarter of 2005. "Consistent with our preliminary assessment of the first quarter results, constraints on BA-5390 shipments to the U.S. military impinged on revenue growth for the quarter; however, the manufacturing efficiency improvements and cost controls we implemented in the latter half of 2005 produced positive operating income," said John D. Kavazanjian, president and chief executive officer. "Since the quarter close, we are preparing to accelerate shipments against existing orders for the BA-5390A, the only qualified battery with a state-of-charge indicator (SOCI) currently in production, in response to a request from the Department of Defense, which intends to begin fielding them as soon as practicable. This request reinforces our belief that demand for the BA-5390A is strong and will escalate as the U.S. military continues to convert to lithium-manganese dioxide technology over the course of the year, resulting in further market share gains for Ultralife. "As we enter the second half of the year, we are well positioned to leverage our cost infrastructure as revenues grow. Growth in commercial markets is helping us lessen our dependence on BA-5390 battery sales and our prospects for continued growth from a broadening customer base in our target markets remain strong." Outlook Management expects revenues in the second quarter of 2006 to be approximately $20 million, with upside dependent in part upon additional military orders. Management anticipates operating income will be in the range of $0.5 million in the second quarter, including $0.3 million of non-cash stock-based compensation expense. For the full year of 2006, the company reiterates its outlook for at least $90 million, with significant growth in the second half of the year related to growth in military sales, particularly BA-5390s. Growth above $90 million will continue to depend on a number of factors, including the pace at which the military transitions to manganese dioxide technology, and further expansion in commercial markets. About Ultralife Batteries, Inc. Ultralife is a global provider of high-energy power systems for diverse applications. The company develops, manufactures and markets a wide range of non-rechargeable and rechargeable batteries, charging systems and accessories for use in military, industrial and consumer portable electronic products. Through its portfolio of standard products and engineered solutions, Ultralife is at the forefront of providing the next generation of power systems. Industrial, retail and government customers include General Dynamics, Philips Medical Systems, General Motors, Energizer, Kidde Safety, Lowe's, Radio Shack and the national defense agencies of the United States, United Kingdom, Germany and Australia, among others. Ultralife's headquarters, principal manufacturing and research facilities are in Newark, New York, near Rochester. Ultralife Batteries (UK) Ltd., a second manufacturing facility, is located in Abingdon, England. Both facilities are ISO-9001 certified. Detailed information on Ultralife is available at the Company's web site, www.ultralifebatteries.com. 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: worsening global economic conditions, increased competitive environment and pricing pressures, disruptions related to restructuring actions and delays. 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. Conference Call Information Investors are invited to listen to a live webcast of the conference call at 10:00 a.m. ET on May 4, 2006 at http://investor.ultralifebatteries.com. To listen to the live call, please go to the web site at least fifteen minutes early to download and install any necessary audio software. 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 for 90 days. Investors may also listen to a telephone replay of the conference call by dialing 888-203-1112, Reservation #8704306, during the period starting at 1:00 p.m. ET May 4 and ending at 1:00 p.m. ET May 11, 2006. Ultralife(R) is a registered trademark of Ultralife Batteries, Inc. ULTRALIFE BATTERIES, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (In Thousands, Except Per Share Amounts) (Unaudited) - ---------------------------------------------------------------------- Three-Month Periods Ended April 1, April 2, 2006 2005 ---- ---- Revenues: Non-rechargeable products $ 15,645 $ 12,808 Rechargeable products 2,565 2,128 Technology contracts 109 427 ----------- ----------- Total revenues 18,319 15,363 Cost of products sold: Non-rechargeable products 12,323 10,868 Rechargeable products 1,869 2,077 Technology contracts 157 395 ----------- ----------- Total cost of products sold 14,349 13,340 ----------- ----------- Gross margin 3,970 2,023 Operating expenses: Research and development 960 846 Selling, general, and administrative 2,782 2,901 ----------- ----------- Total operating expenses 3,742 3,747 ----------- ----------- Operating income /(loss) 228 (1,724) Other income (expense): Interest income 45 60 Interest expense (205) (193) Gain on insurance settlement 148 - Miscellaneous 8 (3) ----------- ----------- Income/(loss) before income taxes 224 (1,860) ----------- ----------- Income tax provision/(benefit)-current 4 (17) Income tax provision/(benefit)-deferred 80 (293) ----------- ----------- Total income taxes 84 (310) ----------- ----------- Net Income/(Loss) $ 140 $ (1,550) =========== =========== Earnings/(Loss) per share - basic $ 0.01 $ (0.11) =========== =========== Earnings/(Loss) per share - diluted $ 0.01 $ (0.11) =========== =========== Weighted average shares outstanding - basic 14,756 14,376 =========== =========== Weighted average shares outstanding - diluted 15,122 14,376 =========== =========== ULTRALIFE BATTERIES, INC. CONSOLIDATED BALANCE SHEETS (In Thousands, Except Per Share Amounts) (unaudited) - ---------------------------------------------------------------------- April 1, December 31, 2006 2005 ---- ---- ASSETS Current assets: Cash and investments $ 3,491 $ 3,214 Trade accounts receivable, net 12,869 10,965 Inventories 18,868 19,446 Prepaid expenses and other current assets 4,189 5,737 ----------- ------------ Total current assets 39,417 39,362 Property and equipment 19,602 19,931 Other assets 21,412 21,464 ----------- ------------ Total Assets $ 80,431 $ 80,757 =========== ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Short-term debt and current portion of long-term debt $ 7,184 $ 7,715 Accounts payable 5,336 5,218 Other current liabilities 4,765 5,450 ----------- ------------ Total current liabilities 17,285 18,383 ----------- ------------ Long-term liabilities: Long-term debt and capital lease obligations 25 25 Other long-term liabilities 282 242 ----------- ------------ Total long-term liabilities 307 267 ----------- ------------ Shareholders' equity: Common stock, par value $0.10 per share 1,551 1,547 Capital in excess of par value 131,045 130,530 Accumulated other comprehensive income (981) (1,054) Accumulated deficit (66,398) (66,538) ----------- ------------ 65,217 64,485 Less --Treasury stock, at cost 2,378 2,378 ----------- ------------ Total shareholders' equity 62,839 62,107 ----------- ------------ Total Liabilities and Shareholders' Equity $ 80,431 $ 80,757 =========== ============ CONTACT: Ultralife Batteries, Inc. Robert W. Fishback, 315-332-7100 bfishback@ulbi.com or Investor Relations: Lippert/Heilshorn & Associates, Inc. Jody Burfening, 212-838-3777 jburfening@lhai.com or Media: Chenoa Taitt, 212-838-3777 ctaitt@lhai.com -----END PRIVACY-ENHANCED MESSAGE-----