ulbi20240930

ulbi20240930_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission file number: 0-20852

ULTRALIFE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation of organization)

2000 Technology Parkway Newark, New York 14513

(Address of principal executive offices) (Zip Code)

16-1387013

(I.R.S. Employer Identification No.)

(315) 332-7100

(Registrant’s telephone number, including area code)

None

(Former name, former address and former fiscal year, if changed since last report)

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)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data file required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☐

Non-accelerated filer ☒	Smaller reporting company ☒

	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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐ No☒

As of October 31, 2024, the registrant had 16,626,930 shares of common stock outstanding.

ULTRALIFE CORPORATION AND SUBSIDIARIES

INDEX

		Page
PART I.	FINANCIAL INFORMATION

Item 1.	Consolidated Financial Statements (unaudited):

	Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023	1

	Consolidated Statements of Income and Comprehensive Income for the Three and Nine-Month Periods Ended September 30, 2024 and September 30, 2023	2

	Consolidated Statements of Cash Flows for the Nine-Month Periods Ended September 30, 2024 and September 30, 2023	3

	Consolidated Statements of Changes in Stockholders’ Equity for the Three and Nine-Month Periods Ended September 30, 2024 and September 30, 2023	4

	Notes to Consolidated Financial Statements (unaudited)	5

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17

Item 4.	Controls and Procedures	27

PART II.	OTHER INFORMATION

Item 6.	Exhibits	28

	Signatures	29

PART I. FINANCIAL INFORMATION

Item 1. CONSOLIDATED FINANCIAL STATEMENTS

ULTRALIFE CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In Thousands except share amounts)

(Unaudited)

	September 30, 2024			December 31, 2023
ASSETS
Current assets:
Cash	$	6,774		$	10,278
Trade accounts receivable, net of allowance for expected credit losses of $301 and $300, respectively		27,754			31,761
Inventories, net		43,994			42,215
Prepaid expenses and other current assets		7,908			5,949
Total current assets		86,430			90,203
Property, plant and equipment, net		20,245			21,117
Goodwill		37,792			37,571
Other intangible assets, net		14,487			15,107
Deferred income taxes, net		9,125			10,567
Other noncurrent assets		4,361			3,711
Total assets	$	172,440		$	178,276

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	12,681		$	11,336
Current portion of long-term debt		2,000			2,000
Accrued compensation and related benefits		2,631			3,115
Accrued expenses and other current liabilities		8,892			7,279
Total current liabilities		26,204			23,730
Long-term debt, net		5,888			23,624
Deferred income taxes		1,626			1,714
Other noncurrent liabilities		4,093			3,781
Total liabilities		37,811			52,849

Commitments and contingencies (Note 8)

Stockholders’ equity:
Preferred stock – par value $.10 per share; authorized 1,000,000 shares; none issued		-			-
Common stock – par value $.10 per share; authorized 40,000,000 shares; issued – 21,062,627 shares at September 30, 2024 and 20,783,607 shares at December 31, 2023; outstanding – 16,626,513 shares at September 30, 2024 and 16,347,493 shares at December 31, 2023		2,106			2,078
Capital in excess of par value		191,582			189,160
Accumulated deficit		(34,636	)		(40,754	)
Accumulated other comprehensive loss		(3,084	)		(3,660	)
Treasury stock - at cost; 4,436,114 shares at September 30, 2024 and 4,436,114 shares at December 31, 2023		(21,492	)		(21,492	)
Total Ultralife Corporation equity		134,476			125,332
Non-controlling interest		153			95
Total stockholders’ equity		134,629			125,427

Total liabilities and stockholders’ equity	$	172,440		$	178,276

The accompanying notes are an integral part of these consolidated financial statements.

ULTRALIFE CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME

(In thousands except per share amounts) (Unaudited)

	Three-month period ended						Nine-month period ended
	September 30, 2024			September 30, 2023			September 30, 2024			September 30, 2023

Revenues	$	35,694		$	39,488		$	120,604		$	114,096
Cost of products sold		27,012			29,714			88,889			86,298
Gross profit		8,682			9,774			31,715			27,798

Operating expenses:
Research and development		2,101			1,869			5,854			5,679
Selling, general and administrative		6,070			5,770			17,370			16,293
Total operating expenses		8,171			7,639			23,224			21,972

Operating income		511			2,135			8,491			5,826

Other (expense) income:
Interest and financing expense		(173	)		(586	)		(1,111	)		(1,450	)
Miscellaneous income		15			200			426			1,628
Total other (expense) income		(158	)		(386	)		(685	)		178

Income before income taxes		353			1,749			7,806			6,004
Income tax provision		74			446			1,630			1,688

Net income		279			1,303			6,176			4,316

Net income (loss) attributable to non-controlling interest		21			(27	)		58			(8	)

SEC Form 10-Q filed by Ultralife Corporation