ULBI 8-K
Ultralife Corp (ULBI)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Exhibit
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Exhibit Description
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99.1
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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Date: March 10, 2026
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ULTRALIFE CORPORATION
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By:
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/s/ Philip A. Fain
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Philip A. Fain
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Chief Financial Officer and Treasurer
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Exhibit 99.1
Ultralife Corporation Reports Fourth Quarter Results
NEWARK, N.Y. – March 10, 2026 -- Ultralife Corporation (NASDAQ: ULBI) reported operating results for the fourth quarter and full year ended December 31, 2025 as follows:
Fourth Quarter:
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Sales of $48.5 million compared to $43.9 million for the 2024 fourth quarter |
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Gross profit of $12.1 million, or 24.9% of revenue, compared to $10.6 million, or 24.2% of revenue, for the 2024 fourth quarter |
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Operating (loss) income of ($10.6) million, which includes a ($12.2) million intangible asset impairment charge and ($1.2) million of one-time costs, compared to $1.5 million for the 2024 fourth quarter |
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GAAP EPS of ($0.45), which includes ($0.57) for the intangible asset impairment charge net of the related tax benefits, compared to $0.01 for the 2024 fourth quarter |
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Adjusted EBITDA of $5.7 million compared to $3.9 million for the 2024 fourth quarter |
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Backlog of $110.2 million exiting 2025 compared to $90.3 million exiting the third quarter |
“During the fourth quarter we took a number of decisive actions to remove structural and manufacturing inefficiencies from our global operations. For example, we commenced the realignment of our four thionyl chloride/oil & gas operations into one business within our Battery & Energy Products segment focused on industrial, specialty and telemetry solutions in order to optimize synergies, deepen customer engagement and expand value propositions. We also designed a master brand strategy uniting all acquired sub-brands under the Ultralife brand and aligning sales of the total Ultralife portfolio, and we completed steps to strengthen the operational leadership at our two largest manufacturing facilities. While we were intensely focused on addressing operational improvements during the quarter, strong order flow increased backlog to $110 million at the end of 2025, representing a 22% increase over the third quarter,” said Mike Manna, President and Chief Executive Officer.
“As a result, we have entered 2026 from a position of strength, better prepared to efficiently ramp new products into high volume production; execute and continue to replenish our strong backlog; and capitalize on increasing demand for our products and numerous opportunities for large, multi-year programs. In addition, we have greater confidence in our ability to deliver sustainable profitable growth and incremental cash flow in 2026 enabling us to reduce debt, support strategic capital expenditures, continue our investment in new product development and maximize the value of our global brand,” concluded Mr. Manna.
Asset Impairment Charge
In the fourth quarter of 2025 Ultralife decided to undergo a comprehensive rebranding initiative that consolidated all sub-brands under a singular, unified master brand – Ultralife. To this end, the Accutronics, Southwest Electronic Energy, Excell Battery, McDowell Research and AMTI brands will no longer be used. The Electrochem brand will remain in use, but as a product brand on select primary cells. As a result of the rebranding initiative, Ultralife recorded a $12.2 million non-cash charge to reduce the value of the Company’s tradename and trademark intangible assets.
Fourth Quarter 2025 Financial Results
Revenue was $48.5 million compared to revenue of $43.9 million for the fourth quarter of 2024, an increase of 10.6%. Battery & Energy Products sales increased 15.1% to $45.9 million compared to $39.9 million last year. Organic sales for this segment, excluding the year-over-year timing impact of the Electrochem acquisition which occurred on October 31, 2024, increased 9.5%. The organic growth was primarily driven by a 39.6% increase in medical battery sales, a 20.4% increase in industrial and other commercial market sales and a 1.2% increase in government/defenses sales, partially offset by a 3.6% decrease in oil & gas market sales. Communications Systems sales decreased by 35.2% to $2.6 million compared to $4.0 million for the same period last year, primarily attributable to the timing of expected orders. Our total backlog exiting the fourth quarter was $110.2 million compared to $90.3 million reported for the third quarter.
Gross profit was $12.1 million, or 24.9% of revenue, compared to $10.6 million, or 24.2% of revenue, for the same quarter a year ago. Battery & Energy Products gross margin was 25.1%, compared to 23.4% last year, primarily due to product mix and higher factory cost absorption. Communications Systems gross margin was 19.9% compared to 31.9% last year, primarily due to lower factory volume and product mix.
Operating expenses were $22.7 million, compared to $9.1 million for the fourth quarter of 2024, reflecting the intangible asset impairment charge of $12.2 million, the inclusion of Electrochem for the full 2025 quarter and one-time non-recurring costs of $1.1 million primarily related to the transition of Electrochem to Ultralife systems and litigation expenses incurred for our cyber insurance claim. Excluding the impairment charge, operating expenses were 21.6% of revenue compared to 20.8% of revenue for the year-earlier period.
Operating (loss) income was ($10.6) million compared to $1.5 million last year, driven by the intangible asset impairment charge and the 35.2% decline in Communications Systems sales.
Other income (expense) was $0.4 million primarily comprised of interest expense from the financing of our Electrochem acquisition more than offset by our expected $1.4 million refundable tax credit for certain qualifying battery cells and packs we manufacture under the 45X Advanced Manufacturing Production Tax Credit, established by the Inflation Reduction Act and running through 2032. This compares to ($1.0) million for the year-earlier period primarily reflecting the acquisition financing.
Net (loss) income attributable to Ultralife Corporation was ($7.4) million or ($0.45) per basic and diluted share on a GAAP basis which includes ($9.4) million for the intangible asset impairment charge net of the related tax benefit or ($0.57) per share, compared to $0.2 million or $0.01 per basic and diluted share for the fourth quarter of 2024.
Adjusted EBITDA, defined as EBITDA including non-cash, stock-based compensation expense and one-time acquisition and other non-recurring costs and non-cash purchase accounting adjustments, was $5.7 million for the fourth quarter of 2025, or 11.7% of sales, compared to $3.9 million, or 8.9% of sales, for the year-earlier period. On a trailing twelve-month basis, adjusted EBITDA was $17.3 million or 9.0% of sales.
See the “Non-GAAP Financial Measures” section of this release for a reconciliation of adjusted EBITDA to net (loss) income attributable to Ultralife Corporation.
About Ultralife Corporation
Ultralife Corporation serves its markets with products and services ranging from power solutions to communications and electronics systems. Through its engineering and collaborative approach to problem solving, Ultralife serves government/defense and commercial customers across the globe.
Headquartered in Newark, New York, the Company's business segments include Battery & Energy Products and Communications Systems. Ultralife has operations in North America, Europe and Asia. For more information, visit www.ultralifecorporation.com.
Conference Call Information
Ultralife will hold its fourth quarter earnings conference call today at 8:30 AM ET.
To ensure a fast and reliable connection to our investor conference call, we require participants dialing in by phone to pre-register using this link prior to the call: https://register-conf.media-server.com/register/BIf9df949a927a4356820e8cfb1becccdc. This will eliminate the need to speak with an operator. Once registered, dial-in information will be provided along with a personal identification number. Should you register early and misplace your details, you can simply click back on this same link at any time to register and view this information again. A live webcast of the conference call will be available to investors in the Events & Presentations Section of the Company’s website at http://investor.ultralifecorporation.com. 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.
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 uncertain global economic conditions including the impact of tariffs and inflation, reductions in revenues from key customers, delays or reductions in U.S. and foreign military spending, acceptance of our new products on a global basis, and disruptions, delays or material price increases in our supply of raw materials and components due to business conditions, new or additional tariffs, global conflicts, weather or other factors not under our control. The Company cautions investors not to place undue reliance on forward-looking statements, which reflect the Company's analysis only as of today's date. The Company undertakes no obligation to publicly update forward-looking statements to reflect subsequent events or circumstances. 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.
ULTRALIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Dollars in Thousands)
(Unaudited)
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December 31, 2025 |
December 31, 2024 |
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Current Assets: |
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Cash |
$9,345 | $6,854 | ||||||
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Trade Accounts Receivable, Net |
33,948 | 29,370 | ||||||
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Inventories, Net |
54,008 | 51,363 | ||||||
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Prepaid Expenses and Other Current Assets |
8,500 | 9,573 | ||||||
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Total Current Assets |
105,801 | 97,160 | ||||||
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Property, Plant and Equipment, Net |
40,397 | 40,485 | ||||||
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Goodwill |
45,376 | 45,006 | ||||||
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Other Intangible Assets, Net |
10,933 | 24,557 | ||||||
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Deferred Income Taxes, Net |
10,494 | 8,413 | ||||||
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Other Non-Current Assets |
3,911 | 4,830 | ||||||
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Total Assets |
$216,912 | $220,451 | ||||||
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LIABILITIES AND SHAREHOLDERS' EQUITY |
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Current Liabilities: |
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Accounts Payable |
$17,423 | $14,160 | ||||||
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Current Portion of Long-Term Debt |
4,125 | 2,750 | ||||||
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Accrued Compensation and Related Benefits |
2,754 | 2,911 | ||||||
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Accrued Expenses and Other Current Liabilities |
13,031 | 9,470 | ||||||
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Total Current Liabilities |
37,333 | 29,291 | ||||||
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Long-Term Debt, Net |
45,526 | 51,502 | ||||||
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Deferred Income Taxes |
1,000 | 1,443 | ||||||
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Other Non-Current Liabilities |
2,919 | 4,028 | ||||||
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Total Liabilities |
86,778 | 86,264 | ||||||
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Shareholders' Equity: |
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Common Stock |
2,109 | 2,107 | ||||||
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Capital in Excess of Par Value |
192,859 | 191,828 | ||||||
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Accumulated Deficit |
(40,340) | (34,442) | ||||||
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Accumulated Other Comprehensive Loss |
(3,141) | (4,006) | ||||||
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Treasury Stock |
(21,492) | (21,492) | ||||||
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Total Ultralife Equity |
129,995 | 133,995 | ||||||
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Non-Controlling Interest |
139 | 192 | ||||||
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Total Shareholders’ Equity |
130,134 | 134,187 | ||||||
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Total Liabilities and Shareholders' Equity |
$216,912 | $220,451 | ||||||
ULTRALIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF (LOSS) INCOME
(In Thousands Except Per Share Amounts)
(Unaudited)
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Three-Month Period Ended |
Nine-Month Period Ended |
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December 31, |
December 31, |
December 31, |
December 31, |
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2025 |
2024 |
2025 |
2024 |
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Revenues: |
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Battery & Energy Products |
$45,908 | $39,880 | $178,042 | $144,081 | ||||||||||||
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Communications Systems |
2,573 | 3,972 | 13,117 | 20,375 | ||||||||||||
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Total Revenues |
48,481 | 43,852 | 191,159 | 164,456 | ||||||||||||
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Cost of Products Sold: |
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Battery & Energy Products |
34,363 | 30,549 | 135,402 | 107,764 | ||||||||||||
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Communications Systems |
2,062 | 2,704 | 9,736 | 14,378 | ||||||||||||
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Total Cost of Products Sold |
36,425 | 33,253 | 145,138 | 122,142 | ||||||||||||
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Gross Profit |
12,056 | 10,599 | 46,021 | 42,314 | ||||||||||||
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Operating Expenses: |
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Research and Development |
2,821 | 2,415 | 10,398 | 8,268 | ||||||||||||
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Selling, General and Administrative |
7,660 | 6,710 | 29,344 | 24,081 | ||||||||||||
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Intangible Asset Impairment |
12,181 | - | 12,181 | - | ||||||||||||
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Total Operating Expenses |
22,662 | 9,125 | 51,923 | 32,349 | ||||||||||||
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Operating (Loss) Income |
(10,606) | 1,474 | (5,902) | 9,965 | ||||||||||||
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Other Income (Expense) |
400 | (979) | (2,496) | (1,664) | ||||||||||||
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(Loss) Income Before Income Taxes |
(10,206) | 495 | (8,398) | 8,301 | ||||||||||||
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Income Tax (Benefit) Provision |
(2,753) | 262 | (2,447) | 1,892 | ||||||||||||
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Net (Loss) Income |
(7,453) | 233 | (5,951) | 6,409 | ||||||||||||
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Net (Loss) Income Attributable to Non-Controlling Interest |
(31) | 39 | (53) | 97 | ||||||||||||
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Net (Loss) Income Attributable to Ultralife Corporation |
$(7,422) | $194 | $ | $(5,898) | $6,312 | |||||||||||
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Net (Loss) Income Per Share Attributable to Ultralife Common Shareholders – Basic |
$(.45) | $.01 | $(.35) | $.38 | ||||||||||||
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Net (Loss) Income Per Share Attributable to Ultralife Common Shareholders – Diluted |
$(.45) | $.01 | $(.35) | $.38 | ||||||||||||
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Weighted Average Shares Outstanding – Basic |
16,654 | 16,629 | 16,642 | 16,555 | ||||||||||||
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Weighted Average Shares Outstanding – Diluted |
16,654 | 16,762 | 16,642 | 16,767 | ||||||||||||
Non-GAAP Financial Measures
Adjusted EBITDA
In evaluating our business, we consider and use adjusted EBITDA, a non-GAAP financial measure, as a supplemental measure of our operating performance in addition to U.S. Generally Accepted Accounting Principles (“GAAP”) financial measures. We define adjusted EBITDA as net (loss) income attributable to Ultralife Corporation before net interest expense, (benefit) provision for income taxes, depreciation and amortization, and stock-based compensation expense, plus/minus expense/income that we do not consider reflective of our ongoing continuing operations. We reconcile adjusted EBITDA to net (loss) income attributable to Ultralife Corporation, the most comparable financial measure under GAAP. Neither current nor potential investors in our securities should rely on adjusted EBITDA as a substitute for any GAAP measures and we encourage investors to review the following reconciliation of adjusted EBITDA to net (loss) income attributable to Ultralife Corporation.
ULTRALIFE CORPORATION AND SUBSIDIARIES
CALCULATION OF ADJUSTED EBITDA
(Dollars in Thousands)
(Unaudited)
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Three-Month Period Ended |
Nine-Month Period Ended |
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December 31, 2025 |
December 31, 2024 |
December 31, 2025 |
December 31, 2024 |
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Net (Loss) Income Attributable to Ultralife Corporation
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$(7,422) | $194 | $(5,898) | $6,312 | ||||||||||||
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Adjustments: |
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Interest Expense, Net |
937 | 829 | 3,953 | 1,940 | ||||||||||||
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Income Tax (Benefit) Provision |
(2,753) | 262 | (2,447) | 1,892 | ||||||||||||
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Depreciation Expense |
1,015 | 831 | 3,981 | 3,125 | ||||||||||||
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Amortization Expense |
292 | 348 | 1,518 | 1,032 | ||||||||||||
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Stock-Based Compensation Expense |
12,181 | - | 12,181 | - | ||||||||||||
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Severance and Other Costs for Plant Closure |
- | - | 641 | - | ||||||||||||
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Acquisition and Other Non-Recurring Costs |
1,188 | 1,111 | 2,300 | 1,361 | ||||||||||||
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Non-Cash Purchase Accounting Adjustment |
- | 120 | 120 | 120 | ||||||||||||
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Adjusted EBITDA |
$5,675 | $3,903 | $17,284 | $16,480 | ||||||||||||
Company Contact:
Ultralife Corporation
Philip A. Fain
(315) 210-6110
Investor Relations Contact:
Alliance Advisors IR
Jody Burfening
(212) 838-3777