United States
Securities and Exchange Commission
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
Current Report Pursuant to
Section 13 or 15(d) of the Securities Exchange Act of 1934
November 16, 2007
(Date of Report)
ULTRALIFE BATTERIES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State of incorporation)
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000-20852
(Commission File Number)
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16-1387013
(IRS Employer Identification No.) |
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2000 Technology Parkway, Newark, New York
(Address of principal executive offices)
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14513
(Zip Code) |
(315) 332-7100
(Registrants 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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Explanatory Note: This Current Report on Form 8-K is being filed to amend Item 9.01 of the
Current Report on Form 8-K filed by Ultralife Batteries, Inc. (the Registrant) on
November 19, 2007. In accordance with the instructions to Item 9.01 of Form 8-K, this amendment
provides (1) the audited and unaudited historical financial statements of the businesses acquired,
as required by Item 9.01(a) of Form 8-K, as well as (2) the unaudited pro forma financial
information for the combination of the Registrant and the businesses acquired, using the
Registrants fiscal reporting periods, as required by Item 9.01(b) of Form 8-K and Article 11 of
Regulation S-X. As previously reported, the businesses acquired by the Registrant consisted of all
of the issued and outstanding shares of common stock of Stationary Power Services, Inc. and Reserve
Power Systems, Inc.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
As required by Item 9.01(a) of Form 8-K, the audited consolidated financial
statements of Stationary Power Services, Inc. and its variable interest entity
Reserve Power Systems, Inc., as of and for the fiscal year ended December 31,
2006 and the unaudited consolidated financial statements of Stationary Power
Services, Inc. and its variable interest entity Reserve Power Systems, Inc.,
as of and for the nine months ended September 30, 2007 and 2006 are attached
together as Exhibit 99.1 to this Current Report.
(b) Pro Forma Financial Information.
As required by Item 9.01(b) of Form 8-K, the pro forma financial information of
the Registrant, reflecting the acquisition of all of the issued and outstanding
shares of common stock of Stationary Power Services, Inc. and Reserve Power
Systems, Inc., for the fiscal year ended December 31, 2006 and as of and for
the nine months ended September 29, 2007 is attached as Exhibit 99.2 to this
Current Report.
(d) Exhibits.
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23.1
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Consent of Bonadio & Co., LLP |
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99.1
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Consolidated Financial Statements of Stationary Power Services, Inc. |
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99.2
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Unaudited Pro Forma Condensed Combined Financial
Information for Ultralife Batteries, Inc. |