Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 27, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Transition Report | false | ||
Entity File Number | 0-20852 | ||
Entity Registrant Name | ULTRALIFE CORPORATION | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 2000 Technology Parkway | ||
Entity Address, City or Town | Newark | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 14513 | ||
Entity Tax Identification Number | 16-1387013 | ||
City Area Code | 315 | ||
Local Phone Number | 332-7100 | ||
Title of 12(b) Security | Common Stock, $0.10 par value per share | ||
Trading Symbol | ULBI | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 44,418,638 | ||
Entity Common Stock, Shares Outstanding (in shares) | 16,135,358 | ||
Auditor Name | Freed Maxick CPAs, P.C. | ||
Auditor Location | Rochester, New York | ||
Auditor Firm ID | 317 | ||
Entity Central Index Key | 0000875657 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Current Assets: | ||
Cash | $ 5,713 | $ 8,413 |
Trade accounts receivable, net of allowance for doubtful accounts of $303 and $346, respectively | 27,779 | 20,232 |
Inventories, net | 41,192 | 33,189 |
Prepaid expenses and other current assets | 4,304 | 4,690 |
Total current assets | 78,988 | 66,524 |
Property, plant and equipment, net | 21,716 | 23,205 |
Goodwill | 37,428 | 38,068 |
Other intangible assets, net | 15,921 | 17,390 |
Deferred income taxes, net | 12,069 | 11,472 |
Other noncurrent assets | 2,308 | 2,879 |
Total assets | 168,430 | 159,538 |
Current Liabilities: | ||
Accounts payable | 16,074 | 9,823 |
Current portion of long-term debt | 2,000 | 2,000 |
Accrued compensation and related benefits | 2,890 | 1,842 |
Accrued expenses and other current liabilities | 7,949 | 5,259 |
Total current liabilities | 28,913 | 18,924 |
Long-term debt, net | 19,310 | 18,857 |
Deferred income taxes | 1,917 | 2,254 |
Other noncurrent liabilities | 1,887 | 1,760 |
Total liabilities | 52,027 | 41,795 |
Shareholders' Equity: | ||
Preferred stock – par value $.10 per share; authorized 1,000,000 shares; none issued | 0 | 0 |
Common stock – par value $.10 per share; authorized 40,000,000 shares; issued – 20,570,710 shares and 20,522,427 shares, respectively;outstanding – 16,135,358 shares and 16,089,832 shares, respectively | 2,057 | 2,052 |
Capital in excess of par value | 187,405 | 186,518 |
Accumulated deficit | (47,951) | (47,832) |
Accumulated other comprehensive loss | (3,750) | (1,653) |
Treasury stock - at cost; 4,435,352 shares and 4,432,595 shares, respectively | 21,484 | 21,469 |
Total Ultralife Corporation equity | 116,277 | 117,616 |
Non-controlling interest | 126 | 127 |
Total shareholders’ equity | 116,403 | 117,743 |
Total liabilities and shareholders' equity | $ 168,430 | $ 159,538 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Trade accounts receivable, allowance for doubtful accounts | $ 0 | $ 346 |
Preferred stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Preferred Stock, Shares Authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred Stock, Shares Issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common Stock, Shares Authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, shares issued (in shares) | 20,570,710 | 20,522,427 |
Common stock, shares outstanding (in shares) | 16,135,358 | 16,089,832 |
Treasury stock, shares (in shares) | 4,435,352 | 4,432,595 |
Consolidated Statements of Loss
Consolidated Statements of Loss and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | $ 131,840 | $ 98,267 |
Cost of products sold | 102,440 | 73,625 |
Gross profit | 29,400 | 24,642 |
Operating expenses: | ||
Research and development | 7,081 | 6,826 |
Selling, general and administrative | 22,190 | 17,781 |
Total operating expenses | 29,271 | 24,607 |
Operating income | 129 | 35 |
Other expense (income): | ||
Interest and financing expense | 951 | 242 |
Miscellaneous income | (376) | (56) |
Total other expense, net | 575 | 186 |
Loss before income taxes | (446) | (151) |
Income tax (benefit) provision | (326) | 79 |
Net loss | (120) | (230) |
Net (loss) income attributable to non-controlling interest | (1) | 4 |
Loss attributable to Ultralife Corporation | (119) | (234) |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustments | (2,097) | 129 |
Comprehensive loss attributable to Ultralife Corporation | $ (2,216) | $ (105) |
Net loss per share attributable to Ultralife Corporation common shareholders – Basic (in dollars per share) | $ 0.03 | $ 0.05 |
Net loss per share attributable to Ultralife Corporation common shareholders – Diluted (in dollars per share) | $ 0.03 | $ 0.05 |
Weighted average shares outstanding – Basic (in shares) | 16,125 | 16,037 |
Weighted average shares outstanding – Diluted (in shares) | 16,125 | 16,037 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Treasury Stock [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2020 | 20,373,519 | ||||||
Balance at Dec. 31, 2020 | $ 2,037 | $ 185,464 | $ (1,782) | $ (47,598) | $ (21,321) | $ 123 | $ 116,923 |
Net loss | (234) | 4 | $ (230) | ||||
Stock option exercises (in shares) | 133,907 | 204,429 | |||||
Stock option exercises | $ 13 | 385 | (133) | $ 265 | |||
Stock-based compensation -stock options | 618 | 618 | |||||
Stock-based compensation -restricted stock | 53 | 53 | |||||
Vesting of restricted stock (in shares) | 15,001 | ||||||
Vesting of restricted stock | $ 2 | (2) | (15) | (15) | |||
Foreign currency translation adjustments | 129 | $ 129 | |||||
Balance (in shares) at Dec. 31, 2021 | 20,522,427 | 16,089,832 | |||||
Balance at Dec. 31, 2021 | $ 2,052 | 186,518 | (1,653) | (47,832) | (21,469) | 127 | $ 117,743 |
Net loss | (119) | (1) | $ (120) | ||||
Stock option exercises (in shares) | 39,119 | 59,500 | |||||
Stock option exercises | $ 4 | 112 | (7) | $ 109 | |||
Stock-based compensation -stock options | 761 | 761 | |||||
Stock-based compensation -restricted stock | 15 | 15 | |||||
Vesting of restricted stock (in shares) | 9,164 | ||||||
Vesting of restricted stock | $ 1 | (1) | (8) | (8) | |||
Foreign currency translation adjustments | (2,097) | $ (2,097) | |||||
Balance (in shares) at Dec. 31, 2022 | 20,570,710 | 16,135,358 | |||||
Balance at Dec. 31, 2022 | $ 2,057 | $ 187,405 | $ (3,750) | $ (47,951) | $ (21,484) | $ 126 | $ 116,403 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
OPERATING ACTIVITIES: | ||
Net loss | $ (120) | $ (230) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation | 3,177 | 2,906 |
Amortization of intangible assets | 1,282 | 633 |
Amortization of financing fees | 36 | 104 |
Stock-based compensation | 776 | 671 |
Deferred income tax expense | (962) | (147) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (7,881) | 4,423 |
Inventories | (8,747) | (1,296) |
Prepaid expenses and other assets | 911 | 64 |
Income taxes receivable and payable | 180 | (91) |
Accounts payable and other liabilities | 10,085 | (2,712) |
Net cash (used in) provided by operating activities | (1,263) | 4,325 |
INVESTING ACTIVITIES: | ||
Purchase of Excell, net of cash acquired | 0 | (23,519) |
Purchases of property, plant and equipment | (1,679) | (2,814) |
Net cash used in investing activities | (1,679) | (26,333) |
FINANCING ACTIVITIES: | ||
Borrowings on credit facility | 3,350 | 20,980 |
Payment of credit facilities | (2,833) | (1,474) |
Proceeds from exercise of stock options | 116 | 398 |
Payment of debt issuance costs | (100) | (114) |
Tax withholdings on stock-based awards | (15) | (148) |
Net cash provided by financing activities | 518 | 19,642 |
Effect of exchange rate changes on cash | (276) | 126 |
DECREASE IN CASH | (2,700) | (2,240) |
Cash - Beginning of year | 8,413 | 10,653 |
Cash - End of year | 5,713 | 8,413 |
Supplemental cash flow information: | ||
Construction in process in accounts payable | 339 | 135 |
Income taxes paid | 354 | 324 |
Interest paid | $ 930 | $ 142 |
Note 1 - Summary of Operations
Note 1 - Summary of Operations and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Business Description and Accounting Policies [Text Block] | Note 1 - Summary of Operations and Significant Accounting Policies a. Description of Business As used in this annual report, unless otherwise indicated, the terms the “Company”, “we”, “our” and “us” refer to Ultralife Corporation (“Ultralife”) and its wholly owned subsidiaries ABLE New Energy Co., Limited and its wholly owned subsidiary ABLE New Energy Co., Ltd (collectively “ABLE”); Ultralife UK LTD and its wholly owned subsidiary Accutronics Ltd (collectively “Accutronics”); Ultralife Batteries (UK) Ltd.; Southwest Electronic Energy Corporation and its wholly owned subsidiary, CLB, Inc. (collectively “SWE”); Ultralife Excell Holding Corp. (“UEHC”) and its wholly owned subsidiary Excell Battery Corporation USA (collectively “Excell USA”), Ultralife Canada Holding Corp (wholly owned by UEHC, “UCHC”) and its wholly owned subsidiary Excell Battery Canada ULC (“Excell Canada,” and collectively “Excell”); and its majority-owned joint venture Ultralife Batteries India Private Limited (“Ultralife India”). We offer products and services ranging from power solutions to communications and electronics systems. Through our engineering and collaborative approach to problem solving, we serve government, defense and commercial customers across the globe. We design, manufacture, install and maintain power and communications systems including: rechargeable and non-rechargeable batteries, charging systems, communications and electronics systems and accessories, and custom engineered systems. We sell our products worldwide through a variety of trade channels, including original equipment manufacturers (“OEMs”), industrial and defense supply distributors, and directly to U.S. and international defense departments. b. Principles of Consolidation The consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and include the accounts of Ultralife Corporation and its wholly owned subsidiaries ABLE, Accutronics, Ultralife Batteries (UK) Ltd., SWE, Excell, and its majority-owned joint venture Ultralife India. Intercompany accounts and transactions have been eliminated in consolidation. c. Management's Use of Judgment and Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at year end and the reported amounts of revenues and expenses during the reporting period. Key areas affected by estimates include: (a) carrying value of goodwill and intangible assets; (b) reserves for excess and obsolete inventory, deferred tax assets, warranties, and bad debts; (c) valuation of assets acquired and liabilities assumed in business combinations; (d) various expense accruals; and (e) stock-based compensation. Our actual results could differ from these estimates. d. Reclassifications Certain items previously reported in specific financial statement captions are reclassified to conform to the current presentation. There were no material reclassifications for the years ended December 31, 2022 and 2021. e . Cash Our cash balances may at times exceed federally insured limits. We have not experienced any losses in these accounts and believe we are not exposed to any significant risk with respect to cash. f. Accounts Receivable and Allowance for Doubtful Accounts We extend credit to our customers in the normal course of business. We perform ongoing credit evaluations and generally do not require collateral. Payment terms are generally thirty (30) to sixty (60) days. Trade accounts receivable are recorded at their invoiced amounts, net of allowance for doubtful accounts. We evaluate the adequacy of our allowance for doubtful accounts quarterly. Accounts outstanding for longer than contractual payment terms are considered past due and are reviewed for collectability. We maintain reserves for potential credit losses based upon our historical experience and the aging of specific receivables. Receivable balances are written off when collection is deemed unlikely. g. Inventories Inventories are stated at the lower of cost or net realizable value with cost determined under the first‑in, first‑out (FIFO) method. We record provisions for excess, obsolete or slow-moving inventory based on changes in customer demand, technology developments or other economic factors. h. Property, Plant and Equipment Property, plant and equipment is stated at cost. Depreciation is computed using the straight-line method over the estimated useful lives. Estimated useful lives are as follows (in years): Buildings 10 – 40 Machinery and Equipment 5 – 10 Furniture and Fixtures 3 – 10 Computer Hardware and Software 3 – 5 Leasehold Improvements Lesser of useful life or lease term Betterments, renewals and extraordinary repairs that extend the life of the assets are capitalized. Other repairs and maintenance costs are expensed when incurred. When disposed, the cost and accumulated depreciation applicable to assets retired are removed from the accounts and the gain or loss on disposition is recognized in operating income. i. Long-Lived Assets, Goodwill and Intangibles We assess our long-lived assets for impairment whenever events or circumstances indicate that their carrying amounts may not be recoverable. For property, plant and equipment and amortizable intangible assets, this is accomplished by comparing the expected undiscounted future cash flows of the assets with the respective carrying amount as of the date of assessment. If the expected undiscounted future cash flows exceed the respective carrying amount as of the date of assessment, no impairment is recognized. Should aggregate undiscounted future cash flows be less than the carrying value, a write-down would be required, measured as the difference between the carrying value and the fair value of the asset. Fair value is estimated as the present value of expected discounted future cash flows. The discount rate used in our evaluation is an industry-based weighted average cost of capital. Under the acquisition method of accounting, the purchase price paid, or the total consideration transferred, to consummate the acquisition is allocated to the identified tangible and intangible assets acquired and liabilities assumed based on their respective estimated fair values as of the acquisition date with the residual amount recorded to goodwill. We do not amortize goodwill and intangible assets with indefinite lives, but instead evaluate these assets for impairment at least annually, or whenever events or circumstances indicate that impairment may exist. We amortize intangible assets that have definite lives so that the economic benefits of the intangible assets are being recognized over their estimated useful life. The annual impairment test for goodwill consists of a comparison of the estimated fair value for each reporting unit to which goodwill is assigned to the carrying value of the respective reporting unit. The annual impairment test for other indefinite-lived intangible assets consists of a comparison of the estimated fair value of each asset to the carrying value of the respective asset. If the estimated fair value of a reporting unit or other indefinite-lived intangible asset exceeds its respective carrying value, the goodwill or indefinite-lived intangible asset is considered not impaired. If carrying value of a reporting unit or indefinite-lived intangible asset exceeds its estimated fair value, the excess carrying value of the respective goodwill or indefinite-lived intangible asset is recognized as an impairment loss. j. Translation of Foreign Currency The financial statements of our foreign subsidiaries are translated from the functional currency into U.S. dollar equivalents, with translation adjustments recorded as the sole component of accumulated other comprehensive income (loss). Exchange gains and losses related to foreign currency transactions and balances denominated in currencies other than the functional currency are recognized in net income (loss). k . Revenue Recognition Revenues are generated from the sale of products. Performance obligations are met and revenue is recognized upon transfer of control to the customer, which is generally upon shipment. When contract terms require transfer of control upon delivery at a customer’s location, revenue is recognized on the date of delivery. For products shipped under vendor managed inventory arrangements, revenue is recognized and billed when the product is consumed by the customer, at which point control has transferred and there are no further obligations by the Company. Revenue is measured as the amount of consideration we expect to receive in exchange for shipped product. Sales, value-added and other taxes billed and collected from customers are excluded from revenue. Customers, including distributors, do not have a general right of return. Separately priced extended warranty contracts are offered on certain Communications Systems products for a duration of up to eight (8) As of December 31, 2022, there was deferred revenue on extended warranty contracts of $682, comprised of $119 expected to be recognized as revenue within one (1) As of December 31, 2022 and 2021, the Company had no other unsatisfied performance obligations for contracts with an original expected duration of greater than one year. Pursuant to Topic 606, we have applied the practical expedient with respect to disclosure of the deferral and future expected timing of revenue recognition for transaction price allocated to remaining performance obligations. l. Warranty Reserves We typically offer standard warranties against product defects that range from ninety (90) (3) m. Shipping and Handling Costs Costs incurred by us related to shipping and handling are included in cost of products sold. Amounts charged to customers pertaining to these costs are reflected as revenue. n. Sales Commissions Sales commissions are expensed as incurred for contracts with an expected duration of one year or less. There were no o. Research and Development Research and development expenditures are charged to operations as incurred. The majority of research and development expenses pertain to salaries and benefits, developmental supplies, depreciation and other contracted services. For the years ended December 31, 2022 and 2021, we expended $7,874 and $8,042, respectively, on research and development, including costs of $793 and $1,216, respectively, on customer sponsored research and development activities, which are included in cost of products sold. p. Environmental Costs Environmental expenditures that relate to current operations are expensed. Remediation costs that relate to an existing condition caused by past operations are accrued when it is probable that these costs will be incurred and can be reasonably estimated. q. Income Taxes We account for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. Pursuant to ASC 740, a valuation allowance is recognized when the realizability of deferred tax assets is not more likely than not, based all available evidence, both positive and negative, weighted based on objective verifiability. r. Concentration Related to Customers and Suppliers One s. Fair Value Measurements and Disclosures Fair value is defined as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs, other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or that we corroborate with observable market data for substantially the full term of the related assets or liabilities. Level 3: Unobservable inputs supported by little or no market activity that are significant to the fair value of the assets or liabilities. The fair value of financial instruments approximated their carrying values at December 31, 2022 and 2021. The fair value of cash, accounts receivable, accounts payable, accrued liabilities, and the current portion of long-term debt approximates carrying value due to the short-term nature of these instruments. The carrying value of long-term debt approximates fair value, as the variable interest rates approximate current market rates. t. Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing net income (loss) attributable to Ultralife Corporation by the weighted average shares of common stock outstanding for the period. Diluted EPS reflects the assumed exercise and conversion of dilutive outstanding stock options and unvested restricted stock, if any, applying the treasury stock method. For the years ended December 31, 2022 and December 31, 2021, there were no no u. Stock-Based Compensation We have various stock-based employee compensation plans that are described more fully in Note 6. The compensation cost relating to share-based payment transactions is measured at the grant date, based on the estimated fair value of the award, and is recognized as expense over the employee’s requisite service period (generally the vesting period of the equity award). v. Segment Reporting We have two w. Business Combinations We allocate the purchase price of acquired businesses to the tangible and intangible assets acquired and the liabilities assumed based on their estimated fair values on the acquisition date. Any excess of the purchase price over the net fair value of the separately identifiable assets acquired and liabilities assumed is allocated to goodwill. Management determines the fair values of identifiable intangible assets acquired based on historical data, estimated discounted future cash flows, expected royalty rates for trademarks and trade names, as well as certain other information. The valuation of assets acquired and liabilities assumed requires a number of judgments and is subject to change as additional information about the fair value of assets and liabilities becomes available. Additional information, which existed as of the acquisition date but unknown to us at that time, may become known during the remainder of the measurement period. This measurement period may not exceed twelve months from the acquisition date. We will recognize any adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustments are determined. Additionally, in the same period in which adjustments are recognized, we will record the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of any change to the provisional amounts, calculated as if the accounting adjustment had been completed at the acquisition date. Acquisition costs are expensed as incurred. The results of operations and cash flows of acquired businesses are included in our consolidated financial statements from the date of acquisition. x. Leases At contract inception, the Company determines whether the arrangement is or contains a lease and determines the lease classification. The lease term is determined based on the non-cancellable term of the lease adjusted to the extent optional renewal terms and termination rights are reasonably certain. Lease expense for operating leases is recognized evenly over the lease term. Variable lease payments are recognized as period costs. The present value of remaining lease payments is recognized as a liability on the balance sheet with a corresponding right-of-use asset adjusted for prepaid or accrued lease payments. The Company uses its incremental borrowing rate for the discount rate, unless the interest rate implicit in the lease contract is readily determinable. The Company has adopted the practical expedients to not separate non-lease components from lease components and to not present short-term leases on the balance sheet. See Note 8 for further disclosure regarding lease accounting. y. Recent Accounting Pronouncements Recently Adopted Accounting Guidance Effective January 1, 2021, the Company adopted Accounting Standards Update (“ASU”) 2019-12, “Simplifying the Accounting for Income Taxes (Topic 740)”. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and clarifies and amends existing guidance to improve consistent application. Adoption of the new standard did not materially impact the Company’s consolidated financial statements. In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”. ASU 2020-04 provides temporary optional expedients and exceptions for contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates. The standard was effective upon issuance and may be applied prospectively on or before December 31, 2024. The Company has elected the optional practical expedient for debt contract modifications related to the discontinuation of reference rates. Adoption of this new standard did not materially impact the Company’s consolidated financial statements. Recent Accounting Guidance Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments”, which requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost. This guidance is effective for the Company for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. The Company is currently assessing the impact that adopting this new accounting standard will have on our consolidated financial statements. |
Note 2 - Acquisition
Note 2 - Acquisition | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | Note 2 Acquisition On December 13, 2021, the Company acquired all the outstanding shares of Excell (as defined below) for an aggregate net purchase price of $23,519 in cash. On December 13, 2021, 1336889 B.C. Unlimited Liability Company, a British Columbia unlimited liability company and wholly-owned subsidiary of Ultralife Canada Holding Corp., a Delaware corporation (“UCHC”) and wholly-owned subsidiary of Ultralife Excell Holding Corp., a Delaware corporation (“UEHC”) and wholly-owned subsidiary of Ultralife Corporation, completed the acquisition of all issued and outstanding shares of Excell Battery Canada Inc., a British Columbia corporation (“Excell Canada”) (the “Excell Canada Acquisition”), and, concurrently, 1336902 B.C. Unlimited Liability Company, a British Columbia unlimited liability company and wholly-owned subsidiary of UCHC, completed the acquisition of all issued and outstanding shares of 656700 B.C. LTD, a British Columbia corporation and sole owner of all issued and outstanding shares of Excell Battery Corporation USA, a Texas corporation (“Excell USA”, and together with Excell Canada, “Excell Battery Group” or “Excell”) (the “Excell USA Acquisition”, and together with the Excell Canada Acquisition, the “Excell Acquisition”). Based in Canada with U.S. operations, Excell is a leading independent designer and manufacturer of high-performance smart battery systems, battery packs and monitoring systems to customer specifications. Excell serves a variety of industrial markets including downhole drilling, OEM industrial and medical devices, automated meter reading, ruggedized computers, and mining, marine and other mission critical applications which demand uncompromised safety, service, reliability and quality. The Excell Canada Acquisition was completed pursuant to a Share Purchase Agreement dated December 13, 2021 (the “Excell Canada Acquisition Agreement”) by and among 1336889 B.C. Unlimited Liability Company, Mark Kroeker, Randolph Peters, Brian Larsen, M. & W. Holdings Ltd., Karen Kroeker, Heather Peterson, Michael Kroeker, Nicholas Kroeker, Brentley Peters, Craig Peters, Kurtis Peters, Heather Larsen, Ian Kane, Carol Peters, and 0835205 B.C. LTD (the “Excell Canada Sellers”), Mark Kroeker in his capacity as the Excell Canada Sellers’ Representative, and Excell Canada. The Excell USA Acquisition was completed pursuant to a Share Purchase Agreement dated December 13, 2021 (the “Excell USA Acquisition Agreement”, and together with the Excell Canada Acquisition Agreement, the “Excell Acquisition Agreements”) by and among 1336902 B.C. Unlimited Liability Company, M. & W. Holdings Ltd., Ian Kane, Sanford Capital Ltd., Arcee Enterprises Inc., and 0835205 B.C. Ltd. (the “Excell USA Sellers”, and together with the Excell Canada Sellers, the “Sellers”), Mark Kroeker in his capacity as the Excell USA Sellers’ Representative, and 656700 B.C. LTD. The Excell Acquisition Agreements contain customary terms and conditions including representations, warranties and indemnification provisions. A portion of the consideration paid to the Sellers was held in escrow for indemnification purposes for a period of twelve months from the closing date. The remaining indemnification escrow amount is to be held for a period of sixteen months from the closing date. The Excell Acquisition was funded by the Company through a combination of cash on hand and borrowings under the Amended Credit Facilities (Note 3). The Excell Acquisition was accounted for in accordance with the accounting treatment of a business combination pursuant to FASB ASC Topic 805, Business Combinations (“ASC 805”). Accordingly, the purchase price was allocated to the tangible and intangible assets acquired and the liabilities assumed based on their estimated fair values on the acquisition date. The excess of the purchase price over the estimated fair value of the separately identifiable assets acquired and liabilities assumed was allocated to goodwill. Management is responsible for determining the acquisition date fair value of the assets acquired and liabilities assumed, which requires the use of various assumptions and judgments that are inherently subjective. The purchase price allocation presented below reflects all known information about the fair value of the assets acquired and liabilities assumed as of the acquisition date. Cash $ 736 Accounts receivable 3,570 Inventories 3,622 Prepaid expenses and other current assets 785 Property, plant and equipment 429 Goodwill 10,989 Other intangible assets 8,870 Other noncurrent assets 991 Accounts payable (1,450 ) Accrued compensation and related benefits (540 ) Accrued expenses and other current liabilities (720 ) Deferred tax liability, net (2,223 ) Other noncurrent liabilities (803 ) Net assets acquired $ 24,256 The purchase price allocation was adjusted during the year ended December 31, 2022 to reflect a change in the estimated fair value of certain other intangible assets acquired. The measurement period adjustment resulted in a $40 increase in other intangible assets acquired, a $10 increase in deferred tax liabilities and a $30 decrease to goodwill. The adjusted purchase price allocation is reflected in the consolidated balance sheet as of December 31, 2022. The goodwill included in the Company’s purchase price allocation presented above represents the value of Excell’s assembled and trained workforce, the incremental value that Excell engineering and technology will bring to the Company and the revenue growth which is expected to occur over time which is attributable to increased market penetration from future new products and customers. The goodwill acquired in connection with the acquisition is not deductible for income tax purposes. Other intangible assets were valued using the income approach which requires a forecast of all expected future cash flows and the use of certain assumptions and estimates. The following table summarizes the estimated fair value and annual amortization for each of the identifiable intangible assets acquired. Annual Amortization Estimated Fair Value Amortization Period (Years) Year 1 Year 2 Year 3 Year 4 Year 5 Customer relationships $ 4,100 15 $ 273 $ 273 $ 273 $ 273 $ 273 Trade name 3,150 Indefinite - - - - - Customer contracts 1,140 15 76 76 76 76 76 Backlog 360 1 360 - - - - Technology 120 7 17 17 17 17 17 Total $ 8,870 $ 726 $ 366 $ 366 $ 366 $ 366 We acquired right-of-use assets and assumed lease liabilities of $960 for Excell’s operating facilities. Right-of-use assets are classified as other noncurrent assets, and current and long-term lease liabilities are classified as accrued expenses and other current liabilities and other noncurrent liabilities, respectively, on the Company’s consolidated balance sheet. The operating results and cash flows of Excell are reflected in the Company’s consolidated financial statements from the date of acquisition. Excell is included in the Battery & Energy Products segment. For the year ended December 31, 2022, Excell contributed revenue of $28,145 and pre-tax income of $ 1,844 For the year ended December 31, 2021, from the December 13, 2021 acquisition date, Excell contributed revenue of $1,131 and pre-tax loss of $128, inclusive of a $121 increase in cost of products sold for the fair value step-up of acquired finished goods inventory sold during the period, and amortization expense of $30 on acquired identifiable intangible assets. During the year ended December 31, 2021, the Company incurred acquisition-related costs and other non-recurring expenses of $354 directly attributable to the acquisition, including one-time accounting, legal and due diligence services. |
Note 3 - Debt
Note 3 - Debt | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 3 Debt Credit Facilities On December 13, 2021, Ultralife, Southwest Electronic Energy Corporation, a Texas corporation (“SWE”), CLB, INC., a Texas corporation and wholly owned subsidiary of SWE (“CLB”), UEHC, UCHC and Excell USA, as borrowers, entered into the Second Amendment Agreement with KeyBank National Association (“KeyBank” or the “Bank”), as lender and administrative agent, to amend the Credit and Security Agreement dated May 31, 2017 as amended by the First Amendment Agreement by and among Ultralife, SWE, CLB and KeyBank dated May 1, 2019 (the “Credit Agreement”). On November 28, 2022, Ultralife, SWE, CLB, UEHC, UCHC, Excell USA, and Excell Battery Canada entered into that certain Third Amendment Agreement with KeyBank, to further amend the Credit Agreement to, among other things, facilitate the joinder of Excell Battery Canada as a guarantor under the Credit Agreement and to replace the LIBOR benchmark thereunder with SOFR (the “Third Amendment Agreement”, and together with the Second Amendment Agreement and the Credit Agreement, the “Amended Credit Agreement”). The Amended Credit Agreement, among other things, provides for a 5-year, $10,000 senior secured term loan (the “Term Loan Facility”) and extends the term of the $30,000 senior secured revolving credit facility (the “Revolving Credit Facility”, and together with the Term Loan Facility, the “Amended Credit Facilities”) through May 30, 2025. Up to six months prior to May 30, 2025, the Revolving Credit Facility may be increased to $50,000 with the Bank’s concurrence. As of December 31, 2022, the Company had $8,167 outstanding principal on the Term Loan Facility, $2,000 of which is included in current portion of long-term debt on the balance sheet, and $13,330 outstanding on the Revolving Credit Facility. As of December 31, 2022, total unamortized debt issuance costs of $187, including placement, renewal and legal fees associated with the Amended Credit Agreement, are classified as a reduction of long-term debt on the balance sheet. Debt issuance costs are amortized to interest expense over the term of the Amended Credit Facilities. The remaining availability under the Revolving Credit Facility is subject to certain borrowing base limits based on trade receivables and inventories. The Company is required to repay the borrowings under the Term Loan Facility in equal consecutive monthly payments commencing on February 1, 2022, in arrears, together with applicable interest. All unpaid principal and accrued and unpaid interest with respect to the Term Loan Facility is due and payable in full on January 1, 2027. All unpaid principal and accrued and unpaid interest with respect to the Revolving Credit Facility is due and payable in full on May 30, 2025. The Company may voluntarily prepay principal amounts outstanding at any time subject to certain restrictions. In addition to the customary affirmative and negative covenants, the Company must maintain a consolidated senior leverage ratio, as defined in the Amended Credit Agreement, of equal to or less than 3.5 to 1.0 for the fiscal quarters ending December 31, 2022 and March 31, 2023, and equal to or less than 3.0 to 1.0 for the fiscal quarters ending June 30, 2023 and thereafter. Borrowings under the Amended Credit Facilities are secured by substantially all the assets of the Company and its subsidiaries. Upon the effectiveness of the Third Amendment Agreement, interest accrues on outstanding indebtedness under the Amended Credit Facilities at the Daily Simple SOFR Rate, plus an index spread adjustment of 0.10%, plus the applicable margin. The applicable margin ranges from 185 to 215 basis points and is determined based on the Company’s senior leverage ratio. The Company must pay a fee of 0.15% to 0.25% based on the average daily unused availability under the Revolving Credit Facility. Payments must be made by the Company to the extent borrowings exceed the maximum amount then permitted to be drawn on the Amended Credit Facilities and from the proceeds of certain transactions. Upon the occurrence of an event of default, the outstanding obligations may be accelerated, and the Bank will have other customary remedies including resort to the security interest the Company provided to the Bank. Future minimum principal repayment obligations on our Amended Credit Facilities as of December 31, 2022 are as follows: 2023 $2,000 2024 2,000 2025 15,330 2026 2,000 2027 167 Thereafter 0 Total $21,497 |
Note 4 - Supplemental Balance S
Note 4 - Supplemental Balance Sheet Information | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Supplemental Balance Sheet Disclosures [Text Block] | Note 4 - Supplemental Balance Sheet Information a. Cash and Restricted Cash The Company had cash and restricted cash totaling $5,713 and $8,413 as of December 31, 2022 and 2021, respectively. December 31, 2022 2021 Cash $ 5,634 $ 8,329 Restricted cash 79 84 Total $ 5,713 $ 8,413 As of December 31, 2022 and December 31, 2021, restricted cash included $79 and $ 84 b. Inventory , Net Inventories are stated at the lower of cost or net realizable value with cost determined under the first-in, first-out (FIFO) method. The composition of inventories, net was: December 31, 2022 2021 Raw materials $ 29,200 $ 21,660 Work in process 2,757 4,227 Finished products 9,235 7,302 Total $ 41,192 $ 33,189 c. Property, Plant and Equipment Major classes of property, plant and equipment consisted of the following: December 31, 2022 2021 Land $ 1,759 $ 1,273 Buildings and leasehold improvements 15,572 15,442 Machinery and equipment 63,495 63,780 Furniture and fixtures 2,845 2,588 Computer hardware and software 7,744 7,579 Construction in progress 1,245 761 92,660 91,423 Less – Accumulated depreciation (70,944 ) (68,218 ) Total $ 21,716 $ 23,205 Depreciation expense was $3,177 and $2,906 for the years ended December 31, 2022 and 2021, respectively. d. Goodwill and Other Intangible Assets The Company conducted its annual impairment test for goodwill and other indefinite-lived intangible assets as of October 1, 2022. We identified two no The following table summarizes the goodwill activity by segment for the years ended December 31, 2022 and 2021: Battery & Energy Products Communications Systems Total Balance – January 1, 2022 $ 26,575 $ 11,493 $ 38,068 Effect of foreign currency translation (640 ) - (640 ) Balance – December 31, 2022 $ 25,935 $ 11,493 $ 37,428 The composition of intangible assets was: December 31, 2022, Cost Accumulated amortization Net Customer relationships $ 12,970 $ 5,992 $ 6,978 Patents and technology 5,557 5,171 386 Trade names 4,629 522 4,107 Trademarks 3,404 - 3,404 Other 1,500 454 1,046 Total other intangible assets $ 28,060 $ 12,139 $ 15,921 December 31, 2021, Cost Accumulated amortization Net Customer relationships $ 13,214 $ 5,484 $ 7,730 Patents and technology 5,667 5,126 541 Trade names 4,670 436 4,234 Trademarks 3,413 - 3,413 Other 1,490 18 1,472 Total other intangible assets $ 28,454 $ 11,064 $ 17,390 The change in the cost value of other intangible assets is a result of the Excell Acquisition (Note 2) and the effect of foreign currency translations. Amortization of other intangible assets was included in the following financial statement captions: Year ended December 31, 2022 2021 Research and development expense $ 97 $ 118 Selling, general and administrative expense 1,185 515 Total $ 1,282 $ 633 Future amortization expense of amortizable intangible assets will be approximately $907, $897, $897, $767 and $767 for the five fiscal years ending December 31, 2023 through 2027, respectively. |
Note 5 - Commitments and Contin
Note 5 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 5 - Commitments and Contingencies a. Legal Matters We are subject to legal proceedings and claims that arise from time to time in the ordinary course of business. We believe that the final disposition of any such matters of which we are currently aware will not have a material adverse effect on the Company’s financial position, results of operations or cash flows. However, recognizing that legal matters are subject to inherent uncertainties, there exists the possibility that ultimate resolution of current or future legal matters could have a material adverse impact on the Company’s financial position, results of operations or cash flows. We are not aware of any such situations at this time. b. Indemnity Our organizational documents provide that our directors or officers will be reimbursed for all expenses, to the fullest extent permitted by law arising out of their performance. c. Purchase Commitments As of December 31, 2022, we have made commitments to purchase approximately $661 of production machinery and equipment. d. China Our operating facility in China presents risks including, but not limited to, changes in local regulatory requirements, changes in labor laws, local wage laws, environmental regulations, taxes and operating licenses, compliance with U.S. regulatory requirements, including the Foreign Corrupt Practices Act, uncertainties as to application and interpretation of local laws and enforcement of contract and intellectual property rights, currency restrictions, currency exchange controls, fluctuations of currency, and currency revaluations, eminent domain claims, civil unrest, power outages, water shortages, labor shortages, labor disputes, increase in labor costs, rapid changes in government, economic and political policies, political or civil unrest, acts of terrorism, or the threat of boycotts, other civil disturbances and the possible impact of the imposition of tariffs by the U.S. Government on 9 Volt batteries that we manufacture in China as well as any retaliating trade policies or restrictions. Any such disruptions could depress our earnings and have other material adverse effects on our business, financial condition and results of operations. e. Employment Contracts As of December 31, 2022, we had an Employment Agreement dated December 6, 2010 with Michael D. Popielec (the “Employment Agreement”), our former President and Chief Executive Officer. Under the terms of the Employment Agreement, Mr. Popielec was given sixty days advance notice of his involuntary termination by the Company’s Board of Directors on November 22, 2022, at which time he relinquished his position as President and Chief Executive Officer and as a member of the Board of Directors, with his employment ending on January 20, 2023. In connection with the termination of his employment, Mr. Popielec was entitled to receive the following severance benefits under the terms of the Employment Agreement with the total cost of $779 comprising a one-time charge reflected in the Company’s 2022 fourth quarter results: ● Salary, any unpaid bonus from the prior year, and the cash value of any accrued Paid Time Off through January 20, 2023 plus continued salary for a period of twelve months thereafter in accordance with the Company’s regular payroll schedule; ● A pro-rata amount (calculated on a per-diem basis) of the full year bonus which Mr. Popielec would have earned for the 2023 calendar year; ● Acceleration of vesting of all outstanding stock options held by Mr. Popielec; however that the acceleration shall not cover more than eighteen months from January 20, 2023, and all such options shall remain exercisable for one year from January 20, 2023; ● Continuation of health benefits for Mr. Popielec, his spouse and any dependent children for a period of twelve months following January 20, 2023. The foregoing description of the termination benefits provided by Mr. Popielec’s Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment Agreement, a copy of which is filed as Exhibit 10.40 to the Company’s Form 10-K filed with the Securities and Exchange Commission on March 15, 2011 and is incorporated herein by reference. There is no employment agreement in place between Mr. Manna, appointed as President and Chief Executive Officer on November 22, 2022, and the Company. As part of our employment commencement process, employees are required to enter into agreements providing for confidentiality of certain information and the assignment of rights to inventions made by them while employed by us. These agreements also contain certain non-competition and non-solicitation provisions effective during the employment term and for varying periods thereafter depending on position and location. There can be no assurance that we will be able to enforce these agreements. All our employees agree to abide by the terms of a Code of Ethics policy that provides for the confidentiality of certain information received during the course of their employment. f. Product Warranties We typically offer standard warranties against product defects that range from ninety three 2022 2021 Accrued warranty obligations – beginning $ 133 $ 149 Accruals for warranties issued 287 142 Settlements made (97 ) (158 ) Accrued warranty obligations - ending $ 323 $ 133 |
Note 6 - Stock-based Compensati
Note 6 - Stock-based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Shareholders' Equity and Share-Based Payments [Text Block] | Note 6 – Stock-Based Compensation We recorded non-cash stock compensation expense in each period as follows: Year ended December 31, 2022 2021 Stock options $ 761 $ 618 Restricted stock 15 53 Total $ 776 $ 671 We have various stock-based employee compensation plans, for which compensation cost is recognized in the financial statements. The cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as an expense over the employee’s requisite service period (generally the vesting period of the equity award). Our shareholders have approved various equity-based plans that permit the grant of stock options, restricted stock and other equity-based awards. In addition, our shareholders have approved the grant of stock options outside of these plans. In June 2014, our shareholders approved the 2014 Long-Term Incentive Plan (“2014 LTIP”) as the successor plan to the 2004 Long-Term Incentive Plan (“2004 LTIP”) that expired on June 10, 2014. Under the 2014 LTIP, a total of 1,750,000 shares of common stock were made available for grant of awards. In July 2021, our shareholders approved an amendment to the 2014 LTIP to increase the total number shares of our common stock authorized to be issued pursuant to the 2014 LTIP to 2,750,000. Of the total number of shares of common stock available for awards under the 2014 LTIP, no more than 800,000 shares of common stock may be used for awards other than stock options and stock appreciation rights. Grants under the 2014 LTIP may be awarded through June 2, 2024. Stock options granted under the 2014 LTIP are either Incentive Stock Options (“ISOs”) or Non-Qualified Stock Options (“NQSOs”). Key employees are eligible to receive ISOs and NQSOs; however, directors and consultants are eligible to receive only NQSOs. Stock options vest in equal installments on the first, second and third anniversaries of the grant date and expire on the seventh anniversary of the grant date. As of December 31, 2022, there were 1,425,693 stock options outstanding under the 2014 LTIP. There were no stock options outstanding under the 2004 LTIP. As of December 31, 2022, there was $691 of total unrecognized compensation costs related to outstanding stock options, which we expect to recognize over a weighted average period of 1.4 years. We use the Black-Scholes option-pricing model to estimate fair value of stock-based awards. The following weighted average assumptions were used to value options granted during the years ended December 31, 2022 and 2021: Year ended December 31, 2022 2021 Risk-free interest rate 4.2 % 1.0 % Volatility factor 50 % 50 % Weighted average expected life (years) 4.8 4.8 Forfeiture rate 10.0 % 10.0 % Dividends 0.0 % 0.0 % We used a Monte Carlo simulation option-pricing model to estimate the fair value of market performance stock-based awards, of which there were no new awards for the years ended December 31, 2022 and 2021. We calculate expected volatility for stock options by taking an average of historical volatility over the expected term. The computation of expected term was determined based on historical experience of similar awards, giving consideration to the contractual terms of the stock-based awards and vesting schedules. The interest rate for periods within the contractual life of the award is based on the U.S. Treasury yield in effect at the time of grant. Forfeiture rates are calculated by dividing unvested shares forfeited by beginning shares outstanding. The pre-vesting forfeiture rate is calculated yearly and is determined based on historical experience. The following tables summarize data for the stock options issued by us: Year ended December 31, 2022 Number of shares Weighted average exercise price per share Weighted average remaining contractual term Aggregate intrinsic value Shares under option – January 1 1,306,824 $ 6.87 Options granted 289,950 5.42 Options exercised (59,500 ) 3.82 Options forfeited or expired (111,581 ) 6.56 Shares under option – December 31 1,425,693 $ 6.72 4.15 - Vested and expected to vest - December 31 1,300,732 $ 6.78 3.97 - Options exercisable – December 31 881,804 $ 7.13 2.96 - Year ended December 31, 2021 Number of shares Weighted average exercise price per share Shares under option – January 1 1,217,163 $ 6.50 Options granted 340,500 6.78 Options exercised (204,429 ) 4.39 Options forfeited or expired (46,410 ) 7.44 Shares under option – December 31 1,306,824 $ 6.87 Options exercisable – December 31 745,288 $ 6.85 The following table represents additional information about stock options outstanding at December 31, 2022: Option outstanding Options exercisable Range of exercise prices Number of outstanding options Weighted- average remaining contractual life Weighted- average exercise price Number of options exercisable Weighted- average exercise price $4.29 - $5.45 516,949 4.65 $ 5.10 197,001 $ 4.64 $5.71 - $6.51 302,244 3.53 6.29 224,937 6.22 $6.69 - $6.97 177,667 5.76 6.96 65,362 6.96 $8.25 - $9.96 428,833 3.34 8.88 394,504 8.92 $4.29 - $9.96 1,425,693 4.16 $ 6.72 881,804 $ 7.13 The weighted average fair value of options granted during the years ended December 31, 2022 and 2021 was $2.55 and $2.90, respectively. The total intrinsic value of options (which is the amount by which the stock price exceeded the exercise price of the options on the date of exercise) exercised during the years ended December 31, 2022 and 2021 was $88 and $738, respectively. Cash received from stock option exercises under our stock-based compensation plans for the years ended December 31, 2022 and 2021 was $116 and $398, respectively. Restricted shares vest in equal annual installments over three There were 763,617 shares of common stock available for future issuance under equity compensation plans as of December 31, 2022. |
Note 7 - Income Taxes
Note 7 - Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 7 - Income Taxes For the years ended December 31, 2022 and 2021, we recognized income tax (benefit) provision of ($326) and $79, respectively. Year ended December 31, 2022 2021 Current: State 19 $ 16 Foreign 617 210 636 226 Deferred: Federal (661 ) (158 ) Foreign (301 ) 11 (962 ) (147 ) Total income tax (benefit) provision $ (326 ) $ 79 Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amount used for income tax purposes. Significant components of our deferred tax assets and liabilities are as follows: December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 11,460 $ 12,567 Research and development 2,812 1,999 Tax credit carryforwards 2,600 2,239 Accrued expenses, reserves and other 2,419 1,996 Intangible assets 1,521 1,412 Total deferred tax assets 20,812 20,213 Valuation allowance for deferred tax assets (2,416 ) (2,697 ) Net deferred tax assets 18,396 17,516 Deferred tax liabilities: Intangible assets (8,176 ) (8,219 ) Accrued expenses, reserves and other (68 ) (79 ) Total deferred tax liabilities (8,244 ) (8,298 ) Net deferred tax assets $ 10,152 $ 9,218 Net deferred tax assets (liabilities) are comprised of the following balance sheet amounts: December 31, 2022 2021 Deferred tax assets $ 12,069 $ 11,472 Deferred tax liabilities (1,917 ) (2,254 ) $ 10,152 $ 9,218 For financial reporting purposes, net loss from continuing operations before income taxes is as follows: Year ended December 31, 2022 2021 United States $ (2,771 ) $ (704 ) Foreign 2,325 553 $ (446 ) $ (151 ) The provision for income taxes differs from the amount of income tax determined by applying the applicable U.S. statutory federal income tax rate to income from continuing operations before income taxes as follows: Year ended December 31, 2022 2021 Statutory income tax rate 21 % 21 % Increase (decrease) in tax provision resulting from: Equity compensation (29.7 ) 11.6 Acquisition-related costs - (34.7 ) Global intangible low-taxed income (73.1 ) - China R&D deduction 20.6 48.2 Income tax credits 81.0 72.7 Foreign tax rate change 18.3 (89.7 ) Foreign tax rates 11.5 (15.5 ) States taxes (3.4 ) (10.8 ) Other 26.9 (55.1 ) Effective income tax rate 73.1 % (52.3 )% As of December 31, 2022, it was concluded that it is more likely than not that our U.S. deferred tax assets will be fully realized on the basis of management’s assessment. In evaluating the realizability of our U.S. deferred tax assets, management considered all available evidence, both positive and negative, weighted based on objective verifiability. Our assessment also considered our ability to fully utilize before expiration our domestic net operating loss carryforwards, which expire 2025 thru 2035, and our general business tax credit carryforwards, which expire 2028 thru 2042. As of December 31, 2022, our domestic net operating loss carryforwards and general business tax credits were $40,952 and $2,600, respectively. As of December 31, 2022, for certain past operations in the U.K., we continue to report a valuation allowance for net operating loss carryforwards of approximately $10,000, nearly all of which can be carried forward indefinitely. Management has concluded that utilization of the U.K. net operating losses may be limited due to the change in the past U.K. operation, and that they cannot currently be used to reduce taxable income of our other U.K. subsidiary, Accutronics Ltd. There are no other deferred tax assets related to the past U.K. operations. As of December 31, 2022, we have not There were no As of December 31, 2022, the Company maintains its assertion that all foreign earnings will be indefinitely reinvested in those operations, other than earnings generated in the U.K. As a result of our operations, we file income tax returns in various jurisdictions including U.S. federal, U.S. state and foreign jurisdictions. We are routinely subject to examination by taxing authorities in these various jurisdictions. Our U.S. tax matters for 2019-2021 remain subject to IRS examination. Our U.S. tax matters for 2002 2002 2012 |
Note 8 - Operating Leases
Note 8 - Operating Leases | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | Note 8 Operating Leases The Company has operating leases predominantly for operating facilities. As of December 31, 2022, the remaining lease terms on our operating leases range from approximately one ( 1 9 The components of lease expense for the current and prior-year comparative periods were as follows: Year ended December 31, 2022 2021 Operating lease cost $ 894 $ 762 Variable lease cost 95 79 Total lease cost $ 989 $ 841 Supplemental cash flow information related to leases was as follows: Year ended December 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 908 $ 744 Right-of-use assets obtained in exchange for lease liabilities: $ 476 $ 1,020 Supplemental balance sheet information related to leases was as follows: December 31, Balance Sheet Classification 2022 2021 Assets: Operating lease right-of-use asset Other noncurrent assets $ 2,187 $ 2,581 Liabilities: Current operating lease liability Accrued expenses and other current liabilities $ 895 $ 867 Operating lease liability, net of current portion Other noncurrent liabilities 1,307 1,743 Total operating lease liability $ 2,202 $ 2,610 Weighted-average remaining lease term (years) 4.4 4.5 Weighted-average discount rate 4.5 % 4.5 % Future minimum lease payments as of December 31, 2022 are as follows: Maturity of Operating Lease Liabilities 2023 $ 918 2024 518 2025 215 2026 217 2027 217 Thereafter 425 Total lease payments $ 2,510 Less: Imputed interest (308 ) Present value of remaining lease payments $ 2,202 |
Note 9 - 401(k) Retirement Bene
Note 9 - 401(k) Retirement Benefit Plan | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Retirement Benefits [Text Block] | Note 9 - 401(k) Retirement Benefit Plan We maintain a defined contribution 401(k) plan covering substantially all employees. Employees can contribute a portion of their salary or wages as prescribed under Section 401(k) of the Internal Revenue Code and, subject to certain limitations, we may, at the discretion of our Board of Directors, authorize an employer contribution based on a portion of the employees' contributions. For the years ended December 31, 2022 and 2021, the Company matched 100% on the first 3% and 50% on the next 2% contributed by the employee, or a maximum of 4% of the employee’s income. For 2022 and 2021, we contributed $600 and $586, respectively, to the 401(k) plan. |
Note 10 - Business Segment Info
Note 10 - Business Segment Information | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 10 - Business Segment Information We report our results in two 2022: Battery & Energy Products Communications Systems Corporate Total Revenue $ 119,995 $ 11,845 $ - $ 131,840 Segment contribution 26,154 3,246 (29,271 ) 129 Other expense, net 575 575 Income tax benefit (326 ) (326 ) Non-controlling interest (1 ) (1 ) Net loss attributable to Ultralife $ (119 ) Total assets $ 117,017 $ 29,424 $ 21,989 $ 168,430 Capital expenditures $ 1,371 $ 81 $ 227 $ 1,679 Goodwill $ 25,935 $ 11,493 $ - $ 37,428 Depreciation and amortization of intangible assets $ 3,761 $ 261 $ 437 $ 4,459 Stock-based compensation $ 396 $ 82 $ 298 $ 776 2021: Battery & Energy Products Communications Systems Corporate Total Revenue $ 87,083 $ 11,184 $ - $ 98,267 Segment contribution 21,063 3,579 (24,607 ) 35 Other expense 186 186 Income tax expense 79 79 Non-controlling interest 4 4 Net loss attributable to Ultralife $ (234 ) Total assets $ 110,633 $ 25,359 $ 23,546 159,538 Capital expenditures $ 2,104 $ 255 $ 455 $ 2,814 Goodwill $ 26,575 $ 11,493 - $ 38,068 Depreciation and amortization of intangible assets $ 2,847 $ 326 $ 366 $ 3,539 Stock-based compensation $ 298 $ 125 $ 248 $ 671 Long-lived assets (comprised of property, plant and equipment; goodwill; and other intangible assets) held outside the U.S., principally in Canada, United Kingdom and China, were $24,405 and $26,762 as of December 31, 2022 and 2021, respectively. The following tables disaggregate our business segment revenues by major source and geography. Commercial and Government/Defense Revenue Information: Year ended December 31, 2022: Total Revenue Commercial Government/ Defense Battery & Energy Products $ 119,995 $ 93,045 $ 26,950 Communications Systems 11,845 - 11,845 Total $ 131,840 $ 93,045 $ 38,795 71 % 29 % Year ended December 31, 2021: Total Revenue Commercial Government/ Defense Battery & Energy Products $ 87,083 $ 63,516 $ 23,567 Communications Systems 11,184 - 11,184 Total $ 98,267 $ 63,516 $ 34,751 65 % 35 % U.S. and Non-U.S. Revenue Information 1 : Year ended December 31, 2022: Total Revenue United States Non-United States Battery & Energy Products $ 119,995 $ 58,820 $ 61,175 Communications Systems 11,845 9,094 2,751 Total $ 131,840 $ 67,914 $ 63,926 52 % 48 % Year ended December 31, 2021: Total Revenue United States Non-United States Battery & Energy Products $ 87,083 $ 43,298 $ 43,785 Communications Systems 11,184 5,521 5,663 Total $ 98,267 $ 48,819 $ 49,448 50 % 50 % 1 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | b. Principles of Consolidation |
Use of Estimates, Policy [Policy Text Block] | c. Management's Use of Judgment and Estimates |
Reclassification, Comparability Adjustment [Policy Text Block] | d. Reclassifications |
Cash and Cash Equivalents, Policy [Policy Text Block] | e . Cash |
Receivable [Policy Text Block] | f. Accounts Receivable and Allowance for Doubtful Accounts |
Inventory, Policy [Policy Text Block] | g. Inventories |
Property, Plant and Equipment, Policy [Policy Text Block] | h. Property, Plant and Equipment Buildings 10 – 40 Machinery and Equipment 5 – 10 Furniture and Fixtures 3 – 10 Computer Hardware and Software 3 – 5 Leasehold Improvements Lesser of useful life or lease term |
Goodwill and Intangible Assets, Policy [Policy Text Block] | i. Long-Lived Assets, Goodwill and Intangibles |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | j. Translation of Foreign Currency |
Revenue [Policy Text Block] | k . Revenue Recognition (8) (1) |
Guarantees, Indemnifications and Warranties Policies [Policy Text Block] | l. Warranty Reserves (90) (3) |
Shipping and Handling Costs [Policy Text Block] | m. Shipping and Handling Costs |
Sales Commissions [Policy Text Block] | n. Sales Commissions no |
Research and Development Expense, Policy [Policy Text Block] | o. Research and Development |
Environmental Cost, Expense Policy [Policy Text Block] | p. Environmental Costs |
Income Tax, Policy [Policy Text Block] | q. Income Taxes |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | r. Concentration Related to Customers and Suppliers One |
Fair Value Measurement, Policy [Policy Text Block] | s. Fair Value Measurements and Disclosures |
Earnings Per Share, Policy [Policy Text Block] | t. Earnings Per Share no no |
Share-Based Payment Arrangement [Policy Text Block] | u. Stock-Based Compensation |
Segment Reporting, Policy [Policy Text Block] | v. Segment Reporting two |
Business Combinations Policy [Policy Text Block] | w. Business Combinations |
Lessee, Leases [Policy Text Block] | x. Leases |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Guidance Recent Accounting Guidance Not Yet Adopted |
Note 1 - Summary of Operation_2
Note 1 - Summary of Operations and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Property, Plant and Equipment, Estimated Useful Life [Table Text Block] | Buildings 10 – 40 Machinery and Equipment 5 – 10 Furniture and Fixtures 3 – 10 Computer Hardware and Software 3 – 5 Leasehold Improvements Lesser of useful life or lease term |
Note 2 - Acquisition (Tables)
Note 2 - Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Cash $ 736 Accounts receivable 3,570 Inventories 3,622 Prepaid expenses and other current assets 785 Property, plant and equipment 429 Goodwill 10,989 Other intangible assets 8,870 Other noncurrent assets 991 Accounts payable (1,450 ) Accrued compensation and related benefits (540 ) Accrued expenses and other current liabilities (720 ) Deferred tax liability, net (2,223 ) Other noncurrent liabilities (803 ) Net assets acquired $ 24,256 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | Annual Amortization Estimated Fair Value Amortization Period (Years) Year 1 Year 2 Year 3 Year 4 Year 5 Customer relationships $ 4,100 15 $ 273 $ 273 $ 273 $ 273 $ 273 Trade name 3,150 Indefinite - - - - - Customer contracts 1,140 15 76 76 76 76 76 Backlog 360 1 360 - - - - Technology 120 7 17 17 17 17 17 Total $ 8,870 $ 726 $ 366 $ 366 $ 366 $ 366 |
Note 3 - Debt (Tables)
Note 3 - Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Maturities of Long-Term Debt [Table Text Block] | 2023 $2,000 2024 2,000 2025 15,330 2026 2,000 2027 167 Thereafter 0 Total $21,497 |
Note 4 - Supplemental Balance_2
Note 4 - Supplemental Balance Sheet Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Cash, Cash Equivalents and Investments [Table Text Block] | December 31, 2022 2021 Cash $ 5,634 $ 8,329 Restricted cash 79 84 Total $ 5,713 $ 8,413 |
Schedule of Inventory, Current [Table Text Block] | December 31, 2022 2021 Raw materials $ 29,200 $ 21,660 Work in process 2,757 4,227 Finished products 9,235 7,302 Total $ 41,192 $ 33,189 |
Property, Plant and Equipment [Table Text Block] | December 31, 2022 2021 Land $ 1,759 $ 1,273 Buildings and leasehold improvements 15,572 15,442 Machinery and equipment 63,495 63,780 Furniture and fixtures 2,845 2,588 Computer hardware and software 7,744 7,579 Construction in progress 1,245 761 92,660 91,423 Less – Accumulated depreciation (70,944 ) (68,218 ) Total $ 21,716 $ 23,205 |
Schedule of Goodwill [Table Text Block] | Battery & Energy Products Communications Systems Total Balance – January 1, 2022 $ 26,575 $ 11,493 $ 38,068 Effect of foreign currency translation (640 ) - (640 ) Balance – December 31, 2022 $ 25,935 $ 11,493 $ 37,428 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | December 31, 2022, Cost Accumulated amortization Net Customer relationships $ 12,970 $ 5,992 $ 6,978 Patents and technology 5,557 5,171 386 Trade names 4,629 522 4,107 Trademarks 3,404 - 3,404 Other 1,500 454 1,046 Total other intangible assets $ 28,060 $ 12,139 $ 15,921 December 31, 2021, Cost Accumulated amortization Net Customer relationships $ 13,214 $ 5,484 $ 7,730 Patents and technology 5,667 5,126 541 Trade names 4,670 436 4,234 Trademarks 3,413 - 3,413 Other 1,490 18 1,472 Total other intangible assets $ 28,454 $ 11,064 $ 17,390 |
Finite-Lived Intangible Assets Amortization Expense [Table Text Block] | Year ended December 31, 2022 2021 Research and development expense $ 97 $ 118 Selling, general and administrative expense 1,185 515 Total $ 1,282 $ 633 |
Note 5 - Commitments and Cont_2
Note 5 - Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Product Warranty Liability [Table Text Block] | 2022 2021 Accrued warranty obligations – beginning $ 133 $ 149 Accruals for warranties issued 287 142 Settlements made (97 ) (158 ) Accrued warranty obligations - ending $ 323 $ 133 |
Note 6 - Stock-based Compensa_2
Note 6 - Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award [Table Text Block] | Year ended December 31, 2022 2021 Stock options $ 761 $ 618 Restricted stock 15 53 Total $ 776 $ 671 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Year ended December 31, 2022 2021 Risk-free interest rate 4.2 % 1.0 % Volatility factor 50 % 50 % Weighted average expected life (years) 4.8 4.8 Forfeiture rate 10.0 % 10.0 % Dividends 0.0 % 0.0 % |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Year ended December 31, 2022 Number of shares Weighted average exercise price per share Weighted average remaining contractual term Aggregate intrinsic value Shares under option – January 1 1,306,824 $ 6.87 Options granted 289,950 5.42 Options exercised (59,500 ) 3.82 Options forfeited or expired (111,581 ) 6.56 Shares under option – December 31 1,425,693 $ 6.72 4.15 - Vested and expected to vest - December 31 1,300,732 $ 6.78 3.97 - Options exercisable – December 31 881,804 $ 7.13 2.96 - Year ended December 31, 2021 Number of shares Weighted average exercise price per share Shares under option – January 1 1,217,163 $ 6.50 Options granted 340,500 6.78 Options exercised (204,429 ) 4.39 Options forfeited or expired (46,410 ) 7.44 Shares under option – December 31 1,306,824 $ 6.87 Options exercisable – December 31 745,288 $ 6.85 |
Share-Based Payment Arrangement, Option, Exercise Price Range [Table Text Block] | Option outstanding Options exercisable Range of exercise prices Number of outstanding options Weighted- average remaining contractual life Weighted- average exercise price Number of options exercisable Weighted- average exercise price $4.29 - $5.45 516,949 4.65 $ 5.10 197,001 $ 4.64 $5.71 - $6.51 302,244 3.53 6.29 224,937 6.22 $6.69 - $6.97 177,667 5.76 6.96 65,362 6.96 $8.25 - $9.96 428,833 3.34 8.88 394,504 8.92 $4.29 - $9.96 1,425,693 4.16 $ 6.72 881,804 $ 7.13 |
Note 7 - Income Taxes (Tables)
Note 7 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Year ended December 31, 2022 2021 Current: State 19 $ 16 Foreign 617 210 636 226 Deferred: Federal (661 ) (158 ) Foreign (301 ) 11 (962 ) (147 ) Total income tax (benefit) provision $ (326 ) $ 79 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 11,460 $ 12,567 Research and development 2,812 1,999 Tax credit carryforwards 2,600 2,239 Accrued expenses, reserves and other 2,419 1,996 Intangible assets 1,521 1,412 Total deferred tax assets 20,812 20,213 Valuation allowance for deferred tax assets (2,416 ) (2,697 ) Net deferred tax assets 18,396 17,516 Deferred tax liabilities: Intangible assets (8,176 ) (8,219 ) Accrued expenses, reserves and other (68 ) (79 ) Total deferred tax liabilities (8,244 ) (8,298 ) Net deferred tax assets $ 10,152 $ 9,218 |
Schedule of Net Deferred Tax Liabilities [Table Text Block] | December 31, 2022 2021 Deferred tax assets $ 12,069 $ 11,472 Deferred tax liabilities (1,917 ) (2,254 ) $ 10,152 $ 9,218 |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | Year ended December 31, 2022 2021 United States $ (2,771 ) $ (704 ) Foreign 2,325 553 $ (446 ) $ (151 ) |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Year ended December 31, 2022 2021 Statutory income tax rate 21 % 21 % Increase (decrease) in tax provision resulting from: Equity compensation (29.7 ) 11.6 Acquisition-related costs - (34.7 ) Global intangible low-taxed income (73.1 ) - China R&D deduction 20.6 48.2 Income tax credits 81.0 72.7 Foreign tax rate change 18.3 (89.7 ) Foreign tax rates 11.5 (15.5 ) States taxes (3.4 ) (10.8 ) Other 26.9 (55.1 ) Effective income tax rate 73.1 % (52.3 )% |
Note 8 - Operating Leases (Tabl
Note 8 - Operating Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Lease, Cost [Table Text Block] | Year ended December 31, 2022 2021 Operating lease cost $ 894 $ 762 Variable lease cost 95 79 Total lease cost $ 989 $ 841 |
Lessee, Lease, Cash Flow Information [Table Text Block] | Year ended December 31, 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 908 $ 744 Right-of-use assets obtained in exchange for lease liabilities: $ 476 $ 1,020 |
Lessee, Lease, Balance Sheet Information [Table Text Block] | December 31, Balance Sheet Classification 2022 2021 Assets: Operating lease right-of-use asset Other noncurrent assets $ 2,187 $ 2,581 Liabilities: Current operating lease liability Accrued expenses and other current liabilities $ 895 $ 867 Operating lease liability, net of current portion Other noncurrent liabilities 1,307 1,743 Total operating lease liability $ 2,202 $ 2,610 Weighted-average remaining lease term (years) 4.4 4.5 Weighted-average discount rate 4.5 % 4.5 % |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Maturity of Operating Lease Liabilities 2023 $ 918 2024 518 2025 215 2026 217 2027 217 Thereafter 425 Total lease payments $ 2,510 Less: Imputed interest (308 ) Present value of remaining lease payments $ 2,202 |
Note 10 - Business Segment In_2
Note 10 - Business Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Battery & Energy Products Communications Systems Corporate Total Revenue $ 119,995 $ 11,845 $ - $ 131,840 Segment contribution 26,154 3,246 (29,271 ) 129 Other expense, net 575 575 Income tax benefit (326 ) (326 ) Non-controlling interest (1 ) (1 ) Net loss attributable to Ultralife $ (119 ) Total assets $ 117,017 $ 29,424 $ 21,989 $ 168,430 Capital expenditures $ 1,371 $ 81 $ 227 $ 1,679 Goodwill $ 25,935 $ 11,493 $ - $ 37,428 Depreciation and amortization of intangible assets $ 3,761 $ 261 $ 437 $ 4,459 Stock-based compensation $ 396 $ 82 $ 298 $ 776 Battery & Energy Products Communications Systems Corporate Total Revenue $ 87,083 $ 11,184 $ - $ 98,267 Segment contribution 21,063 3,579 (24,607 ) 35 Other expense 186 186 Income tax expense 79 79 Non-controlling interest 4 4 Net loss attributable to Ultralife $ (234 ) Total assets $ 110,633 $ 25,359 $ 23,546 159,538 Capital expenditures $ 2,104 $ 255 $ 455 $ 2,814 Goodwill $ 26,575 $ 11,493 - $ 38,068 Depreciation and amortization of intangible assets $ 2,847 $ 326 $ 366 $ 3,539 Stock-based compensation $ 298 $ 125 $ 248 $ 671 |
Schedule of Revenues from External Customers by Business Segment Sector [Table Text Block] | Total Revenue Commercial Government/ Defense Battery & Energy Products $ 119,995 $ 93,045 $ 26,950 Communications Systems 11,845 - 11,845 Total $ 131,840 $ 93,045 $ 38,795 71 % 29 % Total Revenue Commercial Government/ Defense Battery & Energy Products $ 87,083 $ 63,516 $ 23,567 Communications Systems 11,184 - 11,184 Total $ 98,267 $ 63,516 $ 34,751 65 % 35 % Total Revenue United States Non-United States Battery & Energy Products $ 119,995 $ 58,820 $ 61,175 Communications Systems 11,845 9,094 2,751 Total $ 131,840 $ 67,914 $ 63,926 52 % 48 % Total Revenue United States Non-United States Battery & Energy Products $ 87,083 $ 43,298 $ 43,785 Communications Systems 11,184 5,521 5,663 Total $ 98,267 $ 48,819 $ 49,448 50 % 50 % |
Note 1 - Summary of Operation_3
Note 1 - Summary of Operations and Significant Accounting Policies 1 (Details Textual) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) shares | |
Capitalized Contract Cost, Gross | $ | $ 0 | $ 0 |
Research and Development Expense, Gross | $ | 7,874 | 8,042 |
Customer Funded Research and Development Expense Included in Cost of Goods Sold | $ | $ 793 | $ 1,216 |
Number of Operating Segments | 2 | |
Share-Based Payment Arrangement, Option [Member] | ||
Incremental Common Shares Attributable to Dilutive Effect of Share-Based Payment Arrangements | shares | 0 | 0 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 1,425,693 | 1,306,824 |
Restricted Stock [Member] | ||
Incremental Common Shares Attributable to Dilutive Effect of Share-Based Payment Arrangements | shares | 0 | 0 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 2,500 | 11,664 |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | ||
Number of Major Customers | 1 | 1 |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Large Defense Primary Contractor, 1 [Member] | ||
Concentration Risk, Percentage | 17% | 20% |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Large Defense Primary Contractor, 1 [Member] | Battery & Energy Products Segment [Member] | ||
Concentration Risk, Percentage | 19% | 22% |
Minimum [Member] | ||
Standard Product Warranty, Period | 90 days | |
Maximum [Member] | ||
Standard Product Warranty, Period | 3 years | |
Extended Warranty Contracts [Member] | ||
Extended Product Warranty, Period | 8 years | |
Revenue, Remaining Performance Obligation, Amount | $ | $ 682 |
Note 1 - Summary of Operation_4
Note 1 - Summary of Operations and Significant Accounting Policies 2 (Details Textual) - Extended Warranty Contracts [Member] $ in Thousands | Dec. 31, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Amount | $ 682 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Amount | $ 119 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Amount | $ 563 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Note 1 - Summary of Operation_5
Note 1 - Summary of Operations and Significant Accounting Policies - Property, Plant and Equipment Estimated Useful Life (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Building [Member] | Minimum [Member] | |
Estimated useful lives (Year) | 10 years |
Building [Member] | Maximum [Member] | |
Estimated useful lives (Year) | 40 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Estimated useful lives (Year) | 5 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Estimated useful lives (Year) | 10 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Estimated useful lives (Year) | 3 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Estimated useful lives (Year) | 10 years |
Computer Equipment [Member] | Minimum [Member] | |
Estimated useful lives (Year) | 3 years |
Computer Equipment [Member] | Maximum [Member] | |
Estimated useful lives (Year) | 5 years |
Note 2 - Acquisition (Details T
Note 2 - Acquisition (Details Textual) - UEHC [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 13, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Combination, Consideration Transferred, Total | $ 23,519 | ||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | $ 40 | ||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Deferred Tax Liabilities | 10 | ||
Goodwill, Purchase Accounting Adjustments | 30 | ||
Operating Lease, Liability, Total | 960 | ||
Operating Lease, Right-of-Use Asset | $ 960 | ||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 28,145 | $ 1,131 | |
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 320 | 128 | |
Business Acquisition, Amortization Expense | 726 | 30 | |
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Inventory | $ 55 | 121 | |
Business Combination, Acquisition Related Costs | $ 354 |
Note 2 - Acquisition - Assets A
Note 2 - Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 13, 2021 |
Goodwill | $ 37,428 | $ 38,068 | |
UEHC [Member] | |||
Cash | $ 736 | ||
Accounts receivable | 3,570 | ||
Inventories | 3,622 | ||
Prepaid expenses and other current assets | 785 | ||
Property, plant and equipment | 429 | ||
Goodwill | 10,989 | ||
Other intangible assets | 8,870 | ||
Other noncurrent assets | 991 | ||
Accounts payable | (1,450) | ||
Accrued compensation and related benefits | (540) | ||
Accrued expenses and other current liabilities | (720) | ||
Deferred tax liability, net | (2,223) | ||
Other noncurrent liabilities | (803) | ||
Net assets acquired | $ 24,256 |
Note 2 - Acquisition - Estimate
Note 2 - Acquisition - Estimated Fair Value and Annual Amortization (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Year 1 | $ 907 |
Year 2 | 897 |
Year 3 | 897 |
Year 4 | 767 |
Year 5 | 767 |
UEHC [Member] | |
Estimated fair value | 8,870 |
Year 1 | 726 |
Year 2 | 366 |
Year 3 | 366 |
Year 4 | 366 |
Year 5 | 366 |
UEHC [Member] | Trade Names [Member] | |
Trade name | 3,150 |
Customer Relationships [Member] | UEHC [Member] | |
Estimated fair value | $ 4,100 |
Amortization period (Year) | 15 years |
Year 1 | $ 273 |
Year 2 | 273 |
Year 3 | 273 |
Year 4 | 273 |
Year 5 | 273 |
Customer Contracts [Member] | UEHC [Member] | |
Estimated fair value | $ 1,140 |
Amortization period (Year) | 15 years |
Year 1 | $ 76 |
Year 2 | 76 |
Year 3 | 76 |
Year 4 | 76 |
Year 5 | 76 |
Backlog [Member] | UEHC [Member] | |
Estimated fair value | $ 360 |
Amortization period (Year) | 1 year |
Year 1 | $ 360 |
Technology-Based Intangible Assets [Member] | UEHC [Member] | |
Estimated fair value | $ 120 |
Amortization period (Year) | 7 years |
Year 1 | $ 17 |
Year 2 | 17 |
Year 3 | 17 |
Year 4 | 17 |
Year 5 | $ 17 |
Note 3 - Debt (Details Textual)
Note 3 - Debt (Details Textual) - Amended Credit Agreement [Member] $ in Thousands | Dec. 13, 2021 USD ($) | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 USD ($) |
Debt Issuance Costs, Gross | $ 187 | |||
Term Loan Facility [Member] | Long-term Debt, Current Maturities [Member] | ||||
Secured Debt, Total | 2,000 | |||
Revolving Credit Facility [Member] | ||||
Secured Debt, Total | 8,167 | |||
Long-Term Line of Credit, Total | $ 13,330 | |||
Maximum Consolidated Senior Leverage Ratio | 3.5 | |||
Revolving Credit Facility [Member] | Minimum [Member] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.15% | |||
Revolving Credit Facility [Member] | Maximum [Member] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |||
Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.10% | |||
Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) [Member] | Minimum [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.85% | |||
Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) [Member] | Maximum [Member] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.15% | |||
Revolving Credit Facility [Member] | Forecast [Member] | ||||
Maximum Consolidated Senior Leverage Ratio | 3 | 3.5 | ||
KeyBank [Member] | Term Loan Facility [Member] | ||||
Debt Instrument, Term | 5 years | |||
Debt Instrument, Face Amount | $ 10,000 | |||
KeyBank [Member] | Revolving Credit Facility [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 30,000 | |||
Line Of Credit Facility Maximum Borrowing Capacity Contingent On Bank Approval | $ 50,000 |
Note 3 - Debt - Future Minimum
Note 3 - Debt - Future Minimum Principal Repayment Obligations (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
2023 | $ 2,000 |
2024 | 2,000 |
2025 | 15,330 |
2026 | 2,000 |
2027 | 167 |
Thereafter | 0 |
Total | $ 21,497 |
Note 4 - Supplemental Balance_3
Note 4 - Supplemental Balance Sheet Information (Details Textual) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Ending Balance | $ 5,713 | $ 8,413 | $ 10,653 |
Restricted Cash and Cash Equivalents, Total | 79 | 84 | |
Depreciation, Total | $ 3,177 | 2,906 | |
Number of Reporting Units | 2 | ||
Goodwill, Impairment Loss | $ 0 | ||
Year 1 | 907 | ||
Year 2 | 897 | ||
Year 3 | 897 | ||
Year 4 | 767 | ||
Year 5 | 767 | ||
NETHERLANDS | |||
Restricted Cash and Cash Equivalents, Total | $ 79 | $ 84 |
Note 4 - Supplemental Balance_4
Note 4 - Supplemental Balance Sheet Information - Cash and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Cash | $ 5,634 | $ 8,329 | |
Restricted cash | 79 | 84 | |
Total | $ 5,713 | $ 8,413 | $ 10,653 |
Note 4 - Supplemental Balance_5
Note 4 - Supplemental Balance Sheet Information - Components of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Raw materials | $ 29,200 | $ 21,660 |
Work in process | 2,757 | 4,227 |
Finished products | 9,235 | 7,302 |
Total | $ 41,192 | $ 33,189 |
Note 4 - Supplemental Balance_6
Note 4 - Supplemental Balance Sheet Information - Components of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, plant and equipment, gross | $ 92,660 | $ 91,423 |
Less – Accumulated depreciation | (70,944) | (68,218) |
Total | 21,716 | 23,205 |
Land [Member] | ||
Property, plant and equipment, gross | 1,759 | 1,273 |
Building and Building Improvements [Member] | ||
Property, plant and equipment, gross | 15,572 | 15,442 |
Machinery and Equipment [Member] | ||
Property, plant and equipment, gross | 63,495 | 63,780 |
Furniture and Fixtures [Member] | ||
Property, plant and equipment, gross | 2,845 | 2,588 |
Computer Equipment [Member] | ||
Property, plant and equipment, gross | 7,744 | 7,579 |
Construction in Progress [Member] | ||
Property, plant and equipment, gross | $ 1,245 | $ 761 |
Note 4 - Supplemental Balance_7
Note 4 - Supplemental Balance Sheet Information - Summary of Goodwill (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Balance – January 1, 2022 | $ 38,068 |
Effect of foreign currency translation | (640) |
Balance – December 31, 2022 | 37,428 |
Battery & Energy Products Segment [Member] | |
Balance – January 1, 2022 | 26,575 |
Effect of foreign currency translation | (640) |
Balance – December 31, 2022 | 25,935 |
Communications Systems Segment [Member] | |
Balance – January 1, 2022 | 11,493 |
Effect of foreign currency translation | 0 |
Balance – December 31, 2022 | $ 11,493 |
Note 4 - Supplemental Balance_8
Note 4 - Supplemental Balance Sheet Information - Composition of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Cost | $ 28,060 | $ 28,454 |
Accumulated amortization | 12,139 | 11,064 |
Net | 15,921 | 17,390 |
Customer Relationships [Member] | ||
Cost | 12,970 | 13,214 |
Accumulated amortization | 5,992 | 5,484 |
Net | 6,978 | 7,730 |
Patented Technology [Member] | ||
Cost | 5,557 | 5,667 |
Accumulated amortization | 5,171 | 5,126 |
Net | 386 | 541 |
Trade Names [Member] | ||
Cost | 4,629 | 4,670 |
Accumulated amortization | 522 | 436 |
Net | 4,107 | 4,234 |
Trademarks [Member] | ||
Cost | 3,404 | 3,413 |
Accumulated amortization | 0 | 0 |
Net | 3,404 | 3,413 |
Other Intangible Assets [Member] | ||
Cost | 1,500 | 1,490 |
Accumulated amortization | 454 | 18 |
Net | $ 1,046 | $ 1,472 |
Note 4 - Supplemental Balance_9
Note 4 - Supplemental Balance Sheet Information - Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Amortization of intangible assets | $ 1,282 | $ 633 |
Research and Development Expense [Member] | ||
Amortization of intangible assets | 97 | 118 |
Selling, General and Administrative Expenses [Member] | ||
Amortization of intangible assets | $ 1,185 | $ 515 |
Note 5 - Commitments and Cont_3
Note 5 - Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2022 | |
Minimum [Member] | ||
Standard Product Warranty, Period | 90 days | |
Maximum [Member] | ||
Standard Product Warranty, Period | 3 years | |
Former President and Chief Executive Officer [Member] | ||
Severance Costs | $ 779 | |
Capital Addition Purchase Commitments [Member] | ||
Long-Term Purchase Commitment, Amount | $ 661 |
Note 5 - Commitments and Cont_4
Note 5 - Commitments and Contingencies - Changes in Produce Warranty Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accrued warranty obligations – beginning | $ 133 | $ 149 |
Accruals for warranties issued | 287 | 142 |
Settlements made | (97) | (158) |
Accrued warranty obligations - ending | $ 323 | $ 133 |
Note 6 - Stock-based Compensa_3
Note 6 - Stock-based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2022 | Dec. 31, 2021 | Jul. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2014 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number, Ending Balance | 1,425,693 | 1,306,824 | 1,217,163 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 2.55 | $ 2.90 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 88 | $ 738 | |||
Proceeds from Stock Options Exercised | $ 116 | $ 398 | |||
Common Stock, Capital Shares Reserved for Future Issuance | 763,617 | ||||
Share-Based Payment Arrangement, Option [Member] | |||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 691 | ||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 4 months 24 days | ||||
Restricted Stock [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number, Ending Balance | 3 | ||||
The 2014 Long-term Incentive Plan [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized | 2,750,000 | 1,750,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number, Ending Balance | 1,425,693 | ||||
The 2014 Long-term Incentive Plan [Member] | Awards Other than Stock Options and SARs [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized | 800,000 | ||||
The 2014 Long-term Incentive Plan [Member] | Restricted Stock [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years |
Note 6 - Stock-based Compensa_4
Note 6 - Stock-based Compensation - Non-cash Stock Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Stock options | $ 776 | $ 671 |
Share-Based Payment Arrangement, Option [Member] | ||
Stock options | 761 | 618 |
Restricted Stock [Member] | ||
Stock options | $ 15 | $ 53 |
Note 6 - Stock-based Compensa_5
Note 6 - Stock-based Compensation - Stock Option Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Risk-free interest rate | 4.20% | 1% |
Volatility factor | 50% | 50% |
Weighted average expected life (years) (Year) | 4 years 9 months 18 days | 4 years 9 months 18 days |
Forfeiture rate | 10% | 10% |
Dividends | 0% | 0% |
Note 6 - Stock-based Compensa_6
Note 6 - Stock-based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Shares under option, beginning of period (in shares) | 1,306,824 | 1,217,163 |
Options outstanding - weighted average exercise price (in dollars per share) | $ 6.87 | $ 6.50 |
Options granted (in shares) | 289,950 | 340,500 |
Options granted (in dollars per share) | $ 5.42 | $ 6.78 |
Options exercised (in shares) | (59,500) | (204,429) |
Options exercised (in dollars per share) | $ 3.82 | $ 4.39 |
Options forfeited or expired (in shares) | (111,581) | (46,410) |
Options forfeited or expired (in dollars per share) | $ 6.56 | $ 7.44 |
Shares under option, end of period (in shares) | 1,425,693 | 1,306,824 |
Options outstanding - weighted average exercise price (in dollars per share) | $ 6.72 | $ 6.87 |
Options outstanding - weighted average remaining contractual term (Year) | 4 years 1 month 24 days | |
Options exercisable – aggregate intrinsic value (in shares) | 881,804 | 745,288 |
Options outstanding - aggregate intrinsic value | $ 0 | |
Options exercisable – weighted average exercise price (in dollars per share) | $ 7.13 | $ 6.85 |
Vested and Expected to Vest (in shares) | 1,300,732 | |
Options vested and expected to vest - weighted average exercise price (in dollars per share) | $ 6.78 | |
Options vested and expected to vest - weighted average remaining contractual term (Year) | 3 years 11 months 19 days | |
Options vested and expected to vest - aggregate intrinsic value | $ 0 | |
Options exercisable – weighted average remaining contractual term (Year) | 2 years 11 months 15 days | |
Options exercisable - aggregate intrinsic value | $ 0 |
Note 6 - Share-based Compensati
Note 6 - Share-based Compensation - Options Range of Exercise Prices (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Lower range limit (in dollars per share) | $ 4.29 | |
Upper range limit (in dollars per share) | $ 9.96 | |
Options outstanding, number of outstanding options (in shares) | 1,425,693 | |
Options outstanding, weighted-average remaining contractual life (Year) | 4 years 1 month 28 days | |
Options outstanding, weighted-average exercise price (in dollars per share) | $ 6.72 | |
Options exercisable, number of options exercisable (in shares) | 881,804 | |
Options exercisable – weighted average exercise price (in dollars per share) | $ 7.13 | $ 6.85 |
Range One [Member] | ||
Lower range limit (in dollars per share) | 4.29 | |
Upper range limit (in dollars per share) | $ 5.45 | |
Options outstanding, number of outstanding options (in shares) | 516,949 | |
Options outstanding, weighted-average remaining contractual life (Year) | 4 years 7 months 24 days | |
Options outstanding, weighted-average exercise price (in dollars per share) | $ 5.10 | |
Options exercisable, number of options exercisable (in shares) | 197,001 | |
Options exercisable – weighted average exercise price (in dollars per share) | $ 4.64 | |
Range Two [Member] | ||
Lower range limit (in dollars per share) | 5.71 | |
Upper range limit (in dollars per share) | $ 6.51 | |
Options outstanding, number of outstanding options (in shares) | 302,244 | |
Options outstanding, weighted-average remaining contractual life (Year) | 3 years 6 months 10 days | |
Options outstanding, weighted-average exercise price (in dollars per share) | $ 6.29 | |
Options exercisable, number of options exercisable (in shares) | 224,937 | |
Options exercisable – weighted average exercise price (in dollars per share) | $ 6.22 | |
Range Three [Member] | ||
Lower range limit (in dollars per share) | 6.69 | |
Upper range limit (in dollars per share) | $ 6.97 | |
Options outstanding, number of outstanding options (in shares) | 177,667 | |
Options outstanding, weighted-average remaining contractual life (Year) | 5 years 9 months 3 days | |
Options outstanding, weighted-average exercise price (in dollars per share) | $ 6.96 | |
Options exercisable, number of options exercisable (in shares) | 65,362 | |
Options exercisable – weighted average exercise price (in dollars per share) | $ 6.96 | |
Range Four [Member] | ||
Lower range limit (in dollars per share) | 8.25 | |
Upper range limit (in dollars per share) | $ 9.96 | |
Options outstanding, number of outstanding options (in shares) | 428,833 | |
Options outstanding, weighted-average remaining contractual life (Year) | 3 years 4 months 2 days | |
Options outstanding, weighted-average exercise price (in dollars per share) | $ 8.88 | |
Options exercisable, number of options exercisable (in shares) | 394,504 | |
Options exercisable – weighted average exercise price (in dollars per share) | $ 8.92 |
Note 7 - Income Taxes (Details
Note 7 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Expense (Benefit), Total | $ (326) | $ 79 |
Deferred Tax Assets, Valuation Allowance | 2,416 | 2,697 |
Unrecognized Tax Benefits, Ending Balance | 0 | 0 |
General Business Tax Credit Carryforward [Member] | ||
Tax Credit Carryforward, Amount | $ 2,600 | |
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | ||
Operating Loss Carryforwards | $ 40,952 | |
Open Tax Year | 2002 2005 2006 2007 2011 2012 2013 2014 2015 | |
Foreign Tax Authority [Member] | ||
Deferred Tax Assets, Valuation Allowance | $ 0 | |
Open Tax Year | 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 | |
Foreign Tax Authority [Member] | Her Majesty's Revenue and Customs (HMRC) [Member] | ||
Operating Loss Carryforwards | $ 10,000 | |
State and Local Jurisdiction [Member] | ||
Open Tax Year | 2002 2005 2006 2007 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 |
Note 7 - Income Taxes - Income
Note 7 - Income Taxes - Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
State | $ 19 | $ 16 |
Foreign | 617 | 210 |
Current Income Tax Expense (Benefit), Total | 636 | 226 |
Federal | (661) | (158) |
Foreign | (301) | 11 |
Deferred Income Tax Expense (Benefit), Total | (962) | (147) |
Total income tax (benefit) provision | $ (326) | $ 79 |
Note 7 - Income Taxes - Deferre
Note 7 - Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Net operating loss carryforwards | $ 11,460 | $ 12,567 |
Research and development | 2,812 | 1,999 |
Tax credit carryforwards | 2,600 | 2,239 |
Accrued expenses, reserves and other | 2,419 | 1,996 |
Intangible assets | 1,521 | 1,412 |
Total deferred tax assets | 20,812 | 20,213 |
Valuation allowance for deferred tax assets | (2,416) | (2,697) |
Net deferred tax assets | 18,396 | 17,516 |
Intangible assets | (8,176) | (8,219) |
Accrued expenses, reserves and other | (68) | (79) |
Total deferred tax liabilities | (8,244) | (8,298) |
Net deferred tax assets | $ 10,152 | $ 9,218 |
Note 7 - Income Taxes - Net Def
Note 7 - Income Taxes - Net Deferred Tax Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred income taxes, net | $ 12,069 | $ 11,472 |
Deferred tax liabilities | (1,917) | (2,254) |
Deferred Tax Assets, Net, Total | $ 10,152 | $ 9,218 |
Note 7 - Income Taxes - United
Note 7 - Income Taxes - United States and Foreign Income (Loss) From Continuing Operations Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
United States | $ (2,771) | $ (704) |
Foreign | 2,325 | 553 |
Loss before income taxes | $ (446) | $ (151) |
Note 7 - Income Taxes - Effecti
Note 7 - Income Taxes - Effective Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Statutory income tax rate | 21% | 21% |
Equity compensation | (29.70%) | 11.60% |
Acquisition-related costs | 0% | (34.70%) |
Global intangible low-taxed income | (73.10%) | 0% |
China R&D deduction | 20.60% | 48.20% |
Income tax credits | 81% | 72.70% |
Foreign tax rate change | 18.30% | (89.70%) |
Foreign tax rates | 11.50% | (15.50%) |
States taxes | (3.40%) | (10.80%) |
Other | 26.90% | (55.10%) |
Effective income tax rate | 73.10% | (52.30%) |
Note 8 - Operating Leases (Deta
Note 8 - Operating Leases (Details Textual) | Dec. 31, 2022 |
Minimum [Member] | |
Lessee, Operating Lease, Remaining Lease Term (Year) | 1 year |
Maximum [Member] | |
Lessee, Operating Lease, Remaining Lease Term (Year) | 10 years |
Note 8 - Operating Leases - Lea
Note 8 - Operating Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Operating lease cost | $ 894 | $ 762 |
Variable lease cost | 95 | 79 |
Total lease cost | $ 989 | $ 841 |
Note 8 - Operating Leases - Sup
Note 8 - Operating Leases - Supplement Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Operating cash flows from operating leases | $ 908 | $ 744 |
Right-of-use assets obtained in exchange for lease liabilities: | $ 476 | $ 1,020 |
Note 8 - Operating Leases - S_2
Note 8 - Operating Leases - Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Weighted-average remaining lease term (years) (Year) | 4 years 4 months 24 days | 4 years 6 months |
Weighted-average discount rate | 4.50% | 4.50% |
Other Noncurrent Assets [Member] | ||
Operating lease right-of-use asset | $ 2,187 | $ 2,581 |
Accrued Expenses and Other Current Liabilities [Member] | ||
Current operating lease liability | 895 | 867 |
Other Noncurrent Liabilities [Member] | ||
Operating lease liability, net of current portion | 1,307 | 1,743 |
Accrued Expenses and Other Current Liabilites and Other Noncurrent Liabilities [Member] | ||
Total operating lease liability | $ 2,202 | $ 2,610 |
Note 8 - Operating Leases - Fut
Note 8 - Operating Leases - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
2023 | $ 918 | |
2024 | 518 | |
2025 | 215 | |
2026 | 217 | |
2027 | 217 | |
Thereafter | 425 | |
Total lease payments | 2,510 | |
Less: Imputed interest | (308) | |
Accrued Expenses and Other Current Liabilites and Other Noncurrent Liabilities [Member] | ||
Operating Lease, Liability, Total | $ 2,202 | $ 2,610 |
Note 9 - 401(k) Retirement Be_2
Note 9 - 401(k) Retirement Benefit Plan (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Contribution Plan, Employer Matching Contribution, First 3%, Percent of Match | 100% | |
Defined Contribution Plan, Maximum Employee Contribution Percentage, Subject to Employer Matching Contribution | 3% | |
Defined Contribution Plan, Employer Matching Contribution, Next 2%, Percent of Match | 50% | |
Defined Contribution Plan, Maximum Employee Contribution Percentage, Subject to Employer 50% Matching Contribution | 2% | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4% | |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 600 | $ 586 |
Note 10 - Business Segment In_3
Note 10 - Business Segment Information (Details Textual) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Number of Operating Segments | 2 | |
Non-US [Member] | ||
Long-Lived Assets | $ 24,405 | $ 26,762 |
Note 10 - Business Segment In_4
Note 10 - Business Segment Information - Segment Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue | $ 131,840 | $ 98,267 |
Segment contribution | 129 | 35 |
Other expense, net | 575 | 186 |
Income tax benefit | (326) | 79 |
Non-controlling interest | (1) | 4 |
Net loss attributable to Ultralife | (119) | (234) |
Total assets | 168,430 | 159,538 |
Total assets | 168,430 | 159,538 |
Capital expenditures | 1,679 | 2,814 |
Goodwill | 37,428 | 38,068 |
Depreciation and amortization of intangible assets | 4,459 | 3,539 |
Stock-based compensation | 776 | 671 |
Battery & Energy Products Segment [Member] | ||
Revenue | 119,995 | 87,083 |
Segment contribution | 26,154 | 21,063 |
Total assets | 117,017 | 110,633 |
Total assets | 117,017 | 110,633 |
Capital expenditures | 1,371 | 2,104 |
Goodwill | 25,935 | 26,575 |
Depreciation and amortization of intangible assets | 3,761 | 2,847 |
Stock-based compensation | 396 | 298 |
Communications Systems Segment [Member] | ||
Revenue | 11,845 | 11,184 |
Segment contribution | 3,246 | 3,579 |
Total assets | 29,424 | 25,359 |
Total assets | 29,424 | 25,359 |
Capital expenditures | 81 | 255 |
Goodwill | 11,493 | 11,493 |
Depreciation and amortization of intangible assets | 261 | 326 |
Stock-based compensation | 82 | 125 |
Corporate Segment [Member] | ||
Revenue | 0 | 0 |
Segment contribution | (29,271) | (24,607) |
Other expense, net | 575 | 186 |
Income tax benefit | (326) | 79 |
Non-controlling interest | (1) | 4 |
Total assets | 21,989 | 23,546 |
Total assets | 21,989 | 23,546 |
Capital expenditures | 227 | 455 |
Goodwill | 0 | 0 |
Depreciation and amortization of intangible assets | 437 | 366 |
Stock-based compensation | $ 298 | $ 248 |
Note 10 - Business Segment In_5
Note 10 - Business Segment Information - Revenue by Business Segment Sector (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | $ 131,840 | $ 98,267 |
UNITED STATES | ||
Revenues | $ 67,914 | $ 48,819 |
Revenue, percentage | 52% | 50% |
Non-US [Member] | ||
Revenues | $ 63,926 | $ 49,448 |
Revenue, percentage | 48% | 50% |
Commercial [Member] | ||
Revenues | $ 93,045 | $ 63,516 |
Revenue, percentage | 71% | 65% |
Government & Defense [Member] | ||
Revenues | $ 38,795 | $ 34,751 |
Revenue, percentage | 29% | 35% |
Battery & Energy Products Segment [Member] | ||
Revenues | $ 119,995 | $ 87,083 |
Battery & Energy Products Segment [Member] | UNITED STATES | ||
Revenues | 58,820 | 43,298 |
Battery & Energy Products Segment [Member] | Non-US [Member] | ||
Revenues | 61,175 | 43,785 |
Battery & Energy Products Segment [Member] | Commercial [Member] | ||
Revenues | 93,045 | 63,516 |
Battery & Energy Products Segment [Member] | Government & Defense [Member] | ||
Revenues | 26,950 | 23,567 |
Communications Systems Segment [Member] | ||
Revenues | 11,845 | 11,184 |
Communications Systems Segment [Member] | UNITED STATES | ||
Revenues | 9,094 | 5,521 |
Communications Systems Segment [Member] | Non-US [Member] | ||
Revenues | 2,751 | 5,663 |
Communications Systems Segment [Member] | Commercial [Member] | ||
Revenues | 0 | 0 |
Communications Systems Segment [Member] | Government & Defense [Member] | ||
Revenues | $ 11,845 | $ 11,184 |