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OMB
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Number: |
3235-0060 |
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of
1934
|
Date
of Report (Date of earliest event reported): |
March
31, 2005 |
|
AROTECH
CORPORATION
(Exact
name of registrant as specified in its charter) |
| |
|
Delaware
(State
or other jurisdiction
of
incorporation) |
|
0-23336
(Commission
File
Number) |
|
95-4302784
(IRS
Employer
Identification
No.) |
|
354
Industry Drive, Auburn, Alabama
(Address
of Principal Executive Offices) |
|
36830
(Zip
Code) |
| |
|
Registrant’s
telephone number, including area code: (334)
502-9001 |
| |
|
250
West 57th
Street, Suite 310, New York, New York 10107
(Former
name or former address, if changed since last
report) |
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Potential
persons who are to respond to the collection of
information
contained in this form are not required to respond
unless
the form displays a currently valid OMB control
number.
Item
2.02 Results
of Operations and Financial Condition.
On March
31, 2005, Arotech Corporation (the “Registrant”) publicly disseminated an
earnings release (the “Release”) announcing our financial results for the year
and quarter ended December 31, 2004. A copy of the Release is attached as
Exhibit 99.1 hereto.
The
information included in the attached Exhibit 99.1 is being furnished pursuant to
Item 2.02 of Form 8-K, insofar as it discloses historical information regarding
the Registrant’s results of operations and financial condition as of and for the
year and quarter ended December 31, 2004. In accordance
with General Instructions B.2 of Form 8-K, the information in this Current
Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or
otherwise subject to the liability of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933, as
amended, except as shall be expressly set forth by specific reference in such a
filing.
To
supplement the consolidated financial results as determined in accordance with
generally accepted accounting principles (“GAAP”), the Release presents a
non-GAAP financial measure, “Adjusted EBITDA” (Earnings Before Interest, Taxes,
Depreciation and Amortization, adjusted to eliminate certain non-cash charges).
We believe that the use of Adjusted EBITDA enhances overall understanding of our
current financial performance. As required by the Securities and Exchange
Commission, Adjusted EBITDA is reconciled to Net Profit (Loss) in the
Release.
Item
9.01 Financial
Statements and Exhibits.
As
described above, the following Exhibit is furnished as part of this Current
Report on Form 8-K:
|
Exhibit
Number |
|
Description |
|
99.1
|
|
Earnings
press release dated March 31, 2005
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
| |
|
|
| |
AROTECH
CORPORATION
(Registrant) |
|
|
|
| Date: March 31,
2005 |
By: |
/s/ Robert S.
Ehrlich |
| |
|
| |
Name: Robert
S. Ehrlich
Title: Chairman,
President and CEO |
EXHIBIT
INDEX
As
described above, the following Exhibit is furnished as part of this Current
Report on Form 8-K:
|
Exhibit
Number |
|
Description |
|
99.1
|
|
Earnings
press release dated March 31, 2005
|