SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------------------------- F O R M 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 FOR THE MONTH OF JUNE 2006 ELTEK LTD. (Name of Registrant) Sgoola Industrial Zone, Petach Tikva, Israel (Address of Principal Executive Office) INDICATE BY CHECK MARK WHETHER THE REGISTRANT FILES OR WILL FILE ANNUAL REPORTS UNDER COVER OF FORM 20-F OR FORM 40-F. FORM 20-F [X] FORM 40-F [_] INDICATE BY CHECK MARK IF THE REGISTRANT IS SUBMITTING THE FORM 6-K IN PAPER AS PERMITTED BY REGULATION S-T RULE 101(B)(1): [_] INDICATE BY CHECK MARK IF THE REGISTRANT IS SUBMITTING THE FORM 6-K IN PAPER AS PERMITTED BY REGULATION S-T RULE 101(B)(7): [_] INDICATE BY CHECK MARK WHETHER BY FURNISHING THE INFORMATION CONTAINED IN THIS FORM, THE REGISTRANT IS ALSO THEREBY FURNISHING THE INFORMATION TO THE COMMISSION PURSUANT TO RULE 12G3-2(B) UNDER THE SECURITIES EXCHANGE ACT OF 1934. YES [_] NO [X] IF "YES" IS MARKED, INDICATE BELOW THE FILE NUMBER ASSIGNED TO THE REGISTRANT IN CONNECTION WITH RULE 12G3-2(B): 82- THIS FORM 6-K IS BEING INCORPORATED BY REFERENCE INTO THE REGISTRANT'S FORM S-8 REGISTRATION STATEMENTS FILE NOS. 333-12012 AND 333-123559. 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, thereunto duly authorized. ELTEK LTD. (Registrant) By: /s/ Amnon Shemer ------------------ Amnon Shemer Chief Financial Officer Date: June 6, 2006 ELTEK LTD. Amnon Shemer, CFO +972-3-9395023 amnons@eltek.co.il ELTEK REPORTS A 241% GROWTH IN NET INCOME AND A 26% INCREASE IN REVENUES FOR THE 1ST QUARTER OF 2006 o SEVENTH CONSECUTIVE QUARTER OF YEAR-OVER-YEAR ORGANIC REVENUE GROWTH - REVENUES INCREASED TO $ 9.3 MILLION, UP 26% o SIXTH CONSECUTIVE QUARTER OF PROFITABILITY - QUARTERLY NET INCOME INCREASED BY 241% TO $ 613 THOUSAND IN Q1 2006 FROM $ 179 THOUSAND IN Q1 2005 o EPS OF $ 0.09 PER FULLY DILUTED SHARE COMPARE TO $ 0.03 PER FULLY DILUTED SHARE IN Q1 2005 o NEW BUSINESS , MAINLY IN THE U.S., LEADS COMPANY TO FURTHER EXPAND ITS PRODUCTION CAPACITY PETACH-TIKVA, Israel, June 6, 2006 (BUSINESS WIRE) - Eltek Ltd., the leading Israeli manufacturer of advanced flex-rigid circuitry solutions, today announced its financial results for the first quarter of 2006. FIRST QUARTER 2006 KEY FINANCIAL HIGHLIGHTS: -- Revenues increased to $ 9.3 million, up 26%. -- Quarterly operating income of $ 783 thousand, up 152% -- Quarterly net income grew 241% to $ 613 thousand, or $ 0.09 per fully diluted share -- EBITDA of $ 1.3 million in Q1 2006 compared to EBITDA of $ 1 million in Q1 2005 Eltek reported revenues for the three months ended March 31, 2006 of NIS 43.4 million ($ 9.3 million) compared with NIS 34.4 million ($ 7.3 million) for the first quarter of 2005. The increase in revenues is attributed to the gaining of new customers and new projects with existing customers. Net income for the first quarter totalled NIS 2.9 million ($ 613 thousand), or $ 0.09 per fully diluted share compared with net income of NIS 839 thousand ($ 180 thousand), or $ 0.03 per fully diluted share for the same quarter in 2005. The first quarter of 2006 was the Company's sixth consecutive quarter of profitability. ARIEH REICHART, President and Chief Executive Officer of Eltek, commented: "Q1 was another strong quarter for Eltek, in which we managed to accelerate our continued organic revenue growth and reached new levels of profitability." "During the quarter we won some highly contested tenders in Israel and continued to expand our global flex - rigid PCBs customer base, mainly in the U.S. As we are still at the very beginning of the incorporation process of our flex-rigid PCBs in the product lines of our new customers, we feel that we have only begun to scratch the surface of our sizable, high margin growth opportunities in the U.S. flex-rigid PCB space. " AMNON SHEMER, CFO of Eltek commented: "We have had a very good start for 2006, as quarterly sales reached another new high in the first quarter and we grew our quarterly operating and net income by 152% and 241%, respectively, from the corresponding quarter in 2005." "Our previously announced expansion of our high - end production capacity is proceeding on schedule, as we made additional investments in new advanced manufacturing equipment, hired new production employees and commenced the gradual expansion of our production facility. These carefully planned investments are expected to enhance our ability to meet our customers' growing demand for high-end serial production capacity," he added. In the first quarter of 2006, Eltek had EBITDA of $1.3 million compared to EBITDA of $ 963 thousand in the first quarter of 2005. ELTEK uses EBITDA as a non-GAAP financial performance measurement. EBITDA is calculated by adding back to net income interest, taxes, depreciation and amortization. EBITDA is provided to investors to complement results provided in accordance with GAAP, as management believes the measure helps illustrate underlying operating trends in the Company's business and uses the measure to establish internal budgets and goals, manage the business, and evaluate performance. EBITDA should not be considered in isolation or as a substitute for comparable measures calculated and presented in accordance with GAAP. ABOUT THE COMPANY Eltek is Israel's leading manufacturers of printed circuit boards, the core circuitry of most electronic devices. It specializes in the complex high-end of PCB manufacturing, i.e., HDI, multi-layered and flex-rigid boards. Eltek's technologically advanced circuitry solutions are used in today's increasingly sophisticated and compact electronic products.. For more information, visit Eltek's World Wide Web site at www.eltekglobal.com. CONVENIENCE TRANSLATION ------- THREE MONTHS ENDED MARCH 31, ----------------------------------- 2005 2006 2006 NIS NIS U.S. $ (UNAUDITED) (UNAUDITED) (UNAUDITED) ------- ------- ------- (IN THOUSANDS) Revenues 34,395 43,365 9,296 Costs of revenues (28,083) (33,957) (7,279) ------- ------- ------- Gross profit 6,312 9,408 2,017 Research and development, net (191) (157) (34) Selling, general and administrative expenses (4,519) (5,599) (1,200) Amortization of goodwill (152) - - ------- ------- ------- Operating income 1,450 3,652 783 Financial expenses, net (614) (759) (163) ------- ------- ------- Income before other expenses, net 836 2,893 620 Other expenses, net (11) (10) (2) ------- ------- ------- Income before taxes on income 825 2,883 618 Taxes on income - - - ------- ------- ------- Net income after taxes on income 825 2,883 618 Minority share in subsidiary's net results 14 (22) (5) ------- ------- ------- Net income for the period 839 2,861 613 ======= ======= ======= Basic earnings per 1 ordinary share *0.15 0.51 0.11 ======= ======= ======= Diluted earnings per 1 ordinary share *0.13 0.41 0.09 ======= ======= ======= Weighted average share capital used to compute basic net earnings per share *5,492 5,608 5,608 ======= ======= ======= Weighted average share capital used to compute diluted net earnings per share *6,893 7,024 7,024 ======= ======= ======= * Restated ELTEK LTD. CONSOLIDATED CONDENSED BALANCE SHEETS CONVENIENCE TRANSLATION ------- DECEMBER 31, MARCH 31, MARCH 31, ------- ------- ------- 2006 2006 2005 UNAUDITED UNAUDITED NIS NIS U.S. $ ------- ------- ------- (IN THOUSANDS) ASSETS CURRENT ASSETS Cash and cash equivalents 7,258 5,080 1,089 Receivables: Trade 22,743 31,080 6,662 Other 2,173 1,199 257 Inventories 16,051 16,416 3,519 Prepaid expenses 986 1,020 219 ------- ------- ------- TOTAL CURRENT ASSETS 49,211 54,795 11,746 ------- ------- ------- DEFERRED TAXES 697 725 155 ------- ------- ------- PROPERTY AND EQUIPMENT, NET 32,969 31,766 6,810 ------- ------- ------- GOODWILL 3,735 3,883 832 ------- ------- ------- TOTAL ASSETS 86,612 91,169 19,543 ======= ======= ======= LIABILITIES AND SHAREHOLDER'S EQUITY CURRENT LIABILITIES Short-term credit and current maturities of long-term debts 17,561 15,630 3,351 Trade payables 25,176 26,285 5,335 Other liabilities and accrued expenses 10,914 12,179 2,610 ------- ------- ------- TOTAL CURRENT LIABILITIES 53,651 54,094 11,596 ------- ------- ------- LONG- TERM LIABILITIES 7,607 8,006 1,716 Long term debt, excluding current maturities Employee severance benefits 274 433 93 Convertible debenture note - 1,890 405 ------- ------- ------- TOTAL LIABILITIES 61,532 64,423 13,510 ------- ------- ------- MINORITY INTERESTS 1,547 1,650 353 ------- ------- ------- Convertible debenture note 1,820 - - ------- ------- ------- SHAREHOLDERS' EQUITY Ordinary shares, NIS 0.6 par value. Authorized 50,000,000 shares, issued and outstanding 5,611,111 shares at March 31, 2006 and 5,602,511 shares at December 31, 2005 29,765 29,770 6,382 Additional paid in capital 54,553 54,727 11,731 Capital reserves related to loans from controlling shareholders 10,010 10,010 2,146 Cumulative foreign currency translation adjustments 1,916 2,259 484 Capital reserve 6,685 6,685 1,433 Accumulated deficit (81,216) (78,355) (16,796) ------- ------- ------- TOTAL SHAREHOLDERS' EQUITY 21,713 25,096 5,380 ------- ------- ------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 86,612 91,169 19,543 ======= ======= ======= NON-GAAP EARNINGS THREE MONTHS ENDED RECONCILLIATIONS MARCH 31, --------------------------------- 2006 (UNAUDITED) 2005 2006 CONVENIENCE (UNAUDITED) (UNAUDITED) TRANSLATIO NIS NIS U.S.$ ----- ----- ----- GAAP NET INCOME 839 2,861 613 ADD BACK ITEMS: Financial expenses, net 614 759 163 Tax benefit - - - Amortization of goodwill 152 - - Depreciation 2,889 2,603 558 ----- ----- ----- ADJUSTED EBITDA 4,493 6,223 1,334 ===== ===== =====