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 September 2004 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-______________ ELTEK LTD. Amnon Shemer, CFO +972-3-9395023 amnons@eltek.co.il ELTEK LTD. REPORTS SECOND QUARTER AND FIRST HALF 2004 RESULTS SLOWDOWN IN SECOND QUARTER HAS BEEN FOLLOWED BY A SIGNIFICANT INCREASE IN REVENUES IN THE THIRD QUARTER -------------------------------------------------------------------------------- PETACH-TIKVA, Israel, September 28, 2004-Eltek Ltd. (NASDAQ: ELTK), the leading Israeli manufacturer of advanced circuitry solutions, today announced its results for the second quarter and the six months ended June 30, 2004. Eltek reported revenues for the six-month period ended June 30, 2004, of NIS 57.4 million ($12.8 million) compared with revenues of NIS 53.6 million ($11.9 million) for the comparable period in 2003. Net loss for the six-month period ended June 30, 2004 was NIS 6.8 million ($1.5 million), or NIS 1.64 per NIS 1 par value of shares ($ 0.36), compared with a net loss of NIS 6.2 million ($1.4 million) or NIS 2.11 per NIS 1 par value of shares ($ 0.47) for the same period in 2003. Revenues for the three months ended June 30, 2004 were NIS 27.1 million ($6.0 million) compared with NIS 25.5 million ($5.7 million) during the second quarter of 2003. Net loss for the quarter totaled NIS 4.3 million ($952,000), or NIS 1.03 per NIS 1 par value of shares ($0.23) compared with a net loss of NIS 2.5 million ($566,000), or NIS 0.94 per diluted NIS 1 par value of shares ($0.21) for the second quarter of 2003. Revenues for the quarter ended March 31, 2004 were NIS 30.3 million ($6.7 million) compared to NIS 28.1 million ($6.2 million) for the quarter ended March 31, 2003. Net loss for the first quarter of 2004 was NIS 2.6 million ($570,000), or NIS 0.61 per NIS 1 par value of shares ($0.14), compared to a net loss of NIS 3.6 million ($810,000), or NIS 1.25 per NIS 1 par value of shares ($0.28), for the corresponding period last year. "Since the end of second quarter we have experienced a significant increase in purchase orders from our customers for flex-rigid printed circuit boards pursuant to long term projects. These orders are in line with our strategic plans to focus on this lucrative niche and will present a positive change following the slowdown of the second quarter," commented Arieh Reichart, President and Chief Executive Officer of Eltek. "I am particularly encouraged by the continued increase in our international operations and by the number of projects from new customers. It seems that the decline in revenues we experienced in the second quarter is part of the price we paid for shifting the Company's product mix towards flex-rigid boards and increasing our international operations," added Mr. Reichart. 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. The Company has invested heavily in upgrading its production facilities over the past five years. For more information, visit Eltek's World Wide Web site at www.eltekglobal.com Certain matters discussed in this news release are forward-looking statements that involve a number of risks and uncertainties including, but not limited to statements regarding expected results in future quarters, risks in product and technology development and rapid technological change, product demand, the impact of competitive products and pricing, market acceptance, the sales cycle, changing economic conditions and other risk factors detailed in the Company's filings with the United States Securities and Exchange Commission. ELTEK LTD. CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) CONVENIENCE CONVENIENCE TRANSLATION TRANSLATION ------- ------- SIX MONTHS ENDED THREE MONTHS ENDED JUNE 30, JUNE 30, ------------------------------------- -------------------------------------- 2003 2004 2004 2003 2004 2004 NIS NIS U.S. $ NIS NIS U.S. $ (UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED) ------- ------- ------- ------- ------- ------- *ADJUSTED *REPORTED *REPORTED **ADJUSTED *REPORTED *REPORTED AMOUNTS AMOUNTS AMOUNTS AMOUNTS AMOUNTS AMOUNTS ------- ------- ------- ------- ------- ------- Revenues 53,572 57,416 12,768 25,496 27,102 6,026 Costs of revenues (51,248) (52,825) (11,747) (24,367) (26,061) (5,794) ------- ------- ------- ------- ------- ------- Gross profit 2,324 4,591 1,021 1,129 1,041 232 Research and development, net 18 - - - - - Selling, general and administrative expenses (7,608) (9,176) (2,040) (3,519) (4,547) (1,011) Amortization of goodwill (254) (294) (65) (127) (147) (33) ------- ------- ------- ------- ------- ------- Operating loss (5,520) (4,879) (1,084) (2,517) (3,653) (812) Financial income (expenses), net (445) (1,816) (404) 28 (664) (148) ------- ------- ------- ------- ------- ------- Loss before other income (expenses), net (5,965) (6,695) (1,488) (2,489) (4,317) (960) Other income (expenses), net 29 (184) (41) 24 (86) (19) ------- ------- ------- ------- ------- ------- Loss before taxes on income (5,936) (6,879) (1,529) (2,465) (4,403) (979) Taxes on income (183) - - (59) 55 12 ------- ------- ------- ------- ------- ------- Net loss after taxes on income (6,119) (6,879) (1,529) (2,524) (4,348) (967) Minority share in subsidiary's net results (68) 38 8 (22) 69 15 ------- ------- ------- ------- ------- ------- Net loss for the period (6,187) (6,841) (1,521) (2,546) (4,279) (952) ======= ======= ======= ======= ======= ======= Basic loss per NIS 1 par value of the share capital*** (2.11) (1.64) (0.36) (0.87) (1.03) (0.23) ======= ======= ======= ======= ======= ======= Total par value of shares used to compute basic net loss per NIS 1 par value of share 2,932 4,131 4,131 2,932 4,131 4,131 ======= ======= ======= ======= ======= ======= Diluted loss per NIS 1 par value of the share capital*** (2.11) (1.64) (0.36) (0.94) (1.03) (0.23) ======= ======= ======= ======= ======= ======= Total par value of shares used to compute compute diluted net loss per NIS 1 par value of share 2,932 4,131 4,131 3,201 4,131 4,131 ======= ======= ======= ======= ======= ======= * With respect to discontinuance of adjustment for the effect of inflation as from CPI of December 2003. ** Amounts adjusted to the effect of inflation in terms of NIS of December 2003. *** Ordinary shares of a par value of NIS 0.6 each. ELTEK LTD. CONSOLIDATED CONDENSED BALANCE SHEETS CONVENIENCE TRANSLATION ------- JUNE 30, JUNE 30, ---------------------- ------- 2003 2004 2004 UNAUDITED UNAUDITED UNAUDITED NIS NIS U.S. $ ------- ------- ------- **ADJUSTED *REPORTED *REPORTED AMOUNTS AMOUNTS AMOUNTS ------- ------- ------- (IN THOUSANDS) ASSETS CURRENT ASSETS Cash and cash equivalents 3,255 4,710 1,047 Receivables: Trade 24,888 18,786 4,178 Other 1,973 953 212 Inventories 12,051 13,004 2,892 Prepaid expenses 1,003 843 187 ------- ------- ------- TOTAL CURRENT ASSETS 43,170 38,296 8,516 ------- ------- ------- PROPERTY AND EQUIPMENT, NET 47,871 37,201 8,272 ------- ------- ------- GOODWILL 4,626 4,621 1,028 ------- ------- ------- TOTAL ASSETS 95,667 80,118 17,816 ======= ======= ======= LIABILITIES AND SHAREHOLDER'S EQUITY CURRENT LIABILITIES Short-term credit and current maturities of long-term debts 17,053 21,235 4,722 Trade payables 25,091 21,214 4,717 Other liabilities and accrued expenses 8,768 9,808 2,181 ------- ------- ------- TOTAL CURRENT LIABILITIES 50,912 52,257 11,620 ------- ------- ------- LONG- TERM LIABILITIES Long term debt, excluding current maturities 17,236 10,123 2,251 Employee severance benefits 922 988 220 ------- ------- ------- TOTAL LIABILITIES 69,070 63,368 14,091 ------- ------- ------- MINORITY INTERESTS 1,901 1,909 425 ------- ------- ------- CONVERTIBLE DEBENTURE NOTE - 1,532 341 ------- ------- ------- SHAREHOLDER'S EQUITY Ordinary shares, NIS 0.6 par value. Authorized 50,000,000 shares, issued and outstanding 5,491,711 shares at June 30, 2004 and 4,885,651 shares at June 30, 2003 29,334 29,698 6,604 Additional paid in capital 51,985 52,500 11,674 Capital reserves related to loans from controlling shareholders 10,010 10,010 2,226 Cumulative foreign currency translation adjustments 503 1,878 418 Capital reserve 6,685 6,685 1,487 Accumulated deficit (73,821) (87,462) (19,450) ------- ------- ------- TOTAL SHAREHOLDER'S EQUITY 24,696 13,309 2,959 ------- ------- ------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 95,667 80,118 17,816 ======= ======= ======= * With respect to discontinuance of adjustment for the effect of inflation as from CPI of December 2003. ** Amounts adjusted to the effect of inflation in terms of NIS of December 2003. 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/Arieh Reichart ------------------ Arieh Reichart President and Chief Executive Officer Date: September 28, 2004