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): February 17, 2009
HALIFAX CORPORATION OF VIRGINIA
(Exact name of registrant as specified in its charter)
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| Virginia
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1-08964
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54-0829246 |
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| (State or other jurisdiction of
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(Commission File Number)
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(I.R.S. Employer |
| incorporation)
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Identification No.) |
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| 5250 Cherokee Avenue, Alexandria, Virginia
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22312 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (703) 658-2400
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N/A
Former name, former address, and former fiscal year, if changed since last report |
Check the appropriate box below if the Form 8-K filing is intended to satisfy the filing obligation
of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operations and Financial Condition.
The following information is being provided pursuant to Item 2.02. Such information, including the
exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended.
On February 17, 2009, Halifax Corporation issued a press release reporting its financial results
for the third quarter ended December 31, 2008. A copy of this press release is attached hereto as
an exhibit and is incorporated herein by reference.
FOREWARD-LOOKING STATEMENTS
Certain statements in this Currant Report on Form 8-K constitute “forward-looking statements”
within the meaning of the Federal Private Securities Litigation Reform Act of 1995. While
forward-looking statements sometimes are presented with numerical specificity, they are based on
various assumptions made by management regarding future events over which we have little or no
control. Forward-looking statements may be identified by words including “anticipate,” “believe,”
“estimate,” “expect” and similar expressions. We caution readers that forward-looking statements,
including without limitation, those relating to future business prospects, revenues, working
capital, liquidity, and income, are subject to certain risks and uncertainties that would cause
actual results to differ materially from those indicated in the forward-looking statements.
Factors that could cause actual results to differ from forward-looking statements include the
concentration of our revenues, risks involved in contracting with our customers, including
difficulties to accurately estimate costs when bidding on a contract and the occurrence of start-up
costs prior to receiving revenues and contract with fixed price provisions, government contracting
risks, potential conflicts of interest, difficulties we may have in attracting and retaining
management, professional and administrative staff, fluctuation in quarterly results, risks related
to acquisitions and acquisition strategy, continued favorable banking relationships, the
availability of capital to finance operations and ability to make payments on outstanding
indebtedness, weakened economic conditions, acts of terrorism, risks related to competition and our
ability to continue to perform efficiently on contracts, and other risks and factors identified
from time to time in the reports we file with the Securities and Exchange Commission (“SEC”),
including our Annual Report on Form 10-K. Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect, actual results may vary materially
from those anticipated, estimated or projected.
Forward-looking statements are intended to apply only at the time they are made. Moreover,
whether or not stated in connection with a forward-looking statement, the Company undertakes no
obligation to correct or update a forward-looking statement should we later become aware that it is
not likely to be achieved. If the Company were to update or correct a forward-looking statement,
you should not conclude that the Company will make additional updates or correction thereafter.