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 March 2006 RADA ELECTRONIC INDUSTRIES LIMITED (Name of Registrant) 7 Giborei Israel Street, Netanya 42504, 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 F-3 Registration Statements File Nos. 333-12074, 333-115598, 333-117954, and 333-127491 and Form S-8 Registration Statement File No. 333-111437. RADA ELECTRONIC INDUSTRIES LTD. 6-K Items 1. Press Release re RADA Electronic Industries Announces Full Year 2005 Results dated March 8, 2006. ITEM 1 Press Release Source: Rada Electronic Industries Ltd RADA Electronic Industries Announces Full Year 2005 Results Wednesday March 8, 7:23 am ET NETANYA, Israel, March 8 /PRNewswire-FirstCall/ -- RADA Electronic Industries Ltd. (Nasdaq: RADI - News) today reported its financial results for the year ended December 31, 2005. The company reported a net loss of $2.3 million or $0.10 per share (on a fully diluted basis). This compares with net income of $822,000, or $0.03 per share (on a fully diluted basis), for the year ended December 31, 2004. Operating loss for the year was $1.8 million compared with operating profit of $1.0 million in 2004. Revenues in 2005 were $13.4 million, a decrease of 5% from 2004. The gross margin on sales also decreased from 27% in 2004 to 8% in 2005. The decrease in gross margin is attributed to the high percentage of development programs, which programs have a lower profit margin than the sales of pre-existing products offered by the Company. Looking forward to 2006, we believe that the development efforts over the last three years will be reflected in additional sales during 2006. In addition to our pre-existing products of FACE (DATA Recorder) and CATS (Commercial Aviation Test Station), we now also offer off the shelf our Network Centric Digital Recorder (NCDR), Ground Debriefing Systems (GDS), Heads Up Display (HUD) Cameras, Rear Sentry Cameras and several core avionics computers. In addition we have increased our marketing efforts towards our strategic markets: US, India, and Israel. In the US we have received an order to supply NCDRs for the T-45. As a result of our acquisition in 2005 of the assets of Vectop, Ltd., which had existing sales to India, we are positioned to enter that market. We have also won a contract to supply our NCDR and HUD Camera for the Sea Harrier in India. As a result of our broader product range, we have begun to see an increasing number of RFP's that we are able to respond to with bids. About RADA RADA Electronic Industries Ltd. is an Israel based company involved in the military and commercial aerospace industries, with 110 staff. The company specializes in Avionics, Ground Debriefing Stations (Video, ACMI and Maintenance) and Automatic Test Equipment. Note: Certain statements in this press release are "forward-looking statements" within the meaning of the Private Securities Litigation Act of 1995. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially. Such risk uncertainties and other factors include, but are not limited to, changes in general economic conditions, risks in product and technology developments, market acceptance of new products and continuing product demand, level of competition and other factors described in the Company's Annual Reports on Form 20-F and other filings with the Securities and Exchange Commission. CONSOLIDATED BALANCE SHEETS U.S. dollars in thousands, except share and per share data December 31, 2005 2004 ASSETS CURRENT ASSETS: Cash and cash equivalents $ 350 $ 3,464 Trade receivables (net of allowance for doubtful accounts of $ 6 and $ 221 at December 31, 2005 and 2004, respectively) 4,920 1,643 Other receivables and prepaid expenses 156 208 Costs and estimated earnings in excess of billings on uncompleted contracts 1,396 1,385 Inventories 1,942 1,824 Total current assets 8,764 8,524 LONG-TERM RECEIVABLES AND DEPOSITS: Long-term receivables 983 988 Long-term restricted cash 1,017 1,002 Leasing deposits 72 94 Severance pay fund 1,614 1,638 Total long-term receivables and deposits 3,686 3,722 PROPERTY AND EQUIPMENT, NET 3,931 4,283 OTHER ASSETS: Intangible assets, net 2,469 1,709 Deferred charges, net 40 59 Total other assets 2,509 1,768 Total assets $ 18,890 $ 18,297 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Short-term bank credit and current maturities of loans $ 877 $ 14 Trade payables 1,671 1,080 Other payables and accrued expenses 3,217 3,612 Deferred revenues 50 488 Billings in excess of costs and estimated earnings on uncompleted contracts 391 1,065 Total current liabilities 6,206 6,259 LONG-TERM LIABILITIES: Convertible note 2,560 2,346 Accrued severance pay 2,009 2,063 Total long-term liabilities 4,569 4,409 MINORITY INTERESTS 380 397 SHAREHOLDERS' EQUITY: Share capital Ordinary shares of NIS 0.005 par value - Authorized: 47,500,000 and 45,000,000 shares at December 31, 2005 and 2004, respectively; Issued and outstanding: 26,144,027 and 20,448,364 shares at December 31, 2005 and 2004, respectively 116 110 Additional paid-in capital 64,579 61,851 Warrants 2,321 2,223 Accumulated deficit (59,281) (56,952) Total shareholders' equity 7,735 7,232 Total liabilities and shareholders' equity $ 18,890 $ 18,297 CONSOLIDATED STATEMENTS OF OPERATIONS U.S. dollars in thousands, except share and per share data Year ended Three months ended December 31, December 31, 2005 2004 2005 2004 (unaudited) Revenues: Products $ 11,303 $ 11,123 $ 3,887 $ 2,751 Services 2,118 3,037 363 751 13,421 14,160 4,250 3,502 Cost of revenues: Products 10,829 8,669 3,575 2,162 Services 1,481 1,618 387 354 12,310 10,287 3,962 2,516 Gross profit 1,111 3,873 288 986 Operating expenses: Marketing and selling expenses 927 738 210 168 General and administrative expenses 1,939 2,116 498 561 Total operating expenses 2,866 2,854 708 729 Operating income (loss) (1,755) 1,019 (420) 257 Financial income (expenses), net (624) (248) (160) 73 Other income, net 33 23 33 6 (2,346) 794 (547) 336 Minority interests in losses of subsidiary 17 28 3 10 Net income (loss) $ (2,329) $ 822 $ (544) $ 346 Net income (loss) per share: Basic net income (loss) per share $ (0.10) $ 0.04 $ (0.02) $ 0.02 Diluted net income (loss) per share $ (0.10) $ 0.03 $ (0.02) $ 0.01 No. of shares used in computing fully diluted net income (loss) per share 22,513 23,684 24,883 23,556 Company Contact: Elan Sigal (Chief Financial Officer) Tel: +972-9-892-1129 elan_sigal@rada.com 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. Rada Electronic Industries Ltd. (Registrant) By: /s/Herzle Bodinger ------------------ Herzle Bodinger, Chairman Date: March 8, 2006