SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended July 29, 1995 Commission File Number 2-37706
Bowles Fluidics Corporation
(exact name of registrant as specified in its charter)
Maryland 52-0741762
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6625 Dobbin Road, Columbia, Maryland 21045-4707
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (410)381-0400
Indicate by check mark whether the registrant has filed all annual, quarterly
and other reports required to be filed with the Commission within the past 90
days and in addition has filed the most recent annual report required to be
filed.
Yes X No __
Indicate the number of shares outstanding of each issuer's classes of common
stock, as of July 29, 1995.
Class Outstanding at July 29, 1995
Common Stock, $.10 12,590,011 shares
<PAGE>
INDEX
BOWLES FLUIDICS CORPORATION
FOR THE THREE AND NINE MONTHS ENDED JULY 29, 1995
Page
Number
PART I. Financial Information
Item I. Consolidated Financial Statements
Consolidated Statements of Income
For the three and nine months ended
July 29, 1995 and July 30, 1994.................. 3
Consolidated Balance Sheets
July 29, 1995 and October 29, 1994 ................. 4
Consolidated Statements of Cash Flows
For the nine months ended
July 29, 1995 and July 30, 1994.................. 6
Notes to the Consolidated Financial Statements ..... 7
Item 2. Management's Discussion and Analysis
of Results of Operations and
Financial Condition........................... 8
PART II. Other Information
Item 6. Exhibits and Reports on Form 8-K ............... 11
Exhibit 11.................................... 12
Exhibit 20.................................... 14
Form 8-K/A.................................... 17
(2)
<PAGE>
BOWLES FLUIDICS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
<TABLE>
<CAPTION>
For the three months ended For the nine months ended
July 29, July 30, July 29, July 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Net sales $3,757,758 $3,683,521 $12,370,195 $11,129,496
Cost of sales 2,548,980 2,384,736 7,998,362 6,776,186
Gross profit 1,208,778 1,298,785 4,371,833 4,353,310
Selling, general and
administrative expenses 576,291 578,738 1,854,611 1,830,931
Research and development
costs 156,859 191,397 462,071 615,738
Operating income 475,628 528,650 2,055,151 1,906,641
Interest expense 7,012 18,801 32,235 70,547
Other (income) (25,063) (4,096) (70,842) (8,975)
Income before taxes 493,679 513,945 2,093,758 1,845,069
Provision for income
taxes 182,371 137,377 782,120 488,637
Net income 311,308 376,568 1,311,638 1,356,432
Preferred stock
dividends accrued 18,662 18,662 55,986 $ 55,986
Income applicable to
common shareholders $ 292,646 $ 357,906 $ 1,255,652 1,300,446
Primary earnings
per share $ .02 $ .03 $ .10 $ .10
Fully diluted earnings
per share $ .02 $ .02 $ .08 $ .08
</TABLE>
The accompanying notes are an integral part of these financial statements.
(3)
<PAGE>
BOWLES FLUIDICS CORPORATION
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(Unaudited) (Audited)
July 29, October 29,
1995 1994
<S> <C> <C>
Assets
Current Assets
Cash and cash equivalents $ 1,182,035 $ 1,557,230
Investments 770,932 484,807
Accounts receivable 1,750,579 1,916,885
Inventories 1,753,626 1,696,500
Prepaid expenses 83,214 22,514
Deferred income taxes 137,000 137,000
Total current assets 5,677,386 5,814,936
Property and equipment
Production machinery and
equipment 4,023,070 3,609,068
Office furniture and fixtures 1,267,071 1,148,911
Laboratory and machine shop
equipment 1,100,798 1,137,859
Leasehold improvements 539,392 530,475
Total property and equipment 6,930,331 6,426,313
Less accumulated depreciation
and amortization (4,350,380) (3,926,055)
Net property and equipment 2,579,951 2,500,258
Other assets
Patents, net of amortization
to date of $386,065 and
$349,232, respectively 123,520 135,770
Deposits 26,838 27,263
Total other assets 150,358 163,033
Total assets $ 8,407,695 $ 8,478,227
</TABLE>
The accompanying notes are an integral part of these financial statements.
(4)
<PAGE>
BOWLES FLUIDICS CORPORATION
CONSOLIDATED BALANCE SHEETS (continued)
<TABLE>
<CAPTION>
(Unaudited) (Audited)
July 29, October 29,
1995 1994
<S> <C> <C>
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable - trade $ 698,181 $ 1,066,077
Accrued payroll and related expenses 697,572 720,159
Income taxes payable 93,159 543,156
Current portion of long-term debt 67,373 283,939
Accrued preferred stock dividends 55,986 74,646
Total current liabilities 1,612,271 2,687,977
Long-term debt 220,710 512,831
Other liabilities 261,399 219,755
Deferred income taxes 150,000 150,000
Total liabilities 2,244,380 3,570,563
Commitments and contingencies
Stockholders' Equity
8% convertible preferred stock -
authorized 3,000,000 shares,
par value $1.00 per share;
issued and outstanding
933,080 shares. 933,080 933,080
Common stock - authorized
17,000,000 shares - par value
$.10 per share; issued and out-
standing 12,590,011 shares. 1,259,001 1,259,001
Additional paid-in capital 2,715,582 2,715,583
Retained earnings (Note 3) 1,255,652 -
Total stockholders' equity 6,163,315 4,907,664
Total liabilities and
stockholders' equity $ 8,407,695 $ 8,478,227
</TABLE>
The accompanying notes are an integral part of these financial statements.
(5)
<PAGE>
BOWLES FLUIDICS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
<TABLE>
<CAPTION>
For the nine months ended
July 29, July 30,
1995 1994
<S> <C> <C>
Operating Activities:
Net Income $ 1,311,638 $1,356,432
Adjustments to reconcile net income
provided by operating activities:
Depreciation and amortization 495,049 461,693
Gain on disposal of assets (2,715) (3,112)
Accretion of interest on investments (11,438) -
1,792,534 1,815,013
Change in operating accounts:
Accounts receivable 166,306 (51,335)
Inventories (57,126) (217,575)
Prepaid expenses (60,276) (95,071)
Accounts payable (367,896) (39,512)
Accrued expenses (22,587) 39,443
Income taxes payable (449,997) 319,956
Other liabilities 41,644 (23,821)
Change in operating accounts (749,932) (67,915)
Cash provided by operating activities 1,042,602 1,747,098
Investing activities:
Capital expenditures (566,219) (846,406)
Patents & trademarks (24,583) -
Proceeds from sale of equipment 31,025 10,315
Purchases of investments (759,494) (192,361)
Proceeds from sale of investments 484,807 -
Net cash used in investing activities (834,464) (1,028,452)
Financing activities:
Principal payment of debt (508,687) (588,613)
Proceeds from issuance of debt - 365,000
Preferred stock dividend (74,646) (74,648)
Proceeds from issuance of common stock - 8,700
Net cash used by financing activities (583,333) (289,561)
Increase(decrease) in cash and cash equivalents (375,195) 429,085
Cash and cash equivalents - beginning of period 1,557,230 652,241
Cash and cash equivalents - end of period $ 1,182,035 $1,081,326
</TABLE>
The accompanying notes are an integral part of these financial statements.
(6)
<PAGE>
BOWLES FLUIDICS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - General
In the opinion of the Company, the accompanying unaudited financial
statements contain all adjustments (consisting of only normal recurring
adjustments) necessary to present fairly the financial position as of July 29,
1995 and October 29, 1994, and the results of operations and cash flows for the
three and nine months ended July 29, 1995, and July 30, 1994.
While the Company believes that the disclosures presented are adequate to
make the information not misleading, it is suggested that these financial
statements be read in conjunction with the financial statements and the notes
included in the Company's latest annual report on Form 10-K. Certain amounts in
the 1994 financial statements have been reclassified to conform to the 1995
financial statement presentation.
The Company recently formed a wholly owned subsidiary, Fluid Effects
Corporation, in the state of Delaware to which the Company has transferred its
U.S. and Canadian patents and patent applications together with operating
capital.
NOTE 2 - Inventories
Inventories include the following:
<TABLE>
<CAPTION>
July 29, July 30, October 29,
1995 1994 1994
<S> <C> <C> <C>
Raw material $ 719,888 $ 518,971 $ 506,573
Work and tooling in process 380,161 500,931 515,590
Finished goods 653,577 528,764 674,337
Total $1,753,626 $1,548,666 $ 1,696,500
</TABLE>
NOTE 3 - Quasi-reorganization
Effective October 29, 1994, the Board of Directors approved a
quasi-reorganization which had the impact of eliminating the retained earnings
deficit as an adjustment to the additional paid-in capital.
(7)
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
The following discussion should be read in conjunction with the attached
financial statements and notes thereto, and with the Company's audited financial
statements and notes thereto for the fiscal year ended October 29, 1994.
RESULTS OF OPERATIONS
THIRD QUARTER FY 1995 COMPARED WITH THIRD QUARTER FY 1994
The Company's net sales were only 2% above last year's third quarter at
$3,757,758, but product sales were 20% higher principally due to the addition of
windshield washer and defroster nozzles for new car models. Net income,
however, due to greater costs of operations and income taxes, declined 17% to
$311,308 from the prior year's third quarter.
Shipments of light vehicle products of $3,609,704 rose 20% in the third quarter
above last year's similar period shipments of $3,013,385, half attributable to
new defroster nozzles and half due to newly designed windshield washer nozzles.
Sales of prototype and production tooling of $148,054 were, however,
significantly less than the third quarter sales in FY 1994 of $670,136 as a
result of the ebb in the timing for completion of tooling programs for new
nozzles.
Gross profit in the fiscal year's third quarter was $1,208,778, reflecting a 7%
decline from last year's comparable period results of $1,298,785. The gain in
product sales contributed to potentially higher gross profit, but generally
higher manufacturing costs related to the greater complexity of our products and
additional quality demands by our customers more than offset the gain from
higher sales. Moreover, higher engineering expenses were incurred in
customizing new auto products, and losses were recorded related to production
tooling provided for our customers.
Research and development costs declined 18% due to diversion of effort to
customizing new versions of the current product line during the current period
from new product development in the prior year. However, the Company
anticipates R&D costs will increase in the future as more attention is placed on
new product lines.
As a result of the above, operating income was $475,628 for this fiscal year's
third quarter, 10% lower than the FY 1994 third quarter income of $528,650.
Interest expense was lower in this fiscal year's third quarter as a result of
lower debt levels. Other income was higher due to gains in interest income from
larger investments of available cash and higher interest rates.
Provision for income taxes, both federal and state, has been determined based
upon an estimate of the total fiscal year's pretax income. Last year's
provision for the third quarter was lower because of the anticipated use of the
research and development and investment tax credit carryforwards which were
fully utilized during FY 1994.
Net income of $311,308 for the third quarter of FY 1995 decreased 17% from the
last fiscal year's comparable period due to both lower operating income and the
higher provision for income taxes.
(8)
<PAGE>
NINE MONTHS ENDED JULY 29, 1995, COMPARED WITH NINE MONTHS ENDED JULY 30, 1994
For the first nine months of the 1995 fiscal year, due to the higher volume of
continuing products in the earlier part of the year and the introduction of new
automotive nozzle products throughout the nine months, the Company was able to
achieve higher sales. However, as a result of additional engineering and
manufacturing expenses and the lack of last year's revenue from a special
engineering contract, operating income did not grow at the same rate and, with a
higher provision for income taxes, net income fell behind last year.
Net sales increased 11% to $12,370,195 for the first nine months of the 1995
fiscal year compared with $11,129,496 in the comparable period in 1994. Net
income of $1,311,638 was 3% below the prior year's nine months results.
Automotive product sales of $11,513,322 rose 18% in the first nine months
compared with the same period in the prior fiscal year, as a result of larger
shipments of continuing products consistent with automotive production in North
America early in the fiscal year, as well as the introduction of newly
customized windshield washer and defroster nozzles. Sales of prototype and
production tooling of $856,874 for the first nine months of the 1995 fiscal year
declined 39% or $545,804. Excluding last year's $250,000 of revenue from a
specific application engineering customer contract, tooling sales declined
$295,804, reflecting the culmination of a lower number of programs for new
windshield washer and defroster nozzle tooling.
Gross profit in the first nine months of the 1995 fiscal year was essentially
equal to last year's comparable period's results. The gain from the higher
automotive product sales was offset by several factors, including the lack of
last year's $250,000 of special contract revenue, costs of which were incurred
in prior years; higher engineering expenses related to customizing new auto
products; and losses associated with production tooling provided for our
customers.
Research and development costs declined 25% from the prior year's spending due
to diversion of effort to customizing new versions of the current auto product
line during the current period from new product development in the prior year.
However, the Company anticipates R&D costs will rise in the future as more
attention is placed on new product lines.
As a result, operating income increased 8% or $148,510 to $2,055,151 in this
year's first nine months versus $1,906,641 in last year's comparable period.
Interest expense was lower as a result of lower debt levels and interest rates
during this year's first nine-month period. Other income was higher due to
increased interest income from the investment of available cash and higher
interest rates.
Provision for income taxes, both federal and state, has been determined based
upon an estimate of the total fiscal year's pretax income. Last year's
provision for the first nine months was lower because of the anticipated use of
the research and development and investment tax credit carryforwards which were
fully utilized during fiscal year 1994.
Net income of $1,311,638 decreased 2% from last year's first nine months results
due to the larger provision for income taxes this year even though income before
taxes increased $248,689 or 13%.
(9)
<PAGE>
FINANCIAL CONDITION
The Company's working capital at July 29, 1995, increased $938,156 from the
previous year-end at October 29, 1994. The current ratio advanced from 2.16 to
3.52 during this nine-month period. Accounts receivable declined 9% due to
lower sales during the past two months versus the last two months of the prior
fiscal year and more timely collections. Inventories increased 3.4% due to
additions to resins and purchased parts on hand partially reduced by reductions
in tooling in progress. Current liabilities also declined as a result of the
payment of FY 1994 and the first three installments for FY 1995 income taxes,
year-end bonuses and other expenses, and the remaining balance of certain notes
payable.
Cash provided by operating activities declined $704,496 to $1,042,602 for the
first nine months of FY 1995 compared with cash provided by operating activities
in last year's comparable period of $1,747,098. This year's cash flow year to
date was affected by greater paydowns of income taxes and accounts payable than
last year.
Capital expenditures were $566,219 during the first nine months of FY 1995,
$280,187 lower than last year as there were delays in ordering equipment of
approximately $300,000. The Company expects the full year capital expenditures
to approximate the prior year's level. Additionally, the Company added net
investments of $274,687 to total $770,932 at July 29, 1995, all of which is
invested in U.S. Treasury Bills.
Financing activities included the payment of debt, primarily the early payment
of certain notes due in January 1995 and 1996, and $74,646 of preferred stock
dividends.
North American light vehicle production (excluding Mexican output for local
markets) by the three major U.S. automotive companies, which generates most of
the Company's sales, decreased 0.5% and 5.2% in the first and second calendar
quarters of 1995 from 1994, respectively. Production for the third calendar
quarter of 1995 is forecasted by Ward's Automotive Reports to decline 3% below
last year's third quarter, and the fourth quarter production is also expected to
decline in the 4% to 5% range.
The Company's management believes that the present production capacity should be
satisfactory to meet the anticipated demands referred to above as well as new
product deliveries. Cash flow from operations is expected to provide the cash
needed for future working capital requirements and scheduled loan payments.
(10)
<PAGE>
BOWLES FLUIDICS CORPORATION
PART II. OTHER INFORMATION
FOR THE THREE AND NINE MONTHS ENDED JULY 29, 1995
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits Description
Exhibit - 11 Computation of Earnings
Per Common Share
Exhibit - 20 Report furnished to Security
Holders
(b) Reports on Form 8-K/A
(11)
<PAGE>
BOWLES FLUIDICS CORPORATION
PART II. OTHER INFORMATION
ITEM 6. (a) EXHIBIT 11 - CALCULATION OF EARNINGS PER SHARE
A. PRIMARY EARNINGS PER COMMON SHARE AND COMMON EQUIVALENT SHARES:
<TABLE>
<CAPTION>
For the three months ended For the nine months ended
July 29, July 30, July 29, July 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Calculation of Net Income:
Net income per books $ 311,308 $ 376,568 $ 1,311,638 $ 1,356,432
Less: Dividends on convertible
preferred stock 18,662 18,662 55,986 55,986
Net income as adjusted $ 292,646 $ 357,906 $ 1,255,652 $ 1,300,446
Calculation of Outstanding Shares:
Weighted average of common shares
outstanding 12,590,011 12,590,011 12,590,011 12,548,811
Add: Effect of options exercised
during the period -- -- -- 30,035
Assumed exercise of stock
options 124,856 * 108,836 *
Number of common shares
outstanding adjusted 12,714,867 12,590,011 12,698,847 12,578,846
Primary earnings per
common share $ .02 $ .03 $ .10 $ .10
</TABLE>
(*) Under the treasury stock method, the assumed exercise of stock options
would be anti-dilutive; accordingly, such amounts are excluded from the
computation.
(12)
<PAGE>
B. FULLY DILUTED EARNINGS PER SHARE:
<TABLE>
<CAPTION>
For the three months ended For the nine months ended
July 29, July 30, July 29, July 30,
1995 1994 1995 1994
<S> <C> <C> <C> <C>
Net income per books $ 311,308 $ 376,568 $ 1,311,638 $ 1,356,432
Weighted average of common shares
outstanding 12,590,011 12,590,011 12,590,011 12,548,811
Add: Effect of options exercised
during the period -- -- -- 30,035
Assumed conversion of
preferred stock 3,732,320 3,732,320 3,732,320 3,732,320
Assumed exercise of stock
options 128,276 * 128,276 *
Number of common shares
outstanding adjusted 16,450,607 16,322,331 16,450,607 16,311,166
Fully diluted earnings
per common share and
common stock
equivalents $ .02 $ .02 $ .08 $ .08
</TABLE>
(*) Same as footnote (*) on prior page.
(13)
<PAGE>
Exhibit 20
BOWLES FLUIDICS CORPORATION
6625 Dobbin Road, Columbia, Maryland 21045-4707 USA
Phone: 410-381-0400 Fax: 410-381-2718
June 14, 1995
TO THE STOCKHOLDERS:
Our second quarter total sales and operating income have surpassed that of any
previous quarter. The record sales were contributed to by the bringing on line
of new window washer and defroster products. Net income fell short of a record
due to a higher effective income tax rate this year.
Net sales in the second quarter of FY 1995 rose 13% to $4,419,120. Operating
income gained 5.5% to $854,519, but net income declined 11% to $547,399.
Net sales for the first six months of FY 1995 reached $8,612,438, a 16% increase
over the FY 1994 similar period. Net income was reported at $1,000,332,
reflecting an increase of 2% over last year's first six months.
Shipments in the first six months of FY 1995 were boosted by the introduction of
new products and the strong North American automotive industry production
occurring in the first quarter. Aside from last year's first quarter $250,000
of revenue from a specific application engineering customer contract, sales of
prototype and production tooling reached higher levels in both the second
quarter and the first six months due to the culmination of a number of new
automotive washer and defroster nozzle programs.
Operating income advanced 5.5% in the second quarter and 3.5% in the first six
months of the 1995 fiscal year versus similar periods in the prior fiscal year.
The second quarter and first six months results were favorably affected by the
greater automotive product sales and lower research and development costs but
also unfavorably influenced by higher engineering expenses related to
customizing new auto product models and increasing customer service. The
improvement in the first six months was also negatively affected by the lack of
the prior year's $250,000 of special contract revenue, costs of which were
incurred in prior years.
Interest expense was reduced for the current year's first six months as a result
of lower debt levels and interest rates. Other income was higher due to the
investment of available cash.
Provision for income taxes, both federal and state, has been determined based
upon an estimate of the total fiscal year's pretax income. Last year's
provision for the second quarter was lower because of the anticipated use of the
research and development and investment tax credit carryforwards which were
fully utilized during fiscal year 1994.
Net income of $547,399 for the second quarter decreased 11% from last fiscal
year's comparable period due to the increase in the effective income tax rate as
discussed above.
Net income for the first six months was $1,000,332, 2% over the last fiscal
year's similar period due to higher income before taxes but was negatively
affected by the greater effective income tax rate this year.
The Company's working capital at April 29, 1995, increased $817,729 from the
previous year-end at October 29, 1994. The current ratio advanced from 2.16 to
3.33 during this six-month period.
Capital expenditures were $241,310 in the first six months of FY 1995, $309,832
lower than last year as there were delays in ordering equipment of approximately
this amount. Financing activities include the payment of debt, primarily the
early payment of certain notes due in January 1995 and 1996, and $74,646 of
preferred stock dividends.
North American light vehicle production (excluding Mexican output for local
markets) by the three major U.S. automotive companies, which generates most of
the Company's sales, decreased 0.5% in the first calendar quarter of 1995 from
1994. Production for the second calendar quarter of 1995 is forecasted by
Ward's Automotive Reports to decline 4% below last year's second quarter. There
are a number of uncertainties with regard to the forecast for the third calendar
quarter of 1995. We continue to be concerned about the degree of the U.S.
economy's "soft landing" and its impact on automotive industry sales.
Condensed consolidated balance sheets and income statements are appended for
your review.
Thank you for your continued support.
Sincerely,
Ronald D. Stouffer
President
RDS:lto
(14)
<PAGE>
BOWLES FLUIDICS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
7/29/95 7/30/94 7/29/95 7/30/94
<S> <C> <C>
Net Sales $3,757,758 $3,683,521 $12,370,195 $11,129,496
Cost of Sales 2,548,980 2,384,736 7,998,362 6,776,186
Gross Profit 1,208,778 1,298,785 4,371,833 4,353,310
Selling, General, and
Administrative Expenses 576,291 578,738 1,854,611 1,830,931
Research and Development Costs 156,859 191,397 462,071 615,738
Interest Expense and Other
(Income) and Expenses, Net (18,051) 14,705 (38,607) 61,572
Income before Taxes $ 493,679 $ 513,945 $ 2,093,758 $1,845,069
Provision for Taxes 182,371 137,377 782,120 488,637
Net Income $ 311,308 $ 376,568 $ 1,311,638 $1,356,432
Net Income per Share
Primary $ .02 $ .03 $ .10 $ .10
Fully Diluted $ .02 $ .02 $ .08 $ .08
</TABLE>
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
Unaudited Audited
as of as of
7/29/95 10/29/94
<S> <C> <C>
Assets
Cash and Cash Equivalents $1,182,035 $1,557,230
Investments 770,932 484,807
Accounts Receivable 1,750,579 1,916,885
Inventories 1,753,626 1,696,500
Prepaid Expense 83,214 22,514
Deferred Income Taxes 137,000 137,000
Total Current Assets 5,677,386 5,814,936
Property, Plant and Equipment, Net 2,579,951 2,500,258
Other Assets 150,358 163,033
Total Assets $8,407,695 $8,478,227
Liabilities and Stockholders' Equity
Accounts Payable--Trade $ 698,181 $1,066,077
Accrued Expenses and Dividend 753,558 794,805
Income Taxes Payable 93,159 543,156
Current Portion of Long-Term Debt 67,373 283,939
Total Current Liabilities 1,612,271 2,687,977
Long-Term Debt 220,710 512,831
Other Liabilities and Deferred Income Taxes 411,399 369,755
Total Liabilities 2,244,380 3,570,563
8% Conv. Pfd. Stock (933,080 shares outstanding) 933,080 933,080
Common Stock (12,590,011 shares outstanding) 1,259,001 1,259,001
Additional Paid-in Capital 2,715,582 2,715,583
Retained Earnings 1,255,652 --
Stockholders' Equity 6,163,315 4,907,664
Total Liabilities and Stockholders' Equity $8,407,695 $8,478,227
</TABLE>
(15)
<PAGE>
BOWLES FLUIDICS CORPORATION
PART II. OTHER INFORMATION
Item 6. (b) Reports on Form 8-K/A
June 23, 1995
An Annual Meeting of Stockholders of Bowles Fluidics Corporation
was held on March 16, 1995.
1. The following Board of Directors were elected:
William Ewing, Jr.
William Ewing, III
Julian Lazrus
Ronald D. Stouffer
John E. Searle, Jr.
David C. Dressler
2. Also at the meeting of Stockholders, Coopers & Lybrand L.L.P.
was appointed as the Corporation's certified public accountants.
3. At a Directors' meeting immediately following the meeting of
Stockholders, the following officers were elected:
Chairman of the Board William Ewing, Jr.
Vice Chairman of the Board Julian Lazrus
President Ronald D. Stouffer
Vice President, Administration
and Secretary Eleanor M. Kupris
Vice President, Engineering Richard W. Hess
Vice President, Finance David A. Quinn
Vice President, Marketing Eric W. Koehler
Vice President, Quality Assurance Dharapuram N. Srinath
Corporate Controller Arlene M. Hardy
(16)
<PAGE>
FORM 10-Q
BOWLES FLUIDICS CORPORATION
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.
BOWLES FLUIDICS CORPORATION
Date _____________________ By ______________________
Ronald D. Stouffer
President
Date _____________________ By ______________________
David A. Quinn
Vice President, Finance
(17)
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