<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
--------------
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _________
Commission File Number 0-17920
BRITE VOICE SYSTEMS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
KANSAS 48-0986248
(STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
7309 E. 21ST STREET NORTH
WICHITA, KANSAS 67206
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:(316) 652-6500
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes [X] No [ ]
As of August 8, 1995, 8,121,176 shares of the registrant's common stock were
outstanding.
<PAGE>
BRITE VOICE SYSTEMS, INC.
INDEX
<TABLE>
<CAPTION>
Page
Number
------
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets - June 30, 1995
and December 31, 1994. . . . . . . . . . . . . . . . . . 3
Consolidated Statements of Income - Three Months and
Six Months Ended June 30, 1995 and 1994. . . . . . . . . 5
Consolidated Statements of Cash Flows - Six Months
Ended June 30, 1995 and 1994 . . . . . . . . . . . . . . 6
Notes to Financial Statements. . . . . . . . . . . . . . 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. . . . . . . . . . . 8
PART II. OTHER INFORMATION. . . . . . . . . . . . . . . . . . . . 12
</TABLE>
-2-
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
BRITE VOICE SYSTEMS, INC.
CONSOLIDATED BALANCE SHEETS
ASSETS
------
<TABLE>
<CAPTION>
June 30, December 31,
1995 1994
------------ --------------
(Unaudited)
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents . . . . . . . . . . $ 7,070,000 $ 4,251,000
Temporary investments (at cost which
approximates market). . . . . . . . . . . . 647,000 5,201,000
Accounts receivable, less allowance for
doubtful accounts: 1995 - $743,000,
1994 - $844,000 . . . . . . . . . . . . . . 20,869,000 17,132,000
Inventories . . . . . . . . . . . . . . . . . 10,594,000 8,263,000
Prepaid expenses and other. . . . . . . . . . 2,134,000 1,883,000
------------ ------------
Total Current Assets. . . . . . . . . . . 41,314,000 36,730,000
------------ ------------
PROPERTY AND EQUIPMENT
Land and building . . . . . . . . . . . . . . 3,074,000 3,074,000
Furniture and equipment . . . . . . . . . . . 17,425,000 14,469,000
------------ ------------
20,499,000 17,543,000
Less accumulated depreciation . . . . . . . . (9,767,000) (8,419,000)
------------ ------------
Total Property and Equipment. . . . . . . 10,732,000 9,124,000
------------ ------------
INVESTMENT IN SALES TYPE LEASES. . . . . . . . . 516,000 711,000
------------ ------------
OTHER ASSETS . . . . . . . . . . . . . . . . . . 1,612,000 1,873,000
------------ ------------
$ 54,174,000 $48,438,000
------------ ------------
------------ ------------
</TABLE>
See Notes to Financial Statements
-3-
<PAGE>
BRITE VOICE SYSTEMS, INC.
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
June 30, December 31,
1995 1994
------------ --------------
(Unaudited)
<S> <C> <C>
CURRENT LIABILITIES
Accounts payable. . . . . . . . . . . . . . . $ 7,910,000 $ 6,211,000
Accrued salaries and wages. . . . . . . . . . 2,194,000 1,941,000
Other accrued expenses. . . . . . . . . . . . 1,405,000 1,993,000
Deferred revenue. . . . . . . . . . . . . . . 1,207,000 1,287,000
Customer deposits . . . . . . . . . . . . . . 587,000 775,000
Income taxes payable. . . . . . . . . . . . . 1,160,000 354,000
------------ ------------
Total Current Liabilities . . . . . . . . 14,463,000 12,561,000
------------ ------------
DEFERRED INCOME TAXES. . . . . . . . . . . . . . 90,000 138,000
------------ ------------
STOCKHOLDERS' EQUITY
Preferred stock, no par value; authorized
10,000,000 shares; none issued and
outstanding. . . . . . . . . . . . . . . . . -- --
Common stock, no par value; authorized
30,000,000 shares; issued 8,118,226
shares - 1995; 7,923,798 shares - 1994 . . . 33,763,000 33,271,000
Retained earnings . . . . . . . . . . . . . . 5,986,000 2,683,000
Foreign currency translation adjustment . . . (128,000) (215,000)
------------ ------------
Total Stockholders' Equity. . . . . . . . 39,621,000 35,739,000
------------ ------------
$ 54,174,000 $ 48,438,000
------------ ------------
------------ ------------
</TABLE>
See Notes to Financial Statements
-4-
<PAGE>
BRITE VOICE SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1995 1994 1995 1994
---------- ---------- ----------- ----------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
REVENUES
System sales. . . . . . . . $11,598,000 $10,347,000 $23,741,000 $19,648,000
Service revenues. . . . . . 7,089,000 5,640,000 13,986,000 10,744,000
----------- ----------- ----------- -----------
18,687,000 15,987,000 37,727,000 30,392,000
----------- ----------- ----------- -----------
COSTS AND EXPENSES
Cost of Sales:
System. . . . . . . . . . 4,440,000 4,526,000 9,480,000 8,748,000
Service . . . . . . . . . 4,436,000 3,731,000 8,714,000 7,198,000
Research and engineering. . 1,710,000 1,548,000 3,288,000 2,835,000
Selling, general and
administrative. . . . . . 6,190,000 4,530,000 12,197,000 8,806,000
----------- ----------- ----------- -----------
16,776,000 14,335,000 33,679,000 27,587,000
INCOME FROM OPERATIONS . . . 1,911,000 1,652,000 4,048,000 2,805,000
OTHER INCOME, NET. . . . . . 112,000 117,000 260,000 189,000
----------- ----------- ----------- -----------
INCOME BEFORE TAXES. . . . . 2,023,000 1,769,000 4,308,000 2,994,000
PROVISION FOR INCOME TAXES. 485,000 576,000 1,079,000 921,000
----------- ----------- ----------- -----------
NET INCOME . . . . . . . . . $ 1,538,000 $ 1,193,000 $ 3,229,000 $ 2,073,000
----------- ----------- ----------- -----------
----------- ----------- ----------- -----------
EARNINGS PER SHARE . . . . . $ .18 $ .15 $ .38 $ .25
----------- ----------- ----------- -----------
----------- ----------- ----------- -----------
WEIGHTED AVERAGE SHARES
OUTSTANDING . . . . . . . . 8,582,000 8,097,000 8,577,000 8,131,000
</TABLE>
See Notes to Financial Statements
-5-
<PAGE>
BRITE VOICE SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Six Months Ended
June,
1995 1994
------------ ------------
(Unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income. . . . . . . . . . . . . . . . . . . $ 3,229,000 $ 2,073,000
Items not requiring cash:
Depreciation and amortization . . . . . . . . 1,603,000 1,191,000
Loss on disposition of assets . . . . . . . . 6,000 --
Non-qualified stock option compensation . . . 3,000 3,000
Changes in:
Accounts receivable . . . . . . . . . . . . . (3,336,000) (2,185,000)
Inventories . . . . . . . . . . . . . . . . . (2,316,000) (992,000)
Accounts payable and accrued expenses . . . . 1,075,000 981,000
Other current assets and liabilities. . . . . 328,000 2,186,000
------------ -----------
Net cash provided by operating activities. 592,000 3,257,000
------------ -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment. . . . . . . (2,943,000) (1,676,000)
Proceeds from sales of property and equipment . 38,000 --
Proceeds from maturity of temporary
investments . . . . . . . . . . . . . . . . . 7,933,000 9,412,000
Purchase of temporary investments . . . . . . . (3,379,000) (8,952,000)
Increase (decrease) in other assets . . . . . . 51,000 (921,000)
Net cash received from business acquisitions. . 44,000 --
------------ -----------
Net cash provided by (used in) investing
activities . . . . . . . . . . . . . . . . 1,744,000 (2,137,000)
------------ -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock. . . . . . . . . . . . 221,000 --
Exercise of stock options . . . . . . . . . . . 177,000 330,000
------------ -----------
Net cash provided by financing activities. 398,000 330,000
------------ -----------
EFFECT OF EXCHANGE RATE CHANGES
ON CASH . . . . . . . . . . . . . . . . . . . . 85,000 102,000
------------ -----------
INCREASE IN CASH AND CASH EQUIVALENTS. . . . . . 2,819,000 1,552,000
CASH AND CASH EQUIVALENTS, BEGINNING
OF PERIOD . . . . . . . . . . . . . . . . . . . 4,251,000 3,168,000
------------ -----------
CASH AND CASH EQUIVALENTS, END OF
PERIOD. . . . . . . . . . . . . . . . . . . . . $ 7,070,000 $ 4,720,000
------------ -----------
------------ -----------
</TABLE>
See Notes to Financial Statements
-6-
<PAGE>
BRITE VOICE SYSTEMS, INC.
NOTES TO FINANCIAL STATEMENTS
1. The 1995 and 1994 financial statements (except for the December 31, 1994
Balance Sheet) included herein have been prepared by the Company, without
audit, and reflect all adjustments (consisting only of those of a normal
recurring nature) which are, in the opinion of management, necessary to fairly
present the financial position, results of operations and cash flows for the
interim periods. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted, although the
Company believes that the disclosures are adequate to make the information
presented not misleading. It is suggested that these condensed financial
statements be read in conjunction with the financial statements and the notes
thereto for the year ended December 31, 1994, contained in the Company's
Annual Report to Stockholders and Form 10-K filed with the Securities and
Exchange Commission.
2. Inventories consist of the following:
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1995 1994
------------ ------------
<S> <C> <C>
Purchased parts. . . . . . . . . . . $ 3,336,000 $ 2,677,000
Work in progress . . . . . . . . . . 3,900,000 2,383,000
Finished goods . . . . . . . . . . . 3,358,000 3,203,000
------------ ------------
$ 10,594,000 $ 8,263,000
------------ ------------
------------ ------------
</TABLE>
3. Income taxes paid during the six months ended June 30, 1995 and 1994
were $337,000 and $255,000, respectively.
Interest paid during the six months ended June 30, 1995 and 1994 was
$3,000 and $63,000, respectively.
4. On March 31, 1995, Touch-Talk, Incorporated ("Touch-Talk"), a company
specializing in the creation of custom software and application development
tools, was merged into the Company in a transaction accounted for as a pooling
of interests. The Company issued 150,000 shares of its common stock in
exchange for all outstanding shares of Touch-Talk common stock. The net
assets of Touch-Talk amounted to $388,000 at March 31, 1995. The effect of
the pooling is immaterial to the Company's operations and, accordingly, prior
years' financial statements have not been restated.
5. Under the terms of an Agreement and Plan of Reorganization and Merger
(the "Merger Agreement") between the Company and each of Telecom Services
Limited (U.S.), Inc., Telecom Services Limited (West), Inc., TSL Software
Services, Inc., and TSL Management Group, Inc. (collectively the "TSL
Companies"), dated May 24, 1995, the TSL Companies will merge with and into
the Company in a transaction involving the issuance of 3,331,000 shares of the
Company's common stock for all of the outstanding shares of common stock of
the TSL Companies. The transaction will be accounted for as a pooling of
interests. The merger was adopted and approved by the Company's stockholders
at a special meeting held on August 8, 1995.
-7-
<PAGE>
PART I: FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
THREE MONTHS ENDED JUNE 30, 1995 COMPARED TO THREE MONTHS ENDED JUNE 30, 1994
Total revenues increased $2,700,000, or 16.9%, compared to the same
period in 1994. This improvement was due to increases in international system
sales and service revenues partially offset by a decrease in domestic system
sales.
Domestic system sales, consisting of general purpose voice response
systems and electronic publishing systems, decreased 15.5%, from $7,282,000 to
$6,151,000. General purpose voice response system sales increased from
$5,313,000 to $5,581,000, or 5.0%, primarily due to a large system sale to a
value-added reseller providing equipment to a regional Bell operating company.
Electronic publishing system sales decreased from $1,969,000 to $570,000, or
71.1%, due primarily to the weakness in demand for systems by directory
publishing customers. The Company believes that the market for electronic
publishing systems is beginning to mature and that sales of these systems will
be more difficult to achieve in future periods.
International system sales increased 77.7%, from $3,065,000 to
$5,447,000, due to increased sales by both the Company's foreign subsidiaries
and the Company's United States-based sales force. Sales by foreign
subsidiaries increased 56.3%, from $2,551,000 to $3,988,000, primarily due to
sales of the Voice Services Director, a voice messaging product marketed by
the Company's foreign subsidiaries. System sales by the Company's United
States-based sales force increased 183.9%, from $514,000 to $1,459,000,
primarily due to sales of VoiceSelect-TM-, a product used by cellular telephone
companies to provide "hands-free" dialing to cellular subscribers.
Service revenues increased $1,449,000, or 25.7%. Service contract and
repair revenues increased 34.1%, from $2,006,000 to $2,690,000, due to the
Company's emphasis on expanding its base of customers who subscribe to
quarterly or annual maintenance contracts. Managed services revenues,
consisting of revenues from Consumer Tips, Person-to-Person and 900 Voice
Personal customers, increased 31.7%, from $2,354,000 to $3,101,000, due to an
expanding customer base and a larger number of end users. Information services
and other service revenues increased from $1,280,000 to $1,298,000, or 1.4%,
due to an increase in the Company's customer base.
Cost of system sales decreased $86,000, or 1.9%, while decreasing as a
percentage of system sales from 43.7% to 38.3%. Both decreases were due to
increased margins on system sales, resulting from an increase in software
licenses and applications sold as part of the Company's voice response
systems. Software revenues typically provide larger margins than those
associated with hardware.
Cost of service revenues increased $705,000, or 18.9%, but decreased as
a percentage of service revenues from 66.2% to 62.6%. The increase in actual
costs was due primarily to increased staffing requirements in the customer
support department and the increase in variable costs associated with
increased managed services revenues. The decrease as a percentage of revenues
was due to a
-8-
<PAGE>
combination of factors. 900 Voice Personals revenues, which typically
have lower margins than other components of managed services revenues,
decreased as a percentage of the total product mix compared to the
same period a year ago, thus improving overall margins. In addition, the
Company has negotiated more favorable terms with the long distance carrier
providing 900 access, billing and collection services for the Company's 900
Voice Personals services, thus reducing the variable costs associated with
such services.
Operating expenses increased 30.0%, from $6,078,000 to $7,900,000, due
primarily to increased selling, general and administrative expenses. These
expenses increased $1,660,000, or 36.6%, primarily because of additional staff
required for the Company's expanding international operations. Research and
engineering expenses increased $162,000, or 10.5%, due to the addition of
research engineers to support the Company's continued commitment to product
development. As a percentage of total revenues, operating expenses increased
from 38.0% to 42.3%. The Company expects operating expenses as a percentage
of revenues to decline as the additional staff begins generating revenues that
will more than offset the expense incurred.
Other income decreased by $5,000, or 4.3%. Interest income, the largest
component of other income, decreased from $125,000 to $103,000, or 17.6%,
primarily due to a lower average balance of funds invested. Interest expense
decreased from $26,000 to zero, or 100%, because the Company retired its long-
term debt at the end of 1994.
The provision for income taxes was 24.0% for the three months ended June
30, 1995 compared to 32.6% for the same period in 1994. The variance in the
effective income tax rate from the United States statutory rate for both
periods was due to the ability to utilize net operating loss and credit
carryforwards acquired through the merger with Perception Technology,
partially offset by higher tax rates imposed on its European subsidiaries.
SIX MONTHS ENDED JUNE 30, 1995 COMPARED TO SIX MONTHS ENDED JUNE 30, 1994
Total revenues increased $7,335,000, or 24.1%, compared to the same
period in 1994. This improvement was due to increases in international system
sales and service revenues.
Domestic system sales decreased 1.4%, from $14,418,000 to $14,218,000.
General purpose voice response system sales increased from $9,755,000 to
$11,975,000, or 22.8%, primarily due to system sales to value-added resellers
providing equipment to major United States companies. Electronic publishing
system sales decreased from $4,663,000 to $2,243,000, or 51.9%, due primarily
to the weakness in demand for systems by directory publishing customers.
International system sales increased 82.1%, from $5,230,000 to
$9,523,000. System sales by the Company's foreign subsidiaries increased
43.1%, from $4,705,000 to $6,734,000, primarily due to sales of the Voice
Services Director. System sales by the Company's United States-based sales
force increased 431.2%, from $525,000 to $2,789,000, primarily due to sales of
VoiceSelect.
Service revenues increased $3,242,000, or 30.2%. Service contract and
repair revenues increased 42.2%, from $3,817,000 to $5,429,000, due to the
Company's emphasis on expanding its base of customers who subscribe to
quarterly or annual maintenance contracts. Managed services revenues
increased 34.6%, from
-9-
<PAGE>
$4,502,000 to $6,058,000, due to an expanding customer base and a larger
number of end users. Information services and other service revenues
increased from $2,425,000 to $2,499,000, or 3.1%, due to an increase
in the Company's customer base.
Cost of system sales increased $732,000, or 8.4%, while decreasing as a
percentage of system sales from 44.5% to 39.9%. The increase in actual costs
was due to an increase in the number of systems shipped. The decrease as a
percentage of system sales was due to increased margins on the Company's
system sales, resulting from an increase in software licenses and applications
sold as part of the Company's voice response systems.
Cost of service revenues increased $1,516,000, or 21.1%, while
decreasing as a percentage of service revenues from 67.0% to 62.3%. The
increase in actual costs was due primarily to increased staffing requirements
in the customer support and managed services departments and the increase in
variable costs associated with increased managed services revenues. The
decrease as a percentage of revenues was due to the decrease of 900 Voice
Personals revenues as a percentage of the total product mix when compared to
the same period a year ago. In addition, the Company has negotiated more
favorable terms with the long distance carrier providing 900 access, billing
and collection services for the Company's 900 Voice Personals services, thus
reducing the variable costs associated with such services.
Operating expenses increased 33.0%, from $11,641,000 to $15,485,000.
Selling, general and administrative expenses increased $3,391,000, or 38.5%,
primarily because of additional staff required for the Company's expanding
international operations. Research and engineering expenses increased
$453,000, or 16.0%, due to the addition of research engineers to support the
Company's continued commitment to product development. As a percentage of
total revenues, operating expenses increased from 38.3% to 41.0%.
Other income increased by $71,000, or 37.6%, primarily due to the lack
of interest charges during the six-month period because of the debt retirement
at the end of 1994. Interest charges for the same period a year ago were
$52,000. Interest income increased from $225,000 to $227,000, or 0.9%, due to
higher yields and higher interest received from customers with special terms
which were almost entirely offset by the lower average balance of funds
invested for the period.
The provision for income taxes was 25.0% for the six months ended June
30, 1995 compared to 30.8% for the same period in 1994. The variance in the
effective income tax rate from the United States statutory rate for both
periods was due to the ability to utilize net operating loss and credit
carryforwards acquired through the merger with Perception Technology,
partially offset by higher tax rates imposed on its European subsidiaries.
LIQUIDITY AND CAPITAL RESOURCES
As of June 30, 1995, the Company had a current ratio of 2.9 to 1, and
working capital of $26,851,000, compared to a current ratio of 2.9 to 1 and
working capital of $24,169,000 at December 31, 1994. Cash and cash
equivalents and temporary investments decreased from $9,452,000 at December
31, 1994 to $7,717,000 at June 30, 1995, primarily due to increases in
accounts receivable and inventory, and purchases of property and equipment.
-10-
<PAGE>
Accounts receivable and inventory increased by $3,737,000 and
$2,331,000, respectively, during the six months ended June 30, 1995. Accounts
receivable increased primarily due to extended payment terms granted to
certain customers and the inclusion of Touch-Talk receivables at the end of
the period. The increase in inventory occurred primarily as a result of the
anticipation of sales increases by the Company's foreign subsidiaries. These
foreign subsidiaries require longer lead times for certain components which
are included in customer systems. The increases in receivables and inventory
were funded by increases in current liabilities and decreases in the Company's
cash balances.
Property and equipment increased significantly during the six-month
period in 1995 due primarily to expansion and remodeling of the Company's
Wichita and Dallas facilities. While the Company expects capital expenditures
to continue during the year, it does not expect the increases to continue at
the rate experienced in the first six months.
The Company regularly invests excess funds in short-term securities,
such as bankers' acceptances, government obligations and variable rate demand
notes, having maturities up to one year. Management believes that restricting
investments to these types of securities maximizes financial flexibility and
minimizes exposure to interest rate and market risks. The Company utilizes
these investments as a source of liquidity, to the extent that cash
requirements exceed short-term cash receipts. The Company has no bank lines
of credit or other credit arrangements.
International sales have increased in each of the last three years, and
are anticipated to continue to increase during future periods. International
sales are subject to a number of risks, including compliance with special
national telecommunications standards and regulatory requirements, longer
payment cycles, greater difficulty in accounts receivable collections and
potentially adverse tax consequences. There can be no assurance that these
factors will not have a material adverse impact on the Company's future
international sales or operating results.
The majority of the Company's international sales are made in U.S.
dollars, or in the functional currency of one of the Company's foreign
subsidiaries. Accordingly, the Company does not have a material risk to its
results of operations due to fluctuating exchange rates. The Company does,
however, have a foreign exchange risk to its net investment in its foreign
subsidiaries of $5,515,000 as of June 30, 1995. Historically, the Company has
not hedged this foreign exchange risk because it considers its investment in
its foreign subsidiaries as a long-term investment and, therefore, short-term
fluctuations in foreign exchange rates will not have a material impact on the
Company's liquidity or capital resources.
The Company has no significant capital commitments and believes that
working capital on hand and funds provided from future operations will be
sufficient to fund all of the Company's known short-term and long-term capital
requirements.
INFLATION
Inflation has not had a material impact on the Company's results of
operations. Because of the competitive nature of the computer industry, the
costs of parts used in the Company's products have remained relatively stable.
However, should inflation rise to higher levels, the Company believes that
such inflationary costs would be passed on to customers by both the Company
and its competition.
-11-
<PAGE>
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the Annual Meeting of Stockholders of the Company, held on May 9,
1995, the Company's Stockholders:
a) Elected the following to serve as Directors of the Company:
Stanley G. Brannan, Perry E. Esping, Glenn A. Etherington, C. MacKay Ganson,
Jr., David S. Gergacz and John F. Kelsey, III. Votes cast for each Director
were 7,173,689 in favor, 0 against and 5,522 abstentions;
b) Ratified the appointment of Arthur Andersen LLP to serve as the
Company's independent public accountants for 1995. There were 7,190,718 votes
cast in favor of the appointment, 15,647 cast against and 5,077 abstentions;
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) None
(b) No reports on Form 8-K have been filed during the quarter for
which this report is filed.
-12-
<PAGE>
SIGNATURE
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.
Dated: August 14, 1995
BRITE VOICE SYSTEMS, INC.
/s/ GLENN A. ETHERINGTON
-----------------------------------
Glenn A. Etherington
Chief Financial Officer
Duly Authorized Officer on behalf of
the Registrant
-13-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1995, AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> APR-01-1995
<PERIOD-END> JUN-30-1995
<CASH> 7,070
<SECURITIES> 647
<RECEIVABLES> 21,612
<ALLOWANCES> 743
<INVENTORY> 10,594
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0
0
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</TABLE>
