-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HX4PC26G7latyJ19RxnK/ZIbGs5d56F5d4NSWkrm1C/5121paYygubqTk63iZwyW qSCa1L9j3aUfHIPZd167sA== 0000950168-99-001216.txt : 19990419 0000950168-99-001216.hdr.sgml : 19990419 ACCESSION NUMBER: 0000950168-99-001216 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990414 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990416 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOWLES FLUIDICS CORP CENTRAL INDEX KEY: 0000013585 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 520741762 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 002-37706 FILM NUMBER: 99595699 BUSINESS ADDRESS: STREET 1: 6625 DOBBIN RD CITY: COLUMBIA STATE: MD ZIP: 21045-4707 BUSINESS PHONE: 4103810400 MAIL ADDRESS: STREET 1: 6625 DOBBIN ROAD CITY: COLUMBIA STATE: MD ZIP: 21045-4707 FORMER COMPANY: FORMER CONFORMED NAME: BOWLES ENGINEERING CORP DATE OF NAME CHANGE: 19700629 8-K 1 BOWLES FLUIDICS CORP. 8-K 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): April 14, 1999 BOWLES FLUIDICS CORPORATION A Maryland Corporation SEC File No. 2-37706 Employer ID No. 52-0741762 6625 Dobbin Road Columbia, Maryland 21045 (410) 381-0400 Item 5. Other Events. Reference is made to the press release issued April 16, 1999, filed herewith as Exhibit 99.2 and incorporated by reference herein, announcing the action taken by the Stockholders of Bowles Fluidics Corporation (the "Company") at a special meeting on April 14, 1999 approving an amendment to the Company's Articles of Incorporation effecting a one-for-one thousand reverse split of its outstanding shares of common stock, par value $.10 per share (the "Reverse Split"). Any fractional shares resulting from the Reverse Split will be redeemed at the price of $1.25 per share of common stock outstanding immediately prior to the adoption of the prior amendment and giving effect to the Reverse Split. Following the purchase of resulting fractional shares of common stock, it is expected that the number of record shareholders of the Company's common stock will be reduced to below 300, and that the Company will suspend its obligation to file periodic reports with the Securities and Exchange Commission pursuant to Section 15(d) of the Exchange Act of 1934. Item 7. Financial Statements and Exhibits. (c) EXHIBITS. The following exhibits are filed herewith: 99.2 Press release dated April 16, 1999 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 hereunto duly authorized. BOWLES FLUIDICS CORPORATION Dated: April 16, 1999 By:/s/ __________________________ Eleanor M. Kupris, Secretary EX-99 2 EXHIBIT 99.2 EXHIBIT 99.2 STOCKHOLDERS OF BOWLES FLUIDICS CORPORATION APPROVE REVERSE STOCK SPLIT Columbia, Maryland, April 16, 1999. At a special meeting on April 14, the stockholders of Bowles Fluidics Corporation approved an amendment to the Company's Articles of Incorporation effecting a one-for-one thousand reverse split of its outstanding shares of common stock, par value $.10 per share. As a result of the amendment, the number of shares of common stock held by each shareholder is reduced to an amount equal to 1/1000 of the number of shares of common stock owned before the reverse split. No fractional shares of common stock will be issued as a result of the reverse split. Any fractional shares resulting from the reverse split will be redeemed at the price of $1.25 per share of common stock outstanding immediately prior to the adoption of the amendment and giving effect to the reverse split. As a result of the reverse split and purchase of resulting fractional shares of common stock, the number of record stockholders of the Company's common stock will be reduced from approximately 422 (as of March 8, 1999) to less than 300. The number of holders of the Company's preferred stock will remain unchanged at approximately 14. As a result of the reduction in number of record stockholders below 300, the Company will suspend its obligation to file periodic reports with the Securities and Exchange Commission pursuant to Section 15(d) of the Exchange Act of 1934. Bowles Fluidics Corporation is a Maryland corporation with headquarters in Columbia, Maryland. It is the leading designer, manufacturer and supplier of windshield and rear window washer nozzles for passenger cars and light trucks in North America. -----END PRIVACY-ENHANCED MESSAGE-----