-----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, UUyBYlObSACl8MWFTLw6SU7tEO2C8zmM6B49F8f3rlh76Pirz4QNyDwnzNW4Uh+L KvgI66mHV2gGjUS8cTdzdA== 0000950169-96-000362.txt : 19960911 0000950169-96-000362.hdr.sgml : 19960911 ACCESSION NUMBER: 0000950169-96-000362 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19960727 FILED AS OF DATE: 19960910 SROS: NONE 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: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 002-37706 FILM NUMBER: 96627810 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 10-Q 1 BOWLES FLUIDICS CORPORATION FORM 10-Q 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 27, 1996 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 (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 January 27, 1996. Class Outstanding at July 27, 1996 Common Stock, $.10 12,610,011 shares INDEX BOWLES FLUIDICS CORPORATION FOR THE NINE MONTHS ENDED JULY 27, 1996 Page PART I. Financial Information Number Item 1. Financial Statements Consolidated Statements of Income For the three and nine months ended July 27, 1996 and July 29, 1995 ............. 3 Consolidated Balance Sheets July 27, 1996 and October 28, 1995 .......... 4 Consolidated Statements of Cash Flows For the nine months ended July 27, 1996 and July 29, 1995 ............. 5 Notes to Consolidated Financial Statements .... 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations .............................. 7 PART II. Other Information Item 6. Exhibits and Reports on Form 8-K ............. 10 Exhibit 11 .......................... 11 Exhibit 20 .......................... 13 Form 8-K ............................ 15 2 BOWLES FLUIDICS CORPORATION CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
For the three months ended For the nine months ended July 27, July 29, July 27, July 29, 1996 1995 1996 1995 ----------- ----------- ------------- -------------- Net Sales $4,101,894 $3,757,758 $13,339,251 $12,370,195 Cost of Sales 2,905,128 2,548,980 8,839,888 7,998,362 ----------- ----------- ----------- ----------- Gross profit 1,196,766 1,208,778 4,499,363 4,371,833 Selling, general and administrative expenses 987,879 576,291 2,819,659 1,854,611 Research and development costs 275,838 156,859 854,844 462,071 ----------- ----------- ----------- ----------- Operating Income/(Loss) (66,951) 475,628 824,860 2,055,151 Interest expense - (7,012) (6,018) (32,235) Other income, net 13,029 25,063 50,877 70,842 ----------- ------------ ----------- ----------- Income/(Loss) before taxes (53,922) 493,679 869,719 2,093,758 Provision for income taxes (35,148) 182,371 297,688 782,120 ----------- ------------ ----------- ----------- Net Income/(Loss) (18,774) 311,308 572,031 1,311,638 Preferred stock dividends accrued 18,662 18,662 55,986 55,986 ----------- ------------ ----------- ----------- Income/(Loss) applicable to common shareholders $ (37,436) $ 292,646 $ 516,045 $ 1,255,652 =========== =========== =========== =========== Primary earnings per share $ .00 $ .02 $ .04 $ .10 =========== =========== =========== =========== Fully diluted earnings per share $ .00 $ .02 $ .03 $ .08 =========== =========== =========== ===========
The accompanying notes are an integral part of these financial statements. 3 BOWLES FLUIDICS CORPORATION CONSOLIDATED BALANCE SHEETS (Unaudited) (Audited) July 27, October 28, 1996 1995 ------------- -------------- Assets Current Cash and cash equivalents $1,307,280 $ 676,981 Investments available for sale 767,951 679,513 Accounts receivable 2,102,342 2,761,394 Inventories 1,664,664 1,899,346 Other current assets 455,455 306,974 ------------- ------------- Total current assets 6,297,692 6,324,208 ------------- ------------- Property and equipment, net 3,180,976 2,821,804 Other assets 353,546 146,434 ------------- ------------- Total assets $9,832,214 $9,292,446 ============= ============= Liabilities and Stockholders' Equity Current Accounts payable - trade $ 596,443 $ 995,421 Accrued expenses and other liabilities 988,366 852,121 Income taxes payable - 111,441 Current portion of long-term debt - 68,857 ------------- ------------- Total current liabilities 1,584,809 2,027,840 Long-term debt - 202,811 Other liabilities 952,467 282,904 Deferred income taxes 149,000 149,000 ------------- ------------- Total liabilities 2,686,276 2,662,555 ------------- ------------- Commitments and Contingencies Stockholders' Equity 8% Convertible preferred stock 933,080 933,080 Common stock 1,261,001 1,261,001 Additional paid-in capital 2,726,583 2,726,583 Retained earnings ($2,407,467 deficit eliminated at 10/29/94) Note 5 2,225,274 1,709,227 ------------- ------------ Total stockholders' equity 7,145,938 6,629,891 ------------- ------------ Total liabilities and stockholders' equity $9,832,214 $9,292,446 ============= ============ The accompanying notes are an integral part of these financial statements. 4 BOWLES FLUIDICS CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the nine months ended July 27, July 29, 1996 1995 ----------- ---------- Net Income $ 572,031 $1,311,638 Adjustments to reconcile net income provided by operating activities: Depreciation and amortization 548,731 495,049 Deferred income taxes (294,600) - (Gain)/Loss on disposal of assets 15,460 (2,715) Accretion of interest on investments (10,832) (11,438) ---------- ---------- 830,790 1,792,534 ---------- ---------- Change in operating accounts: Accounts receivable 659,052 166,306 Inventories 234,682 (57,126) Other assets (60,993) (60,276) Accounts payable (398,978) (367,896) Accrued expenses 136,245 (22,587) Income taxes payable (111,441) (449,997) Other liabilities 662,959 41,644 ---------- ---------- Change in operating accounts 1,121,526 (749,932) ---------- ---------- Cash provided by operating activities 1,952,316 1,042,602 ---------- ---------- Investing activities: Capital expenditures (898,095) (566,219) Patents & Trademarks - (24,583) Proceeds from sale of equipment - 31,025 Purchase of investments (566,664) (759,494) Proceeds from sale of investments 489,058 484,807 ---------- ---------- Net cash used in investing activities (975,701) (834,464) ---------- ---------- Financing activities: Principal payment of debt (271,668) (508,687) Preferred stock dividend (74,648) (74,646) ---------- ---------- Net cash used in financing activities (346,316) (583,333) ---------- ---------- Increase(decrease) in cash and cash equivalents 630,299 (375,195) Cash and cash equivalents - beginning of period 676,981 1,557,230 ---------- ---------- Cash and cash equivalents - end of period $1,307,280 $1,182,035 ========== ========== The accompanying notes are an integral part of these financial statements. 5 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 27, 1996, the results of operations and cash flows for three and nine months ended July 27, 1996 and July 29, 1995. 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. NOTE 2 - Inventories Inventories are comprised of: July 27, October 28, 1996 1995 Raw Material $ 570,806 $ 703,864 Work and tooling in process 187,899 416,090 Finished Goods 905,959 779,392 ---------- ----------- Total $1,664,664 $1,899,346 ========== =========== NOTE 3 - Property and Equipment, net Property and Equipment, net, is comprised of: July 27, October 28, 1996 1995 Production machinery and equipment $ 4,240,055 $ 4,047,602 Office furniture and equipment 1,899,545 1,580,026 Laboratory and machine shop equipment 1,366,182 1,159,087 Leasehold improvements 633,052 539,274 ---------- ---------- Total property and equipment 8,138,834 7,325,989 Less accumulated depreciation (4,957,858) (4,504,185) ---------- ---------- Property and equipment, net $ 3,180,976 $ 2,821,804 ========== ========== NOTE 4 - Debt The Board of Directors authorized management to pay all of the outstanding debt with Mercantile-Safe Deposit & Trust Company as of February 1, 1996. NOTE 5 - 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. NOTE 6 - Termination of sales agreement In the third quarter ended July 27, 1996, the Company accrued an additional selling expense of $207,400, net of income taxes, related to the planned termination of the sales agreement with one of its manufacturers' representatives. For the nine months ended July 27, 1996, the company accrued $465,400, net of income taxes, for the planned termination of the sales agreement with its manufacturers' representatives. The payments are expected to commence in May 1997. 6 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 28, 1995. RESULTS OF OPERATIONS Third Quarter FY 1996 Compared with Third Quarter FY 1995 The Company achieved record sales for a third quarter in this period of fiscal year 1996. Net income, however, declined to a small loss in the same period versus last year's third quarter as a result of an additional charge related to the planned termination of the Company's sales agreement with one of its manufacturer's representatives and increases in expenses incurred for research and development. Net sales in the third quarter of FY 1996 rose to $4,101,894, 9% above last year's third quarter sales of $3,757,758. The net loss was $18,774, $330,082 lower than last year's third quarter net income of $311,308. Product sales of light vehicle windshield washer and defroster nozzles of $4,012,500 increased 11% over last year's third quarter sales of $3,609,704, principally due to a larger volume of shipments of newly designed products. Sales of prototype and production tooling of $89,394 for future product manufacturing decreased 40% from last year's third quarter, reflecting a lower rate of culmination of new windshield washer and defroster nozzle programs. Gross profit in this year's third quarter was $1,196,766, 1% below last year's third quarter of $1,208,778. Higher product sales added to this profit, but lower margins on newly designed products and higher manufacturing expenses offset this gain. While having little net impact on gross profit, engineering resources were redirected in the FY 1996 third quarter more towards applications engineering, i.e., the customization of new products, with less emphasis on tooling and product qualification activities. One significant new product is the air conditioning outlets for an automotive customer, for which prototypes are scheduled for delivery in the fall. Selling, general and administrative expenses were 71% higher principally due to an increase in sales commissions. The sales commissions include an additional charge of $340,000 related to the planned termination of the Company's sales agreement with one of its manufacturer's representatives. The Company is reorganizing its sales force using employees rather than independent representatives. Research and development costs rose 76% as greater efforts were applied to the development of new products for both automotive and nonautomotive applications. Operating income was a loss of $66,951 in this year's third quarter versus income of $475,628 in the prior year's third quarter. Provision for income taxes, both federal and state, was determined based upon an estimate of the total year's pretax income. The effective tax rates for both quarters were approximately the same. 7 Nine Months Ended July 27, 1996, Compared with Nine Months Ended July 29, 1995 For the first nine months of the 1996 fiscal year ended July 27, 1996, sales rose but net income decreased primarily because of additional charges related to the termination of the Company's sales agreement, product profit margin declines, and increases in research and development expenses. Net sales gained 8% to $13,339,251 for the first nine months of the 1996 fiscal year compared with $12,370,195 in the comparable period in 1995. Net income of $572,031 was 56% or $739,607 below the results of the prior fiscal year's first nine months. Product sales of light vehicle windshield washer and defroster nozzles of $12,824,542 rose 11% in the first nine months of fiscal year 1996 compared with the same period in the prior fiscal year, principally due to increased shipments of newly designed products. Sales of prototype and production tooling of $514,709 in FY 1996 for future product manufacturing declined 40% versus sales of $856,874 for the first nine months of the 1995 fiscal year. The decline reflects the lower rate of culmination of new windshield washer and defroster nozzle programs. Gross profit in the first nine months of the 1996 fiscal year gained 3% to $4,499,363 from $4,371,833 in the similar 1995 period as a result of the larger product sales volume. However, lower margins on new products reduced overall product profit margins. During the first nine months of this fiscal year, with little impact on gross profit, engineering resources were redirected towards more applications engineering, i.e., the customization of new auto products, from tooling and product qualification activities. One significant new product is the air conditioning outlets for an automotive customer, for which prototypes are scheduled for delivery in the fall. Selling, general and administrative expenses were 52% higher in the first nine months of fiscal year 1996 compared with the similar 1995 period principally because of increases in sales commissions. The sales commissions include additional accruals of $760,000 related to the planned termination of the Company's sales agreement with its manufacturer's representatives. The Company is reorganizing its sales force using employees rather than independent representatives. Research and development costs rose 85% versus the same period in the last fiscal year as greater efforts were applied to the development of new products for both automotive and nonautomotive applications. Operating income decreased 60% or $1,230,291 to $824,860 in this year's first nine months versus $2,055,151 in last year's comparable period. Provision for income taxes, both federal and state, was determined based upon an estimate of the total year's pretax income. The effective tax rates for both years' nine months were essentially the same. FINANCIAL CONDITION The Company's position in cash, cash equivalents, and current investments available for sale on July 27, 1996, reached $2,075,231, an increase of $718,737 over the previous fiscal year end on October 28, 1995. The working capital on the same date increased $416,515 from the last fiscal year end. The current ratio rose from 3.1 to 4.0 during the first nine months. Accounts receivable declined as a result of the timing of receipts from a major customer as well as lower sales during the two months prior to July 27, 1996, versus October 28, 1995. Inventories also declined because of lower tooling orders in process in July versus the previous fiscal year end. Current liabilities decreased with the paydown of accounts payable. 8 Cash provided by operating activities was $1,952,316 during the first nine months of the 1996 fiscal year compared with $1,042,602 in last year's similar period. This year's cash flow from net income was lower, but the investments in accounts receivable and inventories were reduced more than in last year's comparable period and the additional accrued sales commissions were not paid as yet. Capital expenditures were $898,095 in this fiscal year's first nine months, $331,876 greater than last year as more funds were spent on computer facilities and production equipment. Cash used for financing activities was lower than last year as the early payment of all outstanding bank debt this year was less than the early payment of certain notes last year. The quasi-reorganization that was carried out at October 29, 1994, was implemented in order to eliminate the deficit in retained earnings. The deficit had occurred due to the settlement of a lawsuit in 1991 related to prior years' activities and operating losses related to discontinued products prior to 1980. With new products and profitable operations, management desired to reflect the current financial strength of the Company. The only impact on the financial statements was to record the elimination of the retained earnings deficit to date and the corresponding reduction in additional paid-in capital. Upon evaluation, the Company's assets and liabilities did not require readjustments. North American light vehicle production (excluding Mexican output) by the three major U.S. automotive companies, which generates most of the Company's sales, decreased 14% in the first calendar quarter of 1996 versus the same period in 1995 and increased 6% in the second quarter. Production for the third calendar quarter of 1996 is forecasted by Ward's Automotive Reports to increase 9% over last year's third quarter. The Company's management believes that the present and planned production capacity should be satisfactory to meet the anticipated demands referred to above, additional market penetration, and new product deliveries. Cash flow from operations and available cash are expected to provide the funds needed for future product development, capital expenditures, and working capital requirements. The Company currently has no debt. 9 BOWLES FLUIDICS CORPORATION PART II. OTHER INFORMATION FOR THE NINE MONTHS ENDED JULY 27, 1996 Item 6. Exhibits and Reports on Form 8-K Exhibits Description (a) Exhibit 11 Computation of Earnings Per Common Share Exhibit 20 Report furnished to Security Holders (b) Reports on Form 8-K 10 EX-11 2 EXHIBIT 11 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
For the three months ended For the nine months ended July 27, July 29, July 27, July 29, 1996 1995 1996 1995 -------------- -------------- --------------- --------------- Calculation of Net Income Net income/(loss) per books $ (18,774) $ 311,308 $ 572,031 $ 1,311,638 Less: Dividends on convertible preferred stock 18,662 18,662 55,986 55,986 ---------- ---------- ---------- ---------- Net income/(loss) as adjusted $ (37,436) $ 292,646 $ 516,045 $ 1,255,652 ========== ========== ========== ========== Calculation of Outstanding Shares Weighted average of common shares outstanding 12,610,011 12,590,011 12,610,011 12,590,011 Add: Assumed exercise of stock options 78,457 124,856 91,233 108,836 ---------- ---------- ---------- ---------- Number of common shares outstanding adjusted 12,688,468 12,714,867 12,701,244 12,698,847 ========== ========== ========== ========== Primary earnings per common share $ .00 $ .02 $ .04 $ .10 ========== ========== ========== ==========
11 BOWLES FLUIDICS CORPORATION PART II. OTHER INFORMATION Item 6. (a) EXHIBIT 11 - CALCULATION OF EARNINGS PER SHARE (continued) B. FULLY DILUTED EARNINGS PER SHARE
For the three months ended For the nine months ended July 27, July 29, July 27, July 29, 1996 1995 1996 1995 --------------- -------------- -------------- --------------- Net Income/(loss) per books $ (18,774) $ 311,308 $ 572,031 $ 1,311,638 ========== ========== ========== ========== Weighted average of common shares outstanding 12,610,011 12,590,011 12,610,011 12,590,011 Add: Assumed conversion of preferred stock 3,732,320 3,732,320 3,732,320 3,732,320 Assumed exercise of stock options 78,457 128,276 91,233 128,276 ---------- ---------- ---------- ---------- Number of shares 16,420,788 16,450,607 16,433,564 16,450,607 ========== ========== ========== ========== Fully diluted earnings per share $ .00 $ .02 $ .03 $ .08 ========== ========== ========== ==========
12 EX-20 3 EXHIBIT 20 Exhibit 20 BOWLES FLUIDICS CORPORATION 6625 Dobbin Road, Columbia, Maryland 21045-4707 USA Phone: 410-381-0400 Fax: 410-381-2718 September 10, 1996 TO THE STOCKHOLDERS OF BOWLES FLUIDICS CORPORATION: Net sales rose and net income decreased compared to last year's third quarter. A larger volume of washer and defroster nozzle shipments more than made up for a 40% decrease of tooling sales to produce a 9% increase in net sales. But charges related to planned transition of our automotive sales force from independent representatives to BFC employees and the increase in research and development expenses committed to new products have contributed to a decrease in net income. A significant part of this development effort is the AC outlet program, for which prototype parts will be delivered to one automotive customer this fall as scheduled. The QS-9000 pre-assessment has been completed and the audit for registration has been scheduled for late September. It is expected that the present and planned production capacity should be satisfactory to meet anticipated demands including additional market penetration and new product deliveries. Cash flow from operations and available cash should provide the funds needed for future product development, capital expenditures, and working capital requirements. Sincerely, Ronald Stouffer President RS:lto Enclosure 13 BOWLES FLUIDICS CORPORATION EXHIBIT 20 - -------------------------------------------------------------------------------- CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Three Months Ended Nine Months Ended July 27, 1996 July 29, 1995 July 27, 1996 July 29, 1995 ------------- ------------- ------------- ------------- Net Sales $4,101,894 $3,757,758 $13,339,251 $12,370,195 Cost of Sales 2,905,128 2,548,980 8,839,888 7,998,362 Selling, General and Administrative Expenses 987,879 578,291 2,819,659 1,854,611 Research and Development Costs 275,838 156,859 854,844 462,071 Interest Expense and Other (Income) and Expense, Net (13,029) (18,051) (44,859) (38,607) ---------- ---------- ----------- ----------- Income/(Loss) before Taxes $ (53,922) $ 493,679 $ 869,719 $ 2,093,758 Provision for Taxes (35,148) 182,371 297,688 782,120 ---------- ---------- ----------- ----------- Net Income/(Loss) $ (18,774) $ 311,308 $ 572,031 $ 1,311,638 ========== ========== =========== =========== Net Income per Share Primary $ - $ 0.02 $ 0.04 $ 0.10 Fully Diluted $ - $ 0.02 $ 0.03 $ 0.08 - -------------------------------------------------------------------------------------------------------------------------------
CONSOLIDATED BALANCE SHEETS
Unaudited Audited July 27, 1996 October 28, 1995 Assets Cash and Cash Equivalents $1,307,280 $ 676,981 Investments Available for Sale 767,951 679,513 Accounts Receivable 2,102,342 2,761,394 Inventories 1,664,664 1,899,346 Other Current Assets 455,455 306,974 ---------- ---------- Total Current Assets 6,297,692 6,324,208 Property, Plant and Equipment, Net 3,180,976 2,821,804 Other Assets 353,546 146,434 ---------- ---------- Total Assets $9,832,214 $9,292,446 ========== ========== Liabilities and Stockholders' Equity Accounts Payable--Trade $ 596,443 $ 995,421 Accrued Expenses and Other Liabilities 988,366 852,121 Income Taxes Payable - 111,441 Current Portion of Long-Term Debt - 68,857 ---------- ---------- Total Current Liabilities 1,584,809 2,027,840 Long-Term Debt - 202,811 Other Liabilities and Deferred Income Taxes 1,101,467 431,904 ---------- ---------- Total Liabilities 2,686,276 2,662,555 ---------- ---------- 8% Convertible Preferred Stock 933,080 933,080 Common Stock 1,261,001 1,261,001 Additional Paid-in Capital 2,726,583 2,726,583 Retained Earnings 2,225,274 1,709,227 ---------- ---------- Stockholders' Equity 7,145,938 6,629,891 ---------- ---------- Total Liabilities and Stockholders' Equity $9,832,214 $9,292,446 ========== ==========
14 BOWLES FLUIDICS CORPORATION PART II. OTHER INFORMATION Item 6. (b) Reports on Form 8-K July 23, 1996 Item 1. It is with regret that we inform the stockholders of Bowles Fluidics Corporation of the death of William Ewing, Jr., on Friday, June 28, 1996. As a result of the death of William Ewing, Jr., control of the corporation has passed to William Ewing III, who, as Trustee of various Ewing family trusts, controls the votes of more than 50% of the outstanding shares. Item 5. By formal action of the Board at their meeting today William Ewing III, was unanimously elected Chairman of the Board to fill the vacancy left by his father's death. In addition, Julian Lazrus, the Vice Chairman of the Board, resigned from the Board. 15 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 16 EX-27 4 FINANCIAL DATA SCHEDULE
5 1 3-MOS OCT-26-1996 JUL-27-1996 1,307,280 767,951 2,102,342 0 1,664,664 6,297,692 8,138,834 4,957,858 9,832,214 1,584,809 0 0 933,080 1,261,001 4,951,857 9,832,214 4,101,894 4,101,894 2,905,128 4,168,845 (13,029) 0 0 (53,922) (35,148) (18,744) 0 0 0 (18,744) 0 0
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