-----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, R0OKUP8o+JyZ9FraqZ2bNTVq0qWp22uTntJjicWE4m/3V25ZgrY8/dTI9jmNfp/o /DvMtI91nCWLV4VZ0NaXcQ== 0001047469-98-039865.txt : 19981111 0001047469-98-039865.hdr.sgml : 19981111 ACCESSION NUMBER: 0001047469-98-039865 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980926 FILED AS OF DATE: 19981110 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOSTON ACOUSTICS INC CENTRAL INDEX KEY: 0000805268 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651] IRS NUMBER: 042662473 STATE OF INCORPORATION: MA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-15193 FILM NUMBER: 98743258 BUSINESS ADDRESS: STREET 1: 300 JUBILEE DRIVE STREET 2: P O BOX 6015 CITY: PEABODY STATE: MA ZIP: 01961-6015 BUSINESS PHONE: 5085385000 MAIL ADDRESS: STREET 1: 300 JUBILEE DRIVE STREET 2: P O BOX 6015 CITY: PEABODY STATE: MA ZIP: 01961-6015 10-Q 1 FORM 10-Q - -------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------- FORM 10-Q (Mark One) [x] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended September 26, 1998 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 No. 33-9875 ----------------- BOSTON ACOUSTICS, INC. (Exact name of registrant as specified in its charter) Massachusetts 04-2662473 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) 300 Jubilee Drive Peabody, Massachusetts 01960 (Address of Principal Executive Offices) (Zip Code) (978) 538-5000 (Registrant's telephone number, including area code) 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 [ ] There were 4,989,378 shares of Common Stock issued and outstanding as of November 6, 1998. - -------------------------------------------------------------------------- Boston Acoustics, Inc. Index -----
Page ---- Part I: Financial Information Item 1. Financial Statements Consolidated Balance Sheets (Unaudited)- March 28, 1998 and September 26, 1998 4 Consolidated Statements of Income (Unaudited)Three months and Six months ended September 27, 1997 and September 26, 1998 6 Consolidated Statements of Cash Flows (Unaudited)- Six months ended September 27, 1997 and September 26, 1998 7 Notes to Unaudited Consolidated Financial Statements 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10 Part II: Other Information Items 1 through 6 14 Signatures 15
2 PART I: FINANCIAL INFORMATION Item 1: Financial Statements 3 Boston Acoustics, Inc. and Subsidiaries Consolidated Balance Sheets (Unaudited) Assets
March 28, 1998 September 26, 1998 -------------- ------------------ Current Assets: Cash and cash equivalents ................................................. $ 3,870,569 $ 669,216 Accounts receivable, net of reserves of approximately $402,000 and $406,000, respectively .............................................. 11,439,178 13,141,668 Inventories ............................................................... 12,617,077 19,115,504 Deferred income taxes ..................................................... 1,092,000 1,092,000 Prepaid expenses and other current assets ................................. 395,087 546,907 ----------- ----------- Total current assets ................................................... 29,413,911 34,565,295 ----------- ----------- Property and Equipment, at cost: Land ...................................................................... 1,433,365 1,433,365 Building and improvements ................................................. 7,061,479 7,090,321 Machinery and equipment ................................................... 8,667,671 9,754,875 Office equipment and furniture ............................................ 1,847,326 2,754,974 Motor vehicles ............................................................ 288,948 289,084 ----------- ----------- 19,298,789 21,322,619 Less-accumulated depreciation and amortization ....................................................... 8,005,621 9,114,750 ----------- ----------- 11,293,168 12,207,869 ----------- ----------- Other Assets: Other assets, net ......................................................... 1,792,125 1,533,524 ----------- ----------- $42,499,204 $48,306,688 =========== ===========
The accompanying notes are an integral part of these consolidated financial statements. 4 Boston Acoustics, Inc. and Subsidiaries Consolidated Balance Sheets (Unaudited) Liabilities and Shareholders' Equity
March 28, 1998 September 26, 1998 Current Liabilities: Accounts payable ............................................................... $ 3,224,208 $ 9,051,800 Accrued payroll and payroll- related expenses .......................................................... 1,392,171 1,625,265 Dividends payable .............................................................. 414,287 424,097 Other accrued expenses ......................................................... 922,216 1,331,516 Accrued income taxes ........................................................... 142,075 -- Current maturity of line of credit ............................................. 3,000,000 3,000,000 --------- --------- Total current liabilities .................................................. 9,094,957 15,432,678 --------- ---------- Line of credit, net of current portion .......................................... 9,500,000 5,000,000 Commitments Shareholders' Equity: Common stock, $.01 par value Authorized -- 8,000,000 shares Issued -- 6,936,327 and 6,954,259 shares at March 28, 1998 and September 26, 1998, respectively ....................................... 69,363 69,543 Additional paid-in capital ...................................................... 5,831,724 6,058,253 Retained earnings ............................................................... 46,245,277 49,988,331 ---------- ---------- 52,146,364 56,116,127 Less-Treasury stock, 1,964,881 and 1,964,881 shares at March 28, 1998 and September 26, 1998, respectively, at cost ................................. 28,242,117 28,242,117 ---------- ---------- Total shareholders' equity ............................................ 23,904,247 27,874,010 ---------- ---------- $42,499,204 $48,306,688 =========== ===========
The accompanying notes are an integral part of these consolidated financial statements. 5 Boston Acoustics, Inc. and Subsidiaries Consolidated Statements of Income (Unaudited)
Three Months Ended Six Months Ended ------------------ ---------------- September 27, September 26, September 27, September 26, 1997 1998 1997 1998 ------------ ------------ ------------ ------------ Net sales ................................................ $ 18,135,969 $ 26,350,362 $ 30,551,245 $ 47,850,326 Cost of goods sold ....................................... 10,909,372 17,462,999 17,883,510 31,452,937 ------------ ------------ ------------ ------------ Gross profit ............................................. 7,226,597 8,887,363 12,667,735 16,397,389 ------------ ------------ ------------ ------------ Selling and marketing expenses ................................. 1,944,403 2,356,617 3,748,072 4,396,908 General and administrative expenses ............................ 1,162,937 1,098,351 2,080,942 2,100,884 Engineering and development expenses ..................... 587,049 1,205,100 1,563,349 2,302,603 ------------ ------------ ------------ ------------ Total expenses .................................. 3,694,389 4,660,068 7,392,363 8,800,395 ------------ ------------ ------------ ------------ Income from operations .......................... 3,532,208 4,227,295 5,275,372 7,596,994 Interest income .......................................... 45,699 21,643 142,613 53,402 Interest expense ......................................... (374,560) (125,957) (441,404) (322,463) ------------ ------------ ------------ ------------ Income before provision for income taxes ........ 3,203,347 4,122,981 4,976,581 7,327,933 Provision for income taxes ............................... 1,227,000 1,560,000 1,866,000 2,746,000 ------------ ------------ ------------ ------------ Net income ......................................... $ 1,976,347 $ 2,562,981 $ 3,110,581 $ 4,581,933 ============ ============ ============ ============ Basic earnings per share ................................. $ .40 $ .51 $ .57 $ .92 ============ ============ ============ ============ Diluted earnings per share ............................... $ .39 $ .48 $ .55 $ .86 ============ ============ ============ ============ Weighted average common shares outstanding Basic ........................................... 4,952,780 4,983,187 5,498,720 4,978,831 Diluted ......................................... 5,077,278 5,300,982 5,630,171 5,319,593 Dividends per share ...................................... $ .083 $ .085 $ .167 $ .168 ============ ============ ============ ============
The accompanying notes are an integral part of these consolidated financial statements. 6 Boston Acoustics, Inc. and Subsidiaries Consolidated Statements of Cash Flows (Unaudited)
Six Months Ended ---------------- September 27, 1997 September 26, 1998 ------------------ ------------------ Cash flows from operating activities: Net income ........................................... $ 3,110,581 $ 4,581,933 Adjustments to reconcile net income to net cash provided by (used in) operating activities- Depreciation and amortization ........................ 809,523 1,405,703 Compensation expense related to restricted stock and warrants ................................ 181,012 -- Changes in assets and liabilities -- Accounts receivable .................................. (3,587,889) (1,702,490) Inventories .......................................... (3,811,650) (6,498,427) Prepaid expenses and other current assets ............ 447,156 (151,820) Accounts payable ..................................... 1,816,182 5,827,592 Accrued payroll and other accrued expenses ........... 621,615 642,394 Accrued income taxes ................................. 325,028 (142,075) ------------ ----------- Net cash provided by (used in) operating activities (88,442) 3,962,810 ------------ ----------- Cash flows from investing activities: Purchase of property and equipment, net .............. (503,435) (2,023,830) Proceeds from sale of held-to-maturity investments ... 2,941,065 -- Increase in other assets ............................. (29,301) (37,973) ------------ ----------- Net cash provided by (used in) investing activities 2,408,329 (2,061,803) ------------ ----------- Cash flows from financing activities: Dividends paid ....................................... (934,700) (829,069) Stock dividend fractional share payment .............. -- (480) Purchase of treasury stock ........................... (23,912,452) -- Net proceeds (payments) from line of credit .......... 18,300,000 (4,500,000) Proceeds from exercise of stock options .............. 270,177 227,189 ------------ ----------- Net cash used in financing activities ............. (6,276,975) (5,102,360) ------------ ----------- Decrease in cash and cash equivalents ...................... (3,957,088) (3,201,353) Cash and cash equivalents, beginning of period ............. 4,937,232 3,870,569 ------------ ----------- Cash and cash equivalents, end of period ................... $ 980,144 $ 669,216 ============ =========== Supplemental Disclosure of NonCash Financing Activities: Dividends payable .................................... $ 413,462 $ 424,097 ============ =========== Supplemental Disclosure of Cash Flow Information: Cash paid for income taxes ........................... $ 1,540,582 $ 3,164,142 ============ =========== Cash paid for interest ............................... $ 441,404 $ 363,049 ============ ===========
The accompanying notes are an integral part of these consolidated financial statements. 7 Boston Acoustics, Inc. and Subsidiaries Notes to Unaudited Consolidated Financial Statements (1) Basis of Presentation The unaudited consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission and include, in the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of interim period results. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. The Company believes, however, that its disclosures are adequate to make the information presented not misleading. The results for the three and six-month periods ended September 26, 1998 are not necessarily indicative of results to be expected for the full fiscal year. These financial statements should be read in conjunction with the Company's Annual Report included in its Form 10-K for fiscal year ended March 28, 1998. (2) Inventories Inventories are stated at the lower of cost (first-in, first-out) or market and consist of the following:
March 28, 1998 September 26,1998 -------------- ----------------- Raw materials and work-in process ............................................ $ 7,473,368 $11,258,126 Finished goods ............................................................... 5,143,709 7,857,378 ----------- ----------- $12,617,077 $19,115,504 =========== ===========
Work-in-process and finished goods inventories consist of materials, labor and manufacturing overhead. (3) Stock Split On July 13, 1998, the Company's Board of Directors authorized an increase in the authorized shares of common stock to 8.0 million shares and a three-for-two stock split effected in the form of a stock dividend. All share and per share amounts in the accompanying financial statements and footnotes have been retroactively restated to reflect the stock split. Accordingly, approximately $23,000 was transferred from additional paid-in capital to common stock. (4) Net Income Per Common Share In February 1997, the Financial Accounting Standards Board issued SFAS No. 128, Earnings per Share. SFAS No. 128 establishes standards for computing and presenting earnings per share (EPS) and applies to entities with publicly held common stock or potential common stock. The Company has restated earnings per share for the comparative period for fiscal 1998 as required by SFAS No. 128. Basic EPS is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution from common stock equivalents (stock options and warrants). For the periods ended September 27, 1997 and September 26, 1998, there were no antidilutive shares for purposes of earnings per share. 8 Basic and diluted income per share, as required by SFAS No. 128, is as follows:
Three Months Ended Six Months Ended ------------------------------ -------------------------------- September 27, September 26, September 27, September 26, 1997 1998 1997 1998 ------------- ------------- ------------- ------------- Net Income .................. $ 1,976,347 $ 2,562,981 $ 3,110,581 $ 4,581,933 ============= ============= ============= ============= Basic weighted average common shares outstanding ........ 4,952,780 4,983,187 5,498,720 4,978,831 Dilutive effect of assumed exercise of stock options and warrant . 124,498 317,795 131,451 340,762 ------------- ------------- ------------- ------------- Weighted average common shares outstanding assuming dilution .................. 5,077,278 5,300,982 5,630,171 5,319,593 ============= ============= ============= ============= Basic net income per share .. $ .40 $ .51 $ .57 $ .92 ============= ============= ============= ============= Diluted net income per share $ .39 $ .48 $ .55 $ .86 ============= ============= ============= =============
(5) Stock Options The following is a summary of stock option activity:
Weighted Number of Price Average Options Range Price ------- ----- ----- Outstanding at March 28, 1998 501,854 $11.33 - $19.89 $ 14.86 Options granted -- -- -- Options exercised (17,951) $11.33 - $13.00 $ 12.66 Options canceled -- -- -- - ------------------------------------------------------------------------------------------------ Outstanding at September 26, 1998 483,903 $11.67 - $19.89 $ 14.94 - ------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------ Exercisable at September 26, 1998 141,224 $11.67 - $14.67 $ 13.79 - ------------------------------------------------------------------------------------------------ - ------------------------------------------------------------------------------------------------
9 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations The following table sets forth the results of operations for the three-month and six-month periods ended September 27, 1997 and September 26, 1998 expressed as percentages of net sales.
Three Months Ended Six Months Ended ------------------ ---------------- September 27, September 26, September 27, September 26, 1997 1998 1997 1998 ------------- ------------- ------------- ------------- Net sales .................... 100.0% 100.0% 100.0% 100.0% Cost of goods sold ........... 60.2 66.3 58.5 65.7 ----- ----- ----- ----- Gross profit ............... 39.8 33.7 41.5 34.3 ----- ----- ----- ----- Selling and marketing expenses ............ 10.7 8.9 12.3 9.2 General & administrative expenses ............ 6.4 4.2 6.8 4.4 Engineering & development expenses ............ 3.2 4.6 5.1 4.8 ----- ----- ----- ----- 20.3 17.7 24.2 18.4 ----- ----- ----- ----- Income from operations ..... 19.5 16.0 17.3 15.9 Interest income (expense), net (1.8) (0.4) (1.0) (0.6) Income before provision for income taxes .............. 17.7 15.6 16.3 15.3 Provision for income taxes ... 6.8 5.9 6.1 5.7 ----- ----- ----- ----- Net income ................ 10.9% 9.7% 10.2% 9.6% ----- ----- ----- ----- ----- ----- ----- -----
Net sales increased 45%, from approximately $18,136,000 during the second quarter of fiscal 1998 to approximately $26,350,000 during the second quarter of fiscal 1999. For the six months ended September 26, 1998 net sales increased approximately 57% from approximately $30,551,000 to approximately $47,850,000. The overall sales increase was primarily due to the OEM sales of multimedia speaker systems to Gateway, Inc. ("Gateway"), a leading global direct marketer of PC products. These products included the BA635 three-piece system, the MediaTheater(TM) three-piece system, and the DigitalTheater(TM) 6000. During the three-month period ended September 26, 1998, sales of the Company's 10 ProSeries automotive component speaker systems and the subwoofer/satellite home theater speaker systems stimulated growth in the core business. The Company's gross margin for the three-month and six-month periods ended September 26, 1998 increased in absolute dollars but decreased as a percentage of net sales due primarily to a shift in the sales mix to loudspeaker models with slightly lower margins, particularly the Company's OEM multimedia speaker systems. Total operating expenses increased in absolute dollars but decreased as a percentage of net sales during both the three-month and six-month periods ended September 26, 1998. Selling and marketing expenses have increased in absolute dollars primarily due to increased salaries and benefits relating to additional personnel and increased marketing expenses associated with the direct-to-consumer program for the Company's Personal Desktop Audio(TM) products launched during the quarter of fiscal 1999. General and administrative expenses have remained relatively stable in absolute dollars, and as a result have decreased as a percentage of net sales for the three-month and six-month periods ended September 26, 1998 compared to the corresponding periods a year ago. Engineering and development expenses for the three-month and six-month periods ended September 26, 1998 have increased in absolute dollars due primarily to increased salaries and benefits relating to additional personnel and increased expenses associated with new product development. As a result of these increases during the second fiscal quarter, engineering and development expenses have increased as a percentage of sales for the three-month period ended September 26, 1998, as compared to the same period a year ago. Net interest expense has decreased during the three-month and six-month periods ended September 26, 1998 compared to the corresponding periods a year ago, primarily due to lower interest expense as a result of the Company's repayments on the Company's line of credit borrowing during the fiscal year. The Company's effective income tax rate decreased slightly for the three-month period ended September 26, 1998 from 38.3% to 37.8% as compared to the same period a year ago, primarily due to lower state income taxes. For the six-month period of fiscal 1999 the effective tax rate remained stable at 37.5% as compared to the same period a year ago. Net income for the second quarter increased 30%, from approximately $1,976,000 in fiscal 1998 to $2,563,000 in fiscal 1999 while diluted earnings per share increased from $.39 to $.48 per share. Net income for the six-month period ended September 26, 1998 increased 47%, from approximately $3,111,000 in fiscal 1998 to approximately $4,582,000 in fiscal 1999, while diluted earnings per share for the six-month period increased from $.55 to $.86 per share. The increase in net income for the three and six-month periods ended September 26, 1998 is primarily the result of the increased sales growth, which was offset slightly by the operating loss of the Snell subsidiary included in the consolidated results of operations. Liquidity and Capital Resources During the first six months of fiscal 1999, the Company financed its growth with cash generated by operations. As of September 26, 1998 the Company's working capital was approximately $19,133,000, a decrease of approximately $1,186,000 from March 28, 1998. The decrease in working capital was primarily due to the repayments made on the Company's line of credit borrowing. The Company's cash and cash equivalents were approximately $669,000 at September 26, 1998. The Company's cash and cash equivalents at September 26, 1998 decreased by approximately $3,201,000 from March 28, 1998 primarily due to increased inventory levels, increased accounts receivable balances and purchases of property and equipment relating to production tooling and computerized equipment. Current liabilities increased by approximately 6,338,000 primarily as a result of increases in accounts payable related to inventory purchases and other accrued expenses. Long-term debt decreased by $4,500,000 as a result of repayments of borrowings under the Company's line of credit. The Company has two lines of credit with two banking 11 institutions totaling $26,500,000. At September 26, 1998 the Company had borrowings totaling $8,000,000 under its $25 million revolving credit agreement. The Company believes that its existing resources are adequate to meet its requirements for working capital and capital expenditures through the next twelve months. Significant Customers The Company's financial results for the three-month and six-month periods ending September 26, 1998 include significant OEM sales of multimedia speaker systems to Gateway. These sales are pursuant to various contracts that currently run through June 1999. Since these contracts do not contain schedules with which Gateway must comply in placing orders, orders by Gateway may fluctuate significantly from quarter to quarter over the terms of the contracts. Assuming Gateway places orders in the quantities required under the terms of the contracts by June 1999, a substantial portion of the Company's revenues for the second half of fiscal 1999 is expected to be derived from its contracts with Gateway. The loss of Gateway as a customer or any significant portion of orders from Gateway could have a material adverse affect on the Company's business, results of operations and financial condition. In addition, the Company also could be materially adversely affected by any substantial work stoppage or interruption of production at Gateway or if Gateway were to reduce or cease conducting operations. Year 2000 Compliance The Company has undertaken an internal assessment of its operations, including its information and financial systems and its manufacturing equipment in order to determine the extent to which the Company may be adversely affected by Year 2000 issues. The Company is currently in the process of updating its computer systems and applications to improve the scalability and functionality of the Company's overall manufacturing, planning and inventory related systems and to ensure that they are Year 2000 compliant. The Company believes that the Company's computer system will be Year 2000 compliant. The financial impact to the Company of its Year 2000 compliance programs has not been and is not anticipated to be material to its financial position or results of operations in any given year. The Company has also commenced a survey of its suppliers' Year 2000 compliance status and is anticipating responses from theses suppliers before the end of the current fiscal year. While the Company does not believe it will suffer any major effects from the Year 2000 issue, it is possible that such effects could materially impact future financial results, or cause reported financial information not to be necessarily indicative of future operating results or future financial condition. In addition, if any of the Company's significant customers or suppliers do not successfully and in a timely manner achieve Year 2000 compliance, the Company's business could be materially affected. At present, the Company has not developed contingency plans, but intends to determine whether to develop any such plans by the end of fiscal year 1999. Cautionary Statements The Private Securities Litigation Reform Act of 1995 contains certain safe harbors regarding forward-looking statements. From time to time, information provided by the Company or statements made by its directors, officers, or employees may contain "forward-looking" information which involve risk and uncertainties. Any statements in this report that are not statements of historical fact are forward-looking statements (including, but not limited to, statements concerning the characteristics and growth of the Company's market and customers, the Company's objectives and plans for future operations, the Company's expected liquidity and capital resources and the Company's ability and the Company's suppliers' and customers' ability to replace, modify or upgrade computer programs in ways to adequately address the Year 2000 issue). Such forward-looking statements are based on a number of assumptions and involve a number of risks and uncertainties, and accordingly, actual results could differ materially. Factors that may cause such differences include, but are not limited to: the continued and future acceptance of the Company's products, the rate of growth in the audio industry; the presence of competitors with greater technical marketing and financial resources; the Company's ability to promptly and effectively respond to technological change to meet evolving consumer demands; capacity and supply constraints or difficulties; 12 and the Company's ability to successfully integrate new operations. The words "believe,' "expect," "anticipate," "intend" and "plan" and similar expressions identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. For a further discussion of these and other significant factors to consider in connection with forward-looking statements concerning the Company, reference is made to Exhibit 99 of the Company's Form 8-K filed on July 18, 1996. 13 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 the Shareholders of the Company held on August 11, 1998, shareholders acted affirmatively to elect nominees for directors proposed by management. Each Director is to serve until the next Annual Meeting of Shareholders and thereafter until his/her successor is elected and qualified.
Votes "For" Votes "Withheld" ----------- ---------------- Andrew G. Kotsatos ........... 2,817,427 2,920 Fred E. Faulkner, Jr ......... 2,816,951 3,396 George J. Markos ............. 2,806,827 13,520 Lisa M. Mooney ............... 2,816,551 3,796 Gerald Walle ................. 2,808,427 11,920
Shareholders also voted to amend the Company's Articles of Organization to provide that the Company shall have authority to issue a total of eight million (8,000,000) shares of common stock $.01 par value per share. A total of 2,787,126 votes were cast in favor of the proposal, 31,001 votes were cast against, and there were 2,220 abstentions. Shareholders also voted to ratify the action of the Directors in selecting Arthur Andersen LLP as auditors of the Company. A total of 2,814,624 votes were cast in favor of the proposal, 1,153 votes were cast against, and there were 4,570 abstentions. Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K a) Exhibits Exhibit 27 -- Financial Data Schedule b) Reports on Form 8-K No reports on Form 8-K were filed during the quarter ended September 26, 1998. 14 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. Boston Acoustics, Inc. ------------------------------- Registrant Date: November 6, 1998 By: /s/Andrew G. Kotsatos ------------------------------- Andrew G. Kotsatos Director, Chief Executive Officer and Treasurer Date: November 6, 1998 By: /s/Fred E. Faulkner, Jr. ------------------------------- Fred E. Faulkner, Jr. President and Chief Operating Officer Date: November 6, 1998 By: /s/Debra A. Ricker-Rosato ------------------------------- Debra A. Ricker-Rosato Vice President and Chief Accounting Officer 15 EX-27 2 EXHIBIT 27
5 THE COMPANY'S FINANCIAL STATEMENTS IN ITS QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 26, 1998. 0000805268 BOSTON ACOUSTICS, INC. 6-MOS MAR-27-1999 SEP-26-1998 669216 0 13141668 406000 19115504 34565295 21322619 9114750 48306688 15432678 5000000 0 0 69543 56046584 48306688 47850326 47850326 31452937 8800395 0 0 322463 7327933 2746000 4581933 0 0 0 4581933 .92 .86
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