FORM  10-Q

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

FOR THE QUARTERLY PERIOD ENDED:SEPTEMBERDECEMBER27, 2015

 

COMMISSION FILE NUMBER:001-7829001-7829

 

BOWL AMERICA INCORPORATED

(Exact name of registrant as specified in its charter)

 

MARYLAND

54-0646173

(State of Incorporation)

(I.R.S.Employer Identification No.)No)

 

6446 Edsall Road, Alexandria, Virginia  22312

(Address of principal executive offices)(Zip Code)

 

(703) 941-6300

(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

SecuritiestheSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was

requiredwasrequired to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No __

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (232.405)(232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

YesX No__No __

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a

smallerasmaller reporting company. See the definitions of “accelerated filer,” “large accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large Accelerated Filer __

Accelerated Filer __

Non-Accelerated Filer __

Large Accelerated Filer __ Accelerated Filer __ Non-Accelerated Filer __ Smaller Reporting Company X

 

 

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act)

Yes __    NoX

 

Indicate the number of shares outstanding of each of the issuer's

classesissuer'sclasses of common stock, as of the latest practicable date:

 

  

Shares Outstanding at

  

November 10, 2015January 28, 2016

Class A Common Stock,

  

$.10 par value

3,746,454

  

  

Class B Common Stock,

  

$.10 par value

1,414,517

  

 
 

 

 

PART 1. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

 

BOWL AMERICA INCORPORATED AND SUBSIDIARIES

  CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

  (Unaudited)

 

 

Thirteen Weeks Ended

  

Thirteen Weeks Ended

  

Twenty-six Weeks Ended

 
 

September 27,

  

September 28,

  

December 27,

  

December 28,

  

December 27,

  

December 28,

 
 

2015

  

2014

  

2015

  

2014

  

2015

  

2014

 

Operating Revenues:

                        

Bowling and other

 $3,474,033  $3,301,343  $4,166,052  $4,203,410  $7,640,085  $7,504,753 

Food, beverage and merchandise sales

  1,446,130   1,328,001   1,839,977   1,766,628   3,286,107   3,094,629 

Total Operating Revenue

  4,920,163   4,629,344 

Total Operating Revenues

  6,006,029   5,970,038   10,926,192   10,599,382 
                        

Operating Expenses:

                        

Employee compensation and benefits

  2,746,545   2,753,227   2,736,556   2,742,256   5,483,101   5,495,483 

Cost of bowling and other services

  1,510,612   1,528,706   1,447,483   1,478,048   2,958,095   3,006,754 

Cost of food, beverage and merchandise sales

  469,342   435,190   563,038   553,436   1,032,380   988,626 

Depreciation and amortization

  336,187   325,392   338,595   330,813   674,782   656,205 

General and administrative

  231,781   217,353   231,588   235,073   463,369   452,426 

Total Operating Expenses

  5,294,467   5,259,868   5,317,260   5,339,626   10,611,727   10,599,494 
                        

Operating Loss

  (374,304

)

  (630,524

)

Operating Income (loss)

  688,769   630,412   314,465   (112

)

Interest, dividend and other income

  146,528   146,307   94,132   110,991   240,660   257,298 
                        

Loss before provision for income tax benefit

  (227,776

)

  (484,217

)

Provision for income tax benefit

  (79,700

)

  (169,500

)

Earnings before provision for income taxes

  782,901   741,403   555,125   257,186 
                        

Net loss

 $(148,076

)

 $(314,717

)

Provision for income taxes

  274,000   259,500   194,300   90,000 
                        

Net loss per share-basic & diluted

  (.03

)

  (.06

)

Net Earnings

 $508,901  $481,903  $360,825  $167,186 
                

Earnings per share-basic & diluted

 $.10  $.09  $.07  $.03 
                

NET EARNINGS PER SHARE

 $.10  $.09  $.07  $.03 
                        

Weighted average shares outstanding

  5,160,971   5,160,971   5,160,971   5,160,971   5,160,971   5,160,971 
                        

Dividends paid

 $877,365  $877,365  $877,365  $877,365  $1,754,730  $1,754,730 
                        

Per share, dividends paid, Class A

 $.17  $.17  $.17  $.17  $.34  $.34 
                        

Per share, dividends paid, Class B

 $.17  $.17  $.17  $.17  $.34  $.34 

 

The operating results for the thirteen (13) and twenty-six (26) week periodperiods ended SeptemberDecember 27, 2015 are not necessarily indicative of results to be expected for the year.  See notes to condensed consolidated financial statements.

 

 

 

BOWL AMERICA INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (CONTINUED)

(Unaudited)

 

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS

 

  

Thirteen Weeks Ended

 
  

September 27,

  

September 28,

 
  

2015

  

2014

 
         

Net Loss

 $(148,076

)

 $(314,717

)

Other comprehensive earnings-net of tax

        

Unrealized loss on available-for-sale securities netof tax benefit of $180,812 and $25,790

  (293,762

)

  (41,899

)

         

Reclassification adjustment for gain included in net income net of tax of $9,258

  (15,041

)

  - 
         

Comprehensive Loss

 $(456,879

)

 $(356,616

)

         
  

Thirteen Weeks Ended

  

Twenty-six Weeks Ended

 
  

December 27,

  

December 28,

  

December 27,

  

December 28,

 
  

2015

  

2014

  

2015

  

2014

 
                 

Net Earnings

 $508,901  $481,903  $360,825  $167,186 

Other comprehensive earnings- net of tax

                

Unrealized gain (loss) on available-for-sale securities net of tax (benefit) of $89,467 and ($74,506) for 13 weeks, and $91,345 and ($100,296) for 26 weeks

  145,356   (121,049

)

  (148,406

)

  (162,948

)

Reclassification adjustment for gain included in net

           

 

    
Income net of tax of $9,258   -    -   (15,041   - 
                 

Comprehensive earnings

 $654,257  $360,854  $197,378  $4,238 


 

The operating results for the thirteen (13) and twenty-six (26) week periodperiods ended SeptemberDecember 27, 2015 are not necessarily indicative of results to be expected for the year.

See notes to condensed consolidated financial statements.


BOWL AMERICA INCORPORATED AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(Unaudited)

  

As of

 
  

September 27,

  

June 28,

 
  

2015

  

2015

 

ASSETS

 

CURRENT ASSETS:

        

Cash and cash equivalents

 $1,354,793  $778,367 

Short-term investments

  133,741   133,729 

Inventories

  615,396   552,889 

Prepaid expenses and other

  189,727   488,212 

Income taxes refundable

  77,309   51,309 

Current deferred income tax

  79,700   - 

TOTAL CURRENT ASSETS

  2,450,666   2,004,506 

LAND, BUILDINGS & EQUIPMENT, net of accumulated depreciation of $40,573,981 and $40,237,794

  20,100,648   20,417,454 

OTHER ASSETS:

        

Marketable investment securities

  7,410,396   8,866,392 

Cash surrender value-life insurance

  707,592   707,592 

Other

  66,465   66,465 

TOTAL OTHER ASSETS

  8,184,453   9,640,449 

TOTAL ASSETS

 $30,735,767  $32,062,409 
         

LIABILITIES AND STOCKHOLDERS' EQUITY

 

CURRENT LIABILITIES:

        

Accounts payable

 $450,720  $709,453 

Accrued expenses

  843,655   1,001,754 

Dividends payable

  877,365   877,365 

Other current liabilities

  905,337   290,833 

Current deferred income taxes

  9,113   9,113 

TOTAL CURRENT LIABILITIES

  3,086,190   2,888,518 

LONG-TERM DEFERRED COMPENSATION

  28,897   28,897 

NONCURRENT DEFERRED INCOME TAXES

  1,980,845   2,170,915 

TOTAL LIABILITIES

  5,095,932   5,088,330 
         

COMMITMENTS AND CONTINGENCIES

        
         

STOCKHOLDERS' EQUITY

        

Preferred stock, par value $10 a share:Authorized and unissued,2,000,000 shares

  -   - 

Common stock, par value $.10 a share:Authorized, 10,000,000 shares

        
Class A issued and outstanding 3,746,454  374,645   374,645 

Class B issued and outstanding 1,414,517

  141,452   141,452 

Additional paid-in capital

  7,854,108   7,854,108 

Accumulated other comprehensive earnings-Unrealized gain on available-for-salesecurities, net of tax

  2,144,085   2,452,888 

Retained earnings

  15,125,545   16,150,986 

TOTAL STOCKHOLDERS' EQUITY

  25,639,835   26,974,079 
         

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 $30,735,767  $32,062,409 

See notes to condensed consolidated financial statements. 


BOWL AMERICA INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS  OF CASH FLOWS

(Unaudited)

  

Thirteen Weeks Ended

 
  

September 27,

  

September 28,

 
  

2015

  

2014

 

Cash Flows From Operating Activities

        

Net loss

 $(148,076

)

 $(314,717

)

Adjustments to reconcile net lossto net cash provided byoperating activities:

        

Depreciation and amortization

  336,187   325,392 

Gain on sale of available-for-sale securities

  (24,299

)

  - 

Changes in assets and liabilities

        

Increase in inventories

  (62,507

)

  (82,326

)

Decrease in prepaid & other

  298,485   400,151 

Increase in income taxes refundable

  (26,000

)

  - 

Increase in deferred tax asset

  (79,700

)

  (169,500

)

Decrease increase in accounts payable

  (258,733

)

  (185,931

)

Decrease in accrued expenses

  (158,099

)

  (208,532

)

Increase in other current liabilities

  614,504   594,359 

Net cash provided by operating activities

  491,762   358,896 
         

Cash Flows From Investing Activities

        

Expenditures for land, building and equipment

  (19,381

)

  (315,987

)

Net (purchases) sales & maturities of short-term investments

  (12

)

  1,319,777 

Proceeds from sale of available-for-sale securities

  1,000,000   - 

Net purchases of marketable securities

  (18,578

)

  (24,290

)

Net cash provided by investing activities

  962,029   979,500 
         

Cash Flows From Financing Activities

        

Payment of cash dividends

  (877,365

)

  (877,365

)

Net cash used in financing activities

  (877,365

)

  (877,365

)

         

NetIncreasein Cash and Equivalents

  576,426   461,031 
         

Cash andCashEquivalents, Beginning of period

  778,367   842,114 
         

Cash andCashEquivalents, End of period

 $1,354,793  $1,303,145 
         
         

Supplemental Disclosures of Cash Flow Information

        

Cash Paid During the Period for:

        

Income taxes

 $26,000  $- 

 

See notes to condensed consolidated financial statements.

 

 

 

BOWL AMERICA INCORPORATED AND SUBSIDIARIES

Condensed  Consolidated Balance Sheets

(Unaudited)

  

As of

 
  

December 27,

  

June 28,

 
  

2015

  

2015

 

ASSETS

 

CURRENT ASSETS:

        

Cash and cash equivalents

 $2,061,395  $778,367 

Short-term investments

  133,754   133,729 

Inventories

  596,645   552,889 

Prepaid expenses and other

  189,136   488,212 

Income taxes refundable

  58,009   51,309 

TOTAL CURRENT ASSETS

  3,038,939   2,004,506 

LAND, BUILDINGS & EQUIPMENT

        

Net of accumulated depreciation of $40,902,232 and $40,237,794

  19,854,951   20,417,454 

OTHER ASSETS:

        

Marketable securities

  7,662,594   8,866,392 

Cash surrender value-life insurance

  707,592   707,592 

Other

  66,465   66,465 

TOTAL OTHER ASSETS

  8,436,651   9,640,449 

TOTAL ASSETS

 $31,330,541  $32,062,409 
         

LIABILITIES AND STOCKHOLDERS' EQUITY

 

CURRENT LIABILITIES:

        

Accounts payable

 $536,007  $709,453 

Accrued expenses

  728,465   1,001,754 

Dividends payable

  877,365   877,365 

Other current liabilities

  1,663,655   290,833 

Current deferred income taxes

  9,113   9,113 

TOTAL CURRENT LIABILITIES

  3,814,605   2,888,518 

LONG-TERM DEFERRED COMPENSATION

  28,897   28,897 

NONCURRENT DEFERRED INCOME TAXES

  2,070,312   2,170,915 

TOTAL LIABILITIES

  5,913,814   5,088,330 
         

COMMITMENTS AND CONTINGENCIES (Note 3)

        
         

STOCKHOLDERS' EQUITY

        

Preferred stock, par value $10 a share:

        

Authorized and unissued, 2,000,000 shares

  -   - 

Common stock, par value $.10 a share:

        

Authorized, 10,000,000 shares

        

Class A issued and outstanding 3,746,454

  374,645   374,645 

Class B issued and outstanding 1,414,517

  141,452   141,452 

Additional paid-in capital

  7,854,108   7,854,108 

Accumulated other comprehensive earnings-

        

Unrealized gain on available-for-sale securities, net of tax

  2,289,441   2,452,888 

Retained earnings

  14,757,081   16,150,986 

TOTAL STOCKHOLDERS'EQUITY

  25,416,727   26,974,079 
         

TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY

 $31,330,541  $32,062,409 

See notes to condensed consolidated financial statements.


BOWL AMERICA INCORPORATED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS  OF CASH FLOWS

(Unaudited)

  

Twenty-six Weeks Ended

 
  

December 27,

  

December 28,

 
  

2015

  

2014

 

Cash Flows From Operating Activities

        

Net earnings

 $360,825  $167,186 

Adjustments to reconcile net earnings to net cash provided by operating activities:

        

Depreciation and amortization

  674,782   656,205 

Gain on sale of available-for-sale securities

  (24,299

)

  - 

Changes in assets and liabilities

        

Increase in inventories

  (43,756

)

  (60,633

)

Decrease in prepaid & other

  299,076   513,795 

Increase in income taxes refundable

  (6,700

)

  (2,000

)

(Increase) decrease in other long-term assets

  -   (800

)

Decrease in accounts payable

  (173,446

)

  (151,863

)

Decrease in accrued expenses

  (273,289

)

  (449,513

)

Decrease in income taxes payable

  -   - 

Increase in other current liabilities

  1,372,822   1,336,479 

Net cash provided by operating activities

  2,186,015   2,008,856 
         

Cash Flows From Investing Activities

        

Expenditures for land, building and equip

  (112,279

)

  (404,791

)

Net sales & maturities (purchases) of short-term investments

  (25

)

  1,319,754 

Proceeds from sale of available-for-sale securities

  1,000,000   - 

Purchases of marketable securities

  (35,953

)

  (50,409

)

Net cash provided by (used in)Investing activities

  851,743   864,554 
         

Cash Flows From Financing Activities

        

Payment of cash dividends

  (1,754,730

)

  (1,754,730

)

         

Net cash used in financing activities

  (1,754,730

)

  (1,754,730

)

         

NetIncrease (decrease)in Cash and Equivalents

  1,283,028   1,118,680 
         

Cash and Equivalents, Beginning of period

  778,367   842,114 
         

Cash and Equivalents, End of period

 $2,061,395  $1,960,794 
         
         

Supplemental Disclosures of Cash Flow Information

        

Cash Paid During the Period for:

        

Income taxes

 $201,000  $92,000 

See notes to condensed consolidated financial information.


BOWL AMERICA INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the Thirteen and Twenty-six Weeks Ended

SeptemberDecember 27, 2015

(Unaudited)

 

1.  Basis for Presentation

 

The accompanying unaudited condensed consolidated financial statements of Bowl America Incorporated and subsidiaries (the "Company"), have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission.  The condensed consolidated balance sheet as of June 28, 2015 has been derived from the Company's audited financial statements.  Certain information and note disclosures normally included in the annual financial statements, prepared in accordance with accounting principles generally accepted in the United States of America, have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information presented not misleading.

 

In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments and reclassifications (all of which are of a normal, recurring nature) that are necessary for the fair presentation of the Company’s financial position and results of operations for the periods presented.  These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's annual report on Form 10-K for the year ended June 28, 2015.

 

2.  Investments

 

     The Company’s investments are categorized as available-for-sale. Short-term investments consist of certificates of deposits with maturities of generally three months to one year. Equity securities consist primarily of telecommunications stocks. Mutual funds consist of federal agency mortgage backed securities (Ginnie Mae). The fair value of the Company’s investments at SeptemberDecember 27, 2015 and June 28, 2015 were as follows:

 

 

September27, 2015

Description

 

Fair Value

  

Cost basis

  

Unrealized Gain

 

December 27, 2015

Description

 

Fair Value

  

Cost basis

  

Unrealized Gain/

(loss)

 

Short-term investments

 $133,741  $133,741  $-  $133,754  $133,754  $- 

Equity securities

 $4,684,642  $1,285,759  $3,398,883  $4,932,251  $1,285,759  $3,646,492 

Mutual funds

 $2,725,754  $2,660,868  $64,886  $2,730,343  $2,678,243  $52,100 

June28, 2015

Description

 

Fair Value

  

Cost basis

  

Unrealized Gain

 

June28, 2015

Description

 

Fair Value

  

Cost basis

  

Unrealized Gain

(loss)

 

Short-term investments

 $133,729  $133,729  $-  $133,729  $133,729  $- 

Equity securities

 $5,190,387  $1,285,759  $3,904,628  $5,190,387  $1,285,759  $3,904,628 

Mutual funds

 $3,676,005  $3,617,991  $58,014  $3,676,005  $3,617,991  $58,014 

  

 

 

The fair values of the Company’s investments were determined as follows:

 

September 27, 2015

Description

 

Quoted

Price for

Identical Assets

(Level 1)

  

Significant

Other

Observable

Inputs

(Level 2)

  

Significant

Unobservable

Inputs

(Level 3)

 

December 27, 2015

Description

 

Quoted

Price for

Identical Assets

(Level 1)

  

Significant

Other

Observable

Inputs

(Level 2)

  

Significant

Unobservable

Inputs

(Level 3)

 
                        

Certificates of deposits

 $-  $133,741  $-  $-  $133,754  $- 

Equity securities

  4,684,642   -   -   4,932,251   -   - 

Mutual funds

  2,725,754   -   -   2,730,343   -   - 
                        

Total

 $7,410,396  $133,741  $-  $7,662,594  $133,754  $- 

June 28, 2015

 

 

 

Description

 

Quoted

Price for

Identical Assets

(Level 1)

  

Significant

Other

Observable

Inputs

(Level 2)

  

Significant

Unobservable

Inputs

(Level 3)

 
             

Certificates of deposits

 $-  $133,729  $- 

Equity securities

  5,190,387   -   - 

Mutual funds

  3,676,005   -   - 
             

Total

 $8,866,392  $133,729  $- 

  

The stocksshares of common stock included in the equity securities portfolio as of SeptemberDecember 27, 2015 were:

 

 82,112

 shares of AT&T

 4,398

 shares of CenturyLink

   4,508

 shares of Frontier Communications

  412

 shares of DexMedia

   774

 shares of Teradata

   774

 shares of NCR

 40,000

 shares of Sprint

 31,904

 shares of Verizon

 6,471

 shares of Vodafone

    679

 shares of Windstream

 2,520

 shares of Manulife

   815

 shares CSAL

AT&T shares

82,112 

Manulife shares

2,520 

DexMedia shares

412 

NCR shares

774 

Teradata shares

774 

Vodafone shares

6,471 

CenturyLink shares

4,398 

Frontier Communications shares

4,508 

Sprint shares

40,000 

Verizon shares

31,904 

Windstream shares

679 

CSAL shares

815 

 

The Mutual fund included in the table above is Vanguard GNMA Admiral Shares #536 fund. The fair value of certificates of deposits is estimated using present value techniques and comparing the values derived from those techniques to certificates with similar values.

 

3. Commitments and Contingencies

 

The Company’s purchase commitments at SeptemberDecember 27, 2015 are for materials, supplies, services and equipment as part of the normal course of business.

 

4.  Employee benefit plans

 

The Company has two defined contribution plans with Company contributions determined by the Board of Directors.  The Company has no defined benefit plan or other postretirement plan.

 

5. New Accounting Standards

 

      There were no new accounting pronouncements during the quarter ended September 27, 2015, that would impact theCompany.the Company.

 

 

 

6. Subsequent Events

 

      The Company has evaluated subsequent events through the time of filing these financial statements with the Securities and Exchange Commission on November 10, 2015,February 9, 2016, and has determined that no material subsequent events have occurred.

 

7.  Reclassifications

 

Certain previous year amounts have been reclassified to conform with current year presentation.

 

 

 

ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

FORWARD-LOOKING STATEMENTS

 

This Quarterly Report on Form 10-Q contains forward-looking statements concerning our business, operations and financial performance and condition as well as our plans, objectives and expectations for our business operations and financial performance and condition that are subject to risks and uncertainties. All statements other than statements of historical fact included in this Quarterly Report on Form 10-Q are forward-looking statements. These forward-looking statements are based on current expectations, estimates, forecasts and projections about our business, our sales and the industry in which we operate and our management’s beliefs and assumptions. These statements are not guarantees of future performance or development and involve risks, uncertainties and other factors that are in some cases beyond our control. The forward-looking statements included in this Quarterly Report on Form 10-Q are made as of the date hereof. We are under no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

 

LIQUIDITY AND CAPITAL RESOURCES

 

The Company views a strong financial position as a major benefit to shareholders and emphasizes payment of dividends aspartas part of its financial plan.  A portion of earnings has consistently been invested to create a reserve to protect the Company in downturns in business, to capitalize on opportunities for expansion and modernization and to provide a secure source of income.  For these reasons, the Company prefers a conservative approach to investing rather than taking greater risk for possible rapid growth.  The Company balances market volatility by using both fixed income and equity investments in managing its reserve funds. Any equity security is subject to price fluctuation, however, the stocks held by the Company have relatively low volatility. The Company has long been invested in a Government National Mortgage Association (“Ginnie Mae”) fund and domestically domiciled stocks with the perceived potential of appreciation, primarily telecommunications stocks. The Company considers that this diversity also provides a measure of safety of principal.

 

With the exception of 13,120 shares of Verizon, the common stocks in our portfolio have come from spin-offs, mergers and acquisitions of AT&T and United Telecommunications (now Sprint) purchased in 1979 and 1984 and from one insurance company acquired at no cost when thethat company demutualized. The Company purchased a total of 10,000 shares of Verizon during previous periods at a cost of approximately $430,000 and 3,120 shares of Verizon were received as a special dividend from Vodafone. While notNot all stocks in the portfolio are domestic American companies any longer, sincelonger. Since the original purchases at an approximate cost of $630,000, we have received approximately $967,000 from mergers and sales, and over $4,151,000 in dividends, the majority of which werereceive favorable tax favoredtreatment in the form of exclusiona dividends received deduction from federal taxable income. The exclusiondividends received deduction continues into this fiscal year. These marketableequity securities are carried at their fair value on the last day of each reporting period. The fair value of the securities on SeptemberDecember 27, 2015 was approximately $4.7 million. The value of securities held at June 28, 2015 was approximately $5.2 million. Short-term investments consisting mainly of Certificates of Deposits, cash and cash equivalents totaled $1,489,000 at September 27, 2015 compared to $912,000 at June 28, 2015.$4,900,000.

 

The Company’s original investment in the Vanguard GNMA bond fund began in 1988 with purchases of shares in the fund totaling approximately $1,400,000. In August 2015, $1,000,000 of this fund was redeemed to meet the August 2015 dividend payment. The fund is carried at fair value on the last day of the reporting period. At SeptemberDecember 27, 2015, the value was approximately $2,726,000.$2,730,000.

Short-term investments consisting mainly of Certificates of Deposits, and cash and cash equivalents totaled $2,195,000 at the end of the fiscal second quarter of 2016 compared to $912,000 at June 28, 2015.

 

The Company’s position in all the above investments is a source of capital for possible expansion. Potential volatility in the trading prices of the marketable securities held by the Company could impact the Company’s opportunities for expansion. The Board of Directors reviews the portfolio weekly and any use of this reserve at its quarterly meetings.

 

DuringIn the three-monthsix-month period ended SeptemberDecember 27, 2015, the Company expended approximately $19,000$112,000 for the purchase of building, entertainment and restaurant equipment. The Company has no current plans to obtainlong-term debt and has made no application for third party funding as cash and cash flows are sufficient to finance all contemplated purchases and to meet short-term purchase commitments and operating lease commitments.

 


The first quartersix-month decreases in the categories of Prepaid expenses and other, Accounts Payable and of Accounts payable were attributableAccrued Expenses are primarily due to theseasonal timing of the payments including compensation, insurance and taxes and for contributions to benefit plans.


 

Current liabilities generally increase during the first three quarters of the fiscal year as bowling leagues deposit prize fund monies with the Company throughout the league season. These funds are returned to the leagues at the end of the bowling season, generally in the fourth quarter. At SeptemberDecember 27, 2015, league deposits of approximately $729,000$1,449,000 were included in the current liabilities category.

 

Cash flow provided by operating activities in the thirteentwenty-six weeks ended SeptemberDecember 27, 2015 was $492,000$2,186,000 which, along with cash on hand, and redemption of a portion of the Vanguard GNMA fund, mentioned above, was sufficient to meet day-to-day cash needs and pay dividends. Cash dividends of approximately $877,000, or $.17 per share, were paid to shareholders during the three-month periodquarter ended SeptemberDecember 27, 2015.2015, and the six months total was approximately $1,754,000 or $.34 per share.   In SeptemberDecember 2015 theCompanythe Company declared a regular quarterly dividend of $.17 per share, payable November 18, 2015.February 10, 2016 to shareholders of record on January 14, 2016. The economic climate is part of the consideration at the Directors’ quarterly reviews of future estimates of cash flows. The Board of Directors decides the amount and timing of any dividend at its quarterly meeting based on its appraisal of the state and trends of the business and estimate of future opportunities at such time.

 

OverviewOVERVIEW

 

The Company is in the entertainment business which, by its nature, has ups and downs based on consumer tastes and preferences.  Generally, promotional and open play bowling which depends on the public’s discretionary budget dollars and their choices, accounts for more than half of our business. An unstable economy can lead many to participate in entertainment that is close to home and relatively inexpensive.  Bowling has those advantages.  However ifthe longer the economy remainsunstable,remains unsteady, the less willing people are less willing to spend on other than necessities.  Weather is also a factor, especially for casual bowlers.  While extreme heat or rainy weather prompt people to look for indoor activities, heavy snow storms can keep customers from reaching the centers. Postponed league games are made up later in the season, but lost open play income isneveris never recovered.  The Company operates primarily in the Washington, DC area where its business is vulnerable to sequestrationdecreases in government spending or other downsizing of the federal government. Current economic conditions continue to create challenging times but our response will be helped by having the resources to be able to promote the sport.

 

RESULTS OF OPERATIONS

 

The following table setstables set forth the items in our consolidated summary of operations for the fiscal quarterquarters and year-to-date periods ended SeptemberDecember 27, 2015, and SeptemberDecember 28, 2014, and the dollar and percentage changes therein.

 

 

Thirteen weeks ended

  

Thirteen weeks ended

 
 

September 27, 2015 and September 28, 2014

  

December 27, 2015 and December 28, 2014

 
 

Dollars in thousands

  

Dollars in thousands

 
 

2015

  

2014

  

Change

  

% Change

  

2015

  

2014

  

Change

  

% Change

 

Operating Revenues:

                                

Bowling and other

 $3,474  $3,301  $173   5.2  $4,166  $4,203  $(37

)

  (0.9

)

Food, beverage and merchandise sales

  1,446   1,328   118   8.9   1,840   1,767   73   4.1 
  4,920   4,629   291   6.3 

Total Operating Revenue

  6,006   5,970   36   0.6 

Operating Expenses:

                                

Employee Compensation and benefits

  2,746   2,753   (7

)

  (0.3

)

  2,736   2,742   (6

)

  (0.2

)

Cost of bowling and other services

  1,511   1,529   (18

)

  (1.2

)

  1,447   1,478   (31

)

  (2.1

)

Cost of food, beverage and merchandise sales

  469   435   34   7.8   563   554   9   1.6 

Depreciation and amortization

  336   325   11   3.4   339   331   8   (2.4

)

General and administrative

  232   218   14   6.4   232   235   (3

)

  (1.3

)

Total Operating Expenses

  5,317   5,340   (23

)

  (.4

)

  5,294   5,260   34   0.6                 
                

Operating loss

  (374

)

  (631

)

  257   40.7 
                

Operating Income

  689   630   59   9.4 

Interest, dividend and other income

  146   146   -   -   94   111   (17

)

  (15.3

)

                                

Loss before tax benefit

  (228

)

  (485

)

  257   53.0 

Income tax benefit

  (80

)

  (170

)

  90   52.9 
                

Net loss

 $(148

)

 $(315

)

 $167   53.0 

Earnings before taxes

  783   741   42   5.7 

Income taxes

  274   259   15   5.8 

Net Earnings

 $509   482   27   5.6 

 

 

 

  

Twenty-six weeks ended

 
  

December 27, 2015 and December 28, 2014

 
  

Dollars in thousands

 
  

2015

  

2014

  

Change

  

% Change

 

Operating Revenues:

                

Bowling and other

 $7,640  $7,505  $135   1.8 

Food, beverage and merchandise sales

  3,286   3,094   192   6.2 

Total Operating Revenues

  10,926   10,599   327   3.1 

Operating Expenses:

                

Employee Compensation and benefits

  5,483   5,495   (12

)

  (0.2

)

Cost of bowling and other services

  2,958   3,007   (49

)

  (1.6

)

Cost of food, beverage and merchandise sales

  1,033   989   44   4.4 

Depreciation and amortization

  675   656   19   2.9 

General and administrative

  463   452   11   2.4 

Total Operating Expenses

  10,612   10,599   13   .1 
                 

Operating income

  314   0   314   100.0 

Interest, dividend and other income

  241   257   (16

)

  6.2 
                 

Earnings before taxes

  555   257   298   116.0 

Income taxes

  194   90   104   115.6 

Net Earnings

 $361  $167  $194   116.2 

For

Earnings were $508,901 or $.10 per share for the thirteen week period and $360,825 or $.07 per share for the twenty-six week period ended SeptemberDecember 27, 2015 there was a loss of $148,0762015. For the thirteen-week and twenty-six periods ended December 28, 2014, net earnings were $481,903 or $.09 per share and $167,186 or $.03 per share. Forshare, respectively. Management believes that the thirteen week period ended September 28, 2014 there was a losscontinuing uncertainty of $314,717 or $.06 per share. Eighteen locations were in operation in both the current and prior year quarters. The bowling business is seasonalan economic recovery and the first quarter which includes summer months is typicallyconsequences of federal tax and spending provisions are influencing the slowest.public’s view of discretionary spending. The operating results for the fiscal 2016 periodperiods included in this report are not necessarily indicative of results to be expected for the year.

 

Operating Revenues

 

Total operating revenues increased 6.3% or $291,000$36,000 to $4,920,000$6,006,000 in the thirteen-week period ended September 27, 2015,most recent quarter compared to a decreasean increase of 2.5% or $121,000$3,000 to $4,629,000$5,970,000 in the three-month period ended SeptemberDecember 28, 2014.  The current fiscal six-month period operating revenues were up $327,000 versus a decrease of $118,000 in the comparable six-month period a year ago.  Bowling and other revenue increased $173,000 or 5%decreased $37,000 in the current year fiscal quarter compared toand increased $135,000 year-to-date for the periods ended December 27, 2015 versus a decline of $13,000 in the quarter and a decrease of $94,000 or 3% in$106,000 for the comparable prior year quarter. six-month period ended December 28, 2014.

Food, beverage and merchandise sales were up $118,000increased $73,000 or 9%4% in the current year quarter due to increased traffic, compared to a decrease of $27,000 or 2%and were up $192,000 in the prior year comparable quarter.six-month period.  Cost of sales increased $34,0002% in the current year three-monthfiscal three month period due to higher sales.and 4% for the six month period ended December 27, 2015.

 

Operating Expenses

 

Operating expenses were up $34,000 or 1% to $5,294,000down $23,000 in the three-monthcurrent three month period ended September 27, 2015 compared to a decreaseand were up $13,000 in six-month period or less than 1%, respectively, versus decreases of  $110,000$152,000 or 3% and $263,000 or 2% to $5,260,000 in the prior year quarter ended September 28, 2014.three and six month periods, respectively, last year.  Employee compensation and benefits for the three and six month periods were down $7,000$6,000 and $12,000 or less than 1% and down $60,000 or 2%, respectively, in the fiscal first quarters of 2016 and 2015, respectively. The Company continued to make scheduling adjustments resulting in a decrease in compensation.  In addition, state unemployment tax rates decreased from the prior year. In the current year groupperiods ended December 27, 2015. Group health insurance costs were lower due todecreased 10% as a result of changes in plan offerings withand lower premiums. In the prior year comparable periods employee compensation and benefits expenses were down $26,000 or 1% and $87,000 or 2%, respectively.

Included in this category of expense are contributions to our two benefit plans, both of which are defined contribution plans. There is no additional obligation beyond the current year contribution.

 


Cost of bowling and other services decreased $18,000 or 1% in the quarter ended September 27, 2015 versus a decrease of $29,000$49,000 or 2% in the comparable quarter ended September 28, 2014. Maintenance and repair costs were up $2,000 or 1% in the both the current year and prior year quarters. The current fiscal year period included air conditioning repairs at several locations. The prior year period included roof repairs, and plumbing repairs at two locations. Advertising costs decreased $4,000$127,000 or 4% in the quartersix-month periods ended SeptemberDecember 27, 2015.  Utility2015 and December 28, 2014, respectively. In the twenty-six weeks ended December 27, 2015, maintenance andrepair costs were up $3,000declined $14,000 or 1% in3%. Advertising costs during the current year twenty-six week period due to higher electric costs at some locations andended December 27, 2015, were down $23,000 or 6% inflat. For the threefiscal six month period ended September 28, 2014 in part due toDecember 27, 2015 utility costs were down 2% primarily a result of lower electric rates in our Maryland locations.gas expense as November and December were unseasonably mild. Supplies and services expenses were up $15,000$9,000 or 8%2% in the current year thirteen-weeksix-month period and were up $9,000down $11,000 or 5%3% in the six-month period in the prior year comparable period, partially due toyear. The timing of bulk purchases.purchases was the primary reason for the fluctuations in both years.

Insurance expense excluding health insurance decreased 10% in the current year-to-date period versus a decrease of 1% in last year’s comparable period.

 

Depreciation and amortization expense was up 3% in the three-monthcurrent six-month period ended September 27, 2015 following capital purchases of approximately $800,000 in the period ended June 2015, and was down 8%9% in the prior year comparable three-month period as assets reached full depreciation.six-month period.

 

As stateda result of the above, the first quartersix-month period of the fiscal year is seasonally the slowest and the quarter ended September 27, 20152016 resulted in an operating lossincome of $374,000$314,000 compared to an operating loss of $631,000$112 in the prior year comparable six-month period.

 

Interest,Dividend and OtherIncome

 

Interest, dividend and other income was flat primarily due to the gain of $24,000 on the sale of a portion of the GNMA fund, mentioned above,decreased $16,000 in the three monthfiscal 2016 six-month period ended September 2015.and increased $28,000 in the comparable 2015 year-to-date period, respectively. The current year decrease relates primarily to ancillary income.

 

CRITICAL ACCOUNTING POLICIES

 

Management has identified accounting for marketable investment securities as a critical accounting policy due to the significance of the amounts included in the Company’s balance sheet under the captions of Short-term investments and Marketable securities.  The Company exercises judgment in determining the classification of its investment securities asavailable-for-saleas available-for-sale and in determining their fair value.  The Company records these investments at their fair value with the unrealized gain or loss recorded in accumulated other comprehensive earnings, a component of stockholders’ equity, net of deferred taxes.  Additionally, from time to time the Company must assess whether write-downs are necessary for other than temporary declines in value.

 


Management has identified accounting for the impairment of long-lived assets as a critical accounting policy due to the significance of the amounts included in the Company’s balance sheet under the caption of Land, Buildings andEquipment.and Equipment.  The Company reviews long-lived assets whenever events or changes indicate that the carrying amount of an asset may not be recoverable.  In making such evaluations, the Company compares the expected future cash flows to the carrying amount of the assets.  An impairment loss equal to the difference between the assets’ fair value and carrying value is recognized when the estimated future cash flows are less than the carrying amount.

 

ITEM 4. CONTROLS AND PROCEDURES.

 

The Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures are effective based on their evaluation of such controls and procedures as of SeptemberDecember 27, 2015. There was no change in the Company’s internal control over financial reporting identified in connection with the evaluation that occurred during the quarter ended SeptemberDecember 27, 2015, that materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

 

 

BOWL AMERICA INCORPORATED AND SUBSIDIARIES

S.E.C. FORM 10-Q

 

PART II - OTHER INFORMATION

 

 

Item 6.  Exhibits.

 

20

Press release issued November 10, 2015February 9, 2016 (furnished herewith)

  

  

31.1

Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act filed herewith

  

  

31.2

Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act filed herewith

  

  

32

Written Statement of the Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. 1350 filed herewith

  

101

Interactive data files for the thirteen and twenty six weeks ended SeptemberDecember 27, 2015 in eXtensible Business ReportingBusinessReporting Language

 


 

Pursuant to the requirements of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

  

Bowl America Incorporated

  

(Registrant)

  

  

Date: November 10, 2015February 9, 2016

By: 

By: /s//s/ Leslie H Goldberg

  

Leslie H. Goldberg, President

  

  

  

  

Date: November 10, 2015February 9, 2016

By:  

By: /s/ Cheryl A.A Dragoo

  

Cheryl A. Dragoo, ControllerCFO

 

 

14

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