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:DECEMBERMarch27, 20156

 

COMMISSION FILE NUMBER:001-7829

 

BOWL AMERICA INCORPORATED

(Exact name of registrant as specified in its charter)

 

MARYLAND

MARYLAND 

54-0646173

(State of Incorporation)

(I.R.S.Employer Identification 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 theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant wasrequired 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 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes X No __

 

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

classes of common stock, as of the latest practicable date:

 

  

Shares Outstanding at

  

January 28,May 7, 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

  

Twenty-six Weeks Ended

 
 

December 27,

  

December 28,

  

December 27,

  

December 28,

  

Thirteen Weeks Ended

  

Thirty-nine Weeks Ended

 
 

2015

  

2014

  

2015

  

2014

  

March 27,

2016

  

March 29,

2015

  

March 27,

2016

  

March 29,

2015

 

Operating Revenues:

                                

Bowling and other

 $4,166,052  $4,203,410  $7,640,085  $7,504,753  $5,236,678  $5,307,071  $12,876,763  $12,811,824 

Food, beverage and merchandise sales

  1,839,977   1,766,628   3,286,107   3,094,629   2,184,589   2,209,356   5,470,696   5,303,985 

Total Operating Revenues

  6,006,029   5,970,038   10,926,192   10,599,382   7,421,267   7,516,427   18,347,459   18,115,809 
                                

Operating Expenses:

                                

Employee compensation and benefits

  2,736,556   2,742,256   5,483,101   5,495,483   2,764,045   2,844,728   8,247,146   8,340,211 

Cost of bowling and other services

  1,447,483   1,478,048   2,958,095   3,006,754   1,558,273   1,658,483   4,516,368   4,665,237 

Cost of food, beverage and merchandise sales

  563,038   553,436   1,032,380   988,626   607,830   612,349   1,640,210   1,600,975 

Depreciation and amortization

  338,595   330,813   674,782   656,205   334,572   330,813   1,009,354   987,018 

General and administrative

  231,588   235,073   463,369   452,426   300,079   234,963   763,448   687,389 

Total Operating Expenses

  5,317,260   5,339,626   10,611,727   10,599,494   5,564,799   5,681,336   16,176,526   16,280,830 
                                

Operating Income (loss)

  688,769   630,412   314,465   (112

)

Operating Income

  1,856,468   1,835,091   2,170,933   1,834,979 

Interest, dividend and other income

  94,132   110,991   240,660   257,298   99,620   117,600   340,280   374,898 
                                

Earnings before provision for income taxes

  782,901   741,403   555,125   257,186   1,956,088   1,952,691   2,511,213   2,209,877 
                

Provision for income taxes

  274,000   259,500   194,300   90,000   684,600   683,400   878,900   773,400 
                                

Net Earnings

 $508,901  $481,903  $360,825  $167,186  $1,271,488  $1,269,291  $1,632,313  $1,436,477 
                                

Earnings per share-basic & diluted

 $.10  $.09  $.07  $.03  $.25  $.25  $.32  $.28 
                                

NET EARNINGS PER SHARE

 $.10  $.09  $.07  $.03  $.25  $.25  $.32  $.28 
                                

Weighted average shares outstanding

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

Dividends paid

 $877,365  $877,365  $1,754,730  $1,754,730  $877,365  $877,365  $2,632,095  $2,632,095 
                                

Per share, dividends paid, Class A

 $.17  $.17  $.34  $.34  $.17  $.17  $.51  $.51 
                                

Per share, dividends paid, Class B

 $.17  $.17  $.34  $.34  $.17  $.17  $.51  $.51 

 

The operating results for the thirteen (13) and twenty-six (26)thirty-nine (39) week periods ended DecemberMarch 27, 20152016 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

  

Twenty-six Weeks Ended

 
 

December 27,

  

December 28,

  

December 27,

  

December 28,

  

Thirteen Weeks Ended

  

Thirty-nine Weeks Ended

 
 

2015

  

2014

  

2015

  

2014

  

March 27,

2016

  

March 29,

2015

  

March 27,

2016

  

March 29,

2015

 
                                

Net Earnings

 $508,901  $481,903  $360,825  $167,186  $1,271,488  $1,269,291  $1,632,313  $1,436,477 

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   - 

Unrealized gain (loss) on available- for-sale securities net of tax (benefit) of $223,370 and ($41,494) for 13 weeks, and $132,025 and ($141,790) for 39 weeks

  362,900   (67,414

)

  214,494   (230,362

)

Reclassification adjustment for gain included in Net Income, net of tax of $9,258  -   -   (15,041

)

  - 

Comprehensive earnings

 $1,634,388  $1,201,877  $1,831,766  $1,206,115 
                                

Comprehensive earnings

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


 

The operating results for the thirteen (13) and twenty-six (26)thirty-nine (39) week periods ended DecemberMarch 27, 20152016 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

 
  

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 

  

As of

 
  

March 27,

2016

  

June 28,

2015

 

ASSETS

 

CURRENT ASSETS:

        

Cash and cash equivalents

 $4,031,670  $778,367 

Short-term investments

  133,795   133,729 

Inventories

  485,559   552,889 

Prepaid expenses and other

  318,284   488,212 

Income taxes refundable

  -   51,309 

TOTAL CURRENT ASSETS

  4,969,308   2,004,506 
         

LAND, BUILDINGS & EQUIPMENT

        

Net of accumulated depreciation of $41,160,341 and $40,237,794

  19,642,686   20,417,454 

OTHER ASSETS:

        

Marketable securities

  8,267,702   8,866,392 

Cash surrender value-life insurance

  707,592   707,592 

Other

  66,465   66,465 

TOTAL OTHER ASSETS

  9,041,759   9,640,449 

TOTAL ASSETS

 $33,653,753  $32,062,409 
         

LIABILITIES AND STOCKHOLDERS' EQUITY

 

CURRENT LIABILITIES:

        

Accounts payable

 $869,687  $709,453 

Accrued expenses

  817,970   1,001,754 

Dividends payable

  877,365   877,365 

Other current liabilities

  2,386,724   290,833 

Income taxes payable

  196,565   - 

Current deferred income taxes

  9,113   9,113 

TOTAL CURRENT LIABILITIES

  5,157,424   2,888,518 

LONG-TERM DEFERRED COMPENSATION

  28,897   28,897 

NONCURRENT DEFERRED INCOME TAXES

  2,293,682   2,170,915 

TOTAL LIABILITIES

  7,480,003   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

  2,652,341   2,452,888 

Retained earnings

  15,151,204   16,150,986 

TOTAL STOCKHOLDERS'EQUITY

  26,173,750   26,974,079 
         

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 $33,653,753  $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 

  

March 27,

2016

  

March 29,

2015

 

Cash Flows From Operating Activities

        

Net earnings

 $1,632,313  $1,436,477 

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

        

Depreciation and amortization

  1,009,354   987,018 

Gain on sale of available-for-sale securities

  (24,299

)

  - 

Changes in assets and liabilities

        

Decrease in inventories

  67,330   25,876 

Decrease in prepaid & other

  169,928   331,909 

Decrease in income taxes refundable

  51,309   298,577 

Increase in other long-term assets

  -   (1,300

)

Increase (decrease) in accounts payable

  160,234   (83,474

)

Decrease in accrued expenses

  (183,784

)

  (274,603

)

Increase in income taxes payable

  196,565   - 

Increase in other current liabilities

  2,095,891   2,066,827 
         

Net cash provided by operating activities

  5,174,841   4,787,307 
         

Cash Flows From Investing Activities

        

Expenditures for land, building and equipment

  (234,586

)

  (549,747

)

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

  (66

)

  1,319,636 

Proceeds from sale of available-for-sale securities

  1,000,000   - 

Purchases of marketable securities

  (54,791

)

  (91,782

)

         

Net cash provided by investing activities

  710,557   678,107 
         

Cash Flows From Financing Activities

        

Payment of cash dividends

  (2,632,095

)

  (2,632,095

)

         

Net cash used in financing activities

  (2,632,095

)

  (2,632,095

)

         

Netincreasein Cash and Equivalents

  3,253,303   2,833,319 
         

Cash and Equivalents, Beginning of period

  778,367   842,114 
         

Cash and Equivalents, End of period

 $4,031,670  $3,675,433 
         
         

Supplemental Disclosures of Cash Flow Information

        

Cash Paid During the Period for:

        

Income taxes

 $606,026  $474,822 

 

See notes to condensed consolidated financial information.

  

 

 

BOWL AMERICA INCORPORATED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

For the Thirteen and Twenty-sixThirty-nine Weeks Ended

DecemberMarch 27, 20152016

(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 DecemberMarch 27, 20152016 and June 28, 2015 were as follows:

 

December 27, 2015

Description

 

Fair Value

  

Cost basis

  

Unrealized Gain/

(loss)

 

Short-term investments

 $133,754  $133,754  $- 

Equity securities

 $4,932,251  $1,285,759  $3,646,492 

Mutual funds

 $2,730,343  $2,678,243  $52,100 

March 27, 2016Description

 

Fair Value

  

Cost basis

  

Unrealized Gain

 

Short-term investments

 $133,795  $133,795  $- 

Equity securities

 $5,495,517  $1,285,759  $4,209,758 

Mutual funds

 $2,772,185  $2,697,081  $75,104 

June28, 2015

Description

 

Fair Value

  

Cost basis

  

Unrealized Gain

(loss)

  

Fair Value

  

Cost basis

  

Unrealized Gain

 

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:

 

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

 $-  $133,754  $- 

Equity securities

  4,932,251   -   - 

Mutual funds

  2,730,343   -   - 
             

Total

 $7,662,594  $133,754  $- 

March 27, 2016Description

 

Quoted

Price for Identical Assets

(Level 1)

  

Significant Other Observable Inputs

(Level 2)

  

Significant Unobservable Inputs

(Level 3)

 
            

Certificates of deposits

 $-  $133,795  $- 

Equity securities

  5,495,517   -   - 

Mutual funds

  2,772,185   -   - 
            

Total

 $8,267,702  $133,795  $- 

June 28, 2015

Description

 

Quoted

Price for

Identical Assets

(Level 1)

  

Significant

Other

Observable

Inputs

(Level 2)

  

Significant

Unobservable

Inputs

(Level 3)

  

Quoted

Price for Identical Assets

(Level 1)

  

Significant Other Observable Inputs

(Level 2)

  

Significant Unobservable Inputs

(Level 3)

 
                        

Certificates of deposits

 $-  $133,729  $-  $-  $133,729  $- 

Equity securities

  5,190,387   -   -   5,190,387   -   - 

Mutual funds

  3,676,005   -   -   3,676,005   -   - 
                        

Total

 $8,866,392  $133,729  $-  $8,866,392  $133,729  $- 

 

The shares of common stockstocks included in the equity securities portfolio as of DecemberMarch 27, 20152016 were:

 

AT&Tshares

82,112

Manulifeshares

2,520

DexMediashares

412

NCRshares

774

Teradatashares

774

Vodafoneshares

6,471

CenturyLinkshares

4,398

Frontier Communications shares4,508

Frontier Communications Sprintshares

4,508 

40,000

Sprint Verizonshares

40,000 

31,904

Verizon Windstreamshares

31,904 

679

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 DecemberMarch 27, 20152016 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 duringIn January 2016, the quarterFinancial Accounting Standards Board (FASB) issued guidance on equity securities that wouldrequires entities to recognize changes in unrealized gains and losses on equity securities in income in the current period unless the entity is recording the related investment under the equity method or consolidating the related entity. This amendment is effective forthe Company’s fiscal year ending June 2019 with earlier adoption permitted. Management is currently assessing the impact of this standard on the Company.Company’s financial statements.

  

 

 

       In February 2016, the FASB issued guidance on leases which requires entities to recognize right-of-use assets and lease liabilities on the balance sheet for the rights and obligations created by all leases, including operating leases, with terms of more than 12 months. The new guidance also requires additional disclosures on the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative information.This amendment is effective for the Company’s fiscal year ending June 2020 with early adoption permitted. We are in the process of evaluating the impact the adoption of this guidance will have on our consolidated financial statements and related disclosures

6. Subsequent Events

 

      The Company has evaluated subsequent events through the time of filing these financial statements with the Securities and Exchange Commission on February 9,May 10, 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 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 as 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 that 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. Not all stocks in the portfolio are domestic American companies any longer. 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 receive favorable tax treatment in the form of a dividends received deduction from federal taxable income. The dividends received deduction continues into this fiscal year. These equity securities are carried at their fair value on the last day of each reporting period. The fair value of the securities on DecemberMarch 27, 20152016 was approximately $4,900,000.$5,496,000.

 

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 DecemberMarch 27, 2015,2016, the fair value was approximately $2,730,000.$2,772,000.

 

Short-term investments consisting mainly of Certificates of Deposits, and cash and cash equivalents totaled $2,195,000$4,165,000 at the end of the fiscal secondthird 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.

 

In the six-monthnine-month period ended DecemberMarch 27, 2015,2016, the Company expended approximately $112,000$235,000 for the purchase of building, entertainment and restaurant equipment. The Company has no long-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 six-month decreases in the categories of Prepaid expenses and other, Accounts Payable and Accrued Expenses are primarily due to seasonal timing of 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 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 DecemberMarch 27, 2015,2016, league deposits of approximately $1,449,000$2,065,000 were included in the current liabilities category.

 

Cash flow provided by operating activities in the twenty-sixthirty nine weeks ended DecemberMarch 27, 20152016 was $2,186,000$5,175,000 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 quarter ended DecemberMarch 27, 2015,2016, and the sixnine months total was approximately $1,754,000$2,632,000 or $.34$.51 per share.   In December 2015March 2016 the Company declared a regular quarterly dividend of $.17 per share, payable February 10,May 11, 2016 to shareholders of record on January 14,April 19, 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.

 

OVERVIEW

 

The Company is in the entertainment business which, by its nature, has ups and downs based on consumer tastes and preferences.whims.  Generally, promotional and open play bowling which depends on the public’s discretionary budget dollars and theirandtheir choices, accounts for more than half of our business. An unstable economy can lead many to participate in entertainmentinentertainment that is close to home and relatively inexpensive.  Bowling has those advantages.  However the longer the economytheeconomy remains unsteady,unstable, the less willing people are to spend on other than necessities.  Weather is also a factor,especially for casual bowlers.  While extreme heat or rainy weather promptprompts people to look for indoor activities, heavy snow stormssnowstorms can keep customers from reaching the centers. The “Blizzard of 2016” occurred on the weekend of January 22-24,2016 causing the closure of all of our northern market locations for up to 3 days. Weekends tend to be heaviest foropen play while the majority of league play occurs on weekdays. Postponed league games are made up later in the season, but lost open play income is never recovered.  The Company operates primarily in the Washington, DC area where its business is vulnerable to decreases in government spending or other downsizing of the federal government. Current economic conditions continue to create challenging times but our responseourresponse will be helped by having the resources to be able to promote the sport.

 

RESULTS OF OPERATIONS

 

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

  

Thirteen weeks ended

 
  

December 27, 2015 and December 28, 2014

 
  

Dollars in thousands

 
  

2015

  

2014

  

Change

  

% Change

 

Operating Revenues:

                

Bowling and other

 $4,166  $4,203  $(37

)

  (0.9

)

Food, beverage and merchandise sales

  1,840   1,767   73   4.1 

Total Operating Revenue

  6,006   5,970   36   0.6 

Operating Expenses:

                

Employee Compensation and benefits

  2,736   2,742   (6

)

  (0.2

)

Cost of bowling and other services

  1,447   1,478   (31

)

  (2.1

)

Cost of food, beverage and merchandise sales

  563   554   9   1.6 

Depreciation and amortization

  339   331   8   (2.4

)

General and administrative

  232   235   (3

)

  (1.3

)

Total Operating Expenses

  5,317   5,340   (23

)

  (.4

)

                 

Operating Income

  689   630   59   9.4 

Interest, dividend and other income

  94   111   (17

)

  (15.3

)

                 

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 

Earnings were $508,901$1,271,488 or $.10$.25 per share for the thirteen week period and $360,825$1,632,313 or $.07$.32 per share for the twenty-sixthirty-nine week period ended DecemberMarch 27, 2015.2016. For the thirteen-week and twenty-sixthirty-nine week periods ended December 28, 2014, netMarch 29, 2015, earnings were $481,903$1,269,291 or $.09$.25 per share and $167,186$1,436,477 or $.03$.28 per share, respectively.   Both the current and prior fiscal years were impacted by snow storms causing postponements of league bowling and loss of open play revenue. Management believes that the continuing uncertaintypublic is more cautious in discretionary spending during times of an economic recovery and the consequences of federal tax and spending provisions are influencing the public’s view of discretionary spending.concern. The operating results for fiscal 2016 periods included in this report are not necessarily indicative of results to be expected for the year.

  


The following tables set forth the items in our consolidated summary of operations for the fiscal quarter and year-to-date periods ended March 27, 2016, and March 29, 2015, and the dollar and percentage changes therein.

  

Thirteen weeks ended

March 27, 2016 and March 29, 2015

Dollars in thousands

 
  

2016

  

2015

  

Change

  

% Change

 

Operating Revenues:

                

Bowling and other

 $5,237  $5,307  $(70

)

  (1.3

)

Food, beverage and merchandise sales

  2,185   2,209   (24

)

  (1.1

)

Total Operating Revenues

  7,422   7,516   (94

)

  (1.3

)

Operating Expenses:

                

Employee compensation and benefits

  2,764   2,845   (81

)

  (2.9

)

Cost of bowling and other services

  1,559   1,658   (99

)

  (6.0

)

Cost of food, beverage and merchandise sales

  607   612   (5

)

  (0.8

)

Depreciation and amortization

  334   331   3   0.9 

General and administrative

  301   235   66   21.9 

Total Operating Expenses

  5,565   5,681   (116

)

  (2.0

)

                 

Operating income

  1,857   1,835   22   1.2 

Interest, dividend and other income

  99   118   (19

)

  (16.1

)

Earnings before taxes

  1,956   1,953   3   0.2 

Income taxes

  685   684   1   0.2 

Net Earnings

 $1,271  $1,269  $2   0.2 

  

Thirty-nine weeks ended

March 27, 2016 and March 29, 2015

Dollars in thousands

 
  

2016

  

2015

  

Change

  

% Change

 

Operating Revenues:

                

Bowling and other

 $12,877  $12,812  $65   .5 

Food, beverage and merchandise sales

  5,471   5,304   167   3.2 

Total Operating Revenues

  18,348   18,116   232   1.3 

Operating Expenses:

                

Employee compensation and benefits

  8,247   8,340   (93

)

  (1.1

)

Cost of bowling and other services

  4,517   4,665   (148

)

  (3.2

)

Cost of food, beverage and merchandise sales

  1,640   1,601   39   2.4 

Depreciation and amortization

  1,009   987   22   2.2 

General and administrative

  764   688   76   11.0 

Total Operating Expenses

  16,177   16,281   (104

)

  (0.6

)

                 

Operating income

  2,171   1,835   336   18.3 

Interest, dividend and other income

  340   375   (35

)

  (9.3

)

Earnings before taxes

  2,511   2,210   301   13.6 

Income taxes

  879   774   105   13.6 

Net Earnings

 $1,632  $1,436  $196   13.6 


Operating Revenues

 

Total operating revenues increased $36,000decreased $94,000 to $6,006,000$7,422,000 in the most recent quarter ended March 27, 2016 compared to an increase of $3,000$209,000 to $5,970,000$7,516,000 in the three-month period ended December 28, 2014.  TheMarch 29, 2015.  For the current fiscal six-monthnine-month period operating revenues were up $327,000$232,000 versus a decreasean increase of $118,000$92,000 in the comparable six-monthnine-month period a year ago.  Bowling and other revenue decreased $37,000declined $70,000 in the quarter and increased $135,000$65,000 in the year-to-date period ended March 27, 2016, and was up $139,000 and $32,000, respectively, in the prior year comparable periods. Management believes the winter weather in each of the quarters ended in March 2016 and 2015 negatively impacted open play revenue. In addition, some league play scheduled for the periods ended December 27, 2015 versus a decline of $13,000third quarter will occur in the quarter and a decrease of $106,000 for the six-month period ended December 28, 2014.fourth quarter.

 

Food, beverage and merchandise sales increased $73,000decreased $24,000 or 4%1% in the current year quarter and were up $192,000$167,000 or 3% in the six-monthnine-month period. Cost of sales increased 2%was down 1% in the current fiscal three month periodyear quarter and 4%up 2% for the sixnine month period ended DecemberMarch 27, 2015.2016.

 

 Operating Expenses

 

Operating expenses were down $23,000$116,000 or 2% and down $104,000 or 1% in the current three month period and were up $13,000 in six-month periodnine-month periods, respectively, compared to an increase of  $26,000 or less than 1%, respectively, versus decreases and a decrease of $152,000$236,000 or 3% and $263,000 or 2%1% in the three and sixnine month periods, respectively, last year.  Employee compensation and benefits were down $81,000 or 3% for the current fiscal year three month period and six month periods were down $6,000 and $12,000$93,000 or less than 1%, respectively, in the nine month period versus no change and a decline of $87,000 or 1% in the prior year comparable periods, ended December 27, 2015.respectively. Group health insurance costs decreased 10%were down $41,000 or 12% in the current nine month period as a result of changes in plan offerings andwith 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 $49,000was down $148,000 or 2% and decreased $127,0003% versus a decrease of $128,000 or 4%3% in the six-monthnine-month periods ended DecemberMarch 27, 20152016 and December 28, 2014,March 29, 2015, respectively. In the twenty-sixcurrent thirty-nine weeks ended DecemberMarch 27, 2015,2016, maintenance andrepairand repair costs declined $14,000were up $11,000 or 3%2%. The current and prior year nine month periods included snow removal costs of $120,000 and $80,000, respectively. Advertising costs during the current year twenty-sixthirty-nine week period ended DecemberMarch 27, 2015,2016 were flat.down $18,000. For the fiscal sixnine month period ended DecemberMarch 27, 20152016 utility costs were down 2% primarily a result of$51,000 due to lower electric and gas expense as November and Decemberwinter temperatures were unseasonably mild.milder than the prior year comparable period. Supplies and services expenses were up $9,000 or 2%slightly in the current year six-monthnine month period and were down $11,000 or 3%flat in the six-monthnine month period in the prior year. The timing of purchases was the primary reason for the fluctuations in both years.ended March 29, 2015.

 

Insurance expense excluding health insurance decreased 10%9% in the current year-to-date period versusdue to lower premiums compared to a decrease of 1% in last year’s comparablethe prior year nine month period.

 

Depreciation and amortization expense was up 3%2% in the current six-monthnine month period andended March 27, 2016 down 9%6% in the prior year six-monthcomparable period.

 

As a result of the above, the first six-monthcurrent nine-month period of fiscal 2016 resulted inshowed operating income of $314,000$2,171,000 compared to an operating loss of $112$1,835,000 in the prior year comparable six-monthnine-month period.

 

Interest,Dividend and OtherDividend Income

 

Interest dividend and otherdividend income decreased $16,000$35,000 or 9% in the fiscal 2016 six-monthnine-month period. The prior year comparable period included greater long and increased $28,000 inshort term gain on the comparable 2015 year-to-date period, respectively. The current year decrease relates primarily to ancillary income.Ginnie Mae portfolio.


 

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 as 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 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 DecemberMarch 27, 2015.2016. 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 DecemberMarch 27, 2015,2016, 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 February 9,May 10, 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 sixthirty-nine weeks ended DecemberMarch 27, 20152016 in eXtensible BusinessReportingBusiness

Reporting 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: February 9,May 10, 2016

By:

By:/s/ Leslie H Goldberg

 

Leslie H. Goldberg, President

 

 

 

 

 

 

Date: February 9,May 10, 2016

By:

By: /s/ Cheryl A Dragoo

 

Cheryl A. Dragoo, CFO

 

 

1415