- --------------------------------------------------------------------------------
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 December 29, 2001
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 (I.R.S. employer
of incorporation or identification no.)
organization)
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 4,595,595 shares of Common Stock issued and outstanding as of
February 8, 2002
- --------------------------------------------------------------------------------
1
Boston Acoustics, Inc.
Index
-------
Page
------
Part I: Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets (Unaudited)
March 31, 2001 and December 29, 2001 4
Consolidated Statements of Income (Unaudited) Three months and
Nine months ended December 30, 2000
and December 29, 2001 6
Consolidated Statements of Cash Flows (Unaudited)
Nine months ended December 30, 2000 and
December 29, 2001 7
Notes to Unaudited Consolidated Financial Statements 8
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 12
Part II: Other Information
Items 1 through 6 15
Signatures 16
2
PART I: FINANCIAL INFORMATION
Item 1: Financial Statements
3
Boston Acoustics, Inc. and Subsidiaries
Consolidated Balance Sheets
(Unaudited)
Assets
--------
March 31, 2001 December 29, 2001
-------------- -----------------
Current Assets:
Cash and cash equivalents $ 2,785,846 $ 6,009,484
Accounts receivable, net of reserves of
approximately $385,000 and $482,000 at
March 31 and December 29, 2001, respectively 11,426,411 12,853,224
Inventories 24,622,417 17,679,771
Deferred income taxes 2,044,000 2,044,000
Prepaid expenses and other current assets 747,844 543,979
------------ ---------------
Total current assets 41,626,518 39,130,458
------------ ---------------
Property and Equipment, at cost:
Machinery and equipment 15,132,205 15,482,859
Building and improvements 8,816,515 8,834,928
Office equipment and furniture 4,907,967 5,054,242
Land 1,815,755 1,815,755
Motor vehicles 253,164 277,405
------------ ---------------
30,925,606 31,465,189
Less-accumulated depreciation
and amortization 15,533,147 17,984,555
------------ ---------------
15,392,459 13,480,634
------------ ---------------
Other Assets, net 1,012,671 1,105,466
------------ ---------------
$58,031,648 $53,716,558
============ ===============
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 31, 2001 December 29, 2001
-------------- -----------------
Current Liabilities:
Accounts payable $ 2,743,371 $ 9,507,252
Accrued payroll and payroll-
related expenses 1,779,942 1,449,593
Dividends payable 418,990 390,626
Other accrued expenses 2,682,654 1,623,754
Accrued income taxes --- 308,883
Current maturity of line of credit 1,500,000 2,000,000
----------- ------------
Total current liabilities 9,124,957 15,280,108
----------- ------------
Line of credit, net of current maturity 10,000,000 1,500,000
----------- ------------
Commitments and Contingencies
Minority interest in joint venture 27,325 35,530
----------- -----------
Shareholders' Equity:
Common stock, $.01 par value
Authorized - 8,000,000 shares
Issued - 5,101,814 and 5,100,314 shares at
March 31 and December 29, 2001, respectively 51,018 51,003
Additional paid-in capital 1,191,973 1,191,988
Subscriptions receivable (292,417) (272,917)
Retained earnings 40,357,136 41,551,505
----------- ----------
41,307,710 42,521,579
Less-Treasury stock, 172,500 and 504,700 shares
at cost at March 31 and December 29, 2001,
respectively 2,428,344 5,620,659
----------- ----------
Total shareholders' equity 38,879,366 36,900,920
----------- ----------
$58,031,648 $53,716,558
=========== ===========
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 Nine Months Ended
------------------ -------------------
December 30, December 29, December 30, December 29,
2000 2001 2000 2001
(13 weeks) (13 weeks) (40 weeks) (39 weeks)
------------- ------------- ------------- ---------------
Net sales $33,682,164 $22,634,306 $91,089,338 $63,068,596
Cost of goods sold 24,152,821 14,751,005 64,584,992 43,276,198
------------ ------------- ----------- -----------
Gross profit 9,529,343 7,883,301 26,504,346 19,792,398
------------ ------------- ----------- -----------
Selling and
marketing expenses 3,663,246 2,766,884 9,732,302 7,942,071
General and
administrative expenses 1,468,257 1,308,806 3,927,309 3,637,693
Engineering and
development expenses 1,233,136 1,293,566 4,013,480 3,850,823
----------- ------------ ----------- -----------
Total operating expenses 6,364,639 5,369,256 17,673,091 15,430,587
----------- ------------ ----------- -----------
Income from operations 3,164,704 2,514,045 8,831,255 4,361,811
Interest income 26,649 36,339 66,269 129,516
Interest expense (207,374) (35,722) (459,373) (281,489)
Other expense (54,331) (92,851) (88,127) (142,118)
----------- ------------ ------------ -----------
Income before provision
for income taxes 2,929,648 2,421,811 8,350,024 4,067,720
Provision for income taxes 1,099,000 906,000 3,132,000 1,645,000
----------- ----------- ----------- ----------
Net income $ 1,830,648 $ 1,515,811 $ 5,218,024 $ 2,422,720
=========== =========== =========== ===========
Net income per share:
Basic $ .37 $ .32 $ 1 .06 $ .50
========== =========== =========== ===========
Diluted $ .36 $ .32 $ 1 .05 $ .50
========== =========== =========== ===========
Weighted average common shares outstanding (Note 3):
Basic 4,918,471 4,674,124 4,911,568 4,834,463
Diluted 5,017,045 4,679,669 4,950,456 4,841,992
Dividends per share $ .085 $ .085 $ .255 $ .255
========== ========== ========== ==========
The accompanying notes are an integral part of these consolidated financial
statements.
6
Boston Acoustics, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(Unaudited)
Nine Months Ended
-----------------
December 30, 2000 December 29, 2001
----------------- -----------------
Cash flows from operating activities:
Net income $ 5,218,024 $ 2,422,720
Adjustments to reconcile net income to net cash
provided by (used in) operating activities -
Depreciation and amortization 2,538,116 2,454,423
Changes in assets and liabilities -
Accounts receivable (4,388,035) (1,426,813)
Inventories (11,766,651) 6,942,646
Prepaid expenses and other current assets 484,762 203,865
Accounts payable 5,597,225 6,763,881
Accrued payroll and other accrued expenses 26,701 (1,389,249)
Accrued income taxes --- 308,883
----------- -------------
Net cash (used in) provided by operating activities (2,289,858) 16,280,356
----------- -------------
Cash flows from investing activities:
Purchases of property and equipment, net (2,631,529) (539,583)
Increase in other assets (129,266) (87,605)
----------- ------------
Net cash used in investing activities (2,760,795) (627,188)
----------- ------------
Cash flows from financing activities:
Dividends paid (1,251,603) (1,256,715)
Purchase of treasury stock --- (3,192,315)
Proceeds from line of credit 8,500,000 ---
Repayments of line of credit (1,842,653) (8,000,000)
Proceeds from exercise of stock options 63,700 ---
Decrease in subscriptions receivable --- 19,500
----------- -------------
Net cash provided by (used in) financing activities 5,469,444 (12,429,530)
----------- -------------
Net increase in cash and cash equivalents 418,791 3,223,638
Cash and cash equivalents, beginning of period 1,506,741 2,785,846
----------- -------------
Cash and cash equivalents, end of period $ 1,925,532 $ 6,009,484
=========== =============
Supplemental Disclosure of Noncash Financing and
Investing Activities:
Dividends payable $ 418,701 $ 390,626
=========== =============
Minority interest in foreign subsidiary $ --- $ 8,205
=========== =============
Exercise of stock options through the issuance of
subscriptions receivable $ 209,950 $ ---
=========== =============
Supplemental Disclosure of Cash Flow Information:
Cash paid for income taxes $ 2,684,500 $ 1,454,790
============ =============
Cash paid for interest $ 447,321 $ 320,943
============ =============
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 nine-month periods ended December 29,
2001 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
31, 2001.
(2) Inventories
Inventories are stated at the lower of cost (first-in, first-out) or market
and consist of the following:
March 31, 2001 December 29, 2001
-------------- -----------------
Raw materials and work-in-process $ 8,374,305 $ 6,975,754
Finished goods 16,248,112 10,704,017
------------ ------------
$ 24,622,417 $ 17,679,771
============ ============
Work-in-process and finished goods inventories consist of materials, labor
and manufacturing overhead.
(3) Net Income Per Common Share
The Company follows the provisions of Statement of Financial Accounting
Standards (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. 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). For the three-month and nine-month
periods ended December 29, 2001, there were 557,752 and 541,198 stock options,
respectively, that have been excluded from the weighted average number of common
and dilutive shares outstanding as their effect would be anti-dilutive. For the
three-month and nine-month periods ended December 30, 2000, there were 81,334
and 219,897 stock options, respectively, that have been excluded from the
weighted average number of common and dilutive shares outstanding as their
effect would be anti-dilutive.
8
A reconciliation of the number of shares used in the calculation of basic and
diluted net income per share, is as follows:
Three Months Ended Nine Months Ended
------------------ -------------------
December 30, December 29, December 30, December 29,
2000 2001 2000 2001
------------ ------------ ------------ ------------
Basic weighted
average common
shares outstanding 4,918,471 4,674,124 4,911,568 4,834,463
Dilutive effect of
assumed exercise of
stock options 98,574 5,545 38,888 7,529
----------- ----------- --------- ---------
Weighted average
common shares
outstanding assuming
dilution 5,017,045 4,679,669 4,950,456 4,841,992
========== =========== ========= =========
(4) Segment Reporting
The Company has two reportable segments: 1) core, and 2) original equipment
manufacturer (OEM) and multimedia.
The accounting policies of the segments are the same as those described in
the summary of significant accounting policies. The Company does not allocate
operating expenses between its two reportable segments. Accordingly, the
Company's measure of profit for each reportable segment is based on gross
profit.
Three Months Ended December 29, 2001
OEM and
Fiscal 2002 Core Multimedia Total
----------- ---- ---------- -----
Net Sales $16,227,399 $ 6,406,907 $22,634,306
=========== =========== ===========
Gross profit $ 6,789,086 $ 1,094,215 $ 7,883,301
============ =========== ===========
Three Months Ended December 30, 2000
OEM and
Fiscal 2001 Core Multimedia Total
----------- ---- ---------- -----
Net Sales $ 16,649,964 $17,032,200 $33,682,164
============ =========== ===========
Gross profit $ 5,462,352 $ 4,066,991 $ 9,529,343
============ =========== ===========
9
Nine Months Ended December 29, 2001
OEM and
Fiscal 2002 Core Multimedia Total
----------- ---- ---------- -----
Net Sales $42,453,106 $20,615,490 $63,068,596
=========== =========== ===========
Gross profit $16,600,227 $ 3,192,171 $19,792,398
=========== =========== ===========
Nine Months Ended December 30, 2000
OEM and
Fiscal 2001 Core Multimedia Total
----------- ---- ---------- -----
Net Sales $45,607,684 $45,481,654 $91,089,338
=========== =========== ===========
Gross profit $15,779,446 $10,724,900 $26,504,346
=========== =========== ===========
(5) Significant Customers and Concentration of Credit Risk
For the three-month periods ended December 29, 2001 and December 30, 2000,
two customers represented approximately 44% and 60% of the Company's net sales,
respectively. The same two customers accounted for approximately 46% and 57% of
the net sales for the nine months ended December 29, 2001 and December 30, 2000
respectively. Three customers represented 21%, 13%, and 12%, respectively, of
net accounts receivable at December 29, 2001.
(6) International Operations
The Company maintains sales concentrations in Europe, Asia, and Canada in
addition to distributing product through three foreign subsidiaries. Export
sales accounted for approximately 15% and 20% of net sales for the three-month
periods ended December 29, 2001 and December 30, 2000, respectively. For the
nine-month periods ended December 29, 2001 and December 30, 2000, export sales
accounted for approximately 17% and 18%, respectively.
(7) Recent Accounting Pronouncements
In June 2001, the FASB issued SFAS No. 141, Business Combinations. SFAS 141
requires all business combinations initiated after June 30, 2001 to be accounted
for using the purchase method. The Company does not expect the adoption of this
statement to have a material impact on its operations.
In June 2001, the FASB issued SFAS No. 142, Goodwill and Other Intangible
Assets. With the adoption of SFAS No. 142, goodwill is no longer subject to
amortization over its estimated useful life, but instead is subject to at least
an annual assessment for impairment by applying a fair-value-based test. The
Company does not expect the adoption of this statement to have a material impact
on its operations.
In June 2001, the FASB issued SFAS No. 143, Accounting for Asset Retirement
Obligations. This statement addresses financial accounting and reporting for
obligations associated with the retirement of tangible long-lived assets and the
associated asset retirement costs. This statement applies to all entities. It
applies to legal obligations associated with the retirement of long-lived assets
that result from the acquisition, construction, development and (or) the normal
operation of a long-lived asset, except for certain obligations of lessees. This
statement amends FASB Statement No. 19 and is effective for financial statements
issued for fiscal years beginning after June 15, 2002. The Company does not
expect the adoption of this statement to have a significant impact on its
financial position or results of operations.
10
In August 2001, the FASB issued SFAS No. 144, Accounting for the Impairment
or Disposal of Long-Lived Assets. This statement supercedes FASB Statement No.
121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed Of, and the accounting and reporting provisions of
Accounting Principles Board Opinion No. 30, Reporting the Results of Operations
- - Reporting the Effects of Disposal of a Segment of a Business, and
Extraordinary, Unusual and Infrequently Occurring Events and Transactions. Under
this statement, it is required that one accounting model be used for long-lived
assets to be disposed of by sale, whether previously held and used or newly
acquired, and it broadens the presentation of discontinued operations to include
more disposal transactions. The provisions of this statement are effective for
financial statements issued for fiscal years beginning after December 15, 2001,
and interim periods within those fiscal years, with early adoption permitted.
The Company does not expect the adoption of this statement to have a significant
impact on its financial position or results of operations.
(8) Reclassifications
Certain amounts in the prior-period consolidated financial statements have
been reclassified to conform to the current period's presentation.
11
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
nine-month periods ended December 30, 2000 and December 29, 2001 expressed as
percentages of net sales.
Three Months Ended Nine Months Ended
------------------ -----------------
December 30, December 29, December 30, December 29,
2000 2001 2000 2001
(13 weeks) (13 weeks) (40 weeks) (39 weeks)
------------ ------------ ------------ -------------
Net sales 100.0 % 100.0 % 100.0 % 100.0 %
Cost of goods sold 71.7 65.2 70.9 68.6
----- ----- ----- -----
Gross profit 28.3 34.8 29.1 31.4
----- ----- ----- -----
Selling and marketing
expenses 10.9 12.2 10.7 12.6
General and administrative
expenses 4.3 5.8 4.3 5.8
Engineering and development
expenses 3.7 5.7 4.4 6.1
----- ----- ----- -----
18.9 23.7 19.4 24.5
----- ----- ----- -----
Income from operations 9.4 11.1 9.7 6.9
Interest income (expense), net (0.5) 0.0 (0.4) (0.3)
Other Expense (0.2) (0.4) (0.1) (0.2)
------ ----- ----- -----
Income before provision for
income taxes 8.7 10.7 9.2 6.4
Provision for income taxes 3.3 4.0 3.5 2.6
----- ----- ----- -----
Net income 5.4 % 6.7 % 5.7 % 3.8 %
===== ===== ===== =====
Net sales for the third quarter decreased 33%, from approximately $33,682,000
last year to approximately $22,634,000 for the current fiscal period. For the
nine-month period ended December 29, 2001, net sales decreased 31% from
approximately $91,089,000 during Fiscal 2001 to approximately $63,069,000.
The overall sales decrease for the three-month period
12
ended December 29, 2001 was the result of a 62% sales decrease in the OEM and
multimedia segment reflecting the continuing softness in the personal computer
business compared to the same period a year ago. The Company's Core segment
sales were down 2.5% compared to the same period a year ago; however, the gross
margin and profit dollars for the Core segment both increased. The
nine-month period ended December 29, 2001 includes 39 weeks of sales and
earnings compared to 40 weeks for the corresponding nine-month period a year
ago.
During the third quarter of Fiscal 2002, the Company's Core segment sales
included continued strong sales of the Company's VR-M line of floor standing and
bookshelf speaker systems and the introduction of the new Unity DVD Home Theater
System. The Unity is a co-branded system featuring a high-performance
receiver/DVD player manufactured by Kenwood Corporation and six-matched Boston
Acoustics surround loudspeakers, including a 100-watt, 8-inch powered subwoofer.
The Unity has a MSRP of $999.
The Company's gross margin percentage for the three-month and nine-month
periods ended December 29, 2001 increased as compared to the corresponding
periods in the prior fiscal year. The increases for both the three-month and
nine-month periods were primarily the result of the continued improved
manufacturing efficiencies, reduced scrap and rework costs, the elimination of
contract labor and off-site warehousing costs as compared to the same periods a
year ago. Additionally, the OEM/Multimedia segment of sales, which has lower
gross margins, represented a smaller portion of total net sales during the
three-month and nine-month periods ended December 29, 2001 as compared to the
same periods a year ago, and as a result, the overall gross margin increased.
Total operating expenses, despite increasing as a percentage of net sales due to
the lower overall sales level, decreased in absolute dollars during both the
three-month and nine-month periods ended December 29, 2001. Selling and
marketing expenses have decreased in absolute dollars primarily due to decreased
salaries and related expenses, lower travel expenditures and reduced advertising
costs relating to both the core and multimedia retail segments. The decrease in
absolute dollars of general and administrative expenses for the three-month and
nine-month periods ended December 29, 2001 is attributed to a reduction of
outside consulting services and insurance costs. Engineering and development
expenses for the three-month and nine-month periods ended December 29, 2001 have
decreased in absolute dollars due primarily to lower payroll-related costs,
travel, and consulting fees as compared to the same periods a year ago.
Net interest expense has decreased both in absolute dollars and as a percentage
of net sales during both the three-month and nine-month periods ended December
29, 2001 as compared to the corresponding periods a year ago. The decrease is
due to reduced line of credit borrowings and related borrowing rates.
The Company's effective tax rate for the three-month period ended December 29,
2001 decreased slightly to 37.4% from 37.5% for the corresponding period a year
ago. The decrease can be attributed to lower state income taxes offset by
international sales representing a lower percentage of total sales for the
current period. The Company's effective income tax rate increased to 40.4% for
the nine-month period ended December 29, 2001 as compared to 37.5% for the
nine-month period ended December 30, 2000, due primarily to the Company's
inability to benefit from losses sustained by the Company's subsidiaries outside
the U.S. coupled with a reduction in international sales as a percentage of
total sales.
Net income for the third quarter decreased from approximately $1,831,000 in
Fiscal 2001 to approximately $1,516,000 in Fiscal 2002 while diluted earnings
per share decreased from $.36 to $.32 per share. Net income for the nine-month
period ended December 29, 2001 decreased from approximately $5,218,000 in Fiscal
2001 to approximately $2,423,000, while diluted earnings per share decreased
from $1.05 to $.50 per share. The decrease in net income for the three and
nine-month periods ended December 29, 2001 is primarily the result of the
overall decrease in net sales.
Liquidity and Capital Resources
As of December 29, 2001, the Company's working capital was approximately
$23,850,000, a decrease of approximately $8,651,000 since the end of Fiscal
2001. The decrease in working capital since March 31, 2001, was primarily due to
the repayments made on the Company's line of credit borrowings, as well as
13
reductions in inventory balances and increases in accounts payable which
were partially offset by an increase in cash and cash equivalents. The
Company's cash and cash equivalents were approximately $6,009,000 at December
29, 2001, an increase of approximately $3,224,000 from March 31, 2001 primarily
due to the reduction in inventory levels and increased accounts payable. The
reduction in inventory levels is primarily due to a decrease in OEM/Multimedia
business segment purchases during Fiscal 2002. Current liabilities increased by
approximately $6,155,000 primarily as a result of accounts payable balances not
due until after the quarterly period had ended. Long term debt decreased by
$8,500,000 as a result of repayments under the Company's line of credit and
reclassifying a portion of the debt to current liabilities. The Company has two
lines of credit with two banking institutions totaling $26,500,000. At December
29, 2001, the Company had borrowings totaling $3,500,000 under its $25,000,000
revolving credit agreement, and $0 outstanding under its $1.5 million revolving
credit agreement.
The Company believes that its current resources are adequate to meet its
requirements for working capital and capital expenditures for the foreseeable
future.
Significant Customers
The Company's financial results for the three-month and nine-month periods ended
December 29, 2001 include significant OEM sales of multimedia speaker systems to
Gateway, Inc. ("Gateway"). The terms of these sales are governed by a Master
Supply Agreement between Gateway and the Company which defines such issues as
ordering and invoicing procedures, shipping charges, warranties, repair service
support, product safety requirements, etc. This Master Supply Agreement with
Gateway does not contain minimum or scheduled purchase requirements; therefore,
purchase orders by Gateway may fluctuate significantly from quarter to quarter.
Based on information currently available from our OEM customer, the Company
anticipates that its OEM sales will be substantially reduced for the fiscal year
ending March 30, 2002 as compared to Fiscal 2001. 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 could also 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.
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, and the
Company's expected liquidity and capital resources). 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; 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.
14
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
---------------------------------------------------
None
Item 5. Other Information
-----------------
None
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
No reports on Form 8-K were filed during the quarter ended
December 29, 2001.
15
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: February 8, 2002 By: /s/Andrew G. Kotsatos
----------------------------------
Andrew G. Kotsatos
Director, Chief Executive Officer
and Treasurer
Date: February 8, 2002 By: /s/Moses A. Gabbay
----------------------------------
Moses A. Gabbay
Director, President and
Chief Operating Officer
Date: February 8, 2002 By: /s/Debra A. Ricker-Rosato
----------------------------------
Debra A. Ricker-Rosato
Vice President and
Chief Accounting Officer
16