FEIM 10-K Fiscal year ended April 30, 2016

Martin B. Bloch	-	President, Chief Executive Officer and Director
Markus Hechler	-	Executive Vice President, President of FEI Government Systems, Inc. and Secretary and Treasurer
Oleandro Mancini	-	Senior Vice President, Business Development
Steven Strang	-	President, FEI-Zyfer
James Davis	-	President, FEI-Elcom Tech
Leonard Martire	-	Vice President, Program Management
Thomas McClelland	-	Vice President, Advanced Development
Adrian Lalicata	-	Vice President, RF & Microwave Systems
Steven L. Bernstein	-	Chief Financial Officer

Location	Size (sq. ft.)	Own or Lease
Long Island, NY	93,000	Lease
Garden Grove, CA	27,850	Lease
Liege, Belgium	34,000	Own
Chalon Sur Saone, France	5,000	Lease
Tianjin, China	28,000	Lease
Rockleigh, NJ	32,000	Lease

FISCAL QUARTER				HIGH SALE				LOW SALE
2016–
FIRST QUARTER				$	13.42			$	10.33
SECOND QUARTER					11.46				9.95
THIRD QUARTER					11.28				8.51
FOURTH QUARTER					11.00				8.83
2015 –
FIRST QUARTER				$	12.50			$	10.31
SECOND QUARTER					12.50				10.50
THIRD QUARTER					11.99				10.00
FOURTH QUARTER					14.80				11.35

Number of securities

remaining available for

Number of securities to

Weighted-average

future issuance under

be issued upon exercise

exercise price of

equity compensation plans

of outstanding options

outstanding options

(excluding securities

Plan Category

warrants and rights

warrants and rights

reflected in column (a))

(a)

(b)

(c)

Equity Compensation Plans

Approved by Security Holders (1)

1,660,125

$

9.02

16,336

		2016				2015
Revenues
FEI-NY			73.3	%			80.9	%
Gillam-FEI			9.8				10.5
FEI-Zyfer			20.3				12.0
Less intersegment revenues			(3.4	)			(3.4	)
			100.0				100.0
Cost of Revenues			66.2				69.2
Gross Margin			33.8				30.8
Selling and Administrative expenses			21.8				18.6
Research and Development expenses			9.8				7.4
Operating Profit			2.2				4.8
Other Income (Expenses), net			1.3				1.1
Provision for Income Taxes			(1.8	)			(2.2	)
Net Income			1.7	%			3.7	%

Fiscal years ended April 30, (in thousands)
										Change
		2016				2015				$				%
FEI-NY		$	44,238			$	61,905			$	(17,667	)			(29	%)
Gillam-FEI			5,942				8,026				(2,084	)			(26	%)
FEI-Zyfer			12,286				9,215				3,071				33	%
Intersegment sales			(2,072	)			(2,582	)			510
		$	60,394			$	76,564			$	(16,170	)			(21	%)

		Fiscal years ended April 30,
		(in thousands)
										Change
		2016				2015				$				%
		$	20,436			$	23,548			$	(3,112	)			(13	%)
GM Rate			33.8	%			30.8	%

Fiscal years ended April 30,
(in thousands)
							Change
2016			2015				$					%
$	13,205			$	14,207			$	(1,002	)			(7	%)

Fiscal years ended April 30,
(in thousands)
								Change
2016				2015				$				%
$	5,929			$	5,666			$	263				5	%

Fiscal years ended April 30,
(in thousands)
								Change
2016				2015				$				%
$	1,302			$	3,675			$	(2,373	)			(65	%)

Fiscal years ended April 30,
(in thousands)
										Change
		2016				2015				$				%
Investment income		$	492			$	1,042			$	(550	)			(53	%)
Interest expense			(131	)			(139	)			8				6	%
Other income (expense), net			412				(42	)			454			NM
		$	773			$	861			$	(88	)			(10	%)

	Fiscal years ended April 30,
	(in thousands)
								Change
	2016			2015				$				%
	$	1,070		$	1,710			$	(640	)			(37	%)

		2016				2015
ASSETS:
Current assets:
Cash and cash equivalents		$	6,082			$	7,222
Marketable securities			11,111				11,186
Accounts receivable, net of allowance for doubtful accounts of $189 in each of 2016 and 2015			9,000				9,689
Costs and estimated earnings in excess of billings, net			12,377				12,929
Inventories, net			41,278				38,239
Deferred and prepaid income taxes			3,213				3,063
Prepaid expenses and other			1,250				1,271
Total current assets			84,311				83,599
Property, plant and equipment, at cost, net of accumulated depreciation and amortization			13,072				12,686
Deferred income taxes			7,702				7,360
Goodwill and other intangible assets			617				617
Cash surrender value of life insurance and cash held in trust			12,819				11,825
Other assets			1,693				1,738
Total assets		$	120,214			$	117,825
LIABILITIES AND STOCKHOLDERS' EQUITY :
Current liabilities:
Accounts payable - trade		$	2,650			$	1,720
Accrued liabilities			6,108				6,630
Total current liabilities			8,758				8,350
Long-term debt - noncurrent			6,000				6,000
Deferred compensation			11,773				11,318
Deferred rent and other liabilities			331				347
Total liabilities			26,862				26,015
Commitments and contingencies
Stockholders' equity:
Preferred stock, $1.00 par value authorized 600 shares, no shares issued			-				-
Common stock, $1.00 par value; authorized 20,000 shares, 9,164 shares issued and 8,753 outstanding in 2016; 8,699 outstanding in 2015			9,164				9,164
Additional paid-in capital			55,576				54,360
Retained earnings			28,533				27,528
			93,273				91,052
Common stock reacquired and held in treasury - at cost (411 shares in 2016 and 465 shares in 2015)			(1,885	)			(2,132	)
Accumulated other comprehensive income			1,964				2,890
Total stockholders' equity			93,352				91,810
T otal liabilities and stockholders' equity		$	120,214			$	117,825

		2016				2015
		(In thousands, except per share data)
Revenues		$	60,394			$	76,564
Cost of revenues			39,958				53,016
Gross margin			20,436				23,548
Selling and administrative expenses			13,205				14,207
Research and development expenses			5,929				5,666
Operating profit			1,302				3,675
Other income (expense):
Investment income			492				1,042
Interest expense			(131	)			(139	)
Other income (expense), net			412				(42	)
Income before provision for income taxes			2,075				4,536
Provision for income taxes			1,070				1,710
Net i ncome		$	1,005			$	2,826
Net income per common share:
Basic		$	0.12			$	0.33
Diluted		$	0.11			$	0.32
Average shares outstanding:
Basic			8,728				8,611
Diluted			8,937				8,910
Consolidated Statements of Comprehensive Income
Net income		$	1,005			$	2,826
Other comprehensive income (loss):
Foreign currency translation adjustment			(753	)			(1,093	)
Unrealized gain (loss) on marketable securities:
Change in market value of marketable securities before reclassification, net of tax of $51 and ($176), respectively			(99	)			343
Reclassification adjustment for realized gains included in net income, net of tax of $57 and $192, respectively			(74	)			(374	)
Total unrealized loss on marketable securities, net of tax			(173	)			(31	)
Total other comprehensive (loss)			(926	)			(1,124	)
Comprehensive income		$	79			$	1,702

		2016				2015
		(In thousands)
Cash flows from operating activities:
Net income		$	1,005			$	2,826
Adjustments to reconcile net income to net cash provided in operating activities:
Deferred income tax benefit			(1,265	)			(720	)
Depreciation and amortization			2,712				2,944
Deferred lease obligation			(75	)			(81	)
Provision for losses on accounts receivable, inventories and warranty reserve			148				222
Gains on marketable securities			(131	)			(566	)
Loss (gain) on sale of fixed and other assets, net			(370	)			64
Employee benefit plans expense			1,450				1,516
Stock-based compensation expense			824				1,077
Tax benefit from exercise of stock-based compensation			(141	)			(200	)
Changes in operating assets and liabilities:
Accounts receivable			(1,723	)			(3,206	)
Costs and estimated earnings in excess of billings			3,340				(2,490	)
Inventories			(3,306	)			1,267
Prepaid expenses and other			(34	)			42
Other assets			(570	)			(529	)
Accounts payable - trade			1,179				25
Accrued liabilities			(608	)			(339	)
Income taxes refundable/payable			1,013				594
Other liabilities			(525	)			(564	)
Net cash provided by operating activities			2,923				1,882
Cash flows from investing activities:
Purchase of marketable securities			(1,356	)			(1,956	)
Proceeds from sale or redemption of marketable securities			1,267				7,271
Capital expenditures			(3,437	)			(4,157	)
Net cash ( used in) provided by investing activities			(3,526	)			1,158

		2016				2015
		(In thousands)
Cash flows from financing activities:
Proceeds from credit line borrowing		$	-			$	2,300
Payment of short-term credit and lease obligations			-				(6,400	)
Tax benefit from exercise of stock-based compensation			141				200
Net cash provided (used in) by financing activities			141				(3,900	)
Net (decrease) in cash and cash equivalents before effect of exchange rate changes			(462	)			(860	)
Effect of exchange rate changes on cash and cash equivalents			(678	)			384
Net (decrease) in cash and cash equivalents			(1,140	)			(476	)
Cash and cash equivalents at beginning of year			7,222				7,698
Cash and cash equivalents at end of year		$	6,082			$	7,222
Supplemental disclosures of cash flow information:
Cash paid during the year for:
Interest		$	128			$	140
Income taxes		$	1,311			$	1,851

										Additional								Treasury stock								Accumulated other
		Common Stock								paid in				Retained				(at cost)								comprehensive
		Shares				Amount				capital				earnings				Shares				Amount				income (loss)				Total
Balance at April 30, 2014			9,163,940			$	9,164			$	53,181			$	24,702				593,131			$	(2,715	)		$	4,014			$	88,346
Contribution of stock to 401(k) plan											302								(40,324	)			183								485
Stock-based compensation expense											1,072								(1,400	)			5								1,077
Tax benefit rom stock option exercise											200																				200
Exercise of stock options and stock appreciation rights - net of shares tendered for exercise price											(395	)							(86,244	)			395								-
Change in unrealized gains and losses on marketable securities, net of taxes																											(31	)			(31	)
Foreign currency translation adjustment																											(1,093	)			(1,093	)
Net Income															2,826																2,826
Balance at April 30, 2015			9,163,940				9,164				54,360				27,528				465,163				(2,132	)			2,890				91,810
Contribution of stock to 401(k) plan											283								(46,743	)			215								498
Stock-based compensation expense											818								(1,300	)			6								824
Tax benefit from stock option exercise											141																				141
Exercise of stock options and stock appreciation rights - net of shares tendered for exercise price											(26	)							(5,736	)			26								-
Change in unrealized gains and losses on marketable securities, net of taxes																											(173	)			(173	)
Foreign currency translation adjustment																											(753	)			(753	)
Net Income															1,005																1,005
Balance at April 30, 2016			9,163,940			$	9,164			$	55,576			$	28,533				411,384			$	(1,885	)		$	1,964			$	93,352

		Years ended April 30
		2016				2015
Expected volatility			35	%			35	%
Dividend yield			0.0	%			0.0	%
Risk-free interest rate		1.35% and 1.50		%		1.50% and 2.38		%
Expected lives		5.0 years				5.0 and 8.5 years

		Years ended April 30,
		2016				2015
Basic EPS Shares outstanding (weighted average)			8,727,874				8,610,950
Effect of Dilutive Securities			209,035				298,808
Diluted EPS Shares outstanding			8,936,909				8,909,758

		2016				2015
		(in thousands)
Costs and estimated earnings in excess of billings		$	12,460			$	14,057
Billings in excess of costs and estimated earnings			(83	)			(1,128	)
Net asset		$	12,377			$	12,929

		2016				2015
Raw Materials and Component Parts		$	25,110			$	24,274
Work in Progress			12,042				9,948
Finished Goods			4,126				4,017
		$	41,278			$	38,239

		2016				2015
Buildings and building improvements		$	5,509			$	5,224
Machinery, equipment and furniture			55,874				52,987
			61,383				58,211
Less, accumulated depreciation			48,311				45,525
		$	13,072			$	12,686

Years ending
April 30,		Operating Leases
2017		$	1,713
2018			1,363
2019			600
Total future minimum lease payments		$	3,676

		April 30, 2016
						Gross				Gross				Fair
						Unrealized				Unrealized				Market
		Cost				Gains				Losses				Value
Fixed income securities		$	3,407			$	121			$	(6	)		$	3,522
Equity securities			7,197				974				(582	)			7,589
		$	10,604			$	1,095			$	(588	)		$	11,111

		April 30, 2015
						Gross				Gross				Fair
						Unrealized				Unrealized				Market
		Cost				Gains				Losses				Value
Fixed income securities		$	3,379			$	104			$	(16	)		$	3,467
Equity securities			7,018				834				(133	)			7,719
		$	10,397			$	938			$	(149	)		$	11,186

		Less than 12 months								12 Months or more								Total
		Fair				Unrealized				Fair				Unrealized				Fair				Unrealized
		Value				Losses				Value				Losses				Value				Losses
April 30, 2016
Fixed Income Securities		$	-			$	-			$	467			$	(6	)		$	467			$	(6	)
Equity Securities			574				(18	)			2,232				(564	)			2,806				(582	)
		$	574			$	(18	)		$	2,699			$	(570	)		$	3,273			$	(588	)
April 30, 2015
Fixed Income Securities		$	96			$	(1	)		$	461			$	(15	)		$	557			$	(16	)
Equity Securities			3,323				(133	)			-				-				3,323				(133	)
		$	3,419			$	(134	)		$	461			$	(15	)		$	3,880			$	(149	)

		For the years ended April 30,
		2016				2015
Proceeds		$	1,267			$	7,271
Gross realized gains		$	147			$	571
Gross realized losses		$	(16	)		$	(5	)

Current		$	1,101
Due after one year through five years			516
Due after five years through ten years			1,790
		$	3,407

		2016				2015
Vacation and other compensation		$	1,683			$	1,633
Incentive compensation			677				1,302
Payroll taxes			1,254				1,012
Deferred revenue			640				720
Warranty reserve			617				617
Cost conversion			450				450
Commissions			252				407
Other			535				489
		$	6,108			$	6,630

		Stock Options and Stock Appreciation Rights
									Weighted Average
						Weighted-			Remaining
						Average			Contractual		Aggregate
		Shares				Exercise Price			Term		Intrinsic Value
Outstanding – April 30, 2014			1,722,625			$	8.60		6.0 years
Granted			145,000				13.02
Exercised			(205,500	)			7.72				$	(1,133,640	)
Expired or Canceled			(59,000	)			14.32
Outstanding – April 30, 2015			1,603,125			$	8.90		5.8 years
Granted			72,000				12.30
Exercised			(19,500	)			9.15				$	(19,110	)
Expired or Canceled			(3,000	)			10.39
Outstanding – April 30, 2016			1,652,625			$	9.05		5.1 years		$	2,704,918
Exercisable			1,313,625			$	8.45		4.3 years		$	2,629,590
Available for future grants			16,336

		Year Ended April 30,
		2016				2015
U.S.		$	4,011			$	6,201
Foreign			(1,936	)			(1,665	)
		$	2,075			$	4,536

		2016				2015
Current:
Federal		$	1,060			$	2,170
Foreign			-				-
State			250				260
Current provision			1,310				2,430
Deferred:
Federal			(150	)			(560	)
Foreign			-				-
State			(90	)			(160	)
Deferred benefit			(240	)			(720	)
Total provision		$	1,070			$	1,710

		2016				2015
Statutory Rate		$	705			$	1,542
State and local tax			85				(126	)
Valuation allowance on deferred tax assets			833				760
Effect of foreign operations			41				73
Nondeductible expenses			166				112
Domestic production activities deduction			(159	)			(190	)
Nontaxable life insurance cash value increase			(282	)			(119	)
Tax credits			(417	)			(191	)
Other items			98				(151	)
		$	1,070			$	1,710

		2016				2015
Deferred tax assets:
Employee benefits		$	8,310			$	7,400
Inventory			1,860				1,580
Accounts receivable			490				570
Tax credits			1,260				860
Other assets			220				270
Net operating loss carryforwards			3,600				3,230
Total deferred tax asset			15,740				13,910
Deferred tax liabilities:
Marketable securities			200				270
Property, plant and equipment			750				890
Other liabilities			70				-
Deferred State Income Tax			600				-
Net deferred tax asset			14,120				12,750
Valuation allowance			(3,280	)			(2,390	)
Net deferred tax assets		$	10,840			$	10,360

		2016				2015
Deferred and prepaid income taxes		$	3,138			$	3,000
Deferred income taxes			7,702				7,360
Net deferred tax asset		$	10,840			$	10,360

		2016				2015
Net revenues:
FEI-NY		$	44,238			$	61,905
Gillam-FEI			5,942	**			8,026	**
FEI-Zyfer			12,286				9,215
Less intersegment revenues			(2,072	)**			(2,582	)**
Consolidated revenues		$	60,394			$	76,564

Operating profit (loss):
FEI-NY		$	1,228			$	4,809
Gillam-FEI			(1,451	)**			(1,706	)**
FEI-Zyfer			1,996				961
Corporate			(471	)			(389	)
Consolidated operating profit		$	1,302			$	3,675

		2016				2015
Identifiable assets:
FEI-NY (approximately $2.5 and $3 million in China)		$	62,992			$	63,541
Gillam-FEI (all in Belgium or France)			9,610				9,878
FEI-Zyfer			13,275				11,088
less intersegment receivables			(7,651	)			(8,775	)
Corporate			41,988				42,093
Consolidated identifiable assets		$	120,214			$	117,825

Depreciation and amortization (allocated):
FEI-NY		$	2,338			$	2,562
Gillam-FEI			199				208
FEI-Zyfer			160				159
Corporate			15				15
Consolidated depreciation and amortization expense		$	2,712			$	2,944

		(in thousands)
		2016				2015
Belgium		$	3,559			$	3,971
France			2,202				10,937
China			1,927				4,493
Israel			1,139				836
Russia			853				638
Germany			342				1,076
Other			1,507				1,610
		$	11,529			$	23,561

		Year Ended April 30,
		2016				2015
Balance at beginning of year		$	617			$	617
Warranty costs incurred			(322	)			(296	)
Product warranty accrual			322				296
Balance at end of year		$	617			$	617

		Change in								Foreign
		Market Value								Currency
		of Marketable								Translation
		Securities								Adjustment				Total
Balance April 30, 2014, net of taxes						$	1,016			$	2,998			$	4,014
Items of other comprehensive income (loss) before reclassification, pretax							519				(1,093	)			(574	)
Tax effect							(176	)			-				(176	)
Items of other comprehensive income (loss) before reclassification, net of taxes							343				(1,093	)			(750	)
Reclassification adjustments, pretax **			(566	)
Tax effect			192				(374	)			-				(374	)
Total other comprehensive income (loss), net of taxes							(31	)			(1,093	)			(1,124	)
Balance April 30, 2015, net of taxes							985				1,905				2,890
Items of other comprehensive income (loss) before reclassification, pretax							(150	)			(753	)			(903	)
Tax effect							51				-				51
Items of other comprehensive income (loss) before reclassification, net of taxes							(99	)			(753	)			(852	)
Reclassification adjustments, pretax **			(131	)
Tax effect			57				(74	)			-				(74	)
Total other comprehensive income (loss), net of taxes							(173	)			(753	)			(926	)
Balance April 30, 2016, net of taxes						$	812			$	1,152			$	1,964

	Page(s)
Report of Independent Registered Public Accounting Firm	21
Consolidated Balance Sheets
- April 30, 2016 and 2015	22
Consolidated Statements of Income and Comprehensive Income
- years ended April 30, 2016 and 2015	23
Consolidated Statements of Cash Flows
- years ended April 30, 2016 and 2015	24-25
Consolidated Statements of Changes in Stockholders' Equity
- years ended April 30, 2016 and 2015	26
Notes to Consolidated Financial Statements	27-45

(2) EXHIBITS
Exhibit 21	List of Subsidiaries of Registrant
Exhibit 23.1	Consent of Independent Registered Public Accounting Firm
Exhibit 31.1	Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Exhibit 31.2	Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Exhibit 32	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Exhibit 101	The following materials from the Frequency Electronics, Inc. Annual Report on Form 10-K for the year ended April 30, 2016 formatted in eXtensible Business Reporting Language (XBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income and Comprehensive Income, (iii) Consolidated Statements of Cash Flows, (iv) Consolidated Statement of Changes in Stockholders’ Equity and (v) Notes to Consolidated Financial Statements

	FREQUENCY ELECTRONICS, INC.
By:	/s/ Martin B. Bloch
	Martin B. Bloch
	President and CEO
By:	/s/ Steven L. Bernstein
	Steven L. Bernstein
	Chief Financial Officer

Signature		Title		Date
/s/ Joel Girsky		Chairman of the Board		7/29/16
Joel Girsky
/s/ Joseph P. Franklin		Director		7/29/16
Joseph P. Franklin
/s/ S. Robert Foley		Director		7/29/16
S. Robert Foley
/s/ Richard Schwartz		Director		7/29/16
Richard Schwartz
/s/ Martin B. Bloch		President and CEO		7/29/16
Martin B. Bloch		(Principal Executive Officer)
/s/ Steven L. Bernstein		Chief Financial Officer		7/29/16
Steven L. Bernstein

Exhibit No. in
this Form 10-K		Description of Exhibit		NOTE
2.1		Stock Purchase Agreement, dated as of February 21, 2012, by and among the Registrant, Elcom Technologies Inc. and the stockholders of Elcom Technologies Inc. identified on the signature pages thereto		(12)
3.1		Copy of Certificate of Incorporation of the Registrant filed with the Secretary of State of Delaware		(1)
3.2		Amendment to Certificate of Incorporation of the Registrant filed with the Secretary of State of Delaware on March 27, 1981		(2)
3.3		Amendment to Certificate of Incorporation of the Registrant filed with Secretary of State of Delaware on October 26, 1984		(5)
3.4		Amendment to Certificate of Incorporation of the Registrant filed with the Secretary of State of Delaware on October 22, 1986		(7)
3.5		Amended and Restated Certificate of Incorporation of the Registrant filed with the Secretary of State of Delaware on October 26, 1987		(9)
3.6		Amended Certificate of Incorporation of the Company filed with the Secretary of State of Delaware on November 2, 1989		(9)
3.7		Copy of By-Laws of the Registrant, as amended to date		(3)
4.1		Specimen of Common Stock certificate		(1)
10.1		Registrant’s 1997 Independent Contractor Stock Option Plan		(10)
10.8		Employment agreement between Registrant and Harry Newman		(4)
10.9		Employment agreement between Registrant and Marcus Hechler		(4)
10.10		Employment agreement between Registrant and Charles Stone		(8)
10.13		Lease agreement between Registrant and Reckson Operating Partnership, L.P. dated January 6, 1998		(11)
10.16		Registrant’s Cash or Deferral Profit Sharing Plan and Trust under Internal Revenue Code Section 401, dated April 1, 1985		(6)
10.21		Form of Agreement concerning Executive Compensation		(2)
10.23		Registrant’s Senior Executive Stock Option Plan		(8)

Exhibit No. in
this Form 10-K		Description of Exhibit		NOTE
10.24		Amendment dated Jan. 1, 1988 to Registrant’s Cash or Deferred Profit Sharing Plan and Trust under Section 401  of Internal Revenue Code		(8)
10.25		Executive Incentive Compensation Plan between Registrant and various employees		(8)
21		List of Subsidiaries of Registrant		Filed herewith
23.1		Consent of Independent Registered Public Accounting Firm to incorporation by reference of its 2016 audit report in Registrant’s Form S-8 Registration Statements.		Filed herewith
31.1		Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		Filed herewith
31.2		Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002		Filed herewith
32		Certifications of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002		Filed herewith
101		The following materials from the Frequency Electronics, Inc. Annual Report on Form 10-K for the fiscal year ended April 30, 2016 formatted in eXtensible Business Reporting Language (XBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income and Comprehensive Income , (iii) Consolidated Statements of Cash Flows, (iv) Consolidated Statement of Changes in Stockholders’ Equity and (v) Notes to Consolidated Financial Statements