<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
(MARK ONE)
/X/ Annual Report pursuant to Section 13 or 15(D) of the Securities Exchange
Act of 1934
For the fiscal year ended: December 31, 1999
/ / Transition Report pursuant to Section 13 or 15(D) of the Securities
Exchange Act of 1934
For the transition period from: _______ to _______
Commission File Number 000-21959
------------------------------
APEX INC.
(Exact name of Registrant as specified in its charter)
Washington 91-1577634
(State or other jurisdiction of (I.R.S. Employer
incorporation) Identification Number)
9911 WILLOW ROAD N.E.
REDMOND, WASHINGTON 98052
(Address of principal executive offices, including zip code)
------------------------------
Registrant's telephone number, including area code: (425) 861-5858
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act: COMMON STOCK,
NO PAR VALUE
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
--- ---
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. /X/
The aggregate market value of the voting stock held by nonaffiliates of
the Registrant, based upon the average of the high and low price of the
Common Stock on May 22, 2000, as reported by the Nasdaq National Market, was
approximately $508,804,668. Shares of Common Stock held by each executive
officer and director and by each person who owns 5% or more of the
outstanding voting stock have been excluded in that such persons may be
deemed to be affiliates. This determination of affiliate status is not
necessarily a conclusive determination for other purposes.
As of May 22, 2000, the Registrant had 21,263,819 shares of Common Stock
outstanding.
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This report on Form 10-K/A (Amendment No. 1) is being filed solely for
the purpose of including the selected quarterly financial data required by
Part II, Item 8. This amendment to the Company's Annual Report on Form 10-K,
which sets forth Item 8 of such report, does not otherwise attempt to update
the information included herein beyond the original filing date of the report.
The undersigned registrant hereby amends the following items of its
Annual Report on Form 10-K for the fiscal year ended December 31, 1999 as set
forth below:
PART II
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
SELECTED QUARTERLY FINANCIAL DATA: The following table sets forth for
the period indicated selected quarterly financial data for the Company.
<TABLE>
<CAPTION>
FISCAL YEARS BY QUARTER (UNAUDITED)
1999 1998
------------------------------------- --------------------------------------
(IN THOUSANDS, EXCEPT PER SHARE DATA)
Quarterly Data: 4TH 3RD 2ND 1ST 4TH 3RD 2ND 1ST
- -----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Net sales................ $35,129 $24,898 $26,583 $20,678 $23,491 $18,143 $18,302 $15,704
Gross margin............. 15,877 11,858 12,405 9,774 10,886 8,729 8,481 7,376
Net income .............. 7,073 5,129 5,061 3,980 4,749 4,017 3,600 3,344
Basic net income
per share.............. 0.34 0.25 0.25 0.20 0.23 0.20 0.18 0.17
Diluted net income
per share.............. 0.33 0.23 0.24 0.19 0.23 0.19 0.17 0.16
</TABLE>
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SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
APEX INC.
Date: May 25, 2000 By: /s/ KEVIN J. HAFER
--------------------------------------
Kevin J. Hafer
CHAIRMAN OF THE BOARD,
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Pursuant to requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
SIGNATURE TITLE DATE
- --------- ----- ----
Chairman of the Board,
/s/ Kevin J. Hafer President, Chief Executive
- --------------------- Officer and Director May 25, 2000
Kevin J. Hafer (Principal Executive Officer)
Chief Operating Officer, Chief
* Financial Officer and
- -------------------- Treasurer (Principal May 25, 2000
Barry L. Harmon Financial and Accounting Officer)
*
- -------------------- Director May 25, 2000
Franz Fichtner
*
- -------------------- Director May 25, 2000
Edwin L. Harper
*
- -------------------- Director May 25, 2000
William McAleer
*By: /s/ KEVIN J. HAFER
--------------------------
(Kevin J. Hafer)
Attorney-In-Fact
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INDEX TO EXHIBITS
Exhibit Page
Number Description Number
- ------------ --------------------------------------- ------
23.1 Consent of PricewaterhouseCoopers LLP,
Independent Accountants --
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Exhibit 23.1
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Forms S-8 (No. 333-24011, No. 333-24013 and No. 333-09146) of
Apex Inc. of our report dated January 24, 2000, relating to the financial
statements, which appears in this Annual Report on Form 10-K/A.
PricewaterhouseCoopers LLP
Seattle, Washington
May 25, 2000
