UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
- --- OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 2,1999
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. 0-14800
X-RITE, INCORPORATED
(Exact name of registrant as specified in its charter)
Michigan 38-1737300
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
3100 44th Street, SW, Grandville, Michigan 49418
(Address of principal executive offices) (Zip Code)
(616) 534-7663
(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 ______
The number of shares outstanding of registrant's common stock, par value $.10
per share, at November 2, 1999 was 21,234,856 shares.
Exhibit Index on page 16.
-1-
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
X-RITE, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
October 2, January 2,
1999 1999
----------- -----------
(Unaudited)
ASSETS
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 4,287,000 $ 1,536,000
Short-term investments 21,221,000 19,268,000
Accounts receivable, less allowances of
$869,000 in 1999 and $798,000 in 1998 18,772,000 19,589,000
Inventories 15,710,000 15,871,000
Deferred tax assets 1,678,000 1,495,000
Prepaid expenses and other current assets 1,787,000 980,000
----------- -----------
Total current assets 63,455,000 58,739,000
PROPERTY AND EQUIPMENT, at cost 41,067,000 37,337,000
Less accumulated depreciation (22,046,000) (19,553,000)
----------- -----------
19,021,000 17,784,000
OTHER ASSETS:
Costs in excess of net assets acquired 8,175,000 8,572,000
Cash value of life insurance 6,589,000 3,091,000
Other noncurrent assets 7,037,000 7,258,000
----------- -----------
21,801,000 18,921,000
----------- -----------
$104,277,000 $95,444,000
============ ===========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
-2-
<PAGE>
X-RITE, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS--Continued
<TABLE>
October 2, January 2,
1999 1999
----------- -----------
(Unaudited)
LIABILITIES AND SHAREHOLDERS' INVESTMENT
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable $ 2,339,000 $ 1,772,000
Accrued liabilities--
Payroll and employee benefits 1,881,000 1,618,000
Income taxes - 309,000
Other accrued liabilities 2,014,000 1,626,000
----------- -----------
Total current liabilities 6,234,000 5,325,000
VALUE OF SHARES SUBJECT TO
REDEMPTION AGREEMENTS 45,400,000 45,400,000
SHAREHOLDERS' INVESTMENT:
Common stock 1,668,000 1,664,000
Additional paid-in capital 8,353,000 8,143,000
Retained earnings 47,636,000 39,793,000
Shares in escrow (4,812,000) (4,794,000)
Cumulative translation adjustment (202,000) (87,000)
----------- -----------
52,643,000 44,719,000
----------- -----------
$104,277,000 $95,444,000
=========== ===========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
-3-
<PAGE>
X-RITE, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
<TABLE>
Three Months Ended Nine Months Ended
October 2, October 3, October 2, October 3,
1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net sales $23,764,000 $21,461,000 $71,783,000 $69,384,000
Cost of sales 8,344,000 7,476,000 24,401,000 23,697,000
----------- ----------- ----------- -----------
Gross profit 15,420,000 13,985,000 47,382,000 45,687,000
Operating expenses:
Selling & marketing 4,695,000 4,660,000 14,627,000 14,792,000
Engineering, general
& administrative 4,094,000 5,031,000 12,420,000 12,916,000
Research & development 2,018,000 2,011,000 6,390,000 6,105,000
Write-down of digital
imaging assets - 6,694,000 - 6,694,000
----------- ----------- ----------- -----------
10,807,000 18,396,000 33,437,000 40,507,000
----------- ----------- ----------- -----------
Operating
income (loss) 4,613,000 (4,411,000) 13,945,000 5,180,000
Other income 181,000 96,000 593,000 291,000
----------- ----------- ----------- -----------
Income (loss)before
income taxes 4,794,000 (4,315,000) 14,538,000 5,471,000
Income taxes 1,690,000 (1,467,000) 5,125,000 1,860,000
----------- ----------- ----------- -----------
NET INCOME (LOSS) $ 3,104,000 $(2,848,000) $ 9,413,000 $ 3,611,000
=========== =========== =========== ===========
Earnings (Loss) per share:
Basic $.15 $(.14) $.45 $.17
==== ===== ==== ====
Diluted $.14 $(.14) $.43 $.17
==== ===== ==== ====
Cash dividends per share $.025 $.025 $.075 $.075
===== ===== ===== =====
</TABLE>
See accompanying notes to condensed consolidated financial statements.
-4-
<PAGE>
X-RITE, INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
Nine Months Ended
October 2, October 3,
1999 1998
---------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES $14,496,000 $14,414,000
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sales of investments 19,875,000 3,823,000
Proceeds from maturities of investments 1,098,000 1,930,000
Purchases of investments (22,934,000) (9,738,000)
Capital expenditures (3,889,000) (2,371,000)
Acquisitions, less cash acquired - (382,000)
Purchases of other assets (1,037,000) (1,075,000)
Increase in cash value of life insurance (3,498,000) (3,009,000)
Other investing activities 80,000 44,000
---------- ----------
Net cash and cash equivalents provided
by (used for) investing activities (10,305,000) (10,778,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid (1,589,000) (1,587,000)
Issuance of common stock 214,000 213,000
---------- ----------
Net cash and cash equivalents
used for financing activities (1,375,000) (1,374,000)
EFFECT OF EXCHANGE RATE CHANGES ON CASH
AND CASH EQUIVALENTS (65,000) 153,000
---------- ----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 2,751,000 2,415,000
CASH AND CASH EQUIVALENTS AT BEGINNING
OF YEAR 1,536,000 2,808,000
---------- ----------
CASH AND CASH EQUIVALENTS AT END OF QUARTER $4,287,000 $5,223,000
========== ==========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
-5-
<PAGE>
X-RITE, INCORPORATED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1--BASIS OF PRESENTATION
The condensed consolidated financial statements included herein have been
prepared by X-Rite Incorporated ("X-Rite" or the "Company"), without audit,
pursuant to the rules and regulations of the Securities and Exchange Commission.
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, although
the Company believes that the disclosures are adequate to make the information
presented not misleading. It is suggested that these condensed consolidated
financial statements be read in conjunction with the consolidated financial
statements and notes thereto included in X-Rite's 1998 annual report on Form
10-K.
In the opinion of management, the accompanying unaudited condensed consolidated
financial statements contain all adjustments necessary to present fairly the
financial position of the Company as of October 2, 1999 and the results of its
operations and its cash flows for the three and nine month periods ended October
2, 1999 and October 3, 1998. All such adjustments are of a normal and recurring
nature.
NOTE 2--INVENTORIES
Inventories consisted of the following:
<TABLE>
October 2, January 2,
1999 1999
----------- -----------
<S> <C> <C>
Raw materials $ 6,420,000 $ 6,575,000
Work in process 5,257,000 5,623,000
Finished goods 4,033,000 3,673,000
----------- -----------
$15,710,000 $15,871,000
=========== ===========
</TABLE>
-6-
<PAGE>
X-RITE, INCORPORATED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), continued
NOTE 3--EARNINGS PER SHARE
Basic earnings per share ("EPS") is computed by dividing net income by the
weighted-average number of common shares outstanding in each quarter. Diluted
EPS is computed by dividing net income by the weighted-average number of common
shares outstanding plus all shares that would have been outstanding if every
potentially dilutive common share had been issued. The following table
reconciles the numerators and denominators used in the calculations of basic and
diluted EPS for each period presented in the accompanying financial statements:
<TABLE>
Three Months Ended Nine Months Ended
October 2, October 3, October 2, October 3,
1999 1998 1999 1998
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Numerators:
Net income numerators
for both basic and
diluted EPS $3,104,000 $(2,848,000) $9,413,000 $3,611,000
========== ========== ========== ==========
Denominators:
Denominators for basic
EPS; weighted average
common shares
outstanding 20,952,174 20,914,374 20,941,646 20,910,829
Potentially
dilutive shares-
Shares subject to
redemption agreements 1,150,235 - 1,072,438 -
Stock options 8,389 - 9,312 71,635
---------- ---------- ---------- ----------
Denominators for
diluted EPS 22,110,798 20,914,374 22,023,396 20,982,464
========== ========== ========== ==========
</TABLE>
During the third quarter of 1999, certain shares subject to redemption
agreements (see Note 5) were considered dilutive. Certain exercisable stock
options were not included in the calculation of diluted EPS because option
prices were greater than the average market prices for the periods presented.
The number of stock options not included in the calculation of diluted EPS and
the range of exercise prices was 991,900 and $7.03 - $19.50 in 1999, and 583,000
and $14.50 - $19.50 in 1998.
-7-
<PAGE>
X-RITE, INCORPORATED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED), continued
NOTE 4--COMPREHENSIVE INCOME
Comprehensive income (loss) consisted of net income and foreign currency
translation adjustments, and was $3,470,000 and $9,298,000 for the three and
nine month periods ended October 2, 1999; and $(2,609,000) and $4,115,000 for
the three and nine month periods ended October 3, 1998.
NOTE 5--VALUE OF SHARES SUBJECT TO REDEMPTION AGREEMENTS
In January of 1998 the Company entered into agreements with its founding
shareholders for the future repurchase of 4.54 million shares, or 21.4 percent,
of the Company's outstanding stock. The stock purchases will occur following the
later of the death of each founder and his spouse. The cost of the repurchase
agreements will be funded by proceeds from life insurance policies the Company
has purchased on the lives of certain of these individuals. The price the
Company will pay the founders' estates for these shares will reflect a 10
percent discount from the average closing price for the ninety trading days
preceding the later death of the founder and his spouse. The discounted price
may not be less than $10 per share or more than $25 per share. The closing price
of the Company's common stock on the day the agreements were announced was
$18.75.
The shares subject to the agreements have been reclassified on the October 2,
1999 balance sheet to a temporary equity account entitled "Value of Shares
Subject to Redemption Agreements." The reclassification of $45,400,000 was
determined by multiplying the applicable shares by the minimum redemption price
of $10, since the average closing price of the Company's common stock, after
applying the 10 percent discount, for the ninety trading days preceding October
2, 1999 was less than $10.
NOTE 6--SHARES IN ESCROW
During 1997, the Company acquired substantially all the assets of Light Source
Computer Images, Inc. The asset purchase agreement provides for future
contingent consideration if net sales of certain products reaches or exceeds
agreed upon sales goals during twelve month periods that end in July 1998, 1999
and 2000. The Company established an escrow fund equal to the maximum contingent
cash consideration that could be earned by the sellers. The investment of escrow
funds must be made in accordance with the terms of an escrow agreement, which
allows for certain money market securities or X-Rite common stock. On October 2,
1999, the escrow fund held 257,064 shares of X-Rite common stock at a cost of
$4,769,000, plus $44,000 in dividends received. Accordingly, that portion of the
escrow fund is presented in the accompanying balance sheet as a reduction to
shareholders' investment. This contractual agreement remains in effect until
July of 2000.
-8-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
FINANCIAL CONDITION AND LIQUIDITY
Cash provided by operating activities in the first nine months of 1999 totaled
$14.5 million. The primary source of cash was net income earned during the
period. Included in net income were certain accounting charges that did not
require the use of cash. The largest non-cash accounting charges, which totaled
$4.1 million, were depreciation and amortization.
Following short-term investment transactions and capital expenditures, the most
significant investing activity during the first nine months of 1999 was the
payment of life insurance premiums in connection with agreements the Company
entered into with its founding shareholders for the future redemption of 4.54
million shares, or 21.4 percent, of the Company's outstanding stock. The stock
redemptions will occur following the later of the death of each founder and his
spouse. The cost of the redemption agreements will be funded by proceeds from
life insurance policies the Company has purchased on the lives of certain of
these individuals. Of the $4.3 million of premiums paid in the first quarter,
approximately $3.5 million represented cash surrender value and has been
recorded as a noncurrent asset on the Company's balance sheet.
Capital expenditures in the first nine months of 1999 totaled $3.9 million and
consisted mainly of building improvements, and machinery and equipment. X-Rite
currently anticipates capital expenditures for the remainder of 1999 will be
approximately $400,000 and will consist principally of building improvements,
machinery, equipment, and computer hardware and software.
Dividends of $1.6 million were paid during the first nine months of 1999 which
is equal to an annual rate of 10 cents per share. The Board of Directors intends
to continue paying dividends at this rate in the foreseeable future.
Management expects that X-Rite's current liquidity, combined with cash flow from
future operations and the Company's $20 million revolving credit agreement, will
be sufficient to finance the Company's operations, life insurance premiums,
capital expenditures and dividends for the foreseeable future. In the event more
funds are required, additional short or long-term borrowing arrangements are the
most likely alternatives for meeting liquidity and capital resource needs.
-9-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations, continued
RESULTS OF OPERATIONS
Net Sales:
Third quarter and year-to-date 1999 consolidated net sales were 10.7% and 3.5%
higher respectively, than the same periods a year ago. During the third quarter
there were changes in product mix compared to the prior year; coatings,
printing, and Labsphere sales increased 31.1%, 8.4% and 18.8%, respectively,
while imaging sales were down 11.4%. On a year-to-date basis, however, product
mix was comparable to the prior year. Geographically, sales increased in all
regions except Europe which declined 5.4%.
Cost of Sales and Gross Profit:
Gross profit margins did not change significantly between the periods being
reported. In 1999, gross profit margins were 64.9% for the quarter and 66.0%
year-to-date, compared to 65.2% for the quarter and 65.8% year-to-date in 1998.
Although third quarter sales mix changed somewhat from the prior year, overall
gross margin percentages remained consistent.
Operating Expenses:
Sales and marketing activities in 1999 have been funded at levels essentially
comparable to 1998. In 1998 the Company deliberately stepped up programs aimed
at developing long-term growth opportunities, and that strategy has continued
throughout 1999. Sales and marketing expenses in the third quarter were
approximately the same as the prior year, while expenses year-to-date were down
1.1% compared to 1998.
In year over year comparisons, engineering, general and administrative ("EG&A")
expenses were 18.6% lower in the third quarter and slightly lower year to date.
EG&A expenses in the quarter have been affected by reduced spending at our
foreign offices, staff reductions, and lower operating costs for domestic
operations.
Research and development expenses were approximately the same as third quarter
1998, and increased 4.7% on a year to date basis as compared to 1998. The
Company has made a conscious decision to continue increasing funding for
research activities in order to boost efforts aimed at expediting new product
introductions.
-10-
<PAGE>
Item 2. Management's Discussion and Analysis of Results
of Operations and Financial Condition, continued
RESULTS OF OPERATIONS, continued
Other Income:
Other income consisted mainly of interest earnings from invested funds. Interest
income in the third quarter and year to date was higher than comparable periods
in 1998 due to an increase in funds available for investment.
Net Income:
The Company recorded net income of $3,104,000 for the three months ended October
2, 1999 compared to a pro forma net income of $1,503,000 in the same period of
1998. Pro forma net income for the third quarter of 1998 excludes an after-tax
asset write off of $4.4 million. Including the write off, the Company reported a
net loss of $2,848,000 for the period. For the quarter, fully diluted earnings
per share was $.14 for 1999 compared to a pro forma per share income of $.07 in
1998. Including the asset write off, the fully diluted per share basis for third
quarter 1998 was $(.14).
For the first nine months of 1999, net income was $9,413,000, or $.43 per share
diluted, compared to pro forma net income of $7,962,000, or $.38 per share in
1998. Including the after-tax write off previously noted net income for the
first nine months of 1998 was $3,611,000 or $.17 per share diluted. The average
number of common and common equivalent shares outstanding was higher in 1999 due
to the dilutive effect of shares subject to redemption (see Note 3).
-11-
<PAGE>
Item 2. Management's Discussion and Analysis of Results
of Operations and Financial Condition, continued
YEAR 2000 READINESS DISCLOSURE
X-Rite is actively engaged in taking steps to insure that information technology
("IT") systems, products, embedded technology and material third parties are all
prepared to process date-related information in the Year 2000 ("Y2K"). X-Rite's
senior management has assembled a project team to address Y2K issues at the
Company's world headquarters and at all subsidiary locations. The Y2K project
team has completed readiness assessment and has developed remediation solutions.
Implementation and testing of remediation solutions is substantially complete.
Essential readiness issues were resolved in the third quarter of 1999; execution
of those solutions has been substantially completed. Outstanding issues, which
are considered minor, will be completed in the fourth quarter of 1999.
Contingency planning is ongoing and will continue throughout the remainder of
1999.
Company's State of Readiness:
X-Rite's Y2K project team has developed a plan to inventory, assess, correct and
test all technology that may be impacted by Y2K issues. The four primary areas
covered by the plan are as follows:
IT Systems-
Mainframe IT systems have been certified as Y2K ready by hardware and
software system providers. All essential network, desktop and communication
systems have been inventoried and assessed; remediation solutions for these
systems are readily available and are expected to be completed on schedule.
Products-
Remediation solutions are being limited to current products produced or
supported. Products that have reached the end of the support period, or
will reach the end of the support period by the year 2000, have not been
included in the assessment process. All of the Company's currently
supported products have been assessed for Y2K readiness. All products have
been remediated (if necessary) and tested.
Physical Plant-
Embedded technology in facilities systems, machinery and equipment has been
inventoried and assessed. All Y2K readiness issues have been identified and
remediated, as necessary.
Third Parties-
The Company has sent questionnaires to its suppliers regarding Y2K
readiness and has followed up with second requests to nonrespondents. Extra
attention has been paid to suppliers that are considered essential for
preventing material interruptions in X-Rite's business operations. Y2K
readiness is also being discussed with certain strategic customers. The
assessment has been completed and Y2K readiness maintained whenever changes
are made to our supplier list.
-12-
<PAGE>
Item 2. Management's Discussion and Analysis of Results
of Operations and Financial Condition, continued
YEAR 2000 READINESS DISCLOSURE, continued
Costs to Address the Company's Y2K Issues:
Based on costs incurred to date, the Company does not believe expenses related
to Y2K readiness will be material to the results of its operations, financial
position or cash flows. Although the Company purchased new mainframe hardware
and software in 1995, it did not accelerate the timing of replacing these
systems in order to accommodate Y2K readiness.
Risks of the Company's Y2K Issues:
The Company believes that it will complete the essential elements of its Y2K
project on schedule. However, due to the uncertain and unprecedented nature of
the Y2K problem, and the uncertainty of Y2K readiness of third party suppliers
and customers, the Company is not able to provide assurance at this time that
the consequences of Y2K interruptions will not have a material impact on its
results of operations, financial position or cash flows.
Possible consequences of Y2K interruptions include, but are not limited to, a
temporary inability to manufacture or ship product; process transactions;
communicate with customers, suppliers, subsidiary locations and employees; or
conduct other similar corporate activities in a normal business environment.
Company's Contingency Plans:
Contingency plans for Y2K-related interruptions are currently being developed
and include, but will not be limited to, developing emergency backup and
recovery procedures for internal systems as well as utility and other
infrastructure issues, and identifying alternate suppliers. Planning is ongoing
and is scheduled to continue up to and through the Y2K event.
The preceding Year 2000 Readiness Disclosure is based in part upon information
provided by certain of the Company's IT suppliers, third party service providers
and various other vendors without independent verification by the Company.
SAFE HARBOR PROVISIONS UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT
OF 1995.
Statements in this filing that are not historical facts are forward-looking
statements, which involve risks and uncertainties that could affect the
Company's results of operations, financial position and cash flows. Actual
results may differ materially from those projected in the forward-looking
statements, due to a variety of factors, some of which may be beyond the control
of the Company. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this report.
-13-
<PAGE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) See Exhibit Index on Page 16 of this Form 10-Q report.
(b) There were no reports on Form 8-K filed by the Registrant during
the quarter ended October 2, 1999.
-14-
<PAGE>
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.
X-RITE, INCORPORATED
November 15, 1999 /s/ Richard E. Cook
Richard E. Cook
President and Chief
Operating Officer
November 15, 1999 /s/ Duane F. Kluting
Duane F. Kluting
Vice President and
Chief Financial Officer
-15-
<PAGE>
EXHIBIT INDEX
3(a) Restated Articles of Incorporation (filed as exhibit to Form S-18
dated April 10, 1986 (Registration No. 33-3954C) and incorporated
herein by reference)
3(b) Certificate of Amendment to Restated Articles of Incorporation adding
Article IX (filed as exhibit to Form 10-Q for the quarter ended June
30, 1987 (Commission File No. 0-14800) and incorporated herein by
reference)
3(c) Certificate of Amendment to Restated Articles of Incorporation
amending Article III (filed as exhibit to Form 10-K for the year ended
December 31, 1995 (Commission File No. 0-14800) and incorporated
herein by reference)
3(d) Certificate of Amendment to Restated Articles of Incorporation
amending Article IV (filed as exhibit to Form 10-K for the year ended
January 2, 1999 (Commission File No. 0-14800) and incorporated herein
by reference)
3(e) Bylaws, as amended and restated January 20, 1998 (filed as exhibit to
Form 10-K for the year ended January 3, 1998 (Commission File No.
0-14800) and incorporated herein by reference)
4 X-Rite, Incorporated common stock certificate specimen (filed as
exhibit to Form 10-Q for the quarter ended June 30, 1986 (Commission
File No. 0-14800) and incorporated herein by reference)
The following material contracts identified with "*" preceding the exhibit
number are agreements or compensation plans with or relating to executive
officers, directors or related parties.
*10(a) X-Rite, Incorporated Amended and Restated Outside Director Stock
Option Plan, effective as of September 17, 1996 (filed as exhibit to
Form 10-Q for the quarter ended September 30, 1996 (Commission File
No. 0-14800) and incorporated herein by reference)
*10(b) X-Rite, Incorporated Cash Bonus Conversion Plan (filed as Appendix A
to the definitive proxy statement dated April 8, 1996 relating to the
Company's 1996 annual meeting (Commission File No. 0-14800) and
incorporated herein by reference)
*10(c) Form of Indemnity Contract entered into between the registrant and
members of the board of directors (filed as exhibit to Form 10-Q for
the quarter ended June 30, 1996 (Commission File No. 0-14800) and
incorporated herein by reference)
-16-
<PAGE>
EXHIBIT INDEX
- --------------------------------------------------------------------------
*10(d) Employment Agreement dated April 17,1998 between the registrant
and Richard E. Cook (filed as exhibit to Form 10-K for the year
ended January 2, 1999 (Commission File No. 0-14800) and
incorporated herein by reference)
*10(e) Form of X-Rite, Incorporated Founder's Redemption Agreement entered
into between the registrant and certain persons, together with a list
of such persons (filed as exhibit to Form 10-Q for the quarter ended
July 3, 1999 (Commission File No. 0-14800)and incorporated herein by
reference)
*10(f) First Amendment to X-Rite, Incorporated Founder's Redemption Agreement
dated July 16, 1999 between the registrant and Ted Thompson (filed as
exhibit to Form 10-Q for the quarter ended July 3, 1999 (Commission
File No. 0-14800) and incorporated herein by reference)
*10(g) Chairman's Agreement dated July 16,1999 between the registrant and Ted
Thompson (filed as exhibit to Form 10-Q for the quarter ended July 3,
1999 (Commission File No. 0-14800) and incorporated herein by
reference)
10(h) Asset Purchase Agreement entered into between Light Source
Acquisition Company and Light Source Computer Images, Inc.
including Escrow Agreement by and between Light Source
Acquisition Company and Light Source Computer Images, Inc. and
U.S. Trust Company of California, N.A. (filed as exhibit to
Form 8-K dated June 2, 1997 (Commission File No. 0-14800) and
incorporated herein by reference)
27 Financial Data Schedule
-17-
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-01-2000
<PERIOD-END> OCT-02-1999
<CASH> 4,287,000
<SECURITIES> 21,221,000
<RECEIVABLES> 19,641,000
<ALLOWANCES> 869,000
<INVENTORY> 15,710,000
<CURRENT-ASSETS> 63,455,000
<PP&E> 41,067,000
<DEPRECIATION> 22,046,000
<TOTAL-ASSETS> 104,277,000
<CURRENT-LIABILITIES> 6,234,000
<BONDS> 0
0
0
<COMMON> 1,668,000
<OTHER-SE> 96,375,000
<TOTAL-LIABILITY-AND-EQUITY> 104,277,000
<SALES> 71,783,000
<TOTAL-REVENUES> 71,783,000
<CGS> 24,401,000
<TOTAL-COSTS> 24,401,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 158,000
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 14,538,000
<INCOME-TAX> 5,125,000
<INCOME-CONTINUING> 9,413,600
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9,413,000
<EPS-BASIC> .45
<EPS-DILUTED> .43
</TABLE>
