GENLYTE GROUP INC
10-Q, 1999-08-17
ELECTRIC LIGHTING & WIRING EQUIPMENT
Previous: STOCKSCAPECOM TECHNOLOGIES INC, 10-Q, 1999-08-17
Next: SUNSHINE MINING & REFINING CO, 424B3, 1999-08-17




================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

                QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934

                       For the quarter ended July 3, 1999

                         Commission File Number 0-16960

                                 ---------------


                         THE GENLYTE GROUP INCORPORATED
                                AND SUBSIDIARIES

                              4360 BROWNSBORO ROAD
                              LOUISVILLE, KY 40207
                                 (502) 893-4600


        INCORPORATED IN DELAWARE                          I.R.S. EMPLOYER
                                            IDENTIFICATION NO. 22-2584333


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 THE  ISSUER'S  COMMON STOCK AS OF JULY 29,
1999 WAS 13,773,146.

================================================================================

<PAGE>


                 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
                                    FORM 10-Q
                       FOR THE QUARTER ENDED JULY 3, 1999


                                      INDEX


PART I.  FINANCIAL INFORMATION

         ITEM 1.  FINANCIAL STATEMENTS

           Consolidated Statements of Income for the three
             months ended July 3, 1999 and July 4, 1998........................1

           Consolidated Statements of Income for the six
             months ended July 3, 1999 and July 4, 1998........................2

           Consolidated Balance Sheets as of
             July 3, 1999 and December 31, 1998................................3

           Consolidated Statements of Cash Flows for the six
             months ended July 3, 1999 and July 4, 1998........................4

           Notes to Consolidated Interim Financial Statements..................5

         ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS .......................10


PART II. OTHER INFORMATION

         ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF
                  SECURITY HOLDERS............................................13

         ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K............................13

         Signatures...........................................................14

         Exhibit 27: Financial Data Schedule..................................15

<PAGE>
 PART I.  FINANCIAL INFORMATION

 ITEM 1.  FINANCIAL STATEMENTS

                 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
            FOR THE THREE MONTHS ENDED JULY 3, 1999 AND JULY 4, 1998
                     (000'S OMITTED, EXCEPT PER SHARE DATA)
                                   (Unaudited)


                                                           1999           1998
                                                         -----------------------
Net sales                                                $243,645       $130,327
    Cost of sales                                         164,175         84,634
                                                         -----------------------
Gross profit                                               79,470         45,693
    Selling and administrative expenses                    58,426         33,354
                                                         -----------------------
Operating profit                                           21,044         12,339
    Interest expense, net                                   1,075            980
    Minority interest                                       6,181             --
                                                         -----------------------
Income before income taxes                                 13,788         11,359
    Income tax provision                                    5,928          4,884
                                                         -----------------------
Net income                                               $  7,860       $  6,475
                                                         =======================

Earnings per share
    Basic                                                $   0.57       $   0.47
    Diluted                                              $   0.57       $   0.47


                  The accompanying notes are an integral part
                  of these consolidated financial statements.

                                       1
<PAGE>


                 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
             FOR THE SIX MONTHS ENDED JULY 3, 1999 AND JULY 4, 1998
                     (000'S OMITTED, EXCEPT PER SHARE DATA)
                                   (Unaudited)


                                                           1999           1998
                                                         -----------------------
Net sales                                                $481,121       $260,451
     Cost of sales                                        324,273        170,282
                                                         -----------------------
Gross profit                                              156,848         90,169
     Selling and administrative expenses                  116,892         66,205
                                                         -----------------------
Operating profit                                           39,956         23,964
     Interest expense, net                                  2,271          1,824
     Minority interest                                     11,695             --
                                                         -----------------------
Income before income taxes                                 25,990         22,140
     Income tax provision                                  11,175          9,519
                                                         -----------------------
Net income                                               $ 14,815       $ 12,621
                                                         =======================

Earnings per share
     Basic                                               $   1.07       $   0.93
     Diluted                                             $   1.07       $   0.92


                   The accompanying notes are an integral part
                   of these consolidated financial statements.

                                       2
<PAGE>


<TABLE>
<CAPTION>
                 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                    AS OF JULY 3, 1999 AND DECEMBER 31, 1998
                                 (000'S OMITTED)


                                                             (Unaudited)
                                                              7/3/99     12/31/98
                                                             ---------------------
<S>                                                           <C>        <C>
ASSETS:
CURRENT ASSETS:
     Cash and cash equivalents                                $  6,548   $  8,555
     Accounts receivable, less allowance for doubtful
         accounts of $10,517 and $10,907, respectively         174,494    146,167
     Inventories:
         Raw materials and supplies                             45,432     43,167
         Work in process                                        14,562     14,529
         Finished goods                                         81,504     79,308
                                                              -------------------
     Total inventories                                         141,498    137,004
     Other current assets                                       26,027     25,520
                                                              -------------------
Total current assets                                           348,567    317,246
Plant and equipment, at cost                                   317,879    309,032
     Less: accumulated depreciation and amortization           209,935    203,353
                                                              -------------------
Net plant and equipment                                        107,944    105,679
Cost in excess of net assets of acquired businesses             80,350     57,944
Other assets                                                    26,588     20,733
                                                              -------------------
Total assets                                                  $563,449   $501,602
                                                              ===================

LIABILITIES & STOCKHOLDERS' INVESTMENT:
CURRENT LIABILITIES:
     Short-term borrowings                                    $    137   $  1,932
     Accounts payable                                           79,876     73,852
     Accrued expenses and current portion of long-term debt     57,165     61,430
                                                              -------------------
Total current liabilities                                      137,178    137,214
Long-term debt                                                  98,271     60,852
Deferred income taxes                                           30,168     30,293
Minority interest                                               92,235     84,649
Other liabilities                                               22,422     22,362
                                                              -------------------
Total liabilities                                              380,274    335,370
STOCKHOLDERS' INVESTMENT:
     Common stock                                                  137        136
     Additional paid-in capital                                 17,260     16,207
     Retained earnings                                         135,341    120,526
     Accumulated other comprehensive income                     30,437     29,363
                                                              -------------------
Total stockholders' investment                                 183,175    166,232
                                                              -------------------
Total liabilities & stockholders' investment                  $563,449   $501,602
                                                              ===================
</TABLE>

                   The accompanying notes are an integral part
                   of these consolidated financial statements.

                                       3
<PAGE>


<TABLE>
<CAPTION>
                 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
             FOR THE SIX MONTHS ENDED JULY 3, 1999 AND JULY 4, 1998
                                 (000'S OMITTED)
                                   (Unaudited)


                                                                     1999        1998
                                                                   --------------------
<S>                                                                <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income                                                     $ 14,815    $ 12,621
    Adjustments to reconcile net income to net cash
        provided by operating activities:
        Depreciation and amortization                                12,159       6,461
        Loss (gain) from disposal of plant and equipment                299          --
        Changes in assets and liabilities:
           Accounts receivable                                      (24,138)    (12,853)
           Inventories                                               (2,377)     (2,044)
           Other current assets                                        (160)         65
           Other assets                                              (2,243)        (80)
           Accounts payable and accrued expenses                     (2,415)     (1,161)
           Deferred income taxes                                       (249)         (4)
           Minority interest                                          7,586          --
           Other liabilities                                             60        (759)
           Minimum pension liability                                    230          --
        All other, net                                                 (726)         --
                                                                   --------------------
    Net cash provided by operating activities                         2,841       2,246
                                                                   --------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
    Acquisitions, net of cash acquired                              (31,026)         --
    Purchases of plant and equipment                                (10,435)     (7,823)
    Purchases of treasury stock                                        (253)         --
                                                                   --------------------
    Net cash used in investing activities                           (41,714)     (7,823)
CASH FLOWS FROM FINANCING ACTIVITIES:
    Stock options exercised                                           1,307         586
    Increase in debt, net                                            34,301       4,028
                                                                   --------------------
    Net cash provided by financing  activities                       35,608       4,614
                                                                   --------------------
    Effect of exchange rate changes on cash and cash equivalents      1,258        (364)
                                                                   --------------------
    Net increase (decrease) in cash and cash equivalents             (2,007)     (1,327)
    Cash and cash equivalents at beginning of period                  8,555       1,654
                                                                   --------------------
    Cash and cash equivalents at end of period                     $  6,548    $    327
                                                                   ====================

    SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
    Cash paid during the period for:
        Interest                                                   $  1,918    $  1,504
        Income taxes                                               $ 10,397    $  8,972
</TABLE>

                   The accompanying notes are an integral part
                   of these consolidated financial statements.

                                       4
<PAGE>

                 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
               NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS
                               AS OF JULY 3, 1999
                     (000'S OMITTED, EXCEPT PER SHARE DATA)
                                   (Unaudited)

1.       BASIS OF PRESENTATION
         Throughout  this Form 10-Q, the term "Company" as used herein refers to
         The Genlyte  Group  Incorporated,  including the  consolidation  of The
         Genlyte  Group  Incorporated  and Genlyte  Thomas  Group LLC.  The term
         "Genlyte" as used herein refers only to The Genlyte Group Incorporated.

         The  financial   information  included  is  unaudited;   however,  such
         information  reflects  all  adjustments  (consisting  solely  of normal
         recurring  adjustments)  which  are,  in  the  opinion  of  management,
         necessary  for a fair  statement  of results for the  interim  periods.
         These results  include the  operations of Genlyte  Thomas Group LLC for
         the first and second  quarters of 1999 but not for the first and second
         quarters of 1998.  See Note 5 regarding the formation of Genlyte Thomas
         Group LLC.

         The results of operations  for the six-month  period ended July 3, 1999
         are not  necessarily  indicative  of the results to be expected for the
         full year.

2.       USE OF ESTIMATES
         Management   of  the  Company  has  made  a  number  of  estimates  and
         assumptions relating to the reporting of assets and liabilities and the
         disclosure  of  contingent  assets and  liabilities  to  prepare  these
         financial  statements in conformity with generally accepted  accounting
         principles. Actual results could differ from these estimates.

3.       COMPREHENSIVE INCOME
         During the first  quarter of 1998,  the Company  adopted  Statement  of
         Financial Accounting Standards (SFAS) No. 130 "Reporting  Comprehensive
         Income." The  Statement  establishes  standards  for the  reporting and
         display  of  comprehensive  income  and its  components.  For the three
         months ended July 3, 1999 and July 4, 1998, total comprehensive  income
         was $8,468 and $5,851,  respectively.  For the six months ended July 3,
         1999 and July 4,  1998, total  comprehensive  income  was  $15,889  and
         $12,257, respectively.

                                       5
<PAGE>


4.       EARNINGS PER SHARE
         The  calculation  of the average  common  shares  outstanding  assuming
         dilution  for the  three  months  ended  July 3,  1999 and July 4, 1998
         follows:

<TABLE>
<CAPTION>
                                                                                       1999            1998
                                                                                    -----------    -----------
<S>                                                                                      <C>            <C>
                 Average common shares outstanding                                       13,798         13,666
                 Incremental common shares issuable:
                      Stock option plans                                                     24             33

                                                                                    -----------    -----------
                 Average common shares outstanding assuming dilution                     13,822         13,699
                                                                                    ===========    ===========

         The  calculation  of the average  common  shares  outstanding  assuming
         dilution  for the six  months  ended  July 3,  1999  and  July 4,  1998
         follows:

                                                                                       1999           1998
                                                                                    -----------    -----------
<S>                                                                                      <C>            <C>
                 Average common shares outstanding                                       13,794         13,633
                 Incremental common shares issuable:
                      Stock option plans                                                     11             21

                                                                                    -----------    -----------
                 Average common shares outstanding assuming dilution                     13,805         13,654
                                                                                    ===========    ===========
</TABLE>


5.       FORMATION OF GENLYTE THOMAS GROUP LLC

         On August 30,  1998,  Genlyte  and Thomas  Industries  Inc.  ("Thomas")
         completed the  combination of the business of Genlyte with the lighting
         business  of  Thomas  ("Thomas  Lighting"),  in the  form of a  limited
         liability  company named Genlyte  Thomas Group LLC ("Genlyte  Thomas").
         Genlyte Thomas manufactures,  sells, markets and distributes  consumer,
         commercial,  industrial  and outdoor  lighting  fixtures and  controls.
         Genlyte contributed  substantially all of its assets and liabilities to
         Genlyte  Thomas and received a 68% interest in Genlyte  Thomas.  Thomas
         contributed  substantially  all  of  its  assets  and  certain  related
         liabilities  comprising  Thomas Lighting and received a 32% interest in
         Genlyte Thomas.

                                       6
<PAGE>


         On an  unaudited  pro forma basis,  assuming  the business  combination
         described  above had occurred at the beginning of the six-month  period
         ended July 4, 1998, the results would have been:


                                                       Six Months Ended
                                                 July 3, 1999      July 4, 1998
                                                 ------------      ------------

                    Net sales                      $ 481,121         $ 459,018
                    Net income                     $  14,815         $  11,801
                    Earnings per share             $    1.07         $     .86


         The pro  forma  results  do not  purport  to  state  exactly  what  the
         Company's  results  of  operations  would  have  been had the  business
         combination in fact been consummated as of the assumed date.

6.       ACQUISITION OF LEDALITE  ARCHITECTURAL  PRODUCTS INC. AND INVESTMENT IN
         FIBRE LIGHT

         On June 30, 1999, Genlyte Thomas acquired the assets and liabilities of
         privately  held  Ledalite   Architectural  Products  Inc.,  located  in
         Vancouver Canada. For accounting  purposes,  the assets and liabilities
         acquired   are  valued  at  their  fair   values,   which  result  from
         management's   preliminary   determination   of   purchase   accounting
         adjustments  and are  based  upon  available  information  and  certain
         assumptions   that   management    considers   reasonable   under   the
         circumstances.  Consequently, the determination of these fair values as
         reflected in the balance sheet are subject to change.

         On May 10, 1999,  Genlyte Thomas acquired a 2% interest (with rights to
         acquire  an  additional  6%) in  Fibre  Light  International,  based in
         Burleigh Heads, Queensland,  Australia. The two companies then formed a
         jointly owned limited  liability company named Fibre Light U.S. LLC, of
         which Genlyte Thomas owns 80%.

         The  purchase  price  of these  acquisitions  was  approximately  $31.5
         million, consisting of $8.5 million in cash payments and $23 million in
         borrowings.

                                       7
<PAGE>

7.       SEGMENT REPORTING

         During the fourth  quarter of 1998,  the Company  adopted  Statement of
         Financial Accounting Standards No. 131,  "Disclosures About Segments of
         an Enterprise  and Related  Information"  (SFAS No. 131). The Company's
         reportable  operating  segments  include the  Commercial  Segment,  the
         Residential   Segment,   and  the   Industrial   and   Other   Segment.
         Inter-segment  sales are eliminated in consolidation  and therefore are
         not presented in the table below.

         For the three months ended July 3, 1999 and July 4, 1998:


<TABLE>
<CAPTION>
                                                                                  Industrial
                                                   Commercial    Residential      and Other          Total
                                                   --------------------------------------------------------
<S>                                                   <C>            <C>             <C>            <C>
                   1999
                   Net sales                          175,050        35,275          33,320         243,645
                   Operating profit                    15,906         2,104           3,034          21,044

                   1998
                   Net sales                           99,359        18,123          12,845         130,327
                   Operating profit                     9,860         1,180           1,299          12,339


         For the six months ended July 3, 1999 and July 4, 1998:



                                                                                  Industrial
                                                   Commercial    Residential      and Other          Total
                                                   --------------------------------------------------------
<S>                                                   <C>            <C>             <C>            <C>
                   1999
                   Net sales                          343,563        70,185          67,373         481,121
                   Operating profit                    30,495         3,490           5,971          39,956

                   1998
                   Net sales                          197,786        36,824          25,841         260,451
                   Operating profit                    19,075         2,275           2,614          23,964

</TABLE>
                                                     8
<PAGE>


The Company has  operations  throughout  North  America.  Information  about the
Company's  operations  by  geographical  area for the three months ended July 3,
1999 and July 4, 1998 follows.  Foreign balances represent  primarily Canada and
some Mexico.

<TABLE>
<CAPTION>
                                                                     United States     Foreign       Total
                                                                     --------------------------------------
<S>                                                                      <C>            <C>         <C>
                  1999
                  Net sales                                              214,932        28,713      243,645
                  Operating profit                                        18,884         2,160       21,044
                  Assets                                                 460,604       102,845      563,449

                  1998
                  Net sales                                              113,356        16,971      130,327
                  Operating profit                                        10,947         1,392       12,339
                  Assets                                                 230,015        38,960      268,975

Information  about the  Company's  operations by  geographical  area for the six
months ended July 3, 1999 and July 4, 1998 follows:


                                                                     United States     Foreign       Total
                                                                     --------------------------------------
<S>                                                                       <C>            <C>         <C>
                  1999
                  Net sales                                              424,357        56,764      481,121
                  Operating profit                                        35,873         4,083       39,956
                  Assets                                                 460,604       102,845      563,449

                  1998
                  Net sales                                              226,293        34,158      260,451
                  Operating profit                                        21,239         2,725       23,964
                  Assets                                                 230,015        38,960      268,975
</TABLE>

                                                     9
<PAGE>


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS

RESULTS OF OPERATIONS

COMPARISON OF SECOND QUARTER 1999 TO SECOND QUARTER 1998

Net sales for the second  quarter of 1999 were  $243.6  million,  an increase of
86.9 percent from the second  quarter of 1998. Net income for the second quarter
of 1999 was $7.9  million  ($.57 per share),  a 21.4 percent  increase  over the
second  quarter  1998 net income of $6.5  million  ($.47 per  share).  Sales and
earnings for the second  quarter of 1999  included the  consolidated  results of
Genlyte  Thomas,  but earnings were reduced by Thomas'  minority  interest.  Net
sales on a  comparable  division  basis grew 5.4 percent for the second  quarter
over last year as the  commercial  construction  markets that the Company serves
continued their year-to-year growth for 1999.

Cost of sales for the  second  quarter  of 1999 was 67.4  percent  of net sales,
compared to 64.9 percent in the second  quarter of 1998.  This increase  results
from the higher mix of commodity fluorescent products in the 1999 second quarter
from Genlyte Thomas sales compared to the former Genlyte divisions.  Selling and
administrative expenses decreased to 24.0 percent of sales in the second quarter
of 1999 from 25.6 percent in the second quarter of 1998 because  expenses of the
corporate  headquarters  were lower in 1999 and sales were 86.9 percent  higher.
Operating  profit  increased 70.5 percent to $21.0 million in the second quarter
of 1999  from  $12.3  million  in the  second  quarter  of 1998  because  of the
consolidated results of Genlyte Thomas.

Interest  expense was $1.1  million in the second  quarter of 1999,  compared to
$1.0 million in the second  quarter of 1998.  Minority  interest of $6.2 million
represents  the 32 percent  interest of Thomas in the earnings of Genlyte Thomas
for the second quarter of 1999.

The effective tax rate was approximately 43.0 percent for the second quarters of
both 1999 and 1998.

The  formation of Fibre Light U.S. LLC and the  acquisition  of Ledalite are not
expected to have a material  effect on the Company's  earnings in 1999, but they
are expected to contribute to earnings in 2000 and beyond.


COMPARISON OF FIRST SIX MONTHS 1999 TO FIRST SIX MONTHS 1998

Net sales for the first six months of 1999 were $481.1  million,  an increase of
84.7  percent  from the first six  months of 1998.  Net income for the first six
months of 1999 was $14.8 million ($1.07 per share), a 17.4 percent increase over
1998 net income of $12.6  million  ($.92 per share) for the  comparable  period.
Sales and  earnings for the first six months of 1999  included the  consolidated
results  of Genlyte  Thomas,  but  earnings  were  reduced  by Thomas'  minority
interest.  Net sales on a  comparable  division  basis grew 4.8  percent for the
first six months over last year as the commercial  construction markets that the
Company serves continued their year-to-year growth for 1999.

                                       10
<PAGE>


Cost of sales for the first six  months of 1999 was 67.4  percent  of net sales,
compared to 65.4 percent in the first six months of 1998. This increase resulted
from the  higher mix of  commodity  fluorescent  products  in the 1999 first six
months from  Genlyte  Thomas  sales  compared to the former  Genlyte  divisions.
Selling and  administrative  expenses  decreased to 24.3 percent of sales in the
first  six  months of 1999 from  25.4  percent  in the first six  months of 1998
because expenses of the corporate headquarters were lower in 1999 and sales were
84.7 percent higher. Operating profit increased 66.7 percent to $40.0 million in
the first six months of 1999 from $24.0  million in the first six months of 1998
because of the consolidated results of Genlyte Thomas.

Interest  expense was $2.3 million in the first six months of 1999,  compared to
$1.8  million in the first six months of 1998,  primarily  due to an increase in
short-term  borrowings  during  the  first  quarter  of 1999  over  1998 to fund
increased  working capital.  This increase was offset somewhat by a reduction in
interest rates compared to the same period last year. Minority interest of $11.7
million  represents the 32 percent interest of Thomas in the earnings of Genlyte
Thomas for the first six months of 1999.

The effective tax rate was  approximately  43.0 percent for the first six months
of both 1999 and 1998.

LIQUIDITY AND CAPITAL RESOURCES

Cash and cash equivalents decreased to $6.5 million at July 3, 1999, compared to
$8.6 million at December 31, 1998. Total debt increased to $98.4 million at July
3, 1999, compared  to $62.8  million at  December  31,  1998.  The  increase  in
borrowings  is mainly due to working  capital  needs and the  addition  of $23.0
million debt relating to the Ledalite  acquisition.  Working  capital at July 3,
1999 was  approximately  $211.4 million,  compared to $180.0 million at December
31, 1998. Due to the seasonal  requirements of the Company's business,  accounts
receivable  and  inventory  increased  during  the  first  six  months  of 1999,
resulting  in a need for  additional  borrowings.  Cash  provided  by  operating
activities  during  the first six  months  was $2.8  million,  compared  to cash
provided by  operating  activities  of $2.2 million in the first six months last
year.  Cash used in investing  activities was $41.7  million,  primarily for the
Ledalite acquisition as well as for normal plant and equipment  purchases.  Cash
provided by financing  activities  was $35.6  million,  primarily from increased
debt referenced  above. The Company  believes that currently  available cash and
borrowing  facilities,  combined  with  internally  generated  funds,  should be
sufficient  to fund  capital  expenditures  as well as any  increase  in working
capital required to accommodate business needs in the foreseeable future.

Genlyte  Thomas has a $125 million  revolving  credit  facility  that matures in
August  2003.  Total  borrowings  under this  facility  at July 3, 1999 were $44
million, classified as long-term. The Company's remaining long-term debt at July
3,  1999  consisted  of $22.3  million  payable  to  Thomas,  $10.5  million  in
industrial  revenue  bonds,  $20.2  million  (in  Canadian  dollars)  due to the
Ledalite acquisition and $1.3 million other.

                                       11
<PAGE>


YEAR 2000 ISSUES

All  divisions  in the  Company  have  established  and  are in the  process  of
executing plans to prepare the Company's information technology (IT) systems and
non-information  technology  systems with embedded  technology (ET) for the year
2000  issue.  These  plans  encompass  the use of  both  internal  and  external
resources  to  identify,  correct  and test  systems  for year  2000  readiness.
External  resources  include  nationally  recognized  consulting firms and other
specialized technology resource providers.

The  identification  and  documentation  of  affected IT and ET  components  are
substantially complete. This inventory includes mainframe hardware and software,
personal computer hardware and software,  communications  hardware and software,
and various other devices controlled by ET (security systems, telephone systems,
HVAC systems,  manufacturing machinery,  etc.) which may contain date processing
functions.  The  assessment of this inventory with regard to year 2000 readiness
is  substantially  complete.  The  Company  has  determined  the status of these
components  with  regard  to year  2000  readiness  by  contacting  third  party
providers of these  components  or  performing  analyses  utilizing  internal or
external resources. All components identified to date as non-year 2000 compliant
have  either  been made  compliant  or are in the  process of being  replaced or
upgraded to be made compliant.

The  Company  is also  currently  addressing  the year 2000  readiness  of third
parties whose business interruption could have a material negative impact on the
Company's  business.  These parties include customers,  raw material vendors and
other service providers.  Customers,  vendors and service providers have or will
be contacted to determine their readiness.

Through  July 3,  1999 the  Company  has spent  approximately  $2.7  million  on
external  resources,  hardware  and  software  required to address the year 2000
issue.  Of this  amount,  approximately  $.8  million was spent in the first six
months of 1999. It is estimated  that an additional $.8 million will be spent in
the remainder of 1999 to attain year 2000 readiness.

Despite diligent preparation,  unanticipated  third-party failures, more general
public infrastructure failures or failure to successfully conclude the Company's
remediation  efforts as planned could have a material  adverse impact on results
of  operations,  financial  condition  and/or  cash  flows in 1999  and  beyond.
However,   management  believes  through  execution  of  this  plan,  year  2000
processing will not cause significant disruptions in the Company's business.

The statements  contained in the foregoing  year 2000  readiness  disclosure are
subject to certain  protection  under the Year 2000  Information  and  Readiness
Disclosure Act.

FORWARD-LOOKING STATEMENTS

The  statements  in  this  document  with  respect  to  future  results,  future
expectations, and plans for future activities may be regarded as forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995, and actual results may differ  materially from those  currently  expected.
The Company  makes no  commitment  to disclose any  revision to  forward-looking
statements, or any facts, events or circumstances after the date hereof that may
bear upon forward-looking statements.

                                       12
<PAGE>


PART II.  OTHER INFORMATION

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibit 27:  Financial Data Schedule

(b)  Reports on Form 8-K: None.

                                       13
<PAGE>


                                   SIGNATURES

  Pursuant to the requirements of the Securities  Exchange Act of 1934,  Genlyte
has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
thereunto duly authorized.




                                       THE GENLYTE GROUP INCORPORATED
                                       (Registrant)



     Date:  August 17, 1999            /s/ LARRY K. POWERS
                                       -----------------------------------------
                                           Larry K. Powers
                                           President and Chief Executive Officer



     Date:  August 17, 1999            /s/ WILLIAM G. FERKO
                                       -----------------------------------------
                                           William G. Ferko
                                           V. P. Finance - CFO & Treasurer


                                       14

<TABLE> <S> <C>

<ARTICLE>                                5
<CIK>                           0000833076
<NAME>                 Genlyte Group, Inc.
<MULTIPLIER>                         1,000
<CURRENCY>                             USD

<S>                             <C>
<PERIOD-TYPE>                        6-MOS
<FISCAL-YEAR-END>              DEC-31-1999
<PERIOD-START>                 JAN-01-1999
<PERIOD-END>                   JUL-03-1999
<EXCHANGE-RATE>                          1
<CASH>                               6,548
<SECURITIES>                             0
<RECEIVABLES>                      174,494
<ALLOWANCES>                        10,517
<INVENTORY>                        141,498
<CURRENT-ASSETS>                   348,567
<PP&E>                             317,879
<DEPRECIATION>                     209,935
<TOTAL-ASSETS>                     563,449
<CURRENT-LIABILITIES>              137,178
<BONDS>                             98,271
                    0
                              0
<COMMON>                               137
<OTHER-SE>                         183,038
<TOTAL-LIABILITY-AND-EQUITY>       563,449
<SALES>                            481,121
<TOTAL-REVENUES>                   481,121
<CGS>                              324,273
<TOTAL-COSTS>                      441,165
<OTHER-EXPENSES>                         0
<LOSS-PROVISION>                         0
<INTEREST-EXPENSE>                   2,271
<INCOME-PRETAX>                     25,990
<INCOME-TAX>                        11,175
<INCOME-CONTINUING>                 14,815
<DISCONTINUED>                           0
<EXTRAORDINARY>                          0
<CHANGES>                                0
<NET-INCOME>                        14,815
<EPS-BASIC>                         1.07
<EPS-DILUTED>                         1.07


</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission