FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended April 30, 1997
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ________ to ___________
Commission file number: 0-3947
HACH COMPANY
(Exact name of Registrant as specified in its charter)
Delaware 42-0704420
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5600 Lindbergh Drive
Loveland, CO 80537
(Address of principal executive offices) (Zip code)
(970) 669-3050
(Registrant's telephone number including area code)
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to section 12(g) of the Act: COMMON STOCK, $1.00
PAR VALUE (Title of Class)
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. / /
1
As of July 10, 1997, 8,211,374 shares of Common Stock were outstanding.
The aggregate value of 2,513,963 shares of Common Stock held by
non-affiliates (based upon the last sales price of $20.00 on July 9, 1997,
for the Registrant's Common Stock listed in the WALL STREET JOURNAL in the
NASDAQ National Market System section on July 10, 1997) was approximately
$50,279,000.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Hach Company Annual Report to Stockholders for the year
ended April 30, 1997 (the "1997 Annual Report") are incorporated by reference
into Parts I, II and IV
Portions of the Hach Company Proxy Statement for the Annual Meeting of
Stockholders scheduled to be held September 9, 1997 (the "1997 Proxy
Statement") are incorporated by reference into Part III.
NOTE ON FORWARD-LOOKING INFORMATION
Certain statements in this Form 10-K and in the future filings by the
Company with Securities and Exchange Commission and in the Company's written
and oral statements made by or with the approval of an authorized executive
officer constitute "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934. The Company intends that such forward-looking statements be
subject to the safe harbors created thereby. Statements containing the words
and phrases "looking ahead," "projected," "we are confident," "should be,"
"will be," "predicted," "believe," "plans," "expect," "estimated" and
"anticipate" and similar expressions identify forward-looking statements.
These forward-looking statements reflect the Company's current views with
respect to future events and financial performance, but are subject to many
uncertainties and factors relating to the Company's operations and business
environment which could change at any time and which may cause the actual
results of the Company to be materially different from any future results
expressed or implied by such forward-looking statements. There are inherent
difficulties in predicting important factors. Potential risks and
uncertainties include, but are not limited to, changes in customer demand and
requirements, delays in introducing new products, foreign exchange rates, the
level of government funding, especially municipalities funding for
water-related products, changes in federal income tax laws and regulations,
competition, unanticipated expenses and delays in the integration of any
newly-acquired business, unanticipated expenses relating to plant
construction and expansion, the timing and scope of technological advances,
the ability to attract and retain skilled technical, marketing and management
personnel, ability to successfully implement its strategies and the soundness
of those strategies, conditions in the U.S. economy in general and world wide
economic and business conditions. The mix of products sold in a quarter is a
result of a combination of factors, including, but not limited to, changes in
customer demands and/or requirements, new product announcements, price
changes, changes in delivery dates, and price competition from other
suppliers. The Company undertakes no obligation to publicly update or revise
any forward-looking statements whether as a result of new information, future
events or otherwise.
PART I
ITEM 1. BUSINESS
The Registrant was incorporated in Iowa in 1951 and reincorporated in
Delaware on April 3, 1968.
Additional information required by this item appears under the heading
"Description of Business" on pages 14 and 15 of the 1997 Annual Report and as
Note 7 of the Notes to Consolidated Financial Statements, "Segment
Information," on pages 26 and 27 of the 1997 Annual Report.
The Company operates primarily in a single industry segment encompassing
laboratory instruments, process analyzers and test kits which analyze the
chemical content and other properties of water and other aqueous solutions.
This segment also encompasses the chemicals manufactured and sold by the
Company, most of which are used with the instruments and test kits
manufactured by the Company.
Sales for the Company's European subsidiary are made to European dealers
and to customers in the Middle East and Mediterranean Africa in Belgium
francs and U.S. dollars, respectively. Payments from the European subsidiary
to the U.S. parent are made in U.S. dollars and are subject to the exchange
rate in effect at the time of payment. Export transactions made to all other
parts of the world by the international staff based in Loveland, Colorado,
are conducted primarily in U.S. dollars.
The amount of sales made into the international marketplace is influenced
to some degree by the strength of the U.S. dollar against other currencies.
Other conditions which to some extent affect the sales of the Company's
products in international markets include restrictive tariff and trade
policies imposed by foreign countries, and domestic and foreign tax and
economic policies.
ITEM 2. PROPERTIES
The principal physical properties of the Registrant are as follows:
The Registrant owns a 150,000 square foot steel frame, concrete building
situated on 50 acres adjacent to the Loveland, Colorado airport at 5600
Lindbergh Drive in Loveland, Colorado. This building contains the
Registrant's executive and administrative offices and its research,
development, engineering and instrument manufacturing operations.
The Registrant also owns a 169,000 square foot building complex situated
on 45 acres at 100 Dayton Avenue in Ames, Iowa. These facilities contain
chemical manufacturing operations, a chemical research laboratory, the home
office service function and the shipping department and warehouse for all of
the products manufactured and sold by the Registrant.
2
The Registrant also owns two buildings totaling 45,000 square feet
located in Loveland, Colorado. These buildings contain the Registrant's
plastic component manufacturing operation, part of the Registrant's component
assembly operation and an employee training center.
The Registrant's wholly-owned subsidiary, Hach Europe, S.A., owns a
distribution and manufacturing plant containing approximately 44,000 square
feet in Namur, Belgium.
All of the Registrant's principal physical properties are modern and were
designed and constructed to the Registrant's specifications specifically for
use in its business.
ITEM 3. LEGAL PROCEEDINGS
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted during the fourth quarter of the fiscal year
covered by this report to a vote of security holders, through the
solicitation of proxies or otherwise.
EXECUTIVE OFFICERS OF REGISTRANT
Name Age Title
Kathryn Hach-Darrow 74 Chairman of the Board, Chief Executive Officer,
Chairman of the Executive Committee and Director
Bruce J. Hach 51 President and Chief Operating Officer and Director
Robert O. Case 75 Secretary and General Counsel
Gary R. Dreher 44 Vice President and Chief Financial Officer and
Director
Loel J. Sirovy 58 Senior Vice President, Operations
Jerry M. Churchill 57 Vice President, Domestic Sales
Randall A. Petersen 45 Vice President, Human Resources
John C. Privette 42 Vice President, Sales and Marketing
Larry D. Thompson 53 Vice President, Ames Operations
Kenneth Ogan 52 Vice President, Research and Development and Chief
Technical Officer
Brian K. Bowden 32 Vice President, Information Services
3
Kathryn Hach-Darrow has been active in the business of the Registrant
since its inception. She has served on the Board of Directors and was
responsible, prior to May 6, 1977, as Executive Vice President for certain of
the Registrant's administrative and marketing matters. On May 5, 1977, the
Board of Directors elected Mrs. Hach-Darrow President and Chief Operating
Officer. On April 28, 1983, she was elected Vice Chairman of the Board of
Directors and on February 28, 1986, she was elected Chairman of the Board,
Chief Executive Officer and Chairman of the Executive Committee and Director,
and has served in these capacities since that date.
Bruce J. Hach, son of Kathryn Hach-Darrow, joined the Registrant November
1, 1970 and served the Company in various capacities. From August 27, 1985
to February 28, 1986, he was an Assistant Vice President in charge of Human
Relations. He was elected Senior Vice President of February 28, 1986. On
April 30, 1987, he was elected a Director of the Registrant, and he was
elected Executive Vice President of the Registrant on August 27, 1987. In
August 1988, he was elected President and Chief Operating Officer of the
Registrant and has served in these capacities since that date.
Robert O. Case has been Secretary of the Registrant since May 29, 1968.
He was named General Counsel to the Registrant on August 29, 1989. From
September 1989 to February 1991, he was a shareholder of the Chicago,
Illinois law firm of Schuyler, Roche & Zwirner and a member of its management
committee. From February 1, 1991 to April 30, 1993, he was a senior member
of Walsh, Case & Brown. Since May 1, 1993, Mr. Case has been of counsel to
McBride Baker & Coles, a Chicago, Illinois law firm. Mr. Case was a director
of the Registrant from May 29, 1968, until his retirement as a Director of
the Registrant effective at the August 30, 1994 Annual Meeting of
Shareholders.
Gary R. Dreher joined the Registrant on January 17, 1977. He has held a
variety of positions since then. In September 1985, he was named Controller
for the Company. In August 1990, he was elected Vice President and Treasurer
of the Registrant. He was named Vice President and Chief Financial Officer
on November 22, 1994 and has served in that capacity since that date. He was
elected a Director of the Company at the Company's Annual Meeting of
Shareholders on August 30, 1994.
Loel J. Sirovy joined the Registrant on October 19, 1972. He has held a
number of management positions in Production and Human Relations. On
September 1, 1985, he was elected Vice President of Instrument Operations.
On April 28, 1989, he was elected Senior Vice President of Manufacturing. On
August 25, 1992, he was elected Senior Vice President of Operations of the
Registrant and has served in that capacity since that date.
Jerry M. Churchill joined the Registrant on December 1, 1977, as
Marketing Manager of Carle Instruments, Inc., which was a wholly-owned
subsidiary of the Registrant engaged in the manufacturing and sale of gas
chromatographs. On April 2, 1981, he was elected Vice President of Carle
Instruments, Inc. After Carle Instruments, Inc. was merged into Hach
Company, Mr. Churchill was made Assistant Vice President of Chromatography
Operations on September 18, 1983. On February 28, 1986, he was elected Vice
President of Domestic Sales and Marketing. On February 27, 1990, he was
elected Senior Vice President of Marketing and Sales. On August 25, 1992, he
was elected Senior Vice President of Domestic Sales of the Registrant. On
August 24, 1993, he was named Vice President of Domestic Sales of the
Registrant and has served in that capacity since that date. Mr. Churchill
was a Director of the Registrant from August 28, 1990, until his retirement
as a Director of the Registrant effective at the August 29, 1995 Annual
Meeting of Shareholders.
Randall A. Petersen joined the Registrant on October 14, 1974. He has held
a number of positions in Manufacturing and Human Resources. On April 28, 1989,
he was elected Vice President of Human Resources of the Registrant and has
served in that capacity since that date.
4
John C. Privette joined the Registrant on December 1, 1986. He has held
a number of positions in Marketing. In October 1989, he was named Director
of Domestic Marketing. On August 25, 1992, he was elected Vice President of
Marketing of the Registrant. On November 22, 1994, he was elected Vice
President of Sales and Marketing of the Registrant. On January 7, 1997, he
was named Vice President of International Sales and has served in that
capacity since that date.
Larry D. Thompson joined the Registrant on April 6, 1964. He has held a
variety of positions in Chemical Operations. In April 1991, he was named
Plant Manager of the Ames, Iowa facility. On August 25, 1992, he was elected
Vice President of Ames Operations of the Registrant and has served in that
capacity since that date.
Kenneth Ogan joined the Registrant in February 1996 as Vice President of
Research and Development and Chief Technical Officer and has served in that
capacity since that date. He most recently served as Principal Scientist,
Sales and Marketing Division and, prior to that, as Senior Manager, Advanced
Technology Group for Hitachi Instruments, Inc., where he was employed from
1989 through January 1996. Prior to joining Hitachi Instruments, Inc., he
was a Group Manager in Instrumentation and Research and Development for
Perkin-Elmer, Inc.
Brian K. Bowden joined the Registrant on January 4, 1988. He has held a
number of management positions in Research and Development, Production,
Marketing and Information Services. On January 7, 1997, he was elected Vice
President of Information Services of the Registrant and has served in that
capacity since that date.
The officers of the Company serve at the pleasure of the Board of
Directors.
PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
The information required by this item appears under the heading "Common
Stock Price Range and Dividends" on page 15 of the 1997 Annual Report and is
incorporated herein by reference.
ITEM 6. SELECTED FINANCIAL DATA
The information required by this item appears under the heading
"Comparative Financial Data - 10-Year Summary" on pages 16 and 17 of the 1997
Annual Report.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION
The information required by this item appears in the Chairman's and
President's letter "To Our Fellow Shareholders" on pages 2, 3 and 4 of the
1997 Annual Report and under the heading "Management's Discussion and
Analysis of Financial Condition and Results of Operations" on pages 13 and 14
of the 1997 Annual Report, all of which is incorporated herein by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The information required by this item appears in the Consolidated
Financial Statements and the Notes thereto on pages 18 through 27 of the 1997
Annual Report and is incorporated herein by reference.
5
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not applicable.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information required by this item appears under the heading "Election
of Directors" on pages 4 through 8 in the 1997 Proxy Statement and under the
caption "Executive Officers of the Registrant" at pages 3 through 5 at the
end of Part I of this Report and is incorporated by reference.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this item appears under the heading
"Executive Compensation" on pages 8 through 16 in the 1997 Proxy Statement,
and is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information required by this item appears under the headings "Security
Ownership of Certain Beneficial Owners and Management" at pages 2 and 3
and "Election of Directors" on pages 4 through 8 in the 1997 Proxy Statement,
and is incorporated herein by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information required by this item appears under the headings "Certain
Transactions and Business Relationships" on page 8 of the 1997 Proxy
Statement and "Compensation Committee Interlocks and Insider Participation"
on page 17 of the 1997 Proxy Statement, and each is incorporated herein by
reference.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) The following documents are filed as part of this Report on Form 10-K:
1. FINANCIAL STATEMENTS: The information required by this item appears on
the pages listed below in the 1997 Annual Report and is incorporated by
reference in response to Item 14(a) 1.
Page No. in
1997 ANNUAL REPORT
Report of Independent Accountants 18
Financial Statements:
Consolidated statements of income for the years
ended April 30, 1997, 1996 and 1995 19
Consolidated balance sheets, April 30, 1997 and 1996 20
Consolidated statements of stockholders' equity for the
years ended April 30, 1997, 1996 and 1995 21
Consolidated statements of cash flows for the years
ended April 30, 1997, 1996 and 1995 22
Notes to the consolidated financial statements 23
6
2. FINANCIAL STATEMENT SCHEDULES: None
3. EXHIBITS REQUIRED BY ITEM 601 OF REGULATION S-K: The following exhibits
are included in this Annual Report on Form 10-K. The items identified below
as Exhibits (10)c - (10)l are management contracts or compensatory plans
required to be filed as an Exhibit to this Annual Report on Form 10-K
pursuant to Item 14(c) on Form 10-K.
NO. ASSIGNED IN
EXHIBIT TABLE ON PAGE NO. IN
ITEM 601 OF REG. S-K EXHIBIT THIS REPORT
(3) a. Restated Certificate of Incorporation of the
Registrant -- hereby incorporated by
reference to Exhibit 99.2 to the Registrant's
Quarterly Report on Form 10-Q for the quarter
ended October 26, 1996, Commission File No.
0-3947.
(3) b. By-laws of the Registrant, as amended and
restated through October 26, 1996 -- hereby
incorporated by reference to Exhibit 99.3 to the
Registrant's Quarterly Report on Form 10-Q for
the year ended October 26, 1996, Commission
File No. 0-3947.
(10) c. Hach Company 1993 Stock Option Plan -- hereby
incorporated by reference to Exhibit (10)c. to the
Registrant's Annual Report on Form 10-K for the
year ended April 30, 1994, Commission File No. 0-3947.
(10) d. Form of Stock Option Agreement under 1993 Stock
Option Plan -- hereby incorporated by reference to
Exhibit (10)d. to the Registrant's Annual Report
on form 10-K for the year ended April 30, 1994,
Commission file No. 0-3947.
(10) e. Hach Company Restated 1983 Stock Option Plan --
hereby incorporated by reference to Exhibit (10) d.
to the Registrant's Annual Report on Form 10-K for
the year ended April 30, 1993, Commission File No. 0-3947.
(10) f. Form of Stock Option Agreements for 1983 Stock
Option Plan -- hereby incorporated by reference to
Exhibit (10)e. of the Registrant's Annual Report on
Form 10-K for the fiscal year ended April 30, 1991,
Commission File No. 0-3947.
7
(10) g. Hach Company Restated director's Bonus Compensation
Plan -- hereby incorporated by reference to Exhibit (10)f.
of the Registrant's Annual Report on Form 10-K for the
fiscal year ended April 30, 1991, Commission File No.
0-3947; Fifth Amendment to Directors Bonus
Compensation Plan -- hereby incorporated by reference to
Exhibit (10)g. to the Registrant's Annual Report on
Form 10-K. for the year ended April 30, 1996, Commission
File No. 0-3947.
(10) h. Executive Employment Agreements between the Company
and each of Bruce J. Hach, Richard D. Vanous, Loel J.
Sirovy, Jerry M. Churchill, Gary R. Dreher, Randall A.
Petersen, Larry D. Thompson and John C. Privette -- hereby
incorporated by reference to Exhibit 10(h). to the
Registrant's Annual Report on Form 10-K for the year ended
April 30, 1994, Commission File No. 0-3947; Executive
Employment Agreement between the Company and Kenneth
Ogan -- hereby incorporated by reference to Exhibit (10)h.
to the Registrant's Annual Report on Form 10-K for the
year ended April 30, 1996, Commission File No. 0-3947.
(10) i. Hach Company 1995 Employee Stock Purchase Plan--
hereby incorporated by reference to Exhibit (10)j. of the
Registrant's Annual Report on Form 10-K for the fiscal
year ended April 30, 1995, Commission File No. 0-3947.
(10) j. Hach Company Deferred Compensation Plan (as amended
through March 1, 1995) -- hereby incorporated by reference
to Exhibit (10)j. of the Registrant's Annual Report on Form
10-K for the fiscal year ended April 30, 1995, Commission
File No. 0-3947.
(10) k. Trust Under Hach Company Deferred Compensation Plan
dated as of April 10, 1995 between the Company and the
Dauphin Deposit Bank and Trust Company, as trustee
hereby incorporated by reference to Exhibit (10)k. of the
Registrant's Annual Report on Form 10-K for the fiscal
year ended April 30, 1995, Commission File No. 0-3947.
(10) l. Hach Company 1995 Non-Employee Director Stock Plan
-- hereby incorporated by reference to Exhibit (10)l.
to the Registrant's Annual Report on Form 10-K for the
year ended April 30, 1996, Commission File No. 0-3947.
(10) m. Revolving Credit Agreement dated as of July 7, 1997 among
the Registrant, Hach Europe S.A. and Colorado National
Bank.
(13) n. Pages 2, 3, 4 and 13 through 27 of the Registrant's Annual
Report to Stockholders for the year ended April 30, 1997.
(21) o. Subsidiaries of the Registrant.
(23) p. Consent of Coopers & Lybrand L.L.P.
(27) q. Financial Data Schedule (electronic filing only)
(b) No reports on Form 8-K were filed during the quarter ended
April 30,1997.
(c) and (d) The exhibits and financial statement schedules required to be
filed by this item are attached to or incorporated by reference
in this report.
8
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
HACH COMPANY
JULY 29, 1997 By: /S/ KATHRYN HACH-DARROW
- ------------- -------------------------------------------------
Date Kathryn Hach-Darrow, Chairman of the Board, Chief
Executive Officer
Pursuant to the 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.
JULY 29, 1997 By: /S/ KATHRYN HACH-DARROW
- ------------- -----------------------------------------------
Date Kathryn Hach-Darrow, Chairman of the Board,
Chief Executive Officer and Director
JULY 29, 1997 By: /S/ GARY R. DREHER
- ------------- -----------------------------------------------
Date Gary R. Dreher, Vice President, Chief Financial
Officer, Principal Accounting Officer and Director
JULY 29, 1997 By: /S/ BRUCE J. HACH
- ------------- -----------------------------------------------
Date Bruce J. Hach, Director
JULY 29, 1997 By: /S/ FRED W. WENNINGER
- ------------- -----------------------------------------------
Date Fred W. Wenninger, Director
JULY 29, 1997 By: /S/ JOSEPH V. SCHWAN
- ------------- -----------------------------------------------
Date Joseph V. Schwan, Director
JULY 29, 1997 By: /S/ JOHN N. MCCONNELL
- ------------- -----------------------------------------------
Date John N. McConnell, Director
JULY 29, 1997 By: /S/ LINDA O. DOTY
- ------------- -----------------------------------------------
Date Linda O. Doty, Director
9
INDEX TO EXHIBITS
NO. ASSIGNED IN
EXHIBIT TABLE ON PAGE NO. IN
ITEM 601 OF REG. S-K EXHIBIT THIS REPORT
(3) a. Restated Certificate of Incorporation of the
Registrant -- hereby incorporated by
reference to Exhibit 99.2 to the Registrant's
Quarterly Report on Form 10-Q for the quarter
ended October 26, 1996, Commission File No.
0-3947.
(3) b. By-laws of the Registrant, as amended and
restated through October 26, 1996 -- hereby
incorporated by reference to Exhibit 99.3 to the
Registrant's Quarterly Report on Form 10-Q for
the year ended October 26, 1996, Commission
File No. 0-3947.
(10) c. Hach Company 1993 Stock Option Plan -- hereby
incorporated by reference to Exhibit (10)c. to the
Registrant's Annual Report on Form 10-K for the
year ended April 30, 1994, Commission File No. 0-3947.
(10) d. Form of Stock Option Agreement under 1993 Stock
Option Plan -- hereby incorporated by reference to
Exhibit (10)d. to the Registrant's Annual Report
on form 10-K for the year ended April 30, 1994,
Commission file No. 0-3947.
(10) e. Hach Company Restated 1983 Stock Option Plan --
hereby incorporated by reference to Exhibit (10) d.
to the Registrant's Annual Report on Form 10-K for
the year ended April 30, 1993, Commission File No. 0-3947.
(10) f. Form of Stock Option Agreements for 1983 Stock
Option Plan -- hereby incorporated by reference to
Exhibit (10)e. of the Registrant's Annual Report on
Form 10-K for the fiscal year ended April 30, 1991,
Commission File No. 0-3947.
(10) g. Hach Company Restated director's Bonus Compensation
Plan -- hereby incorporated by reference to Exhibit (10)f.
of the Registrant's Annual Report on Form 10-K for the
fiscal year ended April 30, 1991, Commission File No.
0-3947; Fifth Amendment to Directors Bonus
Compensation Plan -- hereby incorporated by reference to
Exhibit (10)g. to the Registrant's Annual Report on
Form 10-K. for the year ended April 30, 1996, Commission
File No. 0-3947.
10
(10) h. Executive Employment Agreements between the Company
and each of Bruce J. Hach, Richard D. Vanous, Loel J.
Sirovy, Jerry M. Churchill, Gary R. Dreher, Randall A.
Petersen, Larry D. Thompson and John C. Privette -- hereby
incorporated by reference to Exhibit 10(h). to the
Registrant's Annual Report on Form 10-K for the year ended
April 30, 1994, Commission File No. 0-3947; Executive
Employment Agreement between the Company and Kenneth
Ogan -- hereby incorporated by reference to Exhibit (10)h.
to the Registrant's Annual Report on Form 10-K for the
year ended April 30, 1996, Commission File No. 0-3947.
(10) i. Hach Company 1995 Employee Stock Purchase Plan--
hereby incorporated by reference to Exhibit (10)j. of the
Registrant's Annual Report on Form 10-K for the fiscal
year ended April 30, 1995, Commission File No. 0-3947.
(10) j. Hach Company Deferred Compensation Plan (as amended
through March 1, 1995) -- hereby incorporated by reference
to Exhibit (10)j. of the Registrant's Annual Report on Form
10-K for the fiscal year ended April 30, 1995, Commission
File No. 0-3947.
(10) k. Trust Under Hach Company Deferred Compensation Plan
dated as of April 10, 1995 between the Company and the
Dauphin Deposit Bank and Trust Company, as trustee
hereby incorporated by reference to Exhibit (10)k. of the
Registrant's Annual Report on Form 10-K for the fiscal
year ended April 30, 1995, Commission File No. 0-3947.
(10) l. Hach Company 1995 Non-Employee Director Stock Plan
-- hereby incorporated by reference to Exhibit (10)l.
to the Registrant's Annual Report on Form 10-K for the
year ended April 30, 1996, Commission File No. 0-3947.
(10) m. Revolving Credit Agreement dated as of July 7, 1997 among
the Registrant, Hach Europe S.A. and Colorado National
Bank.
(13) n. Pages 2, 3, 4 and 14 through 27 of the Registrant's Annual
Report to Stockholders for the year ended April 30, 1997.
(21) o. Subsidiaries of the Registrant.
(23) p. Consent of Coopers & Lybrand L.L.P.
(27) q. Financial Data Schedule (electronic filing only)
(b) No reports on Form 8-K were filed during the quarter ended
April 30, 1997.
(c) and (d) The exhibits and financial statement schedules required to be
filed by this item are attached to or incorporated by reference
in this report.
11