UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(MARK ONE)
( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004, 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. 0-10235
GENTEX CORPORATION
(Exact name of registrant as specified in its charter)
MICHIGAN 38-2030505
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
600 N. CENTENNIAL, ZEELAND, MICHIGAN 49464
(Address of principal executive offices) (Zip Code)
(616) 772-1800
(Registrant's telephone number, including area code)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
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 whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).
Yes x No
---------------- ----------------
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes No
---------------- ----------------
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Shares Outstanding
Class at April 21, 2004
----- -----------------
Common Stock, $0.06 Par Value 77,248,921
Exhibit Index located at page 12
Page 1 of 16
PART I. FINANCIAL INFORMATION
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
GENTEX CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
March 31, 2004 December 31, 2003
-------------- -----------------
(Unaudited) (Audited)
----------- ---------
CURRENT ASSETS
Cash and cash equivalents $372,796,040 $322,662,971
Short-term investments 79,943,936 70,943,685
Accounts receivable, net 69,477,827 58,955,823
Inventories 22,336,846 20,938,696
Prepaid expenses and other 10,528,364 11,848,156
----------------- --------------------
Total current assets 555,083,013 485,349,331
PLANT AND EQUIPMENT - NET 127,759,195 126,806,882
OTHER ASSETS
Long-term investments 118,659,998 145,615,934
Patents and other assets, net 4,929,951 4,757,619
----------------- --------------------
Total other assets 123,589,949 150,373,553
----------------- --------------------
Total assets $806,432,157 $762,529,766
================= ====================
LIABILITIES AND SHAREHOLDERS' INVESTMENT
CURRENT LIABILITIES
Accounts payable $20,036,857 $18,259,111
Accrued liabilities 47,697,142 32,221,369
----------------- --------------------
Total current liabilities 67,733,999 50,480,480
DEFERRED INCOME TAXES 19,161,672 18,405,955
SHAREHOLDERS' INVESTMENT
Common stock 4,634,920 4,622,449
Additional paid-in capital 159,296,022 152,874,325
Retained earnings 546,625,683 528,358,825
Other shareholders' investment 8,979,861 7,787,732
----------------- --------------------
Total shareholders' investment 719,536,486 693,643,331
----------------- --------------------
Total liabilities and
shareholders' investment $806,432,157 $762,529,766
================= ====================
See accompanying notes to condensed consolidated financial statements.
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GENTEX CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
2004 2003
----------------- ---------------
NET SALES $129,327,548 $115,308,564
COST OF GOODS SOLD 74,443,276 67,192,569
----------------- ---------------
Gross profit 54,884,272 48,115,995
OPERATING EXPENSES:
Engineering, research and development 7,443,288 6,207,736
Selling, general
& administrative 6,745,121 5,526,676
----------------- ---------------
Total operating expenses 14,188,409 11,734,412
----------------- ---------------
Operating income 40,695,863 36,381,583
OTHER INCOME:
Interest and dividend income 2,152,959 2,665,211
Other, net 1,321,653 (664,256)
----------------- ---------------
Total other income 3,474,612 2,000,955
----------------- ---------------
Income before provision
for income taxes 44,170,475 38,382,538
PROVISION FOR INCOME TAXES 14,355,000 12,474,000
----------------- ---------------
NET INCOME $29,815,475 $25,908,538
================= ===============
EARNINGS PER SHARE:
Basic $0.39 $0.34
Diluted $0.38 $0.34
Cash Dividends Declared per Share $0.15 $0.00
See accompanying notes to condensed consolidated financial statements.
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GENTEX CORPORATION AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended March 31,
------------------------------------
2004 2003
----------------- -----------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $29,815,475 $25,908,538
Adjustments to reconcile net income to net
cash provided by operating activities-
Depreciation and amortization 5,406,733 5,385,865
(Gain) loss on disposal of asset 2,976 (15,250)
(Gain) loss on sale of investments (1,086,065) 1,707,499
Deferred income taxes 1,083,653 (748,674)
Amortization of deferred compensation 361,501 291,649
Change in operating assets and liabilities:
Accounts receivable, net (10,522,004) (7,583,647)
Inventories (1,398,150) 53,509
Prepaid expenses and other 165,457 (2,223,816)
Accounts payable 1,777,746 3,443,306
Accrued liabilities, excluding dividends declared 15,483,221 15,735,621
Tax benefit of stock plan transactions 874,413 629,664
----------------- -----------------
Net cash provided by
operating activities 41,964,956 42,584,264
----------------- -----------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Plant and equipment additions (6,319,287) (6,629,885)
Proceeds from sale of plant and equipment 2,500 72,000
(Increase) decrease in investments 21,402,891 (77,551,764)
Increase in other assets (170,521) (141,059)
----------------- -----------------
Net cash provided by (used for)
investing activities 14,915,583 (84,250,708)
----------------- -----------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock from
stock plan transactions 4,808,595 2,896,952
Cash dividend paid (11,556,065) 0
Repurchases of common stock 0 (10,246,810)
----------------- -----------------
Net cash provided by (used for)
financing activities (6,747,470) (7,349,858)
----------------- -----------------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS 50,133,069 (49,016,302)
CASH AND CASH EQUIVALENTS,
beginning of period 322,662,971 168,834,111
----------------- -----------------
CASH AND CASH EQUIVALENTS,
end of period $372,796,040 $119,817,809
================= =================
See accompanying notes to condensed consolidated financial statements.
- 4 -
GENTEX CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(1) The unaudited condensed consolidated financial statements included herein
have been prepared by the Registrant, 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 accounting principles generally
accepted in the United States have been condensed or omitted pursuant to
such rules and regulations, although the Registrant believes that the
disclosures are adequate to make the information presented not misleading.
It is suggested that these unaudited condensed consolidated financial
statements be read in conjunction with the financial statements and notes
thereto included in the Registrant's 2003 annual report on Form 10-K.
(2) In the opinion of management, the accompanying unaudited condensed
consolidated financial statements contain all adjustments, consisting of
only a normal and recurring nature, necessary to present fairly the
financial position of the Registrant as of March 31, 2004, and the results
of operations and cash flows for the interim periods presented.
(3) Inventories consisted of the following at the respective balance sheet
dates:
March 31, 2004 December 31, 2003
-------------- -----------------
Raw materials $ 12,526,392 $ 11,041,622
Work-in-process 2,335,338 2,401,500
Finished goods 7,475,116 7,495,574
------------- -------------
$22,336,846 $20,938,696
=========== ===========
(4) The following table reconciles the numerators and denominators used in the
calculation of basic and diluted earnings per share (EPS):
Quarter Ended March 31,
-----------------------
2004 2003
---- ----
Numerators:
Numerator for both basic and
diluted EPS, net income $29,815,475 $25,908,538
Denominators:
Denominator for basic EPS,
weighted-average shares
outstanding 76,852,377 75,944,285
Potentially dilutive shares
resulting from stock plans 1,584,690 884,742
----------- ------------
Denominator for diluted EPS 78,437,067 76,829,027
========== ==========
Shares related to stock plans not
included in diluted average common
shares outstanding because their
effect would be antidilutive 335,370 1,371,099
(5) At March 31, 2004, the Company had two stock option plans and an employee
stock purchase plan. The Company accounts for these plans under the
recognition and measurement principles of APB Opinion No. 25 (Accounting
for Stock Issued to Employees) and related interpretations. No stock-based
employee compensation cost is reflected in net income, as all options
granted under these plans have an exercise price equal to the market value
of the underlying common stock on the date of grant. The following table
illustrates the effect on net income and earnings per share if the Company
had applied the fair value recognition provisions of Statement of Financial
Accounting Standards (SFAS) No. 123, "Accounting for Stock-Based
Compensation," to stock-based employee compensation.
-5-
GENTEX CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONT.)
Quarter Ended March 31,
-----------------------
2004 2003
---- ----
Net income, as reported $29,815,475 $25,908,538
Deduct: Total stock-based employee
compensation expense determined
under fair value-based method of all
awards, net of tax effects (3,021,569) (1,984,653)
----------- ------------
Pro forma net income $26,793,906 $23,923,885
=========== ============
Earnings per share:
Basic -- as reported $ .39 $ .34
Basic -- pro forma .35 .32
Diluted -- as reported .38 .34
Diluted -- pro forma .34 .31
(6) Comprehensive income reflects the change in equity of a business enterprise
during a period from transactions and other events and circumstances from
non-owner sources. For the Company, comprehensive income represents net
income adjusted for items such as unrealized gains and losses on
investments and foreign currency translation adjustments. Comprehensive
income was as follows:
March 31, 2004 March 31, 2003
-------------- --------------
Quarter Ended $31,397,263 $24,830,185
(7) The increase in common stock during the quarter ended March 31, 2004, was
attributable to the issuance of 208,105 shares of the Company's common
stock under its stock-based compensation plans. The Company has also
recorded a $0.15 per share cash dividend declared on March 8, 2004,
totaling approximately $11,587,000.
(8) The Company currently manufactures electro-optic products, including
automatic-dimming rearview mirrors for the automotive industry, and fire
protection products for the commercial building industry:
Quarter Ended March 31,
-----------------------
2004 2003
---- ----
Revenue:
Automotive Products $123,731,693 $110,176,859
Fire Protection Products 5,595,855 5,131,705
------------ ------------
Total $129,327,548 $115,308,564
============ ============
Operating Income:
Automotive Products $ 39,587,492 $ 35,487,086
Fire Protection Products 1,108,371 894,497
------------ ------------
Total $ 40,695,863 $ 36,381,583
============ ============
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GENTEX CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONT.)
(9) On March 31, 2004, the Financial Accounting Standards Board (FASB) issued
its Exposure Draft, "Share-Based Payment," which is a proposed amendment to
FASB Statement No. 123, "Accounting for Stock-Based Compensation." The
Exposure Draft would require all share-based payments to employees,
including grants of employee stock options, to be recognized in the income
statement based on their fair values. FASB expects that a final standard
would be effective for public companies for fiscal years beginning after
December 15, 2004. The Company does not intend to adopt a fair-value based
method of accounting for stock-based employee compensation until a final
standard is issued by the FASB that requires this accounting. Proforma
disclosures of quarterly earnings are included in Note 5 of this quarterly
statement.
In January 2003, the FASB issued Interpretation No. 46, "Consolidation of
Variable Interest Entities." This standard clarifies the application of
Accounting Research Bulletin No. 51, "Consolidated Financial Statements,"
and addresses consolidation by business enterprises of variable interest
entities. Interpretation No. 46 requires existing unconsolidated variable
interest entities to be consolidated by their primary beneficiaries if the
entities do not effectively disperse risk among the parties involved.
Interpretation No. 46 also enhances the disclosure requirements related to
variable interest entities. This interpretation is effective for any
variable interest entered into by the Company as of the end of the first
quarter of 2004. The adoption of Interpretation No. 46 did not have any
significant effect on the Company's consolidated financial statements.
-7-
GENTEX CORPORATION AND SUBSIDIARIES
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION
RESULTS OF OPERATIONS:
FIRST QUARTER 2004 VERSUS FIRST QUARTER 2003
Net Sales. Net sales for the first quarter of 2004 increased by
approximately $14,019,000, or 12%, when compared with the first
quarter last year. Net sales of the Company's automotive auto-dimming
mirrors increased by $13,555,000, or 12%, as auto-dimming mirror unit
shipments increased by 18% from approximately 2,535,000 in the first
quarter of 2003 to 2,982,000 in the current quarter. This increase
reflected the increased penetration of interior and exterior
auto-dimming mirrors on 2004 model year vehicles plus additional
electronic feature content during the first quarter of 2004. Unit
shipments to customers in North America for the current quarter
increased by 11% compared with the first quarter of the prior year,
primarily due to increased penetration, despite lower automotive
production levels. Mirror unit shipments for the current quarter to
automotive customers outside North America increased by 25% compared
with the first quarter in 2003, primarily due to increased interior
and exterior mirror shipments to European and Asian-Pacific
automakers. Net sales of the Company's fire protection products
increased 9% for the current quarter, primarily due to higher sales
of certain of the Company's smoke detectors and signaling products.
Cost of Goods Sold. As a percentage of net sales, cost of goods sold
decreased slightly from 58.3% in the first quarter of 2003 to 57.6%
in the first quarter of 2004. This slight percentage decrease
primarily reflected the higher sales level leveraged over the fixed
overhead costs and product mix, partially offset by annual customer
price reductions. Each factor is estimated to have impacted cost of
goods sold as a percentage of net sales by approximately 1-2%.
Operating Expenses. Research and development expenses for the quarter
increased approximately $1,236,000, and increased from 5.4% to 5.8%
of net sales, when compared with the same quarter last year,
primarily reflecting additional staffing, engineering and testing for
new product development, including mirrors with additional electronic
features. Selling, general and administrative expenses increased
approximately $1,218,000, for the quarter, and increased from 4.8% to
5.2% of net sales, when compared with the first quarter of 2003. This
increased expense primarily reflected the continued expansion of the
Company's overseas sales and engineering offices, as well as the
stronger euro exchange rate.
Total Other Income. Total other income for the quarter increased by
approximately $1,474,000 when compared with the first quarter of
2003, primarily due to realized gains on the sale of equity
investments in the current quarter compared to realized losses on the
sale of equity investments in the prior year quarter, partially
offset by reduced interest income due to lower interest rates.
FINANCIAL CONDITION:
Cash flow from operating activities for the three months ended March
31, 2004, decreased $619,000 to $41,965,000, compared to $42,584,000
for the same period last year, primarily due to increased net income
offset by changes in working capital. Capital expenditures for the
three months ended March 31, 2004, were $6,319,000, compared to
$6,630,000 for the same period last year.
Cash and cash equivalents as of March 31, 2004, increased
approximately $50,133,000 compared to December 31, 2003. The increase
was primarily due to cash flow from operations.
Accounts receivable as of March 31, 2004, increased approximately
$10,522,000 compared to December 31, 2003, primarily due to increased
sales.
Accrued liabilities as of March 31, 2004, increased approximately
$15,476,000 compared to December 31, 2003, primarily due to increased
accrued taxes and compensation, reflecting the timing of certain tax
and compensation payments.
-8-
Management considers the Company's working capital and long-term
investments totaling approximately $606,009,000 at March 31, 2004,
together with internally generated cash flow and an unsecured
$5,000,000 line of credit from a bank, to be sufficient to cover
anticipated cash needs for the next year and for the foreseeable
future.
On October 8, 2002, the Company announced a share repurchase plan,
under which the Company may purchase up to 4,000,000 shares based on
a number of factors, including market conditions, the market price of
the Company's common stock, anti-dilutive effect on earnings,
available cash and other factors as the Company deems appropriate.
During the quarter ended March 31, 2003, the Company repurchased
415,000 shares at a cost of approximately $10,247,000. No shares have
been repurchased subsequently by the Company.
TRENDS AND DEVELOPMENTS:
The Company is subject to market risk exposures of varying
correlations and volatilities, including foreign exchange rate risk,
interest rate risk and equity price risk. During the quarter ended
March 31, 2004, there were no significant changes in the market risks
reported in the Company's 2003 Form 10-K report.
The Company has some assets, liabilities and operations outside the
United States, which currently are not significant. Because the
Company sells its automotive mirrors throughout the world, it could
be significantly affected by weak economic conditions in worldwide
markets that could reduce demand for its products.
The Company continues to experience pricing pressures from its
automotive customers, which have affected, and which will continue to
affect, its margins to the extent that the Company is unable to
offset the price reductions with productivity improvements,
engineering and purchasing cost reductions, and increases in unit
sales volume. In addition, profit pressures at certain automakers are
resulting in increased cost reduction efforts by them, including
requests for additional price reductions, decontenting certain
features from vehicles, and warranty cost-sharing programs, which
could adversely impact the Company's sales growth and margins. The
Company also continues to experience from time to time some pressure
for select raw material cost increases.
Automakers have been experiencing increased volatility and
uncertainty in executing planned new programs which have, in some
cases, resulted in cancellations or delays of new vehicle platforms,
package reconfigurations and inaccurate volume forecasts. This
increased volatility and uncertainty has made it more difficult for
the Company to forecast future sales and effectively utilize capital,
engineering, research and development, and human resource
investments.
The Company does not have any significant off-balance sheet
arrangements or commitments that have not been recorded in its
consolidated financial statements.
On October 1, 2002, Magna International acquired Donnelly
Corporation, the Company's major competitor for sales of
automatic-dimming rearview mirrors to domestic and foreign vehicle
manufacturers and their mirror suppliers. The Company sells certain
automatic-dimming rearview mirror sub-assemblies to Magna Donnelly.
To date, the Company is not aware of any significant impact of
Magna's acquisition of Donnelly upon the Company; however, any
ultimate significant impact has not yet been determined.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The information called for by this item is provided under the caption
"Trends and Developments" under Item 2 -- Management's Discussion and
Analysis of Results of Operations and Financial Condition.
ITEM 4. CONTROLS AND PROCEDURES
As of March 31, 2004, an evaluation was performed under the
supervision and with the participation of the Company's management,
including the CEO and CFO, of the effectiveness of the design and
operation of the Company's disclosure controls and procedures [(as
defined in Exchange Act Rules 13a - 15(e) and 15d - 15(e)].
-9-
ITEM 4. CONTROLS AND PROCEDURES (CONT.)
Based on that evaluation, the Company's management, including the CEO
and CFO, concluded that the Company's disclosure controls and
procedures were adequate and effective as of March 31, 2004, to
ensure that material information relating to the Company would be
made known to them by others within the Company, particularly during
the period in which this Form 10-Q was being prepared. During the
period covered by this quarterly report, there have been no changes
in the Company's internal controls over financial reporting that have
materially affected or are likely to materially affect the Company's
internal controls over financial reporting. There have been no
significant changes in the Company's internal controls or in other
factors that could significantly affect internal controls subsequent
to March 31, 2004.
Statements in this Quarterly Report on Form 10-Q which express
"belief", "anticipation" or "expectation" as well as other statements
which are not historical fact, are forward-looking statements and
involve risks and uncertainties described under the headings
"Management's Discussion and Analysis of Results of Operations and
Financial Condition" and "Trends and Developments" that could cause
actual results to differ materially from those projected. All
forward-looking statements in this Report are based on information
available to the Company on the date hereof, and the Company assumes
no obligation to update any such forward-looking statements.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) See Exhibit Index on Page 12.
(b) During the three months ended March 31, 2004, one report on Form
8-K was filed on January 27, 2004, to disclose the Company's
financial results for the fourth quarter and year ended December
31, 2003.
-10-
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.
GENTEX CORPORATION
Date: May 5, 2004 /s/ Fred T. Bauer
-------------------- -----------------------------------
Fred T. Bauer
Chairman and Chief
Executive Officer
Date: May 5, 2004 /s/ Enoch C. Jen
--------------------- -----------------------------------
Enoch C. Jen
Vice President - Finance,
Principal Financial and
Accounting Officer
-11-
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION PAGE
3(a)(1) Registrant's Articles of Incorporation were filed in 1981 as Exhibit 2(a) to a
Registration Statement on Form S-18 (Registration No. 2-74226C), an Amendment to
those Articles was filed as Exhibit 3 to Registrant's Report on Form 10-Q in
August of 1985, an additional Amendment to those Articles was filed as Exhibit
3(a)(1) to Registrant's Report on
Form 10-Q in August of 1987, an additional Amendment to those Articles was filed
as Exhibit 3(a)(2) to Registrant's Report on Form 10-K dated March 10, 1992, an
Amendment to Articles of Incorporation, adopted on May 9, 1996, was filed as
Exhibit 3(a)(2) to Registrant's Report on Form 10-Q dated July 31, 1996, and an
Amendment to Articles of Incorporation, adopted on May 21, 1998, was filed as
Exhibit 3(a)(2) to Registrant's Report on Form 10-Q dated July 30, 1998, all of
which are hereby incorporated herein be reference.
3(b)(1) Registrant's Bylaws as amended and restated February 27, 2003, were filed as
Exhibit 3(b)(1) to Registrant's Report on Form 10-Q dated May 5, 2003, and
the same are hereby incorporated herein by reference.
4(a) A specimen form of certificate for the Registrant's common stock, par value $.06
per share, was filed as part of a Registration Statement on Form S-18 (Registration
No. 2-74226C) as Exhibit 3(a), as amended by Amendment No. 3 to such Registration
Statement, and the same is hereby incorporated herein by reference.
4(b) Amended and Restated Shareholder Protection Rights Agreement, dated as of March 29,
2001, including as Exhibit A the form of Certificate of Adoption of Resolution
Establishing Series of Shares of Junior Participating Preferred Stock of the Company,
and as Exhibit B the form of Rights Certificate and of Election to Exercise, was
filed as Exhibit 4(b) to Registrant's Report on Form 10-Q dated April 27, 2001,
and the same is hereby incorporated herein by reference.
10(a)(1) A Lease dated August 15, 1981, was filed as part of a Registration Statement on Form
S-18 (Registration Number 2-74226C) as Exhibit 9(a)(1), and the same is hereby
incorporated herein by reference.
10(a)(2) A First Amendment to Lease dated June 28, 1985, was filed as Exhibit 10(m) to
Registrant's Report on Form 10-K dated March 18, 1986, and the same is hereby
incorporated herein by reference.
*10(b)(1) Gentex Corporation Qualified Stock Option Plan (as amended and restated, effective
August 25, 1997) was filed as Exhibit 10(b)(1) to Registrant's Report on Form 10-Q,
and the same is hereby incorporated herein by reference.
*10(b)(2) Gentex Corporation Second Restricted Stock Plan was filed as Exhibit 10(b)(2) to
Registrant's Report on Form 10-Q dated April 27, 2001, and the same is hereby
incorporated herein by reference.
-12-
EXHIBIT NO. DESCRIPTION PAGE
*10(b)(3) Gentex Corporation 2002 Non-Employee Director Stock Option Plan (adopted March 6, 2002),
was filed as Exhibit 10(b)(4) to Registrant's Report on Form 10-Q dated April 30, 2002,
and the same is incorporated herein by reference.
10(e) The form of Indemnity Agreement between Registrant and each of the Registrant's directors
and certain officers was filed as Exhibit 10 (e) to Registrant's Report on Form 10-Q dated
October 31, 2002, and the same is incorporated herein by reference.
31.1 Certificate of the Chief Executive Officer of Gentex Corporation pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350). 14
31.2 Certificate of the Chief Financial Officer of Gentex Corporation pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350). 15
32 Certificate of the Chief Executive Officer and Chief Financial Officer of Gentex Corporation
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) 16
*Indicates a compensatory plan or arrangement.
-13-