================================================================================ 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 September 30, 2000 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 NOVEMBER 9, 2000 WAS 13,234,425. ================================================================================ THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2000 INDEX PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS Consolidated Statements of Income for the three months ended September 30, 2000 and October 2, 1999..............................................................1 Consolidated Statements of Income for the nine months ended September 30, 2000 and October 2, 1999..............................................................2 Consolidated Balance Sheets as of September 30, 2000 and December 31, 1999..........................3 Consolidated Statements of Cash Flows for the nine months ended September 30, 2000 and October 2, 1999...............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 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND OCTOBER 2, 1999 (000'S OMITTED, EXCEPT PER SHARE DATA) (Unaudited) 2000 1999 -------- -------- Net sales $257,308 $257,811 Cost of sales 170,142 170,003 -------- -------- Gross profit 87,166 87,808 Selling and administrative expenses 62,821 63,532 -------- -------- Operating profit 24,345 24,276 Interest expense, net 587 1,393 Minority interest 7,086 6,880 -------- -------- Income before income taxes 16,672 16,003 Income tax provision 6,801 6,745 -------- -------- Net income $ 9,871 $ 9,258 ======== ======== Earnings per share Basic $ 0.73 $ 0.67 Diluted $ 0.73 $ 0.66 The accompanying notes are an integral part of these consolidated financial statements. 1 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND OCTOBER 2, 1999 (000'S OMITTED, EXCEPT PER SHARE DATA) (Unaudited) 2000 1999 -------- -------- Net sales $753,299 $738,932 Cost of sales 500,644 494,276 -------- -------- Gross profit 252,655 244,656 Selling and administrative expenses 186,444 180,424 -------- -------- Operating profit 66,211 64,232 Interest expense, net 2,127 3,664 Minority interest 19,351 18,575 -------- -------- Income before income taxes 44,733 41,993 Income tax provision 18,587 17,920 -------- -------- Net income $ 26,146 $ 24,073 ======== ======== Earnings per share Basic $ 1.92 $ 1.74 Diluted $ 1.91 $ 1.73 The accompanying notes are an integral part of these consolidated financial statements. 2 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS AS OF SEPTEMBER 30, 2000 AND DECEMBER 31, 1999 (000'S OMITTED) (Unaudited) 9/30/2000 12/31/1999 ------------- ------------- ASSETS: CURRENT ASSETS: Cash and cash equivalents $ 41,948 $ 22,660 Accounts receivable, less allowance for doubtful accounts of $13,019 and $14,910, respectively 166,757 155,428 Inventories: Raw materials 54,339 46,717 Work in process 12,328 14,027 Finished goods 73,404 75,297 ------------- ------------- Total inventories 140,071 136,041 Other current assets 30,887 29,938 ------------- ------------- Total current assets 379,663 344,067 Plant and equipment, at cost 337,494 322,867 Less: accumulated depreciation and amortization 231,175 217,878 ------------- ------------- Net plant and equipment 106,319 104,989 Cost in excess of net assets of acquired businesses 116,487 111,426 Other assets 10,697 15,228 ------------- ------------- TOTAL ASSETS $ 613,166 $ 575,710 ============= ============= LIABILITIES & STOCKHOLDERS' INVESTMENT: CURRENT LIABILITIES: Short-term borrowings and current portion of long-term debt $ 2,130 $ 1,647 Accounts payable 92,622 86,717 Accrued expenses 74,380 80,001 ------------- ------------- Total current liabilities 169,132 168,365 Long-term debt 65,306 53,964 Deferred income taxes 31,732 31,797 Minority interest 110,023 98,940 Other liabilities 19,862 20,102 ------------- ------------- Total liabilities 396,055 373,168 STOCKHOLDERS' INVESTMENT: Common stock 133 137 Additional paid-in capital 7,598 17,761 Retained earnings 179,453 153,307 Accumulated other comprehensive income 29,927 31,337 ------------- ------------- Total stockholders' investment 217,111 202,542 ------------- ------------- TOTAL LIABILITIES & STOCKHOLDERS' INVESTMENT $ 613,166 $ 575,710 ============= ============= The accompanying notes are an integral part of these consolidated financial statements. 3 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND OCTOBER 2, 1999 (000'S OMITTED) (Unaudited) 2000 1999 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 26,146 $ 24,073 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 20,337 17,180 Net loss from disposals of plant and equipment 578 194 Changes in assets and liabilities, net of effect of acquisitions: Accounts receivable (9,575) (28,848) Inventories (2,628) 2,795 Other current assets (924) (3,903) Other assets 890 (22,770) Accounts payable and accrued expenses (914) 31,714 Deferred income taxes (65) (872) Minority interest 11,083 12,111 Other liabilities (297) 1,415 Minimum pension liability -- 230 All other, net 683 592 ---------- ---------- Net cash provided by operating activities 45,314 33,911 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Acquisitions, net of cash acquired (6,173) (31,392) Purchases of plant and equipment (19,520) (14,605) ---------- ---------- Net cash used in investing activities (25,693) (45,997) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Decrease in short-term borrowings (30) -- Proceeds from long-term debt 12,600 10,505 Reductions in long-term debt (1,326) -- Purchases of treasury stock (11,155) (271) Stock options exercised 988 1,442 ---------- ---------- Net cash provided by financing activities 1,077 11,676 ---------- ---------- Effect of exchange rate changes on cash and cash equivalents (1,410) 926 ---------- ---------- Net increase in cash and cash equivalents 19,288 516 Cash and cash equivalents at beginning of period 22,660 8,555 ---------- ---------- Cash and cash equivalents at end of period $ 41,948 $ 9,071 ========== ========== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period for: Interest $ 1,934 $ 3,377 Income taxes $ 21,081 $ 14,302 The accompanying notes are an integral part of these consolidated financial statements. 4 THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2000 (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 all majority-owned subsidiaries. The term "Genlyte" as used herein refers only to The Genlyte Group Incorporated. The financial information presented is unaudited (except that as of December 31, 1999), 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. The financial information has been prepared in accordance with rules and regulations of the Securities and Exchange Commission for Form 10-Q. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. For further information refer to the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1999. The results of operations for the nine-month period ended September 30, 2000 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 For the three months ended September 30, 2000 and October 2, 1999 total comprehensive income was $9,328 and $8,926, respectively. For the nine months ended September 30, 2000 and October 2, 1999 total comprehensive income was $24,736 and $24,815, respectively. 5 4. EARNINGS PER SHARE The calculation of the average common shares outstanding assuming dilution for the three months ended September 30, 2000 and October 2, 1999 follows: 2000 1999 ------ ------ Average common shares outstanding 13,456 13,891 Incremental common shares issuable: Stock option plans 118 38 ------ ------ Average common shares outstanding assuming dilution 13,574 13,929 ====== ====== The calculation of the average common shares outstanding assuming dilution for the nine months ended September 30, 2000 and October 2, 1999 follows: 2000 1999 ------ ------ Average common shares outstanding 13,606 13,814 Incremental common shares issuable: Stock option plans 118 17 ------ ------ Average common shares outstanding assuming dilution 13,724 13,831 ====== ====== 5. ACQUISITION OF TRANSLITE As of September 14, 2000 the Company acquired Translite Limited ("Translite"), a San Carlos, California based manufacturer of low-voltage cable and track lighting systems and decorative architectural glass lighting. Earlier this year, the Company had announced signing a letter of intent to acquire Translite Systems, Inc. Since that announcement, Translite Systems, Inc. expanded its operations by merging with Sonoma Lighting Limited, which had been a manufacturer of decorative architectural glass lighting. The Company purchased all of the outstanding capital stock of Translite for $6,247, borrowing $5,000 from the revolving credit facility and funding the remainder from cash on hand. The Translite acquisition has been accounted for using the purchase method of accounting. The preliminary determination of the excess of the purchase price over the fair market value of net assets acquired of $4,633 is being amortized on a straight-line basis over 30 years. The determination of the fair market value as reflected in the balance sheet is subject to change. The operating results of Translite have been included in the Company's consolidated financial statements since the date of acquisition. 6. INVESTMENT IN FIBRE LIGHT AND ACQUISITION OF LEDALITE On May 10, 1999, the Company acquired a 2% interest (with rights to acquire an additional 6%) in Fibre Light International, based in Burleigh Heads, Queensland, Australia. Fibre Light International is in the business of commercializing fiber optic lighting technology. The two companies then formed a jointly owned limited liability company named Fibre Light U.S. LLC ("Fibre Light"), of which the Company owns 80%. Fibre Light manufactures, markets, and sells fiber optic lighting systems in the U.S. 6 On June 30, 1999, the Company acquired the assets and liabilities of privately held Ledalite Architectural Products Inc. ("Ledalite"), located in Vancouver, Canada. Ledalite designs, manufactures, and sells architectural linear lighting systems for offices, schools, transportation facilities, and other commercial buildings. The purchase price of these acquisitions totaled $31,469 (including costs of acquisition), consisting of approximately $8.5 million in cash payments and approximately $23 million in borrowings. The Ledalite acquisition has been accounted for using the purchase method of accounting. The excess of the purchase price over the fair market value of net assets acquired of $27,068 is being amortized on a straight-line basis over 30 years. The purchase agreement provides for additional payments contingent upon future operating results of the acquired entity. The additional consideration, if and when paid, will be recorded as additional cost in excess of net assets of acquired businesses. The operating results of Fibre Light and Ledalite have been included in the Company's consolidated financial statements since the dates of acquisition. On an unaudited pro forma basis, assuming these acquisitions had occurred at the beginning of 1999, the Company's results would have been: Nine Months Ended 9/30/2000 10/2/1999 Actual Pro Forma --------- --------- Net sales $ 753,299 $ 750,956 Net income 26,146 23,784 Earnings per share $ 1.91 $ 1.71 The pro forma results do not purport to state exactly what the Company's results of operations would have been had the acquisitions in fact been consummated as of the assumed date and for the periods presented, nor are they necessarily indicative of future consolidated results. 7. SEGMENT REPORTING Reportable operating segments include the Commercial, Residential, and Industrial and Other segments. Inter-segment sales are eliminated in consolidation and therefore not presented in the table below. Results for certain product lines were reclassified from the Commercial segment to the Residential and to the Industrial and Other segments at the end of 1999. All 1999 amounts have been restated to conform to the current year classification. For the three months ended September 30, 2000 and October 2, 1999: Industrial Commercial Residential and Other Total ----------- ----------- ----------- ----------- 2000 Net sales $ 182,003 $ 34,278 $ 41,027 $ 257,308 Operating profit $ 17,890 $ 2,712 $ 3,743 $ 24,345 1999 Net sales $ 183,053 $ 34,758 $ 40,000 $ 257,811 Operating profit $ 18,728 $ 1,940 $ 3,608 $ 24,276 7 For the nine months ended September 30, 2000 and October 2, 1999: Industrial Commercial Residential and Other Total ----------- ----------- ----------- ----------- 2000 Net sales $ 536,860 $ 104,294 $ 112,145 $ 753,299 Operating profit $ 48,507 $ 7,454 $ 10,250 $ 66,211 1999 Net sales $ 512,893 $ 107,977 $ 118,062 $ 738,932 Operating profit $ 48,073 $ 5,740 $ 10,419 $ 64,232 The Company has operations throughout North America. Information about the Company's operations by geographical area for the three months ended September 30, 2000 and October 2, 1999 follows. Foreign balances represent activity in Canadian operations. United States Foreign Total ------------- -------- -------- 2000 Net sales $ 220,910 $ 36,398 $ 257,308 Operating profit $ 18,810 $ 5,535 $ 24,345 1999 Net sales $ 223,919 $ 33,892 $ 257,811 Operating profit $ 19,508 $ 4,768 $ 24,276 Information about the Company's operations by geographical area for the nine months ended September 30, 2000 and October 2, 1999 follows: United States Foreign Total ------------- -------- -------- 2000 Net sales $ 654,140 $ 99,159 $ 753,299 Operating profit $ 54,859 $ 11,352 $ 66,211 1999 Net sales $ 648,276 $ 90,656 $ 738,932 Operating profit $ 55,390 $ 8,842 $ 64,232 No material changes have occurred in total assets since December 31, 1999. 8 8. SUBSEQUENT EVENT As of October 1, 2000, the Company acquired the assets of the US Safety System Division of Chloride Power Electronics, Inc., from the Chloride Group, PLC, headquartered in London, England. The purchase includes the US Chloride Safety Systems and LightGuard Emergency Lighting brands. The purchase price was $52 million in cash plus the assumption of $2.8 million in liabilities. The revolving credit facility was used to borrow $35 million and cash on hand was used to pay the remaining $17 million. The US Safety System Division manufacturing, sales, and administrative personnel will remain located in Burgaw, North Carolina. 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS RESULTS OF OPERATIONS COMPARISON OF THIRD QUARTER 2000 TO THIRD QUARTER 1999 Net sales for the third quarter of 2000 were $257.3 million, flat compared to 1999 third quarter sales of $257.8 million. Net sales in 2000 have been negatively impacted by three primary factors. First, in the Commercial segment, by management's decision not to participate in some low margin fluorescent business. Second, in the Residential segment, by continuing our strategy to withdraw from lower margin do-it-yourself business. Third, the Company experienced some manufacturing disruptions and service problems while executing the production transfers from the Milan, Illinois facility to San Marcos, Texas and from Kent, Washington to Langley, British Columbia. Management expects these manufacturing start-up inefficiencies and service problems to abate during the fourth quarter. Sales for the third quarter of 2000 and the third quarter of 1999 both included Ledalite Architectural Products, which was purchased at the end of June 1999. Ledalite contributed approximately 2.8 percent and 3.3 percent of sales for the third quarter of 2000 and 1999, respectively. Net income for the third quarter of 2000 was $9,871,000 ($0.73 per share), a 6.6 percent increase over the third quarter 1999 net income of $9,258,000 ($0.66 per share). Because of lower outstanding shares due to our share repurchase program, earnings per share increased a greater percentage (10.6 percent) than net income. The Company purchased 344 thousand shares of stock at an average price of $22.88 during the third quarter of 2000. Cost of sales for the third quarter of 2000 was 66.1 percent of net sales, compared to 65.9 percent in the third quarter of 1999. The manufacturing start-up inefficiencies mentioned above contributed to this increase. Selling and administrative expenses for the third quarter of 2000 were 24.4 percent of net sales, compared to 24.6 percent in the third quarter of 1999. Net interest expense decreased 58 percent to $587,000 in the third quarter of 2000 from $1,393,000 in the third quarter of 1999. The net decrease was the result of both a reduction in debt, reducing interest expense, and an increase in cash and cash equivalents, increasing interest income. The effective tax rate was 40.8 percent for the third quarter of 2000 compared to 42.1 percent for the third quarter of 1999. The decrease in the effective rate is due to research and development tax credits in Canada, state tax credits in the U.S., and state tax planning strategies involving restructuring of legal entities. COMPARISON OF FIRST NINE MONTHS 2000 TO FIRST NINE MONTHS 1999 Net sales for the first nine months of 2000 were $753.3 million, an increase of 1.9 percent from the first nine months of 1999. Net sales have been negatively impacted in the first nine months of 2000 by the same three factors mentioned above. Sales for the period included Ledalite Architectural Products for all nine months in 2000, but only three months in 1999. Ledalite contributed approximately 3.1 percent of sales for the first nine months of 2000. Net income for the first nine months of 2000 was $26,146,000 ($1.91 per share), an 8.6 percent increase over 1999 net income of $24,073,000 ($1.73 per share) for the comparable period. Because of lower outstanding shares due to our share repurchase program, earnings per share increased a greater percentage (10.4 percent) than net income. The Company purchased 511 thousand shares of stock at 10 an average price of $21.85 during the first nine months of 2000. Cost of sales for the first nine months of 2000 was 66.5 percent of net sales, compared to 66.9 percent in the first nine months of 1999. This decrease is primarily attributed to continuing raw material cost savings resulting from the combination of Genlyte and Thomas Lighting, as well as cost savings realized from plant consolidations during 1999. Selling and administrative expenses increased to 24.8 percent of sales in the first nine months of 2000 from 24.4 percent in the first nine months of 1999. These expenses at companies acquired last year are considerably higher as a percentage of sales than the average for the rest of the Company. Excluding companies acquired last year, selling and administgrative expenses as a percentage of sales were 0.3 percent lower in 2000 than in 1999. Net interest expense decreased 42 percent to $2,127,000 in the first nine months of 2000 from $3,664,000 in the first nine months of 1999. The net decrease was the result of both a reduction in debt, reducing interest expense, and an increase in cash and cash equivalents, increasing interest income. The effective tax rate was 41.6 percent for the first nine months of 2000 compared to 42.7 percent for the first nine months of 1999. The decrease in the effective rate is due to research and development tax credits in Canada, state tax credits in the U.S., and state tax planning strategies involving restructuring of legal entities. LIQUIDITY AND CAPITAL RESOURCES The Company focuses on its level of net debt (total debt minus cash and cash equivalents), its level of working capital, and its current ratio as its most important measures of short-term liquidity. For long-term liquidity, the Company considers its ratio of total debt to total capital employed (total debt plus total stockholders' investment) and trends in net debt and cash provided by operating activities to be the most important measures. From both a short-term and a long-term perspective, the Company's liquidity is very strong. Net debt decreased to $25.5 million at September 30, 2000, compared to $32.9 million at December 31, 1999. Total debt increased to $67.4 million at September 30, 2000, compared to $55.6 million at December 31, 1999, while cash and cash equivalents increased to $41.9 million at September 30, 2000, compared to $22.7 million at December 31, 1999. The increase in borrowings was mainly due to the addition of a $7.6 million industrial revenue bond in the second quarter to finance a plant expansion and paint line at one of our divisions and $5 million borrowed from the revolving credit facility in the third quarter to pay for the Translite acquisition. Working capital at September 30, 2000 was $210.5 million, compared to $175.7 million at December 31, 1999. This increase was primarily due to the increase in cash as explained in paragraphs below, increases in accounts receivable and inventory. Due to seasonal tendencies of the Company's business, accounts receivable increased during the first nine months of 2000, although this increase was much less than the comparable period of the last two years. The current ratio increased to 2.2 at September 30, 2000 from 2.0 at December 31, 1999. The ratio of total debt to total capital employed remained very low at 23.7 percent compared to 21.5 percent at December 31, 1999. Net debt has been trending down year by year ever since the formation of Genlyte Thomas, and is now lower than the levels before the merger. Cash provided by operating activities during the first nine months of 2000 is greater than any comparable period in the Company's history. 11 Cash provided by operating activities during the first nine months of 2000 was $45.3 million, compared to $33.9 million in the first nine months last year. Net income and depreciation and amortization were both higher in 2000 than in 1999, but the main reason for the increase in cash provided by operating activities was because of differences in the changes in assets and liabilities. Accounts receivable increased a much smaller amount in 2000 than it did in 1999. Accounts receivable increased to an unusually high amount in 1999 because of collection problems at certain divisions that have been improved in 2000. Other assets decreased slightly in 2000 compared to a large increase in 1999 that was due to an increase in cost in excess of net assets of acquired businesses. Offsetting the impact of these two assets was a slight decrease in accounts payable and accrued expenses in 2000 compared to a large increase in 1999. Cash used in investing activities is comprised of acquisitions of businesses and purchases of plant and equipment. During the first nine months of 2000, the net amount paid for the Translite acquisition was $6.2 million, compared to $31.4 million paid for the Ledalite acquisition and the investment in Fibre Light in 1999. Purchases of plant and equipment in the first nine months of 2000 were $4.9 million higher than the comparable period last year. As of October 1, 2000 the Company acquired the assets of the US Safety System Division of Chloride Power Electronics, Inc., from the Chloride Group, PLC, headquartered in London, England. The purchase price was $52 million in cash plus the assumption of approximately $2.8 million in liabilities. The revolving credit facility was used to borrow $35 million and cash on hand was used to pay the remaining $17 million. This transaction will be recorded in the fourth quarter. Also, the Company has plans to spend approximately $30 million (with less than $2 million anticipated to be spent in the fourth quarter of 2000) to build and relocate into a new 300,000 square foot HID (high intensity discharge) manufacturing plant in San Marcos, Texas. The facility, which is scheduled to open late next year, will provide world class manufacturing capability and replace current multiple facilities. Cash provided by financing activities during the first nine months of 2000 was $1.1 million, with $1 million provided by stock options exercised, and the increase in total debt virtually offset by the $11.2 million purchases of treasury stock. Cash provided by financing activities in 1999 was $11.7 million, from new debt and stock options exercised, but very little purchases of treasury stock. The Company has a $150 million revolving credit facility with Bank of America that matures in August 2003. At September 30, 2000 the Company had $5 million in borrowings and $47.2 million in outstanding letters of credit under this facility. The Company's remaining long-term debt at September 30, 2000 consisted of $19.0 million in Canadian dollar notes from the Ledalite acquisition, $22.3 million payable to Thomas Industries Inc., $18.1 million in industrial revenue bonds, and $0.9 million in capital leases and other. The Company is in compliance with all of its debt covenants. Management 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. The Company continues to seek opportunities to acquire businesses that fit its strategic growth plans. Management believes adequate financing for any such investments will be available through future borrowings. For the nine months ended September 30, 2000 and October 2, 1999, 13.2 percent and 12.3 percent, respectively, of the Company's net sales were generated from operations in Canada. In addition, the Company has production facilities in Mexico. International operations are subject to fluctuations in currency exchange rates. The Company monitors its currency exposure in each country, but it has not entered into forward exchange contracts to hedge risks. Management cannot predict future foreign currency fluctuations, which have and will continue to affect the Company's balance sheet and results of operations. 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 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 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: November 14, 2000 /s/ LARRY K. POWERS ------------------------------- Larry K. Powers Chairman, President & CEO Date: November 14, 2000 /s/ WILLIAM G. FERKO ------------------------------- William G. Ferko V. P. Finance - CFO & Treasurer 14