##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-Q
 þ
    
    Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
 for the quarterly period ended March 31, 2009
 or
 o
    
    Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 for the transition period from  to.
 Commission File Number: 000-30109
 LUMINEX CORPORATION
  DELAWARE
    
    74-2747608(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)12212 TECHNOLOGY BLVD., AUSTIN, TEXAS
    
    78727(Address of principal executive offices)
    
    (Zip Code)
 (512) 219-8020
 þ o
 o o
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o (Do not check if smaller reporting company)
    
    Smaller reporting company o
 Yes o No þ




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##### 



TABLE OF CONTENTS
 PagePART I. FINANCIAL INFORMATIONItem 1. Financial StatementsCondensed Consolidated Balance Sheets as of March 31, 2009 and December 31, 2008
    
    
    1Condensed Consolidated Statements of Operations for the three months ended March 31, 2009 and 2008
    
    
    2Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2009 and 2008
    
    
    3Notes to Condensed Consolidated Financial Statements
    
    
    4Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations
    
    
    11Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    22Item 4. Controls and Procedures
    
    
    22PART II. OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    23Item 1A. Risk Factors
    
    
    23Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    23Item 6. Exhibits
    
    
    23SIGNATURES and EXHIBITS
    
    
    S-1  S-2Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2
   ii




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PART I. FINANCIAL INFORMATION
 
 ITEM 1. FINANCIAL STATEMENTS
 LUMINEX CORPORATION
 
 CONDENSED CONSOLIDATED BALANCE SHEETS
 (in thousands)
 March 31,
    
    
    December 31,2009
    
    
    2008(unaudited)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    70,715
    
    
    $
    81,619Short-term investments
    
    
    37,903
    
    
    
    40,784Accounts receivable, net
    
    
    13,922
    
    
    
    11,024Inventory, net
    
    
    11,446
    
    
    
    11,589Other
    
    
    1,069
    
    
    
    1,377Total current assets
    
    
    135,055
    
    
    
    146,393Property and equipment, net
    
    
    12,805
    
    
    
    12,567Intangible assets, net
    
    
    14,410
    
    
    
    14,901Long-term investments
    
    
    13,531
    
    
    
    2,000Goodwill
    
    
    39,617
    
    
    
    39,617Other
    
    
    1,640
    
    
    
    1,813Total assets
    
    $
    217,058
    
    
    $
    217,291LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    8,064
    
    
    $
    4,580Accrued liabilities
    
    
    4,227
    
    
    
    7,181Deferred revenue
    
    
    3,032
    
    
    
    2,671Current portion of long term debt
    
    
    538
    
    
    
    445Total current liabilities
    
    
    15,861
    
    
    
    14,877Long-term debt
    
    
    3,322
    
    
    
    2,914Deferred revenue and other
    
    
    4,714
    
    
    
    4,960Total liabilities
    
    
    23,897
    
    
    
    22,751Stockholders equity:Common stock
    
    
    40
    
    
    
    40Additional paid-in capital
    
    
    280,723
    
    
    
    279,255Accumulated other comprehensive loss
    
    
    (104
    )
    
    
    (47
    )Accumulated deficit
    
    
    (87,498
    )
    
    
    (84,708
    )Total stockholders equity
    
    
    193,161
    
    
    
    194,540Total liabilities and stockholders equity
    
    $
    217,058
    
    
    $
    217,291
 
  1




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LUMINEX CORPORATION
 
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 (in thousands, except per share amounts)
 Three Months EndedMarch 31,2009
    
    
    2008(unaudited)Revenue
    
    $
    25,557
    
    
    $
    23,012Cost of revenue
    
    
    7,989
    
    
    
    7,755Gross profit
    
    
    17,568
    
    
    
    15,257Operating expenses:Research and development
    
    
    4,626
    
    
    
    4,431Selling, general and administrative
    
    
    11,358
    
    
    
    12,094Total operating expenses
    
    
    15,984
    
    
    
    16,525Income (loss) from operations
    
    
    1,584
    
    
    
    (1,268
    )Interest expense from long-term debt
    
    
    (118
    )
    
    
    (135
    )Settlement of litigation
    
    
    (4,350
    )
    
    
    Other income, net
    
    
    271
    
    
    
    320Loss before income taxes
    
    
    (2,613
    )
    
    
    (1,083
    )Income taxes
    
    
    (177
    )
    
    
    (83
    )Net loss
    
    $
    (2,790
    )
    
    $
    (1,166
    )Net loss per share, basic
    
    $
    (0.07
    )
    
    $
    (0.03
    )Shares used in computing net loss
per share, basic
    
    
    40,347
    
    
    
    35,422Net loss per share, diluted
    
    $
    (0.07
    )
    
    $
    (0.03
    )Shares used in computing net loss
per share, diluted
    
    
    40,347
    
    
    
    35,422
 
  2




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LUMINEX CORPORATION
 
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 (in thousands)
 Three Months EndedMarch 31,2009
    
    
    2008(unaudited)Cash flows from operating activities:Net loss
    
    $
    (2,790
    )
    
    $
    (1,166
    )Adjustments to reconcile net loss to net cash
(used in) provided by operating activities:Depreciation and amortization
    
    
    1,963
    
    
    
    1,656Stock-based compensation and other
    
    
    1,771
    
    
    
    1,729Loss on disposal of assets
    
    
    10
    
    
    
    Other
    
    
    (131
    )
    
    
    609Changes in operating assets and liabilities:Accounts receivable, net
    
    
    (3,100
    )
    
    
    51Inventory, net
    
    
    142
    
    
    
    (929
    )Prepaids and other
    
    
    559
    
    
    
    (294
    )Accounts payable
    
    
    3,481
    
    
    
    290Accrued liabilities
    
    
    (3,309
    )
    
    
    (2,519
    )Deferred revenue
    
    
    116
    
    
    
    625Net cash (used in) provided by operating activities
    
    
    (1,288
    )
    
    
    52Cash flows from investing activities:Net (purchases) of available-for-sale investments
    
    
    (31,481
    )
    
    
    (981
    )Maturities of held-to-maturity investments
    
    
    22,699
    
    
    
    Purchase of property and equipment
    
    
    (1,531
    )
    
    
    (787
    )Acquired technology rights
    
    
    (7
    )
    
    
    Net cash (used in) investing activities
    
    
    (10,320
    )
    
    
    (1,768
    )Cash flows from financing activities:Proceeds from debt
    
    
    454
    
    
    
    Proceeds from issuance of common stock
    
    
    139
    
    
    
    808Net cash provided by financing activities
    
    
    593
    
    
    
    808Effect of foreign currency exchange rate on cash
    
    
    111
    
    
    
    35Change in cash and cash equivalents
    
    
    (10,904
    )
    
    
    (873
    )Cash and cash equivalents, beginning of period
    
    
    81,619
    
    
    
    27,233Cash and cash equivalents, end of period
    
    $
    70,715
    
    
    $
    26,360
 
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LUMINEX CORPORATION
 
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 (UNAUDITED)
 NOTE 1  BASIS OF PRESENTATION
     NOTE 2  INVESTMENTS
    Amortizationand Accretionof Premiums
    
    
    AmortizedCost
    
    
    and Discounts
    
    
    CostDue in one year or less
    
    $
    19,803
    
    
    $
    147
    
    
    $
    19,950
  4




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LUMINEX CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
  Gains in
    
    
    Losses inAccumulated
    
    
    AccumulatedOther
    
    
    OtherComprehensive
    
    
    Comprehensive
    
    
    EstimatedCost
    
    
    Loss
    
    
    Loss
    
    
    Fair ValueCurrent:Money Market funds
    
    $
    70,715
    
    
    $
    
    
    
    $
    
    
    
    $
    70,715Federal agency debt securities
    
    
    17,942
    
    
    
    15
    
    
    
    
    
    
    
    17,957Total current securities
    
    
    88,657
    
    
    
    15
    
    
    
    
    
    
    
    88,672Noncurrent:Federal agency debt securities
    
    
    13,491
    
    
    
    36
    
    
    
    
    
    
    
    13,527Total noncurrent securities
    
    
    13,491
    
    
    
    36
    
    
    
    
    
    
    
    13,527Total available-for-sale securities
    
    $
    102,148
    
    
    $
    51
    
    
    $
    
    
    
    $
    102,199
   EstimatedFair ValueDue in one year or less
    
    $
    17,957Due in 12 years
    
    
    13,527$
    31,484
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LUMINEX CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
  Fair Value Measurements at Reporting Date UsingLevel 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalMoney Market funds
    
    $
    70,715
    
    
    
    
    
    
    
    
    
    
    $
    70,715Federal agency debt securities
    
    
    51,434
    
    
    
    
    
    
    
    
    
    
    
    51,434Total
    
    $
    122,149
    
    
    
    
    
    
    
    
    
    
    $
    122,149Amounts included in:Cash and cash equivalents
    
    $
    70,715
    
    
    
    
    
    
    
    
    
    
    $
    70,715Short-term investments
    
    
    37,903
    
    
    
    
    
    
    
    
    
    
    
    37,903Long-term investments
    
    
    13,531
    
    
    
    
    
    
    
    
    
    
    
    13,531Total
    
    $
    122,149
    
    
    
    
    
    
    
    
    
    
    $
    122,149
 NOTE 3  INVENTORY, NET
  March 31,
    
    
    December 31,2009
    
    
    2008Parts and supplies
    
    $
    5,416
    
    
    $
    5,756Work-in-progress
    
    
    4,238
    
    
    
    4,022Finished goods
    
    
    2,530
    
    
    
    2,58812,184
    
    
    
    12,366Less: Allowance for excess and obsolete inventory
    
    
    (738
    )
    
    
    (777
    )$
    11,446
    
    
    $
    11,589
 NOTE 4  EARNINGS PER SHARE
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LUMINEX CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
  Three Months EndedMarch 31,2009
    
    
    2008Numerator:Net loss
    
    $
    (2,790
    )
    
    $
    (1,166
    )Denominator:Denominator for basic net loss per share 
weighted average common stock outstanding
    
    
    40,347
    
    
    
    35,422Denominator for diluted net loss per share 
weighted average common stock outstanding and
dilutive common stock equivalents
    
    
    40,347
    
    
    
    35,422Basic net loss per share
    
    $
    (0.07
    )
    
    $
    (0.03
    )Diluted net loss per share
    
    $
    (0.07
    )
    
    $
    (0.03
    )
  NOTE 5  STOCK-BASED COMPENSATION
  WeightedAverageShares
    
    
    ExerciseStock Options
    
    (in thousands)
    
    
    PriceOutstanding at December 31, 2008
    
    
    2,771
    
    
    $
    11.96Granted
    
    
    
    
    
    
    Exercised
    
    
    (14
    )
    
    
    10.28Cancelled or expired
    
    
    (47
    )
    
    
    16.91Outstanding at March 31, 2009
    
    
    2,710
    
    
    $
    11.88
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LUMINEX CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
  WeightedAverageShares
    
    
    Grant-DateRestricted Stock Awards
    
    (in thousands)
    
    
    Fair ValueNon-vested at December 31, 2008
    
    
    1,197
    
    
    $
    15.39Granted
    
    
    3
    
    
    
    21.42Vested
    
    
    (87
    )
    
    
    14.44Cancelled or expired
    
    
    (99
    )
    
    
    15.93Non-vested at March 31, 2009
    
    
    1,014
    
    
    $
    15.43
 SharesRestricted Stock Units
    
    (in thousands)Non-vested at December 31, 2008
    
    
    280Granted
    
    
    Vested
    
    
    (1
    )Cancelled or expired
    
    
    (77
    )Non-vested at March 31, 2009
    
    
    202
   Three Months EndedMarch 31,2009
    
    
    2008Cost of revenue
    
    $
    127
    
    
    $
    112Research and development
    
    
    302
    
    
    
    244Selling, general and administrative
    
    
    1,342
    
    
    
    1,373Total stock-based compensation costs
    
    $
    1,771
    
    
    $
    1,729
 NOTE 6  SEGMENT INFORMATION
  2009
    
    
    
    
    
    
    
    
    
    
    2008Technology
    
    
    Assay
    
    
    
    
    
    
    Technology
    
    
    AssaySegment
    
    
    Segment
    
    
    Consolidated
    
    
    Segment
    
    
    Segment
    
    
    ConsolidatedRevenues from external customers
    
    $
    21,098
    
    
    $
    4,459
    
    
    $
    25,557
    
    
    $
    18,656
    
    
    $
    4,356
    
    
    $
    23,012Depreciation and amortization
    
    
    972
    
    
    
    991
    
    
    $
    1,963
    
    
    
    777
    
    
    
    879
    
    
    $
    1,656Segment profit (loss)
    
    
    2,478
    
    
    
    (5,268
    )
    
    $
    (2,790
    )
    
    
    1,154
    
    
    
    (2,320
    )
    
    $
    (1,166
    )Segment assets
    
    
    145,978
    
    
    
    71,080
    
    
    $
    217,058
    
    
    
    58,313
    
    
    
    65,696
    
    
    $
    124,009
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LUMINEX CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
 NOTE 7  INCOME TAXES
   NOTE 8  COMMITMENTS AND CONTINGENCIES
  NOTE 9  RECENT ACCOUNTING PRONOUNCEMENTS
  
  9




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LUMINEX CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
   "
  10




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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
  SAFE HARBOR CAUTIONARY STATEMENT
  
    
    risks and uncertainties relating to market demand and acceptance of our products and
technology;
 
    
    dependence on strategic partners for development, commercialization and distribution of
products;
 
    
    the impact of the ongoing uncertainty in global finance markets on us and our strategic
partners and their customers, including its effects on their capital spending policies and
their ability to finance purchases of our products;
 
    
    concentration of our revenue in a limited number of strategic partners;
 
    
    fluctuations in quarterly results due to a lengthy and unpredictable sales cycle, bulk
purchases of consumables, and the seasonal nature of some of our assay products;
 
    
    our ability to scale manufacturing operations and manage operating expenses, gross
margins and inventory levels;
 
    
    potential shortages, or increases in costs, of components;
 
    
    competition;
 
    
    our ability to successfully launch new products;
 
    
    the timing of regulatory approvals;
 
    
    the implementation, including any modification, of our strategic operating plans;
 
    
    the uncertainty regarding the outcome or expense of any litigation brought against or
initiated by us;
 
    
    risks relating to our foreign operations; and
 
    
    risks and uncertainties associated with implementing our acquisition strategy including
our ability to obtain financing, our ability to integrate acquired companies or selected
assets into our consolidated business operations, and the ability to recognize the benefits
of our acquisitions.
  11




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OVERVIEW
 ®
   12




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
    
    System revenue is generated from the sale of our xMAP systems and peripherals.
Currently, system revenue is derived from the sale of the Luminex 100 and 200 analyzers,
our FLEXMAP 3D system, optional XY Platform and Sheath Delivery Systems.
 
    
    Consumable revenue is generated from the sale of our dyed polystyrene microspheres and
sheath fluid. Our larger commercial and development partners often purchase these
consumables in bulk to minimize the number of incoming qualification events and to allow
for longer development and production runs.
 
    
    Royalty revenue is generated when a partner sells a kit incorporating our proprietary
microspheres to an end user or when a partner utilizes a kit to provide a testing result to
a user. End users can be facilities such as testing labs, development facilities and
research facilities that purchase prepared kits and have specific testing needs or testing
service companies that provide assay results to pharmaceutical research companies or
physicians.
 
    
    Assay revenue is generated from the sale of our kits which are a combination of chemical
and biological reagents and our proprietary bead technology used to perform diagnostic and
research assays on samples.
 
    
    Service revenue is generated when a partner or other owner of a system purchases a
service contract from us after the warranty has expired. Service contract revenue is
amortized over the life of the contract and the costs associated with those contracts are
recognized as incurred.
 
    
    Other revenue consists of items such as training, shipping, parts sales, license
revenue, grant revenue, contract research and development fees, milestone revenue and other
items that individually amount to less than 5% of total revenue.
 First Quarter 2009 Highlights
 
    
    Consolidated revenue of $25.6 million for the quarter ended March 31, 2009,
representing an 11% increase over revenue for the first quarter of 2008
 
    
    Consolidated gross profit margin of 69% compared with first quarter 2008 gross profit
margin of 66%
 
    
    System shipments of 203 including 2 shipments of FLEXMAP 3D, representing the tenth
consecutive quarter of system shipments of 200 or more and resulting in cumulative
life-to-date shipments of 6,097
 
    
    First quarter consumables revenue of $7.6 million and royalty revenue of $4.5 million
 
    
    Our partners reported over $65 million of royalty bearing end user sales on xMAP
technology for the quarter, a 21% increase over the first quarter of 2008
 
    
    Settlement of SUNY lawsuit, resulting in one-time charge of approximately $4.4 million
  
    
    The historical decline in system placements from each fourth quarter to the first
quarter of the subsequent year that we have consistently experienced, primarily
attributable to customer spending behavior. The variability in customer spending patterns
is one of the factors contributing to the broad range of expected system placements we have
communicated of between 175 and 225 LX100/200 systems per quarter.
  13




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
    
    The decline in bulk consumable purchases in the first quarter of 2009. In the fourth
quarter of 2008, we had bulk purchases totaling $6.8 million in consumables. In the first
quarter of 2009, bulk purchases constituted $6.1 million of consumables, primarily as a
result of one less bulk purchaser in the first quarter. We have previously indicated that
variability is expected in the absolute number of bulk purchasers and purchases per quarter
and we expect this variability to continue. Non-bulk purchases for the same periods
remained essentially unchanged at approximately $1.5 million.
 
    
    The decline in total assay revenue from $5.4 million in the fourth quarter of 2008 to
$4.2 million in the first quarter of 2009. The decline in total assay revenue is a result
of expected volatility in individual assay sales coupled with a lighter than anticipated
flu season, resulting in xTAG RVP sales falling below expectations. Assay volatility will
continue to exist as our customers buy product to meet current expected needs and manage
their inventory, and as a result of economic and other external conditions that may impact
a particular product, such as a mild flu season with respect to our xTAG RVP products. In
the aggregate, we do not believe that our anticipated assay sales will experience any long
term decline based on the first quarter results and experience, and with the introduction
of new products currently in the pipeline, assay sales are expected to grow long term.
 Segment Information
  Future Operations
   CRITICAL ACCOUNTING POLICIES AND ESTIMATES
    14




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RESULTS OF OPERATIONS
 THREE MONTHS ENDED MARCH 31, 2009 COMPARED TO THREE MONTHS ENDED MARCH 31, 2008
  Three Months EndedMarch 31,2009
    
    
    2008Revenue
    
    $
    25,557
    
    
    $
    23,012Gross profit
    
    $
    17,568
    
    
    $
    15,257Gross profit margin percentage
    
    
    69
    %
    
    
    66
    %Operating expenses
    
    $
    15,984
    
    
    $
    16,525Income (loss) from operations
    
    $
    1,584
    
    
    $
    (1,268
    )
   Three Months EndedMarch 31,2009
    
    
    2008System sales
    
    $
    6,127
    
    
    $
    6,627Consumable sales
    
    
    7,603
    
    
    
    6,554Royalty revenue
    
    
    4,527
    
    
    
    3,518Assay revenue
    
    
    4,195
    
    
    
    3,846Service contracts
    
    
    1,432
    
    
    
    1,219Other revenue
    
    
    1,673
    
    
    
    1,248$
    25,557
    
    
    $
    23,012
    15




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Technology Segment
  Three Months EndedMarch 31,2009
    
    
    2008Revenue
    
    $
    21,098
    
    
    $
    18,656Gross profit
    
    $
    14,583
    
    
    $
    11,989Gross profit margin percentage
    
    
    69
    %
    
    
    64
    %Operating expenses
    
    $
    11,065
    
    
    $
    11,090Income from operations
    
    $
    3,518
    
    
    $
    899
 Revenue.
  Three Months EndedMarch 31,2009
    
    
    2008System sales
    
    $
    6,011
    
    
    $
    6,163Consumable sales
    
    
    7,590
    
    
    
    6,545Royalty revenue
    
    
    4,527
    
    
    
    3,518Service contracts
    
    
    1,372
    
    
    
    1,219Other revenue
    
    
    1,598
    
    
    
    1,211$
    21,098
    
    
    $
    18,656
    16




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Gross profit
 Research and development expense
 Selling, general and administrative expense
 Other income, net
  17




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Assay Segment
  Three Months EndedMarch 31,2009
    
    
    2008Revenue
    
    $
    4,459
    
    
    $
    4,356Gross profit
    
    $
    2,985
    
    
    $
    3,268Gross profit margin percentage
    
    
    67
    %
    
    
    75
    %Operating expenses
    
    $
    4,919
    
    
    $
    5,435Loss from operations
    
    $
    (1,934
    )
    
    $
    (2,167
    )
  Three Months EndedMarch 31,2009
    
    
    2008System sales
    
    $
    116
    
    
    $
    464Consumable sales
    
    
    13
    
    
    
    9Service contracts
    
    
    
    
    
    
    1Assay revenue
    
    
    4,195
    
    
    
    3,845Other revenue
    
    
    135
    
    
    
    37$
    4,459
    
    
    $
    4,356
 Revenue.
 Gross profit
 Research and development expense.
  18




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Selling, general and administrative expense
 LIQUIDITY AND CAPITAL RESOURCES
 March 31,
    
    
    December 31,2009
    
    
    2008(in thousands)
    
    
    (in thousands)Cash and cash equivalents
    
    $
    70,715
    
    
    $
    81,619Short-term investments
    
    
    37,903
    
    
    
    40,784Long-term investments
    
    
    13,531
    
    
    
    2,000$
    122,149
    
    
    $
    124,403
       19




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20




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Contractual Obligations
  Payment Due By PeriodLess Than
    
    
    
    
    
    
    
    
    
    
    More ThanContractual Obligations
    
    Total
    
    
    1 Year
    
    
    1-3 Years
    
    
    3-5 Years
    
    
    5 Years(in thousands)Non-cancelable rental
obligations
    
    $
    10,352
    
    
    $
    1,885
    
    
    $
    3,367
    
    
    $
    3,506
    
    
    $
    1,594Non-cancelable purchase
obligations (1)
    
    $
    8,928
    
    
    
    3,859
    
    
    
    1,549
    
    
    
    1,288
    
    
    
    2,232Long-term debt
obligations (2)
    
    $
    4,995
    
    
    
    435
    
    
    
    1,506
    
    
    
    2,459
    
    
    
    595Capital lease obligations
    
    $
    40
    
    
    
    29
    
    
    
    11
    
    
    
    
    
    
    
    Total (3)
    
    $
    24,315
    
    
    $
    6,208
    
    
    $
    6,433
    
    
    $
    7,253
    
    
    $
    4,421
 (1)
    
    Purchase obligations include contractual arrangements in the form of purchase orders
primarily as a result of normal inventory purchases or minimum payments due resulting when
minimum purchase commitments are not met.(2)
    
    On December 12, 2003, LMD entered into an agreement with the Ministry of Industry of
the Government of Canada under which the Government agreed to invest up to Canadian (Cdn)
$7.3 million relating to the development of several genetic tests. This agreement was
amended in March 2009. Funds were advanced from Technology Partnerships Canada (TPC), a
special operating program. The actual payments we received were predicated on eligible
expenditures made during the amended project period which ended July 31, 2008. LMD has
received Cdn $4.9 million from TPC which is expected to be repaid along with approximately
Cdn $1.6 million of imputed interest for a total of approximately Cdn $6.5 million.LMD has agreed to repay the TPC funding through a royalty on revenues. Royalty payments
commenced in 2007 at a rate of 1% of total revenue and at a rate of 2.5% for 2008 and
thereafter. Aggregate royalty repayment will continue until total advances plus imputed
interest has been repaid or until December 31, 2016, whichever is earlier. The repayment
obligation expires on December 31, 2016 and any unpaid balance will be cancelled and
forgiven on that date. Should the term of repayment be shorter than expected due to higher
than expected assay revenue, the effective interest rate would increase as repayment is
accelerated. Repayments denominated in U.S. Dollars are currently projected to be as shown
in the table above, but actual future sales generating a repayment obligation will vary from
this projection and are subject to the risks and uncertainties described elsewhere in this
report, including under Risk Factors and Safe Harbor Cautionary Statement. Furthermore,
payment reflected in U.S. Dollars is subject to adjustment based upon applicable exchange
rates as of the reporting date.(3)
    
    Due to the uncertainty with respect to the timing of future cash flows associated with
Luminexs unrecognized tax benefits at March 31, 2009, Luminex is unable to make reasonable
reliable estimates of the timing of cash settlement with the respective taxing authority.
Therefore, $251,000 of unrecognized tax benefits have been excluded from the contractual
obligations table above.  21




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##### Table of Contents



ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 Interest Rate Risk.
 Foreign Currency Risk.
  
 ITEM 4. CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures
  Changes in Internal Control over Financial Reporting
   22




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##### Table of Contents



PART II. OTHER INFORMATION
 
 ITEM 1. LEGAL PROCEEDINGS
  
 ITEM 1A. RISK FACTORS
  
 ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
  ISSUER PURCHASES OF EQUITY SECURITIES
 Total Number of Shares
    
    
    Appromixate Dollar Value ofTotal Number of
    
    
    Average Price
    
    
    Purchased as Part of
    
    
    Shares that May Yet BeShares
    
    
    Paid per Share
    
    
    Publicly Announced
    
    
    Purchased Under the Plans orPeriod
    
    Purchased
    
    
    (1)($)
    
    
    Plans or Programs
    
    
    Programs01/01/09  01/31/09
    
    
    688
    
    
    
    21.07
    
    
    
    
    
    
    
    02/01/09  02/28/09
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    03/01/09  03/31/09
    
    
    25,246
    
    
    
    16.97
    
    
    
    
    
    
    
    Total First Quarter
    
    
    25,934
    
    
    
    17.07
    
    
    
    
    
    
    
    
 (1)
    
    Shares purchased are attributable to the withholding of shares by Luminex to satisfy the
payment of tax obligations related to the vesting of restricted shares. 
 ITEM 6. EXHIBITS
  ExhibitNumber
    
    Description of Documents10.1
    
    
    Luminex Corporation 2009 Long Term Incentive Plan (Incorporated by reference to Exhibit 10.1
to our Current Report on Form 8-K dated March 17, 2009).10.2
    
    
    Form of Restricted Share Unit Award Agreement for the 2009 Long Term Incentive Plan
(Incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K dated March 17,
2009).31.1
    
    
    Certification by CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    
    
    Certification by CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
    
    
    Certification by CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.32.2
    
    
    Certification of CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
  23




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SIGNATURES
  Date: May 8, 2009
    LUMINEX CORPORATIONBy:
    /s/ Harriss T. CurrieHarriss T. CurrieVice President  Finance, Chief Financial
Officer and Treasurer (Principal Financial
Officer)By:
    /s/ Patrick J. Balthrop, Sr.Patrick J. Balthrop, Sr.President and Chief Executive Officer
(Principal Executive Officer)  S-1




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EXHIBIT INDEX
 ExhibitNumber
    
    Description of Documents10.1
    
    
    Luminex Corporation 2009 Long Term Incentive Plan (Incorporated by reference to Exhibit 10.1
to our Current Report on Form 8-K dated March 17, 2009).10.2
    
    
    Form of Restricted Share Unit Award Agreement for the 2009 Long Term Incentive Plan
(Incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K dated March 17,
2009).31.1
    
    
    Certification by CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    
    
    Certification by CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
    
    
    Certification by CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.32.2
    
    
    Certification of CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
  S-2