##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGT0N, D.C. 20549
 
 FORM 10-K
 þ
    
    Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 for the fiscal year ended December 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 No. 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
 
  Title of each class
    
    Name of exchange on which registeredCommon Stock, $0.001 par value
    
    The NASDAQ Global MarketRights to Purchase Series A Junior Participating Preferred Stock, $0.001 par value
    
    The NASDAQ Global Market
 NONE
 Yes
þ No
o
 Yes
o No
þ
 Yes þ No o
 Yes
o No
o
 o
  Large accelerated filer þ
    
    Accelerated filero
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 Yes
o No
þ
   DOCUMENTS INCORPORATED BY REFERENCE




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##### 



LUMINEX CORPORATION
 FORM 10-K
FOR THE YEAR ENDED DECEMBER 31, 2009
 TABLE OF CONTENTS
 PAGEPART IItem 1.
    
    Business
    
    
    1Item 1A.
    
    Risk Factors
    
    
    19Item 1B.
    
    Unresolved Staff Comments
    
    
    31Item 2.
    
    Properties
    
    
    31Item 3.
    
    Legal Proceedings
    
    
    31Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    31PART IIItem 5.
    
    Market for the Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
    
    
    32Item 6.
    
    Selected Financial Data
    
    
    35Item 7.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    36Item 7A.
    
    Quantitative and Qualitative Disclosures about Market Risk
    
    
    55Item 8.
    
    Financial Statements and Supplementary Data
    
    
    56Item 9.
    
    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    91Item 9A.
    
    Controls and Procedures
    
    
    91Item 9B.
    
    Other Information
    
    
    92PART IIIItem 10.
    
    Directors, Executive Officers and Corporate Governance
    
    
    92Item 11.
    
    Executive Compensation
    
    
    92Item 12.
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    92Item 13.
    
    Certain Relationships and Related Transactions, and Director Independence
    
    
    93Item 14.
    
    Principle Accounting Fees and Services
    
    
    93PART IVItem 15.
    
    Exhibits, Financial Statement Schedules
    
    
    94Signatures and Certifications
    
    
    S-1Exhibit 10.33Exhibit 21.1Exhibit 23.1Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2




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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 U.S. and global finance markets and changes in
government funding, including its effects on the capital spending policies of our partners
and end users and their ability to finance purchases of our products;
 
    
    concentration of our revenue in a limited number of strategic partners some of which may
be experiencing decreased demand for their products utilizing or incorporating our
technology and budget or finance constraints in the current economic environment or
periodic variability in their purchasing patterns or practices;
 
    
    fluctuations in quarterly results due to a lengthy and unpredictable sales cycle, bulk
purchases of consumables, fluctuations in product mix, and the seasonal nature of some of
our assay products;
 
    
    our ability to obtain and enforce intellectual property protections on our products and
technologies;
 
    
    reliance on third party distributors for distribution of specific 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 or other disruptions to our
manufacturing operations;
 
    
    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.




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Our forward-looking statements speak only as of the date made. We undertake no obligation to
publicly update or revise forward-looking statements, whether as a result of new information,
future events or otherwise. All subsequent written and oral forward-looking statements attributable
to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary
statements contained in this annual report.
  
 ® ® ® ® ® ® ® TM ® ® ® ® ®




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PART I
 
 ITEM 1. BUSINESS
 Overview
 ®
   ®
  1




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www.luminexcorp.com
 Industry Background
  
    
    measure the presence and quantity of substances such as infectious agents, antigens for
histocompatibility, hormones, cancer markers and other proteins in a patients blood, other
body fluid or tissue to assist physicians in diagnosing, treating or monitoring disease
conditions;
 
    
    detect genetic variations, such as single nucleotide polymorphisms or genetic mutations
present in inherited diseases;
 
    
    measure the response to a compound or dosage by measuring cellular activity for drug
discovery and development; and
 
    
    assist physicians in prescribing the appropriate tailored drug therapy based on the
patients unique genetic makeup, a process known as pharmacogenetics.
   2




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KEY TECHNOLOGIES
    
    DESCRIPTION
    
    MARKETS SERVEDBioChips/Microarrays
    
    High-density arrays of DNA fragments or
proteins attached to a flat glass or silicon
surface
    
    Biomedical research and
select clinical
diagnosticsAutomated Immunoassays
    
    Automated test tube-based instruments used for
detecting antibodies, proteins and other
analytes
    
    Clinical diagnosticsGels and blots
    
    Physical separation of molecules or analytes for
visualization
    
    Clinical diagnostics
and biomedical researchPCR methods
    
    Tests which use polymerase chain reaction (PCR)
technology to test DNA and ribonucleic acid
(RNA)
    
    Nucleic acid testing in
clinical diagnostics
and biomedical researchMicrofluidics chips
    
    Miniaturized liquid handling system on
a chip
    
    Biomedical researchMicrotiter-plate based assays
    
    Plastic trays with discrete wells in which
different types of assays are performed,
usually Enzyme-Linked Immuno-Sorbent Assay
(ELISA) tests
    
    Drug discovery,
clinical diagnostics
and biomedical researchGenotyping technologies
    
    DNA primers or probes designed to identify
small differences between DNA targets using
methods such as primer extension assays,
ligation assays, cleavage assays or
hybridization assays, sequencing and others
    
    Drug discovery,
clinical diagnostics
and biomedical researchGene expression technologies
    
    DNA primers or probes designed to measure the
degree of transcriptional activity of a
specific gene, indicating how active the cells
are in making the protein encoded by that gene
    
    Drug discovery,
clinical diagnostics
and biomedical research
   3




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Our xMAP Technology
  
    
    Multi-analyte/multi-formatxMAP technology has been designed to simultaneously perform up to 500
distinct bioassays in a single tube or well of a microtiter plate
using only a small amount of sample. Moreover, unlike most existing
technologies that are dedicated to only one type of bioassay, xMAP can
perform multiple types of assays including enzymatic, genetic and
immunologic tests on the same instrumentation platform.
    
    Flexibility/scalabilityxMAP technology allows flexibility in customizing test panels. Panels can be modified to include
new bioassays in the same tube by adding additional microsphere sets. It is also scalable,
meaning that there is no change in the manufacturing process and only minimal changes to the
required labor to produce a small or large number of microsphere-based tests.
    
    Both protein and nucleic acid applications on a single platformxMAP technology has an advantage due to its ability to analyze both proteins and nucleic acids.
This allows customers to utilize a single platform to evaluate samples across more biological
parameters and generate a more complete assessment of these samples. Alternative technologies
are restricted to either proteins or nucleic acid, requiring customers to use two or more
technologies from other vendors to get the same information.
    
    High throughputOur technology can perform up to 500 tests in a single well permitting up to 96,000 unattended
tests to be detected in approximately an hour with only a small amount of sample. Rapid sample
analysis permits efficient use for high-throughput applications.
    
    Ease of useMost xMAP bioassays are simple to perform. A test sample is added to a solution containing
microspheres that have been coated with reagents. The solution is then processed through our
xMAP technology system which incorporates proprietary software to automate data acquisition and
analysis in real-time.
    
    Cost effectiveBy performing multiple assays at one time, xMAP technology is designed to be cost effective for
customers compared to competitive techniques such as enzyme-linked immunosorbent assay (ELISA)
or Real-time PCR. By analyzing only those assays in which a customer is interested, xMAP is also
more cost effective than most competing microarray technologies. In addition, microsphere-based
bioassays are inexpensive compared to other technologies such as biochips.
   4




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®
 ®
   Business Strategy
  
    
    Focus on key market segmentsWe have identified the following key market segments: (i) life sciences research profile oriented
screening and secondary screening, (ii) life sciences research RNA profiling and transcriptional
screening, (iii) genetic molecular infectious disease testing, and (iv) immunodiagnostics. In
addition to the segments listed above, we have identified other potential market opportunities in
the applied markets such as bio-defense, or bio-threat testing, and food safety and animal health
testing. We will continue to employ both a partnership driven business model focused on selected
key segments and a product driven business model in other key segments, working with
distributors.We will continue to focus our commercialization efforts through strategic partners on large
sectors of the life sciences industry where Luminex believes it has distinct competitive
advantages over existing and emerging technologies and approaches. We define strategic partners
as companies in the life sciences industry that either develop and distribute assays and tests on
xMAP technology or may only distribute our xMAP technology based systems and consumables. With
our partners support, we have targeted major pharmaceutical companies, large clinical
laboratories, research institutions and major medical institutions for our principal marketing
efforts. We believe these customers provide the greatest opportunity for maximizing the use of
xMAP based products and continued adoption by these industry leaders will promote wider market
acceptance of our xMAP technology.
  5




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
    
    Continue to develop strategic partnerships focused on our key market segmentsCurrently, 39 of our approximately 68 strategic partners have developed reagent-based products
utilizing the Luminex platform and are submitting royalties. We also have strategic partners who
distribute Luminex products. During 2009, the 39 strategic partners who have commercialized
reagent-based products accounted for approximately 58% of our total revenue and all of our
strategic partners represented approximately 77% of our total revenue. We intend to broaden and
accelerate market acceptance of xMAP technology through development, marketing and distribution
partnerships with leaders in the life sciences industry. By leveraging our strategic partners
market positions and utilizing their distribution channels and marketing infrastructure, we
believe we can continue to expand our installed instrument base. Furthermore, our partners
investments in research and development for xMAP applications provide Luminex users with more
menu options than we can presently generate ourselves.
    
    Develop and deliver market-leading assay productsWe are focused on maximizing the value we provide our stockholders, partners and end user
customers by developing internally and co-developing with partners content applications based on
customers needs in key market segments. We believe that by enhancing both our partner driven
model and our direct efforts with the delivery of value-added assay content, Luminex should be
able to gain greater control over product development, market penetration and commercialization.
    
    Develop next generation productsOur research and development group is pursuing projects such as the development of consumables,
automation, software and the expansion and enhancement of our multiplexing capabilities to
advance our xMAP technology and its market acceptance. We are also collaborating with industry
participants, biomedical research institutions and government entities to develop additional xMAP
products. We also continuously consider other adjacent markets where our platform and assay
offerings would be beneficial. We believe that our design, development, and manufacturing
capabilities and FDA compliance track record provide us a competitive advantage over our
competitors, relating to the commercialization of both multiplex testing platforms and assay
products.
    
    Opportunistically pursue acquisitions that could accelerate these strategiesWe have developed analytical tools and an evaluation template to assess potential acquisition
targets to accelerate our business strategies in the key markets described above. This approach
led to the acquisition of Tm Bioscience in 2007. We actively evaluate opportunities to enhance
our capabilities or our access to markets or technologies, or provide us other advantages in
executing our business strategies in our key markets.
 Products
 Technology Segment
 Instruments
 Luminex® 100 and Luminex® 200. ®
 Luminex® XYP (XY
Platform) Luminex® SD (Luminex Sheath Delivery System).
  6




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FLEXMAP 3D®
  Consumables
 MicroPlex® Microspheres.
 MagPlex® Microspheres.
 xTAG® Microspheres.
 SeroMAP Microspheres.
 Calibration and Control Microspheres.
   7




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Software
 xPONENT®.
 Assay Segment
 Product Families
  MicroRNA Family
 ®
 Respiratory Viral Family
 ® ®
 Cystic Fibrosis Family
 ®
 Personalized Medicine Products Family
   8




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Specialty Products Family
   Sales and Marketing
    Customers
    9




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International Operations
  Technical Operations
  Remote Support
  Training
  Field Support
   10




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Research and Development
  
    
    New product developmentOur research and development teams, including the assay segment, and marketing team are working
closely with both internal and external groups to design and develop products that will expand
capabilities of the xMAP-based technologies. We believe that these efforts will continue to
result in unique products. These products will include instrumentation, services, software and
consumables including assays.
    
    Instrument developmentOur engineering group responsible for the design of our xMAP instruments leverages proprietary
electrical, optical and digital signal processing technologies to achieve high performance and
reliability. This methodology enabled the recently released FLEXMAP 3D® instrument to double
throughput, multiplex up to 500 analytes, enhance assay limit of detection, and greatly extend
the usable dynamic range.To further market penetration, we are now engaged in the development of an instrument line that
maintains the top features of our existing products, at a greatly reduced sales and manufacturing
cost. Simultaneously, a highly efficient subset of the engineering team is engaged in the
focused research necessary to extend our intellectual property position, and keep our products
innovative for many years to come.
    
    Assay developmentOur assay segment, consisting of LBG and LMD, develops new assay products that include both
nucleic acid-based and protein-based assays. These assays include immunoassays and molecular
diagnostic assays for the diagnostics industry, and nucleic acid-based and protein-based assays
for the life science research and agricultural science markets. All assay applications make use
of our xMAP technology and our strength in multiplex technology. Our assay research and
development is intended to increase the penetration of our xMAP instruments and our application
menu, and to drive growth in our high-margin assay businesses.
    
    Consumable developmentWe continue to develop and enhance our existing consumable product line and support introduction
of new product lines. These new products include calibrators, controls and microspheres with
additional performance characteristics.Our current bead utilizes three common chemistries for the immobilization of assays on its
surface. While these chemistries are well accepted in the industry, it is desirable to expand our
bead chemistry capability to enhance market penetration and adoption. We continue to work on
other surface chemistries to provide optimal performance in broader application areas.
    
    Software developmentOur software research and development teams will continue to extend xPONENT instrument control
and analysis software capabilities. xPONENT software provides analysis and automation interface
capabilities as well as control functions for Luminex instruments like the FLEXMAP 3D product.
New versions of xPONENT will provide sophisticated data regression functionality and increased
productivity through better instrument utilization. We continue to develop applications like
xPONENT QC-Reviewer that will bridge the gap between the instrument control software and the
Laboratory Information Systems (LIS) to provide better test results management and wider use of
Luminex developed assays.
  11




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
    
    AutomationWe collaborate with our strategic partners and others to provide automation solutions that will
integrate our various xMAP instruments with sample handling equipment and laboratory information
systems to increase bioassay throughput and operational efficiencies and allow for walk-away
capability.
    
    Enhancing bioassay performance and operational efficienciesOur scientists and engineers dedicate efforts to further enhance xMAP in the areas of assay
performance, such as sensitivity, precision, reliability and operational efficiencies. We are
actively collecting market and customer requirements that will allow us to provide optimal
features and benefits in current and future products.
 Manufacturing
    Instruments
  Microspheres
   12




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Kits
  Competition
     Intellectual Property
     13




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Government Regulation
 Food and Drug Administration
       14




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WEEE
   15




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European IVD Directive
    Environmental
   16




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Employees
  Segments
  Executive Officers of the Registrant as of February 25, 2010
 Name
    
    Age
    
    PositionPatrick J. Balthrop
    
    
    53
    
    
    President and Chief Executive OfficerMichael F. Pintek
    
    
    41
    
    
    Senior Vice President, OperationsRussell W. Bradley
    
    
    46
    
    
    Vice President, Business Development and Strategic PlanningJeremy Bridge-Cook, Ph.D
    
    
    41
    
    
    Senior Vice President, Assay GroupHarriss T. Currie
    
    
    48
    
    
    Chief Financial Officer, Vice President, Finance and TreasurerGregory J. Gosch
    
    
    47
    
    
    Vice President, Luminex Bioscience GroupDavid S. Reiter
    
    
    43
    
    
    Vice President, General Counsel and Corporate Secretary
 Patrick J. Balthrop
 Michael F. Pintek.
 Russell W. Bradley
  17




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Jeremy Bridge-Cook, Ph.D.
 Harriss T. Currie.
 Gregory J. Gosch.
 David S. Reiter.
  18




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ITEM 1A. RISK FACTORS
 We expect our operating results to continue to fluctuate from quarter to quarter.
      We have a limited history of profitability and had an accumulated deficit of approximately
$67.0 million as of December 31, 2009.
   19




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Our success depends significantly on the establishment and maintenance of successful relationships
with our strategic partners. Currently, a limited number of strategic partners account for a
majority of our revenue and the loss of any one of these partners or their inability to perform to
expectations could have a material adverse effect on our business, financial condition and results
of operations.
       20




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Current economic conditions and the uncertain economic outlook may adversely impact our business,
results of operations, financial condition or liquidity.
  If the FDA or other governmental laws and regulations change in ways that we do not anticipate and
we fail to comply with those regulations that affect our business, we could be subject to
enforcement actions, injunctions and civil and criminal penalties or otherwise be subject to
increased costs that could delay or prevent marketing of our products.
     21




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22




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If our technology and products do not become widely used in the life sciences and clinical
diagnostics industries, it is unlikely that we can maintain or increase profitability.
  
    
    convince prospective strategic partners and customers that our technology is an attractive
alternative to other technologies for pharmaceutical, research, clinical, biomedical and
genetic testing and analysis;
    
    encourage these partners to develop and market products using our technology;
    
    manufacture products in sufficient quantities with acceptable quality and at an acceptable cost;
    
    obtain and maintain sufficient pricing and royalties from partners on such Luminex products; and
    
    place and service sufficient quantities of our products, including the ability to provide the level of service required in
the mainstream clinical diagnostics market segment.
  Our reliance on strategic relationships to market many of our products makes forecasting difficult.
  
    
    We have no control over the timing or extent of product development, marketing or sale of our products by our strategic partners.
    
    We do not control the incentives provided by our strategic partners and distributors to their sales personnel.
    
    We utilize distributors for a portion of our sales, including several of our key assay products and the loss of or non-performance by
these distributors could harm our revenues in the territories serviced by these distributors.
    
    A significant number of our strategic partners intend to produce clinical diagnostic applications that may need to be approved by the
FDA, or other regulatory bodies in jurisdictions outside of the United States.
    
    Certain strategic partners may have unique requirements for their applications and systems. Assisting the various strategic partners
may strain our research and development and manufacturing resources. To the extent that we are not able to timely assist our strategic
partners, the commercialization of their products will likely be delayed.
    
    Certain strategic partners may fail to deliver products that satisfy market requirements, or such products may fail to perform properly.
    
    We have limited access to partner and distributor confidential corporate information. A sudden unexpected change in ownership, strategy
or other material event could adversely impact partner purchases of our products.
    
    Partners tend to order in bulk prior to the production of new lots of their products and prior to major product development
initiatives. The frequency of these bulk purchases is difficult to predict and may cause large fluctuations in microsphere sales
quarter to quarter.
  23




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The life sciences industry is highly competitive and subject to rapid technological change, and we
may not have the resources necessary to compete successfully.
   Our success depends on our ability to service and support our products directly or in collaboration
with our strategic partners.
  The property rights we rely upon to protect the technology underlying our products may not be
adequate to maintain market exclusivity. Inadequate intellectual property protection could enable
third parties to exploit our technology or use very similar technology and could reduce our ability
to distinguish our products in the market.
    24




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Our success depends partly on our ability to operate without infringing on or misappropriating the
proprietary rights of others.
    25




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We have only produced our products in limited quantities, and we may experience problems in scaling
our manufacturing operations or delays or component shortages that could limit the growth of our
revenue.
    
    
    the possibility that one or more of our suppliers or our assemblers that do not have supply agreements with us could terminate their
services at any time without penalty;
    
    the potential obsolescence and/or inability of our suppliers to obtain required components;
    
    the potential delays and expenses of seeking alternate sources of supply or manufacturing services;
    
    the inability to qualify alternate sources without impacting performance claims of our products;
    
    reduced control over pricing, quality and timely delivery due to the difficulties in switching to alternate suppliers or assemblers; and
    
    increases in prices of raw materials and key components.
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International business operations create additional operational and legal risk.
  
    
    changes in or interpretations of foreign law that may adversely affect our ability to sell our products, perform services or
repatriate profits to the United States;
    
    the imposition of tariffs;
    
    hyperinflation or economic or political instability in foreign countries;
    
    imposition of limitations on or increase of withholding and other taxes on remittances and other payments by foreign subsidiaries;
    
    conducting business in places where business practices and customs are unfamiliar and unknown;
    
    the burden of complying with complex and changing foreign regulatory requirements;
    
    longer accounts receivable collection times;
    
    the imposition of restrictive trade policies, including export restrictions;
    
    worldwide political conditions;
    
    the imposition of inconsistent laws or regulations;
    
    reduced protection of intellectual property rights in some foreign countries;
    
    the imposition or increase of investment requirements and other restrictions by foreign governments;
    
    longer collection cycles for account receivables;
    
    the interpretation of contractual provisions governed by foreign laws in the event of a contract dispute;
    
    uncertainties relating to foreign laws, including labor laws, and legal proceedings;
    
    significant currency fluctuations;
    
    having to comply with a variety of U.S. laws, including the Foreign Corrupt Practices Act; and
    
    having to comply with U.S. export control regulations and policies that restrict our ability to communicate with non-U.S.
employees and supply foreign affiliates, partners and customers.
 The capital spending policies of our customers have a significant effect on the demand for our
products.
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If we become subject to product liability claims, we may be required to pay damages that exceed our
insurance coverage.
  If third-party payors increasingly restrict payments for healthcare expenses or fail to adequately
pay for multi-analyte testing, we may experience reduced sales which would hurt our business and
our business prospects.
  We may in the future incur substantial debt that could restrict our operations.
  
    
    limiting our ability to compete and our flexibility in planning for, or reacting to, changes in our business and the industry in which we operate;
    
    limiting our ability to borrow additional funds for working capital, capital and research and development expenditures, acquisitions and general
corporate or other purposes; and
    
    exposing us to interest rate risk.
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We may be unsuccessful in implementing our acquisition strategy. We may face difficulties
integrating acquired entities with our existing businesses.
  
    
    we may not be able to accurately estimate the financial effect of acquisitions on our business;
    
    future acquisitions may require us to assume liabilities, incur large and immediate write-offs, issue capital stock
potentially dilutive to our stockholders or spend significant cash or may result in a decrease in our future operating
income or operating margins;
    
    we may be unable to realize the anticipated benefits and synergies from acquisitions as a result of inherent risks and
uncertainties, including difficulties integrating acquired businesses or retaining their key personnel, partners, customers
or other key relationships, entering market segments in which we have no or limited experience, and risks that acquired
entities may not operate profitably or that acquisitions may not result in improved operating performance;
    
    acquisitions and subsequent integration of these companies may disrupt our business and distract our management from other
responsibilities; and
    
    the costs of unsuccessful acquisition efforts may adversely affect our financial performance.Other risks of integration include:
    
    disparate information technology, internal control, financial reporting and record-keeping systems;
    
    differences in accounting policies, including those requiring judgment or complex estimation processes;
    
    new partners or customers who may operate on terms and programs different than ours;
    
    additional employees not familiar with our operations;
    
    facilities or operations in remote locations or potentially foreign jurisdictions and the inherent risks of operating in
unfamiliar legal and regulatory environments; and
    
    new products, including the risk that any underlying intellectual property associated with such products may not have been
adequately protected or that such products may infringe on the proprietary rights of others.
 We rely on the innovation and resources of larger industry participants and public programs to
advance genomic research and educate physicians/clinicians on genetic diagnostics.
  We are subject to evolving legislative, judicial and ethical standards on use of technology and
biotechnology.
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Our success depends on our ability to attract and retain our management and staff.
  Our stock price has been and is likely to continue to be volatile.
  
    
    actual or anticipated variations in quarterly operating results from historical results or estimates of results prepared by securities analysts;    
    announcements of technological innovations or new products or services by us or our competitors;
    
    announcements by us of significant acquisitions, strategic partnerships, joint ventures or capital commitments;
    
    conditions or trends in the life science, biotechnology and pharmaceutical industries;
    
    additions or departures of key personnel;
    
    changes in financial estimates by securities analysts;
    
    general economic conditions and interest rates;
    
    instability in the United States and other financial markets and the ongoing and possible escalation of unrest in the Middle East, other armed
hostilities or further acts or threats of terrorism in the United States or elsewhere;
    
    sales of our common stock; and
    
    the potential adverse impact of the secondary trading of our stock on foreign exchanges which are subject to less regulatory oversight than the
NASDAQ Global Market, without our permission, and the activity of the market makers of our stock on such exchanges, including the risk that
such market makers may engage in naked short sales and/or other deceptive trading practices which may artificially depress or otherwise affect
the price of our common stock on the NASDAQ Global Market.
  Anti-takeover provisions in our certificate of incorporation, bylaws and stockholder rights plan
and Delaware law could make a third party acquisition of us difficult.
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ITEM 1B. UNRESOLVED STAFF COMMENTS
  
 ITEM 2. PROPERTIES
  
 ITEM 3. LEGAL PROCEEDINGS
 ®
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
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PART II
 
 ITEM 5.
    
    MARKET FOR THE REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
 Market Information
   2009
    
    High
    
    
    LowFirst Quarter
    
    $
    22.83
    
    
    $
    14.86Second Quarter
    
    $
    19.01
    
    
    $
    14.32Third Quarter
    
    $
    18.70
    
    
    $
    14.47Fourth Quarter
    
    $
    17.65
    
    
    $
    12.75
 2008
    
    High
    
    
    LowFirst Quarter
    
    $
    20.48
    
    
    $
    14.75Second Quarter
    
    $
    23.09
    
    
    $
    18.00Third Quarter
    
    $
    27.00
    
    
    $
    19.41Fourth Quarter
    
    $
    25.11
    
    
    $
    12.57
 Holders
  Dividends
   32




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##### Table of Contents



Performance Graph
  COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
 
 *
    
    $100 invested on 12/31/04 in stock or index, including reinvestment of dividends.
Fiscal year ending December 31. 12/04
    
    
    
    12/05
    
    
    
    12/06
    
    
    
    12/07
    
    
    
    12/08
    
    
    
    12/09Luminex Corporation
    
    
    
    100.00
    
    
    
    
    130.86
    
    
    
    
    143.02
    
    
    
    
    182.88
    
    
    
    
    240.54
    
    
    
    
    168.13NASDAQ Composite
    
    
    
    100.00
    
    
    
    
    101.33
    
    
    
    
    114.01
    
    
    
    
    123.71
    
    
    
    
    73.11
    
    
    
    
    105.61NASDAQ Biotechnology
    
    
    
    100.00
    
    
    
    
    117.54
    
    
    
    
    117.37
    
    
    
    
    121.37
    
    
    
    
    113.41
    
    
    
    
    124.58
  33




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##### Table of Contents



Issuer Purchases of Equity Securities
  Total Number of Shares
    
    
    Approximate 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
    
    
    Programs10/01/09 - 10/31/09
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    11/1/09 - 11/30/09
    
    
    303
    
    
    
    13.74
    
    
    
    
    
    
    
    12/01/09 - 12/31/09
    
    
    993
    
    
    
    14.63
    
    
    
    
    
    
    
    Total Fourth Quarter
    
    
    1,296
    
    
    
    14.42
    
    
    
    
    
    
    
    
 (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.  34




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##### Table of Contents



ITEM 6. SELECTED FINANCIAL DATA
  Year Ended December 31,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005(In thousands, except per share data)Consolidated Results of Operations Data:Total revenue
    
    $
    120,643
    
    
    $
    104,447
    
    
    $
    75,010
    
    
    $
    52,989
    
    
    $
    42,313Gross profit
    
    
    81,294
    
    
    
    70,946
    
    
    
    46,094
    
    
    
    32,252
    
    
    
    22,321Income (loss) from operations
    
    
    7,399
    
    
    
    3,353
    
    
    
    (17,418
    )
    
    
    (581
    )[1]
    
    
    (3,496
    )Net income (loss)
    
    
    17,729
    
    
    
    3,057
    
    
    
    (2,711
    )
    
    
    1,507
    [1]
    
    
    (2,666
    )Net income (loss) applicable to common stockholders
    
    $
    17,729
    
    
    $
    3,057
    
    
    $
    (2,711
    )
    
    $
    1,507
    
    
    $
    (2,666
    )Net income (loss) per common share, basic
    
    $
    0.44
    
    
    $
    0.08
    
    
    $
    (0.08
    )
    
    $
    0.05
    [1]
    
    $
    (0.09
    )Shares used in computing net income (loss) per
share, basic
    
    
    40,562
    
    
    
    37,868
    
    
    
    34,361
    
    
    
    31,434
    
    
    
    30,990Net income (loss) per share, diluted
    
    $
    0.43
    
    
    $
    0.08
    
    
    $
    (0.08
    )
    
    $
    0.05
    [1]
    
    $
    (0.09
    )Shares used in computing net income (loss) per
share, diluted
    
    
    41,633
    
    
    
    39,700
    
    
    
    34,361
    
    
    
    32,988
    
    
    
    30,990
 At December 31,2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005(In thousands)Consolidated Balance Sheet Data:Cash and cash equivalents
    
    $
    90,843
    
    
    $
    81,619
    
    
    $
    27,233
    
    
    $
    27,414
    
    
    $
    25,206Short-term investments
    
    
    8,511
    
    
    
    40,501
    
    
    
    6,944
    
    
    
    10,956
    
    
    
    10,947Long-term investments
    
    
    20,228
    
    
    
    2,000
    
    
    
    
    
    
    
    7,346
    
    
    
    5,466Working capital
    
    
    122,398
    
    
    
    131,767
    
    
    
    40,801
    
    
    
    44,179
    
    
    
    39,364Total assets
    
    
    248,013
    
    
    
    217,291
    
    
    
    123,559
    
    
    
    66,696
    
    
    
    58,035Total long-term debt
    
    
    3,591
    
    
    
    3,359
    
    
    
    3,110
    
    
    
    
    
    
    
    Total stockholders equity
    
    
    218,738
    
    
    
    194,540
    
    
    
    103,480
    
    
    
    54,159
    
    
    
    44,710
 
 [1]
    
    Effective January 1, 2006, we changed our method of accounting for stock-based compensation to conform to
ASC 718 Stock Compensation.  35




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##### Table of Contents



ITEM 7.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
 The following information should be read in conjunction with the Consolidated Financial
Statements and the accompanying Notes included below in Item 8 and Risk Factors included above in
Item 1A of this Annual Report on Form 10-K . This discussion contains forward-looking statements
that involve risks and uncertainties. Our actual results may differ materially from those
anticipated in these forward-looking statements.
 Overview
 ®
    
    
    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 our proprietary microspheres to an end
user, 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 buy
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 standard 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.
  36




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##### Table of Contents



2009 Highlights
 
    
    Luminex grew total revenue by approximately 16% over 2008 revenue to $120.6 million
    
    Gross margin percentage of 67%, compared to 68% in 2008
    
    For the year ended 2009, assay revenue increased 66%, royalty revenue increased 23%
and system sales increased 9% over the prior calendar year
    
    Full commercial launch of the high-throughput FLEXMAP 3D multiplexing system
    
    System shipments of 873, resulting in cumulative life-to-date shipments of 6,767, up
15% from a year ago
    
    Our partners reported over $281 million of royalty bearing end user sales on xMAP
technology for the year, an 18% increase over 2008
    
    Settlement of SUNY lawsuit, resulting in a one-time charge of approximately $4.4
million
    
    Establishment of offices in Shanghai, Peoples Republic of China and Tokyo, Japan to
provide commercial support and service to customers and partners in these markets
    
    Obtained registration certificate from the Peoples Republic of China for the
Luminex 100 and Luminex 200 Systems
    
    Tax benefit from the release of the U.S. deferred tax asset valuation allowance
provided a one time benefit of $14.9 million, or $0.36 per share, basic
 Consumable Sales Trends
  Release of Valuation Allowance
    37




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Change in Cash Position
  Segment Information
  Future Operations
   Critical Accounting Policies
   38




---



##### Table of Contents



Revenue Recognition.
  Inventory Valuation.
 Warranties.
 Purchase Price Allocation, Intangibles and Goodwill.
    39




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##### Table of Contents



Assumptions
    
    2009WACC
    
    
    15.2
    %Terminal Growth Rate
    
    
    4.4
    %
   Accounting for Income Taxes.
   40




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##### Table of Contents



Stock compensation
 Consolidated Results of Operations
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Revenue
    
    
    100
    %
    
    
    100
    %
    
    
    100
    %Cost of revenue
    
    
    33
    %
    
    
    32
    %
    
    
    39
    %Gross profit
    
    
    67
    %
    
    
    68
    %
    
    
    61
    %Operating expensesResearch and development expense
    
    
    17
    %
    
    
    18
    %
    
    
    20
    %Selling, general and administrative expense
    
    
    44
    %
    
    
    47
    %
    
    
    54
    %In-process research and development expense
    
    
    
    
    
    
    
    
    
    
    10
    %Gain on settlement of liability
    
    
    
    
    
    
    
    
    
    
    (3
    )%Total operating expenses
    
    
    61
    %
    
    
    65
    %
    
    
    82
    %Income (loss) from operations
    
    
    6
    %
    
    
    3
    %
    
    
    (20
    )%Interest expense from long-term debt
    
    
    
    
    
    
    
    
    
    
    (1
    )%Other income, net
    
    
    1
    %
    
    
    1
    %
    
    
    2
    %Settlement of litigation
    
    
    (4
    )%
    
    
    
    
    
    
    15
    %Income taxes
    
    
    12
    %
    
    
    (1
    )%
    
    
    Net income (loss)
    
    
    15
    %
    
    
    3
    %
    
    
    (4
    )%
  41




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##### Table of Contents



Year Ended December 31, 2009 Compared to Year Ended December 31, 2008
 Year Ended December 31,Variance2009
    
    
    2008
    
    
    Variance
    
    
    (%)(dollars in thousands)Revenue
    
    $
    120,643
    
    
    $
    104,447
    
    
    $
    16,196
    
    
    
    16
    %Gross profit
    
    $
    81,294
    
    
    $
    70,946
    
    
    $
    10,348
    
    
    
    15
    %Gross margin percentage
    
    
    67
    %
    
    
    68
    %
    
    
    (1
    )%
    
    
    N/AOperating expenses
    
    $
    73,895
    
    
    $
    67,593
    
    
    $
    6,302
    
    
    
    9
    %Net income
    
    $
    17,729
    
    
    $
    3,057
    
    
    $
    14,672
    
    
    
    480
    %
 Revenue.
  Year Ended December 31,2009
    
    
    2008System sales
    
    $
    30,711
    
    
    $
    28,136Consumable sales
    
    
    28,380
    
    
    
    31,724Royalty revenue
    
    
    18,312
    
    
    
    14,897Assay revenue
    
    
    31,054
    
    
    
    18,715Service contracts
    
    
    5,845
    
    
    
    5,363Other revenue
    
    
    6,341
    
    
    
    5,612$
    120,643
    
    
    $
    104,447
  Gross Profit.
 Research and Development Expense.
  42




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##### Table of Contents



Selling, General and Administrative Expense.
 Income from Operations.
 Other Income, net.
 Income taxes.
 Year Ended December 31, 2008 Compared to Year Ended December 31, 2007
 Year Ended December 31,Variance2008
    
    
    2007
    
    
    Variance
    
    
    (%)(dollars in thousands)Revenue
    
    $
    104,447
    
    
    $
    75,010
    
    
    $
    29,437
    
    
    
    39
    %Gross profit
    
    $
    70,946
    
    
    $
    46,094
    
    
    $
    24,852
    
    
    
    54
    %Gross margin percentage
    
    
    68
    %
    
    
    61
    %
    
    
    7
    %
    
    
    N/AOperating expenses
    
    $
    67,593
    
    
    $
    63,512
    
    
    $
    4,081
    
    
    
    6
    %Net (loss) income
    
    $
    3,057
    
    
    $
    (2,711
    )
    
    $
    5,768
    
    
    
    213
    %
 Revenue.
  Year Ended December 31,2008
    
    
    2007System sales
    
    $
    28,136
    
    
    $
    24,428Consumable sales
    
    
    31,724
    
    
    
    19,199Royalty revenue
    
    
    14,897
    
    
    
    10,244Assay revenue
    
    
    18,715
    
    
    
    11,323Service contracts
    
    
    5,363
    
    
    
    4,431Other revenue
    
    
    5,612
    
    
    
    5,385$
    104,447
    
    
    $
    75,010
  Gross Profit.
  43




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##### Table of Contents



Research and Development Expense.
 Selling, General and Administrative Expense.
 Other Income, net.
 Settlement of litigation.
 Gain on settlement of liability.
  44




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##### Table of Contents



Segment Results of Operations
 Technology Segment
  Year Ended December 31,Variance2009
    
    
    2008
    
    
    Variance
    
    
    (%)(dollars in thousands)Revenue
    
    $
    87,389
    
    
    $
    83,567
    
    
    $
    3,822
    
    
    
    5
    %Gross profit
    
    $
    57,649
    
    
    $
    54,756
    
    
    $
    2,893
    
    
    
    5
    %Gross margin percentage
    
    
    66
    %
    
    
    66
    %
    
    
    0
    %
    
    
    N/AOperating expenses
    
    $
    49,527
    
    
    $
    45,723
    
    
    $
    3,804
    
    
    
    8
    %Net income
    
    $
    21,406
    
    
    $
    9,405
    
    
    $
    12,001
    
    
    
    128
    %
 Revenue.
  Year Ended December 31,2009
    
    
    2008System sales
    
    $
    29,296
    
    
    $
    26,408Consumable sales
    
    
    28,316
    
    
    
    31,678Royalty revenue
    
    
    18,312
    
    
    
    14,897Service contracts
    
    
    5,552
    
    
    
    5,290Other revenue
    
    
    5,913
    
    
    
    5,294$
    87,389
    
    
    $
    83,567
    45




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##### Table of Contents



Gross Profit.
 Operating expenses.
   46




---



##### Table of Contents



Income taxes.
  Year Ended December 31,Variance2008
    
    
    2007
    
    
    Variance
    
    
    (%)(dollars in thousands)Revenue
    
    $
    83,567
    
    
    $
    62,436
    
    
    $
    21,131
    
    
    
    34
    %Gross profit
    
    $
    54,756
    
    
    $
    37,864
    
    
    $
    16,892
    
    
    
    45
    %Gross margin percentage
    
    
    66
    %
    
    
    61
    %
    
    
    5
    %
    
    
    N/AOperating expenses
    
    $
    45,723
    
    
    $
    38,391
    
    
    $
    7,332
    
    
    
    19
    %Net income
    
    $
    9,405
    
    
    $
    12,330
    
    
    $
    (2,925
    )
    
    
    24
    %
 Revenue.
  Year Ended December 31,2008
    
    
    2007System sales
    
    $
    26,408
    
    
    $
    23,320Consumable sales
    
    
    31,678
    
    
    
    19,197Royalty revenue
    
    
    14,897
    
    
    
    10,213Service contracts
    
    
    5,290
    
    
    
    4,431Other revenue
    
    
    5,294
    
    
    
    5,275$
    83,567
    
    
    $
    62,436
      47




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##### Table of Contents



Gross Profit.
 Operating expenses.
  Settlement of litigation.
  48




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##### Table of Contents



Assay Segment
  Year Ended December 31,Variance2009
    
    
    2008
    
    
    Variance
    
    
    (%)(dollars in thousands)Revenue
    
    $
    33,254
    
    
    $
    20,880
    
    
    $
    12,374
    
    
    
    59
    %Gross profit
    
    $
    23,645
    
    
    $
    16,190
    
    
    $
    7,455
    
    
    
    46
    %Gross margin percentage
    
    
    71
    %
    
    
    78
    %
    
    
    (6
    )%
    
    
    N/AOperating expenses
    
    $
    24,368
    
    
    $
    21,870
    
    
    $
    2,498
    
    
    
    (11
    )%Net loss
    
    $
    (3,677
    )
    
    $
    (6,348
    )
    
    $
    2,671
    
    
    
    42
    %
  Year Ended December 31,2009
    
    
    2008System sales
    
    $
    1,415
    
    
    $
    1,728Consumable sales
    
    
    64
    
    
    
    46Royalty revenue
    
    
    
    
    
    
    Assay revenue
    
    
    31,054
    
    
    
    18,715Service contracts
    
    
    293
    
    
    
    73Other revenue
    
    
    428
    
    
    
    318$
    33,254
    
    
    $
    20,880
 Revenue.
 Gross profit
 Operating expenses.
  49




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##### Table of Contents



Year Ended December 31,Variance
    
    
    Variance2008
    
    
    2007
    
    
    $
    
    
    (%)(dollars in thousands)Revenue
    
    $
    20,880
    
    
    $
    12,574
    
    
    $
    8,306
    
    
    
    66
    %Gross profit
    
    $
    16,190
    
    
    $
    8,230
    
    
    $
    7,960
    
    
    
    97
    %Gross margin percentage
    
    
    78
    %
    
    
    65
    %
    
    
    13
    %
    
    
    N/AOperating expenses
    
    $
    21,870
    
    
    $
    25,121
    
    
    $
    (3,251
    )
    
    
    (13
    )%Net loss
    
    $
    (6,348
    )
    
    $
    (15,041
    )
    
    $
    8,693
    
    
    
    58
    %
 Revenue.
  Year Ended December 31,2008
    
    
    2007System sales
    
    $
    1,728
    
    
    $
    1,108Consumable sales
    
    
    46
    
    
    
    2Royalty revenue
    
    
    
    
    
    
    31Service contracts
    
    
    73
    
    
    
    Assay revenue
    
    
    18,715
    
    
    
    11,323Other revenue
    
    
    318
    
    
    
    110$
    20,880
    
    
    $
    12,574
  Gross profit
  50




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##### Table of Contents



Operating expenses.
  Gain on settlement of liability.
 Liquidity and Capital Resources
 December 31,
    
    
    December 31,2009
    
    
    2008(in thousands)Cash and cash equivalents
    
    $
    90,843
    
    
    $
    81,619Short-term investments
    
    
    8,511
    
    
    
    40,501Long-term investments
    
    
    20,228
    
    
    
    2,000$
    119,582
    
    
    $
    124,120
     51




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52




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Contractual Obligations
  Payments Due By PeriodLess Than
    
    
    
    
    
    
    
    
    
    
    More ThanContractual Obligations
    
    Total
    
    
    1 Year
    
    
    1-3 Years
    
    
    3-5 Years
    
    
    5 YearsNon-cancelable rental
obligations
    
    $
    11,421
    
    
    $
    2,446
    
    
    $
    4,656
    
    
    $
    3,801
    
    
    $
    518Non-cancelable purchase
obligations (1)
    
    
    12,662
    
    
    
    8,330
    
    
    
    1,552
    
    
    
    1,082
    
    
    
    1,698Long-term debt
obligations (2)
    
    
    5,430
    
    
    
    868
    
    
    
    2,090
    
    
    
    2,472
    
    
    
    Capital lease obligations
    
    
    20
    
    
    
    20
    
    
    
    
    
    
    
    
    
    
    
    Total (3)
    
    $
    29,533
    
    
    $
    11,664
    
    
    $
    8,298
    
    
    $
    7,355
    
    
    $
    2,216
 (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 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. The amount due within one year, as shown in the table above, is our
estimated repayment amount based on the current projected sales for the full year 2009.(3)
    
    Due to the uncertainty with respect to the timing of future cash flows associated with
Luminexs unrecognized tax benefits at December 31, 2009, Luminex is unable to make
reasonably reliable estimates of the timing of cash settlement with the respective taxing
authority. Therefore, $0.8 million of unrecognized tax benefits have been excluded from the
contractual obligations table above. See Note 10 to the Consolidated Financial Statements
for a discussion on income taxes. Inflation
   53




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##### Table of Contents



Recently Adopted Accounting Standards
  Recent Accounting Pronouncements
     54




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##### Table of Contents



.
 
 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 Interest Rate Risk.
 Foreign Currency Risk.
   55




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##### Table of Contents



ITEM 8.
    
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 Index to Consolidated Financial Statements
 PAGEReport of Independent Registered Public Accounting Firm
    
    
    57Report of Independent Registered Public Accounting Firm
    
    
    58Consolidated Balance Sheets
    
    
    59Consolidated Statements of Operations
    
    
    60Consolidated Statements of Cash Flows
    
    
    61Consolidated Statements of Changes in Stockholders Equity
    
    
    62Notes to Consolidated Financial Statements
    
    
    63
  56




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##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
        
  57




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##### Table of Contents



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
      
  58




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##### Table of Contents



LUMINEX CORPORATION
 
 CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
 December 31,2009
    
    
    2008ASSETSCurrent assets:Cash and cash equivalents
    
    $
    90,843
    
    
    $
    81,619Short-term investments
    
    
    8,511
    
    
    
    40,501Accounts receivable, (net of allowance for doubtful accounts of
$523 and $272 at December 31, 2009 and 2008, respectively)
    
    
    22,108
    
    
    
    11,024Inventories, net
    
    
    17,524
    
    
    
    11,589Deferred income taxes
    
    
    1,040
    
    
    
    2Prepaids and other
    
    
    2,130
    
    
    
    1,658Total current assets
    
    
    142,156
    
    
    
    146,393Property and equipment, net
    
    
    17,255
    
    
    
    12,567Intangible assets, net
    
    
    12,938
    
    
    
    14,901Deferred income taxes
    
    
    14,732
    
    
    
    274Long-term investments
    
    
    20,228
    
    
    
    2,000Goodwill
    
    
    39,617
    
    
    
    39,617Other
    
    
    1,087
    
    
    
    1,539Total assets
    
    $
    248,013
    
    
    $
    217,291LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    8,430
    
    
    $
    4,580Accrued liabilities
    
    
    7,493
    
    
    
    6,930Deferred revenue
    
    
    2,967
    
    
    
    2,671Current Portion of long term debt
    
    
    868
    
    
    
    445Total current liabilities
    
    
    19,758
    
    
    
    14,626Long-term debt
    
    
    3,591
    
    
    
    2,914Deferred revenue
    
    
    4,614
    
    
    
    4,960Other
    
    
    1,312
    
    
    
    251Total liabilities
    
    
    29,275
    
    
    
    22,751Stockholders equity:Common stock, $.001 par value, 200,000,000 shares authorized; issued and
outstanding: 40,736,340 shares in 2009; 40,334,082 shares in 2008
    
    
    41
    
    
    
    40Preferred stock, $.001 par value, 5,000,000 shares authorized; no shares
issued and outstanding
    
    
    
    
    
    
    Additional paid-in capital
    
    
    285,648
    
    
    
    279,255Accumulated other comprehensive loss (gain)
    
    
    28
    
    
    
    (47
    )Accumulated deficit
    
    
    (66,979
    )
    
    
    (84,708
    )Total stockholders equity
    
    
    218,738
    
    
    
    194,540Total liabilities and stockholders equity
    
    $
    248,013
    
    
    $
    217,291
   59




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LUMINEX CORPORATION
 
 CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
 Year Ended December 31,2009
    
    
    2008
    
    
    2007Revenue
    
    $
    120,643
    
    
    $
    104,447
    
    
    $
    75,010Cost of revenue
    
    
    39,349
    
    
    
    33,501
    
    
    
    28,916Gross profit
    
    
    81,294
    
    
    
    70,946
    
    
    
    46,094Operating expenses:Research and development
    
    
    20,752
    
    
    
    18,628
    
    
    
    15,383Selling, general and administrative
    
    
    53,143
    
    
    
    48,965
    
    
    
    40,729In-process research and development
    
    
    
    
    
    
    
    
    
    
    7,400Gain on settlement of liability
    
    
    
    
    
    
    
    
    
    
    (2,345
    )Total operating expenses
    
    
    73,895
    
    
    
    67,593
    
    
    
    61,167Income (loss) from operations
    
    
    7,399
    
    
    
    3,353
    
    
    
    (15,073
    )Interest expense from long-term debt
    
    
    (481
    )
    
    
    (592
    )
    
    
    (513
    )Other income, net
    
    
    719
    
    
    
    1,144
    
    
    
    1,665Settlement of litigation
    
    
    (4,350
    )
    
    
    
    
    
    
    11,500Income (loss) before income taxes
    
    
    3,287
    
    
    
    3,905
    
    
    
    (2,421
    )Income taxes
    
    
    14,442
    
    
    
    (848
    )
    
    
    (290
    )Net income (loss)
    
    $
    17,729
    
    
    $
    3,057
    
    
    $
    (2,711
    )Net income (loss) per share, basic
    
    $
    0.44
    
    
    $
    0.08
    
    
    $
    (0.08
    )Shares used in computing net income (loss) per share, basic
    
    
    40,562
    
    
    
    37,868
    
    
    
    34,361Net income (loss) per share, diluted
    
    $
    0.43
    
    
    $
    0.08
    
    
    $
    (0.08
    )Shares used in computing net income (loss) per share, diluted
    
    
    41,633
    
    
    
    39,700
    
    
    
    34,361
   60




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LUMINEX CORPORATION
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
 Year Ended December 31,2009
    
    
    2008
    
    
    2007CASH FLOWS FROM OPERATING ACTIVITIES:Net income (loss)
    
    $
    17,729
    
    
    $
    3,057
    
    
    $
    (2,711
    )Adjustments to reconcile net income (loss) to net cash provided by operating activities:Depreciation and amortization expense
    
    
    8,329
    
    
    
    7,001
    
    
    
    5,063In-process research and development expense
    
    
    
    
    
    
    
    
    
    
    7,400Gain on settlement of liability
    
    
    
    
    
    
    
    
    
    
    (2,345
    )Amortization of deferred stock, restricted stock
and stock compensation expense
    
    
    8,160
    
    
    
    7,251
    
    
    
    6,593Deferred income tax benefit
    
    
    (15,496
    )
    
    
    (105
    )
    
    
    (128
    )Loss on disposal of assets
    
    
    25
    
    
    
    8
    
    
    
    88Other
    
    
    1,665
    
    
    
    (415
    )
    
    
    268Changes in operating assets and liabilities:Accounts receivable, net
    
    
    (10,827
    )
    
    
    694
    
    
    
    (3,255
    )Inventories, net
    
    
    (5,935
    )
    
    
    (5,081
    )
    
    
    (129
    )Other assets
    
    
    (699
    )
    
    
    (837
    )
    
    
    1,147Accounts payable
    
    
    3,672
    
    
    
    1,760
    
    
    
    (2,958
    )Accrued liabilities
    
    
    (765
    )
    
    
    (312
    )
    
    
    (715
    )Deferred revenue
    
    
    (55
    )
    
    
    830
    
    
    
    75Net cash provided by operating activities
    
    
    5,803
    
    
    
    13,851
    
    
    
    8,393CASH FLOWS FROM INVESTING ACTIVITIES:Purchases of available-for-sale securities
    
    
    (62,764
    )
    
    
    
    
    
    
    Maturities of available-for-sale securities
    
    
    33,968
    
    
    
    
    
    
    
    Purchases of held-to-maturity securities
    
    
    
    
    
    
    (55,868
    )
    
    
    (6,325
    )Maturities of held-to-maturity securities
    
    
    42,501
    
    
    
    20,310
    
    
    
    17,717Purchase of property and equipment
    
    
    (10,369
    )
    
    
    (4,449
    )
    
    
    (6,685
    )Acquisition of business, net of cash acquired
    
    
    
    
    
    
    
    
    
    
    (2,686
    )Acquisition activity
    
    
    
    
    
    
    (481
    )Proceeds from sale of assets
    
    
    
    
    
    
    19
    
    
    
    30Acquired intangible assets
    
    
    
    
    
    
    
    
    
    
    (10
    )Acquired technology rights
    
    
    (29
    )
    
    
    (1,216
    )
    
    
    (265
    )Net cash provided by (used in) investing activities
    
    
    3,307
    
    
    
    (41,685
    )
    
    
    1,776CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds from debt
    
    
    453
    
    
    
    
    
    
    
    Payments on debt
    
    
    (440
    )
    
    
    (134
    )
    
    
    (12,349
    )Proceeds from secondary offering, net of offering costs
    
    
    
    
    
    
    74,722
    
    
    
    Proceeds from issuance of common stock
    
    
    567
    
    
    
    7,075
    
    
    
    1,868Other
    
    
    
    
    
    
    
    
    
    
    13Net cash provided by (used in) financing activities
    
    
    580
    
    
    
    81,663
    
    
    
    (10,468
    )Effect of foreign currency exchange rate on cash
    
    
    (466
    )
    
    
    557
    
    
    
    118Change in cash and cash equivalents
    
    
    9,224
    
    
    
    54,386
    
    
    
    (181
    )Cash and cash equivalents, beginning of year
    
    
    81,619
    
    
    
    27,233
    
    
    
    27,414Cash and cash equivalents, end of year
    
    $
    90,843
    
    
    $
    81,619
    
    
    $
    27,233Interest and penalties paid
    
    $
    456
    
    
    $
    160
    
    
    $
    1,360SUPPLEMENTAL DISCLOSURE OF NON-CASH
EFFECT OF ACQUISITIONS:Purchase price
    
    
    
    
    
    
    
    
    
    $
    (49,401
    )Common stock issued
    
    
    
    
    
    
    
    
    
    
    41,754Conversion of Tm options and warrants
    
    
    
    
    
    
    
    
    
    
    2,315Forgiveness of receivable from acquired company
    
    
    
    
    
    
    
    
    
    
    1,233Write-off of acquired technology rights
    
    
    
    
    
    
    
    
    
    
    473Cash acquired
    
    
    
    
    
    
    
    
    
    
    940Acquisition, net of cash acquired
    
    
    
    
    
    
    
    
    
    $
    (2,686
    )
   61




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LUMINEX CORPORATION
 
 CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
(In thousands, except per share data)
 AccumulatedCommon Stock
    
    
    Additional
    
    
    Other
    
    
    
    
    
    
    TotalNumber of
    
    
    
    
    
    
    Paid-In
    
    
    Comprehensive
    
    
    Accumulated
    
    
    StockholdersShares
    
    
    Amount
    
    
    Capital
    
    
    Income/(Loss)
    
    
    Deficit
    
    
    EquityBalance at December 31, 2006
    
    
    31,678,608
    
    
    $
    32
    
    
    $
    139,116
    
    
    $
    65
    
    
    $
    (85,054
    )
    
    $
    54,159Exercise of stock options
    
    
    331,754
    
    
    
    
    
    
    
    1,868
    
    
    
    
    
    
    
    
    
    
    
    1,868Issuances of restricted stock, net of
shares withheld for taxes
    
    
    178,815
    
    
    
    
    
    
    
    (425
    )
    
    
    
    
    
    
    
    
    
    
    (425
    )Shares Exchanged in Tm Acquisition
    
    
    3,202,034
    
    
    
    3
    
    
    
    41,751
    
    
    
    
    
    
    
    
    
    
    
    41,754Value of Tm options and warrants traded
    
    
    
    
    
    
    
    
    
    
    2,315
    
    
    
    
    
    
    
    
    
    
    
    2,315Stock compensation
    
    
    
    
    
    
    
    
    
    
    6,593
    
    
    
    
    
    
    
    
    
    
    
    6,593Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,711
    )
    
    
    (2,711
    )Foreign currency translation
adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (73
    )
    
    
    
    
    
    
    (73
    )Balance at December 31, 2007
    
    
    35,391,211
    
    
    $
    35
    
    
    $
    191,218
    
    
    $
    (8
    )
    
    $
    (87,765
    )
    
    $
    103,480Exercise of stock options
    
    
    644,057
    
    
    
    1
    
    
    
    7,075
    
    
    
    
    
    
    
    
    
    
    
    7,076Issuances of restricted stock, net of
shares withheld for taxes
    
    
    273,814
    
    
    
    
    
    
    
    (1,281
    )
    
    
    
    
    
    
    
    
    
    
    (1,281
    )Stock compensation
    
    
    
    
    
    
    
    
    
    
    7,251
    
    
    
    
    
    
    
    
    
    
    
    7,251Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,057
    
    
    
    3,057Secondary public offering, net of offering costs
    
    
    4,025,000
    
    
    
    4
    
    
    
    74,718
    
    
    
    
    
    
    
    
    
    
    
    74,722Tax benefits associated with options
    
    
    
    
    
    
    
    
    
    
    274
    
    
    
    
    
    
    
    
    
    
    
    274Foreign currency translation
adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (39
    )
    
    
    
    
    
    
    (39
    )Balance at December 31, 2008
    
    
    40,334,082
    
    
    $
    40
    
    
    $
    279,255
    
    
    $
    (47
    )
    
    $
    (84,708
    )
    
    $
    194,540Exercise of stock options
    
    
    71,602
    
    
    
    1
    
    
    
    566
    
    
    
    
    
    
    
    
    
    
    
    567Issuances of restricted stock, net of
shares withheld for taxes
    
    
    330,656
    
    
    
    
    
    
    
    (2,371
    )
    
    
    
    
    
    
    
    
    
    
    (2,371
    )Stock compensation
    
    
    
    
    
    
    
    
    
    
    8,160
    
    
    
    
    
    
    
    
    
    
    
    8,160Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17,729
    
    
    
    17,729Tax benefits associated with options
    
    
    
    
    
    
    
    
    
    
    38
    
    
    
    
    
    
    
    
    
    
    
    38Foreign currency translation
adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    12
    
    
    
    
    
    
    
    12Other
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    63
    
    
    
    
    
    
    
    63Balance at December 31, 2009
    
    
    40,736,340
    
    
    $
    41
    
    
    $
    285,648
    
    
    $
    28
    
    
    $
    (66,979
    )
    
    $
    218,738
   62




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##### Table of Contents



LUMINEX CORPORATION
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 NOTE 1  DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Description of Business
 ®
 Principles of Consolidation
   Adoption of the FASB Accounting Standards Codification
  Use of Estimates
  Subsequent Events
   63




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##### Table of Contents



Cash and Cash Equivalents
  Investments
  Fair Value of Financial Instruments
  Concentration of Credit Risk
     64




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##### Table of Contents



Inventories
  Property and Equipment
  Goodwill and Other Intangible Assets
     65




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##### Table of Contents



Impairment of Long-Lived Assets
  Revenue Recognition and Allowance For Doubtful Accounts
   Product-Related Expenses
  Research and Development Costs
   66




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##### Table of Contents



Incentive Compensation
  Income Taxes
    Earnings Per Share
  Stock-Based Compensation
  Segment Reporting
   67




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##### Table of Contents



NOTE 2  BUSINESS COMBINATIONS
 Acquisition
       68




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##### Table of Contents



Cash
    
    $
    940Other current assets
    
    
    3,157Other assets
    
    
    28Property and equipment
    
    
    3,518Purchased intangible assets
    
    
    18,800In-process research and development
    
    
    7,400Goodwill
    
    
    39,617Total assets
    
    $
    73,460Current portion of debt assumed
    
    $
    12,447Accrued severance assumed
    
    
    1,945Other current liabilities assumed
    
    
    7,148Long-term debt assumed
    
    
    2,294Other long-term liabilities assumed
    
    
    225Total liabilities
    
    
    24,059Purchase price
    
    $
    49,401
 Pro Forma Information
    2007Revenues
    
    $
    75,328Net loss
    
    $
    (8,488
    )Net loss per share, basic and diluted
    
    $
    (0.25
    )
 In-process Research and Development (IPR&D)
   69




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##### Table of Contents



NOTE 3  INVESTMENTS
   AccruedCost
    
    
    Interest
    
    
    Amortized CostDue in one year or less
    
    $
    40,501
    
    
    $
    283
    
    
    $
    40,784Due after one year through two years
    
    
    2,000
    
    
    
    20
    
    
    $
    2,020Total held-to-maturity securities
    
    $
    42,501
    
    
    $
    303
    
    
    $
    42,804
  Gains in
    
    
    Losses inAccumulated
    
    
    AccumulatedOther
    
    
    OtherAmortized
    
    
    Comprehensive
    
    
    Comprehensive
    
    
    EstimatedCost
    
    
    Gain (Loss)
    
    
    Gain (Loss)
    
    
    Fair ValueCurrent:Money Market funds
    
    $
    60,299
    
    
    $
    
    
    
    $
    
    
    
    $
    60,299Non-government sponsored debt securities
    
    
    33,495
    
    
    
    19
    
    
    
    (5
    )
    
    
    33,509Total current securities
    
    
    93,794
    
    
    
    19
    
    
    
    (5
    )
    
    
    93,808Noncurrent:Non-government sponsored debt securities
    
    
    18,144
    
    
    
    72
    
    
    
    (35
    )
    
    
    18,181Government sponsored debt securities
    
    
    2,035
    
    
    
    12
    
    
    
    
    
    
    
    2,047Total noncurrent securities
    
    
    20,179
    
    
    
    84
    
    
    
    (35
    )
    
    
    20,228Total available-for-sale securities
    
    $
    113,973
    
    
    $
    103
    
    
    $
    (40
    )
    
    $
    114,036
   EstimatedFair ValueDue in one year or less
    
    $
    33,509Due after one year through two years
    
    
    20,228$
    53,737
   70




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##### Table of Contents



Fair Value Measurements at Reporting Date UsingLevel 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalMoney Market funds
    
    $
    60,299
    
    
    
    
    
    
    
    
    
    
    $
    60,299Non-government sponsored debt securities
    
    
    51,690
    
    
    
    
    
    
    
    
    
    
    
    51,690Government sponsored debt securities
    
    
    2,047
    
    
    
    
    
    
    
    
    
    
    
    2,047Total
    
    $
    114,036
    
    
    
    
    
    
    
    
    
    
    $
    114,036Amounts included in:Cash and cash equivalents
    
    $
    85,297
    
    
    
    
    
    
    
    
    
    
    $
    85,297Short-term investments
    
    
    8,511
    
    
    
    
    
    
    
    
    
    
    
    8,511Long-term investments
    
    
    20,228
    
    
    
    
    
    
    
    
    
    
    
    20,228Total
    
    $
    114,036
    
    
    
    
    
    
    
    
    
    
    $
    114,036
  71




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##### Table of Contents



NOTE 4  ACCOUNTS RECEIVABLE
  2009
    
    
    2008Accounts receivable
    
    $
    22,631
    
    
    $
    11,296Less: Allowance for doubtful accounts
    
    
    (523
    )
    
    
    (272
    )$
    22,108
    
    
    $
    11,024
  Balance at December 31, 2006
    
    $
    301Reductions charged to costs and expenses
    
    
    Write-offs of uncollectible accounts
    
    
    (1
    )Additions due to acquired accounts receivable
    
    
    56Recoveries of uncollectible accounts
    
    
    Balance at December 31, 2007
    
    $
    356Reductions charged to costs and expenses
    
    
    (50
    )Write-offs of uncollectible accounts
    
    
    (34
    )Recoveries of uncollectible accounts
    
    
    Balance at December 31, 2008
    
    $
    272Reductions charged to costs and expenses
    
    
    Write-offs of uncollectible accounts
    
    
    (7
    )Increase in allowance charged to expense
    
    
    258Recoveries of uncollectible accounts
    
    
    Balance at December 31, 2009
    
    $
    523
 NOTE 5  INVENTORY, NET
  2009
    
    
    2008Parts and supplies
    
    $
    9,499
    
    
    $
    5,213Work-in-progress
    
    
    4,064
    
    
    
    3,939Finished goods
    
    
    3,961
    
    
    
    2,43717,524
    
    
    
    11,589
   72




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##### Table of Contents



NOTE 6  PROPERTY AND EQUIPMENT
  2009
    
    
    2008Laboratory equipment
    
    $
    12,389
    
    
    $
    9,223Leasehold improvements
    
    
    9,317
    
    
    
    6,550Computer equipment
    
    
    3,602
    
    
    
    3,071Purchased software
    
    
    7,172
    
    
    
    5,521Furniture and fixtures
    
    
    3,524
    
    
    
    1,609Assets on loan/rental
    
    
    1,849
    
    
    
    1,516Capital lease equipment
    
    
    116
    
    
    
    11637,969
    
    
    
    27,606Less: Accumulated amortization and depreciation
    
    
    (20,714
    )
    
    
    (15,039
    )$
    17,255
    
    
    $
    12,567
  NOTE 7  ACQUIRED INTANGIBLE ASSETS
  2009
    
    
    2008Gross carrying
    
    
    Accumulated
    
    
    Weighted
    
    
    Gross carrying
    
    
    Accumulated
    
    
    Weightedamount
    
    
    amortization
    
    
    average life
    
    
    amount
    
    
    amortization
    
    
    average lifeTechnology/trade secrets
    
    $
    17,400
    
    
    $
    (5,355
    )
    
    9
    
    
    $
    17,400
    
    
    $
    (3,465
    )
    
    9Customer lists/contracts
    
    
    1,100
    
    
    
    (208
    )
    
    15
    
    
    
    1,100
    
    
    
    (134
    )
    
    15Total
    
    $
    18,500
    
    
    $
    (5,563
    )
    
    
    
    
    
    $
    18,500
    
    
    $
    (3,599
    )
  2010
    
    $
    1,9632011
    
    
    1,9632012
    
    
    1,9632013
    
    
    1,9632014
    
    
    1,963
  73




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##### Table of Contents



NOTE 8  OTHER ASSETS
  2009
    
    
    2008Purchased technology rights (net of accumulated amortization of
$1,215,000 and $548,000 in 2009 and 2008, respectively)
    
    $
    817
    
    
    $
    1,300Other
    
    
    288
    
    
    
    3531,105
    
    
    
    1,653Less: Current portion
    
    
    (18
    )
    
    
    (114
    )$
    1,087
    
    
    $
    1,539
  NOTE 9  ACCRUED WARRANTY COSTS
   Accrued warranty costs at December 31, 2006
    
    $
    311Warranty expenses
    
    
    (525
    )Accrual for warranty costs
    
    
    473Accrued warranty costs at December 31, 2007
    
    
    259Warranty expenses
    
    
    (946
    )Accrual for warranty costs
    
    
    1,166Accrued warranty costs at December 31, 2008
    
    
    479Warranty expenses
    
    
    (1,003
    )Accrual for warranty costs
    
    
    1,105Accrued warranty costs at December 31, 2009
    
    $
    581
 NOTE 10  INCOME TAXES
  2009
    
    
    2008
    
    
    2007Domestic
    
    $
    8,236
    
    
    $
    13,021
    
    
    $
    12,164Foreign
    
    
    (4,949
    )
    
    
    (9,116
    )
    
    
    (14,585
    )Total
    
    $
    3,287
    
    
    $
    3,905
    
    
    $
    (2,421
    )
  74




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##### Table of Contents



2009
    
    
    2008
    
    
    2007Current:Federal
    
    $
    194
    
    
    $
    308
    
    
    $
    177Foreign
    
    
    (41
    )
    
    
    146
    
    
    
    84State
    
    
    295
    
    
    
    394
    
    
    
    29Total current
    
    $
    448
    
    
    $
    848
    
    
    $
    290Deferred:Federal
    
    
    (13,263
    )
    
    
    
    
    
    
    Foreign
    
    
    
    
    
    
    
    
    
    
    State
    
    
    (1,627
    )
    
    
    
    
    
    
    Total deferred
    
    
    (14,890
    )
    
    
    
    
    
    
    Total provision for income taxes
    
    $
    (14,442
    )
    
    $
    848
    
    
    $
    290
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Statutory tax rate
    
    
    35.0
    %
    
    
    35.0
    %
    
    
    34.0
    %State taxes, net of federal benefit
    
    
    5.7
    %
    
    
    7.3
    %
    
    
    3.6
    %Permanent items
    
    
    25.5
    %
    
    
    16.0
    %
    
    
    (21.2
    )%Effect of foreign operations
    
    
    0.2
    %
    
    
    (0.6
    )%
    
    
    14.7
    %Research and incentive tax credit generated
    
    
    (48.4
    )%
    
    
    (21.9
    )%
    
    
    35.8
    %Canadian tax rate change
    
    
    0.0
    %
    
    
    0.0
    %
    
    
    (64.8
    )%Valuation allowance
    
    
    (451.2
    )%
    
    
    (14.4
    )%
    
    
    (11.4
    )%Other
    
    
    (6.0
    )%
    
    
    0.0
    %
    
    
    0.0
    %(439.2
    )%
    
    
    21.4
    %
    
    
    (9.3
    )%
  75




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##### Table of Contents



2009
    
    
    2008
    
    
    2007Deferred tax assets:Current deferred tax assetsAccrued Liabilities and other
    
    $
    2,323
    
    
    $
    908
    
    
    $
    1,061Gross current deferred tax assets
    
    
    2,323
    
    
    
    908
    
    
    
    1,061Valuation allowance
    
    
    (801
    )
    
    
    (906
    )
    
    
    (1,059
    )Net current deferred tax assets
    
    
    1,522
    
    
    
    2
    
    
    
    2Noncurrent deferred tax assetsNet operating loss and credit carryforwards
    
    
    53,528
    
    
    
    49,726
    
    
    
    54,168Deferred revenue
    
    
    2,906
    
    
    
    2,835
    
    
    
    2,535Depreciation and amortization
    
    
    3,099
    
    
    
    6,924
    
    
    
    7,902Stock compensation
    
    
    1,922
    
    
    
    3,191
    
    
    
    1,981Gross Noncurrent Deferred Tax Assets
    
    
    61,455
    
    
    
    62,676
    
    
    
    66,586Valuation allowance
    
    
    (42,575
    )
    
    
    (57,577
    )
    
    
    (60,944
    )Net noncurrent deferred tax assets
    
    $
    18,880
    
    
    $
    5,099
    
    
    $
    5,642Deferred tax liabilities:Current deferred tax liabilitiesAccrued Liabilities and other
    
    $
    (482
    )
    
    
    
    
    
    
    Total current deferred tax liabilities
    
    
    (482
    )
    
    
    
    
    
    
    Net current deferred tax asset
    
    $
    1,040
    
    
    $
    2
    
    
    $
    2Noncurrent deferred tax liabilitiesAcquired intangibles
    
    $
    (4,148
    )
    
    $
    (4,825
    )
    
    $
    (5,521
    )Total noncurrent deferred tax liabilities
    
    $
    (4,148
    )
    
    $
    (4,825
    )
    
    $
    (5,521
    )Net noncurrent deferred tax asset
    
    $
    14,732
    
    
    $
    274
    
    
    $
    121Net deferred tax assets
    
    $
    15,772
    
    
    $
    276
    
    
    $
    123
   76




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##### Table of Contents



Balance at December 31, 2007
    
    $
    Additions based on tax positions related to the current year
    
    
    Additions for tax positions of prior years
    
    
    251Reductions for tax positions of prior years
    
    
    Settlements
    
    
    Lapse of statute of limitations
    
    
    Cumulative translation adjustment
    
    
    Balance at December 31, 2008
    
    $
    251Additions based on tax positions related to the current year
    
    
    74Additions for tax positions of prior years
    
    
    508Reductions for tax positions of prior years
    
    
    Settlements
    
    
    Lapse of statute of limitations
    
    
    Cumulative translation adjustment
    
    
    Balance at December 31, 2009
    
    $
    833
    77




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##### Table of Contents



NOTE 11  LONG-TERM DEBT
     2010
    
    $
    8682011
    
    
    9472012
    
    
    1,1432013
    
    
    1,3602014
    
    
    1,112Thereafter
    
    
    $
    5,430Less: Amount representing implied interest
    
    
    (414
    )Total principal repayments
    
    $
    5,016Discount
    
    $
    (557
    )Total long-term debt
    
    $
    4,459Less: Current portion of long-term debt
    
    
    (868
    )$
    3,591
   78




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##### Table of Contents



NOTE 12  NET INCOME (LOSS) PER SHARE
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Numerator:Net income (loss)
    
    $
    17,729
    
    
    $
    3,057
    
    
    $
    (2,711
    )Denominator:Denominator
for basic net income (loss) per share  weighted average common stock outstanding
    
    
    40,562
    
    
    
    37,868
    
    
    
    34,361Effect of dilutive securities:Stock options and awards
    
    
    1,071
    
    
    
    1,832
    
    
    
    Denominator
for diluted net income (loss) per share  weighted average shares outstanding  diluted
    
    
    41,633
    
    
    
    39,700
    
    
    
    34,361Basic net income (loss) per share
    
    $
    0.44
    
    
    $
    0.08
    
    
    $
    (0.08
    )Diluted net income (loss) per share
    
    $
    0.43
    
    
    $
    0.08
    
    
    $
    (0.08
    )
  NOTE 13  STOCKHOLDERS EQUITY AND COMPREHENSIVE INCOME/ LOSS
 Preferred Stock
  Stockholders Rights Plan
  Comprehensive Income/Loss
   79




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##### Table of Contents



NOTE 14  EMPLOYEE BENEFIT PLANS AND STOCK-BASED COMPENSATION
 Stock-Based Compensation
  Equity Incentive Plans
     80




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##### Table of Contents




    
    Partial or complete achievement of the trading price goal is dependent upon the average
closing price of Luminexs Common Stock for the twenty consecutive trading days ending
December 31, 2010, inclusive, subject to certain adjustments as described in the 2008 LTIP.
There is a range of trading price targets as follows: a minimum threshold of $24.79 per
share, a target of $28.17 per share, and a maximum goal of $44.73 per share.
 
    
    Partial or complete achievement of the operating cash flow goal is dependent upon the
average quarterly total operating cash flows per diluted share for the four quarters
ended December 31, 2010, as further described in the 2008 LTIP. Total operating cash
flows means Luminexs GAAP net cash provided by operating activities as shown on its
financial statements for the 12 month period ended December 31, 2010, as further described
in the 2008 LTIP. There is a range of targets as follows: a minimum threshold of $0.101 per
share, a target of $0.111 per share, and a maximum goal of $0.157 per share.
  
    
    Partial or complete achievement of the trading price goal is dependent upon the average
closing price of Luminexs Common Stock for the twenty consecutive trading days ending
December 31, 2011, inclusive, subject to certain adjustments as described in the 2009 LTIP.
There is a range of trading price targets as follows: a minimum threshold of $32.38 per
share, a target of $36.79 per share, and a maximum goal of $58.42 per share.
 
    
    Partial or complete achievement of the operating cash flow goal is dependent upon the
average quarterly total operating cash flows per diluted share for the four quarters
ended December 31, 2011, as further described in the 2009 LTIP. Total operating cash
flows means Luminexs GAAP net cash provided by operating activities as shown on its
financial statements for the 12 month period ended December 31, 2011, as further described
in the 2009 LTIP. There is a range of targets as follows: a minimum threshold of $0.134 per
share, a target of $0.152 per share, and a maximum goal of $0.241 per share.
  81




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Accounting for Stock Compensation
   2009
    
    
    2008
    
    
    2007Dividend yield
    
    
    0.0
    %
    
    
    0.0
    %
    
    
    0.0
    %Expected volatility
    
    
    0.6
    
    
    
    0.5
    
    
    
    0.5Risk-free rate of return
    
    
    2.0
    %
    
    
    3.0
    %
    
    
    5.0
    %Expected life
    
    
    7 yrs
    
    
    
    8 yrs
    
    
    
    7 yrsWeighted average fair
value at grant date
    
    $
    8.63
    
    
    $
    8.62
    
    
    $
    4.70
    [1]
 [1]
    
    No stock options were issued to employees during this period.   82




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##### Table of Contents



WeightedWeighted
    
    
    Average
    
    
    AggregateAverage
    
    
    Remaining
    
    
    IntrinsicShares
    
    
    Exercise
    
    
    Contractual
    
    
    ValueStock Options
    
    (in thousands)
    
    
    Price
    
    
    Life
    
    
    (in thousands)Outstanding at December 31, 2006
    
    
    3,163
    
    
    $
    9.76Granted
    
    
    823
    
    
    
    20.91Exercised
    
    
    (332
    )
    
    
    5.63Cancelled or expired
    
    
    (210
    )
    
    
    23.86Outstanding at December 31, 2007
    
    
    3,444
    
    
    $
    11.96Granted
    
    
    77
    
    
    
    20.70Exercised
    
    
    (644
    )
    
    
    10.99Cancelled or expired
    
    
    (106
    )
    
    
    24.22Outstanding at December 31, 2008
    
    
    2,771
    
    
    $
    11.96Granted
    
    
    167
    
    
    
    16.31Exercised
    
    
    (72
    )
    
    
    7.90Cancelled or expired
    
    
    (70
    )
    
    
    17.80Outstanding at December 31, 2009
    
    
    2,796
    
    
    $
    12.18
    
    
    
    3.62
    
    
    $
    12,994Vested at December 31, 2009 and expected to vest
    
    
    2,794
    
    
    $
    12.17
    
    
    
    3.62
    
    
    $
    12,994Exercisable at December 31, 2009
    
    
    2,558
    
    
    $
    11.72
    
    
    
    3.15
    
    
    $
    12,972
   83




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##### Table of Contents



Weighted-AverageShares
    
    
    Grant-DateRestricted Stock Awards
    
    (in thousands)
    
    
    Fair ValueNon-vested at December 31, 2008
    
    
    1,197
    
    
    $
    15.39Granted
    
    
    485
    
    
    
    16.16Vested
    
    
    (464
    )
    
    
    14.78Cancelled or expired
    
    
    (117
    )
    
    
    16.11Non-vested at December 31, 2009
    
    
    1,101
    
    
    $
    15.90
 SharesRestricted Stock Units
    
    (in thousands)Non-vested at December 31, 2008
    
    
    280Granted
    
    
    354Vested
    
    
    (12
    )Cancelled or expired
    
    
    (77
    )Non-vested at December 31, 2009
    
    
    545
      84




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##### Table of Contents



Year Ended December 31,2009
    
    
    2008
    
    
    2007Cost of revenue
    
    $
    710
    
    
    $
    523
    
    
    $
    380Research and development
    
    
    1,368
    
    
    
    1,143
    
    
    
    810Selling, general and administrative
    
    
    6,082
    
    
    
    5,585
    
    
    
    5,403Stock-based compensation costs reflected
in net income (loss)
    
    $
    8,160
    
    
    $
    7,251
    
    
    $
    6,593
 Reserved Shares of Common Stock
  Options / Warrants
    
    
    Shares Available
    
    
    Total SharesOutstanding
    
    
    for Future Issuance
    
    
    Reserved2000 Plan
    
    
    1,208,300
    
    
    
    
    
    
    
    1,208,3002001 Plan
    
    
    462,638
    
    
    
    
    
    
    
    462,6382006 Equity Incentive Plan
    
    
    839,534
    
    
    
    2,695,420
    
    
    
    3,534,9542006 Management Stock Purchase Plan
    
    
    
    
    
    
    500,000
    
    
    
    500,000Tm Plan
    
    
    61,161
    
    
    
    
    
    
    
    61,161Other *
    
    
    769,422
    
    
    
    
    
    
    
    769,4223,341,055
    
    
    
    3,195,420
    
    
    
    6,536,475
 *
    
    Balthrop Option and Tm Warrants Employee Savings Plans
   85




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##### Table of Contents



NOTE 15  COMMITMENTS AND CONTINGENCIES
 Lease Arrangements
   2010
    
    $
    2,4462011
    
    
    2,4142012
    
    
    2,2422013
    
    
    2,1312014
    
    
    1,670Thereafter
    
    
    518Total
    
    $
    11,421
  Non-Cancelable Purchase Commitments
  Employment Contracts
  Gain on Settlement of Liability
   86




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##### Table of Contents



Legal Proceedings
 ®
 ®
 NOTE 16  GUARANTEES
  NOTE 17  SEGMENT AND GEOGRAPHIC INFORMATION
  Technology segment 
 Assay segment
   87




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##### Table of Contents



2009
    
    
    2008Technology
    
    
    Assay
    
    
    
    
    
    
    Technology
    
    
    AssaySegment
    
    
    Segment
    
    
    Consolidated
    
    
    Segment
    
    
    Segment
    
    
    ConsolidatedRevenues from external customers
    
    $
    87,389
    
    
    $
    33,254
    
    
    $
    120,643
    
    
    $
    83,567
    
    
    $
    20,880
    
    
    $
    104,447Depreciation and amortization
    
    
    4,428
    
    
    
    3,901
    
    
    
    8,329
    
    
    
    3,279
    
    
    
    3,722
    
    
    
    7,001Segment profit (loss)
    
    
    21,406
    
    
    
    (3,677
    )
    
    
    17,729
    
    
    
    9,405
    
    
    
    (6,348
    )
    
    
    3,057Segment assets
    
    
    170,927
    
    
    
    77,086
    
    
    
    248,013
    
    
    
    145,008
    
    
    
    72,283
    
    
    
    217,291
  Sales to Customers
    
    
    Long-Term Assets2009
    
    
    2008
    
    
    2007
    
    
    2009
    
    
    2008
    
    
    2007Domestic
    
    $
    97,842
    
    
    $
    89,465
    
    
    $
    63,591
    
    
    $
    50,045
    
    
    $
    13,553
    
    
    $
    10,863Foreign:Europe
    
    
    11,398
    
    
    
    9,279
    
    
    
    7,835
    
    
    
    1,078
    
    
    
    428
    
    
    
    501Asia
    
    
    4,337
    
    
    
    1,204
    
    
    
    739
    
    
    
    264
    
    
    
    
    
    
    
    Canada
    
    
    4,608
    
    
    
    2,204
    
    
    
    846
    
    
    
    54,446
    [1]
    
    
    56,885
    [1]
    
    
    58,676
    [1]Other
    
    
    2,458
    
    
    
    2,295
    
    
    
    1,999
    
    
    
    24
    
    
    
    32
    
    
    
    $
    120,643
    
    
    $
    104,447
    
    
    $
    75,010
    
    
    $
    105,857
    
    
    $
    70,898
    
    
    $
    70,040
 [1]
    
    $39,617 of the long-term assets in Canada represents goodwill from the acquisition of LMD.   88




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##### Table of Contents



NOTE 18  SETTLEMENT OF LITIGATION
   NOTE 19  RECENT ACCOUNTING PRONOUNCEMENTS
   89




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##### Table of Contents



.
  90




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##### Table of Contents



SELECTED QUARTERLY RESULTS (UNAUDITED)
  Quarter EndedMarch 31,
    
    
    June 30,
    
    
    September 30,
    
    
    December 31,2009
    
    
    2009
    
    
    2009
    
    
    2009Revenue
    
    $
    25,557
    
    
    $
    27,801
    
    
    $
    29,118
    
    
    $
    38,167Gross profit
    
    
    17,568
    
    
    
    19,300
    
    
    
    18,771
    
    
    
    25,655Income (loss) from operations
    
    
    1,584
    
    
    
    1,029
    
    
    
    (512
    )
    
    
    5,298Net income (loss)
    
    
    (2,790
    )
    
    
    1,112
    
    
    
    (609
    )
    
    
    20,016Basic income (loss) per share
    
    
    (0.07
    )
    
    
    0.03
    
    
    
    (0.01
    )
    
    
    0.49Diluted income (loss) per share
    
    
    (0.07
    )
    
    
    0.03
    
    
    
    (0.01
    )
    
    
    0.48
 Quarter EndedMarch 31,
    
    
    June 30,
    
    
    September 30,
    
    
    December 31,2008
    
    
    2008
    
    
    2008
    
    
    2008Revenue
    
    $
    23,012
    
    
    $
    24,341
    
    
    $
    28,897
    
    
    $
    28,197Gross profit
    
    
    15,257
    
    
    
    16,563
    
    
    
    19,554
    
    
    
    19,572Income (loss) from operations
    
    
    (1,268
    )
    
    
    (514
    )
    
    
    2,981
    
    
    
    2,154Net income (loss)
    
    
    (1,166
    )
    
    
    (959
    )
    
    
    3,173
    
    
    
    2,009Basic income (loss) per share
    
    
    (0.03
    )
    
    
    (0.03
    )
    
    
    0.08
    
    
    
    0.05Diluted income (loss) per share
    
    
    (0.03
    )
    
    
    (0.03
    )
    
    
    0.08
    
    
    
    0.05
 
 ITEM 9.
    
    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  
 ITEM 9A. CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures
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Managements Report on Internal Control Over Financial Reporting
   Changes in Internal Control Over Financial Reporting
  
 ITEM 9B. OTHER INFORMATION
  
 PART III
 
 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
   
 ITEM 11. EXECUTIVE COMPENSATION
  
 ITEM 12.
    
    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS
   92




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Securities Authorized for Issuance Under Equity Compensation Plans
  Number of Securities RemainingAvailable for Future IssuanceNumber of Securities to
    
    
    Weighted-Average
    
    
    Under Equity Compensation Plansbe Issued Upon Exercise
    
    
    Exercise Price of
    
    
    (Excluding Securities ReflectedPlan Category
    
    of Outstanding Options
    
    
    Outstanding Options
    
    
    in Column (A))(A)
    
    
    (B)
    
    
    (C)Equity compensation plans
approved by security
holders
    
    
    2,047,834
    
    
    $
    7.44
    
    
    
    3,195,420Equity compensation plans
not approved by security
holders (1)
    
    
    1,293,221
    
    
    $
    13.55
    
    
    
    Total
    
    
    3,341,055
    
    
    
    
    
    
    
    3,195,420
 (1)
    
    Includes shares issuable upon the exercise of options granted under the Tm Bioscience
Corporation Share Option Plan assumed by Luminex in connection with the acquisition of Tm
Bioscience. These options have a weighted average exercise price of $23.34. No further grants
will be made pursuant to this plan. Also includes options to purchase 500,000 shares of the
Companys common stock issued to Patrick J. Balthrop, Sr. on May 15, 2004 in connection with his
hiring. Such option grants were issued separate and apart from the Companys stockholder approved
equity incentive plans. 
 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE
  
 ITEM 14. PRINCIPLE ACCOUNTING FEES AND SERVICES
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PART IV
 
 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
 (a)
    
    The following documents are filed as a part of this Annual Report on Form 10-K:
      EXHIBITNUMBER
    
    DESCRIPTION OF DOCUMENT2.1
    
    Merger Agreement, dated December 14, 2006, by and between the Company and Tm Bioscience Corporation
(Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed December 15, 2006).3.1
    
    Restated Certificate of Incorporation of the Company (Previously filed as an Exhibit to the Companys
Registration Statement on Form S-1 (File No. 333-96317), filed February 7, 2000, as amended).3.2
    
    Amended and Restated Bylaws of the Company (Previously filed as an Exhibit to the Companys Current
Report on Form 8-K, filed September 16, 2008).4.1
    
    Rights Agreement dated as of June 20, 2001 between Luminex Corporation and Mellon Investor Services LLC,
as Rights Agent which includes as Exhibit A the form of Certificate of Designations of Series A Junior
Participating Preferred Stock setting forth the terms of the Series A Junior Participating Preferred
Stock, as Exhibit B the form of Rights Certificate and as Exhibit C the Summary of Rights (Previously
filed as an Exhibit to the Companys Current Report on Form 8-K dated June 21, 2001 (File No.
000-30109)).10.1#
    
    Form of Incentive Stock Option Agreement for the 1996 Stock Option Plan (Previously filed as an Exhibit
to the Companys Registration Statement on Form S-1 (File No. 333-96317), filed February 7, 2000, as
amended).10.2#
    
    2000 Long-Term Incentive Plan of the Company, as amended (Previously filed as an Exhibit to the
Companys Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2002 (File No.
000-30109)).10.3#
    
    Form of Stock Option Award Agreement for the 2000 Long-Term Incentive Plan (Previously filed as an
Exhibit to the Companys Registration Statement on Form S-1 (File No. 333-96317), filed February 7,
2000, as amended).10.4#
    
    2001 Broad-Based Stock Option Plan of the Company (Previously filed as an Exhibit to the Companys
Annual Report on Form 10-K for the fiscal year ended December 30, 2001 (File No. 000-30109)).10.5#
    
    Form of Option Grant Certificate for the 2001 Broad-Based Stock Option Plan (Previously filed as an
Exhibit to the Companys Annual Report on Form 10-K for the fiscal year ended December 30, 2001 (File
No. 000-30109)).
  94




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##### Table of Contents



EXHIBITNUMBER
    
    DESCRIPTION OF DOCUMENT10.6#
    
    Form of Indemnification Agreement between the Company and each of the directors and executive officers
of the Company (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed
September 16, 2008).10.7
    
    Lease Agreement between Aetna Life Insurance Company, as Landlord, and Luminex Corporation, as Tenant,
dated October 19, 2001 (Previously filed as an Exhibit to the Companys Form 10-Q for the quarterly
period ended September 30, 2001 (File No. 000-30109)).10.8
    
    First Amendment to Lease Agreement between Aetna Life Insurance Company, as Landlord, and Luminex
Corporation as Tenant, dated July 25, 2002. (Previously filed as an Exhibit to the Companys Quarterly
Report on Form 10-Q for the period ended June 30, 2002 (File No. 000-30109)).10.9
    
    Lease Amendment between McNeil 4 & 5 Investors, LP, as Landlord, and Luminex Corporation, as Tenant,
dated January 27, 2003 (Previously filed as an Exhibit to the Companys Annual Report on Form 10-K for
the fiscal year ended December 31, 2002 (File No. 000-30109)).10. 10#
    
    Employment Agreement, effective as of October 1, 2003, by and between Luminex Corporation and Harriss T.
Currie (Previously filed as an Exhibit to the Companys Annual Report on Form 10-K for the fiscal year
ended December 31, 2003 (File No. 000-30109)).10.11#
    
    Employment Agreement effective as of October 1, 2003, by and between Luminex Corporation and David S.
Reiter (Previously filed as an Exhibit to the Companys Annual Report on Form 10-K for the fiscal year
ended December 31, 2003 (File No. 000-30109)).10.12#
    
    Employment Agreement effective as of May 15, 2004, by and between Luminex Corporation and Patrick J.
Balthrop (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed May 18,
2004).10.13#
    
    Employment Agreement effective as of October 25, 2004, by and between Luminex Corporation and Gregory J.
Gosch (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed October 22,
2004).10.14#
    
    Employment Agreement effective as of May 23, 2005, by and between Luminex Corporation and Russell W.
Bradley (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed May 25, 2005).10.15#
    
    2009 Executive Compensation Summary (Previously filed in the Companys Current Report on Form 8-K filed
March 17, 2009).10.16#
    
    Form of Restricted Stock Agreement for the 2000 Long-Term Incentive Plan and 2001 Broad-Based Stock
Option Plan (Previously filed as an Exhibit to the Companys Quarterly Report on Form 10-Q for the
quarterly period ended September 30, 2004 (File No. 000-30109)).10.17#
    
    Form of Non-Qualified Stock Option Agreement dated as of May 15, 2004, by and between Luminex
Corporation and Patrick J. Balthrop (Previously filed as an Exhibit to the Companys Current Report on
Form 8-K filed May 18, 2004 (File No. 000-30109)).10.18#
    
    Form of Amendment to Executive Employment Agreements (Previously filed as an Exhibit to the Companys
Annual Report on Form 10-K for the fiscal year ended December 31, 2005).10.19#
    
    Luminex Corporation Amended and Restated 2006 Equity Incentive Plan (Previously filed as an Exhibit to
the Companys Current Report on Form 8-K filed May 21, 2009).10.20#
    
    Form of Non-Qualified Stock Option Agreement for the Amended and Restated 2006 Equity Incentive Plan
(Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed May 21, 2009).10.21#
    
    Form of Restricted Share Award Agreement for Officers & Employees for the Amended and Restated 2006
Equity Incentive Plan (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed
May 21, 2009).
  95




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EXHIBITNUMBER
    
    DESCRIPTION OF DOCUMENT10.22#
    
    Form of Restricted Share Award Agreement for Directors for the Amended and Restated 2006 Equity
Incentive Plan (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed May 21,
2009).10.23#
    
    Form of Restricted Share Unit Agreement for Officers & Employees for the Amended and Restated 2006
Equity Incentive Plan (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed
May 21, 2009).10.24#
    
    Form of Restricted Share Unit Agreement for Directors for the Amended and Restated 2006 Equity Incentive
Plan (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed May 21, 2009).10.25#
    
    Luminex Corporation 2006 Management Stock Purchase Plan (Previously filed as Exhibit B to the Companys
Proxy Statement for its Annual Meeting of Shareholders held on May 25, 2006).10.26#
    
    Employment Agreement effective as of March 1, 2007, by and between Luminex Corporation, Tm Bioscience
and Jeremy Bridge-Cook (Previously filed as an Exhibit to the Companys Annual Report on Form 10-K for
the fiscal year ended December 31, 2006).10.27#
    
    Amendment to Restricted Stock Agreement, dated as of March 25, 2007, by and between Luminex Corporation
and Patrick J. Balthrop, Sr. (Previously filed as an Exhibit to the Companys Quarterly Report on Form
10-Q for the quarterly period ended March 31, 2007).10.28#
    
    Amendment to Luminex Corporation Amended and Restated 2000 Long-Term Incentive Plan dated as of May 24,
2007 (Previously filed as an Exhibit to the Companys Quarterly Report on Form 10-Q for the quarterly
period ended June 30, 2007).10.29#
    
    Amendment to Luminex Corporation 2001 Broad-Based Stock Option Plan dated as of May 24, 2007 (Previously
filed as an Exhibit to the Companys Quarterly Report on Form 10-Q for the quarterly period ended June
30, 2007).10.30#
    
    Amendment to Luminex Corporation 2006 Management Stock Purchase Plan dated as of May 24, 2007
(Previously filed as an Exhibit to the Companys Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 2007).10.31#
    
    Luminex Corporation 2008 Long Term Incentive Plan (Previously filed as an Exhibit to the Companys
Current Report on Form 8-K filed December 9, 2008).10.32#
    
    Form of Restricted Share Unit Award Agreement for Awards under the Luminex Corporation 2008 Long Term
Incentive Plan (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed
December 9, 2008).10.33#
    
    Employment Agreement, dated as of July 1, 2009, by and between Luminex Corporation and Michael F. Pintek.10.34#
    
    Luminex Corporation 2009 Long Term Incentive Plan (Previously filed as an Exhibit to the Companys
Current Report on Form 8-K filed March 17, 2009).10.35#
    
    Form of Restricted Share Unit Award Agreement for Awards under the Luminex Corporation 2009 Long Term
Incentive Plan (Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed March
17, 2009).10.36#
    
    Form of Non-Qualified Stock Option Agreement for the 2006 Equity Incentive Plan (Previously filed as an
Exhibit to the Companys Current Report on Form 8-K filed May 25, 2006).10.37#
    
    Form of Restricted Share Award Agreement for Officers & Employees for the 2006 Equity Incentive Plan
(Previously filed as an Exhibit to the Companys Current Report on Form 8-K filed May 25, 2006).
  96




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EXHIBITNUMBER
    
    DESCRIPTION OF DOCUMENT10.38#
    
    Form of Restricted Share Award Agreement for Directors for the 2006 Equity Incentive Plan (Previously
filed as an Exhibit to the Companys Current Report on Form 8-K filed May 25, 2006).10.39#
    
    Form of Restricted Stock Unit Agreement for the 2006 Equity Incentive Plan (Previously filed as an
Exhibit to the Companys Annual Report on Form 10-K for the fiscal year ended December 31, 2006).10.40#
    
    Form of Amendments to Equity Award Agreements (Previously filed as an Exhibit to the Companys Quarterly
Report on Form 10-Q for the quarterly period ended June 30, 2007).21.1
    
    Subsidiaries of the Company.23.1
    
    Consent of Independent Registered Public Accounting Firm.24.1
    
    Power of Attorney (incorporated in the signature page of this report).31.1
    
    Certification by CEO pursuant to Securities and Exchange Act Rules 13a-14(a) and 15d  14(a), as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    
    Certification by CFO pursuant to Securities and Exchange Act Rules 13a-14(a) and 15d  14(a), as adopted
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 by CFO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
 #
    
    Management contract or compensatory plan or arrangement.  97




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SIGNATURES
  LUMINEX CORPORATIONBy:
    /s/ Patrick J. BalthropPatrick J. BalthropPresident and Chief Executive Officer

Date: February 25, 2010  POWER OF ATTORNEY
    S-1




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##### Table of Contents



SIGNATURES
    
    TITLE
    
    DATE/s/ Patrick J. Balthrop
    
    President and Chief Executive Officer,
    
    February 25, 2010Patrick J. Balthrop/s/ Harriss T. Currie
    
    Chief Financial Officer, Vice
President,
    
    February 25, 2010Harriss T. Currie
    
    Finance and Treasurer
(Principal Financial Officer and
Principal Accounting Officer)/s/ Robert J. Cresci
    
    Director
    
    February 25, 2010Robert J. Cresci/s/ Thomas W. Erickson
    
    Director
    
    February 25, 2010Thomas W. Erickson/s/ Fred C. Goad, Jr.
    
    Director
    
    February 25, 2010Fred C. Goad, Jr./s/ Jay B. Johnston
    
    Director
    
    February 25, 2010Jay B. Johnston/s/ Jim D. Kever
    
    Director
    
    February 25, 2010Jim D. Kever/s/ G. Walter Loewenbaum II
    
    Chairman of the Board of Directors
    
    February 25, 2010G. Walter Loewenbaum II/s/ Kevin M. McNamara
    
    Director
    
    February 25, 2010Kevin M. McNamara/s/ Edward A. Ogunro
    
    Director
    
    February 25, 2010Edward A. Ogunro/s/ Gerard Vaillant
    
    Director
    
    February 25, 2010Gerard Vaillant
  S-2