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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended September 28, 2002

Commission File Number 0-16960

THE GENLYTE GROUP INCORPORATED
AND SUBSIDIARIES

10350 ORMSBY PARK PLACE
SUITE 601
LOUISVILLE, KY 40223
(502) 420-9500

        Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý        No o

        The number of shares outstanding of the issuer's common stock as of October 26, 2002 was 13,577,712.

THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 28, 2002
CONTENTS

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED SEPTEMBER 28, 2002 AND SEPTEMBER 29, 2001
(Amounts in thousands, except per share data)
(Unaudited)

The accompanying notes are an integral part of these consolidated financial statements.

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THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE NINE MONTHS ENDED SEPTEMBER 28, 2002 AND SEPTEMBER 29, 2001
(Amounts in thousands, except per share data)
(Unaudited)

The accompanying notes are an integral part of these consolidated financial statements.

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THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS OF SEPTEMBER 28, 2002 AND DECEMBER 31, 2001
(Amounts in thousands)

The accompanying notes are an integral part of these consolidated financial statements.

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THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 28, 2002 AND SEPTEMBER 29, 2001
(Amounts in thousands)
(Unaudited)

The accompanying notes are an integral part of these consolidated financial statements.

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THE GENLYTE GROUP INCORPORATED AND SUBSIDIARIES
NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS
AS OF SEPTEMBER 28, 2002
(Dollars in thousands, except per share amounts)
(Unaudited)

1.    Basis of Presentation

        Throughout this Form 10-Q, the term "Company" as used herein refers to The Genlyte Group Incorporated, including the consolidation of The Genlyte Group Incorporated and all majority-owned subsidiaries. The term "Genlyte" as used herein refers only to The Genlyte Group Incorporated.

        The financial information presented is unaudited (except that as of December 31, 2001), however, such information reflects all adjustments, consisting solely of normal recurring adjustments, which are, in the opinion of management, necessary for a fair statement of results for the interim periods. The financial information has been prepared in accordance with rules and regulations of the Securities and Exchange Commission for Form 10-Q. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. For further information refer to the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2001.

        The results of operations for the nine-month period ended September 28, 2002 are not necessarily indicative of the results to be expected for the full year.

2.    Use of Estimates

        Management of the Company has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities to prepare these financial statements in conformity with generally accepted accounting principles. Actual results could differ from these estimates.

3.    Adoption of New Accounting Standard Regarding Goodwill and Other Intangible Assets

        Statement of Financial Accounting Standards No. 142, "Goodwill and Other Intangible Assets" ("SFAS No. 142"), was issued in July 2001 and became effective for the Company on January 1, 2002. SFAS No. 142 addresses how goodwill and other intangible assets should be accounted for upon their acquisition and afterwards. The primary impact of SFAS No. 142 on the Company is that existing goodwill is no longer amortized beginning in 2002. Instead of amortization, goodwill is subject to an assessment for impairment on a reporting unit basis by applying a fair-value-based test annually, and more frequently if circumstances indicate a possible impairment. If a reporting unit's net book value is more than its fair value and the reporting unit's net book value of its goodwill exceeds the fair value of that goodwill, an impairment loss is recognized in an amount equal to the excess goodwill net book value.

        Based on December 31, 2001 goodwill balances, the Company will report lower amortization of goodwill and higher operating profit of approximately $5,200 for the full year 2002 compared to the full year 2001. Because the majority of the amortization is currently not tax deductible, the increase in annual after-tax income from not amortizing goodwill is estimated to be approximately $4,850, and $3,200 after deducting Thomas Industries' minority interest. The Company tested the goodwill of all of its reporting units (which are a level below the reportable segments disclosed in Note 8) for impairment during the first quarter of 2002 using a present value of future cash flows valuation

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method. This process did not result in any impairment to be recorded upon the adoption of SFAS No. 142.

        Prior to the adoption of SFAS No. 142, the Company had $4,922 of goodwill acquired prior to 1971 that was not amortized and $165,928 of goodwill acquired after 1970 that was amortized on a straight-line basis over periods ranging from 10 to 40 years. Had the Company accounted for goodwill in accordance with SFAS No. 142 in 2001, net income and earnings per share for the three months and nine months ended September 28, 2002 and September 29, 2001 would have been as follows:

*

Goodwill amortization is after minority interest and tax effects.

        The changes in the net carrying amounts of goodwill by segment for the nine months ended September 28, 2002 are as follows:

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        The Company has a pension intangible asset that is not amortized, a minor amount of internally developed intangible assets that are amortized, and intangible assets acquired through purchases of businesses. Summarized information about the Company's acquired intangible assets follows:

        The Company amortizes the license and non-competition agreements over 30 years, which represents their contractual life, and patents and other over two to twelve years. Amortization expense for acquired intangible assets (other than goodwill) was $622 and $582 for the first nine months of 2002 and 2001, respectively. Estimated amortization expense for acquired intangible assets for the next five full years is $825 for 2002, $810 for 2003, $799 for 2004, $799 for 2005, and $793 for 2006.

4.    Adoption of New Accounting Standard Regarding Disposal of Long-Lived Assets

        Statement of Financial Accounting Standards No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets" ("SFAS No. 144"), was issued in October 2001 and is effective for the Company beginning in 2002. SFAS No. 144 requires that long-lived assets to be disposed of by sale be measured at the lower of net book value or fair value less cost to sell, whether reported in continuing operations or in discontinued operations. SFAS No. 144 also expands the reporting of discontinued operations to include components of an entity that have been or will be disposed of rather than limiting such reporting to discontinued segments of a business. The adoption of SFAS No. 144 did not have an impact on the Company's financial position or results of operations during the first nine months of 2002. However, future plans to dispose of long-lived assets could result in charges against operations to write down long-lived asset values.

5.    New Accounting Standard Regarding Costs Associated With Exit or Disposal Activities

        Statement of Financial Accounting Standards No. 146, "Accounting for Costs Associated With Exit or Disposal Activities" ("SFAS No. 146"), was issued in June 2002 and is effective for exit or disposal activities that are initiated after December 31, 2002. SFAS No. 146 nullifies EITF Issue 94-3, "Liability Recognition for Certain Employee Termination Benefits and Other Costs to Exit an Activity (including Certain Costs Incurred in a Restructuring)." SFAS No. 146 requires that a liability for a cost associated with an exit or disposal activity be recognized at fair value when the liability is incurred. A commitment to an exit or disposal plan no longer will be sufficient basis for recording a liability for those activities. The adoption of SFAS No. 146 in 2003 is not expected to have an immediate material impact on the Company's financial condition or results of operations, however, the Company may have future exit or disposal activities to which SFAS No. 146 would apply.

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6.    Comprehensive Income

        For the three months ended September 28, 2002 and September 29, 2001:

        For the nine months ended September 28, 2002 and September 29, 2001:

7.

Earnings Per Share

        The calculation of the average common shares outstanding assuming dilution for the three months ended September 28, 2002 and September 29, 2001 follows:

        The calculation of the average common shares outstanding assuming dilution for the nine months ended September 28, 2002 and September 29, 2001 follows:

8.

Segment Reporting

        The Company's reportable operating segments include the Commercial Segment, the Residential Segment, and the Industrial and Other Segment. Inter-segment sales are eliminated in consolidation

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and therefore not presented in the table below. For the three months ended September 28, 2002 and September 29, 2001:

        For the nine months ended September 28, 2002 and September 29, 2001: