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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT
pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1995
0-11963
(Commission file number)
Iomega
Corporation
(Exact name of registrant as specified in its charter)
Delaware 86-0385884
(State of incorporation) (IRS employer identification number)
1821 West Iomega Way, Roy, UT 84067
(Address of principal executive offices) (ZIP Code)
(801) 778-1000
(Registrant's telephone number)
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.033333 per share
Series A Convertible Preferred Stock, par value $.01 per share*
6.75% Convertible Subordinated Notes due 2001
* A Certification and Notice of Termination of Registration under Section
12(g) of the Securities Exchange Act of 1934 has been filed with respect to
the Series A Convertible Preferred Stock, no shares of which remain
outstanding, but has not yet become effective.
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.
The aggregate market value of Common Stock held by non-affiliates of the
registrant at January 31, 1996 was $731,711,134, based upon the last
reported sales price of the Common Stock on the Nasdaq National Market, as
reported by Nasdaq. The number of shares of the registrant's Common Stock
outstanding at January 31, 1996 was 58,923,372.
Documents incorporated by reference:
1. Specifically identified portions of the Company's Annual Report to
Stockholders for the year ended December 31, 1995 into Part I and
Part II of Form 10-K.
2. Specifically identified portions of the Company's Definitive Proxy
Statement for its 1996 annual meeting of stockholders into Part III of
Form 10-K.
PART I
This Annual Report on Form 10-K contains forward-looking statements,
including information with respect to the Company's plans and strategy for
its business. For this purpose, any statements contained herein that are not
statements of historical fact may be deemed to be forward-looking statements.
Without limiting the foregoing, the words "believes", "anticipates", "plans",
"expects" and similar expressions are intended to identify forward-looking
statements. There are a number of important factors that could cause actual
events or the Company's actual results to differ materially from those indicated
by such forward-looking statements. These factors include, without limitation,
those set forth below under the caption "Factors Affecting Future Operating
Results" included under "Management's Discussion and Analysis of Financial
Condition and Results of Operations" in Part II of this Annual Report on Form
10-K.
ITEM 1. BUSINESS:
Iomega Corporation ("Iomega" or the "Company") designs, manufacturers and
markets innovative data storage solutions, based on removable-media technology,
that help personal computer users "manage their stuff." The Company's data
storage solutions include disk drives marketed under the tradenames Zip and Jaz,
and a family of tape drives marketed under the tradename Ditto. The Company's
Zip and Jaz disk drives are designed to provide users with the benefits of high
capacity and rapid access generally associated with hard disk drives and the
benefits of media removability generally associated with floppy disk drives,
including expandable storage capacity and data transportability, management and
security. The Company's Ditto tape drives primarily address the market for
backup data storage. The Company began shipping Zip drives in March 1995 and
Jaz drives in limited quantities in December 1995.
Iomega Solutions
The Company believes its recently introduced Zip and Jaz disk drives
address key information storage and management needs of today's personal
computer users by providing affordable, easy-to-use storage solutions that
combine the high capacity and rapid access of hard disk drives with the
benefits of media removability generally associated with floppy disk drives.
Specifically, the Company's products offer the following benefits to personal
computer users.
Expandable Storage Capacity
As personal computer users are increasingly forced to expand their primary
storage capacity (generally provided by the hard disk drive incorporated in the
computer), Zip and Jaz provide an easy and efficient way to do so. Both the Zip
and the Jaz drive can be easily connected or installed and offer unlimited
additional storage capacity, in increments of 100 MBs (in the case of Zip) and
1 GB (in the case of Jaz).
Media Removability
Both Zip and Jaz store data on high-capacity removable disks, thus enabling
computer users to:
- take programs and files from an office computer and work with them
on a home or laptop computer;
- share programs and files with other personal computer users;
- organize data by storing different files on different disks;
- create a "separate personal computer" for each person using the
computer (such as different family members) -- each user can store
all of his or her software and data on a single disk that can be
removed from the computer and privately stored when that person is
not using the computer; and
- remove particularly sensitive or valuable information from the
computer for storage in a different location, thus protecting it
against viewing or modification by another user of the computer and
against damage to the computer.
Data Backup
The Company's family of Ditto tape drives, as well as the Zip and Jaz
drive, offer a convenient and effective way for personal computer users to
create backup copies of their programs and files.
Attractive Price, Performance and Features
The Company believes that its Zip and Jaz drives provide a combination of
price, performance and features that makes them attractive data storage
solutions for their target markets. Zip offers data access times and
transfer rates and storage capacity that greatly exceeds that offered by
conventional floppy disk drives, along with the benefits of removable media,
at a price that is attractive to mass-market customers. Jaz offers many
performance features comparable to those of most other data storage devices
(including conventional hard disk drives), at a lower price than other
currently available comparably performing removable-media storage devices.
Products
The Company offers products targeted at both the mass market and the
high-performance market. The Zip drive and the Ditto 420 and Ditto Easy 800
tape drives were designed to achieve price levels which the Company determined
are critical to mass-market consumers. The Jaz drive and Ditto 3200 tape
drive, on the other hand, are principally targeted to more technically
demanding, high-end customers, who the Company believes are less price
sensitive than typical mass-market consumers.
The following table lists the principal data storage devices currently
being offered by the Company:
Typical
Product Retail Price
(Year Introduced)* Media and Capacity Drive/Disk** Technology
Zip (1995) 100-MB Zip Disks $199/$14.99 Drive: Winchester
heads
Disks: Advanced
flexible
media
Jaz (1995) 1-GB Jaz Disks $599/$99.99 Drive: Thin-film
heads
540-MB Jaz Disks Disks: Two rigid disk
platters
Ditto 420 (1994) Ditto Tape $99 Drive: Direct drive
Ditto Easy 800 (1995) minicartridges $149 mechanism
Ditto Easy 3200 (1996) (420-MB, 800-MB, $299 Media: Industry
3200-MB) standard
quarter inch
cartridges
____________________
* Drives are available in internal and external versions. The indicated
capacities for Ditto drives represent the maximum capacity using data
compression.
** Indicates the typical price at which the external version of the drive and
the highest capacity media for that drive is sold at retail. Prices for
the internal version of a drive and for smaller capacity media are
generally lower. The price for the Ditto 420 is the internal version
price. Disk prices represent per unit purchase price in multi-packs.
Media prices for tape are not presented because revenues from tape
minicartridge sales are not material to the Company.
Zip
The Company began shipping external Zip drives and 100-MB Zip disks in
March 1995. Designed as an affordable mass-market product, the Zip drive
addresses multiple needs of personal computer users; hard drive expansion, data
transportability, management and security and data backup. The drive uses
interchangeable 100-MB Zip disks to provide users of IBM-compatible and Apple
Macintosh personal computers with 70 times the capacity of, and superior
performance to, traditional floppy disks. Zip drives were designed with 100-MB
disks based on the results of the Company's market research, which showed that
85% of the files stored on personal computers are 100 Mbs or less.
Zip drives use durable, high-capacity flexible media and Winchester-style
nanoslide heads with a special airbearing surface combined with a linear voice
coil motor. The Zip drive provides high capacity and rapid access and can be
used for a number of data storage purposes. The SCSI version of the Zip drive,
which offers faster performance than the parallel port version of the drive,
features 29 millisecond average seek time and an average sustained data transfer
rate of 1.00 MB per second. Software included with the Zip drive provides a
total data storage solution by helping users organize and copy their data and
offers software read/write protect, which further enables users to secure and
protect their data.
The external, portable version of the Zip drive weighs approximately one
pound and is offered in a parallel port version for use with IBM PC-compatible
computers and a SCSI version for use with Apply Macintosh computers or IBM
PC-compatible computers which have a SCSI adapter board. The parallel port
version features printer pass through to allow normal operation of a printer
in the same port. The SCSI version has two connectors allowing it to be
connected with other SCSI devices. The external Zip drive has a unique
compact design, including a royal blue color, a window allowing visibility of
the label on the cartridge being used, rubber feet for positioning the drive
flat or on its side, operation lights and a finger slot for easy cartridge
insertion and removal.
In September 1995, Power Computing, the first Macintosh clone manufacturer,
began offering internal 5.25-inch Zip SCSI drives as a $159 option on its
computers. The Company has also designed an internal version of the Zip drive
which incorporates a conventional 3.5-inch floppy disk drive. In addition, the
Company has developed an internal 3.5-inch IDE version of the Zip drive, which
it expects will be available in the first quarter of 1996.
During 1995, Zip received numerous awards from industry publications in
select categories including: PC/Computing's Most Valuable Product; Publish
magazine's 1995 Publish Impact Award; Cadence magazine's Editor's Choice Award;
the International Digital Imaging Association's "Best New Hardware" award; and,
listing in Computer Life magazine's "Best of Everything" list.
The Zip drive carries a one-year warranty and Zip disks are sold with a
limited lifetime warranty.
Jaz
The Company began shipping Jaz drives and 1-GB Jaz disks in limited
quantities in December 1995. Jaz addresses the high-performance needs of
personal computer users in three areas: multimedia applications (audio, video
and graphics), personal data management, and hard drive upgrade. The Jaz drive
offers data transfer rates comparable to those of most current hard disk drives,
with an average sustained transfer rate of 5.4 MBs per second, 12 millisecond
average seek time and 17.5 millisecond average access time. Jaz disks are
currently available in a capacity of 1 GB, which the Company's market research
indicated was a capacity that many high-performance computer users demand, and
540-MB Jaz disks are expected to be available in the first half of 1996. Using
1-GB disks, Jaz is capable of storing and playing up to two hours of MPEG1
compressed DSS satellite quality video, up to eight hours of CD-quality audio,
more than 20,000 scanned documents for document imaging or up to four minutes of
full-screen, full-motion broadcast-quality video. The Jaz drive will be
available in an external SCSI version, which is expected to be sold by retailers
for approximately $599 and is available in an internal SCSI version, which is
expected to be sold by retailers for approximately $499. Each 1-GB and 540-MB
Jaz cartridge is expected to sell for approximately $99 and $69, respectively,
in five-packs. The Company expects an internal IDE version of the Jaz drive to
be available beginning in the second half of 1996.
The Jaz drive incorporates many innovative technological features including
tri-pad, thin-film recording heads, dynamic head loading and drag and drop
motorized cartridge ejection. Jaz disks feature a dual rigid platter cartridge
and a proprietary disk capture system which secures the dual disk platters when
not installed in a drive, eliminating rattle and reducing the possibility of
losing valuable information. The drive operates with leading operating systems
for personal computers and workstations, including Windows 95, Windows NT,
Windows 3.x, Macintosh and OS/2.
The external version of the drive, which weighs approximately two pounds,
features design enhancements similar to those introduced with the external Zip
drive, including a unique jade colored casing, a window to allow visibility of
the label on the cartridge being used, operating lights and a finger slot for
easy cartridge insertion and removal. Additional features include an
auto-switching powersupply to allow operation in different countries,
auto-sensing SCSI termination and anti-gyro disk locking to increase durability.
The Jaz drive carries a one-year warranty and Jaz disks are sold with a
limited lifetime warranty.
Ditto
The Company's Ditto family of tape drives addresses the need of personal
computer users for an easy-to-use, dependable backup solution. In response to
the information learned from consumers regarding the characteristics demanded
from backup storage devices, beginning in 1994 the Company redesigned its family
of tape drives, which had first been introduced in 1992. The Company offers
internal and external models based on leading industry standards ranging in
capacity from 420 MBs to 3.2 GBs (using data compression). The tape drives are
primarily designed to backup and protect against loss of data stored on hard
disk drives in IBM PC-compatible computers. Iomega's tape drives have a
patented beltless design which the Company believes enhances reliability.
The storage media used by Iomega's tape products is the industry-standard
QIC-compatible minicartridge. In addition, the Ditto Easy 800 and Ditto Easy
3200 support new high-capacity Travan cartridge technology.
The Ditto family of tape drives has achieved several industry first. In
April 1992, the Iomega Tape 250 (later renamed the Ditto 250) became the
industry's first commercially available QIC-standard, one-inch high tape drive
and in March 1995 because the industry's first internal 250-MB tape drive to
sell for under $100. In June 1995, the Ditto 420 became the industry's first
internal 420-MB tape drive to sell for under $100. In October 1995, the Company
introduced the Ditto Easy 800, which the Company believes was the industry's
first external parallel port 800-MB tape drive to sell for under $150. The
Ditto Easy 800 features an enhanced design similar to, and is stackable with,
the Zip and Jaz drives.
The Company's tape products are generally available in either internal or
external models. The internal versions attach to the standard floppy drive
interface in IBM PC-compatible computers, while the external versions attach to
the parallel port on IBM PC-compatible computers and offer pass-through
capability for a printer. The drives are shipped with backup software for both
DOS and Windows.
In connection with the introduction of the Ditto Easy 800 in October 1995,
the Company also introduced new 1-Step software designed to permit the backup of
an entire hard disk in a single step while the user continues working.
The Ditto Easy 800 and the Ditto Easy 3200 carry a two-year warranty and
the Ditto 420 carries a five-year warranty. Ditto media is sold with a two-year
warranty.
Bernoulli
These 5.25-inch half-height drives are removable-media storage devices
based on the Company's proprietary Bernoulli technology. The Company's
Bernoulli drives and the associated disks are sold both in the form of a
complete storage subsystem for leading personal computers and workstations
and in the form ofcomponents for integration into larger systems by OEMs or
value-added resellers ("VARs"). The Bernoulli MultiDisk 150 drive began
shipping in October 1992 and was Iomega's first drive to use multiple capacity
disks - 35, 65, 105 and 150 Mbs. The Company began shipping the Bernoulli 230
drive in September 1994. The Bernoulli drives are sold in internal and
transportable versions.
The Company is now focusing its development and marketing efforts on its
Zip, Jaz and Ditto products, and does not expect Bernoulli products to represent
a significant portion of the Company's revenues in the future.
Marketing and Sales
The Company believes that broadening the distribution of its products
through strategic marketing alliances with a variety of key companies within the
computer industry is a critical element in the Company's strategic goal of
establishing its products as industry standards. The Company's initial
marketing strategy for the introduction of its new products during 1995 was
to generate consumer awareness of and demand for such products by focusing on
aftermarket sales to existing users of personal computers through leading
computer retail channels. As the next step in its strategy of promoting its
products as new industry standards, the Company is increasingly focusing its
efforts on establishing OEM relationships with leading personal computer
manufacturers who will include the Company's products on a factory-installed
basis to purchasers of new personal computers.
Retail Distribution
Retail outlets for the Company's products include mail order catalogs,
computer superstores, office supply superstores, consumer electronics
superstores and specialty computer stores. The Company sells its products to
retail channels directly, as well as indirectly through distributors. The
Company's products are sold at a retail level by most of the leading retailers
of computer products in the United States. The following is a partial listing
of the retail chains carrying the Company's products.
Best Buy Electronics Boutique
CDW Computer Center Elek-Tek
Circuit City Fry's Electronics
CompUSA MicroCenter
Computer City NeoStar
Creative Computer Office Max
Egghead Software PC Warehouse
Strategic Marketing Alliances
In addition to sales through these retail channels, the Company has entered
into a number of strategic marketing alliances with a variety of companies
within the computer industry. These alliances include OEM arrangements
providing for certain of the Company's products to be incorporated in new
computer systems at the time of purchase. For example, Power Computing, the
first Macintosh clone manufacturer, is offering Zip drives as an option in
certain of its new computers, and Micron Electronics, a mail-order
manufacturer of IBM PC-compatible personal computers, has announced plans to
offer Zip, Ditto and Jaz drives as a factory-installable option in certain of
its new computers. In addition, Hewlett-Packard recently announced that it
will provide the Zip drive as a feature in its recently announced HP Pavilion
7110Z Multimedia PC. The Company's strategic alliances also include private-
branding and co-branding arrangements with major vendors of computer products
covering the resale of the Company's products by such companies. For example,
the Company has entered into co-branding arrangements with Seiko Epson,
Maxell and Fuji, which offer Zip drives in Japan in packages which feature
Iomega's name in addition to the partner's name, and has entered into a
private-branding arrangement with Reveal Computer Products, which sells Zip
drives and disks under Reveal's tradename.
International
The Company sells its products outside of North America primarily through
international distributors. The Company has increased its sales efforts in the
European market in the past several years. Sales are accomplished primarily
through offices located in Germany, Austria, Belgium, France, Ireland, Italy,
Norway, Spain and the United Kingdom. The Company plans to open a Singapore
office in 1996. The Company has been invoicing predominantly in foreign
currencies since January 1992. In total, sales outside of the United States
represented 32%, 37%, and 28% for the years ended December 31, 1995, 1994 and
1993, respectively.
Marketing
The Company's marketing group is responsible for positioning and promoting
the Company's products. The Company participates in various industry
tradeshows, including MacWorld and COMDEX, and seeks to generate coverage of
its products in a wide variety of trade publications. Although the Company
did not engage in significant direct consumer marketing in 1995 in light of
the large number of favorable articles about the Company's products which
appeared in newspapers and computer magazines and constraints on the Company's
ability to further increase production levels, the Company expects marketing
and advertising expenses to increase significantly as the Company seeks to
expand market awareness of its products.
As is common practice in the industry, the Company's arrangements with its
customers generally allow customers, in the event of a price decrease, credit
equal to the difference between the price originally paid and the new decreased
price on units in the customers' inventories on the date of the price decrease.
When a price decrease is anticipated, the Company establishes reserves for
amounts estimated to be reimbursed to qualifying customers. In addition,
customers generally have the right to return excess inventory within specified
time periods. There can be no assurance that these reserves will be sufficient
or that any future returns or price protection charges will not have a material
adverse effect on the Company's results of operations.
The Company markets its products primarily through computer product
distributors and retailers. Accordingly, since the Company grants credit to its
customers, a substantial portion of outstanding accounts receivable are due from
computer product distributors and certain large retailers. At December 31,
1995, the customers with the ten highest outstanding accounts receivable
balances totaled $47.1 million or 43% of gross accounts receivable, with one
customer accounting for $15.2 million, or 14% of gross accounts receivable.
If any one or a group of these customers' receivable balances should be deemed
uncollectible, it would have a material adverse effect on the Company's results
of operations and financial condition.
During the year ended December 31, 1994, sales to Ingram Micro D, Inc., a
distributor, accounted for 11% of sales. No other single customer accounted for
more than 10% of the Company's sales in 1994 or 1995.
Manufacturing
The Company's products are manufactured both by the Company at its
facilities in Roy, Utah and by independent parties manufacturing products for
the Company on a contract basis. Manufacturing activity generally consists of
assembling various components, subcomponents and prefabricated parts
manufactured by the Company or outside vendors. The Company currently has
third-party manufacturing relationships with Seiko Epson (Zip drives),
MegaMedia Computer (Zip disks), Sequel (Jaz drives) and First Engineering
Plastics (Ditto drives). Although the Company substantially increased its
manufacturing capacity (through both internal expansion and arrangements with
third-party manufacturers) during 1995, the Company was not able to produce
enough Zip drives and Zip disks in 1995 to fill all orders for such products
due to component supply constraints and normal manufacturing start-up issues.
To minimize its manufacturing costs, to take maximum advantage of its
available personnel and facilities and to benefit from the expertise of
experienced high-volume manufacturing companies, the Company plans to use
third-party manufacturers to produce a majority of its products in the future.
There can be no assurance that the Company will be successful in establishing
and managing such third-party manufacturing relationships, or that third-party
manufactures will be able to meet the Company's quantity or quality
requirements for manufactured products. Moreover, the Company may grant
certain of its third-party manufacturers, among others, the right to sell
significant quantities of the Zip and Jaz drives they produce for their own
account, thereby reducing the supply of such drives to the Company and
increasing competition.
Many components incorporated in, or used in the manufacture of, the
Company's products are currently only available from sole source suppliers.
Moreover, the Company has experienced difficulty in the past, is currently
experiencing difficulty, and expects to continue to experience difficulty in the
future, in obtaining a sufficient supply of many key components. For example,
many of the integrated circuits used in the Company's Zip and Jaz drives are
currently available only from sole source suppliers. The Company has been
unable to obtain a sufficient supply of certain of these integrated circuits
due to industry-wide shortages. In addition, the Company has been advised by
certain sole source suppliers, including the manufacturers of critical
integrated circuits for Zip and Jaz, that they do not anticipate being able
to fully satisfy the Company's demand for components during 1996. These
component shortages have limited the Company's ability to produce sufficient
Zip drives to meet market demand and have limited the Company's ability to
implement certain cost reduction and productivity improvement plans, and the
Company expects that the shortage of components may limit production of Zip
and Jaz products for the foreseeable future. The Company also experienced
difficulty during 1995 in obtaining a sufficient supply of the servowriting
equipment used in the manufacture of Zip disks. Such equipment shortages in
1995 limited the Company's production of Zip disks, and there can be no
assurance that similar equipment shortages will not occur in the future.
The Company purchases all of its sole and limited source components and
equipment pursuant to purchase orders placed from time to time and has no
guaranteed supply arrangements. The inability to obtain sufficient components
and equipment, or to obtain or develop alternative sources of supply at
competitive prices and quality or to avoid manufacturing delays, could prevent
the Company from producing sufficient quantities of its products to satisfy
market demand, result in delays in product shipments, increase the Company's
material or manufacturing costs or cause an imbalance in the inventory level of
certain components. Moreover, difficulties in obtaining sufficient components
may cause the Company to modify the design of its products to use a more readily
available component, and such design modifications may result in product
performance problems. Any or all of these problems could in turn result in the
loss of customers, provide an opportunity for competing products to achieve
market acceptance and otherwise adversely affect the Company's business and
financial results.
The Company had a backlog as of January 28, 1996 of approximately $157
million, compared to a backlog at the end of January 1995 of approximately $5
million. Substantially all of the January 28, 1996 backlog was related to the
Company's Zip and Jaz products, for which the Company has experienced component
shortages. Based in part on the Company's current estimates regarding the
expected availability of components (which estimates are based on information
provided to the Company by its suppliers, the Company's current inventory of
components, sales recorded since January 19, 1996 and the Company's experience
in its business) and the Company's manufacturing capabilities, the Company
believes that it will be able to fill all orders in the January 28, 1996 backlog
during the first half of the current fiscal year, unless such orders are
scheduled for delivery outside the first half of 1996 or first canceled or
rescheduled. However, there can be no assurance that the Company's current
estimates regarding the expected availability of components will in fact turn
out to be correct. In addition, the purchase agreements or purchase orders
pursuant to which orders are made generally allow the customer to cancel
orders without penalty, and the Company has experienced some cancellations or
rescheduling of orders in backlog. Moreover, it is common in the industry
during periods of product shortages for customers to engage in practices such
as double ordering in order to increase a customer's allowance of available
product. Accordingly, the Company's backlog as of any particular date should
not be relied upon as an indication of the Company's actual sales for any
future period.
Product Development
An important element of the Company's business strategy is the ongoing
enhancement of existing products and the development of new products. During
1994 and 1995, the Company's product development efforts were primarily devoted
to the development of its Zip and Jaz products, which began commercial shipment
in March 1995 and December 1995, respectively. During 1996 the Company expects
that its development efforts will be primarily focused on enhancing the
features, developing higher capacity versions and reducing the production
costs of its existing Zip, Jaz and Ditto products. In particular, there are
projects underway to develop higher capacity removable-media disk drives and
tape products, to develop different system interfaces for the Company's
removable-media disk drive products, such as IDE interface versions of Zip
and Jaz, and to develop smaller subsystem versions of the Company's products,
including a version of Zip which could be installed in laptop computers.
During 1995, 1994 and 1993, the Company's research and development expenses
were $19,576,000, $15,438,000 and $18,972,000, respectively (or 6.0%, 10.9% and
12.9%, respectively, of sales). The decline in research and development
spending from 1993 to 1994 was the result of the Company's decision to
discontinue certain research and development projects relating to floptical
technology, digital audiotape technology, and thin-film head development.
Research and development spending in 1995 was primarily related to efforts
focused on the Company's Zip, Jaz and Ditto product lines.
The Company operates in an industry that is subject to both rapid
technological change and rapid change in consumer demands. For example, over
the last 10 years the typical hard disk drive included in a new personal
computer has increased in capacity from approximately 40 Mbs to over 1 GB
while the price of a hard disk drive has remained constant or even decreased.
The Company's future success will depend in significant part on its ability
to continually develop and introduce, in a timely manner, new removable disk
drives and tape products with improved features, and to develop and
manufacture those new products within a cost structure that enables the
Company to sell such products at lower prices than those of comparable
products today. There can be no assurance that the Company will be
successful in developing, manufacturing and marketing new and enhanced
products that meet both the performance and price demands of the data
storage market.
Competition
The Company believes that its Zip and Jaz products compete most directly
with other removable-media data storage devices, such as magnetic cartridge disk
drives, optical disk drives and "floptical" disk drives. Current suppliers of
removable-media data storage devices include Syquest Technology (which offers
magnetic disk drives with removable cartridges based on hard drive technology),
Panasonic (which offers the Power Drive, a removable optical drive) and Sony
(which offers the MD-DATA drive, a disk drive based on removable magneto-optical
technology). Although the Company believes the Zip and Jaz products offer
price, performance or usability advantages over the other removable-media
storage devices available today, the Company believes that the price,
performance and usability of existing removable-media products will improve
and that other companies will introduce new removable-media storage devices.
Accordingly, the Company believes that its Zip and Jaz products will face
increasingly intense competition. In particular, a consortium comprised of
Compaq Computer, 3M and MKE has announced the Floptical 120, a high-capacity
floptical drive that is compatible with conventional floppy disks. In
addition, both Mitsumi and Swan Instruments are expected to introduce
high-capacity, removable-media disk drives in 1996 that would also directly
compete with Zip and Jaz. As new and competing removable-media storage
solutions are introduced, it is possible that any such solution that achieves
a significant market presence or establishes a number of significant OEM
relationships will emerge as an industry standard and achieve a dominant
market position. If such is the case, there can be no assurance that
the Company's products would achieve significant market acceptance, particularly
given the Company's size and market position vis-a-vis other competitors.
To the extent that Zip and Jaz drives are used for incremental primary
storage capacity, they also compete with conventional hard disk drives, which
are offered by companies such as Seagate Technology, Western Digital
Corporation, Quantum Corporation, Conner Peripherals (which was recently
acquiried by Seagate Technology), Micropolis Corporation and Maxtor
Corporation, as well as integrated computer manufacturers such as Hewlett-
Packard, IBM, Fujitsu, Hitachi and Toshiba. In addition, the leading suppliers
of conventional hard disk drives could at any time determine to enter the
removable-media storage market.
The Company believes that it is currently the only source of supply for the
disks used in its disk drives. However, this situation may change either as a
result of another party succeeding in producing disks that are compatible with
Zip and Jaz drives without infringing the Company's proprietary rights, or as a
result of licenses granted by the Company to other parties.
The Company's tape drives compete in the market for backup data storage
with other QIC and DC2000-type products (which includes QIC and Irwin),
including parallel port interface products. DC2000-type products currently
offer capacities up to 4 Gbs with compression. The Company's two major
competitors in the tape drive market are Conner Peripherals and Colorado
Memory Systems, a division of Hewlett-Packard. Tape drives may in the future
encounter increased competition from other forms of removable-media storage
devices. The tapes used in the Company's tape drives are available from a
number of sources and the Company is not the primary source of supply for
these tapes.
In the OEM market for both its disk drives and tape drives, the Company
competes with the vendors mentioned above, as well as with the manufacturers of
personal computers, who may elect to manufacture data storage devices
themselves.
The Company intends to license its products or technology to other computer
manufactures on a royalty-bearing basis in order to increase market use and
acceptance of its products and help promote them as industry standards.
Accordingly, the Company expects to compete in the future with licensees of the
Company's products.
The Company believes that most consumers distinguish among competitive data
storage products on the basis of some or all of the following criteria: price
(cost per unit and cost per megabyte of storage capacity), performance (speed
and capacity), functionality (reliability, product size and removability),
ease of installation and use, and security of data. Price is a particularly
important factor with respect to the Company's mass-market products (the Zip
drive and the Ditto 420 and Ditto Easy 800 tape drives). An additional
competitive consideration, particularly in the OEM market, is the size (form
factor) of the drive. Winchester drives are available in 5.25-inch, 3.5-inch,
2.5-inch and 1.8-inch form factors. The most common form factor for
Winchester and floppy drives is 3.5-inches. The Company currently offers 3.5-
inch Zip, Jaz and Ditto drives, and 5.25-inch Bernoulli disk drives.
The data storage industry is highly competitive, and the Company expects
that competition will substantially increase in the future. In addition, the
data storage industry is characterized by rapid technological development. The
Company competes with a number of companies that have greater financial,
manufacturing and marketing resources than the Company. The introduction by a
competitor or products with superior performance or substantially lower prices
would adversely affect the Company's business.
Proprietary Rights
The Company relies on a combination of patent, copyright and trade secret
laws to protect its technology. The Company has filed approximately 40 U.S. and
foreign patent applications relating to its Zip and Jaz drives and disks,
although there can be no assurance that such patents will issue. The Company
holds over 50 U.S. and foreign patents, three of which relate to its Ditto
products and the remainder of which relate to its Bernoulli products. Although
the Company believes that a combination of patent rights (pursuant to a number
of pending patent applications) and copyright protection should prevent another
party from manufacturing and selling disks that work effectively with the
Company's Zip and Jaz drives (except pursuant to a license from the Company),
there can be no assurance that the steps taken by the Company to protect such
technology will be successful. If another party were to succeed in producing
and selling Zip- or Jaz-compatible disks, the Company's sales would be
materially adversely affected. Moreover, because the Company's Zip and Jaz
disks have significantly higher gross margins than the Zip and Jaz drives,
the Company's net income would be disproportionately affected by any such
sales shortfall. Due to the rapid technological change that characterizes
the Company's industry, the Company believes that the success of its disk
drives will also depend on the technical competence and creative skill of its
personnel than on the legal protections afforded its existing drive technology.
As is typical in the data storage industry, from time to time the Company
has been, and may in the future be, notified that it may be infringing certain
patents and other intellectual property rights of others. The Company, however,
is not currently aware of any threatened or pending legal challenge to the
technology which is incorporated in its products which it expects to have a
material adverse effect on its business or financial results. The Company has
in the past been engaged in several patent infringement lawsuits, both as
plaintiff and defendant. There can be no assurance that future claims will not
result in litigation. If infringement were established, the Company could be
required to pay damages or be enjoined from selling the infringing product. In
addition, there can be no assurances that the Company will be able to obtain any
necessary licenses on satisfactory terms.
Certain technology used in the Company's products is licenses on a royalty-
bearing basis from third parties, including the backup software included with
the Company's Ditto products and certain patent rights relating to Zip. The
Company is in the process of negotiating a definitive license agreement for
the Ditto backup software and, although it has entered into a letter agreement
regarding the Zip patent rights, is in the process of negotiating a more
detailed license agreement for the Zip patent rights. The failure to execute
definitive agreements or the termination of any such license arrangements
could have a material adverse effect on the Company's business and financial
results.
Employees
As of December 31, 1995, the Company employed 1,667 persons (1,645 full-
time and 22 part-time), including 143 in research and development, 1,209 in
manufacturing, 139 in sales, marketing and service, 103 in general management
and administration, and 73 in its European operations.
The Company's business growth during 1995 has resulted in additional
personnel needs and an increased level of responsibility for management
personnel and the Company anticipates hiring a substantial number of new
employees in the near future. There can be no assurance that the Company
will be successful in hiring, integrating or retaining such personnel.
Government Contracts
No material portion of the Company's business is subject to renegotiation
of profits or termination of contracts at the election of the United States
government.
Environmental Matters
Compliance with federal, state and local environmental protection laws had
no material effect on the Company in 1995 and is not expected to have a material
effect in 1996.
ITEM 2. PROPERTIES:
The Company currently leases an aggregate of approximately 210,000 square
feet of space in seven buildings located in Roy, Utah, where its executive
offices, manufacturing and distribution facilities, and primary research and
development facilities are located. The leases for these buildings expire at
various dates from 1998 to 2000 and provide for an aggregate base rent of
approximately $1,100,000 for 1996.
The Company expects to lease an additional 70,000 square feet of space in
the Roy area, which it estimates will cost an additional $765,000 in annual
rent. The Company expects that such additional space will be ready for
occupancy by the end of 1996. Pending the availability of that space, the
Company may rent additional space in the Roy area in 1996 on a temporary basis.
The Company leases an 11,000 square foot facility in San Diego, California
and a 10,000 square foot facility in San Jose, California, each for certain
research and development activities. The Company may seek to increase its
leased space in San Jose to approximately 50,000 square feet during 1996.
The Company has also rented a 20,000 square foot facility in Freiburg,
Germany for use as its European headquarters. In addition, the Company
leases small sales offices, typically on a short-term basis, at 11 locations
in the United States and in Canada, Austria, Belgium, France, Ireland, Italy,
Spain and the United Kingdom.
ITEM 3. LEGAL PROCEEDINGS:
There are no legal proceedings, other than ordinary routine litigation
incidental to its business, to which the Company or its subsidiaries is a party
or of which any of their property is the subject.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS:
No matters were submitted to a vote of the Company's security holders
during the quarter ended December 31, 1995.
EXECUTIVE OFFICERS OF THE COMPANY
The executive officers of the Company are as follows:
Name Age Position
- -------------- ---- ---------------------
Kim B. Edwards 48 President, Chief Executive Officer and Director
Leonard C. Purkis 47 Senior Vice President, Finance and Chief Financial
Officer
Srini Nageshwar 53 Senior Vice President, Europe
Anton J. Radman, Jr. 43 Senior Vice President, Strategic Business
Development
Leon J. Staciokas 67 Senior Vice President and Chief Internal Operating
Officer
M. Wayne Stewart 50 Senior Vice President, Operations
Edward D. Briscoe 33 Vice President, Sales
Reed M. Brown 42 Vice President, Manufacturing
Timothy L. Hill 37 Vice President, Marketing
Willard C. Kennedy 49 Vice President, Worldwide Logistics and
Materials
Donald R. Sterling 59 Vice President, Corporate Counsel and
Secretary
John G. Thompson 55 Vice President, Outsourcing
Kim B. Edwards joined the Company as President and Chief Executive Officer
on January 1, 1994. Mr. Edwards served as President and Chief Executive Officer
of Gates Energy Products, Inc., a manufacturer of rechargeable batteries and the
successor of General Electric Battery Division, from March 1993 to December
1993. From January 1987 until March 1993, Mr. Edwards served in various
other executive positions for Gates Energy Products, Inc., including Vice
President and General Manager of its Consumer Business Unit and Vice President
of Marketing and Sales. Prior to that, Mr. Edwards was employed for 18 years
at General Electric Company in various marketing and sales positions.
Leonard C. Purkis joined the Company as Senior Vice President, Finance and
Chief Financial Officer in March 1995. Mr. Purkis also served as Treasurer of
the Company from March 1995 until January 1996. Mr. Purkis joined Iomega
following 12 years at General Electric Company, where his most recent assignment
was as Senior Vice President of Finance at GE Capital Fleet Services. He also
held positions in the Financial Services, Lighting and Plastics businesses, with
assignments in Europe and the U.S.
Srini Nageshwar was promoted to Senior Vice President, Europe in April
1991. Mr. Nageshwar joined the Company in January 1991 as Vice President,
Europe. Prior to joining the Company, Mr. Nageshwar was Executive Vice
President for Marketing, Sales and Operations of OAZ Communications, a
network fax server company, from February 1990 to December 1990. Prior to
that, he was President and Chief Operating Officer of Cumulus Corp., a memory
peripherals manufacturing company, from January 1989 to February 1990. Prior
to that, Mr. Nageshwar spent 24 years in marketing and general management
positions with Hewlett-Packard, a computer company, most recently as Value-
Added Business Manager.
Anton J. Radman, Jr., has been Senior Vice President, Strategic Business
Development since April 1995. Mr. Radman joined the Company in April 1980 and
his previous positions with the Company have included Senior Vice President,
Sales and Marketing, Senior Vice President, Corporate Development, President of
the Bernoulli Optical Systems Co. (BOSCO) subsidiary of the Company, Vice
President, Research and Development, Vice President, OEM Products and Sales
Manager, and Senior Vice President, Micro Bernoulli Division.
Leon J. Staciokas has been Senior Vice President and Chief Internal
Operating Officer since April 1993. Mr. Staciokas joined the Company in August
1987 as Senior Vice President - Operations. He served as acting Chief Executive
Officer of the Company from October 1993 until January 1994. Mr. Staciokas
plans to retire during 1996, although he may continue with the Company for
some period of time in a consulting role.
M. Wayne Stewart joined the Company as Senior Vice President, Operations
in January 1996. Prior to that, Mr. Stewart was Vice President of Global
Manufacturing Concepts and Engineering Services at Whirlpool Corporation, a
consumer appliance company, from January 1995 to December 1995. From September
1970 to December 1994, Mr. Steward was Manufacturing Manager for Hewlett-
Packard.
Edward D. Briscoe joined the Company as Vice President, Sales in January
1995. From May 1993 to January 1995, Mr. Briscoe was Director of Sales and
Marketing for Apple Computer's Personal Interactive Electronics Division. Prior
to that, Mr. Briscoe was Executive Assistant to the President of Apple USA.
From July 1987 to April 1992, he held various sales management positions with
Apple Computer, Inc. Previously, Mr. Briscoe was an Account Marketing
Representative for IBM, Inc. From June 1984 to July 1987.
Reed M. Brown joined the Company as Vice President, Manufacturing in
February 1996. Prior to that, Mr. Brown was Director of Manufacturing at
Quantum Corporation, a manufacturer of hard disk drives, from March 1994 to
January 1996. From January 1979 to February 1994, Mr. Brown was Production
Manager for Hewlett-Packard Company.
Timothy L. Hill joined the Company as Vice President, Marketing in July
1994. Mr. Hill was Vice President, Marketing of Falcon Microsystems, a federal
reseller and systems integrator, from August 1993 to July 1994. Prior to that,
Mr. Hill was Director of Marketing and Sales for the Consumer Business Division
of Gates Energy Products from January 1988 to August 1993. Prior to January
1988, Mr. Hill was Marketing Manager for the Consumer Camera Products Division
of Polaroid Corporation, a producer of photography equipment and supplies.
Willard C. Kennedy joined the Company as Vice President, Worldwide
Logistics and Materials in November 1995. From January 1994 to November 1995,
he was Senior Vice President and General Manager of the Digital
Videocommunications Systems for Philips Consumer Electronics. He also held
positions at Philips Consumer Electronics as Vice President of Logistics from
October 1992 to January 1994 and Vice President of Purchasing from September
1990 to October 1992. Before joining Philips, Mr. Kennedy held a variety of
management positions in manufacturing, purchasing and engineering over a period
of 20 years with General Electric Company.
Donald R. Sterling was promoted to Vice President, Corporate Counsel and
Secretary in April 1994. Prior to that, he was Vice President for Legal Affairs
and Secretary from August 1993 to March 1994. Mr. Sterling joined the Company
in September 1988.
John G. Thompson has been Vice President, Outsourcing since January 1996.
He was Vice President, Corporate Manufacturing from January 1993 to January
1996. Prior to that, Mr. Thompson was Vice President, Materials, Procurement and
Engineering Services from March 1988 until January 1992. Mr. Thompson was Vice
President/Controller of the Company from January 1988 until March 1988.
Executive Officers are elected on an annual basis and serve at the
discretion of the Board of Directors.
PART II
ITEM 5. MARKET FOR THE COMPANY'S COMMON STOCK AND RELATED
STOCKHOLDER MATTERS:
The information required by this item is found in the section entitled
"Securities" of the Company's 1995 Annual Report, which section is
incorporated herein by reference.
ITEM 6. SELECTED FINANCIAL DATA:
The information required by this item is found in the tables entitled
"Trends in Operations" and "Financial Conditions and Trends" of the Company's
1995 Annual Report, which tables are incorporated herein by reference.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS:
The information required by this item is found in the section entitled
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" of the Company's 1995 Annual Report, which section is
incorporated herein by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA:
The information required by this item is contained in the section entitled
"Financial and Operating Highlights" of the Company's 1995 Annual Report,
which section is incorporated herein by reference, and in the financial
statements and schedules referred to in the Index to Consolidated
Financial Statements and Consolidated Financial Statement Schedules, filed as
a part of this Annual Report on Form 10-K.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE:
Not applicable.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT:
The information required by this item appears in the section entitled
"ELECTION OF DIRECTORS - Nominees" of the Company's Proxy Statement for its
1996 annual meeting of stockholders and the section of such Proxy Statement
entitled "ELECTION OF DIRECTORS - Board and Committee Meetings", which
sections are incorporated herein by reference. Information regarding the
executive officers of the Company is furnished in Part I of this Annual
Report on Form 10-K under the heading "Executive Officers of the Company."
ITEM 11. EXECUTIVE COMPENSATION:
The information required by this item appears in the sections entitled
"ELECTION OF DIRECTORS -- Director's Compensation", "ELECTION OF DIRECTORS --
Executive Compensation", "ELECTION OF DIRECTORS -- Employment and Severance
Agreements" and "ELECTION OF DIRECTORS -- Certain Business Relationships" of
the Company's Proxy Statement for its 1996 annual meeting of stockholders,
which sections are incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT:
The information required by this item is contained in the section entitled
"Beneficial Ownership of Common Stock" of the Company's Proxy Statement for
its 1996 annual meeting of stockholders, which section is incorporated herein
by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS:
The information required by this item is contained in the sections
entitled "ELECTION OF DIRECTORS -- Employment and Severance Agreements" and
"ELECTION OF DIRECTORS -- Certain Business Relationships" of the Company's
Proxy Statement for its 1996 annual meeting of stockholders, which sections
are incorporated herein by reference.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K:
(a) The following documents are filed as part of or are included in this
Annual Report on Form 10-K:
1. The financial statements listed in the Index to Consolidated
Financial Statements and Consolidated Financial Statement
Schedules, filed as a part of this Annual Report on Form 10-K.
2. The financial statement schedule listed in the Index to
Consolidated Financial Statements and Consolidated Financial
Statement Schedules, filed as a part of this Annual Report on
Form 10-K.
3. The exhibits listed in the Exhibit Index filed as a part of this
Annual Report on Form 10-K.
(b) Reports on Form 8-K: No reports on Form 8-K were filed by the
Company during the last quarter of the year ended December 31, 1995.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
IOMEGA CORPORATION
By: /s/ Kim B. Edwards
Kim B. Edwards
Chief Executive Officer
Date: March 29, 1996
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
Name Title Date
)
/s/Kim B. Edwards Chief Executive Officer and )
Kim B. Edwards Director (Principal executive )
officer) )
)
/s/Leonard C. Purkis Senior Vice President-Finance and )
Leonard C. Purkis Chief Financial Officer (Principal)
financial and accounting officer) )
)
/s/ David J. Dunn Chairman of the Board of Directors)
David J. Dunn )
)
/s/ Willem H.J. Andersen Director )
Willem H.J. Andersen )
)
Director )
Robert P. Berkowitz )
)
Director )
Anthony L. Craig )
)
/s/ Michael J. Kucha Director )
Michael J. Kucha )
)
/s/ John R. Myers Director )
John R. Myers )
)
/s/ John E. Nolan, Jr. Director )
John E. Nolan, Jr. )
)
/s/ Johne E. Sheehan Director )
The Honorable )
John E. Sheehan )
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND CONSOLIDATED
FINANCIAL STATEMENT SCHEDULE
The following consolidated financial statements appear in the Company's
1995 Annual Report to Stockholders and are incorporated herein by reference:
Description
Report of Independent Public Accountants
Consolidated Balance Sheets at December 31, 1995 and 1994
Consolidated Statements of Operations for the Years Ended
December 31, 1995, 1994 and 1993
Consolidated Statements of Stockholders' Equity for the
Years Ended December 31, 1995, 1994 and 1993
Consolidated Statements of Cash Flows for the Years Ended
December 31, 1995, 1994 and 1993
Notes to Consolidated Financial Statements
The following schedule is included in this Annual Report on Form 10-K:
Description Page Reference
Report of Independent Public Accountants on Consolidated
Financial Statement Schedules . . . . . . . . . . . 21
II - Valuation and Qualifying Accounts. . . . . . . . . 22
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
ON CONSOLIDATED FINANCIAL STATEMENT SCHEDULE
To Iomega Corporation:
We have audited in accordance with generally accepted auditing standards,
the consolidated financial statements included in Iomega Corporation's annual
report to stockholders incorporated by reference in this Form 10-K, and have
issued our report thereon dated January 26, 1996. Our audit was made for the
purpose of forming an opinion on those statements taken as a whole. The
schedule listed in the index on page 20 is the responsibility of the Company's
management and is presented for the purpose of complying with the Securities
and Exchange Commission's rules and is not part of the basic financial
statements. This schedule has been subjected to the auditing procedures
applied in the audit of the basic financial statements and, in our opinion,
fairly states in all material respects the financial data required to be set
forth therein in relation to the basic financial statements taken as a whole.
/s/Arthur Andersen LLP
ARTHUR ANDERSEN LLP
Salt Lake City, Utah
January 26, 1996
IOMEGA CORPORATION AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
Additions
Balance at charged to Balance
beginning costs and at end
Description of period expenses Deductions of period
- ------------------------------ ---------- --------- ---------- ---------
(In thousands)
ALLOWANCE FOR DOUBTFUL ACCOUNTS:
Year ended December 31, 1995 $ 1,627 $ 799 $ 565 * $ 1,861
Year ended December 31, 1994 $ 1,547 $ 323 $ (243) * $ 1,627
Year ended December 31, 1993 $ 901 $ 792 $ (146) * $ 1,547
PRICE PROTECTION AND PROMOTION RESERVE:
Year ended December 31, 1995 $ 169 $ 7,103 $(5,639) ** $ 1,633
Year ended December 31, 1994 $ 67 $ 1,143 $(1,041) ** $ 169
Year ended December 31, 1993 $ 73 $ 2,403 $(2,409) ** $ 67
ACCRUED RESTRUCTURING COSTS:
Year ended December 31, 1994 $ 6,818 $ 875 $(7,693) $ -
Year ended December 31, 1993 $ - $ 8,080 $(1,262) $ 6,818
OTHER RESTRUCTURING RESERVES:
Year ended December 31, 1994 $ 4,649 $ 2,063 $(6,712) $ -
Year ended December 31, 1993 $ - $ 4,649 $ - $ 4,649
* Represents write-offs of Accounts Receivable
** Credits granted against Accounts Receivable
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation
of our reports included or incorporated by reference in this Form 10-K, into
the Company's previously filed Registration Statements on Form S-8, File Nos.
2-87671, 33-13083, 33-20432, 33-23822, 33-41083, 33-54438, 33-59027 and
33-62029.
/s/ Arthur Andersen LLP
ARTHUR ANDERSEN LLP
Salt Lake City, Utah
March 29, 1996
EXHIBIT INDEX
The following exhibits are filed as part of this Annual Report on
Form 10-K:
Exhibit
Number Description
- --------- -------------------------------
3.1 (17) Restated Certificate of Incorporation of the Company, as
amended
3.2 (1) By-Laws of the Company, as amended
4.1 (18) Indenture, dated March 13, 1996, between the Company
and State Street Bank and Trust Company
4.2 (7) Rights Agreement dated as of July 28, 1989 between the
Company and The First National Bank of Boston, as Rights Agent
4.2(a) (8) Amendment No. 1 dated September 24, 1990 to Rights
Agreement dated as of July 28, 1989 between the Company and
The First National Bank of Boston
10.1 (11) Lease dated January 6, 1993 between the Company and
Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 1
10.1(a) Amendment to lease dated August 14, 1995 between the
Company and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 1
10.2 Lease dated August 14, 1995 between the Company and
Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 2
10.3 (3) Lease dated November 9, 1992 between the Company and
Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 3
10.3(a) Amendment to lease dated August 14, 1995 between the
Company and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 3
10.4 (3) Lease dated November 9, 1992 between the Company and
Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 4
10.4(a) Amendment to lease dated August 14, 1995 between the
Company and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 4
10.5 (4) Lease Agreement dated October 29, 1984 between the Company
and Damson/Birtcher Realty Income Fund-II, Limited
Partnership (formerly with Western Mortgage Loan Corporation)
(including an Amendment thereto dated January 30, 1986)
relating to Iomega Park Building (Parking Lot) No. 5
10.6 (11) Lease dated January 6, 1993 between the Company
and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 6
10.6(a) Amendment to lease dated August 14, 1995 between the
Company and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 6
10.7 (2) Lease dated June 21, 1991 between the Company
and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 7
10.7(a)(13) Amendment to Lease dated May 20, 1994 between the
Company and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 7
10.7(b) Second amendment to lease dated August 14, 1995 between the
Company and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 7
10.8 (3) Lease dated November 9, 1992 between the
Company and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 8
10.8(a) Amendment to lease dated August 14, 1995 between the
Company and Damson/Birtcher Realty Income Fund-II, Limited
Partnership relating to Iomega Park Building No. 8
10.9 Lease Agreement dated January 25, 1996 between the
Company and Boyer Iomega LLC, by the Boyer Company, L.C.,
its Manager
**10.10 (2) 1981 Stock Option Plan of the Company, as amended
**10.11 (2) 1987 Stock Option Plan of the Company, as amended
**10.12 (2) 1987 Director Option Plan of the Company, as amended
**10.13 (18) 1995 Director Stock Option Plan of the Company, as amended
**10.14 (2) Employment Letter dated January 11, 1991 between the
Company and Srini Nageshwar
**10.15 (13) Employment Letter dated November 29, 1993 between the
Company and Kim Edwards
**10.16 (3) Expatriate Agreement dated January 1, 1992 between the
Company and Srini Nageshwar
10.17 (3) Form of Indemnification Agreement between the Company and
each of its directors
10.18 (7) Rights Agreement dated as of July 28, 1989 between the
Company and The First National Bank of Boston, as Rights
Agent
10.18(a)(8) Amendment No. 1 dated September 24, 1990 to Rights
Agreement dated as of July 28, 1989 between the Company
and The First National Bank of Boston
10.19 (13) Indemnity Agreement, dated April 21, 1994 between
the Company and Srini Nageshwar
**10.20 (11) Secured Installment Promissory Note, dated September 17,
1993, between the Company and Fred Wenninger
**10.21 (11) Letter Agreement, dated April 13, 1993, between the Company
and Anton J. Radman, Jr.
**10.22 (14) 1995 Iomega Incentive Plan
**10.22(a)(15) 1995 Iomega Incentive Plan Awards for Named Executive Officers
10.23 (14) Consulting Agreement with John Myers
10.24 (16) Iomega Incentive Plan for Kim B. Edwards
10.26 (16) Loan Agreement, dated July 5, 1995, between the Company and
Wells Fargo Bank, N.A., Commercial Finance Division
10.26(a)(16) Security Agreement, dated July 5, 1995, between the
Company and Wells Fargo Bank, N.A., Commercial Finance
Division
10.26(b)16) Wells Fargo Continuing Commercial Letter of Credit
Agreement, dated July 5, 1995
10.26(c) First Amendment to Loan Agreement, dated August 24, 1995,
between the Company and Wells Fargo Bank, N.A., Commercial
Finance Division
10.26(d) Second Amendment to Loan Agreement, dated October 16,
1995, between the Company and Wells Fargo Bank, N.A.,
Commercial Finance Division
10.26(e) Third Amendment to Loan Agreement, dated November 30,
1995, between the Company and Wells Fargo Bank, N.A.,
Commercial Finance Division
10.26(f) Fourth Amendment to Loan Agreement, dated January 12,
1996 between the Company and Wells Fargo Bank, N.A.,
Commercial Finance Division
10.27 Master Lease Agreement, dated August 29, 1995, between the
Company and USL Capital Corporation
10.28 Loan Commitment Agreement, dated October 23, 1995, between the
Company and Heller Financial, Inc., Commercial Equipment
Finance Division
10.29 Factoring Agreement, dated November 10, 1995, between Iomega
Europe GmbH and Heller Bank, AG
10.30 Revolving Loan Agreement, dated January 12, 1996, between the
Company and First Security Bank of Utah, N.A.
10.31 (17) Indenture, dated March 13, 1996, between the Company and
State Street Bank and Trust Company
13.1 Portions of the Company's 1995 Annual Report (which is
not deemed to be "filed" except to the extent that portions
thereof are expressly incorporated by reference in this
Annual Report of Form 10-K)
21.1 Subsidiaries of the Company
23.1 Consent of Independent Public Accountants (appears on
page 24 of this Annual Report on Form 10-K)
- ------------
** Management contract or compensation plan or arrangement required to be
filed as an exhibit pursuant to Item 14(c) of Form 10-K.
(1) Incorporated herein by reference to the exhibits to the Company's
Quarterly Report on Form 10-Q for the period ended July 4, 1993.
(2) Incorporated herein by reference to the exhibits to the Company's Annual
Report on Form 10-K for the year ended December 31, 1991.
(3) Incorporated herein by reference to the exhibits to the Company's Annual
Report on Form 10-K for the year ended December 31, 1992.
(4) Incorporated herein by reference to the exhibits to the Company's Annual
Report on Form 10-K for the year ended December 31, 1990.
(5) Incorporated herein by reference to the exhibits to the Company's Annual
Report on Form 10-K for the year ended December 31, 1989.
(6) Incorporated herein by reference to the exhibits to the Company's
Registration Statement on Form S-1 (File No. 2-96209).
(7) Incorporated herein by reference to the exhibits to the Company's Current
Report on Form 8-K filed on August 12, 1989.
(8) Incorporated herein by reference to the exhibits to the Company's
Amendment No. 1 to Current Report on Form 8-K filed on September 25,
1990.
(9) Incorporated herein by reference to the exhibits to the Company's
Amendment No. 1 to Annual Report on Form 10-K for the year ended
December 31, 1992.
(10) Incorporated herein by reference to the exhibits to the Company's
Quarterly Report on Form 10-Q for the period ended October 3, 1993.
(11) Incorporated herein by reference to the exhibits to the Company's Annual
Report on Form 10-K for the year ended December 31, 1993.
(12) Incorporated herein by reference to the exhibits to the Company's
Quarterly Report on Form 10-Q for the period ended October 2, 1994.
(13) Incorporated herein by reference to the exhibits to the Company's Annual
Report on Form 10-K for the period ended December 31, 1994.
(14) Incorporated herein by reference to the exhibits to the Company's
Quarterly Report on Form 10-Q for the period ended April 2, 1995.
(15) Incorporated herein by reference to the exhibits to the Company's
Quarterly Report on Form 10-Q for the period ended July 2, 1995.
(16) Incorporated herein by reference to the exhibits to the Company's
Quarterly Report on Form 10-Q for the period ended October 1, 1995.
(17) Incorporated herein by reference to the exhibits to the Company's
Registration Statement on Form S-3. (File No. 33-64995)
(18) Incorporated by reference to Appendix to the Company's definitive
Proxy Statement for the 1995 Annual Meeting of Stockholders.