-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Sc7mYw/3IvNUzCLfa70kLtAZlAS+L7sysTlEWDDXLyXelsR10QSluHNd2qycYnK/ DBNnlA4KdYHS1jf3J6dqBQ== 0000825410-98-000006.txt : 19980218 0000825410-98-000006.hdr.sgml : 19980218 ACCESSION NUMBER: 0000825410-98-000006 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980213 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANDAUER INC CENTRAL INDEX KEY: 0000825410 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TESTING LABORATORIES [8734] IRS NUMBER: 061218089 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-09788 FILM NUMBER: 98540001 BUSINESS ADDRESS: STREET 1: TWO SCIENCE RD CITY: GLENWOOD STATE: IL ZIP: 60425 BUSINESS PHONE: 7087557000 MAIL ADDRESS: STREET 1: 2 SCIENCE ROAD CITY: GLENWOOD STATE: IL ZIP: 60425 FORMER COMPANY: FORMER CONFORMED NAME: TECH OPS LANDAUER INC DATE OF NAME CHANGE: 19910521 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q /X/ QUARTERLY REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 1997 or / / TRANSITION REPORT pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition from --------------- to --------------- Commission File Number 1-9788 --------- LANDAUER, INC. - ------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 06-1218089 ----------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 2 Science Road, Glenwood, Illinois 60425 - ---------------------------------------- (Address of principal executive offices and Zip Code) Registrant's telephone number, including area code (708) 755-7000 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 the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at February 13,1998 --------------------------- ------------------------------- Common stock, $.10 par value 8,609,299 PART I. FINANCIAL INFORMATION LANDAUER, INC. Balance Sheets (000's) ASSETS - ----------- Dec. 31, Sept. 30, 1997 1997 -------- --------- (Derived from audited (Unaudited) statements) Current assets: Cash and cash equivalents $ 5,819 $ 1,860 Short-term investments 5,933 8,381 Accounts receivable, less allowances of $236,000 at 12/31/97 and $219,000 at 9/30/97 9,598 8,568 Inventories 1,275 1,108 Prepaid expenses 192 96 Deferred taxes on income 1,318 1,318 -------- -------- Total current assets 24,135 21,331 Property, plant and equipment, at cost 19,960 19,412 Less: Accumulated depreciation and amortization 12,130 11,681 -------- -------- Net property, plant and equipment 7,830 7,731 Investment in U.S. Treasury Securities 4,973 4,969 Cost of purchased businesses in excess of net assets acquired 2,570 2,612 Equity in Japanese joint venture 3,630 4,133 Other assets 2,866 2,959 -------- -------- $ 46,004 $ 43,735 ======== ======== The accompanying notes are an integral part of these financial statements. LANDAUER, INC. Balance Sheets (Cont'd.) (000's) LIABILITIES AND STOCKHOLDERS' INVESTMENT - ----------------------------------------- Dec. 31, Sept. 30, 1997 1997 -------- --------- (Derived from audited (Unaudited) statements) Current liabilities: Accounts payable $ 1,239 $ 573 Deferred contract revenue 8,833 8,710 Dividend payable 2,781 2,551 Accrued compensation and related costs 1,377 1,534 Accrued pension costs 727 627 Accrued taxes on income 1,713 2,288 Accrued expenses 2,692 832 ---------- ---------- Total current liabilities 19,362 17,115 Stockholders' investment: Preferred stock, $.10 par value per share - Authorized - 1,000,000 shares Outstanding - None -- -- Common stock, $.10 par value per share - Authorized - 20,000,000 shares Outstanding - 8,556,325 shares at 12-31-97 and 8,504,091 shares at 9-30-97 856 850 Premium paid in on common stock 7,980 7,860 Cumulative translation adjustments (417) (59) Retained earnings 18,223 17,969 ---------- ---------- Total stockholders' investment 26,642 26,620 ---------- ---------- $ 46,004 $ 43,735 ========== ========== The accompanying notes are an integral part of these financial statements. LANDAUER, INC. Statements of Income (000's, except per share amounts) (Unaudited) Three Months Ended ------------------ Dec. 31, Dec. 31, 1997 1996 -------- -------- Net revenues $ 10,328 $ 9,147 Costs and expenses: Cost of revenues 3,294 2,892 Selling, general and administrative 2,656 2,337 -------- -------- 5,950 5,229 -------- -------- Operating income 4,378 3,918 Other income, net 393 374 -------- -------- Income before income taxes 4,771 4,292 Income tax provision 1,735 1,527 -------- -------- Net Income $ 3,036 $ 2,765 ======== ======== Net income per share $ .36 $ .33 ======== ======== Average shares outstanding 8,522 8,477 ======== ======== The accompanying notes are an integral part of these financial statements. LANDAUER, INC. Statements of Cash Flows (000's) (Unaudited) Three Months Ended ------------------ Dec. 31, Dec. 31, 1997 1996 -------- -------- Net cash flow from operating activities: Net income $ 3,036 $ 2,765 Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization 718 666 Equity in net income of foreign affiliate (186) (189) Compensatory effect of stock options 126 33 Increase in accounts receivable (1,028) (486) Increase in inventories (167) (139) Increase in prepaid expenses (96) (31) Increase (decrease) in accounts payable 666 (76) Increase (decrease) in deferred contract revenue 123 (17) Increase in accrued expenses 1,228 950 Increase in net long-term assets (134) (457) ------- ------- Net cash generated from operating activities 4,286 3,019 Cash flow from investing activities: Purchases of U.S. Treasury Securities (1,970) (3,497) Maturities of U.S. Treasury Securities 4,414 1,961 Acquisition of property,plant,and equipment (548) (472) ------- ------- Net cash provided by (used in) investing activities 1,896 (2,008) Cash flow from financing activities: Dividend received from foreign affiliate 326 356 Dividends paid (2,551) (2,331) ------- ------- Net cash used in financing activities (2,225) (1,975) ------- ------- Net increase (decrease) in cash 3,957 (964) Opening balance - cash and cash equivalents 1,860 3,359 ------- ------- Ending balance - cash and cash equivalents $ 5,817 $ 2,395 ======= ======= Supplemental Disclosure of Cash Flow Information: Cash paid for income taxes $ 964 $ 223 ======= ======= Supplemental Disclosure of Non-cash Financing Activity: Dividend declared $ 2,781 $ 2,543 ======== ======== Foreign currency translation adjustment $ (358) $ 132 ======== ======== The accompanying notes are an integral part of these financial statements. LANDAUDER, INC. Notes to Financial Statements - December 31, 1997 (Unaudited) (1) Basis of Presentation --------------------- The accompanying unaudited condensed financial statements reflect the financial position of Landauer, Inc. ("Landauer") as of December 31, 1997 and September 30, 1997, and the results of operations and cash flows for the three-month periods ended December 31, 1997 and 1996. In the opinion of management, the accompanying unaudited condensed financial statements contain all adjustments necessary to present fairly the financial position of Landauer as of December 31, 1997 and September 30, 1997, and the results of operations for the three-month periods ended December 31, 1997 and 1996. The accounting policies followed by the Company are set forth in Note 1 to the Company's financial statements in the 1997 Landauer Annual Report on Form 10-K, which is incorporated by reference. The results of operations for the three-month periods ended December 31, 1997 and 1996 are not necessarily indicative of the results to be expected for the full year. (2) Cash Dividends -------------- On November 6, 1997, the Company declared a regular quarterly cash dividend in the amount of $.32 1/2 per share payable on January 2, 1998, to stockholders of record on December 18, 1997. Regular quarterly cash dividends of $.30 per share ($1.20 annually) were declared during fiscal 1997. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources - ------------------------------- Landauer's cash flow from operating activities for the three months ended December 31, 1997 and 1996 amounted to $4,286,000 and $3,019,000, respectively. Investing activities for the three months ended December 31, 1997 and 1996 resulted in net maturities of U.S. Treasury securities of $2,444,000 in fiscal 1998 and net purchases of U.S. Treasury securities of $1,536,000 in fiscal 1997. Offsetting these were acquisitions of property, plant and equipment in the amount of $548,000 and $472,000, respectively. The Company's financing activities were limited to payments of cash dividends, offset by foreign dividends received from Nagase-Landauer, Ltd., our Japanese joint venture. LANDAUER, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd.) The Company has no long-term liabilities and its requirement for cash flow to support investing activities is generally limited. Capital expenditures for the balance of fiscal 1998 are expected to amount to approximately $5,000,000, principally for the acquisition of equipment to support the company's introduction of the Luxel product line, the development of supporting software systems, and computer hardware. The Company anticipates that funds for these capital improvements will be provided from operations. The Company presently maintains no external sources of liquidity, and, in the opinion of management, resources are adequate for projected operations and capital spending programs, as well as continuation of the regular cash dividend program. Landauer requires limited working capital for its operations since many of its customers pay for services in advance. Such advance payments amounted to $8,833,000 and $8,710,000, respectively, as of December 31, 1997 and September 30, 1997, and are included in deferred contract revenue. While these amounts represent more than one-half of current liabilities, such amounts generally do not represent a cash requirement. Results of Operations - --------------------- Revenues for the quarter ended December 31, 1997 were 13% higher compared with the same quarter a year ago. The increase in revenues was primarily attributable to gains in the Company's traditional radiation dosimetry business. Gross margins for the first fiscal quarter were 68.1% of the revenues compared to 68.4% for the same period in fiscal 1997. The decrease in margins was primarily attributable to higher costs associated with Year 2000 remediation efforts, which are accounted for as a cost of revenues. Selling, general and administrative expenses were slightly higher in the current quarter as a percent of revenues at 25.7% compared to 25.5% for the first quarter of fiscal 1997. As a result, operating income for the first fiscal quarter of 1998 was 42.4% of revenues compared to 42.8% for the same period last year. Income before income taxes was 46.2% of revenues for the quarter just ended compared to 46.9% for the first fiscal quarter of 1997. The effective tax rate for the Company during the first quarter of fiscal 1998 was higher at 36.4% compared with 35.6% for the same period last year. Resulting net income of $3,036,000 for the first fiscal quarter of 1998 was 10% higher than $2,765,000 reported in fiscal 1997. Income per share for the quarter was $.36 versus $.33 for the first fiscal quarter of 1997. LANDAUER, INC. Management's Discussion and Analysis of Financial Condition and Results of Operations (Cont'd.) PART II. OTHER INFORMATION Item 2. Legal Proceedings ----------------- Landauer is involved in various legal proceedings but believes that these matters will be resolved without a material effect on its financial position. Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- At its Annual Meeting held on February 4, 1998, the shareholders voted to re-elect Gary D. Eppen, Marvin G. Schorr and Michael D. Winfield as directors for three-year terms. Voting for all nominees were 6,765,995 shares (representing 79.6% of total shares outstanding), and votes for 53,081 shares were withheld from all nominees. Continuing as directors are Thomas M. Fulton, Robert J. Cronin, Richard R. Risk, Paul B. Rosenberg and Herbert Roth, Jr. The shareholders also voted to reappoint Arthur Andersen LLP as the Company's auditors for the following year, with 6,776,511 shares (79.7% of total shares outstanding) voting for, 19,224 shares against, and 23,527 shares abstaining. Item 6. Exhibits and Reports on Form 8-K -------------------------------- (a) No exhibits are filed with this report. (b) There were no reports on Form 8-K during the quarter for which this report is filed. SIGNATURES Pursuant to the requirements 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. LANDAUER, INC. Date: February 13, 1998 /s/ James M. O'Connell - ----------------------------- James M. O'Connell Vice President and Treasurer (Principal Financial and Accounting Officer) EX-27 2
5 0000825410 LANDAUER, INC. 1,000 3-MOS SEP-30-1998 OCT-01-1997 DEC-31-1997 5,819 5,933 9,834 236 1,275 24,135 19,960 12,130 46,004 19,362 0 0 0 856 25,786 46,004 10,328 10,328 3,294 3,294 0 0 0 4,771 1,735 3,036 0 0 0 3,036 .36 .36
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