-----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, FO2Ok37msBkIR6DGRbmQoEb6n4XEuf8jc9lwgsvgHDO/sY6nr4lOoB1o4VqKdh1Q l0y9lwAR83Ha0Hf1h0+XlA== /in/edgar/work/20000814/0000825410-00-000006/0000825410-00-000006.txt : 20000921 0000825410-00-000006.hdr.sgml : 20000921 ACCESSION NUMBER: 0000825410-00-000006 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000630 FILED AS OF DATE: 20000814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANDAUER INC CENTRAL INDEX KEY: 0000825410 STANDARD INDUSTRIAL CLASSIFICATION: [8734 ] IRS NUMBER: 061218089 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 333-71973 FILM NUMBER: 697033 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 0001.txt 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 June 30, 2000 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. --------------------------------------------------- (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 August 1, 2000 - ---------------------------- ----------------------------- Common stock, $.10 par value 8,660,748 PART I. FINANCIAL INFORMATION LANDAUER, INC. AND SUBSIDIARIES Consolidated Balance Sheets (000's) ASSETS ------- June 30, Sept. 30, 2000 1999 -------- -------- (Derived from audited (Unaudited) statements) Current assets: Cash and cash equivalents $ 4,458 $ 4,524 Short-term investments 341 321 Accounts receivable, less allowances of $373,000 at 6/30/00 and $319,000 at 9/30/00 11,498 9,903 Inventories 1,517 1,169 Prepaid expenses 315 176 Prepaid income taxes 241 2,047 Deferred taxes on income 604 604 ---------- ---------- Total current assets 18,974 18,744 Property, plant and equipment, at cost 30,852 28,399 Less: Accumulated depreciation and amortization 15,399 13,535 ---------- ---------- Net property, plant and equipment 15,453 14,864 Cost of purchased businesses in excess of net assets acquired 4,082 4,192 Equity in joint venture 3,382 3,276 Other assets 3,849 3,548 ---------- ---------- $ 45,740 $ 44,624 ========== ========== The accompanying notes are an integral part of these financial statements. LANDAUER, INC. AND SUBSIDIARIES Consolidated Balance Sheets (Cont'd.) (000's) LIABILITIES AND STOCKHOLDERS' INVESTMENT ----------------------------------------- June 30, Sept. 30, 2000 1999 (Derived from audited (Unaudited) statements) Current liabilities: Accounts payable $ 656 $ 630 Deferred contract revenue 10,671 10,010 Dividend payable 3,031 3,030 Accrued compensation and related costs 1,256 1,214 Accrued pension costs 1,417 1,637 Other accrued expenses 1,994 1,816 ---------- ---------- Total current liabilities 19,025 18,337 ---------- ---------- Minority Interest in Subsidiary 75 49 ---------- ---------- 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 - 8,660,748 shares at 6-30-00 and 8,657,957 shares at 9-30-99 866 866 Premium paid in on common stock 8,752 8,711 Cumulative translation adjustments (189) (265) Retained earnings 17,211 16,926 ---------- ---------- Total stockholders' investment 26,640 26,238 ---------- ---------- $ 45,740 $ 44,624 ========== ========== The accompanying notes are an integral part of these financial statements. LANDAUER, INC. AND SUBSIDIARIES Consolidated Statements of Income (000's, except per share amounts) (Unaudited) Three Months Ended Nine Months Ended ------------------- ---------------- June 30, June 30, June 30, June 30, 2000 1999 2000 1999 ----- ----- ----- ----- Net Revenues $ 11,598 $ 10,684 $ 34,928 $ 33,022 Cost and expenses: Cost of revenues 4,401 4,118 12,669 11,965 Selling, general and administrative 2,132 2,489 7,486 7,367 Impairment in value of assets - 2,679 520 2,679 -------- -------- -------- -------- 6,533 9,286 20,675 22,011 -------- -------- -------- -------- Operating Income 5,065 1,398 14,253 11,011 Other income, net 215 195 673 812 -------- -------- -------- -------- Income before income taxes and minority interest 5,280 1,593 14,926 11,823 Income taxes 1,956 965 5,508 4,805 -------- -------- -------- -------- Income before minority interest 3,324 628 9,418 7,018 Minority interest therein 9 23 47 62 -------- -------- -------- -------- Net income $ 3,315 $ 605 $ 9,371 $ 6,956 ======== ======== ======== ======== Net income per common share: Basic $ 0.38 $ 0.06 $ 1.08 $ 0.80 ======== ======== ======== ======== Based on average shares outstanding 8,661 8,658 8,660 8,645 ======== ======== ======== ======== Diluted $ 0.38 $ 0.06 $ 1.08 $ 0.80 ========= ======== ======== ======== Based on average shares outstanding 8,685 8,715 8,691 8,710 ======== ======== ======== ======== The accompanying notes are an integral part of these financial statements. LANDAUER, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows (000's) (Unaudited) Nine Months Ended ------------------------- June 30, June 30, 2000 1999 ------ ------ Cash flow from operating activities: Net income $ 9,371 $ 6,956 Non-cash expenses, revenues, and gains reported in income Depreciation and amortization 2,979 4,522 Equity in income of joint venture (507) (500) Exercise of stock options - net 41 (603) 2,513 3,419 -------- -------- Net increase (decrease) in other current assets (2,102) 871 Net increase (decrease) in current liabilities 2,519 (233) Net increase (decrease) due to exchange rates 75 (38) Net increase in net long-term assets (1,304) (1,004) (812) (404) Net cash generated from operating activities 11,072 9,971 Cash flow from investing activities: Disposition of investments - 1,988 Investment in Brazilian subsidiary - (3,350) Acquisition of property, plant and equipment (2,453) (3,852) ---------- ---------- Net cash used by investing activities (2,453) (5,214) Cash flow from financing activities: Dividend received from foreign affiliate 400 1,215 Dividends paid (9,085) (8,856) Net cash used by financing activities (8,685) (7,641) -------- -------- Net decrease in cash (66) (2,884) Opening balance - cash and cash equivalents 4,524 6,501 -------- -------- Ending balance - cash and cash equivalents $ 4,458 $ 3,617 ======== ======== Supplemental Disclosure of Cash Flow Information: Cash paid for income taxes $ 3,792 $ 6,106 ======== ======== Supplemental Disclosure of Non-cash Financing Activity: Dividend declared $ 3,031 $ 3,029 ======== ======== The accompanying notes are an integral part of these financial statements. LANDAUER, INC. AND SUBSIDIARIES Notes to Financial Statements - June 30, 2000 (Unaudited) (1) Basis of Presentation --------------------- The accompanying unaudited condensed financial statements reflect the financial position of Landauer, Inc. and subsidiaries ("Landauer" or "the Company") as of June 30, 2000 and September 30, 1999, and the consolidated results of operations and consolidated cash flows for the three-month and nine-month periods ended June 30, 2000 and 1999. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary to present fairly the consolidated financial position of Landauer as of June 30, 2000 and September 30, 1999, and the consolidated results of operations for the three-month and nine-month periods ended June 30, 2000 and 1999, and consolidated cash flows for the nine-month periods ended June 30, 2000 and 1999. The accounting policies followed by the Company are set forth in Note 1 to the Company's financial statements in the 1999 Landauer Annual Report on Form 10-K, which is incorporated by reference. Certain reclassifications have been made in the statements for comparative purposes. These reclassifications have no effect on the results of operation or financial position. The results of operations for the three-month and nine-month periods ended June 30, 2000 and 1999 are not necessarily indicative of the results to be expected for the full year. (2) Cash Dividends -------------- On June 9, 2000, the Company declared a regular quarterly cash dividend in the amount of $.35 per share payable on July 13, 2000, to stockholders of record on June 30, 2000. On March 10, 2000, the Company declared a regular quarterly cash dividend in the amount of $.35 per share payable on April 13, 2000, to stockholders of record on March 24, 2000. On December 10, 1999, the Company declared a regular quarterly cash dividend in the amount of $.35 per share payable on January 14, 2000, to stockholders of record on December 24, 1999. Regular quarterly cash dividends of $.35 per share ($1.40 annually) were declared during fiscal 1999. (3) Comprehensive Income -------------------- Comprehensive income is the total of net income and all other nonowner changes in equity. The following table sets forth Company's comprehensive income for the three and nine month periods ended June 30, 2000 and 1999: Three Month Ended Nine Month Ended June 30, June 31, ---------------- ---------------- 2000 1999 2000 1999 ---- ---- ---- ---- Net income $ 3,315 $ 605 $ 9,371 $ 6,956 Other comprehensive income- Foreign currency translation adjustment (105) 19 75 (810) ------- ------- ------- ------- Comprehensive income $ 3,210 $ 624 $ 9,446 $ 6,146 ======= ======= ======= ======= Liquidity and Capital Resources - ------------------------------- Landauer's cash flow from operating activities for the nine months ended June 30, 2000 and 1999 amounted to $11,072,000 and $9,971,000, respectively. Investing activities for the nine months ended June 30, 1999 resulted in net maturities of U.S. Treasury securities of $1,988,000. In the first half of 1999, the Company invested $3,350,000 for the acquisition of its Brazilian subsidiary, Sapra-Landauer, Ltda. Acquisitions of property, plant and equipment amounted to $2,453,000 and $3,852,000, respectively for fiscal 2000 and 1999. 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. 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 2000 are expected to amount to approximately $1,700,000 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 external sources of liquidity in the form of a $5 million line of credit with its bank. 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 $10,671,000 and $10,010,000, respectively, as of June 30, 2000 and September 30, 1999, 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 June 30, 2000 were 8.6% 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 were 62.0% of revenues for the third quarter of fiscal 2000 versus 61.5% for the same period in 1999. The increase in margin was primarily associated with Year 2000 remediation efforts and Luxel start-up costs, both which were incurred in 1999 and are accounted for as a cost of revenue. Selling, general and administrative expenses decreased significantly in the third quarter as a percent of revenues at 18.4% versus 48.4% for the third quarter of fiscal 1999. Earnings for the quarter included a one-time $500,000 technology cost reimbursement from our 50%-owned Japanese subsidiary, Nagase-Landauer. The payment reimburses a portion of costs incurred by the parent company in developing and implementing the Luxel technology. The impact of the cost reimbursement to Landauer's third quarter earnings is partially mitigated by the parent company's recognition of earnings from the Japanese joint ventures, which reflect the expense of the cost reimbursement. Earnings for the third quarter of fiscal 1999 were impacted by the non-cash asset impairment charge in the amount of $2,679,000 related to the Company's discontinuation of older radiation measurement technologies. Absent the technology cost reimbursement and non-cash impairment charge, selling and general expenses were 22.7% of revenues for the third quarter vs. 23.3% of revenues for the third quarter of fiscal 1999. Operating income for the third quarter of 2000 was 43.7% of revenues compared to 13.1% for the same period last year. Income before taxes and minority interest was 45.5% of the revenues for the quarter just ended compared to 14.9% for the second fiscal quarter of 1999. The effective tax rate for the Company during the third quarter of fiscal 2000 was 37.0% compared with 60.6% for the third quarter of fiscal 1999. The effective tax rate for the third quarter of fiscal 1999 was unusually high due to the non-deductibility of certain intangible assets that were included with the impairment charge. Resulting net income of $3,315,000 for the third fiscal quarter of 2000 was significantly higher than the $605,000 reported in fiscal 1999. Diluted income per share for the current quarter was $ .38 versus $ .06 for fiscal 1999. Revenues for the nine months ended June 30, 2000, were 5.8% higher compared with the first nine months of fiscal 1999. The increase in revenues was attributable to gains in the Company's traditional radiation dosimetry business. Gross margins for the first nine months of fiscal 2000 were 63.7% of revenues and are consistent with 63.8% a year ago. Selling, general, and administrative expenses were 22.9% of revenues for the first nine months of fiscal 2000 compared to 30.4% for the first nine months of fiscal 1999. Year-to-date earnings include $520,000 of the asset impairment charge which is effectively offset by the technology cost reimbursement. Fiscal 1999 earnings were impacted by $2,679,000 of the asset impairment charge. Operating income (without the asset impairment charge and technology cost reimbursement) for the first nine months of fiscal 2000 was 40.9% of revenues compared with 41.5% for the same period last year. Income before income taxes and minority interest was 42.7% of revenues for the nine months just ended compared to 35.8% of revenues for the same period in fiscal 1999. The effective tax rate for the Company during the first nine months of fiscal 2000 was 36.9% compared with 40.6% a year ago. Resulting net income of $9,371,000 for the first nine months of 2000 is substantially ahead of the prior year due to the increased asset impairment cost recognized in the prior year, the technology cost reimbursement and the realization of productivity gains in operating income. Diluted income per share for the first nine months of fiscal 2000 was $ 1.08, compared to $ .80 in the first nine months of 1999. Forward Looking Statements - -------------------------- Certain matters contained in this report are forward-looking statements, including, without limitation, statements concerning the development and introduction of new technologies, the costs of computer software modifications and replacement, pending accounting announcements and competitive conditions. The word "believe", "expect", "anticipate", and "estimate" and other similar expressions generally identify forward- looking statements. All forward-looking statements contained herein are based largely on the Company's current expectations and are subject to a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. 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 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: August 11, 2000 /s/ James M. O'Connell ---------------------------- James M. O'Connell Vice President and Treasurer (Principal Financial and Accounting Officer) EX-27 2 0002.txt WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
5 Art. 5 FDS for 10Q 0000825410 LANDAUER, INC. 1,000 9-MOS SEP-30-1999 OCT-1-1999 JUNE-30-2000 4,458 341 11,871 373 1,517 18,974 30,852 15,399 45,740 19,205 0 866 0 0 25,774 45,740 34,928 34,928 12,669 12,669 8,006 0 0 14,926 5,508 9,371 0 0 0 9,371 1.08 1.08
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