-----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, OvyNo+CpC46kH8VwQ+RxMdvnDcsvq73ypkd6X6X74PZRqKtDQr9sLkQQSkueKPIN 7grm27czYOtSXs3BRRG0Ww== 0000892626-03-000278.txt : 20030724 0000892626-03-000278.hdr.sgml : 20030724 20030724164311 ACCESSION NUMBER: 0000892626-03-000278 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030724 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030724 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09788 FILM NUMBER: 03801349 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 8-K 1 ldr_8k.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 24, 2003 LANDAUER, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in its Charter) Delaware ---------------------------------------------- (State or Other Jurisdiction of Incorporation) 1-9788 06-1218089 ------------------------ ------------------------------------ (Commission File Number) (I.R.S. Employer Identification No.) 2 Science Road, Glenwood, Illinois 60425 - ---------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) (708) 755-7000 ---------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not Applicable ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 1 ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 99.1 News Release, dated July 24, 2003 ITEM 9. REGULATION FD DISCLOSURE On July 24, 2003, Landauer, Inc. ("LDR") issued a News Release announcing its earnings for the third quarter of 2003. A copy of the News Release is furnished as Exhibit 99.1 to this Report. This Current Report on Form 8-K and the News Release is being furnished pursuant to Item 12, Results of Operations and Financial Condition, in accordance with the guidance provided in SEC Release Nos. 33- 8216 and 34-47583. 2 SIGNATURE 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 hereunto duly authorized. LANDAUER, INC. /s/ James M. O'Connell ---------------------------- James M. O'Connell Vice President and Treasurer (Principal Financial and Accounting Officer) Dated: July 24, 2003 3 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ------ ----------- 99.1 News Release, dated July 24, 2003 4 EX-99.1 3 ldr_991.txt EXHIBIT 99.1 - ------------ News Release LANDAUER For Immediate Release - -------------------------------------------------------------------------- LANDAUER, INC. REPORTS THIRD QUARTER 2003 EARNINGS For Further Information Contact: James M. O'Connell Vice President, Treasurer and CFO - -------------------------------------------------------------------------- GLENWOOD, ILLINOIS, JULY 24, 2003 . . . LANDAUER, INC. (NYSE: LDR) reported that net income for the quarter ended June 30, 2003 was $3,828,000 compared with $4,234,000 in the same quarter in fiscal 2002. Diluted earnings per share for the current quarter were $0.43 compared with $0.48 per share a year ago. Earnings for the third quarter of fiscal 2002 included recognition of one-time gain in the amount of $786,000, or $0.06 per diluted share (after income tax expense of $275,000, calculated at a marginal rate of 35%) arising from the exchange of a portion of its U.K. business for controlling interest in LCIE-Landauer, the Company's operating unit in France and the United Kingdom. The Company, a recognized leader in personal and environmental radiation monitoring services, reported revenues of $15,925,000 for the third quarter of fiscal 2003, or 7% higher than revenues of $14,844,000 a year ago. Revenue growth for the current quarter occurred as a result of currency gains and higher volume from LCIE-Landauer's operations in France and the U.K., higher domestic pricing for the Company's products and services and slightly higher unit demand. Cost of revenues for the current quarter was 11% higher than for the same period a year ago. Higher costs resulted from a weaker U.S. dollar compared with currencies in most countries where the Company operates, increased costs associated with LCIE-Landauer, higher insurance costs for property/casualty coverage and medical claims. Selling, general and administrative expenses in the third quarter of fiscal 2003 were higher by 4% versus a year ago due to comparable factors, partially offset by lower incentive compensation expense compared with last year. For the first nine months of fiscal 2003, the Company reported net income of $10,667,000 compared with $12,007,000 reported for the nine months ended June 30, 2002. Diluted earnings per share thus far in fiscal 2003 were $1.20 compared with $1.36 for the first nine months of fiscal 2002. When comparing the results for the first nine months of fiscal 2003 with the same period a year ago, net income thus far in 2003 reflects a non-cash charge in the amount of $2,750,000, or $0.19 per diluted share (after income tax benefit of $1,092,000 calculated at a marginal rate of 39.7%) for costs associated with the impairment in value of assets related to Landauer's Aurion service. Additionally, net income reported for the first nine months of fiscal 2002 included recognition of gain in the amount of $786,000, or $0.06 per diluted share (after income tax expense of $275,000, calculated at a marginal rate of 35%) arising from the exchange of a portion of its U.K. business for controlling interest in LCIE-Landauer, the Company's operating unit in France and the United Kingdom. -more- LANDAUER, INC. ADD 1 Revenues for the first nine months of fiscal 2003 were $48,162,000, or 11% higher than $43,288,000 reported for the same period in fiscal 2002. Revenue growth in 2003 resulted from the consolidation of LCIE-Landauer's operations in France (formed as of April 1, 2002), increased domestic radiation dosimetry service and product revenues attributable to higher pricing and modest increased unit volume and favorable currency exchange in most countries where the Company operates. Cost of revenues thus far in fiscal 2003 was 15% higher than a year ago reflecting costs associated with expanded European operations, a weaker U.S. dollar and higher benefit costs. Aggregate selling, general and administrative expenses in the first nine months of fiscal 2003 were $3,414,000 higher than a year ago, primarily due to the Aurion asset impairment charge in the amount of $2,750,000 described above. Increased operating expense compared with a year ago was also related to expanded European operations, related currency translation, and higher costs for insurance and employee benefits, offset by lower incentive compensation expense. Year-to-date other income was higher than in fiscal 2002 primarily reflecting higher income from Nagase-Landauer, the Company's 50%-owned joint venture in Japan. Income taxes for the first nine months of fiscal 2003 at 37.0% were comparable in terms of effective rate to the first nine months of fiscal 2002. OUTLOOK FOR BALANCE OF FISCAL 2003 With LCIE-Landauer's operations now included for a full year, the outlook for the remainder of the fiscal year suggests that fourth quarter revenue growth will approximate the growth rate experienced in the quarter just ended. Aggregate costs and expenses for the quarter will grow at a comparable rate and include the costs of expanded European operations. Thus, resulting operating income is expected to grow at a mid-single digit rate compared with the fourth quarter of fiscal 2002. Net income for the balance of 2003 is expected to grow at a lower rate than operating income, reflecting lower investment income and higher minority interest compared with the fourth quarter of fiscal 2002. CONFERENCE CALL INFORMATION Landauer, Inc. has scheduled a conference call that will be broadcast simultaneously over the Internet at www.vcall.com on Friday, July 25, 2003, at 10:00 a.m. Central Daylight Time. Please allow 15 minutes to register and download the required software. Replays will be available through Vcall's website. ABOUT LANDAUER Landauer is the leading provider of analytical services to determine occupational and environmental radiation exposure. For more than 45 years, the Company has provided complete radiation dosimetry services to hospitals, medical and dental offices, university and national laboratories, and other industries in which radiation poses a potential threat to employees. Landauer's services include the manufacture of various types of radiation detection monitors, the distribution and collection of the monitors to and from clients, and the analysis and reporting of exposure findings. -more- LANDAUER, INC. ADD 2 SAFE HARBOR STATEMENT Certain of the statements made herein constitute forward looking statements that are based on certain assumptions and involve certain risks and uncertainties, including assumptions, risks and uncertainties associated with the Company's introduction of the InLight technology, the cost associated with the Company's research and business development efforts, the anticipated results of operations of the Company and its subsidiaries or ventures, the valuation of the Company's long lived assets or business units relative to future cash flows, the Company's market position, the Company's business plans, anticipated revenue and cost growth, the risks associated with conducting business internationally, the effects of changing economic and competitive conditions, foreign exchange rates, and government regulations. Such assumptions may not materialize to the extent assumed and such risks and uncertainties may cause actual results to differ from anticipated results. Such risks and uncertainties may also result in changes to the Company's business plans and prospects and could create the need from time to time to write down the value of assets or otherwise cause the Company to incur unanticipated expenses. Additional information may be obtained by reviewing the Company's reports filed from time to time with the SEC. THIRD QUARTER FISCAL 2003 FINANCIAL HIGHLIGHTS (Unaudited; amounts in thousands, except per share data) THREE MONTHS ENDED NINE MONTHS ENDED -------------------------------------------- JUNE 30, JUNE 30, JUNE 30, JUNE 30, 2003 2002 2003 2002 ---------- ---------- ---------- ---------- Net revenues. . . . . . .$ 15,925 $ 14,844 $ 48,162 $ 43,288 Costs and expenses: Cost of sales . . . . . 6,097 5,471 17,542 15,208 Selling, general and administrative. . . . 3,690 3,544 10,875 10,211 Impairment in value of assets . . . . . . -- -- 2,750 -- ---------- ---------- ---------- ---------- 9,787 9,015 31,167 25,419 ---------- ---------- ---------- ---------- Operating income. . . . . 6,138 5,829 16,995 17,869 Gain on formation of LCIE-Landauer . . . . . -- 786 -- 786 Other income - net. . . . 255 255 710 669 ---------- ---------- ---------- ---------- Income before income taxes and minority interest . . . . . . . . 6,393 6,870 17,705 19,324 Income taxes. . . . . . . 2,367 2,510 6,550 7,174 ---------- ---------- ---------- ---------- Income before minority interest. . . . . . . . 4,026 4,360 11,155 12,150 Minority interest therein . . . . . . . . 198 126 488 143 ---------- ---------- ---------- ---------- Net income. . . . . . . .$ 3,828 $ 4,234 $ 10,667 $ 12,007 ========== ========== ========== ========== -more- LANDAUER, INC. ADD 3 THIRD QUARTER FISCAL 2003 FINANCIAL HIGHLIGHTS (Continued) THREE MONTHS ENDED NINE MONTHS ENDED -------------------------------------------- JUNE 30, JUNE 30, JUNE 30, JUNE 30, 2003 2002 2003 2002 ---------- ---------- ---------- ---------- Net income per common share: Basic. . . . . . . . .$ 0.43 $ 0.48 $ 1.21 $ 1.37 ========== ========== ========== ========== Based on average shares outstanding . 8,820 8,774 8,797 8,750 ========== ========== ========== ========== Diluted. . . . . . . .$ 0.43$ 0.48 $ 1.20 $ 1.36 ========== ========== ========== ========== Based on average shares outstanding . 8,910 8,882 8,881 8,855 ========== ========== ========== ========== SUMMARY CONSOLIDATED BALANCE SHEET (unaudited, amounts in thousands) June 30, September 30, 2003 2002 ---------- ------------- ASSETS Current Assets Cash and cash equivalents . . . . . . $ 9,419 $ 7,627 Short-term investments. . . . . . . . 339 317 Receivables, net of reserves. . . . . 15,259 13,620 Other current assets. . . . . . . . . 8,284 5,266 ---------- ---------- Total current assets. . . . . . . . . . 33,301 26,830 ---------- ---------- Net property, plant and equipment . . . 16,521 18,179 Equity in joint venture . . . . . . . . 2,909 2,806 Goodwill and other intangible assets, net of amortization . . . . . . . . . 8,154 8,601 Dosimetry devices, net of amortization. 4,088 3,546 Other assets. . . . . . . . . . . . . . 223 295 ---------- ---------- TOTAL ASSETS. . . . . . . . . . . . . . $ 65,196 $ 60,257 ========== ========== LIABILITIES AND STOCKHOLDERS' INVESTMENT Current liabilities: Accounts payable. . . . . . . . . . . $ 1,742 $ 1,789 Dividend payable. . . . . . . . . . . 3,315 3,071 Deferred revenue. . . . . . . . . . . 13,326 11,885 Other current liabilities . . . . . . 8,822 8,444 ---------- ---------- Total current liabilities . . . . . . . 27,205 25,189 ---------- ---------- Minority interest in subsidiary . . . . 773 462 ---------- ---------- Stockholders' investment. . . . . . . . 37,218 34,606 ---------- ---------- TOTAL LIABILITIES AND STOCKHOLDERS' INVESTMENT. . . . . . . $ 65,196 $ 60,257 ========== ========== # # # -----END PRIVACY-ENHANCED MESSAGE-----