-----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, Tp038W6Fr5TllR2AdImHk7nTaDOZlA4zuIz7prQ5aV76EpVQhmlcRa0nxoXPK0gI NAlKVAZcVtd4M+K1eSwjBw== 0000892626-09-000064.txt : 20090507 0000892626-09-000064.hdr.sgml : 20090507 20090507165405 ACCESSION NUMBER: 0000892626-09-000064 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20090501 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090507 DATE AS OF CHANGE: 20090507 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LANDAUER INC CENTRAL INDEX KEY: 0000825410 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] 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: 09806248 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_9225.txt UNITED STATES 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): May 1, 2009 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) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 1 ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On May 5, 2009, Landauer, Inc. issued a News Release announcing its earnings for the second fiscal quarter ended March 31, 2009. A copy of the News Release is furnished as Exhibit 99.1 to this current report on Form 8-K. ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS (e) The Company entered into an Amendment, dated May 1, 2009, to the Employment Agreement of William E. Saxelby, President and Chief Executive Officer of the Company. The Company and Mr. Saxelby are parties to an Employment Agreement dated as of September 28, 2005. The Employment Agreement provides that if Mr. Saxelby is employed by the Company on September 28, 2010 (or if his employment terminates prior to that date under certain circumstances described in the Employment Agreement), he is entitled to receive a supplemental pension under the Company's Supplemental Key Executive Retirement Plan (the "SERP"), calculated as if he had completed 20 years of service with the Company (the "Supplemental SERP Benefit"). The Company, effective March 31, 2009, amended the SERP with respect to Mr. Saxelby to provide that the SERP became a "frozen plan" and that all benefit accruals thereunder ceased as of such date. The Amendment to Mr. Saxelby's Employment Agreement provides that the Supplemental SERP Benefit will be provided under a defined contribution nonqualified deferred compensation plan maintained by the Company (the "NQ Excess Plan") instead of under the SERP. To effectuate this, the Amendment provides that on September 28, 2010 (or an earlier date if his employment terminates prior to that date under the circumstances referenced above under which Mr. Saxelby would have been eligible for the Supplemental SERP Benefit), the Company shall credit $1,323,684 to Mr. Saxelby's account in the NQ Excess Plan. This amount reflects the expected then present value of the Supplemental SERP Benefit. Distribution of the Supplemental SERP Benefit shall be made in the form of a life annuity, subject to terms outlined in the Amendment to the Employment Agreement. The Amendment also provides that Mr. Saxelby's benefit under the SERP shall be cancelled as of the date the Company credits the amount described above to Mr. Saxelby's account in the NQ Excess Plan. This disclosure is qualified in its entirety by reference to the complete Amendment to the Employment Agreement filed as Exhibit 10.1 to this current report on Form 8-K. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits. 99.1 News Release, dated May 5, 2009 10.1 Amendment to Employment Agreement dated as of May 1, 2009 between the Company and William E. Saxelby 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. Dated: May 7, 2009 /s/ Jonathon M. Singer ------------------------------ Jonathon M. Singer Senior Vice President, Finance, Secretary, Treasurer, and Chief Financial Officer (Principal Financial and Accounting Officer) 3 EX-99.1 2 exh_991.txt EXHIBIT 99.1 - ------------ NEWS RELEASE LANDAUER -------------------------------------------------------------------------- LANDAUER, INC. REPORTS FISCAL 2009 SECOND QUARTER RESULTS 2009 REVENUE AND EARNINGS PROGRESS DRIVEN BY CONTINUED EXECUTION OF STRATEGIC PRIORITIES For Further Information Contact: Jonathon M. Singer Senior Vice President, CFO 708-441-8311 jsinger@landauerinc.com -------------------------------------------------------------------------- GLENWOOD, ILL.--MAY 5, 2009--LANDAUER, INC. (NYSE: LDR), a recognized leader in personal and environmental radiation monitoring services, today reported financial results for the three and six months ended March 31, 2009. FISCAL 2009 SECOND QUARTER HIGHLIGHTS . Revenue grew 5 percent to $25.0 million on continued demand for InLight products and increased domestic badge revenues. . Gross profit grew 2 percent to $16.6 million on increased sales. . Recorded one-time charges of $2.7 million ($1.8 million after-tax, $0.19 per diluted share) for pension curtailment and transition and management reorganization. . Effective tax rate declined to 31 percent due primarily to changes in Illinois state tax law and favorable settlement of certain state tax liabilities. . Net income declined 16 percent to $5.4 million, or $0.58 per diluted share due to impact of one-time charges. Excluding one-time charges, net income would have increased 12% and earnings per diluted share would have been $0.77. . Established multi-year agreement with Health Canada to support continued implementation of InLight solution for radiation monitoring. "This quarter's record financial results were solid, but were partially offset by the cost of actions we have taken to support continued execution on our strategic priorities of optimizing the core business, driving competitive growth, and pursuing strategic expansion," stated Bill Saxelby, President and CEO of Landauer. "Investments toward right sizing our long- term cost structure through an alternative retirement program and the reorganization costs required to strengthen key management positions are short-term investments that we believe will strengthen our core business for long-term success." -MORE- - ------------------------------------------------------------------------ Landauer, Inc. 2 Science Road Glenwood, Illinois 60425-1586 Telephone: 708.755.7000 Fax: 708.755.7011 landauerinc.com LANDAUER, INC. ADD 1 "Completion of our current systems initiative is another required investment in the infrastructure necessary to support the continued growth of Landauer, Inc. We have completed a thorough assessment of the scope, timing and cost required to successfully implement our information technology systems initiative, with a goal to limit the risk to our continued strong financial execution. We estimate currently that the total project will cost $25 - $27 million and is targeted to be completed during calendar 2010." Saxelby added, "The continued acceptance of our InLight suite of products, success of our international expansion initiative and adoption of our offerings in the medical and nuclear markets affirm the strong long-term growth prospects for our business and the success of our focus on driving competitive growth. For example, during the quarter we placed InLight products in our 19th country and continued to foster our relationship with Health Canada, which is demonstrated by a multi-year agreement for approximately $8 million of additional InLight products to support their commitment to our OSL (Optically Stimulated Luminescence) technology for a breadth of monitoring solutions. We recognized approximately $1.6 million of revenue in the quarter from this relationship." RECORD PERFORMANCE OFFSET BY ONE-TIME CHARGES Revenues for the second fiscal quarter of 2009 were $25.0 million, a 5 percent increase compared with the $23.7 million reported for the second fiscal quarter of 2008. Domestic revenue increased 6 percent, or $1.1 million, on InLight product demand and growth in domestic badge revenue. Organic international revenue growth of approximately 20 percent was offset by the impact of the strengthening of the dollar against most foreign currencies, which reduced revenue by approximately $1.0 million in the quarter, resulting in a reported increase of 2 percent, or $101,000. Cost of sales increased 12 percent for the quarter due to increased cost of materials to support increased InLight products sales. Gross margin declined to 66 percent from 68 percent in the year ago period due to the revenue mix. Selling, general and administrative expenses for the second fiscal quarter of 2009 increased 4 percent, or $241,000. The primary factors contributing to the increase were $371,000 in additional non- recurring pension expense due to the acceleration of certain costs to support the defined benefit plan curtailment and transition, and $185,000 in additional professional fees to support due diligence of an acquisition opportunity the Company chose not to pursue. These costs were partially offset by the timing of expense spending to re-engineer business processes and to replace the Company's information technology systems that support customer relationship management and the order-to-cash cycle. On February 5, 2009, the Board of Directors approved changes to the Company's retirement benefit plans to transition from a defined benefit philosophy for retirement benefits to a defined contribution approach. The Company anticipates that the redesign of its retirement plans will result in future cost savings while offering market based retirement benefits to its employees. As a result of the changes, the Company recognized $2.2 million ($1.5 million after-tax) of non-recurring pension curtailment and transition costs during the second fiscal quarter of 2009. In addition, the Company initiated a management reorganization plan to strengthen selected roles in the organization. As a result, the Company recognized $489,000 ($322,000 after-tax) of non-recurring reorganization charges during the second fiscal quarter of 2009. -MORE- LANDAUER, INC. ADD 2 The effective tax rate for the second fiscal quarter of 2009 decreased to 31 percent compared with 37 percent for the second fiscal quarter of 2008. The reduction is due primarily to a change in the state tax rate driven by changes in the Illinois state tax law, as well as the favorable resolution of uncertain tax positions during the quarter. Net income for the fiscal quarter ended March 31, 2009 was $5.4 million, a decline of 16 percent compared with $6.4 million for the second fiscal quarter of 2008. The resulting diluted earnings per share for the second fiscal quarter of 2009 were $0.58 compared with $0.69 for the second fiscal quarter of 2008. Excluding the effect of the pension curtailment and transition costs and the reorganization charges, net income for the quarter was $7.2 million, or $0.77 per diluted share. For the six months ended on March 31, 2009, revenues increased 4 percent to $47.4 million versus $45.6 million at this time last year. The gross profit margin was 67 percent versus 68 percent from last year's six-month period ended March 31, 2008. Selling, general and administrative expenses for the first half of fiscal 2009 declined $54,000 compared to the first half of fiscal 2008. Year-to-date net income was $11.6 million, down 1 percent from $11.7 million in the prior year period. Earnings per diluted share were $1.24 compared with $1.27 for the same period last year. Excluding the effect of the pension curtailment and transition costs and the reorganization charges, net income for the first six months of fiscal 2009 was $13.4 million, or $ 1.43 per diluted share. SOLID FINANCIAL POSITION Landauer ended the second fiscal quarter of 2009 with total assets of $118.2 million and working capital of $36.0 million. At March 31, 2009, Landauer continued to be debt free. Cash provided by operating activities was $15.2 million, strengthening cash on hand to $36.6 million as of March 31, 2009. FISCAL 2009 OUTLOOK Saxelby concluded, "I am very pleased with the progress we've made in the first half of fiscal 2009. Landauer's performance demonstrates the success of our balanced approach to pursue new growth opportunities and continually invest in our core business. We are constantly evaluating potential prospects to expand our business offerings, and will act when the right opportunity, timing and costs are aligned. Overall, we believe the strength of our product and service offerings and the commitment to meet our customers' needs coupled with the scalability of our business model and strong cash flows will continue to drive value for our shareholders." The Company's business plan for fiscal 2009 currently anticipates aggregate revenue growth for the year to be in the range of 3 - 5 percent. The Company currently anticipates a net income increase in the range of 6 - 8 percent, prior to considering the $1.8 million after-tax impact of the non- recurring pension curtailment and transition costs and management reorganization charges. -MORE- LANDAUER, INC. ADD 3 CONFERENCE CALL DETAILS Landauer has scheduled its second quarter conference call for investors over the Internet on Tuesday, May 5, 2009 at 2:00 p.m. Eastern Time (11:00 a.m. Pacific Time). To participate, callers should dial 877-941-1469 (within the United States and Canada) or 480-629-9675 (international calls), and reference the conference ID #4064265, about 10 minutes before the presentation. To listen to a webcast on the Internet, please go to the Company's website at http://www.landauerinc.com at least 15 minutes early to register, download and install any necessary audio software. Investors may access a replay of the call by dialing 800-406-7325 (within the United States and Canada) or 303-590-3030 (international calls) passcode 4064265#, which will be available until June 4, 2009. The replay of the call will remain available on Landauer's website for 90 days. ABOUT LANDAUER Landauer is the world's leading provider of technical and analytical services to determine occupational and environmental radiation exposure. For more than 50 years, the Company has provided complete radiation dosimetry services to hospitals, medical and dental offices, universities, national laboratories, nuclear facilities 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. The Company provides its services to approximately 1.6 million people in the United States, Japan, France, the United Kingdom, Brazil, Canada, China, Australia, Mexico and other countries. SAFE HARBOR STATEMENT Some of the information shared here (including, in particular, the section titled "Fiscal 2009 Outlook") constitutes forward-looking statements that are based on assumptions and involve certain risks and uncertainties. These include the following, without limitation: assumptions, risks and uncertainties associated with the Company's development and introduction of new technologies in general; continued customer acceptance of the InLight technology; the adaptability of optically stimulated luminescence (OSL) technology to new platforms and formats; the costs associated with the Company's research and business development efforts; the usefulness of older technologies; the effectiveness of changes and upgrades to and costs associated with the Company's information systems; the anticipated results of operations of the Company and its subsidiaries or ventures; valuation of the Company's long-lived assets or business units relative to future cash flows; changes in pricing of products and services; changes in postal and delivery practices; the Company's business plans; anticipated revenue and cost growth; the risks associated with conducting business internationally; -MORE- LANDAUER, INC. ADD 4 costs incurred for potential acquisitions or similar transactions; other anticipated financial events; the effects of changing economic and competitive conditions; foreign exchange rates; government regulations; accreditation requirements; changes in the trading market that affect the cost of obligations under the Company's benefit plans; and pending accounting pronouncements. These assumptions may not materialize to the extent assumed, and risks and uncertainties may cause actual results to be different from anticipated results. These risks and uncertainties also may 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. You can find more information by reviewing the "Risk Factors" section in the Company's Annual Report on Form 10-K for the year ended September 30, 2008, and other reports filed by the Company from time to time with the Securities and Exchange Commission. FINANCIAL TABLES FOLLOW -MORE- LANDAUER, INC. ADD 5 FISCAL 2009 SECOND QUARTER FINANCIAL HIGHLIGHTS (unaudited, amounts in thousands, except per share data) Three Months Ended Six Months Ended March 31, March 31, ------------------- ------------------- 2009 2008 2009 2008 -------- -------- -------- -------- Net revenues . . . . . . . . . $ 24,954 $ 23,743 $ 47,392 $ 45,552 Costs and expenses: Cost of sales. . . . . . . 8,379 7,515 15,519 14,716 Selling, general and administrative . . . . . 6,688 6,447 13,181 13,235 Net defined benefit plan curtailment loss and transition costs . . . . 2,236 - 2,236 - Reorganization charges . . 489 - 489 - -------- -------- -------- -------- 17,792 13,962 31,425 27,951 Operating income . . . . . . . 7,162 9,781 15,967 17,601 Other income, net. . . . . . . 700 581 1,269 1,285 -------- -------- -------- -------- Income before taxes. . . . . . 7,862 10,362 17,236 18,886 Income taxes . . . . . . . . . 2,406 3,866 5,553 7,045 -------- -------- -------- -------- Income before minority interest . . . . . . . . . . 5,456 6,496 11,683 11,841 Minority interest. . . . . . . 28 66 113 135 -------- -------- -------- -------- Net income . . . . . . . . . . $ 5,428 $ 6,430 $ 11,570 $ 11,706 ======== ======== ======== ======== Net income per common share: Basic. . . . . . . . . . . $ 0.58 $ 0.70 $ 1.25 $ 1.27 ======== ======== ======== ======== Weighted average basic shares outstanding . . . 9,281 9,209 9,273 9,184 ======== ======== ======== ======== Diluted. . . . . . . . . . $ 0.58 $ 0.69 $ 1.24 $ 1.27 ======== ======== ======== ======== Weighted average diluted shares outstanding . . . 9,328 9,268 9,320 9,247 ======== ======== ======== ======== -MORE- LANDAUER, INC. ADD 6 SUMMARY CONSOLIDATED BALANCE SHEETS (unaudited, amounts in thousands) March 31, September 30, 2009 2008 --------- ------------- ASSETS - ------ Current Assets: Cash and cash equivalents. . . . . . . . $ 36,625 $ 33,938 Receivables, net of allowances . . . . . 22,413 19,738 Other current assets . . . . . . . . . . 8,724 15,053 -------- -------- Total current assets . . . . . . . . . . . . 67,762 68,729 Net property, plant and equipment. . . . . . 20,845 20,185 Equity in joint venture. . . . . . . . . . . 6,078 5,796 Goodwill and other intangible assets, net of amortization. . . . . . . . . . . . 17,785 18,102 Dosimetry devices, net of amortization . . . 4,625 4,454 Other assets . . . . . . . . . . . . . . . . 1,140 1,424 -------- -------- TOTAL ASSETS . . . . . . . . . . . . . . . . $118,235 $118,690 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------ Current Liabilities: Accounts payable . . . . . . . . . . . . $ 2,614 $ 981 Dividends payable. . . . . . . . . . . . 4,955 4,686 Deferred contract revenue. . . . . . . . 14,420 15,626 Other current liabilities. . . . . . . . 9,799 12,931 -------- -------- Total current liabilities. . . . . . . . . . 31,788 34,224 Non-current Liabilities: Pension and postretirement obligations. . . . . . . . . . . . . . 10,314 8,609 Deferred income taxes. . . . . . . . . . 4,745 4,622 Other non-current liabilities. . . . . . 1,088 935 -------- -------- Total non-current liabilities. . . . . . . . 16,147 14,166 Minority interest in subsidiary. . . . . . . 441 545 Stockholders' equity . . . . . . . . . . . . 69,859 69,755 -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY . . . . . . . . . . . $118,235 $118,690 ======== ======== # # # EX-10.1 3 exh_101.txt EXHIBIT 10.1 - ------------ AMENDMENT TO EMPLOYMENT AGREEMENT This AMENDMENT TO EMPLOYMENT AGREEMENT dated May 1, 2009 between William E. Saxelby (the "Executive") and Landauer, Inc., a Delaware corporation (the "Company"). WHEREAS, the Executive and the Company are parties to an Employment Agreement dated as of September 28, 2005 (the "Employment Agreement"); WHEREAS, the Employment Agreement provides that if the Executive is employed by the Company on September 28, 2010 (or if his employment terminates prior to that date under certain circumstances described in the Employment Agreement), he is entitled to receive, following his termination of employment, a supplemental pension under the Supplemental Key Executive Retirement Plan of Landauer, Inc. (the "SERP") calculated as though the Executive had completed 20 years of service with the Company (such supplemental pension, the "Supplemental SERP Benefit"); WHEREAS, the Company previously amended the SERP with respect to all participants therein, other than the Executive, to provide that the SERP would become a "frozen plan" and that all benefit accruals thereunder would cease effective March 31, 2009; WHEREAS, the Company and the Executive desire to amend the Employment Agreement to provide that the Supplemental SERP Benefit will be provided under the NQ Excess Plan of Landauer, Inc. (the "DC Excess Plan"); and WHEREAS, the Company is amending the SERP with respect to the Executive to provide that the SERP became a "frozen plan" and that all benefit accruals thereunder ceased effective March 31, 2009. NOW, THEREFORE, in consideration of the premises and the mutual agreements contained herein, the Company and the Executive hereby agree as follows: 1. Section 3(g) of the Employment Agreement is amended in its entirety, effective as of March 31, 2009, to read as follows: (g) SUPPLEMENTAL RETIREMENT BENEFIT. If (i) the Executive is employed by the Company on the fifth anniversary of the Effective Date, (ii) the Executive is terminated prior to such fifth anniversary without Cause (as defined below), or (iii) following a "Change in Control" (as defined in the Landauer, Inc. Executive Special Severance Plan), the Executive is terminated prior to such fifth anniversary, then, as of such fifth anniversary or the date of the Executive's termination, as applicable, the Company shall credit $1,323,684 to the Executive's account in the NQ Excess Plan of Landauer, Inc. Distribution of such amount, as adjusted for any earnings or losses (the "Supplemental Benefit), shall commence on the Executive's "Initial Payment Date" (as that term is defined in the Supplemental Key Executive Retirement Plan of Landauer, Inc. (the "SERP")). The Supplemental Benefit shall be paid in the form of a life annuity (as defined in the Treasury Regulations promulgated under section 409A of the Internal Revenue Code of 1986, as amended), which annuity shall be actuarially equivalent to the form of benefits that would have been provided under the SERP had the Executive received his supplemental retirement benefit under the SERP. 1 2. The remaining provisions of the Employment Agreement shall not be changed. 3. The benefit provided by item 1 above is intended to constitute, for purposes of section 409A of the Internal Revenue Code of 1986, as amended (the "Code"), a substitution of the deferred compensation to which the Executive is entitled under the SERP taking into account the Employment Agreement (prior to the amendment contained herein); however, this substitution is intended to not constitute a subsequent deferral of such deferred compensation or a change in the time or form of payment of such deferred compensation. Payment of the substituted deferred compensation under the DC Excess Plan shall commence at the time the benefit under the SERP would have commenced and the payment of such substituted deferred compensation under the DC Excess Plan shall be made in the form of a life annuity for purposes of section 409A of the Code and shall be actuarially equivalent to the form of benefit that would have been provided under the SERP. 4. The Executive consents to the retroactive amendment of the SERP to provide that, with respect to the Executive, the SERP shall be a "frozen plan" and that all benefit accruals thereunder shall cease effective as of March 31, 2009. 5. Upon the Company crediting to the Executive's account under the DC Excess Plan the amount described in item 1 above, the Executive's benefit under the SERP shall be cancelled and the Executive shall cease to be a participant therein at such time. 6. Effective April 1, 2009, the Executive shall be eligible to participate in the DC Excess Plan pursuant to its terms. IN WITNESS WHEREOF, the parties hereto have executed this Amendment to Employment Agreement as of the day and year first above written. LANDAUER, INC. By /s/ Jonathon M. Singer --------------------------------- Jonathon M. Singer Senior Vice President, Finance, Secretary, Treasurer, and Chief Financial Officer EXECUTIVE: /s/ William E. Saxelby --------------------------------- William E. Saxelby 2 -----END PRIVACY-ENHANCED MESSAGE-----