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, 1995 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 8, 1996
--------------------------- -------------------------------
Common stock, $.10 par value 8,477,285
PART I. FINANCIAL INFORMATION
LANDAUER, INC.
Balance Sheets
(000's)
ASSETS
______
<TABLE>
<CAPTION>
Dec. 31, Sept. 30,
1995 1995
----------- ----------
derived from
(unaudited)(audited statements)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 4,218 $ 1,915
Short-term investments 5,458 6,456
Accounts receivable
less allowances of
$128,000 at 12/31/95
and $151,000 at 9/30/95 7,288 6,972
Inventories 953 955
Prepaid expenses 208 280
Deferred taxes on income 746 746
------- -------
Total current assets 18,871 17,324
Property, plant and equipment, 17,286 16,858
at cost Less: Accumulated
depreciation and amortization 9,499 9,104
-------- --------
Net property, plant and equipment 7,787 7,754
Investment in U.S. Treasury Securities 3,977 3,978
Cost of purchased businesses in excess
of net assets acquired 2,904 2,946
Equity in Japanese joint venture 3,947 4,104
Other assets 2,576 2,643
--------- ---------
$ 40,062 $ 38,749
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
LANDAUER, INC.
Balance Sheets (Cont'd.)
(000's)
LIABILITIES AND STOCKHOLDERS' INVESTMENT
________________________________________
<TABLE>
<CAPTION>
Dec. 31, Sept. 30,
1995 1995
--------- ---------
derived from
(unaudited)(audited statements)
<S> <C> <C>
Current liabilities:
Accounts payable $ 366 $ 638
Deferred contract revenue 7,669 7,599
Dividend payable 2,331 2,119
Accrued compensation and related costs 986 1,098
Accrued pension costs 848 704
Accrued expenses 1,350 1,219
Accrued taxes on income 2,540 1,587
------- --------
Total current liabilities 16,090 14,964
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 - 8,477,285 shares 848 848
Premium paid in on common stock 7,579 7,561
Cumulative translation adjustments 813 819
Retained earnings 14,732 14,557
-------- --------
Total stockholders' investment 23,972 23,785
-------- --------
$ 40,062 $ 38,749
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
LANDAUER, INC.
Statements of Income
(000's, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
-----------------------
Dec. 31, Dec. 31,
1995 1994
-------- ------
<S> <C> <C>
Net revenues $ 8,686 $ 8,013
Costs and expenses:
Cost of revenues 2,683 2,417
Selling, general and
administrative 2,382 2,280
------ ------
5,065 4,697
------ ------
Operating income 3,621 3,316
Other income, net 394 295
------ ------
Income before income taxes 4,015 3,611
Income tax provision 1,509 1,351
------ ------
Net income $ 2,506 $ 2,260
======== ========
Net income per share $ .30 $ .27
======== ========
Average shares outstanding 8,477 8,477
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
LANDAUER, INC.
Statements of Cash Flows
(000's)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
--------------------------
Dec. 31, Dec. 31,
1995 1994
------- -------
<S> <C> <C>
Net cash flow from operating activities:
Net income $ 2,506 $ 2,260
Adjustments to reconcile net income
to net cash from operating activities:
Depreciation and amortization 631 586
Equity in net income of foreign affiliate (228) (159)
Compensatory effect of stock options 18 (20)
Decrease in deferred income taxes -- 19
Increase in accounts receivable (316) (150)
Decrease (increase) in inventories 2 (143)
Decrease (increase) in prepaid expenses 72 (142)
Increase (decrease) in accounts payable (272) 241
Increase in deferred contract revenue 70 254
Increase in accrued expenses 1,116 1,108
Net increase in net long-term assets (134) (196)
------- -------
Net cash generated
from operating activities 3,465 3,658
Cash flow used by investing activities:
Disposition of investments - net 999 1,499
Acquisition of property, plant,
and equipment (428) (1,021)
------- --------
Net cash generated from
investing activities 571 478
Cash flow from financing activities:
Dividend received from foreign affiliate 386 350
Dividends paid (2,119) (1,865)
-------- --------
Net cash used by financing activities (1,733) (1,515)
-------- --------
Net increase in cash 2,303 2,621
Opening balance - cash and cash equivalents 1,915 2,178
-------- --------
Ending balance - cash and cash equivalents $ 4,218 $ 4,799
======== ========
Supplemental Disclosure of Cash Flow
Information:
Cash paid for income taxes $ 556 $ 144
======== ========
Supplemental Disclosure of Non-cash
Financing Activity: Dividend declared $ 2,331 $ 2,119
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
LANDAUER, INC.
Notes to Financial Statements - December 31, 1995
(Unaudited)
(1) Basis of Presentation
_____________________
The accompanying unaudited condensed financial statements reflect the
financial position of Landauer, Inc. ("Landauer") as of December 31, 1995
and September 30, 1995, and the results of operations and cash flows for
the three-month periods ended December 31, 1995 and 1994. 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, 1995 and September 30, 1995, and the results
of operations for the three-month periods ended December 31, 1995 and 1994,
and cash flows for the three-month periods ended December 31, 1995 and
1994.
The accounting policies followed by the Company are set forth in Note
1 to the Company's financial statements in the 1995 Landauer Annual Report
on Form 10-K, which is incorporated by reference.
The results of operations for the three-month periods ended December
31, 1995 and 1994 are not necessarily indicative of the results to be
expected for the full year.
(2) Cash Dividends
______________
On November 9, 1995, the Company declared a regular quarterly cash
dividend in the amount of $.275 per share payable on January 11, 1996, to
stockholders of record on December 29, 1995.
Regular quarterly cash dividends of $.25 per share ($1.00 annually)
were declared during fiscal 1995.
Management's Discussion and Analysis of Financial Condition
and Results of Operations
Liquidity and Capital Resources
_______________________________
Landauer's cash flow from operating activities amounted to $3,465,000
for the three months ended December 31, 1995, compared with $3,658,000 for
the same period in fiscal 1995. The decrease in operating cash flow from
1995 to 1996 resulted from higher net income offset by modest changes in
the components of net working capital.
LANDAUER, INC.
Management's Discussion and Analysis of Financial Condition
and Results of Operations (Cont'd.)
Investing activities for the first quarter of fiscal 1996 and 1995
resulted in net dispositions of short-term U.S. Treasury securities of
$999,000 and $1,499,000, respectively. Offsetting these were acquisitions
of property, plant and equipment in the amount of $428,000 and $1,021,000,
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.
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 1996 are expected to amount to
approximately $2,100,000, principally for the development of computer
hardware and software systems and acquisition of equipment for productivity
enhancements. 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 annual services in advance. Such advance
payments amounted to $7,669,000 and $7,599,000, respectively, as of
December 31, 1995 and September 30, 1995, and are included in deferred
contract revenue. While these amounts represent approximately one-half of
current liabilities, such amounts generally do not represent a cash
requirement.
Results of Operations
_____________________
Revenues for the quarter ended December 31, 1995 were 8.4% higher
compared with the same quarter a year ago. The increase in revenues was
due to gains in the Company's traditional radiation dosimetry business and
the HomeBuyer's Preferred Radon Protection Plan. Gross margins for the
first fiscal quarter were 69.1% of the revenues compared to 69.8% for the
same period in fiscal 1995. The decrease in margins was attributable to
expected higher overhead costs, primarily related to the radon protection
plan service offering.
Selling, general and administrative expenses were lower for the
current quarter as a percent of income at 27.4% compared to 28.5% for the
first quarter of fiscal 1995. The decrease reflected a lower growth rate
for expenses than for revenues. As a result, operating income for the
first fiscal quarter of 1996 was 41.7% of revenues compared to 41.4% for
the same period last year. Income before income taxes was 46.2% of the
revenues for the quarter just ended compared to 45.1% for the first fiscal
quarter of 1995.
LANDAUER, INC.
December 31, 1995
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 7, 1996, the shareholders
voted to re-elect Richard H. Leet and C. Vincent Vappi as directors for
three-year terms. Voting for all nominees were 6,950,676 shares
(representing 82.0% of total shares outstanding), and votes for 96,488
shares were withheld from all nominees. Continuing as directors are Gary
D. Eppen, Thomas M. Fulton, Paul B. Rosenberg, Herbert Roth, Jr., Marvin G.
Schorr, and Michael D. Winfield.
Shareholders voted to approve the 1996 Equity Plan with 6,292,442
shares (representing 74.2% of total shares outstanding) voting for the
proposal, 286,545 against, and 473,708 abstaining.
The shareholders also voted to reappoint Arthur Andersen LLP as the
Company's auditors for the following year, with 7,035,365 shares (83.0% of
total shares outstanding) voting for, 8,623 shares against, and 8,708
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 8, 1996
/s/ James M. O'Connell
_______________________________
James M. O'Connell
Vice President and Treasurer
(Principal Financial and
Accounting Officer)
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<ARTICLE> 5
<CIK> 0000825410
<NAME> LANDAUER, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-01-1995
<PERIOD-END> DEC-31-1995
<CASH> 4,218
<SECURITIES> 5,458
<RECEIVABLES> 7,416
<ALLOWANCES> 128
<INVENTORY> 953
<CURRENT-ASSETS> 18,871
<PP&E> 17,286
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<CURRENT-LIABILITIES> 16,090
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<COMMON> 848
0
0
<OTHER-SE> 23,124
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<SALES> 8,686
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<CGS> 2,683
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<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 4,015
<INCOME-TAX> 1,509
<INCOME-CONTINUING> 2,506
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,506
<EPS-PRIMARY> .30
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