UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June 30,~~December 31, 2015

Commission File Number 1-9788


	LANDAUER, INC. (Exact Name of Registrant as Specified in Its Charter)

	Delaware	06-1218089
	(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

	2 Science Road, Glenwood, IL 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 by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [ X ] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	[ ]	Accelerated filer	[ X ]
Non-accelerated filer	[ ]	Smaller reporting company	[ ]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [ X ]

As of ~~August 6, 2015, 9,578,523~~February 5, 2016, 9,581,743 shares of common stock, par value $0.10 per share, of the registrant were outstanding.

TABLE OF CONTENTS



PART I FINANCIAL INFORMATION

Item 1.	Financial Statements

		Consolidated Balance Sheets (Unaudited)	3

		Consolidated Statements of Operations (Unaudited)	4

		Consolidated Statements of Comprehensive Income ~~(Loss)~~ (Unaudited)	5

		Consolidated Statement of Stockholders’ Equity (Unaudited)	6

		Consolidated Statements of Cash Flows (Unaudited)	7

		Notes to Consolidated Financial Statements (Unaudited)	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		2217

Item 3.	Quantitative and Qualitative Disclosures About Market Risk		2720

Item 4.	Controls and Procedures		2821


PART II OTHER INFORMATION

Item 1.	Legal Proceedings		3123

Item 1A.	Risk Factors		3123

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		3123

Item 3.	Defaults Upon Senior Securities		3123

Item 4.	Mine Safety Disclosures		3123

Item 5.	Other Information		3123

Item 6.	Exhibits		3224


SIGNATURE			3325

Table of Contents

PART I FINANCIAL INFORMATION

Item 1.Financial Statements

LANDAUER, INC. AND SUBSIDIARIES

Consolidated Balance Sheets (Unaudited)


(Dollars in Thousands)	June 30, 2015		September 30, 2014		December 31, 2015		September 30, 2015
Assets
Cash and cash equivalents	$	8,441	$	6,761	$	9,540	$	15,314
Receivables, net of allowances of $1,456 at June 30, 2015 and $1,872 at September 30, 2014		29,392		34,707
Receivables, net of allowances of $1,608 at December 31, 2015 and $1,556 at September 30, 2015						32,058		32,412
Inventories		7,456		6,687		7,195		7,035
Deferred income tax asset - current		2,352		2,369
Prepaid income taxes		2,346		1,836
Deferred income tax assets - current						4,862		4,871
Prepaid expenses and other current assets		2,742		1,973		2,728		2,121
Total current assets		52,729		54,333		56,383		61,753
Property, plant and equipment, at cost		109,430		104,010		105,826		104,322
Less accumulated depreciation and amortization		(62,730)		(57,253)		(59,759)		(57,955)
Net property, plant and equipment		46,700		46,757
Property, plant and equipment, net						46,067		46,367
Equity in joint ventures		23,315		23,835		23,026		24,010
Goodwill		40,850		43,218		34,868		35,072
Intangible assets, net of accumulated amortization of $38,177 at June 30, 2015 and $37,579 at September 30, 2014		13,181		14,077
Dosimetry devices, net of accumulated depreciation of $5,190 at June 30, 2015 and $4,353 at September 30, 2014		3,741		3,958
Intangible assets, net of accumulated amortization of $38,964 at December 31, 2015 and $38,662 at September 30, 2015						12,839		13,052
Dosimetry devices, net of accumulated depreciation of $5,508 at December 31, 2015 and $5,282 at September 30, 2015						3,411		3,562
Deferred income tax assets		18,823		18,374		16,132		16,702
Other assets		8,735		12,034		8,959		8,226
Total assets	$	208,074	$	216,586	$	201,685	$	208,744

Liabilities
Accounts payable	$	4,625	$	6,248	$	5,165	$	5,773
Dividends payable		2,719		5,329		2,710		2,684
Deferred contract revenue		15,419		14,750		13,503		13,904
Accrued compensation and related costs		7,708		7,132		6,885		8,603
Accrued severance		411		2,731		717		972
Other accrued expenses		7,088		8,538		7,454		6,557
Total current liabilities		37,970		44,728		36,434		38,493
Long-term debt		134,385		133,585		127,685		133,385
Pension and postretirement obligations		19,123		19,475		20,878		20,508
Deferred income taxes		426		509
Deferred income tax liabilities						260		270
Uncertain income tax liabilities		2,145		3,284		2,380		2,310
Other non-current liabilities		1,290		1,271		733		1,451
Total liabilities		195,339		202,852		188,370		196,417
Commitments and Contingencies

Stockholders' equity
Preferred stock, $0.10 par value per share, authorized 1,000,000 shares; none issued		-		-		-		-
Common stock, $0.10 par value per share, authorized 20,000,000 shares; 9,663,531 and 9,577,874 shares issued and outstanding at June 30, 2015 and September 30, 2014, respectively		966		958
Common stock, $0.10 par value per share, authorized 20,000,000 shares; 9,709,519 and 9,641,532 shares issued and outstanding at December 31, 2015 and September 30, 2015, respectively						971		964
Additional paid in capital		41,556		40,317		41,918		41,531
Accumulated other comprehensive loss		(13,446)		(10,148)		(14,089)		(13,741)
Accumulated deficit		(17,518)		(18,873)		(16,590)		(17,559)
Landauer, Inc. stockholders' equity		11,558		12,254		12,210		11,195
Noncontrolling interest		1,177		1,480		1,105		1,132
Total stockholders' equity		12,735		13,734		13,315		12,327
Total Liabilities and Stockholders' Equity	$	208,074	$	216,586	$	201,685	$	208,744

The accompanying notes are an integral part of these consolidated financial statements.


		Three Months Ended June 30,				Nine Months Ended June 30,			Three Months Ended December 31,
(Dollars in Thousands, Except per Share)	2015		2014 (As Restated)		2015		2014 (As Restated)		2015		2014
Revenues:
Service revenues	$	31,924	$	31,800	$	96,223	$	96,415	$	31,545	$	32,057
Product revenues		3,543		4,068		14,930		16,654		4,985		5,490
Total revenues		35,467		35,868		111,153		113,069		36,530		37,547

Costs and expenses:
Service costs		15,531		16,109		47,323		46,274		16,178		15,634
Product costs		1,290		1,821		5,860		8,373		1,837		2,117
Total cost of sales		16,821		17,930		53,183		54,647		18,015		17,751

Gross profit		18,646		17,938		57,970		58,422		18,515		19,796
Selling, general and administrative		13,535		13,819		41,088		41,795		12,263		13,655
Goodwill and other intangible assets impairment charge		-		62,188		-		62,188
Acquisition, reorganization and nonrecurring costs		-		1,558		-		1,778
Operating income (loss)		5,111		(59,627)		16,882		(47,339)
Operating income										6,252		6,141
Equity in income of joint ventures		428		256		1,804		2,072		301		696
Interest expense, net		(1,080)		(867)		(2,997)		(2,818)		(933)		(953)
Other (expense) income, net		158		(21)		(76)		143		(160)		251
Income (loss) before taxes		4,617		(60,259)		15,613		(47,942)
Income tax expense (benefit)		481		(24,225)		3,271		(20,413)
Net income (loss)		4,136		(36,034)		12,342		(27,529)
Income before taxes										5,460		6,135
Income tax expense										1,687		1,610
Net income										3,773		4,525
Less: Net income attributed to noncontrolling interest		81		301		363		471		130		148
Net income (loss) attributed to Landauer, Inc.	$	4,055	$	(36,335)	$	11,979	$	(28,000)
Net income attributed to Landauer, Inc.									$	3,643	$	4,377

Net income (loss) per share attributable to Landauer, Inc. shareholders:
Net income per share attributable to Landauer, Inc. shareholders:
Basic	$	0.42	$	(3.83)	$	1.26	$	(2.96)	$	0.38	$	0.46
Weighted average basic shares outstanding		9,509		9,482		9,476		9,466		9,460		9,446

Diluted	$	0.42	$	(3.83)	$	1.25	$	(2.96)	$	0.38	$	0.46
Weighted average diluted shares outstanding		9,534		9,482		9,503		9,466		9,492		9,474

The accompanying notes are an integral part of these consolidated financial statements.



	Three Months Ended June 30, 2015						Nine Months Ended June 30, 2015						Three Months Ended December 31, 2015
(Dollars in Thousands)	Landauer, Inc.		Noncontrolling Interest		Total		Landauer, Inc.		Noncontrolling Interest		Total		Landauer, Inc.		Noncontrolling Interest		Total
Net income	$	4,055	$	81	$	4,136	$	11,979	$	363	$	12,342	$	3,643	$	130	$	3,773
Other comprehensive income:
Defined benefit pension and postretirement plans activity, net of taxes of $27 and $80, respectively		46		-		46		137		-		137
Unrealized gains (losses) on available-for-sale securities, net of taxes of $9		41		-		41		43		-		43
Foreign currency translation adjustment, net of taxes of ($184), and $1,873, respectively		220		7		227		(3,478)		(191)		(3,669)
Defined benefit pension and postretirement plans activity, net of taxes of $25														44		-		44
Unrealized gains (losses) on available-for-sale securities, net of taxes of $23														(75)		-		(75)
Foreign currency translation adjustment, net of taxes of ($162)														(317)		2		(315)
Comprehensive income	$	4,362	$	88	$	4,450	$	8,681	$	172	$	8,853	$	3,295	$	132	$	3,427

	Three Months Ended June 30, 2014						Nine Months Ended June 30, 2014						Three Months Ended December 31, 2014
	(As Restated)						(As Restated)
(Dollars in Thousands)	Landauer, Inc.		Noncontrolling Interest		Total		Landauer, Inc.		Noncontrolling Interest		Total		Landauer, Inc.		Noncontrolling Interest		Total
Net (loss) income	$	(36,335)	$	301	$	(36,034)	$	(28,000)	$	471	$	(27,529)
Net income													$	4,377	$	148	$	4,525
Other comprehensive income:
Defined benefit pension and postretirement plans activity, net of taxes of $0		46		-		46		137		-		137		72		-		72
Unrealized gains (losses) on available-for-sale securities, net of taxes of $0		48		-		48		(6)		-		(6)		(35)		-		(35)
Foreign currency translation adjustment, net of taxes of $0		(314)		20		(294)		(161)		(29)		(190)
Comprehensive (loss) income	$	(36,555)	$	321	$	(36,234)	$	(28,030)	$	442	$	(27,588)
Foreign currency translation adjustment, net of taxes of $954														(1,771)		(99)		(1,870)
Comprehensive income													$	2,643	$	49	$	2,692

The accompanying notes are an integral part of these consolidated financial statements.


	Landauer, Inc. Stockholders' Equity														Landauer, Inc. Stockholders' Equity
(Dollars in Thousands)	Common Stock Shares		Common Stock		Addi- tional Paid in Capital		Accumulated Other Compre-hensive (Loss) Income		(Accumulated Deficit) Retained Earnings		Non- Controlling Interest		Total Stock- holders' Equity		Common Stock Shares		Common Stock		Addi-tional Paid in Capital		Accumulated Other Compre-hensive (Loss) Income		(Accumulated Deficit) Retained Earnings		Non-Controlling Interest		Total Stock-holders' Equity
September 30, 2014		9,577,874	$	958	$	40,317	$	(10,148)	$	(18,873)	$	1,480	$	13,734
September 30, 2015																9,641,532	$	964	$	41,531	$	(13,741)	$	(17,559)	$	1,132	$	12,327
Stock-based compensation arrangements		85,657		8		1,239		-		-		-		1,247		67,987		7		387		-		-		-		394
Dividends		-		-		-		-		(10,624)		(475)		(11,099)		-		-		-		-		(2,674)		(159)		(2,833)
Net income		-		-		-		-		11,979		363		12,342		-		-		-		-		3,643		130		3,773
Foreign currency translation adjustment, net of tax		-		-		-		(3,478)		-		(191)		(3,669)		-		-		-		(317)		-		2		(315)
Unrealized gains (losses) on available-for-sale securities, net of tax		-		-		-		43		-		-		43		-		-		-		(75)		-		-		(75)
Defined benefit pension and postretirement plans activity, net of tax		-		-		-		137		-		-		137		-		-		-		44		-		-		44
June 30, 2015		9,663,531	$	966	$	41,556	$	(13,446)	$	(17,518)	$	1,177	$	12,735
December 31, 2015																9,709,519	$	971	$	41,918	$	(14,089)	$	(16,590)	$	1,105	$	13,315

The accompanying notes are an integral part of these consolidated financial statements.



	Nine Months Ended June 30,				Three Months Ended December 31,
(Dollars in Thousands)	2015		2014 (As Restated)		2015		2014
Cash flows from operating activities:
Net income (loss)	$	12,342	$	(27,529)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Net income					$	3,773	$	4,525
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		9,274		11,419		2,797		3,078
Goodwill and other intangible assets impairment charge		-		62,188
Equity in income of joint ventures		(1,804)		(2,072)		(301)		(696)
Dividends from joint ventures		1,144		1,340		1,195		1,139
Stock-based compensation and related net tax benefits		1,422		1,066		457		437
Current and long-term deferred taxes, net		769		(21,829)		632		(1,195)
Loss (gain) on sale, disposal and abandonment of fixed assets		142		(35)
Gain on sale, disposal and abandonment of fixed assets						(9)		(3)
Gain on investments		(159)		(505)		(190)		(111)
Changes in operating assets and liabilities:
Decrease in accounts receivable, net		4,393		3,901		224		4,985
Increase in prepaid taxes		(606)		(2,224)
Decrease (increase) in prepaid taxes						40		(214)
Increase in other operating assets, net		(594)		(73)		(982)		(1,437)
(Decrease) increase in accounts payable and other accrued liabilities		(3,366)		296
(Decrease) increase in other operating liabilities, net		(1,246)		608
Decrease in accounts payable and other accrued liabilities						(2,052)		(971)
Increase (decrease) in other operating liabilities, net						357		(53)
Net cash provided by operating activities		21,711		26,551		5,941		9,484

Cash flows from investing activities:
Acquisition of property, plant and equipment		(6,224)		(3,056)		(1,534)		(1,384)
Acquisition of joint ventures and businesses, net of cash acquired		-		(1,800)
Payment of transaction expenses associated with divestiture of business						(472)		-
Other investing activities, net		(467)		(855)		(923)		(315)
Net cash used by investing activities		(6,691)		(5,711)
Net cash used in investing activities						(2,929)		(1,699)

Cash flows from financing activities:
Net borrowings on revolving credit facility		-		(51)
Long-term borrowings - loan		26,300		27,500		7,000		8,800
Long-term borrowings - repayment		(25,500)		(32,000)		(12,700)		(8,800)
Dividends paid to stockholders		(13,237)		(15,771)		(2,651)		(5,347)
Other financing activities, net		(462)		(500)		(156)		(331)
Net cash used by financing activities		(12,899)		(20,822)
Net cash used in financing activities						(8,507)		(5,678)

Effects of foreign currency translation		(441)		(52)		(279)		(471)
Net increase (decrease) in cash and cash equivalents		1,680		(34)
Net (decrease) increase in cash and cash equivalents						(5,774)		1,636
Opening balance - cash and cash equivalents		6,761		8,672		15,314		6,761
Ending balance - cash and cash equivalents	$	8,441	$	8,638	$	9,540	$	8,397

Accrued capital spending included in accounts payable and other accrued liabilities	$	993	$	308	$	1,153	$	205

The accompanying notes are an integral part of these consolidated financial statements.

As used herein, the terms “Company,” “Landauer,” “we,” “us,” and “our” refer collectively to Landauer, Inc. and its subsidiaries through which its various businesses are conducted.

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and the instructions to Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements.

The consolidated financial statements include the accounts of the Company, its subsidiaries and variable interest entities in which the Company has a controlling financial interest. All intercompany balances and transactions have been eliminated in consolidation. Entities in which the Company does not have a controlling financial interest, but is considered to have significant influence, are accounted for on the equity method.

We believe that we have included all normal recurring adjustments necessary for a fair presentation of the results for the interim period. Operating results for the quarter ~~and nine months~~ ended ~~June 30,~~December 31, 2015 are not necessarily indicative of the results that may be expected for the fiscal year ending September 30, ~~2015.~~2016.

These ~~unaudited~~ consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, ~~2014~~2015 (the “Form 10-K”) and other financial information filed with the Securities and Exchange Commission (the “SEC”). The September 30, ~~2014~~2015 balance sheet data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP.

The accounting policies followed by the Company are set forth in the Form 10-K, and there have been no changes to the accounting policies for the ~~nine month~~three-month period ended ~~June 30,~~December 31, 2015.

In connection with the preparation of the consolidated financial statements for the fiscal year ended September 30, 2014, the Company identified errors in its previously issued financial statements for the interim periods ended June 30, 2014. In accordance with accounting guidance presented in ASC 250-10 and SEC Staff Accounting Bulletin: No. 99 – Materiality (“SAB 99”), management assessed the materiality of these errors and concluded that they were material to the Company’s financial statements for the three and nine months ended June 30, 2014. The Company restated its financial statements for the three and nine month periods ended June 30, 2014 to correct for these errors. Following is a description of the corrections:

~~Income taxes~~ – The Company did not properly allocate income between taxing jurisdictions for certain items. This resulted in the misstatement of income tax expense (benefit), prepaid taxes, current and deferred tax assets and liabilities, other accrued expenses and accumulated other comprehensive income.

~~Revenue and accounts receivable~~ ~~– The Company identified the following errors related to revenue recognition and its accounting for receivables:~~

~~Dosimetry devices~~ – The Company did not properly account for certain dosimetry devices, based on the expected useful life of the devices as determined by the wear period of the related badges. This resulted in a misstatement of cost of sales and dosimetry devices, net of accumulated depreciation.

~~Long-term investments~~ – The Company recorded fixed income mutual fund investments held by one of its foreign subsidiaries as cash, instead of properly classifying them as available-for-sale securities. As a result, both realized and unrealized gains were incorrectly recorded as interest income. This resulted in the misstatement of interest expense, net, other income (expense), net, net income attributed to noncontrolling interest, comprehensive income, cash, other assets, accumulated other comprehensive income, and noncontrolling interest.

~~Sales taxes~~ – The Company did not collect and remit sales taxes to the proper taxing jurisdictions. This resulted in the misstatement of selling, general and administrative expenses and other accrued expenses.

~~Intangible assets~~ – The Company’s intangible assets include purchased customer lists, licenses, patents, trademarks and tradenames. These assets are recorded at fair value and assigned estimated useful lives at the time of acquisition. The Company did not properly amortize certain customer lists and trademarks based on their assigned useful lives and, therefore, did not record amortization expense in the proper periods. This resulted in a misstatement of selling, general and administrative expenses and intangible assets, net of accumulated amortization.

~~Equity in joint ventures~~ ~~– The Company identified the following errors related to accounting for its joint ventures:~~

The following table summarizes the impact of the restatement on net income (loss) and diluted net income (loss) per share attributed to Landauer, Inc. for the three and nine months ended June 30, 2014:

Three Months Ended
June 30, 2014
(Unaudited)

Nine Months Ended
June 30, 2014
(Unaudited)
(Dollars in Thousands, Except per Share)

Net Income (Loss)

Diluted Net Income (Loss) Per Share

Net Income (Loss)

Diluted Net Income (Loss) Per Share
As previously reported

$
(36,626)

$
(3.86)

$
(28,578)

$
(3.02)
Revenue and accounts receivable

1,138

890

Dosimetry devices

13

38

Long-term investments

(48)

6

Sales taxes

(15)

(47)

Intangible assets

-

150

Equity in joint ventures

-

708

Total adjustments

1,088

0.11

1,745

0.18
Income tax expense (benefit)

805

0.08

1,167

0.12
Less amounts attributed to noncontrolling interest

(8)

-

-

-
Net impact of adjustments

291

0.03

578

0.06
As restated

$
(36,335)

$
(3.83)

$
(28,000)

$
(2.96)

~~The effect of the restatement on the previously issued Consolidated Statement of Operations for the three and nine months ended June 30, 2014 is as follows:~~

Three Months Ended
June 30, 2014
(Unaudited)

Nine Months Ended
June 30, 2014
(Unaudited)
(Dollars in Thousands, Except per Share)

Previously Reported

As Restated

Previously Reported

As Restated
Service revenues

$
31,013

$
31,800

$
95,890

$
96,415
Product revenues

3,753

4,068

16,135

16,654
Net revenues

34,766

35,868

112,025

113,069
Costs and expenses:

Service costs

16,149

16,109

46,393

46,274
Product costs

1,830

1,821

8,138

8,373
Total cost of sales

17,979

17,930

54,531

54,647
Gross profit

16,787

17,938

57,494

58,422
Selling, general, and administrative

13,805

13,819

41,902

41,795
Goodwill and other intangible assets impairment charge

62,188

62,188

62,188

62,188
Acquisition, reorganization and nonrecurring costs

1,558

1,558

1,778

1,778
Operating loss

(60,764)

(59,627)

(48,374)

(47,339)
Equity in income of joint ventures

256

256

1,364

2,072
Interest expense, net

(817)

(867)

(2,684)

(2,818)
Other income (expense), net

(22)

(21)

7

143
Loss before taxes

(61,347)

(60,259)

(49,687)

(47,942)
Income tax benefit

(25,030)

(24,225)

(21,580)

(20,413)
Net loss

(36,317)

(36,034)

(28,107)

(27,529)
Less: Net income attributed to noncontrolling interest

309

301

471

471
Net loss attributed to Landauer, Inc.

$
(36,626)

$
(36,335)

$
(28,578)

$
(28,000)
Net loss per share attributed to Landauer, Inc. shareholders:

Basic

$
(3.86)

$
(3.83)

$
(3.02)

$
(2.96)
Weighted average basic shares outstanding

9,482

9,482

9,466

9,466
Diluted

$
(3.86)

$
(3.83)

$
(3.02)

$
(2.96)
Weighted average diluted shares outstanding

9,482

9,482

9,466

9,466

~~The effect of the restatement on the previously issued Consolidated Statement of Cash Flows for the nine months ended June 30, 2014 is as follows:~~

Nine Months Ended
June 30, 2014
(Unaudited)
(Dollars in Thousands)

Previously Reported

As Restated
Cash flows from operating activities:

Net loss

$
(28,107)

$
(27,529)
Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization

11,607

11,419
Goodwill and other intangible assets impairment charge

62,188

62,188
Gain on sale, disposal and abandonment of assets

(35)

(35)
Gain on investments

(369)

(505)
Equity in income of joint ventures

(1,364)

(2,072)
Dividends from joint ventures

1,340

1,340
Stock-based compensation and related net tax benefits

1,066

1,066
Current and long-term deferred taxes, net

(21,973)

(21,829)
Changes in operating assets and liabilities:

Decrease in accounts receivable, net

3,815

3,901
Increase in prepaid taxes

(3,247)

(2,224)
Increase in other operating assets, net

(227)

(73)
Increase in accounts payable and other accrued liabilities

1,379

296
Increase in other operating liabilities, net

608

608
Net cash provided by operating activities

26,681

26,551

Cash flows from investing activities:

Acquisition of property, plant & equipment

(3,056)

(3,056)
Acquisition of joint ventures and businesses, net of cash acquired

(1,800)

(1,800)
Other investing activities, net

(1,037)

(855)
Net cash used by investing activities

(5,893)

(5,711)

Cash flows from financing activities:

Net borrowings on revolving credit facility

(51)

(51)
Long-term borrowings – loan

27,500

27,500
Long-term borrowings – repayment

(32,000)

(32,000)
Dividends paid to stockholders

(15,771)

(15,771)
Other financing activities, net

(500)

(500)
Net cash used by financing activities

(20,822)

(20,822)

Effects of foreign currency translation

4

(52)
Net decrease in cash and cash equivalents

(30)

(34)
Opening balance – cash and cash equivalents

11,184

8,672
Ending balance – cash and cash equivalents

$
11,154

$
8,638

In connection with the preparation of the consolidated financial statements for the interim periods ended March 31, 2015, the Company identified errors in its previously issued financial statements for the interim periods ended June 30, 2014. The Company did not properly report sales to related parties in its Related Party Transactions footnote. As a result of these errors, the Company understated sales to Aquila by $1 and $2,361 for the three and nine months ended June 30, 2014, respectively, and understated sales to Nagase by $80 and $179 for the three and nine months ended June 30, 2014, respectively. In accordance with accounting guidance presented in SAB 99, management assessed the materiality of these errors and concluded that they were not material to the Company’s financial statements for the three and nine months ended June 30, 2014. The Company is revising its footnotes to the financial statements for the three and nine month periods ended June 30, 2014 to correct for these errors.

In April 2014, the Financial Accounting Standards Board (“FASB”) issued revised guidance to reduce the diversity in presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss or a tax credit carryforward exists. This requires an unrecognized tax benefit to be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, with certain exceptions listed in the guidance. This guidance was adopted by the Company in the first quarter of fiscal 2015. The adoption of this guidance did not have a material impact on the Company’s results of operations, financial position and liquidity.

In November 2014, the FASB issued new guidance on accounting for pushdown accounting in the event of a business combination. This update provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. This guidance was adopted by the Company in the first quarter of fiscal 2015. The adoption of this guidance did not have a material impact on the Company’s ~~results of operations, financial position and liquidity~~.

In May 2014, the ~~FASB~~Financial Accounting Standards Board (“FASB”) issued new guidance for recognizing revenue from contracts with customers, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will supersede most current revenue recognition guidance. In July 2015, the FASB deferred the effective date of the new revenue standard by one year. Public companies would now be required to adopt the new guidance for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. The FASB decided to allow earlier adoption of the new revenue standard, but not earlier than the original effective date. This guidance is effective for the Company in the first quarter of fiscal 2019. The Company is currently evaluating the impact that adoption of this guidance will have on its results of operations, financial position and liquidity.

In June 2014, the FASB issued new guidance on accounting for share-based payments requiring a specific performance target to be achieved in order for employees to become eligible to vest in the awards when that performance target may be achieved after the requisite service period for the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period for which the requisite service has already been rendered. This guidance is effective for the Company in the first quarter of fiscal 2017. Early adoption is permitted. The Company is currently evaluating the impact that adoption of this guidance will have on its results of operations, financial position and liquidity.

In ~~August 2014,~~January 2016, the FASB issued ~~new~~ guidance on ~~determining when~~the recognition and ~~how~~measurement of financial instruments. This guidance retains the current accounting for classifying and measuring investments in debt securities and loans, but requires equity investments to ~~disclose going-concern uncertainties~~be measured at fair value with subsequent changes recognized in net income, except for those accounted for under the ~~financial statements.~~equity method or requiring consolidation. The ~~new standard requires management~~guidance also changes the accounting for investments without a readily determinable fair value and that do not qualify for the practical expedient to ~~perform interim~~estimate fair value. A policy election can be made for these investments whereby estimated fair value may be measured at cost and ~~annual assessments~~adjusted in subsequent periods for any impairment or changes in observable prices of ~~an entity’s ability to continue as a going concern within one year of doubt about the entity’s ability to continue as a going concern. An entity must provide certain disclosures if conditions~~identical or ~~events raise substantial doubt about the entity’s ability to continue as a going concern.~~similar investments. This guidance is effective for the Company in the first quarter of fiscal ~~2017, with early adoption permitted. The Company does not expect the adoption of this guidance to have a material impact on its~~ ~~results of operations, financial position and liquidity~~.

In January 2015, the FASB issued new guidance on accounting for unusual and infrequently occurring items, which eliminates the concept of extraordinary items. An unusual and infrequently occurring item will no longer be classified as an extraordinary item and segregated from ordinary operations in the income statement, but will be shown as a component of income from continuing operations or separately disclosed in notes to the financial statements. This guidance is effective for the Company in the first quarter of fiscal 2017, with early adoption permitted. The Company does not expect the adoption of this guidance to have a material impact on its results of operations, financial position and liquidity.

In February 2015, the FASB issued amended guidance on the model used to evaluate whether certain legal entities should be consolidated. This guidance is effective for the Company in the first quarter of fiscal 2017. Early adoption is permitted.2019. The Company is currently evaluating the impact that adoption of this guidance will have on its results of operations, financial position and liquidity.

No other new accounting pronouncement issued or effective during the fiscal year had, or is expected to have, a material impact on the Consolidated Financial Statements.

The Company estimates the fair value of assets and liabilities in accordance with the framework established by the authoritative guidance for fair value measurements. The framework is based on the inputs used in valuation, gives the highest priority to quoted prices in active markets and requires that observable inputs be used in the valuations when available. The disclosure of fair value estimates in the fair value accounting guidance hierarchy is based on whether the significant inputs into the valuation are observable. In determining the level of the hierarchy in which the estimate is disclosed, the highest priority is given to unadjusted quoted prices in active markets and the lowest priority to unobservable inputs that reflect the Company’s significant market assumptions. The level in the fair value hierarchy within which the fair value measurement is reported is based on the lowest level input that is significant to the measurement in its entirety.

Financial assets measured at fair value on a recurring basis are summarized below:



	Fair Value Measurements at June 30, 2015						Fair Value Measurements at December 31, 2015
(Dollars in Thousands)	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Asset Category
Cash equivalents	$	94	$	-	$	-	$	240	$	-	$	-
Mutual funds		3,672		-		-		4,009		-		-
Available-for-sale securities		-		1,899		-		-		1,935		-
Total financial assets at fair value	$	3,766	$	1,899	$	-	$	4,249	$	1,935	$	-

	Fair Value Measurements at September 30, 2014						Fair Value Measurements at September 30, 2015
(Dollars in Thousands)	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Asset Category
Cash equivalents	$	105	$	-	$	-	$	272	$	-	$	-
Mutual funds		3,629		-		-		3,237		-		-
Available-for-sale securities		-		2,382		-		-		1,763		-
Total financial assets at fair value	$	3,734	$	2,382	$	-	$	3,509	$	1,763	$	-

Following is a description of each category in the fair value hierarchy and the financial assets and liabilities of the Company that were included in each category at ~~June 30,~~December 31, 2015 and September 30, ~~2014,~~2015, measured on a recurring basis.

The Level 1 financial assets were comprised of investments in trading securities, which are reported in other long-term assets. The investments are held in a Rabbi trust for benefits under the Company’s deferred compensation plan. Under the plan, participants designate investment options to serve as the basis for measurement of the notional value of their accounts. The investments include a money market fund and mutual funds that are publicly traded. The fair values of the shares or underlying securities of these funds are based on quoted market prices.

The Level 2 financial assets are long-term investments consisting primarily of fixed income mutual funds, classified as available-for-sale securities. These investments are reported in other long-term assets. The investments in fixed income mutual funds are valued based on the net asset value of the underlying securities as provided by the investment account manager. The investments are not restricted or subject to a lockup and may be redeemed on demand. Notice within a certain period of time prior to redemption is not required.

The Company’s long-term debt is classified as Level 2. The carrying amount of the Company’s long-term debt approximated fair value as the stated interest rates were variable in relation to prevailing market rates.

The Company recorded a liability for contingent consideration during the second quarter of fiscal 2014 related to the acquisition of ilumark GmbH and the launch of its new medical products. The liability was recorded at fair value, which was determined using a discounted cash flow model based on assumptions and projections relevant to revenues. A discount rate of 11% was used and payments are projected to occur in fiscal 2016 and 2017. The ~~fair value of the contingent consideration was $798 as of June 30, 2015 and is reported in other accrued expenses and other non-current liabilities at $137 and $661, respectively. The~~ contingent consideration liability is classified as Level 3.

The Company had no material assets or liabilities that were measured at fair value on a non-recurring basis during the ~~nine~~three months ended ~~June 30,~~December 31, 2015 or fiscal year ended September 30, ~~2014.~~2015. There were no transfers between fair value hierarchy levels during these periods.

Basic net income ~~(loss)~~ per share was computed by dividing net income ~~(loss)~~ available to common stockholders for the period by the weighted average number of shares of common stock outstanding during the period. Diluted net income ~~(loss)~~ per share was computed by dividing net income ~~(loss)~~ available to common stockholders for the period by the weighted average number of shares of common stock that would have been outstanding assuming dilution from stock-based compensation awards during the period.

The following table sets forth the computation of net income ~~(loss)~~ per share:



		Three Months Ended June 30,				Nine Months Ended June 30,					Three Months Ended December 31,
(Dollars in Thousands, Except per Share)	(Dollars in Thousands, Except per Share)	2015		2014 (As Restated)		2015		2014 (As Restated)		(Dollars in Thousands, Except per Share)	2015		2014
Basic Net Income (Loss) per Share:
Net income (loss) attributed to Landauer, Inc.		$	4,055	$	(36,335)	$	11,979	$	(28,000)
Basic Net Income per Share:
Net income attributed to Landauer, Inc.											$	3,643	$	4,377
Less: Income allocated to unvested restricted stock			20		-		67		-			18		29
Net income (loss) available to common stockholders		$	4,035	$	(36,335)	$	11,912	$	(28,000)
Net income available to common stockholders											$	3,625	$	4,348
Basic weighted average shares outstanding			9,509		9,482		9,476		9,466			9,460		9,446
Net income (loss) per share - Basic		$	0.42	$	(3.83)	$	1.26	$	(2.96)
Net income per share - Basic											$	0.38	$	0.46

Diluted Net Income (Loss) per Share:
Net income (loss) attributed to Landauer, Inc.		$	4,055	$	(36,335)	$	11,979	$	(28,000)
Diluted Net Income per Share:
Net income attributed to Landauer, Inc.											$	3,643	$	4,377
Less: Income allocated to unvested restricted stock			20		-		67		-			18		29
Net income (loss) available to common stockholders		$	4,035	$	(36,335)	$	11,912	$	(28,000)
Net income available to common stockholders											$	3,625	$	4,348
Basic weighted average shares outstanding			9,509		9,482		9,476		9,466			9,460		9,446
Effect of dilutive securities			25		-		27		-			32		28
Diluted weighted averages shares outstanding			9,534		9,482		9,503		9,466			9,492		9,474
Net income (loss) per share - Diluted		$	0.42	$	(3.83)	$	1.25	$	(2.96)
Net income per share - Diluted											$	0.38	$	0.46

Dividends paid per share		$	0.275	$	0.55	$	1.10	$	1.65		$	0.275	$	0.55

~~In periods where losses are recorded, inclusion of potentially dilutive securities~~On December 4, 2015, the Company declared a regular quarterly cash dividend in the ~~calculation would decrease the loss~~amount of $0.275 per ~~common share and, therefore, these securities are not added to the weighted average number of shares outstanding. The computations of diluted net loss per common~~ share for the ~~three and nine months ended June 30, 2014 did not include the following outstanding shares~~first quarter of ~~restricted stock~~fiscal 2016. The dividends were paid on January 5, 2016 to shareholders of record as ~~well as the effects~~ of ~~options to acquire common stock as the inclusion of these securities would have been antidilutive:~~

The components of net periodic benefit cost for pension and other benefits were as follows:



Pension Benefits	Three Months Ended June 30,				Nine Months Ended June 30,				Three Months Ended December 31,
(Dollars in Thousands)	2015		2014		2015		2014		2015		2014
Interest cost	$	364	$	375	$	1,092	$	1,125	$	392	$	364
Expected return on plan assets		(396)		(377)		(1,188)		(1,131)		(373)		(396)
Amortization of net loss		85		48		253		145		141		84
Net periodic benefit cost	$	53	$	46	$	157	$	139	$	160	$	52

Other Benefits	Three Months Ended June 30,				Nine Months Ended June 30,				Three Months Ended December 31,
(Dollars in Thousands)	2015		2014		2015		2014		2015		2014
Service cost	$	13	$	15	$	38	$	46	$	15	$	13
Interest cost		8		13		24		38		10		8
Amortization of net gain		(12)		(2)		(36)		(8)		(4)		(12)
Net periodic benefit cost	$	9	$	26	$	26	$	76	$	21	$	9

The Company, under the IRS minimum funding standards, has no required contributions to make to its defined benefit pension plan during fiscal ~~2015.~~2016.

The Company ~~maintains~~sponsors a 401(k) ~~Retirement Savings Plans for certain~~retirement savings plan covering substantially all of the U.S. full-time employees in the Company’s Radiation Measurement segment as well as substantially all of the employees in the Company’s Medical Physics and Medical Products segments, which may provide for employer matching ~~contributions, and~~contributions. The Company also maintains a supplemental defined contribution plan for certain executives, which allows participating executives to make voluntary deferrals and provides for employer contributions at the discretion of the Company. Amounts expensed for Company contributions under these plans during the three months ended ~~June 30,~~December 31, 2015 and 2014 were ~~$500~~$419 and ~~$495, respectively. Amounts expensed during the nine months ended June 30, 2015 and 2014 were $1,349 and $1,354,~~$407, respectively.

Changes in the carrying amount of goodwill, by reportable segment, for the ~~nine~~three months ended ~~June 30,~~December 31, 2015 were as follows:



(Dollars in Thousands)	Radiation Measurement		Medical Physics		Medical Products		Total		Radiation Measurement		Medical Physics		Medical Products		Total
Balance as of September 30, 2014
Balance as of September 30, 2015
Goodwill	$	18,961	$	22,611	$	65,714	$	107,286	$	11,002	$	22,611	$	65,527	$	99,140
Accumulated impairment losses		-		-		(64,068)		(64,068)		-		-		(64,068)		(64,068)
Balance as of September 30, 2014	$	18,961	$	22,611	$	1,646	$	43,218
Balance as of September 30, 2015									$	11,002	$	22,611	$	1,459	$	35,072
Effects of foreign currency		(2,162)		-		(206)		(2,368)		(162)		-		(42)		(204)
Balance as of June 30, 2015
Balance as of December 31, 2015
Goodwill	$	16,799	$	22,611	$	65,508	$	104,918	$	10,840	$	22,611	$	65,485	$	98,936
Accumulated impairment losses		-		-		(64,068)		(64,068)		-		-		(64,068)		(64,068)
Balance as of June 30, 2015	$	16,799	$	22,611	$	1,440	$	40,850
Balance as of December 31, 2015									$	10,840	$	22,611	$	1,417	$	34,868



	June 30, 2015								December 31, 2015
(Dollars in Thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Accumulated Intangibles Impairment Charge		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Accumulated Intangibles Impairment Charge
Customer lists	$	43,090	$	33,307	$	9,783	$	18,657	$	42,955	$	33,942	$	9,013	$	18,657
Trademarks and tradenames		2,183		2,051		132		1,498		2,182		2,051		131		1,498
Licenses and patents		5,508		2,262		3,246		665		6,089		2,414		3,675		665
Other intangibles		577		557		20		-		577		557		20		-
Intangible assets	$	51,358	$	38,177	$	13,181	$	20,820	$	51,803	$	38,964	$	12,839	$	20,820



	September 30, 2014								September 30, 2015
(Dollars in Thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Accumulated Intangibles Impairment Charge		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Accumulated Intangibles Impairment Charge
Customer lists	$	44,138	$	32,934	$	11,204	$	18,657	$	43,131	$	33,716	$	9,415	$	18,657
Trademarks and tradenames		2,176		2,051		125		1,498		2,181		2,051		130		1,498
Licenses and patents		4,765		2,037		2,728		665		5,825		2,338		3,487		665
Other intangibles		577		557		20		-		577		557		20		-
Intangible assets	$	51,656	$	37,579	$	14,077	$	20,820	$	51,714	$	38,662	$	13,052	$	20,820

Identifiable intangible assets with finite lives are amortized over their estimated useful lives. Intangible asset amortization expense was ~~$560~~$555 and ~~$1,681~~$563 for the three ~~and nine~~ months ended ~~June 30,~~December 31, 2015 and ~~$897 and $3,119 for the three and nine months ended June 30, 2014.~~2014, respectively.

Accumulated elements of other comprehensive loss, net of tax, are included in the stockholders’ equity section of the condensed consolidated balance sheets. Changes in each component for the ~~nine~~three months ended ~~June 30~~December 31 are as follows:



(Dollars in Thousands)	Foreign Currency Translation Adjustments		Unrealized Gains and Losses on Available-for-Sale Securities		Pension and Postretirement Plans		Comprehensive (Loss) Income		Foreign Currency Translation Adjustments		Unrealized Gains and Losses on Available-for-Sale Securities		Pension and Postretirement Plans		Comprehensive (Loss) Income
Balance at September 30, 2014	$	(2,493)	$	166	$	(7,821)	$	(10,148)
Balance at September 30, 2015									$	(5,468)	$	259	$	(8,532)	$	(13,741)
Other comprehensive (loss) income before reclassifications		(3,478)		151		-		(3,327)		(317)		14		-		(303)
Amounts reclassified from accumulated other comprehensive (loss) income		-		(108)		137		29		-		(89)		44		(45)
Net current period other comprehensive (loss) income		(3,478)		43		137		(3,298)		(317)		(75)		44		(348)
Balance at June 30, 2015	$	(5,971)	$	209	$	(7,684)	$	(13,446)
Balance at December 31, 2015									$	(5,785)	$	184	$	(8,488)	$	(14,089)



(Dollars in Thousands)	Foreign Currency Translation Adjustments		Unrealized Gains and Losses on Available-for-Sale Securities		Pension and Postretirement Plans		Comprehensive (Loss) Income		Foreign Currency Translation Adjustments		Unrealized Gains and Losses on Available-for-Sale Securities		Pension and Postretirement Plans		Comprehensive (Loss) Income
Balance at September 30, 2013 (As Restated)	$	(383)	$	132	$	(4,157)	$	(4,408)
Balance at September 30, 2014									$	(2,493)	$	166	$	(7,821)	$	(10,148)
Other comprehensive (loss) income before reclassifications		(161)		130		-		(31)		(1,771)		57		-		(1,714)
Amounts reclassified from accumulated other comprehensive (loss) income		-		(136)		137		1		-		(92)		72		(20)
Net current period other comprehensive (loss) income		(161)		(6)		137		(30)		(1,771)		(35)		72		(1,734)
Balance at June 30, 2014 (As Restated)	$	(544)	$	126	$	(4,020)	$	(4,438)
Balance at December 31, 2014									$	(4,264)	$	131	$	(7,749)	$	(11,882)

The tables below present the impact on net income of significant amounts reclassified out of each component of accumulated other comprehensive loss:

(1)These accumulated other comprehensive loss components are included in the computation of net periodic benefit costs (refer to Note 5 of the Notes to Consolidated Financial Statements for additional details regarding employee benefit plans).

(1)This amount is reported in Interest expense, net on the Consolidated Statements of Operations

(2)This amount is reported in Income tax expense ~~(benefit)~~ on the Consolidated Statements of Operations

The effective tax rates for the three months ended ~~June 30,~~December 31, 2015 and 2014 were ~~10.4%~~30.9% and ~~40.2%~~26.2%, respectively. The ~~decrease~~increase in the effective tax rate was primarily due to the mix of earnings between jurisdictions with differing tax rates and the realization of an unrecognized tax benefit. The effective tax rates for the nine months ended June 30, 2015 and 2014 were 21.0% and 42.6%, respectively. The decrease in the effective tax rate was primarily due to the enactment of the research and development credit for calendar year 2014 in the first fiscal quarter of 2015, the mix of earnings between jurisdictions with differing tax rates and the realization of an unrecognized tax benefit.rates. The Company believes it is reasonably possible that ~~$592~~$640 of unrecognized tax benefits will be realized in fiscal year 2016.

The Company is organized into three reportable business segments: Radiation Measurement, Medical Physics and Medical Products. These segments reflect the manner in which the Company’s businesses are currently managed and represent an aggregation of services and products based on type of customer and how the businesses are marketed. For more information regarding the nature of the Company’s services and products, see Note 1716 of the Notes to Consolidated Financial Statements in the Form 10-K.

The following tables summarize financial information for each reportable segment:



	Three Months Ended June 30,				Nine Months Ended June 30,				Three Months Ended December 31,
(Dollars in Thousands)	2015		2014 (As Restated)		2015		2014 (As Restated)
(Unaudited, Dollars in Thousands)									2015		2014
Revenues by segment:
Radiation Measurement	$	24,143	$	25,320	$	77,880	$	82,187	$	24,704	$	26,491
Medical Physics		8,926		8,175		25,971		23,943		9,353		8,484
Medical Products		2,398		2,373		7,302		6,939		2,473		2,572
Consolidated revenues	$	35,467	$	35,868	$	111,153	$	113,069	$	36,530	$	37,547

	Three Months Ended June 30,				Nine Months Ended June 30,				Three Months Ended December 31,
(Dollars in Thousands)	2015		2014 (As Restated)		2015		2014 (As Restated)
(Unaudited, Dollars in Thousands)									2015		2014
Operating income (loss) by segment:
Radiation Measurement	$	7,604	$	7,466	$	26,402	$	26,095	$	8,898	$	9,384
Medical Physics		1,143		435		2,082		1,467		778		618
Medical Products		375		(62,429)		953		(62,891)		490		334
Corporate		(4,011)		(5,099)		(12,555)		(12,010)		(3,914)		(4,195)
Consolidated operating income (loss)	$	5,111	$	(59,627)	$	16,882	$	(47,339)
Consolidated operating income									$	6,252	$	6,141

The Company has a minority interest in Yamasato, Fujiwara, Higa & Associates, Inc. doing business as Aquila. The Company provides dosimetry parts to Aquila for its military contract. ~~Certain amounts~~The Company also has a 50% equity interest in Nagase-Landauer, Ltd. (“Nagase”), a radiation measurement company in Japan.

In connection with the preparation of the consolidated financial statements for the interim periods ended March 31, 2015, the Company identified an error in its previously issued financial statements for the interim period ended December 31, 2014. The Company did not properly report sales to related parties in its Related Party Transactions footnote. As a result of this error, the Company understated sales to Nagase by $616 as previously reported ~~in the tables below~~ for the three ~~and nine~~ months ended ~~June 30, 2014 have been corrected~~December 31, 2014. In accordance with accounting guidance presented in SAB 99, management assessed the materiality of this error and concluded that it was not material to the Company’s financial statements for ~~an error discussed in Note 1.~~ the three months ended December 31, 2014.

Balance sheet items associated with Aquila were as ~~follows for the periods ended:~~follows:

~~The Company has a 50% equity interest in Nagase-Landauer, Ltd. (“Nagase”), a radiation measurement company in Japan.~~ The sales to and purchases from Nagase were as follows for the periods ~~ended:~~ended. Sales to Nagase for the three months ended December 31, 2014 has been corrected for the error discussed above.

Balance sheet items associated with Nagase were as ~~follows for the periods ended:~~follows:

Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of the Company’s unaudited consolidated financial condition and results of operations should be read in conjunction with the annual audited consolidated financial statements and related notes thereto. The following discussion includes forward-looking statements that involve certain risks and uncertainties. For additional information regarding forward-looking statements and risk factors, see “Forward-Looking Statements” herein and Item 1A1A. “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, ~~2014.~~2015.

The preparation of the interim consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Critical accounting policies are those that are most important to the portrayal of a company’s financial condition and results of operations, and that require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. The Company bases its estimates, judgments and assumptions on historical experience and other relevant factors that are believed to be reasonable under the circumstances. In any given reporting period, the Company’s actual results may differ from the estimates, judgments and assumptions used in preparing the consolidated financial statements.

Comparison of the ~~third~~first fiscal quarter ended ~~June 30,~~December 31, 2015 and the ~~third~~first fiscal quarter ended ~~June 30,~~December 31, 2014

Revenues for the ~~third~~first fiscal quarter of ~~2015~~2016 were ~~$35.5~~$36.5 million, a decrease of ~~$0.4~~$1.0 million, or ~~1.1%~~2.7%, compared to revenues of ~~$35.9~~$37.5 million for the ~~third~~first fiscal quarter of ~~2014.~~2015. Revenues in the Radiation Measurement segment decreased ~~$1.2~~$1.8 million, which was primarily due to anthe Radon business that was divested in September 2015, resulting in a $1.6 million reduction in revenues. In addition, unfavorable foreign currency translation rates reduced revenues by $1.2 million. Domestic radiation Measurement services revenues increased 2.8%, partially offsetting the impact of ~~$1.5 million, partially offset by an increase in domestic revenues of $0.3 million.~~the Radon business divestiture and the foreign currency rates. Revenues in the Medical Physics segment increased ~~$0.7~~$0.9 million, due to increased imaging services. Revenues in the Medical Products segment were essentially flat.

Gross margin was ~~52.6%~~50.7% for the ~~third~~first fiscal quarter of ~~2015,~~2016, compared with ~~50.0%~~52.8% for the ~~third~~first fiscal quarter of ~~2014.~~2015. Gross margin in the Radiation Measurement segment ~~increased by 4.1%~~decreased for the ~~third~~first fiscal quarter of 2016 as compared to the first fiscal quarter of 2015 ~~as compared~~due to the ~~third fiscal quarter of 2014 due to an improved~~ mix of ~~higher margin service revenues versus~~ lower margin product ~~revenues.~~sales. Gross ~~margins~~margin in the Medical Physics segment ~~increased by 2.7%~~decreased for the ~~third~~first fiscal quarter of 2016 as compared to the first fiscal quarter of 2015 ~~as compared to the third fiscal quarter of 2014~~ due to ~~improved utilization of personnel supporting contracts~~an increase in ~~the imaging and therapy divisions.~~staffing expenses.

Selling, general and administrative expenses for the ~~third~~first fiscal quarter of ~~2015~~2016 were ~~$13.5~~$12.3 million, a decrease of ~~$0.3~~$1.4 million, or ~~2.2%~~10.2%, compared with ~~$13.8~~$13.7 million for the ~~third~~first fiscal quarter of ~~2014. Amortization expense~~2015. Operating expenses in Corporate and the ~~Medical Products~~Radiation Measurement segment decreased $0.5 million as a result of adjustments recorded during the third fiscal quarter of 2014 to reduce the carrying value of intangible assets, and operating expenses in the Medical Physics segment decreased $0.3$1.2 million primarily due to ~~reduced administrative staffing. Selling~~the Radon divestiture, the impact of foreign currency rates and ~~marketing expenses increased $0.5~~lower personnel costs.

Operating income for the first fiscal quarter of 2016 was $6.2 million, compared with operating income of $6.1 million for the ~~third~~first fiscal quarter of 2015. The ~~Company added sales~~decrease in selling, general and ~~marketing personnel~~administrative expenses in our Radiation Measurement segment offset the impact of the lower revenues due to ~~grow market share in~~ the professional office market and to promote the Company’s solutions for The Joint Commission’s new Diagnostic Imaging requirements that became effective for hospitals and ambulatory care centers on July 1, 2015.Radon divestiture.

The Company recorded a pretax charge of $41.4 million to reduce the carrying amount of goodwill and a pretax charge of $20.8 million to reduce the carrying amount of intangible assets during the third quarter of 2014. The charges resulted from an impairment analysis the Company performed in the IZI Medical Products reporting unit, which indicated that the carrying amounts of these assets exceeded their fair values. The impairment charges were non-cash in nature.

Operating income for the third fiscal quarter of 2015 was $5.1 million, compared with an operating loss of $59.6 million for the third fiscal quarter of 2014. The increase in operating income was driven by the $62.2 million goodwill and other intangible assets impairment charge and $1.6 million in reorganization expenses recorded during the third fiscal quarter of 2014 that were not present in the third fiscal quarter of 2015.

Equity in income of joint ventures for the ~~third~~first fiscal quarter of ~~2015~~2016 was ~~$0.4~~$0.3 million compared with ~~$0.3~~$0.7 million for the ~~third~~first fiscal quarter of ~~2014. The increase was primarily due to the timing of military product~~2015. Product sales by our joint ~~venture.~~venture were impacted by the lower military sales.

Net income attributed to Landauer for the ~~third~~first fiscal quarter of ~~2015~~2016 was ~~$4.1~~$3.6 million, compared with a net ~~loss~~income of ~~$36.3~~$4.4 million in the ~~third~~first fiscal quarter of ~~2014.~~2015. The ~~increase~~decrease in net income was driven by the ~~impairment charges and reorganization costs, partially offset~~divestiture of our Radon business during September 2015, resulting in a $0.4 million decrease in net income. In addition, the higher effective tax rate impacted net income by ~~a corresponding large tax benefit recorded in the third fiscal quarter of 2014 that were not present in the third fiscal quarter of 2015.~~approximately $0.3 million.

Radiation Measurement revenues for the ~~third~~first fiscal quarter of ~~2015~~2016 were ~~$24.1~~$24.7 million, a decrease of ~~$1.2~~$1.8 million, or ~~4.7%~~6.8%, compared with ~~$25.3~~$26.5 million for the ~~third~~first fiscal quarter of ~~2014.~~2015. The decrease in revenues was primarily due to the ~~unfavorable impact of changes~~Radon business that was divested in ~~foreign currency exchange rates of $1.5~~September 2015, resulting in a $1.6 million ~~partially offset by an increase~~reduction in ~~domestic revenues of $0.3 million.~~revenues.

Operating income for the ~~third~~first fiscal quarter of ~~2015~~2016 was ~~$7.6~~$8.9 million ~~essentially flat~~ compared with operating income of ~~$7.5~~$9.4 million for the ~~third~~first fiscal quarter of ~~2014.~~ 2015. The decrease was primarily due to the loss of operating income from the divested Radon business, which was approximately $0.6 million for the first fiscal quarter of 2015.

Medical Physics revenues for the ~~third~~first fiscal quarter of ~~2015~~2016 were ~~$8.9~~$9.4 million, an increase of ~~$0.7~~$0.9 million, or ~~8.5%~~10.6%, compared with ~~$8.2~~$8.5 million for the ~~third~~first fiscal quarter of ~~2014.~~2015. Imaging services revenue increased by $0.6 million, or ~~33%~~26%, driven by higher demand for the Company’s solutions for The Joint Commission’s new Diagnostic Imaging requirements that became effective for hospitals and ambulatory care centers on July 1, 2015.

Operating income for the ~~third~~first fiscal quarter of ~~2015~~2016 was ~~$1.1~~$0.8 million, compared to ~~$0.4~~$0.6 million for the ~~third~~first fiscal quarter of ~~2014.~~2015. The increase in operating income iswas primarily due to the margin on the increased ~~gross profit of $0.4 million resulting from higher imaging services revenues as well as a reduction in administrative staffing expenses.~~sales.

Medical Products revenues were ~~$2.4~~essentially flat at $2.5 million for the ~~third~~first fiscal ~~quarters~~quarter of ~~2015 and 2014. Revenue increases driven by volume growth were offset by~~2016 compared with $2.6 million for the ~~impact~~first fiscal quarter of ~~continued pressure on Spherz product pricing.~~2015.

Medical Products had operating income of ~~$0.4~~$0.5 million for the ~~third~~first fiscal quarter of ~~2015~~2016 versus an operating ~~loss~~income of ~~$62.4~~$0.3 million for the ~~third~~first fiscal quarter of 2014. The Company recorded a pretax charge of $41.4 million to reduce the carrying amount of goodwill and a pretax charge of $20.8 million to reduce the carrying amount of intangible assets during the third quarter of 2014.2015.

Corporate selling, general and administrative expenses for the ~~third~~first fiscal quarter of ~~2015~~2016 were ~~$4.0~~$3.9 million, a decrease of ~~$1.1~~$0.3 million, or ~~21.6%~~7.1%, compared to ~~$5.1~~$4.2 million for the ~~third~~first fiscal quarter of ~~2014.~~2015. The decrease was due to lower ~~reorganization expenses of $1.5 million, partially offset by a $0.5 million increase in~~ professional fees, ~~incurred to remediate internal controls deficiencies identified during fiscal 2014.~~including audit and legal fees.

~~Comparison of the nine months ended June 30, 2015 and the nine months ended June 30, 2014~~

Revenues for the first nine months of fiscal 2015 were $111.2 million, a decrease of $1.9 million, or 1.7%, compared to revenues of $113.1 million for the first nine months of fiscal 2014. Revenues in the Radiation Measurement segment decreased $4.3 million, which was primarily due to an unfavorable foreign currency impact of $3.7 million and a decrease in product sales in Europe of $1.0 million. Revenues in the Medical Physics segment increased $2.1 million, primarily driven by increased imaging services of $1.6 million. Revenues in the Medical Products segment increased $0.4 million primarily due to the full-period impact of a modest acquisition in December 2013.

Gross margin was 52.2% for the first nine months of fiscal 2015, compared with 51.7% for the first nine months of fiscal 2014. Gross margin in the Radiation Measurement segment increased by 2.4% for the first nine months of fiscal 2015 as compared to the first nine months of fiscal 2014, due to an improved mix of higher margin service revenues versus lower margin product revenues. Gross margin in the Medical Physics segment decreased by 1.0% for the first nine months of fiscal 2015 as compared to the first nine months of fiscal 2014, due to the timing of personnel added to support additional contracts in the imaging and therapy divisions. Gross margin in the Medical Products segment decreased by 2.3% for the first nine months of fiscal 2015 as compared to the first nine months of fiscal 2014, due to continued Spherz pricing pressure.

Selling, general and administrative expenses for the first nine months of fiscal 2015 were $41.1 million, a decrease of $0.7 million, or 1.7%, compared with $41.8 million for the first nine months of fiscal 2014 due to lower amortization expense and lower research and development expenses, partially offset by higher professional fees. Amortization expense decreased $1.6 million as a result of impairments recorded during the third fiscal quarter of 2014 to reduce the carrying value of intangible assets in the Medical Products segment. Research and development expenses decreased $1.2 million due to early-stage design services incurred in the first nine months of fiscal 2014 for the Verifii next generation dosimetry platform that were not present in the first nine months of fiscal 2015. Audit, legal and other professional fees increased $2.0 million as a result of the fiscal 2014 Form 10-K restatement and the fees incurred to remediate the internal controls deficiencies.

Operating income for the first nine months of fiscal 2015 was $16.9 million, compared with an operating loss of $47.3 million for the first nine months of fiscal 2014. The increase in operating income was due to the $62.2 million goodwill and other intangible assets impairment charge and $1.8 million in acquisition and reorganization expenses recorded in the first nine months of 2014 that were not present in the first nine months of fiscal 2015.

Equity in income of joint ventures for the first nine months of fiscal 2015 was $1.8 million compared with $2.1 million for the first nine months of fiscal 2014. The decrease was primarily due to the foreign currency impact on equity earnings from our joint venture in Japan.

The effective tax rates for the nine months of fiscal 2015 and 2014 were 21.0% and 42.6%, respectively. The decrease in the effective tax rate was primarily due to the enactment of the research and development credit for calendar year 2014 in the first fiscal quarter of fiscal 2015, ~~the mix of earnings between jurisdictions with differing tax rates~~ ~~and the~~ ~~realization of an unrecognized tax benefit.~~

Net income attributed to Landauer for the first nine months of fiscal 2015 was $12.0 million, compared with a net loss of $28.0 million in the first nine months of fiscal 2014. The increase in net income was driven by the impairment charges and reorganization costs, partially offset by a corresponding large tax benefit recorded in the first nine months of fiscal 2014 that were not present in the first nine months of fiscal 2015.

Radiation Measurement revenues for the first nine months of fiscal 2015 were $77.9 million, a decrease of $4.3 million, or 5.2%, compared with $82.2 million for the first nine months of fiscal 2014. The decrease in revenues was primarily due to the unfavorable impact of changes in foreign currency exchange rates of $3.7 million and a decrease in product sales in Europe of $1.0 million, partially offset by an increase in military product sales of $0.3 million.

Operating income for the first nine months of fiscal 2015 was $26.4 million, an increase of $0.3 million, or 1.1%, compared with operating income of $26.1 million for the first nine months of fiscal 2014. The increase in operating income was due to lower research and development expenses of $1.3 million, partially offset by the net impact of unfavorable foreign currency exchange rates on revenues and operating expenses of $0.8 million.

Medical Physics revenues for the first nine months of fiscal 2015 were $26.0 million, an increase of $2.1 million, or 8.8%, compared with $23.9 million for the first nine months of fiscal 2014. Imaging services revenue increased by $1.6 million, driven by higher demand for the Company’s solutions for The Joint Commission’s new Diagnostic Imaging requirements that became effective for hospitals and ambulatory care centers on July 1, 2015.

Operating income for the first nine months of fiscal 2015 was $2.1 million, compared to $1.5 million for the first nine months of fiscal 2014. The increase in operating income is primarily due to increased imaging services revenue.

Medical Products revenues were $7.3 million for the first nine months of fiscal 2015, compared to $6.9 million for the first nine months of fiscal 2014. Revenue increased $0.4 million due to the full-period impact of a modest acquisition in December 2013.

Medical Products had operating income of $0.9 million for the first nine months of fiscal 2015 versus an operating loss of $62.9 million for the first nine months of fiscal 2014. The increase in operating income was due to the $62.2 million goodwill and other intangible assets impairment charge recorded during the first nine months of fiscal 2014 that was not present in the first nine months of fiscal 2015.

Corporate selling, general and administrative expenses for the first nine months of fiscal 2015 were $12.6 million, an increase of $0.6 million, or 5.0%, compared to $12.0 million for the first nine months of fiscal 2014. The increase was primarily due to higher legal, audit and other professional fees of $2.0 million, partially offset by the acquisition and reorganization expenses recorded during the first nine months of fiscal 2014 that were not present in the first nine months of fiscal 2015.

The Company’s principal source of liquidity is operating cash flows supplemented by borrowings under its credit facility. The Company’s cash-generating capability is one of its fundamental strengths and provides it with substantial financial flexibility in meeting operating and investing needs.

Cash provided by operating activities for the first ~~nine~~three months of fiscal ~~2015~~2016 was ~~$21.7~~$5.9 million, a decrease of ~~$4.8~~$3.5 million over the same fiscal period in ~~2014.~~2015. The decrease was primarily due to ~~$2.3 million~~the large reduction in accounts receivable, net in the first fiscal quarter of ~~severance payments and~~2015 ($5.0 million) compared to a ~~$1.2 million increase~~relatively small reduction in ~~income tax payments.~~the first fiscal quarter of 2016 ($0.2 million).

Cash used byin investing activities for the first ~~nine~~three months of fiscal ~~2015~~2016 was ~~$6.7~~$2.9 million, an increase of ~~$1.0~~$1.2 million over the same fiscal period of 2014. The difference was primarily due to a $3.2 million increase in the acquisition of property, plant and equipment in the current year, primarily due to IT spending for the Verifii next-generation dosimetry platform, partially offset by the acquisition of a small German distributor for $1.8 million in2015. During the first fiscal quarter of ~~2014.~~2016, the Company paid $0.5 million in transaction expenses related to the September 2015 divestiture of our Radon business.

Cash used byin financing activities for the first ~~nine~~three months of fiscal ~~2015~~2016 was ~~$12.9~~$8.5 million, ~~as compared to $20.8~~an increase of $2.8 million over the same fiscal period of ~~2014.~~2015. The ~~decrease~~increase was primarily due to ~~lower~~higher net repayments of debt, ~~primarily due~~partially offset by a reduction in dividend payments to stockholders compared to the ~~$4.8 million decrease in the operating cash flows.~~first fiscal quarter of 2015. As of ~~June 30,~~December 31, 2015, the Company had ~~$40.6~~$47.3 million of unused availability under its current $175.0 million credit facility, which the Company believes provides adequate liquidity to meet its current and anticipated obligations. During the first ~~nine~~three months of fiscal ~~2015~~2016 and ~~2014,~~2015, the Company paid cash dividends of ~~$13.2~~$2.6 million and ~~$15.8~~$5.3 million, respectively. The Company reduced its dividend payment from $0.55 per share ~~in the previous quarters~~ to $0.275 per share during the third fiscal quarter of 2015.

The Company expects to meet short-term liquidity requirements (including capital expenditures) through net cash from operating activities and cash on hand. As of June 30, 2015, long-term liquidity requirements consist primarily of obligations under the long-term debt obligations. The Company does not have any required debt repayments until August 2, 2018, when the debt facility expires. The Company was in compliance with all covenants as of ~~June 30,~~December 31, 2015. The Company intends to use excess cash to continue to pay down the long-term debt balance. The debt facility expires August 2, 2018.

See Note 2 to the Consolidated Financial Statements in Item 1 of Part I of this Form 10-Q.

There have been no material changes, outside of the ordinary course of business, in the Company’s outstanding contractual obligations since the end of fiscal year ~~2014~~2015 through ~~June 30,~~December 31, 2015.

Certain matters contained in this report constitute forward-looking statements that are based on certain assumptions and involve certain risks and uncertainties. These include the following, without limitation: assumptions, risks and uncertainties associated with the Company’s future ~~performance,~~performance; the Company’s development and introduction of new technologies in general; the ability to protect and utilize the Company’s intellectual property; events or circumstances which result in an impairment of assets, including but not limited to, goodwill and identifiable intangible assets; continued customer acceptance of the InLight technology; the adaptability of optically stimulated luminescence (“OSL”) technology to new platforms and formats; military and other government funding for the purchase of certain of the Company’s equipment and services; the impact on sales and pricing of certain customer group purchasing arrangements; changes in spending or reimbursement for medical products or services; the costs associated with the Company’s research and business development efforts; the usefulness of older technologies and related licenses and intellectual property; the effectiveness of and costs associated with the Company’s IT platform enhancements and investments in cyber security enhancements; the anticipated results of operations of the Company and its subsidiaries or joint ventures; valuation of the Company’s long-lived assets or ~~business~~reporting units relative to future cash flows; changes in pricing of services and products; changes in postal and delivery practices; the Company’s business plans; anticipated revenue and cost growth; the ability to integrate the operations of acquired businesses and to realize the expected benefits of acquisitions; the risks associated with conducting business internationally; costs incurred for potential acquisitions or similar transactions; other anticipated financial events; the effects of changing economic and competitive conditions, including instability in capital markets which could impact availability of short and long-term financing; the timing and extent of changes in interest rates; the level of borrowings; foreign exchange rates; government regulations; accreditation requirements; changes in the trading market that affect the costs 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 what is anticipated today. 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. Additional information may be obtained by reviewing the information set forth in Item 1A1A. “Risk Factors” and Item 7A7A. “Quantitative and Qualitative Disclosures about Market Risk” of the Company’s Annual Report on Form 10-K for the year ended September 30, ~~2014~~2015 and information contained in other reports filed by the Company, from time to time, with the SEC. The Company does not undertake, and expressly disclaims, any duty to update any forward-looking statement whether as a result of new information, future events or changes in the Company’s expectations, except as required by law.

The Company is exposed to market risk, including changes in foreign currency exchange rates and is subject to interest rate risk related to borrowings under its existing credit facility. These risks are set forth in Item 7A7A. “Quantitative and Qualitative Disclosures about Market Risk” of the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, ~~2014.~~2015. The Company believes there have been no material changes in the information provided from the end of the preceding fiscal year through ~~June 30,~~December 31, 2015.

As of ~~June 30,~~December 31, 2015, an evaluation was performed under the supervision and with the participation of our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) (the Company’s principal executive officer and principal financial officer, respectively), of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as amended.

Based upon that evaluation, our CEO and CFO concluded that the Company’s disclosure controls and procedures were not effective as a result of the previously reported material weaknesses that existed in our internal control over financial reporting described below.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

~~We previously~~In prior filings, we identified and reported ~~the following~~ material weaknesses in the Company’s internal control over financial reporting, which still exist as of ~~June 30, 2015:~~December 31, 2015, due to continued remediation and testing procedures. In response to the identified material weaknesses, our management, with oversight from our audit committee, has dedicated significant resources to improve our control environment and to remedy the identified material weaknesses.

We believe that we have designed and implemented the appropriate controls to fully remediate the remaining material weaknesses. However, the Company is required to demonstrate the effectiveness of the new processes for a sufficient period of time. Therefore, until the actions set forth below, including the efforts to implement and test the necessary control activities we identify, are fully completed, the following material weaknesses will continue to exist.

Control Environment - We did not maintain an effective control environment as we did not maintain a sufficient complement of personnel with an appropriate level of knowledge of accounting, experience and training commensurate with our financial reporting requirements. Additionally, we did not consistently establish appropriate authorities and responsibilities in pursuit of our financial reporting objectives. These material weaknesses contributed to the following control deficiencies, each of which is considered to be a material weakness:

We have improved our process over the preparation and review of our Consolidated Statement of Cash Flows to ensure completeness and accuracy over the transactions reported. We created new templates and supporting schedules that facilitate the preparation of our Consolidated Statement of Cash Flows. We also enhanced our cash flow checklist to identify the most common elements of operating, investing and financing activities, including nonrecurring transactions and adjustments.

Remediation Activities:We have improved our IT general controls and segregation of duties. We have adopted a new global IT general controls framework, and wehave implemented this new framework domestically. We have begun to implement this new framework in our ~~domestic and~~ European entities. WeIn addition, we have removed access to financial application programs and data beyond that needed for certain personnel to perform their individual job responsibilities.

Risk Assessment - We did not design and implement effective risk assessment with regard to our processes and procedures commensurate with our financial reporting requirements. Specifically, we did not design and implement controls in response to risks of misstatement of the financial statements. This material weakness contributed to the following control deficiencies, each of which is considered to be a material weakness:

Remediation Activities:We have improved our controls to ensure the accurate and timely reporting of revenue and the related receivables, including the following:

We ~~have~~ commenced a formal risk assessment during fiscal 2015 to assess risks and identify, design, implement, and re-evaluate our control ~~activities. We have~~activities and completed ~~the quantitative phase of~~ the risk assessment ~~and expect to complete the qualitative phase~~as of ~~the risk assessment by~~ September 30, 2015.

The risk assessment and revenue material weaknesses also resulted in revisions to second and third quarter fiscal 2014, annual fiscal 2014 and first quarter fiscal 2015 financial statement disclosures related to sales to its equity investees. Management has determined that these revisions, first disclosed in the second quarter of fiscal 2015, are additional effects of the material weaknesses related to risk assessment and revenue described above.

We have implemented controls to evaluate the classification of cash and investments held by foreign affiliates. We also designed processes to monitor the establishment of new cash and investment accounts.

Notwithstanding the identified material weaknesses, management believes the consolidated financial statements included in this Quarterly Report on Form 10-Q present fairly, ~~state~~ in all material respects, our financial condition, results of operations and cash flows atas of and for the periods presented in ~~accordance~~conformity with U.S. GAAP.

In response to the identified material weaknesses, our management, with oversight from our audit committee, has dedicated significant resources and efforts to improve our control environment and risk assessment and to remedy the identified material weaknesses. We believe that the actions identified above will support the improvement of our internal control over financial reporting. We will continue to devote significant time and attention to these remediation efforts. As we continue to evaluate and work to improve our internal control over financial reporting, management may determine to take additional measures to address the material weaknesses or determine to modify the actions described above. Until the actions set forth above, including the efforts to implement and test the necessary control activities we identify, are fully completed, the material weaknesses described above will continue to exist.

There has been no change in the Company’s internal control over financial reporting that occurred during the ~~third~~first quarter of ~~2015~~fiscal 2016 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

The Company is a party, from time to time, to various legal proceedings, lawsuits and other claims arising in the ordinary course of its business. The Company does not believe that any such litigation pending as of ~~June 30,~~December 31, 2015, if adversely determined, would have a material effect on its business, financial position, results of operations, or cash flows.

Information regarding risk factors is set forth in Item 1A1A. “Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, ~~2014.~~2015. The Company believes there have been no material changes in the information provided from the end of the preceding fiscal year through ~~June 30,~~December 31, 2015.

The Company’s purchases of its equity securities from the end of the preceding fiscal year through ~~June 30,~~December 31, 2015 includes the deemed surrender of existing shares of Landauer common stock to the Company by stock-based compensation plan participants to satisfy the exercise price or tax liability of employee stock awards at the time of exercise or vesting. These surrendered shares are not part of any publicly announced share repurchase program.

Period

Total
Number of Shares
Purchased

Average
Price Paid
per Share

Total Number of
Shares Purchased
as Part of
Publicly
Announced
Plans
or Programs

Maximum
Number of
Shares that May
Yet be
Purchased
Under the Plans
or Programs
October 1 - October 31, 2014

490

$
32.74

-

-
November 1 - November 30, 2014

-

-

-

-
December 1 - December 31, 2014

-

-

-

-
Quarter ended December 31, 2014

490

$
32.74

-

-
January 1 - January 31, 2015

-

$
-

-

-
February 1 - February 28, 2015

-

-

-

-
March 1 - March 31, 2015

-

-

-

-
Quarter ended March 31, 2015

-

$
-

-

-
April 1 - April 30, 2015

750

$
35.75

-

-
May 1 - May 31, 2015

-

-

-

-
June 1 - June 30, 2015

341

35.60

-

-
Quarter ended June 30, 2015

1,091

$
35.70

-

-



Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs
October 1 - October 31, 2015	608	$	39.58	-	-
November 1 - November 30, 2015	278		40.83	-	-
December 1 - December 31, 2015	433		37.01	-	-
Quarter ended December 31, 2015	1,319	$	39.00	-	-

		Cer
~~10.1~~		~~Promotion Letter with Daniel J. Fujii dated April 15, 2015 is incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K dated April 21, 2015.~~

~~10.2~~		~~Promotion Letter with Kara B. Venegas dated April 15, 2015 is incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K dated April 21, 2015.~~

31.1*		Certification of Michael ~~T. Leatherman,~~P. Kaminski, President and Chief Executive Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2*		Certification of Daniel J. Fujii, Chief Financial Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*		Certification of Michael ~~T. Leatherman,~~P. Kaminski, President and Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2*		Certification of Daniel J. Fujii, Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS**		XBRL INSTANCE FILE

101.SCH**		XBRL SCHEMA FILE

101.CAL**		XBRL CALCULATION FILE

101.DEF**		XBRL DEFINITION FILE

101.LAB**		XBRL LABEL FILE

101.PRE**		XBRL PRESENTATION FILE

		~~Exhibits 10.1 and 10.2 listed above are management contracts and compensatory plans or arrangements.~~

	*	Filed herewith

	**	Furnished with the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended ~~June 30,~~December 31, 2015.

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.


(Dollars in Thousands)	December 31, 2015		September 30, 2015
Segment assets:
Radiation Measurement	$	136,571	$	142,850
Medical Physics		44,475		43,677
Medical Products		47,907		48,308
Eliminations		(27,268)		(26,091)
Consolidated assets	$	201,685	$	208,744


(Dollars in Thousands)	June 30, 2015		September 30, 2014
Segment assets:
Radiation Measurement	$	144,365	$	148,151
Medical Physics		40,448		38,851
Medical Products		48,631		48,164
Eliminations		(25,370)		(18,580)
Consolidated assets	$	208,074	$	216,586



	Nine Months Ended June 30, 2014 (Unaudited)
(Dollars in Thousands)	Previously Reported		As Restated
Cash flows from operating activities:
Net loss	$	(28,107)	$	(27,529)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization		11,607		11,419
Goodwill and other intangible assets impairment charge		62,188		62,188
Gain on sale, disposal and abandonment of assets		(35)		(35)
Gain on investments		(369)		(505)
Equity in income of joint ventures		(1,364)		(2,072)
Dividends from joint ventures		1,340		1,340
Stock-based compensation and related net tax benefits		1,066		1,066
Current and long-term deferred taxes, net		(21,973)		(21,829)
Changes in operating assets and liabilities:
Decrease in accounts receivable, net		3,815		3,901
Increase in prepaid taxes		(3,247)		(2,224)
Increase in other operating assets, net		(227)		(73)
Increase in accounts payable and other accrued liabilities		1,379		296
Increase in other operating liabilities, net		608		608
Net cash provided by operating activities		26,681		26,551

Cash flows from investing activities:
Acquisition of property, plant & equipment		(3,056)		(3,056)
Acquisition of joint ventures and businesses, net of cash acquired		(1,800)		(1,800)
Other investing activities, net		(1,037)		(855)
Net cash used by investing activities		(5,893)		(5,711)

Cash flows from financing activities:
Net borrowings on revolving credit facility		(51)		(51)
Long-term borrowings – loan		27,500		27,500
Long-term borrowings – repayment		(32,000)		(32,000)
Dividends paid to stockholders		(15,771)		(15,771)
Other financing activities, net		(500)		(500)
Net cash used by financing activities		(20,822)		(20,822)

Effects of foreign currency translation		4		(52)
Net decrease in cash and cash equivalents		(30)		(34)
Opening balance – cash and cash equivalents		11,184		8,672
Ending balance – cash and cash equivalents	$	11,154	$	8,638



Pension and Postretirement Plans (1)	Three Months Ended June 30,				Nine Months Ended June 30,				Three Months Ended December 31,
(Dollars in Thousands)	2015		2014 (As Restated)		2015		2014 (As Restated)		2015		2014
Amortization of net loss	$	73	$	46	$	217	$	137	$	69	$	72
Total before tax		73		46		217		137		69		72
Provision for income taxes		27		-		80		-		25		-
Total net of tax	$	46	$	46	$	137	$	137	$	44	$	72



	Nine Months Ended June 30,				Three Months Ended December 31,
(Dollars in Thousands)	2015		2014 (As Restated)		2015		2014
Net cash provided by (used by):
Net cash provided by (used in):
Operating activities	$	21,711	$	26,551	$	5,941	$	9,484
Investing activities		(6,691)		(5,711)		(2,929)		(1,699)
Financing activities		(12,899)		(20,822)		(8,507)		(5,678)
Effect of foreign currency translation		(441)		(52)		(279)		(471)
Net increase (decrease) in cash and cash equivalents	$	1,680	$	(34)
Net (decrease) increase in cash and cash equivalents					$	(5,774)	$	1,636

8
11

		LANDAUER, INC.
		(Registrant)

Date: ~~August 10, 2015~~February 9, 2016		/s/ Daniel J. Fujii
		Daniel J. Fujii
		Chief Financial Officer