SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
[ X ] QUARTERLY REPORT pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended JUNE 30, 2001 or
[ ] TRANSITION REPORT pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the transition from ____________ to ___________
LANDAUER, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Commission File Number 1-9788
Delaware 06-1218089
------------------------------- ---------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
2 Science Road, Glenwood, Illinois 60425
-----------------------------------------------------
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code (708) 755-7000
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes [ X ] No [ ]
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class Outstanding at August 13, 2001
---------------------------- ------------------------------
Common stock, $.10 par value 8,714,788
1
PART I. FINANCIAL INFORMATION
LANDAUER, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(000's)
ASSETS
------
June 30, Sept. 30,
2001 2000
-------- ---------
(Unaudited) (Derived from
audited
statements)
Current assets:
Cash and cash equivalents . . . . . . $ 3,944 $ 3,001
Short-term investments. . . . . . . . 380 475
Accounts receivable, less
allowances of $383 at 6/30/01
and $385 at 9/30/00 . . . . . . . . 12,973 10,734
Inventories . . . . . . . . . . . . . 1,592 1,587
Prepaid expenses. . . . . . . . . . . 564 308
Prepaid income taxes. . . . . . . . . 454 849
-------- --------
Total current assets. . . . . . . 19,907 16,954
Property, plant and equipment,
at cost. . . . . . . . . . . . . . . . 34,271 32,198
Less: Accumulated depreciation
and amortization. . . . . . . . . . 18,320 16,161
-------- --------
Net property, plant and
equipment . . . . . . . . . . . . . . 15,951 16,037
Cost of purchased businesses
in excess of net assets acquired. . . 3,756 4,021
Equity in joint venture . . . . . . . . 3,409 3,550
Other assets. . . . . . . . . . . . . . 6,554 6,499
-------- --------
$ 49,577 $ 47,061
======== ========
The accompanying notes are an integral
part of these financial statements.
2
LANDAUER, INC. AND SUBSIDIARIES
Consolidated Balance Sheets (Cont'd.)
(000's, except share amounts)
LIABILITIES AND STOCKHOLDERS' INVESTMENT
----------------------------------------
June 30, Sept. 30,
2001 2000
-------- ---------
(Unaudited) (Derived from
audited
statements)
Current liabilities:
Accounts payable. . . . . . . . . . . $ 215 $ 966
Deferred contract revenue . . . . . . 11,684 10,346
Dividend payable. . . . . . . . . . . 3,047 3,031
Accrued compensation and
related costs . . . . . . . . . . . 1,962 1,792
Accrued pension costs . . . . . . . . 1,709 1,531
Accrued taxes on income . . . . . . . 13 535
Accrued expenses. . . . . . . . . . . 2,680 1,991
-------- --------
Total current liabilities . . . . 21,310 20,192
Minority interest in subsidiary . . . . 111 51
-------- --------
Total liabilities . . . . . . . . . . . 21,421 20,243
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 - 8,706,019 shares
at 6/30/01 and 8,660,748 shares
at 9/30/00 . . . . . . . . . . . . 871 866
Premium paid in on common stock . . . 9,156 8,752
Cumulative translation adjustments. . (847) (372)
Retained earnings . . . . . . . . . . 18,976 17,572
-------- --------
Total stockholders'
investment. . . . . . . . . . . 28,156 26,818
-------- --------
$ 49,577 $ 47,061
======== ========
The accompanying notes are an integral
part of these financial statements.
3
LANDAUER, INC. AND SUBSIDIARIES
Consolidated Statements of Income
(000's, except per share amounts)
(Unaudited)
Three Months Ended Nine Months Ended
-------------------- --------------------
June 30, June 30, June 30, June 30,
2001 2000 2001 2000
-------- -------- -------- --------
Net Revenues. . . . . . . . $ 12,941 $ 11,598 $ 39,503 $ 34,928
Cost and expenses:
Cost of revenues. . . . . 4,640 4,401 14,208 12,669
Selling, general and
administrative. . . . . 2,975 2,132 9,251 7,486
Impairment in value
of assets . . . . . . . -- -- -- 520
-------- -------- -------- --------
7,615 6,533 23,459 20,675
-------- -------- -------- --------
Operating Income. . . . . . 5,326 5,065 16,044 14,253
Equity in income of
joint venture . . . . . . 94 156 428 508
Other income, net . . . . . 35 59 91 165
-------- -------- -------- --------
Income before income
taxes and minority
interest. . . . . . . . . 5,455 5,280 16,563 14,926
Income taxes. . . . . . . . 1,970 1,956 6,012 5,508
-------- -------- -------- --------
Income before minority
interest. . . . . . . . . 3,485 3,324 10,551 9,418
Minority interest
therein . . . . . . . . . 6 9 26 47
-------- -------- -------- --------
Net income. . . . . . . . . $ 3,479 $ 3,315 $ 10,525 $ 9,371
======== ======== ======== ========
Net income per common
share:
Basic . . . . . . . . . . $ 0.40 $ 0.38 $ 1.21 $ 1.08
======== ======== ======== ========
Based on average
shares outstanding. . . 8,699 8,661 8,681 8,660
======== ======== ======== ========
Diluted . . . . . . . . . $ 0.40 $ 0.38 $ 1.21 $ 1.08
======== ======== ======== ========
Based on average
shares outstanding. . . 8,780 8,683 8,722 8,691
======== ======== ======== ========
The accompanying notes are an integral
part of these financial statements.
4
LANDAUER, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(000's)
(Unaudited)
Nine Months Ended
---------------------
June 30, June 30,
2001 2000
-------- --------
Cash flow from operating activities:
Net income. . . . . . . . . . . . . . . . . . $ 10,525 $ 9,371
Non-cash expenses, revenues, and gains
reported in income
Depreciation and amortization . . . . . . . 3,279 2,979
Equity in income of joint venture . . . . . (428) (507)
Exercise of stock options - net . . . . . . 408 41
-------- --------
3,259 2,513
-------- --------
Net increase in other current assets. . . (1,992) (2,102)
Net increase in current liabilities . . . 1,146 2,519
Net increase (decrease) due to
exchange rates. . . . . . . . . . . . . (475) 75
Net increase in net long-term assets. . . (721) (1,304)
-------- --------
(2,042) (812)
-------- --------
Net cash generated from
operating activities. . . . . . . . . . 11,742 11,072
Cash flow from investing activities:
Acquisition of property, plant
and equipment . . . . . . . . . . . . . . . (2,073) (2,453)
-------- --------
Net cash used by investing activities . . (2,073) (2,453)
Cash flow from financing activities:
Dividend received from foreign affiliate. . 378 400
Dividends paid. . . . . . . . . . . . . . . (9,104) (9,085)
-------- --------
Net cash used by financing activities . . (8,726) (8,685)
-------- --------
Net increase (decrease) in cash . . . . . . . . 943 (66)
Opening balance - cash and cash equivalents . . 3,001 4,524
-------- --------
Ending balance - cash and cash equivalents. . . $ 3,944 $ 4,458
======== ========
Supplemental Disclosure of Cash Flow
Information:
Cash paid for income taxes. . . . . . . . . . $ 5,361 $ 3,792
======== ========
Supplemental Disclosure of Non-cash Financing
Activity:
Dividend declared . . . . . . . . . . . . . . $ 3,047 $ 3,031
======== ========
The accompanying notes are an integral
part of these financial statements.
5
LANDAUER, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements - June 30, 2001
(Unaudited)
(1) BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements reflect the
financial position of Landauer, Inc. and Subsidiaries ("Landauer" or "the
Company") as of June 30, 2001 and September 30, 2000, and the consolidated
results of operations for the three-month and nine-month periods ended June
30, 2001 and 2000 and consolidated cash flows for the nine-month periods
ended June 30, 2001 and 2000. In the opinion of management, the
accompanying unaudited condensed consolidated financial statements contain
all adjustments necessary to present fairly the consolidated financial
position of Landauer as of June 30, 2001 and September 30, 2000, and the
consolidated results of operations for the three-month and nine-month
periods ended June 30, 2001 and 2000, and cash flows for the nine-month
periods ended June 30, 2001 and 2000.
The accounting policies followed by the Company are set forth in
Note 1 to the Company's financial statements in the 2000 Landauer Annual
Report on Form 10-K, which is incorporated by reference.
Certain reclassifications have been made in the statements for
comparative purposes. These reclassifications have no effect on the
results of operations or financial position.
The results of operations for the three-month and nine-month periods
ended June 30, 2001 and 2000 are not necessarily indicative of the results
to be expected for the full year.
(2) CASH DIVIDENDS
On June 8, 2001, the Company declared a regular quarterly cash
dividend in the amount of $.35 per share payable on July 13, 2001 to
stockholders of record on June 22, 2001. On March 9, 2001, the Company
declared a regular quarterly cash dividend in the amount of $ .35 per share
payable on April 13, 2001, to stockholders of record on March 23, 2001. On
December 22, 2000, the Company declared a regular quarterly cash dividend
in the amount of $ .35 per share payable on January 18, 2001, to
stockholders of record on January 4, 2001.
Regular quarterly cash dividends of $ .35 per share ($1.40 annually)
were declared during fiscal 2000.
(3) COMPREHENSIVE INCOME
Comprehensive income is the total of net income and all other
nonowner changes in equity. The following table sets forth Company's
comprehensive income for the three and nine month periods ended June 30,
2001 and 2000 ($000's):
6
LANDAUER, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements - June 30, 2001 (Cont'd.)
Three Months Ended Nine Months Ended
-------------------- --------------------
June 30, June 30, June 30, June 30,
2001 2000 2001 2000
-------- -------- -------- --------
Net income. . . . . . . . . $ 3,479 $ 3,315 $ 10,525 $ 9,371
Other comprehensive income-
Foreign currency
translation adjustment. . (175) (105) (475) 75
-------- -------- -------- --------
Comprehensive income. . . . $ 3,304 $ 3,210 $ 10,050 $ 9,446
======== ======== ======== ========
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
Landauer's cash flow from operating activities for the nine months
ended June 30, 2001 and 2000 amounted to $11,742,000 and $11,072,000,
respectively. Acquisitions of property, plant and equipment amounted to
$2,073,000 and $2,453,000, respectively for fiscal 2001 and 2000. 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 2001 are expected to amount to
approximately $1,500,000 principally for the acquisition of equipment to
support the Company's Luxel product line, introduction of new products, the
development of supporting software systems, and computer hardware. The
Company anticipates that funds for these capital improvements will be
provided from operations.
The Company presently maintains external sources of liquidity in the
form of a $5 million line of credit with its bank. In the opinion of
management, resources are adequate for projected operations and capital
spending programs, as well as continuation of the regular cash dividend
program.
Landauer requires limited working capital for its operations since
many of its customers pay for services in advance. Such advance payments
amounted to $11,684,000 and $10,346,000, respectively, as of June 30, 2001
and September 30, 2000, and are included in deferred contract revenue.
While these amounts represent more than one-half of current liabilities,
such amounts generally do not represent a cash requirement.
7
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (CONT'D.)
RESULTS OF OPERATIONS
- ---------------------
Revenues for the quarter ended June 30, 2001 were 11.6% higher
compared with the same quarter a year ago. The increase in revenues was
primarily attributable to higher pricing for the Company's products and
services and increased unit demand principally resulting from the recent
acquisition of another dosimetry service provider. Gross margins were
64.1% of revenues for the second quarter of fiscal 2001, which was improved
relative to the same period in 2000 when gross margins were 62.1%.
Selling, general and administrative expenses were higher in the third
quarter as a percent of revenues at 23.0% versus 18.4% for the third
quarter of fiscal 2000 as a result of consulting fees related to the
Company's technology and business development initiatives, and higher
employee and amortization costs. In addition, selling, general and
administrative expenses for the third quarter of last fiscal year were
favorably impacted by the recognition of a one-time $500,000 technology
cost reimbursement from the Company's 50% owned subsidiary, Nagase
Landauer. As a result, operating income for the third quarter of 2001 was
41.2% of revenues compared to 43.7% for the same period last year. Income
before taxes and minority interest was 42.2% of the revenues for the
quarter just ended compared to 45.5% for the third fiscal quarter of 2000.
The effective tax rate for the Company during the third quarter of
fiscal 2001 was 36.1% compared with 37.0% for the third quarter of fiscal
2000. Resulting net income of $3,479,000 for the third fiscal quarter of
2001 compared with $3,315,000 reported in fiscal 2000. Diluted income per
share for the current quarter was $ .40 versus $ .38 for fiscal 2000.
Revenues for the nine months ended June 30, 2001, were 13.1% higher
compared with the first nine months of fiscal 2000. The increase in
revenues was attributable to higher pricing for the Company's products and
services and increased unit demand principally resulting from the recent
acquisition of another dosimetry service provider. Gross margins for the
first half of fiscal 2000 were 64.0% of revenues, improved slightly from
63.7% a year ago.
Selling, general, and administrative expenses were 23.4% of revenues
for the first nine months of fiscal 2001 compared to 21.4% for the same
period of fiscal 2000. The prior year-to-date earnings were impacted by
$520,000 of the asset impairment charges, but are effectively offset by the
$500,000 Nagase Landauer technology cost reimbursement. Operating income
for the first nine months of fiscal 2001 was 40.6% of revenues compared
with 40.8% for the same period last year. Income before income taxes and
minority interest was 41.9% of revenues for the nine months just ended
compared to 40.8% of revenues for the same period in fiscal 2000.
The effective tax rate for the Company during the first nine months
of fiscal 2000 was 36.3% compared with 36.9% a year ago. Resulting net
income of $10,525,000 for the first nine months of 2001 exceeded earnings
of $9,371,000 reported in fiscal 2000. Diluted income per share for the
first nine months of fiscal 2001 was $ 1.21, compared to $ 1.08 in the nine
months fiscal half of 2000.
8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (CONT'D.)
ACCOUNTING PRONOUNCEMENTS
- -------------------------
On July 20, 2001, the Financial Accounting Standards Board issued
Statements of Financial Accounting Standards No. 141 "Business
Combinations" ("SFAS 141"), and Statements of Financial Accounting
Standards No.142 "Goodwill and Other Intangible Assets" ("SFAS 142"). These
pronouncements change the accounting for business combinations, goodwill,
and intangible assets. SFAS No. 141 eliminates the pooling-of-interests
method of accounting for business combinations and further clarifies the
criteria to recognize intangible assets separately from goodwill. The
requirements of SFAS No. 141 are effective for any business combination
accounted for by the purchase method that is completed after June 30, 2001.
SFAS No. 142 states goodwill and indefinite lived intangible assets are no
longer amortized but are reviewed for impairment annually (or more
frequently if impairment indicators arise). Separable intangible assets
that are not deemed to have an indefinite life will continue to be
amortized over their useful lives. The amortization provisions of SFAS
No. 142 apply to goodwill and intangible assets acquired after June 30,
2001. With respect to goodwill and intangible assets acquired prior to
July 1, 2001, companies are required to adopt the pronouncement in their
fiscal year beginning after December 15, 2001. We are currently evaluating
the provisions of SFAS 141 and SFAS 142 and the impact that adoption will
have on our financial position and results of operations. Based on
historical purchase price allocations or preliminary allocations for
business combinations completed prior to June 30, 2001, we estimate that
the cessation of goodwill amortization will increase our operating income
by approximately $160,000 on an annualized basis when the accounting
pronouncements are adopted by the company.
FORWARD LOOKING STATEMENTS
- --------------------------
Certain of the statements made herein constitute forward looking
statements that are based on certain assumptions and involve certain risks
and uncertainties, including assumptions and risks associated with the
Company's introduction of its Luxel technology, the usefulness of older
technologies, the cost associated with the Company's business development
and research efforts, he anticipated results of operations of the Company,
the Company's market position, the Company's business plans, the effects of
changing economic and competitive conditions, foreign exchange risks and
government regulations. Such assumptions may not materialize to the extent
assumed and such risks and uncertainties may cause actual results to differ
from anticipated results. Additional information may be obtained by
reviewing the Company's reports filed from time to time with the SEC.
9
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
None
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.
10
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
LANDAUER, INC.
Date: August 13, 2001
/s/ James M. O'Connell
-----------------------------
James M. O'Connell
Vice President and Treasurer
(Principal Financial and
Accounting Officer)
11
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