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 December 31, ~~2013~~2014

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 Number)

	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 ~~January 28, 2014, 9,537,544~~February 24, 2015, 9,560,674 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 ~~(Loss)~~ Income (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		1320

Item 3.	Quantitative and Qualitative Disclosures About Market Risk		1924

Item 4.	Controls and Procedures		1924


PART II OTHER INFORMATION

Item 1.	Legal Proceedings		1927

Item 1A.	Risk Factors		1927

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		2028

Item 3.	Defaults Upon Senior Securities		2028

Item 4.	Mine Safety Disclosures		2028

Item 5.	Other Information		2028

Item 6.	Exhibits		2129


SIGNATURE			2230

Table of Contents

PART ~~PART~~ I FINANCIAL INFORMATION

Item 1.Financial Statements

LANDAUER, INC. AND SUBSIDIARIES

Consolidated Balance Sheets (Unaudited)



(Dollars in Thousands)	December 31, 2013		September 30, 2013		December 31, 2014		September 30, 2014
ASSETS
Current assets:
Cash and cash equivalents	$	13,272	$	11,184	$	8,397	$	6,761
Receivables, net of allowances of $570 and $600 respectively		34,178		38,419
Receivables, net of allowances of $1,742 at December 31, 2014 and $1,872 at September 30, 2014						29,565		34,707
Inventories		8,301		9,539		7,077		6,687
Deferred income tax asset - current						2,362		2,369
Prepaid income taxes		2,671		3,132		2,736		1,836
Prepaid expenses and other current assets		5,220		4,019		4,284		1,973
Current assets		63,642		66,293		54,421		54,333
Property, plant and equipment, at cost		104,316		107,446		104,792		104,010
Accumulated depreciation and amortization		(53,407)		(55,514)		(59,065)		(57,253)
Net property, plant and equipment		50,909		51,932		45,727		46,757
Equity in joint ventures		22,600		23,942		22,477		23,835
Goodwill		86,529		84,436		42,226		43,218
Intangible assets, net of accumulated amortization of $14,790 and $13,605, respectively		37,022		37,161
Dosimetry devices, net of accumulated depreciation of $9,915 and $9,472, respectively		5,739		5,798
Intangible assets, net of accumulated amortization of $37,769 at December 31, 2014 and $37,579 at September 30, 2014						13,764		14,077
Dosimetry devices, net of accumulated depreciation of $4,584 at December 31, 2014 and $4,353 at September 30, 2014						3,570		3,958
Deferred income tax assets						18,467		18,374
Other assets		7,704		7,271		10,195		12,034
Assets	$	274,145	$	276,833
ASSETS					$	210,847	$	216,586
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	6,036	$	6,310	$	5,681	$	6,248
Dividends payable		5,433		5,419		5,302		5,329
Deferred contract revenue		13,572		13,181		14,724		14,750
Accrued compensation and related costs		6,160		8,207		6,950		7,132
Accrued severance						807		2,731
Other accrued expenses		6,217		7,531		8,412		8,538
Current liabilities		37,418		40,648		41,876		44,728
Non-current liabilities:
Long-term debt		143,785		142,785		133,585		133,585
Pension and postretirement obligations		13,308		13,047		19,366		19,475
Deferred income taxes		10,324		9,817		484		509
Uncertain income tax liabilities						3,379		3,284
Other non-current liabilities		1,890		915		960		1,271
Non-current liabilities		169,307		166,564		157,774		158,124
Stockholders' equity:
Preferred stock, $.10 par value per share, authorized 1,000,000 shares; none issued		-		-		-		-
Common stock, $.10 par value per share, authorized 20,000,000 shares; 9,615,711 and 9,575,926 issued and outstanding at December 31, 2013 and September 30, 2013 respectively		962		958
Common stock, $.10 par value per share, authorized 20,000,000 shares; 9,637,186 and 9,577,874 shares issued and outstanding at December 31, 2014 and September 30, 2014, respectively						952		958
Additional paid in capital		39,653		39,465		40,729		40,317
Accumulated other comprehensive loss		(4,547)		(4,456)		(11,882)		(10,148)
Retained earnings		29,582		32,012
(Accumulated deficit) retained earnings						(19,800)		(18,873)
Landauer, Inc. stockholders' equity		65,650		67,979		9,999		12,254
Noncontrolling interest		1,770		1,642		1,198		1,480
Stockholders' equity		67,420		69,621		11,197		13,734
Liabilities and Stockholders' Equity	$	274,145	$	276,833
LIABILITIES AND STOCKHOLDERS' EQUITY					$	210,847	$	216,586

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



		Three Months Ended December 31,				Three Months Ended December 31,
(Dollars in Thousands, Except per Share)	2013		2012		2014		2013 (As Restated)
Service revenues	$	31,894	$	31,469	$	32,057	$	31,745
Product revenues		5,811		5,212		5,490		6,402
Net revenues		37,705		36,681		37,547		38,147

Cost and expenses:
Costs and expenses:
Service costs		15,049		14,308		15,634		15,010
Product costs		3,158		2,255		2,117		3,375
Total cost of sales		18,207		16,563		17,751		18,385
Gross profit						19,796		19,762
Selling, general and administrative		14,362		13,391		13,655		14,226
Acquisition and reorganization costs		111		0
Costs and expenses		32,680		29,954

Acquisition, reorganization and nonrecurring costs						-		111
Operating income		5,025		6,727		6,141		5,425
Equity in income of joint ventures		573		1,528		696		1,281
Interest expense, net		(892)		(1,033)		(953)		(937)
Other income, net		37		95

Other (expense) income, net						251		159
Income before taxes		4,743		7,317		6,135		5,928
Income taxes		1,496		2,274

Income tax expense						1,610		1,899
Net income		3,247		5,043		4,525		4,029
Less: Net income attributed to noncontrolling interest		196		166		148		208

Net income attributed to Landauer, Inc.	$	3,051	$	4,877	$	4,377	$	3,821

Net income per share attributable to Landauer, Inc. shareholders:
Basic	$	0.32	$	0.52	$	0.46	$	0.40
Weighted average basic shares outstanding		9,422		9,336		9,446		9,422

Diluted	$	0.32	$	0.52	$	0.46	$	0.40
Weighted average diluted shares outstanding		9,467		9,385		9,474		9,467

The accompanying notes are an integral part of theseconsolidated financial ~~statements.~~statements.



		Three Months Ended December 31, 2013
								Three Months Ended December 31, 2014
(Dollars in Thousands)	Landauer, Inc.			Noncontrolling Interest		Total		Landauer, Inc.		Noncontrolling Interest			Total
Net income		$	3,051	$	196	$	3,247	$	4,377	$	148		$	4,525
Other comprehensive income:
Defined benefit pension and postretirement plans activity, net of tax			165		-		165
Foreign currency translation adjustment			(256)		(68)		(324)
Defined benefit pension and postretirement plans activity, net of taxes of $0									72		-			72
Unrealized gains (losses) on available-for-sale securities, net of taxes of $0									(35)		-			(35)
Foreign currency translation adjustment, net of taxes of $954									(1,771)		(99)			(1,870)
Comprehensive income		$	2,960	$	128	$	3,088	$	2,643	$	49		$	2,692

		Three Months Ended December 31, 2012						Three Months Ended December 31, 2013
								(As Restated)
(Dollars in Thousands)		Landauer, Inc.		Noncontrolling Interest		Total		Landauer, Inc.		Noncontrolling Interest			Total
Net income		$	4,877	$	166	$	5,043	$	3,821	$	208		$	4,029
Other comprehensive income:												��
Defined benefit pension and postretirement plans activity, net of tax			108		-		108
Foreign currency translation adjustment			(624)		2		(622)
Defined benefit pension and postretirement plans activity, net of taxes of $0									45					45
Unrealized gains (losses) on available-for-sale securities, net of taxes of $0									(79)					(79)
Foreign currency translation adjustment, net of taxes of $0									(256)		(68)			(324)
Comprehensive income		$	4,361	$	168	$	4,529	$	3,531	$	140		$	3,671

The accompanying notes are an integral part of theseconsolidated financial ~~statements.~~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		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
Balance September 30, 2013		9,575,926	$	958	$	39,465	$	(4,456)	$	32,012	$	1,642	$	69,621
September 30, 2014																9,577,874	$	958	$	40,317	$	(10,148)	$	(18,873)	$	1,480	$	13,734
Stock-based compensation arrangements		39,785		4		188		-		-		-		192		59,312		(6)		412		-		-		-		406
Dividends		-		-		-		-		(5,481)		-		(5,481)		-		-		-		-		(5,304)		(331)		(5,635)
Net income		-		-		-		-		3,051		196		3,247		-		-		-		-		4,377		148		4,525
Foreign currency translation adjustment		-		-		-		(256)		-		(68)		(324)
Foreign currency translation adjustment, net of tax																-		-		-		(1,771)		-		(99)		(1,870)
Unrealized gains (losses) on available-for-sale securities, net of tax																-		-		-		(35)		-		-		(35)
Defined benefit pension and postretirement plans activity, net of tax		-		-		-		165		-		-		165		-		-		-		72		-		-		72
Balance December 31, 2013		9,615,711	$	962	$	39,653	$	(4,547)	$	29,582	$	1,770	$	67,420

December 31, 2014																9,637,186	$	952	$	40,729	$	(11,882)	$	(19,800)	$	1,198	$	11,197

The accompanying notes are an integral part of theseconsolidated financial ~~statements.~~statements.



	Three Months Ended December 31,					Three Months Ended December 31,
(Dollars in Thousands)		2013		2012			2014		2013 (As Restated)
Cash flows from operating activities:
Net income		$	3,247	$	5,043		$	4,525	$	4,029
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			3,894		3,450			3,078		3,732
Equity in income of joint ventures			(573)		(1,528)			(696)		(1,281)
Dividends from joint ventures			1,340		1,892			1,139		1,340
Stock-based compensation and related net tax benefits			282		625			437		282
Current and long-term deferred taxes, net			292		7			(1,195)		260
Gain on sale, disposal and abandonment of fixed assets								(3)		-
Gain on investments								(111)		(268)
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable, net			4,396		(1,114)
Decrease in prepaid taxes			466		1,449
Increase in other operating assets, net			(88)		(1,953)
Decrease in accounts receivable, net								4,985		4,482
(Increase) decrease in prepaid taxes								(214)		901
(Increase) decrease in other operating assets, net								(1,437)		102
Decrease in accounts payable and other accrued liabilities			(3,502)		(5,775)			(971)		(3,840)
Increase in other operating liabilities, net			200		244
(Decrease) increase in other operating liabilities, net								(53)		200
Net cash provided by operating activities			9,954		2,340			9,484		9,939
Cash flows used by investing activities:
Acquisition of property, plant and equipment			(1,071)		(1,902)			(1,384)		(1,245)
Acquisition of joint ventures and businesses, net of cash acquired			(1,800)		-			-		(1,800)
Other investing activities, net			(719)		(453)			(315)		97
Net cash used by investing activities			(3,590)		(2,355)			(1,699)		(2,948)
Cash flows (used) provided by financing activities:
Net borrowings on revolving credit facility			(21)		-			-		(21)
Long-term borrowings - loan			14,000		4,300			8,800		14,000
Long-term borrowings - repayment			(13,000)		-			(8,800)		(13,000)
Dividends paid to stockholders			(5,274)		(5,229)			(5,347)		(5,274)
Other financing activities, net			49		(248)			(331)		49
Net cash used by financing activities			(4,246)		(1,177)			(5,678)		(4,246)

Effects of foreign currency translation			(30)		56			(471)		49

Net increase (decrease) in cash and cash equivalents			2,088		(1,136)
Net increase in cash and cash equivalents								1,636		2,794
Opening balance - cash and cash equivalents			11,184		17,633			6,761		8,672
Ending balance - cash and cash equivalents		$	13,272	$	16,497		$	8,397	$	11,466

Accrued capital spending included in accounts payable and other accrued liabilities							$	205	$	174

The accompanying notes are an integral part of theseconsolidated financial ~~statements.~~statements.

As used herein, the “Company” or “Landauer” refers to Landauer, Inc. and its subsidiaries.

~~These~~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 inter-company balances and transactions are 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.

The accompanying 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, ~~2013~~2014 and other financial information filed with the Securities and Exchange Commission (the “SEC”).

The accounting policies followed by the Company are set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2013. There have been no changes to the accounting policies for the three month period ended December 31, 2013.

~~The results of operations for the three month period ended December 31, 2013 are not necessarily indicative of the results to be expected for the full fiscal year.~~ The September 30, ~~2013~~2014 balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of ~~America.~~America (“U.S. GAAP”).

The accounting policies followed by the Company are set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014. There have been no changes to the accounting policies for the three month period ended December 31, 2014.

The results of operations for the three month period ended December 31, 2014 are not necessarily indicative of the results to be expected for the full fiscal year.

In connection with the ~~opinion~~preparation of ~~management,~~ the ~~accompanying unaudited~~ consolidated financial statements ~~include all adjustments necessary~~ for ~~a fair statement of such financial statements. Certain reclassifications have been made~~the fiscal year ended September 30, 2014, the Company identified errors in ~~the~~its previously issued financial statements for ~~comparative purposes. These reclassifications have no effect~~the interim period ended December 31, 2013. In accordance with accounting guidance presented in ASC 250-10 and SEC Staff Accounting Bulletin No. 99, Materiality, management assessed the materiality of these errors and concluded that they were material to the Company’s financial statements for the three months ended December 31, 2013. The Company is restating its financial statements for the interim period ended December 31, 2013 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 ~~results of operations or financial position~~expected useful life of the ~~Company.~~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 months ended December 31, 2013:



(Dollars in Thousands, Except per Share Amounts)	Three Months Ended December 31, 2013 (Unaudited)
	Net Income (Loss)		Diluted Net Income (Loss) Per Share
As previously reported	$	3,051	$	0.32
Revenue and accounts receivable		252
Dosimetry devices		12
Long-term investments		79
Sales taxes		(16)
Intangible assets		150
Equity in joint ventures		708
Total adjustments		1,185		0.12
Income tax expense (benefit)		403		0.04
Less amounts attributed to noncontrolling interest		12		-
Net impact of adjustments		770		0.08
As restated	$	3,821	$	0.40

The effect of the restatement on the previously issued Consolidated Statement of Operations for the three months ended December 31, 2013 is as follows:



	Three Months Ended December 31, 2013 (Unaudited)
(Dollars in Thousands, Except per Share)	Previously Reported		As Restated
Service revenues	$	31,894	$	31,745
Product revenues		5,811		6,402
Net revenues		37,705		38,147
Costs and expenses:
Service costs		15,049		15,010
Product costs		3,158		3,375
Total cost of sales		18,207		18,385
Gross profit		19,498		19,762
Selling, general, and administrative		14,362		14,226
Acquisition, reorganization and nonrecurring costs		111		111
Operating income		5,025		5,425
Equity in income of joint ventures		573		1,281
Interest expense, net		(892)		(937)
Other income (expense), net		37		159
Income before taxes		4,743		5,928
Income tax (benefit) expense		1,496		1,899
Net income		3,247		4,029
Less: Net income attributed to noncontrolling interest		196		208
Net income attributed to Landauer, Inc.	$	3,051	$	3,821
Net income per share attributed to Landauer, Inc. shareholders:
Basic	$	0.32	$	0.40
Weighted average basic shares outstanding		9,422		9,422
Diluted	$	0.32	$	0.40
Weighted average diluted shares outstanding		9,467		9,467

The effect of the restatement on the previously issued Consolidated Statement of Cash Flows for the three months ended December 31, 2013 is as follows:



	Three Months Ended December 31, 2013 (Unaudited) (a)
(Dollars in Thousands)	Previously Reported		As Restated
Cash flows provided from operating activities:
Net income	$	3,247	$	4,029
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		3,894		3,732
Gain on investments		(146)		(268)
Equity in income of joint ventures		(573)		(1,281)
Dividends from joint ventures		1,340		1,340
Stock-based compensation and related net tax benefits		282		282
Current and long-term deferred taxes, net		292		260
Changes in operating assets and liabilities:
Decrease in accounts receivable, net		4,396		4,482
Decrease in prepaid taxes		466		901
(Increase) decrease in other operating assets, net		(88)		102
Decrease in accounts payable and other accrued liabilities		(3,328)		(3,840)
Increase in other operating liabilities, net		200		200
Net cash provided by operating activities		9,982		9,939
Cash flows used by investing activities:
Acquisition of property, plant & equipment		(1,245)		(1,245)
Acquisition of joint ventures and businesses, net of cash acquired		(1,800)		(1,800)
Other investing activities, net		(573)		97
Net cash used by investing activities		(3,618)		(2,948)
Cash flows (used) provided by financing activities:
Net borrowings on revolving credit facility		(21)		(21)
Long–term borrowings - loan		14,000		14,000
Long–term borrowings - repayment		(13,000)		(13,000)
Dividends paid to stockholders		(5,274)		(5,274)
Other financing activities, net		49		49
Net cash used by financing activities		(4,246)		(4,246)
Effects of foreign currency translation		(30)		49
Net increase in cash and cash equivalents		2,088		2,794
Opening balance – cash and cash equivalents		11,184		8,672
Ending balance – cash and cash equivalents	$	13,272	$	11,466

In February 2013, the FASB issued new guidance on the presentation of comprehensive income. This guidance requires reclassification adjustments from other comprehensive income to be presented either in the financial statements or in the notes to the financial statements. The standard would not change the current requirements for reporting net income or other comprehensive income in financial statements. However, the guidance would require an entity to provide enhanced disclosures to present separately by component reclassifications out of accumulated other comprehensive income. This guidance was adopted by the Company in the first quarter of fiscal 2014. The adoption did not have a material impact on its consolidated financial statements.

In March 2013, the FASB issued an accounting update that clarifies the applicable guidance for the release of the cumulative translation adjustment when an entity ceases to have a controlling financial interest in a subsidiary or a group of assets that is a business within a foreign entity. The guidance outlines the events when cumulative translation adjustments should be released into net income and is intended by FASB to eliminate some disparity in current accounting practice. This guidance was adopted by the Company in the first quarter of fiscal 2014. The adoption did not have a material impact on its consolidated financial statements.

In July 2013, the ~~FASB~~Financial Accounting Standards Board (“FASB”) issued new 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 did not have a material impact on the Company’s consolidated financial statements.

In May 2014, the 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. This guidance is effective for the Company in the first quarter of fiscal ~~2015.~~2018. Early adoption is not permitted. The Company is currently evaluating the impact that adoption of this guidance will have on its consolidated financial statements.

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 consolidated financial statements.

In August 2014, the FASB issued new guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments 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 or events raise substantial doubt about the entity’s ability to continue as a going concern. 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 consolidated financial statements.

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 consolidated financial statements.

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 consolidated financial statements.

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. The Company is currently evaluating the impact that adoption of this guidance will have on its consolidated financial statements.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in a principal or most advantageous market. Fair value is a market-based measurement that is determined based on inputs, which refer broadly to assumptions that market participants use in pricing assets or liabilities. A fair value hierarchy with three tiers has been established to prioritize the inputs to valuation techniques used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. Level 1 inputs include quoted prices in active markets for identical assets and liabilities. Level 2 inputs consist of observable inputs other than quoted prices in active markets or indirectly observable through corroboration with observable market data. Level 3 inputs are not observable in the market and include management’s own judgments about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances.

~~As of December 31, 2013 and September 30, 2013, the Company’s financial~~Financial assets measured ~~and recorded~~ at fair value on a recurring basis are summarized below:



	Fair Value Measurements at December 31, 2014 Using
(Dollars in Thousands)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Asset Category
Cash equivalents	$	167	$	-	$	-
Mutual funds		3,845		-		-
Available-for-sale securities		-		2,179		-
Total financial assets at fair value	$	4,012	$	2,179	$	-

	Fair Value Measurements at September 30, 2014 Using
(Dollars in Thousands)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Asset Category
Cash equivalents	$	105	$	-	$	-
Mutual funds		3,629		-		-
Available-for-sale securities		-		2,382		-
Total financial assets at fair value	$	3,734	$	2,382	$	-

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 December 31, 2014 and September 30, 2014, 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 and, therefore, are categorized as Level 1 in the fair value hierarchy.~~prices.

~~Financial~~The Level 2 financial assets ~~measured at fair~~are long-term investments consisting primarily of fixed income mutual funds, classified as available-for-sale securities. These are reported in other long-term assets. The investments in fixed income mutual funds are valued based on the net asset value ~~on a recurring basis~~of the underlying securities as provided by the investment account manager. The investments are ~~summarized below:~~



	~~Fair Value Measurements at December 31, 2013 Using~~
	~~Quoted Prices in Active Markets for Identical Assets (Level 1)~~		~~Significant Other Observable Inputs (Level 2)~~		~~Significant Unobservable Inputs~~ ~~(Level 3)~~
~~Asset Category~~
~~Cash equivalents~~	$	~~118~~	$	-	$	-
~~Mutual funds~~		~~3,473~~		-		-
~~Total financial assets at fair value~~	$	~~3,591~~	$	-	$	-


	~~Fair Value Measurements at September 30, 2013 Using~~
	~~Quoted Prices in Active Markets for Identical Assets (Level 1)~~		~~Significant Other Observable Inputs (Level 2)~~		~~Significant Unobservable Inputs~~ ~~(Level 3)~~
~~Asset Category~~
~~Cash equivalents~~	$	55	$	-	$	-
~~Mutual funds~~		~~2,922~~		-		-
~~Total financial assets at fair value~~	$	~~2,977~~	$	-	$	-

Asto a lockup and may be redeemed on demand. Notice within a certain period of ~~December 31, 2013, the~~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 ~~which is categorized as Level 1 in the fair value hierarchy,~~ 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 $699 as of December 31, 2014, and is reported in other non-current liabilities. The contingent consideration liability is classified as Level 3.

Basic net income per share was computed by dividing net income available to common stockholders for the period by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share was computed by dividing net income 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.



		Three Months Ended December 31,					Three Months Ended December 31,
(Dollars in Thousands, Except per Share)	(Dollars in Thousands, Except per Share)	2013		2012		(Dollars in Thousands, Except per Share)	2014		2013 (As Restated)
Basic Net Income per Share:
Net income attributed to Landauer, Inc.		$	3,051	$	4,877		$	4,377	$	3,821
Less: Income allocated to unvested restricted stock			46		31			29		46
Net income available to common stockholders		$	3,005	$	4,846		$	4,348	$	3,775
Basic weighted average shares outstanding			9,422		9,336			9,446		9,422
Net income per share - Basic		$	0.32	$	0.52		$	0.46	$	0.40

Diluted Net Income per Share:
Net income attributed to Landauer, Inc.		$	3,051	$	4,877		$	4,377	$	3,821
Less: Income allocated to unvested restricted stock			46		31			29		46
Net income available to common stockholder		$	3,005	$	4,846
Net income available to common stockholders							$	4,348	$	3,775
Basic weighted average shares outstanding			9,422		9,336			9,446		9,422
Effect of dilutive securities			45		49			28		45
Diluted weighted averages shares outstanding			9,467		9,385			9,474		9,467
Net income per share - Diluted		$	0.32	$	0.52		$	0.46	$	0.40
Dividends paid per share							$	0.55	$	0.55

On ~~December 3, 2013,~~March 9, 2015, the Company declared a ~~regular quarterly cash~~reduction in dividend ~~in the amount of~~to $0.275 per share, compared to $0.55 per share ~~for~~in the ~~fourth quarter of fiscal 2013. The dividends were paid on January 6, 2014 to shareholders of record as of December 23, 2013.~~ previous quarter.

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

The Company, under the IRS minimum funding standards, has no required contributions to make to its defined benefit pension plan during fiscal ~~2014.~~2015.

The Company maintains 401(k) Retirement Savings Plans for certain employees, which may provide for employer matching contributions, and a supplemental defined contribution plan for certain executives, which provides for employer contributions at the discretion of the Company. Amounts expensed for Company contributions under these plans during the ~~first~~ three months ~~of fiscal~~ended December 31, 2014 and 2013 were $407 and $458, ~~and $371,~~ respectively.

Radiation Measurement

Medical
Physics

Medical
Products

Total

Balance as of September 30, 2013

$
20,456

$
22,611

$
41,369

$
84,436
Increase related to acquisitions, net
of subsequent adjustments for
deferred taxes

-

-

2,019

2,019
Effects of foreign currency

74

74
Accumulated goodwill impairment charges

-
Goodwill, net as of December 31, 2013

$
20,530

$
22,611

$
43,388

$
86,529

~~On December 23~~rd~~, 2013,~~Changes in the ~~Company acquired a small German distributor on behalf~~carrying amount of ~~the Medical Products segment. The preliminary purchase price allocation indicates an increase in customer lists of $772 and an increase in~~ goodwill ~~of $2,019.~~

~~Intangible assets~~by reportable segment for the ~~years~~three months ended December 31, 2014 were as follows:

December 31, 2013

September 30, 2013

Gross
Carrying
Amount

Accumulated
Amortization

Gross
Carrying
Amount

Accumulated
Amortization

Customer lists

$
44,865

$
12,676

$
43,954

$
11,639
Trademarks and tradenames

2,156

451

2,154

400
Licenses and patents

4,214

1,106

4,080

1,009
Other intangibles

577

557

577

557
Intangible assets

$
51,812

$
14,790

$
50,765

$
13,605



(Dollars in Thousands)	Radiation Measurement		Medical Physics		Medical Products		Total
Balance as of September 30, 2014
Goodwill	$	18,961	$	22,611	$	65,714	$	107,286
Accumulated impairment losses		-		-		(64,068)		(64,068)
Balance as of September 30, 2014	$	18,961	$	22,611	$	1,646	$	43,218
Effects of foreign currency		(923)		-		(69)		(992)
Balance as of December 31, 2014
Goodwill	$	18,038	$	22,611	$	65,645	$	106,294
Accumulated impairment losses		-		-		(64,068)		(64,068)
Balance as of December 31, 2014	$	18,038	$	22,611	$	1,577	$	42,226



	December 31, 2014
(Dollars in Thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Intangibles Impairment Charge
Customer lists	$	43,756	$	33,053	$	10,703	$	18,657
Trademarks and tradenames		2,176		2,051		125		1,498
Licenses and patents		5,024		2,108		2,916		665
Other intangibles		577		557		20		-
Intangible assets	$	51,533	$	37,769	$	13,764	$	20,820



	September 30, 2014
(Dollars in Thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Intangibles Impairment Charge
Customer lists	$	44,138	$	32,934	$	11,204	$	18,657
Trademarks and tradenames		2,176		2,051		125		1,498
Licenses and patents		4,765		2,037		2,728		665
Other intangibles		577		557		20		-
Intangible assets	$	51,656	$	37,579	$	14,077	$	20,820

Identifiable intangible assets with finite lives are amortized over their estimated useful lives. Intangible asset amortization expense was $563 and $1,056 for the three months ended December 31, 2014 and 2013, respectively.

Accumulated elements of other comprehensive ~~income (loss) (“AOCI”),~~loss, net of tax, are included in the stockholders’ equity section of the condensed consolidated balance sheets. Changes in each component ~~of AOCI~~for the three months ended December 31 are as follows:

~~Reclassifications~~The tables below present the impact on net income of significant amounts reclassified out of each component of accumulated other comprehensive ~~income (loss)~~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) ~~was as follows:~~.

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

(2)This amount is reported in Income Tax Expense on the Consolidated Statements of Operations

The effective tax rates for the first fiscal quarter of 2015 and 2014 were 26.2% and 32.0%, respectively. The decrease in the effective tax rate was due primarily to the enactment of the research and development credit for calendar year 2014 in the first fiscal quarter of 2015.

During the first fiscal quarter of 2014, the Company changed the presentation of its reporting segments to separately disclose certain ‘corporate expenses’ that had previously been reported within the Radiation Measurement segment. As a result, the current segment disclosures will reflect three reporting segments: Radiation Measurement, Medical Physics, Medical Products and one functional group: Corporate. The following tables summarize financial information for each reportable segment:



	Three Months Ended December 31,
(Dollars in Thousands)	2014		2013 (As Restated)
Revenues by segment:
Radiation Measurement	$	26,491	$	28,183
Medical Physics		8,484		7,739
Medical Products		2,572		2,225
Consolidated revenues	$	37,547	$	38,147

	Three Months Ended December 31,
(Dollars in Thousands)	2014		2013 (As Restated)
Operating income (loss) by segment:
Radiation Measurement	$	9,384	$	8,829
Medical Physics		618		433
Medical Products		334		(288)
Corporate		(4,195)		(3,549)
Consolidated operating income	$	6,141	$	5,425



	Three Months Ended December 31,
	2013		2012
Revenues by segment:
(Dollars in Thousands)					December 31, 2014		September 30, 2014
Segment assets:
Radiation Measurement	$	27,741		26,403	$	142,577	$	148,151
Medical Physics		7,739		7,589		39,295		38,851
Medical Products		2,225		2,689		48,337		48,164
Consolidated revenues	$	37,705		36,681


	Three Months Ended December 31,
	2013		2012
Operating income (loss) by segment:
Radiation Measurement	$	8,579		9,432
Medical Physics		433		792
Medical Products		(438)		670
Corporate		(3,549)		(4,167)
Consolidated operating income	$	5,025		6,727
Eliminations						(19,362)		(18,580)
Consolidated assets					$	210,847	$	216,586

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. The sales to and purchases from Aquila were as follows for the periods ended:

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:

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

The following discussion and analysis of ~~our~~the Company’s unaudited consolidated financial condition and results of operations should be read in conjunction with ~~our~~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 1A. “Risk Factors” in ~~our~~the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, ~~2013.~~2014.

The preparation of financial statements in conformity with U.S. GAAP requires that management make assumptions and estimates that affect the results of operations and the amounts of assets and liabilities reported in the financial statements as well as related disclosures. 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. ~~We base our~~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, ~~our~~the Company’s actual results may differ from the estimates, judgments and assumptions used in preparing ~~our~~the consolidated financial statements.

There was no provision for impairment charges during the first three months of fiscal 2014 and fiscal 2013, respectively. The Company will continue to evaluate goodwill and other identified intangible assets for impairment. Goodwill and other identified intangible assets are material components of the Company’s financial statements and impairment charges to the Company’s goodwill or other identified intangible assets in future periods could be material to the Company’s results of operations.

While historical performance and current expectations have resulted in fair values of goodwill and other identified intangible assets in excess of carrying values, if our assumptions are not realized, it is possible that in the future an additional impairment charge may need to be recorded. However, it is not possible at this time to determine if an impairment charge would result or if such a charge would be material. The Company will continue to monitor the recoverability of its remaining goodwill.

For a detailed discussion of the Company’s critical accounting policies, see Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies” in our Annual Report on Form 10-K for the year ended September 30, 2013.

Comparison of the first fiscal quarter ended December 31, ~~2013~~2014 and the first fiscal quarter ended December 31, ~~2012~~2013

Revenues for the first fiscal quarter of ~~2014~~2015 were ~~$37.7~~$37.5 million, ~~an increase~~a decrease of ~~$1.0~~$0.6 million, or ~~2.7%~~1.6%, compared with revenues of ~~$36.7~~$38.1 million for the first fiscal quarter of ~~2013.~~2014. The Radiation Measurement segment ~~experienced~~decreased $1.7 million, which was primarily due to an ~~increase~~unfavorable foreign currency impact of ~~$1.4~~$0.8 million and a decrease in sales of military products to its joint venture of $0.7 million. The decrease in sales to its joint venture resulted from discontinued sales of low margin components for military products during the second half of fiscal 2014. The Company continues to sell higher margin Radwatch products to the joint venture. The Medical Physics segment increased $0.7 million, due ~~primarily~~ to ~~a $1.1 million increase in revenue from international operations.~~increased imaging and radiation therapy services. The Medical Products segment ~~revenues decreased by $0.5~~increased $0.4 million, due ~~primarily~~ to higher domestic revenues and the ~~decline~~full-quarter impact in ~~the Spherz selling price and shipments.~~ fiscal 2015 of a modest acquisition in December 2013.

~~Cost of sales~~Gross margin was 52.8% for the first fiscal quarter of ~~2014 was $18.2 million, an increase of $1.6 million, or 9.6%,~~2015, compared with ~~cost of sales of $16.6 million~~52.0% for the first fiscal quarter of ~~2013. The cost of sales increase was~~2014. Higher gross margins in the Radiation Measurement segment, due ~~primarily~~ to favorable product mix, were partially offset by a 0.6% decline in gross margin in the Medical Physics segment driven by increased ~~international~~staffing expenses ~~of $0.4 million as~~to support additional contracts in the imaging and therapy divisions and a ~~result of increased sales, an increase~~0.5% decline in ~~material costs of $0.5 million and an increase~~gross margin in ~~service costs of $0.3 million.~~the Medical Products segment driven by Spherz price pressure.

Selling, general and administrative expenses for the first fiscal quarter of ~~2014~~2015 were ~~$14.5~~$13.7 million, ~~an increase~~a decrease of ~~$1.1~~$0.6 million, or ~~8.2%~~4.2%, compared with ~~operating expenses of $13.4~~$14.3 million for the first fiscal quarter of ~~2013.~~2014. The decrease in selling, general and administrative ~~expense increase was due~~expenses resulted primarily ~~to $1.0~~from a $0.9 million ~~of increased~~decrease in research and development expenses ~~primarily attributed to advancement of our next generation dosimetry platform, $0.4~~and a $0.7 million decrease in ~~increased~~ amortization expense ~~and $0.2 million in increased payroll largely due~~as a result of adjustments recorded during the third fiscal quarter of 2014 to ~~new personnel~~reduce the carrying value of intangible assets, partially offset by ~~$0.5 million~~higher legal, audit and other professional fees of ~~reduced stock compensation expense from revised estimates consistent with the company’s fiscal 2014 guidance.~~$0.7 million.

Operating income for the first fiscal quarter of ~~2014~~2015 was ~~$5.0~~$6.1 million, ~~a decrease~~an increase of ~~$1.7~~$0.7 million, or ~~25.4%~~13.0%, compared with operating income of ~~$6.7~~$5.4 million for the first fiscal quarter of ~~2013.~~2014. The ~~decrease~~increase in operating income was ~~due to increased~~driven by a $0.9 million decrease in research and development ~~costs of $1.0 million, a $0.5 decrease in Spherz revenue,~~expenses, offset by an increase in ~~material costs~~other selling, general and administrative expenses of $0.5 million, an increase in amortization costs of $0.4 million due to revised intangible life and an increase in services and payroll costs of $0.5 million, offset by $0.7 million of increased international operating income and $0.5 million of reduced stock compensation expense from revised estimates.$0.3 million.

Equity in income of joint ventures for the first fiscal quarter of ~~2014~~2015 was ~~$0.6~~$0.7 million, a decrease of ~~$0.9~~$0.6 million, or ~~60.0%~~46.2%, ~~from the prior year first fiscal quarter amount of $1.5~~compared with $1.3 million ~~due primarily to decreases of equipment shipments of the RadWatch product largely related with services and associated timing of military funding of defense department budgets.~~

~~The effective tax rate~~ for the first fiscal quarter of 2014. The decrease was due primarily to the timing of military orders.

The effective tax rates for the first fiscal quarter of 2015 and 2014 were 26.2% and ~~2013 was 31.5% and 31.1%~~32.0%, respectively. The ~~increase~~decrease in the effective tax rate was due primarily to ~~a true-up~~the enactment of ~~a prior~~the research and development credit for calendar year ~~pension adjustment.~~2014 in the first fiscal quarter of 2015.

Net income ~~attributable~~attributed to Landauer for the first fiscal quarter of ~~2014~~2015 was ~~$3.1~~$4.4 million, ~~a decrease~~an increase of ~~$1.8~~$0.6 million, or ~~36.7%~~15.8%, compared with net income of ~~$4.9~~$3.8 million in the first fiscal quarter of ~~2013.~~2014. The ~~decrease~~increase in net income was ~~due to an increase~~the result of a decrease in ~~research~~operating expenses of $0.7 million and ~~development costs~~a decrease in income tax provision of ~~$1.0~~$0.3 million, partially offset by a decrease in equity earnings due to timing of $0.9 million, a $0.5 million decrease in Spherz revenue, an increase in material costs of $0.5 million, an increase in amortization costs of $0.4 million and an increase in services and payroll costs of $0.5 million, offset by $0.7 million in international operating income, a decrease of $0.8 million in income ~~taxes and $0.5 million~~ of ~~reduced stock compensation expense from revised estimates.~~

~~Earnings before interest, taxes, depreciation and amortization (“EBITDA”) for the first fiscal quarter~~joint ventures of 2014 were $9.2 million compared with $11.5 million for the first fiscal quarter of 2013. The decline was due primarily to lower income, lower provision for income taxes offset by slightly higher depreciation. A reconciliation of net income to EBITDA and Adjusted EBITDA is included herein under this Item 2.

Radiation Measurement revenues for the first fiscal quarter of ~~2014~~2015 were ~~$27.7~~$26.5 million, ~~an increase~~a decrease of ~~$1.4~~$1.7 million, or ~~5.3%~~6.0%, ~~from~~compared with $28.2 million for the first fiscal quarter of ~~2013 of $26.4 million.~~2014. The ~~$1.4 million increase~~decrease in ~~the fiscal quarter~~revenues was due primarily to ~~increases~~the unfavorable impact of changes in ~~revenues~~foreign currency exchange rates of $0.8 million and lower military product sales to our joint venture of $0.7 million. The joint venture began sourcing these components directly from ~~both equipment and measurement services at international subsidiaries.~~ the supplier during the second half of fiscal 2014.

2015 was ~~$8.6~~$9.4 million, ~~a decrease~~an increase of ~~$0.9~~$0.6 million, or ~~9.6%~~6.8%, compared towith operating income of ~~$9.4~~$8.8 million for the first fiscal quarter of ~~2013.~~2014. The ~~decrease~~increase in operating income was due to ~~increased~~a $1.0 million decrease in research and development expenses ~~of $1.0 million, primarily attributed~~ to ~~advancement of our~~support the Verifii next generation ~~dosimeter and increased materials expenses of~~dosimetry platform, offset by a $0.3 million ~~offset by increased international operating income of $0.7 million.~~increase in selling, general and administrative expenses due to higher bad debt expense and additional headcount to support sales and customer service activities.

Medical Physics revenues for the first fiscal quarter of ~~2014~~2015 were ~~$7.7~~$8.4 million, an increase of ~~$0.1~~$0.7 million, or ~~1.3%~~9.1%, as compared ~~to $7.6~~with $7.7 million for the first fiscal quarter of ~~2013. Medical Physics operating~~2014. Imaging services revenue increased by $0.4 million, driven by new customer contracts for outsourced enterprise radiation safety solutions. Radiation therapy service revenue increased by $0.2 million, due to higher demand for services by our existing customers.

Operating income for the first fiscal quarter of ~~2014~~2015 was $0.6 million, compared to $0.4 million ~~or 5.2% of revenues, as compared to $0.8 million, or 10.5% of revenues, in~~for the first fiscal quarter of ~~2013.~~2014. The ~~decrease~~increase in operating income ~~was partially~~is due primarily to ~~increased staffing~~headcount reductions in ~~support of the continued advancement of its system-sell initiatives and previously unallocated expense prior to changes in segment presentation.~~administrative functions during fiscal 2014.

Medical Products revenues for the first fiscal quarter of ~~2014~~2015 were ~~$2.2~~$2.6 million, ~~a decrease~~an increase of ~~$0.5~~$0.4 million, or ~~18.5%~~18.2%, compared to ~~$2.7~~$2.2 million for the first fiscal quarter of ~~2013. Operating loss for~~2014. The increase in revenues is due to volume growth of $0.3 million and additional revenues of $0.3 million resulting from an acquisition completed in December 2013, offset by the ~~first fiscal quarter~~impact of ~~2014 was $0.4 million, a decrease of $1.1 million, as compared to~~continued pressure on Spherz product pricing.

Medical Products had operating income of ~~$0.7~~$0.3 million for the first fiscal quarter of ~~2013.~~2015 versus an operating loss of $0.3 million for the first fiscal quarter of 2014. The ~~decrease is~~change was primarily due ~~primarily~~ to a $0.7 million decrease in ~~revenue~~amortization expense as a result of ~~$0.5 million, an increase in amortization~~adjustments recorded during the third fiscal quarter of ~~$0.4 million and increased material costs~~2014 to reduce the carrying value of ~~$0.2 million.~~intangible assets.

Corporate selling, general and administrative expenses reflect costs associated with supporting the entire Company, including executive management and administrative functions such as accounting, treasury, legal, human resources, and information technology management, as well as other costs required to support the Company. Corporate expenses for the first fiscal quarter of ~~2014~~2015 were ~~$3.6~~$4.2 million, ~~a decrease~~an increase of ~~$0.6~~$0.7 million, asor 20%, compared to ~~$4.2~~$3.5 million infor the first fiscal quarter of ~~2013.~~2014. The ~~decrease~~increase was due primarily to ~~$0.5 million~~higher legal, audit and other professional fees of ~~reduced stock compensation expense from revised estimates consistent with the company’s fiscal 2014 guidance.~~

Landauer’s business plan for fiscal 2014 currently anticipates aggregate revenues for the year to be in the range of $140.0 to $160.0 million, and reflects the uncertainty of government funding during fiscal 2014 related to the military equipment sales opportunities the Company has developed. The Company also anticipates that the effective tax rate for the full fiscal year will be within a range of 28% to 32%.

~~Based upon the above assumptions, the Company anticipates reported net income for fiscal 2014 in the range of $16.0 to $18.0 million and Adjusted EBITDA for fiscal 2014 in the range of $46.0 to $49.0~~$0.7 million.

The Company’s principal source of liquidity is operating cash flows supplemented by borrowings for major acquisitions and other significant transactions. 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 ~~operations was $10.0 million and $2.3 million in~~operating activities for the first three months of fiscal ~~quarter~~2015 was $9.5 million, a decrease of ~~2014 and 2013, respectively.~~$0.5 million over the same fiscal period in 2014. The ~~increase~~decrease was primarily due ~~primarily~~ to ~~a $5.5 million~~an increase in ~~receivable collections as a result~~cash paid for income taxes of ~~system go-live normalization following the Company’s IT platform enhancement and other favorable working capital changes of $2.2~~$0.3 million.

Cash used by investing activities for the first three months of fiscal ~~quarter~~2015 was $1.7 million, a decrease of ~~2014~~$1.2 million over the same fiscal period of 2014. The difference was ~~$3.6 million compared~~primarily due to the ~~prior year’s first fiscal quarter amount of $2.4 million. The primary difference was due to a small~~ acquisition of a small German distributor ~~on behalf of the Medical Products segment~~ for $1.8 ~~million.~~

~~Financing activities for the first fiscal quarter of 2014 were comprised primarily of long-term borrowings on the credit agreement of $14.0~~ million ~~compared to the previous year’s first fiscal quarter borrowings of $4.3 million, offset by $13.0 million of repayments~~ in the first fiscal quarter of 2014.

Cash used by financing activities for the first three months of fiscal 2015 was $5.7 million, an increase of $1.4 million over the same fiscal period of 2014. The increase was primarily due to a reduction in net long-term borrowings. As of December 31, 2014, ~~and no repayments in~~ the ~~previous year’s first fiscal quarter. The~~ Company had ~~$31.0~~$41.4 million of unused availability under its current $175.0 million credit facility, which provides adequate liquidity to meet its current and anticipated obligations. During the first three months of both fiscal ~~quarter of~~2015 and 2014, ~~and 2013,~~ the Company ~~funded~~paid cash dividends of $5.3 ~~million and $5.2 million, respectively, or $0.55 per share, for cash dividends declared in each fourth fiscal quarter of 2013 and 2012.~~

The tables below include financial measures of EBITDA, Adjusted EBITDA, Adjusted Net Income, and Adjusted Net Income per Diluted Share. These are non-GAAP measures. Management believes that such measures supplement evaluations using operating income, net income, and diluted earnings per share and other GAAP measures, and are a useful indicator for investors. These indicators can help readers gain a meaningful understanding of the Company’s core operating results and future prospects without the effect of non-recurring and non-cash items and the Company’s ability to generate cash flows from operations that are available for taxes, capital expenditures, and debt repayment. Investors should recognize that these non-GAAP measures might not be comparable to similarly titled measures of other companies. These measures should be considered in addition to, and not as a substitute for or superior to, any measure of performance, cash flows or liquidity prepared in accordance with GAAP.million.

The Company ~~uses these non-GAAP financial measures for internal budgeting~~expects to meet short-term liquidity requirements (including capital expenditures) through net cash from operating activities and ~~other managerial purposes, such as when publicly providing~~cash on hand. As of December 31, 2014, long-term liquidity requirements consist primarily of obligations under the ~~Company’s business outlook and as a measurement for potential acquisitions. A limitation associated with Adjusted EBITDA is that it~~long-term debt obligations. The Company does not ~~reflect~~have any required debt repayments until August 2, 2018, when the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in the Company’s business. Management evaluates the costs of such tangible and intangible assets through other financial measures such as capital expenditures. Management compensates for these limitations by also relying on the comparable GAAP financial measure of operating income, which includes depreciation and amortization.

~~These non-GAAP measures may be considered in addition to results prepared in accordance with GAAP, but they should not be considered a substitute for, or superior to, GAAP results.~~debt facility expires. The Company ~~intends to continue to provide these non-GAAP financial measures~~was in compliance with all covenants as ~~part~~ of ~~its future earnings discussions and, therefore, the inclusion of these non-GAAP financial measures will provide consistency in the Company’s financial reporting.~~December 31, 2014.

~~A reconciliation of these non-GAAP measures to the most directly comparable GAAP measures is provided below:~~

Three Months Ended
December 31,

2013

2012
Adjusted EBITDA

Net income attributed to Landauer, Inc.
$
3,051

$
4,877
Add back:

Interest expense, net

789

932
Depreciation and amortization

3,894

3,450
Provision for income taxes

1,496

2,274
Earnings before interest, taxes, depreciation and amortization (EBITDA)
$
9,230

$
11,533
Adjustments:

Non-cash stock based compensation

292

684
IT platform enhancements expenses

-

178
Acquisition and reorganization costs

111

-
Sub-total adjustments

403

862
Adjusted EBITDA
$
9,633

$
12,395

Adjusted Net Income

Net income attributed to Landauer, Inc.
$
3,051

$
4,877
Sub-total adjustments

403

862
Income-taxes on adjustments

(127)

(268)
Adjustments, net

276

594
Adjusted, Net Income
$
3,327

$
5,471
Adjusted Net Income per Diluted Share
$
0.35

$
0.58

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 ~~2013~~2014 through December 31, ~~2013.~~2014.

Certain matters contained in this report ~~including the information contained under the heading “Fiscal 2014 Outlook,”~~ 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, 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; the anticipated results of operations of the Company and its subsidiaries or joint ventures; valuation of the Company’s long-lived assets or business 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 1A “Risk Factors” and Item 7A “Quantitative and Qualitative Disclosures about Market Risk” ~~and information contained in~~of the Company's Annual Report on Form 10-K for the year ended September 30, ~~2013~~2014 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.~~rates and is subject to interest rate risk related to borrowings under its existing credit facility. These risks are set forth in Item 7A “Quantitative and Qualitative Disclosures about Market Risk” of the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, ~~2013.~~2014. The Company believes there have been no material changes in the information provided from the end of the preceding fiscal year through December 31, ~~2013.~~2014.

As of ~~the end of the period covered by this report,~~December 31, 2014, an evaluation was performed under the supervision and with the participation of ~~the Company’s~~our management, including ~~the~~our Chief Executive Officer (“CEO”) and ~~the~~ 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~~“disclosure controls and ~~procedures~~procedures” as defined in ~~Rule 13(a)-15(e)~~Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as amended.

Based upon that evaluation, ~~the Company’s~~our CEO and CFO concluded that the Company’s disclosure controls and procedures were not effective as a result of ~~December 31, 2013 were effective.~~the 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 identified and reported the following material weaknesses in internal controls in financial reporting:

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:

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:

Notwithstanding the identified material weaknesses, management believes the consolidated financial statements included in this Quarterly Report on Form 10-Q fairly state in all material respects our financial condition, results of operations and cash flows at and for the periods presented in accordance 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 are currently evaluating the impact of the material weaknesses and are in the process of taking the following actions:

We believe that the foregoing actions will support the improvement of our internal control over financial reporting, and through our efforts to identify, design and implement the necessary control activities. 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 remediation plan described above. Until the remediation steps 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 were no changes in~~We have improved our process over the ~~Company’s internal control~~preparation and review of our Consolidated Statement of Cash Flows to ensure completeness and accuracy over ~~financial reporting~~the transactions reported. We created new templates and supporting schedules that ~~occurred during~~facilitate the ~~quarterly period ended December 31, 2013 that have materially affected, or are reasonably likely~~preparation of the Consolidated Statement of Cash Flows. We also enhanced our cash flow checklist to ~~materially affect,~~identify the ~~Company’s internal control over financial reporting.~~most common elements of operating, investing and financing activities, including nonrecurring transactions and adjustments.

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 December 31, ~~2013,~~2014, if adversely determined, would have a material effect on its business, financial position, results of operations, or cash flows.

Information regarding risk factors ~~are~~is set forth in Item 1A “Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, ~~2013.~~2014. The Company believes there have been no material changes in the information provided from the end of the preceding fiscal year through December 31, ~~2013.~~2014.

The Company’s purchases of its equity securities from the end of the preceding fiscal year through December 31, ~~2013~~2014 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, 2013
105

$
51.26

-

-
November 1 - November 30, 2013
1,426

47.80

-

-
December 1 - December 31, 2013
3,260

52.16

-

-
Quarter ended December 31, 2013
4,791

$
50.84

-

-



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	-	-

		Cer
3.1		Certificate of Incorporation of the Registrant, as amended through March 6, 2015

10.1		Offer Letter dated December 15, 2014, between the Company and Michael T. Leatherman (incorporated by reference to Exhibit 10(g) to the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014)

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

31.2*		Certification of ~~Michael K. Burke,~~Mark A. Zorko, Interim Chief Financial Officer, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1*		Certification of ~~William E. Saxelby,~~Michael T. Leatherman, 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 ~~Michael K. Burke,~~Mark A. Zorko, Interim 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

	* Filed herewith
	** Furnished with the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, ~~2013~~2014

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)	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)
Other comprehensive income before reclassifications		(1,771)		57		-		(1,714)
Amounts reclassified from accumulated other comprehensive income		-		(92)		72		(20)
Net current period other comprehensive income		(1,771)		(35)		72		(1,734)
Balance at December 31, 2014	$	(4,264)	$	131	$	(7,749)	$	(11,882)



	Foreign Currency Translation Adjustments		Pension and Postretirement Plans, net of tax		Total
Balance at September 30, 2013	$	(178)	$	(4,278)	$	(4,456)
(Dollars in Thousands)							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)
Other comprehensive income before reclassifications		(256)		-		(256)		(256)		43		-		(213)
Amounts reclassified from accumulated other comprehensive income		-		165		165		-		(122)		45		(77)
Net current period other comprehensive income		(256)		165		(91)		(256)		(79)		45		(290)
Balance at December 31, 2013	$	(434)	$	(4,113)	$	(4,547)
Balance at December 31, 2013 (As Restated)							$	(639)	$	53	$	(4,112)	$	(4,698)



Unrealized Gains and Losses on Available-for-Sale Securities	Three Months Ended December 31,
(Dollars in Thousands)	2014		2013 (As Restated)
Realized gains on available-for-sale securities into earnings (1)	$	(92)	$	(122)
Total before tax		(92)		(122)
Provision for income taxes (2)		-		-
Total net of tax	$	(92)	$	(122)

8
11

		LANDAUER, INC.

Date: ~~February 10, 2014~~March 9, 2015		/s/ ~~Michael K. Burke~~Mark A. Zorko
		~~Michael K. Burke~~Mark A. Zorko
		~~Senior Vice President and~~Interim Chief Financial Officer (Principal Financial Officer)



Pension Benefits	Three Months Ended December 31,				Three Months Ended December 31,
	2013		2012
(Dollars in Thousands)					2014		2013
Interest cost	$	375	$	340	$	364	$	375
Expected return on plan assets		(377)		(365)		(396)		(377)
Amortization of net loss		48		108		84		48
Net periodic benefit cost	$	46	$	83	$	52	$	46

Other Benefits	Three Months Ended December 31,				Three Months Ended December 31,
	2013		2012
(Dollars in Thousands)					2014		2013
Service cost	$	15	$	17	$	13	$	15
Interest cost		13		12		8		13
Amortization of net (gain) loss		(3)		-
Amortization of net gain						(12)		(3)
Net periodic benefit cost	$	25	$	29	$	9	$	25



		December 31, 2013				September 30, 2013
	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization

Customer lists	$	44,865	$	12,676	$	43,954	$	11,639
Trademarks and tradenames		2,156		451		2,154		400
Licenses and patents		4,214		1,106		4,080		1,009
Other intangibles		577		557		577		557
Intangible assets	$	51,812	$	14,790	$	50,765	$	13,605



Pension and Postretirement Plans (1)	Three Months Ended December 31,
(Dollars in Thousands)	2014		2013 (As Restated)
Amortization of net loss	$	72	$	45
Total before tax		72		45
Provision for income taxes		-		-
Total net of tax	$	72	$	45