Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2017 | Jan. 31, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2017 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | VIVO | |
Entity Registrant Name | MERIDIAN BIOSCIENCE INC | |
Entity Central Index Key | 794,172 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 42,307,742 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Income Statement [Abstract] | ||
NET REVENUES | $ 52,283 | $ 46,809 |
COST OF SALES | 20,497 | 17,770 |
GROSS PROFIT | 31,786 | 29,039 |
OPERATING EXPENSES | ||
Research and development | 4,496 | 3,597 |
Selling and marketing | 8,842 | 7,618 |
General and administrative | 8,904 | 7,739 |
CEO transition and litigation costs | 1,483 | |
Total operating expenses | 23,725 | 18,954 |
OPERATING INCOME | 8,061 | 10,085 |
OTHER INCOME (EXPENSE) | ||
Interest income | 72 | 22 |
Interest expense | (395) | (423) |
Other, net | (80) | (25) |
Total other expense | (403) | (426) |
EARNINGS BEFORE INCOME TAXES | 7,658 | 9,659 |
INCOME TAX PROVISION | 1,356 | 3,380 |
NET EARNINGS | $ 6,302 | $ 6,279 |
BASIC EARNINGS PER COMMON SHARE | $ 0.15 | $ 0.15 |
DILUTED EARNINGS PER COMMON SHARE | $ 0.15 | $ 0.15 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC | 42,263 | 42,159 |
EFFECT OF DILUTIVE STOCK OPTIONS AND RESTRICTED SHARE UNITS | 399 | 376 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - DILUTED | 42,662 | 42,535 |
ANTI-DILUTIVE SECURITIES: | ||
Common share options and restricted share units | 1,034 | 715 |
DIVIDENDS DECLARED PER COMMON SHARE | $ 0.125 | $ 0.200 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
NET EARNINGS | $ 6,302 | $ 6,279 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustment | 291 | (1,423) |
Unrealized gain on cash flow hedge | 341 | 1,560 |
Income taxes related to items of other comprehensive income | (112) | (589) |
Other comprehensive income (loss), net of tax | 520 | (452) |
COMPREHENSIVE INCOME | $ 6,822 | $ 5,827 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
NET EARNINGS | $ 6,302 | $ 6,279 |
Non-cash items included in net earnings: | ||
Depreciation of property, plant and equipment | 1,146 | 1,078 |
Amortization of intangible assets | 938 | 968 |
Amortization of deferred instrument costs | 201 | 257 |
Stock-based compensation | 1,759 | 1,884 |
Deferred income taxes | (1,624) | 2,091 |
Change in: | ||
Accounts receivable | (2,989) | 2,191 |
Inventories | (2,353) | (169) |
Prepaid expenses and other current assets | 87 | (406) |
Accounts payable and accrued expenses | 1,315 | (913) |
Income taxes payable | 497 | 44 |
Other, net | (108) | (311) |
Net cash provided by operating activities | 5,171 | 12,993 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of property, plant and equipment | (1,234) | (1,392) |
Net cash used for investing activities | (1,234) | (1,392) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Dividends paid | (5,288) | (8,440) |
Payments on term loan | (1,125) | (750) |
Proceeds and tax benefits from exercises of stock options | 301 | |
Net cash used for financing activities | (6,413) | (8,889) |
Effect of Exchange Rate Changes on Cash and Equivalents | 115 | (662) |
Net (Decrease) Increase in Cash and Equivalents | (2,361) | 2,050 |
Cash and Equivalents at Beginning of Period | 57,072 | 47,226 |
Cash and Equivalents at End of Period | $ 54,711 | $ 49,276 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Dec. 31, 2017 | Sep. 30, 2017 |
CURRENT ASSETS | ||
Cash and equivalents | $ 54,711 | $ 57,072 |
Accounts receivable, less allowances of $306 and $307 | 32,136 | 29,106 |
Inventories | 43,644 | 41,493 |
Prepaid expenses and other current assets | 6,126 | 6,204 |
Total current assets | 136,617 | 133,875 |
PROPERTY, PLANT AND EQUIPMENT, at Cost | ||
Land | 1,164 | 1,162 |
Buildings and improvements | 32,244 | 32,207 |
Machinery, equipment and furniture | 49,367 | 48,836 |
Construction in progress | 2,374 | 1,895 |
Subtotal | 85,149 | 84,100 |
Less: accumulated depreciation and amortization | 54,749 | 53,590 |
Net property, plant and equipment | 30,400 | 30,510 |
OTHER ASSETS | ||
Goodwill | 54,997 | 54,926 |
Other intangible assets, net | 25,777 | 26,704 |
Restricted cash | 1,000 | 1,000 |
Deferred instrument costs, net | 1,415 | 1,368 |
Fair value of interest rate swap | 1,156 | 815 |
Deferred income taxes | 146 | 158 |
Other assets | 443 | 421 |
Total other assets | 84,934 | 85,392 |
TOTAL ASSETS | 251,951 | 249,777 |
CURRENT LIABILITIES | ||
Accounts payable | 8,507 | 7,719 |
Accrued employee compensation costs | 4,801 | 4,536 |
Current portion of acquisition consideration | 2,095 | 2,095 |
Other accrued expenses | 2,795 | 2,789 |
Current portion of long-term debt | 4,500 | 4,500 |
Income taxes payable | 776 | 1,248 |
Total current liabilities | 23,474 | 22,887 |
NON-CURRENT LIABILITIES | ||
Acquisition consideration | 235 | 235 |
Post-employment benefits | 2,551 | 2,468 |
Long-term debt | 49,030 | 50,147 |
Long-term income taxes payable | 854 | |
Deferred income taxes | 2,929 | 4,455 |
Total non-current liabilities | 55,599 | 57,305 |
COMMITMENTS AND CONTINGENCIES | ||
SHAREHOLDERS' EQUITY | ||
Preferred stock, no par value; 1,000,000 shares authorized; none issued | ||
Common shares, no par value; 71,000,000 shares authorized, 42,307,542 and 42,207,317 shares issued, respectively | 0 | 0 |
Additional paid-in capital | 127,367 | 125,608 |
Retained earnings | 47,937 | 46,923 |
Accumulated other comprehensive loss | (2,426) | (2,946) |
Total shareholders' equity | 172,878 | 169,585 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 251,951 | $ 249,777 |
Condensed Consolidated Balance6
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Sep. 30, 2017 |
Statement of Financial Position [Abstract] | ||
Allowances for accounts receivable | $ 306 | $ 307 |
Preferred stock, par value | ||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | ||
Common stock, shares authorized | 71,000,000 | 71,000,000 |
Common stock, shares issued | 42,307,542 | 42,207,317 |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Changes in Shareholders' Equity (Unaudited) - 3 months ended Dec. 31, 2017 - USD ($) shares in Thousands, $ in Thousands | Total | Common Shares Issued [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Beginning balance at Sep. 30, 2017 | $ 169,585 | $ 125,608 | $ 46,923 | $ (2,946) | |
Beginning balance, Shares at Sep. 30, 2017 | 42,207 | ||||
Cash dividends paid | (5,288) | (5,288) | |||
Conversion of restricted share units | 0 | $ 0 | 0 | 0 | 0 |
Conversion of restricted share units, Shares | 100 | ||||
Stock compensation expense | 1,759 | 1,759 | |||
NET EARNINGS | 6,302 | 6,302 | |||
Foreign currency translation adjustment | 291 | 291 | |||
Hedging activity, net of tax | 229 | 229 | |||
Ending balance at Dec. 31, 2017 | $ 172,878 | $ 127,367 | $ 47,937 | $ (2,426) | |
Ending balance, Shares at Dec. 31, 2017 | 42,307 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The interim condensed consolidated financial statements are unaudited and are prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information, and the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of Management, the interim financial statements include all normal adjustments and disclosures necessary to present fairly the Company’s financial position as of December 31, 2017, the results of its operations for the three month periods ended December 31, 2017 and 2016, and its cash flows for the three month periods ended December 31, 2017 and 2016. These statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s fiscal 2017 Annual Report on Form 10-K. Financial information as of September 30, 2017 has been derived from the Company’s audited consolidated financial statements. The results of operations for interim periods are not necessarily indicative of the results to be expected for the year. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies A summary of the Company’s significant accounting policies is included in Note 1 to the audited consolidated financial statements of the Company’s fiscal 2017 Annual Report on Form 10-K. Recent Accounting Pronouncements – In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers 2014-09. 2014-09 In February 2016, the FASB issued ASU 2016-02, Leases In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting paid-in Reclassifications – Certain reclassifications have been made to the prior year financial statements to conform to the current year presentation. Such reclassifications had no impact on net earnings or shareholders’ equity. |
Cash and Equivalents
Cash and Equivalents | 3 Months Ended |
Dec. 31, 2017 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Equivalents | 3. Cash and Equivalents Cash and equivalents include the following components: December 31, 2017 September 30, 2017 Cash and Other Cash and Other Institutional money market funds $ 20,155 $ — $ 20,104 $ — Cash on hand - Restricted — 1,000 — 1,000 Unrestricted 34,556 — 36,968 — Total $ 54,711 $ 1,000 $ 57,072 $ 1,000 |
Inventories
Inventories | 3 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | 4. Inventories Inventories are comprised of the following: December 31, September 30, Raw materials $ 7,989 $ 6,575 Work-in-process 12,110 11,559 Finished goods - instruments 1,271 1,460 Finished goods - kits and reagents 22,274 21,899 Total $ 43,644 $ 41,493 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 5. Intangible Assets A summary of our acquired intangible assets subject to amortization, as of December 31, 2017 and September 30, 2017, is as follows: December 31, 2017 September 30, 2017 Gross Accumulated Gross Accumulated Manufacturing technologies, core products and cell lines $ 22,341 $ 13,117 $ 22,332 $ 12,807 Trade names, licenses and patents 8,699 4,632 8,689 4,398 Customer lists, customer relationships and supply agreements 24,586 12,190 24,562 11,854 Non-compete 720 630 720 540 $ 56,346 $ 30,569 $ 56,303 $ 29,599 The actual aggregate amortization expense for these intangible assets was $938 and $968 for the three months ended December 31, 2017 and 2016, respectively. The estimated aggregate amortization expense for these intangible assets for each of the fiscal years through fiscal 2023 is as follows: remainder of fiscal 2018 – $2,628, fiscal 2019 – $3,343, fiscal 2020 – $3,178, fiscal 2021 – $2,561, fiscal 2022 – $2,182, and fiscal 2023 – $2,170. On May 17, 2017, the FDA issued a field safety notice advising customers to discontinue use of Magellan’s lead testing systems with venous blood samples. This field safety notice was followed by product recall notices on May 25 th th Subsequent to the issuances of these field safety and product recall notices, the FDA completed an inspection of Magellan’s Quality System, and issued its Form 483, Inspectional Observations, on June 29, 2017, which was expectedly followed by a Warning Letter issued on October 23, 2017. The Warning Letter requires periodic reporting on our remediation progress. To date, we have satisfied our post-Warning Letter reporting requirements with the FDA. During the first quarter of fiscal 2018, we incurred approximately $500 in Quality System remediation costs, primarily related to regulatory consultants. As a result of these matters, we expect to experience delays in reinstating venous blood sample testing on our LeadCare products, as well as in obtaining 510(k) clearance for new Magellan products. We also expect delays in obtaining export certifications for Magellan products during the remediation period. In light of these factors and their impacts, during our 2017 third fiscal quarter, it was determined that a potential impairment of goodwill recorded in connection with the acquisition of Magellan had occurred (i.e., a “triggering event”). With the assistance of an independent valuation firm, Magellan’s fair value was calculated via both market (comparable company) and income (discounted cash flows) approaches. Based upon these approaches, it was determined that the carrying value of the Magellan reporting unit did, in fact, exceed its fair value. As a result, an impairment charge of $6,628, on both a pre-tax after-tax |
Income Taxes
Income Taxes | 3 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. Income Taxes On December 22, 2017, the United States enacted tax reform legislation commonly known as the Tax Cuts and Jobs Act (the “tax reform act”). In applying the tax reform act, we followed the guidance in SEC Staff Accounting Bulletin 118 (“SAB 118”), regarding the application of ASC Topic 740 in situations where a company does not have the necessary information available, prepared or analyzed in reasonable detail to complete the accounting for certain income tax effects of the tax reform act for the reporting period in which the tax reform act was enacted. SAB 118 provides for a measurement period beginning in the reporting period that includes the tax reform act’s enactment date and ending when a company has obtained, prepared and analyzed the information needed in order to complete the accounting requirements, but in no circumstances should the measurement period extend beyond one year from the enactment date. We completed the accounting for the effects of the tax reform act during the quarter ended December 31, 2017, except for the effects related to the one-time Accounting for the remaining income tax effects of the tax reform act which impact our tax provision has been substantially completed and are included in the accompanying Condensed Consolidated Financial Statements as of December 31, 2017. We recorded a one-time re-measurement re-measurement re-measured |
Bank Credit Arrangements
Bank Credit Arrangements | 3 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Bank Credit Arrangements | 7. Bank Credit Arrangements In connection with the acquisition of Magellan Biosciences, Inc., and its wholly-owned subsidiary Magellan Diagnostics, Inc. (collectively, “Magellan”), on March 22, 2016 the Company entered into a $60,000 five-year term loan with a commercial bank. The term loan requires quarterly principal and interest payments, with interest at a variable rate tied to LIBOR, and a balloon principal payment due March 31, 2021. The required principal payments on the term loan for each of the remaining fiscal years are as follows: remainder of fiscal 2018 - $3,375, fiscal 2019 - $5,250, fiscal 2020 - $6,000, and fiscal 2021 - $39,000. In light of the term loan’s interest being determined on a variable rate basis, the fair value of the term loan at December 31, 2017 approximates the current carrying value reflected in the accompanying Condensed Consolidated Balance Sheet. In order to limit exposure to volatility in the LIBOR interest rate, the Company and the commercial bank also entered into an interest rate swap that effectively converts the variable interest rate on the term loan to a fixed rate of 2.76%. With an initial notional balance of $60,000, the interest rate swap was established with critical terms identical to those of the term loan, including (i) notional reduction amounts and dates; (ii) LIBOR settlement rates; (iii) rate reset dates; and (iv) term/maturity. Due to this, the interest rate swap has been designated as an effective cash flow hedge, with changes in fair value reflected as a separate component of other comprehensive income in the accompanying Condensed Consolidated Statements of Comprehensive Income. At December 31, 2017 and September 30, 2017, the fair value of the interest rate swap was $1,156 and $815, respectively, and is reflected as a non-current In addition, the Company maintains a $30,000 revolving credit facility with a commercial bank, which expires March 31, 2021. There were no borrowings outstanding on this credit facility at December 31, 2017 or September 30, 2017. The term loan and the revolving credit facility are collateralized by the business assets of the Company’s U.S. subsidiaries and require compliance with financial covenants that limit the amount of debt obligations and require a minimum level of coverage of fixed charges, as defined in the borrowing agreement. As of December 31, 2017, the Company is in compliance with all covenants. The Company is also required to maintain a compensating cash balance with the bank in the amount of $1,000, and is in compliance with this requirement. |
Reportable Segment and Major Cu
Reportable Segment and Major Customers Information | 3 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Reportable Segment and Major Customers Information | 8. Reportable Segment and Major Customers Information Meridian was formed in 1976 and functions as a fully-integrated life science company with principal businesses in (i) the development, manufacture, sale and distribution of diagnostic test kits, primarily for certain gastrointestinal, viral, respiratory, and parasitic infectious diseases, and elevated blood lead levels; and (ii) the manufacture and distribution of bulk antigens, antibodies, PCR/qPCR reagents, nucleotides, competent cells, and bioresearch reagents used by researchers and other diagnostic manufacturers. Our reportable segments are Diagnostics and Life Science. The Diagnostics segment consists of manufacturing operations for infectious disease products in Cincinnati, Ohio; Magellan’s manufacturing operations for products detecting elevated lead levels in blood in Billerica, Massachusetts (near Boston); and the sale and distribution of diagnostics products domestically and abroad. This segment’s products are used by hospitals, reference labs and physician offices to detect infectious diseases and elevated lead levels. The Life Science segment consists of manufacturing operations in Memphis, Tennessee; Boca Raton, Florida; London, England; Luckenwalde, Germany; and Sydney, Australia; and the sale and distribution of bulk antigens, antibodies, PCR/qPCR reagents, nucleotides, competent cells, and bioresearch reagents domestically and abroad, including sales, business development and distribution facilities in Singapore and Beijing, China to further pursue growing revenue opportunities in Asia. This segment’s products are used by manufacturers and researchers in a variety of applications (e.g., in-vitro Amounts due from two Diagnostics distributor customers accounted for 25% and 11% of consolidated accounts receivable at December 31, 2017 and September 30, 2017, respectively. Revenues from these two distributor customers accounted for 38% and 23% of the Diagnostics segment third-party revenues during the three months ended December 31, 2017 and 2016, respectively, and represented 27% and 17% of consolidated revenues for the fiscal 2018 and 2017 first quarters, respectively. Within our Life Science segment, two diagnostic manufacturing customers accounted for 15% and 19% of the segment’s third-party revenues during the three months ended December 31, 2017 and 2016, respectively. Segment information for the interim periods is as follows: Diagnostics Life Eliminations(1) Total Three Months Ended December 31, 2017 Net revenues - Third-party $ 37,490 $ 14,793 $ — $ 52,283 Inter-segment 121 192 (313 ) — Operating income 5,291 2,784 (14 ) 8,061 Goodwill (December 31, 2017) 35,213 19,784 — 54,997 Other intangible assets, net (December 31, 2017) 24,202 1,575 — 25,777 Total assets (December 31, 2017) 179,943 72,480 (472 ) 251,951 Three Months Ended December 31, 2016 Net revenues - Third-party $ 33,808 $ 13,001 $ — $ 46,809 Inter-segment 79 125 (204 ) — Operating income 6,643 3,267 175 10,085 Goodwill (September 30, 2017) 35,213 19,713 — 54,926 Other intangible assets, net (September 30, 2017) 24,973 1,731 — 26,704 Total assets (September 30, 2017) 180,226 69,938 (387 ) 249,777 (1) Eliminations consist of inter-segment transactions. Transactions between segments are accounted for at established intercompany prices for internal and management purposes, with all intercompany amounts eliminated in consolidation. |
Legal Matters
Legal Matters | 3 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Matters | 9. Legal Matters On May 17, 2017, Meridian filed a complaint in the United States District Court for the Southern District of Ohio, Western Division (Cincinnati) naming DiaSorin Inc. (“DiaSorin”) as a defendant. Meridian’s complaint alleges DiaSorin has breached the 2010 Co-Development co-development On November 15, 2017, Barbara Forman filed a class action complaint in the United States District Court for the Southern District of Ohio naming Meridian, its Chief Executive Officer and Chief Financial Officer (in their capacities as such) as defendants. The complaint alleges that Meridian made false and misleading representations concerning certain of Magellan’s lead test systems at or around the time of Meridian’s acquisition of Magellan and subsequent thereto. The lawsuit underlying plaintiff’s class action complaint seeks compensatory damages, injunctive relief and attorneys’ fees to all members of the proposed class. Because the litigation and related discovery are in preliminary stages, we do not have sufficient information to determine or predict the ultimate outcome or estimate the range of possible losses, if any. Accordingly, no provision for litigation losses has been included within the accompanying Condensed Consolidated Statement of Operations for the fiscal quarter ended December 31, 2017. On December 6, 2017, Michael Edelson filed a class action complaint in the United States District Court for the Southern District of Ohio naming Meridian, its Chief Executive Officer, Chief Financial Officer and certain members of Meridian’s Board of Directors and Audit Committee (in their capacities as such) as defendants. The complaint alleges that Meridian made false and misleading representations concerning certain of Magellan’s lead test systems at or around the time of Meridian’s acquisition of Magellan and subsequent thereto, and the complaint alleges that certain members of the Board of Directors and Audit Committee breached their fiduciary duties in their oversight of the Company’s public disclosures and corporate governance matters. The lawsuit underlying plaintiff’s class action complaint seeks compensatory damages, injunctive relief, equitable relief and attorneys’ fees to all members of the proposed class. Because the litigation and related discovery are in preliminary stages, we do not have sufficient information to determine or predict the ultimate outcome or estimate the range of possible losses, if any. Accordingly, no provision for litigation losses has been included within the accompanying Condensed Consolidated Statement of Operations for the fiscal quarter ended December 31, 2017. |
Significant Accounting Polici17
Significant Accounting Policies (Policies) | 3 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements – In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers 2014-09. 2014-09 In February 2016, the FASB issued ASU 2016-02, Leases In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting paid-in |
Reclassifications | Reclassifications – Certain reclassifications have been made to the prior year financial statements to conform to the current year presentation. Such reclassifications had no impact on net earnings or shareholders’ equity. |
Cash and Equivalents (Tables)
Cash and Equivalents (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Cash and Cash Equivalents [Abstract] | |
Components of Cash and Cash Equivalents | Cash and equivalents include the following components: December 31, 2017 September 30, 2017 Cash and Other Cash and Other Institutional money market funds $ 20,155 $ — $ 20,104 $ — Cash on hand - Restricted — 1,000 — 1,000 Unrestricted 34,556 — 36,968 — Total $ 54,711 $ 1,000 $ 57,072 $ 1,000 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | Inventories are comprised of the following: December 31, September 30, Raw materials $ 7,989 $ 6,575 Work-in-process 12,110 11,559 Finished goods - instruments 1,271 1,460 Finished goods - kits and reagents 22,274 21,899 Total $ 43,644 $ 41,493 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Acquired Intangible Assets Subject to Amortization | A summary of our acquired intangible assets subject to amortization, as of December 31, 2017 and September 30, 2017, is as follows: December 31, 2017 September 30, 2017 Gross Accumulated Gross Accumulated Manufacturing technologies, core products and cell lines $ 22,341 $ 13,117 $ 22,332 $ 12,807 Trade names, licenses and patents 8,699 4,632 8,689 4,398 Customer lists, customer relationships and supply agreements 24,586 12,190 24,562 11,854 Non-compete 720 630 720 540 $ 56,346 $ 30,569 $ 56,303 $ 29,599 |
Reportable Segment and Major 21
Reportable Segment and Major Customers Information (Tables) | 3 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment information for the interim periods is as follows: Diagnostics Life Eliminations(1) Total Three Months Ended December 31, 2017 Net revenues - Third-party $ 37,490 $ 14,793 $ — $ 52,283 Inter-segment 121 192 (313 ) — Operating income 5,291 2,784 (14 ) 8,061 Goodwill (December 31, 2017) 35,213 19,784 — 54,997 Other intangible assets, net (December 31, 2017) 24,202 1,575 — 25,777 Total assets (December 31, 2017) 179,943 72,480 (472 ) 251,951 Three Months Ended December 31, 2016 Net revenues - Third-party $ 33,808 $ 13,001 $ — $ 46,809 Inter-segment 79 125 (204 ) — Operating income 6,643 3,267 175 10,085 Goodwill (September 30, 2017) 35,213 19,713 — 54,926 Other intangible assets, net (September 30, 2017) 24,973 1,731 — 26,704 Total assets (September 30, 2017) 180,226 69,938 (387 ) 249,777 (1) Eliminations consist of inter-segment transactions. |
Significant Accounting Polici22
Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule Of Accounting Policies [Line Items] | ||
INCOME TAX PROVISION | $ 1,356 | $ 3,380 |
ASU 2016-09 [Member] | ||
Schedule Of Accounting Policies [Line Items] | ||
INCOME TAX PROVISION | $ 160 |
Cash and Equivalents - Componen
Cash and Equivalents - Components of Cash and Cash Equivalents (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 |
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | $ 54,711 | $ 57,072 | $ 49,276 | $ 47,226 |
Institutional Money Market Funds [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | 20,155 | 20,104 | ||
Cash [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | 34,556 | 36,968 | ||
Other Assets [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | 1,000 | 1,000 | ||
Other Assets [Member] | Other Restricted Cash [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | $ 1,000 | $ 1,000 |
Inventories - Components of Inv
Inventories - Components of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Sep. 30, 2017 |
Inventory [Line Items] | ||
Raw materials | $ 7,989 | $ 6,575 |
Work-in-process | 12,110 | 11,559 |
Total | 43,644 | 41,493 |
Instruments [Member] | ||
Inventory [Line Items] | ||
Finished goods | 1,271 | 1,460 |
Kits and Reagents [Member] | ||
Inventory [Line Items] | ||
Finished goods | $ 22,274 | $ 21,899 |
Intangible Assets - Summary of
Intangible Assets - Summary of Acquired Intangible Assets Subject to Amortization (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Sep. 30, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 56,346 | $ 56,303 |
Accumulated Amortization | 30,569 | 29,599 |
Manufacturing Technologies, Core Products and Cell Lines [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 22,341 | 22,332 |
Accumulated Amortization | 13,117 | 12,807 |
Trade Names, Licenses and Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 8,699 | 8,689 |
Accumulated Amortization | 4,632 | 4,398 |
Customer Lists, Customer Relationships, and Supply Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 24,586 | 24,562 |
Accumulated Amortization | 12,190 | 11,854 |
Non-Compete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 720 | 720 |
Accumulated Amortization | $ 630 | $ 540 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 938 | $ 968 | |
Estimated amortization expense for intangible assets remainder of fiscal year 2018 | 2,628 | ||
2,019 | 3,343 | ||
2,020 | 3,178 | ||
2,021 | 2,561 | ||
2,022 | 2,182 | ||
2,023 | 2,170 | ||
Quality System remediation costs | $ 500 | ||
Magellan [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Goodwill impairment charge | $ 6,628 | ||
Revenues [Member] | Product Concentration Risk [Member] | LeadCare Plus and LeadCare Ultra Systems [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Concentration risk percentage | 10.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Income Taxes Disclosure [Line Items] | ||
Income tax expense (benefit) | $ 1,356 | $ 3,380 |
Accounting for the Tax Cuts and Jobs Act [Member] | ||
Income Taxes Disclosure [Line Items] | ||
Income tax expense (benefit) | $ (1,695) | |
Tax rate used for re-measurement of temporary differences expected to be realized during fiscal 2018 | 24.50% | |
Tax rate used for re-measurement of remaining temporary differences | 21.00% | |
Repatriation Transition Tax [Member] | ||
Income Taxes Disclosure [Line Items] | ||
Income tax expense (benefit) | $ 854 |
Bank Credit Arrangements - Addi
Bank Credit Arrangements - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Dec. 31, 2017 | Sep. 30, 2017 | Mar. 22, 2016 | |
Debt Instrument [Line Items] | |||
Notional balance | $ 60,000,000 | ||
Interest rate swap description | (i) notional reduction amounts and dates; (ii) LIBOR settlement rates; (iii) rate reset dates; and (iv) term/maturity. | ||
Interest rate swap asset | $ 1,156,000 | $ 815,000 | |
Bank credit arrangement, fixed interest rate percentage | 2.76% | ||
Credit facility with a commercial bank | $ 30,000,000 | ||
Expiration date of credit facility | Mar. 31, 2021 | ||
Borrowings outstanding under credit facility | $ 0 | $ 0 | |
Cash compensating balance | 1,000,000 | ||
Magellan [Member] | |||
Debt Instrument [Line Items] | |||
2,018 | 3,375,000 | ||
2,019 | 5,250,000 | ||
2,020 | 6,000,000 | ||
2,021 | $ 39,000,000 | ||
Five - Year Term Loan [Member] | Magellan [Member] | |||
Debt Instrument [Line Items] | |||
Term loan | $ 60,000,000 |
Reportable Segment and Major 29
Reportable Segment and Major Customers Information - Additional Information (Detail) - Customer Concentration Risk [Member] - Customer | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2017 | |
Two Diagnostic Distributor Customers [Member] | Consolidated Accounts Receivable [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Number of major customers | 2 | 2 | |
Concentration risk percentage | 25.00% | 11.00% | |
Two Diagnostic Distributor Customers [Member] | Segment, Third-Party Sales Revenue [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Number of major customers | 2 | 2 | |
Two Diagnostic Distributor Customers [Member] | Segment, Third-Party Sales Revenue [Member] | Diagnostics [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Concentration risk percentage | 38.00% | 23.00% | |
Two Diagnostic Distributor Customers [Member] | Revenues [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Concentration risk percentage | 27.00% | 17.00% | |
Two Diagnostic Manufacturing Customers [Member] | Segment, Third-Party Sales Revenue [Member] | Life Science [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Number of major customers | 2 | 2 | |
Concentration risk percentage | 15.00% | 19.00% |
Reportable Segment and Major 30
Reportable Segment and Major Customers Information - Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2017 | |
Segment Reporting Information [Line Items] | |||
NET REVENUES | $ 52,283 | $ 46,809 | |
Operating income | 8,061 | 10,085 | |
Goodwill | 54,997 | $ 54,926 | |
Other intangible assets, net | 25,777 | 26,704 | |
Total assets | 251,951 | 249,777 | |
Operating Segments [Member] | Diagnostics [Member] | |||
Segment Reporting Information [Line Items] | |||
NET REVENUES | 37,490 | 33,808 | |
Operating income | 5,291 | 6,643 | |
Goodwill | 35,213 | 35,213 | |
Other intangible assets, net | 24,202 | 24,973 | |
Total assets | 179,943 | 180,226 | |
Net revenues | 121 | 79 | |
Operating Segments [Member] | Life Science [Member] | |||
Segment Reporting Information [Line Items] | |||
NET REVENUES | 14,793 | 13,001 | |
Operating income | 2,784 | 3,267 | |
Goodwill | 19,784 | 19,713 | |
Other intangible assets, net | 1,575 | 1,731 | |
Total assets | 72,480 | 69,938 | |
Net revenues | 192 | 125 | |
Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating income | (14) | 175 | |
Total assets | (472) | $ (387) | |
Net revenues | $ (313) | $ (204) |
Legal Matters - Additional Info
Legal Matters - Additional Information (Detail) | 3 Months Ended |
Dec. 31, 2017USD ($) | |
Diagnostics [Member] | |
Loss Contingencies [Line Items] | |
Litigation filing date | May 17, 2017 |
Legal expense | $ 730 |
Class Action Complaint One [Member] | |
Loss Contingencies [Line Items] | |
Litigation filing date | Nov. 15, 2017 |
Provision for litigation losses | $ 0 |
Class Action Complaint Two [Member] | |
Loss Contingencies [Line Items] | |
Litigation filing date | Dec. 6, 2017 |
Provision for litigation losses | $ 0 |