Cover Page
Cover Page - shares | 9 Months Ended | |
Jun. 30, 2020 | Jul. 31, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Entity Interactive Data Current | Yes | |
Document Transition Report | false | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | MERIDIAN BIOSCIENCE INC | |
Entity Central Index Key | 0000794172 | |
Entity File Number | 0-14902 | |
Entity Tax Identification Number | 31-0888197 | |
Entity Incorporation, State or Country Code | OH | |
Current Fiscal Year End Date | --09-30 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Address, Address Line One | 3471 River Hills Drive | |
Entity Address, City or Town | Cincinnati | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 45244 | |
City Area Code | 513 | |
Local Phone Number | 271-3700 | |
Trading Symbol | VIVO | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Common Stock | |
Entity Common Stock, Shares Outstanding | 42,862,598 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
NET REVENUES | $ 84,797 | $ 48,440 | $ 189,514 | $ 150,168 |
COST OF SALES | 28,945 | 20,181 | 71,768 | 60,999 |
GROSS PROFIT | 55,852 | 28,259 | 117,746 | 89,169 |
OPERATING EXPENSES | ||||
Research and development | 6,743 | 4,594 | 16,953 | 12,294 |
Selling and marketing | 6,261 | 6,747 | 19,459 | 21,221 |
General and administrative | 12,439 | 8,002 | 31,675 | 24,288 |
Acquisition-related costs | 1,641 | 473 | 3,428 | 1,445 |
Change in fair value of contingent consideration obligation | (6,124) | (7,428) | 0 | |
Restructuring costs | 93 | 1,801 | 620 | 1,701 |
Selected legal costs | 134 | 178 | 1,189 | 1,370 |
Total operating expenses | 21,187 | 21,795 | 65,896 | 62,319 |
OPERATING INCOME | 34,665 | 6,464 | 51,850 | 26,850 |
OTHER INCOME (EXPENSE) | ||||
Interest income | 3 | 194 | 137 | 547 |
Interest expense | (703) | (448) | (2,002) | (1,158) |
Other, net | 908 | 268 | 1,561 | (38) |
Total other income (expense) | 208 | 14 | (304) | (649) |
EARNINGS BEFORE INCOME TAXES | 34,873 | 6,478 | 51,546 | 26,201 |
INCOME TAX PROVISION | 7,366 | 1,399 | 11,853 | 5,922 |
NET EARNINGS | $ 27,507 | $ 5,079 | $ 39,693 | $ 20,279 |
Earnings Per Share Data: | ||||
BASIC EARNINGS PER COMMON SHARE | $ 0.64 | $ 0.12 | $ 0.93 | $ 0.48 |
DILUTED EARNINGS PER COMMON SHARE | $ 0.64 | $ 0.12 | $ 0.92 | $ 0.47 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC | 42,837 | 42,639 | 42,819 | 42,526 |
EFFECT OF DILUTIVE STOCK OPTIONS AND RESTRICTED SHARE UNITS | 436 | 271 | 219 | 381 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - DILUTED | 43,273 | 42,910 | 43,038 | 42,907 |
ANTI-DILUTIVE SECURITIES: | ||||
Common share options and restricted share units | 854 | 1,215 | 1,298 | 1,073 |
DIVIDENDS DECLARED PER COMMON SHARE | $ 0.250 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
NET EARNINGS | $ 27,507 | $ 5,079 | $ 39,693 | $ 20,279 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 597 | 1,692 | 579 | 1,353 |
Unrealized loss on cash flow hedge | (390) | (297) | (703) | (1,184) |
Reclassification of gain on cash flow hedge | (77) | (231) | ||
Income taxes related to items of other comprehensive income | 115 | 222 | 230 | 445 |
Other comprehensive income (loss), net of tax | 245 | 1,617 | (125) | 614 |
COMPREHENSIVE INCOME | $ 27,752 | $ 6,696 | $ 39,568 | $ 20,893 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net earnings | $ 39,693 | $ 20,279 |
Non-cash items included in net earnings: | ||
Depreciation of property, plant and equipment | 3,762 | 3,984 |
Amortization of intangible assets | 5,604 | 2,778 |
Stock-based compensation | 2,809 | 2,728 |
Deferred income taxes | 2,214 | (852) |
Loss on disposition and write-down of fixed assets | 0 | 220 |
Change in accrued contingent consideration | (7,428) | 0 |
Change in the following, net of acquisitions: | ||
Accounts receivable | (6,352) | 1,014 |
Inventories | (17,828) | (67) |
Prepaid expenses and other current assets | 68 | (1,849) |
Accounts payable and accrued expenses | 4,422 | (1,703) |
Income taxes payable | 3,401 | 1,402 |
Other, net | 1,315 | 583 |
Net cash provided by operating activities | 31,680 | 28,517 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of property, plant and equipment | (2,471) | (3,314) |
Net cash used for investing activities | (53,770) | (48,553) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Dividends paid | 0 | (10,612) |
Payment on revolving credit facility | (27,000) | 0 |
Proceeds from revolving credit facility | 50,000 | 75,824 |
Payment of debt issuance costs | (116) | (489) |
Payments on term loan | 0 | (50,250) |
Proceeds from exercise of stock options | 0 | 443 |
Net cash provided by financing activities | 22,884 | 14,916 |
Effect of Exchange Rate Changes on Cash and Equivalents | 254 | (451) |
Net Increase (Decrease) in Cash and Equivalents | 1,048 | (5,571) |
Cash and Equivalents at Beginning of Period | 62,397 | 60,763 |
Cash and Equivalents at End of Period | 63,445 | 55,192 |
Exalenz [Member] | ||
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Acquisition | (51,299) | 0 |
GenePOC Inc [Member] | ||
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Acquisition | $ 0 | $ (45,239) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Sep. 30, 2019 |
Current Assets: | ||
Cash and equivalents | $ 63,445 | $ 62,397 |
Accounts receivable, less allowances of $527 and $537, respectively | 42,384 | 35,608 |
Inventories | 60,468 | 39,617 |
Prepaid expenses and other current assets | 7,909 | 7,139 |
Total current assets | 174,206 | 144,761 |
Property, Plant and Equipment, at Cost: | ||
Land | 986 | 982 |
Buildings and improvements | 32,132 | 31,904 |
Machinery, equipment and furniture | 67,563 | 64,155 |
Construction in progress | 1,455 | 522 |
Subtotal | 102,136 | 97,563 |
Less: accumulated depreciation and amortization | 71,328 | 66,996 |
Net property, plant and equipment | 30,808 | 30,567 |
Other Assets: | ||
Goodwill | 118,567 | 89,241 |
Other intangible assets, net | 83,363 | 60,243 |
Right-of-use assets | 6,472 | |
Deferred income taxes | 5,701 | 156 |
Other assets | 670 | 510 |
Total other assets | 214,773 | 150,150 |
TOTAL ASSETS | 419,787 | 325,478 |
Current Liabilities: | ||
Accounts payable | 13,492 | 7,238 |
Accrued employee compensation costs | 12,408 | 7,938 |
Current portion of acquisition consideration | 5,000 | |
Current operating lease obligations | 1,827 | |
Current government grant obligations | 577 | |
Other accrued expenses | 4,856 | 3,758 |
Income taxes payable | 5,341 | 1,980 |
Total current liabilities | 43,501 | 20,914 |
Non-Current Liabilities: | ||
Acquisition consideration | 19,774 | 32,202 |
Post-employment benefits | 2,450 | 2,500 |
Fair value of interest rate swaps | 703 | |
Long-term operating lease obligations | 4,887 | |
Long-term debt | 98,824 | 75,824 |
Government grant obligations | 10,596 | |
Long-term income taxes payable | 549 | 549 |
Deferred income taxes | 4,711 | 2,522 |
Other non-current liabilities | 457 | |
Total non-current liabilities | 142,951 | 113,597 |
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, 42,839,088 and 42,712,296 shares issued, respectively | ||
Additional paid-in capital | 135,634 | 132,834 |
Retained earnings | 102,801 | 63,108 |
Accumulated other comprehensive loss | (5,100) | (4,975) |
Total shareholders' equity | 233,335 | 190,967 |
Total liabilities and shareholders' equity | $ 419,787 | $ 325,478 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Sep. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Allowances for accounts receivable | $ 527 | $ 537 |
Preferred stock, par value | $ 0 | $ 0 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized | 71,000,000,000 | 71,000,000,000 |
Common stock, shares issued | 42,839,088,000 | 42,712,296,000 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ 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, 2018 | $ 175,418 | $ 129,193 | $ 49,602 | $ (3,377) | |
Beginning balance, Shares at Sep. 30, 2018 | 42,400,000 | ||||
Cash dividends paid | (10,612) | (10,612) | |||
Conversion of restricted share units and exercise of stock options | $ 390 | 390 | |||
Conversion of restricted share units and exercise of stock options, Shares | 271,000 | ||||
Stock compensation expense | $ 2,728 | 2,728 | |||
Net earnings | 20,279 | 20,279 | |||
Foreign currency translation adjustment | 1,353 | 1,353 | |||
Hedging activity, net of tax | (887) | (887) | |||
Adoption of ASU | Accounting Standards Update 2014-09 [Member] | (116) | (116) | |||
Adoption of ASU | Accounting Standards Update 2018-02 [Member] | (148) | 148 | |||
Ending balance at Jun. 30, 2019 | 188,553 | 132,311 | 59,005 | (2,763) | |
Ending balance, Shares at Jun. 30, 2019 | 42,671,000 | ||||
Beginning balance at Mar. 31, 2019 | $ 181,645 | 131,951 | 54,074 | (4,380) | |
Beginning balance, Shares at Mar. 31, 2019 | 42,515,000 | ||||
Conversion of restricted share units and exercise of stock options, Shares | 156,000 | ||||
Stock compensation expense | $ 360 | 360 | |||
Net earnings | 5,079 | 5,079 | |||
Foreign currency translation adjustment | 1,692 | 1,692 | |||
Hedging activity, net of tax | (223) | (223) | |||
Adoption of ASU | Accounting Standards Update 2018-02 [Member] | (148) | 148 | |||
Ending balance at Jun. 30, 2019 | 188,553 | 132,311 | 59,005 | (2,763) | |
Ending balance, Shares at Jun. 30, 2019 | 42,671,000 | ||||
Beginning balance at Sep. 30, 2019 | 190,967 | 132,834 | 63,108 | (4,975) | |
Beginning balance, Shares at Sep. 30, 2019 | 42,712,000 | ||||
Conversion of restricted share units and exercise of stock options | $ (9) | (9) | |||
Conversion of restricted share units and exercise of stock options, Shares | 127,000 | ||||
Stock compensation expense | $ 2,809 | 2,809 | |||
Net earnings | 39,693 | 39,693 | |||
Foreign currency translation adjustment | 579 | 579 | |||
Hedging activity, net of tax | (704) | (704) | |||
Ending balance at Jun. 30, 2020 | 233,335 | 135,634 | 102,801 | (5,100) | |
Ending balance, Shares at Jun. 30, 2020 | 42,839,000 | ||||
Beginning balance at Mar. 31, 2020 | 204,533 | 134,584 | 75,294 | (5,345) | |
Beginning balance, Shares at Mar. 31, 2020 | 42,831,000 | ||||
Conversion of restricted share units, Shares | 8,000 | ||||
Stock compensation expense | 1,050 | 1,050 | |||
Net earnings | 27,507 | 27,507 | |||
Foreign currency translation adjustment | 597 | 597 | |||
Hedging activity, net of tax | (352) | (352) | |||
Ending balance at Jun. 30, 2020 | $ 233,335 | $ 135,634 | $ 102,801 | $ (5,100) | |
Ending balance, Shares at Jun. 30, 2020 | 42,839,000 |
Consolidated Statements of Sh_2
Consolidated Statements of Shareholders' Equity (Parenthetical) | 9 Months Ended |
Jun. 30, 2019$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Cash dividends per common share | $ 0.250 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Jun. 30, 2020 | |
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 June 30, 2020, the results of its operations for the three- and nine-month periods ended June 30, 2020 and 2019, and its cash flows for the nine-month periods ended June 30, 2020 and 2019. These statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s fiscal 2019 Annual Report on Form 10-K. Financial The results of operations for interim periods are not necessarily indicative of the results to be expected for the year. In December 2019, the SARS-CoV-2 COVID-19 SARS-CoV-2) shelter-in-place non-essential While revenues within our Life Science segment have been positively impacted by the COVID-19 pandemic, to-date, the negative impacts of COVID-19 COVID-19 COVID-19 pre-pandemic non-critical COVID-19 COVID-19 operations. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2020 | |
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 2019 Annual Report on Form 10-K and should be referred to for a description of the Company’s current significant accounting policies, with the exception of Revenue Recognition and Fair Value Measurements, which are set forth below. (a) Revenue Recognition – Revenue Disaggregation The following tables present our revenues disaggregated by major geographic region, major product platform and disease state (Diagnostics only), noting that “Non-molecular assays” is comprised of traditional immunoassays, blood chemistry assays and urea breath tests: Revenue by Reportable Segment & Geographic Region Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 Inc (Dec) 2020 2019 Inc (Dec) Diagnostics- Americas $ 17,575 $ 27,356 (36 )% $ 72,980 $ 84,042 (13 )% EMEA 3,576 5,076 (30 )% 16,853 17,427 (3 )% ROW 447 686 (35 )% 1,498 1,814 (17 )% Total Diagnostics 21,598 33,118 (35 )% 91,331 103,283 (12 )% Life Science- Americas 22,015 4,369 404 % 30,642 14,347 114 % EMEA 26,070 6,389 308 % 40,977 21,608 90 % ROW 15,114 4,564 231 % 26,564 10,930 143 % Total Life Science 63,199 15,322 312 % 98,183 46,885 109 % Consolidated $ 84,797 $ 48,440 75 % $ 189,514 $ 150,168 26 % Revenue by Product Platform/Type Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 Inc (Dec) 2020 2019 Inc (Dec) Diagnostics- Molecular assays $ 3,182 $ 5,894 (46 )% $ 17,259 $ 20,208 (15 )% Non -m 18,416 27,224 (32 )% 74,072 83,075 (11 ) Total Diagnostics $ 21,598 $ 33,118 (35 )% $ 91,331 $ 103,283 (12 )% Life Science- Molecular reagents $ 38,784 $ 5,495 606 % $ 55,691 $ 17,495 218 % Immunological reagents 24,415 9,827 148 % 42,492 29,390 45 % Total Life Science $ 63,199 $ 15,322 312 % $ 98,183 $ 46,885 109 % Revenue by Disease State (Diagnostics only) Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 Inc (Dec) 2020 2019 Inc (Dec) Diagnostics- Gastrointestinal assays $ 9,584 $ 17,232 (44 )% $ 39,644 $ 52,024 (24 )% Respiratory illness assays 5,052 5,708 (11 )% 23,664 21,242 11 % Blood chemistry assays 3,364 4,666 (28 ) 12,508 13,364 (6 )% Other 3,598 5,512 (35 )% 15,515 16,653 (7 )% Total Diagnostics $ 21,598 $ 33,118 (35 )% $ 91,331 $ 103,283 (12 )% Revenue Policies Product Sales Revenue from contracts with customers is recognized in an amount that reflects the consideration we expect to receive in exchange for products when obligations under such contracts are satisfied. Revenue is generally recognized at a point-in-time Revenue is reduced in the period of sale for fees paid to distributors, which are inseparable from the distributor’s purchase of our product and for which we receive no goods or services in return. Revenue for the Diagnostics segment is reduced at the date of sale for product price adjustments payable to certain distributors under local contracts. Management estimates accruals for distributor price adjustments based on local contract terms, sales data provided by distributors, historical statistics, current trends, and other factors. Changes to the accruals are recorded in the period that they become known. Such accruals are netted against accounts receivable. Shipping and handling costs incurred after control of the product is transferred to our customers are treated as fulfillment costs and not a separate performance obligation. Our payment terms differ by jurisdiction and customer but payment is generally required in a term ranging from . Trade accounts receivable are recorded in the accompanying Condensed Consolidated Balance Sheets at invoiced amounts less provisions for distributor price adjustments under local contracts and doubtful accounts. The allowance for doubtful accounts represents our estimate of probable credit losses and is based on historical write-off experience and known conditions that would likely lead to non-payment. Customer invoices are charged off against the allowance when we believe it is probable that the invoices will not be paid. Practical Expedients and Exemptions Revenue is recognized net of any taxes collected from customers (sales tax, value added tax, etc.), which are subsequently remitted to government authorities. Our diagnostic assay products are generally not subject to a customer right of return except for product recall events under the rules and regulations of the Food and Drug Administration or equivalent agencies outside the United States. In this circumstance, the costs to replace affected products would be accrued at the time a loss was probable and estimable. We expense as incurred the costs to obtain contracts, as the amortization period would be one year or less. These costs, recorded within selling and marketing expense, include our internal sales force compensation programs and certain partner sales incentive programs, as we have determined that annual compensation is commensurate with annual selling activities. Reagent Rental Arrangements Certain of our Diagnostics segment’s product platforms require the use of instruments for the tests to be processed. In many cases, a customer is given use of the instrument provided they continue purchasing the associated tests, also referred to as “consumables” or “reagents”. If a customer stops purchasing the consumables, the instrument must be returned to us. Such arrangements are common practice in the diagnostics industry and are referred to as “Reagent Rentals”. Reagent Rentals may also include instrument related services such as a limited replacement warranty, training and installation. We concluded that the use of the instrument and related services (collectively known as “lease elements”) are not within the scope of Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers Leases non-lease non-lease For the portion of the transaction price allocated to the non-lease point-in-time Revenue allocated to the lease elements of these Reagent Rental arrangements totaled approximately $1,150 and $1,100 in the three months ended June 30, 2020 and 2019, respectively, and $3,400 and $3,200 in the nine months ended June 30, 2020 and 2019, respectively. Such revenue is included as part of net revenues in our Condensed Consolidated Statements of Operations. (b) Fair Value Measurements – Certain assets and liabilities are recorded at fair value in accordance with ASC 820-10, Fair Value Measurements and Disclosures 820-10 820-10 Assets and liabilities measured and reported at fair value are classified and disclosed in one of the following categories based on inputs: Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities Level 2 Quoted prices in markets that are not active and financial instruments for which all significant inputs are observable, either directly or indirectly Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable As described in Note 3, we acquired Exalenz and the business of GenePOC in April 2020 and June 2019 , respectively . The fair value of the acquired accounts receivable and other current assets and the fair value of the assumed accounts payable and accrued expenses approximated their carrying value at the acquisition date. Inventories, property, plant and equipment, intangible assets and contingent consideration were valued using Level 3 inputs. In connection with the acquisition of Exalenz and as disclosed in Note 3, the Company assumed a number of Israeli government grant obligations, which have been recognized in the preliminary purchase accounting opening balance at their face value totaling $11,108. The fair value of the obligations is expected to be finalized prior to December 31, 2020 and at such time, any required adjustment to the then-current carrying value will be recorded as an adjustment to the goodwill recognized on the transaction. The liabilities are considered to be Level 2 financial liabilities that will be re-measured non-current In connection with the acquisition of the business of GenePOC and an agreement in principle, pending finalization, to amend certain terms of the agreement related to contingent consideration achievement levels and milestone dates, $ 64,000 (originally at the acquisition date) (originally $20,000 at the acquisition date) earn-out and discount rate. The fair value of the financial performance target payments was determined using a Monte Carlo simulation-based model. Assumptions used in these calculations include expected revenue, probability of certain product development programs, expected expenses and discount rate. The ultimate settlement of contingent consideration could deviate from current estimates based on the actual results of these financial measures. The liability is considered to be a Level 3 financial liability that is re-measured re-measurement The following table provides information by level for financial assets and liabilities that are measured at fair value on a recurring basis: Fair Value Measurements Using Carrying Level 1 Level 2 Level 3 Interest rate swaps (see Note 9) - As of June 30, 2020 $ (703 ) $ — $ (703 ) $ — As of September 30, 2019 $ — $ — $ — $ — Contingent consideration - As of June 30, 2020 $ (19,774 ) $ — $ — $ (19,774 ) As of September 30, 2019 $ (27,202 ) $ — $ — $ (27,202 ) Government grant obligations - As of June 30, 2020 $ (11,173 ) $ — $ (11,173 ) $ — As of September 30, 2019 $ — $ — $ — $ — (c) Recent Accounting Pronouncements – Pronouncements Adopted On October 1, 2019, the Company adopted ASC 842, Leases right-of-use “Leasing Arrangements” non-lease Pronouncements Issued but Not Yet Adopted as of June 30, 2020 In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments , which changes the impairment model used to measure credit losses for most financial assets. We will be required to use a new forward-looking expected credit loss model that will replace the existing incurred credit loss model for our accounts receivable. The guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years (fiscal 2021 for the Company), with early adoption permitted. The Company does not anticipate that the adoption of this guidance will have a material impact on its consolidated financial statements. (d) 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. |
Business Combinations
Business Combinations | 9 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Business Combinations | 3. Business Combinations Acquisition of Exalenz On April 30, 2020 (“the acquisition date”), we acquired 100% of the outstanding common shares and voting interest of Exalenz Bioscience Ltd. (“Exalenz”), a Modi’in, Israel based provider of the BreathID ® Helicobacter pylori. . In anticipation of the transaction, we executed forward currency contracts to acquire the NIS required for the acquisition. As a result, the net cash outlay for the transaction prior to the repayment of debt was $47,392. The settlement of the currency contracts resulted in an $845 gain, which is reflected within other income in the Condensed Consolidated Statements of Operations for the three and nine months ended June 30, 2020. As a result of total consideration exceeding the preliminary fair value of the net assets acquired, goodwill in the amount of $29,288 was recorded in connection with this acquisition, none of which will be deductible for U.S. tax purposes. The goodwill results largely from our ability to market and sell the BreathID system through our established customer base and distribution channels. The Condensed Consolidated Statements of Operations for the three and nine months ended June 30, 2020 included $1,641 and $3,428, respectively, of acquisition-related costs, which are reflected in operating expenses. The Company’s consolidated results for both the three and nine months ended June 30, 2020 include $1,308 of net revenues and $932 of net loss from Exalenz since the date of acquisition. These results, which are reported as part of the Diagnostics segment, include $448 of amortization of specific identifiable assets recorded in the opening balance sheet, including a non-compete The recognized preliminary amounts of identifiable assets acquired and liabilities assumed in the acquisition of are as follows: PRELIMINARY Fair value of assets acquired - Cash $ 5,006 Accounts receivable 637 Inventories 4,329 Other current assets 851 Property, plant and equipment 544 Goodwill 29,288 Other intangible assets (estimated useful life): Non-compete agreement (5 years) 120 Trade name 3,540 Technology (15 years) 5,590 Customer relationships 19,370 Right-of-use assets 1,358 Deferred tax assets, net 5,566 76,199 Fair value of liabilities assumed - Accounts payable and accrued expenses (including current portion of lease and government grant obligations) 7,757 Long-term lease obligations 1,054 Long-term government grant obligations 10,792 Other non-current 291 19,894 Total consideration paid (including $8,068 to payoff long-term debt) $ 56,305 As indicated, the allocation of the purchase price is preliminary, pending final completion of valuations. Currently, we are primarily assessing: (i) the realizability of and the tax rate applicable to Israeli net operating loss carryforwards available to us; (ii) the fair value of the Israeli government grant obligations; and (iii) the results of the valuation of intangible assets. Upon completion of these analyses, any required adjustments are expected to result in an amount being reclassified from goodwill to deferred taxes and government grant obligations, as applicable. Acquisition of Business of GenePOC On June 3, 2019, we acquired the business of GenePOC Inc. (“GenePOC”), a Quebec City, Quebec Province, Canada based provider of molecular diagnostic instruments and assays. The purchase agreement originally contemplated a maximum total consideration of up to $120,000, which was estimated at a total fair value of $77,526 as of the acquisition date. During the quarter ended June 30, 2020, an agreement in principle, pending finalization, was reached to amend certain terms of the original contingent consideration achievement levels and milestone dates, such that the total consideration will be no greater than $114,000 . Pursuant to the purchase agreement, as expected to be amended, the maximum consideration is comprised of the following: (i) a (ii) one and o ne $10,000 installment (originally two $10,000 installments contingent upon the achievement of certain product development milestones if achieved by September 30, 2020 ) (iii) up to $50,000 of contingent consideration payable if certain financial performance targets are achieved during the twelve-month period ending September 30, 2022. As previously noted, the fair value of the contingent consideration identified in (ii) and (iii) above was $27,202 and $19,774 as of the acquisition date and June 30, 2020, respectively. The total of the holdback identified in (i) above and the currently estimated value of the contingent consideration identified in (ii) and (iii) above are reflected within the accompanying Condensed Consolidated Balance Sheets as of June 30, 2020 as follows: Current liabilities Reflects anticipated settlement of the holdback amount in the first quarter of fiscal 2021. Non-current liabilities Reflects anticipated settlement of the first product milestone payment in the fourth quarter of fiscal 2021, the second product milestone payment in the fourth quarter of fiscal 2021 and financial performance targets payments in the first quarter of fiscal 2023. To finance the acquisition, we utilized cash and equivalents on hand and proceeds drawn from our revolving credit facility. As a result of estimated total consideration exceeding the fair value of the net assets acquired, goodwill in the amount of $34,582 was recorded in connection with this acquisition, most of which will be deductible for U.S. tax purposes ratably over 15 years. The goodwill results largely from our ability to market and sell GenePOC’s technology and instrument platform through our established customer base and distribution channels. The recognized final amounts of identifiable assets acquired and liabilities assumed in the acquisition Fair value of assets acquired - Accounts receivable $ 57 Inventories 1,511 Other current assets 84 Property, plant and equipment 1,424 Goodwill 34,582 Other intangible assets (estimated useful life): License agreement (10 years) 5,990 Technology (15 years) 34,136 Government grant (1.33 years) 800 78,584 Fair value of liabilities assumed - Accounts payable and accrued expenses 1,058 Total consideration paid (including contingent C $ 77,526 Pro Forma Information (Exalenz and GenePOC) The following table provides the unaudited consolidated pro forma results for the periods presented as if both Exalenz and the business of GenePOC had been acquired as of the beginning of fiscal 2019. Pro forma results do not include the effect of any synergies anticipated to be achieved from the acquisition, and accordingly, are not necessarily indicative of the results that would have occurred if the acquisition Three Months Ended Nine Months Ended 2020 2019 2020 2019 Net Revenues $ 85,083 $ 52,319 $ 196,978 $ 160,887 Net Earnings $ 28,189 $ (9 ) $ 39,376 $ 5,093 These pro forma amounts have been calculated by including the results of Exalenz Three Months Ended Nine Months Ended 2020 2019 2020 2019 Adjustments to Net Revenues Exalenz and GenePOC pre-acquisition revenues $ 286 $ 3,879 $ 7,464 $ 10,719 Adjustments to Net Earnings Exalenz and GenePOC pre-acquisition net losses $ (4,919 ) $ (3,486 ) $ (6,398 ) $ (12,924 ) Pro forma adjustments: Meridian acquisition-related costs 1,641 — 3,428 — Exalenz and GenePOC transaction-related costs 4,104 — 4,550 — Remove net impact of non-continuing personnel, locations or activities (447 ) 457 (305 ) 2,949 Incremental depreciation and amortization (224 ) (1,739 ) (2,016 ) (4,787 ) Incremental interest costs, net 444 (599 ) (183 ) (1,346 ) Tax effects of pro forma adjustments and recognizing benefit on resulting Exalenz losses 83 279 607 922 Total Adjustments to Net Earnings $ 682 $ (5,088 ) $ (317 ) $ (15,186 ) |
Restructuring
Restructuring | 9 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | 4. Restructuring During the second quarter of fiscal 2018, the Company began implementation of a plan to realign its business structure into two business units, Diagnostics and Life Science, supported by a global corporate team. Since that time and as part of this plan, certain functions and locations within both business units have been streamlined, including: (i) the elimination of certain executive As a result of these activities, restructuring costs totaling $ and were recorded during the three months and $ and $1,701 during the nine months ended June 30, 2020 and 2019, respectively. A reconciliation of the changes in the liabilities associated with the restructuring charges from September 30, 2019 through June 30, 2020 is as follows Employee Lease and Other Total Balance at September 30, 2019 $ 1,010 $ 12 $ 114 $ 1,136 Restructuring charges 575 86 — 661 Reversal of prior period accruals (41 ) — — (41 ) Payments (1,515 ) (98 ) (114 ) (1,727 ) Balance at June 30, 2020 $ 29 $ — $ — $ 29 |
Cash and Equivalents
Cash and Equivalents | 9 Months Ended |
Jun. 30, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Equivalents | 5. Cash and Equivalents Cash and equivalents include the following: June 30, September 30, Institutional money market funds $ 1,016 $ 20,913 Cash on hand, unrestricted 62,429 41,484 Total $ 63,445 $ 62,397 |
Inventories
Inventories | 9 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | 6. Inventories Inventories are comprised of the following: June 30, September 30, Raw materials $ 10,712 $ 7,455 Work-in-process 17,515 11,504 Finished goods - instruments 2,002 935 Finished goods - kits and reagents 30,239 19,723 Total $ 60,468 $ 39,617 |
Leasing Arrangements
Leasing Arrangements | 9 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leasing Arrangements | 7. Leasing Arrangements The Company is party to a number of operating leases, the majority of which are related to office, warehouse and manufacturing space. The related operating lease assets and obligations are reflected within right-of-use cost of sales and operating expenses, respectively; and $ and $ within cost of sales and operating expenses, respectively, for the nine months ended June 30 In addition, the Company has periodically entered into other short-term operating leases, generally with an initial term of twelve months or less. These leases are not recorded on the balance sheet and the related lease expense is immaterial for the three and nine months ended June 30, 2020. The Company often has options to renew lease terms, with the exercise of lease renewal options generally at the Company’s sole discretion. In addition, certain lease arrangements may be terminated prior to their original expiration date at our discretion. We evaluate renewal and termination options at the lease commencement date to determine if we are reasonably certain to exercise the option on the basis of economic factors. The weighted average remaining lease term for our operating leases as of June 30, 2020 was 4.3 years. The discount rate implicit within our leases is generally not determinable and, therefore, the Company determines the discount rate using its incremental borrowing rate. The weighted average discount rate used to measure our operating leases as of June 30, 2020 was 3.7%. Supplemental cash flow information related to the Company’s operating leases are as follows: Three Months Nine Months 2020 2019 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 435 $ — $ 1,213 $ — Maturities of lease liabilities by fiscal year for the Company’s operating lease liabilities were as follows as of June 30, 2020: June 30, Remainder of 2020 $ 522 2021 2,011 2022 1,647 2023 1,179 2024 928 Thereafter 916 Total lease payments 7,203 Less amount of lease payment representing interest (489 ) Total present value of lease payments $ 6,714 As of September 30, 2019, future minimum lease payments under noncancelable operating leases were as follows: September 30, 2020 $ 1,528 2021 1,451 2022 1,293 2023 967 2024 712 Thereafter 616 Total $ 6,567 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 8. Intangible Assets Considering the economic impacts of COVID-19, such COVID-19 In addition, we have conducted our annual goodwill impairment test as of June 30, 2020 by performing a qualitative assessment pursuant to ASU 2011-08 goodwill A summary of our acquired intangible assets subject to amortization June 30, 2020 September 30, 2019 Gross Accumulated Gross Accumulated Manufacturing technologies, core products and cell lines $ 61,782 $ 17,755 $ 56,193 $ 15,096 Trade names, licenses and patents 18,045 7,291 14,494 6,094 Customer lists, customer relationships and supply agreements 43,666 15,349 24,274 14,110 Government grants 794 645 814 232 Non-compete 120 4 — — Total $ $ 41,044 $ 95,775 $ 35,532 The actual aggregate amortization expense for these intangible assets was $ and $ for the three months ended June 30, 2020 and 2019, respectively, and $ and $ for the nine months ended June 30, 2020 and 2019, respectively. The estimated aggregate amortization expense for these intangible assets for each of the fiscal years through fiscal 2025 is as follows: remainder of fiscal 2020 – $ , fiscal 2021 – $ , fiscal 2022 – $ , fiscal 2023 – $ , fiscal 2024 – $ , and fiscal 2025 – $ . |
Bank Credit Arrangements
Bank Credit Arrangements | 9 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Bank Credit Arrangements | 9. Bank Credit Arrangements In anticipation of the acquisition of the business of GenePOC (see Note 3), on May 24, 2019 we entered into a credit facility agreement with a commercial bank, which we amended on February 19, 2020 in anticipation of the Exalenz acquisition (see Note 3). The credit facility expires in , and as amended makes available to the Company a revolving credit facility in an aggregate principal amount not to exceed $ (originally $ ) , with outstanding principal amounts bearing interest at a fluctuating rate tied to, at the Company’s option, either the federal funds rate or LIBOR, resulting in an effective interest rate of 2.63% and 3.45% on the credit facility during the three and nine months ended June 30, 2020, respectively. Since entering into the credit facility through June 30, 2020, three draws totaling $125,824 have been made on the credit facility, with a January 2020 principal repayment resulting in an outstanding principal balance of $98,824 at June 30, 2020. The proceeds from these draws were used to: (i) repay and settle the outstanding principal and interest due on our previously existing $60,000 five-year on-hand, The revolving credit facility is collateralized by the business assets of the Company’s U.S. subsidiaries and requires 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 credit facility agreement. As of June 30, 2020, the Company is in compliance with all covenants. In order to limit exposure to volatility in the LIBOR interest rate, during March 2020 and June 2020 the Company and the commercial bank entered into three interest rate swap agreements that effectively converted the variable interest rate on $ of the outstanding principal to a fixed rate of % (at the current credit spread) beginning June 24, 2020, the effective date of the most recent swap agreement. With an initial notional balance of $ , the interest rate swap agreements were established with critical terms identical to borrowings under the credit facility, including: (i) one-month , which is reflected as a non-current In connection with the Company’s term loan repayment in May 2019, the Company also settled the interest rate swap that had been entered into to limit exposure to volatility in the term loan’s LIBOR interest rate. At the time of settlement, the Company received a cash payment in an amount equal to the then-current fair value of the interest rate swap. Accordingly, there is no balance for this interest rate swap reflected within assets or liabilities within the accompanying Consolidated Balance Sheets as of June 30, 2020 or September 30, 2019. The fair value of the swap that had been reflected within a separate component of other comprehensive income in the accompanying Consolidated Statements of Comprehensive Income, as a result of the interest rate swap having been designated as an effective cash flow hedge, is being released ratably into income through March 31, 2021, the interest rate swap’s original term. The balance reflected within accumulated other comprehensive income related to the interest rate swap agreements associated with both the current credit facility and the former term loan totaled $473 and $461 at June 30, 2020 and September 30, 2019, respectively. |
Reportable Segment and Major Cu
Reportable Segment and Major Customers Information | 9 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Reportable Segments and Major Customers Data | 10. Reportable Segments 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 and respiratory infectious diseases, and elevated blood lead levels; and (ii) the manufacture and distribution of bulk antigens, antibodies, PCR/qPCR reagents, nucleotides, and bioresearch reagents used by researchers and other diagnostic manufacturers. Our reportable segments are Diagnostics and Life Science. The Diagnostics The Life Science segment consists of manufacturing operations in Memphis, Tennessee; Boca Raton, Florida; London, England; and Luckenwalde, Germany, and the sale and distribution of bulk antigens, antibodies, PCR/qPCR reagents, nucleotides, and bioresearch reagents domestically and abroad, including a sales and business development facility, with outsourced distribution capabilities, in 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 next-gen Amounts due from two Diagnostics distributor customers accounted for 1% and 13% of consolidated accounts receivable at June 30, 2020 and September 30, 2019, respectively. Revenues from these two distributor customers accounted for 21% and 18% of the Diagnostics segment third-party revenues during the three months ended June 30, 2020 and 2019, respectively, and 24% and 26% during the nine-month periods ended June 30, 2020 and 2019, respectively. These distributors represented 5% and 12% of consolidated revenues for the fiscal 2020 and 2019 third quarters, respectively, and 12% and 18% for the respective year-to-date Amounts due from three diagnostic manufacturing customers accounted for % of consolidated accounts receivable at June 30, 2020. Revenue from these three diagnostic manufacturing customers accounted for % and % of the Life Science segment’s third-party revenues during the three months ended June 30, 2020 and 2019, respectively, and % and % during the nine months ended June 30, 2020 and 2019, respectively. These customers represented % and % of consolidated revenues for the fiscal 2020 and 2019 third quarters, respectively % and % for the respective year-to-date nine-month periods. Segment information for the interim periods is as follows: Diagnostics Life Science Corporate (1) Eliminations (2) Total Three Months Ended June 30, 2020 Net revenues - Third-party $ 21,598 $ 63,199 $ — $ — $ 84,797 Inter-segment 86 56 — (142 ) — Operating income (2,731 ) 40,253 (2,849 ) (8 ) 34,665 Goodwill (June 30, 2020) 99,652 18,915 — — 118,567 Other intangible assets, net (June 30, 2020) 83,304 59 — — 83,363 Total assets (June 30, 2020) 303,439 116,353 — (5 ) 419,787 Three Months Ended June 30, 2019 Net revenues - Third-party $ 33,118 $ 15,322 $ — $ — $ 48,440 Inter-segment 146 44 — (190 ) — Operating income 5,731 3,639 (2,929 ) 23 6,464 Goodwill (September 30, 2019) 70,395 18,846 — — 89,241 Other intangible assets, net (September 30, 2019) 59,807 436 — — 60,243 Total assets (September 30, 2019) 255,169 70,392 — (83 ) 325,478 Nine Months Ended June 30, 2020 Net revenues - Third-party $ 91,331 $ 98,183 $ — $ — $ 189,514 Inter-segment 264 176 — (440 ) — Operating income 6,469 53,182 (7,832 ) 31 51,850 Nine Months Ended June 30, 2019 Net revenues - Third-party $ 103,283 $ 46,885 $ — $ — $ 150,168 Inter-segment 398 273 — (671 ) — Operating income 22,330 12,906 (8,450 ) 64 26,850 (1) Includes Restructuring Costs and Selected Legal Costs of $134 and $1,080 in the three months ended June 30, 2020 and 2019, respectively, and $1,189 and $2,272 in the nine months ended June 30, 2020 and 2019, respectively. (2) Eliminations consist of inter-segment transactions. A reconciliation of segment operating income to consolidated earnings before income taxes for the three and nine months ended June 30, 2020 and 2019 is as follows: Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 2020 2019 Segment operating income $ 37,514 $ 9,393 $ 59,682 $ 35,300 Corporate operating expenses (2,849 ) (2,929 ) (7,832 ) (8,450 ) Interest income 3 194 137 547 Interest expense (703 ) (448 ) (2,002 ) (1,158 ) Other, net 908 268 1,561 (38 ) Consolidated earnings before income taxes $ 34,873 $ 6,478 $ 51,546 $ 26,201 Transactions between segments are accounted for at established intercompany prices for internal and management purposes, with all intercompany amounts eliminated in consolidation. |
Litigation Matters
Litigation Matters | 9 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation Matters | 11. Litigation Matters On November 15, 2017, Barbara Forman filed a class action complaint in the United States District Court for the Southern District of Ohio (the Court) naming Meridian, its former Chief Executive Officer and former Chief Financial Officer (in their capacities as such) as defendants. An amended complaint was filed on April 16, 2018 and the Company believes the essential elements of the amended complaint are the same. On July 9, 2019, a settlement was reached with the plaintiff that provides for a $2,100 payment by the Company. On October 9, 2019, the Court granted a motion for preliminary approval of the settlement, and on November 7, 2019, the settlement amount was paid from the Company’s directors and officers insurance policy into a plaintiff escrow account. After a final approval hearing on March 16, 2020, on March 17, 2020, the Court issued an order and judgment approving the settlement. The 30-day appeal period lapsed on April 17, 2020. Because the settlement was a covered claim under our directors and officers insurance policy, no provision for litigation losses has been included within the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended June 30, 2020 or June 30, 2019. On December 6, 2017, Michael Edelson filed a derivative complaint in the United States District Court for the Southern District of Ohio naming Meridian, its former Chief Executive Officer, former 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 complaint sought compensatory damages, equitable relief relating to corporate governance matters and attorneys’ fees. On October 9, 2019, the Court granted plaintiff’s motion for voluntary dismissal. Accordingly, no provision for litigation losses has been included within the accompanying Condensed Consolidated Statements of Operations for the three and nine months ended June 30, 2020 or June 30, 2019. On April 17, 2018, Meridian’s wholly-owned subsidiary, Magellan Diagnostics, Inc. received a subpoena from the United States Department of Justice (“DOJ”) regarding its LeadCare product line. The subpoena outlines documents to be produced, and the Company is cooperating with the DOJ in this matter. The Company maintains rigorous policies and procedures to promote compliance with applicable regulatory agencies and requirements, and is working with the DOJ to promptly respond to the subpoena, including responding to additional information requests. The Company has executed multiple tolling agreements to extend the statute of limitations. The Company cannot predict when the investigation will be resolved, the outcome of the investigation, or its potential impact on the Company. Approximately $134 and $170 of expense for attorneys’ fees related to this matter is included within the accompanying Condensed Consolidated Statements of Operations for the three months ended June 30, 2020 and June 30, 2019, respectively; approximately $1,145 and $1,270 for the nine months ended June 30, 2020 and June 30, 2019, respectively. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Event | 12. Subsequent Event During the quarter ended June 30, 2020, the Company sourced through a U.S.-based distributor a COVID-19 antibody test from a U.S.-based manufacturer of rapid diagnostic tests. As of June 30, 2020, the Company had inventory on hand of approximately $900 and had made deposits for future inventory receipts of approximately $2,600. In addition, during the quarter the Diagnostics segment sold approximately $700 of this product. During July 2020, the manufacturer of this product voluntarily removed it from further sale in the U.S. market. Prior to the voluntary withdrawal by the manufacturer, this product was saleable in the U.S. market under the FDA’s Emergency Use Authorization (EUA) authority. As this condition arose subsequent to June 30, 2020, and did not exist as of June 30, 2020, any related charge that the Company would take would be recorded in its fourth fiscal quarter. At this time, the Company is unable to predict its ability to recover the advance deposits made and is evaluating its ability to sell the inventory in markets outside the U.S. To date, the Company has not received any significant product returns for sales made during the third fiscal quarter, nor are material returns expected in the future. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Revenue Recognition | (a) Revenue Recognition – Revenue Disaggregation The following tables present our revenues disaggregated by major geographic region, major product platform and disease state (Diagnostics only), noting that “Non-molecular assays” is comprised of traditional immunoassays, blood chemistry assays and urea breath tests: Revenue by Reportable Segment & Geographic Region Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 Inc (Dec) 2020 2019 Inc (Dec) Diagnostics- Americas $ 17,575 $ 27,356 (36 )% $ 72,980 $ 84,042 (13 )% EMEA 3,576 5,076 (30 )% 16,853 17,427 (3 )% ROW 447 686 (35 )% 1,498 1,814 (17 )% Total Diagnostics 21,598 33,118 (35 )% 91,331 103,283 (12 )% Life Science- Americas 22,015 4,369 404 % 30,642 14,347 114 % EMEA 26,070 6,389 308 % 40,977 21,608 90 % ROW 15,114 4,564 231 % 26,564 10,930 143 % Total Life Science 63,199 15,322 312 % 98,183 46,885 109 % Consolidated $ 84,797 $ 48,440 75 % $ 189,514 $ 150,168 26 % Revenue by Product Platform/Type Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 Inc (Dec) 2020 2019 Inc (Dec) Diagnostics- Molecular assays $ 3,182 $ 5,894 (46 )% $ 17,259 $ 20,208 (15 )% Non -m 18,416 27,224 (32 )% 74,072 83,075 (11 ) Total Diagnostics $ 21,598 $ 33,118 (35 )% $ 91,331 $ 103,283 (12 )% Life Science- Molecular reagents $ 38,784 $ 5,495 606 % $ 55,691 $ 17,495 218 % Immunological reagents 24,415 9,827 148 % 42,492 29,390 45 % Total Life Science $ 63,199 $ 15,322 312 % $ 98,183 $ 46,885 109 % Revenue by Disease State (Diagnostics only) Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 Inc (Dec) 2020 2019 Inc (Dec) Diagnostics- Gastrointestinal assays $ 9,584 $ 17,232 (44 )% $ 39,644 $ 52,024 (24 )% Respiratory illness assays 5,052 5,708 (11 )% 23,664 21,242 11 % Blood chemistry assays 3,364 4,666 (28 ) 12,508 13,364 (6 )% Other 3,598 5,512 (35 )% 15,515 16,653 (7 )% Total Diagnostics $ 21,598 $ 33,118 (35 )% $ 91,331 $ 103,283 (12 )% Revenue Policies Product Sales Revenue from contracts with customers is recognized in an amount that reflects the consideration we expect to receive in exchange for products when obligations under such contracts are satisfied. Revenue is generally recognized at a point-in-time Revenue is reduced in the period of sale for fees paid to distributors, which are inseparable from the distributor’s purchase of our product and for which we receive no goods or services in return. Revenue for the Diagnostics segment is reduced at the date of sale for product price adjustments payable to certain distributors under local contracts. Management estimates accruals for distributor price adjustments based on local contract terms, sales data provided by distributors, historical statistics, current trends, and other factors. Changes to the accruals are recorded in the period that they become known. Such accruals are netted against accounts receivable. Shipping and handling costs incurred after control of the product is transferred to our customers are treated as fulfillment costs and not a separate performance obligation. Our payment terms differ by jurisdiction and customer but payment is generally required in a term ranging from . Trade accounts receivable are recorded in the accompanying Condensed Consolidated Balance Sheets at invoiced amounts less provisions for distributor price adjustments under local contracts and doubtful accounts. The allowance for doubtful accounts represents our estimate of probable credit losses and is based on historical write-off experience and known conditions that would likely lead to non-payment. Customer invoices are charged off against the allowance when we believe it is probable that the invoices will not be paid. Practical Expedients and Exemptions Revenue is recognized net of any taxes collected from customers (sales tax, value added tax, etc.), which are subsequently remitted to government authorities. Our diagnostic assay products are generally not subject to a customer right of return except for product recall events under the rules and regulations of the Food and Drug Administration or equivalent agencies outside the United States. In this circumstance, the costs to replace affected products would be accrued at the time a loss was probable and estimable. We expense as incurred the costs to obtain contracts, as the amortization period would be one year or less. These costs, recorded within selling and marketing expense, include our internal sales force compensation programs and certain partner sales incentive programs, as we have determined that annual compensation is commensurate with annual selling activities. Reagent Rental Arrangements Certain of our Diagnostics segment’s product platforms require the use of instruments for the tests to be processed. In many cases, a customer is given use of the instrument provided they continue purchasing the associated tests, also referred to as “consumables” or “reagents”. If a customer stops purchasing the consumables, the instrument must be returned to us. Such arrangements are common practice in the diagnostics industry and are referred to as “Reagent Rentals”. Reagent Rentals may also include instrument related services such as a limited replacement warranty, training and installation. We concluded that the use of the instrument and related services (collectively known as “lease elements”) are not within the scope of Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers Leases non-lease non-lease For the portion of the transaction price allocated to the non-lease point-in-time |
Fair Value Measurements | (b) Fair Value Measurements – Certain assets and liabilities are recorded at fair value in accordance with ASC 820-10, Fair Value Measurements and Disclosures 820-10 820-10 Assets and liabilities measured and reported at fair value are classified and disclosed in one of the following categories based on inputs: Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities Level 2 Quoted prices in markets that are not active and financial instruments for which all significant inputs are observable, either directly or indirectly Level 3 Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable As described in Note 3, we acquired Exalenz and the business of GenePOC in April 2020 and June 2019 , respectively . The fair value of the acquired accounts receivable and other current assets and the fair value of the assumed accounts payable and accrued expenses approximated their carrying value at the acquisition date. Inventories, property, plant and equipment, intangible assets and contingent consideration were valued using Level 3 inputs. In connection with the acquisition of Exalenz and as disclosed in Note 3, the Company assumed a number of Israeli government grant obligations, which have been recognized in the preliminary purchase accounting opening balance at their face value totaling $11,108. The fair value of the obligations is expected to be finalized prior to December 31, 2020 and at such time, any required adjustment to the then-current carrying value will be recorded as an adjustment to the goodwill recognized on the transaction. The liabilities are considered to be Level 2 financial liabilities that will be re-measured non-current In connection with the acquisition of the business of GenePOC and an agreement in principle, pending finalization, to amend certain terms of the agreement related to contingent consideration achievement levels and milestone dates, $ 64,000 (originally at the acquisition date) (originally $20,000 at the acquisition date) earn-out and discount rate. The fair value of the financial performance target payments was determined using a Monte Carlo simulation-based model. Assumptions used in these calculations include expected revenue, probability of certain product development programs, expected expenses and discount rate. The ultimate settlement of contingent consideration could deviate from current estimates based on the actual results of these financial measures. The liability is considered to be a Level 3 financial liability that is re-measured re-measurement The following table provides information by level for financial assets and liabilities that are measured at fair value on a recurring basis: Fair Value Measurements Using Carrying Level 1 Level 2 Level 3 Interest rate swaps (see Note 9) - As of June 30, 2020 $ (703 ) $ — $ (703 ) $ — As of September 30, 2019 $ — $ — $ — $ — Contingent consideration - As of June 30, 2020 $ (19,774 ) $ — $ — $ (19,774 ) As of September 30, 2019 $ (27,202 ) $ — $ — $ (27,202 ) Government grant obligations - As of June 30, 2020 $ (11,173 ) $ — $ (11,173 ) $ — As of September 30, 2019 $ — $ — $ — $ — |
Recent Accounting Pronouncements | (c) Recent Accounting Pronouncements – Pronouncements Adopted On October 1, 2019, the Company adopted ASC 842, Leases right-of-use “Leasing Arrangements” non-lease Pronouncements Issued but Not Yet Adopted as of June 30, 2020 In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments , which changes the impairment model used to measure credit losses for most financial assets. We will be required to use a new forward-looking expected credit loss model that will replace the existing incurred credit loss model for our accounts receivable. The guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years (fiscal 2021 for the Company), with early adoption permitted. The Company does not anticipate that the adoption of this guidance will have a material impact on its consolidated financial statements. |
Reclassifications | (d) 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. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Disaggregation of Revenue | The following tables present our revenues disaggregated by major geographic region, major product platform and disease state (Diagnostics only), noting that “Non-molecular assays” is comprised of traditional immunoassays, blood chemistry assays and urea breath tests: Revenue by Reportable Segment & Geographic Region Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 Inc (Dec) 2020 2019 Inc (Dec) Diagnostics- Americas $ 17,575 $ 27,356 (36 )% $ 72,980 $ 84,042 (13 )% EMEA 3,576 5,076 (30 )% 16,853 17,427 (3 )% ROW 447 686 (35 )% 1,498 1,814 (17 )% Total Diagnostics 21,598 33,118 (35 )% 91,331 103,283 (12 )% Life Science- Americas 22,015 4,369 404 % 30,642 14,347 114 % EMEA 26,070 6,389 308 % 40,977 21,608 90 % ROW 15,114 4,564 231 % 26,564 10,930 143 % Total Life Science 63,199 15,322 312 % 98,183 46,885 109 % Consolidated $ 84,797 $ 48,440 75 % $ 189,514 $ 150,168 26 % Revenue by Product Platform/Type Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 Inc (Dec) 2020 2019 Inc (Dec) Diagnostics- Molecular assays $ 3,182 $ 5,894 (46 )% $ 17,259 $ 20,208 (15 )% Non -m 18,416 27,224 (32 )% 74,072 83,075 (11 ) Total Diagnostics $ 21,598 $ 33,118 (35 )% $ 91,331 $ 103,283 (12 )% Life Science- Molecular reagents $ 38,784 $ 5,495 606 % $ 55,691 $ 17,495 218 % Immunological reagents 24,415 9,827 148 % 42,492 29,390 45 % Total Life Science $ 63,199 $ 15,322 312 % $ 98,183 $ 46,885 109 % Revenue by Disease State (Diagnostics only) Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 Inc (Dec) 2020 2019 Inc (Dec) Diagnostics- Gastrointestinal assays $ 9,584 $ 17,232 (44 )% $ 39,644 $ 52,024 (24 )% Respiratory illness assays 5,052 5,708 (11 )% 23,664 21,242 11 % Blood chemistry assays 3,364 4,666 (28 ) 12,508 13,364 (6 )% Other 3,598 5,512 (35 )% 15,515 16,653 (7 )% Total Diagnostics $ 21,598 $ 33,118 (35 )% $ 91,331 $ 103,283 (12 )% |
Summary of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table provides information by level for financial assets and liabilities that are measured at fair value on a recurring basis: Fair Value Measurements Using Carrying Level 1 Level 2 Level 3 Interest rate swaps (see Note 9) - As of June 30, 2020 $ (703 ) $ — $ (703 ) $ — As of September 30, 2019 $ — $ — $ — $ — Contingent consideration - As of June 30, 2020 $ (19,774 ) $ — $ — $ (19,774 ) As of September 30, 2019 $ (27,202 ) $ — $ — $ (27,202 ) Government grant obligations - As of June 30, 2020 $ (11,173 ) $ — $ (11,173 ) $ — As of September 30, 2019 $ — $ — $ — $ — |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Information | Three Months Ended Nine Months Ended 2020 2019 2020 2019 Net Revenues $ 85,083 $ 52,319 $ 196,978 $ 160,887 Net Earnings $ 28,189 $ (9 ) $ 39,376 $ 5,093 |
Business Acquisition Proforma Adjustments | Three Months Ended Nine Months Ended 2020 2019 2020 2019 Adjustments to Net Revenues Exalenz and GenePOC pre-acquisition revenues $ 286 $ 3,879 $ 7,464 $ 10,719 Adjustments to Net Earnings Exalenz and GenePOC pre-acquisition net losses $ (4,919 ) $ (3,486 ) $ (6,398 ) $ (12,924 ) Pro forma adjustments: Meridian acquisition-related costs 1,641 — 3,428 — Exalenz and GenePOC transaction-related costs 4,104 — 4,550 — Remove net impact of non-continuing personnel, locations or activities (447 ) 457 (305 ) 2,949 Incremental depreciation and amortization (224 ) (1,739 ) (2,016 ) (4,787 ) Incremental interest costs, net 444 (599 ) (183 ) (1,346 ) Tax effects of pro forma adjustments and recognizing benefit on resulting Exalenz losses 83 279 607 922 Total Adjustments to Net Earnings $ 682 $ (5,088 ) $ (317 ) $ (15,186 ) |
Exalenz [Member] | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | PRELIMINARY Fair value of assets acquired - Cash $ 5,006 Accounts receivable 637 Inventories 4,329 Other current assets 851 Property, plant and equipment 544 Goodwill 29,288 Other intangible assets (estimated useful life): Non-compete agreement (5 years) 120 Trade name 3,540 Technology (15 years) 5,590 Customer relationships 19,370 Right-of-use assets 1,358 Deferred tax assets, net 5,566 76,199 Fair value of liabilities assumed - Accounts payable and accrued expenses (including current portion of lease and government grant obligations) 7,757 Long-term lease obligations 1,054 Long-term government grant obligations 10,792 Other non-current 291 19,894 Total consideration paid (including $8,068 to payoff long-term debt) $ 56,305 |
GenePOC Inc [Member] | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The recognized final amounts of identifiable assets acquired and liabilities assumed in the acquisition Fair value of assets acquired - Accounts receivable $ 57 Inventories 1,511 Other current assets 84 Property, plant and equipment 1,424 Goodwill 34,582 Other intangible assets (estimated useful life): License agreement (10 years) 5,990 Technology (15 years) 34,136 Government grant (1.33 years) 800 78,584 Fair value of liabilities assumed - Accounts payable and accrued expenses 1,058 Total consideration paid (including contingent C $ 77,526 |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Summary of Restructuring Costs | A reconciliation of the changes in the liabilities associated with the restructuring charges from September 30, 2019 through June 30, 2020 is as follows Employee Lease and Other Total Balance at September 30, 2019 $ 1,010 $ 12 $ 114 $ 1,136 Restructuring charges 575 86 — 661 Reversal of prior period accruals (41 ) — — (41 ) Payments (1,515 ) (98 ) (114 ) (1,727 ) Balance at June 30, 2020 $ 29 $ — $ — $ 29 |
Cash and Equivalents (Tables)
Cash and Equivalents (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Components of Cash and Cash Equivalents | Cash and equivalents include the following: June 30, September 30, Institutional money market funds $ 1,016 $ 20,913 Cash on hand, unrestricted 62,429 41,484 Total $ 63,445 $ 62,397 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | Inventories are comprised of the following: June 30, September 30, Raw materials $ 10,712 $ 7,455 Work-in-process 17,515 11,504 Finished goods - instruments 2,002 935 Finished goods - kits and reagents 30,239 19,723 Total $ 60,468 $ 39,617 |
Leasing Arrangements (Tables)
Leasing Arrangements (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule Of Supplemental Cash Flow Information Related To The CompanyS Operating Lease Liabilities | Supplemental cash flow information related to the Company’s operating leases are as follows: Three Months Nine Months 2020 2019 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 435 $ — $ 1,213 $ — |
Schedule of maturities of lease liabilities | Maturities of lease liabilities by fiscal year for the Company’s operating lease liabilities were as follows as of June 30, 2020: June 30, Remainder of 2020 $ 522 2021 2,011 2022 1,647 2023 1,179 2024 928 Thereafter 916 Total lease payments 7,203 Less amount of lease payment representing interest (489 ) Total present value of lease payments $ 6,714 As of September 30, 2019, future minimum lease payments under noncancelable operating leases were as follows: September 30, 2020 $ 1,528 2021 1,451 2022 1,293 2023 967 2024 712 Thereafter 616 Total $ 6,567 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Acquired Intangible Assets Subject to Amortization | A summary of our acquired intangible assets subject to amortization June 30, 2020 September 30, 2019 Gross Accumulated Gross Accumulated Manufacturing technologies, core products and cell lines $ 61,782 $ 17,755 $ 56,193 $ 15,096 Trade names, licenses and patents 18,045 7,291 14,494 6,094 Customer lists, customer relationships and supply agreements 43,666 15,349 24,274 14,110 Government grants 794 645 814 232 Non-compete 120 4 — — Total $ $ 41,044 $ 95,775 $ 35,532 |
Reportable Segment and Major _2
Reportable Segment and Major Customers Information (Tables) | 9 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Diagnostics Life Science Corporate (1) Eliminations (2) Total Three Months Ended June 30, 2020 Net revenues - Third-party $ 21,598 $ 63,199 $ — $ — $ 84,797 Inter-segment 86 56 — (142 ) — Operating income (2,731 ) 40,253 (2,849 ) (8 ) 34,665 Goodwill (June 30, 2020) 99,652 18,915 — — 118,567 Other intangible assets, net (June 30, 2020) 83,304 59 — — 83,363 Total assets (June 30, 2020) 303,439 116,353 — (5 ) 419,787 Three Months Ended June 30, 2019 Net revenues - Third-party $ 33,118 $ 15,322 $ — $ — $ 48,440 Inter-segment 146 44 — (190 ) — Operating income 5,731 3,639 (2,929 ) 23 6,464 Goodwill (September 30, 2019) 70,395 18,846 — — 89,241 Other intangible assets, net (September 30, 2019) 59,807 436 — — 60,243 Total assets (September 30, 2019) 255,169 70,392 — (83 ) 325,478 Nine Months Ended June 30, 2020 Net revenues - Third-party $ 91,331 $ 98,183 $ — $ — $ 189,514 Inter-segment 264 176 — (440 ) — Operating income 6,469 53,182 (7,832 ) 31 51,850 Nine Months Ended June 30, 2019 Net revenues - Third-party $ 103,283 $ 46,885 $ — $ — $ 150,168 Inter-segment 398 273 — (671 ) — Operating income 22,330 12,906 (8,450 ) 64 26,850 (1) Includes Restructuring Costs and Selected Legal Costs of $134 and $1,080 in the three months ended June 30, 2020 and 2019, respectively, and $1,189 and $2,272 in the nine months ended June 30, 2020 and 2019, respectively. (2) Eliminations consist of inter-segment transactions. |
Pre-tax Earnings Table | A reconciliation of segment operating income to consolidated earnings before income taxes for the three and nine months ended June 30, 2020 and 2019 is as follows: Three Months Ended June 30, Nine Months Ended June 30, 2020 2019 2020 2019 Segment operating income $ 37,514 $ 9,393 $ 59,682 $ 35,300 Corporate operating expenses (2,849 ) (2,929 ) (7,832 ) (8,450 ) Interest income 3 194 137 547 Interest expense (703 ) (448 ) (2,002 ) (1,158 ) Other, net 908 268 1,561 (38 ) Consolidated earnings before income taxes $ 34,873 $ 6,478 $ 51,546 $ 26,201 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Apr. 30, 2020 | Oct. 01, 2019 | Jun. 03, 2019 | |
Schedule Of Accounting Policies [Line Items] | |||||||
Revenue, description of payment terms | 30 to 90 days from the date of shipment or satisfaction of the performance obligation | ||||||
Contingent consideration liability | $ 19,774 | $ 19,774 | |||||
Right-of-use assets | 6,472 | 6,472 | |||||
Lease obligations | 6,714 | 6,714 | |||||
Revenues | 84,797 | $ 48,440 | 189,514 | $ 150,168 | |||
Current government grant obligations | 577 | 577 | |||||
Non current government grant obligations | 10,596 | 10,596 | |||||
Reagent Rental Arrangements [Member] | Lease Elements [Member] | Revenues [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Revenues | $ 1,150 | $ 1,100 | $ 3,400 | $ 3,200 | |||
ASU 2016-02 [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Right-of-use assets | $ 5,880 | ||||||
Lease obligations | $ 5,880 | ||||||
Maximum [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Contract cost, amortization period | 1 year | 1 year | |||||
Maximum [Member] | Financial Performance Targets [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Potential milestone payment | $ 50,000 | $ 50,000 | |||||
GenePOC | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Contingent consideration liability | 19,774 | 19,774 | $ 27,202 | ||||
GenePOC | Minimum [Member] | Product Development Milestones [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Potential milestone payment | 20,000 | 20,000 | |||||
GenePOC | Minimum [Member] | Product Development Milestones And Financial Performance Targets [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Potential milestone payment | 64,000 | 64,000 | |||||
GenePOC | Maximum [Member] | Product Development Milestones [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Potential milestone payment | 14,000 | 14,000 | |||||
GenePOC | Maximum [Member] | Financial Performance Targets [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Potential milestone payment | 50,000 | 50,000 | |||||
GenePOC | Maximum [Member] | Product Development Milestones And Financial Performance Targets [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Potential milestone payment | 70,000 | 70,000 | |||||
Exalenz [Member] | |||||||
Schedule Of Accounting Policies [Line Items] | |||||||
Current government grant obligations | 577 | 577 | |||||
Non current government grant obligations | 10,596 | 10,596 | |||||
Government grant obligations | $ 11,173 | $ 11,173 | $ 11,108 |
Significant Accounting Polici_5
Significant Accounting Policies - Summary of Disaggregation of Revenue by Reportable Segment and Geographic Region (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 84,797 | $ 48,440 | $ 189,514 | $ 150,168 |
Revenue, % change | 75.00% | 26.00% | ||
Diagnostics [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 21,598 | 33,118 | $ 91,331 | 103,283 |
Revenue, % change | (35.00%) | (12.00%) | ||
Diagnostics [Member] | Americas [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 17,575 | 27,356 | $ 72,980 | 84,042 |
Revenue, % change | (36.00%) | (13.00%) | ||
Diagnostics [Member] | EMEA [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 3,576 | 5,076 | $ 16,853 | 17,427 |
Revenue, % change | (30.00%) | (3.00%) | ||
Diagnostics [Member] | ROW [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 447 | 686 | $ 1,498 | 1,814 |
Revenue, % change | (35.00%) | (17.00%) | ||
Life Science [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 63,199 | 15,322 | $ 98,183 | 46,885 |
Revenue, % change | 312.00% | 109.00% | ||
Life Science [Member] | Americas [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 22,015 | 4,369 | $ 30,642 | 14,347 |
Revenue, % change | 404.00% | 114.00% | ||
Life Science [Member] | EMEA [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 26,070 | 6,389 | $ 40,977 | 21,608 |
Revenue, % change | 308.00% | 90.00% | ||
Life Science [Member] | ROW [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 15,114 | $ 4,564 | $ 26,564 | $ 10,930 |
Revenue, % change | 231.00% | 143.00% |
Significant Accounting Polici_6
Significant Accounting Policies - Summary of Disaggregation of Revenue by Product Platform/Type (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 84,797 | $ 48,440 | $ 189,514 | $ 150,168 |
Revenue, % change | 75.00% | 26.00% | ||
Diagnostics [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 21,598 | 33,118 | $ 91,331 | 103,283 |
Revenue, % change | (35.00%) | (12.00%) | ||
Diagnostics [Member] | Molecular Assays [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 3,182 | 5,894 | $ 17,259 | 20,208 |
Revenue, % change | (46.00%) | (15.00%) | ||
Diagnostics [Member] | NonMolecular Assays [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 18,416 | 27,224 | $ 74,072 | 83,075 |
Revenue, % change | (32.00%) | (11.00%) | ||
Life Science [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 63,199 | 15,322 | $ 98,183 | 46,885 |
Revenue, % change | 312.00% | 109.00% | ||
Life Science [Member] | Molecular Reagents [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 38,784 | 5,495 | $ 55,691 | 17,495 |
Revenue, % change | 606.00% | 218.00% | ||
Life Science [Member] | Immunological Reagents [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 24,415 | $ 9,827 | $ 42,492 | $ 29,390 |
Revenue, % change | 148.00% | 45.00% |
Significant Accounting Polici_7
Significant Accounting Policies - Summary of Disaggregation of Revenue by Disease State (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenue | $ 84,797 | $ 48,440 | $ 189,514 | $ 150,168 |
Revenue, % change | 75.00% | 26.00% | ||
Diagnostics [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 21,598 | 33,118 | $ 91,331 | 103,283 |
Revenue, % change | (35.00%) | (12.00%) | ||
Diagnostics [Member] | Gastrointestinal Assays [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 9,584 | 17,232 | $ 39,644 | 52,024 |
Revenue, % change | (44.00%) | (24.00%) | ||
Diagnostics [Member] | Respiratory Illness Assays [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 5,052 | 5,708 | $ 23,664 | 21,242 |
Revenue, % change | (11.00%) | 11.00% | ||
Diagnostics [Member] | Blood Chemistry Assays [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 3,364 | 4,666 | $ 12,508 | 13,364 |
Revenue, % change | (28.00%) | (6.00%) | ||
Diagnostics [Member] | Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | $ 3,598 | $ 5,512 | $ 15,515 | $ 16,653 |
Revenue, % change | (35.00%) | (7.00%) |
Significant Accounting Polici_8
Significant Accounting Policies - Summary of Fair Value, Assets and Liabilities Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Sep. 30, 2019 |
Business Combination, Contingent Consideration, Liability | $ (19,774) | |
Derivative Liability, Noncurrent | (703) | |
Interest Rate Swap [Member] | ||
Derivative Liability, Noncurrent | (703) | |
Fair Value, Recurring [Member] | ||
Government Grant Obligations | (11,173) | $ 0 |
Fair Value, Recurring [Member] | Interest Rate Swap [Member] | ||
Derivative Liability, Noncurrent | (703) | 0 |
Fair Value, Recurring [Member] | Commitments [Member] | ||
Business Combination, Contingent Consideration, Liability | (19,774) | (27,202) |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Government Grant Obligations | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Interest Rate Swap [Member] | ||
Derivative Liability, Noncurrent | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Commitments [Member] | ||
Business Combination, Contingent Consideration, Liability | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Government Grant Obligations | (11,173) | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member] | ||
Derivative Liability, Noncurrent | (703) | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Commitments [Member] | ||
Business Combination, Contingent Consideration, Liability | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Government Grant Obligations | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Interest Rate Swap [Member] | ||
Derivative Liability, Noncurrent | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Commitments [Member] | ||
Business Combination, Contingent Consideration, Liability | $ (19,774) | $ (27,202) |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) $ in Thousands, ₪ in Millions | Apr. 30, 2020USD ($) | Apr. 30, 2020ILS (₪) | Jun. 03, 2019USD ($) | Apr. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2020USD ($) | Sep. 30, 2019USD ($) |
Contingent consideration liability | $ 19,774 | $ 19,774 | ||||||||
Current portion of acquisition consideration | 5,000 | 5,000 | ||||||||
Milestone payable due in year two and three | 19,774 | 19,774 | $ 19,774 | $ 32,202 | ||||||
Goodwill | 118,567 | 118,567 | $ 89,241 | |||||||
Acquisition-related Costs | 1,641 | $ 473 | 3,428 | $ 1,445 | ||||||
Foreign Currency Transaction Gain Loss Realized | 845 | 845 | ||||||||
Amortization of specific identifiable assets | 2,155 | $ 1,120 | 5,604 | $ 2,778 | ||||||
Financial Performance Targets [Member] | Maximum [Member] | ||||||||||
Potential milestone payment | 50,000 | $ 50,000 | ||||||||
Product Development Milestone [Member] | ||||||||||
Milestone measurement date | Sep. 30, 2022 | |||||||||
GenePOC Inc [Member] | ||||||||||
Maximum Business Combination Consideration | $ 120,000 | $ 114,000 | ||||||||
Assets acquired liabilities assumed net | 77,526 | |||||||||
Contingent consideration liability | 27,202 | 19,774 | 19,774 | |||||||
Cash payment to acquire business | 50,000 | |||||||||
Business Combination Closing Payment Holdback | 5,000 | |||||||||
Goodwill | $ 34,582 | |||||||||
GenePOC Inc [Member] | Financial Performance Targets [Member] | Maximum [Member] | ||||||||||
Potential milestone payment | 50,000 | 50,000 | ||||||||
GenePOC Inc [Member] | Product Development Milestone One [Member] | ||||||||||
Potential milestone payment | 4,000 | 4,000 | ||||||||
GenePOC Inc [Member] | Product Development Milestone Two [Member] | ||||||||||
Potential milestone payment | 10,000 | 10,000 | ||||||||
Exalenz [Member] | ||||||||||
Assets acquired liabilities assumed net | $ 56,305 | $ 56,305 | ||||||||
Cash payment to acquire business | 48,237 | ₪ 168.6 | ||||||||
Goodwill | 29,288 | 29,288 | ||||||||
Acquisition-related Costs | $ 1,641 | $ 3,428 | ||||||||
Percentage of Voting Interest | 100.00% | 100.00% | ||||||||
Revenue Of Acquiree Since Acquisition | $ 1,308 | $ 1,308 | ||||||||
Business Acquisition, Net Income (Loss) | $ 932 | $ 932 | ||||||||
Business Combination Consideration Transferred | $ 56,305 | |||||||||
Net Cash Outlay To Acquire Businesses | 47,392 | |||||||||
Amortization of specific identifiable assets | $ 448 |
Business Combinations - Schedul
Business Combinations - Schedule Of Assets Acquired And Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Apr. 30, 2020 | Sep. 30, 2019 | Jun. 03, 2019 |
Fair value of assets acquired - | ||||
Goodwill | $ 118,567 | $ 89,241 | ||
Right-of-use assets | $ 1,358 | |||
Genepoc Inc [Member] | ||||
Fair value of assets acquired - | ||||
Accounts receivable | $ 57 | |||
Inventories | 1,511 | |||
Other current assets | 84 | |||
Property, plant and equipment | 1,424 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 78,584 | |||
Goodwill | 34,582 | |||
Fair value of liabilities assumed - | ||||
Accounts payable and accrued expenses | 1,058 | |||
Total consideration paid | 77,526 | |||
Genepoc Inc [Member] | Licensing Agreements [Member] | ||||
Fair value of assets acquired - | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 5,990 | |||
Genepoc Inc [Member] | Government Grants [Member] | ||||
Fair value of assets acquired - | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 800 | |||
Genepoc Inc [Member] | Technology-Based Intangible Assets [Member] | ||||
Fair value of assets acquired - | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 34,136 | |||
Exalenz [Member] | ||||
Fair value of assets acquired - | ||||
Cash | $ 5,006 | |||
Accounts receivable | 637 | |||
Inventories | 4,329 | |||
Other current assets | 851 | |||
Property, plant and equipment | 544 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 76,199 | |||
Goodwill | 29,288 | |||
Deferred tax assets, net | 5,566 | |||
Fair value of liabilities assumed - | ||||
Accounts payable and accrued expenses | 7,757 | |||
Long-term lease obligations | 1,054 | |||
Long-term government grant obligations | 10,792 | |||
Other non-current liabilities | 291 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities | 19,894 | |||
Total consideration paid | 56,305 | |||
Exalenz [Member] | Noncompete Agreements [Member] | ||||
Fair value of assets acquired - | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 120 | |||
Exalenz [Member] | Trade Names [Member] | ||||
Fair value of assets acquired - | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 3,540 | |||
Exalenz [Member] | Technology-Based Intangible Assets [Member] | ||||
Fair value of assets acquired - | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 5,590 | |||
Exalenz [Member] | Customer Relationships [Member] | ||||
Fair value of assets acquired - | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 19,370 |
Business Combinations - Sched_2
Business Combinations - Schedule Of Assets Acquired And Liabilities (Parenthetical) (Detail) - USD ($) $ in Thousands | Jun. 03, 2019 | Apr. 30, 2020 |
Genepoc Inc [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Business combination contingent consideration | $ 27,202 | |
Exalenz [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Business combination consideration payment Of Long term debt | $ 8,068 | |
Licensing Agreements [Member] | Genepoc Inc [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | |
Technology-Based Intangible Assets [Member] | Genepoc Inc [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | |
Technology-Based Intangible Assets [Member] | Exalenz [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | |
Government Grants [Member] | Genepoc Inc [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year 3 months 29 days | |
Noncompete Agreements [Member] | Exalenz [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | |
Trade Names [Member] | Exalenz [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | |
Customer Relationships [Member] | Exalenz [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years |
Business Combinations - Consoli
Business Combinations - Consolidated Pro Forma Results Of The Combined Entities (Detail) - Exalenz And GenePOC [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Business Acquisition, Pro Forma Information [Abstract] | ||||
Net Revenues | $ 85,083 | $ 52,319 | $ 196,978 | $ 160,887 |
Net Earnings | $ 28,189 | $ (9) | $ 39,376 | $ 5,093 |
Business Combinations - Busines
Business Combinations - Business Acquisition, Pro Forma Adjustments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Pro forma adjustments: | ||||
Expenses related to non-continuing personnel, locations or activities | $ (447) | $ 457 | $ (305) | $ 2,949 |
Incremental depreciation and amortization | (224) | (1,739) | (2,016) | (4,787) |
Incremental interest costs | 444 | (599) | (183) | (1,346) |
Tax effects of pro forma adjustments | 83 | 279 | 607 | 922 |
Total Adjustments to Net Earnings | 682 | (5,088) | (317) | (15,186) |
Exalenz And GenePOC [Member] | ||||
Adjustments to Net Revenues | ||||
Exalenz and GenePOC pre-acquisition revenues | 286 | 3,879 | 7,464 | 10,719 |
Adjustments to Net Earnings | ||||
Exalenz and GenePOC pre-acquisition net loss | (4,919) | $ (3,486) | (6,398) | $ (12,924) |
Pro forma adjustments: | ||||
Meridian acquisition-related costs | 1,641 | 3,428 | ||
Exalenz and GenePOC transaction-related costs | $ 4,104 | $ 4,550 |
Restructuring - Summary of Rest
Restructuring - Summary of Restructuring Costs (Detail) $ in Thousands | 9 Months Ended |
Jun. 30, 2020USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Balance at September 30, 2019 | $ 1,136 |
Restructuring charges | 661 |
Reversal of prior period accruals | (41) |
Payments | (1,727) |
Balance at June 30, 2020 | 29 |
Employee Separation and Related Costs [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Balance at September 30, 2019 | 1,010 |
Restructuring charges | 575 |
Reversal of prior period accruals | (41) |
Payments | (1,515) |
Balance at June 30, 2020 | 29 |
Lease and Other Contract Termination Fees [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Balance at September 30, 2019 | 12 |
Restructuring charges | 86 |
Payments | (98) |
Other [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Balance at September 30, 2019 | 114 |
Payments | $ (114) |
Restructuring - Additional Info
Restructuring - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 93 | $ 1,801 | $ 620 | $ 1,701 |
Cash and Equivalents - Componen
Cash and Equivalents - Components of Cash and Cash Equivalents (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2018 |
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | $ 63,445 | $ 62,397 | $ 55,192 | $ 60,763 |
Institutional Money Market Funds [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | 1,016 | 20,913 | ||
Cash [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash and cash equivalents | $ 62,429 | $ 41,484 |
Inventories - Components of Inv
Inventories - Components of Inventories (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Sep. 30, 2019 |
Inventory [Line Items] | ||
Raw materials | $ 10,712 | $ 7,455 |
Work-in-process | 17,515 | 11,504 |
Total | 60,468 | 39,617 |
Instruments [Member] | ||
Inventory [Line Items] | ||
Finished goods | 2,002 | 935 |
Kits and Reagents [Member] | ||
Inventory [Line Items] | ||
Finished goods | $ 30,239 | $ 19,723 |
Leasing Arrangements - Addition
Leasing Arrangements - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended |
Jun. 30, 2020USD ($) | Jun. 30, 2020USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Remaining lease term | 4 years 3 months 18 days | 4 years 3 months 18 days |
Leases discount rate | 3.70% | 3.70% |
Cost of Sales [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | $ 165 | $ 424 |
Operating Expense [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | $ 330 | $ 889 |
Leasing Arrangements - Schedule
Leasing Arrangements - Schedule Of Supplemental Cash Flow Information Related To The CompanyS Operating Lease Liabilities (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||||
Operating cash flows from operating leases | $ 435 | $ 1,213 |
Leasing Arrangements - Schedu_2
Leasing Arrangements - Schedule of maturities of lease liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Sep. 30, 2019 |
Lessee, Lease, Description [Line Items] | ||
Remainder of 2020 | $ 522 | |
2020 | $ 1,528 | |
2021 | 2,011 | 1,451 |
2022 | 1,647 | 1,293 |
2023 | 1,179 | 967 |
2024 | 928 | 712 |
Thereafter | 916 | 616 |
Total lease payments | 7,203 | $ 6,567 |
Less amount of lease payment representing interest | (489) | |
Total present value of lease payments | $ 6,714 |
Intangible Assets- Additional I
Intangible Assets- Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Amortization of intangible assets | $ 2,155 | $ 1,120 | $ 5,604 | $ 2,778 |
2020 | 2,106 | 2,106 | ||
2021 | 7,318 | 7,318 | ||
2022 | 6,941 | 6,941 | ||
2023 | 6,928 | 6,928 | ||
2024 | 6,924 | 6,924 | ||
2025 | $ 6,914 | $ 6,914 |
Intangible Assets - Summary of
Intangible Assets - Summary of Acquired Intangible Assets Subject to Amortization (Detail) - USD ($) $ in Thousands | Jun. 30, 2020 | Sep. 30, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 124,407 | $ 95,775 |
Accumulated Amortization | 41,044 | 35,532 |
Manufacturing Technologies, Core Products and Cell Lines [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 61,782 | 56,193 |
Accumulated Amortization | 17,755 | 15,096 |
Tradenames, Licenses and Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 18,045 | 14,494 |
Accumulated Amortization | 7,291 | 6,094 |
Customer Lists, Customer Relationships, and Supply Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 43,666 | 24,274 |
Accumulated Amortization | 15,349 | 14,110 |
Government Grants [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 794 | 814 |
Accumulated Amortization | 645 | $ 232 |
Noncompete Agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 120 | |
Accumulated Amortization | $ 4 |
Bank Credit Arrangements - Addi
Bank Credit Arrangements - Additional Information (Detail) - USD ($) $ in Thousands | May 24, 2019 | Jun. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | Feb. 19, 2020 | Dec. 31, 2019 | May 31, 2019 | Mar. 22, 2016 |
Debt Instrument [Line Items] | |||||||||
Fair value of interest rate swap | $ 563 | ||||||||
Line of credit facility borrowing Capacity | $ 160,000 | ||||||||
Fair value of interest rate swaps | $ 703 | $ 703 | |||||||
Proceeds from Lines of Credit | $ 50,000 | $ 75,824 | |||||||
Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument effective interest rate | 3.45% | 3.45% | 2.63% | ||||||
Line of credit facility borrowing Capacity | $ 125,000 | ||||||||
Draws on credit facility | $ 98,824 | $ 98,824 | |||||||
Expiration of credit facility | May 2024 | ||||||||
Proceeds from Lines of Credit | $ 125,824 | ||||||||
Interest Rate Swap [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate swap balance reflected within other comprehensive income | $ 473 | $ 461 | |||||||
Fixed interest rate | 2.16% | 2.16% | |||||||
Fair value of interest rate swaps | $ 703 | $ 703 | |||||||
Three Interest Rate Swap Agreements [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Notional amount | $ 50,000 | $ 50,000 | |||||||
Five - Year Term Loan [Member] | Magellan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term Debt | $ 60,000 | ||||||||
Long-term Debt, Term | 5 years |
Reportable Segment and Major _3
Reportable Segment and Major Customers Information - Additional Information (Detail) - Customer | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Three Diagnostic Manufacturing Customers [Member] | Segment, Third-Party Sales Revenue [Member] | Life Science [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Concentration risk percentage | 36.00% | 20.00% | 30.00% | 25.00% | |
Customer Concentration Risk [Member] | Two Diagnostic Distributor Customers [Member] | Consolidated Accounts Receivable [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Number of major customers | 2 | ||||
Concentration risk percentage | 1.00% | 13.00% | |||
Customer Concentration Risk [Member] | Two Diagnostic Distributor Customers [Member] | Revenues [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Concentration risk percentage | 5.00% | 12.00% | 12.00% | 18.00% | |
Customer Concentration Risk [Member] | 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 | 21.00% | 18.00% | 24.00% | 26.00% | |
Customer Concentration Risk [Member] | Three Diagnostic Manufacturing Customers [Member] | Consolidated Accounts Receivable [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Number of major customers | 3 | ||||
Concentration risk percentage | 41.00% | ||||
Customer Concentration Risk [Member] | Three Diagnostic Manufacturing Customers [Member] | Revenues [Member] | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Concentration risk percentage | 27.00% | 6.00% | 15.00% | 8.00% |
Reportable Segment and Major _4
Reportable Segment and Major Customers Information - Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | |||||
Net revenues | $ 84,797 | $ 48,440 | $ 189,514 | $ 150,168 | |
Operating income | 34,665 | 6,464 | 51,850 | 26,850 | |
Goodwill | 118,567 | 118,567 | $ 89,241 | ||
Other intangible assets | 83,363 | 83,363 | 60,243 | ||
Total assets | 419,787 | 419,787 | 325,478 | ||
Restructuring and litigation costs | 134 | 1,080 | 1,189 | 2,272 | |
Diagnostics [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 700 | ||||
Corporate [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating income | (2,849) | (2,929) | (7,832) | (8,450) | |
Eliminations [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating income | (8) | 23 | 31 | 64 | |
Total assets | (5) | (5) | (83) | ||
Net revenues | (142) | (190) | (440) | (671) | |
Operating Segments [Member] | Diagnostics [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 21,598 | 33,118 | 91,331 | 103,283 | |
Operating income | (2,731) | 5,731 | 6,469 | 22,330 | |
Goodwill | 99,652 | 99,652 | 70,395 | ||
Other intangible assets | 83,304 | 83,304 | 59,807 | ||
Total assets | 303,439 | 303,439 | 255,169 | ||
Net revenues | 86 | 146 | 264 | 398 | |
Operating Segments [Member] | Life Science [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues | 63,199 | 15,322 | 98,183 | 46,885 | |
Operating income | 40,253 | 3,639 | 53,182 | 12,906 | |
Goodwill | 18,915 | 18,915 | 18,846 | ||
Other intangible assets | 59 | 59 | 436 | ||
Total assets | 116,353 | 116,353 | $ 70,392 | ||
Net revenues | $ 56 | $ 44 | $ 176 | $ 273 |
Reportable Segments and Major C
Reportable Segments and Major Concentration Data - Pre-tax Earnings Table (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting [Abstract] | ||||
Segment operating income | $ 37,514 | $ 9,393 | $ 59,682 | $ 35,300 |
Corporate operating expenses | (2,849) | (2,929) | (7,832) | (8,450) |
Interest income | 3 | 194 | 137 | 547 |
Interest expense | (703) | (448) | (2,002) | (1,158) |
Other, net | 908 | 268 | 1,561 | (38) |
EARNINGS BEFORE INCOME TAXES | $ 34,873 | $ 6,478 | $ 51,546 | $ 26,201 |
Litigation Matters - Additional
Litigation Matters - Additional information (Detail) - USD ($) $ in Thousands | Apr. 17, 2020 | Jul. 09, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 |
Loss Contingencies [Line Items] | ||||||
Settlement of Plaintiff Payment | $ 2,100 | |||||
Litigation costs | $ 134 | $ 178 | $ 1,189 | $ 1,370 | ||
Loss contingency appeal period lapse | 30 days | |||||
DOJ Subpoena [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation filing date | April 17, 2018 | |||||
Litigation costs | $ 134 | $ 170 | $ 1,145 | $ 1,270 | ||
Class Action Complaint One [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation filing date | November 15, 2017 | |||||
Class Action Complaint Two [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation filing date | December 6, 2017 | |||||
Amended Complaint [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Litigation filing date | April 16, 2018 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Sep. 30, 2019 | |
Revenues | $ 84,797 | $ 48,440 | $ 189,514 | $ 150,168 | |
Inventory, Net | 60,468 | 60,468 | $ 39,617 | ||
Diagnostics [Member] | |||||
Revenues | 700 | ||||
Deposits For Inventory Purchases | 2,600 | 2,600 | |||
Inventory, Net | $ 900 | $ 900 |