Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Sep. 30, 2014 | Nov. 06, 2014 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2015 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Trading Symbol | 'TECH | ' |
Entity Registrant Name | 'BIO-TECHNE CORPORATION | ' |
Entity Central Index Key | '0000842023 | ' |
Current Fiscal Year End Date | '--06-30 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 37,076,377 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Earnings and Comprehensive Income (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Net sales | $108,477 | $85,668 |
Cost of sales | 35,411 | 24,554 |
Gross margin | 73,066 | 61,114 |
Operating expenses: | ' | ' |
Selling, general and administrative | 28,701 | 14,021 |
Research and development | 9,149 | 7,702 |
Total operating expenses | 37,850 | 21,723 |
Operating income | 35,216 | 39,391 |
Other (expense) income | -618 | 263 |
Earnings before income taxes | 34,598 | 39,654 |
Income taxes | 10,691 | 12,226 |
Net earnings | 23,907 | 27,428 |
Other comprehensive (loss) income: | ' | ' |
Foreign currency translation adjustments | -9,103 | 7,902 |
Unrealized losses on available-for-sale investments, net of tax of ($100) and ($17,396), respectively | -8,488 | -36,776 |
Other comprehensive loss | -17,591 | -28,874 |
Comprehensive income (loss) | $6,316 | ($1,446) |
Earnings per share: | ' | ' |
Basic | $0.65 | $0.74 |
Diluted | $0.64 | $0.74 |
Cash dividends per common share: | $0.31 | $0.30 |
Weighted average common shares outstanding: | ' | ' |
Basic | 37,007 | 36,842 |
Diluted | 37,148 | 36,928 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Earnings and Comprehensive Income (Parenthetical) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Unrealized losses on available-for-sale investments, tax | ($100) | ($17,396) |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $98,239 | $318,568 |
Short-term available-for-sale investments | 32,573 | 44,786 |
Trade accounts receivable, less allowance for doubtful accounts of $492 and $487, respectively | 60,869 | 47,874 |
Other receivables | 668 | 7,127 |
Inventories | 52,195 | 38,847 |
Prepaid expenses | 4,419 | 2,588 |
Deferred income taxes | 19,148 | 9,623 |
Total current assets | 268,111 | 469,413 |
Available-for-sale investments | 3,575 | 3,575 |
Property and equipment, net | 122,006 | 117,120 |
Intangible assets, net | 307,508 | 108,776 |
Goodwill | 305,234 | 151,473 |
Investments in unconsolidated entities | 10,000 | 10,446 |
Other assets | 1,826 | 1,688 |
Assets | 1,018,260 | 862,491 |
Current liabilities: | ' | ' |
Trade accounts payable | 13,571 | 9,652 |
Salaries, wages and related accruals | 9,869 | 6,158 |
Accrued expenses | 6,709 | 4,136 |
Income taxes payable | 1,975 | 496 |
Deferred revenue, current | 2,545 | 0 |
Related party note payable, current | 5,949 | 5,949 |
Total current liabilities | 40,618 | 26,391 |
Deferred income taxes | 64,524 | 33,838 |
Related party note payable, long-term | 6,997 | 6,997 |
Long-term debt obligations | 112,000 | 0 |
Other long-term liabilities | 708 | 0 |
Shareholders' equity: | ' | ' |
Common stock, par value $.01 per share; authorized 100,000,000; issued and outstanding 37,029,777 and 37,002,203, respectively | 370 | 370 |
Additional paid-in capital | 150,308 | 147,004 |
Retained earnings | 665,714 | 653,279 |
Accumulated other comprehensive loss | -22,979 | -5,388 |
Total shareholders' equity | 793,413 | 795,265 |
Liabilities and Equity, Total | $1,018,260 | $862,491 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Trade accounts receivable, allowance for doubtful accounts | $492 | $487 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 37,029,777 | 37,002,203 |
Common stock, shares outstanding | 37,029,777 | 37,002,203 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net earnings | $23,907 | $27,428 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 8,559 | 4,090 |
Costs recognized on sale of acquired inventory | 3,167 | 1,731 |
Deferred income taxes | -1,617 | -1,329 |
Stock-based compensation expense | 1,362 | 569 |
Other | 68 | 120 |
Change in operating assets and operating liabilities, net of acquisition: | ' | ' |
Trade accounts and other receivables | 422 | -106 |
Inventories | -2,326 | -296 |
Prepaid expenses | 8 | -305 |
Trade accounts payable and accrued expenses | -1,487 | -828 |
Salaries, wages and related accruals | 2,528 | 1,420 |
Income taxes payable | 1,127 | 91 |
Net cash provided by operating activities | 35,718 | 32,585 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Acquisitions, net of cash acquired | -360,175 | -103,049 |
Purchase of available-for-sale investments | 0 | -27,010 |
Proceeds from sales of available-for-sale investments | 0 | 12,700 |
Proceeds from maturities of available-for-sale investments | 9,880 | 16,090 |
Additions to property and equipment | -4,905 | -3,811 |
Distributions from unconsolidated entities | 446 | 85 |
Other | 0 | -138 |
Net cash used in investing activities | -354,754 | -105,133 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Cash dividends | -11,472 | -11,051 |
Proceeds from stock option exercises | 1,864 | 1,145 |
Excess tax benefit from stock option exercises | 78 | 4 |
Borrowings under line-of-credit agreement | 125,000 | 0 |
Payments on line-of-credit | -13,000 | 0 |
Net cash provided by (used in) financing activities | 102,470 | -9,902 |
Effect of exchange rate changes on cash and cash equivalents | -3,763 | 2,520 |
Net decrease in cash and cash equivalents | -220,329 | -79,930 |
Cash and cash equivalents at beginning of period | 318,568 | 163,786 |
Cash and cash equivalents at end of period | $98,239 | $83,856 |
Basis_of_Presentation_and_Summ
Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Basis of Presentation and Summary of Significant Accounting Policies | ' | ||||||||
Note 1. Basis of Presentation and Summary of Significant Accounting Policies: | |||||||||
The interim consolidated financial statements of Bio-Techne Corporation (formerly Techne Corporation) and subsidiaries, (the Company) presented here have been prepared by the Company and are unaudited. They have been prepared in accordance with accounting principles generally accepted in the United States of America and with instructions to Form 10-Q and Article 10 of Regulation S-X. They reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. All such adjustments are of a normal recurring nature. | |||||||||
Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Consolidated Financial Statements and Notes thereto for the fiscal year ended June 30, 2014, included in the Company’s Annual Report on Form 10-K for fiscal 2014. A summary of significant accounting policies followed by the Company is detailed in the Company’s Annual Report on Form 10-K for fiscal 2014. The Company follows these policies in preparation of the interim unaudited condensed consolidated financial statements. | |||||||||
Available-For-Sale Investments: | |||||||||
The Company’s available-for-sale securities are carried at fair value using Level 1 and Level 2 inputs. The fair value of the Company’s available-for-sale investments at September 30, 2014 and June 30, 2014 were $36.1 million and $48.4 million, respectively. The decrease was primarily due to the change in the fair value of the Company’s investment in ChemoCentryx, Inc. (CCXI). The amortized cost basis of the Company’s available-for-sale investments at September 30, 2014 and June 30, 2014 were $37.1 million and $40.7 million, respectively. | |||||||||
Included in the Company’s available-for-sale securities is an investment in the common stock and warrants of CCXI. The fair value of the Company’s investment was $28.5 million and $37.1 million at September 30, 2014 and June 30, 2014, respectively. The cost basis of the Company’s investment in CCXI was $29.5 million at both September 30, 2014 and June 30, 2014. | |||||||||
Inventories: | |||||||||
Inventories consist of (in thousands): | |||||||||
September 30, | June 30, | ||||||||
2014 | 2014 | ||||||||
Raw materials | $ | 15,346 | $ | 9,852 | |||||
Finished goods | 36,849 | 28,995 | |||||||
Inventories, net | $ | 52,195 | $ | 38,847 | |||||
At both September 30, 2014 and June 30, 2014, the Company had approximately $30 million of excess protein, antibody and chemically-based inventory on hand which was not valued. | |||||||||
Property and Equipment: | |||||||||
Property and equipment consist of (in thousands): | |||||||||
September 30, | June 30, | ||||||||
2014 | 2014 | ||||||||
Land | $ | 7,405 | $ | 7,468 | |||||
Buildings and improvements | 153,728 | 149,442 | |||||||
Machinery and equipment | 55,898 | 53,067 | |||||||
Property and equipment, cost | 217,031 | 209,977 | |||||||
Accumulated depreciation and amortization | (95,025 | ) | (92,857 | ) | |||||
Property and equipment, net | $ | 122,006 | $ | 117,120 | |||||
Intangible Assets: | |||||||||
Intangible assets consist of (in thousands): | |||||||||
September 30 | June 30, | ||||||||
2014 | 2014 | ||||||||
Developed technology | $ | 93,109 | $ | 48,166 | |||||
Trade names | 65,995 | 24,280 | |||||||
Customer relationships | 176,262 | 59,240 | |||||||
Non-compete agreements | 3,309 | 3,109 | |||||||
Intangible assets | 338,675 | 134,795 | |||||||
Accumulated amortization | (31,167 | ) | (26,019 | ) | |||||
Intangible assets, net | $ | 307,508 | $ | 108,776 | |||||
Changes to the carrying amount of net intangible assets for the quarter ended September 30, 2014 consist of (in thousands): | |||||||||
Beginning balance | $ | 108,776 | |||||||
Acquisitions | 205,810 | ||||||||
Amortization expense | (5,726 | ) | |||||||
Currency translation | (1,352 | ) | |||||||
Ending balance | $ | 307,508 | |||||||
The estimated future amortization expense for intangible assets as of September 30, 2014 is as follows (in thousands): | |||||||||
Period Ending June 30: | |||||||||
2015 | $ | 20,380 | |||||||
2016 | 27,153 | ||||||||
2017 | 26,326 | ||||||||
2018 | 26,129 | ||||||||
2019 | 25,515 | ||||||||
Thereafter | 182,005 | ||||||||
$ | 307,508 | ||||||||
Goodwill: | |||||||||
Changes to the carrying amount of goodwill for the quarter ended September 30, 2014 consist of (in thousands): | |||||||||
Beginning balance | $ | 151,473 | |||||||
Acquisitions | 156,200 | ||||||||
Currency translation | (2,439 | ) | |||||||
Ending balance | $ | 305,234 | |||||||
Acquisitions
Acquisitions | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Acquisitions | ' | ||||||||
Note 2. Acquisitions: | |||||||||
The Company’s acquisitions have historically been made at prices above the fair value of the acquired identifiable assets, resulting in goodwill. The goodwill is due to strategic benefits of growing the Company’s product portfolio, expected revenue growth from the increased market penetration from future products and customers, and expectations of synergies that will be realized by combining the businesses. Acquisitions have been accounted for using the purchase method of accounting and the acquired companies’ results have been included in the accompanying financial statements from their respective dates of acquisition. Acquisition costs are recorded in selling, general and administrative expenses as incurred. | |||||||||
On July 2, 2014, the Company acquired all of the issued and outstanding equity interests of Novus Holdings LLC (Novus). The acquisition was funded entirely by cash on-hand. Novus broadens the Company’s antibody offerings by being a supplier of a large portfolio of both outsourced and in-house developed antibodies and other reagents for life science research. Novus is included in the Company’s Biotechnology segment. The purchase price of Novus exceeded the fair value of the identifiable net assets and, accordingly, the difference was allocated to goodwill, substantially all of which is tax deductible. | |||||||||
On July 31, 2014, the Company acquired ProteinSimple. ProteinSimple expands the Company’s solutions that it can offer its customers by developing and commercializing proprietary systems and consumables for protein analysis. The Company opened a line-of-credit (Note 8) to partially fund the acquisition. The purchase price of ProteinSimple exceeded the fair value of the identifiable net assets and, accordingly, the difference was allocated to goodwill, substantially all of which is not tax deductible. ProteinSimple is included in the Company’s Protein Platforms segment. | |||||||||
The preliminary estimated fair value of the assets acquired and liabilities assumed in each acquisition, pending final valuation of intangible assets, was as follows (in thousands): | |||||||||
Novus | ProteinSimple | ||||||||
Current assets | $ | 10,739 | $ | 20,321 | |||||
Equipment | 1,266 | 1,983 | |||||||
Other long-term assets | 40 | 554 | |||||||
Intangible Assets: | |||||||||
Developed technology | 5,110 | 41,200 | |||||||
Trade name | 5,800 | 36,300 | |||||||
Customer relationships | 16,100 | 101,100 | |||||||
Non-compete agreements | 0 | 200 | |||||||
Goodwill | 23,233 | 132,967 | |||||||
Total assets acquired | 62,288 | 334,625 | |||||||
Liabilities | 2,166 | 11,304 | |||||||
Deferred income taxes, net | 0 | 23,268 | |||||||
Net assets acquired | $ | 60,122 | $ | 300,053 | |||||
Cash paid, net of cash acquired | $ | 60,122 | $ | 300,053 | |||||
Tangible assets acquired, net of liabilities assumed, were stated at fair value at the date of acquisition based on management’s assessment. The purchase price allocated to developed technology, trade names, non-compete agreements and customer relationships was based on management’s forecasted cash inflows and outflows and using a relief-from-royalty and a multi-period excess earnings method to calculate the fair value of assets purchased. The developed technology is being amortized with the expense reflected in cost of goods sold in the Condensed Consolidated Statement of Earnings and Comprehensive Income. Amortization expense related to trade names, the non-compete agreements and customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The weighted-average amortization periods for intangible assets acquired in fiscal 2015 are 9.6 years for developed technology, 19.5 years for trade names and 14.8 years for customer relationships. The non-compete agreements are being amortized over three years. The ProteinSimple deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized upon the sale of acquired inventory that was written up to fair value and intangible asset amortization, both of which are not deductible for income tax purposes and the future tax benefit of ProteinSimple net operating loss and tax credit carry forwards which will be deductible by the Company in future periods. | |||||||||
The Company’s Condensed Consolidated Financial Statements for the quarter ended September 30, 2014, include Novus and ProteinSimple net sales of $5.5 million and $12.9 million, respectively, and net losses of $0.2 million and $1.8 million, respectively. Included in Novus results were amortization of intangibles of $0.6 million and costs recognized on the sales of acquired inventory of $0.5 million, respectively. Included in ProteinSimple results were amortization of intangibles of $2.2 million and costs recognized on the sales of acquired inventory of $1.4 million, respectively. |
Segment_Information
Segment Information | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Segment Information | ' | ||||||||
Note 3. Segment Information: | |||||||||
The Company’s management evaluates segment operating performance based on operating income before certain charges to cost of sales and selling, general and administrative expenses, principally associated with acquisition accounting related to inventory, amortization of acquisition-related intangible assets and other acquisition-related expenses. Prior period segment results, which reported segment earnings before income taxes, have been reclassified to reflect segment performance based on operating income. | |||||||||
With the acquisition of ProteinSimple on July 31, 2014, the Company has three reportable segments based on the nature of products; they are Biotechnology, Clinical Controls and Protein Platforms. Following is financial information relating to the Company’s reportable segments (in thousands): | |||||||||
Quarter Ended | |||||||||
September 30, | |||||||||
2014 | 2013 | ||||||||
Net sales: | |||||||||
Biotechnology | $ | 81,468 | $ | 73,190 | |||||
Clinical Controls | 14,095 | 12,478 | |||||||
Protein Platforms | 12,914 | 0 | |||||||
Consolidated net sales | $ | 108,477 | $ | 85,668 | |||||
Segment operating income | |||||||||
Biotechnology | $ | 42,020 | $ | 40,988 | |||||
Clinical Controls | 4,535 | 4,019 | |||||||
Protein Platforms | 2,604 | 0 | |||||||
Subtotal reportable segments | 49,159 | 45,007 | |||||||
Cost recognized on sale of acquired inventory | (3,167 | ) | (1,731 | ) | |||||
Amortization of acquisition related intangible assets | (5,728 | ) | (2,188 | ) | |||||
Corporate selling, general and administrative expenses | (2,678 | ) | (1,165 | ) | |||||
Acquisition related expenses | (2,370 | ) | (532 | ) | |||||
Consolidated operating income | $ | 35,216 | $ | 39,391 | |||||
Sharebased_Compensation
Share-based Compensation | 3 Months Ended |
Sep. 30, 2014 | |
Share-based Compensation | ' |
Note 4. Share-based Compensation: | |
During the quarters ended September 30, 2014 and 2013, the Company granted 467,000 and 135,000 stock options at weighted average grant prices of $93.95 and $76.02 and weighted average fair values of $13.93 and $13.94, respectively. During the quarter ended September 30, 2014, the Company granted 34,000 restricted stock units at a weighted average fair value of $93.70. The Company did not grant any restricted stock units during the quarter ended September 30, 2013. | |
Stock-based compensation expense of $1.4 million and $0.6 million was included in selling, general and administrative expenses for the quarters ended September 30, 2014 and 2013, respectively. As of September 30, 2014, there was $9.7 million of unrecognized compensation cost related to non-vested stock options, non-vested restricted stock units and non-vested restricted stock. The weighted average period over which the compensation cost is expected to be recognized is 1.5 years. | |
Stock options for 28,000 and 19,000 shares of common stock with total intrinsic values of $0.8 million and $0.2 million were exercised during the quarters ended September 30, 2014 and 2013, respectively. |
Other_Expense_Income
Other (Expense) / Income | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other (Expense) / Income | ' | ||||||||
Note 5. Other (Expense) / Income: | |||||||||
The components of other (expense) income in the accompanying Statement of Earnings and Comprehensive Income are as follows: | |||||||||
Quarter Ended | |||||||||
September 30, | |||||||||
2014 | 2013 | ||||||||
Interest expense | $ | (311 | ) | $ | (0 | ) | |||
Interest income | 185 | 567 | |||||||
Other non-operating expense, net | (492 | ) | (304 | ) | |||||
Other (expense) / income | $ | (618 | ) | $ | 263 | ||||
Earnings_Per_Share
Earnings Per Share | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Earnings Per Share | ' | ||||||||
Note 6. Earnings Per Share: | |||||||||
Shares used in the earnings per share computations are as follows (in thousands): | |||||||||
Quarter Ended | |||||||||
September 30, | |||||||||
2014 | 2013 | ||||||||
Weighted average common shares outstanding-basic | 37,007 | 36,842 | |||||||
Dilutive effect of stock options | 141 | 86 | |||||||
Weighted average common shares outstanding-diluted | 37,148 | 36,928 | |||||||
The dilutive effect of stock options in the above table excludes all options for which the aggregate exercise proceeds exceeded the average market price for the period. The number of potentially dilutive option shares excluded from the calculation was 575,000 and 223,000 for the quarters ended September 30, 2014 and 2013, respectively. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 3 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Accumulated Other Comprehensive Income | ' | ||||||||||||
Note 7. Accumulated Other Comprehensive Income: | |||||||||||||
Changes in accumulated other comprehensive income (loss), net of tax, for the quarter ended September 30, 2014 consists of (in thousands): | |||||||||||||
Unrealized | Foreign | Total | |||||||||||
Gains | Currency | ||||||||||||
(Losses) on | Translation | ||||||||||||
Available- | Adjustments | ||||||||||||
for-Sale | |||||||||||||
Investments | |||||||||||||
Beginning balance | $ | 3,074 | $ | (8,462 | ) | $ | (5,388 | ) | |||||
Other comprehensive income before reclassifications | (8,488 | ) | (9,103 | ) | (17,591 | ) | |||||||
Reclassifications from accumulated other comprehensive income | 0 | 0 | 0 | ||||||||||
Other comprehensive income | (8,488 | ) | (9,103 | ) | (17,591 | ) | |||||||
Ending balance | $ | (5,414 | ) | $ | (17,565 | $ | (22,979 | ) | |||||
Debt_and_Other_Financing_Arran
Debt and Other Financing Arrangements | 3 Months Ended |
Sep. 30, 2014 | |
Debt and Other Financing Arrangements | ' |
Note 8. Debt and Other Financing Arrangements: | |
On July 28, 2014, the Company entered into a revolving line-of-credit facility governed by a Credit Agreement (the Credit Agreement). The Credit Agreement provides for a revolving credit facility of $150 million, which can be increased by an additional $150 million subject to certain conditions. Borrowings under the Credit Agreement may be used for working capital and expenditures of the Company and its subsidiaries, including financing permitted acquisitions. Borrowings under the Credit Agreement for base rate loans bear interest at a variable rate equal to the greater of (i) the prime commercial rate, (ii) the per annum federal funds rate plus 0.5%, or (iii) LIBOR + 1.00% - 1.75% depending on the existing total leverage ratio of Debt to Earnings Before Interest, Taxes, Depreciation and Amortization (as defined in the Credit Agreement). The annualized fee for any unused portion of the credit facility is 15 basis points. | |
The Credit Agreement matures on July 31, 2019 and contains customary restrictive and financial covenants and customary events of default. On July 31, 2014, the Company drew $125 million on the Credit Agreement in relation to the closing of the ProteinSimple acquisition. As of September 30, 2014, the outstanding balance under the Credit Agreement was $112 million. |
Subsequent_Event
Subsequent Event | 3 Months Ended |
Sep. 30, 2014 | |
Subsequent Event | ' |
Note 9. Subsequent Event: | |
On April 1, 2014, the Company entered into an Agreement of Investment and Merger (the Agreement) with CyVek, Inc. (CyVek). Pursuant to the terms of the Agreement, the Company invested $10.0 million in CyVek and received shares of Common Stock representing approximately 19.9% of the outstanding voting stock of CyVek. | |
If, within twelve months of the date of the Agreement, CyVek met commercial milestones related to the sale of its products, the Company was obligated to acquire CyVek through a merger, with CyVek surviving as a wholly-owned subsidiary of the Company. | |
On November 3, 2014, the Company acquired CyVek through a merger. The Company made an initial payment of approximately $62.0 million to the other stockholders of CyVek on November 3, 2014. Such purchase price was adjusted after closing based on the final levels of cash, indebtedness and transaction expenses of CyVek as of the closing. The Company will also pay CyVek’s other stockholders up to $35.0 million based on the revenue generated by CyVek’s products and related products before May 3, 2018 (30 months from the closing of the Merger). The Company will also pay CyVek’s other stockholders 50% of the amount, if any, by which the revenue from CyVek’s products and related products exceeds $100 million in calendar year 2020. | |
The approximately $62.0 million paid at closing was financed through cash on hand and $38.0 million borrowing under the Company’s revolving line-of-credit facility. |
Basis_of_Presentation_and_Summ1
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Inventories | ' | ||||||||
Inventories consist of (in thousands): | |||||||||
September 30, | June 30, | ||||||||
2014 | 2014 | ||||||||
Raw materials | $ | 15,346 | $ | 9,852 | |||||
Finished goods | 36,849 | 28,995 | |||||||
Inventories, net | $ | 52,195 | $ | 38,847 | |||||
Property and Equipment | ' | ||||||||
Property and equipment consist of (in thousands): | |||||||||
September 30, | June 30, | ||||||||
2014 | 2014 | ||||||||
Land | $ | 7,405 | $ | 7,468 | |||||
Buildings and improvements | 153,728 | 149,442 | |||||||
Machinery and equipment | 55,898 | 53,067 | |||||||
Property and equipment, cost | 217,031 | 209,977 | |||||||
Accumulated depreciation and amortization | (95,025 | ) | (92,857 | ) | |||||
Property and equipment, net | $ | 122,006 | $ | 117,120 | |||||
Intangible Assets | ' | ||||||||
Intangible assets consist of (in thousands): | |||||||||
September 30 | June 30, | ||||||||
2014 | 2014 | ||||||||
Developed technology | $ | 93,109 | $ | 48,166 | |||||
Trade names | 65,995 | 24,280 | |||||||
Customer relationships | 176,262 | 59,240 | |||||||
Non-compete agreements | 3,309 | 3,109 | |||||||
Intangible assets | 338,675 | 134,795 | |||||||
Accumulated amortization | (31,167 | ) | (26,019 | ) | |||||
Intangible assets, net | $ | 307,508 | $ | 108,776 | |||||
Changes to Carrying Amount of Net Intangible Assets | ' | ||||||||
Changes to the carrying amount of net intangible assets for the quarter ended September 30, 2014 consist of (in thousands): | |||||||||
Beginning balance | $ | 108,776 | |||||||
Acquisitions | 205,810 | ||||||||
Amortization expense | (5,726 | ) | |||||||
Currency translation | (1,352 | ) | |||||||
Ending balance | $ | 307,508 | |||||||
Estimated Future Amortization Expense for Intangible Assets | ' | ||||||||
The estimated future amortization expense for intangible assets as of September 30, 2014 is as follows (in thousands): | |||||||||
Period Ending June 30: | |||||||||
2015 | $ | 20,380 | |||||||
2016 | 27,153 | ||||||||
2017 | 26,326 | ||||||||
2018 | 26,129 | ||||||||
2019 | 25,515 | ||||||||
Thereafter | 182,005 | ||||||||
$ | 307,508 | ||||||||
Changes in Carrying Amount of Goodwill | ' | ||||||||
Changes to the carrying amount of goodwill for the quarter ended September 30, 2014 consist of (in thousands): | |||||||||
Beginning balance | $ | 151,473 | |||||||
Acquisitions | 156,200 | ||||||||
Currency translation | (2,439 | ) | |||||||
Ending balance | $ | 305,234 | |||||||
Acquisitions_Tables
Acquisitions (Tables) | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Preliminary Estimated Fair Values of Assets Acquired and Liabilities Assumed Pending Final Valuation of Intangible Assets | ' | ||||||||
The preliminary estimated fair value of the assets acquired and liabilities assumed in each acquisition, pending final valuation of intangible assets, was as follows (in thousands): | |||||||||
Novus | ProteinSimple | ||||||||
Current assets | $ | 10,739 | $ | 20,321 | |||||
Equipment | 1,266 | 1,983 | |||||||
Other long-term assets | 40 | 554 | |||||||
Intangible Assets: | |||||||||
Developed technology | 5,110 | 41,200 | |||||||
Trade name | 5,800 | 36,300 | |||||||
Customer relationships | 16,100 | 101,100 | |||||||
Non-compete agreements | 0 | 200 | |||||||
Goodwill | 23,233 | 132,967 | |||||||
Total assets acquired | 62,288 | 334,625 | |||||||
Liabilities | 2,166 | 11,304 | |||||||
Deferred income taxes, net | 0 | 23,268 | |||||||
Net assets acquired | $ | 60,122 | $ | 300,053 | |||||
Cash paid, net of cash acquired | $ | 60,122 | $ | 300,053 | |||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Financial Information Relating to Reportable Segments | ' | ||||||||
Following is financial information relating to the Company’s reportable segments (in thousands): | |||||||||
Quarter Ended | |||||||||
September 30, | |||||||||
2014 | 2013 | ||||||||
Net sales: | |||||||||
Biotechnology | $ | 81,468 | $ | 73,190 | |||||
Clinical Controls | 14,095 | 12,478 | |||||||
Protein Platforms | 12,914 | 0 | |||||||
Consolidated net sales | $ | 108,477 | $ | 85,668 | |||||
Segment operating income | |||||||||
Biotechnology | $ | 42,020 | $ | 40,988 | |||||
Clinical Controls | 4,535 | 4,019 | |||||||
Protein Platforms | 2,604 | 0 | |||||||
Subtotal reportable segments | 49,159 | 45,007 | |||||||
Cost recognized on sale of acquired inventory | (3,167 | ) | (1,731 | ) | |||||
Amortization of acquisition related intangible assets | (5,728 | ) | (2,188 | ) | |||||
Corporate selling, general and administrative expenses | (2,678 | ) | (1,165 | ) | |||||
Acquisition related expenses | (2,370 | ) | (532 | ) | |||||
Consolidated operating income | $ | 35,216 | $ | 39,391 | |||||
Other_Expense_Income_Tables
Other (Expense) / Income (Tables) | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Schedule of Components of Other (Expense) Income | ' | ||||||||
The components of other (expense) income in the accompanying Statement of Earnings and Comprehensive Income are as follows: | |||||||||
Quarter Ended | |||||||||
September 30, | |||||||||
2014 | 2013 | ||||||||
Interest expense | $ | (311 | ) | $ | (0 | ) | |||
Interest income | 185 | 567 | |||||||
Other non-operating expense, net | (492 | ) | (304 | ) | |||||
Other (expense) / income | $ | (618 | ) | $ | 263 | ||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 3 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Earnings per Share | ' | ||||||||
Shares used in the earnings per share computations are as follows (in thousands): | |||||||||
Quarter Ended | |||||||||
September 30, | |||||||||
2014 | 2013 | ||||||||
Weighted average common shares outstanding-basic | 37,007 | 36,842 | |||||||
Dilutive effect of stock options | 141 | 86 | |||||||
Weighted average common shares outstanding-diluted | 37,148 | 36,928 | |||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 3 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax | ' | ||||||||||||
Changes in accumulated other comprehensive income (loss), net of tax, for the quarter ended September 30, 2014 consists of (in thousands): | |||||||||||||
Unrealized | Foreign | Total | |||||||||||
Gains | Currency | ||||||||||||
(Losses) on | Translation | ||||||||||||
Available- | Adjustments | ||||||||||||
for-Sale | |||||||||||||
Investments | |||||||||||||
Beginning balance | $ | 3,074 | $ | (8,462 | ) | $ | (5,388 | ) | |||||
Other comprehensive income before reclassifications | (8,488 | ) | (9,103 | ) | (17,591 | ) | |||||||
Reclassifications from accumulated other comprehensive income | 0 | 0 | 0 | ||||||||||
Other comprehensive income | (8,488 | ) | (9,103 | ) | (17,591 | ) | |||||||
Ending balance | $ | (5,414 | ) | $ | (17,565 | $ | (22,979 | ) | |||||
Basis_of_Presentation_and_Summ2
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
In Millions, unless otherwise specified | ||
Significant Accounting Policies [Line Items] | ' | ' |
Available-for-sale securities, fair value | $36.10 | $48.40 |
Available-for-sale securities, amortized cost | 37.1 | 40.7 |
Excess protein antibody and chemically-based inventory | 30 | 30 |
Chemo Centryx, Inc. | ' | ' |
Significant Accounting Policies [Line Items] | ' | ' |
Available-for-sale securities, fair value | 28.5 | 37.1 |
Available-for-sale securities, amortized cost | $29.50 | $29.50 |
Inventories_Detail
Inventories (Detail) (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Inventory [Line Items] | ' | ' |
Raw materials | $15,346 | $9,852 |
Finished goods | 36,849 | 28,995 |
Inventories, net | $52,195 | $38,847 |
Property_and_Equipment_Detail
Property and Equipment (Detail) (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Land | $7,405 | $7,468 |
Buildings and improvements | 153,728 | 149,442 |
Machinery and equipment | 55,898 | 53,067 |
Property and equipment, cost | 217,031 | 209,977 |
Accumulated depreciation and amortization | -95,025 | -92,857 |
Property and equipment, net | $122,006 | $117,120 |
Intangible_Assets_Detail
Intangible Assets (Detail) (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Developed technology | $93,109 | $48,166 |
Trade names | 65,995 | 24,280 |
Customer relationships | 176,262 | 59,240 |
Non-compete agreements | 3,309 | 3,109 |
Intangible assets | 338,675 | 134,795 |
Accumulated amortization | -31,167 | -26,019 |
Intangible assets, net | $307,508 | $108,776 |
Changes_in_Carrying_Amount_of_
Changes in Carrying Amount of Net Intangible Assets (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Intangible Assets [Line Items] | ' |
Beginning balance | $108,776 |
Acquisitions | 205,810 |
Amortization expense | -5,726 |
Currency translation | -1,352 |
Ending balance | $307,508 |
Estimated_Future_Amortization_
Estimated Future Amortization Expense for Intangible Assets (Detail) (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ' | ' |
2015 | $20,380 | ' |
2016 | 27,153 | ' |
2017 | 26,326 | ' |
2018 | 26,129 | ' |
2019 | 25,515 | ' |
Thereafter | 182,005 | ' |
Intangible assets, net | $307,508 | $108,776 |
Changes_in_Carrying_Amount_of_1
Changes in Carrying Amount of Goodwill (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Goodwill [Line Items] | ' |
Beginning balance | $151,473 |
Acquisitions | 156,200 |
Currency translation | -2,439 |
Ending balance | $305,234 |
Preliminary_Estimated_Fair_Val
Preliminary Estimated Fair Values of Assets Acquired and Liabilities Assumed Pending Final Valuation of Intangible Assets (Detail) (USD $) | 3 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||||||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Jul. 02, 2014 | Jul. 02, 2014 | Jul. 02, 2014 | Jul. 02, 2014 | Jul. 02, 2014 | Jul. 02, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 |
Novus | Novus | Novus | Novus | Novus | Novus | ProteinSimple | ProteinSimple | ProteinSimple | ProteinSimple | ProteinSimple | ProteinSimple | ||||
Developed Technology | Trade Names | Customer Relationships | Non-compete Agreements | Developed Technology | Trade Names | Customer Relationships | Non-compete Agreements | ||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current assets | ' | ' | ' | ' | $10,739 | ' | ' | ' | ' | ' | $20,321 | ' | ' | ' | ' |
Equipment | ' | ' | ' | ' | 1,266 | ' | ' | ' | ' | ' | 1,983 | ' | ' | ' | ' |
Other long-term assets | ' | ' | ' | ' | 40 | ' | ' | ' | ' | ' | 554 | ' | ' | ' | ' |
Intangible Assets: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible Assets | ' | ' | ' | ' | ' | 5,110 | 5,800 | 16,100 | 0 | ' | ' | 41,200 | 36,300 | 101,100 | 200 |
Goodwill | 305,234 | ' | 151,473 | ' | 23,233 | ' | ' | ' | ' | ' | 132,967 | ' | ' | ' | ' |
Total assets acquired | ' | ' | ' | ' | 62,288 | ' | ' | ' | ' | ' | 334,625 | ' | ' | ' | ' |
Liabilities | ' | ' | ' | ' | 2,166 | ' | ' | ' | ' | ' | 11,304 | ' | ' | ' | ' |
Deferred income taxes, net | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | 23,268 | ' | ' | ' | ' |
Net assets acquired | ' | ' | ' | ' | 60,122 | ' | ' | ' | ' | ' | 300,053 | ' | ' | ' | ' |
Cash paid, net of cash acquired | $360,175 | $103,049 | ' | $60,122 | ' | ' | ' | ' | ' | $300,053 | ' | ' | ' | ' | ' |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 3 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Business Acquisition [Line Items] | ' | ' |
Amortization of intangible assets | $5,728,000 | $2,188,000 |
Costs recognized on sale of acquired inventory | 3,167,000 | 1,731,000 |
Novus | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Net Sales | 5,500,000 | ' |
Net losses | -200,000 | ' |
Amortization of intangible assets | 600,000 | ' |
Costs recognized on sale of acquired inventory | 500,000 | ' |
ProteinSimple | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Net Sales | 12,900,000 | ' |
Net losses | -1,800,000 | ' |
Amortization of intangible assets | 2,200,000 | ' |
Costs recognized on sale of acquired inventory | $1,400,000 | ' |
Developed Technology | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Acquired intangible assets, weighted-average amortization period (in years) | '9 years 7 months 6 days | ' |
Trade Names | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Acquired intangible assets, weighted-average amortization period (in years) | '19 years 6 months | ' |
Customer Relationships | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Acquired intangible assets, weighted-average amortization period (in years) | '14 years 9 months 18 days | ' |
Non-compete Agreements | ' | ' |
Business Acquisition [Line Items] | ' | ' |
Acquired intangible assets, weighted-average amortization period (in years) | '3 years | ' |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 3 Months Ended |
Sep. 30, 2014 | |
Segment | |
Segment Reporting Information [Line Items] | ' |
Number of reportable segments | 3 |
Financial_Information_Relating
Financial Information Relating to Reportable Segments (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Segment Reporting Information [Line Items] | ' | ' |
Net sales | $108,477 | $85,668 |
Cost recognized on sale of acquired inventory | -3,167 | -1,731 |
Amortization of acquisition related intangible assets | -5,728 | -2,188 |
Selling, general and administrative expenses | -28,701 | -14,021 |
Acquisition- related expenses | -2,370 | -532 |
Consolidated operating income | 35,216 | 39,391 |
Reportable Segment | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Consolidated operating income | 49,159 | 45,007 |
Reportable Segment | Biotechnology | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net sales | 81,468 | 73,190 |
Consolidated operating income | 42,020 | 40,988 |
Reportable Segment | Clinical Controls | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net sales | 14,095 | 12,478 |
Consolidated operating income | 4,535 | 4,019 |
Reportable Segment | Protein Platforms | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net sales | 12,914 | 0 |
Consolidated operating income | 2,604 | 0 |
Corporate, Non-Segment | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Selling, general and administrative expenses | ($2,678) | ($1,165) |
Sharebased_Compensation_Additi
Share-based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Stock options, granted | 467,000 | 135,000 |
Stock options, weighted average grant price per share | $93.95 | $76.02 |
Stock options, weighted average fair value per share | $13.93 | $13.94 |
Stock-based compensation expense | $1,362,000 | $569,000 |
Total unrecognized compensation cost related to non-vested stock options, non-vested restricted stock units and non-vested restricted stock | 9,700,000 | ' |
Weighted average period over which the compensation cost is expected to be recognized | '1 year 6 months | ' |
Total intrinsic value of options exercised | $800,000 | $200,000 |
Stock options, shares | 28,000 | 19,000 |
Restricted Stock Units (RSUs) | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Restricted stock granted | 34,000 | 0 |
Weighted average grant date fair values per share | $93.70 | ' |
Schedule_of_Components_of_Othe
Schedule of Components of Other (Expense) Income (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Other Non Operating Income Expense [Line Items] | ' | ' |
Interest expense | ($311) | $0 |
Interest income | 185 | 567 |
Other non-operating expense, net | -492 | -304 |
Other (expense) / income | ($618) | $263 |
Earnings_Per_Share_Detail
Earnings Per Share (Detail) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Earnings Per Share Disclosure [Line Items] | ' | ' |
Weighted average common shares outstanding-basic | 37,007 | 36,842 |
Dilutive effect of stock options | 141 | 86 |
Weighted average common shares outstanding-diluted | 37,148 | 36,928 |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 3 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Earnings Per Share Disclosure [Line Items] | ' | ' |
Number of potentially dilutive stock option shares excluded from the calculation of earnings per share | 575,000 | 223,000 |
Changes_in_Accumulated_Other_C
Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Beginning balance | ($5,388) | ' |
Other comprehensive income before reclassifications | -17,591 | ' |
Reclassifications from accumulated other comprehensive income | 0 | ' |
Other comprehensive loss | -17,591 | -28,874 |
Ending balance | -22,979 | ' |
Unrealized Gains (Losses) on Available- for-Sale Investments | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Beginning balance | 3,074 | ' |
Other comprehensive income before reclassifications | -8,488 | ' |
Reclassifications from accumulated other comprehensive income | 0 | ' |
Other comprehensive loss | -8,488 | ' |
Ending balance | -5,414 | ' |
Foreign Currency Translation Adjustments | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Beginning balance | -8,462 | ' |
Other comprehensive income before reclassifications | -9,103 | ' |
Reclassifications from accumulated other comprehensive income | 0 | ' |
Other comprehensive loss | -9,103 | ' |
Ending balance | ($17,565) | ' |
Debt_and_Other_Financing_Arran1
Debt and Other Financing Arrangements - Additional Information (Detail) (Revolving credit facility, USD $) | 0 Months Ended | 3 Months Ended | |||
In Millions, unless otherwise specified | Sep. 30, 2014 | Jul. 28, 2014 | Sep. 30, 2014 | Jul. 31, 2014 | Jul. 28, 2014 |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Borrowings under credit agreement | ' | ' | ' | ' | $150 |
Additional borrowings under credit agreement | ' | ' | ' | ' | 150 |
Credit facility interest rate description | ' | ' | 'Borrowings under the Credit Agreement for base rate loans bear interest at a variable rate equal to the greater of (i) the prime commercial rate, (ii) the per annum federal funds rate plus 0.5%, or (iii) LIBOR + 1.00% - 1.75% depending on the existing total leverage ratio of Debt to Earnings Before Interest, Taxes, Depreciation and Amortization (as defined in the Credit Agreement). | ' | ' |
Credit facility basis points | ' | 0.15% | ' | ' | ' |
Amount drawn under credit agreement | ' | ' | ' | 125 | ' |
Credit agreement maturity date | ' | ' | 31-Jul-19 | ' | ' |
Credit agreement outstanding balance | $112 | ' | ' | ' | ' |
Federal Funds Rate | ' | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Debt instrument variable rate | ' | 0.50% | ' | ' | ' |
Minimum | LIBOR | ' | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Debt instrument variable rate | ' | 1.00% | ' | ' | ' |
Maximum | LIBOR | ' | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Debt instrument variable rate | ' | 1.75% | ' | ' | ' |
Subsequent_Event_Additional_In
Subsequent Event - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | 0 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Apr. 01, 2014 | Apr. 01, 2014 | Nov. 03, 2014 | Nov. 03, 2014 | |
CyVek, Inc | CyVek, Inc | CyVek, Inc | CyVek, Inc | |||
Subsequent Event | Subsequent Event | |||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' |
Investment in common stock | ' | ' | $10,000,000 | ' | ' | ' |
Cost method investment ownership percentage in common stock | ' | ' | ' | 19.90% | ' | ' |
Period to achieve certain commercial milestones from the date of Agreement | ' | ' | '12 months | ' | ' | ' |
Payments to acquire business | ' | ' | ' | ' | 62,000,000 | ' |
Business combination contingent consideration | ' | ' | ' | ' | ' | 35,000,000 |
Contingent payment period | ' | ' | ' | ' | '30 months | ' |
Cash payment percentage of excess of revenue | ' | ' | ' | ' | ' | 50.00% |
Net sales | 108,477,000 | 85,668,000 | ' | ' | 100,000,000 | ' |
Business combination contingent consideration arrangements description | ' | ' | ' | ' | 'If, within twelve months of the date of the Agreement, CyVek met commercial milestones related to the sale of its products, the Company was obligated to acquire CyVek through a merger, with CyVek surviving as a wholly-owned subsidiary of the Company. On November 3, 2014, the Company acquired CyVek through a merger. The Company made an initial payment of approximately $62.0 million to the other stockholders of CyVek on November 3, 2014. Such purchase price was adjusted after closing based on the final levels of cash, indebtedness and transaction expenses of CyVek as of the closing. The Company will also pay CyVekbs other stockholders up to $35.0 million based on the revenue generated by CyVekbs products and related products before May 3, 2018 (30 months from the closing of the Merger). The Company will also pay CyVekbs other stockholders 50% of the amount, if any, by which the revenue from CyVekbs products and related products exceeds $100 million in calendar year 2020. | ' |
Borrowing under revolving line-of-credit facility to pay for business | ' | ' | ' | ' | $38,000,000 | ' |