Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Dec. 31, 2015 | Feb. 04, 2016 | |
Entity Registrant Name | BIO-TECHNE Corp | |
Entity Central Index Key | 842,023 | |
Trading Symbol | tech | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Common Stock, Shares Outstanding (in shares) | 37,191,353 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Earnings and Comprehensive Income (Unaudited) - USD ($) shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net sales | $ 120,907,000 | $ 111,948,000 | $ 233,288,000 | $ 220,425,000 |
Cost of sales | 39,320,000 | 36,205,000 | 76,310,000 | 71,616,000 |
Gross margin | 81,587,000 | 75,743,000 | 156,978,000 | 148,809,000 |
Operating expenses: | ||||
Selling, general and administrative | 34,585,000 | 31,137,000 | 67,625,000 | 59,838,000 |
Research and development | 10,977,000 | 10,026,000 | 22,299,000 | 19,175,000 |
Total operating expenses | 45,562,000 | 41,163,000 | 89,924,000 | 79,013,000 |
Operating income | 36,025,000 | 34,580,000 | 67,054,000 | 69,796,000 |
Other (expense) income | (651,000) | 7,983,000 | 167,000 | 7,365,000 |
Earnings before income taxes | 35,374,000 | 42,563,000 | 67,221,000 | 77,161,000 |
Income taxes | 9,523,000 | 9,354,000 | 18,662,000 | 20,045,000 |
Net earnings | 25,851,000 | 33,209,000 | 48,559,000 | 57,116,000 |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustments | (7,514,000) | (15,837,000) | (20,410,000) | (24,940,000) |
Unrealized gain (loss) on available-for-sale investments, net of tax of $3,466, $526, ($306) and $426, respectively | 9,602,000 | 14,339,000 | (523,000) | 5,851,000 |
Other comprehensive (loss) income | 2,088,000 | (1,498,000) | (23,933,000) | (19,089,000) |
Comprehensive income | $ 27,939,000 | $ 31,711,000 | $ 27,626,000 | $ 38,027,000 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 0.70 | $ 0.90 | $ 1.31 | $ 1.54 |
Diluted (in dollars per share) | 0.69 | 0.89 | 1.30 | 1.54 |
Cash dividends per common share: (in dollars per share) | $ 0.32 | $ 0.32 | $ 0.64 | $ 0.63 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 37,189 | 37,085 | 37,179 | 37,048 |
Diluted (in shares) | 37,301 | 37,211 | 37,309 | 37,181 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Earnings and Comprehensive Income (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Unrealized losses on available-for-sale investments, net of tax | $ 3,466 | $ 526 | $ (306) | $ 426 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Dec. 31, 2015 | Jun. 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 62,452,000 | $ 54,532,000 |
Short-term available-for-sale investments | 51,471,000 | 56,389,000 |
Trade accounts receivable, less allowance for doubtful accounts of $549 and $555, respectively | 66,135,000 | 70,034,000 |
Other receivables | 1,195,000 | 954,000 |
Inventories | 58,675,000 | 49,577,000 |
Prepaid expenses | 6,942,000 | 5,285,000 |
Deferred income taxes | 11,513,000 | 11,511,000 |
Total current assets | 258,383,000 | 248,283,000 |
Property and equipment, net | 134,043,000 | 129,749,000 |
Intangible assets, net | 315,547,000 | 292,839,000 |
Goodwill | 423,895,000 | 390,638,000 |
Other assets | 1,585,000 | 1,851,000 |
Total Assets | 1,133,453,000 | 1,063,360,000 |
Current liabilities: | ||
Trade accounts payable | 10,426,000 | 13,443,000 |
Salaries, wages and related accruals | 10,130,000 | 10,344,000 |
Accrued expenses | 7,493,000 | 6,604,000 |
Income taxes payable | 852,000 | 1,972,000 |
Deferred revenue, current | 3,139,000 | 3,380,000 |
Related party note payable, current | 3,789,000 | 4,024,000 |
Total current liabilities | 35,829,000 | 39,768,000 |
Deferred income taxes | 75,272,000 | 61,429,000 |
Long-term debt obligations | 162,789,000 | 112,024,000 |
Other long-term liabilities | 3,220,000 | 3,204,000 |
Shareholders' equity: | ||
Common stock, par value $.01 per share; authorized 100,000,000; issued and outstanding 37,191,353 and 37,152,979 respectively | 372,000 | 371,000 |
Additional paid-in capital | 168,960,000 | 163,306,000 |
Retained earnings | 738,538,000 | 713,851,000 |
Accumulated other comprehensive loss | (51,527,000) | (30,593,000) |
Total shareholders' equity | 856,343,000 | 846,935,000 |
Total Liabilities and Shareholders’ Equity | $ 1,133,453,000 | $ 1,063,360,000 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2015 | Jun. 30, 2015 |
Allowance for doubtful accounts | $ 549 | $ 555 |
Common stock authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock issued (in shares) | 37,191,353 | 37,152,979 |
Common stock outstanding (in shares) | 37,191,353 | 37,152,979 |
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net earnings | $ 48,559,000 | $ 57,116,000 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 21,275,000 | 18,454,000 |
Fair Value Write-Up of Acquired Inventory | 2,357,000 | 4,355,000 |
Deferred income taxes | (1,436,000) | (1,083,000) |
Stock-based compensation expense | 4,359,000 | 3,437,000 |
Gain on CyVek acquisition | 0 | (8,300,000) |
Other | 204,000 | (5,000) |
Change in operating assets and operating liabilities, net of acquisition: | ||
Trade accounts and other receivables | 5,413,000 | 1,643,000 |
Inventories | (4,559,000) | (4,259,000) |
Prepaid expenses | (1,510,000) | (500,000) |
Trade accounts payable and accrued expenses | (2,071,000) | 957,000 |
Salaries, wages and related accruals | (987,000) | 378,000 |
Income taxes payable | (1,232,000) | (749,000) |
Net cash provided by operating activities | 70,372,000 | 71,444,000 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Acquisitions, net of cash acquired | (82,888,000) | (420,102,000) |
Proceeds from maturities of available-for-sale investments | 3,930,000 | 9,880,000 |
Additions to property and equipment | (11,008,000) | (8,047,000) |
Distributions from unconsolidated entities | 0 | 446,000 |
Net cash used in investing activities | (89,966,000) | (417,823,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Cash dividends | (23,796,000) | (23,335,000) |
Proceeds from stock option exercises | 1,175,000 | 7,030,000 |
Excess tax benefit from stock option exercises | 120,000 | 258,000 |
Borrowings under line-of-credit agreement | 77,000,000 | 163,000,000 |
Payments on line-of-credit | (26,000,000) | (19,000,000) |
Net cash provided by (used in) financing activities | 28,499,000 | 127,953,000 |
Effect of exchange rate changes on cash and cash equivalents | (985,000) | (7,174,000) |
Net increase (decrease) in cash and cash equivalents | 7,920,000 | (225,600,000) |
Cash and cash equivalents at beginning of period | 54,532,000 | 318,568,000 |
Cash and cash equivalents at end of period | $ 62,452,000 | $ 92,968,000 |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Business Description and Accounting Policies [Text Block] | 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, 2015, included in the Company's Annual Report on Form 10-K for fiscal 2015. A summary of significant accounting policies followed by the Company is detailed in the Company's Annual Report on Form 10-K for fiscal 2015. 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 December 31, 2015 and June 30, 2015 were $51.5 million and $56.4 million, respectively. The cost basis of the Company's available-for-sale investments at December 31, 2015 and June 30, 2015 were $29.5 million and $33.6 million, respectively. Inventories: Inventories consist of (in thousands): December 31, June 30, 2015 2015 Raw materials $ 23,424 $ 15,892 Finished goods 35,251 33,685 Inventories, net $ 58,675 $ 49,577 At December 31, 2015, the Company had $58.7 million of inventory compared to $50.0 million as of June 30, 2015. The increase is primarily driven by the acquisition of Cliniqa Corporation in July 2015. At both December 31, 2015 and June 30, 2015, the Company had approximately $24 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): December 31, June 30, 2015 2015 Land $ 7,306 $ 7,370 Buildings and improvements 164,409 156,965 Machinery and equipment 77,807 74,385 Property and equipment, cost 249,522 238,720 Accumulated depreciation and amortization (115,479 ) (108,971 ) Property and equipment, net $ 134,043 $ 129,749 Intangible Assets: Intangible assets consist of (in thousands): December 31, June 30, 2015 2015 Developed technology $ 124,342 $ 108,887 Trade names 63,518 63,867 Customer relationships 188,643 167,494 Non-compete agreements 3,272 3,298 Intangible assets 379,775 343,546 Accumulated amortization (64,228 ) (50,707 ) Intangible assets, net $ 315,547 $ 292,839 Changes to the carrying amount of net intangible assets for the six months ended December 31, 2015 consist of (in thousands): Beginning balance $ 292,839 Acquisitions 46,325 Amortization expense (14,767 ) Currency translation (8,850 ) Ending balance $ 315,547 The estimated future amortization expense for intangible assets as of December 31, 2015 is as follows (in thousands): Period Ending June 30: 2016 $ 14,789 2017 27,231 2018 27,231 2019 26,429 2020 26,112 2021 26,112 Thereafter 167,643 Total $ 315,547 G oodwill: Changes to the carrying amount of goodwill for the six months ended December 31, 2015 consist of (in thousands): Beginning balance $ 390,638 Acquisitions 42,919 Currency translation (9,662 ) Ending balance $ 423,895 Contingent Consideration Payable The Company made an initial payment of approximately $62.0 million to the 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 previous stockholders up to $35.0 million based on the revenue generated by CyVek’s products before May 3, 2017 (30 months from the closing of the Merger). The Company will also pay CyVek’s previous 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 Company has recorded the present value of these contingent payments as a long-term liability of $35.0 million at December 31, 2015. |
Note 2 - Acquisitions
Note 2 - Acquisitions | 6 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 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 8, 2015, the Company acquired all of the issued and outstanding equity interests of Cliniqa Corporation (Cliniqa). Cliniqa specializes in the manufacturing and commercialization of quality controls and calibrators as well as bulk reagents used in the clinical diagnostic market. The acquisition was mostly funded through our line-of-credit facility. The purchase price of Cliniqa 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. Cliniqa is included in the Company's Clinical Controls segment. The preliminary estimated fair value of the assets acquired and liabilities assumed, pending final valuation of intangible assets, are as follows (in thousands): Cliniqa Current assets $ 11,926 Equipment 1,436 Other long-term assets 58 Intangible Assets: Developed technology 18,000 Trade name 27,000 Customer relationships 1,100 Goodwill 42,919 Total assets acquired 102,439 Liabilities 1,884 Deferred income taxes, net 17,667 Net assets acquired $ 82,888 Cash paid, net of cash acquired $ 82,888 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, 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, and customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization periods for intangible assets acquired in fiscal 2016 are estimated to be 18 years for developed technology, 20 years for trade names and 4 years for customer relationships. The 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. The Company's Condensed Consolidated Financial Statements for the quarter ended December 31, 2015, include Cliniqa net sales of $6.6 million and income before tax of $0.9 million. Included in these results were amortization of intangibles of $0.7 million and costs recognized on the sales of acquired inventory of $0.5 million. For the six months ended December 31, 2015, Cliniqa contributed net sales of $10.1 million and income before tax of $0.4 million. Included in these results were amortization of intangibles of $1.3 million and costs recognized on the sales of acquired inventory of $0.8 million. |
Note 3 - Segment Information
Note 3 - Segment Information | 6 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 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. The Company has three reportable segments based on the nature of products; they are Biotechnology, Clinical Controls and Protein Platforms. The following is financial information relating to the Company's reportable segments (in thousands): Quarter Ended Six Months Ended December 31, December 31, 2015 2014 2015 2014 Net sales: Biotechnology $ 75,854 $ 74,373 $ 151,597 $ 150,807 Clinical Controls 25,723 17,297 46,085 36,406 Protein Platforms 19,337 20,478 35,634 33,382 Intersegment (7 ) (200 ) (28 ) (190 ) Consolidated net sales $ 120,907 $ 111,948 $ 233,288 $ 220,425 Segment operating income: Biotechnology $ 39,986 $ 38,038 $ 79,302 $ 78,465 Clinical Controls 7,297 5,128 12,010 11,238 Protein Platforms 1,528 3,447 356 6,050 Segment operating income 48,811 46,613 91,668 95,753 Costs recognized on sale of acquired inventory (1,245 ) (1,188 ) (2,357 ) (4,356 ) Amortization of acquisition related intangible assets (7,361 ) (6,858 ) (14,772 ) (12,586 ) Acquisition related expenses (670 ) (1,201 ) (970 ) (3,571 ) Stock based compensation (2,321 ) (2,075 ) (4,359 ) (3,437 ) Corporate general, selling, and administrative (1,189 ) (711 ) (2,156 ) (2,007 ) Operating income $ 36,025 $ 34,580 $ 67,054 $ 69,796 |
Note 4 - Share-based Compensati
Note 4 - Share-based Compensation | 6 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 4. Share-based Compensation: During the six months ended December 31, 2015 and 2014, the Company granted 777,000 and 564,000 stock options at weighted average grant prices of $105.67 and $93.68 and weighted average fair values of $18.59 and $14.27, respectively. During the six months ended December 31, 2015 and 2014, the Company granted 35,000 and 34,000 restricted stock units at a weighted average fair value of $105.01 and $93.70, respectively. During the six months ended December 31, 2015 and 2014, the Company granted 19,994 and 9,000 shares of restricted stock at grant date fair values of $99.53 and $91.78, respectively. Stock options for 13,000 and 99,000 shares of common stock with total intrinsic values of $0.5 million and $2.2 million were exercised during the six months ended December 31, 2015 and 2014, respectively. Stock-based compensation expense of $2.3 million and $2.1 million was included in selling, general and administrative expenses for the quarters ended December 31, 2015 and 2014, respectively. Stock-based compensation expense of $4.4 million and $3.4 million was included in selling, general and administrative expenses for the six months ended December 31, 2015 and 2014, respectively. As of December 31, 2015, there was $20.3 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 2.7 years. |
Note 5 - Other (Expense)_Income
Note 5 - Other (Expense)/Income | 6 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Other Income and Other Expense Disclosure [Text Block] | Note 5. Other Income, net: The components of other income in the accompanying Statement of Earnings and Comprehensive Income are as follows: Quarter Ended Six Months Ended December 31, December 31, 2015 2014 2015 2014 Interest expense $ (400 ) $ (437 ) $ (851 ) $ (748 ) Interest income 51 171 112 356 Gain on CyVek acquisition - 8,300 - 8,300 Other non-operating expense, net (302 ) (51 ) 906 (543 ) Other income, net $ (651 ) $ 7,983 $ 167 $ 7,365 |
Note 6 - Earnings Per Share
Note 6 - Earnings Per Share | 6 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | Note 6. Earnings Per Share: Shares used in the earnings per share computations are as follows (in thousands): Quarter Ended Six Months Ended December 31, December 31, 2015 2014 2015 2014 Weighted average common shares outstanding-basic 37,189 37,085 37,179 37,048 Dilutive effect of stock options and restricted stock units 112 126 130 133 Weighted average common shares outstanding-diluted 37,301 37,211 37,309 37,181 The dilutive effect of stock options and restricted stock units in the above table excludes all options for which the aggregate exercise proceeds exceeded the average market price for the period and all performance related options and restricted stock units. The number of potentially dilutive option shares and restricted stock units excluded from the calculation was 1.3 million and 534,000 for the quarters ended December 31, 2015 and 2014, respectively. The number of potentially dilutive option shares and restricted stock units excluded from the calculation was 1.2 million and 534,000 for the six months ended December 31, 2015 and 2014, respectively. |
Note 7 - Accumulated Other Comp
Note 7 - Accumulated Other Comprehensive Income | 6 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Comprehensive Income (Loss) Note [Text Block] | Note 7. Accumulated Other Comprehensive Income: Changes in accumulated other comprehensive income (loss), net of tax, for the six months ended December 31, 2015 consists of (in thousands): Unrealized Gains (Losses) on Available- for-Sale Investments Foreign Currency Translation Adjustments Total Beginning balance $ 14,382 $ (44,975 ) $ (30,593 ) Other comprehensive income (523 ) (20,410 ) (23,933 ) Ending balance $ 13,858 $ (65,385 ) $ (51,527 ) |
Note 8 - Debt and Other Financi
Note 8 - Debt and Other Financing Arrangements | 6 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 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. As of December 31, 2015, the outstanding balance under the Credit Agreement was $124 million. |
Note 9 - Subsequent Event
Note 9 - Subsequent Event | 6 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | Note 9. Subsequent Event: None. |
Note 1 - Basis of Presentatio16
Note 1 - Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | December 31, June 30, 2015 2015 Raw materials $ 23,424 $ 15,892 Finished goods 35,251 33,685 Inventories, net $ 58,675 $ 49,577 |
Property, Plant and Equipment [Table Text Block] | December 31, June 30, 2015 2015 Land $ 7,306 $ 7,370 Buildings and improvements 164,409 156,965 Machinery and equipment 77,807 74,385 Property and equipment, cost 249,522 238,720 Accumulated depreciation and amortization (115,479 ) (108,971 ) Property and equipment, net $ 134,043 $ 129,749 |
Schedule of Intangible Assets and Goodwill [Table Text Block] | December 31, June 30, 2015 2015 Developed technology $ 124,342 $ 108,887 Trade names 63,518 63,867 Customer relationships 188,643 167,494 Non-compete agreements 3,272 3,298 Intangible assets 379,775 343,546 Accumulated amortization (64,228 ) (50,707 ) Intangible assets, net $ 315,547 $ 292,839 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Beginning balance $ 292,839 Acquisitions 46,325 Amortization expense (14,767 ) Currency translation (8,850 ) Ending balance $ 315,547 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Period Ending June 30: 2016 $ 14,789 2017 27,231 2018 27,231 2019 26,429 2020 26,112 2021 26,112 Thereafter 167,643 Total $ 315,547 |
Schedule of Goodwill [Table Text Block] | Beginning balance $ 390,638 Acquisitions 42,919 Currency translation (9,662 ) Ending balance $ 423,895 |
Note 2 - Acquisitions (Tables)
Note 2 - Acquisitions (Tables) | 6 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Cliniqa Current assets $ 11,926 Equipment 1,436 Other long-term assets 58 Intangible Assets: Developed technology 18,000 Trade name 27,000 Customer relationships 1,100 Goodwill 42,919 Total assets acquired 102,439 Liabilities 1,884 Deferred income taxes, net 17,667 Net assets acquired $ 82,888 Cash paid, net of cash acquired $ 82,888 |
Note 3 - Segment Information (T
Note 3 - Segment Information (Tables) | 6 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Quarter Ended Six Months Ended December 31, December 31, 2015 2014 2015 2014 Net sales: Biotechnology $ 75,854 $ 74,373 $ 151,597 $ 150,807 Clinical Controls 25,723 17,297 46,085 36,406 Protein Platforms 19,337 20,478 35,634 33,382 Intersegment (7 ) (200 ) (28 ) (190 ) Consolidated net sales $ 120,907 $ 111,948 $ 233,288 $ 220,425 Segment operating income: Biotechnology $ 39,986 $ 38,038 $ 79,302 $ 78,465 Clinical Controls 7,297 5,128 12,010 11,238 Protein Platforms 1,528 3,447 356 6,050 Segment operating income 48,811 46,613 91,668 95,753 Costs recognized on sale of acquired inventory (1,245 ) (1,188 ) (2,357 ) (4,356 ) Amortization of acquisition related intangible assets (7,361 ) (6,858 ) (14,772 ) (12,586 ) Acquisition related expenses (670 ) (1,201 ) (970 ) (3,571 ) Stock based compensation (2,321 ) (2,075 ) (4,359 ) (3,437 ) Corporate general, selling, and administrative (1,189 ) (711 ) (2,156 ) (2,007 ) Operating income $ 36,025 $ 34,580 $ 67,054 $ 69,796 |
Note 5 - Other (Expense)_Inco19
Note 5 - Other (Expense)/Income (Tables) | 6 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Other Nonoperating Income (Expense) [Table Text Block] | Quarter Ended Six Months Ended December 31, December 31, 2015 2014 2015 2014 Interest expense $ (400 ) $ (437 ) $ (851 ) $ (748 ) Interest income 51 171 112 356 Gain on CyVek acquisition - 8,300 - 8,300 Other non-operating expense, net (302 ) (51 ) 906 (543 ) Other income, net $ (651 ) $ 7,983 $ 167 $ 7,365 |
Note 6 - Earnings Per Share (Ta
Note 6 - Earnings Per Share (Tables) | 6 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Quarter Ended Six Months Ended December 31, December 31, 2015 2014 2015 2014 Weighted average common shares outstanding-basic 37,189 37,085 37,179 37,048 Dilutive effect of stock options and restricted stock units 112 126 130 133 Weighted average common shares outstanding-diluted 37,301 37,211 37,309 37,181 |
Note 7 - Accumulated Other Co21
Note 7 - Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Unrealized Gains (Losses) on Available- for-Sale Investments Foreign Currency Translation Adjustments Total Beginning balance $ 14,382 $ (44,975 ) $ (30,593 ) Other comprehensive income (523 ) (20,410 ) (23,933 ) Ending balance $ 13,858 $ (65,385 ) $ (51,527 ) |
Note 1 - Basis of Presentatio22
Note 1 - Basis of Presentation and Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | Nov. 03, 2014 | Dec. 31, 2015 | Jun. 30, 2015 |
CyVek, Inc. [Member] | |||
Payments to Acquire Businesses, Gross | $ 62,000 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Contingent Liability | $ 35,000 | ||
Business Combination, Recognized Identifiable Assets Acquired And Liabilities Assumed, Contingent Liability, Percentage | 50.00% | ||
Business Combination, Milestone Payment Threshold | $ 100,000 | ||
Business Combination, Liabilities Arising from Contingencies, Amount Recognized | $ 35,000 | ||
Inventory Valuation Reserves | 24,000 | $ 24,000 | |
Available-for-sale Securities | 51,500 | 56,400 | |
Available-for-sale Securities, Amortized Cost Basis | 29,500 | 33,600 | |
Inventory, Net | $ 58,675 | $ 49,577 |
Note 1 - Inventories (Details)
Note 1 - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Jun. 30, 2015 |
Raw materials | $ 23,424 | $ 15,892 |
Finished goods | 35,251 | 33,685 |
Inventories, net | $ 58,675 | $ 49,577 |
Note 1 - Property and Equipment
Note 1 - Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Jun. 30, 2015 |
Land [Member] | ||
Property and equipment, cost | $ 7,306 | $ 7,370 |
Building and Building Improvements [Member] | ||
Property and equipment, cost | 164,409 | 156,965 |
Machinery and Equipment [Member] | ||
Property and equipment, cost | 77,807 | 74,385 |
Property and equipment, cost | 249,522 | 238,720 |
Accumulated depreciation and amortization | (115,479) | (108,971) |
Property and Equipment | $ 134,043 | $ 129,749 |
Note 1 - Intangible Assets (Det
Note 1 - Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Jun. 30, 2015 |
Developed Technology Rights [Member] | ||
Intangible Assets, Gross | $ 124,342 | $ 108,887 |
Trade Names [Member] | ||
Intangible Assets, Gross | 63,518 | 63,867 |
Customer Relationships [Member] | ||
Intangible Assets, Gross | 188,643 | 167,494 |
Noncompete Agreements [Member] | ||
Intangible Assets, Gross | 3,272 | 3,298 |
Intangible Assets, Gross | 379,775 | 343,546 |
Accumulated amortization | (64,228) | (50,707) |
Total | $ 315,547 | $ 292,839 |
Note 1 - Changes to Carrying Am
Note 1 - Changes to Carrying Amount of Net Intangible Assets (Details) $ in Thousands | 6 Months Ended |
Dec. 31, 2015USD ($) | |
Beginning balance | $ 292,839 |
Acquisitions (net of cash acquired) | 46,325 |
Amortization expense | (14,767) |
Currency translation | (8,850) |
Ending balance | $ 315,547 |
Note 1 - Estimated Future Amort
Note 1 - Estimated Future Amortization Expense for Intangible Assets (Details) $ in Thousands | Dec. 31, 2015USD ($) |
2,016 | $ 14,789 |
2,017 | 27,231 |
2,018 | 27,231 |
2,019 | 26,429 |
2,020 | 26,112 |
2,021 | 26,112 |
Thereafter | 167,643 |
Total | $ 315,547 |
Note 1 - Changes in Carrying Am
Note 1 - Changes in Carrying Amount of Goodwill (Details) $ in Thousands | 6 Months Ended |
Dec. 31, 2015USD ($) | |
Beginning balance | $ 390,638 |
Acquisitions (net of cash acquired) | 42,919 |
Currency translation | (9,662) |
Ending balance | $ 423,895 |
Note 2 - Acquisitions (Details
Note 2 - Acquisitions (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Developed Technology [Member] | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 18 years | |||
Trade Names [Member] | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years | |||
Customer Relationships [Member] | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years | |||
Cliniqa [Member] | ||||
Revenue, Net | $ 6,600,000 | $ 10,100,000 | ||
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest | 900,000 | 400,000 | ||
Amortization of Intangible Assets | 700,000 | 1,300,000 | ||
Fair Value Write-Up of Acquired Inventory | 500,000 | 800,000 | ||
Revenue, Net | 120,907,000 | $ 111,948,000 | 233,288,000 | $ 220,425,000 |
Income (Loss) from Continuing Operations before Income Taxes, Extraordinary Items, Noncontrolling Interest | 35,374,000 | 42,563,000 | 67,221,000 | 77,161,000 |
Amortization of Intangible Assets | 7,361,000 | 6,858,000 | 14,767,000 | 12,586,000 |
Fair Value Write-Up of Acquired Inventory | $ 1,245,000 | $ 1,188,000 | $ 2,357,000 | $ 4,355,000 |
Note 2 - Preliminary Estimated
Note 2 - Preliminary Estimated Fair Values of Assets Acquired and Liabilities Assumed Pending Final Valuation of Intangible Assets (Details) | 3 Months Ended | 6 Months Ended |
Dec. 31, 2015USD ($) | Dec. 31, 2015USD ($) | |
Cliniqa [Member] | Developed Technology Rights [Member] | ||
Intangible Assets: | ||
Intangible assets | $ 18,000,000 | $ 18,000,000 |
Cliniqa [Member] | Trade Names [Member] | ||
Intangible Assets: | ||
Intangible assets | 27,000,000 | 27,000,000 |
Cliniqa [Member] | Customer Relationships [Member] | ||
Intangible Assets: | ||
Intangible assets | 1,100,000 | 1,100,000 |
Cliniqa [Member] | ||
Current assets | 11,926,000 | 11,926,000 |
Equipment | 1,436,000 | 1,436,000 |
Other long-term assets | 58,000 | 58,000 |
Intangible Assets: | ||
Goodwill | 42,919,000 | 42,919,000 |
Total assets acquired | 102,439,000 | 102,439,000 |
Liabilities | 1,884,000 | 1,884,000 |
Deferred income taxes, net | 17,667,000 | 17,667,000 |
Net assets acquired | 82,888,000 | |
Cash paid, net of cash acquired | 82,888,000 | |
Goodwill | $ 423,895,000 | 423,895,000 |
Cash paid, net of cash acquired | $ 82,888,000 |
Note 3 - Financial Information
Note 3 - Financial Information Relating to Reportable Segments (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Biotechnology [Member] | Operating Segments [Member] | ||||
Net sales | $ 75,854,000 | $ 74,373,000 | $ 151,597,000 | $ 150,807,000 |
Operating income | 39,986,000 | 38,038,000 | 79,302,000 | 78,465,000 |
Clinical Controls [Member] | Operating Segments [Member] | ||||
Net sales | 25,723,000 | 17,297,000 | 46,085,000 | 36,406,000 |
Operating income | 7,297,000 | 5,128,000 | 12,010,000 | 11,238,000 |
Protein Platforms [Member] | Operating Segments [Member] | ||||
Net sales | 19,337,000 | 20,478,000 | 35,634,000 | 33,382,000 |
Operating income | 1,528,000 | 3,447,000 | 356,000 | 6,050,000 |
Operating Segments [Member] | ||||
Operating income | 48,811,000 | 46,613,000 | 91,668,000 | 95,753,000 |
Intersegment Eliminations [Member] | ||||
Net sales | (7,000) | (200,000) | (28,000) | (190,000) |
Corporate, Non-Segment [Member] | ||||
Corporate general, selling, and administrative | (1,189,000) | (711,000) | (2,156,000) | (2,007,000) |
Net sales | 120,907,000 | 111,948,000 | 233,288,000 | 220,425,000 |
Operating income | 36,025,000 | 34,580,000 | 67,054,000 | 69,796,000 |
Costs recognized on sale of acquired inventory | (1,245,000) | (1,188,000) | (2,357,000) | (4,355,000) |
Amortization expense | (7,361,000) | (6,858,000) | (14,767,000) | (12,586,000) |
Acquisition related expenses | (670,000) | (1,201,000) | (970,000) | (3,571,000) |
Stock based compensation | (2,321,000) | (2,075,000) | (4,359,000) | (3,437,000) |
Corporate general, selling, and administrative | $ (34,585,000) | $ (31,137,000) | $ (67,625,000) | $ (59,838,000) |
Note 4 - Share-based Compensa32
Note 4 - Share-based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 35,000 | 34,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 105.01 | $ 93.70 | ||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 19,994 | 9,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 99.53 | $ 91.78 | ||
Selling, General and Administrative Expenses [Member] | ||||
Allocated Share-based Compensation Expense | $ 2.3 | $ 2.1 | $ 4.4 | $ 3.4 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 777,000 | 564,000 | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 105.67 | $ 93.68 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 18.59 | $ 14.27 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 13,000 | 99,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ 0.5 | $ 2.2 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 20.3 | $ 20.3 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 255 days |
Note 5 - Schedule of Components
Note 5 - Schedule of Components of Other (Expense) Income (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Interest expense | $ (400,000) | $ (437,000) | $ (851,000) | $ (748,000) |
Interest income | 51,000 | 171,000 | 112,000 | 356,000 |
Gain on CyVek acquisition | 0 | 8,300,000 | 0 | 8,300,000 |
Other non-operating expense, net | (302,000) | (51,000) | 906,000 | (543,000) |
Other income, net | $ (651,000) | $ 7,983,000 | $ 167,000 | $ 7,365,000 |
Note 6 - Earnings Per Share (De
Note 6 - Earnings Per Share (Details Textual) - shares | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,300,000 | 534,000 | 1,200,000 | 534,000 |
Note 6 - Shares Used in the Ear
Note 6 - Shares Used in the Earnings Per Share Computations (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Weighted average common shares outstanding-basic (in shares) | 37,189 | 37,085 | 37,179 | 37,048 |
Dilutive effect of stock options and restricted stock units (in shares) | 112 | 126 | 130 | 133 |
Weighted average common shares outstanding-diluted (in shares) | 37,301 | 37,211 | 37,309 | 37,181 |
Note 7 - Changes in Accumulated
Note 7 - Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Dec. 31, 2015 | Dec. 31, 2015 | |
Accumulated Net Investment Gain (Loss) Attributable to Parent [Member] | ||
Beginning balance | $ 14,382 | |
Other comprehensive income | (523) | |
Ending balance | $ 13,858 | 13,858 |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||
Beginning balance | (44,975) | |
Other comprehensive income | (20,410) | |
Ending balance | (65,385) | (65,385) |
Beginning balance | (30,593) | |
Other comprehensive income | 2,088 | (23,933) |
Ending balance | $ (51,527) | $ (51,527) |
Note 8 - Debt and Other Finan37
Note 8 - Debt and Other Financing Arrangements (Details Textual) - USD ($) $ in Millions | Jul. 28, 2014 | Dec. 31, 2015 |
Revolving Credit Facility [Member] | Federal Funds Effective Swap Rate [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |
Revolving Credit Facility [Member] | ||
Line of Credit Facility, Expiration Date | Jul. 31, 2019 | |
Line of Credit Facility, Current Borrowing Capacity | $ 150 | |
Line of Credit Facility, Additional Borrowing Capacity | $ 150 | |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.15% | |
Long-term Line of Credit | $ 124 |