SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2001, or
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________to___________
__________________
Commission file number 0-17272
__________________
TECHNE CORPORATION
(Exact name of registrant as specified in its charter)
MINNESOTA 41-1427402
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
614 MCKINLEY PLACE N.E. (612) 379-8854
MINNEAPOLIS, MN 55413 (Registrant's telephone number,
(Address of principal (Zip Code) including area code)
executive offices)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes (X) No ( )
At November 5, 2001, 41,499,586 shares of the Company's Common Stock (par
value $.01) were outstanding.
ITEM 1 - FINANCIAL STATEMENTS
TECHNE CORPORATION & SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
9/30/01 6/30/01
------------ ------------
ASSETS
Cash and cash equivalents $ 21,482,206 $ 21,267,791
Short-term available-for-sale investments 79,835,678 75,804,077
Trade accounts receivable (net) 16,409,604 15,894,048
Interest receivable 2,841,385 2,428,240
Inventories 5,889,265 5,437,594
Deferred income taxes 2,818,000 2,720,000
Prepaid expenses 785,190 639,759
------------ ------------
Total current assets 130,061,328 124,191,509
Property and equipment (net) 50,531,264 49,193,972
Intangible assets (net) 25,308,934 27,446,246
Deferred income taxes 4,306,000 4,128,000
Other long-term assets 13,325,582 10,565,386
------------ ------------
$223,533,108 $215,525,113
============ ============
LIABILITIES & STOCKHOLDERS' EQUITY
Trade accounts payable $ 2,227,888 $ 3,477,072
Salaries, wages and related accounts
payable 2,021,905 2,302,553
Other accounts payable and accrued expenses 6,040,573 6,155,189
Income taxes payable 5,341,132 3,071,982
Current portion of long-term debt 900,682 884,760
------------ ------------
Total current liabilities 16,532,180 15,891,556
Royalty payable 2,942,250 3,923,000
Long-term debt, less current portion 17,821,712 18,050,289
Commitments and contingencies
Common stock, par value $.01 per
share; authorized 100,000,000; issued
and outstanding 41,423,688 and
41,432,390, respectively 414,237 414,324
Additional paid-in capital 57,425,865 57,382,636
Retained earnings 129,121,555 121,209,686
Accumulated other comprehensive loss (724,691) (1,346,378)
------------ ------------
Total stockholders' equity 186,236,966 177,660,268
------------ ------------
$223,533,108 $215,525,113
============ ============
See notes to consolidated financial statements (unaudited).
TECHNE CORPORATION & SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)
QUARTER ENDED
---------------------------
9/30/01 9/30/00
------------ ------------
Net sales $ 29,842,666 $ 27,721,563
Cost of sales 7,547,942 6,804,189
------------ ------------
Gross margin 22,294,724 20,917,374
Operating expenses:
Selling, general and administrative 4,535,917 4,474,526
Research and development 3,989,734 3,268,709
Amortization of intangible assets 2,137,312 2,222,314
Interest expense 338,705 353,625
Interest income (962,725) (684,850)
------------ ------------
10,038,943 9,634,324
------------ ------------
Earnings before income taxes 12,255,781 11,283,050
Income taxes 3,831,000 3,780,000
------------ ------------
Net earnings $ 8,424,781 $ 7,503,050
============ ============
Earnings per share:
Basic $ 0.20 $ 0.18
Diluted $ 0.20 $ 0.18
Weighted average common
shares outstanding:
Basic 41,435,379 41,414,916
Diluted 42,531,388 42,759,980
See notes to consolidated financial statements (unaudited).
TECHNE CORPORATION & SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
QUARTER ENDED
---------------------------
9/30/01 9/30/00
------------ ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings $ 8,424,781 $ 7,503,050
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Depreciation and amortization 3,128,020 3,120,650
Deferred income taxes (261,000) (109,000)
Other 239,804 189,856
Change in current assets and current
liabilities:
(Increase) decrease in:
Trade accounts and interest receivable (746,745) (83,343)
Inventories (411,258) 89,284
Prepaid expenses (138,408) (130,199)
Increase (decrease) in:
Trade and other accounts payable (2,509,457) (893,491)
Salaries, wages and related accounts (287,969) (979,281)
Income taxes payable 2,207,039 3,643,775
------------ ------------
Net cash provided by operating activities 9,644,807 12,351,301
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment (2,292,987) (1,126,942)
Purchase of short-term available-for-sale
investments (15,091,601) (15,130,294)
Proceeds from sale of short-term available-
for-sale investments 11,060,000 8,103,532
Increase in other long-term assets (3,000,000) (335,000)
------------ ------------
Net cash used in investing activities (9,324,588) (8,488,704)
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock 15,240 459,090
Repurchase of common stock (485,010) -
Payments on long-term debt (212,655) (197,820)
------------ ------------
Net cash (used in) provided by financing
activities (682,425) 261,270
Effect of exchange rate changes on cash 576,621 (222,446)
------------ ------------
Net increase in cash and cash equivalents 214,415 3,901,421
Cash and cash equivalents at beginning of
period 21,267,791 17,356,108
------------ ------------
Cash and cash equivalents at end of period $ 21,482,206 $ 21,257,529
============ ============
See notes to consolidated financial statements (unaudited).
TECHNE CORPORATION & SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
A. BASIS OF PRESENTATION:
The unaudited consolidated financial statements of Techne Corporation and
Subsidiaries (the Company) 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. The accompanying
unaudited consolidated financial statements reflect all adjustments which
are, in the opinion of management, necessary to a fair presentation of the
results for the interim periods presented. All such adjustments are of a
normal recurring nature.
A summary of significant accounting policies followed by the Company is
detailed in the Annual Report to Shareholders for fiscal 2001. The Company
follows these policies in preparation of the interim unaudited consolidated
financial statements. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted. It is
suggested that these unaudited consolidated financial statements be read in
conjunction with the Company's Consolidated Financial Statements and Notes
thereto for the fiscal year ended June 30, 2001 included in the Company's
Annual Report to Shareholders for fiscal 2001.
Certain consolidated balance sheet captions appearing in this interim report
are as follows:
9/30/01 6/30/01
------------ ------------
ACCOUNTS RECEIVABLE
Accounts receivable $ 16,548,604 $ 16,020,048
Less reserve for bad debts 139,000 126,000
------------ ------------
NET ACCOUNTS RECEIVABLE $ 16,409,604 $ 15,894,048
============ ============
INVENTORIES
Raw materials $ 2,675,907 $ 2,552,179
Supplies 137,306 135,595
Finished goods 3,076,052 2,749,820
------------ ------------
TOTAL INVENTORIES $ 5,889,265 $ 5,437,594
============ ============
FIXED ASSETS
Land $ 871,000 $ 871,000
Buildings and improvements 50,647,646 48,906,991
Laboratory equipment 15,440,155 15,023,754
Office equipment 3,975,955 3,833,730
Leasehold improvements 478,204 459,191
------------ ------------
71,412,960 69,094,666
Less accumulated depreciation and
amortization 20,881,696 19,900,694
------------ ------------
NET FIXED ASSETS $ 50,531,264 $ 49,193,972
============ ============
INTANGIBLE ASSETS
Customer list $ 18,010,000 $ 18,010,000
Technology licensing agreements 500,000 500,000
Goodwill 39,075,089 39,075,089
------------ ------------
57,585,089 57,585,089
Less accumulated amortization 32,276,155 30,138,843
------------ ------------
NET INTANGIBLE ASSETS $ 25,308,934 $ 27,446,246
============ ============
In July 2001, the Financial Accounting Standards Board issued SFAS No. 141,
"Business Combinations" and SFAS No. 142, "Goodwill and Other Intangible
Assets". SFAS No. 141 applies to all business combinations initiated after
June 30, 2001 and prohibits the use of the pooling-of-interests method of
accounting. There are also transition provisions provided that apply to
business combinations completed before July 1, 2001 that were accounted for
using the purchase method. Under SFAS No. 142, goodwill as well as other
intangibles determined to have an infinite life will no longer be amortized;
however, these assets will be reviewed for impairment on a periodic basis.
SFAS No. 142 also includes provisions for the reclassification of certain
existing recognized intangibles as goodwill, reclassification of certain
intangibles out of previously reported goodwill and the identification of
reporting units for purposes of assessing potential future impairments of
goodwill. The Company plans to adopt SFAS No. 142 on July 1, 2002. The
Company is currently assessing, but has not yet determined, the impact of
these statements on its financial position and results of operations. As of
September 30, 2001, the Company had net goodwill and other intangible assets
of approximately $17.2 million and $8.1 million, respectively.
B. EARNINGS PER SHARE:
Shares used in the earnings per share computations are as follows:
QUARTER ENDED
---------------------------
9/30/01 9/30/00
------------ ------------
Weighted average common shares
outstanding-basic 41,435,379 41,414,916
Dilutive effect of stock options and
warrants 1,096,009 1,345,064
------------ ------------
Weighted average common shares
outstanding-diluted 42,531,388 42,759,980
============ ============
C. SEGMENT INFORMATION:
Following is financial information relating to the Company's operating
segments:
QUARTER ENDED
---------------------------
9/30/01 9/30/00
------------ ------------
External sales
Hematology $ 3,649,593 $ 3,508,217
Biotechnology 19,365,734 17,920,915
R&D Systems Europe 6,827,339 6,292,431
------------ ------------
Total external sales $ 29,842,666 $ 27,721,563
============ ============
Intersegment sales
Hematology $ -- $ --
Biotechnology 3,817,484 3,400,657
R&D Systems Europe 19,485 21,252
------------ ------------
Total intersegment sales $ 3,836,969 $ 3,421,909
============ ============
Income before taxes
Hematology $ 1,139,675 $ 1,085,158
Biotechnology 10,580,225 9,573,285
R&D Systems Europe 1,428,398 1,132,812
Corporate and other (892,517) (508,205)
------------ ------------
Total income before taxes $ 12,255,781 $ 11,283,050
============ ============
D. CONTINGENCIES:
Amgen, Inc. (Amgen) has presented invoices in the amount of $28 million for
materials provided to the Company over past years, allegedly pursuant to a
contract under which no accounting or invoices were rendered for nine years.
The Company has brought a declaratory judgement action seeking to have the
court declare that no amount is owed. Amgen filed a counterclaim seeking the
$28 million plus interest and attorneys fees. The Company's management
believes it has strong defenses against Amgen's claims and that it owes no
material amount. The ultimate outcome of litigation, however cannot be
predicted with certainty. An unfavorable outcome to the litigation would not
adversely impair the operations of the Company or its financial condition,
but would have a material effect on net earnings for the period in which
realized.
Portions of the Company's short-term available-for-sale investments were held
in brokerage accounts carried by a clearing firm which in late September 2001
was placed in bankruptcy. The trustee appointed pursuant to the Securities
Investor Protection Act has released to the Company cash and securities
representing approximately 90% of the total value of the accounts and has
withheld securities and cash equivalents in the amount of approximately $3.46
million pending resolution of the bankruptcy proceeding. Management believes
that a third party insures the Company's accounts with coverage in excess of
the amount withheld by the trustee. Accordingly, no impairment loss has been
recorded at this time. Management believes that the Company will recover the
entire amount withheld either from the trustee or from the insurance carrier.
E. INVESTMENTS:
On August 2, 2001, the Company made an equity investment of $3 million and
entered into a research and license agreement with Discovery Genomics, Inc.
(DGI) of Minneapolis, Minnesota. DGI was recently organized and holds
licenses from the University of Minnesota to develop technologies used for
functional genomics and the discovery of druggable targets. The Company
acquired a 39% equity interest in DGI and warrants to acquire additional
equity. The Company also received the rights to develop antibodies and
immunoassay kits for proteins discovered by DGI and an exclusive, royalty
free license to sell such products in the research market. The Company's
investment in DGI will be accounted for under the equity method of
accounting. The Company's net investment in DGI was $2,954,066 at
September 30, 2001.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations Quarter Ended September 30, 2001
vs. Quarter Ended September 30, 2000
Overview
Techne Corporation (Techne) has two operating subsidiaries: Research and
Diagnostic Systems, Inc. (R&D Systems) located in Minneapolis, Minnesota and
R&D Systems Europe Ltd. (R&D Europe) located in Abingdon, England. R&D
Systems has two divisions: Biotechnology and Hematology. The Biotechnology
Division's principal products are purified cytokines (proteins), antibodies
and assay kits, which are sold primarily to biomedical researchers at
pharmaceutical companies and academic and government research laboratories.
The Hematology Division's principal products are whole blood hematology
controls and calibrators which are sold to hospital and clinical laboratories
to check the performance of their hematology instruments to assure the
accuracy of hematology test results. R&D Europe sells R&D Systems'
biotechnology products in Europe, both directly and through a sales
subsidiary in Germany. The Company has a foreign sales corporation, Techne
Export Inc.
On August 2, 2001, the Company made an equity investment of $3 million and
entered into a research and license agreement with Discovery Genomics, Inc.
(DGI) of Minneapolis, Minnesota. DGI was recently organized and holds
licenses from the University of Minnesota to develop technologies used for
functional genomics and the discovery of druggable targets. The Company
acquired a 39% equity interest in DGI and warrants to acquire additional
equity. The Company also received the rights to develop antibodies and
immunoassay kits for proteins discovered by DGI and an exclusive, royalty
free license to sell such products in the research market. The Company's
investment in DGI will be accounted for under the equity method of
accounting. The Company's net investment in DGI was $2,954,066 at September
30, 2001.
Net Sales
Net sales for the quarter ended September 30, 2001 were $29,842,666, an
increase of $2,121,103 (8%) from the quarter ended September 30, 2000. R&D
Systems' Biotechnology Division sales increased $1,444,819 (8%) and R&D
Systems' Hematology Division sales increased $141,376 (4%) for the quarter
ended September 30, 2001. R&D Europe sales increased $534,908 (9%) for the
quarter.
Sales for the quarter ended September 30, 2001 were $750,000 to $1 million
less than expected primarily due to the tragic events of September 11, 2001.
Four shipping days were lost domestically and five days were lost
internationally as a result of the grounding of aircraft. Incoming customer
orders for the week were significantly below normal levels both at R&D
Systems and R&D Europe. Although customer activity was brisk in the
following weeks, the Company believes some business was lost as a result of a
slow down in research activities during the week of September 11.
R&D Europe's net sales for the quarter were also affected by changes in
exchange rates. Adjusted for all changes in exchange rates, R&D Europe's
sales for the first quarter of fiscal 2002 would have been approximately
$187,000 higher than reported. It is anticipated that exchange rate changes
during the remainder of the year will have less of an affect on sales than
exchange rate changes had on fiscal 2001 sales. This is because the average
exchange rate to date in fiscal 2002 has been the same as the average
exchange rate in fiscal 2001. The average exchange rate for fiscal 2001 was
1.45 U.S. dollars per British pound, which was significantly less than the
average rate of 1.59 in fiscal 2000.
Gross Margins
Gross margins for the first quarter of fiscal 2002 were 74.7% compared to
75.5% for the same quarter in fiscal 2001. Biotechnology Division margins
increased slightly from 79.1% to 79.3% for the quarter ended September 30,
2001. R&D Europe gross margins decreased from 39.3% to 36.1% for the quarter
ended September 30, 2001 as a result of exchange rate changes. Hematology
Division gross margins decreased from 44.4% to 42.9% for the quarter as a
result of changes in product mix.
Selling, General and Administrative Expenses
Selling, general and administrative expenses increased $61,391 (1%) from the
first quarter of last year. The increase was mainly the result of higher
legal and consulting costs partially offset by foreign currency exchange
gains.
Research and Development Expenses
Research and development expenses increased $721,025 (22%) for the quarter
ended September 30, 2001. Research and development expenses of R&D Systems
increased $696,076 (22%) for the quarter. The R&D Systems research expense
increase relates to products currently under development, many of which are
expected to be released in fiscal 2002. Products currently under development
include both biotechnology and hematology products. Research expenses
recorded by the Company related to its investment in ChemoCentryx, Inc.
decreased $20,985 for the quarter ended September 30, 2001. Research
expenses recorded by the Company related to its investment in Discovery
Genomics, Inc. were $45,934 for the quarter ended September 30, 2001.
Net Earnings
Earnings before income taxes increased $972,731 from $11,283,050 in the first
quarter of fiscal 2001 to $12,255,781 in the first quarter of fiscal 2002.
The increase in earnings before income taxes was due primarily to the
increase in sales discussed previously.
Income taxes for the quarter ended September 30, 2001 were provided at a rate
of approximately 31% of consolidated pretax earnings compared to 34% for the
prior year. The decrease in the tax rate is a result of decreased state
income taxes and an increase in tax exempt interest income. U.S. federal
taxes have been reduced by the credit for research and development
expenditures and the benefit of the foreign sales corporation. Foreign
income taxes have been provided at rates which approximate the tax rates in
the United Kingdom and Germany.
Liquidity and Capital Resources
At September 30, 2001, cash and cash equivalents and short-term available-
for-sale investments were $101,317,884 compared to $97,071,868 at June 30,
2001. The Company believes it can meet its future cash, working capital and
capital addition requirements through currently available funds, cash
generated from operations and maturities of short-term available-for-sale
investments. The Company has an unsecured line of credit of $750,000. The
interest rate on the line of credit is at prime. There were no borrowings on
the line in the prior or current fiscal years.
Cash Flows From Operating Activities
The Company generated cash of $9,644,807 from operating activities in the
first three months of fiscal 2002 compared to $12,351,301 for the first three
months of fiscal 2001. The decrease was mainly the result of a decrease in
trade and other accounts payable at September 30, 2001.
Cash Flows From Investing Activities
Capital expenditures for fixed assets for the first three months of fiscal
2002 and 2001 were $2,292,987 and $1,126,942, respectively. Included in
fiscal 2002 capital additions is $1.4 million for construction of a parking
ramp which is expected to be completed in late fiscal 2002. Also included in
the fiscal 2002 and 2001 capital additions were $353,000 and $507,000,
respectively, for building improvements related to remodeling of facilities
by R&D Systems. The remaining capital additions in fiscal 2002 and 2001 were
for laboratory and computer equipment. Total expenditures for equipment,
building improvements and the completion of the parking ramp in fiscal 2002
are expected to cost approximately $7.4 million and are expected to be
financed through currently available funds and cash generated from operating
activities.
The Company has exercised an option to purchase property adjacent to its
Minneapolis facility. In fiscal 2000, the Company paid $2 million and issued
warrants to purchase 120,000 shares of common stock as a deposit on this
option. The balance due on the purchase is approximately $6 million and
closing on the purchase is expected to take place in January 2002. Costs to
renovate the property are estimated at approximately $12 million with the
renovation expected to be completed in early fiscal 2003. The Company also
plans to build an infill to connect this property with its current facility.
The construction of the infill is expected to begin in the spring of 2002
with completion in late fall 2002 and costs are estimated at approximately
$5.5 million. The purchase of the property, renovation costs and
construction of the infill are expected to be financed through currently
available funds, cash generated from operating activities and maturities of
short-term available-for-sale investments.
During the three months ended September 30, 2001 and September 30, 2000,
short-term available-for-sale investments increased by $4,031,601 and
$7,026,762, respectively. The Company's investment policy is to place excess
cash in short-term tax-exempt bonds. The objective of this policy is to
obtain the highest possible return with minimal risk, while keeping the funds
accessible.
During the first three months of fiscal 2001, the Company invested $3 million
in Discovery Genomics, Inc.
Cash Flows From Financing Activities
Cash of $15,240 and $459,090 was received during the three months ended
September 30, 2001 and 2000, respectively, for the exercise of options for
2,100 and 68,568 shares of common stock. During the first three months of
fiscal 2002 and 2001 options for 10,000 and 1,000 shares of common stock were
exercised by the surrender of 802 and 224 shares of the Company's common
stock with fair market values of $28,110 and $8,554, respectively.
During the first three months of fiscal 2002, the Company purchased and
retired 20,000 shares of Company common stock at a market value of $485,010.
The Board of Directors has authorized the Company, subject to market
conditions and share price, to purchase and retire up to $20 million of its
common stock. From the start of the repurchase program through November 5,
2001, 1,361,200 shares have been purchased at a market value of $10,402,892.
The Company has never paid cash dividends and has no plans to do so in fiscal
2002.
New Accounting Pronouncements
In July 2001, the Financial Accounting Standards Board issued SFAF No. 141,
"Business Combinations" and SFAS No. 142, "Goodwill and Other Intangible
Assets". SFAS No. 141 applies to all business combinations initiated after
June 30, 2001 and prohibits the use of the pooling-of-interests method of
accounting. There are also transition provisions provided that apply to
business combinations completed before July 1, 2001 that were accounted for
using the purchase method. Under SFAS No. 142, goodwill as well as other
intangibles determined to have an infinite life will no longer be amortized;
however, these assets will be reviewed for impairment on a periodic basis.
SFAS No. 142 also includes provisions for the reclassification of certain
existing recognized intangibles as goodwill, reclassification of certain
intangibles out of previously reported goodwill and the identification of
reporting units for purposes of assessing potential future impairments
of goodwill. The Company plans to adopt SFAS No. 142 on July 1, 2002.
The Company is currently assessing, but has not yet determined, the impact
of these statements on its financial position and results of operations.
As of September 30, 2001, the Company had net goodwill and other
intagible assets of approximately $17.2 million and $8.1 million,
respectively.
ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
At September 30, 2001, the Company had an investment portfolio of fixed
income securities, excluding those classified as cash and cash equivalents,
of $79,835,678. These securities, like all fixed income instruments, are
subject to interest rate risk and will decline in value if market interest
rates increase. However, the Company has the ability to hold its fixed
income investments until maturity and therefore the Company does not expect
any such increase in interest rates to have an adverse impact on income or
cash flows.
The Company operates internationally, and thus is subject to potentially
adverse movements in foreign currency rate changes. The Company does not
enter into foreign exchange forward contracts to reduce its exposure to
foreign currency rate changes on intercompany foreign currency denominated
balance sheet positions.
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
The information required by Item 1 is contained in the Company's Form 10-K
for the year ended June 30, 2001, which is incorporated herein by reference.
ITEM 2 - CHANGES IN SECURITIES
None
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4 - SUBMISSION OF MATTERS TO VOTE OF SHAREHOLDERS
(a) The Annual Meeting of the Registrant's shareholders was held on
Thursday, October 18, 2001.
(b) A proposal to set the number of directors at eight was adopted by a
vote of 38,056,068 in favor with 128,883 shares against, 16,552 shares
abstaining and no shares represented by broker nonvotes.
(c) Proxies for the Annual Meeting were solicited pursuant to Regulation
14A under the Securities exchange act of 1934. There was no
solicitation in opposition to management's nominees as listed
in the Proxy Statement, and all such nominees were elected, as follows:
Nominee For Withheld
Thomas E. Oland 31,263,068 6,938,435
Roger C. Lucas 37,683,517 517,986
Howard V. O'Connell 38,023,663 177,840
G. Arthur Herbert 38,024,473 177,030
Randolph C. Steer 38,030,098 171,405
Lowell E. Sears 38,030,105 171,398
Christopher S. Henney 38,030,098 171,405
Timothy M. Heaney 31,206,874 6,994,629
ITEM 5 - OTHER INFORMATION
Forward Looking Information and Cautionary Statements: Statements in this
filing, and elsewhere, which look forward in time involve risks and
uncertainties which may affect the actual results of operations. The
following important factors, among others, have affected and, in the future,
could affect the Company's actual results: the introduction and acceptance
of new biotechnology and hematology products, the levels and particular
directions of research into cytokines by the Company's customers, the impact
of the growing number of producers of cytokine research products and related
price competition, the retention of hematology OEM (private label) and
proficiency survey business, the impact of changes in foreign currency
exchange rates, the outcome of litigation involving the Company and the costs
and results of research and product development efforts of the Company and of
companies in which the Company has invested or with which it has formed
strategic relationships.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
A. EXHIBITS
See exhibit index immediately following the signature page.
B. REPORTS ON FORM 8-K
No reports on Form 8-K were filed during the quarter ended September
30, 2001.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TECHNE CORPORATION
(Company)
Date: November 13, 2001 Thomas E. Oland
------------------------------
President, Chief Executive and
Financial Officer
EXHIBIT INDEX
TO
FORM 10-Q
TECHNE CORPORATION
Exhibit # Description
--------- -----------
10.1 Exercise of Option Agreement Relating to
2101 Kennedy Street dated October 31, 2001.