8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 7, 2012

Bio-Reference Laboratories, Inc.

(Exact name of registrant as specified in its charter)

New Jersey	0-15266	22-2405059
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

481 Edward H. Ross Drive, Elmwood Park, NJ	07407
(Address of principal executive offices)	(Zip Code)

(201) 791-2600

Registrant’s telephone number, including area code

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14-d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On June 7, 2012, Bio-Reference Laboratories, Inc. (the “Company”) announced its financial results for the quarter ended April 30, 2012.  A copy of the Company’s earnings release is attached hereto as Exhibit 99.1.  The corresponding exhibit listed under Item 9.01 of this Current Report on Form 8-K is not filed with the Securities and Exchange Commission or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such a filing, but is furnished to comply with Item 2.02 of Form 8-K.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release dated June 7, 2012.

SIGNATURES

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 hereunto duly authorized.

		BIOREFERENCE LABORATORIES, INC.
Dated:	June 7, 2012	By	/S/ Sam Singer
			Sam Singer, CFO

2

EX-99.1

Exhibit 99.1

FOR:	BIO-REFERENCE LABORATORIES, INC.
CONTACT:	Delores Bowman
	Acting Investor Relations Coordinator
	(201) 791-2600
	(201) 791-1941 (fax)
	dbowman@bioreference.com

BIO-REFERENCE LABORATORIES, INC. REPORTS STRONG QUARTERLY RESULTS

- - -

Quarterly revenues highest in corporate history

ELMWOOD PARK, NJ (June 7, 2012) (Numbers in thousands except per share data or where otherwise noted.)  Bio-Reference Laboratories, Inc. (NASDAQ: BRLI) released its second quarter, fiscal year 2012 earnings today for the three months ended April 30.  The Company recorded current quarter revenues of $163,388, the highest quarter in corporate history, representing an increase of 19% over the $137,658 recorded in the second quarter, fiscal year 2011.  Operating income for Q2FY12 was $16,771, an increase of 26% over the Q2FY11 operating income of $13,313.  Net income after taxes in Q2FY12 came in at $9,306, resulting in earnings per share of $.33, up from the prior fiscal year second quarter net income after taxes of $7,211 (pro forma) and EPS of $.26 (pro forma), increases of 29% and 27%, respectively.  Gross profit on revenues for the current quarter was $79,479, resulting in a margin for gross profit on revenues of approximately 49%, a 21% improvement over the $65,639 reported for the prior fiscal year second quarter, which resulted in a 48% margin.  Revenue per patient for the second quarter of the current fiscal year was $83.21, an increase of 2% over the $81.33 reported for the same quarter of the prior fiscal year.  The number of patients served increased 16% to 1,952 in the current quarter from the prior year second quarter total of 1,680.  Esoteric business for the Company was 59% of revenues for the second quarter of the current fiscal year compared to 58% in the same quarter of the prior fiscal year.  Days Sales Outstanding (DSO) was 81 days compared to Q1FY12 of 91 days and the prior fiscal year second quarter when the DSO was 90 days.

Six-month revenues increased to $313,307, an increase of 21% over the same period revenues of $259,317 in the prior fiscal year.  Operating income for the first six months of FY12 was $30,055, an increase of 36% over the prior fiscal year six-month operating income of $22,030.  Net income after taxes for the first six months of the current year was $16,671, resulting in an EPS of $.60, an increase of 38% from the prior year same period net income after taxes of $12,046  (pro forma), which resulted in an EPS of $.43 (pro forma).  The Company reported gross profit on revenues for the current six-month period of $150,723, resulting in a margin for gross profit on revenues of 48%, up from the prior year same period of $122,444, which resulted in a margin of 47%.  The number of patients served increased 19% to 3,766 in the first half of the current year from the prior year same period total of 3,172.  Cash flow from operations for the first six months of FY12 was $23,650, up 132% from the prior year same period when cash flow from operations was $10,196 (inclusive of two one-time cash positive events that were excluded in the pro forma P&L.)

During the recently completed second quarter, the Company completed an investment in a private California corporation called InCellDx. The Company previously filed a form 8-K outlining the terms of the investment. During the quarter, the Company purchased 115,000 shares pursuant to a stock buy back program initiated in November 2011.

Marc D. Grodman, MD, CEO, commented: “BioReference has been able to demonstrate the value of its business strategy.  During the first six months of this fiscal year, we introduced several initiatives based on innovative technologies and innovative reporting techniques that we believe will enable us to continue our growth.  OnkoMatch, Inherigen and GenCerv are now being introduced to physicians around the country by our national sales force.  These new services enrich what we have always believed to be the most comprehensive specialized laboratory operation in our industry. They differentiate us in the marketplace and underscore our strategy to identify relevant clinical questions and provide answers based on better

technology, better science and better service.  As we move these new initiatives out of the development cycle and into the production cycle, we look forward to a continuation of our strong financial metrics.”

Dr. Grodman continued: “We are fully aware of the headwinds in the market that have gotten significant attention. There is pressure on the payer side to cut expenses and deal with burgeoning healthcare costs.  I would rather face these pressures with a company based on innovation and growth. There are changes contemplated that will provide greater transparency on the costs of molecular testing. We have chosen not to commoditize ourselves but rather to leverage our expertise in technology to develop innovative and cost-effective solutions that provide more clinical information for less cost to the payer, the provider and the patient..  Our goal has always been to utilize technology and service to increase market share, not to use individual tests to exploit profits.  Our latest initiatives have clearly demonstrated our ability to set new industry standards for innovation.  The genetic experts at GeneDx have worked closely with the molecular experts at BioReference to identify solutions and technology platforms that provide our national sales force with the tools to fuel growth.”

Dr. Grodman finally noted: “For many years, our growth was driven by our expansion in the esoteric markets; which in turn creates greater opportunities for growth in all of our clinical offerings.  We continue to be paced by esoteric growth, but we have also been able to expand routine clinical testing into those same physician offices and have been able to achieve a more stable position in the physicians’ offices.  This balanced approach has allowed us to maintain our top line goals.  Our sales force is continually infused with energy by our new offerings and we expect to leverage that energy into continued expansion around the country.”

The Company’s second quarter earnings conference call is scheduled for today at 10:30 a.m. Eastern Standard Time.  The live audio Web cast will be available at the Company’s corporate Web site, www.bioreference.com and through www.streetevents.com.  To listen to the call, please go to either Web site ten minutes before the conference call is scheduled to begin. You will need to register as well as download and install any necessary audio software. The Web cast will be archived, on both Web sites, for 30 days following the call.

About BioReference Laboratories, Inc.

BRLI is a clinical testing laboratory offering testing, information and related services to physician offices, clinics, hospitals, employers and governmental units.  We believe that we are the fourth largest full-service laboratory in the United States and the largest independent regional laboratory in the Northeastern market.  BRLI offers a comprehensive list of laboratory testing services utilized by healthcare providers in the detection, diagnosis, evaluation, monitoring and treatment of diseases.  BRLI primarily focuses on esoteric testing, molecular diagnostics, anatomical pathology, women’s health and correctional health care.

2

Bio-Reference Laboratories, Inc.

Statements of Operations

(Dollars in Thousands Except Per Share Data)

(Unaudited)

	Three Months Ended
	April 30,
	2012		Pro Forma 2011***		Actual 2011
Net Revenues	$	163,388	$	137,658	$	137,658
Cost of Sales	83,909		72,019		72,019
Gross Profit on Revenues	79,479		65,639		65,639
General and Administrative	62,708		52,326		52,326
Operating Income	16,771		13,313		13,313
Other Expense, Net	370		380		(707		)
Income Before Taxes	16,401		12,933		14,020
Taxes	7,095		5,722		6,203
Net Income	9,306		7,211		7,817
Income Per Share	$	0.34	$	0.26	$	0.28
Number of Shares	27,684,715		27,920,233		27,920,233
Income Per Share (Diluted)	$	0.33	$	0.26	$	0.28
Number of Shares (Diluted)	27,877,697		28,142,176		28,142,176

***Pro Forma excludes gain from NJ Sales Tax refund and loss from sale of aircraft.

	Six Months Ended
	April 30,
	2012		Pro Forma 2011***		Actual 2011
Net Revenues	$	313,307	$	259,317	$	259,317
Cost of Sales	162,584		136,873		136,873
Gross Profit on Revenues	150,723		122,444		122,444
General and Administrative	120,668		100,414		100,414
Operating Income	30,055		22,030		22,030
Other Expense, Net	687		687		(5,969		)
Income Before Taxes	29,368		21,344		27,999
Taxes	12,697		9,298		12,197
Net Income	16,671		12,046		15,802
Income Per Share	$	0.60	$	0.43	$	0.57
Number of Shares	27,786,216		27,902,167		27,902,167
Income Per Share (Diluted)	$	0.60	$	0.43	$	0.56
Number of Shares (Diluted)	27,960,069		28,121,852		28,121,852

***Pro Forma excludes gain from NJ Sales Tax Refund, loss from sale of aircraft and NY State Tax refund.

3

Bio-Reference Laboratories, Inc.

Balance Sheets

(Dollars in Thousands)

(Unaudited)

	April 30,		October 31,
	2012		2011
Cash & Cash Equivalents	$	19,726	$	22,013
Accounts Receivable (Net)	147,462		148,060
Plant, Property & Equipment (Net)	50,089		43,567
Intangible Assets (Net)	6,605		6,904
Other Assets	38,287		32,912
Total	$	294,445	$	283,259
Accounts Payable	$	42,962	$	38,612
Revolving Note	14,163		18,632
Long-Term Debt	17,849		15,250
Other Liabilities	17,872		20,998
Shareholder’s Equity	201,599		189,767
Total	$	294,445	$	283,259

# # #

Statements included in this release that are not historical in nature, are intended to be, and are hereby identified as “forward-looking statements”. Statements looking forward in time are included in this release pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve known and unknown risks and uncertainties that may cause the Company’s actual results in future periods to be materially different from any future performance suggested herein.

www.bioreference.com

4