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Commitments and Contingencies
12 Months Ended
Sep. 30, 2019
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies
(10)
Commitments and Contingencies
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(a)
Royalty Commitments -
We have entered into various license agreements that require payment of royalties based on a specified percentage of the sales of licensed products. Approximately 84% of our royalty expenses relate to our Diagnostics operating segment, where the royalty rates range from 3% to 8%. These royalty expenses are recognized on an
as-earned
basis and recorded in the year earned as a component of cost of sales. Annual royalty expenses associated with these agreements were approximately $2,107, $2,579 and $2,600 for the fiscal years ended September 30, 2019, 2018 and 2017, respectively.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(b)
Purchase Commitments
-
Excluding the operating lease commitments reflected in Note 10(c) below, we have purchase commitments primarily for inventory and service items as part of the normal course of business. Commitments made under these obligations are $14,203 for fiscal 2020 and $792 for fiscal 2021 through fiscal 202
3
. No purchase commitments have been made beyond fiscal 202
3
.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(c)
Operating Lease Commitments
-
Meridian and its subsidiaries are parties to a number of operating lease agreements around the world, the majority of which relate to office and warehouse building leases expiring at various dates. Amounts charged to expense under operating leases were $2,372, $2,457 and $2,140 for fiscal 2019, 2018 and 2017, respectively. Operating lease commitments for each of the five succeeding fiscal years are as follows: fiscal 2020 - $1,528; fiscal 2021 - $1,451; fiscal 2022 - $1,293; fiscal 2023 - $967; and fiscal 2024 - $712.
 
 
 
 
(d)
Acquisition Price Holdback and Contingent Consideration -
Pursuant to the purchase agreement related to the June 3, 2019 acquisition of the business of GenePOC, Meridian’s maximum remaining consideration to be paid totals $75,000. As detailed in Note 2, this amount is comprised of: (i) a $5,000 purchase price holdback; and (ii) up to $70,000 of payments contingent upon the achievement of certain product development milestones and financial performance targets, the preliminary valuation of which totals approximately $27,200 as of September 30, 2019.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(e)
Litigation -
We are a party to various litigation matters from time to time that we believe are in the normal course of business. The ultimate resolution of these routine matters is not expected to have a material adverse effect on our financial position, results of operations or cash flows. Additionally, the Company has also become a party to certain legal matters that are somewhat outside the normal course of business. See Item 3. “Legal Proceedings” for a discussion of the status of these selected legal matters.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(f)
Indemnifications -
In conjunction with certain contracts and agreements, we provide routine indemnifications related to our performance obligations. The terms of these indemnifications range in duration and in some circumstances are not explicitly defined. The maximum obligation under some such indemnifications is not explicitly stated and, as a result of our having no history of paying such indemnifications, cannot be reasonably estimated. We have not made any payments for these indemnifications and no liability is recorded at September 30, 2019 or September 30, 2018.