10-Q

UNITED STATES

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 March 31, 2013, 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 of incorporation or organization)	(I.R.S. Employer Identification No.)
614 McKinley Place N.E. Minneapolis, MN	55413
(Address of principal executive offices)	(Zip Code)

(612) 379-8854

(Registrant’s telephone number, including area code)

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  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	¨

Indicate by check mark whether the Registrant is a shell company (as defined in Exchange Act Rule 12b-2).     ¨  Yes    x  No

At May 3, 2013, 36,834,046 shares of the Company’s Common Stock (par value $0.01) were outstanding.

TABLE OF CONTENTS

	Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Statements of Earnings and Comprehensive Income for the Quarters and Nine Months Ended March 31, 2013 and 2012		1
Condensed Consolidated Balance Sheets as of March 31, 2013 and June 30, 2012		2
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended March 31, 2013 and 2012		3
Notes to Condensed Consolidated Financial Statements		4
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		7
Item 3. Quantitative and Qualitative Disclosures about Market Risk		12
Item 4. Controls and Procedures		14
PART II: OTHER INFORMATION
Item 1. Legal Proceedings		14
Item 1A. Risk Factors		14
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		14
Item 3. Defaults Upon Senior Securities		14
Item 4. Mine Safety Disclosures		15
Item 5. Other Information		15
Item 6. Exhibits		15
SIGNATURES		15

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

AND COMPREHENSIVE INCOME

TECHNE Corporation and Subsidiaries

(in thousands, except per share data)

(unaudited)

	Quarter Ended March 31,						Nine Months Ended March 31,
	2013			2012			2013			2012
Net sales	$	80,992		$	83,621		$	231,100		$	235,879
Cost of sales		19,845			20,238			59,107			58,939
Gross margin		61,147			63,383			171,993			176,940
Operating expenses:
Selling, general and administrative		9,982			9,899			31,266			31,323
Research and development		7,219			7,122			22,074			20,626
Total operating expenses		17,201			17,021			53,340			51,949
Operating income		43,946			46,362			118,653			124,991
Other income (expense):
Interest income		638			470			1,976			1,996
Impairment losses on investments		0			(3,254	)		0			(3,254	)
Other non-operating expense, net		(118	)		(373	)		(731	)		(2,155	)
Total other income (expense)		520			(3,157	)		1,245			(3,413	)
Earnings before income taxes		44,466			43,205			119,898			121,578
Income taxes		11,348			11,449			35,748			36,488
Net earnings		33,118			31,756			84,150			85,090
Other comprehensive income (loss):
Foreign currency translation adjustments		(9,264	)		3,895			(4,232	)		(711	)
Unrealized gains (losses) on available-for-sale investments, net of tax of $6,610, $13,326, ($2,659) and 13,319, respectively		11,851			23,886			(4,706	)		23,879
Other comprehensive income (loss)		2,587			27,781			(8,938	)		23,168
Comprehensive income	$	35,705		$	59,537		$	75,212		$	108,258
Earnings per share:
Basic	$	0.90		$	0.86		$	2.28		$	2.30
Diluted	$	0.90		$	0.86		$	2.28		$	2.30
Cash dividends per common share:	$	0.30		$	0.28		$	0.88		$	0.83
Weighted average common shares outstanding:
Basic		36,842			36,864			36,835			36,975
Diluted		36,908			36,930			36,901			37,043

See Notes to Condensed Consolidated Financial Statements.

1

CONDENSED CONSOLIDATED BALANCE SHEETS

TECHNE Corporation and Subsidiaries

(in thousands, except share and per share data)

	March  31, 2013 (unaudited)		June 30, 2012
ASSETS
Current assets:
Cash and cash equivalents	$	150,713	$	116,675
Short-term available-for-sale investments		162,162		152,311
Trade accounts receivable, less allowance for doubtful accounts of $473 and $455, respectively		38,138		35,668
Other receivables		1,736		2,073
Inventories		35,675		38,277
Prepaid expenses		1,733		1,503
Total current assets		390,157		346,507
Available-for-sale investments		135,765		143,966
Property and equipment, net		105,202		93,788
Goodwill		84,311		85,682
Intangible assets, net		41,779		46,476
Other assets		3,076		2,905
	$	760,290	$	719,324
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Trade accounts payable	$	6,189	$	6,291
Salaries, wages and related accruals		4,610		4,699
Accrued expenses		7,438		7,275
Income taxes payable		4,176		3,251
Deferred income taxes		10,068		14,234
Total current liabilities		32,481		35,750
Deferred income taxes		8,300		9,132
Shareholders’ equity:
Common stock, par value $.01 per share; authorized 100,000,000; issued and outstanding 36,842,346 and 36,826,364, respectively		368		368
Additional paid-in capital		134,118		131,851
Retained earnings		572,186		520,448
Accumulated other comprehensive income		12,837		21,775
Total shareholders’ equity		719,509		674,442
	$	760,290	$	719,324

See Notes to Condensed Consolidated Financial Statements.

2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

TECHNE Corporation and Subsidiaries

(in thousands)

(unaudited)

	Nine Months Ended March 31,
	2013			2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	84,150		$	85,090
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization		9,279			9,366
Costs recognized on sale of acquired inventory		3,496			5,870
Deferred income taxes		(2,054	)		(7,753	)
Stock-based compensation expense		1,374			1,389
Excess tax benefit from stock option exercises		(69	)		(51	)
Impairment losses on investments		0			3,254
Losses by equity method investees		114			558
Other		337			(10	)
Change in operating assets and operating liabilities:
Trade accounts and other receivables		(2,319	)		(4,645	)
Inventories		(2,032	)		(1,586	)
Prepaid expenses		(240	)		(393	)
Trade accounts payable and accrued expenses		(215	)		1,641
Salaries, wages and related accruals		636			1,351
Income taxes payable		1,118			(4,748	)
Net cash provided by operating activities		93,575			89,333
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of available-for-sale investments		(89,099	)		(124,007	)
Proceeds from sales of available-for-sale investments		26,367			53,931
Proceeds from maturities of available-for-sale investments		53,987			56,273
Additions to property and equipment		(17,108	)		(4,884	)
Increase in other long-term assets		(592	)		(489	)
Distribution from unconsolidated entity		0			42
Net cash used in investing activities		(26,445	)		(19,134	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash dividends		(32,413	)		(30,707	)
Proceeds from stock option exercises		824			667
Excess tax benefit from stock option exercises		69			51
Purchase of common stock for stock bonus plans		(573	)		(907	)
Repurchase of common stock		0			(21,283	)
Net cash used in financing activities		(32,093	)		(52,179	)
Effect of exchange rate changes on cash and cash equivalents		(999	)		(353	)
Net increase in cash and cash equivalents		34,038			17,667
Cash and cash equivalents at beginning of period		116,675			77,613
Cash and cash equivalents at end of period	$	150,713		$	95,280

See Notes to Condensed Consolidated Financial Statements.

3

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

TECHNE Corporation and Subsidiaries

(unaudited)

A. Basis of Presentation:

The interim unaudited condensed 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 interim unaudited condensed consolidated financial statements 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.

A summary of significant accounting policies followed by the Company is detailed in the Company’s Annual Report on Form 10-K for fiscal 2012. The Company follows these policies in preparation of the interim unaudited condensed consolidated financial statements. 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, 2012, included in the Company’s Annual Report on Form 10-K for fiscal 2012.

B. Available-For-Sale Investments:

The Company’s available-for-sale investments at March 31, 2013 and June 30, 2012 are carried at fair value and are valued using quoted market prices in active markets (Level 1 input) for identical assets and liabilities. The fair value of the Company’s available-for-sale investments at March 31, 2013 and June 30, 2012 were $298 million and $296 million, respectively. The amortized cost basis of the Company’s available-for-sale investments at March 31, 2013 and June 30, 2012 were $239 million and $230 million, respectively.

C. Inventories:

Inventories consist of (in thousands):

	March 31, 2013		June 30, 2012
Raw materials	$	6,011	$	5,678
Finished goods		29,664		32,599
	$	35,675	$	38,277

D. Property and Equipment:

Property and equipment consist of (in thousands):

	March 31, 2013			June 30, 2012
Cost:
Land	$	7,438		$	7,473
Buildings and improvements		138,367			123,257
Laboratory equipment		32,795			31,658
Office equipment		6,123			5,710
		184,723			168,098
Accumulated depreciation and amortization		(79,521	)		(74,310	)
	$	105,202		$	93,788

4

E. Intangible Assets and Goodwill:

Intangible assets and goodwill consist of (in thousands):

	March 31, 2013			June 30, 2012
Developed technology	$	28,642		$	29,410
Trade names		17,655			17,871
Customer relationships		8,611			8,712
Non-compete agreement		400			400
		55,308			56,393
Accumulated amortization		(13,529	)		(9,917	)
	$	41,779		$	46,476
Goodwill	$	84,311		$	85,682

The change in the carrying amount of net intangible assets for the nine months ended March 31, 2013 resulted from amortization expense and currency translation. Amortization expense related to technologies included in cost of sales was $742,000 and $2.3 million, respectively, for the quarter and nine months ended March 31, 2013, and $750,000 and $2.3 million, respectively, for the quarter and nine months ended March 31, 2012. Amortization expense related to trade names, customer relationships, and the non-compete agreement included in selling, general and administrative expense was $516,000 and $1.6 million, respectively, for the quarter and nine months ended March 31, 2013, and $518,000 and $1.6 million, respectively, for the quarter and nine months ended March 31, 2012.

The change in the carrying amount of goodwill for the nine months ended March 31, 2013 resulted from currency translation.

F. Impairment Losses on Investments:

The Company holds a 16.8% ownership interest in Nephromics, Inc. (Nephromics) and accounts for its investment under the equity method of accounting as Nephromics is a limited liability company. During the third quarter of fiscal 2012, Nephromics signed an agreement to sell substantially all of its assets. The sale price included a payment at closing, future payment contingent upon the issuance of certain patents, and royalties on future sublicense income. As a result of the agreement, the Company determined that a portion of its investment in Nephromics was other-than-temporarily impaired and wrote off $2.4 million of this investment during the quarter ended March 31, 2012. The Company’s net investment in Nephromics was $505,000 at both March 31, 2013 and June 30, 2012.

The Company held an ownership interest in ACTGen, Inc. (ACTGen), a development stage biotechnology company, through the second quarter of fiscal 2013. During the third quarter of fiscal 2012, the Company determined that the Company’s investment in ACTGen was other-than-temporarily impaired and wrote off its remaining investment of $854,000 during the quarter ended March 31, 2012.

G. Income Taxes

Income taxes for the quarter and nine months ended March 31, 2013 were provided at rates of 25.5% and 29.8%, respectively, of consolidated earnings before income taxes, compared to 26.5% and 30.0% for the same prior-year periods. In January 2013, the U.S. federal credit for research and development was reinstated retroactively for the period of January 2012 through December 2013. Included in income tax expense for both the quarter and nine months ended March 31, 2013 was a $1.2 million credit for research and development expenses compared to a $430,000 credit for research and development expenses for the nine months ended March 31, 2012. Included in income tax expense for the quarter and nine months ended March 31, 2013 were credits to U.S. income tax expense of $1.1 million and $500,000, respectively, related to foreign source income compared to income tax expense related to foreign source income of $379,000 and $862,000, respectively, for the same prior-year periods. Included in income taxes for the quarter and nine months ended March 31, 2012 was a $3.0 million benefit due to the reversal of a deferred tax valuation allowance on the Company’s excess tax basis in investments in unconsolidated entities. The Company determined such valuation allowance was no longer necessary as of March 31, 2012.

5

H. Earnings Per Share:

Shares used in the earnings per share computations are as follows (in thousands):

	Quarter Ended March 31,				Nine Months Ended March 31,
	2013		2012		2013		2012
Weighted average common shares outstanding-basic		36,842		36,864		36,835		36,975
Dilutive effect of stock options		66		66		66		68
Weighted average common shares outstanding-diluted		36,908		36,930		36,901		37,043

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 214,000 for both the quarter and nine months ended March 31, 2013. The number of potentially dilutive option shares excluded from the calculation was 222,000 for both the quarter and nine months ended March 31, 2012, respectively.

I. Segment Information:

The Company has two reportable segments based on the nature of products (biotechnology and hematology). Following is financial information relating to the Company’s reportable segments (in thousands):

	Quarter Ended March 31,						Nine Months Ended March 31,
	2013			2012			2013			2012
External sales
Biotechnology	$	75,285		$	78,180		$	214,416		$	220,291
Hematology		5,707			5,441			16,684			15,588
Consolidated net sales	$	80,992		$	83,621		$	231,100		$	235,879
Earnings before income taxes
Biotechnology	$	43,246		$	45,442		$	117,123		$	123,304
Hematology		2,247			2,037			6,498			5,636
Segment earnings before income taxes		45,493			47,479			123,621			128,940
Unallocated corporate expenses and equity method investee losses		(1,027	)		(4,274	)		(3,723	)		(7,362	)
Consolidated earnings before income taxes	$	44,466		$	43,205		$	119,898		$	121,578

J. Accumulated Other Comprehensive Income:

Accumulated other comprehensive income consists of (in thousands):

	March 31, 2013			June 30, 2012
Foreign currency translation adjustments	$	(24,975	)	$	(20,743	)
Net unrealized gain on available-for-sale investments, net of tax		37,812			42,518
	$	12,837		$	21,775

6

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

TECHNE Corporation and subsidiaries (the Company) are engaged in the development, manufacture and sale of biotechnology products and hematology calibrators and controls. These activities are conducted domestically through TECHNE Corporation’s wholly-owned subsidiaries, Research and Diagnostic Systems, Inc. (R&D Systems), Boston Biochem, Inc. (Boston Biochem), and BiosPacific, Inc. (BiosPacific). TECHNE Corporation’s European biotechnology operations are conducted through its wholly-owned U.K. subsidiaries, R&D Systems Europe Ltd. (R&D Europe) and Tocris Holdings Limited (Tocris). R&D Europe has a sales subsidiary, R&D Systems GmbH, in Germany and a sales office in France. TECHNE Corporation distributes its biotechnology products in China through its wholly-owned subsidiary, R&D Systems China Co., Ltd. (R&D China). R&D China has a sales subsidiary, R&D Systems Hong Kong Ltd., in Hong Kong.

The Company has two reportable segments based on the nature of its products (biotechnology and hematology). R&D Systems’ Biotechnology Division, R&D Europe, Tocris, R&D China, BiosPacific and Boston Biochem operating segments are included in the biotechnology reporting segment. The Company’s biotechnology reporting segment develops, manufactures and sells biotechnology research and diagnostic products world-wide. The Company’s hematology reporting segment, which consists of R&D Systems’ Hematology Division, develops and manufactures hematology controls and calibrators for sale world-wide.

RESULTS OF OPERATIONS

Consolidated net sales decreased 3.1% and consolidated net earnings increased 4.3%, respectively, for the quarter ended March 31, 2013 compared to the quarter ended March 31, 2012. Consolidated net sales and consolidated net earnings decreased 2.0% and 1.1%, respectively, for the nine months ended March 31, 2013 compared to the nine months ended March 31, 2012. Consolidated net sales for the quarter and nine months ended March 31, 2013 were unfavorably affected by changes in foreign currency exchange rates from the same prior-year periods. A stronger U.S. dollar as compared to foreign currencies reduced sales by $122,000 and $2.6 million in the quarter and nine-month periods ended March 31, 2013, from the comparable prior-year periods.

Net Sales

Consolidated net sales for the quarter and nine months ended March 31, 2013 were $81.0 million and $231 million, respectively, decreases of $2.6 million (3.1%) and $4.8 million (2.0%) from the quarter and nine months ended March 31, 2012, respectively. Excluding the effect of the change from the comparable prior-year period in exchange rates used to convert sales in foreign currencies (primarily British pound sterling, euros and Chinese yuan), consolidated net sales for the quarter and nine months ended March 31, 2013 decreased 3.0% and 0.9%, respectively, from comparable prior-year periods. Included in consolidated net sales for the quarter and nine months ended March 31, 2013 were $694,000 and $1.4 million, respectively, of sales of new biotechnology products that had their first sale in fiscal 2013.

Net sales by reportable segment were as follows (in thousands):

	Quarter Ended March 31,				Nine Months Ended March 31,
	2013		2012		2013		2012
Biotechnology	$	75,285	$	78,180	$	214,416	$	220,291
Hematology		5,707		5,441		16,684		15,588
Consolidated net sales	$	80,992	$	83,621	$	231,100	$	235,879

7

Biotechnology segment net sales decreased $2.9 million (3.7%) and $5.9 million (2.7%) for the quarter and nine months ended March 31, 2013, respectively, compared to the same prior-year periods. The decrease in the quarter ended March 31, 2013 was affected by one less ship day as compared to the third quarter of the prior fiscal year and also included the Easter holiday, which was in the fourth quarter of the prior fiscal year. The decrease in net sales for the nine months ended March 31, 2013 was affected by two less ship days in the nine-month period, the Easter holiday and changes in exchange rates from the comparable prior-year periods, which impacted sales by $2.6 million, as noted above.

Biotechnology segment sales growth (decline), excluding the effect of changes in exchange rates, from the same prior-year periods were as follows:

	Quarter Ended March 31,						Nine Months Ended March 31,
	2013			2012			2013			2012
U.S. industrial, pharmaceutical and biotechnology		(2.5	%)		5.6	%		(4.2	%)		5.7	%
U.S. academic		(8.5	%)		(5.4	%)		(5.5	%)		(4.9	%)
Europe		(10.3	%)		(0.4	%)		(2.0	%)		(0.6	%)
China		24.9	%		19.9	%		19.4	%		22.4	%
Pacific rim distributors, excluding China		9.6	%		7.8	%		4.7	%		6.5	%

Biotechnology segment net sales consisted of the following:

	Nine Months Ended March 31, 2013
United States:
Industrial, pharmaceutical and biotechnology		29	%
Academic		13	%
Other		13	%
		55	%
Europe		28	%
China		5	%
Pacific rim distributors, excluding China		10	%
Rest of world		2	%
		100	%

Hematology segment net sales increased $266,000 (4.9%) and $1.1 million (7.0%) for the quarter and nine months ended March 31, 2013, respectively, compared to the same prior-year periods as a result of increased sales volume.

Gross Margins

Fluctuations in gross margins, as a percentage of net sales, are typically the result of changes in foreign currency exchange rates, changes in product mix and seasonality. Such fluctuations are normal and expected to continue in future periods. Gross margins have also been affected by acquisitions completed in prior years.

Segment gross margins, as a percentage of net sales, were as follows:

	Quarter Ended March 31,						Nine Months Ended March 31,
	2013			2012			2013			2012
Biotechnology		77.5	%		77.7	%		76.4	%		76.9	%
Hematology		49.0	%		48.7	%		49.0	%		47.8	%
Consolidated		75.5	%		75.8	%		74.4	%		75.0	%

8

The Biotechnology segment gross margin percentage for the quarter ended March 31, 2013 decreased from the same prior-year period primarily due to lower sales volumes. The Biotechnology segment gross margin percentage for the nine months ended March 31, 2013, respectively, decreased from the same prior-year period due to lower sales volumes and unfavorable exchange rates. This negative gross margin impact was partially offset by a decline in the costs recognized upon the sale of inventory acquired in fiscal 2011 which was written-up to fair value. Hematology segment gross margin percentage for the quarter and nine months ended March 31, 2013 increased slightly from the comparable prior-year periods as a result of increased sales volume.

Selling, General and Administrative Expenses

Selling, general and administrative expenses increased $83,000 (0.8%) and decreased $57,000 (0.2%) for the quarter and nine months ended March 31, 2013 from the same prior-year periods. Selling general and administrative expenses were impacted by decreases in profit sharing expense of $399,000 and $1.1 million for the quarter and nine months ended March 31, 2013, respectively, as compared to the same prior-year periods. The increase in selling, general and administrative expense, excluding the profit sharing impact, was mainly the result of increased marketing wages and consulting related to upgrading the Company’s website.

Consolidated selling, general and administrative expenses were composed of the following (in thousands):

	Quarter Ended March 31,				Nine Months Ended March 31,
	2013		2012		2013		2012
Biotechnology	$	8,941	$	8,921	$	27,304	$	27,394
Hematology		375		435		1,173		1,315
Unallocated corporate expenses		666		543		2,789		2,614
Consolidated selling, general and administrative Expenses	$	9,982	$	9,899	$	31,266	$	31,323

The Company hired a new Chief Executive Officer (CEO) effective April 1, 2013. The compensation for the previous CEO was below market, and therefore, the Company will incur higher executive compensation costs as a result. These increases should not be significant in the fiscal year ending June 30, 2013, but could impact financial results beginning in fiscal 2014. This change could also impact other compensation and benefit costs.

Research and Development Expenses

Research and development expenses for the quarter and nine months ended March 31, 2013 increased $97,000 (1.4%) and $1.4 million (7.0%), respectively, from the same prior-year periods. The increase was mainly due to increases in personnel and supply costs associated with the development and release of new high-quality biotechnology products. The Company expects research and development expenses to continue to increase in future periods as a result of its ongoing product development program.

Research and development expenses were composed of the following (in thousands):

	Quarter Ended March 31,				Nine Months Ended March 31,
	2013		2012		2013		2012
Biotechnology	$	7,015	$	6,924	$	21,470	$	20,017
Hematology		204		198		604		609
Consolidated research and development expenses	$	7,219	$	7,122	$	22,074	$	20,626

9

Impairment Loss on Investments in Unconsolidated Entities

The Company holds a 16.8% ownership interest in Nephromics, Inc. (Nephromics) and accounts for its investment under the equity method of accounting as Nephromics is a limited liability company. During the third quarter of fiscal 2012, Nephromics signed an agreement to sell substantially all of its assets. The sale price included a payment at closing, future payment contingent upon the issuance of certain patents, and royalties on future sublicense income. As a result of the agreement, the Company determined that a portion of its investment in Nephromics was other-than-temporarily impaired and wrote off $2.4 million of this investment during the quarter ended March 31, 2012. The Company’s net investment in Nephromics was $505,000 at both March 31, 2013 and June 30, 2012.

The Company held an ownership interest in ACTGen, Inc. (ACTGen), a development stage biotechnology company, through the second quarter of fiscal 2013. During the third quarter of fiscal 2012, the Company determined that the Company’s investment in ACTGen was other-than-temporarily impaired and wrote off its remaining investment of $854,000 during the quarter ended March 31, 2012.

Other Non-operating Expense, Net

Other non-operating expense, net, consists mainly of foreign currency transaction gains and losses, rental income, building expenses related to rental property, and the Company’s share of losses by equity method investees. Amounts were as follows (in thousands):

	Quarter Ended March 31,						Nine Months Ended March 31,
	2013			2012			2013			2012
Foreign currency gains (losses)	$	289		$	164		$	360		$	(465	)
Rental income		196			150			581			482
Building expenses related to rental property		(572	)		(545	)		(1,558	)		(1,614	)
Losses by equity method investees		(31	)		(142	)		(114	)		(558	)
Other non-operating expense, net	$	(118	)	$	(373	)	$	(731	)	$	(2,155	)

Income Taxes

Income taxes for the quarter and nine months ended March 31, 2013 were provided at rates of 25.5% and 29.8%, respectively, of consolidated earnings before income taxes, compared to 26.5% and 30.0% for the same prior-year periods. In January 2013, the U.S. federal credit for research and development was reinstated retroactively for the period of January 2012 through December 2013. Included in income tax expense for both the quarter and nine months ended March 31, 2013 was a $1.2 million credit for research and development expenses compared to a $430,000 credit for research and development expenses for the nine months ended March 31, 2012. Included in income tax expense for the quarter and nine months ended March 31, 2013 were credits to U.S. income tax expense of $1.1 million and $500,000, respectively, related to foreign source income compared to income tax expense of $379,000 and $862,000, respectively, for the same prior-year periods. The income tax credits in fiscal 2013 were due to changes in estimates related to foreign source income. Included in income taxes for the quarter and nine months ended March 31, 2012 was a $3.0 million benefit due to the reversal of a deferred tax valuation allowance on the Company’s excess tax basis in investments in unconsolidated entities. The Company determined such valuation allowance was no longer necessary as of March 31, 2012. The Company expects the effective tax rate for the remainder of fiscal 2013 to range from 30% to 32%.

LIQUIDITY AND CAPITAL RESOURCES

At March 31, 2013, cash and cash equivalents and available-for-sale investments were $449 million compared to $413 million at June 30, 2012. Included in available-for-sale-investments at March 31, 2013 was the fair value of the Company’s investment in ChemoCentryx, Inc. (CCXI) of $87.5 million. The fair value of the Company’s CCXI investment at June 30, 2012 was $94.7 million.

10

At March 31, 2013, approximately 60%, 39%, and 1% of the Company’s cash and cash equivalents of $151 million are located in the U.S., United Kingdom and China, respectively. At March 31, 2013, approximately 95% of the Company’s available-for-sale investment accounts are located in the U.S., with the remaining 5% in China. The Company has either paid U.S. income taxes on its undistributed foreign earnings or intends to indefinitely reinvest the undistributed earnings in the foreign operations.

The Company believes it can meet its cash and working capital requirements, facility expansion and capital addition needs and share repurchase, cash dividend, investment and acquisition strategies for at least the next twelve months through currently available funds, cash generated from operations and maturities or sales of available-for-sale investments.

Cash Flows From Operating Activities

The Company generated cash of $93.6 million from operating activities in the first nine months of fiscal 2013 compared to $89.3 million in the first nine months of fiscal 2012. The increase from the prior year was primarily due to changes in income taxes payable as a result of the timing of tax payments, partially offset by decreased net earnings for the period.

Cash Flows From Investing Activities

During the nine months ended March 31, 2013, the Company purchased $89.1 million and had sales or maturities of $80.4 million of available-for-sale investments. During the nine months ended March 31, 2012, the Company purchased $124 million and had sales or maturities of $110 million of available-for-sale investments. The Company’s investment policy is to place excess cash in municipal and corporate bonds and other investments with maturities of less than three years. The objective of this policy is to obtain the highest possible return while minimizing risk and keeping the funds accessible.

Capital expenditures for fixed assets for the first nine months of fiscal 2013 and 2012 were $17.1 million and $4.9 million, respectively. Included in capital expenditures for the first nine months of fiscal 2013 and 2012 was $15.1 million and $2.6 million, respectively, related to expansion and remodeling of office and laboratory space at the Company’s Minneapolis, Minnesota facility. The remaining capital additions were mainly for laboratory and computer equipment. Capital expenditures in the remainder of fiscal 2013 are expected to be approximately $9.6 million, including $7.3 million related to expansion space in Minneapolis and the purchase of land for construction of a new facility in the United Kingdom, both of which are expected to be completed during fiscal 2014. Capital expenditures are expected to be financed through currently available funds and cash generated from operating activities.

Cash Flows From Financing Activities

During the first nine months of fiscal 2013 and 2012, the Company paid cash dividends of $32.4 million and $30.7 million, respectively, to all common shareholders. On April 30, 2013, the Company announced the payment of a $0.30 per share cash dividend. The dividend of approximately $11.0 million will be payable May 24, 2013 to all common shareholders of record on May 10, 2013.

Cash of $824,000 and $667,000 was received during the nine months ended March, 2013 and 2012, respectively, from the exercise of stock options. The Company also recognized excess tax benefits from stock option exercises of $69,000 and $51,000 for the nine months ended March 31, 2013 and 2012, respectively.

During the first nine months of fiscal 2013 and 2012, the Company repurchased 8,324 and 13,140 shares of common stock for its employee stock bonus plans at a cost of $573,000 and $907,000, respectively.

During the first nine months of fiscal 2012, the Company repurchased and retired 309,010 shares of common stock at a market value of $21.3 million. The Company did not repurchase any shares during the first nine months of fiscal 2013.

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CONTRACTUAL OBLIGATIONS

There were no material changes outside the ordinary course of business in the Company’s contractual obligations during the quarter ended March 31, 2013.

CRITICAL ACCOUNTING POLICIES

The Company’s significant accounting policies are discussed in the Company’s Annual Report on Form 10-K for fiscal 2012 and are incorporated herein by reference. The application of certain of these policies requires judgments and estimates that can affect the results of operations and financial position of the Company. Judgments and estimates are used for, but not limited to, valuation of available-for-sale investments, inventory valuation and allowances, valuation of intangible assets and goodwill and valuation of investments in unconsolidated entities. There have been no significant changes in estimates in fiscal 2013 that would require disclosure. There have been no changes to the Company’s policies in fiscal 2013.

FORWARD LOOKING INFORMATION AND CAUTIONARY STATEMENTS

This quarterly report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include those regarding the Company’s expectations as to the effect of changes to accounting policies, the expected effective income tax rate, the amount of capital expenditures for the remainder of the fiscal year, the timeframe for completing facility improvements in the U.S. and the U.K., the source of funding for capital expenditure requirements, the sufficiency of currently available funds for meeting the Company’s needs, the impact of fluctuations in foreign currency exchange rates, and expectations regarding gross margin fluctuations, increasing research and development expenses and increasing selling, general and administrative expenses. These statements involve risks and uncertainties that 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 products, general national and international economic conditions, increased competition, the reliance on internal manufacturing and related operations, the impact of currency exchange rate fluctuations, economic instability in Eurozone countries, the recruitment and retention of qualified personnel, the impact of governmental regulation, maintenance of intellectual property rights, credit risk and fluctuation in the market value of the Company’s investment portfolio, unseen delays and expenses related to facility improvements, and the success of financing efforts by companies in which the Company has invested. For additional information concerning such factors, see the Company’s Annual Report on Form 10-K for fiscal 2012 as filed with the Securities and Exchange Commission.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

At March 31, 2013, the Company had a portfolio of fixed income debt securities, excluding those classified as cash and cash equivalents, of $210 million. These securities, like all fixed income instruments, are subject to interest rate risk and will decline in value if market interest rates increase. As the Company’s fixed income securities are classified as available-for-sale, no gains or losses are recognized by the Company in its consolidated statements of earnings due to changes in interest rates unless such securities are sold prior to maturity. The Company generally holds its fixed income securities until maturity and, historically, has not recorded any material gains or losses on any sale prior to maturity.

At March 31, 2013, the Company held an investment in the common stock of CCXI. The investment was included in short-term available-for-sale investments at its fair value of $87.5 million. At March 31, 2013, the potential loss in fair value due to a 10% decrease in the market value of CCXI was $8.7 million.

12

The Company operates internationally, and thus is subject to potentially adverse movements in foreign currency exchange rates. For the nine months ended March 31, 2013, approximately 30% of consolidated net sales were made in foreign currencies, including 14% in euros, 7% in British pound sterling, 4% in Chinese yuan and the remaining 5% in other European currencies. As a result, the Company is exposed to market risk mainly from foreign exchange rate fluctuations of the euro, British pound sterling and the Chinese yuan as compared to the U.S. dollar as the financial position and operating results of the Company’s foreign operations are translated into U.S. dollars for consolidation.

Month-end average exchange rates between the British pound sterling, euro and Chinese yuan and the U.S. dollar, which have not been weighted for actual sales volume in the applicable months in the periods, were as follows:

	Quarter Ended March 31,				Nine Months Ended March 31,
	2013		2012		2013		2012
Euro	$	1.32	$	1.33	$	1.29	$	1.36
British pound sterling		1.54		1.59		1.58		1.59
Chinese yuan		.161		.159		.160		.157

The Company’s exposure to foreign exchange rate fluctuations also arises from trade receivables and intercompany payables denominated in one currency in the financial statements, but receivable or payable in another currency. At March 31, 2013, the Company had the following trade receivable and intercompany payables denominated in one currency but receivable or payable in another currency (in thousands):

	Denominated Currency		U.S. Dollar Equivalent
Accounts receivable in:
Euros	£	978	$	1,487
Other European currencies	£	1,162	$	1,766
Intercompany payable in:
Euros	£	664	$	1,010
U.S. dollars	£	2,492	$	3,788
U.S. dollars	yuan	4,440	$	708

All of the above balances are revolving in nature and are not deemed to be long-term balances. The Company does not enter into foreign exchange forward contracts to reduce its exposure to foreign currency rate changes on forecasted intercompany foreign currency denominated balance sheet positions. Foreign currency transaction gains and losses are included in “Other non-operating expense” in the Consolidated Statement of Earnings and Comprehensive Income. The effect of translating net assets of foreign subsidiaries into U.S. dollars are recorded on the Consolidated Balance Sheet as part of “Accumulated other comprehensive income.”

The effects of a hypothetical simultaneous 10% appreciation in the U.S. dollar from March 31, 2013 levels against the euro, British pound sterling and Chinese yuan are as follows (in thousands):

Decrease in translation of 2013 earnings into U.S. dollars (annualized)	$	2,469
Decrease in translation of net assets of foreign subsidiaries		16,202
Additional transaction losses		450

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ITEM 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, the Company conducted an evaluation, under the supervision and with the participation of the principal executive officer and principal financial officer, of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 as amended (the Exchange Act)). Based on this evaluation, the principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures are effective to ensure that material information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. There was no change in the Company’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the Company’s most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

As of May 10, 2013, the Company is not a party to any legal proceedings that, individually or in the aggregate, are reasonably expected to have a material adverse effect on the Company’s business, results of operations, financial condition or cash flows.

ITEM 1A. RISK FACTORS

There have been no material changes from the risk factors previously disclosed in Part I, Item 1A, “Risk Factors,” of the Company’s Annual Report on Form 10-K for the year ended June 30, 2012.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table sets forth the repurchases of Company common stock for the quarter ended March, 2013:

Period	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of  Publicly Announced Plans or Programs		Maximum Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
1/1/13-1/31/13		0	$	0		0	$	127.0 million
2/1/13-2/28/13		0	$	0		0	$	127.0 million
3/1/13-3/31/13		0	$	0		0	$	127.0 million
Total		0	$	0		0	$	127.0 million

In April 2009, the Company authorized a plan for the repurchase and retirement of $60 million of its common stock. The plan does not have an expiration date. In October 2012, the Company increased the amount authorized under the plan by $100 million.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

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ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

See “exhibit index” following the signature page.

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 thereunto duly authorized.

	TECHNE CORPORATION
	(Company)
Date: May 10, 2013	/s/ Charles R. Kummeth
	Charles R. Kummeth
	Chief Executive Officer
Date: May 10, 2013	/s/ Gregory J. Melsen
	Gregory J. Melsen
	Chief Financial Officer

15

EXHIBIT INDEX

TO

FORM 10-Q

TECHNE CORPORATION

Exhibit #	Description
10.1	Form of Restricted Stock Agreement for the 2010 Equity Incentive Plan.*
31.1	Section 302 Certification
31.2	Section 302 Certification
32.1	Section 906 Certification
32.2	Section 906 Certification
101	The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013, formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Earnings and Comprehensive Income, (iii) the Condensed Consolidated Statements of Cash Flows, and (iv) Notes to the Condensed Consolidated Financial Statements.

* Management contract or compensatory plan or arrangement

16

EX-10.1

Exhibit 10.1

RESTRICTED STOCK AWARD AGREEMENT

TECHNE CORPORATION

2010 EQUITY INCENTIVE PLAN

THIS AGREEMENT, made effective as of this              day of                      , 20         , by and between Techne Corporation, a Minnesota corporation (the “Company”),                     and (“Participant”).

W I T N E S S E T H:

WHEREAS, Participant on the date hereof is a key employee, officer, director of or consultant or advisor to the Company or one of its Subsidiaries; and

WHEREAS, the Company wishes to grant a restricted stock award to Participant for shares of the Company’s Common Stock pursuant to the Company’s 2010 Equity Incentive Plan (the “Plan”); and

WHEREAS, the Administrator of the Plan has authorized the grant of a restricted stock award to Participant;

NOW, THEREFORE, in consideration of the premises and of the mutual covenants herein contained, the parties hereto agree as follows:

1. Grant of Restricted Stock Award. The Company hereby grants to the Participant on the date set forth above (the “Date of Award”) a restricted stock award (the “Award”) for                                      (            ) shares of Common Stock (the “Shares”) on the terms and conditions set forth herein, which Shares are subject to adjustment pursuant to Section 15 of the Plan. The Company shall cause to be issued such Shares in the Participant’s name, and shall hold such Shares until such time as the risks of forfeiture set forth in this Agreement have lapsed. The Company may also place transfer restrictions on such Shares describing the risks of forfeiture and other transfer restrictions set forth in this Agreement providing for the cancellation of such Shares if they are forfeited as provided in Section 2 below. Subject to the terms and conditions of the Plan, the Participant shall have all the rights of a stockholder with respect to the Shares during the period in which the Shares are subject to risk of forfeiture, including without limitation, the right to vote such shares and receive all dividends attributable to such shares.

2. Vesting of Restricted Stock. The Shares subject to this Award shall remain subject to forfeiture until vested as provided herein. Subject to the provisions of Section 15 of the Plan, the Shares shall vest, and the risk of forfeiture shall lapse, as follows:                     . Except as set forth herein, immediately following any termination of the Participant’s employment with the Company for any reason, including the Participant’s voluntary resignation or retirement, the Participant shall forfeit all Shares subject to this Award which, as of the termination date, have not yet vested and for which the risks of forfeiture have not lapsed.

3. General Provisions.

a. Employment or Other Relationship. This Agreement shall not confer on Participant any right with respect to continuance of employment or any other relationship by the Company or any of its Subsidiaries, nor will it interfere in any way with the right of the Company to terminate such employment or relationship. Nothing in this Agreement shall be construed as creating an employment contract for any specified term between Participant and the Company or any Subsidiary.

b. Mergers, Recapitalizations, Stock Splits, Etc. Except as otherwise specifically provided in any employment, change of control, severance or similar agreement executed by the Participant and the Company, pursuant and subject to Section 15 of the Plan, certain changes in the number or character of the Common Stock of the Company (through sale, merger, consolidation, exchange, reorganization, divestiture (including a spin-off), liquidation, recapitalization, stock split, stock dividend or otherwise) shall result in an adjustment, reduction, or enlargement, as appropriate, in the number of Shares subject to this Award. Any additional Shares that are credited pursuant to such adjustment shall be subject to the same restrictions as are applicable to the Shares with respect to which the adjustment relates.

c. Shares Reserved. The Company shall at all times during the term of this Agreement reserve and keep available such number of shares as will be sufficient to satisfy the requirements of this Agreement.

d. Withholding Taxes. To permit the Company to comply with all applicable federal and state income tax laws or regulations, the Company may take such action as it deems appropriate to ensure that, if necessary, all applicable federal and state payroll, income or other taxes attributable to this Award are withheld from any amounts payable by the Company to the Participant. If the Company is unable to withhold such federal and state taxes, for whatever reason, the Participant hereby agrees to pay to the Company an amount equal to the amount the Company would otherwise be required to withhold under federal or state law prior to the issuance of any certificates for the Shares of stock subject to this Award. Subject to such rules as the Administrator may adopt, the Administrator may, in its sole discretion, permit Participant to satisfy such withholding tax obligations, in whole or in part, by delivering shares of the Company’s Common Stock, including shares of stock received pursuant to this Award on which the risks of forfeiture have lapsed. Such shares shall have a Fair Market Value equal to the minimum required tax withholding, based on the minimum statutory withholding rates for federal and state tax purposes, including payroll taxes, that are applicable to the supplemental income attributable to this Award. In no event may the Participant deliver shares having a Fair Market Value in excess of such statutory minimum required tax withholding. The Participant’s election to deliver shares or to have shares withheld for this purpose shall be made on or before the date that the amount of tax to be withheld is determined under applicable tax law. Such election shall be approved by the Administrator and otherwise comply with such rules as the Administrator may adopt to assure compliance with Rule 16b-3, or any successor provision, as then in effect, of the General Rules and Regulations under the Securities Exchange Act of 1934, if applicable.

2

e. Securities Law Compliance. The Participant agrees that, until such time as the Shares are registered and freely tradable under applicable state and federal securities laws, all Shares subject to this Agreement shall be held for Participant’s own account without a view to any further distribution thereof, that the certificates for such Shares shall bear an appropriate legend to that effect and that such Shares will be not transferred or disposed of except in compliance with applicable state and federal securities laws.

f. 2010 Equity Incentive Plan. The Award evidenced by this Agreement is granted pursuant to the Plan, a copy of which Plan has been made available to Participant and is hereby incorporated into this Agreement. This Agreement is subject to and in all respects limited and conditioned as provided in the Plan. The Plan governs this Agreement and, in the event of any questions as to the construction of this Agreement or in the event of a conflict between the Plan and this Agreement, the Plan shall govern, except as the Plan otherwise provides.

g. Scope of Agreement. This Agreement shall bind and inure to the benefit of the Company and its successors and assigns and Participant and any successor or successors of Participant permitted by this Agreement. This Award is expressly subject to all terms and conditions contained in the Plan and in this Agreement, and Participant’s failure to execute this Agreement shall not relieve Participant from complying with such terms and conditions.

h. Arbitration. Any dispute arising out of or relating to this Agreement or the alleged breach of it, or the making of this Agreement, including claims of fraud in the inducement, shall be discussed between the disputing parties in a good faith effort to arrive at a mutual settlement of any such controversy. If, notwithstanding, such dispute cannot be resolved, such dispute shall be settled by binding arbitration. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitrator shall be a retired state or federal judge or an attorney who has practiced securities or business litigation for at least 10 years. If the parties cannot agree on an arbitrator within 20 days, any party may request that the chief judge of the District Court of Hennepin County, Minnesota, select an arbitrator. Arbitration will be conducted pursuant to the provisions of this Agreement, and the commercial arbitration rules of the American Arbitration Association, unless such rules are inconsistent with the provisions of this Agreement. Limited civil discovery shall be permitted for the production of documents and taking of depositions. Unresolved discovery disputes may be brought to the attention of the arbitrator who may dispose of such dispute. The arbitrator shall have the authority to award any remedy or relief that a court of this state could order or grant; provided, however, that punitive or exemplary damages shall not be awarded. The arbitrator may award to the prevailing party, if any, as determined by the arbitrator, all of its costs and fees, including the arbitrator’s fees, administrative fees, travel expenses, out-of-pocket expenses and reasonable attorneys’ fees. Unless otherwise agreed by the parties, the place of any arbitration proceedings shall be Hennepin County, Minnesota.

i. Lockup Period Limitation. Participant agrees that in the event the Company advises Participant that it plans an underwritten public offering of its Common Stock in compliance with the Securities Act of 1933, as amended, and that the underwriter(s) seek to impose restrictions under which certain shareholders may not sell or contract to sell or grant any option to buy or otherwise dispose of part or all of their stock purchase rights of the underlying Common Stock, Participant hereby agrees that for a period not to exceed 180 days from the prospectus, Participant will not sell or contract to sell or grant an option to buy or otherwise dispose of this Agreement, the Award, or any of the underlying shares of Common Stock without the prior written consent of the underwriter(s) or its representative(s).

3

j. Accounting Compliance. Participant agrees that, if Participant is an “affiliate” of the Company or any Affiliate (as defined in applicable legal and accounting principles) at the time of a Change of Control (as defined in Section 1(d) of the Plan), Participant will comply with all requirements of Rule 145 of the Securities Act of 1933, as amended, and the requirements of such other legal or accounting principles, and will execute any documents necessary to ensure such compliance.

k. Stock Legend. The Administrator may require that the certificates for any Shares shall bear an appropriate legend to reflect the restrictions of Section 3(e), Section 3(f) and Section 3(i) of this Agreement; provided, however, that failure to so endorse any of such certificates shall not render invalid or inapplicable Section 3(e), Section 3(f) and Section 3(i) of this Agreement.

l. Section 280G. Notwithstanding anything to the contrary contained in this Agreement, to the extent that any of the payments and benefits provided for under this Agreement or any other agreement or arrangement between the Executive and the Company (collectively, the “Payments”) constitute a “parachute payment” within the meaning of Section 280G of the Code and (ii) but for this Section 3(l), would be subject to the excise tax imposed by Section 4999 of the Code, then the Payments shall be payable either (i) in full or (ii) as to such lesser amount which would result in no portion of such Payments being subject to excise tax under Section 4999 of the Code; whichever of the foregoing amounts, taking into account the applicable federal, state and local income taxes and the excise tax imposed by Section 4999, results in the Executive’s receipt on an after-tax basis, of the greatest amount of economic benefits under this Agreement, notwithstanding that all or some portion of such benefits may be taxable under Section 4999 of the Code. Unless the Executive and the Company otherwise agree in writing, any determination required under this Section 3(l) shall be made in writing by the Company’s independent public accountants (the “Accountants”), whose reasonable determination shall be conclusive and binding upon the Executive and the Company for all purposes. For purposes of making the calculations required by this Section 3(l), the Accountants may make reasonable assumptions and approximations concerning applicable taxes and may rely on reasonable, good faith interpretations concerning the application of the Sections 280G and 4999 of the Code. The Executive and the Company shall furnish to the Accountants such information and documents as the Accountants may reasonably request in order to make a determination under this Section 3(l).

4

ACCORDINGLY, the parties hereto have caused this Agreement to be executed on the day and year first above written.

TECHNE CORPORATION

By                                                                                                   

     Its                                                                                              

[Participant]

5

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Charles R. Kummeth, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Techne Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonable likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 10, 2013

/s/ Charles R. Kummeth

Charles R. Kummeth

Principle Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Gregory J. Melsen, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Techne Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.

4. The registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have:

a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonable likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):

a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 10, 2013

/s/ Gregory J. Melsen

Gregory J. Melsen

Principle Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Techne Corporation (the “Company”) On Form 10-Q for the quarter ended March 31, 2013 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Charles R. Kummeth, Principle Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15 (d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Charles R. Kummeth

Principle Executive Officer

May 10, 2013

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Techne Corporation (the “Company”) On Form 10-Q for the quarter ended March 31, 2013 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Gregory J. Melsen, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15 (d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Gregory J. Melsen

Chief Financial Officer

May 10, 2013

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Accumulated Other Comprehensive Income (Detail) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2013	Jun. 30, 2012
Accumulated Other Comprehensive Income (Loss) [Line Items]
Foreign currency translation adjustments	$ (24,975)	$ (20,743)
Net unrealized gain on available-for-sale investments, net of tax	37,812	42,518
Accumulated other comprehensive income	$ 12,837	$ 21,775

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Property and Equipment (Detail) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2013	Jun. 30, 2012
Cost:
Land	$ 7,438	$ 7,473
Buildings and improvements	138,367	123,257
Laboratory equipment	32,795	31,658
Office equipment	6,123	5,710
Property, Plant and Equipment, Gross, Total	184,723	168,098
Accumulated depreciation and amortization	(79,521)	(74,310)
Property and equipment, net	$ 105,202	$ 93,788

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Inventories

9 Months Ended

Mar. 31, 2013

Inventories

C. Inventories:

Inventories consist of (in thousands):

	March 31, 2013		June 30, 2012
Raw materials	$	6,011	$	5,678
Finished goods		29,664		32,599
	$	35,675	$	38,277

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Income taxes - Additional Information (Detail) (USD $)	3 Months Ended		9 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2013	Mar. 31, 2012
Income Taxes [Line Items]
Effective income tax rate of consolidated earnings before income taxes	25.50%	26.50%	29.80%	30.00%
Research and development tax credit	$ 1,200,000		$ 1,200,000	$ 430,000.0
Income tax expense due to foreign source income	(1,100,000)	379,000	(500,000)	862,000
Decrease in income taxes due to reversal of deferred tax valuation allowance		$ 3,000,000		$ 3,000,000

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Impairment Losses on Investments - Additional Information (Detail) (USD $)	3 Months Ended		9 Months Ended		3 Months Ended		3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2013 Nephromics	Jun. 30, 2012 Nephromics	Mar. 31, 2013 ACTGen, Inc.
Other Than Temporary Impairment Losses Recognized [Line Items]
Percentage of investment in equity interest					16.80%
Other than temporarily impaired and written off investment	$ 0	$ 3,254,000	$ 0	$ 3,254,000	$ 2,400,000		$ 854,000
Net investment under equity method					$ 505,000	$ 505,000

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Earnings Per Share (Detail) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2013	Mar. 31, 2012
Earnings Per Share Disclosure [Line Items]
Weighted average common shares outstanding-basic	36,842	36,864	36,835	36,975
Dilutive effect of stock options	66	66	66	68
Weighted average common shares outstanding-diluted	36,908	36,930	36,901	37,043

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Earnings Per Share - Additional Information (Detail)	3 Months Ended		9 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2013	Mar. 31, 2012
Earnings Per Share Disclosure [Line Items]
Number of potentially dilutive stock option shares excluded from the calculation of earnings per share	214,000	222,000	214,000	222,000

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Available-For-Sale Investments

9 Months Ended

Mar. 31, 2013

Available-For-Sale Investments

B. Available-For-Sale Investments:

The Company’s available-for-sale investments at March 31, 2013 and June 30, 2012 are carried at fair value and are valued using quoted market prices in active markets (Level 1 input) for identical assets and liabilities. The fair value of the Company’s available-for-sale investments at March 31, 2013 and June 30, 2012 were $298 million and $296 million, respectively. The amortized cost basis of the Company’s available-for-sale investments at March 31, 2013 and June 30, 2012 were $239 million and $230 million, respectively.

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Financial Information Relating to Reportable Segments (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2013	Mar. 31, 2012
Segment Reporting Information [Line Items]
External sales	$ 80,992	$ 83,621	$ 231,100	$ 235,879
Earnings before income taxes	44,466	43,205	119,898	121,578
Biotechnology
Segment Reporting Information [Line Items]
External sales	75,285	78,180	214,416	220,291
Earnings before income taxes	43,246	45,442	117,123	123,304
Hematology
Segment Reporting Information [Line Items]
External sales	5,707	5,441	16,684	15,588
Earnings before income taxes	2,247	2,037	6,498	5,636
Reportable Segment
Segment Reporting Information [Line Items]
Earnings before income taxes	45,493	47,479	123,621	128,940
Unallocated Amount to Segment
Segment Reporting Information [Line Items]
Earnings before income taxes	$ (1,027)	$ (4,274)	$ (3,723)	$ (7,362)

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Condensed Consolidated Statements of Earnings and Comprehensive Income (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2013	Mar. 31, 2012
Net sales	$ 80,992	$ 83,621	$ 231,100	$ 235,879
Cost of sales	19,845	20,238	59,107	58,939
Gross margin	61,147	63,383	171,993	176,940
Operating expenses:
Selling, general and administrative	9,982	9,899	31,266	31,323
Research and development	7,219	7,122	22,074	20,626
Total operating expenses	17,201	17,021	53,340	51,949
Operating income	43,946	46,362	118,653	124,991
Other income (expense):
Interest income	638	470	1,976	1,996
Impairment losses on investments	0	(3,254)	0	(3,254)
Other non-operating expense, net	(118)	(373)	(731)	(2,155)
Total other income (expense)	520	(3,157)	1,245	(3,413)
Earnings before income taxes	44,466	43,205	119,898	121,578
Income taxes	11,348	11,449	35,748	36,488
Net earnings	33,118	31,756	84,150	85,090
Other comprehensive income (loss):
Foreign currency translation adjustments	(9,264)	3,895	(4,232)	(711)
Unrealized gains (losses) on available-for-sale investments, net of tax of $6,610, $13,326, ($2,659) and 13,319, respectively	11,851	23,886	(4,706)	23,879
Other comprehensive income (loss)	2,587	27,781	(8,938)	23,168
Comprehensive income	$ 35,705	$ 59,537	$ 75,212	$ 108,258
Earnings per share:
Basic	$ 0.90	$ 0.86	$ 2.28	$ 2.30
Diluted	$ 0.90	$ 0.86	$ 2.28	$ 2.30
Cash dividends per common share:	$ 0.30	$ 0.28	$ 0.88	$ 0.83
Weighted average common shares outstanding:
Basic	36,842	36,864	36,835	36,975
Diluted	36,908	36,930	36,901	37,043

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Condensed Consolidated Statements of Cash Flows (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$ 84,150	$ 85,090
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	9,279	9,366
Costs recognized on sale of acquired inventory	3,496	5,870
Deferred income taxes	(2,054)	(7,753)
Stock-based compensation expense	1,374	1,389
Excess tax benefit from stock option exercises	(69)	(51)
Impairment losses on investments	0	3,254
Losses by equity method investees	114	558
Other	337	(10)
Change in operating assets and operating liabilities:
Trade accounts and other receivables	(2,319)	(4,645)
Inventories	(2,032)	(1,586)
Prepaid expenses	(240)	(393)
Trade accounts payable and accrued expenses	(215)	1,641
Salaries, wages and related accruals	636	1,351
Income taxes payable	1,118	(4,748)
Net cash provided by operating activities	93,575	89,333
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of available-for-sale investments	(89,099)	(124,007)
Proceeds from sales of available-for-sale investments	26,367	53,931
Proceeds from maturities of available-for-sale investments	53,987	56,273
Additions to property and equipment	(17,108)	(4,884)
Increase in other long-term assets	(592)	(489)
Distribution from unconsolidated entity	0	42
Net cash used in investing activities	(26,445)	(19,134)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash dividends	(32,413)	(30,707)
Proceeds from stock option exercises	824	667
Excess tax benefit from stock option exercises	69	51
Purchase of common stock for stock bonus plans	(573)	(907)
Repurchase of common stock	0	(21,283)
Net cash used in financing activities	(32,093)	(52,179)
Effect of exchange rate changes on cash and cash equivalents	(999)	(353)
Net increase in cash and cash equivalents	34,038	17,667
Cash and cash equivalents at beginning of period	116,675	77,613
Cash and cash equivalents at end of period	$ 150,713	$ 95,280

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Accumulated Other Comprehensive Income (Tables)

9 Months Ended

Mar. 31, 2013

Accumulated Other Comprehensive Income

Accumulated other comprehensive income consists of (in thousands):

	March 31, 2013			June 30, 2012
Foreign currency translation adjustments	$	(24,975	)	$	(20,743	)
Net unrealized gain on available-for-sale investments, net of tax		37,812			42,518
	$	12,837		$	21,775

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Inventories (Detail) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2013	Jun. 30, 2012
Schedule of Inventory [Line Items]
Raw materials	$ 6,011	$ 5,678
Finished goods	29,664	32,599
Inventories	$ 35,675	$ 38,277

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Basis of Presentation

9 Months Ended

Mar. 31, 2013

Basis of Presentation

A. Basis of Presentation:

The interim unaudited condensed 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 interim unaudited condensed consolidated financial statements 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.

A summary of significant accounting policies followed by the Company is detailed in the Company’s Annual Report on Form 10-K for fiscal 2012. The Company follows these policies in preparation of the interim unaudited condensed consolidated financial statements. 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, 2012, included in the Company’s Annual Report on Form 10-K for fiscal 2012.

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Condensed Consolidated Statements of Earnings and Comprehensive Income (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2013	Mar. 31, 2012
Unrealized gains (losses) on available for sale investments, tax	$ 6,610	$ 13,326	$ (2,659)	$ 13,319

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Inventories (Tables)

9 Months Ended

Mar. 31, 2013

Inventories

Inventories consist of (in thousands):

	March 31, 2013		June 30, 2012
Raw materials	$	6,011	$	5,678
Finished goods		29,664		32,599
	$	35,675	$	38,277

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Document and Entity Information	9 Months Ended
	Mar. 31, 2013	May 03, 2013
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3
Trading Symbol	TECH
Entity Registrant Name	TECHNE CORP /MN/
Entity Central Index Key	0000842023
Current Fiscal Year End Date	--06-30
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		36,834,046

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Property and Equipment (Tables)

9 Months Ended

Mar. 31, 2013

Property and Equipment

Property and equipment consist of (in thousands):

	March 31, 2013			June 30, 2012
Cost:
Land	$	7,438		$	7,473
Buildings and improvements		138,367			123,257
Laboratory equipment		32,795			31,658
Office equipment		6,123			5,710
		184,723			168,098
Accumulated depreciation and amortization		(79,521	)		(74,310	)
	$	105,202		$	93,788

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Condensed Consolidated Balance Sheets (USD $) In Thousands, unless otherwise specified	Mar. 31, 2013	Jun. 30, 2012
Current assets:
Cash and cash equivalents	$ 150,713	$ 116,675
Short-term available-for-sale investments	162,162	152,311
Trade accounts receivable, less allowance for doubtful accounts of $473 and $455, respectively	38,138	35,668
Other receivables	1,736	2,073
Inventories	35,675	38,277
Prepaid expenses	1,733	1,503
Total current assets	390,157	346,507
Available-for-sale investments	135,765	143,966
Property and equipment, net	105,202	93,788
Goodwill	84,311	85,682
Intangible assets, net	41,779	46,476
Other assets	3,076	2,905
Assets, Total	760,290	719,324
Current liabilities:
Trade accounts payable	6,189	6,291
Salaries, wages and related accruals	4,610	4,699
Accrued expenses	7,438	7,275
Income taxes payable	4,176	3,251
Deferred income taxes	10,068	14,234
Total current liabilities	32,481	35,750
Deferred income taxes	8,300	9,132
Shareholders' equity:
Common stock, par value $.01 per share; authorized 100,000,000; issued and outstanding 36,842,346 and 36,826,364, respectively	368	368
Additional paid-in capital	134,118	131,851
Retained earnings	572,186	520,448
Accumulated other comprehensive income	12,837	21,775
Total shareholders' equity	719,509	674,442
Liabilities and Equity, Total	$ 760,290	$ 719,324

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Impairment Losses on Investments

9 Months Ended

Mar. 31, 2013

Impairment Losses on Investments

F. Impairment Losses on Investments:

The Company holds a 16.8% ownership interest in Nephromics, Inc. (Nephromics) and accounts for its investment under the equity method of accounting as Nephromics is a limited liability company. During the third quarter of fiscal 2012, Nephromics signed an agreement to sell substantially all of its assets. The sale price included a payment at closing, future payment contingent upon the issuance of certain patents, and royalties on future sublicense income. As a result of the agreement, the Company determined that a portion of its investment in Nephromics was other-than-temporarily impaired and wrote off $2.4 million of this investment during the quarter ended March 31, 2012. The Company’s net investment in Nephromics was $505,000 at both March 31, 2013 and June 30, 2012.

The Company held an ownership interest in ACTGen, Inc. (ACTGen), a development stage biotechnology company, through the second quarter of fiscal 2013. During the third quarter of fiscal 2012, the Company determined that the Company’s investment in ACTGen was other-than-temporarily impaired and wrote off its remaining investment of $854,000 during the quarter ended March 31, 2012.

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Intangible Assets and Goodwill

9 Months Ended

Mar. 31, 2013

Intangible Assets and Goodwill

E. Intangible Assets and Goodwill:

Intangible assets and goodwill consist of (in thousands):

	March 31, 2013			June 30, 2012
Developed technology	$	28,642		$	29,410
Trade names		17,655			17,871
Customer relationships		8,611			8,712
Non-compete agreement		400			400
		55,308			56,393
Accumulated amortization		(13,529	)		(9,917	)
	$	41,779		$	46,476
Goodwill	$	84,311		$	85,682

The change in the carrying amount of net intangible assets for the nine months ended March 31, 2013 resulted from amortization expense and currency translation. Amortization expense related to technologies included in cost of sales was $742,000 and $2.3 million, respectively, for the quarter and nine months ended March 31, 2013, and $750,000 and $2.3 million, respectively, for the quarter and nine months ended March 31, 2012. Amortization expense related to trade names, customer relationships, and the non-compete agreement included in selling, general and administrative expense was $516,000 and $1.6 million, respectively, for the quarter and nine months ended March 31, 2013, and $518,000 and $1.6 million, respectively, for the quarter and nine months ended March 31, 2012.

The change in the carrying amount of goodwill for the nine months ended March 31, 2013 resulted from currency translation.

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Available-For-Sale Investments - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Mar. 31, 2013	Jun. 30, 2012
Schedule of Available-for-sale Securities [Line Items]
Available-for-sale securities, fair value	$ 298	$ 296
Available-for-sale securities, amortized cost	$ 239	$ 230

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Intangible Assets and Goodwill (Tables)

9 Months Ended

Mar. 31, 2013

Intangible Assets and Goodwill

Intangible assets and goodwill consist of (in thousands):

	March 31, 2013			June 30, 2012
Developed technology	$	28,642		$	29,410
Trade names		17,655			17,871
Customer relationships		8,611			8,712
Non-compete agreement		400			400
		55,308			56,393
Accumulated amortization		(13,529	)		(9,917	)
	$	41,779		$	46,476
Goodwill	$	84,311		$	85,682

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Segment Information

9 Months Ended

Mar. 31, 2013

Segment Information

I. Segment Information:

The Company has two reportable segments based on the nature of products (biotechnology and hematology). Following is financial information relating to the Company’s reportable segments (in thousands):

	Quarter Ended March 31,						Nine Months Ended March 31,
	2013			2012			2013			2012
External sales
Biotechnology	$	75,285		$	78,180		$	214,416		$	220,291
Hematology		5,707			5,441			16,684			15,588
Consolidated net sales	$	80,992		$	83,621		$	231,100		$	235,879
Earnings before income taxes
Biotechnology	$	43,246		$	45,442		$	117,123		$	123,304
Hematology		2,247			2,037			6,498			5,636
Segment earnings before income taxes		45,493			47,479			123,621			128,940
Unallocated corporate expenses and equity method investee losses		(1,027	)		(4,274	)		(3,723	)		(7,362	)
Consolidated earnings before income taxes	$	44,466		$	43,205		$	119,898		$	121,578

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Income Taxes

9 Months Ended

Mar. 31, 2013

Income Taxes

G. Income Taxes

Income taxes for the quarter and nine months ended March 31, 2013 were provided at rates of 25.5% and 29.8%, respectively, of consolidated earnings before income taxes, compared to 26.5% and 30.0% for the same prior-year periods. In January 2013, the U.S. federal credit for research and development was reinstated retroactively for the period of January 2012 through December 2013. Included in income tax expense for both the quarter and nine months ended March 31, 2013 was a $1.2 million credit for research and development expenses compared to a $430,000 credit for research and development expenses for the nine months ended March 31, 2012. Included in income tax expense for the quarter and nine months ended March 31, 2013 were credits to U.S. income tax expense of $1.1 million and $500,000, respectively, related to foreign source income compared to income tax expense related to foreign source income of $379,000 and $862,000, respectively, for the same prior-year periods. Included in income taxes for the quarter and nine months ended March 31, 2012 was a $3.0 million benefit due to the reversal of a deferred tax valuation allowance on the Company’s excess tax basis in investments in unconsolidated entities. The Company determined such valuation allowance was no longer necessary as of March 31, 2012.

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Earnings Per Share

9 Months Ended

Mar. 31, 2013

Earnings Per Share

H. Earnings Per Share:

Shares used in the earnings per share computations are as follows (in thousands):

	Quarter Ended March 31,				Nine Months Ended March 31,
	2013		2012		2013		2012
Weighted average common shares outstanding-basic		36,842		36,864		36,835		36,975
Dilutive effect of stock options		66		66		66		68
Weighted average common shares outstanding-diluted		36,908		36,930		36,901		37,043

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 214,000 for both the quarter and nine months ended March 31, 2013. The number of potentially dilutive option shares excluded from the calculation was 222,000 for both the quarter and nine months ended March 31, 2012, respectively.

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Accumulated Other Comprehensive Income

9 Months Ended

Mar. 31, 2013

Accumulated Other Comprehensive Income

J. Accumulated Other Comprehensive Income:

Accumulated other comprehensive income consists of (in thousands):

	March 31, 2013			June 30, 2012
Foreign currency translation adjustments	$	(24,975	)	$	(20,743	)
Net unrealized gain on available-for-sale investments, net of tax		37,812			42,518
	$	12,837		$	21,775

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Segment Information (Tables)

9 Months Ended

Mar. 31, 2013

Financial Information Relating to Reportable Segments

The Company has two reportable segments based on the nature of products (biotechnology and hematology). Following is financial information relating to the Company’s reportable segments (in thousands):

	Quarter Ended March 31,						Nine Months Ended March 31,
	2013			2012			2013			2012
External sales
Biotechnology	$	75,285		$	78,180		$	214,416		$	220,291
Hematology		5,707			5,441			16,684			15,588
Consolidated net sales	$	80,992		$	83,621		$	231,100		$	235,879
Earnings before income taxes
Biotechnology	$	43,246		$	45,442		$	117,123		$	123,304
Hematology		2,247			2,037			6,498			5,636
Segment earnings before income taxes		45,493			47,479			123,621			128,940
Unallocated corporate expenses and equity method investee losses		(1,027	)		(4,274	)		(3,723	)		(7,362	)
Consolidated earnings before income taxes	$	44,466		$	43,205		$	119,898		$	121,578

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Intangible Assets and Goodwill (Detail) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2013	Jun. 30, 2012
Finite-Lived Intangible Assets [Line Items]
Developed technology	$ 28,642	$ 29,410
Trade names	17,655	17,871
Customer relationships	8,611	8,712
Non-compete agreement	400	400
Finite-Lived Intangible Assets, Gross, Total	55,308	56,393
Accumulated amortization	(13,529)	(9,917)
Intangible assets, net	41,779	46,476
Goodwill	$ 84,311	$ 85,682

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Mar. 31, 2013	Jun. 30, 2012
Trade accounts receivable, allowance for doubtful accounts	$ 473	$ 455
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	36,842,346	36,826,364
Common stock, shares outstanding	36,842,346	36,826,364

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Property and Equipment

9 Months Ended

Mar. 31, 2013

Property and Equipment

D. Property and Equipment:

Property and equipment consist of (in thousands):

	March 31, 2013			June 30, 2012
Cost:
Land	$	7,438		$	7,473
Buildings and improvements		138,367			123,257
Laboratory equipment		32,795			31,658
Office equipment		6,123			5,710
		184,723			168,098
Accumulated depreciation and amortization		(79,521	)		(74,310	)
	$	105,202		$	93,788

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Intangible Assets and Goodwill - Additional Information (Detail) (USD $)	3 Months Ended		9 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Mar. 31, 2013	Mar. 31, 2012
Developed technology | Cost of Sales
Finite-Lived Intangible Assets [Line Items]
Amortization expense of intangible assets	$ 742,000	$ 750,000	$ 2,300,000	$ 2,300,000
Trade Names Customer Relationships and Noncompete Agreement | Selling, General and Administrative Expense
Finite-Lived Intangible Assets [Line Items]
Amortization expense of intangible assets	$ 516,000	$ 518,000	$ 1,600,000	$ 1,600,000

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Earnings Per Share (Tables)

9 Months Ended

Mar. 31, 2013

Shares Used in Earnings Per Share Computations

Shares used in the earnings per share computations are as follows (in thousands):

	Quarter Ended March 31,				Nine Months Ended March 31,
	2013		2012		2013		2012
Weighted average common shares outstanding-basic		36,842		36,864		36,835		36,975
Dilutive effect of stock options		66		66		66		68
Weighted average common shares outstanding-diluted		36,908		36,930		36,901		37,043