10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2016, 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

BIO-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	(612) 379-8854
(Address of principal executive offices) (Zip Code)	(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  ☒    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  ☒    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	☒	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    ☒  No

At November 4, 2016, 37,309,642 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)		1
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations		11
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		18
Item 4.	Controls and Procedures		19
PART II: OTHER INFORMATION
Item 1.	Legal Proceedings		20
Item 1A.	Risk Factors		20
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		20
Item 5.	Other Information		20
Item 6.	Exhibits		20
	SIGNATURES		21

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

AND COMPREHENSIVE INCOME

Bio-Techne Corporation and Subsidiaries

(in thousands, except per share data)

(unaudited)

	Quarter Ended
	September 30,
	2016			2015
Net sales	$	130,581		$	112,381
Cost of sales		46,111			36,990
Gross margin		84,470			75,391
Operating expenses:
Selling, general and administrative		46,263			33,040
Research and development		12,765			11,322
Total operating expenses		59,028			44,362
Operating income		25,442			31,028
Other (expense) income		(1,314	)		818
Earnings before income taxes		24,128			31,847
Income taxes		7,845			9,139
Net earnings	$	16,281		$	22,707
Other comprehensive (loss) income:
Foreign currency translation adjustments		(3,234	)		(12,896	)
Unrealized gains and losses on available-for-sale investments, net of tax of ($171) and $3,752, respectively		9,714			(10,125	)
Other comprehensive (loss) income		6,480			(23,021	)
Comprehensive income (loss)	$	22,761		$	(314	)
Earnings per share:
Basic	$	0.44		$	0.61
Diluted	$	0.43		$	0.61
Cash dividends per common share:	$	0.32		$	0.32
Weighted average common shares outstanding:
Basic		37,281			37,169
Diluted		37,473			37,315

See Notes to Condensed Consolidated Financial Statements.

1

CONDENSED CONSOLIDATED BALANCE SHEETS

Bio-Techne Corporation and Subsidiaries

(in thousands, except share and per share data)

	September 30, 2016 (unaudited)			June 30, 2016
ASSETS
Current assets:
Cash and cash equivalents	$	69,589		$	64,237
Short-term available-for-sale investments		52,381			31,598
Accounts receivable, less allowance for doubtful accounts of $626 and $555, respectively		109,813			93,393
Inventories		70,519			57,102
Prepaid expenses		7,849			7,561
Total current assets		310,151			253,891
Property and equipment, net		133,805			132,362
Intangible assets, net		503,626			310,524
Goodwill		565,789			430,882
Other assets		4,106			1,922
	$	1,517,478		$	1,129,581
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Trade accounts payable	$	14,178		$	20,653
Salaries, wages and related accruals		10,110			14,868
Accrued expenses		19,967			8,371
Contingent consideration payable		49,900			0
Income taxes payable		4,646			1,779
Deferred revenue, current		4,484			4,717
Related party note payable, current		3,733			3,759
Total current liabilities		107,016			54,147
Deferred income taxes		135,512			62,837
Long-term debt obligations		343,500			130,000
Long-term contingent consideration payable		32,400			0
Other long-term liabilities		3,654			3,317
Shareholders’ equity:
Common stock, par value $.01 per share; authorized 100,000,000; issued and outstanding 37,301,380 and 37, 253,771, respectively		373			372
Additional paid-in capital		184,213			178,760
Retained earnings		774,734			770,553
Accumulated other comprehensive loss		(63,925	)		(70,405	)
Total shareholders’ equity		895,369			879,280
	$	1,517,478		$	1,129,581

See Notes to Condensed Consolidated Financial Statements.

2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Bio-Techne Corporation and Subsidiaries

(in thousands)

(unaudited)

	Quarter Ended
	September 30,
	2016			2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	16,281		$	22,707
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization		13,644			10,685
Costs recognized on sale of acquired inventory		4,219			1,113
Deferred income taxes		(1,170	)		(1,115	)
Stock-based compensation expense		3,176			2,038
Fair value adjustment to contingent consideration payable		1,900			-
Other		262			26
Change in operating assets and operating liabilities, net of acquisition:
Trade accounts and other receivables		(10,176	)		(3,763	)
Inventories		(2,414	)		(3,176	)
Prepaid expenses		605			(766	)
Trade accounts payable and accrued expenses		4,132			(416	)
Salaries, wages and related accruals		(7,257	)		(1,704	)
Income taxes payable		2,850			6,204
Net cash provided by operating activities		26,502			31,833
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions, net of cash acquired		(259,004	)		(82,970	)
Proceeds from available-for-sale investments		-			3,930
Purchases of available for sale investments		(6,836	)		-
Additions to property and equipment		(2,442	)		(6,121	)
Net cash used in investing activities		(268,282	)		(85,161	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash dividends		(11,932	)		(11,894	)
Proceeds from stock option exercises		2,026			1,128
Excess tax benefit from stock option exercises		253			131
Borrowings under line-of-credit agreement		343,500			77,000
Payments on line-of-credit		(91,513	)		(24,500	)
Net cash provided by financing activities		242,334			41,865
Effect of exchange rate changes on cash and cash equivalents		5,248			5,773
Net increase (decrease) in cash and cash equivalents		5,352			(5,690	)
Cash and cash equivalents at beginning of period		64,237			54,532
Cash and cash equivalents at end of period	$	69,589		$	48,842

See Notes to Condensed Consolidated Financial Statements.

3

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Bio-Techne Corporation and Subsidiaries

(unaudited)

Note 1. Basis of Presentation and Summary of Significant Accounting Policies:

The interim consolidated financial statements of Bio-Techne Corporation and subsidiaries, (the Company) presented here have been prepared by the Company and are unaudited. They have been prepared in accordance with accounting principles generally accepted in the United States of America and with instructions to Form 10-Q and Article 10 of Regulation S-X. They reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. All such adjustments are of a normal recurring nature.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Consolidated Financial Statements and Notes thereto for the fiscal year ended June 30, 2016, included in the Company’s Annual Report on Form 10-K for fiscal 2016. A summary of significant accounting policies followed by the Company is detailed in the Company’s Annual Report on Form 10-K for fiscal 2016. The Company follows these policies in preparation of the interim unaudited condensed consolidated financial statements.

Available-For-Sale Investments:

The Company’s available-for-sale securities are carried at fair value using Level 1 inputs. The fair value of the Company’s available-for-sale investments at September 30, 2016 and June 30, 2016 were $52.4 million and $31.6 million, respectively. The increase was caused by the addition of $5.7 million in securities held by Advanced Cell Diagnostics (ACD), and the investment of $5.2 million of available cash in China into certificates of deposit. The remaining $9.9 million is due to the change in the fair value of the Company’s investment in ChemoCentryx, Inc. (CCXI). The amortized cost basis of the Company’s investment is CCXI at September 30, 2016 and June 30, 2016 was $29.5 million.

Inventories:

Inventories consist of (in thousands):

	September 30,		June 30,
	2016		2016
Raw materials	$	19,566	$	22,963
Finished goods		50,953		34,139
Inventories, net	$	70,519	$	57,102

The increase from June 30 is primarily due to $12.8 million of additional inventory at ACD, which is adjusted to its fair value as of the date of acquisition. At both September 30, 2016 and June 30, 2016, the Company had approximately $24 million of excess protein, antibody and chemically-based inventory on hand which was not valued.

4

Property and Equipment:

Property and equipment consist of (in thousands):

	September 30,			June 30,
	2016			2016
Land	$	6,270		$	6,270
Buildings and improvements		157,675			157,963
Machinery and equipment		93,710			82,018
Property and equipment, cost		251,385			246,251
Accumulated depreciation and amortization		(117,580	)		(113,889	)
Property and equipment, net	$	133,805		$	132,362

Intangible Assets:

Intangible assets consist of (in thousands):

	September 30,			June 30,
	2016			2016
Developed technology	$	233,699		$	120,611
Trade names		79,949			63,706
Customer relationships		272,309			191,118
Non-compete agreements		3,451			3,284
Intangible assets		589,409			378,719
Accumulated amortization		(85,783	)		(75,595	)
Net amortizable intangible asset		503,626			303,124
In Process Research and Development	$	-		$	7,400
Intangible assets, net	$	503,626		$	310,524

Changes to the carrying amount of net intangible assets for the quarter ended September 30, 2016 consist of (in thousands):

Beginning balance	$	310,524
Acquisitions		207,769
Adjustment to Zephyrus purchase accounting		900
Amortization expense		(10,188	)
Currency translation		(5,379	)
Ending balance	$	503,626

The estimated future amortization expense for intangible assets as of September 30, 2016 is as follows (in thousands):

2017	$	36,105
2018		46,107
2019		46,493
2020		44,865
2021		44,501
2022		44,501
Thereafter		242,055
	$	503,626

5

Goodwill:

Changes to the carrying amount of goodwill for the quarter ended September 30, 2016 consist of (in thousands):

Beginning balance	$	430,882
Acquisitions		140,694
Currency translation		(5,787	)
Ending balance	$	565,789

Pronouncements Issued But Not Yet Adopted

In May 2014, the FASB issued guidance addressing how revenue is recognized from contracts with customers and related disclosures. This standard supersedes existing revenue recognition requirements and most industry-specific guidance. This standard was initially expected to be effective for us beginning July 1, 2017, and provides for either full retrospective adoption or a modified retrospective adoption by which the cumulative effect of the change is recognized in retained earnings at the date of initial application. In July 2015, the FASB approved the deferral of the effective date of this standard by one year, and allows for adoption either at July 1, 2017 or July 1, 2018. We intend to elect the deferred adoption date of July 1, 2018. We are currently evaluating the requirements of this guidance, and have not yet determined the implementation method nor the impact on our consolidated financial statements.

In February 2016, the FASB issued guidance which requires recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This guidance is effective for us beginning July 1, 2019, with early adoption permitted. The provisions of this guidance are to be applied using a modified retrospective approach, which requires application of the guidance for all periods presented. We are currently evaluating the impact that this guidance will have on our consolidated financial statements.

In March 2016, the FASB issued guidance which simplifies several aspects of the accounting for share-based payment transactions, including certain income tax consequences, classifications on the statement of cash flows, and accounting for forfeitures. The guidance is effective for us beginning July 1, 2017, and early application is permitted. We are currently evaluating the adoption date and the effects this standard will have on our consolidated financial statements.

Note 2. Acquisitions:

The Company’s acquisitions have historically been made at prices above the fair value of the acquired identifiable assets, resulting in goodwill. The goodwill is due to strategic benefits of growing the Company’s product portfolio, expected revenue growth from the increased market penetration from future products and customers, and expectations of synergies that will be realized by combining the businesses. Acquisitions have been accounted for using the purchase method of accounting and the acquired companies’ results have been included in the accompanying financial statements from their respective dates of acquisition. Acquisition costs are recorded in selling, general and administrative expenses as incurred.

Zephyrus Biosciences, Inc.

On March 14, 2016, the Company acquired Zephyrus Biosciences, Inc. (Zephyrus) for $8 million in cash and up to $7 million in contingent consideration. Zephyrus provides research tools to enable protein analysis at the single cell level. Addressing the burgeoning single cell analysis market, Zephyrus's first product, Milo™, enables western blotting on individual cells for the first time.

In connection with the Zephyrus acquisition, the Company initially recorded $7.4 million of in process research and development which was not amortized. This amount was revalued to $8.3 million and converted to developed technology during the quarter. This reclassification occurred because the sale of product associated with the technology was completed during the quarter.

The Company will pay Zephyrus former shareholders an additional $3.5 million if and when 10 instruments are sold prior to the 3 year anniversary of the closing date (March 14, 2019). In addition, the Company will pay Zephyrus former shareholders an additional $3.5 million if and when $3 million in cumulative sales are generated within 4.5 yrs of the closing date (September 14, 2020). We have established an initial estimate of the fair value of these contingent consideration payments to be $6.9 million in total. This fair value was estimated using a Monte Carlo simulation, the significant inputs of which included projected revenues and unit sales, volatility considerations with respect to these projections, and present value discount factors.

The goodwill recorded as a result of the Zephyrus acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration from future products and customers. The goodwill is not deductible for income tax purposes.

Space Import-Export, Srl

On July 1, 2016 Bio-Techne acquired Space Import-Export, Srl (Space) of Milan, Italy for the equivalent of approximately $9 million. Space is a long and trusted partner of Bio-Techne, distributing its products since 1985 and creating a very effective and visible presence in the Italian market.

The goodwill recorded as a result of the Space acquisition represents the strategic benefits of the expected revenue growth from increased market penetration from future customers. The goodwill is not deductible for income tax purposes.

Advanced Cell Diagnostics

On August 1, 2016, Bio-Techne closed on the acquisition of ACD for approximately $250 million, net of cash received, plus contingent consideration of up to $75 million as follows:

● $25 million can be earned if calendar year 2016 revenues equal or exceed $30 million.

● an additional $50 million can be earned if calendar year 2017 revenues equal or exceed $45 million.

If the revenue hurdle related to the 2016 calendar year is not met, the $25 million can be earned if the calendar year 2017 revenue hurdle is met. If the 2016 revenue hurdle is met, and calendar year 2017 revenues exceed $40 million but are less than $45 million, a reduced earn-out payment will be made for calendar year 2017, calculated on a sliding scale.

6

Based on specifics above, management estimated the fair value of the contingent consideration payable using a Monte Carlo simulation, the significant inputs of which included projected revenues, volatility considerations with respect to these projections, and present value discount factors. This simulation resulted in a valuation of $38.2 million and $40.1 million as of the August 1, 2016 (the acquisition date) and September 30, 2016, respectively. The change of $1.9 million was recorded as an expense to selling, general, and administrative expenses during the quarter ended September 30, 2016.

The goodwill recorded as a result of the ACD acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration from future products and customers. The goodwill is not deductible for income tax purposes.

The preliminary estimated fair value of the assets acquired and liabilities assumed in each acquisition, pending final valuation of intangible assets, are as follows (in thousands):

	ACD		Space		Zephyrus
Current assets, net of cash	$	25,196	$	2,128	$	86
Equipment		2,757		159		32
Other long-term assets		3,812		-		-
Intangible assets:
Developed technology		107,000		-		8,300
Trade name		17,000		-		-
Customer relationships		77,000		6,769		-
Non-compete agreement		200		-		-
Goodwill		137,594		3,100		9,378
Total assets acquired		370,559		12,156		17,796
Liabilities		3,599		1,884		54
Deferred income taxes, net		78,760		1,708		2,812
Net assets acquired	$	288,200	$	9,004	$	14,930
Cash paid, net of cash acquired	$	250,000	$	9,004	$	8,030
Fair value contingent consideration		38,200		-		6,900
Net assets acquired	$	288,200	$	9,004	$	14,930

Tangible assets acquired, net of liabilities assumed, were stated at fair value at the date of acquisition based on management’s assessment. The purchase price allocated to developed technology, trade names, and customer relationships was based on management’s forecasted cash inflows and outflows and using a relief-from-royalty and a multi-period excess earnings method to calculate the fair value of assets purchased. The developed technology is being amortized with the expense reflected in cost of goods sold in the Condensed Consolidated Statement of Earnings and Comprehensive Income. Amortization expense related to trade names, and customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization periods for intangible assets acquired in fiscal 2017 are estimated to be 15 years for developed technology, 7.5 years for trade names, 10 years for customer relationships, and 2 years for non-competes. The deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized upon the sale of acquired inventory that was written up to fair value and intangible asset amortization, both of which are not deductible for income tax purposes.

As previously disclosed, ACD was acquired on August 1, 2016. The unaudited pro forma financial information below summarizes the combined results of operations for Bio-Techne and ACD as though the companies were combined as of the beginning fiscal 2016. The pro forma financial information for all periods presented includes the purchase accounting effects resulting from these acquisitions except for the increase in inventory to fair value and the fair value adjustments to contingent consideration as these are not expected to have a continuing impact on cost of goods sold or selling, general and administrative expense, respectively. The pro forma financial information as presented below is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisitions had taken place at the beginning of fiscal 2016.

	Quarter Ended
	September 30,
	2016		2015
Net sales	$	131,798	$	117,690
Net income		23,103		21,840

7

Note 3. Segment Information:

The Company's management evaluates segment operating performance based on operating income before certain charges to cost of sales and selling, general and administrative expenses, principally associated with acquisition accounting related to inventory, amortization of acquisition-related intangible assets and other acquisition-related expenses.

Beginning in the first quarter of fiscal 2017, the Clinical Controls segment has been renamed Diagnostics. Our original business in this segment was focused on controls and calibrators for hematology clinical instruments. With the acquisition of Bionostics in fiscal 2014 and Cliniqa in fiscal 2016, we expanded this segment to include blood chemistry and blood gases quality controls as well as other bulk and custom reagents for the in vitro diagnostic market. We renamed the operating segment to reflect this expanded portfolio of products.

The following is financial information relating to the Company's reportable segments (in thousands):

	Quarter Ended
	September 30,
	2016			2015
Net sales
Biotechnology	$	86,787		$	75,743
Diagnostics		24,233			20,362
Protein Platforms		19,573			16,296
Inter segment		(12	)		(20	)
Consolidated net sales	$	130,581		$	112,381
Segment operating income
Biotechnology	$	42,480		$	39,316
Diagnostics		6,303			4,711
Protein Platforms		209			(1,172	)
Subtotal reportable segments		48,992			42,855
Cost recognized on sale of acquired inventory		(4,221	)		(1,112	)
Amortization of acquisition related intangible assets		(10,188	)		(7,411	)
Acquisition related expenses		(4,369	)		(301	)
Stock-based compensation		(3,190	)		(2,038	)
Corporate general and administrative		(1,582	)		(965	)
Consolidated operating income	$	25,442		$	31,028

8

Note 4. Share-based Compensation:

During the quarters ended September 30, 2016 and 2015, the Company granted 1.0 million and 736,000 stock options at weighted average grant prices of $107.60 and $106.66 and weighted average fair values of $17.98 and $18.48, respectively. During the quarters ended September 30, 2016 and 2015, the Company granted 65,000 and 35,000 restricted stock units at a weighted average fair value of $109.36 and $105.01, respectively. During the quarters ended September 30, 2016 and 2015 the Company granted 17,000 and 12,000 shares of restricted common stock at a fair value of $106.59 and $108.49, respectively.

Stock-based compensation expense of $3.2 million and $2.0 million was included in selling, general and administrative expenses for the quarters ended September 30, 2016 and 2015, respectively. As of September 30, 2016, there was $35.2 million of unrecognized compensation cost related to non-vested stock options, non-vested restricted stock units and non-vested restricted stock. The weighted average period over which the compensation cost is expected to be recognized is 2.9 years.

Stock options for 22,000 and 12,500 shares of common stock with total intrinsic values of $0.9 million and $0.5 million were exercised during the quarters ended September 30, 2016 and 2015, respectively.

Note 5. Other (Expense) / Income:

The components of other (expense) income in the accompanying Statement of Earnings and Comprehensive Income are as follows:

	Quarter Ended
	September 30,
	2016			2015
Interest expense	$	(1,343	)	$	(451	)
Interest income		49			61
Other non-operating expense, net		(20	)		1,208
Other (expense) / income	$	(1,314	)	$	818

Note 6. Earnings Per Share:

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

	Quarter Ended
	September 30,
	2016		2015
Weighted average common shares outstanding-basic		37,281		37,169
Dilutive effect of stock options		192		146
Weighted average common shares outstanding-diluted		37,473		37,315

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 1.2 million for the quarters ended September 30, 2016 and 2015, respectively.

9

Note 7. Accumulated Other Comprehensive Income:

Changes in accumulated other comprehensive income (loss), net of tax, for the quarter ended September 30, 2016 consists of (in thousands):

	Unrealized Gains (Losses) on Available- for-Sale Investments			Foreign Currency Translation Adjustments			Total
Beginning balance	$	(5,542	)	$	(64,863	)	$	(70,405	)
Other comprehensive income		9,714			(3,234	)		6,480
Ending balance	$	4,172		$	(68,097	)	$	(63,925	)

Note 8. Debt and Other Financing Arrangements:

The Company entered into a new revolving line-of-credit facility governed by a Credit Agreement (the Credit Agreement) dated July 28, 2016. The Credit Agreement provides for a revolving credit facility of $400 million, which can be increased by an additional $200 million subject to certain conditions. Borrowings under the Credit Agreement may be used for working capital and expenditures of the Company and its subsidiaries, including financing permitted acquisitions. Borrowings under the Credit Agreement for base rate loans bear interest at a variable rate equal to the greater of (i) the prime commercial rate, (ii) the per annum federal funds rate plus 0.5%, or (iii) LIBOR + 1.00% - 1.75% depending on the existing total leverage ratio of Debt to Earnings Before Interest, Taxes, Depreciation and Amortization (as defined in the Credit Agreement). The annualized fee for any unused portion of the credit facility is currently 15 basis points.

The Credit Agreement matures on July 28, 2021 and contains customary restrictive and financial covenants and customary events of default. As of September 30, 2016, the outstanding balance under the Credit Agreement was $343.5 million.

Note 9. Subsequent Event:

None. 

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONS

OVERVIEW

Bio-Techne Corporation and its subsidiaries operate worldwide with three reportable business segments, Biotechnology, Diagnostics and Protein Platforms, all of which service the life science and diagnostic markets. The Biotechnology reporting segment provides proteins, antibodies, immunoassays, flow cytometry products, intracellular signaling products, and biologically active chemical compounds used in biological research. The Diagnostics reporting segment provides a range of controls and calibrators used with diagnostic equipment and as proficiency testing tools, as well as other reagents incorporated into diagnostic kits. The Protein Platforms reporting segment develops and commercializes proprietary systems and consumables for protein analysis.

RECENT ACQUISITIONS

A key component of the Company's strategy is to augment internal growth at existing businesses with complementary acquisitions.

On July 1, 2016, Bio-Techne acquired Space Import-Export Srl (Space) of Milan, Italy for the equivalent of approximately $9 million. Space had been a partner of Bio-Techne, distributing its products since 1985 in the Italian market.

On August 1, 2016, Bio-Techne closed on the acquisition of Advanced Cell Diagnostics (ACD) for $250 million in cash plus contingent consideration of up to $75 million due upon the achievement of certain milestones. ACD’s RNA-ISH technology facilitates and improves the monitoring of gene expression patterns and has usefulness in both the research and diagnostics markets.

RESULTS OF OPERATIONS

Consolidated net sales increased 16% for the quarter ended September 30, 2016 compared to the quarter ended September 30, 2015. Consolidated net sales for the quarter ended September 30, 2016 were affected by the Space and ACD acquisitions. Organic growth was 10% versus the prior year, with currency translation having a negative impact of 1% and acquisitions contributing 7%.

Consolidated net earnings decreased 20% for the quarter ended September 30, 2016 compared to the same prior-year period result mainly due to increased acquisition-related intangible amortization, and costs recognized upon sale of acquired inventory and acquisition-related expenses.

11

The adjusted financial measures discussed below quantify the impact the following events had on reported net sales, gross margin percentages, operating income and net earnings for the quarter ended September 30, 2016 as compared to the same prior-year period:

- the acquisitions of Space and ACD in the current fiscal year, including the impact of amortizing intangible assets and the recognition of costs upon the sale of inventory written-up to fair value;

- fluctuations in exchange rates used to convert transactions in foreign currencies (primarily the Euro, British pound sterling, Canadian dollar, Chinese yuan, and Japanese yen) to U.S. dollars;

These adjusted financial measures are not prepared in accordance with generally accepted accounting principles (GAAP) and may be different from adjusted financial measures used by other companies. Adjusted financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. We view these adjusted financial measures to be helpful in assessing the Company's ongoing operating results. In addition, these adjusted financial measures facilitate our internal comparisons to historical operating results and comparisons to competitors' operating results. We include these adjusted financial measures in our earnings announcement because we believe they are useful to investors in allowing for greater transparency related to supplemental information we use in our financial and operational analysis. 

Net Sales

Consolidated net sales for the first quarter of fiscal 2017 were $130.6 million, an increase of 16% year-over-year and organic growth was 10%. First quarter reported net sales included 7% growth from acquisitions and negative 1% due to foreign currency translation. Organic growth was broad-based with all three divisions and all major geographic regions and end-markets contributing to the growth.

Gross Margins

Consolidated gross margins for the quarters ended September 30, 2016 and 2015 were 64.7% and 67.1%, respectively. Consolidated gross margins for the quarters ended September 30, 2016 and 2015 were negatively impacted as a result of purchase accounting related to inventory and intangible assets acquired in the current and prior fiscal years. Under purchase accounting, inventory is valued at fair value less expected selling and marketing costs, resulting in reduced margins in future periods as the inventory is sold.

A reconciliation of the reported consolidated gross margin percentages, adjusted for acquired inventory sold and intangible amortization included in cost of sales, is as follows:

	Quarter Ended
	September 30,
	2016			2015
Consolidated gross margin percentage		64.7	%		67.1	%
Identified adjustments
Costs recognized upon sale of acquired inventory		3.2	%		1.0	%
Amortization of intangibles		3.1	%		2.5	%
Adjusted gross margin percentage		71.0	%		70.6	%

Consolidated adjusted gross margins were 71.0% for the quarter ended September 30, 2016, up 40 basis points from the prior year due to product mix.

12

Selling, General and Administrative Expenses

Selling, general and administrative expenses increased $13.2 million (40%) for the quarter ended September 30, 2016 from the same prior-year period. Most of the increase for the quarter ended September 30, 2016 was driven by additional expenses associated with the Space and ACD acquisitions including $3.7 million of selling, general and administrative expenses, a $2.2 million increase in acquisition intangible amortization, and a $1.9 million change in the fair value of contingent consideration related to ACD. Also contributing was a $1.2 million increase in stock-based compensation expense. The remainder of the increase in selling, general and administrative expense was due primarily to additional investment in commercial resources and administrative infrastructure.

Research and Development Expenses

Research and development expenses for the quarter ended September 30, 2016 increased $1.4 million (13%) from the same prior-year period due mainly to expenses by companies acquired since the prior year.

Segment Results

As previously mentioned, beginning in the first quarter of fiscal 2017, the Clinical Controls segment has been renamed Diagnostics. Our original business in this segment was focused on controls and calibrators for hematology clinical instruments. With the acquisition of Bionostics in fiscal 2014 and Cliniqa in fiscal 2016, we expanded this segment to include blood chemistry and blood-gas quality controls as well as other bulk and custom reagents for the in vitro diagnostic market. We renamed the operating segment to reflect this expanded portfolio of products.  

Biotechnology

	Quarter Ended
	September 30,
	2016			2015
Net sales (in thousands)	$	86,787		$	75,743
Operating income margin percentage		48.9	%		51.9	%

Biotechnology net sales for the quarter ended September 30, 2016 were $86.8 million, an increase of 15%. Organic growth for the segment was 6% in the quarter, with currency translation impacting revenue unfavorably by 1% and acquisitions contributing 10% to segment growth. Organic growth was broad-based in all product lines and regions. Biotechnology segment adjusted operating margin was 48.9% in the first quarter of fiscal 2017 compared to 51.9% in the first quarter of fiscal 2016. The lower margin is the result of recent lower margin acquisitions, namely ACD, made in this segment.

Diagnostics (formerly Clinical Controls)

	Quarter Ended
	September 30,
	2016			2015
Net sales (in thousands)	$	24,233		$	20,362
Operating income margin percentage		26.0	%		23.1	%

Diagnostics’ net sales for the quarter ended September 30, 2016 were $24.2 million, an increase of 19%, all of which was organic, compared to the same prior-year period. Strong sales in glucose and blood gas controls, as well as continued strength in the diagnostic assay and reagent sales drove the growth. As in past quarters, timing of OEM orders also impacted growth, this time favorably in the quarter ended September 30, 2016.

Operating income for the segment increased 34% for the quarter ended September 30, 2016 and operating margin was 26.0%, compared to 23.1% for the same prior-year period. The higher adjusted operating margin was primarily attributable to higher volume leverage.

13

Protein Platforms

	Quarter Ended
	September 30,
	2016			2015
Net sales (in thousands)	$	19,573			16,296
Operating income margin percentage		1.1	%		-7.2	%

Net sales for Protein Platforms for the quarter ended September 30, 2016, were $19.6 million, an increase of 20%, compared to the same prior-year period. Platforms’ organic revenue increased 20%, with an unfavorable currency impact of 1% and recent acquisitions contributing 1% to segment growth. Growth for the segment was broad-based among most major regions and product lines with particular contribution from our next-generation iCE instrument, Maurice. The Protein Platforms segment’s adjusted operating margin was 1.1% in the first quarter of fiscal 2017 compared to negative (7.2%) in the first quarter of fiscal 2016. The higher segment operating margin was primarily the result of volume leverage.  

Income Taxes

Income taxes for the quarter ended September 30, 2016 were at an effective rate of 32.5% of consolidated earnings before income taxes compared to 28.7% for the quarter ended September 30, 2015. The 3.8% increase is primarily due to an unfavorable discrete event in Q1 of FY17 related to the revalue of contingent consideration which is not a tax deductible expense and a favorable Q1 of FY16 discrete event related to a change in foreign deferred tax rate that did recur in the current year.

The forecasted tax rate as of Q1 of FY17 before discrete items is 30.1% compared to the prior year rate as of Q1 FY16 before discrete items of 30.8%. The 0.7% reduction in the rate was primarily driven by the reinstatement of the R&D credit in the current year. Excluding the impact of fair value adjustments to contingent consideration, the Company expects the consolidated income tax rate for the remainder of fiscal 2017 to range from 30% to 32%.

Net Earnings

Adjusted consolidated net earnings are as follows:

	Quarter Ended
	September 30,
	2016			2015
Net earnings	$	16,281		$	22,707
Identified adjustments:
Costs recognized upon sale of acquired inventory		4,219			1,112
Amortization of intangibles		10,188			7,411
Acquisition related professional fees		4,369			301
Stock-based compensation		3,176			2,038
Tax impact of above adjustments		(6,279	)		(3,377	)
Foreign tax benefit		(318	)		(762	)
Net earnings-adjusted	$	31,638		$	29,430
Adjusted net earnings growth		7.5	%

14

LIQUIDITY AND CAPITAL RESOURCES

At September 30, 2016, cash and cash equivalents and available-for-sale investments were $122 million compared to $96 million at June 30, 2016. Included in available-for-sale-investments at September 30, 2016 was the fair value of the Company's investment in ChemoCentryx, Inc. (CCXI) of $38.5 million. The fair value of the Company's CCXI investment at June 30, 2016 was $28.6 million.

The Company has a revolving line of credit governed by a Credit Agreement dated July 28, 2016. See Note 8 to the Condensed Consolidated Financial Statements for a description of the Credit Agreement.

The Company has contingent consideration payments of up to $35 million, $75 million and $7 million related to the CyVek, ACD and Zephyrus aqcuisitions, respectively. The fair value of these payments are $35 million, 41.2 million, and $6.9 million, as of September 30, 2016.

Management of the Company expects to be able to meet its cash and working capital requirements for existing operations, facility expansion, capital additions, and cash dividends for the foreseeable future, and at least the next 12 months, through currently available cash and cash generated from operations, and remaining credit available on its existing revolving line of credit.

Cash Flows From Operating Activities

The Company generated cash of $26.1 million from operating activities in the first quarter of fiscal 2017 compared to $31.9 million in the first quarter of fiscal 2016. The decrease from the prior year was primarily due to increases in operating assets and declines in operating liabilities, net of acquisitions.

Cash Flows From Investing Activities

On July 1, 2016, the Company acquired all of the issued and outstanding equity interests of Space for a net purchase price of approximately $9 million. The acquisition was financed primarily through cash on hand.

On August 1, 2016, the Company acquired all of the issued and outstanding equity interests of ACD for a net purchase price of approximately $250 million. The transaction was financed through our revolving line-of-credit facility.

On July 8, 2015, the Company acquired all of the issued and outstanding equity interests in Cliniqa Corporation (Cliniqa) for a net purchase price of approximately $83 million. The acquisition was financed primarily through our revolving line of credit facility.

Purchases and maturity of available for sale securities for the first quarter of fiscal 2017 and 2016 were ($6.8) million and $3.9 million, respectively.

Capital expenditures for fixed assets for the first quarter of fiscal 2017 and 2016 were $2.4 million and $6.1 million, respectively. Capital expenditures for the first quarter of fiscal 2017 were mainly for laboratory and computer equipment. Capital expenditures for the remainder of fiscal 2017 are expected to be approximately $20 million. Capital expenditures are expected to be financed through currently available funds and cash generated from operating activities.

15

Cash Flows From Financing Activities

During the first quarter of fiscal 2017 and 2016, the Company paid cash dividends of $11.9 million to all common shareholders. On October 31, 2016, the Company announced the payment of a $0.32 per share cash dividend, or approximately $12 million, will be payable November 28, 2016 to all common shareholders of record on November 14, 2016.

Cash of $2.0 million and $1.1 million was received during the first quarter of fiscal 2017 and 2016, respectively, from the exercise of stock options.

During the first quarter of fiscal 2017, the Company paid the balance of its previous line-of-credit facility in an amount of approximately $91 million and drew $343.5 million under its new revolving line-of-credit facility to fund operations and its acquisition of ACD. During the first quarter of fiscal 2016, the Company drew $77 million under its previous revolving line-of-credit facility to fund its acquisition of Cliniqa and made repayments on the line of credit of $24 million.

16

OFF-BALANCE SHEET ARRANGEMENTS

The Company has no reportable off-balance sheet arrangements as defined in Item 303(a)(4) of Regulation S-K.

CONTRACTUAL OBLIGATIONS

There were no material changes outside the ordinary course of business in the Company's contractual obligations during the quarter ended September 30, 2016.

CRITICAL ACCOUNTING POLICIES

The Company's significant accounting policies are discussed in the Company's Annual Report on Form 10-K for fiscal 2016 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 contingent consideration payable, 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 the first quarter of fiscal 2017 that would require disclosure. There have been no changes to the Company's policies in the first quarter of fiscal 2017.

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 amount of capital expenditures for the remainder of the fiscal year, 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, increasing selling, general and administrative expenses and income tax rates. 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 acquisition and integration of companies and lines of business, 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 2016 as filed with the Securities and Exchange Commission.

17

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

At September 30, 2016, 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 $38.5 million. At September 30, 2016, the potential loss in fair value due to a 10% decrease in the market value of CCXI was $3.8 million.

The Company operates internationally, and thus is subject to potentially adverse movements in foreign currency exchange rates. For the quarter ended September 30, 2016, approximately 28% of consolidated net sales were made in foreign currencies, including 7% in euros, 9% in British pound sterling, 4% in Canadian dollars, 4% in Chinese yuan and the remaining 4% in other currencies. The Company is exposed to market risk mainly from foreign exchange rate fluctuations of the euro, British pound sterling, Canadian dollar 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, Chinese yuan and Canadian dollar, which have not been weighted for actual sales volume in the applicable months in the periods, to the U.S. dollar were as follows:

	Quarter Ended
	September 30,
	2016		2015
Euro	$	1.12	$	1.12
British pound sterling		1.31		1.52
Chinese yuan		.150		.157
Canadian dollar		0.77		0.75

The Company's exposure to foreign exchange rate fluctuations also arises from trade receivables, trade payables and intercompany payables denominated in one currency in the financial statements, but receivable or payable in another currency. The effects of a hypothetical simultaneous 10% appreciation in the U.S. dollar from September 30, 2016 levels against the euro, British pound sterling, Chinese yuan and Canadian dollar are as follows (in thousands):

Decrease in translation of earnings of foreign subsidiaries (annualized)	$	2,123
Decrease in translation of net assets of foreign subsidiaries		36,626
Additional transaction losses		1,918

18

ITEM 4. CONTROLS AND PROCEDURES

(a) Evaluation of disclosure controls and procedures.

The Company maintains disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). The Company's management has evaluated, with the participation of its Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of its disclosure controls and procedures as of the end of the period covered in this Quarterly Report on Form 10-Q. The material weaknesses in internal control over financial reporting identified in connection with the Company's consolidated financial statements for the year ended June 30, 2016 and described in the Company’s Annual Report on Form 10-K for the year ended June 30, 2016 were not effectively remediated as of September 30, 2016 due to the fact that an insufficient period of time has passed for management to implement and test its remediation plan. Accordingly, based upon their evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures were not effective as of September 30, 2016. Management expects that a substantial portion of its remediation efforts will be completed by the end of the second quarter for fiscal 2017, with final testing of the effectiveness of the Company's controls occurring at the end of fiscal 2017.

(b) Changes in internal controls over financial reporting.

In July, 2016, the Company implemented a new ERP system (Microsoft Dynamics) at its Minneapolis location and a new global financial reporting consolidation tool (Hyperion). In addition, the Company commenced its on-going remediation efforts to address the material weaknesses in internal control over financial reporting described in the Company’s Annual Report on Form 10-K for the year-ended June 30, 2016.

As previously announced, we acquired Space on July 1, 2016 and ACD on August 1, 2016. We have not fully evaluated any changes in internal control over financial reporting associated with these acquisitions and therefore any material changes that may result from these acquisitions have not been disclosed in this report. We intend to disclose all material changes resulting from these acquisitions within or prior to the time of our first annual assessment of internal control over financial reporting that is required to include these entities.

The results reported in this quarterly report include those of Space and ACD.

19

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

As of November 9, 2016, 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, 2016.

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

There was no share repurchase activity by the Company in the quarter ended September 30, 2016. The maximum approximate dollar value of shares that may yet be purchased under the Company's existing stock repurchase plan is approximately $125 million. The plan does not have an expiration date.

ITEM 6. EXHIBITS

See "exhibit index" following the signature page.

20

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.

	BIO-TECHNE CORPORATION
	(Company)
Date: November 9, 2016	/s/ Charles R. Kummeth
	Charles R. Kummeth
	Principal Executive Officer
Date: November 9, 2016	/s/ James Hippel
	James Hippel
	Principal Financial Officer

21

EXHIBIT INDEX

TO

FORM 10-Q

BIO-TECHNE CORPORATION

Exhibit #	Description
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101	The following financial statements from the Company's Quarterly Report on Form 10- Q for the quarter ended September 30, 2016, 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..

22

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: November 9, 2016

/s/ Charles R. Kummeth

-------------------------------------------------

Charles R. Kummeth

Principal Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, James Hippel, 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: November 9, 2016

/s/ James Hippel

-----------------------------------------

James Hippel

Principal 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 September 30, 2016 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                        

Principal Executive Officer

November 9, 2016

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 September 30, 2016 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, James Hippel, 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/ James Hippel                                    

                                           Principal Financial Officer

                                           November 9, 2016

XML

Document And Entity Information - shares	3 Months Ended
	Sep. 30, 2016	Nov. 04, 2016
Document Information [Line Items]
Entity Registrant Name	BIO-TECHNE Corp
Entity Central Index Key	0000842023
Trading Symbol	tech
Current Fiscal Year End Date	--06-30
Entity Filer Category	Large Accelerated Filer
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	Yes
Entity Common Stock, Shares Outstanding (in shares)		37,309,642
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q1
Amendment Flag	false

XML

Condensed Consolidated Statements of Earnings and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Net sales	$ 130,581	$ 112,381
Cost of sales	46,111	36,990
Gross margin	84,470	75,391
Operating expenses:
Selling, general and administrative	46,263	33,040
Research and development	12,765	11,322
Total operating expenses	59,028	44,362
Operating income	25,442	31,028
Other (expense) income	(1,314)	818
Earnings before income taxes	24,128	31,847
Income taxes	7,845	9,139
Net earnings	16,281	22,707
Other comprehensive (loss) income:
Foreign currency translation adjustments	(3,234)	(12,896)
Unrealized gains and losses on available-for-sale investments, net of tax of ($171) and $3,752, respectively	9,714	(10,125)
Other comprehensive (loss) income	6,480	(23,021)
Comprehensive income (loss)	$ 22,761	$ (314)
Earnings per share:
Basic (in dollars per share)	$ 0.44	$ 0.61
Diluted (in dollars per share)	0.43	0.61
Cash dividends per common share: (in dollars per share)	$ 0.32	$ 0.32
Weighted average common shares outstanding:
Basic (in shares)	37,281	37,169
Diluted (in shares)	37,473	37,315

XML

Condensed Consolidated Statements of Earnings and Comprehensive Income (Unaudited) (Parentheticals) - USD ($)	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Unrealized losses on available-for-sale investments, net of tax	$ (171)	$ 3,752

XML

Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)	Sep. 30, 2016	Jun. 30, 2016
Current assets:
Cash and cash equivalents	$ 69,589,000	$ 64,237,000
Short-term available-for-sale investments	52,381,000	31,598,000
Accounts receivable, less allowance for doubtful accounts of $626 and $555, respectively	109,813,000	93,393,000
Inventories	70,519,000	57,102,000
Prepaid expenses	7,849,000	7,561,000
Total current assets	310,151,000	253,891,000
Property and equipment, net	133,805,000	132,362,000
Intangible assets, net	503,626,000	310,524,000
Goodwill	565,789,000	430,882,000
Other assets	4,106,000	1,922,000
	1,517,478,000	1,129,581,000
Current liabilities:
Trade accounts payable	14,178,000	20,653,000
Salaries, wages and related accruals	10,110,000	14,868,000
Accrued expenses	19,967,000	8,371,000
Contingent consideration payable	49,900,000	0
Income taxes payable	4,646,000	1,779,000
Deferred revenue, current	4,484,000	4,717,000
Related party note payable, current	3,733,000	3,759,000
Total current liabilities	107,016,000	54,147,000
Deferred income taxes	135,512,000	62,837,000
Long-term debt obligations	343,500,000	130,000,000
Fair value contingent consideration	32,400,000	0
Other long-term liabilities	3,654,000	3,317,000
Shareholders’ equity:
Common stock, par value $.01 per share; authorized 100,000,000; issued and outstanding 37,301,380 and 37, 253,771, respectively	373,000	372,000
Additional paid-in capital	184,213,000	178,760,000
Retained earnings	774,734,000	770,553,000
Accumulated other comprehensive loss	(63,925,000)	(70,405,000)
Total shareholders’ equity	895,369,000	879,280,000
	$ 1,517,478,000	$ 1,129,581,000

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Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands	Sep. 30, 2016	Jun. 30, 2016
Allowance for doubtful accounts	$ 626	$ 555
Common stock authorized (in shares)	100,000,000	100,000,000
Common stock issued (in shares)	37,301,380	37,253,771
Common stock outstanding (in shares)	37,301,380	37,253,771
Common stock par value (in dollars per share)	$ 0.01	$ 0.01

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Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$ 16,281,000	$ 22,707,000
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	13,644,000	10,685,000
Costs recognized on sale of acquired inventory	4,219,000	1,113,000
Deferred income taxes	(1,170,000)	(1,115,000)
Stock-based compensation expense	3,176,000	2,038,000
Fair value adjustment to contingent consideration payable	1,900,000
Other	262,000	26,000
Change in operating assets and operating liabilities, net of acquisition:
Trade accounts and other receivables	(10,176,000)	(3,763,000)
Inventories	(2,414,000)	(3,176,000)
Prepaid expenses	605,000	(766,000)
Trade accounts payable and accrued expenses	4,132,000	(416,000)
Salaries, wages and related accruals	(7,257,000)	(1,704,000)
Income taxes payable	2,850,000	6,204,000
Net cash provided by operating activities	26,502,000	31,833,000
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions, net of cash acquired	(259,004,000)	(82,970,000)
Proceeds from available-for-sale investments		3,930,000
Purchases of available for sale investments	(6,836,000)
Additions to property and equipment	(2,442,000)	(6,121,000)
Net cash used in investing activities	(268,282,000)	(85,161,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash dividends	(11,932,000)	(11,894,000)
Proceeds from stock option exercises	2,026,000	1,128,000
Excess tax benefit from stock option exercises	253,000	131,000
Borrowings under line-of-credit agreement	343,500,000	77,000,000
Payments on line-of-credit	(91,513,000)	(24,500,000)
Net cash provided by financing activities	242,334,000	41,865,000
Effect of exchange rate changes on cash and cash equivalents	5,248,000	5,773,000
Net increase (decrease) in cash and cash equivalents	5,352,000	(5,690,000)
Cash and cash equivalents at beginning of period	64,237,000	54,532,000
Cash and cash equivalents at end of period	$ 69,589,000	$ 48,842,000

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Note 1 - Basis of Presentation and Summary of Significant Accounting Policies

3 Months Ended

Sep. 30, 2016

Notes to Financial Statements

Business Description and Accounting Policies [Text Block]

Note 1. Basis of Presentation and Summary of Significant Accounting Policies:

The interim consolidated financial statements of Bio-Techne Corporation and subsidiaries, (the Company) presented here have been prepared by the Company and are unaudited. They have been prepared in accordance with accounting principles generally accepted in the United States of America and with instructions to Form 10-Q and Article 10 of Regulation S-X. They reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. All such adjustments are of a normal recurring nature.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Consolidated Financial Statements and Notes thereto for the fiscal year ended June 30, 2016, included in the Company’s Annual Report on Form 10-K for fiscal 2016. A summary of significant accounting policies followed by the Company is detailed in the Company’s Annual Report on Form 10-K for fiscal 2016. The Company follows these policies in preparation of the interim unaudited condensed consolidated financial statements.

Available-For-Sale Investments:

The Company’s available-for-sale securities are carried at fair value using Level 1 inputs. The fair value of the Company’s available-for-sale investments at September 30, 2016 and June 30, 2016 were $52.4 million and $31.6 million, respectively. The increase was caused by the addition of $5.7 million in securities held by Advanced Cell Diagnostics (ACD), and the investment of $5.2 million of available cash in China into certificates of deposit. The remaining $9.9 million is due to the change in the fair value of the Company’s investment in ChemoCentryx, Inc. (CCXI). The amortized cost basis of the Company’s investment is CCXI at September 30, 2016 and June 30, 2016 was $29.5 million.

Inventories:

Inventories consist of (in thousands):

	September 30,		June 30,
	2016		2016
Raw materials	$	19,566	$	22,963
Finished goods		50,953		34,139
Inventories, net	$	70,519	$	57,102

The increase from June 30 is primarily due to $12.8 million of additional inventory at ACD, which is adjusted to its fair value as of the date of acquisition. At both September 30, 2016 and June 30, 2016, the Company had approximately $24 million of excess protein, antibody and chemically-based inventory on hand which was not valued.

Property and Equipment:

Property and equipment consist of (in thousands):

	September 30,			June 30,
	2016			2016
Land	$	6,270		$	6,270
Buildings and improvements		157,675			157,963
Machinery and equipment		93,710			82,018
Property and equipment, cost		251,385			246,251
Accumulated depreciation and amortization		(117,580	)		(113,889	)
Property and equipment, net	$	133,805		$	132,362

Intangible Assets:

Intangible assets consist of (in thousands):

	September 30,			June 30,
	2016			2016
Developed technology	$	233,699		$	120,611
Trade names		79,949			63,706
Customer relationships		272,309			191,118
Non-compete agreements		3,451			3,284
Intangible assets		589,409			378,719
Accumulated amortization		(85,783	)		(75,595	)
Net amortizable intangible asset		503,626			303,124
In Process Research and Development	$	-		$	7,400
Intangible assets, net	$	503,626		$	310,524

Changes to the carrying amount of net intangible assets for the quarter ended September 30, 2016 consist of (in thousands):

Beginning balance	$	310,524
Acquisitions		207,769
Adjustment to Zephyrus purchase accounting		900
Amortization expense		(10,188	)
Currency translation		(5,379	)
Ending balance	$	503,626

The estimated future amortization expense for intangible assets as of September 30, 2016 is as follows (in thousands):

2017	$	36,105
2018		46,107
2019		46,493
2020		44,865
2021		44,501
2022		44,501
Thereafter		242,055
	$	503,626

Goodwill:

Changes to the carrying amount of goodwill for the quarter ended September 30, 2016 consist of (in thousands):

Beginning balance	$	430,882
Acquisitions		140,694
Currency translation		(5,787	)
Ending balance	$	565,789

Pronouncements Issued But Not Yet Adopted

In May 2014, the FASB issued guidanceaddressing how revenue is recognized from contracts with customers and related disclosures. This standard supersedes existing revenue recognition requirements and most industry-specific guidance. This standard was initially expected to be effective for us beginning July 1, 2017, and provides for either full retrospective adoption or a modified retrospective adoption by which the cumulative effect of the change is recognized in retained earnings at the date of initial application. In July 2015, the FASB approved the deferral of the effective date of this standard by one year, and allows for adoption either at July 1, 2017 or July 1, 2018. We intend to elect the deferred adoption date of July 1, 2018. We are currently evaluating the requirements of this guidance, and have not yet determined the implementation method nor the impact on our consolidated financial statements.

In February 2016, the FASB issued guidance which requires recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This guidance is effective for us beginning July 1, 2019, with early adoption permitted. The provisions of this guidance are to be applied using a modified retrospective approach, which requires application of the guidance for all periods presented. We are currently evaluating the impact that this guidance will have on our consolidated financial statements.

In March 2016, the FASB issued guidance which simplifies several aspects of the accounting for share-based payment transactions, including certain income tax consequences, classifications on the statement of cash flows, and accounting for forfeitures. The guidance is effective for us beginning July 1, 2017, and early application is permitted. We are currently evaluating the adoption date and the effects this standard will have on our consolidated financial statements.

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Note 2 - Acquisitions

3 Months Ended

Sep. 30, 2016

Notes to Financial Statements

Business Combination Disclosure [Text Block]

Note 2. Acquisitions:

The Company’s acquisitions have historically been made at prices above the fair value of the acquired identifiable assets, resulting in goodwill. The goodwill is due to strategic benefits of growing the Company’s product portfolio, expected revenue growth from the increased market penetration from future products and customers, and expectations of synergies that will be realized by combining the businesses. Acquisitions have been accounted for using the purchase method of accounting and the acquired companies’ results have been included in the accompanying financial statements from their respective dates of acquisition. Acquisition costs are recorded in selling, general and administrative expenses as incurred.

Zephyrus Biosciences, Inc.

On March 14, 2016, the Company acquired Zephyrus Biosciences, Inc. (Zephyrus) for $8 million in cash and up to $7 million in contingent consideration. Zephyrus provides research tools to enable protein analysis at the single cell level. Addressing the burgeoning single cell analysis market, Zephyrus's first product, Milo™, enables western blotting on individual cells for the first time.

In connection with the Zephyrus acquisition, the Company initially recorded $7.4 million of in process research and development which was not amortized. This amount was revalued to $8.3 million and converted to developed technology during the quarter. This reclassification occurred because the sale of product associated with the technology was completed during the quarter.

The Company will pay Zephyrus former shareholders an additional $3.5 million if and when 10 instruments are sold prior to the 3 year anniversary of the closing date (March 14, 2019). In addition, the Company will pay Zephyrus former shareholders an additional $3.5 million if and when $3 million in cumulative sales are generated within 4.5 yrs of the closing date (September 14, 2020). We have established an initial estimate of the fair value of these contingent consideration payments to be $6.9 million in total. This fair value was estimated using a Monte Carlo simulation, the significant inputs of which included projected revenues and unit sales, volatility considerations with respect to these projections, and present value discount factors.

The goodwill recorded as a result of the Zephyrus acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration from future products and customers. The goodwill is not deductible for income tax purposes.

Space Import-Export, Srl

On July 1, 2016 Bio-Techne acquired Space Import-Export, Srl (Space) of Milan, Italy for the equivalent of approximately $9 million. Space is a long and trusted partner of Bio-Techne, distributing its products since 1985 and creating a very effective and visible presence in the Italian market.

The goodwill recorded as a result of the Space acquisition represents the strategic benefits of the expected revenue growth from increased market penetration from future customers. The goodwill is not deductible for income tax purposes.

Advanced Cell Diagnostics

On August 1, 2016, Bio-Techne closed on the acquisition of ACD for approximately $250 million, net of cash received, plus contingent consideration of up to $75 million as follows:

● $25 million can be earned if calendar year 2016 revenues equal or exceed $30 million.

● an additional $50 million can be earned if calendar year 2017 revenues equal or exceed $45 million.

If the revenue hurdle related to the 2016 calendar year is not met, the $25 million can be earned if the calendar year 2017 revenue hurdle is met. If the 2016 revenue hurdle is met, and calendar year 2017 revenues exceed $40 million but are less than $45 million, a reduced earn-out payment will be made for calendar year 2017, calculated on a sliding scale.

Based on specifics above, management estimated the fair value of the contingent consideration payable using a Monte Carlo simulation, the significant inputs of which included projected revenues, volatility considerations with respect to these projections, and present value discount factors. This simulation resulted in a valuation of $38.2 million and $40.1 million as of the August 1, 2016 (the acquisition date) and September 30, 2016, respectively. The change of $1.9 million was recorded as an expense to selling, general, and administrative expenses during the quarter ended September 30, 2016.

The goodwill recorded as a result of the ACD acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration from future products and customers. The goodwill is not deductible for income tax purposes.

The preliminary estimated fair value of the assets acquired and liabilities assumed in each acquisition, pending final valuation of intangible assets, are as follows (in thousands):

	ACD		Space		Zephyrus
Current assets, net of cash	$	25,196	$	2,128	$	86
Equipment		2,757		159		32
Other long-term assets		3,812		-		-
Intangible assets:
Developed technology		107,000		-		8,300
Trade name		17,000		-		-
Customer relationships		77,000		6,769		-
Non-compete agreement		200		-		-
Goodwill		137,594		3,100		9,378
Total assets acquired		370,559		12,156		17,796
Liabilities		3,599		1,884		54
Deferred income taxes, net		78,760		1,708		2,812
Net assets acquired	$	288,200	$	9,004	$	14,930
Cash paid, net of cash acquired	$	250,000	$	9,004	$	8,030
Fair value contingent consideration		38,200		-		6,900
Net assets acquired	$	288,200	$	9,004	$	14,930

Tangible assets acquired, net of liabilities assumed, were stated at fair value at the date of acquisition based on management’s assessment. The purchase price allocated to developed technology, trade names, and customer relationships was based on management’s forecasted cash inflows and outflows and using a relief-from-royalty and a multi-period excess earnings method to calculate the fair value of assets purchased. The developed technology is being amortized with the expense reflected in cost of goods sold in the Condensed Consolidated Statement of Earnings and Comprehensive Income. Amortization expense related to trade names, and customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization periods for intangible assets acquired in fiscal 2017 are estimated to be 15 years for developed technology, 7.5 years for trade names, 10 years for customer relationships, and 2 years for non-competes. The deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized upon the sale of acquired inventory that was written up to fair value and intangible asset amortization, both of which are not deductible for income tax purposes.

As previously disclosed, ACD was acquired on August 1, 2016. The unaudited pro forma financial information below summarizes the combined results of operations for Bio-Techne and ACD as though the companies were combined as of the beginning fiscal 2016. The pro forma financial information for all periods presented includes the purchase accounting effects resulting from these acquisitions except for the increase in inventory to fair value and the fair value adjustments to contingent consideration as these are not expected to have a continuing impact on cost of goods sold or selling, general and administrative expense, respectively. The pro forma financial information as presented below is for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisitions had taken place at the beginning of fiscal 2016.

	Quarter Ended
	September 30,
	2016		2015
Net sales	$	131,798	$	117,690
Net income		23,103		21,840

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Note 3 - Segment Information

3 Months Ended

Sep. 30, 2016

Notes to Financial Statements

Segment Reporting Disclosure [Text Block]

Note 3. Segment Information:

The Company's management evaluates segment operating performance based on operating income before certain charges to cost of sales and selling, general and administrative expenses, principally associated with acquisition accounting related to inventory, amortization of acquisition-related intangible assets and other acquisition-related expenses.

Beginning in the first quarter of fiscal 2017, the Clinical Controls segment has been renamed Diagnostics. Our original business in this segment was focused on controls and calibrators for hematology clinical instruments. With the acquisition of Bionostics in fiscal 2014 and Cliniqa in fiscal 2016, we expanded this segment to include blood chemistry and blood gases quality controls as well as other bulk and custom reagents for the in vitro diagnostic market. We renamed the operating segment to reflect this expanded portfolio of products.

The following is financial information relating to the Company's reportable segments (in thousands):

	Quarter Ended
	September 30,
	2016			2015
Net sales
Biotechnology	$	86,787		$	75,743
Diagnostics		24,233			20,362
Protein Platforms		19,573			16,296
Inter segment		(12	)		(20	)
Consolidated net sales	$	130,581		$	112,381
Segment operating income
Biotechnology	$	42,480		$	39,316
Diagnostics		6,303			4,711
Protein Platforms		209			(1,172	)
Subtotal reportable segments		48,992			42,855
Cost recognized on sale of acquired inventory		(4,221	)		(1,112	)
Amortization of acquisition related intangible assets		(10,188	)		(7,411	)
Acquisition related expenses		(4,369	)		(301	)
Stock-based compensation		(3,190	)		(2,038	)
Corporate general and administrative		(1,582	)		(965	)
Consolidated operating income	$	25,442		$	31,028

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Note 4 - Share-based Compensation

3 Months Ended

Sep. 30, 2016

Notes to Financial Statements

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

Note 4. Share-based Compensation:

During the quarters ended September 30, 2016 and 2015, the Company granted 1.0 million and 736,000 stock options at weighted average grant prices of $107.60 and $106.66 and weighted average fair values of $17.98 and $18.48, respectively. During the quarters ended September 30, 2016 and 2015, the Company granted 65,000 and 35,000 restricted stock units at a weighted average fair value of $109.36 and $105.01, respectively. During the quarters ended September 30, 2016 and 2015 the Company granted 17,000 and 12,000 shares of restricted common stock at a fair value of $106.59 and $108.49, respectively.

Stock-based compensation expense of $3.2 million and $2.0 million was included in selling, general and administrative expenses for the quarters ended September 30, 2016 and 2015, respectively. As of September 30, 2016, there was $35.2 million of unrecognized compensation cost related to non-vested stock options, non-vested restricted stock units and non-vested restricted stock. The weighted average period over which the compensation cost is expected to be recognized is 2.9 years.

Stock options for 22,000 and 12,500 shares of common stock with total intrinsic values of $0.9 million and $0.5 million were exercised during the quarters ended September 30, 2016 and 2015, respectively.

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Note 5 - Other (Expense) Income

3 Months Ended

Sep. 30, 2016

Notes to Financial Statements

Other Income and Other Expense Disclosure [Text Block]

Note 5. Other (Expense) / Income:

The components of other (expense) income in the accompanying Statement of Earnings and Comprehensive Income are as follows:

	Quarter Ended
	September 30,
	2016			2015
Interest expense	$	(1,343	)	$	(451	)
Interest income		49			61
Other non-operating expense, net		(20	)		1,208
Other (expense) / income	$	(1,314	)	$	818

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Note 6 - Earnings Per Share

3 Months Ended

Sep. 30, 2016

Notes to Financial Statements

Earnings Per Share [Text Block]

Note 6. Earnings Per Share:

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

	Quarter Ended
	September 30,
	2016		2015
Weighted average common shares outstanding-basic		37,281		37,169
Dilutive effect of stock options		192		146
Weighted average common shares outstanding-diluted		37,473		37,315

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 1.2 million for the quarters ended September 30, 2016 and 2015, respectively.

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Note 7 - Accumulated Other Comprehensive Income

3 Months Ended

Sep. 30, 2016

Notes to Financial Statements

Comprehensive Income (Loss) Note [Text Block]

Note 7. Accumulated Other Comprehensive Income:

Changes in accumulated other comprehensive income (loss), net of tax, for the quarter ended September 30, 2016 consists of (in thousands):

	Unrealized Gains (Losses) on Available- for-Sale Investments			Foreign Currency Translation Adjustments			Total
Beginning balance	$	(5,542	)	$	(64,863	)	$	(70,405	)
Other comprehensive income		9,714			(3,234	)		6,480
Ending balance	$	4,172		$	(68,097	)	$	(63,925	)

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Note 8 - Debt and Other Financing Arrangements

3 Months Ended

Sep. 30, 2016

Notes to Financial Statements

Debt Disclosure [Text Block]

Note 8. Debt and Other Financing Arrangements:

The Company entered into a new revolving line-of-credit facility governed by a Credit Agreement (the Credit Agreement) dated July 28, 2016. The Credit Agreement provides for a revolving credit facility of $400 million, which can be increased by an additional $200 million subject to certain conditions. Borrowings under the Credit Agreement may be used for working capital and expenditures of the Company and its subsidiaries, including financing permitted acquisitions. Borrowings under the Credit Agreement for base rate loans bear interest at a variable rate equal to the greater of (i) the prime commercial rate, (ii) the per annum federal funds rate plus 0.5%, or (iii) LIBOR + 1.00% - 1.75% depending on the existing total leverage ratio of Debt to Earnings Before Interest, Taxes, Depreciation and Amortization (as defined in the Credit Agreement). The annualized fee for any unused portion of the credit facility is currently 15 basis points.

The Credit Agreement matures on July 28, 2021 and contains customary restrictive and financial covenants and customary events of default. As of September 30, 2016, the outstanding balance under the Credit Agreement was $343.5 million.

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Note 9 - Subsequent Event

3 Months Ended

Sep. 30, 2016

Notes to Financial Statements

Subsequent Events [Text Block]

Note 9. Subsequent Event:

None. 

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Significant Accounting Policies (Policies)

3 Months Ended

Sep. 30, 2016

Accounting Policies [Abstract]

Marketable Securities, Available-for-sale Securities, Policy [Policy Text Block]

Available-For-Sale Investments:

The Company’s available-for-sale securities are carried at fair value using Level 1 inputs. The fair value of the Company’s available-for-sale investments at September 30, 2016 and June 30, 2016 were $52.4 million and $31.6 million, respectively. The increase was caused by the addition of $5.7 million in securities held by Advanced Cell Diagnostics (ACD), and the investment of $5.2 million of available cash in China into certificates of deposit. The remaining $9.9 million is due to the change in the fair value of the Company’s investment in ChemoCentryx, Inc. (CCXI). The amortized cost basis of the Company’s investment is CCXI at September 30, 2016 and June 30, 2016 was $29.5 million.

Inventory, Policy [Policy Text Block]

Inventories:

Inventories consist of (in thousands):

	September 30,		June 30,
	2016		2016
Raw materials	$	19,566	$	22,963
Finished goods		50,953		34,139
Inventories, net	$	70,519	$	57,102

The increase from June 30 is primarily due to $12.8 million of additional inventory at ACD, which is adjusted to its fair value as of the date of acquisition. At both September 30, 2016 and June 30, 2016, the Company had approximately $24 million of excess protein, antibody and chemically-based inventory on hand which was not valued.

Property, Plant and Equipment, Policy [Policy Text Block]

Property and Equipment:

Property and equipment consist of (in thousands):

	September 30,			June 30,
	2016			2016
Land	$	6,270		$	6,270
Buildings and improvements		157,675			157,963
Machinery and equipment		93,710			82,018
Property and equipment, cost		251,385			246,251
Accumulated depreciation and amortization		(117,580	)		(113,889	)
Property and equipment, net	$	133,805		$	132,362

Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]

Intangible Assets:

Intangible assets consist of (in thousands):

	September 30,			June 30,
	2016			2016
Developed technology	$	233,699		$	120,611
Trade names		79,949			63,706
Customer relationships		272,309			191,118
Non-compete agreements		3,451			3,284
Intangible assets		589,409			378,719
Accumulated amortization		(85,783	)		(75,595	)
Net amortizable intangible asset		503,626			303,124
In Process Research and Development	$	-		$	7,400
Intangible assets, net	$	503,626		$	310,524

Changes to the carrying amount of net intangible assets for the quarter ended September 30, 2016 consist of (in thousands):

Beginning balance	$	310,524
Acquisitions		207,769
Adjustment to Zephyrus purchase accounting		900
Amortization expense		(10,188	)
Currency translation		(5,379	)
Ending balance	$	503,626

The estimated future amortization expense for intangible assets as of September 30, 2016 is as follows (in thousands):

2017	$	36,105
2018		46,107
2019		46,493
2020		44,865
2021		44,501
2022		44,501
Thereafter		242,055
	$	503,626

Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]

Goodwill:

Changes to the carrying amount of goodwill for the quarter ended September 30, 2016 consist of (in thousands):

Beginning balance	$	430,882
Acquisitions		140,694
Currency translation		(5,787	)
Ending balance	$	565,789

New Accounting Pronouncements, Policy [Policy Text Block]

Pronouncements Issued But Not Yet Adopted

In May 2014, the FASB issued guidanceaddressing how revenue is recognized from contracts with customers and related disclosures. This standard supersedes existing revenue recognition requirements and most industry-specific guidance. This standard was initially expected to be effective for us beginning July 1, 2017, and provides for either full retrospective adoption or a modified retrospective adoption by which the cumulative effect of the change is recognized in retained earnings at the date of initial application. In July 2015, the FASB approved the deferral of the effective date of this standard by one year, and allows for adoption either at July 1, 2017 or July 1, 2018. We intend to elect the deferred adoption date of July 1, 2018. We are currently evaluating the requirements of this guidance, and have not yet determined the implementation method nor the impact on our consolidated financial statements.

In February 2016, the FASB issued guidance which requires recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This guidance is effective for us beginning July 1, 2019, with early adoption permitted. The provisions of this guidance are to be applied using a modified retrospective approach, which requires application of the guidance for all periods presented. We are currently evaluating the impact that this guidance will have on our consolidated financial statements.

In March 2016, the FASB issued guidance which simplifies several aspects of the accounting for share-based payment transactions, including certain income tax consequences, classifications on the statement of cash flows, and accounting for forfeitures. The guidance is effective for us beginning July 1, 2017, and early application is permitted. We are currently evaluating the adoption date and the effects this standard will have on our consolidated financial statements.

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Note 1 - Basis of Presentation and Summary of Significant Accounting Policies (Tables)

3 Months Ended

Sep. 30, 2016

Notes Tables

Schedule of Inventory, Current [Table Text Block]

	September 30,		June 30,
	2016		2016
Raw materials	$	19,566	$	22,963
Finished goods		50,953		34,139
Inventories, net	$	70,519	$	57,102

Property, Plant and Equipment [Table Text Block]

	September 30,			June 30,
	2016			2016
Land	$	6,270		$	6,270
Buildings and improvements		157,675			157,963
Machinery and equipment		93,710			82,018
Property and equipment, cost		251,385			246,251
Accumulated depreciation and amortization		(117,580	)		(113,889	)
Property and equipment, net	$	133,805		$	132,362

Schedule of Intangible Assets and Goodwill [Table Text Block]

	September 30,			June 30,
	2016			2016
Developed technology	$	233,699		$	120,611
Trade names		79,949			63,706
Customer relationships		272,309			191,118
Non-compete agreements		3,451			3,284
Intangible assets		589,409			378,719
Accumulated amortization		(85,783	)		(75,595	)
Net amortizable intangible asset		503,626			303,124
In Process Research and Development	$	-		$	7,400
Intangible assets, net	$	503,626		$	310,524

Schedule of Finite-Lived Intangible Assets [Table Text Block]

Beginning balance	$	310,524
Acquisitions		207,769
Adjustment to Zephyrus purchase accounting		900
Amortization expense		(10,188	)
Currency translation		(5,379	)
Ending balance	$	503,626

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

2017	$	36,105
2018		46,107
2019		46,493
2020		44,865
2021		44,501
2022		44,501
Thereafter		242,055
	$	503,626

Schedule of Goodwill [Table Text Block]

Beginning balance	$	430,882
Acquisitions		140,694
Currency translation		(5,787	)
Ending balance	$	565,789

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Note 2 - Acquisitions (Tables)

3 Months Ended

Sep. 30, 2016

Notes Tables

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]

	ACD		Space		Zephyrus
Current assets, net of cash	$	25,196	$	2,128	$	86
Equipment		2,757		159		32
Other long-term assets		3,812		-		-
Intangible assets:
Developed technology		107,000		-		8,300
Trade name		17,000		-		-
Customer relationships		77,000		6,769		-
Non-compete agreement		200		-		-
Goodwill		137,594		3,100		9,378
Total assets acquired		370,559		12,156		17,796
Liabilities		3,599		1,884		54
Deferred income taxes, net		78,760		1,708		2,812
Net assets acquired	$	288,200	$	9,004	$	14,930
Cash paid, net of cash acquired	$	250,000	$	9,004	$	8,030
Fair value contingent consideration		38,200		-		6,900
Net assets acquired	$	288,200	$	9,004	$	14,930

Business Acquisition, Pro Forma Information [Table Text Block]

	Quarter Ended
	September 30,
	2016		2015
Net sales	$	131,798	$	117,690
Net income		23,103		21,840

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Note 3 - Segment Information (Tables)

3 Months Ended

Sep. 30, 2016

Notes Tables

Schedule of Segment Reporting Information, by Segment [Table Text Block]

	Quarter Ended
	September 30,
	2016			2015
Net sales
Biotechnology	$	86,787		$	75,743
Diagnostics		24,233			20,362
Protein Platforms		19,573			16,296
Inter segment		(12	)		(20	)
Consolidated net sales	$	130,581		$	112,381
Segment operating income
Biotechnology	$	42,480		$	39,316
Diagnostics		6,303			4,711
Protein Platforms		209			(1,172	)
Subtotal reportable segments		48,992			42,855
Cost recognized on sale of acquired inventory		(4,221	)		(1,112	)
Amortization of acquisition related intangible assets		(10,188	)		(7,411	)
Acquisition related expenses		(4,369	)		(301	)
Stock-based compensation		(3,190	)		(2,038	)
Corporate general and administrative		(1,582	)		(965	)
Consolidated operating income	$	25,442		$	31,028

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Note 5 - Other (Expense) Income (Tables)

3 Months Ended

Sep. 30, 2016

Notes Tables

Schedule of Other Nonoperating Income (Expense) [Table Text Block]

	Quarter Ended
	September 30,
	2016			2015
Interest expense	$	(1,343	)	$	(451	)
Interest income		49			61
Other non-operating expense, net		(20	)		1,208
Other (expense) / income	$	(1,314	)	$	818

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Note 6 - Earnings Per Share (Tables)

3 Months Ended

Sep. 30, 2016

Notes Tables

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	Quarter Ended
	September 30,
	2016		2015
Weighted average common shares outstanding-basic		37,281		37,169
Dilutive effect of stock options		192		146
Weighted average common shares outstanding-diluted		37,473		37,315

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Note 7 - Accumulated Other Comprehensive Income (Tables)

3 Months Ended

Sep. 30, 2016

Notes Tables

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

	Unrealized Gains (Losses) on Available- for-Sale Investments			Foreign Currency Translation Adjustments			Total
Beginning balance	$	(5,542	)	$	(64,863	)	$	(70,405	)
Other comprehensive income		9,714			(3,234	)		6,480
Ending balance	$	4,172		$	(68,097	)	$	(63,925	)

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Note 1 - Basis of Presentation and Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Jun. 30, 2016
Advanced Cell Diagnostics (ACD) [Member] | Available-for-sale Securities [Member]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Marketable Securities	$ 5,700
Advanced Cell Diagnostics (ACD) [Member]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory	12,800
Certificates of Deposit [Member] | CHINA
Payments to Acquire Available-for-sale Securities	5,200
ChemoCentryx, Inc (CCXI) [Member]
Available-for-sale Equity Securities, Gross Unrealized Gain	9,900
Available-for-sale Equity Securities, Amortized Cost Basis	29,500		$ 29,500
Available-for-sale Securities	52,400		31,600
Payments to Acquire Available-for-sale Securities	6,836
Inventory Valuation Reserves	$ 24,000		$ 24,000

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Note 1 - Basis of Presentation and Summary of Significant Accounting Policies - Inventories (Details) - USD ($)	Sep. 30, 2016	Jun. 30, 2016
Raw materials	$ 19,566,000	$ 22,963,000
Finished goods	50,953,000	34,139,000
Inventories, net	$ 70,519,000	$ 57,102,000

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Note 1 - Basis of Presentation and Summary of Significant Accounting Policies - Property and Equipment (Details) - USD ($)	Sep. 30, 2016	Jun. 30, 2016
Land [Member]
Property and equipment, cost	$ 6,270,000	$ 6,270,000
Building and Building Improvements [Member]
Property and equipment, cost	157,675,000	157,963,000
Machinery and Equipment [Member]
Property and equipment, cost	93,710,000	82,018,000
Property and equipment, cost	251,385,000	246,251,000
Accumulated depreciation and amortization	(117,580,000)	(113,889,000)
Property and equipment, net	$ 133,805,000	$ 132,362,000

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Note 1 - Basis of Presentation and Summary of Significant Accounting Policies - Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Jun. 30, 2016
Developed Technology Rights [Member]
Intangible assets	$ 233,699	$ 120,611
Trade Names [Member]
Intangible assets	79,949	63,706
Customer Relationships [Member]
Intangible assets	272,309	191,118
Noncompete Agreements [Member]
Intangible assets	3,451	3,284
In Process Research and Development, Not Amortizable [Member]
In Process Research and Development		7,400
Intangible assets	589,409	378,719
Accumulated amortization	(85,783)	(75,595)
	503,626	303,124
Intangible assets, net	$ 503,626	$ 310,524

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Note 1 - Basis of Presentation and Summary of Significant Accounting Policies - Changes to Carrying Amount of Net Intangible Assets (Details) $ in Thousands	3 Months Ended
	Sep. 30, 2016 USD ($)
Beginning balance	$ 310,524
Acquisitions	207,769
Adjustment to Zephyrus purchase accounting	900
Amortization expense	(10,188)
Currency translation	(5,379)
Ending balance	$ 503,626

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Note 1 - Basis of Presentation and Summary of Significant Accounting Policies - Estimated Future Amortization Expense for Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Jun. 30, 2016
2017	$ 36,105
2018	46,107
2019	46,493
2020	44,865
2021	44,501
2022	44,501
Thereafter	242,055
	$ 503,626	$ 303,124

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Note 1 - Basis of Presentation and Summary of Significant Accounting Policies - Changes in Carrying Amount of Goodwill (Details) $ in Thousands	3 Months Ended
	Sep. 30, 2016 USD ($)
Beginning balance	$ 430,882
Acquisitions	140,694
Currency translation	(5,787)
Ending balance	$ 565,789

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Note 2 - Acquisitions (Details Textual) $ in Thousands				3 Months Ended
	Aug. 01, 2016 USD ($)	Jul. 01, 2016 USD ($)	Mar. 14, 2016 USD ($)	Sep. 30, 2016 USD ($)	Sep. 30, 2015 USD ($)
Zephyrus [Member] | In Process Research and Development, Not Amortizable [Member]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles			$ 7,400
Zephyrus [Member] | Developed Technology Rights, Converted from In Process Research and Development [Member]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles				$ 8,300
Zephyrus [Member] | Instruments Sales Contingency [Member]
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High			$ 3,500
Business Combination, Contingent Consideration, Liability, Number of Instruments Sold			10
Business Combination, Contingent Consideration, Liability, Anniversary of Closing Date			3 years
Business Combination, Contingent Consideration, Liability, Cumulative Sales			$ 3,000
Zephyrus [Member]
Payments to Acquire Businesses, Gross			8,000
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High			7,000
Business Combination, Contingent Consideration, Liability			$ 6,900
Space [Member]
Payments to Acquire Businesses, Gross		$ 9,000
Advanced Cell Diagnostics (ACD) [Member] | The 2016 Revenue Equal or Exceed $30 Milliom [Member]
Business Combination, Contingent Consideration, Liability	$ 25,000
Business Combination, Contingent Consideration, Liability, Trigger Amount of Revenue	30,000
Advanced Cell Diagnostics (ACD) [Member] | The 2017 Revenues Equal or Exceed $45 Million [Member]
Business Combination, Contingent Consideration, Liability	50,000
Business Combination, Contingent Consideration, Liability, Trigger Amount of Revenue	45,000
Advanced Cell Diagnostics (ACD) [Member] | The 2016 Revenue Hurdle Not Met and 2017 Revenue Hurdle Met [Member]
Business Combination, Contingent Consideration, Liability	25,000
Advanced Cell Diagnostics (ACD) [Member] | Trigger a Reduced Earn-Out Payment [Member] | Minimum [Member]
Business Combination, Contingent Consideration, Liability, Trigger Amount of Revenue	40,000
Advanced Cell Diagnostics (ACD) [Member] | Trigger a Reduced Earn-Out Payment [Member] | Maximum [Member]
Business Combination, Contingent Consideration, Liability, Trigger Amount of Revenue	45,000
Advanced Cell Diagnostics (ACD) [Member] | Selling, General and Administrative Expenses [Member]
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability				1,900
Advanced Cell Diagnostics (ACD) [Member]
Payments to Acquire Businesses, Gross	250,000
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High	75,000
Business Combination, Contingent Consideration, Liability	$ 38,200			$ 40,100
Developed Technology Rights [Member]
Finite-Lived Intangible Asset, Useful Life				15 years
Trade Names [Member]
Finite-Lived Intangible Asset, Useful Life				7 years 182 days
Customer Relationships [Member]
Finite-Lived Intangible Asset, Useful Life				10 years
Noncompete Agreements [Member]
Finite-Lived Intangible Asset, Useful Life				2 years
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability				$ 1,900

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Note 2 - Acquisitions - Preliminary Estimated Fair Values of Assets Acquired and Liabilities Assumed Pending Final Valuation of Intangible Assets (Details) - USD ($)	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Jun. 30, 2016
Advanced Cell Diagnostics (ACD) [Member] | In Process Research and Development [Member]
Intangible assets:
Intangible assets	$ 107,000,000
Advanced Cell Diagnostics (ACD) [Member] | Developed Technology Rights [Member]
Intangible assets:
Intangible assets	17,000,000
Advanced Cell Diagnostics (ACD) [Member] | Customer Relationships [Member]
Intangible assets:
Intangible assets	77,000,000
Advanced Cell Diagnostics (ACD) [Member] | Noncompete Agreements [Member]
Intangible assets:
Intangible assets	200,000
Advanced Cell Diagnostics (ACD) [Member]
Current assets, net of cash	25,196,000
Equipment	2,757,000
Other long-term assets	3,812,000
Intangible assets:
Goodwill	137,594,000
Total assets acquired	370,559,000
Liabilities	3,599,000
Deferred income taxes, net	78,760,000
Net assets acquired	288,200,000
Cash paid, net of cash acquired	250,000,000
Fair value contingent consideration	38,200,000
Space [Member] | In Process Research and Development [Member]
Intangible assets:
Intangible assets
Space [Member] | Developed Technology Rights [Member]
Intangible assets:
Intangible assets
Space [Member] | Customer Relationships [Member]
Intangible assets:
Intangible assets	6,769,000
Space [Member] | Noncompete Agreements [Member]
Intangible assets:
Intangible assets
Space [Member]
Current assets, net of cash	2,128,000
Equipment	159,000
Other long-term assets
Intangible assets:
Goodwill	3,100,000
Total assets acquired	12,156,000
Liabilities	1,884,000
Deferred income taxes, net	1,708,000
Net assets acquired	9,004,000
Cash paid, net of cash acquired	9,004,000
Fair value contingent consideration
Zephyrus [Member] | In Process Research and Development [Member]
Intangible assets:
Intangible assets	8,300,000
Zephyrus [Member] | Developed Technology Rights [Member]
Intangible assets:
Intangible assets
Zephyrus [Member] | Customer Relationships [Member]
Intangible assets:
Intangible assets
Zephyrus [Member] | Noncompete Agreements [Member]
Intangible assets:
Intangible assets
Zephyrus [Member]
Current assets, net of cash	86,000
Equipment	32,000
Other long-term assets
Intangible assets:
Goodwill	9,378,000
Total assets acquired	17,796,000
Liabilities	54,000
Deferred income taxes, net	2,812,000
Net assets acquired	14,930,000
Cash paid, net of cash acquired	8,030,000
Fair value contingent consideration	6,900,000
Goodwill	565,789,000		$ 430,882,000
Cash paid, net of cash acquired	259,004,000	$ 82,970,000
Fair value contingent consideration	$ 32,400,000		$ 0

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Note 2 - Acquisitions - Pro Forma Financial Information (Details) - USD ($)	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Net sales	$ 131,798	$ 117,690
Net income	$ 23,103	$ 21,840

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Note 3 - Segment Information - Financial Information Relating to Reportable Segments (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Biotechnology [Member] | Operating Segments [Member]
Net sales	$ 86,787	$ 75,743
Operating income	42,480	39,316
Diagnostics [Member] | Operating Segments [Member]
Net sales	24,233	20,362
Operating income	6,303	4,711
Protein Platforms [Member] | Operating Segments [Member]
Net sales	19,573	16,296
Operating income	209	(1,172)
Operating Segments [Member]
Operating income	48,992	42,855
Intersegment Eliminations [Member]
Net sales	(12)	(20)
Corporate, Non-Segment [Member]
Corporate general and administrative	(1,582)	(965)
Acquisition Related [Member]
Amortization expense	(10,188)	(7,411)
Net sales	130,581	112,381
Operating income	25,442	31,028
Cost recognized on sale of acquired inventory	(4,219)	(1,113)
Amortization expense	(10,188)
Acquisition related expenses	(4,369)	(301)
Stock-based compensation	(3,176)	(2,038)
Corporate general and administrative	$ (46,263)	$ (33,040)

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Note 4 - Share-based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period	65,000	35,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value	$ 109.36	$ 105.01
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period	17,000	12,000
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value	$ 106.59	$ 108.49
Selling, General and Administrative Expenses [Member]
Allocated Share-based Compensation Expense	$ 3.2	$ 2.0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross	1,000,000	736,000
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price	$ 107.60	$ 106.66
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value	$ 17.98	$ 18.48
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized	$ 35.2
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition	2 years 328 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period	22,000	12,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value	$ 0.9	$ 0.5

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Note 5 - Other (Expense) Income - Schedule of Components of Other (Expense) Income (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Interest expense	$ (1,343)	$ (451)
Interest income	49	61
Other non-operating expense, net	(20)	1,208
Other (expense) / income	$ (1,314)	$ 818

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Note 6 - Earnings Per Share (Details Textual) - shares shares in Millions	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1.2	1.2

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Note 6 - Earnings Per Share - Shares Used in the Earnings Per Share Computations (Details) - shares shares in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Basic (in shares)	37,281	37,169
Dilutive effect of stock options (in shares)	192	146
Weighted average common shares outstanding-diluted (in shares)	37,473	37,315

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Note 7 - Accumulated Other Comprehensive Income - Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Accumulated Net Investment Gain (Loss) Attributable to Parent [Member]
Beginning balance	$ (5,542)
Other comprehensive income	9,714
Ending balance	4,172
Accumulated Foreign Currency Adjustment Attributable to Parent [Member]
Beginning balance	(64,863)
Other comprehensive income	(3,234)
Ending balance	(68,097)
Beginning balance	(70,405)
Other comprehensive income	6,480	$ (23,021)
Ending balance	$ (63,925)

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Note 8 - Debt and Other Financing Arrangements (Details Textual) - Revolving Credit Facility [Member] - USD ($) $ in Millions		3 Months Ended
	Aug. 01, 2016	Sep. 30, 2016
Federal Funds Effective Swap Rate [Member]
Debt Instrument, Basis Spread on Variable Rate	0.50%
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member]
Debt Instrument, Basis Spread on Variable Rate	1.00%
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member]
Debt Instrument, Basis Spread on Variable Rate	1.75%
Line of Credit Facility, Current Borrowing Capacity	$ 400.0
Line of Credit Facility, Additional Borrowing Capacity	$ 200.0
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage	0.15%
Line of Credit Facility, Expiration Date		Jul. 28, 2021
Long-term Line of Credit		$ 343.5