{
  "ticker": "TECH",
  "company": "TECH",
  "filing_type": "10-K",
  "year_current": "2024",
  "year_prior": "2023",
  "summary": {
    "added": 10,
    "removed": 14,
    "modified": 37,
    "unchanged": 36,
    "total_current": 83,
    "total_prior": 87
  },
  "source": "SEC EDGAR",
  "url": "https://riskdiff.com/tech/2024-vs-2023/",
  "markdown_url": "https://riskdiff.com/tech/2024-vs-2023/index.md",
  "json_url": "https://riskdiff.com/tech/2024-vs-2023/index.json",
  "generated": "2026-06-01",
  "ai_summary": null,
  "risks": [
    {
      "status": "ADDED",
      "current_title": "Failure to comply with privacy and security laws and regulations could result in fines, penalties and damage to the Company’s reputation and have a material adverse effect upon the Company’s business, a risk that has been elevated with recent acquisitions that use protected health information and utilize healthcare providers for laboratory resting services.",
      "prior_title": null,
      "current_body": "If the Company does not comply with existing or new laws and regulations related to protecting the privacy and security of personal or health information, it could be subject to monetary fines, civil penalties or criminal sanctions. In the U.S., the Health Insurance Portability and Accountability Act of 1996 (HIPAA) privacy and security regulations, including the expanded requirements under U.S. Health Information Technology for Economic and Clinical Health Act (HITECH), establish comprehensive standards with respect to the use and disclosure of protected health information (PHI) by covered entities, in addition to setting standards to protect the confidentiality, integrity and security of PHI. HIPAA restricts the Company’s ability to use or disclose PHI, without patient authorization, for purposes other than payment, treatment or healthcare operations (as defined by HIPAA), except for disclosures for various public policy purposes and other permitted purposes outlined in the privacy regulations. If the laboratory operations use or disclose PHI improperly under these privacy regulations, they may incur significant fines and other penalties for wrongful use or disclosure of PHI in violation of the privacy and security regulations, including potential civil and criminal fines and penalties. ​ 29 29 Table of ContentsITEM 1B. UNRESOLVED STAFF COMMENTSThere are no unresolved staff comments as of the date of this report.ITEM 1C. CYBERSECURITYCybersecurity Governance and OversightBio-Techne’s cybersecurity program is led by the Company’s Chief Information Security Officer (“CISO”), with day-to-day management and administration of our cybersecurity program performed by the IT Security Operations team. The CISO reports to the Chief Information Officer (“CIO”), and the CIO reports to the Chief Executive Officer. The CISO is supported by the Incident Response Team (“IRT”), a multi-disciplinary management committee comprising senior members from the Security Operations Team, legal, finance, internal audit and other functions. The IRT supports the CISO and CIO in supporting and reviewing information security risks and in the event of a cybersecurity incident provides leadership with respect to incident response, investigation, mitigation and remediation. ​In addition to leadership and support within management, we also work with security service providers to monitor for vulnerabilities and threats, and which are reported to the Security Operations team. All employees are trained and tested annually on cybersecurity risks, and we continually perform simulated phishing exercises with a focus on roles and functions with access to sensitive company and financial information. We also conduct periodic tabletop exercises for key personnel involved in cybersecurity risk management, including the IRT.​Our Board of Directors (“Board”) holds overall oversight responsibility for the Company’s strategy and risk management, including in relation to cybersecurity risks. The Board exercises its oversight function through the Audit Committee, which oversees the management of risk exposure across various areas, including data security risks, in accordance with its charter. In addition, the Audit Committee is specifically responsible for the review and approval of any cybersecurity incident disclosure, as set forth in the Committee’s charter. In the event of a potentially significant cybersecurity incident, the Audit Committee’s charter requires that management promptly communicate and consult with the Audit Committee. ​Bio-Techne’s General Counsel updates the Audit Committee multiple times per year regarding Bio-Techne’s cybersecurity programs, including regularly-tracked metrics on incident response, internal security testing, and measures implemented to monitor and address cybersecurity risks and threats, as appropriate. The Audit Committee regularly updates the full Board on these matters. In addition, the CISO and/or CIO provides the full Board with a thorough review of the Company’s cybersecurity program, including current status, industry risks and exposure, and future strategy. ​Based on the information we have as of the date of this Annual Report, we do not believe any risks from cybersecurity threats have materially affected or are reasonably likely to materially affect Bio-Techne, including our business strategy, results of operations or financial condition. However, please see Item 1A. Risk Factors – “A significant disruption in, or breach of security of, our information technology systems or data, or violation of data privacy laws, could result in damage to our reputation, data integrity and/or subject us to costs, fines, or lawsuits under data privacy or other laws or contractual requirements.” ​Cybersecurity Risk Management and Strategy Bio-Techne’s cybersecurity strategy is to maintain and fortify a secure, actively-monitored environment for our and our customers’ data that complies with legal requirements [and industry best practice] while supporting our and our customers’ business needs. Our cybersecurity program follows industry standards and best practice for preventing, detecting, remediating, and mitigating potential cybersecurity threats, including regular processes to identify, evaluate and manage potential risks. ​30 Table of Contents Table of Contents Table of Contents ITEM 1B. UNRESOLVED STAFF COMMENTSThere are no unresolved staff comments as of the date of this report.ITEM 1C. CYBERSECURITYCybersecurity Governance and OversightBio-Techne’s cybersecurity program is led by the Company’s Chief Information Security Officer (“CISO”), with day-to-day management and administration of our cybersecurity program performed by the IT Security Operations team. The CISO reports to the Chief Information Officer (“CIO”), and the CIO reports to the Chief Executive Officer. The CISO is supported by the Incident Response Team (“IRT”), a multi-disciplinary management committee comprising senior members from the Security Operations Team, legal, finance, internal audit and other functions. The IRT supports the CISO and CIO in supporting and reviewing information security risks and in the event of a cybersecurity incident provides leadership with respect to incident response, investigation, mitigation and remediation. ​In addition to leadership and support within management, we also work with security service providers to monitor for vulnerabilities and threats, and which are reported to the Security Operations team. All employees are trained and tested annually on cybersecurity risks, and we continually perform simulated phishing exercises with a focus on roles and functions with access to sensitive company and financial information. We also conduct periodic tabletop exercises for key personnel involved in cybersecurity risk management, including the IRT.​Our Board of Directors (“Board”) holds overall oversight responsibility for the Company’s strategy and risk management, including in relation to cybersecurity risks. The Board exercises its oversight function through the Audit Committee, which oversees the management of risk exposure across various areas, including data security risks, in accordance with its charter. In addition, the Audit Committee is specifically responsible for the review and approval of any cybersecurity incident disclosure, as set forth in the Committee’s charter. In the event of a potentially significant cybersecurity incident, the Audit Committee’s charter requires that management promptly communicate and consult with the Audit Committee. ​Bio-Techne’s General Counsel updates the Audit Committee multiple times per year regarding Bio-Techne’s cybersecurity programs, including regularly-tracked metrics on incident response, internal security testing, and measures implemented to monitor and address cybersecurity risks and threats, as appropriate. The Audit Committee regularly updates the full Board on these matters. In addition, the CISO and/or CIO provides the full Board with a thorough review of the Company’s cybersecurity program, including current status, industry risks and exposure, and future strategy. ​Based on the information we have as of the date of this Annual Report, we do not believe any risks from cybersecurity threats have materially affected or are reasonably likely to materially affect Bio-Techne, including our business strategy, results of operations or financial condition. However, please see Item 1A. Risk Factors – “A significant disruption in, or breach of security of, our information technology systems or data, or violation of data privacy laws, could result in damage to our reputation, data integrity and/or subject us to costs, fines, or lawsuits under data privacy or other laws or contractual requirements.” ​Cybersecurity Risk Management and Strategy Bio-Techne’s cybersecurity strategy is to maintain and fortify a secure, actively-monitored environment for our and our customers’ data that complies with legal requirements [and industry best practice] while supporting our and our customers’ business needs. Our cybersecurity program follows industry standards and best practice for preventing, detecting, remediating, and mitigating potential cybersecurity threats, including regular processes to identify, evaluate and manage potential risks. ​ ITEM 1B. UNRESOLVED STAFF COMMENTS There are no unresolved staff comments as of the date of this report. ITEM 1C. CYBERSECURITY"
    },
    {
      "status": "ADDED",
      "current_title": "Cybersecurity Governance and Oversight",
      "prior_title": null,
      "current_body": "Bio-Techne’s cybersecurity program is led by the Company’s Chief Information Security Officer (“CISO”), with day-to-day management and administration of our cybersecurity program performed by the IT Security Operations team. The CISO reports to the Chief Information Officer (“CIO”), and the CIO reports to the Chief Executive Officer. The CISO is supported by the Incident Response Team (“IRT”), a multi-disciplinary management committee comprising senior members from the Security Operations Team, legal, finance, internal audit and other functions. The IRT supports the CISO and CIO in supporting and reviewing information security risks and in the event of a cybersecurity incident provides leadership with respect to incident response, investigation, mitigation and remediation. ​ In addition to leadership and support within management, we also work with security service providers to monitor for vulnerabilities and threats, and which are reported to the Security Operations team. All employees are trained and tested annually on cybersecurity risks, and we continually perform simulated phishing exercises with a focus on roles and functions with access to sensitive company and financial information. We also conduct periodic tabletop exercises for key personnel involved in cybersecurity risk management, including the IRT. ​ Our Board of Directors (“Board”) holds overall oversight responsibility for the Company’s strategy and risk management, including in relation to cybersecurity risks. The Board exercises its oversight function through the Audit Committee, which oversees the management of risk exposure across various areas, including data security risks, in accordance with its charter. In addition, the Audit Committee is specifically responsible for the review and approval of any cybersecurity incident disclosure, as set forth in the Committee’s charter. In the event of a potentially significant cybersecurity incident, the Audit Committee’s charter requires that management promptly communicate and consult with the Audit Committee. ​ Bio-Techne’s General Counsel updates the Audit Committee multiple times per year regarding Bio-Techne’s cybersecurity programs, including regularly-tracked metrics on incident response, internal security testing, and measures implemented to monitor and address cybersecurity risks and threats, as appropriate. The Audit Committee regularly updates the full Board on these matters. In addition, the CISO and/or CIO provides the full Board with a thorough review of the Company’s cybersecurity program, including current status, industry risks and exposure, and future strategy. ​ Based on the information we have as of the date of this Annual Report, we do not believe any risks from cybersecurity threats have materially affected or are reasonably likely to materially affect Bio-Techne, including our business strategy, results of operations or financial condition. However, please see Item 1A. Risk Factors – “A significant disruption in, or breach of security of, our information technology systems or data, or violation of data privacy laws, could result in damage to our reputation, data integrity and/or subject us to costs, fines, or lawsuits under data privacy or other laws or contractual requirements.” ​"
    },
    {
      "status": "ADDED",
      "current_title": "Square Feet",
      "prior_title": null,
      "current_body": "​ ​ ​ ​ ​ ​ ​ Bio-Techne China Shanghai and Beijing, China Office/warehouse 29,200 Tocris Bristol, United Kingdom Office/manufacturing/lab/warehouse 30,000 PrimeGene Shanghai, China Office/manufacturing/lab 59,300 Bionostics Devens, Massachusetts Office/manufacturing 70,000 Novus Biologicals Centennial, Colorado Office/warehouse 74,000 ProteinSimple San Jose, California Office/manufacturing/warehouse 98,000 ProteinSimple Ltd. Ottawa, Canada Office/manufacturing/warehouse 10,800 Cliniqa San Marcos, California Office/manufacturing/warehouse 62,800 Advanced Cell Diagnostics Newark, California Office/manufacturing/warehouse 55,900 Bio-Techne France Rennes, France Office/warehouse 11,000 Exosome Diagnostics Waltham, Massachusetts Office/manufacturing/warehouse 38,400 Asuragen Austin, Texas Office/manufacturing/warehouse 47,400 Bio-Techne Ireland ​ Dublin, Ireland ​ Warehouse ​ 25,000 Lunaphore ​ Tolochenaz, Switzerland ​ Office/manufacturing/warehouse ​ 24,985 ​ ​ ITEM 3. LEGAL PROCEEDINGS As of August 16, 2024, 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 4. MINE SAFETY DISCLOSURES Not applicable. PART II ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER"
    },
    {
      "status": "ADDED",
      "current_title": "Holders of Common Stock and Dividends Paid",
      "prior_title": null,
      "current_body": "As of August 16, 2024, there were over 160,000 beneficial shareholders of the Company’s common stock and over 110 shareholders of record. The Company paid annual cash dividends totaling $50.4 million, $50.3 million, and $50.2 million in fiscal 2024, 2023, and 2022, respectively. The Board of Directors periodically considers the payment of cash dividends, and there is no guarantee that the Company will pay comparable cash dividends, or any cash dividends, in the future. On August 31, 2022, the Company entered into an amended and restated Credit Agreement that provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. The credit facility is governed by a Credit Agreement dated August 31, 2022 and matures on August 31, 2027. The Credit Agreement that governs the revolving line of credit contains customary events of default and would prohibit payment of dividends to Company shareholders in the event of a default thereunder. 32 32 Table of ContentsIssuer Purchases of Equity SecuritiesThe Company’s repurchase plan approved by the Board on February 2, 2022, granted management the discretion to mitigate the dilutive effect of stock option exercises. The plan authorizes the Company to purchase up to $400 million in stock. The table below sets forth certain information regarding our purchases of common stock in open market transactions during fiscal year 2024. ​​​​​​​​​​​Period​Total Number of Shares Purchased​​Average Price Paid per Share​Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs​​Maximum Dollar Amount of Shares that May Yet Be Purchased Under the Plans or ProgramsJuly 1 - July 31, 2023​ —​$ —​ —​$ 260,780,968August 1 - August 31, 2023​ —​​ —​ —​​ 260,780,968September 1 - September 30, 2023​ —​​ —​ —​​ 260,780,968 July 1 - September 30, 2023​ —​​ —​ —​​​October 1 - 31, 2023​ —​​ —​ —​​ 260,780,968November 1 - 30, 2023 1,397,471​​ 57.28​ 1,397,471​​ 180,739,094December 1 - 31, 2023​ —​​ —​ —​​ 180,739,094 October 1 - December 31, 2023​ 1,397,471​​ 57.28​ 1,397,471​​​January 1 - 31, 2024​ —​​ —​ —​​ 180,739,094February 1 - 29, 2024 —​​ —​ —​​ 180,739,094March 1 - 31, 2024​ —​​ —​ —​​ 180,739,094 January 1 - March 31, 2024​ —​​ —​ —​​​April 1 - 30, 2024​ —​​ —​ —​​ 180,739,094May 1 - 31, 2024​ —​​ —​ —​​ 180,739,094June 1 - 30, 2024​ —​​ —​ —​​ 180,739,094 April 1 - June 30, 2024​ —​​ —​ —​​​ July 1, 2023 - June 30, 2024​ 1,397,471​​ 57.28​ 1,397,471​​​​​33 Table of Contents Table of Contents Table of Contents Issuer Purchases of Equity SecuritiesThe Company’s repurchase plan approved by the Board on February 2, 2022, granted management the discretion to mitigate the dilutive effect of stock option exercises. The plan authorizes the Company to purchase up to $400 million in stock. The table below sets forth certain information regarding our purchases of common stock in open market transactions during fiscal year 2024. ​​​​​​​​​​​Period​Total Number of Shares Purchased​​Average Price Paid per Share​Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs​​Maximum Dollar Amount of Shares that May Yet Be Purchased Under the Plans or ProgramsJuly 1 - July 31, 2023​ —​$ —​ —​$ 260,780,968August 1 - August 31, 2023​ —​​ —​ —​​ 260,780,968September 1 - September 30, 2023​ —​​ —​ —​​ 260,780,968 July 1 - September 30, 2023​ —​​ —​ —​​​October 1 - 31, 2023​ —​​ —​ —​​ 260,780,968November 1 - 30, 2023 1,397,471​​ 57.28​ 1,397,471​​ 180,739,094December 1 - 31, 2023​ —​​ —​ —​​ 180,739,094 October 1 - December 31, 2023​ 1,397,471​​ 57.28​ 1,397,471​​​January 1 - 31, 2024​ —​​ —​ —​​ 180,739,094February 1 - 29, 2024 —​​ —​ —​​ 180,739,094March 1 - 31, 2024​ —​​ —​ —​​ 180,739,094 January 1 - March 31, 2024​ —​​ —​ —​​​April 1 - 30, 2024​ —​​ —​ —​​ 180,739,094May 1 - 31, 2024​ —​​ —​ —​​ 180,739,094June 1 - 30, 2024​ —​​ —​ —​​ 180,739,094 April 1 - June 30, 2024​ —​​ —​ —​​​ July 1, 2023 - June 30, 2024​ 1,397,471​​ 57.28​ 1,397,471​​​​​"
    },
    {
      "status": "ADDED",
      "current_title": "Issuer Purchases of Equity Securities",
      "prior_title": null,
      "current_body": "The Company’s repurchase plan approved by the Board on February 2, 2022, granted management the discretion to mitigate the dilutive effect of stock option exercises. The plan authorizes the Company to purchase up to $400 million in stock. The table below sets forth certain information regarding our purchases of common stock in open market transactions during fiscal year 2024. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period ​ Total Number of Shares Purchased ​ ​ Average Price Paid per Share ​ Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs ​ ​ Maximum Dollar Amount of Shares that May Yet Be Purchased Under the Plans or Programs July 1 - July 31, 2023 ​ — ​ $ — ​ — ​ $ 260,780,968 August 1 - August 31, 2023 ​ — ​ ​ — ​ — ​ ​ 260,780,968 September 1 - September 30, 2023 ​ — ​ ​ — ​ — ​ ​ 260,780,968 July 1 - September 30, 2023 ​ — ​ ​ — ​ — ​ ​ ​ October 1 - 31, 2023 ​ — ​ ​ — ​ — ​ ​ 260,780,968 November 1 - 30, 2023 1,397,471 ​ ​ 57.28 ​ 1,397,471 ​ ​ 180,739,094 December 1 - 31, 2023 ​ — ​ ​ — ​ — ​ ​ 180,739,094 October 1 - December 31, 2023 ​ 1,397,471 ​ ​ 57.28 ​ 1,397,471 ​ ​ ​ January 1 - 31, 2024 ​ — ​ ​ — ​ — ​ ​ 180,739,094 February 1 - 29, 2024 — ​ ​ — ​ — ​ ​ 180,739,094 March 1 - 31, 2024 ​ — ​ ​ — ​ — ​ ​ 180,739,094 January 1 - March 31, 2024 ​ — ​ ​ — ​ — ​ ​ ​ April 1 - 30, 2024 ​ — ​ ​ — ​ — ​ ​ 180,739,094 May 1 - 31, 2024 ​ — ​ ​ — ​ — ​ ​ 180,739,094 June 1 - 30, 2024 ​ — ​ ​ — ​ — ​ ​ 180,739,094 April 1 - June 30, 2024 ​ — ​ ​ — ​ — ​ ​ ​ July 1, 2023 - June 30, 2024 ​ 1,397,471 ​ ​ 57.28 ​ 1,397,471 ​ ​ ​ ​ ​ 33 33 Table of ContentsStock Performance GraphThe following chart compares the cumulative total shareholder return on the Company’s common stock with the S&P 500 Index and the S&P 500 Life Sciences Tools and Services Index. The comparison assumes $100 was invested on the last trading day before July 1, 2018 in the Company’s common stock and in each of the foregoing indices and assumes reinvestment of dividends. The Company became part of the S&P 500 Index during fiscal 2022. ​​​​34 Table of Contents Table of Contents Table of Contents Stock Performance GraphThe following chart compares the cumulative total shareholder return on the Company’s common stock with the S&P 500 Index and the S&P 500 Life Sciences Tools and Services Index. The comparison assumes $100 was invested on the last trading day before July 1, 2018 in the Company’s common stock and in each of the foregoing indices and assumes reinvestment of dividends. The Company became part of the S&P 500 Index during fiscal 2022. ​​​​"
    },
    {
      "status": "ADDED",
      "current_title": "Year Ended June 30,",
      "prior_title": null,
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "ADDED",
      "current_title": "Cash Flows From Investing Activities",
      "prior_title": null,
      "current_body": "We continue to make investments in our business, including capital expenditures to enable revenue growth. During fiscal year 2024, the Company acquired Lunaphore for $169.7 million in cash-free, debt-free acquisition. During fiscal year 2023, the Company acquired Namocell for $101.2 million, net of cash acquired. There were no acquisitions in fiscal year 2022. During the first fiscal quarter of 2023, the Company sold its remaining shares in Eminence, its partially-owned consolidated subsidiary, for $17.8 million. There were no sales of businesses in fiscal 2024 or 2022. In the first fiscal quarter of 2023, the Company sold its remaining shares in its investment in CCXI for $73.2 million. There were no comparable activities in fiscal 2024 and 2022. The Company’s net proceeds (outflow) from the purchase, sale and maturity of available-for-sale investments in fiscal 2024, 2023, and 2022 were $22.6 million, $14.7 million, and $(26.9) million, respectively. During fiscal year 2024, the Company’s proceeds in available-for-sale investments relates to the sale of our exchange traded investment grade bond funds. The proceeds during fiscal year 2023 relates to the sale of excess cash in certificates of deposit that matured. The outflow of cash in fiscal year 2022 compared to fiscal year 2024 and fiscal year 2023 was driven by the purchase of the exchange traded investment grade bond funds in fiscal year 2022, which had a cost basis of $25.0 million, that did not reoccur in the comparative periods. The Company’s investment policy is to place excess cash in certificates of deposit with the objective of obtaining the highest possible return while minimizing risk and keeping the funds accessible. Capital additions in fiscal year 2024, 2023, and 2022 were $62.9 million, $38.2 million, and $44.9 million. Fiscal 2024 capital expenditures related to investments in new buildings, machinery, construction in progress, and IT equipment. Fiscal 2023 capital expenditures related to investments in new buildings, machinery, and IT equipment. Capital additions planned for fiscal 2025 are approximately $48 million and are expected to be financed through currently available cash and cash generated from operations. During the year ended June 30, 2022, the Company paid $25 million to enter into a two-part forward contract which requires the Company to purchase the full equity interest in Wilson Wolf if certain annual revenue or EBITDA thresholds are met. During fiscal year 2023, Wilson Wolf met the EBITDA target and the Company paid an additional $232 million to acquire 19.9% of Wilson Wolf. Since the first part of the forward contract has been triggered, the second part of the forward contract will automatically trigger, which requires the Company to acquire the remaining 80.1% of Wilson Wolf on December 31, 2027. The second part of the contract would be accelerated in advance of December 31, 2027 if Wilson Wolf meets certain financial milestones. As of June 30, 2024, the second milestones have not been met. The second option payment of approximately $1 billion plus potential contingent consideration is forecasted to occur between fiscal 2026 and fiscal 2028. During fiscal 2024, the Company received tax distributions from Wilson Wolf of $7.0 million."
    },
    {
      "status": "ADDED",
      "current_title": "CRITICAL ACCOUNTING POLICIES",
      "prior_title": null,
      "current_body": "Management’s discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management evaluates its estimates. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company has identified the policies outlined below as critical to its business operations and an understanding of results of operations. The listing is not intended to be a comprehensive list of all accounting policies; investors should also refer to Note 1 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K."
    },
    {
      "status": "ADDED",
      "current_title": "SUBSEQUENT EVENTS",
      "prior_title": null,
      "current_body": "On July 23, 2024, the Company invested $15 million in Spear Bio, an innovative leader in the development and manufacture of ultra-sensitive immunoassays capable of measuring protein biomarkers at attomolar level from sub-microliter sample volume."
    },
    {
      "status": "ADDED",
      "current_title": "Note 2. Revenue Recognition:",
      "prior_title": null,
      "current_body": "Consumables revenues consist of specialized proteins, immunoassays, antibodies, reagents, blood chemistry and blood gas quality controls, and hematology instrument controls that are typically single-use products recognized at a point in time following the transfer of control of such products to the customer, which generally occurs upon shipment. Instruments revenues typically consist of longer lived assets that, for the substantial majority of sales, are recognized at a point in time in a manner similar to consumables. Service revenues consist of extended warranty contracts, post contract support, and custom development projects that are recognized over time as either the customers receive and consume the benefits of such services simultaneously or the underlying asset being developed has no alternative use for the Company at contract inception and the Company has an enforceable right to payment for the portion of the performance completed. Service revenues also include laboratory services recognized at point in time. We recognize royalty revenues in the period the sales occur using third party evidence. The Company elected the \"right to invoice\" practical expedient based on the Company's right to invoice a customer at an amount that approximates the value to the customer and the performance completed to date. The Company elected the exemption to not disclose the unfulfilled performance obligations for contracts with an original length of one year or less and the exemption to exclude future performance obligations that are accounted under the sales-based or usage-based royalty guidance. The Company’s unfulfilled performance obligations for contracts with an original length greater than one year were not material as of June 30, 2024. Contracts with customers that contain instruments may include multiple performance obligations. For these contracts, the Company allocates the contract’s transaction price to each performance obligation on a relative standalone selling price basis. Allocation of the transaction price is determined at the contracts’ inception. Payment terms for shipments to end-users are generally net 30 days. Payment terms for distributor shipments may range from 30 to 90 days. Service arrangements commonly call for payments in advance of performing the work (e.g. extended warranty and service contracts), upon completion of the service (e.g. custom development manufacturing) or a mix of both. Contract assets include revenues recognized in advance of billings. Contract assets are included within other current assets in the accompanying balance sheet as the amount of time expected to lapse until the company's right to consideration becomes unconditional is less than one year. We elected the practical expedient allowing us to expense contract costs that would otherwise be capitalized and amortized over a period of less than one year. Contract assets as of June 30, 2024 are not material. Contract liabilities include billings in excess of revenues recognized, such as those resulting from customer advances and deposits and unearned revenue on warranty contracts. Contract liabilities as of June 30, 2024 and June 30, 2023 were approximately $30.2 million and $24.6 million, respectively. Contract liabilities as of June 30, 2023 subsequently recognized as revenue during the year ended June 30, 2024 were approximately $20.9 million. Contract liabilities as of June 30, 2022 subsequently recognized as revenue during the year ended June 30, 2023 were approximately $21.5 million. Contract liabilities in excess of one year are included in Other long-term liabilities on the consolidated balance sheet. Any claims for credit or return of goods must be made within 10 days of receipt. Revenues are reduced to reflect estimated credits and returns. Although the amounts recorded for these revenue deductions are dependent on estimates and assumptions, historically our adjustments to actual results have not been material. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenue. Amounts billed to customers for shipping and handling are included in revenue, while the related shipping and handling costs are reflected in cost of products. We elected the practical expedient that allows us to account for shipping 63 63 Table of Contentsand handling activities that occur after the customer has obtained control of a good as a fulfillment cost, and we accrue costs of shipping and handling when the related revenue is recognized. The following tables present our disaggregated revenue for the periods presented.Revenue by type is as follows (in thousands):​​​​​​​​​​​​​​​​​​​​​​​Year ended June 30, ​​2024 2023 2022Consumables​$ 928,180​$ 917,733​$ 890,874Instruments​ 108,270​ 112,085​ 120,758Services​ 99,265​ 85,784​ 71,988Total product and services revenue, net​ 1,135,715​$ 1,115,602​ 1,083,620Royalty revenues​ 23,345​ 21,100​ 21,979Total revenues, net​$ 1,159,060​$ 1,136,702​$ 1,105,599​​Revenue by geography (in thousands):​​​​​​​​​​​​​​​​​​​​​​Year Ended June 30, ​​2024 2023 2022​​​ ​ ​ United States​$ 657,747​$ 642,465​$ 614,107EMEA, excluding United Kingdom​ 241,432​ 220,230​ 219,055United Kingdom​ 50,012​ 49,457​ 48,637APAC, excluding Greater China​ 73,904​ 73,190​ 76,139Greater China​ 99,467​ 113,868​ 112,438Rest of World​ 36,498​ 37,492​ 35,223Net sales​$ 1,159,060​$ 1,136,702​$ 1,105,599​​Note 3. Supplemental Balance Sheet and Cash Flow Information:Inventories:Inventories consist of (in thousands):​​​​​​​​​June 30, ​​2024 2023​​​​​​​Raw materials​$ 79,377​$ 84,551Finished goods(1)​ 106,072​ 92,474Inventories, net​$ 185,449​$ 177,025(1)Finished goods inventory of $5,718 and $5,387 is included within Other assets in the June 30, 2024 and June 30, 2023 Balance Sheets, respectively, as it is forecasted to be sold after the 12 months subsequent to the consolidated balance sheet date.64 Table of Contents Table of Contents Table of Contents and handling activities that occur after the customer has obtained control of a good as a fulfillment cost, and we accrue costs of shipping and handling when the related revenue is recognized. The following tables present our disaggregated revenue for the periods presented.Revenue by type is as follows (in thousands):​​​​​​​​​​​​​​​​​​​​​​​Year ended June 30, ​​2024 2023 2022Consumables​$ 928,180​$ 917,733​$ 890,874Instruments​ 108,270​ 112,085​ 120,758Services​ 99,265​ 85,784​ 71,988Total product and services revenue, net​ 1,135,715​$ 1,115,602​ 1,083,620Royalty revenues​ 23,345​ 21,100​ 21,979Total revenues, net​$ 1,159,060​$ 1,136,702​$ 1,105,599​​Revenue by geography (in thousands):​​​​​​​​​​​​​​​​​​​​​​Year Ended June 30, ​​2024 2023 2022​​​ ​ ​ United States​$ 657,747​$ 642,465​$ 614,107EMEA, excluding United Kingdom​ 241,432​ 220,230​ 219,055United Kingdom​ 50,012​ 49,457​ 48,637APAC, excluding Greater China​ 73,904​ 73,190​ 76,139Greater China​ 99,467​ 113,868​ 112,438Rest of World​ 36,498​ 37,492​ 35,223Net sales​$ 1,159,060​$ 1,136,702​$ 1,105,599​​Note 3. Supplemental Balance Sheet and Cash Flow Information:Inventories:Inventories consist of (in thousands):​​​​​​​​​June 30, ​​2024 2023​​​​​​​Raw materials​$ 79,377​$ 84,551Finished goods(1)​ 106,072​ 92,474Inventories, net​$ 185,449​$ 177,025(1)Finished goods inventory of $5,718 and $5,387 is included within Other assets in the June 30, 2024 and June 30, 2023 Balance Sheets, respectively, as it is forecasted to be sold after the 12 months subsequent to the consolidated balance sheet date. and handling activities that occur after the customer has obtained control of a good as a fulfillment cost, and we accrue costs of shipping and handling when the related revenue is recognized. The following tables present our disaggregated revenue for the periods presented. Revenue by type is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Square Feet",
      "prior_body": "​ ​ ​ ​ ​ ​ ​ Bio-Techne Ltd Langley, United Kingdom Warehouse 12,000 Bio-Techne China Shanghai and Beijing, China Office/warehouse 29,200 Tocris Bristol, United Kingdom Office/manufacturing/lab/warehouse 30,000 PrimeGene Shanghai, China Office/manufacturing/lab 79,900 Bionostics Devens, Massachusetts Office/manufacturing 70,000 Novus Biologicals Centennial, Colorado Office/warehouse 74,000 ProteinSimple San Jose, California Office/manufacturing/warehouse 98,000 ProteinSimple Ltd. Ottawa, Canada Office/manufacturing/warehouse 10,800 CyVek Wallingford, Connecticut Office/manufacturing/warehouse 22,700 Cliniqa San Marcos, California Office/manufacturing/warehouse 62,800 Advanced Cell Diagnostics Newark, California Office/manufacturing/warehouse 55,900 Bio-Techne France Rennes, France Office/warehouse 11,000 Exosome Diagnostics Waltham, Massachusetts Office/manufacturing/warehouse 38,400 R&D Systems Minneapolis, Minnesota Office/manufacturing/warehouse 10,700 Asuragen Austin, Texas Office/manufacturing/warehouse 47,400 Bio-Techne Ireland ​ Dublin, Ireland ​ Warehouse ​ 25,000 ​ ITEM 3. LEGAL PROCEEDINGS As of August 18, 2023, 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. 30 30 Table of ContentsITEM 4. MINE SAFETY DISCLOSURESNot applicable.PART IIITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDERMATTERS AND ISSUER PURCHASES OF EQUITY SECURITIESThe Company’s common stock is listed on the NASDAQ stock exchange under the symbol “TECH”. Prior period results have been adjusted to reflect the four-for-one stock split effected in the form of a stock dividend on November 29,2022. See Note 1 for details. Holders of Common Stock and Dividends PaidAs of August 16, 2023, there were over 150,000 beneficial shareholders of the Company’s common stock and over 140 shareholders of record. The Company paid annual cash dividends totaling $50.3 million, $50.2 million, and $49.6 million in fiscal 2023, 2022, and 2021, respectively. The Board of Directors periodically considers the payment of cash dividends, and there is no guarantee that the Company will pay comparable cash dividends, or any cash dividends, in the future.On August 31, 2022, the Company entered into an amended and restated Credit Agreement that provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. The credit facility is governed by a Credit Agreement dated August 31, 2022 and matures on August 1, 2027. The Credit Agreement that governs the revolving line of credit contains customary events of default and would prohibit payment of dividends to Company shareholders in the event of a default thereunder.Issuer Purchases of Equity SecuritiesDuring the years ended June 30, 2023 and June 30, 2022, the Company repurchased 222,000 shares of its common stock at an average share price of $88.12 and 1,576,952 shares at an average share price of $102.06, respectively. The Company's previous share repurchase plan, implemented in fiscal 2019, granted management the discretion to mitigate the dilutive effect of stock option exercises for fiscal 2018, which then increases in each period subsequent to June 30, 2018 for additional dilutive impacts of stock options exercised in those future periods. On February 2, 2022, the Company replaced the prior share repurchase plan with a new share repurchase plan that authorizes the Company to purchase up to $400 million in stock. The Company repurchased 356,952 shares for $41.3 million in fiscal 2022 under the previous plan. The Company repurchased 1,220,000 shares for $119.7 million in fiscal 2022 under the new share repurchase plan. In fiscal 2023, the Company repurchased 222,000 for $19.6 million also under the new share repurchase plan. As of June 30, 2023, the Company had $260.8 million available to repurchase under our existing plan.Stock Performance GraphThe following chart compares the cumulative total shareholder return on the Company’s common stock with the S&P 500 Index and the S&P 500 Life Sciences Tools and Services Index. The comparison assumes $100 was invested on the last trading day before July 1, 2017 in the Company’s common stock and in each of the foregoing indices and assumes reinvestment of dividends. The Company became part of the S&P 500 Index during fiscal 2022. ​31 Table of Contents Table of Contents Table of Contents ITEM 4. MINE SAFETY DISCLOSURESNot applicable.PART IIITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDERMATTERS AND ISSUER PURCHASES OF EQUITY SECURITIESThe Company’s common stock is listed on the NASDAQ stock exchange under the symbol “TECH”. Prior period results have been adjusted to reflect the four-for-one stock split effected in the form of a stock dividend on November 29,2022. See Note 1 for details. Holders of Common Stock and Dividends PaidAs of August 16, 2023, there were over 150,000 beneficial shareholders of the Company’s common stock and over 140 shareholders of record. The Company paid annual cash dividends totaling $50.3 million, $50.2 million, and $49.6 million in fiscal 2023, 2022, and 2021, respectively. The Board of Directors periodically considers the payment of cash dividends, and there is no guarantee that the Company will pay comparable cash dividends, or any cash dividends, in the future.On August 31, 2022, the Company entered into an amended and restated Credit Agreement that provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. The credit facility is governed by a Credit Agreement dated August 31, 2022 and matures on August 1, 2027. The Credit Agreement that governs the revolving line of credit contains customary events of default and would prohibit payment of dividends to Company shareholders in the event of a default thereunder.Issuer Purchases of Equity SecuritiesDuring the years ended June 30, 2023 and June 30, 2022, the Company repurchased 222,000 shares of its common stock at an average share price of $88.12 and 1,576,952 shares at an average share price of $102.06, respectively. The Company's previous share repurchase plan, implemented in fiscal 2019, granted management the discretion to mitigate the dilutive effect of stock option exercises for fiscal 2018, which then increases in each period subsequent to June 30, 2018 for additional dilutive impacts of stock options exercised in those future periods. On February 2, 2022, the Company replaced the prior share repurchase plan with a new share repurchase plan that authorizes the Company to purchase up to $400 million in stock. The Company repurchased 356,952 shares for $41.3 million in fiscal 2022 under the previous plan. The Company repurchased 1,220,000 shares for $119.7 million in fiscal 2022 under the new share repurchase plan. In fiscal 2023, the Company repurchased 222,000 for $19.6 million also under the new share repurchase plan. As of June 30, 2023, the Company had $260.8 million available to repurchase under our existing plan.Stock Performance GraphThe following chart compares the cumulative total shareholder return on the Company’s common stock with the S&P 500 Index and the S&P 500 Life Sciences Tools and Services Index. The comparison assumes $100 was invested on the last trading day before July 1, 2017 in the Company’s common stock and in each of the foregoing indices and assumes reinvestment of dividends. The Company became part of the S&P 500 Index during fiscal 2022. ​ ITEM 4. MINE SAFETY DISCLOSURES Not applicable. PART II ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER"
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Holders of Common Stock and Dividends Paid",
      "prior_body": "As of August 16, 2023, there were over 150,000 beneficial shareholders of the Company’s common stock and over 140 shareholders of record. The Company paid annual cash dividends totaling $50.3 million, $50.2 million, and $49.6 million in fiscal 2023, 2022, and 2021, respectively. The Board of Directors periodically considers the payment of cash dividends, and there is no guarantee that the Company will pay comparable cash dividends, or any cash dividends, in the future. On August 31, 2022, the Company entered into an amended and restated Credit Agreement that provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. The credit facility is governed by a Credit Agreement dated August 31, 2022 and matures on August 1, 2027. The Credit Agreement that governs the revolving line of credit contains customary events of default and would prohibit payment of dividends to Company shareholders in the event of a default thereunder."
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Issuer Purchases of Equity Securities",
      "prior_body": "During the years ended June 30, 2023 and June 30, 2022, the Company repurchased 222,000 shares of its common stock at an average share price of $88.12 and 1,576,952 shares at an average share price of $102.06, respectively. The Company's previous share repurchase plan, implemented in fiscal 2019, granted management the discretion to mitigate the dilutive effect of stock option exercises for fiscal 2018, which then increases in each period subsequent to June 30, 2018 for additional dilutive impacts of stock options exercised in those future periods. On February 2, 2022, the Company replaced the prior share repurchase plan with a new share repurchase plan that authorizes the Company to purchase up to $400 million in stock. The Company repurchased 356,952 shares for $41.3 million in fiscal 2022 under the previous plan. The Company repurchased 1,220,000 shares for $119.7 million in fiscal 2022 under the new share repurchase plan. In fiscal 2023, the Company repurchased 222,000 for $19.6 million also under the new share repurchase plan. As of June 30, 2023, the Company had $260.8 million available to repurchase under our existing plan."
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Year Ended June 30,",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Year Ended June 30,",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Cash Flows From Operating Activities",
      "prior_body": "The Company generated cash from operations of $254.4 million, $325.3 million, and $352.2 million in fiscal 2023, 2022, and 2021 respectively. The decrease in cash generated from operating activities in fiscal 2023 as compared to fiscal 2022 was mainly a result of changes in net earnings and changes in the timing of cash payments on certain operating assets and liabilities. The decrease in cash generated from operating activities in fiscal 2022 as compared to fiscal 2021 was mainly a result of changes in the timing of cash payments on certain operating assets and liabilities, largely offset by an increase in year over year net earnings."
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Cash Flows From Financing Activities",
      "prior_body": "In fiscal 2023, 2022, and 2021, the Company paid cash dividends of $50.3 million, $50.2 million, $49.6 million, respectively. The Board of Directors periodically considers the payment of cash dividends. The Company received $29.8 million, $77.2 million, $65.1 million, for the exercise of options for 1,578,000, 2,450,000, and 2,509,000 shares of common stock in fiscal 2023, 2022 and 2021, respectively. During fiscal 2023, 2022, and 2021, the Company repurchased $19.6 million, $161.0 million, and $43.2 million, respectively, in share repurchases included as a cash outflow within Financing Activities. During fiscal 2023, 2022, and 2021, the Company drew $619.7 million, $90.0 million, and $256.0 million, respectively, under its revolving line-of-credit facility. Repayments of $525.7 million, $175.5 million, and $271.5 million were made on its line-of-credit in fiscal 2023, 2022, and 2021, respectively. There were no payments during fiscal 2023 for contingent consideration. During fiscal 2022, the Company made $4.0 million in cash payments towards the Quad contingent consideration liability. Of the $4.0 million in total payments, $0.7 million is classified as financing on the statement of cash flows. The remaining $3.3 million is recorded as operating on the statement of cash flows as it represents the consideration liability that exceeds the amount of the contingent consideration liability recognized at the acquisition date. During fiscal 2021, there were no payments related to contingent consideration classified as financing activities. The Company made $0.3 million in contingent consideration payments, which were classified within operating activities During fiscal 2023, 2022 and 2021, the Company paid $28.9 million, $23.5 million and $19.3 million, respectively, for taxes remitted on behalf of participants in net share settlement transactions and restricted stock units. This is included as a cash outflow within the other financing activities line of the consolidated statements of cash flows. The increase in other financing activity during fiscal 2023 compared to fiscal 2022 is primarily related to fees for the amended Credit Agreement that occurred in the first fiscal quarter."
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Noncontrolling",
      "prior_body": "​ ​ ​ ​ ​ Shares(1) ​ Amount(1) ​ Capital(1) ​ Earnings(1) ​"
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Recently Adopted Accounting Pronouncements",
      "prior_body": "In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The amendment in this update replaced the previous incurred loss impairment methodology with a methodology that reflects expected credit losses on financial instruments within its scope, including trade and loan receivables and available-for-sale debt securities. This update is intended to provide financial statement users with more decision-useful information about the expected credit losses. The Company adopted this standard on July 1, 2020 using a modified retrospective transition approach with a cumulative impact of $0.3 million to retained earnings. The adoption of this ASU did not have a material impact on the Company's financial statements as the Company's primary financial instruments impacted by the ASU were trade accounts receivable, where we have high historical and expected future collections due to the length of receivables and the credit quality of our customers. In March 2020, the FASB issued ASU No. 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting and in January 2021 issued ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope. These ASUs provide expedients and exceptions to existing guidance on contract modifications and hedge accounting that is optional to facilitate the market transition from a reference rate, including LIBOR which was phased out in 2021, to a new reference rate. The provisions of the ASUs impact contract modifications and other changes that occur while LIBOR is phased out. The Company adopted the optional relief guidance provided within these ASUs in the fourth quarter of fiscal 2021. The Company’s current debt and derivative instruments utilize SOFR as the reference rate. The adoption of the standard did not impact our financial results for fiscal 2022 or fiscal 2023."
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Note 6. Debt and Other Financing Arrangements:",
      "prior_body": "On August 31, 2022, the Company entered into an amended and restated Credit Agreement (the Amended Credit Agreement). This replaced the revolving line-of-credit and term loan (the prior Credit Agreement), which provided for a revolving credit facility of $600.0 million and could be increased by an additional $200.0 million subject to certain 68 68 Table of Contentsconditions, and a term loan of $250.0 million. The prior Credit Agreement was bearing interest at a variable rate and would have matured on August 1, 2023. The Amended Credit Agreement provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. Borrowings under the Amended Credit Agreement may be used for working capital and expenditures of the Company and its subsidiaries, including financing permitted acquisitions. At the closing on August 31, 2022, the Company borrowed approximately $350 million pursuant to the Amended Credit Agreement for working capital and for payment of outstanding debt under the Company’s prior credit agreement that was entered into on August 1, 2018. Borrowings under the Amended Credit Agreement bear interest at a variable rate. The current outstanding debt is based on the one-month Secured Overnight Financing Rate (SOFR) plus an applicable margin. The applicable margin is determined from the total leverage ratio of the Company and updated on a quarterly basis. The annualized fee for any unused portion of the credit facility is currently 10 basis points. The amended and restated Credit Agreement matures on August 1, 2027 and contains customary restrictive and financial covenants and customary events of default. As of June 30, 2023, the outstanding balance under the Credit Agreement was $350.0 million.Note 7. Leases:As a lessee, the company leases offices, labs, and manufacturing facilities, as well as vehicles, copiers, and other equipment. The Company determines whether a contract is a lease or contains a lease at inception date. Upon commencement date, operating lease right-of-use assets and liabilities are recognized based on the present value of lease payments over the lease term. The discount rate used to calculate present value is the Company’s incremental borrowing rate or, if available, the rate implicit in the lease. The Company determines the incremental borrowing rate for each lease based primarily on its lease term and the economic environment of the applicable country or region. The Company recognizes operating lease expense on a straight-line basis over the lease term. Further, as part of our adoption of ASC 842, the Company also made the accounting policy elections to not capitalize short term leases (defined as a lease with a lease term that is less than 12 months) and to combine lease and non-lease components for all asset classes in determining the lease payments.Variable lease payments primarily include payments for non-lease components, such as maintenance costs and payments for non-components such as sales tax. During fiscal year 2023, the Company recognized $4.4 million in variable lease expense in the Consolidated Statements of Earnings and Comprehensive Income. During fiscal year 2023, the Company also recognized $15.9 million relating to fixed lease expense in the Consolidated Statements of Earnings and Comprehensive Income.The following table summarizes the balance sheet classification of the Company’s operating leases, amounts of right of use assets and lease liabilities, the weighted average remaining lease term, and the weighted average discount rate for the Company’s operating leases (asset and liability amounts are in thousands):​​​​​​​​​ ​​ As of​​​​​June 30, ​​Balance Sheet Classification​2023Operating leases: ​ ​ ​Operating lease right of use assets ​Right of Use Asset​$ 98,326​​​​​​​​Current operating lease liabilities ​Operating lease liabilities - current​$ 11,199Noncurrent operating lease liabilities ​Operating lease liabilities​ 93,766Total operating lease liabilities​​​​$ 104,965​​​​​​​​Weighted average remaining lease term (in years):​ ​​ 9.33​​​​​​​​Weighted average discount rate (%):​ ​​ 4.27​69 Table of Contents Table of Contents Table of Contents conditions, and a term loan of $250.0 million. The prior Credit Agreement was bearing interest at a variable rate and would have matured on August 1, 2023. The Amended Credit Agreement provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. Borrowings under the Amended Credit Agreement may be used for working capital and expenditures of the Company and its subsidiaries, including financing permitted acquisitions. At the closing on August 31, 2022, the Company borrowed approximately $350 million pursuant to the Amended Credit Agreement for working capital and for payment of outstanding debt under the Company’s prior credit agreement that was entered into on August 1, 2018. Borrowings under the Amended Credit Agreement bear interest at a variable rate. The current outstanding debt is based on the one-month Secured Overnight Financing Rate (SOFR) plus an applicable margin. The applicable margin is determined from the total leverage ratio of the Company and updated on a quarterly basis. The annualized fee for any unused portion of the credit facility is currently 10 basis points. The amended and restated Credit Agreement matures on August 1, 2027 and contains customary restrictive and financial covenants and customary events of default. As of June 30, 2023, the outstanding balance under the Credit Agreement was $350.0 million.Note 7. Leases:As a lessee, the company leases offices, labs, and manufacturing facilities, as well as vehicles, copiers, and other equipment. The Company determines whether a contract is a lease or contains a lease at inception date. Upon commencement date, operating lease right-of-use assets and liabilities are recognized based on the present value of lease payments over the lease term. The discount rate used to calculate present value is the Company’s incremental borrowing rate or, if available, the rate implicit in the lease. The Company determines the incremental borrowing rate for each lease based primarily on its lease term and the economic environment of the applicable country or region. The Company recognizes operating lease expense on a straight-line basis over the lease term. Further, as part of our adoption of ASC 842, the Company also made the accounting policy elections to not capitalize short term leases (defined as a lease with a lease term that is less than 12 months) and to combine lease and non-lease components for all asset classes in determining the lease payments.Variable lease payments primarily include payments for non-lease components, such as maintenance costs and payments for non-components such as sales tax. During fiscal year 2023, the Company recognized $4.4 million in variable lease expense in the Consolidated Statements of Earnings and Comprehensive Income. During fiscal year 2023, the Company also recognized $15.9 million relating to fixed lease expense in the Consolidated Statements of Earnings and Comprehensive Income.The following table summarizes the balance sheet classification of the Company’s operating leases, amounts of right of use assets and lease liabilities, the weighted average remaining lease term, and the weighted average discount rate for the Company’s operating leases (asset and liability amounts are in thousands):​​​​​​​​​ ​​ As of​​​​​June 30, ​​Balance Sheet Classification​2023Operating leases: ​ ​ ​Operating lease right of use assets ​Right of Use Asset​$ 98,326​​​​​​​​Current operating lease liabilities ​Operating lease liabilities - current​$ 11,199Noncurrent operating lease liabilities ​Operating lease liabilities​ 93,766Total operating lease liabilities​​​​$ 104,965​​​​​​​​Weighted average remaining lease term (in years):​ ​​ 9.33​​​​​​​​Weighted average discount rate (%):​ ​​ 4.27​ conditions, and a term loan of $250.0 million. The prior Credit Agreement was bearing interest at a variable rate and would have matured on August 1, 2023. The Amended Credit Agreement provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. Borrowings under the Amended Credit Agreement may be used for working capital and expenditures of the Company and its subsidiaries, including financing permitted acquisitions. At the closing on August 31, 2022, the Company borrowed approximately $350 million pursuant to the Amended Credit Agreement for working capital and for payment of outstanding debt under the Company’s prior credit agreement that was entered into on August 1, 2018. Borrowings under the Amended Credit Agreement bear interest at a variable rate. The current outstanding debt is based on the one-month Secured Overnight Financing Rate (SOFR) plus an applicable margin. The applicable margin is determined from the total leverage ratio of the Company and updated on a quarterly basis. The annualized fee for any unused portion of the credit facility is currently 10 basis points. The amended and restated Credit Agreement matures on August 1, 2027 and contains customary restrictive and financial covenants and customary events of default. As of June 30, 2023, the outstanding balance under the Credit Agreement was $350.0 million."
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Note 7. Leases:",
      "prior_body": "As a lessee, the company leases offices, labs, and manufacturing facilities, as well as vehicles, copiers, and other equipment. The Company determines whether a contract is a lease or contains a lease at inception date. Upon commencement date, operating lease right-of-use assets and liabilities are recognized based on the present value of lease payments over the lease term. The discount rate used to calculate present value is the Company’s incremental borrowing rate or, if available, the rate implicit in the lease. The Company determines the incremental borrowing rate for each lease based primarily on its lease term and the economic environment of the applicable country or region. The Company recognizes operating lease expense on a straight-line basis over the lease term. Further, as part of our adoption of ASC 842, the Company also made the accounting policy elections to not capitalize short term leases (defined as a lease with a lease term that is less than 12 months) and to combine lease and non-lease components for all asset classes in determining the lease payments. Variable lease payments primarily include payments for non-lease components, such as maintenance costs and payments for non-components such as sales tax. During fiscal year 2023, the Company recognized $4.4 million in variable lease expense in the Consolidated Statements of Earnings and Comprehensive Income. During fiscal year 2023, the Company also recognized $15.9 million relating to fixed lease expense in the Consolidated Statements of Earnings and Comprehensive Income. The following table summarizes the balance sheet classification of the Company’s operating leases, amounts of right of use assets and lease liabilities, the weighted average remaining lease term, and the weighted average discount rate for the Company’s operating leases (asset and liability amounts are in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ ​ ​ ​ June 30, ​ ​ Balance Sheet Classification ​ 2023 Operating leases: ​ ​ ​ Operating lease right of use assets ​ Right of Use Asset ​ $ 98,326 ​ ​ ​ ​ ​ ​ ​ ​ Current operating lease liabilities ​ Operating lease liabilities - current ​ $ 11,199 Noncurrent operating lease liabilities ​ Operating lease liabilities ​ 93,766 Total operating lease liabilities ​ ​ ​ ​ $ 104,965 ​ ​ ​ ​ ​ ​ ​ ​ Weighted average remaining lease term (in years): ​ ​ ​ 9.33 ​ ​ ​ ​ ​ ​ ​ ​ Weighted average discount rate (%): ​ ​ ​ 4.27 ​ 69 69 Table of Contents​The following table summarizes the cash paid for amounts included in the measurement of operating lease liabilities and right of use assets obtained in exchange for new operating lease liabilities for the year ended June 30, 2023 (in thousands):​​​​​​​Year ended ​​June 30, ​ 2023Cash amounts paid on operating lease liabilities(1)​$ 14,934​​​​Right of use assets obtained in exchange for lease liabilities​$ 48,103(1)Total cash paid for the Company’s operating leases during the year ended June 30, 2023 include cash amounts paid on operating lease liabilities and variable lease expenses. Cash flow impacts from right of use assets and lease liabilities are presented net on the cash flow statement in changes in other operating activity.The following table summarizes payments by date for the Company’s operating leases, which is then reconciled to our total lease obligation (in thousands):​​​​​ June 30, 2023​​Operating​​Leases2024​$ 15,1672025​ 14,9572026​ 15,0972027​ 12,4842028​ 12,482Thereafter​ 59,715Total​$ 129,902Less: Amounts representing interest​ 24,937Total lease obligations​$ 104,965​Certain leases include one or more options to renew, with terms that extend the lease term up to five years. The Company includes option to renew the lease as part of the right of use lease asset and liability when it is reasonably certain the Company will exercise the option. In addition, certain leases contain fair value purchase and termination options with an associated penalty. In general, the Company is not reasonably certain to exercise such options.Note 8. Supplemental Equity and Accumulated Other Comprehensive Income (loss) Information:EquityThe Company has declared cash dividends per share of $0.32 in each of the full fiscal years ended June 30, 2023, June 30, 2022, and June 30, 2021. During the years ended June 30, 2023, June 30, 2022 and June 30, 2021, the Company repurchased 222,000 shares at an average share price of $88.12, 1,576,952 shares at an average share price of $102.06, and 480,000 shares at an average share price of $89.95, respectively. The Company’s accounting policy is to record the portion of share repurchases in excess of the par value entirely in retained earnings. During fiscal year 2023, 2022 and 2021, the amounts within the Consolidated Statements of Shareholders’ Equity for the surrender and retirement of stock to exercise options due to net settlement stock options exercises were $28.9 million, $23.5 million, and $19.3 million, respectively.70 Table of Contents Table of Contents Table of Contents ​The following table summarizes the cash paid for amounts included in the measurement of operating lease liabilities and right of use assets obtained in exchange for new operating lease liabilities for the year ended June 30, 2023 (in thousands):​​​​​​​Year ended ​​June 30, ​ 2023Cash amounts paid on operating lease liabilities(1)​$ 14,934​​​​Right of use assets obtained in exchange for lease liabilities​$ 48,103(1)Total cash paid for the Company’s operating leases during the year ended June 30, 2023 include cash amounts paid on operating lease liabilities and variable lease expenses. Cash flow impacts from right of use assets and lease liabilities are presented net on the cash flow statement in changes in other operating activity.The following table summarizes payments by date for the Company’s operating leases, which is then reconciled to our total lease obligation (in thousands):​​​​​ June 30, 2023​​Operating​​Leases2024​$ 15,1672025​ 14,9572026​ 15,0972027​ 12,4842028​ 12,482Thereafter​ 59,715Total​$ 129,902Less: Amounts representing interest​ 24,937Total lease obligations​$ 104,965​Certain leases include one or more options to renew, with terms that extend the lease term up to five years. The Company includes option to renew the lease as part of the right of use lease asset and liability when it is reasonably certain the Company will exercise the option. In addition, certain leases contain fair value purchase and termination options with an associated penalty. In general, the Company is not reasonably certain to exercise such options.Note 8. Supplemental Equity and Accumulated Other Comprehensive Income (loss) Information:EquityThe Company has declared cash dividends per share of $0.32 in each of the full fiscal years ended June 30, 2023, June 30, 2022, and June 30, 2021. During the years ended June 30, 2023, June 30, 2022 and June 30, 2021, the Company repurchased 222,000 shares at an average share price of $88.12, 1,576,952 shares at an average share price of $102.06, and 480,000 shares at an average share price of $89.95, respectively. The Company’s accounting policy is to record the portion of share repurchases in excess of the par value entirely in retained earnings. During fiscal year 2023, 2022 and 2021, the amounts within the Consolidated Statements of Shareholders’ Equity for the surrender and retirement of stock to exercise options due to net settlement stock options exercises were $28.9 million, $23.5 million, and $19.3 million, respectively. ​ The following table summarizes the cash paid for amounts included in the measurement of operating lease liabilities and right of use assets obtained in exchange for new operating lease liabilities for the year ended June 30, 2023 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended ​ ​ June 30, ​ 2023 Cash amounts paid on operating lease liabilities(1) ​ $ 14,934 ​ ​ ​ ​ Right of use assets obtained in exchange for lease liabilities ​ $ 48,103 The following table summarizes payments by date for the Company’s operating leases, which is then reconciled to our total lease obligation (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2023 ​ ​ Operating ​ ​ Leases 2024 ​ $ 15,167 2025 ​ 14,957 2026 ​ 15,097 2027 ​ 12,484 2028 ​ 12,482 Thereafter ​ 59,715 Total ​ $ 129,902 Less: Amounts representing interest ​ 24,937 Total lease obligations ​ $ 104,965 ​ Certain leases include one or more options to renew, with terms that extend the lease term up to five years. The Company includes option to renew the lease as part of the right of use lease asset and liability when it is reasonably certain the Company will exercise the option. In addition, certain leases contain fair value purchase and termination options with an associated penalty. In general, the Company is not reasonably certain to exercise such options."
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Note 8. Supplemental Equity and Accumulated Other Comprehensive Income (loss) Information:",
      "prior_body": "Equity The Company has declared cash dividends per share of $0.32 in each of the full fiscal years ended June 30, 2023, June 30, 2022, and June 30, 2021. During the years ended June 30, 2023, June 30, 2022 and June 30, 2021, the Company repurchased 222,000 shares at an average share price of $88.12, 1,576,952 shares at an average share price of $102.06, and 480,000 shares at an average share price of $89.95, respectively. The Company’s accounting policy is to record the portion of share repurchases in excess of the par value entirely in retained earnings. During fiscal year 2023, 2022 and 2021, the amounts within the Consolidated Statements of Shareholders’ Equity for the surrender and retirement of stock to exercise options due to net settlement stock options exercises were $28.9 million, $23.5 million, and $19.3 million, respectively. 70 70 Table of ContentsAccumulated Other Comprehensive Income (loss)Changes in accumulated other comprehensive income (loss) attributable to Bio-Techne, net of tax, are summarized as follows (in thousands):​​​​​​​​​​​​​Unrealized​​​​​​​​Gains​Foreign ​​​​​(Losses) on​Currency​​​​​Derivative​Translation ​​​​ Instruments Adjustments TotalBalance June 30, 2020(3)​$ (13,253)​$ (83,946)​$ (97,199)Other comprehensive income (loss) before reclassifications​ 100​ 32,848​ 32,948Reclassification from loss on derivatives to interest expense, net of taxes(1)​​ 6,960​ —​​ 6,960Balance June 30, 2021(3)​$ (6,193)​$ (51,098)​$ (57,291)Other comprehensive income (loss) before reclassifications, net of taxes, attributable to Bio-Techne(2)​ 9,403​ (32,171)​ (22,768)Reclassification from loss on derivatives to interest expense, net of taxes, attributable to Bio-Techne(1)​ 4,859​​ —​ 4,859Balance as of June 30, 2022​$ 8,069​$ (83,269)​$ (75,200)Other comprehensive income (loss) before reclassifications, net of taxes, attributable to Bio-Techne(2)​ 8,246​ 4,191​ 12,437Reclassification from (gain) loss on derivatives to interest expense, net of taxes, attributable to Bio-Techne(1)​ (3,453)​​ —​​ (3,453)Reclassification of cumulative translation adjustment for Eminence to non-operating income, net of taxes, attributable to Bio-Techne​​ —​​ 152​​ 152Balance as of June 30, 2023(2)​$ 12,862​$ (78,926)​$ (66,064)(1)Gains (losses) on the interest swap will be reclassified into interest expense as payments on the derivative agreement are made. The Company reclassified $4,526 to interest income and recorded a related tax expense of $1,073 during fiscal 2023. The Company reclassified $6,352 to interest expense and recorded a related tax benefit of $1,493 during fiscal 2022. The Company reclassified $8,598 to interest expense and $512 to non-operating income relating to variable interest payments that were probable not to occur for the fiscal year ended June 30, 2021. The Company also recorded a related tax benefit of $2,150 during fiscal 2021.​(2)Other comprehensive income related to foreign currency translation adjustments in the table above includes the amount attributable to Bio-Techne and excludes the $33 and $70 attributable to the non-controlling interest in Eminence as of June 30, 2023, and June 30, 2022, respectively. (3)The Company had a net deferred tax liability of $3,995 and $2,480 as of June 30, 2023, and June 30, 2022, respectively, and a net deferred tax benefit of $1,908 as of June 30, 2021. 71 Table of Contents Table of Contents Table of Contents Accumulated Other Comprehensive Income (loss)Changes in accumulated other comprehensive income (loss) attributable to Bio-Techne, net of tax, are summarized as follows (in thousands):​​​​​​​​​​​​​Unrealized​​​​​​​​Gains​Foreign ​​​​​(Losses) on​Currency​​​​​Derivative​Translation ​​​​ Instruments Adjustments TotalBalance June 30, 2020(3)​$ (13,253)​$ (83,946)​$ (97,199)Other comprehensive income (loss) before reclassifications​ 100​ 32,848​ 32,948Reclassification from loss on derivatives to interest expense, net of taxes(1)​​ 6,960​ —​​ 6,960Balance June 30, 2021(3)​$ (6,193)​$ (51,098)​$ (57,291)Other comprehensive income (loss) before reclassifications, net of taxes, attributable to Bio-Techne(2)​ 9,403​ (32,171)​ (22,768)Reclassification from loss on derivatives to interest expense, net of taxes, attributable to Bio-Techne(1)​ 4,859​​ —​ 4,859Balance as of June 30, 2022​$ 8,069​$ (83,269)​$ (75,200)Other comprehensive income (loss) before reclassifications, net of taxes, attributable to Bio-Techne(2)​ 8,246​ 4,191​ 12,437Reclassification from (gain) loss on derivatives to interest expense, net of taxes, attributable to Bio-Techne(1)​ (3,453)​​ —​​ (3,453)Reclassification of cumulative translation adjustment for Eminence to non-operating income, net of taxes, attributable to Bio-Techne​​ —​​ 152​​ 152Balance as of June 30, 2023(2)​$ 12,862​$ (78,926)​$ (66,064)(1)Gains (losses) on the interest swap will be reclassified into interest expense as payments on the derivative agreement are made. The Company reclassified $4,526 to interest income and recorded a related tax expense of $1,073 during fiscal 2023. The Company reclassified $6,352 to interest expense and recorded a related tax benefit of $1,493 during fiscal 2022. The Company reclassified $8,598 to interest expense and $512 to non-operating income relating to variable interest payments that were probable not to occur for the fiscal year ended June 30, 2021. The Company also recorded a related tax benefit of $2,150 during fiscal 2021.​(2)Other comprehensive income related to foreign currency translation adjustments in the table above includes the amount attributable to Bio-Techne and excludes the $33 and $70 attributable to the non-controlling interest in Eminence as of June 30, 2023, and June 30, 2022, respectively. (3)The Company had a net deferred tax liability of $3,995 and $2,480 as of June 30, 2023, and June 30, 2022, respectively, and a net deferred tax benefit of $1,908 as of June 30, 2021. Accumulated Other Comprehensive Income (loss) Changes in accumulated other comprehensive income (loss) attributable to Bio-Techne, net of tax, are summarized as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unrealized ​ ​ ​ ​ ​ ​ ​ ​ Gains ​ Foreign ​ ​ ​ ​ ​ (Losses) on ​ Currency ​ ​ ​ ​ ​ Derivative ​ Translation ​ ​ ​ ​ Instruments Adjustments Total Balance June 30, 2020(3) ​ $ (13,253) ​ $ (83,946) ​ $ (97,199) Other comprehensive income (loss) before reclassifications ​ 100 ​ 32,848 ​ 32,948 Reclassification from loss on derivatives to interest expense, net of taxes(1) ​ ​ 6,960 ​ — ​ ​ 6,960 Balance June 30, 2021(3) ​ $ (6,193) ​ $ (51,098) ​ $ (57,291) Other comprehensive income (loss) before reclassifications, net of taxes, attributable to Bio-Techne(2) ​ 9,403 ​ (32,171) ​ (22,768) Reclassification from loss on derivatives to interest expense, net of taxes, attributable to Bio-Techne(1) ​ 4,859 ​ ​ — ​ 4,859 Balance as of June 30, 2022 ​ $ 8,069 ​ $ (83,269) ​ $ (75,200) Other comprehensive income (loss) before reclassifications, net of taxes, attributable to Bio-Techne(2) ​ 8,246 ​ 4,191 ​ 12,437 Reclassification from (gain) loss on derivatives to interest expense, net of taxes, attributable to Bio-Techne(1) ​ (3,453) ​ ​ — ​ ​ (3,453) Reclassification of cumulative translation adjustment for Eminence to non-operating income, net of taxes, attributable to Bio-Techne ​ ​ — ​ ​ 152 ​ ​ 152 Balance as of June 30, 2023(2) ​ $ 12,862 ​ $ (78,926) ​ $ (66,064) ​ 71 71 Table of ContentsNote 9. Earnings Per Share:The following table reflects the calculation of basic and diluted earnings per share (in thousands, except per share amounts):​​​​​​​​​​​ ​​​​​​​​​​Year Ended June 30, ​ 2023 2022 2021Earnings per share – basic:​​​​​​​​​Net earnings, including noncontrolling interest​​ 285,442 ​ 263,099 ​ 139,585Less net earnings (loss) attributable to noncontrolling interest​​ 179 ​ (8,952) ​ (825)Net earnings attributable to Bio-Techne​$ 285,263​$ 272,051​$ 140,410Income allocated to participating securities​ (70)​ (121)​ (86)Income available to common shareholders​$ 285,193​$ 271,930​$ 140,324Weighted-average shares outstanding – basic​ 157,179​ 156,874​ 154,986Earnings per share – basic​$ 1.81​$ 1.73​$ 0.91 ​​​​​​​​​​Earnings per share – diluted:​ ​ ​ Net earnings, including noncontrolling interest​$ 285,442​$ 263,099​$ 139,585Less net earnings (loss) attributable to noncontrolling interest​​ 179​​ (8,952)​​ (825)Net earnings attributable to Bio-Techne​​ 285,263​​ 272,051​​ 140,410Income allocated to participating securities​ (70)​ (121)​ (86)Income available to common shareholders​$ 285,193​$ 271,930​$ 140,324Weighted-average shares outstanding – basic​ 157,179​ 156,874​ 154,986Dilutive effect of stock options and restricted stock units​ 4,676​ 7,240​ 6,946Weighted-average common shares outstanding – diluted​ 161,855​ 164,114​ 161,932Earnings per share – diluted​$ 1.76​$ 1.66​$ 0.87​Basic net income per common share is calculated based on the weighted average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted average number of common and potentially dilutive common shares outstanding during the period. Potentially dilutive common shares of our stock result from dilutive common stock options and restricted stock units. We use the treasury stock method to calculate the weighted-average shares used in the diluted earnings per share computation. Under the treasury stock method, the proceeds from exercise of an option, the amount of compensation cost, if any, for future service that we have not yet recognized, and the amount of estimated tax benefits that would be recorded in paid-in capital, if any, when the option is exercised are assumed to be used to repurchase shares in the current period.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 4.5 million, 2.8 million, and 2.4 million for the fiscal years ended June 30, 2023, 2022 and 2021, respectively.​72 Table of Contents Table of Contents Table of Contents Note 9. Earnings Per Share:The following table reflects the calculation of basic and diluted earnings per share (in thousands, except per share amounts):​​​​​​​​​​​ ​​​​​​​​​​Year Ended June 30, ​ 2023 2022 2021Earnings per share – basic:​​​​​​​​​Net earnings, including noncontrolling interest​​ 285,442 ​ 263,099 ​ 139,585Less net earnings (loss) attributable to noncontrolling interest​​ 179 ​ (8,952) ​ (825)Net earnings attributable to Bio-Techne​$ 285,263​$ 272,051​$ 140,410Income allocated to participating securities​ (70)​ (121)​ (86)Income available to common shareholders​$ 285,193​$ 271,930​$ 140,324Weighted-average shares outstanding – basic​ 157,179​ 156,874​ 154,986Earnings per share – basic​$ 1.81​$ 1.73​$ 0.91 ​​​​​​​​​​Earnings per share – diluted:​ ​ ​ Net earnings, including noncontrolling interest​$ 285,442​$ 263,099​$ 139,585Less net earnings (loss) attributable to noncontrolling interest​​ 179​​ (8,952)​​ (825)Net earnings attributable to Bio-Techne​​ 285,263​​ 272,051​​ 140,410Income allocated to participating securities​ (70)​ (121)​ (86)Income available to common shareholders​$ 285,193​$ 271,930​$ 140,324Weighted-average shares outstanding – basic​ 157,179​ 156,874​ 154,986Dilutive effect of stock options and restricted stock units​ 4,676​ 7,240​ 6,946Weighted-average common shares outstanding – diluted​ 161,855​ 164,114​ 161,932Earnings per share – diluted​$ 1.76​$ 1.66​$ 0.87​Basic net income per common share is calculated based on the weighted average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted average number of common and potentially dilutive common shares outstanding during the period. Potentially dilutive common shares of our stock result from dilutive common stock options and restricted stock units. We use the treasury stock method to calculate the weighted-average shares used in the diluted earnings per share computation. Under the treasury stock method, the proceeds from exercise of an option, the amount of compensation cost, if any, for future service that we have not yet recognized, and the amount of estimated tax benefits that would be recorded in paid-in capital, if any, when the option is exercised are assumed to be used to repurchase shares in the current period.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 4.5 million, 2.8 million, and 2.4 million for the fiscal years ended June 30, 2023, 2022 and 2021, respectively.​"
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Note 9. Earnings Per Share:",
      "prior_body": "The following table reflects the calculation of basic and diluted earnings per share (in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "REMOVED",
      "current_title": null,
      "prior_title": "Year Ended June 30,",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "ABOUT MARKET RISK",
      "prior_title": "ABOUT MARKET RISK",
      "similarity_score": 0.917,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"Approximately 31% of the Company’s consolidated net sales in fiscal 2024 were made in foreign currencies, including 14% in euro, 4% in British pound sterling, 6% in Chinese yuan, 3% in Canadian dollars, 1% in Swiss francs, and the remaining 3% in other currencies.\"",
        "Reworded sentence: \"Month-end exchange rates between the euro, British pound sterling, Chinese yuan, Canadian dollar, Swiss franc and the U.S.\""
      ],
      "current_body": "The Company operates internationally, and thus is subject to potentially adverse movements in foreign currency exchange rates. Approximately 31% of the Company’s consolidated net sales in fiscal 2024 were made in foreign currencies, including 14% in euro, 4% in British pound sterling, 6% in Chinese yuan, 3% in Canadian dollars, 1% in Swiss francs, and the remaining 3% in other currencies. The Company is exposed to market risk primarily from foreign exchange rate fluctuations of the euro, British pound sterling, Chinese yuan, Canadian dollar, and Swiss franc 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 exchange rates between the euro, British pound sterling, Chinese yuan, Canadian dollar, Swiss franc and the U.S. dollar, which have not been weighted for actual sales volume in the applicable months in the periods, were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "The Company operates internationally, and thus is subject to potentially adverse movements in foreign currency exchange rates. Approximately 37% of the Company’s consolidated net sales in fiscal 2023 were made in foreign currencies, including 13% in euro, 5% in British pound sterling, 6% in Chinese yuan, 3% in Canadian dollars, and the remaining 10% in other currencies. The Company is exposed to market risk primarily from foreign exchange rate fluctuations of the euro, British pound sterling, Chinese yuan and Canadian dollar 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 exchange rates between the euro, British pound sterling, Chinese yuan, Canadian dollar and the U.S. dollar, which have not been weighted for actual sales volume in the applicable months in the periods, were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Note 4. Acquisitions:",
      "prior_title": "Note 4. Acquisitions:",
      "similarity_score": 0.905,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"Fiscal year 2024 Acquisitions ​ Lunaphore Technologies SA.\"",
        "Reworded sentence: \"(“Namocell”) for $101.2 million, net of cash acquired, plus contingent consideration of up to $25 million upon the achievement of certain future revenue thresholds.\"",
        "Reworded sentence: \"The allocation of purchase price consideration related to Namocell was completed in the fourth quarter of fiscal 2023.\"",
        "Reworded sentence: \"The fair values of the assets acquired and liabilities assumed as of the acquisition date and the updated final amounts as of June 30, 2023 are as follows (in thousands):​​​​​​ ​​​Namocell IncCurrent assets, net of cash​$ 3,248Equipment and other long-term assets​ 405Intangible assets:​ Developed technology​ 73,900Trade name​ 700Customer relationships​ 900Non-competition agreement​​ 100Goodwill​ 51,257Total assets acquired​ 130,510​​​​Liabilities​ 546Deferred income taxes, net​ 18,180Net assets acquired​$ 111,784​​​​Cash paid, net of cash acquired​ 101,184Additional consideration​ 10,600Net assets acquired​$ 111,784​Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management's assessment.\"",
        "Reworded sentence: \"Amortization expense related to customer relationships is reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive 68 Table of Contents Table of Contents Table of Contents selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income.\""
      ],
      "current_body": "We periodically complete business combinations that align with our business strategy. Acquisitions are accounted for using the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at fair value as of the acquisition date and that the results of operations of each acquired business be included in our consolidated statements of comprehensive income from their respective dates of acquisitions. Acquisition costs are recorded in selling, general and administrative expenses as incurred. Fiscal year 2024 Acquisitions ​ Lunaphore Technologies SA. ​ On July 7, 2023, the Company acquired all of the ownership interests of Lunaphore Technologies SA (“Lunaphore”) for $169.7 million, in a cash-free, debt-free acquisition. Lunaphore is a leading developer of fully automated spatial biology solutions. The Lunaphore acquisition adds spatial biology instruments to Bio-Techne’s portfolio to accelerate our leadership position in translational and clinical research markets. The transaction was accounted for in accordance with ASC 805, Business Combinations. The goodwill recorded as a result of the acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration. The goodwill is not deductible for income tax purposes. The business became part of the Diagnostics and Genomics operating segment in the first quarter of fiscal year 2024. ​ The allocation of purchase price consideration related to Lunaphore was completed in the fourth quarter of fiscal 2024. Net sales and operating loss of this business included in Bio-Techne's consolidated results of operations for the year ended June 30, 2024 were approximately $14.3 million and $24.0 million, respectively. The fair values of the assets acquired and liabilities assumed as of the acquisition date and the updated final amounts as of June 30, 2024 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preliminary allocation at acquisition date ​ Adjustments to fair value ​ Final allocation at June 30, 2024 Current assets $ 12,512 ​ $ (357) ​ $ 12,155 Equipment and other long-term assets 1,470 ​ ​ ​ ​ 1,470 Intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ Developed technologies 60,300 ​ ​ ​ ​ 60,300 Tradenames 4,900 ​ ​ ​ ​ 4,900 Customer relationships 1,200 ​ ​ ​ ​ 1,200 Goodwill 102,560 ​ ​ 2,090 ​ 104,650 Total assets acquired 182,942 ​ ​ 1,733 ​ 184,675 ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities 7,096 ​ ​ ​ ​ 7,096 Deferred income taxes, net 5,768 ​ ​ 2,104 ​ 7,872 Net assets acquired $ 170,078 ​ $ (371) ​ $ 169,707 ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash paid 166,426 ​ ​ 3,281 ​ 169,707 Estimated Net Working Capital ​ 3,652 ​ ​ (3,652) ​ ​ — Net assets acquired $ 170,078 ​ $ (371) ​ $ 169,707 ​ Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management's assessment. The purchase price allocated to developed technology and customer relationships was based on management’s forecasted cash inflows and outflows and using a multiperiod excess earnings method to calculate the fair value of assets purchased. The purchase price allocated to trade names was based on management's forecasted cash inflows and outflows and using a relief from royalty method. The amount recorded for developed technology is being amortized with the expense reflected in cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 14 years. Amortization expense related to customer relationships is reflected in 67 67 Table of Contentsselling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 8 years. The amount recorded for trade names is being amortized with the expense reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for trade names ranges from 4 years to 8 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the preliminary calculation of acquired net operating losses.Fiscal year 2023 AcquisitionsNamocell, Inc. On July 1, 2022, the Company acquired all of the ownership interests of Namocell, Inc. (“Namocell”) for $101.2 million, net of cash acquired, plus contingent consideration of up to $25 million upon the achievement of certain future revenue thresholds. The Namocell acquisition adds easy-to-use single cell sorting and dispensing platforms that are gentle to cells and preserve cell viability and integrity. The transaction was accounted for in accordance with ASC 805, Business Combinations. The goodwill recorded as a result of the acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration. The goodwill is not deductible for income tax purposes. The business became part of the Protein Sciences operating segment in the first quarter of fiscal year 2023. The allocation of purchase price consideration related to Namocell was completed in the fourth quarter of fiscal 2023. Net sales and operating loss of this business included in Bio-Techne's consolidated results of operations for the twelve months ended June 30, 2023 were approximately $6.4 million and $9.3 million, respectively. The fair values of the assets acquired and liabilities assumed as of the acquisition date and the updated final amounts as of June 30, 2023 are as follows (in thousands):​​​​​​ ​​​Namocell IncCurrent assets, net of cash​$ 3,248Equipment and other long-term assets​ 405Intangible assets:​ Developed technology​ 73,900Trade name​ 700Customer relationships​ 900Non-competition agreement​​ 100Goodwill​ 51,257Total assets acquired​ 130,510​​​​Liabilities​ 546Deferred income taxes, net​ 18,180Net assets acquired​$ 111,784​​​​Cash paid, net of cash acquired​ 101,184Additional consideration​ 10,600Net assets acquired​$ 111,784​Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management's assessment. The purchase price allocated to developed technology was based on management’s forecasted cash inflows and outflows and using a relief from royalty method to calculate the fair value of assets purchased. The purchase price allocated to customer relationships and trade names was based on management's forecasted cash inflows and outflows and using a multiperiod excess earnings method. The amount recorded for developed technology is being amortized with the expense reflected in Cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 13 years. Amortization expense related to customer relationships is reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive 68 Table of Contents Table of Contents Table of Contents selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 8 years. The amount recorded for trade names is being amortized with the expense reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for trade names ranges from 4 years to 8 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the preliminary calculation of acquired net operating losses.Fiscal year 2023 AcquisitionsNamocell, Inc. On July 1, 2022, the Company acquired all of the ownership interests of Namocell, Inc. (“Namocell”) for $101.2 million, net of cash acquired, plus contingent consideration of up to $25 million upon the achievement of certain future revenue thresholds. The Namocell acquisition adds easy-to-use single cell sorting and dispensing platforms that are gentle to cells and preserve cell viability and integrity. The transaction was accounted for in accordance with ASC 805, Business Combinations. The goodwill recorded as a result of the acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration. The goodwill is not deductible for income tax purposes. The business became part of the Protein Sciences operating segment in the first quarter of fiscal year 2023. The allocation of purchase price consideration related to Namocell was completed in the fourth quarter of fiscal 2023. Net sales and operating loss of this business included in Bio-Techne's consolidated results of operations for the twelve months ended June 30, 2023 were approximately $6.4 million and $9.3 million, respectively. The fair values of the assets acquired and liabilities assumed as of the acquisition date and the updated final amounts as of June 30, 2023 are as follows (in thousands):​​​​​​ ​​​Namocell IncCurrent assets, net of cash​$ 3,248Equipment and other long-term assets​ 405Intangible assets:​ Developed technology​ 73,900Trade name​ 700Customer relationships​ 900Non-competition agreement​​ 100Goodwill​ 51,257Total assets acquired​ 130,510​​​​Liabilities​ 546Deferred income taxes, net​ 18,180Net assets acquired​$ 111,784​​​​Cash paid, net of cash acquired​ 101,184Additional consideration​ 10,600Net assets acquired​$ 111,784​Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management's assessment. The purchase price allocated to developed technology was based on management’s forecasted cash inflows and outflows and using a relief from royalty method to calculate the fair value of assets purchased. The purchase price allocated to customer relationships and trade names was based on management's forecasted cash inflows and outflows and using a multiperiod excess earnings method. The amount recorded for developed technology is being amortized with the expense reflected in Cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 13 years. Amortization expense related to customer relationships is reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 8 years. The amount recorded for trade names is being amortized with the expense reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for trade names ranges from 4 years to 8 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the preliminary calculation of acquired net operating losses. Fiscal year 2023 Acquisitions Namocell, Inc. On July 1, 2022, the Company acquired all of the ownership interests of Namocell, Inc. (“Namocell”) for $101.2 million, net of cash acquired, plus contingent consideration of up to $25 million upon the achievement of certain future revenue thresholds. The Namocell acquisition adds easy-to-use single cell sorting and dispensing platforms that are gentle to cells and preserve cell viability and integrity. The transaction was accounted for in accordance with ASC 805, Business Combinations. The goodwill recorded as a result of the acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration. The goodwill is not deductible for income tax purposes. The business became part of the Protein Sciences operating segment in the first quarter of fiscal year 2023. The allocation of purchase price consideration related to Namocell was completed in the fourth quarter of fiscal 2023. Net sales and operating loss of this business included in Bio-Techne's consolidated results of operations for the twelve months ended June 30, 2023 were approximately $6.4 million and $9.3 million, respectively. The fair values of the assets acquired and liabilities assumed as of the acquisition date and the updated final amounts as of June 30, 2023 are as follows (in thousands): Net sales and operating loss of this business included in Bio-Techne's consolidated results of operations for the twelve months ended June 30, 2023 were approximately $6.4 million and $9.3 million, respectively. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Namocell Inc Current assets, net of cash ​ $ 3,248 Equipment and other long-term assets ​ 405 Intangible assets: ​ Developed technology ​ 73,900 Trade name ​ 700 Customer relationships ​ 900 Non-competition agreement ​ ​ 100 Goodwill ​ 51,257 Total assets acquired ​ 130,510 ​ ​ ​ ​ Liabilities ​ 546 Deferred income taxes, net ​ 18,180 Net assets acquired ​ $ 111,784 ​ ​ ​ ​ Cash paid, net of cash acquired ​ 101,184 Additional consideration ​ 10,600 Net assets acquired ​ $ 111,784 ​ Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management's assessment. The purchase price allocated to developed technology was based on management’s forecasted cash inflows and outflows and using a relief from royalty method to calculate the fair value of assets purchased. The purchase price allocated to customer relationships and trade names was based on management's forecasted cash inflows and outflows and using a multiperiod excess earnings method. The amount recorded for developed technology is being amortized with the expense reflected in Cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 13 years. Amortization expense related to customer relationships is reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive 68 68 Table of ContentsIncome. The amortization period for customer relationships is estimated to be 4 years. The amount recorded for trade names and the non-competition agreement is being amortized with the expense reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for both trade names and the non-competition agreement is estimated to be 3 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the preliminary calculation of acquired net operating losses.There were no acquisitions in fiscal 2022.​Note 5. Fair Value Measurements:The Company’s financial instruments include cash and cash equivalents, available for sale investments, accounts receivable, accounts payable, contingent consideration obligations, derivative instruments, and long-term debt.Fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. This standard also establishes a hierarchy for inputs used in measuring fair value. This standard maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability based on market data obtained from independent sources. Unobservable inputs are inputs that reflect our assumptions about the factors market participants would use in valuing the asset or liability based upon the best information available in the circumstances.The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy is broken down into three levels. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable for the asset or liability and their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. Level 3 may also include certain investment securities for which there is limited market activity or a decrease in the observability of market pricing for the investments, such that the determination of fair value requires significant judgment or estimation.69 Table of Contents Table of Contents Table of Contents Income. The amortization period for customer relationships is estimated to be 4 years. The amount recorded for trade names and the non-competition agreement is being amortized with the expense reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for both trade names and the non-competition agreement is estimated to be 3 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the preliminary calculation of acquired net operating losses.There were no acquisitions in fiscal 2022.​Note 5. Fair Value Measurements:The Company’s financial instruments include cash and cash equivalents, available for sale investments, accounts receivable, accounts payable, contingent consideration obligations, derivative instruments, and long-term debt.Fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. This standard also establishes a hierarchy for inputs used in measuring fair value. This standard maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability based on market data obtained from independent sources. Unobservable inputs are inputs that reflect our assumptions about the factors market participants would use in valuing the asset or liability based upon the best information available in the circumstances.The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy is broken down into three levels. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable for the asset or liability and their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. Level 3 may also include certain investment securities for which there is limited market activity or a decrease in the observability of market pricing for the investments, such that the determination of fair value requires significant judgment or estimation. Income. The amortization period for customer relationships is estimated to be 4 years. The amount recorded for trade names and the non-competition agreement is being amortized with the expense reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for both trade names and the non-competition agreement is estimated to be 3 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the preliminary calculation of acquired net operating losses. There were no acquisitions in fiscal 2022. ​",
      "prior_body": "We periodically complete business combinations that align with our business strategy. Acquisitions are accounted for using the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at fair value as of the acquisition date and that the results of operations of each acquired business be included in our consolidated statements of comprehensive income from their respective dates of acquisitions. Acquisition costs are recorded in selling, general and administrative expenses as incurred. Fiscal year 2023 Acquisitions Namocell, Inc. On July 1, 2022, the Company acquired all of the ownership interests of Namocell, Inc. for $101.2 million, net of cash acquired, plus contingent consideration of up to $25 million upon the achievement of certain future revenue thresholds. The Namocell acquisition adds easy-to-use single cell sorting and dispensing platforms that are gentle to cells and preserve cell viability and integrity. The transaction was accounted for in accordance with ASC 805, Business Combinations. The goodwill recorded as a result of the acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration. The goodwill is not deductible for income tax purposes. The business became part of the Protein Sciences operating segment in the first quarter of fiscal year 2023. The allocation of purchase price consideration related to Namocell, Inc was completed in the fourth quarter of fiscal 2023. Net sales and operating loss of this business included in Bio-Techne's consolidated results of operations for the twelve months ended June 30, 2023 were approximately $6.4 million and $9.3 million, respectively. The fair values of the assets acquired and liabilities assumed as of the acquisition date and the updated final amounts as of June 30, 2023 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Preliminary allocation at acquisition date ​ Adjustments to fair value ​ Final allocation at June 30, 2023 Current assets, net of cash $ 3,248 ​ $ ​ ​ $ 3,248 Equipment and other long-term assets 405 ​ ​ ​ ​ 405 Intangible assets: ​ ​ ​ ​ ​ ​ ​ ​ Developed technologies 73,900 ​ ​ ​ ​ 73,900 Tradenames 700 ​ ​ ​ ​ 700 Customer relationships 900 ​ ​ ​ ​ 900 Non-competition agreement 100 ​ ​ ​ ​ 100 Goodwill 51,051 ​ ​ 206 ​ 51,257 Total assets acquired 130,304 ​ ​ 206 ​ 130,510 ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities 546 ​ ​ ​ ​ 546 Deferred income taxes, net 17,974 ​ ​ 206 ​ 18,180 Net assets acquired $ 111,784 ​ $ — ​ $ 111,784 ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash paid, net of cash acquired 101,184 ​ ​ ​ ​ 101,184 Contingent consideration payable 10,600 ​ ​ ​ ​ 10,600 Net assets acquired $ 111,784 ​ $ — ​ $ 111,784 ​ Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management's preliminary assessment. The purchase price allocated to developed technology was based on management’s preliminary forecasted cash inflows and outflows and using a relief from royalty method to calculate the fair value of assets purchased. The purchase price allocated to customer relationships and trade names was based on management's preliminary forecasted 62 62 Table of Contentscash inflows and outflows and using a multiperiod excess earnings method. The amount recorded for developed technology is being amortized with the expense reflected in Cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 13 years. Amortization expense related to customer relationships is reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 4 years. The amount recorded for trade names and the non-competition agreement is being amortized with the expense reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for both trade names and the non-competition agreement is estimated to be 3 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the preliminary calculation of acquired net operating losses.There were no acquisitions in fiscal 2022.Fiscal year 2021 AcquisitionsEminence BiotechnologyOn October 20, 2020, the Company acquired 47.6% of the outstanding equity shares of Eminence for approximately $9.8 million, net of cash acquired. The fair value of the noncontrolling interest of $9.0 million included in the consolidated balance sheet was a non-cash activity within the statement of cash flows. Eminence is considered a variable interest entity as it is an early stage biotechnology company that required additional funding through a subsequent equity investment, which was used to fund Eminence’s expansion and GMP manufacturing capabilities within China. On April 2, 2021, the Company invested approximately $6 million of additional funding into Eminence, increasing our percentage of outstanding equity shares to 57.4%. The Company was considered the primary beneficiary at the time of initial acquisition given the Company was the largest shareholder coupled with its ability to exercise significant influence over the entity. As Eminence met the criteria for consolidation, the transaction was accounted for in accordance with ASC 805, Business Combinations. In applying ASC 805 to the transaction, the Company has elected to include Eminence in our consolidated financial statements on a one month lag.The goodwill recorded as result of the acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration. The fair value of the noncontrolling interest in Eminence was calculated utilizing cash flow projections discounted to the acquisition date and control premiums calculated using market data. Acquired goodwill is not deductible for income tax purposes. The business became part of the Protein Sciences reportable segment in the second quarter of fiscal year 2021. Purchase accounting was finalized during fiscal 2021.63 Table of Contents Table of Contents Table of Contents cash inflows and outflows and using a multiperiod excess earnings method. The amount recorded for developed technology is being amortized with the expense reflected in Cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 13 years. Amortization expense related to customer relationships is reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 4 years. The amount recorded for trade names and the non-competition agreement is being amortized with the expense reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for both trade names and the non-competition agreement is estimated to be 3 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the preliminary calculation of acquired net operating losses.There were no acquisitions in fiscal 2022.Fiscal year 2021 AcquisitionsEminence BiotechnologyOn October 20, 2020, the Company acquired 47.6% of the outstanding equity shares of Eminence for approximately $9.8 million, net of cash acquired. The fair value of the noncontrolling interest of $9.0 million included in the consolidated balance sheet was a non-cash activity within the statement of cash flows. Eminence is considered a variable interest entity as it is an early stage biotechnology company that required additional funding through a subsequent equity investment, which was used to fund Eminence’s expansion and GMP manufacturing capabilities within China. On April 2, 2021, the Company invested approximately $6 million of additional funding into Eminence, increasing our percentage of outstanding equity shares to 57.4%. The Company was considered the primary beneficiary at the time of initial acquisition given the Company was the largest shareholder coupled with its ability to exercise significant influence over the entity. As Eminence met the criteria for consolidation, the transaction was accounted for in accordance with ASC 805, Business Combinations. In applying ASC 805 to the transaction, the Company has elected to include Eminence in our consolidated financial statements on a one month lag.The goodwill recorded as result of the acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration. The fair value of the noncontrolling interest in Eminence was calculated utilizing cash flow projections discounted to the acquisition date and control premiums calculated using market data. Acquired goodwill is not deductible for income tax purposes. The business became part of the Protein Sciences reportable segment in the second quarter of fiscal year 2021. Purchase accounting was finalized during fiscal 2021. cash inflows and outflows and using a multiperiod excess earnings method. The amount recorded for developed technology is being amortized with the expense reflected in Cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 13 years. Amortization expense related to customer relationships is reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 4 years. The amount recorded for trade names and the non-competition agreement is being amortized with the expense reflected in Selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for both trade names and the non-competition agreement is estimated to be 3 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the preliminary calculation of acquired net operating losses. There were no acquisitions in fiscal 2022. Fiscal year 2021 Acquisitions Eminence Biotechnology On October 20, 2020, the Company acquired 47.6% of the outstanding equity shares of Eminence for approximately $9.8 million, net of cash acquired. The fair value of the noncontrolling interest of $9.0 million included in the consolidated balance sheet was a non-cash activity within the statement of cash flows. Eminence is considered a variable interest entity as it is an early stage biotechnology company that required additional funding through a subsequent equity investment, which was used to fund Eminence’s expansion and GMP manufacturing capabilities within China. On April 2, 2021, the Company invested approximately $6 million of additional funding into Eminence, increasing our percentage of outstanding equity shares to 57.4%. The Company was considered the primary beneficiary at the time of initial acquisition given the Company was the largest shareholder coupled with its ability to exercise significant influence over the entity. As Eminence met the criteria for consolidation, the transaction was accounted for in accordance with ASC 805, Business Combinations. In applying ASC 805 to the transaction, the Company has elected to include Eminence in our consolidated financial statements on a one month lag. The goodwill recorded as result of the acquisition represents the strategic benefits of growing the Company’s product portfolio and the expected revenue growth from increased market penetration. The fair value of the noncontrolling interest in Eminence was calculated utilizing cash flow projections discounted to the acquisition date and control premiums calculated using market data. Acquired goodwill is not deductible for income tax purposes. The business became part of the Protein Sciences reportable segment in the second quarter of fiscal year 2021. Purchase accounting was finalized during fiscal 2021. 63 63 Table of ContentsTangible assets and liabilities acquired were recorded at fair value on the date of close based on management’s assessment. The purchase price allocated to developed technology and customer relationships was based on management’s forecasted cash inflows and outflows and using a multiperiod excess earnings method to calculate the fair value of assets purchased. The amount recorded for developed technology is being amortized with the expense reflected in cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 13 years. Amortization expense related to customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 10 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes offset by the deferred tax asset for the calculation of acquired NOLs.The Company identified a triggering event related to Eminence during the second quarter of fiscal 2022 and further sold our outstanding shares of Eminence in the first quarter of fiscal 2023. Refer to Note 1 for further details relating to the triggering event and related impairment recorded as well as the details of the sale. Asuragen, Inc.On April 6, 2021, the Company acquired all of the ownership interests of Asuragen, Inc. (Asuragen) for approximately $216 million, net of cash acquired, plus contingent consideration of up to $105.0 million, subject to certain revenue thresholds. The goodwill recorded as a result of the acquisition represents the strategic benefits of growing the Company’ product portfolio and the expected revenue growth from increased market penetration. The goodwill is not deductible for income tax purposes. The business became part of the Diagnostics and Genomics operating segment in the fourth quarter of fiscal 2021. Purchase accounting was finalized during fiscal 2022 with an adjustment of $4.4 million to deferred tax amounts and goodwill.Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management's assessment. The purchase price allocated to developed technology, in-process research and development, and customer relationships was based on management's forecasted cash inflows and outflows and using a multiperiod excess earnings method to calculate the fair value of assets purchased. The amount recorded for developed technology is being amortized with the expense reflected in cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 14 years. Amortization expense related to customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 16 years. The amount recorded for trade names and the non-competition agreement is being amortized with the expense reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for trade names and the non-competition agreement is estimated to be 5 years and 3 years, respectively. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the calculation of acquired net operating losses.​64 Table of Contents Table of Contents Table of Contents Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management’s assessment. The purchase price allocated to developed technology and customer relationships was based on management’s forecasted cash inflows and outflows and using a multiperiod excess earnings method to calculate the fair value of assets purchased. The amount recorded for developed technology is being amortized with the expense reflected in cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 13 years. Amortization expense related to customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 10 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes offset by the deferred tax asset for the calculation of acquired NOLs.The Company identified a triggering event related to Eminence during the second quarter of fiscal 2022 and further sold our outstanding shares of Eminence in the first quarter of fiscal 2023. Refer to Note 1 for further details relating to the triggering event and related impairment recorded as well as the details of the sale. Asuragen, Inc.On April 6, 2021, the Company acquired all of the ownership interests of Asuragen, Inc. (Asuragen) for approximately $216 million, net of cash acquired, plus contingent consideration of up to $105.0 million, subject to certain revenue thresholds. The goodwill recorded as a result of the acquisition represents the strategic benefits of growing the Company’ product portfolio and the expected revenue growth from increased market penetration. The goodwill is not deductible for income tax purposes. The business became part of the Diagnostics and Genomics operating segment in the fourth quarter of fiscal 2021. Purchase accounting was finalized during fiscal 2022 with an adjustment of $4.4 million to deferred tax amounts and goodwill.Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management's assessment. The purchase price allocated to developed technology, in-process research and development, and customer relationships was based on management's forecasted cash inflows and outflows and using a multiperiod excess earnings method to calculate the fair value of assets purchased. The amount recorded for developed technology is being amortized with the expense reflected in cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 14 years. Amortization expense related to customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 16 years. The amount recorded for trade names and the non-competition agreement is being amortized with the expense reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for trade names and the non-competition agreement is estimated to be 5 years and 3 years, respectively. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the calculation of acquired net operating losses.​ Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management’s assessment. The purchase price allocated to developed technology and customer relationships was based on management’s forecasted cash inflows and outflows and using a multiperiod excess earnings method to calculate the fair value of assets purchased. The amount recorded for developed technology is being amortized with the expense reflected in cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 13 years. Amortization expense related to customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 10 years. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes offset by the deferred tax asset for the calculation of acquired NOLs. The Company identified a triggering event related to Eminence during the second quarter of fiscal 2022 and further sold our outstanding shares of Eminence in the first quarter of fiscal 2023. Refer to Note 1 for further details relating to the triggering event and related impairment recorded as well as the details of the sale. Asuragen, Inc. On April 6, 2021, the Company acquired all of the ownership interests of Asuragen, Inc. (Asuragen) for approximately $216 million, net of cash acquired, plus contingent consideration of up to $105.0 million, subject to certain revenue thresholds. The goodwill recorded as a result of the acquisition represents the strategic benefits of growing the Company’ product portfolio and the expected revenue growth from increased market penetration. The goodwill is not deductible for income tax purposes. The business became part of the Diagnostics and Genomics operating segment in the fourth quarter of fiscal 2021. Purchase accounting was finalized during fiscal 2022 with an adjustment of $4.4 million to deferred tax amounts and goodwill. Tangible assets and liabilities acquired were recorded at fair value on the date of close based on management's assessment. The purchase price allocated to developed technology, in-process research and development, and customer relationships was based on management's forecasted cash inflows and outflows and using a multiperiod excess earnings method to calculate the fair value of assets purchased. The amount recorded for developed technology is being amortized with the expense reflected in cost of goods sold in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for developed technology is estimated to be 14 years. Amortization expense related to customer relationships is reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for customer relationships is estimated to be 16 years. The amount recorded for trade names and the non-competition agreement is being amortized with the expense reflected in selling, general and administrative expenses in the Consolidated Statement of Earnings and Comprehensive Income. The amortization period for trade names and the non-competition agreement is estimated to be 5 years and 3 years, respectively. The net deferred income tax liability represents the net amount of the estimated future impact of adjustments for costs to be recognized as intangible asset amortization, which is not deductible for income tax purposes, offset by the deferred tax asset for the calculation of acquired net operating losses. ​ 64 64 Table of ContentsThe aggregate purchase price of the acquisitions was allocated to the assets acquired and liabilities assumed based on their fair values as of the acquisition date. The following table summarizes the fair values of the assets acquired and liabilities assumed for the fiscal year 2021 acquisitions (in thousands):​​​​​​​​​​​​Asuragen​EminenceCurrent assets, net of cash$ 10,422​$ 3,145Equipment and other long-term assets 3,762​​ 1,639Intangible assets:​​​​ Developed technology 107,000​​ 6,778In-process research and development 22,700​​ —Customer relationships 11,700​​ 2,133Trade names 2,000​​ —Non-competition agreement 1,000​​ —Goodwill 90,563​​ 7,848Total assets acquired 249,147​​ 21,543​​​​​​Liabilities 4,963​​ 1,436Deferred income taxes, net 10,297​​ 1,357Net assets acquired$ 233,887​$ 18,750​​​​​​Cash paid, net of cash acquired 215,587​​ 9,765Contingent consideration payable 18,300​​ 8,985Net assets acquired$ 233,887​$ 18,750​​Note 5. Fair Value Measurements:The Company’s financial instruments include cash and cash equivalents, available for sale investments, accounts receivable, accounts payable, contingent consideration obligations, derivative instruments, and long-term debt.Fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. This standard also establishes a hierarchy for inputs used in measuring fair value. This standard maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability based on market data obtained from independent sources. Unobservable inputs are inputs that reflect our assumptions about the factors market participants would use in valuing the asset or liability based upon the best information available in the circumstances.The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy is broken down into three levels. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable for the asset or liability and their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. Level 3 may also include certain investment securities for which there is limited market activity or a decrease in the observability of market pricing for the investments, such that the determination of fair value requires significant judgment or estimation.65 Table of Contents Table of Contents Table of Contents The aggregate purchase price of the acquisitions was allocated to the assets acquired and liabilities assumed based on their fair values as of the acquisition date. The following table summarizes the fair values of the assets acquired and liabilities assumed for the fiscal year 2021 acquisitions (in thousands):​​​​​​​​​​​​Asuragen​EminenceCurrent assets, net of cash$ 10,422​$ 3,145Equipment and other long-term assets 3,762​​ 1,639Intangible assets:​​​​ Developed technology 107,000​​ 6,778In-process research and development 22,700​​ —Customer relationships 11,700​​ 2,133Trade names 2,000​​ —Non-competition agreement 1,000​​ —Goodwill 90,563​​ 7,848Total assets acquired 249,147​​ 21,543​​​​​​Liabilities 4,963​​ 1,436Deferred income taxes, net 10,297​​ 1,357Net assets acquired$ 233,887​$ 18,750​​​​​​Cash paid, net of cash acquired 215,587​​ 9,765Contingent consideration payable 18,300​​ 8,985Net assets acquired$ 233,887​$ 18,750​​Note 5. Fair Value Measurements:The Company’s financial instruments include cash and cash equivalents, available for sale investments, accounts receivable, accounts payable, contingent consideration obligations, derivative instruments, and long-term debt.Fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. This standard also establishes a hierarchy for inputs used in measuring fair value. This standard maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability based on market data obtained from independent sources. Unobservable inputs are inputs that reflect our assumptions about the factors market participants would use in valuing the asset or liability based upon the best information available in the circumstances.The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy is broken down into three levels. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable for the asset or liability and their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. Level 3 may also include certain investment securities for which there is limited market activity or a decrease in the observability of market pricing for the investments, such that the determination of fair value requires significant judgment or estimation. The aggregate purchase price of the acquisitions was allocated to the assets acquired and liabilities assumed based on their fair values as of the acquisition date. The following table summarizes the fair values of the assets acquired and liabilities assumed for the fiscal year 2021 acquisitions (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Asuragen ​ Eminence Current assets, net of cash $ 10,422 ​ $ 3,145 Equipment and other long-term assets 3,762 ​ ​ 1,639 Intangible assets: ​ ​ ​ ​ Developed technology 107,000 ​ ​ 6,778 In-process research and development 22,700 ​ ​ — Customer relationships 11,700 ​ ​ 2,133 Trade names 2,000 ​ ​ — Non-competition agreement 1,000 ​ ​ — Goodwill 90,563 ​ ​ 7,848 Total assets acquired 249,147 ​ ​ 21,543 ​ ​ ​ ​ ​ ​ Liabilities 4,963 ​ ​ 1,436 Deferred income taxes, net 10,297 ​ ​ 1,357 Net assets acquired $ 233,887 ​ $ 18,750 ​ ​ ​ ​ ​ ​ Cash paid, net of cash acquired 215,587 ​ ​ 9,765 Contingent consideration payable 18,300 ​ ​ 8,985 Net assets acquired $ 233,887 ​ $ 18,750 ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Stock Performance Graph",
      "prior_title": "Stock Performance Graph",
      "similarity_score": 0.899,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"The comparison assumes $100 was invested on the last trading day before July 1, 2018 in the Company’s common stock and in each of the foregoing indices and assumes reinvestment of dividends.\"",
        "Reworded sentence: \"​ ​ ​ ​ 34 34 Table of ContentsITEM 6.\"",
        "Reworded sentence: \"As disclosed in Note 4, the Company completed the acquisition of Lunaphore for $169.7 million, in a cash-free, debt-free acquisition.\"",
        "Reworded sentence: \"As disclosed in Note 4, the Company completed the acquisition of Lunaphore for $169.7 million, in a cash-free, debt-free acquisition.\""
      ],
      "current_body": "The following chart compares the cumulative total shareholder return on the Company’s common stock with the S&P 500 Index and the S&P 500 Life Sciences Tools and Services Index. The comparison assumes $100 was invested on the last trading day before July 1, 2018 in the Company’s common stock and in each of the foregoing indices and assumes reinvestment of dividends. The Company became part of the S&P 500 Index during fiscal 2022. ​ ​ ​ ​ 34 34 Table of ContentsITEM 6. SELECTED FINANCIAL DATARESERVEDITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONSThe following management discussion and analysis (“MD&A”) provides information that we believe is useful in understanding our operating results, cash flows and financial condition. We provide quantitative information about the material sales drivers including the effect of acquisitions and changes in foreign currency at the corporate and segment level. We also provide quantitative information about discrete tax items and other significant factors we believe are useful for understanding our results. The MD&A should be read in conjunction with the consolidated financial information and related notes included in this Form 10-K. This discussion contains various “Non-GAAP Financial Measures” and also contains various “Forward-Looking Statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We refer readers to the statements entitled “Non-GAAP Financial Measures” located at the end of this MD&A and “Forward-Looking Information and Cautionary Statements” and “Risk Factors” within Items 1 and 1A of this Form 10-K.OVERVIEWBio-Techne develops, manufactures and sells life science reagents, instruments and services for the research and clinical diagnostic markets worldwide. With our deep product portfolio and application expertise, we sell integral components of scientific investigations into biological processes and molecular diagnostics, revealing the nature, diagnosis, etiology and progression of specific diseases. Our products aid in drug discovery efforts and provide the means for accurate clinical tests and diagnoses.We manage the business in two operating segments – our Protein Sciences segment and our Diagnostics and Genomics segment. Our Protein Sciences segment is a leading developer and manufacturer of high-quality biological reagents used in all aspects of life science research, diagnostics and cell and gene therapy. This segment also includes proteomic analytical tools, both manual and automated, that offer researchers and pharmaceutical manufacturers efficient and streamlined options for automated western blot and multiplexed ELISA workflow. Our Diagnostics and Genomics segment develops and manufactures diagnostic products, including controls, calibrators, and diagnostic assays for the regulated diagnostics market, exosome-based molecular diagnostic assays, advanced tissue-based in-situ hybridization assays for spatial genomic and tissue biopsy analysis, and genetic and oncology kits for research and clinical applications.RECENT ACQUISITIONSA key component of the Company's strategy is to augment internal growth at existing businesses with complementary acquisitions. As disclosed in Note 4, the Company completed the acquisition of Lunaphore for $169.7 million, in a cash-free, debt-free acquisition. We also purchased a 19.9% investment in Wilson Wolf in fiscal 2023 and, as disclosed in Note 1, will acquire the remaining shares in Wilson Wolf by the end of calendar year 2027, or earlier depending on the achievement of certain future milestones. OVERALL RESULTSOperational UpdateFor fiscal 2024, consolidated net sales increased 2% to $1.2 billion as compared to fiscal 2023. Organic growth was 1%, with acquisitions having a favorable impact of 1%. Foreign currency translation and a business held-for sale did not have a material impact. Organic revenue growth was primarily driven by strong commercial execution in our Diagnostics and Genomics segment.​Consolidated net earnings, including non-controlling interest, decreased 41% compared to fiscal 2023. The decrease in earnings was driven by a non-recurring gain on the sale of our ChemoCentryx investment, a non-recurring gain on the sale of our investment in Changzhou Eminence Biotechnology Co., Ltd. (Eminence), and a non-recurring benefit related to the fair value of contingent consideration during fiscal 2023. The decrease in fiscal 2024 was also impacted by impairment of assets held-for-sale, restructuring charges, and CEO transition related charges. After adjusting for cost recognized upon 35 Table of Contents Table of Contents Table of Contents ITEM 6. SELECTED FINANCIAL DATARESERVEDITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONSThe following management discussion and analysis (“MD&A”) provides information that we believe is useful in understanding our operating results, cash flows and financial condition. We provide quantitative information about the material sales drivers including the effect of acquisitions and changes in foreign currency at the corporate and segment level. We also provide quantitative information about discrete tax items and other significant factors we believe are useful for understanding our results. The MD&A should be read in conjunction with the consolidated financial information and related notes included in this Form 10-K. This discussion contains various “Non-GAAP Financial Measures” and also contains various “Forward-Looking Statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We refer readers to the statements entitled “Non-GAAP Financial Measures” located at the end of this MD&A and “Forward-Looking Information and Cautionary Statements” and “Risk Factors” within Items 1 and 1A of this Form 10-K.OVERVIEWBio-Techne develops, manufactures and sells life science reagents, instruments and services for the research and clinical diagnostic markets worldwide. With our deep product portfolio and application expertise, we sell integral components of scientific investigations into biological processes and molecular diagnostics, revealing the nature, diagnosis, etiology and progression of specific diseases. Our products aid in drug discovery efforts and provide the means for accurate clinical tests and diagnoses.We manage the business in two operating segments – our Protein Sciences segment and our Diagnostics and Genomics segment. Our Protein Sciences segment is a leading developer and manufacturer of high-quality biological reagents used in all aspects of life science research, diagnostics and cell and gene therapy. This segment also includes proteomic analytical tools, both manual and automated, that offer researchers and pharmaceutical manufacturers efficient and streamlined options for automated western blot and multiplexed ELISA workflow. Our Diagnostics and Genomics segment develops and manufactures diagnostic products, including controls, calibrators, and diagnostic assays for the regulated diagnostics market, exosome-based molecular diagnostic assays, advanced tissue-based in-situ hybridization assays for spatial genomic and tissue biopsy analysis, and genetic and oncology kits for research and clinical applications.RECENT ACQUISITIONSA key component of the Company's strategy is to augment internal growth at existing businesses with complementary acquisitions. As disclosed in Note 4, the Company completed the acquisition of Lunaphore for $169.7 million, in a cash-free, debt-free acquisition. We also purchased a 19.9% investment in Wilson Wolf in fiscal 2023 and, as disclosed in Note 1, will acquire the remaining shares in Wilson Wolf by the end of calendar year 2027, or earlier depending on the achievement of certain future milestones. OVERALL RESULTSOperational UpdateFor fiscal 2024, consolidated net sales increased 2% to $1.2 billion as compared to fiscal 2023. Organic growth was 1%, with acquisitions having a favorable impact of 1%. Foreign currency translation and a business held-for sale did not have a material impact. Organic revenue growth was primarily driven by strong commercial execution in our Diagnostics and Genomics segment.​Consolidated net earnings, including non-controlling interest, decreased 41% compared to fiscal 2023. The decrease in earnings was driven by a non-recurring gain on the sale of our ChemoCentryx investment, a non-recurring gain on the sale of our investment in Changzhou Eminence Biotechnology Co., Ltd. (Eminence), and a non-recurring benefit related to the fair value of contingent consideration during fiscal 2023. The decrease in fiscal 2024 was also impacted by impairment of assets held-for-sale, restructuring charges, and CEO transition related charges. After adjusting for cost recognized upon ITEM 6. SELECTED FINANCIAL DATA RESERVED ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL",
      "prior_body": "The following chart compares the cumulative total shareholder return on the Company’s common stock with the S&P 500 Index and the S&P 500 Life Sciences Tools and Services Index. The comparison assumes $100 was invested on the last trading day before July 1, 2017 in the Company’s common stock and in each of the foregoing indices and assumes reinvestment of dividends. The Company became part of the S&P 500 Index during fiscal 2022. ​ 31 31 Table of Contents​​​​32 Table of Contents Table of Contents Table of Contents ​​​​ ​ ​ ​ ​ 32 32 Table of ContentsITEM 6. SELECTED FINANCIAL DATARESERVEDITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONSThe following management discussion and analysis (“MD&A”) provides information that we believe is useful in understanding our operating results, cash flows and financial condition. We provide quantitative information about the material sales drivers including the effect of acquisitions and changes in foreign currency at the corporate and segment level. We also provide quantitative information about discrete tax items and other significant factors we believe are useful for understanding our results. The MD&A should be read in conjunction with the consolidated financial information and related notes included in this Form 10-K. This discussion contains various “Non-GAAP Financial Measures” and also contains various “Forward-Looking Statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We refer readers to the statements entitled “Non-GAAP Financial Measures” located at the end of this MD&A and “Forward-Looking Information and Cautionary Statements” and “Risk Factors” within Items 1 and 1A of this Form 10-K.OVERVIEWBio-Techne develops, manufactures and sells life science reagents, instruments and services for the research and clinical diagnostic markets worldwide. With our deep product portfolio and application expertise, we sell integral components of scientific investigations into biological processes and molecular diagnostics, revealing the nature, diagnosis, etiology and progression of specific diseases. Our products aid in drug discovery efforts and provide the means for accurate clinical tests and diagnoses.We manage the business in two operating segments – our Protein Sciences segment and our Diagnostics and Genomics segment. Our Protein Sciences segment is a leading developer and manufacturer of high-quality biological reagents used in all aspects of life science research, diagnostics and cell and gene therapy. This segment also includes proteomic analytical tools, both manual and automated, that offer researchers and pharmaceutical manufacturers efficient and streamlined options for automated western blot and multiplexed ELISA workflow. Our Diagnostics and Genomics segment develops and manufactures diagnostic products, including controls, calibrators, and diagnostic assays for the regulated diagnostics market, exosome-based molecular diagnostic assays, advanced tissue-based in-situ hybridization assays for spatial genomic and tissue biopsy analysis, and genetic and oncology kits for research and clinical applications.RECENT ACQUISITIONSA key component of the Company's strategy is to augment internal growth at existing businesses with complementary acquisitions. As disclosed in Note 4, the Company completed the acquisition of Namocell, Inc for $101.2 million, net of cash acquired, plus contingent consideration of up to $25 million upon the achievement of future milestones. We also purchased a 19.9% investment in Wilson Wolf and, as disclosed in Note 1, will acquire the remaining shares in Wilson Wolf by the end of calendar year 2027, or earlier depending on the achievement of certain future milestones. As further disclosed in Note 14, the Company closed on the acquisition of Lunaphore Technologies SA on July 7, 2023. OVERALL RESULTSOperational UpdateFor fiscal 2023, consolidated net sales increased 3% as compared to fiscal 2022. Organic growth was 5%, with foreign currency translation having an unfavorable impact of 2% and acquisitions having an immaterial impact. Organic revenue growth was primarily driven by consumable growth in both our Diagnostics and Genomics and Protein Sciences segments.​Consolidated earnings, including non-controlling interest, increased 8% compared to fiscal 2022. The increase in earnings was driven by a gain on the sale of our ChemoCentryx investment and a gain on the sale of our investment in Changzhou Eminence Biotechnology Co., Ltd. (Eminence). After adjusting for acquisition related costs, intangibles amortization, stock-based compensation, restructuring costs, gain on investments, and impact from partially-owned consolidated subsidiaries, adjusted net earnings attributable to Bio-Techne decreased 1% in fiscal 2023 as compared to 33 Table of Contents Table of Contents Table of Contents ITEM 6. SELECTED FINANCIAL DATARESERVEDITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONSThe following management discussion and analysis (“MD&A”) provides information that we believe is useful in understanding our operating results, cash flows and financial condition. We provide quantitative information about the material sales drivers including the effect of acquisitions and changes in foreign currency at the corporate and segment level. We also provide quantitative information about discrete tax items and other significant factors we believe are useful for understanding our results. The MD&A should be read in conjunction with the consolidated financial information and related notes included in this Form 10-K. This discussion contains various “Non-GAAP Financial Measures” and also contains various “Forward-Looking Statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We refer readers to the statements entitled “Non-GAAP Financial Measures” located at the end of this MD&A and “Forward-Looking Information and Cautionary Statements” and “Risk Factors” within Items 1 and 1A of this Form 10-K.OVERVIEWBio-Techne develops, manufactures and sells life science reagents, instruments and services for the research and clinical diagnostic markets worldwide. With our deep product portfolio and application expertise, we sell integral components of scientific investigations into biological processes and molecular diagnostics, revealing the nature, diagnosis, etiology and progression of specific diseases. Our products aid in drug discovery efforts and provide the means for accurate clinical tests and diagnoses.We manage the business in two operating segments – our Protein Sciences segment and our Diagnostics and Genomics segment. Our Protein Sciences segment is a leading developer and manufacturer of high-quality biological reagents used in all aspects of life science research, diagnostics and cell and gene therapy. This segment also includes proteomic analytical tools, both manual and automated, that offer researchers and pharmaceutical manufacturers efficient and streamlined options for automated western blot and multiplexed ELISA workflow. Our Diagnostics and Genomics segment develops and manufactures diagnostic products, including controls, calibrators, and diagnostic assays for the regulated diagnostics market, exosome-based molecular diagnostic assays, advanced tissue-based in-situ hybridization assays for spatial genomic and tissue biopsy analysis, and genetic and oncology kits for research and clinical applications.RECENT ACQUISITIONSA key component of the Company's strategy is to augment internal growth at existing businesses with complementary acquisitions. As disclosed in Note 4, the Company completed the acquisition of Namocell, Inc for $101.2 million, net of cash acquired, plus contingent consideration of up to $25 million upon the achievement of future milestones. We also purchased a 19.9% investment in Wilson Wolf and, as disclosed in Note 1, will acquire the remaining shares in Wilson Wolf by the end of calendar year 2027, or earlier depending on the achievement of certain future milestones. As further disclosed in Note 14, the Company closed on the acquisition of Lunaphore Technologies SA on July 7, 2023. OVERALL RESULTSOperational UpdateFor fiscal 2023, consolidated net sales increased 3% as compared to fiscal 2022. Organic growth was 5%, with foreign currency translation having an unfavorable impact of 2% and acquisitions having an immaterial impact. Organic revenue growth was primarily driven by consumable growth in both our Diagnostics and Genomics and Protein Sciences segments.​Consolidated earnings, including non-controlling interest, increased 8% compared to fiscal 2022. The increase in earnings was driven by a gain on the sale of our ChemoCentryx investment and a gain on the sale of our investment in Changzhou Eminence Biotechnology Co., Ltd. (Eminence). After adjusting for acquisition related costs, intangibles amortization, stock-based compensation, restructuring costs, gain on investments, and impact from partially-owned consolidated subsidiaries, adjusted net earnings attributable to Bio-Techne decreased 1% in fiscal 2023 as compared to ITEM 6. SELECTED FINANCIAL DATA RESERVED ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL"
    },
    {
      "status": "MODIFIED",
      "current_title": "Business Combinations",
      "prior_title": "Business Combinations",
      "similarity_score": 0.898,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"For potential payments related to product development milestones, the fair value is based on the 44 44 Table of Contentsprobability of achievement of such milestones.\"",
        "Reworded sentence: \"Goodwill is not amortized, but is subject to impairment testing on at least an annual basis.We are also required to estimate the useful lives of the acquired intangible assets, which determines the amount of acquisition-related amortization expense we will record in future periods.\"",
        "Reworded sentence: \"Any adjustments required after the measurement period are recorded in the consolidated statements of earnings.The judgments required in determining the estimated fair values and expected useful lives assigned to each class of assets and liabilities acquired can significantly affect net income.\"",
        "Reworded sentence: \"Consequently, to the extent a longer-lived asset is ascribed greater value than a shorter-lived asset, net income in a given period may be higher.\"",
        "Reworded sentence: \"As goodwill is not amortized, this would benefit net income in a given period, although goodwill is subject to annual impairment analysis.Impairment of GoodwillGoodwillGoodwill was $972.7 million as of June 30, 2024, which represented 36% of total assets.\""
      ],
      "current_body": "We allocate the purchase price of acquired businesses to the estimated fair values of the assets acquired and liabilities assumed as of the date of the acquisition. The calculations used to determine the fair value of the long-lived assets acquired, primarily intangible assets, can be complex and require significant judgment. We weigh many factors when completing these estimates including, but not limited to, the nature of the acquired company’s business; its competitive position, strengths, and challenges; its historical financial position and performance; estimated customer retention rates; discount rates; and future plans for the combined entity. We may also engage independent valuation specialists, when necessary, to assist in the fair value calculations for significant acquired long-lived assets. The fair value of acquired technology is generally the primary asset identified and therefore estimated using the multi-period excess earnings method. The multi-period excess earnings method model estimates revenues and cash flows derived from the primary asset and then deducts portions of the cash flow that can be attributed to supporting assets, such as Trade Names and in-process research and development, that contributed to the generation of the cash flows. The resulting cash flow, which is attributable solely to the primary asset acquired, is then discounted at a rate of return commensurate with the risk of the asset to calculate a present value. The Trade Name is generally calculated using the relief from royalty method, which calculates the cost savings associated with owning rather than licensing the technology. Assumed royalty rates are applied to the projected revenues for the remaining useful life of the technology to estimate the royalty savings. In-process research and development assets are valued using the multi-period excess earnings method when the cash flows from the in-process research and development assets are separately identifiable from the primary asset. In circumstances that Customer Relationship assets are identified that are not the primary asset, they are valued using the distributor model income approach, which isolates revenues and cash flow associated with the sales and distribution function of the entity and attributable to customer-related assets, which are then discounted at a rate of return commensurate with the risk of the asset to calculate a present value. We estimate the fair value of liabilities for contingent consideration by discounting to present value the probability weighted contingent payments expected to be made. For potential payments related to financial performance based milestones, projected revenue and/or EBITDA amounts, volatility and discount rates assumptions are included in the estimated amounts. For potential payments related to product development milestones, the fair value is based on the 44 44 Table of Contentsprobability of achievement of such milestones. The excess of the purchase price over the estimated fair value of the net assets acquired is recorded as goodwill. Goodwill is not amortized, but is subject to impairment testing on at least an annual basis.We are also required to estimate the useful lives of the acquired intangible assets, which determines the amount of acquisition-related amortization expense we will record in future periods. Each reporting period, we evaluate the remaining useful lives of our amortizable intangibles to determine whether events or circumstances warrant a revision to the remaining period of amortization.While we use our best estimates and assumptions, our fair value estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Any adjustments required after the measurement period are recorded in the consolidated statements of earnings.The judgments required in determining the estimated fair values and expected useful lives assigned to each class of assets and liabilities acquired can significantly affect net income. For example, different classes of assets will have useful lives that differ. Consequently, to the extent a longer-lived asset is ascribed greater value than a shorter-lived asset, net income in a given period may be higher. Additionally, assigning a lower value to amortizable intangibles would result in a higher amount assigned to goodwill. As goodwill is not amortized, this would benefit net income in a given period, although goodwill is subject to annual impairment analysis.Impairment of GoodwillGoodwillGoodwill was $972.7 million as of June 30, 2024, which represented 36% of total assets. Goodwill is tested for impairment on an annual basis in the fourth quarter of each year, or more frequently if events occur or circumstances change that could indicate a possible impairment.To analyze goodwill for impairment, we must assign our goodwill to individual reporting units. Identification of reporting units includes an analysis of the components that comprise each of our operating segments, which considers, among other things, the manner in which we operate our business and the availability of discrete financial information. Components of an operating segment are aggregated to form one reporting unit if the components have similar economic characteristics. We periodically review our reporting units to ensure that they continue to reflect the manner in which we operate our business.The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation for goodwill is an assessment of factors including reporting unit specific operating results as well as industry and market conditions, overall financial performance, and other relevant events and factors to determine whether it is more likely than not that the fair values of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass the qualitative assessment for its reporting units and perform a quantitative test. The quantitative impairment test requires us to estimate the fair value of our reporting units based on the income approach. The income approach is a valuation technique under which we estimate future cash flows using the reporting unit’s financial forecast from the perspective of an unrelated market participant. Using historical trending and internal forecasting techniques, we project revenue and apply our fixed and variable cost experience rate to the projected revenue to arrive at the future cash flows. A terminal value is then applied to the projected cash flow stream. Future estimated cash flows are discounted to their present value to calculate the estimated fair value. The discount rate used is the value-weighted average of our estimated cost of capital derived using both known and estimated customary market metrics. In determining the estimated fair value of a reporting unit, we are required to estimate a number of factors, including projected operating results, terminal growth rates, economic conditions, anticipated future cash flows, the discount rate and the allocation of shared or corporate items. For fiscal 2024, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2024. During the 45 Table of Contents Table of Contents Table of Contents probability of achievement of such milestones. The excess of the purchase price over the estimated fair value of the net assets acquired is recorded as goodwill. Goodwill is not amortized, but is subject to impairment testing on at least an annual basis.We are also required to estimate the useful lives of the acquired intangible assets, which determines the amount of acquisition-related amortization expense we will record in future periods. Each reporting period, we evaluate the remaining useful lives of our amortizable intangibles to determine whether events or circumstances warrant a revision to the remaining period of amortization.While we use our best estimates and assumptions, our fair value estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Any adjustments required after the measurement period are recorded in the consolidated statements of earnings.The judgments required in determining the estimated fair values and expected useful lives assigned to each class of assets and liabilities acquired can significantly affect net income. For example, different classes of assets will have useful lives that differ. Consequently, to the extent a longer-lived asset is ascribed greater value than a shorter-lived asset, net income in a given period may be higher. Additionally, assigning a lower value to amortizable intangibles would result in a higher amount assigned to goodwill. As goodwill is not amortized, this would benefit net income in a given period, although goodwill is subject to annual impairment analysis.Impairment of GoodwillGoodwillGoodwill was $972.7 million as of June 30, 2024, which represented 36% of total assets. Goodwill is tested for impairment on an annual basis in the fourth quarter of each year, or more frequently if events occur or circumstances change that could indicate a possible impairment.To analyze goodwill for impairment, we must assign our goodwill to individual reporting units. Identification of reporting units includes an analysis of the components that comprise each of our operating segments, which considers, among other things, the manner in which we operate our business and the availability of discrete financial information. Components of an operating segment are aggregated to form one reporting unit if the components have similar economic characteristics. We periodically review our reporting units to ensure that they continue to reflect the manner in which we operate our business.The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation for goodwill is an assessment of factors including reporting unit specific operating results as well as industry and market conditions, overall financial performance, and other relevant events and factors to determine whether it is more likely than not that the fair values of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass the qualitative assessment for its reporting units and perform a quantitative test. The quantitative impairment test requires us to estimate the fair value of our reporting units based on the income approach. The income approach is a valuation technique under which we estimate future cash flows using the reporting unit’s financial forecast from the perspective of an unrelated market participant. Using historical trending and internal forecasting techniques, we project revenue and apply our fixed and variable cost experience rate to the projected revenue to arrive at the future cash flows. A terminal value is then applied to the projected cash flow stream. Future estimated cash flows are discounted to their present value to calculate the estimated fair value. The discount rate used is the value-weighted average of our estimated cost of capital derived using both known and estimated customary market metrics. In determining the estimated fair value of a reporting unit, we are required to estimate a number of factors, including projected operating results, terminal growth rates, economic conditions, anticipated future cash flows, the discount rate and the allocation of shared or corporate items. For fiscal 2024, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2024. During the probability of achievement of such milestones. The excess of the purchase price over the estimated fair value of the net assets acquired is recorded as goodwill. Goodwill is not amortized, but is subject to impairment testing on at least an annual basis. We are also required to estimate the useful lives of the acquired intangible assets, which determines the amount of acquisition-related amortization expense we will record in future periods. Each reporting period, we evaluate the remaining useful lives of our amortizable intangibles to determine whether events or circumstances warrant a revision to the remaining period of amortization. While we use our best estimates and assumptions, our fair value estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Any adjustments required after the measurement period are recorded in the consolidated statements of earnings. The judgments required in determining the estimated fair values and expected useful lives assigned to each class of assets and liabilities acquired can significantly affect net income. For example, different classes of assets will have useful lives that differ. Consequently, to the extent a longer-lived asset is ascribed greater value than a shorter-lived asset, net income in a given period may be higher. Additionally, assigning a lower value to amortizable intangibles would result in a higher amount assigned to goodwill. As goodwill is not amortized, this would benefit net income in a given period, although goodwill is subject to annual impairment analysis.",
      "prior_body": "We allocate the purchase price of acquired businesses to the estimated fair values of the assets acquired and liabilities assumed as of the date of the acquisition. The calculations used to determine the fair value of the long-lived assets acquired, primarily intangible assets, can be complex and require significant judgment. We weigh many factors when completing these estimates including, but not limited to, the nature of the acquired company’s business; its competitive position, strengths, and challenges; its historical financial position and performance; estimated customer retention rates; discount rates; and future plans for the combined entity. We may also engage independent valuation specialists, when necessary, to assist in the fair value calculations for significant acquired long-lived assets. The fair value of acquired technology is generally the primary asset identified and therefore estimated using the multi-period excess earnings method. The multi-period excess earnings method model estimates revenues and cash flows derived from the primary asset and then deducts portions of the cash flow that can be attributed to supporting assets, such as Trade Names and in-process research and development, that contributed to the generation of the cash flows. The resulting cash flow, which is attributable solely to the primary asset acquired, is then discounted at a rate of return commensurate with the risk of the asset to calculate a present value. The Trade Name is generally calculated using the relief from royalty method, which calculates the cost savings associated with owning rather than licensing the technology. Assumed royalty rates are applied to the projected revenues for the remaining useful life of the technology to estimate the royalty savings. In-process research and development assets are valued using the multi-period excess earnings method when the cash flows from the in-process research and development assets are separately identifiable from the primary asset. In circumstances that Customer Relationship assets are identified that are not the primary asset, they are valued using the distributor model income approach, which isolates revenues and cash flow associated with the sales and distribution function of the entity and attributable to customer-related assets, which are then discounted at a rate of return commensurate with the risk of the asset to calculate a present value. We estimate the fair value of liabilities for contingent consideration by discounting to present value the probability weighted contingent payments expected to be made. For potential payments related to financial performance based milestones, projected revenue and/or EBITDA amounts, volatility and discount rates assumptions are included in the estimated amounts. For potential payments related to product development milestones, the fair value is based on the probability of achievement of such milestones. The excess of the purchase price over the estimated fair value of the net assets acquired is recorded as goodwill. Goodwill is not amortized, but is subject to impairment testing on at least an annual basis. We are also required to estimate the useful lives of the acquired intangible assets, which determines the amount of acquisition-related amortization expense we will record in future periods. Each reporting period, we evaluate the remaining useful lives of our amortizable intangibles to determine whether events or circumstances warrant a revision to the remaining period of amortization. While we use our best estimates and assumptions, our fair value estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Any adjustments required after the measurement period are recorded in the consolidated statements of earnings. The judgments required in determining the estimated fair values and expected useful lives assigned to each class of assets and liabilities acquired can significantly affect net income. For example, different classes of assets will have useful lives that differ. Consequently, to the extent a longer-lived asset is ascribed greater value than a shorter-lived asset, net income 42 42 Table of Contentsin a given period may be higher. Additionally, assigning a lower value to amortizable intangibles would result in a higher amount assigned to goodwill. As goodwill is not amortized, this would benefit net income in a given period, although goodwill is subject to annual impairment analysis.Impairment of GoodwillGoodwillGoodwill was $872.7 million as of June 30, 2023, which represented 33% of total assets. Goodwill is tested for impairment on an annual basis in the fourth quarter of each year, or more frequently if events occur or circumstances change that could indicate a possible impairment.To analyze goodwill for impairment, we must assign our goodwill to individual reporting units. Identification of reporting units includes an analysis of the components that comprise each of our operating segments, which considers, among other things, the manner in which we operate our business and the availability of discrete financial information. Components of an operating segment are aggregated to form one reporting unit if the components have similar economic characteristics. We periodically review our reporting units to ensure that they continue to reflect the manner in which we operate our business.The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation for goodwill is an assessment of factors including reporting unit specific operating results as well as industry and market conditions, overall financial performance, and other relevant events and factors to determine whether it is more likely than not that the fair values of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass the qualitative assessment for its reporting units and perform a quantitative test. The quantitative impairment test requires us to estimate the fair value of our reporting units based on the income approach. The income approach is a valuation technique under which we estimate future cash flows using the reporting unit’s financial forecast from the perspective of an unrelated market participant. Using historical trending and internal forecasting techniques, we project revenue and apply our fixed and variable cost experience rate to the projected revenue to arrive at the future cash flows. A terminal value is then applied to the projected cash flow stream. Future estimated cash flows are discounted to their present value to calculate the estimated fair value. The discount rate used is the value-weighted average of our estimated cost of capital derived using both known and estimated customary market metrics. In determining the estimated fair value of a reporting unit, we are required to estimate a number of factors, including projected operating results, terminal growth rates, economic conditions, anticipated future cash flows, the discount rate and the allocation of shared or corporate items. For fiscal 2023, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2023. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2023, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which are included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment.In the second quarter of fiscal 2022 Eminence notified the Company of its need for additional capital to execute its growth plan. The Company first attempted to find outside equity financing support for the Eminence investment but was unable to do so. The Company then reviewed the additional financing needs required to successfully ramp Eminence’s business, which ultimately did not meet the Company’s return on capital requirements. Therefore, the Company did not provide additional funding to Eminence. As a result of not obtaining additional financing, Eminence notified the Company of its plans to cease operations and liquidate its business.Given the upcoming liquidation process to dispose of the Eminence assets, the Company identified a triggering event and performed impairment testing during the second quarter of fiscal 2022. The impairment testing resulted in a full 43 Table of Contents Table of Contents Table of Contents in a given period may be higher. Additionally, assigning a lower value to amortizable intangibles would result in a higher amount assigned to goodwill. As goodwill is not amortized, this would benefit net income in a given period, although goodwill is subject to annual impairment analysis.Impairment of GoodwillGoodwillGoodwill was $872.7 million as of June 30, 2023, which represented 33% of total assets. Goodwill is tested for impairment on an annual basis in the fourth quarter of each year, or more frequently if events occur or circumstances change that could indicate a possible impairment.To analyze goodwill for impairment, we must assign our goodwill to individual reporting units. Identification of reporting units includes an analysis of the components that comprise each of our operating segments, which considers, among other things, the manner in which we operate our business and the availability of discrete financial information. Components of an operating segment are aggregated to form one reporting unit if the components have similar economic characteristics. We periodically review our reporting units to ensure that they continue to reflect the manner in which we operate our business.The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation for goodwill is an assessment of factors including reporting unit specific operating results as well as industry and market conditions, overall financial performance, and other relevant events and factors to determine whether it is more likely than not that the fair values of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass the qualitative assessment for its reporting units and perform a quantitative test. The quantitative impairment test requires us to estimate the fair value of our reporting units based on the income approach. The income approach is a valuation technique under which we estimate future cash flows using the reporting unit’s financial forecast from the perspective of an unrelated market participant. Using historical trending and internal forecasting techniques, we project revenue and apply our fixed and variable cost experience rate to the projected revenue to arrive at the future cash flows. A terminal value is then applied to the projected cash flow stream. Future estimated cash flows are discounted to their present value to calculate the estimated fair value. The discount rate used is the value-weighted average of our estimated cost of capital derived using both known and estimated customary market metrics. In determining the estimated fair value of a reporting unit, we are required to estimate a number of factors, including projected operating results, terminal growth rates, economic conditions, anticipated future cash flows, the discount rate and the allocation of shared or corporate items. For fiscal 2023, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2023. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2023, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which are included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment.In the second quarter of fiscal 2022 Eminence notified the Company of its need for additional capital to execute its growth plan. The Company first attempted to find outside equity financing support for the Eminence investment but was unable to do so. The Company then reviewed the additional financing needs required to successfully ramp Eminence’s business, which ultimately did not meet the Company’s return on capital requirements. Therefore, the Company did not provide additional funding to Eminence. As a result of not obtaining additional financing, Eminence notified the Company of its plans to cease operations and liquidate its business.Given the upcoming liquidation process to dispose of the Eminence assets, the Company identified a triggering event and performed impairment testing during the second quarter of fiscal 2022. The impairment testing resulted in a full in a given period may be higher. Additionally, assigning a lower value to amortizable intangibles would result in a higher amount assigned to goodwill. As goodwill is not amortized, this would benefit net income in a given period, although goodwill is subject to annual impairment analysis."
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.893,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"​ ​ 2024 ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign currency gains (losses) ​ $ (726) ​ $ 676 ​ $ 699 Rental income ​ 305 ​ 426 ​ 599 Real estate taxes, depreciation and utilities ​ (1,630) ​ (1,810) ​ (2,035) Gain on investment ​ 283 ​ 49,328 ​ 15,186 Loss on equity method investment ​ ​ (6,841) ​ ​ (1,143) ​ ​ — Miscellaneous (expense) income ​ 25 ​ 43 ​ 862 Other non-operating income (expense), net ​ $ (8,584) ​ $ 47,520 ​ $ 15,311 ​ During fiscal 2024, the Company recognized a gain of $0.3 million related to the sale of our exchange traded bond funds.\"",
        "Removed sentence: \"During fiscal 2021, the Company recognized losses of $67.9 million related to changes in fair value associated with changes in the stock price of our CCXI investment.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Net Interest Income / (Expense)",
      "prior_title": "Net Interest Income / (Expense)",
      "similarity_score": 0.889,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"Net interest income/(expense) for fiscal 2024, 2023, and 2022 was ($12.4) million, $(7.8) million, and $(10.5) million, respectively.\"",
        "Reworded sentence: \"39 39 Table of ContentsOther Non-Operating Income / (Expense), NetOther non-operating income/(expense), net, consists of foreign currency transaction gains and losses, rental income, building expenses related to rental property and the Company’s gains and losses on investments as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Foreign currency gains (losses)​$ (726)​$ 676​$ 699Rental income​ 305​ 426​ 599Real estate taxes, depreciation and utilities​ (1,630)​ (1,810)​ (2,035)Gain on investment​ 283​ 49,328​ 15,186Loss on equity method investment​​ (6,841)​​ (1,143)​​ —Miscellaneous (expense) income​ 25​ 43​ 862Other non-operating income (expense), net​$ (8,584)​$ 47,520​$ 15,311​During fiscal 2024, the Company recognized a gain of $0.3 million related to the sale of our exchange traded bond funds.\"",
        "Reworded sentence: \"On August 4, 2022, the Company sold all of its shares in CCXI.Income TaxesIncome taxes for fiscal 2024, 2023, and 2022 were at effective rates of 9.5%, 15.7%, and 12.7%, respectively, of consolidated earnings before income taxes.\"",
        "Reworded sentence: \"​40 Table of Contents Table of Contents Table of Contents Other Non-Operating Income / (Expense), NetOther non-operating income/(expense), net, consists of foreign currency transaction gains and losses, rental income, building expenses related to rental property and the Company’s gains and losses on investments as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Foreign currency gains (losses)​$ (726)​$ 676​$ 699Rental income​ 305​ 426​ 599Real estate taxes, depreciation and utilities​ (1,630)​ (1,810)​ (2,035)Gain on investment​ 283​ 49,328​ 15,186Loss on equity method investment​​ (6,841)​​ (1,143)​​ —Miscellaneous (expense) income​ 25​ 43​ 862Other non-operating income (expense), net​$ (8,584)​$ 47,520​$ 15,311​During fiscal 2024, the Company recognized a gain of $0.3 million related to the sale of our exchange traded bond funds.\"",
        "Reworded sentence: \"On August 4, 2022, the Company sold all of its shares in CCXI.Income TaxesIncome taxes for fiscal 2024, 2023, and 2022 were at effective rates of 9.5%, 15.7%, and 12.7%, respectively, of consolidated earnings before income taxes.\""
      ],
      "current_body": "Net interest income/(expense) for fiscal 2024, 2023, and 2022 was ($12.4) million, $(7.8) million, and $(10.5) million, respectively. During fiscal 2024, average monthly outstanding debt was higher than fiscal 2023 leading to increased interest expense compared to fiscal 2023. Net interest expense in fiscal 2023 decreased when compared to fiscal 2022 due to a favorable rate on a forward starting interest rate swap as disclosed in Note 5 that went into effect in fiscal year 2023. 39 39 Table of ContentsOther Non-Operating Income / (Expense), NetOther non-operating income/(expense), net, consists of foreign currency transaction gains and losses, rental income, building expenses related to rental property and the Company’s gains and losses on investments as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Foreign currency gains (losses)​$ (726)​$ 676​$ 699Rental income​ 305​ 426​ 599Real estate taxes, depreciation and utilities​ (1,630)​ (1,810)​ (2,035)Gain on investment​ 283​ 49,328​ 15,186Loss on equity method investment​​ (6,841)​​ (1,143)​​ —Miscellaneous (expense) income​ 25​ 43​ 862Other non-operating income (expense), net​$ (8,584)​$ 47,520​$ 15,311​During fiscal 2024, the Company recognized a gain of $0.3 million related to the sale of our exchange traded bond funds. Additionally, the Company recognized losses of $6.8 million related to our equity method investment in Wilson Wolf. During fiscal 2023, the Company recognized gains of $37.2 million related to the sale of our ChemoCentryx, Inc. (CCXI) investment, $11.7 million related to the sale of our Eminence investment, and a gain of $0.4 million related to the change in fair value of our exchange traded bond funds. Additionally, the Company recognized losses of $1.1 million related to our equity method investment in Wilson Wolf. During fiscal 2022, the Company recognized gains of $16.1 million related to changes in fair value associated with changes in the stock price of our CCXI investment. Additionally, the Company recognized losses of $1.1 million related to changes in fair value associated with changes in the stock price of our exchange traded investment grade bond funds. On August 4, 2022, the Company sold all of its shares in CCXI.Income TaxesIncome taxes for fiscal 2024, 2023, and 2022 were at effective rates of 9.5%, 15.7%, and 12.7%, respectively, of consolidated earnings before income taxes. The change in the effective tax rate for fiscal 2024 compared to fiscal 2023 was driven by share-based compensation as the number of stock option exercises increased compared to the prior year comparative period. The Company had share-based compensation excess tax benefits of $18.4 million in fiscal 2024. The Company’s discrete tax benefits in fiscal 2023 primarily related to share-based compensation excess tax benefits of $12.3 million. The Company’s discrete tax benefits in fiscal 2022 primarily related to share-based compensation excess tax benefits of $29.3 million. ​40 Table of Contents Table of Contents Table of Contents Other Non-Operating Income / (Expense), NetOther non-operating income/(expense), net, consists of foreign currency transaction gains and losses, rental income, building expenses related to rental property and the Company’s gains and losses on investments as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Foreign currency gains (losses)​$ (726)​$ 676​$ 699Rental income​ 305​ 426​ 599Real estate taxes, depreciation and utilities​ (1,630)​ (1,810)​ (2,035)Gain on investment​ 283​ 49,328​ 15,186Loss on equity method investment​​ (6,841)​​ (1,143)​​ —Miscellaneous (expense) income​ 25​ 43​ 862Other non-operating income (expense), net​$ (8,584)​$ 47,520​$ 15,311​During fiscal 2024, the Company recognized a gain of $0.3 million related to the sale of our exchange traded bond funds. Additionally, the Company recognized losses of $6.8 million related to our equity method investment in Wilson Wolf. During fiscal 2023, the Company recognized gains of $37.2 million related to the sale of our ChemoCentryx, Inc. (CCXI) investment, $11.7 million related to the sale of our Eminence investment, and a gain of $0.4 million related to the change in fair value of our exchange traded bond funds. Additionally, the Company recognized losses of $1.1 million related to our equity method investment in Wilson Wolf. During fiscal 2022, the Company recognized gains of $16.1 million related to changes in fair value associated with changes in the stock price of our CCXI investment. Additionally, the Company recognized losses of $1.1 million related to changes in fair value associated with changes in the stock price of our exchange traded investment grade bond funds. On August 4, 2022, the Company sold all of its shares in CCXI.Income TaxesIncome taxes for fiscal 2024, 2023, and 2022 were at effective rates of 9.5%, 15.7%, and 12.7%, respectively, of consolidated earnings before income taxes. The change in the effective tax rate for fiscal 2024 compared to fiscal 2023 was driven by share-based compensation as the number of stock option exercises increased compared to the prior year comparative period. The Company had share-based compensation excess tax benefits of $18.4 million in fiscal 2024. The Company’s discrete tax benefits in fiscal 2023 primarily related to share-based compensation excess tax benefits of $12.3 million. The Company’s discrete tax benefits in fiscal 2022 primarily related to share-based compensation excess tax benefits of $29.3 million. ​",
      "prior_body": "Net interest income/(expense) for fiscal 2023, 2022, and 2021 was ($7.8) million, $(10.5) million, and $(13.5) million, respectively. Net interest expense in fiscal 2023 decreased when compared to fiscal 2022 due to a favorable rate on a forward starting interest rate swap as disclosed in Note 5 that went into effect in fiscal year 2023. Net interest expense in fiscal 2022 decreased when compared to fiscal 2021 due to a reduction in our average long-term debt, which coincided with a reduction in the notional amount on our previous interest rate swap as disclosed in Note 5. 37 37 Table of ContentsOther Non-Operating Income / (Expense), NetOther non-operating expense, net, consists of foreign currency transaction gains and losses, rental income, building expenses related to rental property and the Company’s gains and losses on investments as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2023​2022​2021​​​​​​​​​​Foreign currency gains (losses)​$ 676​$ 699​$ (6,650)Rental income​ 426​ 599​ 1,036Real estate taxes, depreciation and utilities​ (1,810)​ (2,035)​ (1,845)Gain (loss) on investment​ 49,328​ 15,186​ (68,047)Gain (loss) on equity method investment​​ (1,143)​​ —​​ —Miscellaneous (expense) income​ 43​ 862​ (136)Other non-operating income (expense), net​$ 47,520​$ 15,311​$ (75,642)​During fiscal 2023, the Company recognized gains of $37.2 million related to the sale of our ChemoCentryx, Inc. (CCXI) investment, $11.7 million related to the sale of our Eminence investment, and a gain of $0.4 million related to the change in fair value of our exchange traded bond funds. Additionally, the Company recognized losses of $1.1 million related to our equity method investment in Wilson Wolf. During fiscal 2022, the Company recognized gains of $16.1 million related to changes in fair value associated with changes in the stock price of our CCXI investment. Additionally, the Company recognized losses of $1.1 million related to changes in fair value associated with changes in the stock price of our exchange traded investment grade bond funds. On August 4, 2022, the Company sold all of its shares in CCXI.During fiscal 2021, the Company recognized losses of $67.9 million related to changes in fair value associated with changes in the stock price of our CCXI investment.Income TaxesIncome taxes for fiscal 2023, 2022, and 2021 were at effective rates of 15.7%, 12.7%, and 5.8%, respectively, of consolidated earnings before income taxes. The change in the effective tax rate for fiscal 2023 compared to fiscal 2022 was driven by share-based compensation as the number of stock option exercises decreased compared to the prior year comparative period due to the decline in the stock price. The Company had share-based compensation excess tax benefits of $12.3 million in fiscal 2023. The Company’s discrete tax benefits in fiscal 2022 primarily related to share-based compensation excess tax benefits of $29.3 million. The Company’s discrete tax benefits in fiscal 2021 primarily related to share-based compensation excess tax benefits of $28.1 million. ​38 Table of Contents Table of Contents Table of Contents Other Non-Operating Income / (Expense), NetOther non-operating expense, net, consists of foreign currency transaction gains and losses, rental income, building expenses related to rental property and the Company’s gains and losses on investments as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2023​2022​2021​​​​​​​​​​Foreign currency gains (losses)​$ 676​$ 699​$ (6,650)Rental income​ 426​ 599​ 1,036Real estate taxes, depreciation and utilities​ (1,810)​ (2,035)​ (1,845)Gain (loss) on investment​ 49,328​ 15,186​ (68,047)Gain (loss) on equity method investment​​ (1,143)​​ —​​ —Miscellaneous (expense) income​ 43​ 862​ (136)Other non-operating income (expense), net​$ 47,520​$ 15,311​$ (75,642)​During fiscal 2023, the Company recognized gains of $37.2 million related to the sale of our ChemoCentryx, Inc. (CCXI) investment, $11.7 million related to the sale of our Eminence investment, and a gain of $0.4 million related to the change in fair value of our exchange traded bond funds. Additionally, the Company recognized losses of $1.1 million related to our equity method investment in Wilson Wolf. During fiscal 2022, the Company recognized gains of $16.1 million related to changes in fair value associated with changes in the stock price of our CCXI investment. Additionally, the Company recognized losses of $1.1 million related to changes in fair value associated with changes in the stock price of our exchange traded investment grade bond funds. On August 4, 2022, the Company sold all of its shares in CCXI.During fiscal 2021, the Company recognized losses of $67.9 million related to changes in fair value associated with changes in the stock price of our CCXI investment.Income TaxesIncome taxes for fiscal 2023, 2022, and 2021 were at effective rates of 15.7%, 12.7%, and 5.8%, respectively, of consolidated earnings before income taxes. The change in the effective tax rate for fiscal 2023 compared to fiscal 2022 was driven by share-based compensation as the number of stock option exercises decreased compared to the prior year comparative period due to the decline in the stock price. The Company had share-based compensation excess tax benefits of $12.3 million in fiscal 2023. The Company’s discrete tax benefits in fiscal 2022 primarily related to share-based compensation excess tax benefits of $29.3 million. The Company’s discrete tax benefits in fiscal 2021 primarily related to share-based compensation excess tax benefits of $28.1 million. ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Gross Margins",
      "prior_title": "Gross Margins",
      "similarity_score": 0.876,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"Consolidated gross margins were 66.4%, 67.7%, and 68.4% in fiscal 2024, 2023, and 2022.\"",
        "Reworded sentence: \"Excluding the impact of acquired inventory sold, amortization of intangibles, stock compensation expense, restructuring and restructuring-related costs, impact of business held-for-sale, and the impact of partially-owned consolidated subsidiaries, adjusted gross margins were 71.0%, 71.7%, and 72.5% in fiscal 2024, 2023, and 2022, respectively.\""
      ],
      "current_body": "Consolidated gross margins were 66.4%, 67.7%, and 68.4% in fiscal 2024, 2023, and 2022. Consolidated gross margins were impacted by revenue. Excluding the impact of acquired inventory sold, amortization of intangibles, stock compensation expense, restructuring and restructuring-related costs, impact of business held-for-sale, and the impact of partially-owned consolidated subsidiaries, adjusted gross margins were 71.0%, 71.7%, and 72.5% in fiscal 2024, 2023, and 2022, respectively. Fiscal 2024 consolidated gross margin was impacted by the Lunaphore acquisition when compared to the prior period. Fiscal 2023 consolidated gross margin was unfavorably impacted by foreign currency exchange and strategic growth investments including the Namocell acquisition when compared to fiscal 2022. Consolidated gross margins for fiscal 2022 were impacted as a result of volume leverage and product mix, partially offset by additional investments made in the business to support future growth. A reconciliation of the reported consolidated gross margin percentages, adjusted for acquired inventory sold, intangible amortization included in cost of sales, restructuring and restructuring-related expenses, and impact of business held-for-sale is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "Consolidated gross margins were 67.7%, 68.4%, and 68.0% in fiscal 2023, 2022, and 2021. Consolidated gross margins were impacted by revenue. Excluding the impact of acquired inventory sold, amortization of intangibles, stock compensation expense, and the impact of partially-owned consolidated subsidiaries, adjusted gross margins were 71.7%, 72.5%, and 72.3% in fiscal 2023, 2022, and 2021, respectively. Fiscal 2023 consolidated gross margin was unfavorably impacted by foreign currency exchange and strategic growth investments including the Namocell acquisition when compared to the prior period. Consolidated gross margins for fiscal 2022 and fiscal 2021 were impacted as a result of volume leverage and product mix, partially offset by additional investments made in the business to support future growth. 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: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Impairment of Goodwill",
      "prior_title": "Impairment of Goodwill",
      "similarity_score": 0.872,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"Goodwill Goodwill was $972.7 million as of June 30, 2024, which represented 36% of total assets.\"",
        "Added sentence: \"For fiscal 2024, we elected to perform a qualitative analysis for all five reporting units.\"",
        "Added sentence: \"The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2024.\"",
        "Added sentence: \"During the 45 45 Table of Contentssecond quarter of fiscal 2024, as part of restructuring actions, certain assets and liabilities associated with a disposal group in our Protein Sciences segment were classified as held-for-sale as of December 31, 2023.\"",
        "Added sentence: \"Given the upcoming divestiture, the Company identified a triggering event and performed impairment testing during the second half of fiscal 2024.\""
      ],
      "current_body": "Goodwill Goodwill was $972.7 million as of June 30, 2024, which represented 36% of total assets. Goodwill is tested for impairment on an annual basis in the fourth quarter of each year, or more frequently if events occur or circumstances change that could indicate a possible impairment. To analyze goodwill for impairment, we must assign our goodwill to individual reporting units. Identification of reporting units includes an analysis of the components that comprise each of our operating segments, which considers, among other things, the manner in which we operate our business and the availability of discrete financial information. Components of an operating segment are aggregated to form one reporting unit if the components have similar economic characteristics. We periodically review our reporting units to ensure that they continue to reflect the manner in which we operate our business. The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation for goodwill is an assessment of factors including reporting unit specific operating results as well as industry and market conditions, overall financial performance, and other relevant events and factors to determine whether it is more likely than not that the fair values of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass the qualitative assessment for its reporting units and perform a quantitative test. The quantitative impairment test requires us to estimate the fair value of our reporting units based on the income approach. The income approach is a valuation technique under which we estimate future cash flows using the reporting unit’s financial forecast from the perspective of an unrelated market participant. Using historical trending and internal forecasting techniques, we project revenue and apply our fixed and variable cost experience rate to the projected revenue to arrive at the future cash flows. A terminal value is then applied to the projected cash flow stream. Future estimated cash flows are discounted to their present value to calculate the estimated fair value. The discount rate used is the value-weighted average of our estimated cost of capital derived using both known and estimated customary market metrics. In determining the estimated fair value of a reporting unit, we are required to estimate a number of factors, including projected operating results, terminal growth rates, economic conditions, anticipated future cash flows, the discount rate and the allocation of shared or corporate items. For fiscal 2024, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2024. During the 45 45 Table of Contentssecond quarter of fiscal 2024, as part of restructuring actions, certain assets and liabilities associated with a disposal group in our Protein Sciences segment were classified as held-for-sale as of December 31, 2023. Given the upcoming divestiture, the Company identified a triggering event and performed impairment testing during the second half of fiscal 2024. The impairment test resulted in a total impairment charge of $22.0 million, which includes the allocated goodwill, which we have further described within Note 1. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2024, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.For fiscal 2023, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it was more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2023. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2023, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which were included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment.In the second quarter of fiscal 2022 Eminence notified the Company of its need for additional capital to execute its growth plan. The Company first attempted to find outside equity financing support for the Eminence investment but was unable to do so. The Company then reviewed the additional financing needs required to successfully ramp Eminence’s business, which ultimately did not meet the Company’s return on capital requirements. Therefore, the Company did not provide additional funding to Eminence. As a result of not obtaining additional financing, Eminence notified the Company of its plans to cease operations and liquidate its business.Given the upcoming liquidation process to dispose of the Eminence assets, the Company identified a triggering event and performed impairment testing during the second quarter of fiscal 2022. The impairment testing resulted in a full impairment of the Eminence goodwill and intangible assets, which resulted in charges of $8.3 million and $8.6 million, respectively, for the year ended June 30, 2022. The Company also recognized inventory and fixed asset impairment charges of $0.9 million and $0.9 million, respectively. The Company recorded the impairment charges within the General and Administrative line in the Consolidated Income Statement. The impairment charges recorded within Net Earnings Attributable to Bio-Techne were reduced by approximately $8 million recorded within Net Earnings Attributable to Noncontrolling Interests. The remaining net tangible assets of Eminence included in our Consolidated Balance Sheet as of June 30 2022, were $4.3 million and primarily consisted of fixed assets and related deposits of $3.1 million, inventory of $0.6 million, receivables of $0.4 million, and other current assets of $0.1 million. The Company also had $4.5 million related to current liabilities. The Company held a financial interest of approximately 57.4% in those tangible assets in the liquidation process. As described in Note 1, in the fourth quarter of fiscal 2022, Eminence was able to secure cash deposits on future orders to provide funding for their operations. This delay in liquidation allowed time for securing of additional investor financing which coincided with the sale of the Company's equity shares of Eminence in the first quarter of fiscal 2023. In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which are included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment.In our fiscal 2022 annual goodwill impairment analysis, we elected to perform a quantitative assessment for all five of our reporting units. The result of our quantitative assessment indicated that all of the reporting units had a substantial amount of headroom as of April 1, 2022. The Company did not identify any triggering events after our annual goodwill impairment through June 30, 2022, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.46 Table of Contents Table of Contents Table of Contents second quarter of fiscal 2024, as part of restructuring actions, certain assets and liabilities associated with a disposal group in our Protein Sciences segment were classified as held-for-sale as of December 31, 2023. Given the upcoming divestiture, the Company identified a triggering event and performed impairment testing during the second half of fiscal 2024. The impairment test resulted in a total impairment charge of $22.0 million, which includes the allocated goodwill, which we have further described within Note 1. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2024, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.For fiscal 2023, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it was more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2023. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2023, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which were included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment.In the second quarter of fiscal 2022 Eminence notified the Company of its need for additional capital to execute its growth plan. The Company first attempted to find outside equity financing support for the Eminence investment but was unable to do so. The Company then reviewed the additional financing needs required to successfully ramp Eminence’s business, which ultimately did not meet the Company’s return on capital requirements. Therefore, the Company did not provide additional funding to Eminence. As a result of not obtaining additional financing, Eminence notified the Company of its plans to cease operations and liquidate its business.Given the upcoming liquidation process to dispose of the Eminence assets, the Company identified a triggering event and performed impairment testing during the second quarter of fiscal 2022. The impairment testing resulted in a full impairment of the Eminence goodwill and intangible assets, which resulted in charges of $8.3 million and $8.6 million, respectively, for the year ended June 30, 2022. The Company also recognized inventory and fixed asset impairment charges of $0.9 million and $0.9 million, respectively. The Company recorded the impairment charges within the General and Administrative line in the Consolidated Income Statement. The impairment charges recorded within Net Earnings Attributable to Bio-Techne were reduced by approximately $8 million recorded within Net Earnings Attributable to Noncontrolling Interests. The remaining net tangible assets of Eminence included in our Consolidated Balance Sheet as of June 30 2022, were $4.3 million and primarily consisted of fixed assets and related deposits of $3.1 million, inventory of $0.6 million, receivables of $0.4 million, and other current assets of $0.1 million. The Company also had $4.5 million related to current liabilities. The Company held a financial interest of approximately 57.4% in those tangible assets in the liquidation process. As described in Note 1, in the fourth quarter of fiscal 2022, Eminence was able to secure cash deposits on future orders to provide funding for their operations. This delay in liquidation allowed time for securing of additional investor financing which coincided with the sale of the Company's equity shares of Eminence in the first quarter of fiscal 2023. In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which are included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment.In our fiscal 2022 annual goodwill impairment analysis, we elected to perform a quantitative assessment for all five of our reporting units. The result of our quantitative assessment indicated that all of the reporting units had a substantial amount of headroom as of April 1, 2022. The Company did not identify any triggering events after our annual goodwill impairment through June 30, 2022, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. second quarter of fiscal 2024, as part of restructuring actions, certain assets and liabilities associated with a disposal group in our Protein Sciences segment were classified as held-for-sale as of December 31, 2023. Given the upcoming divestiture, the Company identified a triggering event and performed impairment testing during the second half of fiscal 2024. The impairment test resulted in a total impairment charge of $22.0 million, which includes the allocated goodwill, which we have further described within Note 1. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2024, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. For fiscal 2023, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it was more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2023. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2023, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which were included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment. In the second quarter of fiscal 2022 Eminence notified the Company of its need for additional capital to execute its growth plan. The Company first attempted to find outside equity financing support for the Eminence investment but was unable to do so. The Company then reviewed the additional financing needs required to successfully ramp Eminence’s business, which ultimately did not meet the Company’s return on capital requirements. Therefore, the Company did not provide additional funding to Eminence. As a result of not obtaining additional financing, Eminence notified the Company of its plans to cease operations and liquidate its business. Given the upcoming liquidation process to dispose of the Eminence assets, the Company identified a triggering event and performed impairment testing during the second quarter of fiscal 2022. The impairment testing resulted in a full impairment of the Eminence goodwill and intangible assets, which resulted in charges of $8.3 million and $8.6 million, respectively, for the year ended June 30, 2022. The Company also recognized inventory and fixed asset impairment charges of $0.9 million and $0.9 million, respectively. The Company recorded the impairment charges within the General and Administrative line in the Consolidated Income Statement. The impairment charges recorded within Net Earnings Attributable to Bio-Techne were reduced by approximately $8 million recorded within Net Earnings Attributable to Noncontrolling Interests. The remaining net tangible assets of Eminence included in our Consolidated Balance Sheet as of June 30 2022, were $4.3 million and primarily consisted of fixed assets and related deposits of $3.1 million, inventory of $0.6 million, receivables of $0.4 million, and other current assets of $0.1 million. The Company also had $4.5 million related to current liabilities. The Company held a financial interest of approximately 57.4% in those tangible assets in the liquidation process. As described in Note 1, in the fourth quarter of fiscal 2022, Eminence was able to secure cash deposits on future orders to provide funding for their operations. This delay in liquidation allowed time for securing of additional investor financing which coincided with the sale of the Company's equity shares of Eminence in the first quarter of fiscal 2023. In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which are included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment. In our fiscal 2022 annual goodwill impairment analysis, we elected to perform a quantitative assessment for all five of our reporting units. The result of our quantitative assessment indicated that all of the reporting units had a substantial amount of headroom as of April 1, 2022. The Company did not identify any triggering events after our annual goodwill impairment through June 30, 2022, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. 46 46 Table of ContentsNEW ACCOUNTING PRONOUNCEMENTSInformation regarding the accounting policies adopted during fiscal 2024 and those not yet adopted can be found under caption “Note 1: Description of Business and Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements appear in Item 8 of this report.SUBSEQUENT EVENTSOn July 23, 2024, the Company invested $15 million in Spear Bio, an innovative leader in the development and manufacture of ultra-sensitive immunoassays capable of measuring protein biomarkers at attomolar level from sub-microliter sample volume. NON-GAAP FINANCIAL MEASURESThis Annual Report on Form 10-K, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7, contains financial measures that have not been calculated in accordance with accounting principles generally accepted in the U.S. (GAAP). These non-GAAP measures include:●Organic growth●Adjusted gross margin●Adjusted operating margin●Adjusted net earnings●Adjusted effective tax rate​We provide these measures as additional information regarding our operating results. We use these non-GAAP measures internally to evaluate our performance and in making financial and operational decisions, including with respect to incentive compensation. We believe that our presentation of these measures provides investors with greater transparency with respect to our results of operations and that these measures are useful for period-to-period comparison of results.47 Table of Contents Table of Contents Table of Contents NEW ACCOUNTING PRONOUNCEMENTSInformation regarding the accounting policies adopted during fiscal 2024 and those not yet adopted can be found under caption “Note 1: Description of Business and Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements appear in Item 8 of this report.SUBSEQUENT EVENTSOn July 23, 2024, the Company invested $15 million in Spear Bio, an innovative leader in the development and manufacture of ultra-sensitive immunoassays capable of measuring protein biomarkers at attomolar level from sub-microliter sample volume. NON-GAAP FINANCIAL MEASURESThis Annual Report on Form 10-K, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7, contains financial measures that have not been calculated in accordance with accounting principles generally accepted in the U.S. (GAAP). These non-GAAP measures include:●Organic growth●Adjusted gross margin●Adjusted operating margin●Adjusted net earnings●Adjusted effective tax rate​We provide these measures as additional information regarding our operating results. We use these non-GAAP measures internally to evaluate our performance and in making financial and operational decisions, including with respect to incentive compensation. We believe that our presentation of these measures provides investors with greater transparency with respect to our results of operations and that these measures are useful for period-to-period comparison of results.",
      "prior_body": "Goodwill Goodwill was $872.7 million as of June 30, 2023, which represented 33% of total assets. Goodwill is tested for impairment on an annual basis in the fourth quarter of each year, or more frequently if events occur or circumstances change that could indicate a possible impairment. To analyze goodwill for impairment, we must assign our goodwill to individual reporting units. Identification of reporting units includes an analysis of the components that comprise each of our operating segments, which considers, among other things, the manner in which we operate our business and the availability of discrete financial information. Components of an operating segment are aggregated to form one reporting unit if the components have similar economic characteristics. We periodically review our reporting units to ensure that they continue to reflect the manner in which we operate our business. The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation for goodwill is an assessment of factors including reporting unit specific operating results as well as industry and market conditions, overall financial performance, and other relevant events and factors to determine whether it is more likely than not that the fair values of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass the qualitative assessment for its reporting units and perform a quantitative test. The quantitative impairment test requires us to estimate the fair value of our reporting units based on the income approach. The income approach is a valuation technique under which we estimate future cash flows using the reporting unit’s financial forecast from the perspective of an unrelated market participant. Using historical trending and internal forecasting techniques, we project revenue and apply our fixed and variable cost experience rate to the projected revenue to arrive at the future cash flows. A terminal value is then applied to the projected cash flow stream. Future estimated cash flows are discounted to their present value to calculate the estimated fair value. The discount rate used is the value-weighted average of our estimated cost of capital derived using both known and estimated customary market metrics. In determining the estimated fair value of a reporting unit, we are required to estimate a number of factors, including projected operating results, terminal growth rates, economic conditions, anticipated future cash flows, the discount rate and the allocation of shared or corporate items. For fiscal 2023, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2023. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2023, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which are included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment. In the second quarter of fiscal 2022 Eminence notified the Company of its need for additional capital to execute its growth plan. The Company first attempted to find outside equity financing support for the Eminence investment but was unable to do so. The Company then reviewed the additional financing needs required to successfully ramp Eminence’s business, which ultimately did not meet the Company’s return on capital requirements. Therefore, the Company did not provide additional funding to Eminence. As a result of not obtaining additional financing, Eminence notified the Company of its plans to cease operations and liquidate its business. Given the upcoming liquidation process to dispose of the Eminence assets, the Company identified a triggering event and performed impairment testing during the second quarter of fiscal 2022. The impairment testing resulted in a full 43 43 Table of Contentsimpairment of the Eminence goodwill and intangible assets, which resulted in charges of $8.3 million and $8.6 million, respectively, for the year ended June 30, 2022. The Company also recognized inventory and fixed asset impairment charges of $0.9 million and $0.9 million, respectively. The Company recorded the impairment charges within the General and Administrative line in the Consolidated Income Statement. The impairment charges recorded within Net Earnings Attributable to Bio-Techne were reduced by approximately $8 million recorded within Net Earnings Attributable to Noncontrolling Interests. The remaining net tangible assets of Eminence included in our Consolidated Balance Sheet as of June 30 2022, were $4.3 million and primarily consisted of fixed assets and related deposits of $3.1 million, inventory of $0.6 million, receivables of $0.4 million, and other current assets of $0.1 million. The Company also had $4.5 million related to current liabilities. The Company held a financial interest of approximately 57.4% in those tangible assets in the liquidation process. As described in Note 1, in the fourth quarter of fiscal 2022, Eminence was able to secure cash deposits on future orders to provide funding for their operations. This delay in liquidation allowed time for securing of additional investor financing which coincided with the sale of the Company's equity shares of Eminence in the first quarter of fiscal 2023. In our fiscal 2022 annual goodwill impairment analysis, we elected to perform a quantitative assessment for all five of our reporting units. The result of our quantitative assessment indicated that all of the reporting units had a substantial amount of headroom as of April 1, 2022. The Company did not identify any triggering events after our annual goodwill impairment through June 30, 2022, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.In fiscal 2021, because our 2021 quantitative analyses included all of our reporting units, the summation of our reporting units’ fair values, as indicated by our discounted cash flow calculations, were compared to our consolidated fair value, as indicated by our market capitalization, to evaluate the reasonableness of our calculations. This impairment assessment is sensitive to changes in forecasted cash flows, as well as our selected discount rate. Changes in the reporting unit’s results, forecast assumptions and estimates could materially affect the estimation of the fair value of the reporting units. The quantitative assessment completed as of April 1, 2021 indicated that all of the reporting units had a substantial amount of headroom. Accordingly, the Company determined there was no indication of impairment of goodwill in our annual goodwill impairment analysis. Further, no triggering events were identified in the year ended June 30, 2021 that would require an additional goodwill impairment assessment beyond our required annual goodwill impairment assessment.NEW ACCOUNTING PRONOUNCEMENTSInformation regarding the accounting policies adopted during fiscal 2023 and those not yet adopted can be found under caption “Note 1: Description of Business and Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements appear in Item 8 of this report.SUBSEQUENT EVENTSOn July 7, 2023, the Company completed the acquisition of Lunaphore Technologies SA for approximately $165 million, net of cash acquired. NON-GAAP FINANCIAL MEASURESThis Annual Report on Form 10-K, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7, contains financial measures that have not been calculated in accordance with accounting principles generally accepted in the U.S. (GAAP). These non-GAAP measures include:●Organic growth●Adjusted gross margin●Adjusted operating margin●Adjusted net earnings●Adjusted effective tax rate​We provide these measures as additional information regarding our operating results. We use these non-GAAP measures internally to evaluate our performance and in making financial and operational decisions, including with respect to 44 Table of Contents Table of Contents Table of Contents impairment of the Eminence goodwill and intangible assets, which resulted in charges of $8.3 million and $8.6 million, respectively, for the year ended June 30, 2022. The Company also recognized inventory and fixed asset impairment charges of $0.9 million and $0.9 million, respectively. The Company recorded the impairment charges within the General and Administrative line in the Consolidated Income Statement. The impairment charges recorded within Net Earnings Attributable to Bio-Techne were reduced by approximately $8 million recorded within Net Earnings Attributable to Noncontrolling Interests. The remaining net tangible assets of Eminence included in our Consolidated Balance Sheet as of June 30 2022, were $4.3 million and primarily consisted of fixed assets and related deposits of $3.1 million, inventory of $0.6 million, receivables of $0.4 million, and other current assets of $0.1 million. The Company also had $4.5 million related to current liabilities. The Company held a financial interest of approximately 57.4% in those tangible assets in the liquidation process. As described in Note 1, in the fourth quarter of fiscal 2022, Eminence was able to secure cash deposits on future orders to provide funding for their operations. This delay in liquidation allowed time for securing of additional investor financing which coincided with the sale of the Company's equity shares of Eminence in the first quarter of fiscal 2023. In our fiscal 2022 annual goodwill impairment analysis, we elected to perform a quantitative assessment for all five of our reporting units. The result of our quantitative assessment indicated that all of the reporting units had a substantial amount of headroom as of April 1, 2022. The Company did not identify any triggering events after our annual goodwill impairment through June 30, 2022, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.In fiscal 2021, because our 2021 quantitative analyses included all of our reporting units, the summation of our reporting units’ fair values, as indicated by our discounted cash flow calculations, were compared to our consolidated fair value, as indicated by our market capitalization, to evaluate the reasonableness of our calculations. This impairment assessment is sensitive to changes in forecasted cash flows, as well as our selected discount rate. Changes in the reporting unit’s results, forecast assumptions and estimates could materially affect the estimation of the fair value of the reporting units. The quantitative assessment completed as of April 1, 2021 indicated that all of the reporting units had a substantial amount of headroom. Accordingly, the Company determined there was no indication of impairment of goodwill in our annual goodwill impairment analysis. Further, no triggering events were identified in the year ended June 30, 2021 that would require an additional goodwill impairment assessment beyond our required annual goodwill impairment assessment.NEW ACCOUNTING PRONOUNCEMENTSInformation regarding the accounting policies adopted during fiscal 2023 and those not yet adopted can be found under caption “Note 1: Description of Business and Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements appear in Item 8 of this report.SUBSEQUENT EVENTSOn July 7, 2023, the Company completed the acquisition of Lunaphore Technologies SA for approximately $165 million, net of cash acquired. NON-GAAP FINANCIAL MEASURESThis Annual Report on Form 10-K, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7, contains financial measures that have not been calculated in accordance with accounting principles generally accepted in the U.S. (GAAP). These non-GAAP measures include:●Organic growth●Adjusted gross margin●Adjusted operating margin●Adjusted net earnings●Adjusted effective tax rate​We provide these measures as additional information regarding our operating results. We use these non-GAAP measures internally to evaluate our performance and in making financial and operational decisions, including with respect to impairment of the Eminence goodwill and intangible assets, which resulted in charges of $8.3 million and $8.6 million, respectively, for the year ended June 30, 2022. The Company also recognized inventory and fixed asset impairment charges of $0.9 million and $0.9 million, respectively. The Company recorded the impairment charges within the General and Administrative line in the Consolidated Income Statement. The impairment charges recorded within Net Earnings Attributable to Bio-Techne were reduced by approximately $8 million recorded within Net Earnings Attributable to Noncontrolling Interests. The remaining net tangible assets of Eminence included in our Consolidated Balance Sheet as of June 30 2022, were $4.3 million and primarily consisted of fixed assets and related deposits of $3.1 million, inventory of $0.6 million, receivables of $0.4 million, and other current assets of $0.1 million. The Company also had $4.5 million related to current liabilities. The Company held a financial interest of approximately 57.4% in those tangible assets in the liquidation process. As described in Note 1, in the fourth quarter of fiscal 2022, Eminence was able to secure cash deposits on future orders to provide funding for their operations. This delay in liquidation allowed time for securing of additional investor financing which coincided with the sale of the Company's equity shares of Eminence in the first quarter of fiscal 2023. In our fiscal 2022 annual goodwill impairment analysis, we elected to perform a quantitative assessment for all five of our reporting units. The result of our quantitative assessment indicated that all of the reporting units had a substantial amount of headroom as of April 1, 2022. The Company did not identify any triggering events after our annual goodwill impairment through June 30, 2022, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. In fiscal 2021, because our 2021 quantitative analyses included all of our reporting units, the summation of our reporting units’ fair values, as indicated by our discounted cash flow calculations, were compared to our consolidated fair value, as indicated by our market capitalization, to evaluate the reasonableness of our calculations. This impairment assessment is sensitive to changes in forecasted cash flows, as well as our selected discount rate. Changes in the reporting unit’s results, forecast assumptions and estimates could materially affect the estimation of the fair value of the reporting units. The quantitative assessment completed as of April 1, 2021 indicated that all of the reporting units had a substantial amount of headroom. Accordingly, the Company determined there was no indication of impairment of goodwill in our annual goodwill impairment analysis. Further, no triggering events were identified in the year ended June 30, 2021 that would require an additional goodwill impairment assessment beyond our required annual goodwill impairment assessment."
    },
    {
      "status": "MODIFIED",
      "current_title": "LIQUIDITY AND CAPITAL RESOURCES",
      "prior_title": "LIQUIDITY AND CAPITAL RESOURCES",
      "similarity_score": 0.85,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"Cash, cash equivalents and available-for-sale investments at June 30, 2024 were $152.9 million compared to $204.3 million at June 30, 2023.\"",
        "Reworded sentence: \"At June 30, 2024, all of the Company’s available-for-sale investment account balances of $1.1 million were located in Europe.\""
      ],
      "current_body": "Cash, cash equivalents and available-for-sale investments at June 30, 2024 were $152.9 million compared to $204.3 million at June 30, 2023. Included in the available-for-sale investments was certificates of deposit that have contractual maturity dates within one year of $1.1 million as of June 30, 2024. There were no certificiates of deposit in the prior comparable period. As of June 30, 2023, there was $23.7 million included in the available-for-sale investments related to the fair value of the Company’s investment in exchange traded investment grade bond funds. At June 30, 2024, approximately 28% of the Company’s cash and cash equivalent account balances of $42.2 million were located in the U.S., with the remainder located in primarily in Canada, China, the U.K. and other European countries. At June 30, 2024, all of the Company’s available-for-sale investment account balances of $1.1 million were located in Europe. At June 30, 2024, we had $319 million in borrowings under the revolving credit facility, resulting in $681 million of unutilized availability under our revolving credit facility. The Company has either paid U.S. taxes on its undistributed foreign earnings or intends to indefinitely reinvest the undistributed earnings in the foreign operations or expects the earnings will be remitted in a tax neutral transaction. Management of the Company expects to be able to meet its cash and working capital requirements for operations, facility expansion, capital additions, and cash dividends for the foreseeable future, and at least the next 12 months, through currently available funds, including funds available through our line-of-credit and cash generated from operations. Future acquisition strategies may or may not require additional borrowings under the line-of-credit facility or other outside sources of funding.",
      "prior_body": "Cash, cash equivalents and available-for-sale investments at June 30, 2023 were $204.3 million compared to $247.0 million at June 30, 2022. Included in the available-for-sale-investments was the fair value of the Company’s investment in exchange traded investment grade bond funds, which was $23.7 million as of June 30, 2023 and $23.9 million as of June 30, 2022. During the first fiscal quarter, the Company sold its remaining shares of its investment in CCXI. As of June 30, 2022, the fair value of the Company’s investment in CCXI was $36.0 million. Also included in the June 30, 2022 balance were $14.5 million of certificates of deposit that were sold and not repurchased during fiscal year 2023. At June 30, 2023, approximately 39% of the Company’s cash and equivalent account balances of $68.5 million were located in the U.S., with the remainder located in primarily in Canada, China, the U.K. and other European countries. At June 30, 2023, all of the Company’s available-for-sale investment account balances of $23.7 million were located in Canada. At June 30, 2023, we had $350 million in borrowings under the revolving credit facility, resulting in $650 million of unutilized availability under our revolving credit facility. The Company has either paid U.S. taxes on its undistributed foreign earnings or intends to indefinitely reinvest the undistributed earnings in the foreign operations or expects the earnings will be remitted in a tax neutral transaction. Management of the Company expects to be able to meet its cash and working capital requirements for operations, facility expansion, capital additions, and cash dividends for the foreseeable future, and at least the next 12 months, through currently available funds, including funds available through our line-of-credit and cash generated from operations. Future acquisition strategies may or may not require additional borrowings under the line-of-credit facility or other outside sources of funding."
    },
    {
      "status": "MODIFIED",
      "current_title": "Climate change and/or related environmental risks, or legal or regulatory measures to address climate change and/or related environmental risks, may negatively affect us.",
      "prior_title": "Climate change, or legal or regulatory measures to address climate change, may negatively affect us.",
      "similarity_score": 0.843,
      "confidence": "high",
      "current_body": "Climate change resulting from increased concentrations of carbon dioxide and other greenhouse gases in the atmosphere could present risks to our operations. For example, we have significant operations in California, where serious drought has made water less available and more costly and has increased the risk of wildfires. Changes in climate patterns leading to extreme heat waves or unusual cold weather at some of our locations can lead to increased energy usage and costs, or otherwise adversely impact our facilities and operations and disrupt our supply chains and distribution systems. Concern over climate change can also result in new or additional legal or regulatory requirements designed to reduce greenhouse gas emissions or mitigate the effects of climate change on the environment. Any such new or additional legal or regulatory requirements may increase the costs associated with, or disrupt, sourcing, manufacturing and distribution of our products, which may adversely affect our business and financial results. In addition, any failure to adequately address stakeholder expectations with respect to environmental, social and governance (“ESG”) matters may result in the loss of business, adverse reputational impacts, diluted market valuations and challenges in attracting and retaining customers and talented employees. In addition, our adoption of certain standards or mandated compliance to certain requirements could necessitate additional investments that could impact our profitability.",
      "prior_body": "Climate change resulting from increased concentrations of carbon dioxide and other greenhouse gases in the atmosphere could present risks to our operations. For example, we have significant operations in California, where serious drought has made water less available and more costly and has increased the risk of wildfires. Changes in climate patterns leading to extreme heat waves or unusual cold weather at some of our locations can lead to increased energy usage and costs, or otherwise adversely impact our facilities and operations and disrupt our supply chains and distribution systems. Concern over climate change can also result in new or additional legal or regulatory requirements designed to reduce greenhouse gas emissions or mitigate the effects of climate change on the environment. Any such new or additional legal or regulatory requirements may increase the costs associated with, or disrupt, sourcing, manufacturing and distribution of our products, which may adversely affect our business and financial results. In addition, any failure to adequately address stakeholder expectations with respect to environmental, social and governance (“ESG”) matters may result in the loss of business, adverse reputational impacts, diluted market valuations and challenges in attracting and retaining customers and talented employees. In addition, our adoption of certain standards or mandated compliance to certain requirements could necessitate additional investments that could impact our profitability."
    },
    {
      "status": "MODIFIED",
      "current_title": "Cash Flows From Financing Activities",
      "prior_title": "CRITICAL ACCOUNTING POLICIES",
      "similarity_score": 0.824,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"In fiscal 2024, 2023, and 2022, the Company paid cash dividends of $50.4 million, $50.3 million, $50.2 million, respectively.\"",
        "Reworded sentence: \"Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.\"",
        "Reworded sentence: \"For potential payments related to product development milestones, the fair value is based on the 44 Table of Contents Table of Contents Table of Contents payments, $0.7 million is classified as financing on the statement of cash flows.\"",
        "Reworded sentence: \"For potential payments related to product development milestones, the fair value is based on the payments, $0.7 million is classified as financing on the statement of cash flows.\""
      ],
      "current_body": "In fiscal 2024, 2023, and 2022, the Company paid cash dividends of $50.4 million, $50.3 million, $50.2 million, respectively. The Board of Directors periodically considers the payment of cash dividends. The Company received $60.9 million, $29.8 million, $77.2 million, for the exercise of options for 2,240,000, 1,578,000, and 2,450,000 shares of common stock in fiscal 2024, 2023 and 2022, respectively. During fiscal 2024, 2023, and 2022, the Company repurchased $80.0 million, $19.6 million, and $161.0 million, respectively, in share repurchases included as a cash outflow within Financing Activities. During fiscal 2024, 2023, and 2022, the Company drew $225.0 million, $619.7 million, and $90.0 million, respectively, under its revolving line-of-credit facility. Repayments of $256.0 million, $525.7 million, and $175.5 million were made on its line-of-credit in fiscal 2024, 2023, and 2022, respectively. There were no payments during fiscal 2024 nor fiscal 2023 for contingent consideration. During fiscal 2022, the Company made $4.0 million in cash payments towards the Quad contingent consideration liability. Of the $4.0 million in total 43 43 Table of Contentspayments, $0.7 million is classified as financing on the statement of cash flows. The remaining $3.3 million was recorded as operating on the statement of cash flows as it represents the consideration liability that exceeds the amount of the contingent consideration liability recognized at the acquisition date.During fiscal 2024, 2023 and 2022, the Company paid $21.9 million, $28.9 million and $23.5 million, respectively, for taxes remitted on behalf of participants in net share settlement transactions and restricted stock units. The other financing activity during fiscal 2023 is primarily related to fees for the amended Credit Agreement that occurred in the first fiscal quarter. There was no comparable activity in fiscal 2024 or fiscal 2022. CRITICAL ACCOUNTING POLICIESManagement’s discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management evaluates its estimates. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.The Company has identified the policies outlined below as critical to its business operations and an understanding of results of operations. The listing is not intended to be a comprehensive list of all accounting policies; investors should also refer to Note 1 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K.Business CombinationsWe allocate the purchase price of acquired businesses to the estimated fair values of the assets acquired and liabilities assumed as of the date of the acquisition. The calculations used to determine the fair value of the long-lived assets acquired, primarily intangible assets, can be complex and require significant judgment. We weigh many factors when completing these estimates including, but not limited to, the nature of the acquired company’s business; its competitive position, strengths, and challenges; its historical financial position and performance; estimated customer retention rates; discount rates; and future plans for the combined entity. We may also engage independent valuation specialists, when necessary, to assist in the fair value calculations for significant acquired long-lived assets.The fair value of acquired technology is generally the primary asset identified and therefore estimated using the multi-period excess earnings method. The multi-period excess earnings method model estimates revenues and cash flows derived from the primary asset and then deducts portions of the cash flow that can be attributed to supporting assets, such as Trade Names and in-process research and development, that contributed to the generation of the cash flows. The resulting cash flow, which is attributable solely to the primary asset acquired, is then discounted at a rate of return commensurate with the risk of the asset to calculate a present value. The Trade Name is generally calculated using the relief from royalty method, which calculates the cost savings associated with owning rather than licensing the technology. Assumed royalty rates are applied to the projected revenues for the remaining useful life of the technology to estimate the royalty savings. In-process research and development assets are valued using the multi-period excess earnings method when the cash flows from the in-process research and development assets are separately identifiable from the primary asset. In circumstances that Customer Relationship assets are identified that are not the primary asset, they are valued using the distributor model income approach, which isolates revenues and cash flow associated with the sales and distribution function of the entity and attributable to customer-related assets, which are then discounted at a rate of return commensurate with the risk of the asset to calculate a present value.We estimate the fair value of liabilities for contingent consideration by discounting to present value the probability weighted contingent payments expected to be made. For potential payments related to financial performance based milestones, projected revenue and/or EBITDA amounts, volatility and discount rates assumptions are included in the estimated amounts. For potential payments related to product development milestones, the fair value is based on the 44 Table of Contents Table of Contents Table of Contents payments, $0.7 million is classified as financing on the statement of cash flows. The remaining $3.3 million was recorded as operating on the statement of cash flows as it represents the consideration liability that exceeds the amount of the contingent consideration liability recognized at the acquisition date.During fiscal 2024, 2023 and 2022, the Company paid $21.9 million, $28.9 million and $23.5 million, respectively, for taxes remitted on behalf of participants in net share settlement transactions and restricted stock units. The other financing activity during fiscal 2023 is primarily related to fees for the amended Credit Agreement that occurred in the first fiscal quarter. There was no comparable activity in fiscal 2024 or fiscal 2022. CRITICAL ACCOUNTING POLICIESManagement’s discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management evaluates its estimates. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.The Company has identified the policies outlined below as critical to its business operations and an understanding of results of operations. The listing is not intended to be a comprehensive list of all accounting policies; investors should also refer to Note 1 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K.Business CombinationsWe allocate the purchase price of acquired businesses to the estimated fair values of the assets acquired and liabilities assumed as of the date of the acquisition. The calculations used to determine the fair value of the long-lived assets acquired, primarily intangible assets, can be complex and require significant judgment. We weigh many factors when completing these estimates including, but not limited to, the nature of the acquired company’s business; its competitive position, strengths, and challenges; its historical financial position and performance; estimated customer retention rates; discount rates; and future plans for the combined entity. We may also engage independent valuation specialists, when necessary, to assist in the fair value calculations for significant acquired long-lived assets.The fair value of acquired technology is generally the primary asset identified and therefore estimated using the multi-period excess earnings method. The multi-period excess earnings method model estimates revenues and cash flows derived from the primary asset and then deducts portions of the cash flow that can be attributed to supporting assets, such as Trade Names and in-process research and development, that contributed to the generation of the cash flows. The resulting cash flow, which is attributable solely to the primary asset acquired, is then discounted at a rate of return commensurate with the risk of the asset to calculate a present value. The Trade Name is generally calculated using the relief from royalty method, which calculates the cost savings associated with owning rather than licensing the technology. Assumed royalty rates are applied to the projected revenues for the remaining useful life of the technology to estimate the royalty savings. In-process research and development assets are valued using the multi-period excess earnings method when the cash flows from the in-process research and development assets are separately identifiable from the primary asset. In circumstances that Customer Relationship assets are identified that are not the primary asset, they are valued using the distributor model income approach, which isolates revenues and cash flow associated with the sales and distribution function of the entity and attributable to customer-related assets, which are then discounted at a rate of return commensurate with the risk of the asset to calculate a present value.We estimate the fair value of liabilities for contingent consideration by discounting to present value the probability weighted contingent payments expected to be made. For potential payments related to financial performance based milestones, projected revenue and/or EBITDA amounts, volatility and discount rates assumptions are included in the estimated amounts. For potential payments related to product development milestones, the fair value is based on the payments, $0.7 million is classified as financing on the statement of cash flows. The remaining $3.3 million was recorded as operating on the statement of cash flows as it represents the consideration liability that exceeds the amount of the contingent consideration liability recognized at the acquisition date. During fiscal 2024, 2023 and 2022, the Company paid $21.9 million, $28.9 million and $23.5 million, respectively, for taxes remitted on behalf of participants in net share settlement transactions and restricted stock units. The other financing activity during fiscal 2023 is primarily related to fees for the amended Credit Agreement that occurred in the first fiscal quarter. There was no comparable activity in fiscal 2024 or fiscal 2022.",
      "prior_body": "Management’s discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management evaluates its estimates. 41 41 Table of ContentsManagement bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.The Company has identified the policies outlined below as critical to its business operations and an understanding of results of operations. The listing is not intended to be a comprehensive list of all accounting policies; investors should also refer to Note 1 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K.Business CombinationsWe allocate the purchase price of acquired businesses to the estimated fair values of the assets acquired and liabilities assumed as of the date of the acquisition. The calculations used to determine the fair value of the long-lived assets acquired, primarily intangible assets, can be complex and require significant judgment. We weigh many factors when completing these estimates including, but not limited to, the nature of the acquired company’s business; its competitive position, strengths, and challenges; its historical financial position and performance; estimated customer retention rates; discount rates; and future plans for the combined entity. We may also engage independent valuation specialists, when necessary, to assist in the fair value calculations for significant acquired long-lived assets.The fair value of acquired technology is generally the primary asset identified and therefore estimated using the multi-period excess earnings method. The multi-period excess earnings method model estimates revenues and cash flows derived from the primary asset and then deducts portions of the cash flow that can be attributed to supporting assets, such as Trade Names and in-process research and development, that contributed to the generation of the cash flows. The resulting cash flow, which is attributable solely to the primary asset acquired, is then discounted at a rate of return commensurate with the risk of the asset to calculate a present value. The Trade Name is generally calculated using the relief from royalty method, which calculates the cost savings associated with owning rather than licensing the technology. Assumed royalty rates are applied to the projected revenues for the remaining useful life of the technology to estimate the royalty savings. In-process research and development assets are valued using the multi-period excess earnings method when the cash flows from the in-process research and development assets are separately identifiable from the primary asset. In circumstances that Customer Relationship assets are identified that are not the primary asset, they are valued using the distributor model income approach, which isolates revenues and cash flow associated with the sales and distribution function of the entity and attributable to customer-related assets, which are then discounted at a rate of return commensurate with the risk of the asset to calculate a present value.We estimate the fair value of liabilities for contingent consideration by discounting to present value the probability weighted contingent payments expected to be made. For potential payments related to financial performance based milestones, projected revenue and/or EBITDA amounts, volatility and discount rates assumptions are included in the estimated amounts. For potential payments related to product development milestones, the fair value is based on the probability of achievement of such milestones. The excess of the purchase price over the estimated fair value of the net assets acquired is recorded as goodwill. Goodwill is not amortized, but is subject to impairment testing on at least an annual basis.We are also required to estimate the useful lives of the acquired intangible assets, which determines the amount of acquisition-related amortization expense we will record in future periods. Each reporting period, we evaluate the remaining useful lives of our amortizable intangibles to determine whether events or circumstances warrant a revision to the remaining period of amortization.While we use our best estimates and assumptions, our fair value estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Any adjustments required after the measurement period are recorded in the consolidated statements of earnings.The judgments required in determining the estimated fair values and expected useful lives assigned to each class of assets and liabilities acquired can significantly affect net income. For example, different classes of assets will have useful lives that differ. Consequently, to the extent a longer-lived asset is ascribed greater value than a shorter-lived asset, net income 42 Table of Contents Table of Contents Table of Contents Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.The Company has identified the policies outlined below as critical to its business operations and an understanding of results of operations. The listing is not intended to be a comprehensive list of all accounting policies; investors should also refer to Note 1 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K.Business CombinationsWe allocate the purchase price of acquired businesses to the estimated fair values of the assets acquired and liabilities assumed as of the date of the acquisition. The calculations used to determine the fair value of the long-lived assets acquired, primarily intangible assets, can be complex and require significant judgment. We weigh many factors when completing these estimates including, but not limited to, the nature of the acquired company’s business; its competitive position, strengths, and challenges; its historical financial position and performance; estimated customer retention rates; discount rates; and future plans for the combined entity. We may also engage independent valuation specialists, when necessary, to assist in the fair value calculations for significant acquired long-lived assets.The fair value of acquired technology is generally the primary asset identified and therefore estimated using the multi-period excess earnings method. The multi-period excess earnings method model estimates revenues and cash flows derived from the primary asset and then deducts portions of the cash flow that can be attributed to supporting assets, such as Trade Names and in-process research and development, that contributed to the generation of the cash flows. The resulting cash flow, which is attributable solely to the primary asset acquired, is then discounted at a rate of return commensurate with the risk of the asset to calculate a present value. The Trade Name is generally calculated using the relief from royalty method, which calculates the cost savings associated with owning rather than licensing the technology. Assumed royalty rates are applied to the projected revenues for the remaining useful life of the technology to estimate the royalty savings. In-process research and development assets are valued using the multi-period excess earnings method when the cash flows from the in-process research and development assets are separately identifiable from the primary asset. In circumstances that Customer Relationship assets are identified that are not the primary asset, they are valued using the distributor model income approach, which isolates revenues and cash flow associated with the sales and distribution function of the entity and attributable to customer-related assets, which are then discounted at a rate of return commensurate with the risk of the asset to calculate a present value.We estimate the fair value of liabilities for contingent consideration by discounting to present value the probability weighted contingent payments expected to be made. For potential payments related to financial performance based milestones, projected revenue and/or EBITDA amounts, volatility and discount rates assumptions are included in the estimated amounts. For potential payments related to product development milestones, the fair value is based on the probability of achievement of such milestones. The excess of the purchase price over the estimated fair value of the net assets acquired is recorded as goodwill. Goodwill is not amortized, but is subject to impairment testing on at least an annual basis.We are also required to estimate the useful lives of the acquired intangible assets, which determines the amount of acquisition-related amortization expense we will record in future periods. Each reporting period, we evaluate the remaining useful lives of our amortizable intangibles to determine whether events or circumstances warrant a revision to the remaining period of amortization.While we use our best estimates and assumptions, our fair value estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Any adjustments required after the measurement period are recorded in the consolidated statements of earnings.The judgments required in determining the estimated fair values and expected useful lives assigned to each class of assets and liabilities acquired can significantly affect net income. For example, different classes of assets will have useful lives that differ. Consequently, to the extent a longer-lived asset is ascribed greater value than a shorter-lived asset, net income Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company has identified the policies outlined below as critical to its business operations and an understanding of results of operations. The listing is not intended to be a comprehensive list of all accounting policies; investors should also refer to Note 1 to the Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K."
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.819,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "CONSOLIDATED BALANCE SHEETS",
      "prior_title": "CONSOLIDATED BALANCE SHEETS",
      "similarity_score": 0.812,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"Bio-Techne Corporation and Subsidiaries (in thousands, except share and per share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2024 ​ 2023 ASSETS ​ ​ Current assets: ​ ​ Cash and cash equivalents ​ $ 151,791 ​ $ 180,571 Short-term available-for-sale investments ​ 1,072 ​ 23,739 Accounts receivable, less allowance for doubtful accounts of $4,386 and $4,738, respectively ​ 241,394 ​ 218,468 Inventories ​ 179,731 ​ 171,638 Current assets held-for-sale ​ ​ 9,773 ​ ​ — Other current assets ​ 33,658 ​ 27,066 Total current assets ​ 617,419 ​ 621,482 ​ ​ ​ ​ ​ ​ ​ Property and equipment, net ​ 251,154 ​ 226,200 Right-of-use assets ​ 91,285 ​ 98,326 Goodwill ​ 972,663 ​ 872,737 Intangible assets, net ​ 507,081 ​ 534,645 Other assets ​ 264,265 ​ 285,302 Total assets ​ $ 2,703,867 ​ $ 2,638,692 LIABILITIES AND SHAREHOLDERS’ EQUITY ​ ​ Current liabilities: ​ ​ Trade accounts payable ​ $ 37,968 ​ $ 25,679 Salaries, wages and related accruals ​ 49,818 ​ 36,747 Accrued expenses ​ 24,886 ​ 14,880 Contract liabilities ​ 27,930 ​ 23,069 Income taxes payable ​ 3,706 ​ 12,022 Operating lease liabilities - current ​ 12,920 ​ 11,199 Contingent consideration payable ​ — ​ 3,500 Other current liabilities ​ 2,151 ​ 1,413 Total current liabilities ​ 159,379 ​ 128,509 ​ ​ ​ ​ ​ ​ ​ Deferred income taxes ​ 55,863 ​ 88,982 Long-term debt obligations ​ 319,000 ​ 350,000 Operating lease liabilities ​ 87,618 ​ 93,766 Other long-term liabilities ​ 13,157 ​ 10,919 ​ ​ ​ Bio-Techne’s Shareholders’ equity: ​ ​ ​ ​ ​ ​ Undesignated capital stock, no par; authorized 5,000,000 shares; none issued or outstanding ​ — ​ — Common stock, par value $.01 per share; authorized 400,000,000; issued and outstanding 158,216,258 and 157,641,914 respectively ​ 1,582 ​ 1,576 Additional paid-in capital ​ 820,337 ​ 721,543 Retained earnings ​ 1,325,247 ​ 1,309,461 Accumulated other comprehensive loss ​ (78,316) ​ (66,064) Total Bio-Techne’s shareholders’ equity ​ 2,068,850 ​ 1,966,516 Total liabilities and shareholders’ equity ​ $ 2,703,867 ​ $ 2,638,692 ​ ​ See Notes to Consolidated Financial Statements.\""
      ],
      "current_body": "Bio-Techne Corporation and Subsidiaries (in thousands, except share and per share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2024 ​ 2023 ASSETS ​ ​ Current assets: ​ ​ Cash and cash equivalents ​ $ 151,791 ​ $ 180,571 Short-term available-for-sale investments ​ 1,072 ​ 23,739 Accounts receivable, less allowance for doubtful accounts of $4,386 and $4,738, respectively ​ 241,394 ​ 218,468 Inventories ​ 179,731 ​ 171,638 Current assets held-for-sale ​ ​ 9,773 ​ ​ — Other current assets ​ 33,658 ​ 27,066 Total current assets ​ 617,419 ​ 621,482 ​ ​ ​ ​ ​ ​ ​ Property and equipment, net ​ 251,154 ​ 226,200 Right-of-use assets ​ 91,285 ​ 98,326 Goodwill ​ 972,663 ​ 872,737 Intangible assets, net ​ 507,081 ​ 534,645 Other assets ​ 264,265 ​ 285,302 Total assets ​ $ 2,703,867 ​ $ 2,638,692 LIABILITIES AND SHAREHOLDERS’ EQUITY ​ ​ Current liabilities: ​ ​ Trade accounts payable ​ $ 37,968 ​ $ 25,679 Salaries, wages and related accruals ​ 49,818 ​ 36,747 Accrued expenses ​ 24,886 ​ 14,880 Contract liabilities ​ 27,930 ​ 23,069 Income taxes payable ​ 3,706 ​ 12,022 Operating lease liabilities - current ​ 12,920 ​ 11,199 Contingent consideration payable ​ — ​ 3,500 Other current liabilities ​ 2,151 ​ 1,413 Total current liabilities ​ 159,379 ​ 128,509 ​ ​ ​ ​ ​ ​ ​ Deferred income taxes ​ 55,863 ​ 88,982 Long-term debt obligations ​ 319,000 ​ 350,000 Operating lease liabilities ​ 87,618 ​ 93,766 Other long-term liabilities ​ 13,157 ​ 10,919 ​ ​ ​ Bio-Techne’s Shareholders’ equity: ​ ​ ​ ​ ​ ​ Undesignated capital stock, no par; authorized 5,000,000 shares; none issued or outstanding ​ — ​ — Common stock, par value $.01 per share; authorized 400,000,000; issued and outstanding 158,216,258 and 157,641,914 respectively ​ 1,582 ​ 1,576 Additional paid-in capital ​ 820,337 ​ 721,543 Retained earnings ​ 1,325,247 ​ 1,309,461 Accumulated other comprehensive loss ​ (78,316) ​ (66,064) Total Bio-Techne’s shareholders’ equity ​ 2,068,850 ​ 1,966,516 Total liabilities and shareholders’ equity ​ $ 2,703,867 ​ $ 2,638,692 ​ ​ See Notes to Consolidated Financial Statements. ​ 51 51 Table of ContentsCONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITYBio-Techne Corporation and Subsidiaries(in thousands)​​​​​​​​​​​​​​​​​​​​​​ ​ ​​ ​​ ​​ Accumulated ​​ ​​​​​​​​Additional​​​​Other​​​​​​​​Common Stock​Paid-in​Retained​Comprehensive​Noncontrolling​​​​​Shares​Amount​Capital​Earnings​Income (Loss)​Interest ​TotalBalances at June 30, 2021 155,822​$ 1,558​$ 533,239​$ 1,085,465​$ (57,291)​$ 8,263​$ 1,571,234Net earnings ​​​​​​​​ 272,051​ ​​​ (8,952)​ 263,099Other comprehensive income (loss) ​​​​​​​​ ​​ (17,909)​ (70)​ (17,979)Share repurchases (1,577)​ (16)​ ​​ (160,934)​ ​​​​​ (160,950)Common stock issued for exercise of options 2,282​ 23​ 74,354​ (13,482)​ ​​​​​ 60,895Common stock issued for restricted stock awards 89​ 1​ (1)​ (9,978)​ ​​​​​ (9,978)Cash dividends ​​​​​​​​ (50,185)​ ​​​​​ (50,185)Stock-based compensation expense ​​​​​ 41,208​ ​​ ​​​​​ 41,208Common stock issued to employee stock purchase plan 28​ 0​ 2,694​ ​​ ​​​​​ 2,694Employee stock purchase plan expense ​​​​​ 973​ ​​ ​​​​​ 973Balances at June 30, 2022 156,644​$ 1,566​$ 652,467​$ 1,122,937​$ (75,200)​$ (759)​$ 1,701,011Reclassification of cumulative translation adjustment for Eminence to non-operating income ​​​​​​​​​​​​ 152​​ (33)​ 119Elimination of noncontrolling equity interest from sale of Eminence​​​​​​​​​​​​​​​​ 613​ 613Net earnings ​​​​​​​​​ 285,263​​​​​ 179​ 285,442Other comprehensive income (loss) ​​​​​​​​​​​​ 8,984​​​​ 8,984Share repurchases (222)​​ (2)​​​​​ (19,560)​​​​​​​ (19,562)Common stock issued for exercise of options 1,083​​ 10​​ 24,942​​ (22,163)​​​​​​​ 2,789Common stock issued for restricted stock awards 63​​ 1​​ (1)​​ (6,731)​​​​​​​ (6,731)Cash dividends ​​​​​​​​​ (50,285)​​​​​​​ (50,285)Stock-based compensation expense ​​​​​​ 38,315​​​​​​​​​​ 38,315Common stock issued to employee stock purchase plan 74​​1​​ 4,905​​​​​​​​​​ 4,906Employee stock purchase plan expense ​​​​​​ 915​​​​​​​​​​ 915Balances at June 30, 2023 157,642​$ 1,576​$ 721,543​$ 1,309,461​$ (66,064)​$ —​$ 1,966,516Net earnings ​​​​​​​​​168,105 ​​​​​​​​ 168,105Other comprehensive income (loss) ​​​​​​​​​​​​ (12,252)​​​​​ (12,252)Share repurchases (1,397)​​ (14)​​​​​ (80,028)​​​​​​​​ (80,042)Common stock issued for exercise of options 1,811​​ 18​​ 56,409​​ (16,534)​​​​​​​​ 39,893Common stock issued for restricted stock awards 91​​ 1​​ (1)​​ (5,338)​​​​​​​​ (5,338)Cash dividends ​​​​​​​​​ (50,419)​​​​​​​​ (50,419)Stock-based compensation expense ​​​​​​ 37,136​​​​​​​​​​​ 37,136Common stock issued to employee stock purchase plan 69​​ 1​​ 4,344​​​​​​​​​​​ 4,345Employee stock purchase plan expense ​​​​​​ 906​​​​​​​​​​​ 906Balances at June 30, 2024 158,216​$ 1,582​$ 820,337​$ 1,325,247​$ (78,316)​$ —​$ 2,068,850​See Notes to Consolidated Financial Statements.​52 Table of Contents Table of Contents Table of Contents CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITYBio-Techne Corporation and Subsidiaries(in thousands)​​​​​​​​​​​​​​​​​​​​​​ ​ ​​ ​​ ​​ Accumulated ​​ ​​​​​​​​Additional​​​​Other​​​​​​​​Common Stock​Paid-in​Retained​Comprehensive​Noncontrolling​​​​​Shares​Amount​Capital​Earnings​Income (Loss)​Interest ​TotalBalances at June 30, 2021 155,822​$ 1,558​$ 533,239​$ 1,085,465​$ (57,291)​$ 8,263​$ 1,571,234Net earnings ​​​​​​​​ 272,051​ ​​​ (8,952)​ 263,099Other comprehensive income (loss) ​​​​​​​​ ​​ (17,909)​ (70)​ (17,979)Share repurchases (1,577)​ (16)​ ​​ (160,934)​ ​​​​​ (160,950)Common stock issued for exercise of options 2,282​ 23​ 74,354​ (13,482)​ ​​​​​ 60,895Common stock issued for restricted stock awards 89​ 1​ (1)​ (9,978)​ ​​​​​ (9,978)Cash dividends ​​​​​​​​ (50,185)​ ​​​​​ (50,185)Stock-based compensation expense ​​​​​ 41,208​ ​​ ​​​​​ 41,208Common stock issued to employee stock purchase plan 28​ 0​ 2,694​ ​​ ​​​​​ 2,694Employee stock purchase plan expense ​​​​​ 973​ ​​ ​​​​​ 973Balances at June 30, 2022 156,644​$ 1,566​$ 652,467​$ 1,122,937​$ (75,200)​$ (759)​$ 1,701,011Reclassification of cumulative translation adjustment for Eminence to non-operating income ​​​​​​​​​​​​ 152​​ (33)​ 119Elimination of noncontrolling equity interest from sale of Eminence​​​​​​​​​​​​​​​​ 613​ 613Net earnings ​​​​​​​​​ 285,263​​​​​ 179​ 285,442Other comprehensive income (loss) ​​​​​​​​​​​​ 8,984​​​​ 8,984Share repurchases (222)​​ (2)​​​​​ (19,560)​​​​​​​ (19,562)Common stock issued for exercise of options 1,083​​ 10​​ 24,942​​ (22,163)​​​​​​​ 2,789Common stock issued for restricted stock awards 63​​ 1​​ (1)​​ (6,731)​​​​​​​ (6,731)Cash dividends ​​​​​​​​​ (50,285)​​​​​​​ (50,285)Stock-based compensation expense ​​​​​​ 38,315​​​​​​​​​​ 38,315Common stock issued to employee stock purchase plan 74​​1​​ 4,905​​​​​​​​​​ 4,906Employee stock purchase plan expense ​​​​​​ 915​​​​​​​​​​ 915Balances at June 30, 2023 157,642​$ 1,576​$ 721,543​$ 1,309,461​$ (66,064)​$ —​$ 1,966,516Net earnings ​​​​​​​​​168,105 ​​​​​​​​ 168,105Other comprehensive income (loss) ​​​​​​​​​​​​ (12,252)​​​​​ (12,252)Share repurchases (1,397)​​ (14)​​​​​ (80,028)​​​​​​​​ (80,042)Common stock issued for exercise of options 1,811​​ 18​​ 56,409​​ (16,534)​​​​​​​​ 39,893Common stock issued for restricted stock awards 91​​ 1​​ (1)​​ (5,338)​​​​​​​​ (5,338)Cash dividends ​​​​​​​​​ (50,419)​​​​​​​​ (50,419)Stock-based compensation expense ​​​​​​ 37,136​​​​​​​​​​​ 37,136Common stock issued to employee stock purchase plan 69​​ 1​​ 4,344​​​​​​​​​​​ 4,345Employee stock purchase plan expense ​​​​​​ 906​​​​​​​​​​​ 906Balances at June 30, 2024 158,216​$ 1,582​$ 820,337​$ 1,325,247​$ (78,316)​$ —​$ 2,068,850​See Notes to Consolidated Financial Statements.​",
      "prior_body": "Bio-Techne Corporation and Subsidiaries (in thousands, except share and per share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2023 ​ 2022 ASSETS ​ ​ Current assets: ​ ​ Cash and cash equivalents ​ $ 180,571 ​ $ 172,567 Short-term available-for-sale investments ​ 23,739 ​ 74,462 Accounts receivable, less allowance for doubtful accounts of $4,738 and $2,568, respectively ​ 218,468 ​ 194,548 Inventories ​ 171,638 ​ 141,123 Other current assets ​ 27,066 ​ 22,856 Total current assets ​ 621,482 ​ 605,556 ​ ​ ​ ​ ​ ​ ​ Property and equipment, net ​ 226,200 ​ 223,242 Right of use asset ​ 98,326 ​ 65,556 Goodwill ​ 872,737 ​ 822,101 Intangible assets, net ​ 534,645 ​ 531,522 Other assets ​ 285,302 ​ 46,828 Total assets ​ $ 2,638,692 ​ $ 2,294,805 LIABILITIES AND SHAREHOLDERS’ EQUITY ​ ​ Current liabilities: ​ ​ Trade accounts payable ​ $ 25,679 ​ $ 33,865 Salaries, wages and related accruals ​ 36,747 ​ 61,953 Accrued expenses ​ 14,880 ​ 17,886 Contract liabilities ​ 23,069 ​ 23,406 Income taxes payable ​ 12,022 ​ 13,237 Operating lease liabilities - current ​ 11,199 ​ 11,928 Contingent consideration payable ​ 3,500 ​ — Current portion of long-term debt obligations ​ — ​ 12,500 Other current liabilities ​ 1,413 ​ 1,243 Total current liabilities ​ 128,509 ​ 176,018 ​ ​ ​ ​ ​ ​ ​ Deferred income taxes ​ 88,982 ​ 98,994 Long-term debt obligations ​ 350,000 ​ 243,410 Long-term contingent consideration payable ​ — ​ 5,000 Operating lease liabilities ​ 93,766 ​ 58,133 Other long-term liabilities ​ 10,919 ​ 12,239 ​ ​ ​ Bio-Techne’s Shareholders’ equity: ​ ​ ​ ​ ​ ​ Undesignated capital stock, no par; authorized 5,000,000 shares; none issued or outstanding ​ — ​ — Common stock, par value $.01 per share; authorized 400,000,000; issued and outstanding 157,641,914 and 156,644,212, respectively(1) issued outstanding ​ 1,576 ​ 1,566 Additional paid-in capital(1) ​ 721,543 ​ 652,467 Retained earnings(1) ​ 1,309,461 ​ 1,122,937 Accumulated other comprehensive loss ​ (66,064) ​ (75,200) Total Bio-Techne’s shareholders’ equity ​ 1,966,516 ​ 1,701,770 Noncontrolling interest ​ — ​ (759) Total shareholders’ equity ​ 1,966,516 ​ 1,701,011 Total liabilities and shareholders’ equity ​ $ 2,638,692 ​ $ 2,294,805 ​ (1) Prior period results have been adjusted to reflect the four-for-one stock split effected in the form of a stock dividend on November 29, 2022. See Note 1 for details. ​ See Notes to Consolidated Financial Statements. ​ 48 48 Table of ContentsCONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITYBio-Techne Corporation and Subsidiaries(in thousands)​​​​​​​​​​​​​​​​​​​​​​ ​ ​​ ​​ ​​ Accumulated ​​ ​​​​​​​​Additional​​​​Other​​​​​​​​Common Stock​Paid-in​Retained​Comprehensive​Noncontrolling​​​​​Shares(1)​Amount(1)​Capital(1)​Earnings(1)​Income(Loss)​Interest ​TotalBalances at June 30, 2020 153,812​$ 1,538​$ 419,383​$ 1,057,470​$ (97,199)​$ —​$ 1,381,192Cumulative effect adjustments due to adoption of new accounting standards and other ​​​​​​​​ (276)​ ​​ ​​ (276)Non-controlling interest in Eminence​​​​​​​​​ ​​ ​​ 8,985​​ 8,985Net earnings ​​​​​​​​ 140,410​ ​​​ (825)​ 139,585Other comprehensive income (loss) ​​​​​​​​ ​​ 39,908​ 103​ 40,011Share repurchases (480)​ (5)​ ​​ (43,173)​ ​​​​​ (43,178)Common stock issued for exercise of options 2,293​ 23​ 62,085​ (12,287)​ ​​​​​ 49,821Common stock issued for restricted stock awards 153​ 2​ (2)​ (7,057)​ ​​​​​ (7,057)Cash dividends ​​​​​​​​ (49,622)​ ​​​​​ (49,622)Stock-based compensation expense ​​​​​ 48,065​ ​​ ​​​​​ 48,065Common stock issued to employee stock purchase plan 44​ 0​ 2,791​ ​​ ​​​​​ 2,791Employee stock purchase plan expense ​​​​​ 917​ ​​ ​​​​​ 917Balances at June 30, 2021 155,822​$ 1,558​$ 533,239​$ 1,085,465​$ (57,291)​$ 8,263​$ 1,571,234Net earnings ​​​​​​​​​ 272,051​​​​​ (8,952)​ 263,099Other comprehensive income (loss) ​​​​​​​​​​​​ (17,909)​​ (70)​ (17,979)Share repurchases (1,577)​​ (16)​​​​​ (160,934)​​​​​​​ (160,950)Common stock issued for exercise of options 2,282​​ 23​​ 74,354​​ (13,482)​​​​​​​ 60,895Common stock issued for restricted stock awards 89​​ 1​​ (1)​​ (9,978)​​​​​​​ (9,978)Cash dividends ​​​​​​​​​ (50,185)​​​​​​​ (50,185)Stock-based compensation expense ​​​​​​ 41,208​​​​​​​​​​ 41,208Common stock issued to employee stock purchase plan 28​​0​​ 2,694​​​​​​​​​​ 2,694Employee stock purchase plan expense ​​​​​​ 973​​​​​​​​​​ 973Balances at June 30, 2022 156,644​$ 1,566​$ 652,467​$ 1,122,937​$ (75,200)​$ (759)​$ 1,701,011Reclassification of cumulative translation adjustment for Eminence to non-operating income ​​​​​​​​​​​​​ 152​​ (33)​​ 119Elimination of noncontrolling equity interest from sale of Eminence​​​​​​​​​​​​​​​​ 613​​ 613Net earnings ​​​​​​​​​285,263 ​​​​​ 179​​ 285,442Other comprehensive income (loss) ​​​​​​​​​​​​8,984 ​​​​​ 8,984Share repurchases (222)​​ (2)​​​​​ (19,560)​​​​​​​​ (19,562)Common stock issued for exercise of options 1,083​​ 10​​ 24,942​​ (22,163)​​​​​​​​ 2,789Common stock issued for restricted stock awards 63​​ 1​​ (1)​​ (6,731)​​​​​​​​ (6,731)Cash dividends ​​​​​​​​​ (50,285)​​​​​​​​ (50,285)Stock-based compensation expense ​​​​​​ 38,315​​​​​​​​​​​ 38,315Common stock issued to employee stock purchase plan 74​​ 1​​ 4,905​​​​​​​​​​​ 4,906Employee stock purchase plan expense ​​​​​​ 915​​​​​​​​​​​ 915Balances at June 30, 2023 157,642​$ 1,576​$ 721,543​$ 1,309,461​$ (66,064)​$ —​$ 1,966,516​(1) Prior period results have been adjusted to reflect the four-for-one stock split effected in the form of a stock dividend on November 29, 2022. See Note 1 for details.​See Notes to Consolidated Financial Statements.​49 Table of Contents Table of Contents Table of Contents CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITYBio-Techne Corporation and Subsidiaries(in thousands)​​​​​​​​​​​​​​​​​​​​​​ ​ ​​ ​​ ​​ Accumulated ​​ ​​​​​​​​Additional​​​​Other​​​​​​​​Common Stock​Paid-in​Retained​Comprehensive​Noncontrolling​​​​​Shares(1)​Amount(1)​Capital(1)​Earnings(1)​Income(Loss)​Interest ​TotalBalances at June 30, 2020 153,812​$ 1,538​$ 419,383​$ 1,057,470​$ (97,199)​$ —​$ 1,381,192Cumulative effect adjustments due to adoption of new accounting standards and other ​​​​​​​​ (276)​ ​​ ​​ (276)Non-controlling interest in Eminence​​​​​​​​​ ​​ ​​ 8,985​​ 8,985Net earnings ​​​​​​​​ 140,410​ ​​​ (825)​ 139,585Other comprehensive income (loss) ​​​​​​​​ ​​ 39,908​ 103​ 40,011Share repurchases (480)​ (5)​ ​​ (43,173)​ ​​​​​ (43,178)Common stock issued for exercise of options 2,293​ 23​ 62,085​ (12,287)​ ​​​​​ 49,821Common stock issued for restricted stock awards 153​ 2​ (2)​ (7,057)​ ​​​​​ (7,057)Cash dividends ​​​​​​​​ (49,622)​ ​​​​​ (49,622)Stock-based compensation expense ​​​​​ 48,065​ ​​ ​​​​​ 48,065Common stock issued to employee stock purchase plan 44​ 0​ 2,791​ ​​ ​​​​​ 2,791Employee stock purchase plan expense ​​​​​ 917​ ​​ ​​​​​ 917Balances at June 30, 2021 155,822​$ 1,558​$ 533,239​$ 1,085,465​$ (57,291)​$ 8,263​$ 1,571,234Net earnings ​​​​​​​​​ 272,051​​​​​ (8,952)​ 263,099Other comprehensive income (loss) ​​​​​​​​​​​​ (17,909)​​ (70)​ (17,979)Share repurchases (1,577)​​ (16)​​​​​ (160,934)​​​​​​​ (160,950)Common stock issued for exercise of options 2,282​​ 23​​ 74,354​​ (13,482)​​​​​​​ 60,895Common stock issued for restricted stock awards 89​​ 1​​ (1)​​ (9,978)​​​​​​​ (9,978)Cash dividends ​​​​​​​​​ (50,185)​​​​​​​ (50,185)Stock-based compensation expense ​​​​​​ 41,208​​​​​​​​​​ 41,208Common stock issued to employee stock purchase plan 28​​0​​ 2,694​​​​​​​​​​ 2,694Employee stock purchase plan expense ​​​​​​ 973​​​​​​​​​​ 973Balances at June 30, 2022 156,644​$ 1,566​$ 652,467​$ 1,122,937​$ (75,200)​$ (759)​$ 1,701,011Reclassification of cumulative translation adjustment for Eminence to non-operating income ​​​​​​​​​​​​​ 152​​ (33)​​ 119Elimination of noncontrolling equity interest from sale of Eminence​​​​​​​​​​​​​​​​ 613​​ 613Net earnings ​​​​​​​​​285,263 ​​​​​ 179​​ 285,442Other comprehensive income (loss) ​​​​​​​​​​​​8,984 ​​​​​ 8,984Share repurchases (222)​​ (2)​​​​​ (19,560)​​​​​​​​ (19,562)Common stock issued for exercise of options 1,083​​ 10​​ 24,942​​ (22,163)​​​​​​​​ 2,789Common stock issued for restricted stock awards 63​​ 1​​ (1)​​ (6,731)​​​​​​​​ (6,731)Cash dividends ​​​​​​​​​ (50,285)​​​​​​​​ (50,285)Stock-based compensation expense ​​​​​​ 38,315​​​​​​​​​​​ 38,315Common stock issued to employee stock purchase plan 74​​ 1​​ 4,905​​​​​​​​​​​ 4,906Employee stock purchase plan expense ​​​​​​ 915​​​​​​​​​​​ 915Balances at June 30, 2023 157,642​$ 1,576​$ 721,543​$ 1,309,461​$ (66,064)​$ —​$ 1,966,516​(1) Prior period results have been adjusted to reflect the four-for-one stock split effected in the form of a stock dividend on November 29, 2022. See Note 1 for details.​See Notes to Consolidated Financial Statements.​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.803,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"​ ​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Protein Sciences 75.7 % 75.3 % 75.5 % Diagnostics and Genomics 58.7 % 61.2 % 63.1 % ​ The increase in the Protein Sciences segment’s gross margin percentage for fiscal 2024 as compared to fiscal 2023 was primarily attributable to the exclusion of a business held-for-sale.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "RECENT ACQUISITIONS",
      "prior_title": "RECENT ACQUISITIONS",
      "similarity_score": 0.801,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"As disclosed in Note 4, the Company completed the acquisition of Lunaphore for $169.7 million, in a cash-free, debt-free acquisition.\""
      ],
      "current_body": "A key component of the Company's strategy is to augment internal growth at existing businesses with complementary acquisitions. As disclosed in Note 4, the Company completed the acquisition of Lunaphore for $169.7 million, in a cash-free, debt-free acquisition. We also purchased a 19.9% investment in Wilson Wolf in fiscal 2023 and, as disclosed in Note 1, will acquire the remaining shares in Wilson Wolf by the end of calendar year 2027, or earlier depending on the achievement of certain future milestones.",
      "prior_body": "A key component of the Company's strategy is to augment internal growth at existing businesses with complementary acquisitions. As disclosed in Note 4, the Company completed the acquisition of Namocell, Inc for $101.2 million, net of cash acquired, plus contingent consideration of up to $25 million upon the achievement of future milestones. We also purchased a 19.9% investment in Wilson Wolf and, as disclosed in Note 1, will acquire the remaining shares in Wilson Wolf by the end of calendar year 2027, or earlier depending on the achievement of certain future milestones. As further disclosed in Note 14, the Company closed on the acquisition of Lunaphore Technologies SA on July 7, 2023."
    },
    {
      "status": "MODIFIED",
      "current_title": "Cash Flows From Operating Activities",
      "prior_title": "Cash Flows From Investing Activities",
      "similarity_score": 0.792,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"The Company generated cash from operations of $299.0 million, $254.4 million, and $325.3 million in fiscal 2024, 2023, and 2022 respectively.\"",
        "Reworded sentence: \"There were no sales of businesses in fiscal 2024 or 2022.\"",
        "Reworded sentence: \"There were no comparable activities in fiscal 2024 and 2022.The Company’s net proceeds (outflow) from the purchase, sale and maturity of available-for-sale investments in fiscal 2024, 2023, and 2022 were $22.6 million, $14.7 million, and $(26.9) million, respectively.\"",
        "Reworded sentence: \"Capital additions planned for fiscal 2025 are approximately $48 million and are expected to be financed through currently available cash and cash generated from operations.During the year ended June 30, 2022, the Company paid $25 million to enter into a two-part forward contract which requires the Company to purchase the full equity interest in Wilson Wolf if certain annual revenue or EBITDA thresholds are met.\"",
        "Added sentence: \"Since the first part of the forward contract has been triggered, the second part of the forward contract will automatically trigger, which requires the Company to acquire the remaining 80.1% of Wilson Wolf on December 31, 2027.\""
      ],
      "current_body": "The Company generated cash from operations of $299.0 million, $254.4 million, and $325.3 million in fiscal 2024, 2023, and 2022 respectively. The increase in cash generated from operating activities in fiscal 2024 as compared to fiscal 2023 was mainly a result of changes in the timing of cash payments on certain operating assets and liabilities. The decrease in cash generated from operating activities in fiscal 2023 as compared to fiscal 2022 was mainly a result of changes in net earnings and changes in the timing of cash payments on certain operating assets and liabilities. 42 42 Table of ContentsCash Flows From Investing ActivitiesWe continue to make investments in our business, including capital expenditures to enable revenue growth. During fiscal year 2024, the Company acquired Lunaphore for $169.7 million in cash-free, debt-free acquisition. During fiscal year 2023, the Company acquired Namocell for $101.2 million, net of cash acquired. There were no acquisitions in fiscal year 2022. During the first fiscal quarter of 2023, the Company sold its remaining shares in Eminence, its partially-owned consolidated subsidiary, for $17.8 million. There were no sales of businesses in fiscal 2024 or 2022. In the first fiscal quarter of 2023, the Company sold its remaining shares in its investment in CCXI for $73.2 million. There were no comparable activities in fiscal 2024 and 2022.The Company’s net proceeds (outflow) from the purchase, sale and maturity of available-for-sale investments in fiscal 2024, 2023, and 2022 were $22.6 million, $14.7 million, and $(26.9) million, respectively. During fiscal year 2024, the Company’s proceeds in available-for-sale investments relates to the sale of our exchange traded investment grade bond funds. The proceeds during fiscal year 2023 relates to the sale of excess cash in certificates of deposit that matured. The outflow of cash in fiscal year 2022 compared to fiscal year 2024 and fiscal year 2023 was driven by the purchase of the exchange traded investment grade bond funds in fiscal year 2022, which had a cost basis of $25.0 million, that did not reoccur in the comparative periods. The Company’s investment policy is to place excess cash in certificates of deposit with the objective of obtaining the highest possible return while minimizing risk and keeping the funds accessible.Capital additions in fiscal year 2024, 2023, and 2022 were $62.9 million, $38.2 million, and $44.9 million. Fiscal 2024 capital expenditures related to investments in new buildings, machinery, construction in progress, and IT equipment. Fiscal 2023 capital expenditures related to investments in new buildings, machinery, and IT equipment. Capital additions planned for fiscal 2025 are approximately $48 million and are expected to be financed through currently available cash and cash generated from operations.During the year ended June 30, 2022, the Company paid $25 million to enter into a two-part forward contract which requires the Company to purchase the full equity interest in Wilson Wolf if certain annual revenue or EBITDA thresholds are met. During fiscal year 2023, Wilson Wolf met the EBITDA target and the Company paid an additional $232 million to acquire 19.9% of Wilson Wolf. Since the first part of the forward contract has been triggered, the second part of the forward contract will automatically trigger, which requires the Company to acquire the remaining 80.1% of Wilson Wolf on December 31, 2027. The second part of the contract would be accelerated in advance of December 31, 2027 if Wilson Wolf meets certain financial milestones. As of June 30, 2024, the second milestones have not been met. The second option payment of approximately $1 billion plus potential contingent consideration is forecasted to occur between fiscal 2026 and fiscal 2028. During fiscal 2024, the Company received tax distributions from Wilson Wolf of $7.0 million. Cash Flows From Financing ActivitiesIn fiscal 2024, 2023, and 2022, the Company paid cash dividends of $50.4 million, $50.3 million, $50.2 million, respectively. The Board of Directors periodically considers the payment of cash dividends.The Company received $60.9 million, $29.8 million, $77.2 million, for the exercise of options for 2,240,000, 1,578,000, and 2,450,000 shares of common stock in fiscal 2024, 2023 and 2022, respectively.During fiscal 2024, 2023, and 2022, the Company repurchased $80.0 million, $19.6 million, and $161.0 million, respectively, in share repurchases included as a cash outflow within Financing Activities.During fiscal 2024, 2023, and 2022, the Company drew $225.0 million, $619.7 million, and $90.0 million, respectively, under its revolving line-of-credit facility. Repayments of $256.0 million, $525.7 million, and $175.5 million were made on its line-of-credit in fiscal 2024, 2023, and 2022, respectively.There were no payments during fiscal 2024 nor fiscal 2023 for contingent consideration. During fiscal 2022, the Company made $4.0 million in cash payments towards the Quad contingent consideration liability. Of the $4.0 million in total 43 Table of Contents Table of Contents Table of Contents Cash Flows From Investing ActivitiesWe continue to make investments in our business, including capital expenditures to enable revenue growth. During fiscal year 2024, the Company acquired Lunaphore for $169.7 million in cash-free, debt-free acquisition. During fiscal year 2023, the Company acquired Namocell for $101.2 million, net of cash acquired. There were no acquisitions in fiscal year 2022. During the first fiscal quarter of 2023, the Company sold its remaining shares in Eminence, its partially-owned consolidated subsidiary, for $17.8 million. There were no sales of businesses in fiscal 2024 or 2022. In the first fiscal quarter of 2023, the Company sold its remaining shares in its investment in CCXI for $73.2 million. There were no comparable activities in fiscal 2024 and 2022.The Company’s net proceeds (outflow) from the purchase, sale and maturity of available-for-sale investments in fiscal 2024, 2023, and 2022 were $22.6 million, $14.7 million, and $(26.9) million, respectively. During fiscal year 2024, the Company’s proceeds in available-for-sale investments relates to the sale of our exchange traded investment grade bond funds. The proceeds during fiscal year 2023 relates to the sale of excess cash in certificates of deposit that matured. The outflow of cash in fiscal year 2022 compared to fiscal year 2024 and fiscal year 2023 was driven by the purchase of the exchange traded investment grade bond funds in fiscal year 2022, which had a cost basis of $25.0 million, that did not reoccur in the comparative periods. The Company’s investment policy is to place excess cash in certificates of deposit with the objective of obtaining the highest possible return while minimizing risk and keeping the funds accessible.Capital additions in fiscal year 2024, 2023, and 2022 were $62.9 million, $38.2 million, and $44.9 million. Fiscal 2024 capital expenditures related to investments in new buildings, machinery, construction in progress, and IT equipment. Fiscal 2023 capital expenditures related to investments in new buildings, machinery, and IT equipment. Capital additions planned for fiscal 2025 are approximately $48 million and are expected to be financed through currently available cash and cash generated from operations.During the year ended June 30, 2022, the Company paid $25 million to enter into a two-part forward contract which requires the Company to purchase the full equity interest in Wilson Wolf if certain annual revenue or EBITDA thresholds are met. During fiscal year 2023, Wilson Wolf met the EBITDA target and the Company paid an additional $232 million to acquire 19.9% of Wilson Wolf. Since the first part of the forward contract has been triggered, the second part of the forward contract will automatically trigger, which requires the Company to acquire the remaining 80.1% of Wilson Wolf on December 31, 2027. The second part of the contract would be accelerated in advance of December 31, 2027 if Wilson Wolf meets certain financial milestones. As of June 30, 2024, the second milestones have not been met. The second option payment of approximately $1 billion plus potential contingent consideration is forecasted to occur between fiscal 2026 and fiscal 2028. During fiscal 2024, the Company received tax distributions from Wilson Wolf of $7.0 million. Cash Flows From Financing ActivitiesIn fiscal 2024, 2023, and 2022, the Company paid cash dividends of $50.4 million, $50.3 million, $50.2 million, respectively. The Board of Directors periodically considers the payment of cash dividends.The Company received $60.9 million, $29.8 million, $77.2 million, for the exercise of options for 2,240,000, 1,578,000, and 2,450,000 shares of common stock in fiscal 2024, 2023 and 2022, respectively.During fiscal 2024, 2023, and 2022, the Company repurchased $80.0 million, $19.6 million, and $161.0 million, respectively, in share repurchases included as a cash outflow within Financing Activities.During fiscal 2024, 2023, and 2022, the Company drew $225.0 million, $619.7 million, and $90.0 million, respectively, under its revolving line-of-credit facility. Repayments of $256.0 million, $525.7 million, and $175.5 million were made on its line-of-credit in fiscal 2024, 2023, and 2022, respectively.There were no payments during fiscal 2024 nor fiscal 2023 for contingent consideration. During fiscal 2022, the Company made $4.0 million in cash payments towards the Quad contingent consideration liability. Of the $4.0 million in total",
      "prior_body": "We continue to make investments in our business, including capital expenditures. During fiscal year 2023, the Company acquired Namocell, Inc for $101.2 million, net of cash acquired. There were no acquisitions fiscal year 2022. The Company acquired Eminence and Asuragen during fiscal year 2021 for a total of approximately $225.4 million, net of cash acquired. During the first fiscal quarter of 2023, the Company sold its remaining shares in Eminence, its partially-owned consolidated subsidiary, for $17.8 million. There were no sales of businesses in the comparative prior year period. In the first fiscal quarter of 2023, the Company sold its remaining shares in its investment in CCXI for $73.2 million. There were no comparable activities in the comparative prior year period. The Company’s net proceeds (outflow) from the purchase, sale and maturity of available-for-sale investments in fiscal 2023, 2022, and 2021 were $14.7 million, $(26.9) million, and $26.7 million, respectively. During fiscal year 2023, the Company’s proceeds in available-for-sale investments relates to the sale of excess cash in certificates of deposit that matured. As of June 30, 2023, there were no outstanding certificates of deposit. The outflow of cash in fiscal year 2022 compared to fiscal year 2023 and fiscal year 2021 was driven by the purchase of the exchange traded investment 40 40 Table of Contentsgrade bond funds in fiscal year 2022, which have a cost basis of $25.0 million, that did not reoccur in the comparative periods. The proceeds in fiscal 2021 related to the sale of excess cash in certificates of deposit. The Company’s investment policy is to place excess cash in certificates of deposit with the objective of obtaining the highest possible return while minimizing risk and keeping the funds accessible.Capital additions in fiscal year 2023, 2022, and 2021 were $38.2 million, $44.9 million, and $44.3 million. Fiscal 2023 capital expenditures related to investments in new buildings, machinery, and IT equipment. Fiscal 2023 capital expenditures related to investments in new buildings, machinery, and IT equipment . Capital additions planned for fiscal 2024 are approximately $65 million and are expected to be financed through currently available cash and cash generated from operations. Increase in expected additions in fiscal 2024 is related to increasing capacity to meet expected sales growth across the Company.During the year ended June 30, 2022, the Company paid $25 million to enter into a two-part forward contract which requires the Company to purchase the full equity interest in Wilson Wolf if certain annual revenue or EBITDA thresholds are met. During fiscal year 2023, Wilson Wolf met the EBITDA target and the Company paid an additional $232 million to acquire 19.9% of Wilson Wolf. The second option payment of approximately $1 billion plus potential contingent consideration is forecasted to occur between fiscal 2026 and fiscal 2028. There were no comparable activities in the comparative prior year period.Cash Flows From Financing ActivitiesIn fiscal 2023, 2022, and 2021, the Company paid cash dividends of $50.3 million, $50.2 million, $49.6 million, respectively. The Board of Directors periodically considers the payment of cash dividends.The Company received $29.8 million, $77.2 million, $65.1 million, for the exercise of options for 1,578,000, 2,450,000, and 2,509,000 shares of common stock in fiscal 2023, 2022 and 2021, respectively.During fiscal 2023, 2022, and 2021, the Company repurchased $19.6 million, $161.0 million, and $43.2 million, respectively, in share repurchases included as a cash outflow within Financing Activities.During fiscal 2023, 2022, and 2021, the Company drew $619.7 million, $90.0 million, and $256.0 million, respectively, under its revolving line-of-credit facility. Repayments of $525.7 million, $175.5 million, and $271.5 million were made on its line-of-credit in fiscal 2023, 2022, and 2021, respectively.There were no payments during fiscal 2023 for contingent consideration. During fiscal 2022, the Company made $4.0 million in cash payments towards the Quad contingent consideration liability. Of the $4.0 million in total payments, $0.7 million is classified as financing on the statement of cash flows. The remaining $3.3 million is recorded as operating on the statement of cash flows as it represents the consideration liability that exceeds the amount of the contingent consideration liability recognized at the acquisition date. During fiscal 2021, there were no payments related to contingent consideration classified as financing activities. The Company made $0.3 million in contingent consideration payments, which were classified within operating activitiesDuring fiscal 2023, 2022 and 2021, the Company paid $28.9 million, $23.5 million and $19.3 million, respectively, for taxes remitted on behalf of participants in net share settlement transactions and restricted stock units. This is included as a cash outflow within the other financing activities line of the consolidated statements of cash flows.The increase in other financing activity during fiscal 2023 compared to fiscal 2022 is primarily related to fees for the amended Credit Agreement that occurred in the first fiscal quarter.CRITICAL ACCOUNTING POLICIESManagement’s discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management evaluates its estimates. 41 Table of Contents Table of Contents Table of Contents grade bond funds in fiscal year 2022, which have a cost basis of $25.0 million, that did not reoccur in the comparative periods. The proceeds in fiscal 2021 related to the sale of excess cash in certificates of deposit. The Company’s investment policy is to place excess cash in certificates of deposit with the objective of obtaining the highest possible return while minimizing risk and keeping the funds accessible.Capital additions in fiscal year 2023, 2022, and 2021 were $38.2 million, $44.9 million, and $44.3 million. Fiscal 2023 capital expenditures related to investments in new buildings, machinery, and IT equipment. Fiscal 2023 capital expenditures related to investments in new buildings, machinery, and IT equipment . Capital additions planned for fiscal 2024 are approximately $65 million and are expected to be financed through currently available cash and cash generated from operations. Increase in expected additions in fiscal 2024 is related to increasing capacity to meet expected sales growth across the Company.During the year ended June 30, 2022, the Company paid $25 million to enter into a two-part forward contract which requires the Company to purchase the full equity interest in Wilson Wolf if certain annual revenue or EBITDA thresholds are met. During fiscal year 2023, Wilson Wolf met the EBITDA target and the Company paid an additional $232 million to acquire 19.9% of Wilson Wolf. The second option payment of approximately $1 billion plus potential contingent consideration is forecasted to occur between fiscal 2026 and fiscal 2028. There were no comparable activities in the comparative prior year period.Cash Flows From Financing ActivitiesIn fiscal 2023, 2022, and 2021, the Company paid cash dividends of $50.3 million, $50.2 million, $49.6 million, respectively. The Board of Directors periodically considers the payment of cash dividends.The Company received $29.8 million, $77.2 million, $65.1 million, for the exercise of options for 1,578,000, 2,450,000, and 2,509,000 shares of common stock in fiscal 2023, 2022 and 2021, respectively.During fiscal 2023, 2022, and 2021, the Company repurchased $19.6 million, $161.0 million, and $43.2 million, respectively, in share repurchases included as a cash outflow within Financing Activities.During fiscal 2023, 2022, and 2021, the Company drew $619.7 million, $90.0 million, and $256.0 million, respectively, under its revolving line-of-credit facility. Repayments of $525.7 million, $175.5 million, and $271.5 million were made on its line-of-credit in fiscal 2023, 2022, and 2021, respectively.There were no payments during fiscal 2023 for contingent consideration. During fiscal 2022, the Company made $4.0 million in cash payments towards the Quad contingent consideration liability. Of the $4.0 million in total payments, $0.7 million is classified as financing on the statement of cash flows. The remaining $3.3 million is recorded as operating on the statement of cash flows as it represents the consideration liability that exceeds the amount of the contingent consideration liability recognized at the acquisition date. During fiscal 2021, there were no payments related to contingent consideration classified as financing activities. The Company made $0.3 million in contingent consideration payments, which were classified within operating activitiesDuring fiscal 2023, 2022 and 2021, the Company paid $28.9 million, $23.5 million and $19.3 million, respectively, for taxes remitted on behalf of participants in net share settlement transactions and restricted stock units. This is included as a cash outflow within the other financing activities line of the consolidated statements of cash flows.The increase in other financing activity during fiscal 2023 compared to fiscal 2022 is primarily related to fees for the amended Credit Agreement that occurred in the first fiscal quarter.CRITICAL ACCOUNTING POLICIESManagement’s discussion and analysis of the Company’s financial condition and results of operations are based upon the Company’s Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, management evaluates its estimates. grade bond funds in fiscal year 2022, which have a cost basis of $25.0 million, that did not reoccur in the comparative periods. The proceeds in fiscal 2021 related to the sale of excess cash in certificates of deposit. The Company’s investment policy is to place excess cash in certificates of deposit with the objective of obtaining the highest possible return while minimizing risk and keeping the funds accessible. Capital additions in fiscal year 2023, 2022, and 2021 were $38.2 million, $44.9 million, and $44.3 million. Fiscal 2023 capital expenditures related to investments in new buildings, machinery, and IT equipment. Fiscal 2023 capital expenditures related to investments in new buildings, machinery, and IT equipment . Capital additions planned for fiscal 2024 are approximately $65 million and are expected to be financed through currently available cash and cash generated from operations. Increase in expected additions in fiscal 2024 is related to increasing capacity to meet expected sales growth across the Company. During the year ended June 30, 2022, the Company paid $25 million to enter into a two-part forward contract which requires the Company to purchase the full equity interest in Wilson Wolf if certain annual revenue or EBITDA thresholds are met. During fiscal year 2023, Wilson Wolf met the EBITDA target and the Company paid an additional $232 million to acquire 19.9% of Wilson Wolf. The second option payment of approximately $1 billion plus potential contingent consideration is forecasted to occur between fiscal 2026 and fiscal 2028. There were no comparable activities in the comparative prior year period."
    },
    {
      "status": "MODIFIED",
      "current_title": "Research and Development Expenses",
      "prior_title": "Research and Development Expenses",
      "similarity_score": 0.786,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"Research and development expenses increased $4.2 million (5%) and $5.4 million (6%) in fiscal 2024 and 2023, respectively, as compared to prior year periods.\""
      ],
      "current_body": "Research and development expenses increased $4.2 million (5%) and $5.4 million (6%) in fiscal 2024 and 2023, respectively, as compared to prior year periods. The increase in research and development expenses in fiscal 2024 and fiscal 2023 compared to the prior periods was primarily attributable to strategic growth investments including the acquisitions of Lunaphore and Namocell in fiscal 2024 and fiscal 2023, respectively. Consolidated research and development expenses were composed of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "Research and development expenses increased $5.4 million (6%) and $16.5 million (23%) in fiscal 2023 and 2022, respectively, as compared to prior year periods. The increase in research and development expenses in fiscal 2023 as compared to 2022 was primarily attributable to strategic growth investments including the Namocell acquisition. The increase in research and development expenses in fiscal 2022 as compared to fiscal 2021 was primarily attributable to strategic growth investments and the Asuragen acquisition in the fourth quarter of fiscal 2021. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Income (Loss)",
      "prior_title": "Income(Loss)",
      "similarity_score": 0.781,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"​ Interest ​ Total Balances at June 30, 2021 155,822 ​ $ 1,558 ​ $ 533,239 ​ $ 1,085,465 ​ $ (57,291) ​ $ 8,263 ​ $ 1,571,234 Net earnings ​ ​ ​ ​ ​ ​ ​ ​ 272,051 ​ ​ ​ ​ (8,952) ​ 263,099 Other comprehensive income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (17,909) ​ (70) ​ (17,979) Share repurchases (1,577) ​ (16) ​ ​ ​ (160,934) ​ ​ ​ ​ ​ ​ (160,950) Common stock issued for exercise of options 2,282 ​ 23 ​ 74,354 ​ (13,482) ​ ​ ​ ​ ​ ​ 60,895 Common stock issued for restricted stock awards 89 ​ 1 ​ (1) ​ (9,978) ​ ​ ​ ​ ​ ​ (9,978) Cash dividends ​ ​ ​ ​ ​ ​ ​ ​ (50,185) ​ ​ ​ ​ ​ ​ (50,185) Stock-based compensation expense ​ ​ ​ ​ ​ 41,208 ​ ​ ​ ​ ​ ​ ​ ​ 41,208 Common stock issued to employee stock purchase plan 28 ​ 0 ​ 2,694 ​ ​ ​ ​ ​ ​ ​ ​ 2,694 Employee stock purchase plan expense ​ ​ ​ ​ ​ 973 ​ ​ ​ ​ ​ ​ ​ ​ 973 Balances at June 30, 2022 156,644 ​ $ 1,566 ​ $ 652,467 ​ $ 1,122,937 ​ $ (75,200) ​ $ (759) ​ $ 1,701,011 Reclassification of cumulative translation adjustment for Eminence to non-operating income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 152 ​ ​ (33) ​ 119 Elimination of noncontrolling equity interest from sale of Eminence ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 613 ​ 613 Net earnings ​ ​ ​ ​ ​ ​ ​ ​ ​ 285,263 ​ ​ ​ ​ ​ 179 ​ 285,442 Other comprehensive income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 8,984 ​ ​ ​ ​ 8,984 Share repurchases (222) ​ ​ (2) ​ ​ ​ ​ ​ (19,560) ​ ​ ​ ​ ​ ​ ​ (19,562) Common stock issued for exercise of options 1,083 ​ ​ 10 ​ ​ 24,942 ​ ​ (22,163) ​ ​ ​ ​ ​ ​ ​ 2,789 Common stock issued for restricted stock awards 63 ​ ​ 1 ​ ​ (1) ​ ​ (6,731) ​ ​ ​ ​ ​ ​ ​ (6,731) Cash dividends ​ ​ ​ ​ ​ ​ ​ ​ ​ (50,285) ​ ​ ​ ​ ​ ​ ​ (50,285) Stock-based compensation expense ​ ​ ​ ​ ​ ​ 38,315 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 38,315 Common stock issued to employee stock purchase plan 74 ​ ​ 1 ​ ​ 4,905 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4,906 Employee stock purchase plan expense ​ ​ ​ ​ ​ ​ 915 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 915 Balances at June 30, 2023 157,642 ​ $ 1,576 ​ $ 721,543 ​ $ 1,309,461 ​ $ (66,064) ​ $ — ​ $ 1,966,516 Net earnings ​ ​ ​ ​ ​ ​ ​ ​ ​ 168,105 ​ ​ ​ ​ ​ ​ ​ ​ 168,105 Other comprehensive income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (12,252) ​ ​ ​ ​ ​ (12,252) Share repurchases (1,397) ​ ​ (14) ​ ​ ​ ​ ​ (80,028) ​ ​ ​ ​ ​ ​ ​ ​ (80,042) Common stock issued for exercise of options 1,811 ​ ​ 18 ​ ​ 56,409 ​ ​ (16,534) ​ ​ ​ ​ ​ ​ ​ ​ 39,893 Common stock issued for restricted stock awards 91 ​ ​ 1 ​ ​ (1) ​ ​ (5,338) ​ ​ ​ ​ ​ ​ ​ ​ (5,338) Cash dividends ​ ​ ​ ​ ​ ​ ​ ​ ​ (50,419) ​ ​ ​ ​ ​ ​ ​ ​ (50,419) Stock-based compensation expense ​ ​ ​ ​ ​ ​ 37,136 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 37,136 Common stock issued to employee stock purchase plan 69 ​ ​ 1 ​ ​ 4,344 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4,345 Employee stock purchase plan expense ​ ​ ​ ​ ​ ​ 906 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 906 Balances at June 30, 2024 158,216 ​ $ 1,582 ​ $ 820,337 ​ $ 1,325,247 ​ $ (78,316) ​ $ — ​ $ 2,068,850 ​ See Notes to Consolidated Financial Statements.\""
      ],
      "current_body": "​ Interest ​ Total Balances at June 30, 2021 155,822 ​ $ 1,558 ​ $ 533,239 ​ $ 1,085,465 ​ $ (57,291) ​ $ 8,263 ​ $ 1,571,234 Net earnings ​ ​ ​ ​ ​ ​ ​ ​ 272,051 ​ ​ ​ ​ (8,952) ​ 263,099 Other comprehensive income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (17,909) ​ (70) ​ (17,979) Share repurchases (1,577) ​ (16) ​ ​ ​ (160,934) ​ ​ ​ ​ ​ ​ (160,950) Common stock issued for exercise of options 2,282 ​ 23 ​ 74,354 ​ (13,482) ​ ​ ​ ​ ​ ​ 60,895 Common stock issued for restricted stock awards 89 ​ 1 ​ (1) ​ (9,978) ​ ​ ​ ​ ​ ​ (9,978) Cash dividends ​ ​ ​ ​ ​ ​ ​ ​ (50,185) ​ ​ ​ ​ ​ ​ (50,185) Stock-based compensation expense ​ ​ ​ ​ ​ 41,208 ​ ​ ​ ​ ​ ​ ​ ​ 41,208 Common stock issued to employee stock purchase plan 28 ​ 0 ​ 2,694 ​ ​ ​ ​ ​ ​ ​ ​ 2,694 Employee stock purchase plan expense ​ ​ ​ ​ ​ 973 ​ ​ ​ ​ ​ ​ ​ ​ 973 Balances at June 30, 2022 156,644 ​ $ 1,566 ​ $ 652,467 ​ $ 1,122,937 ​ $ (75,200) ​ $ (759) ​ $ 1,701,011 Reclassification of cumulative translation adjustment for Eminence to non-operating income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 152 ​ ​ (33) ​ 119 Elimination of noncontrolling equity interest from sale of Eminence ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 613 ​ 613 Net earnings ​ ​ ​ ​ ​ ​ ​ ​ ​ 285,263 ​ ​ ​ ​ ​ 179 ​ 285,442 Other comprehensive income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 8,984 ​ ​ ​ ​ 8,984 Share repurchases (222) ​ ​ (2) ​ ​ ​ ​ ​ (19,560) ​ ​ ​ ​ ​ ​ ​ (19,562) Common stock issued for exercise of options 1,083 ​ ​ 10 ​ ​ 24,942 ​ ​ (22,163) ​ ​ ​ ​ ​ ​ ​ 2,789 Common stock issued for restricted stock awards 63 ​ ​ 1 ​ ​ (1) ​ ​ (6,731) ​ ​ ​ ​ ​ ​ ​ (6,731) Cash dividends ​ ​ ​ ​ ​ ​ ​ ​ ​ (50,285) ​ ​ ​ ​ ​ ​ ​ (50,285) Stock-based compensation expense ​ ​ ​ ​ ​ ​ 38,315 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 38,315 Common stock issued to employee stock purchase plan 74 ​ ​ 1 ​ ​ 4,905 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4,906 Employee stock purchase plan expense ​ ​ ​ ​ ​ ​ 915 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 915 Balances at June 30, 2023 157,642 ​ $ 1,576 ​ $ 721,543 ​ $ 1,309,461 ​ $ (66,064) ​ $ — ​ $ 1,966,516 Net earnings ​ ​ ​ ​ ​ ​ ​ ​ ​ 168,105 ​ ​ ​ ​ ​ ​ ​ ​ 168,105 Other comprehensive income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (12,252) ​ ​ ​ ​ ​ (12,252) Share repurchases (1,397) ​ ​ (14) ​ ​ ​ ​ ​ (80,028) ​ ​ ​ ​ ​ ​ ​ ​ (80,042) Common stock issued for exercise of options 1,811 ​ ​ 18 ​ ​ 56,409 ​ ​ (16,534) ​ ​ ​ ​ ​ ​ ​ ​ 39,893 Common stock issued for restricted stock awards 91 ​ ​ 1 ​ ​ (1) ​ ​ (5,338) ​ ​ ​ ​ ​ ​ ​ ​ (5,338) Cash dividends ​ ​ ​ ​ ​ ​ ​ ​ ​ (50,419) ​ ​ ​ ​ ​ ​ ​ ​ (50,419) Stock-based compensation expense ​ ​ ​ ​ ​ ​ 37,136 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 37,136 Common stock issued to employee stock purchase plan 69 ​ ​ 1 ​ ​ 4,344 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4,345 Employee stock purchase plan expense ​ ​ ​ ​ ​ ​ 906 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 906 Balances at June 30, 2024 158,216 ​ $ 1,582 ​ $ 820,337 ​ $ 1,325,247 ​ $ (78,316) ​ $ — ​ $ 2,068,850 ​ See Notes to Consolidated Financial Statements. ​ 52 52 Table of ContentsCONSOLIDATED STATEMENTS OF CASH FLOWSBio-Techne Corporation and Subsidiaries(in thousands)​​​​​​​​​​​​​​​​​​Year Ended June 30, ​​202420232022CASH FLOWS FROM OPERATING ACTIVITIES:​​ ​ ​ Net earnings, including noncontrolling interest​$ 168,105$ 285,442$ 263,099Adjustments to reconcile net earnings to net cash provided by operating activities:​ ​ Depreciation and amortization​ 111,711 107,238 101,069Costs recognized on sale of acquired inventory​ 729 400 1,596Deferred income taxes​ (39,447) (29,567) 6,816Stock-based compensation expense​ 38,042 39,230 42,183Fair value adjustment to contingent consideration payable​ (3,500) (12,100) (20,400)Contingent consideration payments - operating​​ —​ —​ (3,300)Gain on sale of CCXI investment​ — (37,176) —Fair value adjustment on available-for-sale investments​ (283) (472) (15,002)Loss on equity method investment​​ 6,841​ 1,143​ —Asset impairment restructuring​​ 2,634​ —​ 546Eminence impairment​​ —​ —​ 18,715Gain on sale of Eminence​​ —​ (11,682)​ —Leases, net​ 1,708 2,059 (1,201)Impairment of assets held-for-sale​​ 21,963​ —​ —Other operating activity​ 584 455 668Change in operating assets and operating liabilities, net of acquisition:​ ​ ​Trade accounts and other receivables, net​ (20,533) (20,867) (57,596)Inventories​ (14,215) (30,167) (32,007)Prepaid expenses​ (3,146) (4,585) (3,082)Trade accounts payable, accrued expenses, contract liabilities, and other​ 25,769 (7,908) 12,741Salaries, wages and related accruals​ 12,618 (24,558) 7,760Income taxes payable​ (10,599) (2,492) 2,667Net cash provided by (used in) operating activities​ 298,981 254,393 325,272​​​​​​​​CASH FLOWS FROM INVESTING ACTIVITIES:​ ​ Proceeds from sale of available-for-sale investments​ 28,083 35,236 26,055Purchases of available-for-sale investments​ (5,526) (20,500) (52,998)Proceeds from sale of CCXI investment​​ —​ 73,219​ —Additions to property and equipment​ (62,877) (38,244) (44,908)Acquisitions, net of cash acquired​ (169,707) (101,184) —Distributions from (Investments in) Wilson Wolf​​ 6,997​ (232,000) —Proceeds from sale of Eminence​ — 17,824​ —Investment of forward purchase contract​​ —​ —​ (25,000)Net cash provided by (used in) investing activities​ (203,030) (265,649) (96,851)​​​​​​​​CASH FLOWS FROM FINANCING ACTIVITIES:​ Cash dividends​ (50,419) (50,285) (50,185)Proceeds from stock option exercises​ 60,935 29,813 77,155Re-purchases of common stock​ (80,042) (19,562) (160,950)Borrowings under line-of-credit agreement​ 225,000 619,661 90,000Repayments of long-term debt​ (256,000) (525,661) (175,500)Contingent consideration payments - financing​​ —​ —​ (700)Taxes paid on RSUs and net share settlements​​ (21,872)​ (28,893)​ (23,461)Other financing activity​ — (2,457) 788Net cash provided by (used in) financing activities​ (122,398) 22,616 (242,853)​​​​​​​​Effect of exchange rate changes on cash and cash equivalents​ (2,333) (3,356) (12,092)Net change in cash and cash equivalents​ (28,780) 8,004 (26,524)Cash and cash equivalents at beginning of period​ 180,571 172,567 199,091Cash and cash equivalents at end of period​$ 151,791$ 180,571$ 172,567​See Notes to Consolidated Financial Statements.53 Table of Contents Table of Contents Table of Contents CONSOLIDATED STATEMENTS OF CASH FLOWSBio-Techne Corporation and Subsidiaries(in thousands)​​​​​​​​​​​​​​​​​​Year Ended June 30, ​​202420232022CASH FLOWS FROM OPERATING ACTIVITIES:​​ ​ ​ Net earnings, including noncontrolling interest​$ 168,105$ 285,442$ 263,099Adjustments to reconcile net earnings to net cash provided by operating activities:​ ​ Depreciation and amortization​ 111,711 107,238 101,069Costs recognized on sale of acquired inventory​ 729 400 1,596Deferred income taxes​ (39,447) (29,567) 6,816Stock-based compensation expense​ 38,042 39,230 42,183Fair value adjustment to contingent consideration payable​ (3,500) (12,100) (20,400)Contingent consideration payments - operating​​ —​ —​ (3,300)Gain on sale of CCXI investment​ — (37,176) —Fair value adjustment on available-for-sale investments​ (283) (472) (15,002)Loss on equity method investment​​ 6,841​ 1,143​ —Asset impairment restructuring​​ 2,634​ —​ 546Eminence impairment​​ —​ —​ 18,715Gain on sale of Eminence​​ —​ (11,682)​ —Leases, net​ 1,708 2,059 (1,201)Impairment of assets held-for-sale​​ 21,963​ —​ —Other operating activity​ 584 455 668Change in operating assets and operating liabilities, net of acquisition:​ ​ ​Trade accounts and other receivables, net​ (20,533) (20,867) (57,596)Inventories​ (14,215) (30,167) (32,007)Prepaid expenses​ (3,146) (4,585) (3,082)Trade accounts payable, accrued expenses, contract liabilities, and other​ 25,769 (7,908) 12,741Salaries, wages and related accruals​ 12,618 (24,558) 7,760Income taxes payable​ (10,599) (2,492) 2,667Net cash provided by (used in) operating activities​ 298,981 254,393 325,272​​​​​​​​CASH FLOWS FROM INVESTING ACTIVITIES:​ ​ Proceeds from sale of available-for-sale investments​ 28,083 35,236 26,055Purchases of available-for-sale investments​ (5,526) (20,500) (52,998)Proceeds from sale of CCXI investment​​ —​ 73,219​ —Additions to property and equipment​ (62,877) (38,244) (44,908)Acquisitions, net of cash acquired​ (169,707) (101,184) —Distributions from (Investments in) Wilson Wolf​​ 6,997​ (232,000) —Proceeds from sale of Eminence​ — 17,824​ —Investment of forward purchase contract​​ —​ —​ (25,000)Net cash provided by (used in) investing activities​ (203,030) (265,649) (96,851)​​​​​​​​CASH FLOWS FROM FINANCING ACTIVITIES:​ Cash dividends​ (50,419) (50,285) (50,185)Proceeds from stock option exercises​ 60,935 29,813 77,155Re-purchases of common stock​ (80,042) (19,562) (160,950)Borrowings under line-of-credit agreement​ 225,000 619,661 90,000Repayments of long-term debt​ (256,000) (525,661) (175,500)Contingent consideration payments - financing​​ —​ —​ (700)Taxes paid on RSUs and net share settlements​​ (21,872)​ (28,893)​ (23,461)Other financing activity​ — (2,457) 788Net cash provided by (used in) financing activities​ (122,398) 22,616 (242,853)​​​​​​​​Effect of exchange rate changes on cash and cash equivalents​ (2,333) (3,356) (12,092)Net change in cash and cash equivalents​ (28,780) 8,004 (26,524)Cash and cash equivalents at beginning of period​ 180,571 172,567 199,091Cash and cash equivalents at end of period​$ 151,791$ 180,571$ 172,567​See Notes to Consolidated Financial Statements.",
      "prior_body": "​ Interest ​ Total Balances at June 30, 2020 153,812 ​ $ 1,538 ​ $ 419,383 ​ $ 1,057,470 ​ $ (97,199) ​ $ — ​ $ 1,381,192 Cumulative effect adjustments due to adoption of new accounting standards and other ​ ​ ​ ​ ​ ​ ​ ​ (276) ​ ​ ​ ​ ​ (276) Non-controlling interest in Eminence ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 8,985 ​ ​ 8,985 Net earnings ​ ​ ​ ​ ​ ​ ​ ​ 140,410 ​ ​ ​ ​ (825) ​ 139,585 Other comprehensive income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 39,908 ​ 103 ​ 40,011 Share repurchases (480) ​ (5) ​ ​ ​ (43,173) ​ ​ ​ ​ ​ ​ (43,178) Common stock issued for exercise of options 2,293 ​ 23 ​ 62,085 ​ (12,287) ​ ​ ​ ​ ​ ​ 49,821 Common stock issued for restricted stock awards 153 ​ 2 ​ (2) ​ (7,057) ​ ​ ​ ​ ​ ​ (7,057) Cash dividends ​ ​ ​ ​ ​ ​ ​ ​ (49,622) ​ ​ ​ ​ ​ ​ (49,622) Stock-based compensation expense ​ ​ ​ ​ ​ 48,065 ​ ​ ​ ​ ​ ​ ​ ​ 48,065 Common stock issued to employee stock purchase plan 44 ​ 0 ​ 2,791 ​ ​ ​ ​ ​ ​ ​ ​ 2,791 Employee stock purchase plan expense ​ ​ ​ ​ ​ 917 ​ ​ ​ ​ ​ ​ ​ ​ 917 Balances at June 30, 2021 155,822 ​ $ 1,558 ​ $ 533,239 ​ $ 1,085,465 ​ $ (57,291) ​ $ 8,263 ​ $ 1,571,234 Net earnings ​ ​ ​ ​ ​ ​ ​ ​ ​ 272,051 ​ ​ ​ ​ ​ (8,952) ​ 263,099 Other comprehensive income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (17,909) ​ ​ (70) ​ (17,979) Share repurchases (1,577) ​ ​ (16) ​ ​ ​ ​ ​ (160,934) ​ ​ ​ ​ ​ ​ ​ (160,950) Common stock issued for exercise of options 2,282 ​ ​ 23 ​ ​ 74,354 ​ ​ (13,482) ​ ​ ​ ​ ​ ​ ​ 60,895 Common stock issued for restricted stock awards 89 ​ ​ 1 ​ ​ (1) ​ ​ (9,978) ​ ​ ​ ​ ​ ​ ​ (9,978) Cash dividends ​ ​ ​ ​ ​ ​ ​ ​ ​ (50,185) ​ ​ ​ ​ ​ ​ ​ (50,185) Stock-based compensation expense ​ ​ ​ ​ ​ ​ 41,208 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 41,208 Common stock issued to employee stock purchase plan 28 ​ ​ 0 ​ ​ 2,694 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2,694 Employee stock purchase plan expense ​ ​ ​ ​ ​ ​ 973 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 973 Balances at June 30, 2022 156,644 ​ $ 1,566 ​ $ 652,467 ​ $ 1,122,937 ​ $ (75,200) ​ $ (759) ​ $ 1,701,011 Reclassification of cumulative translation adjustment for Eminence to non-operating income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 152 ​ ​ (33) ​ ​ 119 Elimination of noncontrolling equity interest from sale of Eminence ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 613 ​ ​ 613 Net earnings ​ ​ ​ ​ ​ ​ ​ ​ ​ 285,263 ​ ​ ​ ​ ​ 179 ​ ​ 285,442 Other comprehensive income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 8,984 ​ ​ ​ ​ ​ 8,984 Share repurchases (222) ​ ​ (2) ​ ​ ​ ​ ​ (19,560) ​ ​ ​ ​ ​ ​ ​ ​ (19,562) Common stock issued for exercise of options 1,083 ​ ​ 10 ​ ​ 24,942 ​ ​ (22,163) ​ ​ ​ ​ ​ ​ ​ ​ 2,789 Common stock issued for restricted stock awards 63 ​ ​ 1 ​ ​ (1) ​ ​ (6,731) ​ ​ ​ ​ ​ ​ ​ ​ (6,731) Cash dividends ​ ​ ​ ​ ​ ​ ​ ​ ​ (50,285) ​ ​ ​ ​ ​ ​ ​ ​ (50,285) Stock-based compensation expense ​ ​ ​ ​ ​ ​ 38,315 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 38,315 Common stock issued to employee stock purchase plan 74 ​ ​ 1 ​ ​ 4,905 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4,906 Employee stock purchase plan expense ​ ​ ​ ​ ​ ​ 915 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 915 Balances at June 30, 2023 157,642 ​ $ 1,576 ​ $ 721,543 ​ $ 1,309,461 ​ $ (66,064) ​ $ — ​ $ 1,966,516 ​ (1) Prior period results have been adjusted to reflect the four-for-one stock split effected in the form of a stock dividend on November 29, 2022. See Note 1 for details. ​ See Notes to Consolidated Financial Statements. ​ 49 49 Table of ContentsCONSOLIDATED STATEMENTS OF CASH FLOWSBio-Techne Corporation and Subsidiaries(in thousands)​​​​​​​​​ ​​​​​​​​Year Ended June 30, ​​202320222021CASH FLOWS FROM OPERATING ACTIVITIES: ​ ​ ​ Net earnings, including noncontrolling interest​$ 285,442$ 263,099$ 139,585Adjustments to reconcile net earnings to net cash provided by operating activities:​ ​ Depreciation and amortization​ 107,238 101,069 87,747Costs recognized on sale of acquired inventory​ 400 1,596 1,565Deferred income taxes​ (29,567) 6,816 (27,431)Stock-based compensation expense​ 39,230 42,183 48,982Fair value adjustment to contingent consideration payable​ (12,100) (20,400) 5,300Contingent consideration payments - operating​ — (3,300) (337)Gain on sale of CCXI investment​ (37,176) — —Fair value adjustment on available-for-sale investments​ (472) (15,002) 67,879(Gain) loss on equity method investment​​ 1,143​ —​ —Asset impairment restructuring​​ —​ 546​ —Eminence impairment​​ —​ 18,715​ —Gain on sale of Eminence​​ (11,682)​ —​ —Leases, net​ 2,059 (1,201) 75Other operating activity​ 455 668 (464)Change in operating assets and operating liabilities, net of acquisition:​ ​ ​ Trade accounts and other receivables, net​ (20,867) (57,596) (15,549)Inventories​ (30,167) (32,007) (7,140)Prepaid expenses​ (4,585) (3,082) (1,101)Trade accounts payable, accrued expenses, contract liabilities, and other​ (7,908) 12,741 19,091Salaries, wages and related accruals​ (24,558) 7,760 20,536Income taxes payable​ (2,492) 2,667 13,426Net cash provided by (used in) operating activities​ 254,393 325,272 352,164​​​​​​​​CASH FLOWS FROM INVESTING ACTIVITIES:​ ​ Proceeds from maturities of available-for-sale investments​ 35,236 26,055 66,377Purchases of available-for-sale investments​ (20,500) (52,998) (39,684)Proceeds from sale of CCXI investment​​ 73,219​ —​ —Additions to property and equipment​ (38,244) (44,908) (44,301)Acquisitions, net of cash acquired​ (101,184) — (225,352)Investment in unconsolidated entity, net​​ —​ — (556)Proceeds from sale of Eminence​ 17,824 —​ —Investment of forward purchase contract​​ —​ (25,000)​ —Investment in Wilson Wolf​​ (232,000)​ —​ —Net cash provided by (used in) investing activities​ (265,649) (96,851) (243,516)​​​​​​​​CASH FLOWS FROM FINANCING ACTIVITIES:​ Cash dividends​ (50,285) (50,185) (49,622)Proceeds from stock option exercises​ 29,813 77,155 65,092Re-purchases of common stock​ (19,562) (160,950) (43,178)Borrowings under line-of-credit agreement​ 619,661 90,000 256,000Repayments of long-term debt​ (525,661) (175,500) (271,500)Contingent consideration payments - financing​ — (700) —Taxes paid on RSUs and net share settlements​​ (28,893)​ (23,461)​ (19,343)Other financing activity​ (2,457) 788 —Net cash provided by (used in) financing activities​ 22,616 (242,853) (62,551)​​​​​​​​Effect of exchange rate changes on cash and cash equivalents​ (3,356) (12,092) 6,369Net change in cash and cash equivalents​ 8,004 (26,524) 52,466Cash and cash equivalents at beginning of period​ 172,567 199,091 146,625Cash and cash equivalents at end of period​$ 180,571$ 172,567$ 199,091​​​​​​​​​See Notes to Consolidated Financial Statements.​50 Table of Contents Table of Contents Table of Contents CONSOLIDATED STATEMENTS OF CASH FLOWSBio-Techne Corporation and Subsidiaries(in thousands)​​​​​​​​​ ​​​​​​​​Year Ended June 30, ​​202320222021CASH FLOWS FROM OPERATING ACTIVITIES: ​ ​ ​ Net earnings, including noncontrolling interest​$ 285,442$ 263,099$ 139,585Adjustments to reconcile net earnings to net cash provided by operating activities:​ ​ Depreciation and amortization​ 107,238 101,069 87,747Costs recognized on sale of acquired inventory​ 400 1,596 1,565Deferred income taxes​ (29,567) 6,816 (27,431)Stock-based compensation expense​ 39,230 42,183 48,982Fair value adjustment to contingent consideration payable​ (12,100) (20,400) 5,300Contingent consideration payments - operating​ — (3,300) (337)Gain on sale of CCXI investment​ (37,176) — —Fair value adjustment on available-for-sale investments​ (472) (15,002) 67,879(Gain) loss on equity method investment​​ 1,143​ —​ —Asset impairment restructuring​​ —​ 546​ —Eminence impairment​​ —​ 18,715​ —Gain on sale of Eminence​​ (11,682)​ —​ —Leases, net​ 2,059 (1,201) 75Other operating activity​ 455 668 (464)Change in operating assets and operating liabilities, net of acquisition:​ ​ ​ Trade accounts and other receivables, net​ (20,867) (57,596) (15,549)Inventories​ (30,167) (32,007) (7,140)Prepaid expenses​ (4,585) (3,082) (1,101)Trade accounts payable, accrued expenses, contract liabilities, and other​ (7,908) 12,741 19,091Salaries, wages and related accruals​ (24,558) 7,760 20,536Income taxes payable​ (2,492) 2,667 13,426Net cash provided by (used in) operating activities​ 254,393 325,272 352,164​​​​​​​​CASH FLOWS FROM INVESTING ACTIVITIES:​ ​ Proceeds from maturities of available-for-sale investments​ 35,236 26,055 66,377Purchases of available-for-sale investments​ (20,500) (52,998) (39,684)Proceeds from sale of CCXI investment​​ 73,219​ —​ —Additions to property and equipment​ (38,244) (44,908) (44,301)Acquisitions, net of cash acquired​ (101,184) — (225,352)Investment in unconsolidated entity, net​​ —​ — (556)Proceeds from sale of Eminence​ 17,824 —​ —Investment of forward purchase contract​​ —​ (25,000)​ —Investment in Wilson Wolf​​ (232,000)​ —​ —Net cash provided by (used in) investing activities​ (265,649) (96,851) (243,516)​​​​​​​​CASH FLOWS FROM FINANCING ACTIVITIES:​ Cash dividends​ (50,285) (50,185) (49,622)Proceeds from stock option exercises​ 29,813 77,155 65,092Re-purchases of common stock​ (19,562) (160,950) (43,178)Borrowings under line-of-credit agreement​ 619,661 90,000 256,000Repayments of long-term debt​ (525,661) (175,500) (271,500)Contingent consideration payments - financing​ — (700) —Taxes paid on RSUs and net share settlements​​ (28,893)​ (23,461)​ (19,343)Other financing activity​ (2,457) 788 —Net cash provided by (used in) financing activities​ 22,616 (242,853) (62,551)​​​​​​​​Effect of exchange rate changes on cash and cash equivalents​ (3,356) (12,092) 6,369Net change in cash and cash equivalents​ 8,004 (26,524) 52,466Cash and cash equivalents at beginning of period​ 172,567 199,091 146,625Cash and cash equivalents at end of period​$ 180,571$ 172,567$ 199,091​​​​​​​​​See Notes to Consolidated Financial Statements.​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Cybersecurity Risk Management and Strategy",
      "prior_title": "Failure to comply with privacy and security laws and regulations could result in fines, penalties and damage to the Company’s reputation and have a material adverse effect upon the Company’s business, a risk that has been elevated with recent acquisitions that use protected health information and utilize healthcare providers for laboratory resting services.",
      "similarity_score": 0.773,
      "confidence": "high",
      "key_changes": [
        "Reworded sentence: \"Bio-Techne’s cybersecurity strategy is to maintain and fortify a secure, actively-monitored environment for our and our customers’ data that complies with legal requirements [and industry best practice] while supporting our and our customers’ business needs.\"",
        "Reworded sentence: \"This facility is currently being held-for-sale.The Company owns a 16,000 square foot facility that its Bio-Techne Europe subsidiary occupies in Abingdon, England.\"",
        "Reworded sentence: \"This facility is utilized by the Company’s Protein Sciences segment.31 Table of Contents Table of Contents Table of Contents Our IT Security Operations team administers and monitors the prevention, detection, mitigation, and remediation of potential cybersecurity risks.\"",
        "Reworded sentence: \"This facility is currently being held-for-sale.The Company owns a 16,000 square foot facility that its Bio-Techne Europe subsidiary occupies in Abingdon, England.\"",
        "Reworded sentence: \"This facility is utilized by the Company’s Protein Sciences segment.\""
      ],
      "current_body": "Bio-Techne’s cybersecurity strategy is to maintain and fortify a secure, actively-monitored environment for our and our customers’ data that complies with legal requirements [and industry best practice] while supporting our and our customers’ business needs. Our cybersecurity program follows industry standards and best practice for preventing, detecting, remediating, and mitigating potential cybersecurity threats, including regular processes to identify, evaluate and manage potential risks. ​ 30 30 Table of ContentsOur IT Security Operations team administers and monitors the prevention, detection, mitigation, and remediation of potential cybersecurity risks. This team leverages both Bio-Techne’s internal IT resources, including its personnel, as well as managed security service providers and other third-party security software and technology services, as well as through other means. We also have implemented processes and technologies for network monitoring and data loss prevention procedures.​We conduct periodic risk assessments, including with support from external vendors, to assess our cyber program, identify areas of enhancement, and develop strategies for the mitigation of cyber risks. We also conduct regular security testing and have established a vulnerability management process supported by security testing, for the treatment of identified security risks based on severity, including risks arising from our use of third party providers software and service providers. In addition to our evolving processes and systems, we foster a culture of cybersecurity education, training, and testing. Every year, employees in sensitive job categories must take and pass rigorous information security and protection training. ​We partner with experienced external consultants to assess our cybersecurity program, and to perform penetration testing as well as other testing programs designed to identify vulnerabilities and areas for fortification. Also, as part of our cybersecurity risk management program we maintain cyber insurance, with coverage amounts and terms that are typical and appropriate for a company of our size and type. This insurance may not be sufficient to cover us against all types of claims related to security breaches, cyberattacks and other related breaches. ​ITEM 2. PROPERTIESThe Company owns the facilities that its headquarters and R&D Systems subsidiary occupy in Minneapolis, Minnesota. The Minneapolis facilities are utilized by both the Company’s Protein Sciences and Diagnostics and Genomics segments.The Minneapolis complex includes approximately 800,000 square feet of space in several adjoining buildings. Bio-Techne uses approximately 710,000 square feet of the complex for administrative, research, manufacturing, shipping and warehousing activities. The Company is currently leasing the remaining space in the complex as retail and office space. The Company also owns a 61,000 square foot facility in Saint Paul, Minnesota that is utilized for additional manufacturing capabilities and activities.The Company also owns a 34,000 square foot manufacturing facility in Flowery Branch, Georgia. This facility is currently being held-for-sale.The Company owns a 16,000 square foot facility that its Bio-Techne Europe subsidiary occupies in Abingdon, England. This facility is utilized by the Company’s Protein Sciences and Diagnostics and Genomics segments.The Company owns a 9,000 square foot facility that its Canada subsidiaries occupy in Toronto, Canada. This facility is utilized by the Company’s Protein Sciences segment.The Company owns a 52,700 square foot manufacturing facility in Wallingford, Connecticut. This facility is utilized by the Company’s Protein Sciences segment.31 Table of Contents Table of Contents Table of Contents Our IT Security Operations team administers and monitors the prevention, detection, mitigation, and remediation of potential cybersecurity risks. This team leverages both Bio-Techne’s internal IT resources, including its personnel, as well as managed security service providers and other third-party security software and technology services, as well as through other means. We also have implemented processes and technologies for network monitoring and data loss prevention procedures.​We conduct periodic risk assessments, including with support from external vendors, to assess our cyber program, identify areas of enhancement, and develop strategies for the mitigation of cyber risks. We also conduct regular security testing and have established a vulnerability management process supported by security testing, for the treatment of identified security risks based on severity, including risks arising from our use of third party providers software and service providers. In addition to our evolving processes and systems, we foster a culture of cybersecurity education, training, and testing. Every year, employees in sensitive job categories must take and pass rigorous information security and protection training. ​We partner with experienced external consultants to assess our cybersecurity program, and to perform penetration testing as well as other testing programs designed to identify vulnerabilities and areas for fortification. Also, as part of our cybersecurity risk management program we maintain cyber insurance, with coverage amounts and terms that are typical and appropriate for a company of our size and type. This insurance may not be sufficient to cover us against all types of claims related to security breaches, cyberattacks and other related breaches. ​ITEM 2. PROPERTIESThe Company owns the facilities that its headquarters and R&D Systems subsidiary occupy in Minneapolis, Minnesota. The Minneapolis facilities are utilized by both the Company’s Protein Sciences and Diagnostics and Genomics segments.The Minneapolis complex includes approximately 800,000 square feet of space in several adjoining buildings. Bio-Techne uses approximately 710,000 square feet of the complex for administrative, research, manufacturing, shipping and warehousing activities. The Company is currently leasing the remaining space in the complex as retail and office space. The Company also owns a 61,000 square foot facility in Saint Paul, Minnesota that is utilized for additional manufacturing capabilities and activities.The Company also owns a 34,000 square foot manufacturing facility in Flowery Branch, Georgia. This facility is currently being held-for-sale.The Company owns a 16,000 square foot facility that its Bio-Techne Europe subsidiary occupies in Abingdon, England. This facility is utilized by the Company’s Protein Sciences and Diagnostics and Genomics segments.The Company owns a 9,000 square foot facility that its Canada subsidiaries occupy in Toronto, Canada. This facility is utilized by the Company’s Protein Sciences segment.The Company owns a 52,700 square foot manufacturing facility in Wallingford, Connecticut. This facility is utilized by the Company’s Protein Sciences segment. Our IT Security Operations team administers and monitors the prevention, detection, mitigation, and remediation of potential cybersecurity risks. This team leverages both Bio-Techne’s internal IT resources, including its personnel, as well as managed security service providers and other third-party security software and technology services, as well as through other means. We also have implemented processes and technologies for network monitoring and data loss prevention procedures. ​ We conduct periodic risk assessments, including with support from external vendors, to assess our cyber program, identify areas of enhancement, and develop strategies for the mitigation of cyber risks. We also conduct regular security testing and have established a vulnerability management process supported by security testing, for the treatment of identified security risks based on severity, including risks arising from our use of third party providers software and service providers. In addition to our evolving processes and systems, we foster a culture of cybersecurity education, training, and testing. Every year, employees in sensitive job categories must take and pass rigorous information security and protection training. ​ We partner with experienced external consultants to assess our cybersecurity program, and to perform penetration testing as well as other testing programs designed to identify vulnerabilities and areas for fortification. Also, as part of our cybersecurity risk management program we maintain cyber insurance, with coverage amounts and terms that are typical and appropriate for a company of our size and type. This insurance may not be sufficient to cover us against all types of claims related to security breaches, cyberattacks and other related breaches. ​ ITEM 2. PROPERTIES The Company owns the facilities that its headquarters and R&D Systems subsidiary occupy in Minneapolis, Minnesota. The Minneapolis facilities are utilized by both the Company’s Protein Sciences and Diagnostics and Genomics segments. The Minneapolis complex includes approximately 800,000 square feet of space in several adjoining buildings. Bio-Techne uses approximately 710,000 square feet of the complex for administrative, research, manufacturing, shipping and warehousing activities. The Company is currently leasing the remaining space in the complex as retail and office space. The Company also owns a 61,000 square foot facility in Saint Paul, Minnesota that is utilized for additional manufacturing capabilities and activities. The Company also owns a 34,000 square foot manufacturing facility in Flowery Branch, Georgia. This facility is currently being held-for-sale. The Company owns a 16,000 square foot facility that its Bio-Techne Europe subsidiary occupies in Abingdon, England. This facility is utilized by the Company’s Protein Sciences and Diagnostics and Genomics segments. The Company owns a 9,000 square foot facility that its Canada subsidiaries occupy in Toronto, Canada. This facility is utilized by the Company’s Protein Sciences segment. The Company owns a 52,700 square foot manufacturing facility in Wallingford, Connecticut. This facility is utilized by the Company’s Protein Sciences segment. 31 31 Table of ContentsThe Company leases the following material facilities, which are utilized by both the Company’s Protein Sciences segment the Diagnostics & Genomics segment. Certain locations are not named because they were not significant individually or in the aggregate as of the date of this report.​​​​​​​​Subsidiary Location Type Square Feet​​​​​​​Bio-Techne China Shanghai and Beijing, China Office/warehouse 29,200Tocris Bristol, United Kingdom Office/manufacturing/lab/warehouse 30,000PrimeGene Shanghai, China Office/manufacturing/lab 59,300Bionostics Devens, Massachusetts Office/manufacturing 70,000Novus Biologicals Centennial, Colorado Office/warehouse 74,000ProteinSimple San Jose, California Office/manufacturing/warehouse 98,000ProteinSimple Ltd. Ottawa, Canada Office/manufacturing/warehouse 10,800Cliniqa San Marcos, California Office/manufacturing/warehouse 62,800Advanced Cell Diagnostics Newark, California Office/manufacturing/warehouse 55,900Bio-Techne France Rennes, France Office/warehouse 11,000Exosome Diagnostics Waltham, Massachusetts Office/manufacturing/warehouse 38,400Asuragen Austin, Texas Office/manufacturing/warehouse 47,400Bio-Techne Ireland​Dublin, Ireland​Warehouse​ 25,000Lunaphore​Tolochenaz, Switzerland​Office/manufacturing/warehouse​ 24,985​​ITEM 3. LEGAL PROCEEDINGSAs of August 16, 2024, 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 4. MINE SAFETY DISCLOSURESNot applicable.PART IIITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDERMATTERS AND ISSUER PURCHASES OF EQUITY SECURITIESThe Company’s common stock is listed on the NASDAQ stock exchange under the symbol “TECH”. Prior period results have been adjusted to reflect the four-for-one stock split effected in the form of a stock dividend on November 29, 2022. See Note 1 for details. Holders of Common Stock and Dividends PaidAs of August 16, 2024, there were over 160,000 beneficial shareholders of the Company’s common stock and over 110 shareholders of record. The Company paid annual cash dividends totaling $50.4 million, $50.3 million, and $50.2 million in fiscal 2024, 2023, and 2022, respectively. The Board of Directors periodically considers the payment of cash dividends, and there is no guarantee that the Company will pay comparable cash dividends, or any cash dividends, in the future.On August 31, 2022, the Company entered into an amended and restated Credit Agreement that provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. The credit facility is governed by a Credit Agreement dated August 31, 2022 and matures on August 31, 2027. The Credit Agreement that governs the revolving line of credit contains customary events of default and would prohibit payment of dividends to Company shareholders in the event of a default thereunder.32 Table of Contents Table of Contents Table of Contents The Company leases the following material facilities, which are utilized by both the Company’s Protein Sciences segment the Diagnostics & Genomics segment. Certain locations are not named because they were not significant individually or in the aggregate as of the date of this report.​​​​​​​​Subsidiary Location Type Square Feet​​​​​​​Bio-Techne China Shanghai and Beijing, China Office/warehouse 29,200Tocris Bristol, United Kingdom Office/manufacturing/lab/warehouse 30,000PrimeGene Shanghai, China Office/manufacturing/lab 59,300Bionostics Devens, Massachusetts Office/manufacturing 70,000Novus Biologicals Centennial, Colorado Office/warehouse 74,000ProteinSimple San Jose, California Office/manufacturing/warehouse 98,000ProteinSimple Ltd. Ottawa, Canada Office/manufacturing/warehouse 10,800Cliniqa San Marcos, California Office/manufacturing/warehouse 62,800Advanced Cell Diagnostics Newark, California Office/manufacturing/warehouse 55,900Bio-Techne France Rennes, France Office/warehouse 11,000Exosome Diagnostics Waltham, Massachusetts Office/manufacturing/warehouse 38,400Asuragen Austin, Texas Office/manufacturing/warehouse 47,400Bio-Techne Ireland​Dublin, Ireland​Warehouse​ 25,000Lunaphore​Tolochenaz, Switzerland​Office/manufacturing/warehouse​ 24,985​​ITEM 3. LEGAL PROCEEDINGSAs of August 16, 2024, 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 4. MINE SAFETY DISCLOSURESNot applicable.PART IIITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDERMATTERS AND ISSUER PURCHASES OF EQUITY SECURITIESThe Company’s common stock is listed on the NASDAQ stock exchange under the symbol “TECH”. Prior period results have been adjusted to reflect the four-for-one stock split effected in the form of a stock dividend on November 29, 2022. See Note 1 for details. Holders of Common Stock and Dividends PaidAs of August 16, 2024, there were over 160,000 beneficial shareholders of the Company’s common stock and over 110 shareholders of record. The Company paid annual cash dividends totaling $50.4 million, $50.3 million, and $50.2 million in fiscal 2024, 2023, and 2022, respectively. The Board of Directors periodically considers the payment of cash dividends, and there is no guarantee that the Company will pay comparable cash dividends, or any cash dividends, in the future.On August 31, 2022, the Company entered into an amended and restated Credit Agreement that provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. The credit facility is governed by a Credit Agreement dated August 31, 2022 and matures on August 31, 2027. The Credit Agreement that governs the revolving line of credit contains customary events of default and would prohibit payment of dividends to Company shareholders in the event of a default thereunder. The Company leases the following material facilities, which are utilized by both the Company’s Protein Sciences segment the Diagnostics & Genomics segment. Certain locations are not named because they were not significant individually or in the aggregate as of the date of this report. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiary Location Type",
      "prior_body": "If the Company does not comply with existing or new laws and regulations related to protecting the privacy and security of personal or health information, it could be subject to monetary fines, civil penalties or criminal sanctions. In the U.S., the Health Insurance Portability and Accountability Act of 1996 (HIPAA) privacy and security regulations, including the expanded requirements under U.S. Health Information Technology for Economic and Clinical Health Act (HITECH), establish comprehensive standards with respect to the use and disclosure of protected health information (PHI) by covered entities, in addition to setting standards to protect the confidentiality, integrity and security of PHI. HIPAA restricts the Company’s ability to use or disclose PHI, without patient authorization, for purposes other than payment, treatment or healthcare operations (as defined by HIPAA), except for disclosures for various public policy purposes and other permitted purposes outlined in the privacy regulations. If the laboratory operations for the Company’s business use or disclose PHI improperly under these privacy regulations, they may incur significant fines and other penalties for wrongful use or disclosure of PHI in violation of the privacy and security regulations, including potential civil and criminal fines and penalties. ​ 29 29 Table of ContentsITEM 1B. UNRESOLVED STAFF COMMENTSThere are no unresolved staff comments as of the date of this report.ITEM 2. PROPERTIESThe Company owns the facilities that its headquarters and R&D Systems subsidiary occupy in Minneapolis, Minnesota. The Minneapolis facilities are utilized by both the Company’s Protein Sciences and Diagnostics and Genomics segments.The Minneapolis complex includes approximately 800,000 square feet of space in several adjoining buildings. Bio-Techne uses approximately 710,000 square feet of the complex for administrative, research, manufacturing, shipping and warehousing activities. The Company is currently leasing the remaining space in the complex as retail and office space. The Company also owns a 61,000 square foot facility in Saint Paul, Minnesota that is utilized for additional manufacturing capabilities and activities.The Company also owns a 34,000 square foot manufacturing facility in Flowery Branch, Georgia. This facility is utilized by the Company’s Protein Sciences segment.The Company owns a 16,000 square foot facility that its Bio-Techne Europe subsidiary occupies in Abingdon, England. This facility is utilized by the Company’s Protein Sciences and Diagnostics and Genomics segments.The Company owns a 9,000 square foot facility that its Canada subsidiaries occupy in Toronto, Canada. This facility is utilized by the Company’s Protein Sciences segment.The Company owns a 52,700 square foot manufacturing facility in Wallingford, Connecticut. This facility is utilized by the Company’s Protein Sciences segment.The Company leases the following material facilities, which are utilized by both the Company’s Protein Sciences segment the Diagnostics & Genomics segment. Certain locations are not named because they were not significant individually or in the aggregate as of the date of this report.​​​​​​​​Subsidiary Location Type Square Feet​​​​​​​Bio-Techne Ltd Langley, United Kingdom Warehouse 12,000Bio-Techne China Shanghai and Beijing, China Office/warehouse 29,200Tocris Bristol, United Kingdom Office/manufacturing/lab/warehouse 30,000PrimeGene Shanghai, China Office/manufacturing/lab 79,900Bionostics Devens, Massachusetts Office/manufacturing 70,000Novus Biologicals Centennial, Colorado Office/warehouse 74,000ProteinSimple San Jose, California Office/manufacturing/warehouse 98,000ProteinSimple Ltd. Ottawa, Canada Office/manufacturing/warehouse 10,800CyVek Wallingford, Connecticut Office/manufacturing/warehouse 22,700Cliniqa San Marcos, California Office/manufacturing/warehouse 62,800Advanced Cell Diagnostics Newark, California Office/manufacturing/warehouse 55,900Bio-Techne France Rennes, France Office/warehouse 11,000Exosome Diagnostics Waltham, Massachusetts Office/manufacturing/warehouse 38,400R&D Systems Minneapolis, Minnesota Office/manufacturing/warehouse 10,700Asuragen Austin, Texas Office/manufacturing/warehouse 47,400Bio-Techne Ireland​Dublin, Ireland​Warehouse​ 25,000​ITEM 3. LEGAL PROCEEDINGSAs of August 18, 2023, 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.30 Table of Contents Table of Contents Table of Contents ITEM 1B. UNRESOLVED STAFF COMMENTSThere are no unresolved staff comments as of the date of this report.ITEM 2. PROPERTIESThe Company owns the facilities that its headquarters and R&D Systems subsidiary occupy in Minneapolis, Minnesota. The Minneapolis facilities are utilized by both the Company’s Protein Sciences and Diagnostics and Genomics segments.The Minneapolis complex includes approximately 800,000 square feet of space in several adjoining buildings. Bio-Techne uses approximately 710,000 square feet of the complex for administrative, research, manufacturing, shipping and warehousing activities. The Company is currently leasing the remaining space in the complex as retail and office space. The Company also owns a 61,000 square foot facility in Saint Paul, Minnesota that is utilized for additional manufacturing capabilities and activities.The Company also owns a 34,000 square foot manufacturing facility in Flowery Branch, Georgia. This facility is utilized by the Company’s Protein Sciences segment.The Company owns a 16,000 square foot facility that its Bio-Techne Europe subsidiary occupies in Abingdon, England. This facility is utilized by the Company’s Protein Sciences and Diagnostics and Genomics segments.The Company owns a 9,000 square foot facility that its Canada subsidiaries occupy in Toronto, Canada. This facility is utilized by the Company’s Protein Sciences segment.The Company owns a 52,700 square foot manufacturing facility in Wallingford, Connecticut. This facility is utilized by the Company’s Protein Sciences segment.The Company leases the following material facilities, which are utilized by both the Company’s Protein Sciences segment the Diagnostics & Genomics segment. Certain locations are not named because they were not significant individually or in the aggregate as of the date of this report.​​​​​​​​Subsidiary Location Type Square Feet​​​​​​​Bio-Techne Ltd Langley, United Kingdom Warehouse 12,000Bio-Techne China Shanghai and Beijing, China Office/warehouse 29,200Tocris Bristol, United Kingdom Office/manufacturing/lab/warehouse 30,000PrimeGene Shanghai, China Office/manufacturing/lab 79,900Bionostics Devens, Massachusetts Office/manufacturing 70,000Novus Biologicals Centennial, Colorado Office/warehouse 74,000ProteinSimple San Jose, California Office/manufacturing/warehouse 98,000ProteinSimple Ltd. Ottawa, Canada Office/manufacturing/warehouse 10,800CyVek Wallingford, Connecticut Office/manufacturing/warehouse 22,700Cliniqa San Marcos, California Office/manufacturing/warehouse 62,800Advanced Cell Diagnostics Newark, California Office/manufacturing/warehouse 55,900Bio-Techne France Rennes, France Office/warehouse 11,000Exosome Diagnostics Waltham, Massachusetts Office/manufacturing/warehouse 38,400R&D Systems Minneapolis, Minnesota Office/manufacturing/warehouse 10,700Asuragen Austin, Texas Office/manufacturing/warehouse 47,400Bio-Techne Ireland​Dublin, Ireland​Warehouse​ 25,000​ITEM 3. LEGAL PROCEEDINGSAs of August 18, 2023, 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 1B. UNRESOLVED STAFF COMMENTS There are no unresolved staff comments as of the date of this report. ITEM 2. PROPERTIES The Company owns the facilities that its headquarters and R&D Systems subsidiary occupy in Minneapolis, Minnesota. The Minneapolis facilities are utilized by both the Company’s Protein Sciences and Diagnostics and Genomics segments. The Minneapolis complex includes approximately 800,000 square feet of space in several adjoining buildings. Bio-Techne uses approximately 710,000 square feet of the complex for administrative, research, manufacturing, shipping and warehousing activities. The Company is currently leasing the remaining space in the complex as retail and office space. The Company also owns a 61,000 square foot facility in Saint Paul, Minnesota that is utilized for additional manufacturing capabilities and activities. The Company also owns a 34,000 square foot manufacturing facility in Flowery Branch, Georgia. This facility is utilized by the Company’s Protein Sciences segment. The Company owns a 16,000 square foot facility that its Bio-Techne Europe subsidiary occupies in Abingdon, England. This facility is utilized by the Company’s Protein Sciences and Diagnostics and Genomics segments. The Company owns a 9,000 square foot facility that its Canada subsidiaries occupy in Toronto, Canada. This facility is utilized by the Company’s Protein Sciences segment. The Company owns a 52,700 square foot manufacturing facility in Wallingford, Connecticut. This facility is utilized by the Company’s Protein Sciences segment. The Company leases the following material facilities, which are utilized by both the Company’s Protein Sciences segment the Diagnostics & Genomics segment. Certain locations are not named because they were not significant individually or in the aggregate as of the date of this report. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Subsidiary Location Type"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.739,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"​ ​ ​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Consolidated gross margin percentage ​ 66.4 % 67.7 % 68.4 % Identified adjustments: ​ ​ ​ Costs recognized upon sale of acquired inventory ​ 0.1 % 0.0 % 0.1 % Amortization of intangibles ​ 4.0 % 4.0 % 3.7 % Stock compensation expense - COGS ​ 0.1 % 0.1 % 0.1 % Restructuring and restructuring-related costs ​ 0.3 % — % — % Impact of partially-owned consolidated subsidiaries(1) ​ — % (0.1) % 0.2 % Impact of business held-for-sale(2) ​ 0.1 % — % — % Non-GAAP adjusted gross margin percentage ​ 71.0 % 71.7 % 72.5 % ​ (1) Includes the quarterly results of the partially-owned consolidated subsidiary prior to the sale of this partially-owned consolidated subsidiary to a third party in the first fiscal quarter of 2023 and the full fiscal year of 2022.\"",
        "Reworded sentence: \"Segment gross margins, as a percentage of net sales, were as follows:​​​​​​​​​​ Year Ended June 30, ​​2024 2023 2022 ​​​​​​​​Protein Sciences 75.7% 75.3% 75.5%Diagnostics and Genomics 58.7% 61.2% 63.1%​The increase in the Protein Sciences segment’s gross margin percentage for fiscal 2024 as compared to fiscal 2023 was primarily attributable to the exclusion of a business held-for-sale.\"",
        "Reworded sentence: \"Selling, General and Administrative ExpensesSelling, general and administrative expenses increased $88.0 million (23%) in fiscal 2024 when compared to fiscal 2023.\"",
        "Reworded sentence: \"38 Table of Contents Table of Contents Table of Contents ​Fluctuations in adjusted gross margins, as a percentage of net sales, have primarily resulted from changes in foreign currency exchange rates and changes in product mix.\"",
        "Reworded sentence: \"Segment gross margins, as a percentage of net sales, were as follows:​​​​​​​​​​ Year Ended June 30, ​​2024 2023 2022 ​​​​​​​​Protein Sciences 75.7% 75.3% 75.5%Diagnostics and Genomics 58.7% 61.2% 63.1%​The increase in the Protein Sciences segment’s gross margin percentage for fiscal 2024 as compared to fiscal 2023 was primarily attributable to the exclusion of a business held-for-sale.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Selling, General and Administrative Expenses",
      "prior_title": "Selling, General and Administrative Expenses",
      "similarity_score": 0.72,
      "confidence": "medium",
      "key_changes": [
        "Added sentence: \"Selling, general and administrative expenses increased $88.0 million (23%) in fiscal 2024 when compared to fiscal 2023.\"",
        "Added sentence: \"Selling, general, and administrative expenses increased primarily due to the Lunaphore acquisition, impairment of assets held-for-sale, certain litigation charges, restructuring and restructuring-related charges, and CEO transition charges.\"",
        "Reworded sentence: \"38 38 Table of ContentsConsolidated selling, general and administrative expenses were composed of the following (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Protein Sciences​$ 217,595​$ 203,834​$ 195,328Diagnostics and Genomics​ 127,131​ 101,805​ 93,578Total segment expenses​ 344,726​ 305,639​ 288,906Amortization of intangibles​ 31,710​ 32,076​ 32,492Acquisition related expenses​ 6,980​ (9,965)​ (19,082)Eminence impairment(1)​​ —​​ —​​ 18,715Legal fees​​ 3,506​​ —​​ —Restructuring and restructuring-related costs​ 8,896​ 3,829​ 1,640Stock-based compensation​ 39,452​ 40,269​ 45,085Impairment of assets held-for-sale​​ 21,963​​ —​​ —Corporate selling, general and administrative expenses​ 9,142​ 6,530​ 5,010Total selling, general and administrative expenses​$ 466,375​$ 378,378​$ 372,766​(1)Refer to the Goodwill Impairment section within the Critical Accounting Policies for further details on the Eminence impairment.\"",
        "Reworded sentence: \"39 Table of Contents Table of Contents Table of Contents Consolidated selling, general and administrative expenses were composed of the following (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Protein Sciences​$ 217,595​$ 203,834​$ 195,328Diagnostics and Genomics​ 127,131​ 101,805​ 93,578Total segment expenses​ 344,726​ 305,639​ 288,906Amortization of intangibles​ 31,710​ 32,076​ 32,492Acquisition related expenses​ 6,980​ (9,965)​ (19,082)Eminence impairment(1)​​ —​​ —​​ 18,715Legal fees​​ 3,506​​ —​​ —Restructuring and restructuring-related costs​ 8,896​ 3,829​ 1,640Stock-based compensation​ 39,452​ 40,269​ 45,085Impairment of assets held-for-sale​​ 21,963​​ —​​ —Corporate selling, general and administrative expenses​ 9,142​ 6,530​ 5,010Total selling, general and administrative expenses​$ 466,375​$ 378,378​$ 372,766​(1)Refer to the Goodwill Impairment section within the Critical Accounting Policies for further details on the Eminence impairment.\"",
        "Removed sentence: \"Net interest expense in fiscal 2022 decreased when compared to fiscal 2021 due to a reduction in our average long-term debt, which coincided with a reduction in the notional amount on our previous interest rate swap as disclosed in Note 5.\""
      ],
      "current_body": "Selling, general and administrative expenses increased $88.0 million (23%) in fiscal 2024 when compared to fiscal 2023. Selling, general, and administrative expenses increased primarily due to the Lunaphore acquisition, impairment of assets held-for-sale, certain litigation charges, restructuring and restructuring-related charges, and CEO transition charges. Selling, general and administrative expenses increased $5.6 million (2%) in fiscal 2023 when compared to fiscal 2022. Selling, general, and administrative expenses increased primarily due to strategic investments made in the business to support future growth including the Namocell acquisition. 38 38 Table of ContentsConsolidated selling, general and administrative expenses were composed of the following (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Protein Sciences​$ 217,595​$ 203,834​$ 195,328Diagnostics and Genomics​ 127,131​ 101,805​ 93,578Total segment expenses​ 344,726​ 305,639​ 288,906Amortization of intangibles​ 31,710​ 32,076​ 32,492Acquisition related expenses​ 6,980​ (9,965)​ (19,082)Eminence impairment(1)​​ —​​ —​​ 18,715Legal fees​​ 3,506​​ —​​ —Restructuring and restructuring-related costs​ 8,896​ 3,829​ 1,640Stock-based compensation​ 39,452​ 40,269​ 45,085Impairment of assets held-for-sale​​ 21,963​​ —​​ —Corporate selling, general and administrative expenses​ 9,142​ 6,530​ 5,010Total selling, general and administrative expenses​$ 466,375​$ 378,378​$ 372,766​(1)Refer to the Goodwill Impairment section within the Critical Accounting Policies for further details on the Eminence impairment. ​Research and Development ExpensesResearch and development expenses increased $4.2 million (5%) and $5.4 million (6%) in fiscal 2024 and 2023, respectively, as compared to prior year periods. The increase in research and development expenses in fiscal 2024 and fiscal 2023 compared to the prior periods was primarily attributable to strategic growth investments including the acquisitions of Lunaphore and Namocell in fiscal 2024 and fiscal 2023, respectively. Consolidated research and development expenses were composed of the following (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Protein Sciences​$ 56,911​$ 58,251​$ 56,370Diagnostics and Genomics​ 39,753​ 34,242​ 30,770Total research and development expenses​$ 96,664​$ 92,493​$ 87,140​Net Interest Income / (Expense)Net interest income/(expense) for fiscal 2024, 2023, and 2022 was ($12.4) million, $(7.8) million, and $(10.5) million, respectively. During fiscal 2024, average monthly outstanding debt was higher than fiscal 2023 leading to increased interest expense compared to fiscal 2023. Net interest expense in fiscal 2023 decreased when compared to fiscal 2022 due to a favorable rate on a forward starting interest rate swap as disclosed in Note 5 that went into effect in fiscal year 2023. 39 Table of Contents Table of Contents Table of Contents Consolidated selling, general and administrative expenses were composed of the following (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Protein Sciences​$ 217,595​$ 203,834​$ 195,328Diagnostics and Genomics​ 127,131​ 101,805​ 93,578Total segment expenses​ 344,726​ 305,639​ 288,906Amortization of intangibles​ 31,710​ 32,076​ 32,492Acquisition related expenses​ 6,980​ (9,965)​ (19,082)Eminence impairment(1)​​ —​​ —​​ 18,715Legal fees​​ 3,506​​ —​​ —Restructuring and restructuring-related costs​ 8,896​ 3,829​ 1,640Stock-based compensation​ 39,452​ 40,269​ 45,085Impairment of assets held-for-sale​​ 21,963​​ —​​ —Corporate selling, general and administrative expenses​ 9,142​ 6,530​ 5,010Total selling, general and administrative expenses​$ 466,375​$ 378,378​$ 372,766​(1)Refer to the Goodwill Impairment section within the Critical Accounting Policies for further details on the Eminence impairment. ​Research and Development ExpensesResearch and development expenses increased $4.2 million (5%) and $5.4 million (6%) in fiscal 2024 and 2023, respectively, as compared to prior year periods. The increase in research and development expenses in fiscal 2024 and fiscal 2023 compared to the prior periods was primarily attributable to strategic growth investments including the acquisitions of Lunaphore and Namocell in fiscal 2024 and fiscal 2023, respectively. Consolidated research and development expenses were composed of the following (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2024​2023​2022​​​​​​​​​​Protein Sciences​$ 56,911​$ 58,251​$ 56,370Diagnostics and Genomics​ 39,753​ 34,242​ 30,770Total research and development expenses​$ 96,664​$ 92,493​$ 87,140​Net Interest Income / (Expense)Net interest income/(expense) for fiscal 2024, 2023, and 2022 was ($12.4) million, $(7.8) million, and $(10.5) million, respectively. During fiscal 2024, average monthly outstanding debt was higher than fiscal 2023 leading to increased interest expense compared to fiscal 2023. Net interest expense in fiscal 2023 decreased when compared to fiscal 2022 due to a favorable rate on a forward starting interest rate swap as disclosed in Note 5 that went into effect in fiscal year 2023. Consolidated selling, general and administrative expenses were composed of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "Selling, general and administrative expenses increased $5.6 million (2%) in fiscal 2023 when compared to fiscal 2022. Selling, general, and administrative expenses increased primarily due to strategic investments made in the business to support future growth including the Namocell acquisition. 36 36 Table of ContentsSelling, general and administrative expenses increased $47.8 million (15%) in fiscal 2022 when compared to fiscal 2021. Selling, general, and administrative expenses increased primarily due to the full year impact of fiscal 2021’s Asuragen acquisition and strategic investments made in the business to support future growth. Consolidated selling, general and administrative expenses were composed of the following (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2023​2022​2021​​​​​​​​​​Protein Sciences​$ 203,834​$ 195,328​$ 159,489Diagnostics and Genomics​ 101,805​ 93,578​ 75,160Total segment expenses​ 305,639​ 288,906​ 234,649Amortization of intangibles​ 32,076​ 32,492​ 27,788Acquisition related expenses​ (9,965)​ (19,082)​ 7,097Eminence Impairment(1)​​ —​​ 18,715​​ —Restructuring costs​ 3,829​ 1,640​ 142Stock-based compensation​ 40,269​ 45,085​ 50,200Corporate selling, general and administrative expenses​ 6,530​ 5,010​ 5,075Total selling, general and administrative expenses​$ 378,378​$ 372,766​$ 324,951(1)Refer to the Goodwill Impairment section within the Critical Accounting Policies for further details on the Eminence impairment. ​Research and Development ExpensesResearch and development expenses increased $5.4 million (6%) and $16.5 million (23%) in fiscal 2023 and 2022, respectively, as compared to prior year periods. The increase in research and development expenses in fiscal 2023 as compared to 2022 was primarily attributable to strategic growth investments including the Namocell acquisition. The increase in research and development expenses in fiscal 2022 as compared to fiscal 2021 was primarily attributable to strategic growth investments and the Asuragen acquisition in the fourth quarter of fiscal 2021. ​​​​​​​​​​​ Year Ended June 30, ​​2023​2022​2021​​​​​​​​​​Protein Sciences​$ 58,251​$ 56,370​$ 46,361Diagnostics and Genomics​ 34,242​ 30,770​ 24,242Total segment expenses​ 92,493​ 87,140​ 70,603Unallocated corporate expenses​ —​ —​ —Total research and development expenses​$ 92,493​$ 87,140​$ 70,603​Net Interest Income / (Expense)Net interest income/(expense) for fiscal 2023, 2022, and 2021 was ($7.8) million, $(10.5) million, and $(13.5) million, respectively. Net interest expense in fiscal 2023 decreased when compared to fiscal 2022 due to a favorable rate on a forward starting interest rate swap as disclosed in Note 5 that went into effect in fiscal year 2023. Net interest expense in fiscal 2022 decreased when compared to fiscal 2021 due to a reduction in our average long-term debt, which coincided with a reduction in the notional amount on our previous interest rate swap as disclosed in Note 5. 37 Table of Contents Table of Contents Table of Contents Selling, general and administrative expenses increased $47.8 million (15%) in fiscal 2022 when compared to fiscal 2021. Selling, general, and administrative expenses increased primarily due to the full year impact of fiscal 2021’s Asuragen acquisition and strategic investments made in the business to support future growth. Consolidated selling, general and administrative expenses were composed of the following (in thousands):​​​​​​​​​​​ Year Ended June 30, ​​2023​2022​2021​​​​​​​​​​Protein Sciences​$ 203,834​$ 195,328​$ 159,489Diagnostics and Genomics​ 101,805​ 93,578​ 75,160Total segment expenses​ 305,639​ 288,906​ 234,649Amortization of intangibles​ 32,076​ 32,492​ 27,788Acquisition related expenses​ (9,965)​ (19,082)​ 7,097Eminence Impairment(1)​​ —​​ 18,715​​ —Restructuring costs​ 3,829​ 1,640​ 142Stock-based compensation​ 40,269​ 45,085​ 50,200Corporate selling, general and administrative expenses​ 6,530​ 5,010​ 5,075Total selling, general and administrative expenses​$ 378,378​$ 372,766​$ 324,951(1)Refer to the Goodwill Impairment section within the Critical Accounting Policies for further details on the Eminence impairment. ​Research and Development ExpensesResearch and development expenses increased $5.4 million (6%) and $16.5 million (23%) in fiscal 2023 and 2022, respectively, as compared to prior year periods. The increase in research and development expenses in fiscal 2023 as compared to 2022 was primarily attributable to strategic growth investments including the Namocell acquisition. The increase in research and development expenses in fiscal 2022 as compared to fiscal 2021 was primarily attributable to strategic growth investments and the Asuragen acquisition in the fourth quarter of fiscal 2021. ​​​​​​​​​​​ Year Ended June 30, ​​2023​2022​2021​​​​​​​​​​Protein Sciences​$ 58,251​$ 56,370​$ 46,361Diagnostics and Genomics​ 34,242​ 30,770​ 24,242Total segment expenses​ 92,493​ 87,140​ 70,603Unallocated corporate expenses​ —​ —​ —Total research and development expenses​$ 92,493​$ 87,140​$ 70,603​Net Interest Income / (Expense)Net interest income/(expense) for fiscal 2023, 2022, and 2021 was ($7.8) million, $(10.5) million, and $(13.5) million, respectively. Net interest expense in fiscal 2023 decreased when compared to fiscal 2022 due to a favorable rate on a forward starting interest rate swap as disclosed in Note 5 that went into effect in fiscal year 2023. Net interest expense in fiscal 2022 decreased when compared to fiscal 2021 due to a reduction in our average long-term debt, which coincided with a reduction in the notional amount on our previous interest rate swap as disclosed in Note 5. Selling, general and administrative expenses increased $47.8 million (15%) in fiscal 2022 when compared to fiscal 2021. Selling, general, and administrative expenses increased primarily due to the full year impact of fiscal 2021’s Asuragen acquisition and strategic investments made in the business to support future growth. Consolidated selling, general and administrative expenses were composed of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.719,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"​ ​ 2024 2023 2022 CASH FLOWS FROM OPERATING ACTIVITIES: ​ ​ ​ ​ Net earnings, including noncontrolling interest ​ $ 168,105 $ 285,442 $ 263,099 Adjustments to reconcile net earnings to net cash provided by operating activities: ​ ​ Depreciation and amortization ​ 111,711 107,238 101,069 Costs recognized on sale of acquired inventory ​ 729 400 1,596 Deferred income taxes ​ (39,447) (29,567) 6,816 Stock-based compensation expense ​ 38,042 39,230 42,183 Fair value adjustment to contingent consideration payable ​ (3,500) (12,100) (20,400) Contingent consideration payments - operating ​ ​ — ​ — ​ (3,300) Gain on sale of CCXI investment ​ — (37,176) — Fair value adjustment on available-for-sale investments ​ (283) (472) (15,002) Loss on equity method investment ​ ​ 6,841 ​ 1,143 ​ — Asset impairment restructuring ​ ​ 2,634 ​ — ​ 546 Eminence impairment ​ ​ — ​ — ​ 18,715 Gain on sale of Eminence ​ ​ — ​ (11,682) ​ — Leases, net ​ 1,708 2,059 (1,201) Impairment of assets held-for-sale ​ ​ 21,963 ​ — ​ — Other operating activity ​ 584 455 668 Change in operating assets and operating liabilities, net of acquisition: ​ ​ ​ Trade accounts and other receivables, net ​ (20,533) (20,867) (57,596) Inventories ​ (14,215) (30,167) (32,007) Prepaid expenses ​ (3,146) (4,585) (3,082) Trade accounts payable, accrued expenses, contract liabilities, and other ​ 25,769 (7,908) 12,741 Salaries, wages and related accruals ​ 12,618 (24,558) 7,760 Income taxes payable ​ (10,599) (2,492) 2,667 Net cash provided by (used in) operating activities ​ 298,981 254,393 325,272 ​ ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM INVESTING ACTIVITIES: ​ ​ Proceeds from sale of available-for-sale investments ​ 28,083 35,236 26,055 Purchases of available-for-sale investments ​ (5,526) (20,500) (52,998) Proceeds from sale of CCXI investment ​ ​ — ​ 73,219 ​ — Additions to property and equipment ​ (62,877) (38,244) (44,908) Acquisitions, net of cash acquired ​ (169,707) (101,184) — Distributions from (Investments in) Wilson Wolf ​ ​ 6,997 ​ (232,000) — Proceeds from sale of Eminence ​ — 17,824 ​ — Investment of forward purchase contract ​ ​ — ​ — ​ (25,000) Net cash provided by (used in) investing activities ​ (203,030) (265,649) (96,851) ​ ​ ​ ​ ​ ​ ​ ​ CASH FLOWS FROM FINANCING ACTIVITIES: ​ Cash dividends ​ (50,419) (50,285) (50,185) Proceeds from stock option exercises ​ 60,935 29,813 77,155 Re-purchases of common stock ​ (80,042) (19,562) (160,950) Borrowings under line-of-credit agreement ​ 225,000 619,661 90,000 Repayments of long-term debt ​ (256,000) (525,661) (175,500) Contingent consideration payments - financing ​ ​ — ​ — ​ (700) Taxes paid on RSUs and net share settlements ​ ​ (21,872) ​ (28,893) ​ (23,461) Other financing activity ​ — (2,457) 788 Net cash provided by (used in) financing activities ​ (122,398) 22,616 (242,853) ​ ​ ​ ​ ​ ​ ​ ​ Effect of exchange rate changes on cash and cash equivalents ​ (2,333) (3,356) (12,092) Net change in cash and cash equivalents ​ (28,780) 8,004 (26,524) Cash and cash equivalents at beginning of period ​ 180,571 172,567 199,091 Cash and cash equivalents at end of period ​ $ 151,791 $ 180,571 $ 172,567 ​ See Notes to Consolidated Financial Statements.\"",
        "Reworded sentence: \"Equity method investments: The company accounts for its equity method investments in accordance with ASC 323, Investments - Equity Method and Joint Ventures.\"",
        "Reworded sentence: \"Equity method investments: The company accounts for its equity method investments in accordance with ASC 323, Investments - Equity Method and Joint Ventures.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Not Yet Adopted Accounting Pronouncements",
      "prior_title": "Note 2. Revenue Recognition:",
      "similarity_score": 0.713,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures (Topic 280), which requires incremental disclosures on reportable segments, primarily through enhanced disclosures on significant segment expenses.\"",
        "Removed sentence: \"Prior to fiscal year 2021, the Company had not recognized revenue upon completion of the performance obligation for laboratory services, but rather upon cash receipt, which was subsequent to the performance obligation being satisfied.\"",
        "Removed sentence: \"The Company accounted for these services based on cash receipts as we did not have significant historical experience collecting payments from Medicare or other insurance providers and considered the variable consideration for such services to be constrained as it would not be probable that a significant amount of revenue would not need to be reversed in future periods for the services provided.\"",
        "Removed sentence: \"Given Medicare coverage for our laboratory services became effective on December 1, 2019, the Company considered it to have sufficient data to estimate variable consideration as of July 1, 2020 for laboratory services that are reimbursed by Medicare.\"",
        "Removed sentence: \"The amount of cash received in fiscal 2021 for laboratory services reimbursed by Medicare that were performed prior to July 1, 2020 was approximately $0.5 million.\""
      ],
      "current_body": "In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures (Topic 280), which requires incremental disclosures on reportable segments, primarily through enhanced disclosures on significant segment expenses. The Company will adopt this guidance beginning in the fourth quarter of fiscal year 2025 for our annual report and for interim periods starting in fiscal year 2026. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures. In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (Topic 740), which requires incremental annual disclosures on income taxes, including rate reconciliations, income taxes paid, and other disclosures. 62 62 Table of ContentsThe Company will adopt this guidance beginning in the fourth quarter of fiscal year 2026 for our annual report. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures.Other than the items noted above, there have been no new accounting pronouncements not yet effective or adopted in the current year that we believe have a significant impact, or potential significant impact, on our consolidated financial statements.Note 2. Revenue Recognition:Consumables revenues consist of specialized proteins, immunoassays, antibodies, reagents, blood chemistry and blood gas quality controls, and hematology instrument controls that are typically single-use products recognized at a point in time following the transfer of control of such products to the customer, which generally occurs upon shipment. Instruments revenues typically consist of longer lived assets that, for the substantial majority of sales, are recognized at a point in time in a manner similar to consumables. Service revenues consist of extended warranty contracts, post contract support, and custom development projects that are recognized over time as either the customers receive and consume the benefits of such services simultaneously or the underlying asset being developed has no alternative use for the Company at contract inception and the Company has an enforceable right to payment for the portion of the performance completed. Service revenues also include laboratory services recognized at point in time. We recognize royalty revenues in the period the sales occur using third party evidence. The Company elected the \"right to invoice\" practical expedient based on the Company's right to invoice a customer at an amount that approximates the value to the customer and the performance completed to date. The Company elected the exemption to not disclose the unfulfilled performance obligations for contracts with an original length of one year or less and the exemption to exclude future performance obligations that are accounted under the sales-based or usage-based royalty guidance. The Company’s unfulfilled performance obligations for contracts with an original length greater than one year were not material as of June 30, 2024. Contracts with customers that contain instruments may include multiple performance obligations. For these contracts, the Company allocates the contract’s transaction price to each performance obligation on a relative standalone selling price basis. Allocation of the transaction price is determined at the contracts’ inception. Payment terms for shipments to end-users are generally net 30 days. Payment terms for distributor shipments may range from 30 to 90 days. Service arrangements commonly call for payments in advance of performing the work (e.g. extended warranty and service contracts), upon completion of the service (e.g. custom development manufacturing) or a mix of both. Contract assets include revenues recognized in advance of billings. Contract assets are included within other current assets in the accompanying balance sheet as the amount of time expected to lapse until the company's right to consideration becomes unconditional is less than one year. We elected the practical expedient allowing us to expense contract costs that would otherwise be capitalized and amortized over a period of less than one year. Contract assets as of June 30, 2024 are not material. Contract liabilities include billings in excess of revenues recognized, such as those resulting from customer advances and deposits and unearned revenue on warranty contracts. Contract liabilities as of June 30, 2024 and June 30, 2023 were approximately $30.2 million and $24.6 million, respectively. Contract liabilities as of June 30, 2023 subsequently recognized as revenue during the year ended June 30, 2024 were approximately $20.9 million. Contract liabilities as of June 30, 2022 subsequently recognized as revenue during the year ended June 30, 2023 were approximately $21.5 million. Contract liabilities in excess of one year are included in Other long-term liabilities on the consolidated balance sheet. Any claims for credit or return of goods must be made within 10 days of receipt. Revenues are reduced to reflect estimated credits and returns. Although the amounts recorded for these revenue deductions are dependent on estimates and assumptions, historically our adjustments to actual results have not been material.Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenue. Amounts billed to customers for shipping and handling are included in revenue, while the related shipping and handling costs are reflected in cost of products. We elected the practical expedient that allows us to account for shipping 63 Table of Contents Table of Contents Table of Contents The Company will adopt this guidance beginning in the fourth quarter of fiscal year 2026 for our annual report. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures.Other than the items noted above, there have been no new accounting pronouncements not yet effective or adopted in the current year that we believe have a significant impact, or potential significant impact, on our consolidated financial statements.Note 2. Revenue Recognition:Consumables revenues consist of specialized proteins, immunoassays, antibodies, reagents, blood chemistry and blood gas quality controls, and hematology instrument controls that are typically single-use products recognized at a point in time following the transfer of control of such products to the customer, which generally occurs upon shipment. Instruments revenues typically consist of longer lived assets that, for the substantial majority of sales, are recognized at a point in time in a manner similar to consumables. Service revenues consist of extended warranty contracts, post contract support, and custom development projects that are recognized over time as either the customers receive and consume the benefits of such services simultaneously or the underlying asset being developed has no alternative use for the Company at contract inception and the Company has an enforceable right to payment for the portion of the performance completed. Service revenues also include laboratory services recognized at point in time. We recognize royalty revenues in the period the sales occur using third party evidence. The Company elected the \"right to invoice\" practical expedient based on the Company's right to invoice a customer at an amount that approximates the value to the customer and the performance completed to date. The Company elected the exemption to not disclose the unfulfilled performance obligations for contracts with an original length of one year or less and the exemption to exclude future performance obligations that are accounted under the sales-based or usage-based royalty guidance. The Company’s unfulfilled performance obligations for contracts with an original length greater than one year were not material as of June 30, 2024. Contracts with customers that contain instruments may include multiple performance obligations. For these contracts, the Company allocates the contract’s transaction price to each performance obligation on a relative standalone selling price basis. Allocation of the transaction price is determined at the contracts’ inception. Payment terms for shipments to end-users are generally net 30 days. Payment terms for distributor shipments may range from 30 to 90 days. Service arrangements commonly call for payments in advance of performing the work (e.g. extended warranty and service contracts), upon completion of the service (e.g. custom development manufacturing) or a mix of both. Contract assets include revenues recognized in advance of billings. Contract assets are included within other current assets in the accompanying balance sheet as the amount of time expected to lapse until the company's right to consideration becomes unconditional is less than one year. We elected the practical expedient allowing us to expense contract costs that would otherwise be capitalized and amortized over a period of less than one year. Contract assets as of June 30, 2024 are not material. Contract liabilities include billings in excess of revenues recognized, such as those resulting from customer advances and deposits and unearned revenue on warranty contracts. Contract liabilities as of June 30, 2024 and June 30, 2023 were approximately $30.2 million and $24.6 million, respectively. Contract liabilities as of June 30, 2023 subsequently recognized as revenue during the year ended June 30, 2024 were approximately $20.9 million. Contract liabilities as of June 30, 2022 subsequently recognized as revenue during the year ended June 30, 2023 were approximately $21.5 million. Contract liabilities in excess of one year are included in Other long-term liabilities on the consolidated balance sheet. Any claims for credit or return of goods must be made within 10 days of receipt. Revenues are reduced to reflect estimated credits and returns. Although the amounts recorded for these revenue deductions are dependent on estimates and assumptions, historically our adjustments to actual results have not been material.Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenue. Amounts billed to customers for shipping and handling are included in revenue, while the related shipping and handling costs are reflected in cost of products. We elected the practical expedient that allows us to account for shipping The Company will adopt this guidance beginning in the fourth quarter of fiscal year 2026 for our annual report. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures. Other than the items noted above, there have been no new accounting pronouncements not yet effective or adopted in the current year that we believe have a significant impact, or potential significant impact, on our consolidated financial statements.",
      "prior_body": "Consumables revenues consist of specialized proteins, immunoassays, antibodies, reagents, blood chemistry and blood gas quality controls, and hematology instrument controls that are typically single-use products recognized at a point in time following the transfer of control of such products to the customer, which generally occurs upon shipment. Instruments 57 57 Table of Contentsrevenues typically consist of longer lived assets that, for the substantial majority of sales, are recognized at a point in time in a manner similar to consumables. Service revenues consist of extended warranty contracts, post contract support, and custom development projects that are recognized over time as either the customers receive and consume the benefits of such services simultaneously or the underlying asset being developed has no alternative use for the Company at contract inception and the Company has an enforceable right to payment for the portion of the performance completed. Service revenues also include laboratory services recognized at point in time. Prior to fiscal year 2021, the Company had not recognized revenue upon completion of the performance obligation for laboratory services, but rather upon cash receipt, which was subsequent to the performance obligation being satisfied. The Company accounted for these services based on cash receipts as we did not have significant historical experience collecting payments from Medicare or other insurance providers and considered the variable consideration for such services to be constrained as it would not be probable that a significant amount of revenue would not need to be reversed in future periods for the services provided. Given Medicare coverage for our laboratory services became effective on December 1, 2019, the Company considered it to have sufficient data to estimate variable consideration as of July 1, 2020 for laboratory services that are reimbursed by Medicare. The amount of cash received in fiscal 2021 for laboratory services reimbursed by Medicare that were performed prior to July 1, 2020 was approximately $0.5 million. Prior to fiscal year 2023, the Company recorded revenue based on cash receipts for laboratory services not reimbursed by Medicare, as the variable consideration was constrained since we did not have significant historical experience collecting payments not reimbursed by Medicare or other insurance providers and it would not be probable that a significant amount of revenue would not need to be reversed in future periods for the services provided. During the first half of fiscal 2022, we began to see an increase in claim volume due to strategic initiatives, including broader messaging around the importance of cancer screenings during the COVID-19 pandemic, and the acute phase of the COVID-19 pandemic subsiding. Given these factors, the Company considered it to have sufficient data to estimate variable consideration as of July 1, 2022 for laboratory services that are not reimbursed by Medicare. The amount of cash received in fiscal 2023 for non-Medicare laboratory services that were performed prior to July 1, 2022 was approximately $0.9 million. We recognize royalty revenues in the period the sales occur using third party evidence. The Company elected the \"right to invoice\" practical expedient based on the Company's right to invoice a customer at an amount that approximates the value to the customer and the performance completed to date. The Company elected the exemption to not disclose the unfulfilled performance obligations for contracts with an original length of one year or less and the exemption to exclude future performance obligations that are accounted under the sales-based or usage-based royalty guidance. The Company’s unfulfilled performance obligations for contracts with an original length greater than one year were not material as of June 30, 2023. Contracts with customers that contain instruments may include multiple performance obligations. For these contracts, the Company allocates the contract’s transaction price to each performance obligation on a relative standalone selling price basis. Allocation of the transaction price is determined at the contracts’ inception. Payment terms for shipments to end-users are generally net 30 days. Payment terms for distributor shipments may range from 30 to 90 days. Service arrangements commonly call for payments in advance of performing the work (e.g. extended warranty and service contracts), upon completion of the service (e.g. custom development manufacturing) or a mix of both. Contract assets include revenues recognized in advance of billings. Contract assets are included within other current assets in the accompanying balance sheet as the amount of time expected to lapse until the company's right to consideration becomes unconditional is less than one year. We elected the practical expedient allowing us to expense contract costs that would otherwise be capitalized and amortized over a period of less than one year. Contract assets as of June 30, 2023 are not material. Contract liabilities include billings in excess of revenues recognized, such as those resulting from customer advances and deposits and unearned revenue on warranty contracts. Contract liabilities as of June 30, 2023 and June 30, 2022 were approximately $24.6 million and $25.5 million, respectively. Contract liabilities as of June 30, 2022 subsequently recognized as revenue during the year ended June 30, 2023 were approximately $21.5 million. Contract liabilities in excess of one year are included in Other long-term liabilities on the consolidated balance sheet. 58 Table of Contents Table of Contents Table of Contents revenues typically consist of longer lived assets that, for the substantial majority of sales, are recognized at a point in time in a manner similar to consumables. Service revenues consist of extended warranty contracts, post contract support, and custom development projects that are recognized over time as either the customers receive and consume the benefits of such services simultaneously or the underlying asset being developed has no alternative use for the Company at contract inception and the Company has an enforceable right to payment for the portion of the performance completed. Service revenues also include laboratory services recognized at point in time. Prior to fiscal year 2021, the Company had not recognized revenue upon completion of the performance obligation for laboratory services, but rather upon cash receipt, which was subsequent to the performance obligation being satisfied. The Company accounted for these services based on cash receipts as we did not have significant historical experience collecting payments from Medicare or other insurance providers and considered the variable consideration for such services to be constrained as it would not be probable that a significant amount of revenue would not need to be reversed in future periods for the services provided. Given Medicare coverage for our laboratory services became effective on December 1, 2019, the Company considered it to have sufficient data to estimate variable consideration as of July 1, 2020 for laboratory services that are reimbursed by Medicare. The amount of cash received in fiscal 2021 for laboratory services reimbursed by Medicare that were performed prior to July 1, 2020 was approximately $0.5 million. Prior to fiscal year 2023, the Company recorded revenue based on cash receipts for laboratory services not reimbursed by Medicare, as the variable consideration was constrained since we did not have significant historical experience collecting payments not reimbursed by Medicare or other insurance providers and it would not be probable that a significant amount of revenue would not need to be reversed in future periods for the services provided. During the first half of fiscal 2022, we began to see an increase in claim volume due to strategic initiatives, including broader messaging around the importance of cancer screenings during the COVID-19 pandemic, and the acute phase of the COVID-19 pandemic subsiding. Given these factors, the Company considered it to have sufficient data to estimate variable consideration as of July 1, 2022 for laboratory services that are not reimbursed by Medicare. The amount of cash received in fiscal 2023 for non-Medicare laboratory services that were performed prior to July 1, 2022 was approximately $0.9 million. We recognize royalty revenues in the period the sales occur using third party evidence. The Company elected the \"right to invoice\" practical expedient based on the Company's right to invoice a customer at an amount that approximates the value to the customer and the performance completed to date. The Company elected the exemption to not disclose the unfulfilled performance obligations for contracts with an original length of one year or less and the exemption to exclude future performance obligations that are accounted under the sales-based or usage-based royalty guidance. The Company’s unfulfilled performance obligations for contracts with an original length greater than one year were not material as of June 30, 2023. Contracts with customers that contain instruments may include multiple performance obligations. For these contracts, the Company allocates the contract’s transaction price to each performance obligation on a relative standalone selling price basis. Allocation of the transaction price is determined at the contracts’ inception. Payment terms for shipments to end-users are generally net 30 days. Payment terms for distributor shipments may range from 30 to 90 days. Service arrangements commonly call for payments in advance of performing the work (e.g. extended warranty and service contracts), upon completion of the service (e.g. custom development manufacturing) or a mix of both. Contract assets include revenues recognized in advance of billings. Contract assets are included within other current assets in the accompanying balance sheet as the amount of time expected to lapse until the company's right to consideration becomes unconditional is less than one year. We elected the practical expedient allowing us to expense contract costs that would otherwise be capitalized and amortized over a period of less than one year. Contract assets as of June 30, 2023 are not material. Contract liabilities include billings in excess of revenues recognized, such as those resulting from customer advances and deposits and unearned revenue on warranty contracts. Contract liabilities as of June 30, 2023 and June 30, 2022 were approximately $24.6 million and $25.5 million, respectively. Contract liabilities as of June 30, 2022 subsequently recognized as revenue during the year ended June 30, 2023 were approximately $21.5 million. Contract liabilities in excess of one year are included in Other long-term liabilities on the consolidated balance sheet. revenues typically consist of longer lived assets that, for the substantial majority of sales, are recognized at a point in time in a manner similar to consumables. Service revenues consist of extended warranty contracts, post contract support, and custom development projects that are recognized over time as either the customers receive and consume the benefits of such services simultaneously or the underlying asset being developed has no alternative use for the Company at contract inception and the Company has an enforceable right to payment for the portion of the performance completed. Service revenues also include laboratory services recognized at point in time. Prior to fiscal year 2021, the Company had not recognized revenue upon completion of the performance obligation for laboratory services, but rather upon cash receipt, which was subsequent to the performance obligation being satisfied. The Company accounted for these services based on cash receipts as we did not have significant historical experience collecting payments from Medicare or other insurance providers and considered the variable consideration for such services to be constrained as it would not be probable that a significant amount of revenue would not need to be reversed in future periods for the services provided. Given Medicare coverage for our laboratory services became effective on December 1, 2019, the Company considered it to have sufficient data to estimate variable consideration as of July 1, 2020 for laboratory services that are reimbursed by Medicare. The amount of cash received in fiscal 2021 for laboratory services reimbursed by Medicare that were performed prior to July 1, 2020 was approximately $0.5 million. Prior to fiscal year 2023, the Company recorded revenue based on cash receipts for laboratory services not reimbursed by Medicare, as the variable consideration was constrained since we did not have significant historical experience collecting payments not reimbursed by Medicare or other insurance providers and it would not be probable that a significant amount of revenue would not need to be reversed in future periods for the services provided. During the first half of fiscal 2022, we began to see an increase in claim volume due to strategic initiatives, including broader messaging around the importance of cancer screenings during the COVID-19 pandemic, and the acute phase of the COVID-19 pandemic subsiding. Given these factors, the Company considered it to have sufficient data to estimate variable consideration as of July 1, 2022 for laboratory services that are not reimbursed by Medicare. The amount of cash received in fiscal 2023 for non-Medicare laboratory services that were performed prior to July 1, 2022 was approximately $0.9 million. We recognize royalty revenues in the period the sales occur using third party evidence. The Company elected the \"right to invoice\" practical expedient based on the Company's right to invoice a customer at an amount that approximates the value to the customer and the performance completed to date. The Company elected the exemption to not disclose the unfulfilled performance obligations for contracts with an original length of one year or less and the exemption to exclude future performance obligations that are accounted under the sales-based or usage-based royalty guidance. The Company’s unfulfilled performance obligations for contracts with an original length greater than one year were not material as of June 30, 2023. Contracts with customers that contain instruments may include multiple performance obligations. For these contracts, the Company allocates the contract’s transaction price to each performance obligation on a relative standalone selling price basis. Allocation of the transaction price is determined at the contracts’ inception. Payment terms for shipments to end-users are generally net 30 days. Payment terms for distributor shipments may range from 30 to 90 days. Service arrangements commonly call for payments in advance of performing the work (e.g. extended warranty and service contracts), upon completion of the service (e.g. custom development manufacturing) or a mix of both. Contract assets include revenues recognized in advance of billings. Contract assets are included within other current assets in the accompanying balance sheet as the amount of time expected to lapse until the company's right to consideration becomes unconditional is less than one year. We elected the practical expedient allowing us to expense contract costs that would otherwise be capitalized and amortized over a period of less than one year. Contract assets as of June 30, 2023 are not material. Contract liabilities include billings in excess of revenues recognized, such as those resulting from customer advances and deposits and unearned revenue on warranty contracts. Contract liabilities as of June 30, 2023 and June 30, 2022 were approximately $24.6 million and $25.5 million, respectively. Contract liabilities as of June 30, 2022 subsequently recognized as revenue during the year ended June 30, 2023 were approximately $21.5 million. Contract liabilities in excess of one year are included in Other long-term liabilities on the consolidated balance sheet. 58 58 Table of ContentsAny claims for credit or return of goods must be made within 10 days of receipt. Revenues are reduced to reflect estimated credits and returns. Although the amounts recorded for these revenue deductions are dependent on estimates and assumptions, historically our adjustments to actual results have not been material.Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenue. Amounts billed to customers for shipping and handling are included in revenue, while the related shipping and handling costs are reflected in cost of products. We elected the practical expedient that allows us to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost, and we accrue costs of shipping and handling when the related revenue is recognized. The following tables present our disaggregated revenue for the periods presented.Revenue by type is as follows:​​​​​​​​​​​​ ​​​​​​​​​​Year ended June 30, ​ 2023 2022 2021Consumables​$ 917,733​$ 890,874​$ 751,985Instruments​ 112,085​ 120,758​ 93,782Services​ 85,784​ 71,988​ 66,416Total product and services revenue, net​ 1,115,602​$ 1,083,620​ 912,183Royalty revenues​ 21,100​ 21,979​ 18,849Total revenues, net​$ 1,136,702​$ 1,105,599​$ 931,032​Revenue by geography is as follows:​​​​​​​​​​​ ​​​​​​​​​​Year Ended June 30, ​ 2023 2022 2021​ ​ ​ ​ United States​$ 642,465​$ 614,107​$ 502,080EMEA, excluding United Kingdom​ 220,230​ 219,055​ 204,264United Kingdom​ 49,457​ 48,637​ 40,945APAC, excluding Greater China​ 73,190​ 76,139​ 69,013Greater China​ 113,868​ 112,438​ 87,556Rest of World​ 37,492​ 35,223​ 27,174Net Sales​$ 1,136,702​$ 1,105,599​$ 931,032​​Note 3. Supplemental Balance Sheet and Cash Flow Information:Inventories:Inventories consist of (in thousands):​​​​​​​​ June 30, ​ 2023 2022​​​​​​​Raw materials​$ 84,551​$ 79,291Finished goods(1)​ 92,474​ 66,943Inventories, net​$ 177,025​$ 146,234(1)Finished goods inventory of $5,387 and $5,111 is included within other assets in the June 30, 2023 and June 30, 2022 Balance Sheets, respectively, as it is forecasted to be sold after the 12 months subsequent to the consolidated balance sheet date.59 Table of Contents Table of Contents Table of Contents Any claims for credit or return of goods must be made within 10 days of receipt. Revenues are reduced to reflect estimated credits and returns. Although the amounts recorded for these revenue deductions are dependent on estimates and assumptions, historically our adjustments to actual results have not been material.Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenue. Amounts billed to customers for shipping and handling are included in revenue, while the related shipping and handling costs are reflected in cost of products. We elected the practical expedient that allows us to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost, and we accrue costs of shipping and handling when the related revenue is recognized. The following tables present our disaggregated revenue for the periods presented.Revenue by type is as follows:​​​​​​​​​​​​ ​​​​​​​​​​Year ended June 30, ​ 2023 2022 2021Consumables​$ 917,733​$ 890,874​$ 751,985Instruments​ 112,085​ 120,758​ 93,782Services​ 85,784​ 71,988​ 66,416Total product and services revenue, net​ 1,115,602​$ 1,083,620​ 912,183Royalty revenues​ 21,100​ 21,979​ 18,849Total revenues, net​$ 1,136,702​$ 1,105,599​$ 931,032​Revenue by geography is as follows:​​​​​​​​​​​ ​​​​​​​​​​Year Ended June 30, ​ 2023 2022 2021​ ​ ​ ​ United States​$ 642,465​$ 614,107​$ 502,080EMEA, excluding United Kingdom​ 220,230​ 219,055​ 204,264United Kingdom​ 49,457​ 48,637​ 40,945APAC, excluding Greater China​ 73,190​ 76,139​ 69,013Greater China​ 113,868​ 112,438​ 87,556Rest of World​ 37,492​ 35,223​ 27,174Net Sales​$ 1,136,702​$ 1,105,599​$ 931,032​​Note 3. Supplemental Balance Sheet and Cash Flow Information:Inventories:Inventories consist of (in thousands):​​​​​​​​ June 30, ​ 2023 2022​​​​​​​Raw materials​$ 84,551​$ 79,291Finished goods(1)​ 92,474​ 66,943Inventories, net​$ 177,025​$ 146,234(1)Finished goods inventory of $5,387 and $5,111 is included within other assets in the June 30, 2023 and June 30, 2022 Balance Sheets, respectively, as it is forecasted to be sold after the 12 months subsequent to the consolidated balance sheet date. Any claims for credit or return of goods must be made within 10 days of receipt. Revenues are reduced to reflect estimated credits and returns. Although the amounts recorded for these revenue deductions are dependent on estimates and assumptions, historically our adjustments to actual results have not been material. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenue. Amounts billed to customers for shipping and handling are included in revenue, while the related shipping and handling costs are reflected in cost of products. We elected the practical expedient that allows us to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost, and we accrue costs of shipping and handling when the related revenue is recognized. The following tables present our disaggregated revenue for the periods presented. Revenue by type is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.709,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"​ ​ ​ 2024 ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net earnings before taxes - GAAP ​ $ 185,689 ​ $ 338,659 ​ $ 301,386 ​ Identified adjustments attributable to Bio-Techne: ​ ​ ​ ​ ​ ​ Costs recognized upon sale of acquired inventory ​ 729 ​ 400 ​ 1,596 ​ Amortization of intangibles ​ 78,318 ​ 76,413 ​ 73,054 ​ Amortization of Wilson Wolf intangible assets and acquired inventory ​ ​ 15,686 ​ ​ 2,805 ​ ​ — ​ Acquisition related expenses and other ​ 7,564 ​ (9,147) ​ (18,694) ​ Certain litigation charges ​ ​ 3,506 ​ ​ — ​ ​ — ​ Eminence impairment ​ ​ — ​ ​ — ​ ​ 18,715 ​ Gain on sale of partially-owned consolidated subsidiaries ​ ​ — ​ ​ (11,682) ​ ​ — ​ Stock based compensation, inclusive of employer taxes ​ 40,277 ​ 41,217 ​ 46,401 ​ Restructuring and restructuring-related costs ​ 12,245 ​ 3,829 ​ 1,640 ​ Investment gain and other non-operating ​ (283) ​ (37,646) ​ (16,171) ​ Impairment of assets held-for-sale ​ ​ 21,963 ​ ​ — ​ ​ — ​ Impact of partially-owned subsidiaries(1) ​ — ​ (420) ​ 2,675 ​ Impact of business held-for-sale(2) ​ ​ (525) ​ ​ — ​ ​ — ​ Earnings before taxes - Adjusted(1,2) ​ $ 365,169 ​ $ 404,428 ​ $ 410,602 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-GAAP tax rate ​ 22.0 % 20.5 % 21.2 % Non-GAAP tax expense ​ $ 80,420 ​ $ 82,948 ​ $ 87,090 ​ Non-GAAP adjusted net earnings attributable to Bio-Techne(1,2) ​ $ 284,749 ​ $ 321,480 ​ $ 323,512 ​ Earnings per share - diluted - Adjusted(1,2) ​ $ 1.77 ​ $ 1.99 ​ $ 1.97 ​ ​ (1) Includes the quarterly results of the partially-owned consolidated subsidiary prior to the sale of this partially-owned consolidated subsidiary to a third party in the first fiscal quarter of 2023.\"",
        "Reworded sentence: \"Management of the Company expects to be able to meet its cash and working capital requirements for operations, facility expansion, capital additions, and cash dividends for the foreseeable future, and at least the next 12 months, through currently available funds, including funds available through our line-of-credit and cash generated from operations.Future acquisition strategies may or may not require additional borrowings under the line-of-credit facility or other outside sources of funding.Cash Flows From Operating ActivitiesThe Company generated cash from operations of $299.0 million, $254.4 million, and $325.3 million in fiscal 2024, 2023, and 2022 respectively.\"",
        "Reworded sentence: \"42 Table of Contents Table of Contents Table of Contents jurisdictional mix of the identified non-GAAP adjustments.\"",
        "Reworded sentence: \"Management of the Company expects to be able to meet its cash and working capital requirements for operations, facility expansion, capital additions, and cash dividends for the foreseeable future, and at least the next 12 months, through currently available funds, including funds available through our line-of-credit and cash generated from operations.Future acquisition strategies may or may not require additional borrowings under the line-of-credit facility or other outside sources of funding.Cash Flows From Operating ActivitiesThe Company generated cash from operations of $299.0 million, $254.4 million, and $325.3 million in fiscal 2024, 2023, and 2022 respectively.\"",
        "Reworded sentence: \"jurisdictional mix of the identified non-GAAP adjustments.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.704,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"​ 2024 ​ 2023 ​ 2022 Euro ​ ​ ​ High $ 1.10 ​ $ 1.10 ​ $ 1.19 Low 1.06 ​ 0.98 ​ 1.05 Average 1.08 ​ 1.05 ​ 1.12 British pound sterling ​ ​ ​ ​ ​ High $ 1.29 ​ $ 1.27 ​ $ 1.39 Low 1.22 ​ 1.11 ​ 1.21 Average 1.26 ​ 1.21 ​ 1.32 Chinese yuan ​ ​ ​ ​ ​ High $ 0.14 ​ $ 0.15 ​ $ 0.16 Low 0.14 ​ 0.14 ​ 0.15 Average 0.14 ​ 0.14 ​ 0.15 Canadian dollar ​ ​ ​ ​ ​ ​ ​ ​ High $ 0.76 ​ $ 0.78 ​ $ 0.81 Low 0.72 ​ 0.73 ​ 0.78 Average 0.74 ​ 0.74 ​ 0.79 Swiss franc ​ ​ ​ ​ ​ ​ ​ ​ High $ 1.19 ​ $ 1.12 ​ $ 1.10 Low 1.09 ​ 1.00 ​ 1.03 Average 1.13 ​ 1.07 ​ 1.08 ​ The Company’s exposure to foreign exchange rate fluctuations also arises from trade receivables and intercompany payables denominated in one currency in the financial statements, but receivable or payable in another currency.\"",
        "Reworded sentence: \"dollar from June 30, 2024 levels against the euro, British pound sterling, Chinese yuan, Canadian dollar and Swiss francs are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Decrease in translation of earnings of foreign subsidiaries $ 3,542 Decrease in translation of net assets of foreign subsidiaries ​ 59,519 Additional transaction losses ​ 3,394 ​ ​ ​ 49 49 Table of ContentsITEM 8.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Income Taxes",
      "prior_title": "Income Taxes",
      "similarity_score": 0.677,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"Income taxes for fiscal 2024, 2023, and 2022 were at effective rates of 9.5%, 15.7%, and 12.7%, respectively, of consolidated earnings before income taxes.\"",
        "Reworded sentence: \"​ 40 40 Table of ContentsNet EarningsNon-GAAP adjusted consolidated net earnings and earnings per share are as follows (in thousands):​​​​​​​​​​​​​​​​​​​​​ ​​Year Ended June 30, ​​​2024​2023​2022 ​​​​​​​​​​​Net earnings before taxes - GAAP​$ 185,689​$ 338,659​$ 301,386​Identified adjustments attributable to Bio-Techne:​ ​​ ​​ ​Costs recognized upon sale of acquired inventory​ 729​ 400​ 1,596​Amortization of intangibles​ 78,318​ 76,413​ 73,054​Amortization of Wilson Wolf intangible assets and acquired inventory ​​ 15,686​​ 2,805​​ —​Acquisition related expenses and other​ 7,564​ (9,147)​ (18,694)​Certain litigation charges​​ 3,506​​ —​​ —​Eminence impairment​​ —​​ —​​ 18,715​Gain on sale of partially-owned consolidated subsidiaries​​ —​​ (11,682)​​ —​Stock based compensation, inclusive of employer taxes​ 40,277​ 41,217​ 46,401​Restructuring and restructuring-related costs​ 12,245​ 3,829​ 1,640​Investment gain and other non-operating​ (283)​ (37,646)​ (16,171)​Impairment of assets held-for-sale​​ 21,963​​ —​​ —​Impact of partially-owned subsidiaries(1)​ —​ (420)​ 2,675​Impact of business held-for-sale(2)​​ (525)​​ —​​ —​Earnings before taxes - Adjusted(1,2)​$ 365,169​$ 404,428​$ 410,602​​​​​​​​​​​​Non-GAAP tax rate​ 22.0% 20.5% 21.2%Non-GAAP tax expense​$ 80,420​$ 82,948​$ 87,090​Non-GAAP adjusted net earnings attributable to Bio-Techne(1,2)​$ 284,749​$ 321,480​$ 323,512​Earnings per share - diluted - Adjusted(1,2)​$ 1.77​$ 1.99​$ 1.97​​(1) Includes the quarterly results of the partially-owned consolidated subsidiary prior to the sale of this partially-owned consolidated subsidiary to a third party in the first fiscal quarter of 2023.​(2) Since December 31, 2023, the Company has a business that has met the held-for-sale criteria.\""
      ],
      "current_body": "Income taxes for fiscal 2024, 2023, and 2022 were at effective rates of 9.5%, 15.7%, and 12.7%, respectively, of consolidated earnings before income taxes. The change in the effective tax rate for fiscal 2024 compared to fiscal 2023 was driven by share-based compensation as the number of stock option exercises increased compared to the prior year comparative period. The Company had share-based compensation excess tax benefits of $18.4 million in fiscal 2024. The Company’s discrete tax benefits in fiscal 2023 primarily related to share-based compensation excess tax benefits of $12.3 million. The Company’s discrete tax benefits in fiscal 2022 primarily related to share-based compensation excess tax benefits of $29.3 million. ​ 40 40 Table of ContentsNet EarningsNon-GAAP adjusted consolidated net earnings and earnings per share are as follows (in thousands):​​​​​​​​​​​​​​​​​​​​​ ​​Year Ended June 30, ​​​2024​2023​2022 ​​​​​​​​​​​Net earnings before taxes - GAAP​$ 185,689​$ 338,659​$ 301,386​Identified adjustments attributable to Bio-Techne:​ ​​ ​​ ​Costs recognized upon sale of acquired inventory​ 729​ 400​ 1,596​Amortization of intangibles​ 78,318​ 76,413​ 73,054​Amortization of Wilson Wolf intangible assets and acquired inventory ​​ 15,686​​ 2,805​​ —​Acquisition related expenses and other​ 7,564​ (9,147)​ (18,694)​Certain litigation charges​​ 3,506​​ —​​ —​Eminence impairment​​ —​​ —​​ 18,715​Gain on sale of partially-owned consolidated subsidiaries​​ —​​ (11,682)​​ —​Stock based compensation, inclusive of employer taxes​ 40,277​ 41,217​ 46,401​Restructuring and restructuring-related costs​ 12,245​ 3,829​ 1,640​Investment gain and other non-operating​ (283)​ (37,646)​ (16,171)​Impairment of assets held-for-sale​​ 21,963​​ —​​ —​Impact of partially-owned subsidiaries(1)​ —​ (420)​ 2,675​Impact of business held-for-sale(2)​​ (525)​​ —​​ —​Earnings before taxes - Adjusted(1,2)​$ 365,169​$ 404,428​$ 410,602​​​​​​​​​​​​Non-GAAP tax rate​ 22.0% 20.5% 21.2%Non-GAAP tax expense​$ 80,420​$ 82,948​$ 87,090​Non-GAAP adjusted net earnings attributable to Bio-Techne(1,2)​$ 284,749​$ 321,480​$ 323,512​Earnings per share - diluted - Adjusted(1,2)​$ 1.77​$ 1.99​$ 1.97​​(1) Includes the quarterly results of the partially-owned consolidated subsidiary prior to the sale of this partially-owned consolidated subsidiary to a third party in the first fiscal quarter of 2023.​(2) Since December 31, 2023, the Company has a business that has met the held-for-sale criteria. The year ended June 30, 2024 includes the six-month results of this business held-for-sale for the period starting December 31, 2023 through June 30, 2024 while the business has met the held-for-sale criteria.​Depending on the nature of discrete tax items, our reported tax rate may not be consistent on a period to period basis. The Company independently calculates a non-GAAP adjusted tax rate considering the impact of discrete items and 41 Table of Contents Table of Contents Table of Contents Net EarningsNon-GAAP adjusted consolidated net earnings and earnings per share are as follows (in thousands):​​​​​​​​​​​​​​​​​​​​​ ​​Year Ended June 30, ​​​2024​2023​2022 ​​​​​​​​​​​Net earnings before taxes - GAAP​$ 185,689​$ 338,659​$ 301,386​Identified adjustments attributable to Bio-Techne:​ ​​ ​​ ​Costs recognized upon sale of acquired inventory​ 729​ 400​ 1,596​Amortization of intangibles​ 78,318​ 76,413​ 73,054​Amortization of Wilson Wolf intangible assets and acquired inventory ​​ 15,686​​ 2,805​​ —​Acquisition related expenses and other​ 7,564​ (9,147)​ (18,694)​Certain litigation charges​​ 3,506​​ —​​ —​Eminence impairment​​ —​​ —​​ 18,715​Gain on sale of partially-owned consolidated subsidiaries​​ —​​ (11,682)​​ —​Stock based compensation, inclusive of employer taxes​ 40,277​ 41,217​ 46,401​Restructuring and restructuring-related costs​ 12,245​ 3,829​ 1,640​Investment gain and other non-operating​ (283)​ (37,646)​ (16,171)​Impairment of assets held-for-sale​​ 21,963​​ —​​ —​Impact of partially-owned subsidiaries(1)​ —​ (420)​ 2,675​Impact of business held-for-sale(2)​​ (525)​​ —​​ —​Earnings before taxes - Adjusted(1,2)​$ 365,169​$ 404,428​$ 410,602​​​​​​​​​​​​Non-GAAP tax rate​ 22.0% 20.5% 21.2%Non-GAAP tax expense​$ 80,420​$ 82,948​$ 87,090​Non-GAAP adjusted net earnings attributable to Bio-Techne(1,2)​$ 284,749​$ 321,480​$ 323,512​Earnings per share - diluted - Adjusted(1,2)​$ 1.77​$ 1.99​$ 1.97​​(1) Includes the quarterly results of the partially-owned consolidated subsidiary prior to the sale of this partially-owned consolidated subsidiary to a third party in the first fiscal quarter of 2023.​(2) Since December 31, 2023, the Company has a business that has met the held-for-sale criteria. The year ended June 30, 2024 includes the six-month results of this business held-for-sale for the period starting December 31, 2023 through June 30, 2024 while the business has met the held-for-sale criteria.​Depending on the nature of discrete tax items, our reported tax rate may not be consistent on a period to period basis. The Company independently calculates a non-GAAP adjusted tax rate considering the impact of discrete items and",
      "prior_body": "Income taxes for fiscal 2023, 2022, and 2021 were at effective rates of 15.7%, 12.7%, and 5.8%, respectively, of consolidated earnings before income taxes. The change in the effective tax rate for fiscal 2023 compared to fiscal 2022 was driven by share-based compensation as the number of stock option exercises decreased compared to the prior year comparative period due to the decline in the stock price. The Company had share-based compensation excess tax benefits of $12.3 million in fiscal 2023. The Company’s discrete tax benefits in fiscal 2022 primarily related to share-based compensation excess tax benefits of $29.3 million. The Company’s discrete tax benefits in fiscal 2021 primarily related to share-based compensation excess tax benefits of $28.1 million. ​ 38 38 Table of ContentsNet EarningsNon-GAAP adjusted consolidated net earnings and earnings per share are as follows (in thousands):​​​​​​​​​​​​​ ​​​​​​​​​ ​​​Year Ended June 30, ​​​​2023​2022​2021 ​​​​​​​​​​​​Net earnings before taxes - GAAP​​$ 338,659​$ 301,386​$ 148,175​Identified adjustments attributable to Bio-Techne:​​ ​​ ​​ ​Costs recognized upon sale of acquired inventory​​ 400​ 1,596​ 1,565​Amortization of intangibles​​ 76,413​ 73,054​ 64,239​Amortization of Wilson Wolf intangible assets and acquired inventory ​​​ 2,805​​ —​​ —​Acquisition related expenses and other​​ (9,147)​ (18,694)​ 7,489​Eminence impairment​​​ —​ 18,715​​ —​Gain on sale of partially-owned consolidated subsidiaries​​​ (11,682)​​ —​​ —​Stock based compensation, inclusive of employer taxes​​ 41,217​ 46,401​ 51,846​Restructuring costs​​ 3,829​ 1,640​ 142​Investment (gain) loss and other non-operating​​ (37,646)​ (16,171)​ 68,391​Impact of partially-owned subsidiaries(1)​​ (420)​ 2,675​ 1,390​Net earnings before taxes - Adjusted​​$ 404,428​$ 410,602​$ 343,237​​​​​​​​​​​​​Non-GAAP tax rate​​ 20.5% 21.2% 20.2%Non-GAAP tax expense​​$ 82,948​$ 87,090​$ 69,478​Non-GAAP adjusted net earnings attributable to Bio-Techne(1)​​$ 321,480​$ 323,512​$ 273,759​Earnings per share - diluted - Adjusted(2)​​$ 1.99​$ 1.97​$ 1.69​​(1) Adjusted consolidated net earnings and earnings per share for fiscal 2021 have been updated for comparability to fiscal 2023 and 2022 for the inclusion of the impact of partially-owned consolidated subsidiaries on the Company’s adjusted consolidated net earnings and earnings per share.(2) Prior period share and per share amounts have been retroactively adjusted to reflect the four-for-one stock split effected in the form of a stock dividend in November 2022. Refer to Note 1 for details.​Depending on the nature of discrete tax items, our reported tax rate may not be consistent on a period to period basis. The Company independently calculates a non-GAAP adjusted tax rate considering the impact of discrete items and jurisdictional mix of the identified non-GAAP adjustments. The following table summarizes the reported GAAP tax rate and the effective Non-GAAP adjusted tax rate for the periods ended June 30, 2023, 2022, and 2021.​​​​​​​​​​​​​ ​Year Ended June 30, ​​2023​2022​2021 ​​​​​​​GAAP effective tax rate 15.7% 12.7% 5.8%Discrete items 3.4 11.3 19.0​Impact of non-taxable net gain 0.7​ —​ —​Long-term GAAP tax rate 19.8% 24.0% 24.8%​​​​​​​Rate impact items ​Stock based compensation (1.4)​ (1.9)​ (5.7)​Other 2.1 (0.9) 1.1​Total rate impact items 0.7% (2.8)% (4.6)%Non-GAAP adjusted tax rate 20.5% 21.2% 20.2%​39 Table of Contents Table of Contents Table of Contents Net EarningsNon-GAAP adjusted consolidated net earnings and earnings per share are as follows (in thousands):​​​​​​​​​​​​​ ​​​​​​​​​ ​​​Year Ended June 30, ​​​​2023​2022​2021 ​​​​​​​​​​​​Net earnings before taxes - GAAP​​$ 338,659​$ 301,386​$ 148,175​Identified adjustments attributable to Bio-Techne:​​ ​​ ​​ ​Costs recognized upon sale of acquired inventory​​ 400​ 1,596​ 1,565​Amortization of intangibles​​ 76,413​ 73,054​ 64,239​Amortization of Wilson Wolf intangible assets and acquired inventory ​​​ 2,805​​ —​​ —​Acquisition related expenses and other​​ (9,147)​ (18,694)​ 7,489​Eminence impairment​​​ —​ 18,715​​ —​Gain on sale of partially-owned consolidated subsidiaries​​​ (11,682)​​ —​​ —​Stock based compensation, inclusive of employer taxes​​ 41,217​ 46,401​ 51,846​Restructuring costs​​ 3,829​ 1,640​ 142​Investment (gain) loss and other non-operating​​ (37,646)​ (16,171)​ 68,391​Impact of partially-owned subsidiaries(1)​​ (420)​ 2,675​ 1,390​Net earnings before taxes - Adjusted​​$ 404,428​$ 410,602​$ 343,237​​​​​​​​​​​​​Non-GAAP tax rate​​ 20.5% 21.2% 20.2%Non-GAAP tax expense​​$ 82,948​$ 87,090​$ 69,478​Non-GAAP adjusted net earnings attributable to Bio-Techne(1)​​$ 321,480​$ 323,512​$ 273,759​Earnings per share - diluted - Adjusted(2)​​$ 1.99​$ 1.97​$ 1.69​​(1) Adjusted consolidated net earnings and earnings per share for fiscal 2021 have been updated for comparability to fiscal 2023 and 2022 for the inclusion of the impact of partially-owned consolidated subsidiaries on the Company’s adjusted consolidated net earnings and earnings per share.(2) Prior period share and per share amounts have been retroactively adjusted to reflect the four-for-one stock split effected in the form of a stock dividend in November 2022. Refer to Note 1 for details.​Depending on the nature of discrete tax items, our reported tax rate may not be consistent on a period to period basis. The Company independently calculates a non-GAAP adjusted tax rate considering the impact of discrete items and jurisdictional mix of the identified non-GAAP adjustments. The following table summarizes the reported GAAP tax rate and the effective Non-GAAP adjusted tax rate for the periods ended June 30, 2023, 2022, and 2021.​​​​​​​​​​​​​ ​Year Ended June 30, ​​2023​2022​2021 ​​​​​​​GAAP effective tax rate 15.7% 12.7% 5.8%Discrete items 3.4 11.3 19.0​Impact of non-taxable net gain 0.7​ —​ —​Long-term GAAP tax rate 19.8% 24.0% 24.8%​​​​​​​Rate impact items ​Stock based compensation (1.4)​ (1.9)​ (5.7)​Other 2.1 (0.9) 1.1​Total rate impact items 0.7% (2.8)% (4.6)%Non-GAAP adjusted tax rate 20.5% 21.2% 20.2%​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.645,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"​ ​ 2024 2023 2022 ​ ​ ​ ​ ​ United States ​ $ 657,747 ​ $ 642,465 ​ $ 614,107 EMEA, excluding United Kingdom ​ 241,432 ​ 220,230 ​ 219,055 United Kingdom ​ 50,012 ​ 49,457 ​ 48,637 APAC, excluding Greater China ​ 73,904 ​ 73,190 ​ 76,139 Greater China ​ 99,467 ​ 113,868 ​ 112,438 Rest of World ​ 36,498 ​ 37,492 ​ 35,223 Net sales ​ $ 1,159,060 ​ $ 1,136,702 ​ $ 1,105,599 ​ ​\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.638,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"​ 2024 2023 2022 Income taxes paid ​ $ 65,254 ​ $ 88,428 ​ $ 30,341 Interest paid ​ 14,502 ​ 8,368 ​ 11,027 ​ ​ 66 66 Table of ContentsNote 4.\"",
        "Reworded sentence: \"Acquisition costs are recorded in selling, general and administrative expenses as incurred.Fiscal year 2024 Acquisitions ​Lunaphore Technologies SA.\"",
        "Reworded sentence: \"The business became part of the Diagnostics and Genomics operating segment in the first quarter of fiscal year 2024.\"",
        "Reworded sentence: \"Acquisition costs are recorded in selling, general and administrative expenses as incurred.Fiscal year 2024 Acquisitions ​Lunaphore Technologies SA.\"",
        "Reworded sentence: \"The business became part of the Diagnostics and Genomics operating segment in the first quarter of fiscal year 2024.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.636,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"​ ​ 2024 ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Protein Sciences ​ $ 217,595 ​ $ 203,834 ​ $ 195,328 Diagnostics and Genomics ​ 127,131 ​ 101,805 ​ 93,578 Total segment expenses ​ 344,726 ​ 305,639 ​ 288,906 Amortization of intangibles ​ 31,710 ​ 32,076 ​ 32,492 Acquisition related expenses ​ 6,980 ​ (9,965) ​ (19,082) Eminence impairment(1) ​ ​ — ​ ​ — ​ ​ 18,715 Legal fees ​ ​ 3,506 ​ ​ — ​ ​ — Restructuring and restructuring-related costs ​ 8,896 ​ 3,829 ​ 1,640 Stock-based compensation ​ 39,452 ​ 40,269 ​ 45,085 Impairment of assets held-for-sale ​ ​ 21,963 ​ ​ — ​ ​ — Corporate selling, general and administrative expenses ​ 9,142 ​ 6,530 ​ 5,010 Total selling, general and administrative expenses ​ $ 466,375 ​ $ 378,378 ​ $ 372,766 ​ (1)Refer to the Goodwill Impairment section within the Critical Accounting Policies for further details on the Eminence impairment.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Note 5. Fair Value Measurements:",
      "prior_title": "Note 5. Fair Value Measurements:",
      "similarity_score": 0.615,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"69 69 Table of ContentsThe following tables provide information by level for financial assets and liabilities that are measured at fair value on a recurring basis (in thousands):​​​​​​​​​​​​​​​​ Total ​​​​​​​​​​​carrying ​​​​​​​​​​​​value as of​Fair Value Measurements Using ​Balance Sheet Location​June 30, ​Inputs Considered as​​​2024​Level 1​Level 2​Level 3​​ ​​​​​​​​​​​Assets​ ​ ​ ​ ​ Certificates of deposit(1)Short-term available-for-sale investments​$ 1,072​$ 1,072​$ —​$ —Derivatives designated as hedging instruments - cash flow hedgesOther current assets​ 805​ —​ 805​ —Derivatives designated as hedging instruments - cash flow hedgesOther assets​​ 9,813​​ —​​ 9,813​​ —Total assets​​$ 11,690​$ 1,072​$ 10,618​$ —​​​​​​​​​​​​​​Liabilities​​ ​ ​ ​ Derivatives designated as hedging instruments - net investment hedgeOther long-term liabilities​$ 2,051​$ —​$ 2,051​$ —Total liabilities​​$ 2,051​$ —​$ 2,051​$ —​​​​​​​​​​​​​​​​​ Total ​​​​​​​​​​​ carrying ​​​​​​​​​​​​value as of​Fair Value Measurements Using ​Balance Sheet Location​June 30,​Inputs Considered as​​ 2023 Level 1 Level 2 Level 3​​​​​​​​​​​​​​Assets​ ​ ​ ​ ​ Exchange traded securities(2)Short-term available-for-sale investments​$ 23,739​$ 23,739​$ —​$ —Derivative instruments - cash flow hedgesOther assets​ 16,857​ —​ 16,857​ —Total assets​​$ 40,596​$ 23,739​$ 16,857​$ —​​​​​​​​​​​​​​Liabilities​​ ​ ​ ​ Contingent considerationContingent consideration payable​$ 3,500​$ —​$ —​$ 3,500Total liabilities​​$ 3,500​$ —​$ —​$ 3,500(1)The certificates of deposit have contractual maturity dates within one year.(2)During the quarter ended September 30, 2023, the Company sold all of its exchange traded investment grade bond funds that it held at June 30, 2023.\"",
        "Reworded sentence: \"In March 2023, the Company entered into a forward starting swap designated as a cash flow hedge on forecasted debt based on $100 million of notional principal.\"",
        "Reworded sentence: \"(2)In July 2023, the Company entered into a pay-fixed rate, receive-fixed rate cross-currency swap contract with a total notional amount of $150 million that was designated as a hedge to lock in the Swiss franc (CHF) rate for a portion of the Company’s CHF net investment in its Lunaphore subsidiary in Switzerland.\"",
        "Reworded sentence: \"In March 2023, the Company entered into a forward starting swap designated as a cash flow hedge on forecasted debt based on $100 million of notional principal.\"",
        "Reworded sentence: \"(2)In July 2023, the Company entered into a pay-fixed rate, receive-fixed rate cross-currency swap contract with a total notional amount of $150 million that was designated as a hedge to lock in the Swiss franc (CHF) rate for a portion of the Company’s CHF net investment in its Lunaphore subsidiary in Switzerland.\""
      ],
      "current_body": "The Company’s financial instruments include cash and cash equivalents, available for sale investments, accounts receivable, accounts payable, contingent consideration obligations, derivative instruments, and long-term debt. Fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. This standard also establishes a hierarchy for inputs used in measuring fair value. This standard maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability based on market data obtained from independent sources. Unobservable inputs are inputs that reflect our assumptions about the factors market participants would use in valuing the asset or liability based upon the best information available in the circumstances. The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy is broken down into three levels. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable for the asset or liability and their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. Level 3 may also include certain investment securities for which there is limited market activity or a decrease in the observability of market pricing for the investments, such that the determination of fair value requires significant judgment or estimation. 69 69 Table of ContentsThe following tables provide information by level for financial assets and liabilities that are measured at fair value on a recurring basis (in thousands):​​​​​​​​​​​​​​​​ Total ​​​​​​​​​​​carrying ​​​​​​​​​​​​value as of​Fair Value Measurements Using ​Balance Sheet Location​June 30, ​Inputs Considered as​​​2024​Level 1​Level 2​Level 3​​ ​​​​​​​​​​​Assets​ ​ ​ ​ ​ Certificates of deposit(1)Short-term available-for-sale investments​$ 1,072​$ 1,072​$ —​$ —Derivatives designated as hedging instruments - cash flow hedgesOther current assets​ 805​ —​ 805​ —Derivatives designated as hedging instruments - cash flow hedgesOther assets​​ 9,813​​ —​​ 9,813​​ —Total assets​​$ 11,690​$ 1,072​$ 10,618​$ —​​​​​​​​​​​​​​Liabilities​​ ​ ​ ​ Derivatives designated as hedging instruments - net investment hedgeOther long-term liabilities​$ 2,051​$ —​$ 2,051​$ —Total liabilities​​$ 2,051​$ —​$ 2,051​$ —​​​​​​​​​​​​​​​​​ Total ​​​​​​​​​​​ carrying ​​​​​​​​​​​​value as of​Fair Value Measurements Using ​Balance Sheet Location​June 30,​Inputs Considered as​​ 2023 Level 1 Level 2 Level 3​​​​​​​​​​​​​​Assets​ ​ ​ ​ ​ Exchange traded securities(2)Short-term available-for-sale investments​$ 23,739​$ 23,739​$ —​$ —Derivative instruments - cash flow hedgesOther assets​ 16,857​ —​ 16,857​ —Total assets​​$ 40,596​$ 23,739​$ 16,857​$ —​​​​​​​​​​​​​​Liabilities​​ ​ ​ ​ Contingent considerationContingent consideration payable​$ 3,500​$ —​$ —​$ 3,500Total liabilities​​$ 3,500​$ —​$ —​$ 3,500(1)The certificates of deposit have contractual maturity dates within one year.(2)During the quarter ended September 30, 2023, the Company sold all of its exchange traded investment grade bond funds that it held at June 30, 2023. The costs basis and fair value of these exchange traded investment grade bond funds were $25.0 million and $23.7 million at June 30, 2023, respectively.​Fair value measurements of available for sale securitiesAvailable for sale securities are measured at fair value using quoted market prices in active markets for identical assets and are therefore classified as Level 1 assets. 70 Table of Contents Table of Contents Table of Contents The following tables provide information by level for financial assets and liabilities that are measured at fair value on a recurring basis (in thousands):​​​​​​​​​​​​​​​​ Total ​​​​​​​​​​​carrying ​​​​​​​​​​​​value as of​Fair Value Measurements Using ​Balance Sheet Location​June 30, ​Inputs Considered as​​​2024​Level 1​Level 2​Level 3​​ ​​​​​​​​​​​Assets​ ​ ​ ​ ​ Certificates of deposit(1)Short-term available-for-sale investments​$ 1,072​$ 1,072​$ —​$ —Derivatives designated as hedging instruments - cash flow hedgesOther current assets​ 805​ —​ 805​ —Derivatives designated as hedging instruments - cash flow hedgesOther assets​​ 9,813​​ —​​ 9,813​​ —Total assets​​$ 11,690​$ 1,072​$ 10,618​$ —​​​​​​​​​​​​​​Liabilities​​ ​ ​ ​ Derivatives designated as hedging instruments - net investment hedgeOther long-term liabilities​$ 2,051​$ —​$ 2,051​$ —Total liabilities​​$ 2,051​$ —​$ 2,051​$ —​​​​​​​​​​​​​​​​​ Total ​​​​​​​​​​​ carrying ​​​​​​​​​​​​value as of​Fair Value Measurements Using ​Balance Sheet Location​June 30,​Inputs Considered as​​ 2023 Level 1 Level 2 Level 3​​​​​​​​​​​​​​Assets​ ​ ​ ​ ​ Exchange traded securities(2)Short-term available-for-sale investments​$ 23,739​$ 23,739​$ —​$ —Derivative instruments - cash flow hedgesOther assets​ 16,857​ —​ 16,857​ —Total assets​​$ 40,596​$ 23,739​$ 16,857​$ —​​​​​​​​​​​​​​Liabilities​​ ​ ​ ​ Contingent considerationContingent consideration payable​$ 3,500​$ —​$ —​$ 3,500Total liabilities​​$ 3,500​$ —​$ —​$ 3,500(1)The certificates of deposit have contractual maturity dates within one year.(2)During the quarter ended September 30, 2023, the Company sold all of its exchange traded investment grade bond funds that it held at June 30, 2023. The costs basis and fair value of these exchange traded investment grade bond funds were $25.0 million and $23.7 million at June 30, 2023, respectively.​Fair value measurements of available for sale securitiesAvailable for sale securities are measured at fair value using quoted market prices in active markets for identical assets and are therefore classified as Level 1 assets. The following tables provide information by level for financial assets and liabilities that are measured at fair value on a recurring basis (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ carrying ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ value as of ​ Fair Value Measurements Using ​ Balance Sheet Location ​ June 30, ​ Inputs Considered as ​ ​ ​ 2024 ​ Level 1 ​ Level 2 ​ Level 3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ ​ Certificates of deposit(1) Short-term available-for-sale investments ​ $ 1,072 ​ $ 1,072 ​ $ — ​ $ — Derivatives designated as hedging instruments - cash flow hedges Other current assets ​ 805 ​ — ​ 805 ​ — Derivatives designated as hedging instruments - cash flow hedges Other assets ​ ​ 9,813 ​ ​ — ​ ​ 9,813 ​ ​ — Total assets ​ ​ $ 11,690 ​ $ 1,072 ​ $ 10,618 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities ​ ​ ​ ​ ​ Derivatives designated as hedging instruments - net investment hedge Other long-term liabilities ​ $ 2,051 ​ $ — ​ $ 2,051 ​ $ — Total liabilities ​ ​ $ 2,051 ​ $ — ​ $ 2,051 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ carrying ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ value as of ​ Fair Value Measurements Using ​ Balance Sheet Location ​ June 30, ​ Inputs Considered as ​ ​ 2023 Level 1 Level 2 Level 3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ ​ Exchange traded securities(2) Short-term available-for-sale investments ​ $ 23,739 ​ $ 23,739 ​ $ — ​ $ — Derivative instruments - cash flow hedges Other assets ​ 16,857 ​ — ​ 16,857 ​ — Total assets ​ ​ $ 40,596 ​ $ 23,739 ​ $ 16,857 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities ​ ​ ​ ​ ​ Contingent consideration Contingent consideration payable ​ $ 3,500 ​ $ — ​ $ — ​ $ 3,500 Total liabilities ​ ​ $ 3,500 ​ $ — ​ $ — ​ $ 3,500 ​ Fair value measurements of available for sale securities Available for sale securities are measured at fair value using quoted market prices in active markets for identical assets and are therefore classified as Level 1 assets. 70 70 Table of ContentsFair value measurements of derivative instrumentsThe Company utilizes forward starting swaps designated as a cash flow hedge on forecasted debt. The forward starting swaps reduce the variability of cash flow payments for the Company by converting the variable interest rate on the Company’s forecasted variable interest long-term debt to that of a fixed interest rate. Accordingly, as part of the forward starting swaps, the Company exchanges, at specified intervals, the difference between floating and fixed interest amounts based on a notional principal amounts. The Company also uses a cross-currency swap contract to manage its exposure to foreign currency risk associated with the Company’s net investment in its Swiss subsidiary.The following table presents the contractual amounts of the Company’s outstanding instruments (in millions):​​​​​​​​​​​​ June 30, ​June 30, Instruments​Designation 2024​2023Forward starting swaps(1)​Cash flow hedge​$ 300​$300Cross-currency swap(2)​Net investment hedge​​ 150​​ —​(1)In May 2021, the Company entered into a forward starting swap designated as a cash flow hedge on forecasted debt based on $200 million of notional principal. The effective date of the swap was November 2022 with the full swap maturing in November 2025. In March 2023, the Company entered into a forward starting swap designated as a cash flow hedge on forecasted debt based on $100 million of notional principal. The effective date of the swap was April 2023 with the full swap maturing in April 2025. (2)In July 2023, the Company entered into a pay-fixed rate, receive-fixed rate cross-currency swap contract with a total notional amount of $150 million that was designated as a hedge to lock in the Swiss franc (CHF) rate for a portion of the Company’s CHF net investment in its Lunaphore subsidiary in Switzerland. The objective of the hedge is to protect the net investment in the Company’s CHF-denominated operations against changes in the spot exchange rates, on a pre-tax basis. The hedging instrument has four interim settlement dates, which will reduce the notional on the hedging instrument by $10 million at each interim date, and will reduce the notional to $110 million at maturity. The pretax amount of the gains and losses on our hedging instruments and the classification of those gains and losses with our Consolidated Financial Statements for the twelve months ended June 30, 2024 and 2023 were as follows (in thousands): ​​​​​​​​​​​​​​(Gain) Loss Recognized in Accumulated Other Comprehensive Loss​ ​Year Ended ​​​June 30, ​ ​2024​2023 2022Cash flow hedges​​​​​​​​​​Forward starting swaps​​$ 12,632​$ (1,340) $ (19,121)Net investment hedges​​​​​​​​​​Cross-currency swap​​​ 4,015​​ — ​ —Total​​$ 16,647​$ (1,340)​$ (19,121)​71 Table of Contents Table of Contents Table of Contents Fair value measurements of derivative instrumentsThe Company utilizes forward starting swaps designated as a cash flow hedge on forecasted debt. The forward starting swaps reduce the variability of cash flow payments for the Company by converting the variable interest rate on the Company’s forecasted variable interest long-term debt to that of a fixed interest rate. Accordingly, as part of the forward starting swaps, the Company exchanges, at specified intervals, the difference between floating and fixed interest amounts based on a notional principal amounts. The Company also uses a cross-currency swap contract to manage its exposure to foreign currency risk associated with the Company’s net investment in its Swiss subsidiary.The following table presents the contractual amounts of the Company’s outstanding instruments (in millions):​​​​​​​​​​​​ June 30, ​June 30, Instruments​Designation 2024​2023Forward starting swaps(1)​Cash flow hedge​$ 300​$300Cross-currency swap(2)​Net investment hedge​​ 150​​ —​(1)In May 2021, the Company entered into a forward starting swap designated as a cash flow hedge on forecasted debt based on $200 million of notional principal. The effective date of the swap was November 2022 with the full swap maturing in November 2025. In March 2023, the Company entered into a forward starting swap designated as a cash flow hedge on forecasted debt based on $100 million of notional principal. The effective date of the swap was April 2023 with the full swap maturing in April 2025. (2)In July 2023, the Company entered into a pay-fixed rate, receive-fixed rate cross-currency swap contract with a total notional amount of $150 million that was designated as a hedge to lock in the Swiss franc (CHF) rate for a portion of the Company’s CHF net investment in its Lunaphore subsidiary in Switzerland. The objective of the hedge is to protect the net investment in the Company’s CHF-denominated operations against changes in the spot exchange rates, on a pre-tax basis. The hedging instrument has four interim settlement dates, which will reduce the notional on the hedging instrument by $10 million at each interim date, and will reduce the notional to $110 million at maturity. The pretax amount of the gains and losses on our hedging instruments and the classification of those gains and losses with our Consolidated Financial Statements for the twelve months ended June 30, 2024 and 2023 were as follows (in thousands): ​​​​​​​​​​​​​​(Gain) Loss Recognized in Accumulated Other Comprehensive Loss​ ​Year Ended ​​​June 30, ​ ​2024​2023 2022Cash flow hedges​​​​​​​​​​Forward starting swaps​​$ 12,632​$ (1,340) $ (19,121)Net investment hedges​​​​​​​​​​Cross-currency swap​​​ 4,015​​ — ​ —Total​​$ 16,647​$ (1,340)​$ (19,121)​ Fair value measurements of derivative instruments The Company utilizes forward starting swaps designated as a cash flow hedge on forecasted debt. The forward starting swaps reduce the variability of cash flow payments for the Company by converting the variable interest rate on the Company’s forecasted variable interest long-term debt to that of a fixed interest rate. Accordingly, as part of the forward starting swaps, the Company exchanges, at specified intervals, the difference between floating and fixed interest amounts based on a notional principal amounts. The Company also uses a cross-currency swap contract to manage its exposure to foreign currency risk associated with the Company’s net investment in its Swiss subsidiary. The following table presents the contractual amounts of the Company’s outstanding instruments (in millions): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ June 30, Instruments ​ Designation 2024 ​ 2023 Forward starting swaps(1) ​ Cash flow hedge ​ $ 300 ​ $ 300 Cross-currency swap(2) ​ Net investment hedge ​ ​ 150 ​ ​ — ​ The pretax amount of the gains and losses on our hedging instruments and the classification of those gains and losses with our Consolidated Financial Statements for the twelve months ended June 30, 2024 and 2023 were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (Gain) Loss Recognized in Accumulated Other Comprehensive Loss ​ ​ Year Ended ​ ​ ​ June 30, ​ ​ 2024 ​ 2023 2022 Cash flow hedges ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Forward starting swaps ​ ​ $ 12,632 ​ $ (1,340) $ (19,121) Net investment hedges ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cross-currency swap ​ ​ ​ 4,015 ​ ​ — ​ — Total ​ ​ $ 16,647 ​ $ (1,340) ​ $ (19,121) ​ 71 71",
      "prior_body": "The Company’s financial instruments include cash and cash equivalents, available for sale investments, accounts receivable, accounts payable, contingent consideration obligations, derivative instruments, and long-term debt. Fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. This standard also establishes a hierarchy for inputs used in measuring fair value. This standard maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability based on market data obtained from independent sources. Unobservable inputs are inputs that reflect our assumptions about the factors market participants would use in valuing the asset or liability based upon the best information available in the circumstances. The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy is broken down into three levels. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable for the asset or liability and their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. Level 3 may also include certain investment securities for which there is limited market activity or a decrease in the observability of market pricing for the investments, such that the determination of fair value requires significant judgment or estimation. 65 65 Table of ContentsThe following tables provide information by level for financial assets and liabilities that are measured at fair value on a recurring basis (in thousands):​​​​​​​​​​​​​​ Total ​​​​​​​​​​carrying ​​​​​​​​​​​value as of​Fair Value Measurements Using ​​June 30, ​Inputs Considered as​​2023​Level 1​Level 2​Level 3​ ​​​​​​​​​​​Assets ​ ​ ​ ​ Exchange traded securities(1)​$ 23,739​$ 23,739​$ —​$ —Derivative instruments - cash flow hedges(3)​ 16,857​ —​ 16,857​ —Total assets​$ 40,596​$ 23,739​$ 16,857​$ —​​​​​​​​​​​​​Liabilities​ ​ ​ ​ Contingent consideration​$ 3,500​$ —​$ —​$ 3,500Total liabilities​$ 3,500​$ —​$ —​$ 3,500​​​​​​​​​​​​​​​ Total ​​​​​​​​​​ carrying ​​​​​​​​​​​value as of​Fair Value Measurements Using ​​June 30, ​Inputs Considered as​ 2022 Level 1 Level 2 Level 3​​​​​​​​​​​​​Assets ​ ​ ​ ​ Exchange traded securities(1)​$ 59,962​$ 59,962​$ —​$ —Certificates of deposit(2)​ 14,500​ 14,500​ —​ —Derivative instruments - cash flow hedges(3)​ 11,026​ —​ 11,026​ —Total assets​$ 85,488​$ 74,462​$ 11,026​$ —​​​​​​​​​​​​​Liabilities​ ​ ​ ​ Contingent consideration​$ 5,000​$ —​$ —​$ 5,000Derivative instruments - cash flow hedges(3)​ 476​ —​ 476​ —Total liabilities​$ 5,476​$ —​$ 476​$ 5,000(1)Included in available-for-sale investments on the balance sheet. The cost basis of these exchange traded investment grade bond funds as of both June 30, 2023 and June 30, 2022 was $25.0 million. The fair value of these exchange traded investment grade bond funds as of June 30, 2023, and June 30, 2022, was $23.7 million and $23.9 million, respectively. During the quarter ended September 30, 2022, the Company sold all of its outstanding shares of ChemoCentryx Inc (CCXI). The cost basis and fair value of the Company’s available-for-sale equity investment in CCXI was $6.6 million and $36.0 million at June 30, 2022, respectively. (2)Included in available-for-sale investments on the balance sheet. The certificates of deposit have contractual maturity dates within one year.(3)Derivative assets are included in other assets on the balance sheet as of June 30, 2023 and June 30, 2022. Derivative liabilities as of June 30, 2022 are included in other current liabilities on the balance sheet. ​Fair value measurements of available for sale securitiesAvailable for sale securities are measured at fair value using quoted market prices in active markets for identical assets and are therefore classified as Level 1 assets. 66 Table of Contents Table of Contents Table of Contents The following tables provide information by level for financial assets and liabilities that are measured at fair value on a recurring basis (in thousands):​​​​​​​​​​​​​​ Total ​​​​​​​​​​carrying ​​​​​​​​​​​value as of​Fair Value Measurements Using ​​June 30, ​Inputs Considered as​​2023​Level 1​Level 2​Level 3​ ​​​​​​​​​​​Assets ​ ​ ​ ​ Exchange traded securities(1)​$ 23,739​$ 23,739​$ —​$ —Derivative instruments - cash flow hedges(3)​ 16,857​ —​ 16,857​ —Total assets​$ 40,596​$ 23,739​$ 16,857​$ —​​​​​​​​​​​​​Liabilities​ ​ ​ ​ Contingent consideration​$ 3,500​$ —​$ —​$ 3,500Total liabilities​$ 3,500​$ —​$ —​$ 3,500​​​​​​​​​​​​​​​ Total ​​​​​​​​​​ carrying ​​​​​​​​​​​value as of​Fair Value Measurements Using ​​June 30, ​Inputs Considered as​ 2022 Level 1 Level 2 Level 3​​​​​​​​​​​​​Assets ​ ​ ​ ​ Exchange traded securities(1)​$ 59,962​$ 59,962​$ —​$ —Certificates of deposit(2)​ 14,500​ 14,500​ —​ —Derivative instruments - cash flow hedges(3)​ 11,026​ —​ 11,026​ —Total assets​$ 85,488​$ 74,462​$ 11,026​$ —​​​​​​​​​​​​​Liabilities​ ​ ​ ​ Contingent consideration​$ 5,000​$ —​$ —​$ 5,000Derivative instruments - cash flow hedges(3)​ 476​ —​ 476​ —Total liabilities​$ 5,476​$ —​$ 476​$ 5,000(1)Included in available-for-sale investments on the balance sheet. The cost basis of these exchange traded investment grade bond funds as of both June 30, 2023 and June 30, 2022 was $25.0 million. The fair value of these exchange traded investment grade bond funds as of June 30, 2023, and June 30, 2022, was $23.7 million and $23.9 million, respectively. During the quarter ended September 30, 2022, the Company sold all of its outstanding shares of ChemoCentryx Inc (CCXI). The cost basis and fair value of the Company’s available-for-sale equity investment in CCXI was $6.6 million and $36.0 million at June 30, 2022, respectively. (2)Included in available-for-sale investments on the balance sheet. The certificates of deposit have contractual maturity dates within one year.(3)Derivative assets are included in other assets on the balance sheet as of June 30, 2023 and June 30, 2022. Derivative liabilities as of June 30, 2022 are included in other current liabilities on the balance sheet. ​Fair value measurements of available for sale securitiesAvailable for sale securities are measured at fair value using quoted market prices in active markets for identical assets and are therefore classified as Level 1 assets. The following tables provide information by level for financial assets and liabilities that are measured at fair value on a recurring basis (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ carrying ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ value as of ​ Fair Value Measurements Using ​ ​ June 30, ​ Inputs Considered as ​ ​ 2023 ​ Level 1 ​ Level 2 ​ Level 3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ Exchange traded securities(1) ​ $ 23,739 ​ $ 23,739 ​ $ — ​ $ — Derivative instruments - cash flow hedges(3) ​ 16,857 ​ — ​ 16,857 ​ — Total assets ​ $ 40,596 ​ $ 23,739 ​ $ 16,857 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities ​ ​ ​ ​ Contingent consideration ​ $ 3,500 ​ $ — ​ $ — ​ $ 3,500 Total liabilities ​ $ 3,500 ​ $ — ​ $ — ​ $ 3,500 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ carrying ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ value as of ​ Fair Value Measurements Using ​ ​ June 30, ​ Inputs Considered as ​ 2022 Level 1 Level 2 Level 3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ Exchange traded securities(1) ​ $ 59,962 ​ $ 59,962 ​ $ — ​ $ — Certificates of deposit(2) ​ 14,500 ​ 14,500 ​ — ​ — Derivative instruments - cash flow hedges(3) ​ 11,026 ​ — ​ 11,026 ​ — Total assets ​ $ 85,488 ​ $ 74,462 ​ $ 11,026 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities ​ ​ ​ ​ Contingent consideration ​ $ 5,000 ​ $ — ​ $ — ​ $ 5,000 Derivative instruments - cash flow hedges(3) ​ 476 ​ — ​ 476 ​ — Total liabilities ​ $ 5,476 ​ $ — ​ $ 476 ​ $ 5,000 ​ Fair value measurements of available for sale securities Available for sale securities are measured at fair value using quoted market prices in active markets for identical assets and are therefore classified as Level 1 assets. 66 66 Table of ContentsFair value measurements of derivative instrumentsIn October 2018, the Company entered into forward starting swaps designated as cash flow hedges on outstanding debt. The agreement matured in October 2022 and there was no fair value recorded on the Consolidated Balance Sheet as of June 30, 2023. The fair value of the designated derivative instrument was $0.5 million, and was recorded within short-term liabilities on the Consolidated Balance Sheet as of June 30, 2022. In May 2021, the Company entered into a forward starting swap designated as a cash flow hedge on forecasted debt. The forward starting swap reduces the variability of cash flow payments for the Company by converting the variable interest rate on the Company’s forecasted variable interest long-term debt to that of a fixed interest rate. Accordingly, as part of the forward starting swap, the Company exchanges, at specified intervals, the difference between floating and fixed interest amounts based on $200 million of notional principal amount. The effective date of the swap was November 2022 with the full swap maturing in November 2025. The fair value of the derivative instrument was $15.4 million and $11.0 million as of June 30, 2023 and June 30, 2022, respectively, which is recorded within other assets on the Consolidated Balance Sheet.In March 2023, the Company entered into a new forward starting swap designated as a cash flow hedge on forecasted debt. The forward starting swap reduces the variability of cash flow payments for the Company by converting the variable interest rate on the Company’s forecasted variable interest long-term debt to that of a fixed interest rate. Accordingly, as part of the forward starting swap, the Company exchanges, at specified intervals, the difference between floating and fixed interest amounts based on $100 million of notional principal amount. The effective date of the swap was April 2023 with the full swap maturing in April 2025. The fair value of the derivative instrument was $1.5 million as of June 30, 2023, and is recorded within other assets on the Consolidated Balance Sheet.Changes in the fair value of the designated hedged instrument are reported as a component of other comprehensive income and reclassified into interest expense over the corresponding term of the cash flow hedge. The Company reclassified $4.5 million to interest income and related tax expense of $1.1 million during the year ended June 30, 2023. The Company reclassified $6.4 million to interest expense and related tax benefits of $1.5 million during the fiscal year ended June 30, 2022. The Company reclassified $8.6 million to interest expense, $0.5 million to non-operating income for the portion of de-designated variable payments considered probable to not occur, and related tax benefits of $2.1 million during the fiscal year ended June 30, 2021, relating to the cash flow hedge entered into in October 2018. No amounts were reclassified relating to the cash flow hedge entered into in May 2021 as they are only recorded within the effective period of the cash flow hedge. The instruments were valued using observable market inputs in active markets and therefore are classified as Level 2 liabilities.Fair value measurements of contingent considerationThe Company has $3.5 million in contingent consideration recorded as of June 30, 2023, which is the fair value of contingent consideration related to the Asuragen and Namocell acquisitions. The Company is required to make contingent consideration payments of up to $105.0 million as part of the Asuragen acquisition agreement and up to $25.0 million as part of the Namocell acquisition agreement. As of June 30, 2023, the maximum payout for the Asuragen and Namocell agreements is $100.0 million as both Asuragen and Namocell did not achieve their respective December 31, 2022 revenue milestones. The Asuragen contingent agreement is based on achieving certain revenue thresholds by December 31, 2022 and December 31, 2023. The opening balance sheet fair value of the liabilities for the Asuragen acquisition was $18.3 million, which was determined using a Monte Carlo simulation-based model discounted to present value. Assumptions used in these calculations are units sold, expected revenue, expected expenses, discount rate, and various probability factors. The Company reversed an accrual for the fair value of the contingent liabilities associated with the December 31, 2022 threshold during the second quarter of fiscal 2023. The contingent consideration related to the December 31, 2023 Asuragen threshold was $2.0 million as of June 30, 2023. Contingent consideration was $5.0 million as of June 30, 2022.67 Table of Contents Table of Contents Table of Contents Fair value measurements of derivative instrumentsIn October 2018, the Company entered into forward starting swaps designated as cash flow hedges on outstanding debt. The agreement matured in October 2022 and there was no fair value recorded on the Consolidated Balance Sheet as of June 30, 2023. The fair value of the designated derivative instrument was $0.5 million, and was recorded within short-term liabilities on the Consolidated Balance Sheet as of June 30, 2022. In May 2021, the Company entered into a forward starting swap designated as a cash flow hedge on forecasted debt. The forward starting swap reduces the variability of cash flow payments for the Company by converting the variable interest rate on the Company’s forecasted variable interest long-term debt to that of a fixed interest rate. Accordingly, as part of the forward starting swap, the Company exchanges, at specified intervals, the difference between floating and fixed interest amounts based on $200 million of notional principal amount. The effective date of the swap was November 2022 with the full swap maturing in November 2025. The fair value of the derivative instrument was $15.4 million and $11.0 million as of June 30, 2023 and June 30, 2022, respectively, which is recorded within other assets on the Consolidated Balance Sheet.In March 2023, the Company entered into a new forward starting swap designated as a cash flow hedge on forecasted debt. The forward starting swap reduces the variability of cash flow payments for the Company by converting the variable interest rate on the Company’s forecasted variable interest long-term debt to that of a fixed interest rate. Accordingly, as part of the forward starting swap, the Company exchanges, at specified intervals, the difference between floating and fixed interest amounts based on $100 million of notional principal amount. The effective date of the swap was April 2023 with the full swap maturing in April 2025. The fair value of the derivative instrument was $1.5 million as of June 30, 2023, and is recorded within other assets on the Consolidated Balance Sheet.Changes in the fair value of the designated hedged instrument are reported as a component of other comprehensive income and reclassified into interest expense over the corresponding term of the cash flow hedge. The Company reclassified $4.5 million to interest income and related tax expense of $1.1 million during the year ended June 30, 2023. The Company reclassified $6.4 million to interest expense and related tax benefits of $1.5 million during the fiscal year ended June 30, 2022. The Company reclassified $8.6 million to interest expense, $0.5 million to non-operating income for the portion of de-designated variable payments considered probable to not occur, and related tax benefits of $2.1 million during the fiscal year ended June 30, 2021, relating to the cash flow hedge entered into in October 2018. No amounts were reclassified relating to the cash flow hedge entered into in May 2021 as they are only recorded within the effective period of the cash flow hedge. The instruments were valued using observable market inputs in active markets and therefore are classified as Level 2 liabilities.Fair value measurements of contingent considerationThe Company has $3.5 million in contingent consideration recorded as of June 30, 2023, which is the fair value of contingent consideration related to the Asuragen and Namocell acquisitions. The Company is required to make contingent consideration payments of up to $105.0 million as part of the Asuragen acquisition agreement and up to $25.0 million as part of the Namocell acquisition agreement. As of June 30, 2023, the maximum payout for the Asuragen and Namocell agreements is $100.0 million as both Asuragen and Namocell did not achieve their respective December 31, 2022 revenue milestones. The Asuragen contingent agreement is based on achieving certain revenue thresholds by December 31, 2022 and December 31, 2023. The opening balance sheet fair value of the liabilities for the Asuragen acquisition was $18.3 million, which was determined using a Monte Carlo simulation-based model discounted to present value. Assumptions used in these calculations are units sold, expected revenue, expected expenses, discount rate, and various probability factors. The Company reversed an accrual for the fair value of the contingent liabilities associated with the December 31, 2022 threshold during the second quarter of fiscal 2023. The contingent consideration related to the December 31, 2023 Asuragen threshold was $2.0 million as of June 30, 2023. Contingent consideration was $5.0 million as of June 30, 2022. Fair value measurements of derivative instruments In October 2018, the Company entered into forward starting swaps designated as cash flow hedges on outstanding debt. The agreement matured in October 2022 and there was no fair value recorded on the Consolidated Balance Sheet as of June 30, 2023. The fair value of the designated derivative instrument was $0.5 million, and was recorded within short-term liabilities on the Consolidated Balance Sheet as of June 30, 2022. In May 2021, the Company entered into a forward starting swap designated as a cash flow hedge on forecasted debt. The forward starting swap reduces the variability of cash flow payments for the Company by converting the variable interest rate on the Company’s forecasted variable interest long-term debt to that of a fixed interest rate. Accordingly, as part of the forward starting swap, the Company exchanges, at specified intervals, the difference between floating and fixed interest amounts based on $200 million of notional principal amount. The effective date of the swap was November 2022 with the full swap maturing in November 2025. The fair value of the derivative instrument was $15.4 million and $11.0 million as of June 30, 2023 and June 30, 2022, respectively, which is recorded within other assets on the Consolidated Balance Sheet. In March 2023, the Company entered into a new forward starting swap designated as a cash flow hedge on forecasted debt. The forward starting swap reduces the variability of cash flow payments for the Company by converting the variable interest rate on the Company’s forecasted variable interest long-term debt to that of a fixed interest rate. Accordingly, as part of the forward starting swap, the Company exchanges, at specified intervals, the difference between floating and fixed interest amounts based on $100 million of notional principal amount. The effective date of the swap was April 2023 with the full swap maturing in April 2025. The fair value of the derivative instrument was $1.5 million as of June 30, 2023, and is recorded within other assets on the Consolidated Balance Sheet. Changes in the fair value of the designated hedged instrument are reported as a component of other comprehensive income and reclassified into interest expense over the corresponding term of the cash flow hedge. The Company reclassified $4.5 million to interest income and related tax expense of $1.1 million during the year ended June 30, 2023. The Company reclassified $6.4 million to interest expense and related tax benefits of $1.5 million during the fiscal year ended June 30, 2022. The Company reclassified $8.6 million to interest expense, $0.5 million to non-operating income for the portion of de-designated variable payments considered probable to not occur, and related tax benefits of $2.1 million during the fiscal year ended June 30, 2021, relating to the cash flow hedge entered into in October 2018. No amounts were reclassified relating to the cash flow hedge entered into in May 2021 as they are only recorded within the effective period of the cash flow hedge. The instruments were valued using observable market inputs in active markets and therefore are classified as Level 2 liabilities. Fair value measurements of contingent consideration The Company has $3.5 million in contingent consideration recorded as of June 30, 2023, which is the fair value of contingent consideration related to the Asuragen and Namocell acquisitions. The Company is required to make contingent consideration payments of up to $105.0 million as part of the Asuragen acquisition agreement and up to $25.0 million as part of the Namocell acquisition agreement. As of June 30, 2023, the maximum payout for the Asuragen and Namocell agreements is $100.0 million as both Asuragen and Namocell did not achieve their respective December 31, 2022 revenue milestones. The Asuragen contingent agreement is based on achieving certain revenue thresholds by December 31, 2022 and December 31, 2023. The opening balance sheet fair value of the liabilities for the Asuragen acquisition was $18.3 million, which was determined using a Monte Carlo simulation-based model discounted to present value. Assumptions used in these calculations are units sold, expected revenue, expected expenses, discount rate, and various probability factors. The Company reversed an accrual for the fair value of the contingent liabilities associated with the December 31, 2022 threshold during the second quarter of fiscal 2023. The contingent consideration related to the December 31, 2023 Asuragen threshold was $2.0 million as of June 30, 2023. Contingent consideration was $5.0 million as of June 30, 2022. 67 67 Table of ContentsThe Namocell contingent agreement is based on achieving certain revenue thresholds by December 31, 2022 and December 31, 2023. The opening balance sheet fair value of the liabilities was $10.6 million, which was determined using a Monte Carlo simulation-based model discounted to present value. Assumptions used in these calculations are units sold, expected revenue, expected expenses, discount rate, and various probability factors. The Company reversed an accrual for the fair value of the contingent liabilities associated with the December 31, 2022 threshold during the second quarter of fiscal 2023. As of June 30, 2023, the remaining contingent consideration related to Namocell was $1.5 million.As of June 30, 2023, the Company's obligation for potential contingent consideration payments related to the B-Mogen acquisitions was relieved as there is a remote likelihood that the revenue thresholds and product milestones would be achieved in the timeframe established within the purchase agreement. As a result, the Company reversed an accrual for the fair value of the contingent liabilities at the date of settlement during fiscal 2022.During the first quarter of fiscal 2022, the Company made a $4.0 million payment on the QT Holdings Corporation contingent consideration agreement relating to certain product development milestones. The cash paid was consistent with the related accrual for QT Holdings Corporation as of June 30, 2021.The ultimate settlement of contingent consideration liabilities for the Asuragen and Namocell acquisitions could deviate from current estimates based on the actual results of the financial measures described above. This liability is considered to be a Level 3 financial liability that is re-measured each reporting period. The change in fair value of contingent consideration for these acquisitions is included in general and administrative expense.The following table presents a reconciliation of the liability measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in thousands):​​​​​​​​​ ​​​​​​​June 30, ​​2023​2022​​​​​​​Fair value at the beginning of period​$ 5,000​$ 29,400Purchase price contingent consideration (Note 4)​ 10,600​ —Change in fair value of contingent consideration​ (12,100)​ (20,400)Payments​ —​ (4,000)Fair value at the end of period​$ 3,500​$ 5,000​The use of different assumptions, applying different judgment to matters that inherently are subjective and changes in future market conditions could result in different estimates of fair value of our securities or contingent consideration, currently and in the future. If market conditions deteriorate, we may incur impairment charges for securities in our investment portfolio.Fair value measurements of other financial instruments – The following methods and assumptions were used to estimate the fair value of each class of financial instrument for which it is practicable to estimate fair value.Cash and cash equivalents, certificates of deposit, accounts receivable, and accounts payable – The carrying amounts reported in the consolidated balance sheets approximate fair value because of the short-term nature of these items.Long-term debt – The carrying amounts reported in the consolidated balance sheets for the amount drawn on our line-of-credit facility and long-term debt approximates fair value because our interest rate is variable and reflects current market rates.​Note 6. Debt and Other Financing Arrangements:On August 31, 2022, the Company entered into an amended and restated Credit Agreement (the Amended Credit Agreement). This replaced the revolving line-of-credit and term loan (the prior Credit Agreement), which provided for a revolving credit facility of $600.0 million and could be increased by an additional $200.0 million subject to certain 68 Table of Contents Table of Contents Table of Contents The Namocell contingent agreement is based on achieving certain revenue thresholds by December 31, 2022 and December 31, 2023. The opening balance sheet fair value of the liabilities was $10.6 million, which was determined using a Monte Carlo simulation-based model discounted to present value. Assumptions used in these calculations are units sold, expected revenue, expected expenses, discount rate, and various probability factors. The Company reversed an accrual for the fair value of the contingent liabilities associated with the December 31, 2022 threshold during the second quarter of fiscal 2023. As of June 30, 2023, the remaining contingent consideration related to Namocell was $1.5 million.As of June 30, 2023, the Company's obligation for potential contingent consideration payments related to the B-Mogen acquisitions was relieved as there is a remote likelihood that the revenue thresholds and product milestones would be achieved in the timeframe established within the purchase agreement. As a result, the Company reversed an accrual for the fair value of the contingent liabilities at the date of settlement during fiscal 2022.During the first quarter of fiscal 2022, the Company made a $4.0 million payment on the QT Holdings Corporation contingent consideration agreement relating to certain product development milestones. The cash paid was consistent with the related accrual for QT Holdings Corporation as of June 30, 2021.The ultimate settlement of contingent consideration liabilities for the Asuragen and Namocell acquisitions could deviate from current estimates based on the actual results of the financial measures described above. This liability is considered to be a Level 3 financial liability that is re-measured each reporting period. The change in fair value of contingent consideration for these acquisitions is included in general and administrative expense.The following table presents a reconciliation of the liability measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in thousands):​​​​​​​​​ ​​​​​​​June 30, ​​2023​2022​​​​​​​Fair value at the beginning of period​$ 5,000​$ 29,400Purchase price contingent consideration (Note 4)​ 10,600​ —Change in fair value of contingent consideration​ (12,100)​ (20,400)Payments​ —​ (4,000)Fair value at the end of period​$ 3,500​$ 5,000​The use of different assumptions, applying different judgment to matters that inherently are subjective and changes in future market conditions could result in different estimates of fair value of our securities or contingent consideration, currently and in the future. If market conditions deteriorate, we may incur impairment charges for securities in our investment portfolio.Fair value measurements of other financial instruments – The following methods and assumptions were used to estimate the fair value of each class of financial instrument for which it is practicable to estimate fair value.Cash and cash equivalents, certificates of deposit, accounts receivable, and accounts payable – The carrying amounts reported in the consolidated balance sheets approximate fair value because of the short-term nature of these items.Long-term debt – The carrying amounts reported in the consolidated balance sheets for the amount drawn on our line-of-credit facility and long-term debt approximates fair value because our interest rate is variable and reflects current market rates.​Note 6. Debt and Other Financing Arrangements:On August 31, 2022, the Company entered into an amended and restated Credit Agreement (the Amended Credit Agreement). This replaced the revolving line-of-credit and term loan (the prior Credit Agreement), which provided for a revolving credit facility of $600.0 million and could be increased by an additional $200.0 million subject to certain The Namocell contingent agreement is based on achieving certain revenue thresholds by December 31, 2022 and December 31, 2023. The opening balance sheet fair value of the liabilities was $10.6 million, which was determined using a Monte Carlo simulation-based model discounted to present value. Assumptions used in these calculations are units sold, expected revenue, expected expenses, discount rate, and various probability factors. The Company reversed an accrual for the fair value of the contingent liabilities associated with the December 31, 2022 threshold during the second quarter of fiscal 2023. As of June 30, 2023, the remaining contingent consideration related to Namocell was $1.5 million. As of June 30, 2023, the Company's obligation for potential contingent consideration payments related to the B-Mogen acquisitions was relieved as there is a remote likelihood that the revenue thresholds and product milestones would be achieved in the timeframe established within the purchase agreement. As a result, the Company reversed an accrual for the fair value of the contingent liabilities at the date of settlement during fiscal 2022. During the first quarter of fiscal 2022, the Company made a $4.0 million payment on the QT Holdings Corporation contingent consideration agreement relating to certain product development milestones. The cash paid was consistent with the related accrual for QT Holdings Corporation as of June 30, 2021. The ultimate settlement of contingent consideration liabilities for the Asuragen and Namocell acquisitions could deviate from current estimates based on the actual results of the financial measures described above. This liability is considered to be a Level 3 financial liability that is re-measured each reporting period. The change in fair value of contingent consideration for these acquisitions is included in general and administrative expense. The following table presents a reconciliation of the liability measured at fair value on a recurring basis using significant unobservable inputs (Level 3) (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ Fair value at the beginning of period ​ $ 5,000 ​ $ 29,400 Purchase price contingent consideration (Note 4) ​ 10,600 ​ — Change in fair value of contingent consideration Change in fair value of contingent consideration ​ (12,100) ​ (20,400) Payments ​ — ​ (4,000) Fair value at the end of period ​ $ 3,500 ​ $ 5,000 ​ The use of different assumptions, applying different judgment to matters that inherently are subjective and changes in future market conditions could result in different estimates of fair value of our securities or contingent consideration, currently and in the future. If market conditions deteriorate, we may incur impairment charges for securities in our investment portfolio. Fair value measurements of other financial instruments – The following methods and assumptions were used to estimate the fair value of each class of financial instrument for which it is practicable to estimate fair value. Cash and cash equivalents, certificates of deposit, accounts receivable, and accounts payable – The carrying amounts reported in the consolidated balance sheets approximate fair value because of the short-term nature of these items. Long-term debt – The carrying amounts reported in the consolidated balance sheets for the amount drawn on our line-of-credit facility and long-term debt approximates fair value because our interest rate is variable and reflects current market rates. ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Business Strategy Update",
      "similarity_score": 0.609,
      "confidence": "medium",
      "key_changes": [
        "Reworded sentence: \"​ 2024 2023 2022 Protein Sciences ​ $ 830,902 ​ $ 845,747 ​ $ 832,311 Diagnostics and Genomics ​ 326,392 ​ 292,602 ​ 274,843 Other revenue(1) ​ ​ 4,153 ​ ​ — ​ ​ — Intersegment ​ (2,387) ​ (1,647) ​ (1,555) Consolidated net sales ​ $ 1,159,060 ​ $ 1,136,702 ​ $ 1,105,599 ​ (1) Since December 31, 2023, the Company has a business that has met the held-for-sale criteria.\"",
        "Reworded sentence: \"Segment growth was driven by growth in consumable revenue from our Spatial Biology platform and an increase in service revenue related to our ExoDx Prostate test.\"",
        "Reworded sentence: \"Segment growth was driven by growth in consumable revenue from our Spatial Biology platform and an increase in service revenue related to our ExoDx Prostate test.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ Environmental ​ The Company’s key business strategies for long-term growth and profitability continue to be geographic expansion, core product innovation, acquisitions and talent retention and development. As a Company, we are integrating consideration of greenhouse gas emissions and other environmental variables into our key business strategies. The Company also strives to innovate and improve all aspects of Bio-Techne’s operations, including reducing the environmental impacts of our manufacturing operations. As described in our Corporate Sustainability Report, among other initiatives, the Company is currently focused on establishing a baseline for emissions to develop appropriate emission reduction targets, as well as reducing our environmental footprint through changes in packaging and shipping materials. ​ In response to the COVID-19 pandemic, the Company took additional steps to monitor and strengthen our supply chain to maintain an uninterrupted supply of our critical products and services. The Company has maintained these procedures while incorporating additional considerations regarding potential adverse weather events associated with climate change. ​ The financial impact of potential environmental regulations pertaining to carbon emissions or the integration of climate change impacts into our core business strategies are not expected to materially alter the Company’s near-term financial results. Additionally, the Company has established a cross-functional internal council and working group to monitor and report on its sustainability efforts, including those related to measuring and mitigating greenhouse gas emissions. ​ Digital ​ In driving our key business strategies, the Company utilizes digital networks and systems for data transmission, transaction processing, and storing of electronic information. As disclosed in “Item 1A. Risk Factors”, increased cybersecurity attack activity poses a risk for our business. In response to this risk, the Company actively completes system patching and required maintenance, performs internal and third-party employee training, monitors network and system activity, and completes data backups for our systems. However, even with the Company’s procedures performed, our digital networks and systems are still potentially vulnerable to cyberattacks. ​ The financial impact of our cybersecurity initiatives and activities are ongoing and not expected to have a material impact on our financial results. However, the impact on our business operations and financial results from a material cyber breach would be unknown and dependent on the nature of the breach. ​ 34 34 Table of ContentsRESULTS OF OPERATIONSNet SalesConsolidated organic net sales exclude the impact of companies acquired during the first 12 months post-acquisition and the effect of the change from the prior year in exchange rates used to convert sales in foreign currencies (primarily the euro, British pound sterling, and Chinese yuan) into U.S. dollars.​Consolidated net sales growth was as follows:​​​​​​​​​ Year Ended June 30, ​ 2023 2022 2021 ​​​​​​​​Organic sales growth 5% 17% 22%Acquisitions sales growth 0% 3% 1%Impact of foreign currency fluctuations (2)% (1)% 3%Consolidated net sales growth 3% 19% 26%​Consolidated net sales by segment were as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​ 2023 2022 2021Protein Sciences​$ 845,747​$ 832,311​$ 704,564Diagnostics and Genomics​ 292,602​ 274,843​ 227,744Intersegment​ (1,647)​ (1,555)​ (1,276)Consolidated net sales​$ 1,136,702​$ 1,105,599​$ 931,032​In fiscal 2023, Protein Sciences segment net sales increased 2% compared to fiscal 2022. Organic growth for the segment was 4% for the fiscal year, with currency translation having an unfavorable impact of 2% and acquisitions having an immaterial impact on revenue growth. Segment growth was driven by growth in consumable revenue to BioPharma (especially those developing cell and gene therapies) and Academic customers within the Americas and Europe.In fiscal 2023, Diagnostics and Genomics segment net sales increased 6% compared to fiscal 2022. Organic growth for the segment was 8% with currency translation having an unfavorable impact of 2%. Segment growth was driven by growth in consumable revenue from our Spatial Biology platform and an increase in service revenue related to our ExoDx Prostate test.In fiscal 2022, Protein Sciences segment net sales increased 18% compared to fiscal 2021. Organic growth for the segment was 19% for the fiscal year, with currency translation having an unfavorable 1% impact on revenue. ​Overall segment growth was driven by strong BioPharma demand resulting in broad-based growth across our proteomic research reagents and analytical tools In fiscal 2022, Diagnostics and Genomics segment net sales increased 21% compared to fiscal 2021. Organic growth for the segment was 10% with acquisitions contributing 11% and currency translation having an immaterial impact on revenue growth. ​Segment growth was driven by the full year impact of the Asuragen acquisition and organic growth. Organic growth was driven by an exclusive agreement entered into for development, finalization and commercialization of our ExoTRU kidney transplant rejection test, and continued strength in our diagnostic reagent product lines. ​35 Table of Contents Table of Contents Table of Contents RESULTS OF OPERATIONSNet SalesConsolidated organic net sales exclude the impact of companies acquired during the first 12 months post-acquisition and the effect of the change from the prior year in exchange rates used to convert sales in foreign currencies (primarily the euro, British pound sterling, and Chinese yuan) into U.S. dollars.​Consolidated net sales growth was as follows:​​​​​​​​​ Year Ended June 30, ​ 2023 2022 2021 ​​​​​​​​Organic sales growth 5% 17% 22%Acquisitions sales growth 0% 3% 1%Impact of foreign currency fluctuations (2)% (1)% 3%Consolidated net sales growth 3% 19% 26%​Consolidated net sales by segment were as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​ 2023 2022 2021Protein Sciences​$ 845,747​$ 832,311​$ 704,564Diagnostics and Genomics​ 292,602​ 274,843​ 227,744Intersegment​ (1,647)​ (1,555)​ (1,276)Consolidated net sales​$ 1,136,702​$ 1,105,599​$ 931,032​In fiscal 2023, Protein Sciences segment net sales increased 2% compared to fiscal 2022. Organic growth for the segment was 4% for the fiscal year, with currency translation having an unfavorable impact of 2% and acquisitions having an immaterial impact on revenue growth. Segment growth was driven by growth in consumable revenue to BioPharma (especially those developing cell and gene therapies) and Academic customers within the Americas and Europe.In fiscal 2023, Diagnostics and Genomics segment net sales increased 6% compared to fiscal 2022. Organic growth for the segment was 8% with currency translation having an unfavorable impact of 2%. Segment growth was driven by growth in consumable revenue from our Spatial Biology platform and an increase in service revenue related to our ExoDx Prostate test.In fiscal 2022, Protein Sciences segment net sales increased 18% compared to fiscal 2021. Organic growth for the segment was 19% for the fiscal year, with currency translation having an unfavorable 1% impact on revenue. ​Overall segment growth was driven by strong BioPharma demand resulting in broad-based growth across our proteomic research reagents and analytical tools In fiscal 2022, Diagnostics and Genomics segment net sales increased 21% compared to fiscal 2021. Organic growth for the segment was 10% with acquisitions contributing 11% and currency translation having an immaterial impact on revenue growth. ​Segment growth was driven by the full year impact of the Asuragen acquisition and organic growth. Organic growth was driven by an exclusive agreement entered into for development, finalization and commercialization of our ExoTRU kidney transplant rejection test, and continued strength in our diagnostic reagent product lines. ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year ended June 30,",
      "prior_title": "Year ended June 30,",
      "similarity_score": 0.585,
      "confidence": "low",
      "key_changes": [
        "Reworded sentence: \"​ ​ 2024 2023 2022 Consumables ​ $ 928,180 ​ $ 917,733 ​ $ 890,874 Instruments ​ 108,270 ​ 112,085 ​ 120,758 Services ​ 99,265 ​ 85,784 ​ 71,988 Total product and services revenue, net ​ 1,135,715 ​ $ 1,115,602 ​ 1,083,620 Royalty revenues ​ 23,345 ​ 21,100 ​ 21,979 Total revenues, net ​ $ 1,159,060 ​ $ 1,136,702 ​ $ 1,105,599 ​ ​ Revenue by geography (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​\""
      ],
      "current_body": "​ ​ 2024 2023 2022 Consumables ​ $ 928,180 ​ $ 917,733 ​ $ 890,874 Instruments ​ 108,270 ​ 112,085 ​ 120,758 Services ​ 99,265 ​ 85,784 ​ 71,988 Total product and services revenue, net ​ 1,135,715 ​ $ 1,115,602 ​ 1,083,620 Royalty revenues ​ 23,345 ​ 21,100 ​ 21,979 Total revenues, net ​ $ 1,159,060 ​ $ 1,136,702 ​ $ 1,105,599 ​ ​ Revenue by geography (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 Consumables ​ $ 917,733 ​ $ 890,874 ​ $ 751,985 Instruments ​ 112,085 ​ 120,758 ​ 93,782 Services ​ 85,784 ​ 71,988 ​ 66,416 Total product and services revenue, net ​ 1,115,602 ​ $ 1,083,620 ​ 912,183 Royalty revenues ​ 21,100 ​ 21,979 ​ 18,849 Total revenues, net ​ $ 1,136,702 ​ $ 1,105,599 ​ $ 931,032 ​ Revenue by geography is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Note 3. Supplemental Balance Sheet and Cash Flow Information:",
      "prior_title": "Note 3. Supplemental Balance Sheet and Cash Flow Information:",
      "similarity_score": 0.574,
      "confidence": "low",
      "key_changes": [
        "Reworded sentence: \"Inventories: Inventories consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2024 2023 ​ ​ ​ ​ ​ ​ ​ Raw materials ​ $ 79,377 ​ $ 84,551 Finished goods(1) ​ 106,072 ​ 92,474 Inventories, net ​ $ 185,449 ​ $ 177,025 64 64 Table of ContentsProperty and Equipment:Property and equipment consist of (in thousands):​​​​​​​​​June 30, ​​2024 2023Land​$ 8,150​$ 9,100Buildings and improvements​ 243,863​ 245,302Machinery and equipment ​​ 215,948​ 190,019Construction in progress​ 39,749​​ 15,491Property and equipment, cost​ 507,710​ 459,912Accumulated depreciation and amortization​ (256,556)​ (233,712)Property and equipment, net​$ 251,154​$ 226,200​Intangibles assets were comprised of the following (in thousands):​​​​​​​​​​​Useful Life​June 30, ​​(years)​2024​2023​​​​​​​​​Developed technology 9 - 15​$ 675,674​$ 616,311Tradenames 2 - 20​ 151,561​ 146,945Customer relationships 7 - 16​ 211,276​ 213,878Patents 10​ 4,343​ 3,815Other intangibles 5 - 15​ 12,006​ 11,566Definite-lived intangible assets​​​ 1,054,860​ 992,515Accumulated amortization​​​ (547,779)​ (480,570)Definite-lived intangibles assets, net​​​ 507,081​ 511,945In process research and development(1)​​​ —​ 22,700Total intangible assets, net​​​$ 507,081​$ 534,645​(1)The in process research and development has been placed into service and is included within Developed technology.\"",
        "Reworded sentence: \"(2)Refer to Note 1 for further detail on held-for-sale intangibles.\"",
        "Reworded sentence: \"(2)Refer to Note 1 for further detail on held-for-sale intangibles.\""
      ],
      "current_body": "Inventories: Inventories consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2024 2023 ​ ​ ​ ​ ​ ​ ​ Raw materials ​ $ 79,377 ​ $ 84,551 Finished goods(1) ​ 106,072 ​ 92,474 Inventories, net ​ $ 185,449 ​ $ 177,025 64 64 Table of ContentsProperty and Equipment:Property and equipment consist of (in thousands):​​​​​​​​​June 30, ​​2024 2023Land​$ 8,150​$ 9,100Buildings and improvements​ 243,863​ 245,302Machinery and equipment ​​ 215,948​ 190,019Construction in progress​ 39,749​​ 15,491Property and equipment, cost​ 507,710​ 459,912Accumulated depreciation and amortization​ (256,556)​ (233,712)Property and equipment, net​$ 251,154​$ 226,200​Intangibles assets were comprised of the following (in thousands):​​​​​​​​​​​Useful Life​June 30, ​​(years)​2024​2023​​​​​​​​​Developed technology 9 - 15​$ 675,674​$ 616,311Tradenames 2 - 20​ 151,561​ 146,945Customer relationships 7 - 16​ 211,276​ 213,878Patents 10​ 4,343​ 3,815Other intangibles 5 - 15​ 12,006​ 11,566Definite-lived intangible assets​​​ 1,054,860​ 992,515Accumulated amortization​​​ (547,779)​ (480,570)Definite-lived intangibles assets, net​​​ 507,081​ 511,945In process research and development(1)​​​ —​ 22,700Total intangible assets, net​​​$ 507,081​$ 534,645​(1)The in process research and development has been placed into service and is included within Developed technology. The amortization period for this developed technology asset is estimated to be 14 years.Changes to the carrying amount of net intangible assets consist of (in thousands):​​​​​​​​ June 30, ​​2024​2023​​​​​​​Beginning balance​$ 534,645​$ 531,522Acquisitions​ 66,400​ 75,600Other additions(1)​ 950​ 5,710Held-for-sale intangibles(2)​​ (14,323)​​ —Amortization expense​ (79,854)​ (77,491)Currency translation​​ (737)​​ (696)Ending balance​$ 507,081​$ 534,645​(1)Includes the purchase of a $4.6 million intangible asset from Wilson Wolf, an equity method investee of the Company during the year-ended June 30, 2023. This asset will be amortized over a life of 10 years. (2)Refer to Note 1 for further detail on held-for-sale intangibles. Amortization expense related to developed technologies included in cost of sales was $46.6 million, $44.3 million, and $40.6 million in fiscal 2024, 2023, and 2022, respectively. Amortization expense related to trade names, customer 65 Table of Contents Table of Contents Table of Contents Property and Equipment:Property and equipment consist of (in thousands):​​​​​​​​​June 30, ​​2024 2023Land​$ 8,150​$ 9,100Buildings and improvements​ 243,863​ 245,302Machinery and equipment ​​ 215,948​ 190,019Construction in progress​ 39,749​​ 15,491Property and equipment, cost​ 507,710​ 459,912Accumulated depreciation and amortization​ (256,556)​ (233,712)Property and equipment, net​$ 251,154​$ 226,200​Intangibles assets were comprised of the following (in thousands):​​​​​​​​​​​Useful Life​June 30, ​​(years)​2024​2023​​​​​​​​​Developed technology 9 - 15​$ 675,674​$ 616,311Tradenames 2 - 20​ 151,561​ 146,945Customer relationships 7 - 16​ 211,276​ 213,878Patents 10​ 4,343​ 3,815Other intangibles 5 - 15​ 12,006​ 11,566Definite-lived intangible assets​​​ 1,054,860​ 992,515Accumulated amortization​​​ (547,779)​ (480,570)Definite-lived intangibles assets, net​​​ 507,081​ 511,945In process research and development(1)​​​ —​ 22,700Total intangible assets, net​​​$ 507,081​$ 534,645​(1)The in process research and development has been placed into service and is included within Developed technology. The amortization period for this developed technology asset is estimated to be 14 years.Changes to the carrying amount of net intangible assets consist of (in thousands):​​​​​​​​ June 30, ​​2024​2023​​​​​​​Beginning balance​$ 534,645​$ 531,522Acquisitions​ 66,400​ 75,600Other additions(1)​ 950​ 5,710Held-for-sale intangibles(2)​​ (14,323)​​ —Amortization expense​ (79,854)​ (77,491)Currency translation​​ (737)​​ (696)Ending balance​$ 507,081​$ 534,645​(1)Includes the purchase of a $4.6 million intangible asset from Wilson Wolf, an equity method investee of the Company during the year-ended June 30, 2023. This asset will be amortized over a life of 10 years. (2)Refer to Note 1 for further detail on held-for-sale intangibles. Amortization expense related to developed technologies included in cost of sales was $46.6 million, $44.3 million, and $40.6 million in fiscal 2024, 2023, and 2022, respectively. Amortization expense related to trade names, customer Property and Equipment: Property and equipment consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2024 2023 Land ​ $ 8,150 ​ $ 9,100 Buildings and improvements ​ 243,863 ​ 245,302 Machinery and equipment ​ ​ 215,948 ​ 190,019 Construction in progress ​ 39,749 ​ ​ 15,491 Property and equipment, cost ​ 507,710 ​ 459,912 Accumulated depreciation and amortization ​ (256,556) ​ (233,712) Property and equipment, net ​ $ 251,154 ​ $ 226,200 ​ Intangibles assets were comprised of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "Inventories: Inventories consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ 2023 2022 ​ ​ ​ ​ ​ ​ ​ Raw materials ​ $ 84,551 ​ $ 79,291 Finished goods(1) ​ 92,474 ​ 66,943 Inventories, net ​ $ 177,025 ​ $ 146,234 Finished goods inventory of $5,387 and $5,111 is included within other assets in the June 30, 2023 and June 30, 2022 Balance Sheets, respectively, as it is forecasted to be sold after the 12 months subsequent to the consolidated balance sheet date. 59 59 Table of ContentsProperty and Equipment:Property and equipment consist of (in thousands):​​​​​​​June 30, ​2023 2022Land$ 9,100​$ 8,572Buildings and improvements 245,302​ 229,551Machinery and equipment ​ 190,019​ 174,813Construction in progress 15,491​​ 21,729Property and equipment, cost 459,912​ 434,665Accumulated depreciation and amortization (233,712)​ (211,423)Property and equipment, net$ 226,200​$ 223,242​Intangibles assets were comprised of the following (in thousands):​​​​​​​​​​​Useful Life​June 30, ​​(years)​2023​2022​​​​​​​​​Developed technology 9 - 15​$ 616,311​$ 542,038Trade names 2 - 20​ 146,945​ 146,457Customer relationships 7 - 16​ 213,878​ 225,882Patents 10​ 3,815​ 3,313Other intangibles 5 - 15​ 11,566​ 6,306Definite-lived intangible assets​​​ 992,515​ 923,996Accumulated amortization​​​ (480,570)​ (415,174)Definite-lived intangibles assets, net​​​ 511,945​ 508,822In process research and development​​​ 22,700​ 22,700Total intangible assets, net​​​$ 534,645​$ 531,522​Changes to the carrying amount of net intangible assets consist of (in thousands):​​​​​​​​ June 30, ​​2023​2022​​​​​​​Beginning balance​$ 531,522​$ 615,968Acquisitions​ 75,600​ —Other additions(1)​ 5,710​ 293Amortization expense​ (77,491)​ (74,147)Currency translation​​ (696)​​ (2,029)Eminence impairment​​ —​​ (8,563)Ending balance​$ 534,645​$ 531,522​(1)Includes the purchase of a $4.6 million intangible asset from Wilson Wolf, an equity method investee of the Company during the year-ended June 30, 2023. This asset will be amortized over a life of 10 years. Amortization expense related to developed technologies included in cost of sales was $44.3 million, $40.6 million, and $36.5 million in fiscal 2023, 2022, and 2021, respectively. Amortization expense related to trade names, customer relationships, non-compete agreements, and patents included in selling, general and administrative expense was $33.2 million, $33.5 million, and $28.4 million, in fiscal 2023, 2022, and 2021 respectively.60 Table of Contents Table of Contents Table of Contents Property and Equipment:Property and equipment consist of (in thousands):​​​​​​​June 30, ​2023 2022Land$ 9,100​$ 8,572Buildings and improvements 245,302​ 229,551Machinery and equipment ​ 190,019​ 174,813Construction in progress 15,491​​ 21,729Property and equipment, cost 459,912​ 434,665Accumulated depreciation and amortization (233,712)​ (211,423)Property and equipment, net$ 226,200​$ 223,242​Intangibles assets were comprised of the following (in thousands):​​​​​​​​​​​Useful Life​June 30, ​​(years)​2023​2022​​​​​​​​​Developed technology 9 - 15​$ 616,311​$ 542,038Trade names 2 - 20​ 146,945​ 146,457Customer relationships 7 - 16​ 213,878​ 225,882Patents 10​ 3,815​ 3,313Other intangibles 5 - 15​ 11,566​ 6,306Definite-lived intangible assets​​​ 992,515​ 923,996Accumulated amortization​​​ (480,570)​ (415,174)Definite-lived intangibles assets, net​​​ 511,945​ 508,822In process research and development​​​ 22,700​ 22,700Total intangible assets, net​​​$ 534,645​$ 531,522​Changes to the carrying amount of net intangible assets consist of (in thousands):​​​​​​​​ June 30, ​​2023​2022​​​​​​​Beginning balance​$ 531,522​$ 615,968Acquisitions​ 75,600​ —Other additions(1)​ 5,710​ 293Amortization expense​ (77,491)​ (74,147)Currency translation​​ (696)​​ (2,029)Eminence impairment​​ —​​ (8,563)Ending balance​$ 534,645​$ 531,522​(1)Includes the purchase of a $4.6 million intangible asset from Wilson Wolf, an equity method investee of the Company during the year-ended June 30, 2023. This asset will be amortized over a life of 10 years. Amortization expense related to developed technologies included in cost of sales was $44.3 million, $40.6 million, and $36.5 million in fiscal 2023, 2022, and 2021, respectively. Amortization expense related to trade names, customer relationships, non-compete agreements, and patents included in selling, general and administrative expense was $33.2 million, $33.5 million, and $28.4 million, in fiscal 2023, 2022, and 2021 respectively. Property and Equipment: Property and equipment consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ 2023 2022 Land $ 9,100 ​ $ 8,572 Buildings and improvements 245,302 ​ 229,551 Machinery and equipment ​ 190,019 ​ 174,813 Construction in progress 15,491 ​ ​ 21,729 Property and equipment, cost 459,912 ​ 434,665 Accumulated depreciation and amortization (233,712) ​ (211,423) Property and equipment, net $ 226,200 ​ $ 223,242 ​ Intangibles assets were comprised of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.562,
      "confidence": "low",
      "key_changes": [
        "Reworded sentence: \"​ ​ 2024 ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Protein Sciences ​ $ 56,911 ​ $ 58,251 ​ $ 56,370 Diagnostics and Genomics ​ 39,753 ​ 34,242 ​ 30,770 Total research and development expenses ​ $ 96,664 ​ $ 92,493 ​ $ 87,140 ​\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Useful Life",
      "prior_title": "Useful Life",
      "similarity_score": 0.557,
      "confidence": "low",
      "key_changes": [
        "Reworded sentence: \"​ June 30, ​ ​ (years) ​ 2024 ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ Developed technology 9 - 15 ​ $ 675,674 ​ $ 616,311 Tradenames 2 - 20 ​ 151,561 ​ 146,945 Customer relationships 7 - 16 ​ 211,276 ​ 213,878 Patents 10 ​ 4,343 ​ 3,815 Other intangibles 5 - 15 ​ 12,006 ​ 11,566 Definite-lived intangible assets ​ ​ ​ 1,054,860 ​ 992,515 Accumulated amortization ​ ​ ​ (547,779) ​ (480,570) Definite-lived intangibles assets, net ​ ​ ​ 507,081 ​ 511,945 In process research and development(1) ​ ​ ​ — ​ 22,700 Total intangible assets, net ​ ​ ​ $ 507,081 ​ $ 534,645 ​ (1)The in process research and development has been placed into service and is included within Developed technology.\"",
        "Reworded sentence: \"(2)Refer to Note 1 for further detail on held-for-sale intangibles.\""
      ],
      "current_body": "​ June 30, ​ ​ (years) ​ 2024 ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ Developed technology 9 - 15 ​ $ 675,674 ​ $ 616,311 Tradenames 2 - 20 ​ 151,561 ​ 146,945 Customer relationships 7 - 16 ​ 211,276 ​ 213,878 Patents 10 ​ 4,343 ​ 3,815 Other intangibles 5 - 15 ​ 12,006 ​ 11,566 Definite-lived intangible assets ​ ​ ​ 1,054,860 ​ 992,515 Accumulated amortization ​ ​ ​ (547,779) ​ (480,570) Definite-lived intangibles assets, net ​ ​ ​ 507,081 ​ 511,945 In process research and development(1) ​ ​ ​ — ​ 22,700 Total intangible assets, net ​ ​ ​ $ 507,081 ​ $ 534,645 ​ (1)The in process research and development has been placed into service and is included within Developed technology. The amortization period for this developed technology asset is estimated to be 14 years. Changes to the carrying amount of net intangible assets consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2024 ​ 2023 ​ ​ ​ ​ ​ ​ ​ Beginning balance ​ $ 534,645 ​ $ 531,522 Acquisitions ​ 66,400 ​ 75,600 Other additions(1) ​ 950 ​ 5,710 Held-for-sale intangibles(2) ​ ​ (14,323) ​ ​ — Amortization expense ​ (79,854) ​ (77,491) Currency translation ​ ​ (737) ​ ​ (696) Ending balance ​ $ 507,081 ​ $ 534,645 ​ (1)Includes the purchase of a $4.6 million intangible asset from Wilson Wolf, an equity method investee of the Company during the year-ended June 30, 2023. This asset will be amortized over a life of 10 years. (2)Refer to Note 1 for further detail on held-for-sale intangibles. Amortization expense related to developed technologies included in cost of sales was $46.6 million, $44.3 million, and $40.6 million in fiscal 2024, 2023, and 2022, respectively. Amortization expense related to trade names, customer 65 65 Table of Contentsrelationships, non-compete agreements, and patents included in selling, general and administrative expense was $33.2 million, $33.2 million, and $33.5 million, in fiscal 2024, 2023, and 2022 respectively.The estimated future amortization expense for intangible assets as of June 30, 2024 is as follows (in thousands):​​​​2025 $ 77,2592026​ 73,2972027​ 63,1382028​ 59,4912029​ 46,923Thereafter​ 186,973Total​$ 507,081​Goodwill:​Changes in goodwill by segment and in total consist of (in thousands):​​​​​​​​​​​ ​ Diagnostics and ​​​Protein Sciences​ Genomics​TotalJune 30, 2022 $ 376,493​$ 445,608​$ 822,101Acquisitions​ 51,257​​ —​ 51,257Currency translation​ (723)​​ 102​ (621)June 30, 2023​$ 427,027​$ 445,710​$ 872,737Acquisitions​ —​​ 104,650​​ 104,650Held-for-sale goodwill(1)​​ (1,400)​​ —​​ (1,400)Currency translation​ (2,178)​​ (1,146)​​ (3,324)June 30, 2024​$ 423,449​$ 549,214​$ 972,663​(1) Refer to Note 1 for further detail on goodwill reclassified to current assets held-for-sale. Other Assets:​Other assets consist of (in thousands): ​​​​​​​​ June 30, ​ 2024​2023​​​​​​​Equity method investment in Wilson Wolf​$ 242,337​$ 255,857Derivative instruments​​ 9,813​​ 16,857Long-term inventory​​ 5,718​​ 5,387Other​ 6,397​ 7,201Other assets​$ 264,265​$ 285,302​Supplemental Cash Flow Information:Supplemental cash flow information was as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​ 2024 2023 2022Income taxes paid​$ 65,254​$ 88,428​$ 30,341Interest paid​ 14,502​ 8,368​ 11,027​​66 Table of Contents Table of Contents Table of Contents relationships, non-compete agreements, and patents included in selling, general and administrative expense was $33.2 million, $33.2 million, and $33.5 million, in fiscal 2024, 2023, and 2022 respectively.The estimated future amortization expense for intangible assets as of June 30, 2024 is as follows (in thousands):​​​​2025 $ 77,2592026​ 73,2972027​ 63,1382028​ 59,4912029​ 46,923Thereafter​ 186,973Total​$ 507,081​Goodwill:​Changes in goodwill by segment and in total consist of (in thousands):​​​​​​​​​​​ ​ Diagnostics and ​​​Protein Sciences​ Genomics​TotalJune 30, 2022 $ 376,493​$ 445,608​$ 822,101Acquisitions​ 51,257​​ —​ 51,257Currency translation​ (723)​​ 102​ (621)June 30, 2023​$ 427,027​$ 445,710​$ 872,737Acquisitions​ —​​ 104,650​​ 104,650Held-for-sale goodwill(1)​​ (1,400)​​ —​​ (1,400)Currency translation​ (2,178)​​ (1,146)​​ (3,324)June 30, 2024​$ 423,449​$ 549,214​$ 972,663​(1) Refer to Note 1 for further detail on goodwill reclassified to current assets held-for-sale. Other Assets:​Other assets consist of (in thousands): ​​​​​​​​ June 30, ​ 2024​2023​​​​​​​Equity method investment in Wilson Wolf​$ 242,337​$ 255,857Derivative instruments​​ 9,813​​ 16,857Long-term inventory​​ 5,718​​ 5,387Other​ 6,397​ 7,201Other assets​$ 264,265​$ 285,302​Supplemental Cash Flow Information:Supplemental cash flow information was as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​ 2024 2023 2022Income taxes paid​$ 65,254​$ 88,428​$ 30,341Interest paid​ 14,502​ 8,368​ 11,027​​ relationships, non-compete agreements, and patents included in selling, general and administrative expense was $33.2 million, $33.2 million, and $33.5 million, in fiscal 2024, 2023, and 2022 respectively. The estimated future amortization expense for intangible assets as of June 30, 2024 is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2025 $ 77,259 2026 ​ 73,297 2027 ​ 63,138 2028 ​ 59,491 2029 ​ 46,923 Thereafter ​ 186,973 Total ​ $ 507,081 ​ Goodwill: ​ Changes in goodwill by segment and in total consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diagnostics and ​ ​ ​ Protein Sciences ​ Genomics ​ Total June 30, 2022 $ 376,493 ​ $ 445,608 ​ $ 822,101 Acquisitions ​ 51,257 ​ ​ — ​ 51,257 Currency translation ​ (723) ​ ​ 102 ​ (621) June 30, 2023 ​ $ 427,027 ​ $ 445,710 ​ $ 872,737 Acquisitions ​ — ​ ​ 104,650 ​ ​ 104,650 Held-for-sale goodwill(1) ​ ​ (1,400) ​ ​ — ​ ​ (1,400) Currency translation ​ (2,178) ​ ​ (1,146) ​ ​ (3,324) June 30, 2024 ​ $ 423,449 ​ $ 549,214 ​ $ 972,663 ​(1) Refer to Note 1 for further detail on goodwill reclassified to current assets held-for-sale. ​ Other Assets: ​ Other assets consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ 2024 ​ 2023 ​ ​ ​ ​ ​ ​ ​ Equity method investment in Wilson Wolf ​ $ 242,337 ​ $ 255,857 Derivative instruments Derivative instruments ​ ​ 9,813 ​ ​ 16,857 Long-term inventory ​ ​ 5,718 ​ ​ 5,387 Other ​ 6,397 ​ 7,201 Other assets ​ $ 264,265 ​ $ 285,302 ​ Supplemental Cash Flow Information: Supplemental cash flow information was as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ June 30, ​ ​ (years) ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ Developed technology 9 - 15 ​ $ 616,311 ​ $ 542,038 Trade names 2 - 20 ​ 146,945 ​ 146,457 Customer relationships 7 - 16 ​ 213,878 ​ 225,882 Patents 10 10 ​ 3,815 ​ 3,313 Other intangibles 5 - 15 ​ 11,566 ​ 6,306 Definite-lived intangible assets ​ ​ ​ 992,515 ​ 923,996 Accumulated amortization ​ ​ ​ (480,570) ​ (415,174) Definite-lived intangibles assets, net ​ ​ ​ 511,945 ​ 508,822 In process research and development ​ ​ ​ 22,700 ​ 22,700 Total intangible assets, net ​ ​ ​ $ 534,645 ​ $ 531,522 ​ Changes to the carrying amount of net intangible assets consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ Beginning balance ​ $ 531,522 ​ $ 615,968 Acquisitions ​ 75,600 ​ — Other additions(1) ​ 5,710 ​ 293 Amortization expense ​ (77,491) ​ (74,147) Currency translation ​ ​ (696) ​ ​ (2,029) Eminence impairment ​ ​ — ​ ​ (8,563) Ending balance ​ $ 534,645 ​ $ 531,522 ​ (1)Includes the purchase of a $4.6 million intangible asset from Wilson Wolf, an equity method investee of the Company during the year-ended June 30, 2023. This asset will be amortized over a life of 10 years. Amortization expense related to developed technologies included in cost of sales was $44.3 million, $40.6 million, and $36.5 million in fiscal 2023, 2022, and 2021, respectively. Amortization expense related to trade names, customer relationships, non-compete agreements, and patents included in selling, general and administrative expense was $33.2 million, $33.5 million, and $28.4 million, in fiscal 2023, 2022, and 2021 respectively. 60 60 Table of ContentsThe estimated future amortization expense for intangible assets as of June 30, 2023, excluding any possible future amortization associated with acquired in-process research and development (IPR&D) which has not met technological feasibility, is as follows (in thousands):​​​​2024 $ 75,3312025​ 72,0562026​ 68,0892027​ 57,9202028​ 54,470Thereafter​ 184,079Total​$ 511,945​Goodwill:​Changes in goodwill by segment and in total consist of (in thousands):​​​​​​​​​​​ ​ Diagnostics and ​​​Protein Sciences​ Genomics​TotalJune 30, 2021 $ 392,717​$ 450,350​$ 843,067Acquisitions​ —​​ (4,407)​ (4,407)Eminence impairment​​ (8,275)​​ —​​ (8,275)Currency translation​ (7,949)​​ (335)​ (8,284)June 30, 2022​$ 376,493​$ 445,608​$ 822,101Acquisitions​ 51,257​​ —​​ 51,257Currency translation​ (723)​​ 102​​ (621)June 30, 2023​$ 427,027​$ 445,710​$ 872,737​Other Assets:​Other assets consist of (in thousands): ​​​​​​​​ June 30, ​ 2023​2022​​​​​​​Investment in Wilson Wolf​$ 255,857​$ 25,000Derivative instruments​​ 16,857​​ 11,026Long-term inventory​​ 5,387​​ 5,111Other​ 7,201​ 5,691Other assets​$ 285,302​$ 46,828​Supplemental Cash Flow Information:Supplemental cash flow information was as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​ 2023 2022 2021Income taxes paid​$ 88,428​$ 30,341​$ 20,952Interest paid​ 8,368​ 11,027​ 13,576Non-cash activities:​ ​​ ​ Acquisition-related liabilities (1)​ 12,100​ 20,400​ 23,600Other intangibles (2)​ —​ —​ 4,000(1)Consists of holdback payments due at future dates and liabilities for contingent consideration. Amounts disclosed above represent the total non-cash change in the liability from the prior fiscal year. Further information regarding liabilities for contingent consideration can be found in Notes 4 and 5.61 Table of Contents Table of Contents Table of Contents The estimated future amortization expense for intangible assets as of June 30, 2023, excluding any possible future amortization associated with acquired in-process research and development (IPR&D) which has not met technological feasibility, is as follows (in thousands):​​​​2024 $ 75,3312025​ 72,0562026​ 68,0892027​ 57,9202028​ 54,470Thereafter​ 184,079Total​$ 511,945​Goodwill:​Changes in goodwill by segment and in total consist of (in thousands):​​​​​​​​​​​ ​ Diagnostics and ​​​Protein Sciences​ Genomics​TotalJune 30, 2021 $ 392,717​$ 450,350​$ 843,067Acquisitions​ —​​ (4,407)​ (4,407)Eminence impairment​​ (8,275)​​ —​​ (8,275)Currency translation​ (7,949)​​ (335)​ (8,284)June 30, 2022​$ 376,493​$ 445,608​$ 822,101Acquisitions​ 51,257​​ —​​ 51,257Currency translation​ (723)​​ 102​​ (621)June 30, 2023​$ 427,027​$ 445,710​$ 872,737​Other Assets:​Other assets consist of (in thousands): ​​​​​​​​ June 30, ​ 2023​2022​​​​​​​Investment in Wilson Wolf​$ 255,857​$ 25,000Derivative instruments​​ 16,857​​ 11,026Long-term inventory​​ 5,387​​ 5,111Other​ 7,201​ 5,691Other assets​$ 285,302​$ 46,828​Supplemental Cash Flow Information:Supplemental cash flow information was as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​ 2023 2022 2021Income taxes paid​$ 88,428​$ 30,341​$ 20,952Interest paid​ 8,368​ 11,027​ 13,576Non-cash activities:​ ​​ ​ Acquisition-related liabilities (1)​ 12,100​ 20,400​ 23,600Other intangibles (2)​ —​ —​ 4,000(1)Consists of holdback payments due at future dates and liabilities for contingent consideration. Amounts disclosed above represent the total non-cash change in the liability from the prior fiscal year. Further information regarding liabilities for contingent consideration can be found in Notes 4 and 5. The estimated future amortization expense for intangible assets as of June 30, 2023, excluding any possible future amortization associated with acquired in-process research and development (IPR&D) which has not met technological feasibility, is as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2024 $ 75,331 2025 ​ 72,056 2026 ​ 68,089 2027 ​ 57,920 2028 ​ 54,470 Thereafter ​ 184,079 Total ​ $ 511,945 ​ Goodwill: ​ Changes in goodwill by segment and in total consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diagnostics and ​ ​ ​ Protein Sciences ​ Genomics ​ Total June 30, 2021 $ 392,717 ​ $ 450,350 ​ $ 843,067 Acquisitions ​ — ​ ​ (4,407) ​ (4,407) Eminence impairment ​ ​ (8,275) ​ ​ — ​ ​ (8,275) Currency translation ​ (7,949) ​ ​ (335) ​ (8,284) June 30, 2022 ​ $ 376,493 ​ $ 445,608 ​ $ 822,101 Acquisitions ​ 51,257 ​ ​ — ​ ​ 51,257 Currency translation ​ (723) ​ ​ 102 ​ ​ (621) June 30, 2023 ​ $ 427,027 ​ $ 445,710 ​ $ 872,737 ​ Other Assets: ​ Other assets consist of (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ Investment in Wilson Wolf ​ $ 255,857 ​ $ 25,000 Derivative instruments Derivative instruments ​ ​ 16,857 ​ ​ 11,026 Long-term inventory ​ ​ 5,387 ​ ​ 5,111 Other ​ 7,201 ​ 5,691 Other assets ​ $ 285,302 ​ $ 46,828 ​ Supplemental Cash Flow Information: Supplemental cash flow information was as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "Year Ended June 30,",
      "prior_title": "Year Ended June 30,",
      "similarity_score": 0.546,
      "confidence": "low",
      "key_changes": [
        "Reworded sentence: \"​ ​ 2024 ​ 2023 ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net sales ​ $ 1,159,060 ​ $ 1,136,702 ​ $ 1,105,599 Cost of sales ​ 389,335 ​ 366,887 ​ 349,103 Gross margin ​ 769,725 ​ 769,815 ​ 756,496 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating expenses: ​ ​ ​ Selling, general and administrative ​ 466,375 ​ 378,378 ​ 372,766 Research and development ​ 96,664 ​ 92,493 ​ 87,140 Total operating expenses ​ 563,039 ​ 470,871 ​ 459,906 Operating income ​ 206,686 ​ 298,944 ​ 296,590 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other income (expense) ​ ​ ​ ​ ​ ​ Interest expense ​ (15,736) ​ (11,215) ​ (11,309) Interest income ​ 3,323 ​ 3,410 ​ 794 Other non-operating income (expense), net ​ (8,584) ​ 47,520 ​ 15,311 Total other income (expense), net ​ (20,997) ​ 39,715 ​ 4,796 Earnings before income taxes ​ 185,689 ​ 338,659 ​ 301,386 Income taxes ​ 17,584 ​ 53,217 ​ 38,287 Net earnings, including noncontrolling interest ​ 168,105 ​ 285,442 ​ 263,099 Net earnings attributable to noncontrolling interest ​ — ​ 179 ​ (8,952) Net earnings attributable to Bio-Techne ​ $ 168,105 ​ $ 285,263 ​ $ 272,051 Other comprehensive income (loss): ​ ​ ​ Foreign currency translation income (loss) ​ (7,492) ​ 4,191 ​ (32,241) Foreign currency translation reclassified to earnings with Eminence deconsolidation ​ ​ — ​ ​ 119 ​ ​ — Unrealized gains (losses) on derivative instruments - cash flow hedges, net of tax amounts disclosed in Note 8 ​ (4,760) ​ 4,793 ​ 14,262 Other comprehensive income (loss) ​ (12,252) ​ 9,103 ​ (17,979) Other comprehensive income (loss) attributable to noncontrolling interest ​ — ​ (33) ​ (70) Other comprehensive income (loss) attributable to Bio-Techne ​ (12,252) ​ 9,136 ​ (17,909) Comprehensive income attributable to Bio-Techne ​ $ 155,853 ​ $ 294,399 ​ $ 254,142 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Earnings per share attributable to Bio-Techne: ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ $ 1.07 ​ $ 1.81 ​ $ 1.73 Diluted ​ $ 1.05 ​ $ 1.76 ​ $ 1.66 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average common shares outstanding: ​ ​ ​ Basic ​ 157,708 ​ 157,179 ​ 156,874 Diluted ​ 160,774 ​ 161,855 ​ 164,114 ​ See Notes to Consolidated Financial Statements.\""
      ],
      "current_body": "​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 1 % 5 % 17 % Acquisitions sales growth 1 % 0 % 3 % Impact of foreign currency fluctuations 0 % (2) % (1) % Impact of business held for sale ​ 0 % — % — % Consolidated net sales growth 2 % 3 % 19 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​",
      "prior_body": "​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ Organic sales growth 5 % 17 % 22 % Acquisitions sales growth 0 % 3 % 1 % Impact of foreign currency fluctuations (2) % (1) % 3 % Consolidated net sales growth 3 % 19 % 26 % ​ Consolidated net sales by segment were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "MODIFIED",
      "current_title": "OVERALL RESULTS",
      "prior_title": "OVERALL RESULTS",
      "similarity_score": 0.529,
      "confidence": "low",
      "key_changes": [
        "Reworded sentence: \"Operational Update For fiscal 2024, consolidated net sales increased 2% to $1.2 billion as compared to fiscal 2023.\"",
        "Reworded sentence: \"Consolidated earnings, including non-controlling interest, increased 8% compared to fiscal 2022.\"",
        "Removed sentence: \"For fiscal 2022, consolidated net sales increased 19% as compared to fiscal 2021.\"",
        "Removed sentence: \"Organic growth was 17%, with acquisitions having a favorable impact of 3% and foreign currency translation having an unfavorable impact of 1%.\"",
        "Removed sentence: \"Organic revenue growth was broad based and driven by overall execution of the Company's long-term growth strategy.\""
      ],
      "current_body": "Operational Update For fiscal 2024, consolidated net sales increased 2% to $1.2 billion as compared to fiscal 2023. Organic growth was 1%, with acquisitions having a favorable impact of 1%. Foreign currency translation and a business held-for sale did not have a material impact. Organic revenue growth was primarily driven by strong commercial execution in our Diagnostics and Genomics segment. ​ Consolidated net earnings, including non-controlling interest, decreased 41% compared to fiscal 2023. The decrease in earnings was driven by a non-recurring gain on the sale of our ChemoCentryx investment, a non-recurring gain on the sale of our investment in Changzhou Eminence Biotechnology Co., Ltd. (Eminence), and a non-recurring benefit related to the fair value of contingent consideration during fiscal 2023. The decrease in fiscal 2024 was also impacted by impairment of assets held-for-sale, restructuring charges, and CEO transition related charges. After adjusting for cost recognized upon 35 35 Table of Contentssale of acquired inventory, intangibles amortization, acquisition-related costs, certain litigation charges, gain on sale of investments, stock-based compensation, restructuring and restructuring-related costs, impairment of assets held-for-sale, impact of business held-for-sale, and impact from partially-owned consolidated subsidiaries, adjusted net earnings attributable to Bio-Techne decreased 11% in fiscal 2024 as compared to fiscal 2023. Adjusted net earnings attributable to Bio-Techne was primarily impacted by the acquisition of Lunaphore and unfavorable volume leverage within Protein Sciences. For fiscal 2023, consolidated net sales increased 3% as compared to fiscal 2022. Organic growth was 5%, with foreign currency translation having an unfavorable impact of 2% and acquisitions having an immaterial impact. Organic revenue growth was primarily driven by consumable growth in both our Diagnostics and Genomics and Protein Sciences segments. Consolidated earnings, including non-controlling interest, increased 8% compared to fiscal 2022. The increase in earnings was driven by a gain on the sale of our ChemoCentryx investment and a gain on the sale of our investment in Eminence. After adjusting for acquisition related costs, intangibles amortization, stock-based compensation, restructuring costs, gain on investments, and impact from partially-owned consolidated subsidiaries, adjusted net earnings attributable to Bio-Techne decreased 1% in fiscal 2023 as compared to fiscal 2022. Adjusted net earnings attributable to Bio-Techne was primarily impacted by foreign currency exchange and strategic growth investments including the Namocell acquisition.​RESULTS OF OPERATIONSNet SalesConsolidated organic net sales exclude the impact of companies acquired during the first 12 months post-acquisition and the effect of the change from the prior year in exchange rates used to convert sales in foreign currencies (primarily the euro, British pound sterling, Chinese yuan, and Swiss franc) into U.S. dollars.​Consolidated net sales growth was as follows:​​​​​​​​​ Year Ended June 30, ​ 2024 2023 2022 ​​​​​​​​Organic sales growth 1% 5% 17% Acquisitions sales growth 1% 0% 3% Impact of foreign currency fluctuations 0% (2)% (1)% Impact of business held for sale​0% —% —% Consolidated net sales growth 2% 3% 19%​Consolidated net sales by segment were as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​ 2024 2023 2022Protein Sciences​$ 830,902​$ 845,747​$ 832,311Diagnostics and Genomics​ 326,392​ 292,602​ 274,843Other revenue(1)​​ 4,153​​ —​​ —Intersegment​ (2,387)​ (1,647)​ (1,555)Consolidated net sales​$ 1,159,060​$ 1,136,702​$ 1,105,599​(1) Since December 31, 2023, the Company has a business that has met the held-for-sale criteria. The year ended June 30, 2024 includes the six-month results of this business held-for-sale for the period starting December 31, 2023 through June 30, 2024 while the business has met the held-for-sale criteria.​In fiscal 2024, Protein Sciences segment net sales decreased 2% compared to fiscal 2023. A business within the Protein Sciences Segment met the criteria as held-for-sale since December 31, 2023. The exclusion of third and fourth quarter of 36 Table of Contents Table of Contents Table of Contents sale of acquired inventory, intangibles amortization, acquisition-related costs, certain litigation charges, gain on sale of investments, stock-based compensation, restructuring and restructuring-related costs, impairment of assets held-for-sale, impact of business held-for-sale, and impact from partially-owned consolidated subsidiaries, adjusted net earnings attributable to Bio-Techne decreased 11% in fiscal 2024 as compared to fiscal 2023. Adjusted net earnings attributable to Bio-Techne was primarily impacted by the acquisition of Lunaphore and unfavorable volume leverage within Protein Sciences. For fiscal 2023, consolidated net sales increased 3% as compared to fiscal 2022. Organic growth was 5%, with foreign currency translation having an unfavorable impact of 2% and acquisitions having an immaterial impact. Organic revenue growth was primarily driven by consumable growth in both our Diagnostics and Genomics and Protein Sciences segments. Consolidated earnings, including non-controlling interest, increased 8% compared to fiscal 2022. The increase in earnings was driven by a gain on the sale of our ChemoCentryx investment and a gain on the sale of our investment in Eminence. After adjusting for acquisition related costs, intangibles amortization, stock-based compensation, restructuring costs, gain on investments, and impact from partially-owned consolidated subsidiaries, adjusted net earnings attributable to Bio-Techne decreased 1% in fiscal 2023 as compared to fiscal 2022. Adjusted net earnings attributable to Bio-Techne was primarily impacted by foreign currency exchange and strategic growth investments including the Namocell acquisition.​RESULTS OF OPERATIONSNet SalesConsolidated organic net sales exclude the impact of companies acquired during the first 12 months post-acquisition and the effect of the change from the prior year in exchange rates used to convert sales in foreign currencies (primarily the euro, British pound sterling, Chinese yuan, and Swiss franc) into U.S. dollars.​Consolidated net sales growth was as follows:​​​​​​​​​ Year Ended June 30, ​ 2024 2023 2022 ​​​​​​​​Organic sales growth 1% 5% 17% Acquisitions sales growth 1% 0% 3% Impact of foreign currency fluctuations 0% (2)% (1)% Impact of business held for sale​0% —% —% Consolidated net sales growth 2% 3% 19%​Consolidated net sales by segment were as follows (in thousands):​​​​​​​​​​​ Year Ended June 30, ​ 2024 2023 2022Protein Sciences​$ 830,902​$ 845,747​$ 832,311Diagnostics and Genomics​ 326,392​ 292,602​ 274,843Other revenue(1)​​ 4,153​​ —​​ —Intersegment​ (2,387)​ (1,647)​ (1,555)Consolidated net sales​$ 1,159,060​$ 1,136,702​$ 1,105,599​(1) Since December 31, 2023, the Company has a business that has met the held-for-sale criteria. The year ended June 30, 2024 includes the six-month results of this business held-for-sale for the period starting December 31, 2023 through June 30, 2024 while the business has met the held-for-sale criteria.​In fiscal 2024, Protein Sciences segment net sales decreased 2% compared to fiscal 2023. A business within the Protein Sciences Segment met the criteria as held-for-sale since December 31, 2023. The exclusion of third and fourth quarter of sale of acquired inventory, intangibles amortization, acquisition-related costs, certain litigation charges, gain on sale of investments, stock-based compensation, restructuring and restructuring-related costs, impairment of assets held-for-sale, impact of business held-for-sale, and impact from partially-owned consolidated subsidiaries, adjusted net earnings attributable to Bio-Techne decreased 11% in fiscal 2024 as compared to fiscal 2023. Adjusted net earnings attributable to Bio-Techne was primarily impacted by the acquisition of Lunaphore and unfavorable volume leverage within Protein Sciences. For fiscal 2023, consolidated net sales increased 3% as compared to fiscal 2022. Organic growth was 5%, with foreign currency translation having an unfavorable impact of 2% and acquisitions having an immaterial impact. Organic revenue growth was primarily driven by consumable growth in both our Diagnostics and Genomics and Protein Sciences segments. Consolidated earnings, including non-controlling interest, increased 8% compared to fiscal 2022. The increase in earnings was driven by a gain on the sale of our ChemoCentryx investment and a gain on the sale of our investment in Eminence. After adjusting for acquisition related costs, intangibles amortization, stock-based compensation, restructuring costs, gain on investments, and impact from partially-owned consolidated subsidiaries, adjusted net earnings attributable to Bio-Techne decreased 1% in fiscal 2023 as compared to fiscal 2022. Adjusted net earnings attributable to Bio-Techne was primarily impacted by foreign currency exchange and strategic growth investments including the Namocell acquisition. ​",
      "prior_body": "Operational Update For fiscal 2023, consolidated net sales increased 3% as compared to fiscal 2022. Organic growth was 5%, with foreign currency translation having an unfavorable impact of 2% and acquisitions having an immaterial impact. Organic revenue growth was primarily driven by consumable growth in both our Diagnostics and Genomics and Protein Sciences segments. ​ Consolidated earnings, including non-controlling interest, increased 8% compared to fiscal 2022. The increase in earnings was driven by a gain on the sale of our ChemoCentryx investment and a gain on the sale of our investment in Changzhou Eminence Biotechnology Co., Ltd. (Eminence). After adjusting for acquisition related costs, intangibles amortization, stock-based compensation, restructuring costs, gain on investments, and impact from partially-owned consolidated subsidiaries, adjusted net earnings attributable to Bio-Techne decreased 1% in fiscal 2023 as compared to 33 33 Table of Contentsfiscal 2022. Adjusted net earnings attributable to Bio-Techne was primarily impacted by foreign currency exchange and strategic growth investments including the Namocell acquisition. For fiscal 2022, consolidated net sales increased 19% as compared to fiscal 2021. Organic growth was 17%, with acquisitions having a favorable impact of 3% and foreign currency translation having an unfavorable impact of 1%. Organic revenue growth was broad based and driven by overall execution of the Company's long-term growth strategy. Consolidated earnings, including non-controlling interest, increased 88% in fiscal 2022 compared to fiscal 2021. The increase in earnings was driven by non-operating mark-to-market gain of $16 million on our ChemoCentryx investment in fiscal year 2022, compared to a loss on the investment of $67.9 million in the prior fiscal year. Additionally, fiscal year 2022 had adjustments of $20.4 million of benefit related to contingent considerations as compared to a charge of $5.3 million in the prior fiscal year. After adjusting for acquisition related costs, intangibles amortization, stock-based compensation, restructuring costs, the gain on investment, and impact from partially-owned consolidated subsidiaries, adjusted net earnings increased 18% in fiscal 2022 as compared to fiscal 2021. Adjusted earnings growth was primarily driven by sales growth. ​Business Strategy Update​Environmental​The Company’s key business strategies for long-term growth and profitability continue to be geographic expansion, core product innovation, acquisitions and talent retention and development. As a Company, we are integrating consideration of greenhouse gas emissions and other environmental variables into our key business strategies. The Company also strives to innovate and improve all aspects of Bio-Techne’s operations, including reducing the environmental impacts of our manufacturing operations. As described in our Corporate Sustainability Report, among other initiatives, the Company is currently focused on establishing a baseline for emissions to develop appropriate emission reduction targets, as well as reducing our environmental footprint through changes in packaging and shipping materials.​In response to the COVID-19 pandemic, the Company took additional steps to monitor and strengthen our supply chain to maintain an uninterrupted supply of our critical products and services. The Company has maintained these procedures while incorporating additional considerations regarding potential adverse weather events associated with climate change.​The financial impact of potential environmental regulations pertaining to carbon emissions or the integration of climate change impacts into our core business strategies are not expected to materially alter the Company’s near-term financial results. Additionally, the Company has established a cross-functional internal council and working group to monitor and report on its sustainability efforts, including those related to measuring and mitigating greenhouse gas emissions.​Digital​In driving our key business strategies, the Company utilizes digital networks and systems for data transmission, transaction processing, and storing of electronic information. As disclosed in “Item 1A. Risk Factors”, increased cybersecurity attack activity poses a risk for our business. In response to this risk, the Company actively completes system patching and required maintenance, performs internal and third-party employee training, monitors network and system activity, and completes data backups for our systems. However, even with the Company’s procedures performed, our digital networks and systems are still potentially vulnerable to cyberattacks.​The financial impact of our cybersecurity initiatives and activities are ongoing and not expected to have a material impact on our financial results. However, the impact on our business operations and financial results from a material cyber breach would be unknown and dependent on the nature of the breach.​34 Table of Contents Table of Contents Table of Contents fiscal 2022. Adjusted net earnings attributable to Bio-Techne was primarily impacted by foreign currency exchange and strategic growth investments including the Namocell acquisition. For fiscal 2022, consolidated net sales increased 19% as compared to fiscal 2021. Organic growth was 17%, with acquisitions having a favorable impact of 3% and foreign currency translation having an unfavorable impact of 1%. Organic revenue growth was broad based and driven by overall execution of the Company's long-term growth strategy. Consolidated earnings, including non-controlling interest, increased 88% in fiscal 2022 compared to fiscal 2021. The increase in earnings was driven by non-operating mark-to-market gain of $16 million on our ChemoCentryx investment in fiscal year 2022, compared to a loss on the investment of $67.9 million in the prior fiscal year. Additionally, fiscal year 2022 had adjustments of $20.4 million of benefit related to contingent considerations as compared to a charge of $5.3 million in the prior fiscal year. After adjusting for acquisition related costs, intangibles amortization, stock-based compensation, restructuring costs, the gain on investment, and impact from partially-owned consolidated subsidiaries, adjusted net earnings increased 18% in fiscal 2022 as compared to fiscal 2021. Adjusted earnings growth was primarily driven by sales growth. ​Business Strategy Update​Environmental​The Company’s key business strategies for long-term growth and profitability continue to be geographic expansion, core product innovation, acquisitions and talent retention and development. As a Company, we are integrating consideration of greenhouse gas emissions and other environmental variables into our key business strategies. The Company also strives to innovate and improve all aspects of Bio-Techne’s operations, including reducing the environmental impacts of our manufacturing operations. As described in our Corporate Sustainability Report, among other initiatives, the Company is currently focused on establishing a baseline for emissions to develop appropriate emission reduction targets, as well as reducing our environmental footprint through changes in packaging and shipping materials.​In response to the COVID-19 pandemic, the Company took additional steps to monitor and strengthen our supply chain to maintain an uninterrupted supply of our critical products and services. The Company has maintained these procedures while incorporating additional considerations regarding potential adverse weather events associated with climate change.​The financial impact of potential environmental regulations pertaining to carbon emissions or the integration of climate change impacts into our core business strategies are not expected to materially alter the Company’s near-term financial results. Additionally, the Company has established a cross-functional internal council and working group to monitor and report on its sustainability efforts, including those related to measuring and mitigating greenhouse gas emissions.​Digital​In driving our key business strategies, the Company utilizes digital networks and systems for data transmission, transaction processing, and storing of electronic information. As disclosed in “Item 1A. Risk Factors”, increased cybersecurity attack activity poses a risk for our business. In response to this risk, the Company actively completes system patching and required maintenance, performs internal and third-party employee training, monitors network and system activity, and completes data backups for our systems. However, even with the Company’s procedures performed, our digital networks and systems are still potentially vulnerable to cyberattacks.​The financial impact of our cybersecurity initiatives and activities are ongoing and not expected to have a material impact on our financial results. However, the impact on our business operations and financial results from a material cyber breach would be unknown and dependent on the nature of the breach.​ fiscal 2022. Adjusted net earnings attributable to Bio-Techne was primarily impacted by foreign currency exchange and strategic growth investments including the Namocell acquisition. For fiscal 2022, consolidated net sales increased 19% as compared to fiscal 2021. Organic growth was 17%, with acquisitions having a favorable impact of 3% and foreign currency translation having an unfavorable impact of 1%. Organic revenue growth was broad based and driven by overall execution of the Company's long-term growth strategy. Consolidated earnings, including non-controlling interest, increased 88% in fiscal 2022 compared to fiscal 2021. The increase in earnings was driven by non-operating mark-to-market gain of $16 million on our ChemoCentryx investment in fiscal year 2022, compared to a loss on the investment of $67.9 million in the prior fiscal year. Additionally, fiscal year 2022 had adjustments of $20.4 million of benefit related to contingent considerations as compared to a charge of $5.3 million in the prior fiscal year. After adjusting for acquisition related costs, intangibles amortization, stock-based compensation, restructuring costs, the gain on investment, and impact from partially-owned consolidated subsidiaries, adjusted net earnings increased 18% in fiscal 2022 as compared to fiscal 2021. Adjusted earnings growth was primarily driven by sales growth. ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "CONDITION AND RESULTS OF OPERATIONS",
      "prior_title": "CONDITION AND RESULTS OF OPERATIONS",
      "current_body": "The following management discussion and analysis (“MD&A”) provides information that we believe is useful in understanding our operating results, cash flows and financial condition. We provide quantitative information about the material sales drivers including the effect of acquisitions and changes in foreign currency at the corporate and segment level. We also provide quantitative information about discrete tax items and other significant factors we believe are useful for understanding our results. The MD&A should be read in conjunction with the consolidated financial information and related notes included in this Form 10-K. This discussion contains various “Non-GAAP Financial Measures” and also contains various “Forward-Looking Statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We refer readers to the statements entitled “Non-GAAP Financial Measures” located at the end of this MD&A and “Forward-Looking Information and Cautionary Statements” and “Risk Factors” within Items 1 and 1A of this Form 10-K. OVERVIEW Bio-Techne develops, manufactures and sells life science reagents, instruments and services for the research and clinical diagnostic markets worldwide. With our deep product portfolio and application expertise, we sell integral components of scientific investigations into biological processes and molecular diagnostics, revealing the nature, diagnosis, etiology and progression of specific diseases. Our products aid in drug discovery efforts and provide the means for accurate clinical tests and diagnoses. We manage the business in two operating segments – our Protein Sciences segment and our Diagnostics and Genomics segment. Our Protein Sciences segment is a leading developer and manufacturer of high-quality biological reagents used in all aspects of life science research, diagnostics and cell and gene therapy. This segment also includes proteomic analytical tools, both manual and automated, that offer researchers and pharmaceutical manufacturers efficient and streamlined options for automated western blot and multiplexed ELISA workflow. Our Diagnostics and Genomics segment develops and manufactures diagnostic products, including controls, calibrators, and diagnostic assays for the regulated diagnostics market, exosome-based molecular diagnostic assays, advanced tissue-based in-situ hybridization assays for spatial genomic and tissue biopsy analysis, and genetic and oncology kits for research and clinical applications."
    },
    {
      "status": "UNCHANGED",
      "current_title": "The Company relies heavily on internal manufacturing and related operations to produce, package and distribute its products which, if disrupted, could materially impair our business operations. Our business could be adversely affected by disruptions at our sites.",
      "prior_title": "The Company relies heavily on internal manufacturing and related operations to produce, package and distribute its products which, if disrupted, could materially impair our business operations. Our business could be adversely affected by disruptions at our sites.",
      "current_body": "The Company’s internal quality control, packaging and distribution operations support the majority of the Company’s sales. Since certain Company products must comply with FDA regulations and because in all instances, the Company creates value for its customers through the development of high-quality products, any significant decline in quality or disruption of operations for any reason could adversely affect sales and customer relationships, and therefore adversely affect the business. While we have taken certain steps to manage these operational risks, the Company’s future sales growth and earnings may be adversely affected by perceived disruption risks or actual disruptions. We rely upon our manufacturing operations to produce many of the products we sell and our warehouse facilities to store products, pending sale. Any significant disruption of those operations for any reason, such as strikes or other labor unrest, power interruptions, fire, hurricanes or other events beyond our control could adversely affect our sales and customer relationships and therefore adversely affect our business. We have significant operations in California, near major earthquake faults, which make us susceptible to earthquake risk. Although most of our raw materials are available from a number of potential suppliers, our operations also depend upon our ability to obtain raw materials at reasonable prices. If we are unable to obtain the materials we need at a reasonable price, we may not be able to produce certain of our products or we may not be able to produce certain of these products at a marketable price, which could have an adverse effect on our results of operations."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Because we rely heavily on third-party package-delivery services, a significant disruption in these services or significant increases in prices may disrupt our ability to ship products, increase our costs and lower our profitability.",
      "prior_title": "Because we rely heavily on third-party package-delivery services, a significant disruption in these services or significant increases in prices may disrupt our ability to ship products, increase our costs and lower our profitability.",
      "current_body": "Most of our reagent products need to be stored and shipped at certain cold temperatures. Consequently, we ship a significant portion of our products to our customers by express mail or air delivery through package delivery companies, such as FedEx in the U.S. and DHL in Europe. If one or more of these third-party package-delivery providers were to experience a major work stoppage, preventing our products from being delivered in a timely fashion or causing us to incur additional shipping costs we could not pass on to our customers, our costs could increase and our relationships with certain of our customers could be adversely affected. In addition, if one or more of these third-party package-delivery providers were to increase prices, and we were not able to find comparable alternatives or make adjustments in our delivery network, our profitability could be adversely affected."
    },
    {
      "status": "UNCHANGED",
      "current_title": "We may be required to record a significant charge to earnings if our goodwill and other amortizable intangible assets or other investments become impaired, which could negatively impact our financial results or stock price.",
      "prior_title": "We may be required to record a significant charge to earnings if our goodwill and other amortizable intangible assets or other investments become impaired, which could negatively impact our financial results or stock price.",
      "current_body": "We are required under generally accepted accounting principles to test goodwill for impairment at least annually and to review our goodwill, amortizable intangible assets, and other assets acquired through merger and acquisition activity for impairment when events or changes in circumstance indicate the carrying value may not be recoverable. Factors that could lead to impairment of goodwill, amortizable intangible assets, and other assets acquired via acquisitions include significant adverse changes in the business climate and actual or projected operating results (affecting our company as a whole or affecting any particular segment) and declines in the financial condition of our business. We may be required in the future to record additional charges to earnings if our goodwill, amortizable intangible assets or other investments become impaired. Any such charge would adversely impact our financial results. In addition, the Company’s expansion strategies include collaborations and investments in joint ventures and companies developing new products related to the Company’s business. These strategies carry risks that objectives will not be achieved and future earnings will be adversely affected."
    },
    {
      "status": "UNCHANGED",
      "current_title": "CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY",
      "prior_title": "CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY",
      "current_body": "Bio-Techne Corporation and Subsidiaries (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "CONSOLIDATED STATEMENTS OF CASH FLOWS",
      "prior_title": "CONSOLIDATED STATEMENTS OF CASH FLOWS",
      "current_body": "Bio-Techne Corporation and Subsidiaries (in thousands) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "Accumulated",
      "prior_title": "Accumulated",
      "current_body": "​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ ​ ​ ​ Other ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "Other Significant Accounting Policies",
      "prior_title": "Other Significant Accounting Policies",
      "current_body": "The following table includes a reference to additional significant accounting policies that are described in other notes to the financial statements, including the note number: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Policy Note Fair value measurements 5 Leases ​ ​ 7 ​ Earnings per share 9 Share-based compensation 10 Operating segments 13 ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME",
      "prior_title": "CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME",
      "current_body": "Bio-Techne Corporation and Subsidiaries (in thousands, except per share data) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "Net Earnings",
      "prior_title": "Net Earnings",
      "current_body": "Non-GAAP adjusted consolidated net earnings and earnings per share are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "Dividends on our common stock could be reduced or eliminated in the future.",
      "prior_title": "Dividends on our common stock could be reduced or eliminated in the future.",
      "current_body": "For many years, our Board has declared quarterly dividends. In the future, our Board may determine to reduce or eliminate our common stock dividend in order to fund investments for growth, repurchase shares or conserve capital resources."
    },
    {
      "status": "UNCHANGED",
      "current_title": "The manufacture of many of our products is a complex process, and if we directly or indirectly encounter problems manufacturing products, our business and financial results could suffer.",
      "prior_title": "The manufacture of many of our products is a complex process, and if we directly or indirectly encounter problems manufacturing products, our business and financial results could suffer.",
      "current_body": "The manufacture of many of our products is a complex process, due in part to strict regulatory requirements for some of our products. Problems can arise during manufacturing for a variety of reasons, including equipment malfunction, failure to follow specific protocols and procedures, problems with reliable sourcing of raw materials or components, natural disasters and environmental factors, and, if not discovered before the product is released to market, can result in recalls and product liability exposure. Because of the quality requirements of some of our customers as well as stringent regulations of the FDA and similar agencies regarding the manufacture of certain of our products, alternative manufacturing or sourcing is not always available on a timely basis to replace such production capacity. Any of these manufacturing problems could result in significant adverse impacts to our business and financial results."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Our growth depends in part on the timely development and commercialization of new and enhanced products and services that meet our customers’ needs. Our growth can also be negatively impacted if our customers do not grow as anticipated.",
      "prior_title": "Our growth depends in part on the timely development and commercialization of new and enhanced products and services that meet our customers’ needs. Our growth can also be negatively impacted if our customers do not grow as anticipated.",
      "current_body": "We generally sell our products and services in industries that are characterized by rapid technological change, frequent new product introductions and new market entrants and competitors. If we do not develop innovative new and enhanced products and services on a timely basis, our offerings will become obsolete over time and our business and financial results will suffer. Our success will depend on several factors, including our ability to: ●correctly identify and/or predict customer needs and preferences; ​ ●allocate our research funding to products with higher growth prospects; ​ ●anticipate and respond to our competitors’ development of new products and technological innovations; ​ ●differentiate our offerings from our competitors’ offerings and avoid our products from becoming commodities; ​ ●innovate and develop new technologies and applications, and acquire or obtain rights to third-party technologies that may have valuable applications in the markets we serve; ​ ●obtain adequate intellectual property rights with respect to key technologies; ​ ●successfully commercialize new technologies in a timely manner, price them competitively and cost-effectively manufacture and deliver sufficient volumes of new products of appropriate quality on time; ​ ​ ●stimulate customer demand for and convince customers to adopt new technologies. ​ If we fail to accurately predict future customer needs and preferences or fail to produce viable technologies, we may invest heavily in research and development of products that do not lead to significant revenue, which would adversely affect our business and financial results. Even when we successfully innovate and develop new and enhanced products, we often incur substantial costs in doing so, and our profitability may suffer."
    },
    {
      "status": "UNCHANGED",
      "current_title": "We face intense competition, and if we are unable to compete effectively, we may experience decreased demand and decreased market share or need to reduce prices to remain competitive.",
      "prior_title": "We face intense competition, and if we are unable to compete effectively, we may experience decreased demand and decreased market share or need to reduce prices to remain competitive.",
      "current_body": "We face intense competition across most of our product lines. Competitors include companies ranging from start-up companies, which may be able to more quickly respond to customers’ needs, to large multinational companies, which may have greater financial, marketing, operational, and research and development resources than us. In addition, consolidation trends in the pharmaceutical, biotechnology and diagnostics industries have served to create fewer customer accounts and to concentrate purchasing decisions for some customers, resulting in increased pricing pressure on us. Moreover, customers may believe that consolidated businesses are better able to compete as sole source vendors, and therefore prefer to purchase from such businesses. The entry into the market by manufacturers in countries in Asia and other low-cost manufacturing locations is also creating increased pricing and competitive pressures, particularly in developing markets. In order to compete effectively, we must retain longstanding relationships with major customers and continue to grow our business by establishing relationships with new customers, continually developing new products and services to maintain and expand our brand recognition and leadership position in various product and service categories and penetrating new markets, including high-growth markets. Our ability to compete can also be impacted by changing customer preferences and requirements (for example increased demand for more environmentally-friendly products and supplier practices). Our failure to compete effectively and/or pricing pressures resulting from competition may adversely impact our business and financial results, and our expansion into new markets may result in greater-than-expected risks, liabilities and expenses. 21 21 Table of ContentsA significant disruption in, or breach of security of, our information technology systems or data, or violation of data privacy laws, could result in damage to our reputation, data integrity and/or subject us to costs, fines, or lawsuits under data privacy or other laws or contractual requirements.The integrity and protection of our own data, and that of our customers and employees, is critical to our business. We rely on information technology systems, some of which are provided and/or managed by third parties, to process, transmit and store electronic information (including sensitive data such as confidential business information and personally identifiable data relating to employees, customers, other business partners and patients), and to manage or support a variety of critical business processes and activities (such as receiving and fulfilling orders, billing, collecting and making payments, shipping products, providing services and support to customers and fulfilling contractual obligations). These systems, products and services (including those we acquire through business acquisitions) can be damaged, disrupted or shut down due to attacks by computer hackers, computer viruses, ransomware, human error or malfeasance, power outages, hardware failures, telecommunication or utility failures, catastrophes or other unforeseen events, and in any such circumstances our system redundancy and other disaster recovery planning may be ineffective or inadequate. Attacks can also target hardware, software and information installed, stored or transmitted in our products after such products have been purchased and incorporated into third-party products, facilities or infrastructure. Security breaches of systems provided or enabled by us, regardless of whether the breach is attributable to a vulnerability in our products or services, or security breaches of third party systems we rely on to process, store or transmit electronic information, can result in the misappropriation, destruction or unauthorized disclosure of confidential information or personal data belonging to us or to our employees, partners, customers, patients or suppliers. These attacks, breaches, misappropriations and other disruptions and damage can interrupt our operations or the operations of our customers and partners, delay production and shipments, result in theft of our and our customers’ intellectual property and trade secrets, result in disclosure of personally identifiable information, damage customer, patient, business partner and employee relationships and our reputation and result in defective products or services, legal claims and proceedings, liability and penalties under privacy laws and increased costs for security and remediation, in each case resulting in an adverse effect on our business and financial results.In addition, our information technology systems require an ongoing commitment of significant resources to maintain and enhance existing systems and develop or integrate new systems to keep pace with continuing changes in information processing technology, evolving legal and regulatory standards, evolving customer expectations, changes in the techniques used to obtain unauthorized access to data and information systems, and the information technology needs associated with our changing products and services. There can be no assurance that we will be able to successfully maintain, enhance and upgrade our systems as necessary to effectively address these requirements.If we are unable to maintain reliable information technology systems or appropriate controls with respect to global data privacy and security requirements and prevent data breaches, we may suffer regulatory consequences in addition to business consequences. As a global organization, we are subject to data privacy and security laws, regulations, and customer-imposed controls in numerous jurisdictions as a result of having access to and processing confidential, personal and/or sensitive data in the course of our business. For example, in the United States, a small number of our businesses are subject to HIPAA. Entities that violate HIPAA due to a breach of unsecured patient health information, or that arise from a complaint about privacy practices or an audit by the HHS, may be subject to significant civil, criminal and administrative fines and penalties and/or additional reporting and oversight obligations if required to enter into a resolution agreement and corrective action plan with HHS to settle allegations of HIPAA non-compliance. Individual states regulate data breach and security requirements, and multiple governmental bodies assert authority over aspects of the protection of personal privacy. Most notably, in the last several years, some states, including California, Virginia, Utah, Colorado and Connecticut, have passed broad privacy legislation that could result in more material impacts as implementing regulations are issued. European laws require us to have an approved legal mechanism to transfer personal data out of Europe. Failure to comply with the requirements of GDPR and the applicable national data protection laws of the EU member states may result in fines of up to €20 million or up to 4% of the total worldwide annual turnover of the preceding financial year, whichever is higher, and other administrative penalties. Several other countries such as China and Russia have passed, and other countries are considering passing, laws that require personal data relating to their citizens to be maintained on local servers and impose additional data transfer restrictions. Government enforcement actions can be costly and interrupt the regular operation of our business, and data breaches or violations of data privacy laws can result in fines, reputational damage and civil lawsuits, any of which may adversely affect our business, reputation and financial results.22 Table of Contents Table of Contents Table of Contents A significant disruption in, or breach of security of, our information technology systems or data, or violation of data privacy laws, could result in damage to our reputation, data integrity and/or subject us to costs, fines, or lawsuits under data privacy or other laws or contractual requirements.The integrity and protection of our own data, and that of our customers and employees, is critical to our business. We rely on information technology systems, some of which are provided and/or managed by third parties, to process, transmit and store electronic information (including sensitive data such as confidential business information and personally identifiable data relating to employees, customers, other business partners and patients), and to manage or support a variety of critical business processes and activities (such as receiving and fulfilling orders, billing, collecting and making payments, shipping products, providing services and support to customers and fulfilling contractual obligations). These systems, products and services (including those we acquire through business acquisitions) can be damaged, disrupted or shut down due to attacks by computer hackers, computer viruses, ransomware, human error or malfeasance, power outages, hardware failures, telecommunication or utility failures, catastrophes or other unforeseen events, and in any such circumstances our system redundancy and other disaster recovery planning may be ineffective or inadequate. Attacks can also target hardware, software and information installed, stored or transmitted in our products after such products have been purchased and incorporated into third-party products, facilities or infrastructure. Security breaches of systems provided or enabled by us, regardless of whether the breach is attributable to a vulnerability in our products or services, or security breaches of third party systems we rely on to process, store or transmit electronic information, can result in the misappropriation, destruction or unauthorized disclosure of confidential information or personal data belonging to us or to our employees, partners, customers, patients or suppliers. These attacks, breaches, misappropriations and other disruptions and damage can interrupt our operations or the operations of our customers and partners, delay production and shipments, result in theft of our and our customers’ intellectual property and trade secrets, result in disclosure of personally identifiable information, damage customer, patient, business partner and employee relationships and our reputation and result in defective products or services, legal claims and proceedings, liability and penalties under privacy laws and increased costs for security and remediation, in each case resulting in an adverse effect on our business and financial results.In addition, our information technology systems require an ongoing commitment of significant resources to maintain and enhance existing systems and develop or integrate new systems to keep pace with continuing changes in information processing technology, evolving legal and regulatory standards, evolving customer expectations, changes in the techniques used to obtain unauthorized access to data and information systems, and the information technology needs associated with our changing products and services. There can be no assurance that we will be able to successfully maintain, enhance and upgrade our systems as necessary to effectively address these requirements.If we are unable to maintain reliable information technology systems or appropriate controls with respect to global data privacy and security requirements and prevent data breaches, we may suffer regulatory consequences in addition to business consequences. As a global organization, we are subject to data privacy and security laws, regulations, and customer-imposed controls in numerous jurisdictions as a result of having access to and processing confidential, personal and/or sensitive data in the course of our business. For example, in the United States, a small number of our businesses are subject to HIPAA. Entities that violate HIPAA due to a breach of unsecured patient health information, or that arise from a complaint about privacy practices or an audit by the HHS, may be subject to significant civil, criminal and administrative fines and penalties and/or additional reporting and oversight obligations if required to enter into a resolution agreement and corrective action plan with HHS to settle allegations of HIPAA non-compliance. Individual states regulate data breach and security requirements, and multiple governmental bodies assert authority over aspects of the protection of personal privacy. Most notably, in the last several years, some states, including California, Virginia, Utah, Colorado and Connecticut, have passed broad privacy legislation that could result in more material impacts as implementing regulations are issued. European laws require us to have an approved legal mechanism to transfer personal data out of Europe. Failure to comply with the requirements of GDPR and the applicable national data protection laws of the EU member states may result in fines of up to €20 million or up to 4% of the total worldwide annual turnover of the preceding financial year, whichever is higher, and other administrative penalties. Several other countries such as China and Russia have passed, and other countries are considering passing, laws that require personal data relating to their citizens to be maintained on local servers and impose additional data transfer restrictions. Government enforcement actions can be costly and interrupt the regular operation of our business, and data breaches or violations of data privacy laws can result in fines, reputational damage and civil lawsuits, any of which may adversely affect our business, reputation and financial results."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Our inability to complete acquisitions at our historical rate and at appropriate prices, and to make appropriate investments that support our long-term strategy, could negatively impact our growth rate and stock price.",
      "prior_title": "Our inability to complete acquisitions at our historical rate and at appropriate prices, and to make appropriate investments that support our long-term strategy, could negatively impact our growth rate and stock price.",
      "current_body": "One of our key strategies is growth through acquisition of other businesses and assets. Our ability to grow revenues, earnings and cash flow at or above our historic rates depends in part upon our ability to identify and successfully acquire and integrate businesses at appropriate prices and realize anticipated synergies, and to make appropriate investments that support our long-term strategy. We may not be able to consummate acquisitions at rates similar to the past, which could adversely impact our growth rate and our stock price. Promising acquisitions and investments are difficult to identify and complete for a number of reasons, including high valuations, competition among prospective buyers or investors, the availability of affordable funding in the capital markets and the need to satisfy applicable closing conditions and obtain applicable antitrust and other regulatory approvals on acceptable terms. Changes in accounting or regulatory requirements or instability in the credit markets could also adversely impact our ability to consummate acquisitions and investments."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Defects, unanticipated use of, or inadequate disclosure with respect to our products, or allegations thereof, can adversely affect our business and financial results.",
      "prior_title": "Defects, unanticipated use of, or inadequate disclosure with respect to our products, or allegations thereof, can adversely affect our business and financial results.",
      "current_body": "Certain of our products and services are sold for use in diagnostics. For those products and services in particular, manufacturing or design defects in, unanticipated use of, safety or quality issues (or the perception of such issues) with respect to, “off label” use of, or inadequate disclosure of risks relating to the use of products and services that we make or sell (including items that we source from third-parties) can lead to personal injury, death, and/or property damage and adversely affect our business and financial results. These events can lead to recalls or safety alerts, result in the removal of a product or service from the market and result in product liability or similar claims being brought against us. Recalls, removals and product liability and similar claims (regardless of their validity or ultimate outcome) result in significant costs, as well as negative publicity and damage to our reputation that could reduce demand for our products and services. Our business can also be affected by studies of the utilization, safety and efficacy of medical device products and components that are conducted by industry participants, government agencies and others. Any of the above can result in the discontinuation of marketing of such products in one or more countries and give rise to claims for damages from persons who believe they have been injured as a result of product issues, including claims by individuals or groups seeking to represent a class. 24 24 Table of ContentsBecause we rely heavily on third-party package-delivery services, a significant disruption in these services or significant increases in prices may disrupt our ability to ship products, increase our costs and lower our profitability.Most of our reagent products need to be stored and shipped at certain cold temperatures. Consequently, we ship a significant portion of our products to our customers by express mail or air delivery through package delivery companies, such as FedEx in the U.S. and DHL in Europe. If one or more of these third-party package-delivery providers were to experience a major work stoppage, preventing our products from being delivered in a timely fashion or causing us to incur additional shipping costs we could not pass on to our customers, our costs could increase and our relationships with certain of our customers could be adversely affected. In addition, if one or more of these third-party package-delivery providers were to increase prices, and we were not able to find comparable alternatives or make adjustments in our delivery network, our profitability could be adversely affected.Intellectual Property RisksWe are dependent on maintaining our intellectual property rights. If we are unable to adequately protect our intellectual property, or if third parties infringe our intellectual property rights, we may suffer competitive injury or expend significant resources enforcing our rights.Many of the markets we serve are technology-driven, and as a result intellectual property rights play a significant role in product development and differentiation. We own numerous patents, trademarks, copyrights, trade secrets and other intellectual property and licenses to intellectual property owned by others, which in aggregate are important to our business. The intellectual property rights that we obtain, however, are not always sufficiently broad and do not always provide us a significant competitive advantage, and patents may not be issued for pending or future patent applications owned by or licensed to us. In addition, the steps that we and our licensors have taken to maintain and protect our intellectual property do not always prevent it from being challenged, invalidated, circumvented, designed around or becoming subject to compulsory licensing. In some circumstances, enforcement is not available to us because an infringer has a dominant intellectual property position or for other business reasons. We also rely on nondisclosure and noncompetition agreements with employees, consultants and other parties to protect, in part, trade secrets and other proprietary rights. There can be no assurance that these agreements adequately protect our trade secrets and other proprietary rights and will not be breached, that we will have adequate remedies for any breach, that others will not independently develop substantially equivalent proprietary information or that third parties will not otherwise gain access to our trade secrets or other proprietary rights.These risks are particularly pronounced in countries in which we do business that do not have levels of protection of corporate proprietary information, intellectual property, technology and other assets comparable to the United States. We operate globally, with manufacturing operations in China and the UK, and approximately 43% of our revenue in fiscal 2024 was from outside the United States. The laws, regulations and enforcement mechanisms in other countries may in some cases be less protective of our intellectual property rights. Our failure to obtain or maintain intellectual property rights that convey competitive advantage, adequately protect our intellectual property or detect or prevent circumvention or unauthorized use of such property and the cost of enforcing our intellectual property rights can adversely impact our business and financial results.We may be involved in disputes to determine the scope, coverage and validity of others’ proprietary rights, or to defend against third-party claims of intellectual property infringement, any of which could be time-intensive and costly and may adversely impact our business.Our success depends in part on our ability to operate without infringing the proprietary rights of others, and to obtain licenses where necessary or appropriate. We have obtained and continue to negotiate licenses to produce a number of products claimed to be owned by others. Since we have not conducted a patent infringement study for each of our products, it is possible that some of our products may unintentionally infringe patents of third parties.We have been and may in the future be sued by third parties alleging that we are infringing their intellectual property rights. These lawsuits are expensive, take significant time, and divert management’s focus from other business concerns. If we are found to be infringing the intellectual property of others, we could be required to cease certain activities, alter 25 Table of Contents Table of Contents Table of Contents Because we rely heavily on third-party package-delivery services, a significant disruption in these services or significant increases in prices may disrupt our ability to ship products, increase our costs and lower our profitability.Most of our reagent products need to be stored and shipped at certain cold temperatures. Consequently, we ship a significant portion of our products to our customers by express mail or air delivery through package delivery companies, such as FedEx in the U.S. and DHL in Europe. If one or more of these third-party package-delivery providers were to experience a major work stoppage, preventing our products from being delivered in a timely fashion or causing us to incur additional shipping costs we could not pass on to our customers, our costs could increase and our relationships with certain of our customers could be adversely affected. In addition, if one or more of these third-party package-delivery providers were to increase prices, and we were not able to find comparable alternatives or make adjustments in our delivery network, our profitability could be adversely affected.Intellectual Property RisksWe are dependent on maintaining our intellectual property rights. If we are unable to adequately protect our intellectual property, or if third parties infringe our intellectual property rights, we may suffer competitive injury or expend significant resources enforcing our rights.Many of the markets we serve are technology-driven, and as a result intellectual property rights play a significant role in product development and differentiation. We own numerous patents, trademarks, copyrights, trade secrets and other intellectual property and licenses to intellectual property owned by others, which in aggregate are important to our business. The intellectual property rights that we obtain, however, are not always sufficiently broad and do not always provide us a significant competitive advantage, and patents may not be issued for pending or future patent applications owned by or licensed to us. In addition, the steps that we and our licensors have taken to maintain and protect our intellectual property do not always prevent it from being challenged, invalidated, circumvented, designed around or becoming subject to compulsory licensing. In some circumstances, enforcement is not available to us because an infringer has a dominant intellectual property position or for other business reasons. We also rely on nondisclosure and noncompetition agreements with employees, consultants and other parties to protect, in part, trade secrets and other proprietary rights. There can be no assurance that these agreements adequately protect our trade secrets and other proprietary rights and will not be breached, that we will have adequate remedies for any breach, that others will not independently develop substantially equivalent proprietary information or that third parties will not otherwise gain access to our trade secrets or other proprietary rights.These risks are particularly pronounced in countries in which we do business that do not have levels of protection of corporate proprietary information, intellectual property, technology and other assets comparable to the United States. We operate globally, with manufacturing operations in China and the UK, and approximately 43% of our revenue in fiscal 2024 was from outside the United States. The laws, regulations and enforcement mechanisms in other countries may in some cases be less protective of our intellectual property rights. Our failure to obtain or maintain intellectual property rights that convey competitive advantage, adequately protect our intellectual property or detect or prevent circumvention or unauthorized use of such property and the cost of enforcing our intellectual property rights can adversely impact our business and financial results.We may be involved in disputes to determine the scope, coverage and validity of others’ proprietary rights, or to defend against third-party claims of intellectual property infringement, any of which could be time-intensive and costly and may adversely impact our business.Our success depends in part on our ability to operate without infringing the proprietary rights of others, and to obtain licenses where necessary or appropriate. We have obtained and continue to negotiate licenses to produce a number of products claimed to be owned by others. Since we have not conducted a patent infringement study for each of our products, it is possible that some of our products may unintentionally infringe patents of third parties.We have been and may in the future be sued by third parties alleging that we are infringing their intellectual property rights. These lawsuits are expensive, take significant time, and divert management’s focus from other business concerns. If we are found to be infringing the intellectual property of others, we could be required to cease certain activities, alter"
    },
    {
      "status": "UNCHANGED",
      "current_title": "We are dependent on maintaining our intellectual property rights. If we are unable to adequately protect our intellectual property, or if third parties infringe our intellectual property rights, we may suffer competitive injury or expend significant resources enforcing our rights.",
      "prior_title": "We are dependent on maintaining our intellectual property rights. If we are unable to adequately protect our intellectual property, or if third parties infringe our intellectual property rights, we may suffer competitive injury or expend significant resources enforcing our rights.",
      "current_body": "Many of the markets we serve are technology-driven, and as a result intellectual property rights play a significant role in product development and differentiation. We own numerous patents, trademarks, copyrights, trade secrets and other intellectual property and licenses to intellectual property owned by others, which in aggregate are important to our business. The intellectual property rights that we obtain, however, are not always sufficiently broad and do not always provide us a significant competitive advantage, and patents may not be issued for pending or future patent applications owned by or licensed to us. In addition, the steps that we and our licensors have taken to maintain and protect our intellectual property do not always prevent it from being challenged, invalidated, circumvented, designed around or becoming subject to compulsory licensing. In some circumstances, enforcement is not available to us because an infringer has a dominant intellectual property position or for other business reasons. We also rely on nondisclosure and noncompetition agreements with employees, consultants and other parties to protect, in part, trade secrets and other proprietary rights. There can be no assurance that these agreements adequately protect our trade secrets and other proprietary rights and will not be breached, that we will have adequate remedies for any breach, that others will not independently develop substantially equivalent proprietary information or that third parties will not otherwise gain access to our trade secrets or other proprietary rights. These risks are particularly pronounced in countries in which we do business that do not have levels of protection of corporate proprietary information, intellectual property, technology and other assets comparable to the United States. We operate globally, with manufacturing operations in China and the UK, and approximately 43% of our revenue in fiscal 2024 was from outside the United States. The laws, regulations and enforcement mechanisms in other countries may in some cases be less protective of our intellectual property rights. Our failure to obtain or maintain intellectual property rights that convey competitive advantage, adequately protect our intellectual property or detect or prevent circumvention or unauthorized use of such property and the cost of enforcing our intellectual property rights can adversely impact our business and financial results."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Our business and financial results can be adversely affected by foreign currency exchange rates, changes in our tax rates and tax liabilities and assessments (including as a result of changes in tax laws).",
      "prior_title": "Our business and financial results can be adversely affected by foreign currency exchange rates, changes in our tax rates and tax liabilities and assessments (including as a result of changes in tax laws).",
      "current_body": "International markets contribute a substantial portion of our revenues, and we intend to continue expanding our presence in these regions. The exposure to fluctuations in currency exchange rates takes on different forms. International revenues and costs are subject to the risk that fluctuations in exchange rates could adversely affect our reported revenues and profitability when translated into U.S. dollars for financial reporting purposes. These fluctuations could also adversely affect the demand for products and services provided by us. As a multinational corporation, our businesses occasionally invoice third-party customers in currencies other than the one in which they primarily do business (the \"functional currency\"). Movements in the invoiced currency relative to the functional currency could adversely impact our cash flows and our results of operations. As our international sales grow, exposure to fluctuations in currency exchange rates could have a larger effect on our financial results. In fiscal 2024, currency translation had a favorable effect of approximately $6 million on revenues due to the value of the U.S. dollar relative to other currencies in which the company sells products and services. As a global company, we are subject to taxation in numerous countries, states and other jurisdictions. In particular, we are affected by the impact of changes to tax laws or related authoritative interpretations in the United States, including tax reform under the Tax Cuts and Jobs Act which became effective in late 2017, which included broad and complex changes 26 26 Table of Contentsto the United States tax code. Interpretations, assumptions and guidance regarding the Tax Act that have been issued subsequently have had a material impact on our effective tax rate, and we anticipate that there may be additional changes to the U.S. tax code under a new Administration.In preparing our financial results, we record the amount of tax that is payable in each of the countries, states and other jurisdictions in which we operate. Our future effective tax rate, however, may be lower or higher than experienced in the past due to numerous factors, including a change in the mix of our profitability from country to country, changes in accounting for income taxes and recently enacted and future changes in tax laws in jurisdictions in which we operate. Any of these factors could cause us to experience an effective tax rate significantly different from previous periods or our current expectations, which could have an adverse effect on our business, results of operations and cash flows.Dividends on our common stock could be reduced or eliminated in the future.For many years, our Board has declared quarterly dividends. In the future, our Board may determine to reduce or eliminate our common stock dividend in order to fund investments for growth, repurchase shares or conserve capital resources.Legal, Regulatory, Compliance and Reputational RisksOur business is subject to extensive regulation; failure to comply with these regulations could adversely affect our business and financial results.As referenced in more detail above, we and our customers must comply with a wide array of federal, state, local and international regulations, in such areas as medical device, healthcare, import and export, anticorruption, and privacy. We develop, configure and market our products to meet customer needs created by those regulations. Any significant change in regulations could reduce demand for our products or increase our expenses. For example, many of our instruments are marketed to the pharmaceutical industry for use in discovering and developing drugs and diagnostic products. Changes in the U.S. FDA’s regulation of drug or medical device products, such as managing the price of certain prescription drugs or potentially increasing regulatory scrutiny of lab developed tests, could have an adverse effect on the demand for these products.We have agreements relating to the sale of our products to government entities in the U.S. and elsewhere and, as a result, we are subject to various statutes and regulations that apply to companies doing business with the government (less than 3% of our fiscal 2024 sales were made to the U.S. federal government). The laws governing government contracts differ from the laws governing private contracts and government contracts may contain pricing terms and conditions that are not applicable to private contracts. We are also subject to investigation for compliance with the regulations governing government contracts. A failure to comply with these regulations could result in suspension of these contracts, criminal, civil and administrative penalties or debarment.We are subject to various local, state, federal, foreign and transnational laws and regulations, which include the operating and security standards of the U.S. FDA, the U.S. Drug Enforcement Agency (the DEA), the U.S. Department of Health and Human Services (the DHHS), and other comparable agencies and, in the future, any changes to such laws and regulations could adversely affect us. In particular, we are subject to laws and regulations concerning current good manufacturing practices. Our subsidiaries may be required to register for permits and/or licenses with, and may be required to comply with the laws and regulations of, the DEA, the FDA, the DHHS, foreign agencies and/or comparable state agencies as well as certain accrediting bodies depending upon the type of operations and location of product distribution, manufacturing and sale. The manufacture, distribution and marketing of many of our products and services, including medical devices and pharma services, are subject to extensive ongoing regulation by the FDA, the DEA, and other equivalent local, state, federal and non-U.S. regulatory authorities. In addition, we are subject to inspections by these regulatory authorities. For example, the EU has adopted the In Vitro Diagnostic Regulation (the “EU IVDR”), which imposes stricter requirements for the marketing and sale of in vitro diagnostic medical devices, including in the area of clinical evaluation requirements, quality systems and post-market surveillance. Manufacturers of in vitro diagnostics medical devices that have been marketed and sold under the prior regulatory regime now have to comply with some of the new EU IVDR requirements, while the effective date of other requirements have been delayed. Complying with EU IVDR, the regulation applicable to the Company, may require material modifications to our quality management systems, additional resources in certain functions, updates to technical files and additional clinical data in some cases, among other 27 Table of Contents Table of Contents Table of Contents to the United States tax code. Interpretations, assumptions and guidance regarding the Tax Act that have been issued subsequently have had a material impact on our effective tax rate, and we anticipate that there may be additional changes to the U.S. tax code under a new Administration.In preparing our financial results, we record the amount of tax that is payable in each of the countries, states and other jurisdictions in which we operate. Our future effective tax rate, however, may be lower or higher than experienced in the past due to numerous factors, including a change in the mix of our profitability from country to country, changes in accounting for income taxes and recently enacted and future changes in tax laws in jurisdictions in which we operate. Any of these factors could cause us to experience an effective tax rate significantly different from previous periods or our current expectations, which could have an adverse effect on our business, results of operations and cash flows.Dividends on our common stock could be reduced or eliminated in the future.For many years, our Board has declared quarterly dividends. In the future, our Board may determine to reduce or eliminate our common stock dividend in order to fund investments for growth, repurchase shares or conserve capital resources.Legal, Regulatory, Compliance and Reputational RisksOur business is subject to extensive regulation; failure to comply with these regulations could adversely affect our business and financial results.As referenced in more detail above, we and our customers must comply with a wide array of federal, state, local and international regulations, in such areas as medical device, healthcare, import and export, anticorruption, and privacy. We develop, configure and market our products to meet customer needs created by those regulations. Any significant change in regulations could reduce demand for our products or increase our expenses. For example, many of our instruments are marketed to the pharmaceutical industry for use in discovering and developing drugs and diagnostic products. Changes in the U.S. FDA’s regulation of drug or medical device products, such as managing the price of certain prescription drugs or potentially increasing regulatory scrutiny of lab developed tests, could have an adverse effect on the demand for these products.We have agreements relating to the sale of our products to government entities in the U.S. and elsewhere and, as a result, we are subject to various statutes and regulations that apply to companies doing business with the government (less than 3% of our fiscal 2024 sales were made to the U.S. federal government). The laws governing government contracts differ from the laws governing private contracts and government contracts may contain pricing terms and conditions that are not applicable to private contracts. We are also subject to investigation for compliance with the regulations governing government contracts. A failure to comply with these regulations could result in suspension of these contracts, criminal, civil and administrative penalties or debarment.We are subject to various local, state, federal, foreign and transnational laws and regulations, which include the operating and security standards of the U.S. FDA, the U.S. Drug Enforcement Agency (the DEA), the U.S. Department of Health and Human Services (the DHHS), and other comparable agencies and, in the future, any changes to such laws and regulations could adversely affect us. In particular, we are subject to laws and regulations concerning current good manufacturing practices. Our subsidiaries may be required to register for permits and/or licenses with, and may be required to comply with the laws and regulations of, the DEA, the FDA, the DHHS, foreign agencies and/or comparable state agencies as well as certain accrediting bodies depending upon the type of operations and location of product distribution, manufacturing and sale. The manufacture, distribution and marketing of many of our products and services, including medical devices and pharma services, are subject to extensive ongoing regulation by the FDA, the DEA, and other equivalent local, state, federal and non-U.S. regulatory authorities. In addition, we are subject to inspections by these regulatory authorities. For example, the EU has adopted the In Vitro Diagnostic Regulation (the “EU IVDR”), which imposes stricter requirements for the marketing and sale of in vitro diagnostic medical devices, including in the area of clinical evaluation requirements, quality systems and post-market surveillance. Manufacturers of in vitro diagnostics medical devices that have been marketed and sold under the prior regulatory regime now have to comply with some of the new EU IVDR requirements, while the effective date of other requirements have been delayed. Complying with EU IVDR, the regulation applicable to the Company, may require material modifications to our quality management systems, additional resources in certain functions, updates to technical files and additional clinical data in some cases, among other to the United States tax code. Interpretations, assumptions and guidance regarding the Tax Act that have been issued subsequently have had a material impact on our effective tax rate, and we anticipate that there may be additional changes to the U.S. tax code under a new Administration. In preparing our financial results, we record the amount of tax that is payable in each of the countries, states and other jurisdictions in which we operate. Our future effective tax rate, however, may be lower or higher than experienced in the past due to numerous factors, including a change in the mix of our profitability from country to country, changes in accounting for income taxes and recently enacted and future changes in tax laws in jurisdictions in which we operate. Any of these factors could cause us to experience an effective tax rate significantly different from previous periods or our current expectations, which could have an adverse effect on our business, results of operations and cash flows."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Certain of our businesses are subject to extensive regulation by the U.S. FDA and by comparable agencies of other countries, as well as laws regulating fraud and abuse in the healthcare industry and the privacy and security of health information. Failure to comply with those regulations could adversely affect our business and financial results.",
      "prior_title": "Certain of our businesses are subject to extensive regulation by the U.S. FDA and by comparable agencies of other countries, as well as laws regulating fraud and abuse in the healthcare industry and the privacy and security of health information. Failure to comply with those regulations could adversely affect our business and financial results.",
      "current_body": "Certain of our products are medical devices, diagnostics tests and other products that are subject to regulation by the U.S. FDA or state CLIA regulations, by other federal and state governmental agencies, by comparable agencies of other countries and regions and by regulations governing hazardous materials and drugs-of abuse, or the manufacture and sale of products containing any such materials. The global regulatory environment has become increasingly stringent and unpredictable. Several countries that did not have regulatory requirements for medical devices have established such requirements in recent years, and other countries have expanded, or plan to expand, their existing regulations, including implementation of IVDR regulations in Europe. Failure to meet these requirements may adversely impact our business and financial results in the applicable geographies. Government authorities may conclude that our business practices do not comply with current or future statutes, regulations, agency guidance or case law. Failure to obtain required regulatory clearances before marketing our products (or before implementing modifications to or promoting additional indications or uses of our products), other violations of laws or regulations, failure to remediate inspectional observations to the satisfaction of these regulatory authorities, real or perceived efficacy or safety concerns or trends of adverse events with respect to our products (even after obtaining clearance for distribution) and unfavorable or inconsistent clinical data from existing or future clinical trials can lead to FDA Form 483 Inspectional Observations, warning letters, notices to customers, declining sales, loss of customers, loss of market share, remediation and increased compliance costs, recalls, seizures of adulterated or misbranded products, fines, expenses, injunctions, civil penalties, criminal penalties, consent decrees, administrative detentions, refusals to permit importations, partial or total shutdown of production facilities or the implementation of operating restrictions, narrowing of permitted uses for a product, refusal of the government to grant 510(k) clearance, suspension or withdrawal of approvals, pre-market notification rescissions and other adverse effects. Further, defending against any such actions can be costly and time-consuming and may require significant personnel resources. Therefore, even if we are successful in defending against any such actions brought against us, our business may be impaired. Ensuring that our internal operations and business arrangements with third parties comply with applicable laws and regulations also involves substantial costs. More specifically, as a healthcare provider, the Company’s Exosome Diagnostics’ ExoDx Prostate business is subject to extensive regulation at the federal, state, and local levels in the U.S. and other countries where it operates. The Company’s failure to meet governmental requirements under these regulations, including those relating to billing practices and financial relationships with physicians, hospitals, and health systems, could lead to civil and criminal penalties, exclusion from participation in Medicare and Medicaid, and possibly prohibitions or restrictions on the use of its laboratories. While the Company believes that it is in material compliance with all statutory and regulatory requirements, there is a risk that government authorities might take a contrary position. Such occurrences, regardless of their outcome, could damage the Company’s reputation and adversely affect important business relationships it has with third parties."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Our business and financial results can be impaired by improper conduct by any of our employees, agents or business partners.",
      "prior_title": "Our business and financial results can be impaired by improper conduct by any of our employees, agents or business partners.",
      "current_body": "We cannot provide assurance that our internal controls and compliance systems, including our Code of Ethics and Business Conduct, protect us from unauthorized acts committed by employees, agents or business partners of ours (or of businesses we acquire or partner with) that violate U.S. and/or non-U.S. laws, including the laws governing payments to government officials, bribery, fraud, kickbacks and false claims, pricing, sales and marketing practices, conflicts of interest, competition, employment practices and workplace behavior, export and import compliance, economic and trade sanctions, money laundering and data privacy. In particular, the U.S. Foreign Corrupt Practices Act, the UK Bribery Act and similar anti-bribery laws in other jurisdictions generally prohibit companies and their intermediaries from making improper payments to government officials for the purpose of obtaining or retaining business, and we operate in many parts of the world that have experienced governmental corruption to some degree. Any such improper actions or allegations of such acts could damage our reputation and subject us to civil or criminal investigations in the United States and in other jurisdictions and related shareholder lawsuits, could lead to substantial civil and criminal, monetary and non-monetary penalties and could cause us to incur significant legal and investigatory fees. In addition, the government may seek to hold us liable for violations committed by companies in which we invest or that we acquire. We also rely on our suppliers to adhere to our supplier code of conduct, and material violations of such code of conduct could occur that could have a material effect on our business and financial results. 28 28 Table of ContentsCertain of our businesses are subject to extensive regulation by the U.S. FDA and by comparable agencies of other countries, as well as laws regulating fraud and abuse in the healthcare industry and the privacy and security of health information. Failure to comply with those regulations could adversely affect our business and financial results.Certain of our products are medical devices, diagnostics tests and other products that are subject to regulation by the U.S. FDA or state CLIA regulations, by other federal and state governmental agencies, by comparable agencies of other countries and regions and by regulations governing hazardous materials and drugs-of abuse, or the manufacture and sale of products containing any such materials. The global regulatory environment has become increasingly stringent and unpredictable. Several countries that did not have regulatory requirements for medical devices have established such requirements in recent years, and other countries have expanded, or plan to expand, their existing regulations, including implementation of IVDR regulations in Europe. Failure to meet these requirements may adversely impact our business and financial results in the applicable geographies.Government authorities may conclude that our business practices do not comply with current or future statutes, regulations, agency guidance or case law. Failure to obtain required regulatory clearances before marketing our products (or before implementing modifications to or promoting additional indications or uses of our products), other violations of laws or regulations, failure to remediate inspectional observations to the satisfaction of these regulatory authorities, real or perceived efficacy or safety concerns or trends of adverse events with respect to our products (even after obtaining clearance for distribution) and unfavorable or inconsistent clinical data from existing or future clinical trials can lead to FDA Form 483 Inspectional Observations, warning letters, notices to customers, declining sales, loss of customers, loss of market share, remediation and increased compliance costs, recalls, seizures of adulterated or misbranded products, fines, expenses, injunctions, civil penalties, criminal penalties, consent decrees, administrative detentions, refusals to permit importations, partial or total shutdown of production facilities or the implementation of operating restrictions, narrowing of permitted uses for a product, refusal of the government to grant 510(k) clearance, suspension or withdrawal of approvals, pre-market notification rescissions and other adverse effects. Further, defending against any such actions can be costly and time-consuming and may require significant personnel resources. Therefore, even if we are successful in defending against any such actions brought against us, our business may be impaired. Ensuring that our internal operations and business arrangements with third parties comply with applicable laws and regulations also involves substantial costs.More specifically, as a healthcare provider, the Company’s Exosome Diagnostics’ ExoDx Prostate business is subject to extensive regulation at the federal, state, and local levels in the U.S. and other countries where it operates. The Company’s failure to meet governmental requirements under these regulations, including those relating to billing practices and financial relationships with physicians, hospitals, and health systems, could lead to civil and criminal penalties, exclusion from participation in Medicare and Medicaid, and possibly prohibitions or restrictions on the use of its laboratories. While the Company believes that it is in material compliance with all statutory and regulatory requirements, there is a risk that government authorities might take a contrary position. Such occurrences, regardless of their outcome, could damage the Company’s reputation and adversely affect important business relationships it has with third parties.Failure to comply with privacy and security laws and regulations could result in fines, penalties and damage to the Company’s reputation and have a material adverse effect upon the Company’s business, a risk that has been elevated with recent acquisitions that use protected health information and utilize healthcare providers for laboratory resting services.If the Company does not comply with existing or new laws and regulations related to protecting the privacy and security of personal or health information, it could be subject to monetary fines, civil penalties or criminal sanctions. In the U.S., the Health Insurance Portability and Accountability Act of 1996 (HIPAA) privacy and security regulations, including the expanded requirements under U.S. Health Information Technology for Economic and Clinical Health Act (HITECH), establish comprehensive standards with respect to the use and disclosure of protected health information (PHI) by covered entities, in addition to setting standards to protect the confidentiality, integrity and security of PHI. HIPAA restricts the Company’s ability to use or disclose PHI, without patient authorization, for purposes other than payment, treatment or healthcare operations (as defined by HIPAA), except for disclosures for various public policy purposes and other permitted purposes outlined in the privacy regulations. If the laboratory operations use or disclose PHI improperly under these privacy regulations, they may incur significant fines and other penalties for wrongful use or disclosure of PHI in violation of the privacy and security regulations, including potential civil and criminal fines and penalties.​29 Table of Contents Table of Contents Table of Contents Certain of our businesses are subject to extensive regulation by the U.S. FDA and by comparable agencies of other countries, as well as laws regulating fraud and abuse in the healthcare industry and the privacy and security of health information. Failure to comply with those regulations could adversely affect our business and financial results.Certain of our products are medical devices, diagnostics tests and other products that are subject to regulation by the U.S. FDA or state CLIA regulations, by other federal and state governmental agencies, by comparable agencies of other countries and regions and by regulations governing hazardous materials and drugs-of abuse, or the manufacture and sale of products containing any such materials. The global regulatory environment has become increasingly stringent and unpredictable. Several countries that did not have regulatory requirements for medical devices have established such requirements in recent years, and other countries have expanded, or plan to expand, their existing regulations, including implementation of IVDR regulations in Europe. Failure to meet these requirements may adversely impact our business and financial results in the applicable geographies.Government authorities may conclude that our business practices do not comply with current or future statutes, regulations, agency guidance or case law. Failure to obtain required regulatory clearances before marketing our products (or before implementing modifications to or promoting additional indications or uses of our products), other violations of laws or regulations, failure to remediate inspectional observations to the satisfaction of these regulatory authorities, real or perceived efficacy or safety concerns or trends of adverse events with respect to our products (even after obtaining clearance for distribution) and unfavorable or inconsistent clinical data from existing or future clinical trials can lead to FDA Form 483 Inspectional Observations, warning letters, notices to customers, declining sales, loss of customers, loss of market share, remediation and increased compliance costs, recalls, seizures of adulterated or misbranded products, fines, expenses, injunctions, civil penalties, criminal penalties, consent decrees, administrative detentions, refusals to permit importations, partial or total shutdown of production facilities or the implementation of operating restrictions, narrowing of permitted uses for a product, refusal of the government to grant 510(k) clearance, suspension or withdrawal of approvals, pre-market notification rescissions and other adverse effects. Further, defending against any such actions can be costly and time-consuming and may require significant personnel resources. Therefore, even if we are successful in defending against any such actions brought against us, our business may be impaired. Ensuring that our internal operations and business arrangements with third parties comply with applicable laws and regulations also involves substantial costs.More specifically, as a healthcare provider, the Company’s Exosome Diagnostics’ ExoDx Prostate business is subject to extensive regulation at the federal, state, and local levels in the U.S. and other countries where it operates. The Company’s failure to meet governmental requirements under these regulations, including those relating to billing practices and financial relationships with physicians, hospitals, and health systems, could lead to civil and criminal penalties, exclusion from participation in Medicare and Medicaid, and possibly prohibitions or restrictions on the use of its laboratories. While the Company believes that it is in material compliance with all statutory and regulatory requirements, there is a risk that government authorities might take a contrary position. Such occurrences, regardless of their outcome, could damage the Company’s reputation and adversely affect important business relationships it has with third parties.Failure to comply with privacy and security laws and regulations could result in fines, penalties and damage to the Company’s reputation and have a material adverse effect upon the Company’s business, a risk that has been elevated with recent acquisitions that use protected health information and utilize healthcare providers for laboratory resting services.If the Company does not comply with existing or new laws and regulations related to protecting the privacy and security of personal or health information, it could be subject to monetary fines, civil penalties or criminal sanctions. In the U.S., the Health Insurance Portability and Accountability Act of 1996 (HIPAA) privacy and security regulations, including the expanded requirements under U.S. Health Information Technology for Economic and Clinical Health Act (HITECH), establish comprehensive standards with respect to the use and disclosure of protected health information (PHI) by covered entities, in addition to setting standards to protect the confidentiality, integrity and security of PHI. HIPAA restricts the Company’s ability to use or disclose PHI, without patient authorization, for purposes other than payment, treatment or healthcare operations (as defined by HIPAA), except for disclosures for various public policy purposes and other permitted purposes outlined in the privacy regulations. If the laboratory operations use or disclose PHI improperly under these privacy regulations, they may incur significant fines and other penalties for wrongful use or disclosure of PHI in violation of the privacy and security regulations, including potential civil and criminal fines and penalties.​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "Our business is subject to extensive regulation; failure to comply with these regulations could adversely affect our business and financial results.",
      "prior_title": "Our business is subject to extensive regulation; failure to comply with these regulations could adversely affect our business and financial results.",
      "current_body": "As referenced in more detail above, we and our customers must comply with a wide array of federal, state, local and international regulations, in such areas as medical device, healthcare, import and export, anticorruption, and privacy. We develop, configure and market our products to meet customer needs created by those regulations. Any significant change in regulations could reduce demand for our products or increase our expenses. For example, many of our instruments are marketed to the pharmaceutical industry for use in discovering and developing drugs and diagnostic products. Changes in the U.S. FDA’s regulation of drug or medical device products, such as managing the price of certain prescription drugs or potentially increasing regulatory scrutiny of lab developed tests, could have an adverse effect on the demand for these products. We have agreements relating to the sale of our products to government entities in the U.S. and elsewhere and, as a result, we are subject to various statutes and regulations that apply to companies doing business with the government (less than 3% of our fiscal 2024 sales were made to the U.S. federal government). The laws governing government contracts differ from the laws governing private contracts and government contracts may contain pricing terms and conditions that are not applicable to private contracts. We are also subject to investigation for compliance with the regulations governing government contracts. A failure to comply with these regulations could result in suspension of these contracts, criminal, civil and administrative penalties or debarment. We are subject to various local, state, federal, foreign and transnational laws and regulations, which include the operating and security standards of the U.S. FDA, the U.S. Drug Enforcement Agency (the DEA), the U.S. Department of Health and Human Services (the DHHS), and other comparable agencies and, in the future, any changes to such laws and regulations could adversely affect us. In particular, we are subject to laws and regulations concerning current good manufacturing practices. Our subsidiaries may be required to register for permits and/or licenses with, and may be required to comply with the laws and regulations of, the DEA, the FDA, the DHHS, foreign agencies and/or comparable state agencies as well as certain accrediting bodies depending upon the type of operations and location of product distribution, manufacturing and sale. The manufacture, distribution and marketing of many of our products and services, including medical devices and pharma services, are subject to extensive ongoing regulation by the FDA, the DEA, and other equivalent local, state, federal and non-U.S. regulatory authorities. In addition, we are subject to inspections by these regulatory authorities. For example, the EU has adopted the In Vitro Diagnostic Regulation (the “EU IVDR”), which imposes stricter requirements for the marketing and sale of in vitro diagnostic medical devices, including in the area of clinical evaluation requirements, quality systems and post-market surveillance. Manufacturers of in vitro diagnostics medical devices that have been marketed and sold under the prior regulatory regime now have to comply with some of the new EU IVDR requirements, while the effective date of other requirements have been delayed. Complying with EU IVDR, the regulation applicable to the Company, may require material modifications to our quality management systems, additional resources in certain functions, updates to technical files and additional clinical data in some cases, among other 27 27 Table of Contentschanges. Failure by us or by our customers to comply with the requirements of the EU IVDR, or other requirements imposed by these or similar regulatory authorities, including without limitation, remediating any inspectional observations to the satisfaction of these regulatory authorities, could result in warning letters, product recalls or seizures, monetary sanctions, injunctions to halt manufacture and distribution, restrictions on our operations, civil or criminal sanctions, or withdrawal of existing or denial of pending approvals, including those relating to products or facilities. In addition, such a failure could expose us to contractual or product liability claims, contractual claims from our customers, including claims for reimbursement for lost or damaged active pharmaceutical ingredients, as well as ongoing remediation and increased compliance costs, any or all of which could be significant. We are the sole manufacturer of a number of products for many of our customers and a negative regulatory event could impact our customers’ ability to provide products to their customers.We are also subject to a variety of federal, state, local and international laws and regulations that govern, among other things, the importation and exportation of products, the handling, transportation and manufacture of substances that could be classified as hazardous, and our business practices in the U.S. and abroad such as anti-competition laws. Any noncompliance by us with applicable laws and regulations or the failure to maintain, renew or obtain necessary permits and licenses could result in criminal, civil and administrative penalties and could have an adverse effect on our results of operations.Significant developments or changes in U.S. laws or policies, including changes in U.S. trade policies and tariffs and the reaction of other countries thereto, can have an adverse effect on our business and financial results.Significant developments or changes in U.S. laws and policies (including as a result of changes in party control of Congress or decisions from the U.S. Supreme Court), such as laws and policies governing foreign trade, manufacturing, and development and investment in the territories and countries where we or our customers operate, or governing the health care system and drug prices, can adversely affect our business and financial results. For example, the previous U.S. administration increased tariffs on certain goods imported into the United States and trade tensions between the United States and China escalated, with each country imposing significant additional tariffs on a wide range of goods imported from the other country. That trade tension has not diminished under the current U.S. administration. The U.S. and China could impose other types of restrictions such as limitations on government procurement or technology export restrictions, which could affect our access to markets. In addition, changes to laws or regulations pertraining to laboratory developed tests may adversely affect our business and financial results. These factors have adversely affected, and in the future could further adversely affect, our business and financial results.Our business and financial results can be impaired by improper conduct by any of our employees, agents or business partners.We cannot provide assurance that our internal controls and compliance systems, including our Code of Ethics and Business Conduct, protect us from unauthorized acts committed by employees, agents or business partners of ours (or of businesses we acquire or partner with) that violate U.S. and/or non-U.S. laws, including the laws governing payments to government officials, bribery, fraud, kickbacks and false claims, pricing, sales and marketing practices, conflicts of interest, competition, employment practices and workplace behavior, export and import compliance, economic and trade sanctions, money laundering and data privacy. In particular, the U.S. Foreign Corrupt Practices Act, the UK Bribery Act and similar anti-bribery laws in other jurisdictions generally prohibit companies and their intermediaries from making improper payments to government officials for the purpose of obtaining or retaining business, and we operate in many parts of the world that have experienced governmental corruption to some degree. Any such improper actions or allegations of such acts could damage our reputation and subject us to civil or criminal investigations in the United States and in other jurisdictions and related shareholder lawsuits, could lead to substantial civil and criminal, monetary and non-monetary penalties and could cause us to incur significant legal and investigatory fees. In addition, the government may seek to hold us liable for violations committed by companies in which we invest or that we acquire. We also rely on our suppliers to adhere to our supplier code of conduct, and material violations of such code of conduct could occur that could have a material effect on our business and financial results.28 Table of Contents Table of Contents Table of Contents changes. Failure by us or by our customers to comply with the requirements of the EU IVDR, or other requirements imposed by these or similar regulatory authorities, including without limitation, remediating any inspectional observations to the satisfaction of these regulatory authorities, could result in warning letters, product recalls or seizures, monetary sanctions, injunctions to halt manufacture and distribution, restrictions on our operations, civil or criminal sanctions, or withdrawal of existing or denial of pending approvals, including those relating to products or facilities. In addition, such a failure could expose us to contractual or product liability claims, contractual claims from our customers, including claims for reimbursement for lost or damaged active pharmaceutical ingredients, as well as ongoing remediation and increased compliance costs, any or all of which could be significant. We are the sole manufacturer of a number of products for many of our customers and a negative regulatory event could impact our customers’ ability to provide products to their customers.We are also subject to a variety of federal, state, local and international laws and regulations that govern, among other things, the importation and exportation of products, the handling, transportation and manufacture of substances that could be classified as hazardous, and our business practices in the U.S. and abroad such as anti-competition laws. Any noncompliance by us with applicable laws and regulations or the failure to maintain, renew or obtain necessary permits and licenses could result in criminal, civil and administrative penalties and could have an adverse effect on our results of operations.Significant developments or changes in U.S. laws or policies, including changes in U.S. trade policies and tariffs and the reaction of other countries thereto, can have an adverse effect on our business and financial results.Significant developments or changes in U.S. laws and policies (including as a result of changes in party control of Congress or decisions from the U.S. Supreme Court), such as laws and policies governing foreign trade, manufacturing, and development and investment in the territories and countries where we or our customers operate, or governing the health care system and drug prices, can adversely affect our business and financial results. For example, the previous U.S. administration increased tariffs on certain goods imported into the United States and trade tensions between the United States and China escalated, with each country imposing significant additional tariffs on a wide range of goods imported from the other country. That trade tension has not diminished under the current U.S. administration. The U.S. and China could impose other types of restrictions such as limitations on government procurement or technology export restrictions, which could affect our access to markets. In addition, changes to laws or regulations pertraining to laboratory developed tests may adversely affect our business and financial results. These factors have adversely affected, and in the future could further adversely affect, our business and financial results.Our business and financial results can be impaired by improper conduct by any of our employees, agents or business partners.We cannot provide assurance that our internal controls and compliance systems, including our Code of Ethics and Business Conduct, protect us from unauthorized acts committed by employees, agents or business partners of ours (or of businesses we acquire or partner with) that violate U.S. and/or non-U.S. laws, including the laws governing payments to government officials, bribery, fraud, kickbacks and false claims, pricing, sales and marketing practices, conflicts of interest, competition, employment practices and workplace behavior, export and import compliance, economic and trade sanctions, money laundering and data privacy. In particular, the U.S. Foreign Corrupt Practices Act, the UK Bribery Act and similar anti-bribery laws in other jurisdictions generally prohibit companies and their intermediaries from making improper payments to government officials for the purpose of obtaining or retaining business, and we operate in many parts of the world that have experienced governmental corruption to some degree. Any such improper actions or allegations of such acts could damage our reputation and subject us to civil or criminal investigations in the United States and in other jurisdictions and related shareholder lawsuits, could lead to substantial civil and criminal, monetary and non-monetary penalties and could cause us to incur significant legal and investigatory fees. In addition, the government may seek to hold us liable for violations committed by companies in which we invest or that we acquire. We also rely on our suppliers to adhere to our supplier code of conduct, and material violations of such code of conduct could occur that could have a material effect on our business and financial results. changes. Failure by us or by our customers to comply with the requirements of the EU IVDR, or other requirements imposed by these or similar regulatory authorities, including without limitation, remediating any inspectional observations to the satisfaction of these regulatory authorities, could result in warning letters, product recalls or seizures, monetary sanctions, injunctions to halt manufacture and distribution, restrictions on our operations, civil or criminal sanctions, or withdrawal of existing or denial of pending approvals, including those relating to products or facilities. In addition, such a failure could expose us to contractual or product liability claims, contractual claims from our customers, including claims for reimbursement for lost or damaged active pharmaceutical ingredients, as well as ongoing remediation and increased compliance costs, any or all of which could be significant. We are the sole manufacturer of a number of products for many of our customers and a negative regulatory event could impact our customers’ ability to provide products to their customers. We are also subject to a variety of federal, state, local and international laws and regulations that govern, among other things, the importation and exportation of products, the handling, transportation and manufacture of substances that could be classified as hazardous, and our business practices in the U.S. and abroad such as anti-competition laws. Any noncompliance by us with applicable laws and regulations or the failure to maintain, renew or obtain necessary permits and licenses could result in criminal, civil and administrative penalties and could have an adverse effect on our results of operations."
    },
    {
      "status": "UNCHANGED",
      "current_title": "A significant disruption in, or breach of security of, our information technology systems or data, or violation of data privacy laws, could result in damage to our reputation, data integrity and/or subject us to costs, fines, or lawsuits under data privacy or other laws or contractual requirements.",
      "prior_title": "A significant disruption in, or breach of security of, our information technology systems or data, or violation of data privacy laws, could result in damage to our reputation, data integrity and/or subject us to costs, fines, or lawsuits under data privacy or other laws or contractual requirements.",
      "current_body": "The integrity and protection of our own data, and that of our customers and employees, is critical to our business. We rely on information technology systems, some of which are provided and/or managed by third parties, to process, transmit and store electronic information (including sensitive data such as confidential business information and personally identifiable data relating to employees, customers, other business partners and patients), and to manage or support a variety of critical business processes and activities (such as receiving and fulfilling orders, billing, collecting and making payments, shipping products, providing services and support to customers and fulfilling contractual obligations). These systems, products and services (including those we acquire through business acquisitions) can be damaged, disrupted or shut down due to attacks by computer hackers, computer viruses, ransomware, human error or malfeasance, power outages, hardware failures, telecommunication or utility failures, catastrophes or other unforeseen events, and in any such circumstances our system redundancy and other disaster recovery planning may be ineffective or inadequate. Attacks can also target hardware, software and information installed, stored or transmitted in our products after such products have been purchased and incorporated into third-party products, facilities or infrastructure. Security breaches of systems provided or enabled by us, regardless of whether the breach is attributable to a vulnerability in our products or services, or security breaches of third party systems we rely on to process, store or transmit electronic information, can result in the misappropriation, destruction or unauthorized disclosure of confidential information or personal data belonging to us or to our employees, partners, customers, patients or suppliers. These attacks, breaches, misappropriations and other disruptions and damage can interrupt our operations or the operations of our customers and partners, delay production and shipments, result in theft of our and our customers’ intellectual property and trade secrets, result in disclosure of personally identifiable information, damage customer, patient, business partner and employee relationships and our reputation and result in defective products or services, legal claims and proceedings, liability and penalties under privacy laws and increased costs for security and remediation, in each case resulting in an adverse effect on our business and financial results. In addition, our information technology systems require an ongoing commitment of significant resources to maintain and enhance existing systems and develop or integrate new systems to keep pace with continuing changes in information processing technology, evolving legal and regulatory standards, evolving customer expectations, changes in the techniques used to obtain unauthorized access to data and information systems, and the information technology needs associated with our changing products and services. There can be no assurance that we will be able to successfully maintain, enhance and upgrade our systems as necessary to effectively address these requirements. If we are unable to maintain reliable information technology systems or appropriate controls with respect to global data privacy and security requirements and prevent data breaches, we may suffer regulatory consequences in addition to business consequences. As a global organization, we are subject to data privacy and security laws, regulations, and customer-imposed controls in numerous jurisdictions as a result of having access to and processing confidential, personal and/or sensitive data in the course of our business. For example, in the United States, a small number of our businesses are subject to HIPAA. Entities that violate HIPAA due to a breach of unsecured patient health information, or that arise from a complaint about privacy practices or an audit by the HHS, may be subject to significant civil, criminal and administrative fines and penalties and/or additional reporting and oversight obligations if required to enter into a resolution agreement and corrective action plan with HHS to settle allegations of HIPAA non-compliance. Individual states regulate data breach and security requirements, and multiple governmental bodies assert authority over aspects of the protection of personal privacy. Most notably, in the last several years, some states, including California, Virginia, Utah, Colorado and Connecticut, have passed broad privacy legislation that could result in more material impacts as implementing regulations are issued. European laws require us to have an approved legal mechanism to transfer personal data out of Europe. Failure to comply with the requirements of GDPR and the applicable national data protection laws of the EU member states may result in fines of up to €20 million or up to 4% of the total worldwide annual turnover of the preceding financial year, whichever is higher, and other administrative penalties. Several other countries such as China and Russia have passed, and other countries are considering passing, laws that require personal data relating to their citizens to be maintained on local servers and impose additional data transfer restrictions. Government enforcement actions can be costly and interrupt the regular operation of our business, and data breaches or violations of data privacy laws can result in fines, reputational damage and civil lawsuits, any of which may adversely affect our business, reputation and financial results. 22 22 Table of ContentsIf we suffer loss to our supply chains, distribution systems or information technology systems due to catastrophe or other events, our operations could be seriously harmed.Our supply chains, distribution systems and information technology systems may be subject to catastrophic loss due to fire, flood, earthquake, hurricane, power shortage or outage, public health crisis (including epidemics and pandemics) and the reaction thereto, war, terrorism, riot or other man-made or natural disasters. If any of these supply chains or systems were to experience a catastrophic loss, it could disrupt our operations, delay production and shipments, result in defective products or services, diminish demand, damage customer relationships and our reputation and result in legal exposure and significant repair or replacement expenses. The third-party insurance coverage that we maintain varies from time to time in both type and amount depending on cost, availability and our decisions regarding risk retention, and may be unavailable or insufficient to protect us against such losses.The manufacture of many of our products is a complex process, and if we directly or indirectly encounter problems manufacturing products, our business and financial results could suffer.The manufacture of many of our products is a complex process, due in part to strict regulatory requirements for some of our products. Problems can arise during manufacturing for a variety of reasons, including equipment malfunction, failure to follow specific protocols and procedures, problems with reliable sourcing of raw materials or components, natural disasters and environmental factors, and, if not discovered before the product is released to market, can result in recalls and product liability exposure. Because of the quality requirements of some of our customers as well as stringent regulations of the FDA and similar agencies regarding the manufacture of certain of our products, alternative manufacturing or sourcing is not always available on a timely basis to replace such production capacity. Any of these manufacturing problems could result in significant adverse impacts to our business and financial results.If we cannot adjust our manufacturing capacity or the purchases required for our manufacturing activities to reflect changes in market conditions or customer demand, our business and financial results may suffer. In addition, our reliance upon sole or limited sources of supply for certain materials, components and services can cause production interruptions, delays and inefficiencies.We purchase materials, components and equipment from third parties for use in many of our manufacturing operations. Our profitability could be adversely impacted if we are unable to adjust our purchases to reflect changes in customer demand and market fluctuations, including those caused by seasonality or cyclicality. During a market upturn, suppliers from time to time extend lead times, limit supplies or increase prices. If we cannot purchase sufficient products at competitive prices and quality and on a timely enough basis to meet increasing demand, we may not be able to satisfy market demand, product shipments may be delayed, our costs may increase, or we may breach our contractual commitments and incur liabilities. Conversely, in order to secure supplies for the production of products, we sometimes enter into noncancelable purchase commitments with vendors, which can impact our ability to adjust our inventory to reflect declining market demands. If demand for our products is less than we expect, we may experience additional excess and obsolete inventories and be forced to incur additional charges and our business and financial results may suffer.In addition, some of our businesses purchase certain materials from sole or limited source suppliers for reasons of quality assurance, regulatory requirements, cost effectiveness, availability or uniqueness of design. If these or other suppliers encounter financial, operating or other difficulties or if our relationship with them changes, we might not be able to quickly establish or qualify replacement sources of supply. The supply chains for our businesses can also be disrupted by supplier capacity constraints, bankruptcy or exiting of the business for other reasons, decreased availability of key raw materials or commodities and external events such as natural disasters, pandemic health issues, war, terrorist actions, governmental actions (such as trade protectionism) and legislative or regulatory changes. Any of these factors can result in production interruptions, delays, extended lead times and inefficiencies. Because we cannot always immediately adapt our production capacity and related cost structures to changing market conditions, at times our manufacturing capacity may exceed or fall short of our production requirements. Any or all of these problems can result in the loss of customers, provide an opportunity for competing products to gain market acceptance and otherwise adversely affect our business and financial results.23 Table of Contents Table of Contents Table of Contents If we suffer loss to our supply chains, distribution systems or information technology systems due to catastrophe or other events, our operations could be seriously harmed.Our supply chains, distribution systems and information technology systems may be subject to catastrophic loss due to fire, flood, earthquake, hurricane, power shortage or outage, public health crisis (including epidemics and pandemics) and the reaction thereto, war, terrorism, riot or other man-made or natural disasters. If any of these supply chains or systems were to experience a catastrophic loss, it could disrupt our operations, delay production and shipments, result in defective products or services, diminish demand, damage customer relationships and our reputation and result in legal exposure and significant repair or replacement expenses. The third-party insurance coverage that we maintain varies from time to time in both type and amount depending on cost, availability and our decisions regarding risk retention, and may be unavailable or insufficient to protect us against such losses.The manufacture of many of our products is a complex process, and if we directly or indirectly encounter problems manufacturing products, our business and financial results could suffer.The manufacture of many of our products is a complex process, due in part to strict regulatory requirements for some of our products. Problems can arise during manufacturing for a variety of reasons, including equipment malfunction, failure to follow specific protocols and procedures, problems with reliable sourcing of raw materials or components, natural disasters and environmental factors, and, if not discovered before the product is released to market, can result in recalls and product liability exposure. Because of the quality requirements of some of our customers as well as stringent regulations of the FDA and similar agencies regarding the manufacture of certain of our products, alternative manufacturing or sourcing is not always available on a timely basis to replace such production capacity. Any of these manufacturing problems could result in significant adverse impacts to our business and financial results.If we cannot adjust our manufacturing capacity or the purchases required for our manufacturing activities to reflect changes in market conditions or customer demand, our business and financial results may suffer. In addition, our reliance upon sole or limited sources of supply for certain materials, components and services can cause production interruptions, delays and inefficiencies.We purchase materials, components and equipment from third parties for use in many of our manufacturing operations. Our profitability could be adversely impacted if we are unable to adjust our purchases to reflect changes in customer demand and market fluctuations, including those caused by seasonality or cyclicality. During a market upturn, suppliers from time to time extend lead times, limit supplies or increase prices. If we cannot purchase sufficient products at competitive prices and quality and on a timely enough basis to meet increasing demand, we may not be able to satisfy market demand, product shipments may be delayed, our costs may increase, or we may breach our contractual commitments and incur liabilities. Conversely, in order to secure supplies for the production of products, we sometimes enter into noncancelable purchase commitments with vendors, which can impact our ability to adjust our inventory to reflect declining market demands. If demand for our products is less than we expect, we may experience additional excess and obsolete inventories and be forced to incur additional charges and our business and financial results may suffer.In addition, some of our businesses purchase certain materials from sole or limited source suppliers for reasons of quality assurance, regulatory requirements, cost effectiveness, availability or uniqueness of design. If these or other suppliers encounter financial, operating or other difficulties or if our relationship with them changes, we might not be able to quickly establish or qualify replacement sources of supply. The supply chains for our businesses can also be disrupted by supplier capacity constraints, bankruptcy or exiting of the business for other reasons, decreased availability of key raw materials or commodities and external events such as natural disasters, pandemic health issues, war, terrorist actions, governmental actions (such as trade protectionism) and legislative or regulatory changes. Any of these factors can result in production interruptions, delays, extended lead times and inefficiencies. Because we cannot always immediately adapt our production capacity and related cost structures to changing market conditions, at times our manufacturing capacity may exceed or fall short of our production requirements. Any or all of these problems can result in the loss of customers, provide an opportunity for competing products to gain market acceptance and otherwise adversely affect our business and financial results."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Our success will be dependent on recruiting and retaining highly qualified and diverse personnel and creating and maintaining a culture that successfully integrates the employees joining through acquisitions.",
      "prior_title": "Our success will be dependent on recruiting and retaining highly qualified and diverse personnel and creating and maintaining a culture that successfully integrates the employees joining through acquisitions.",
      "current_body": "Recruiting and retaining qualified scientific, production, sales and marketing, and management personnel representing diverse backgrounds, experiences and skill sets are critical to our success. The market for highly skilled workers and leaders in our businesses, particularly in the areas of science and technology, is extremely competitive. While retention improved in fiscal 2024, a number of our businesses and departments continued to face recruitment and retention challenges, and faced labor availability constraints and inflationary costs. Our growth by acquisition also creates challenges in retaining employees. As we integrate past and future acquisitions and evolve our corporate culture to incorporate new workforces, some employees may not find such integration or cultural changes appealing. The failure to attract and retain such personnel could adversely affect our business. 20 20 Table of ContentsOur growth depends in part on the timely development and commercialization of new and enhanced products and services that meet our customers’ needs. Our growth can also be negatively impacted if our customers do not grow as anticipated.We generally sell our products and services in industries that are characterized by rapid technological change, frequent new product introductions and new market entrants and competitors. If we do not develop innovative new and enhanced products and services on a timely basis, our offerings will become obsolete over time and our business and financial results will suffer. Our success will depend on several factors, including our ability to:●correctly identify and/or predict customer needs and preferences;​●allocate our research funding to products with higher growth prospects;​●anticipate and respond to our competitors’ development of new products and technological innovations;​●differentiate our offerings from our competitors’ offerings and avoid our products from becoming commodities;​●innovate and develop new technologies and applications, and acquire or obtain rights to third-party technologies that may have valuable applications in the markets we serve;​●obtain adequate intellectual property rights with respect to key technologies;​●successfully commercialize new technologies in a timely manner, price them competitively and cost-effectively manufacture and deliver sufficient volumes of new products of appropriate quality on time;​●obtain necessary regulatory approvals of appropriate scope (including with respect to certain diagnostic medical device products by demonstrating satisfactory clinical results where applicable, as well as achieving third-party reimbursement); and​●stimulate customer demand for and convince customers to adopt new technologies.​If we fail to accurately predict future customer needs and preferences or fail to produce viable technologies, we may invest heavily in research and development of products that do not lead to significant revenue, which would adversely affect our business and financial results. Even when we successfully innovate and develop new and enhanced products, we often incur substantial costs in doing so, and our profitability may suffer.We face intense competition, and if we are unable to compete effectively, we may experience decreased demand and decreased market share or need to reduce prices to remain competitive.We face intense competition across most of our product lines. Competitors include companies ranging from start-up companies, which may be able to more quickly respond to customers’ needs, to large multinational companies, which may have greater financial, marketing, operational, and research and development resources than us. In addition, consolidation trends in the pharmaceutical, biotechnology and diagnostics industries have served to create fewer customer accounts and to concentrate purchasing decisions for some customers, resulting in increased pricing pressure on us. Moreover, customers may believe that consolidated businesses are better able to compete as sole source vendors, and therefore prefer to purchase from such businesses. The entry into the market by manufacturers in countries in Asia and other low-cost manufacturing locations is also creating increased pricing and competitive pressures, particularly in developing markets. In order to compete effectively, we must retain longstanding relationships with major customers and continue to grow our business by establishing relationships with new customers, continually developing new products and services to maintain and expand our brand recognition and leadership position in various product and service categories and penetrating new markets, including high-growth markets. Our ability to compete can also be impacted by changing customer preferences and requirements (for example increased demand for more environmentally-friendly products and supplier practices). Our failure to compete effectively and/or pricing pressures resulting from competition may adversely impact our business and financial results, and our expansion into new markets may result in greater-than-expected risks, liabilities and expenses.21 Table of Contents Table of Contents Table of Contents Our growth depends in part on the timely development and commercialization of new and enhanced products and services that meet our customers’ needs. Our growth can also be negatively impacted if our customers do not grow as anticipated.We generally sell our products and services in industries that are characterized by rapid technological change, frequent new product introductions and new market entrants and competitors. If we do not develop innovative new and enhanced products and services on a timely basis, our offerings will become obsolete over time and our business and financial results will suffer. Our success will depend on several factors, including our ability to:●correctly identify and/or predict customer needs and preferences;​●allocate our research funding to products with higher growth prospects;​●anticipate and respond to our competitors’ development of new products and technological innovations;​●differentiate our offerings from our competitors’ offerings and avoid our products from becoming commodities;​●innovate and develop new technologies and applications, and acquire or obtain rights to third-party technologies that may have valuable applications in the markets we serve;​●obtain adequate intellectual property rights with respect to key technologies;​●successfully commercialize new technologies in a timely manner, price them competitively and cost-effectively manufacture and deliver sufficient volumes of new products of appropriate quality on time;​●obtain necessary regulatory approvals of appropriate scope (including with respect to certain diagnostic medical device products by demonstrating satisfactory clinical results where applicable, as well as achieving third-party reimbursement); and​●stimulate customer demand for and convince customers to adopt new technologies.​If we fail to accurately predict future customer needs and preferences or fail to produce viable technologies, we may invest heavily in research and development of products that do not lead to significant revenue, which would adversely affect our business and financial results. Even when we successfully innovate and develop new and enhanced products, we often incur substantial costs in doing so, and our profitability may suffer.We face intense competition, and if we are unable to compete effectively, we may experience decreased demand and decreased market share or need to reduce prices to remain competitive.We face intense competition across most of our product lines. Competitors include companies ranging from start-up companies, which may be able to more quickly respond to customers’ needs, to large multinational companies, which may have greater financial, marketing, operational, and research and development resources than us. In addition, consolidation trends in the pharmaceutical, biotechnology and diagnostics industries have served to create fewer customer accounts and to concentrate purchasing decisions for some customers, resulting in increased pricing pressure on us. Moreover, customers may believe that consolidated businesses are better able to compete as sole source vendors, and therefore prefer to purchase from such businesses. The entry into the market by manufacturers in countries in Asia and other low-cost manufacturing locations is also creating increased pricing and competitive pressures, particularly in developing markets. In order to compete effectively, we must retain longstanding relationships with major customers and continue to grow our business by establishing relationships with new customers, continually developing new products and services to maintain and expand our brand recognition and leadership position in various product and service categories and penetrating new markets, including high-growth markets. Our ability to compete can also be impacted by changing customer preferences and requirements (for example increased demand for more environmentally-friendly products and supplier practices). Our failure to compete effectively and/or pricing pressures resulting from competition may adversely impact our business and financial results, and our expansion into new markets may result in greater-than-expected risks, liabilities and expenses."
    },
    {
      "status": "UNCHANGED",
      "current_title": "We have entered into and drawn on a revolving credit facility, and we may incur additional debt in the future. The burden of this additional debt could adversely affect us, make us more vulnerable to adverse economic or industry conditions, and prevent us from funding our expansion strategy.",
      "prior_title": "We have entered into and drawn on a revolving credit facility, and we may incur additional debt in the future. The burden of this additional debt could adversely affect us, make us more vulnerable to adverse economic or industry conditions, and prevent us from funding our expansion strategy.",
      "current_body": "We currently have a Credit Agreement that provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. Borrowings under the Credit Agreement bear interest at a variable rate. As of August 16, 2024, the Company had drawn $313 million under the Credit Agreement. ​ The terms of the Credit Agreement and the burden of the indebtedness incurred thereunder could have negative consequences for us, such as: ●limiting our ability to obtain additional financing to fund our working capital, capital expenditures, debt service requirements, expansion strategy, or other needs; ​ ●increasing our vulnerability to, and reducing our flexibility in planning for, adverse changes in economic, industry and competitive conditions; and ​ ●increasing our vulnerability to increases in interest rates. ​ The Credit Agreement also contains negative covenants that limit our ability to engage in specified types of transactions. These covenants limit our ability to, among other things, sell, lease or transfer any properties or assets, with certain exceptions; and enter into certain merger, consolidation or other reorganization transactions, with certain exceptions. A breach of any of these covenants could result in an event of default under our credit facility. Upon the occurrence of an event of default, the lender could elect to declare all amounts outstanding under such facility to be immediately due and payable and terminate all commitments to extend further credit. In addition, the Company would be subject to additional restrictions if an event of default exists under the Credit Agreement, such as a prohibition on the payment of cash dividends."
    },
    {
      "status": "UNCHANGED",
      "current_title": "If we cannot adjust our manufacturing capacity or the purchases required for our manufacturing activities to reflect changes in market conditions or customer demand, our business and financial results may suffer. In addition, our reliance upon sole or limited sources of supply for certain materials, components and services can cause production interruptions, delays and inefficiencies.",
      "prior_title": "If we cannot adjust our manufacturing capacity or the purchases required for our manufacturing activities to reflect changes in market conditions or customer demand, our business and financial results may suffer. In addition, our reliance upon sole or limited sources of supply for certain materials, components and services can cause production interruptions, delays and inefficiencies.",
      "current_body": "We purchase materials, components and equipment from third parties for use in many of our manufacturing operations. Our profitability could be adversely impacted if we are unable to adjust our purchases to reflect changes in customer demand and market fluctuations, including those caused by seasonality or cyclicality. During a market upturn, suppliers from time to time extend lead times, limit supplies or increase prices. If we cannot purchase sufficient products at competitive prices and quality and on a timely enough basis to meet increasing demand, we may not be able to satisfy market demand, product shipments may be delayed, our costs may increase, or we may breach our contractual commitments and incur liabilities. Conversely, in order to secure supplies for the production of products, we sometimes enter into noncancelable purchase commitments with vendors, which can impact our ability to adjust our inventory to reflect declining market demands. If demand for our products is less than we expect, we may experience additional excess and obsolete inventories and be forced to incur additional charges and our business and financial results may suffer. In addition, some of our businesses purchase certain materials from sole or limited source suppliers for reasons of quality assurance, regulatory requirements, cost effectiveness, availability or uniqueness of design. If these or other suppliers encounter financial, operating or other difficulties or if our relationship with them changes, we might not be able to quickly establish or qualify replacement sources of supply. The supply chains for our businesses can also be disrupted by supplier capacity constraints, bankruptcy or exiting of the business for other reasons, decreased availability of key raw materials or commodities and external events such as natural disasters, pandemic health issues, war, terrorist actions, governmental actions (such as trade protectionism) and legislative or regulatory changes. Any of these factors can result in production interruptions, delays, extended lead times and inefficiencies. Because we cannot always immediately adapt our production capacity and related cost structures to changing market conditions, at times our manufacturing capacity may exceed or fall short of our production requirements. Any or all of these problems can result in the loss of customers, provide an opportunity for competing products to gain market acceptance and otherwise adversely affect our business and financial results. 23 23 Table of ContentsThe Company relies heavily on internal manufacturing and related operations to produce, package and distribute its products which, if disrupted, could materially impair our business operations. Our business could be adversely affected by disruptions at our sites.The Company’s internal quality control, packaging and distribution operations support the majority of the Company’s sales. Since certain Company products must comply with FDA regulations and because in all instances, the Company creates value for its customers through the development of high-quality products, any significant decline in quality or disruption of operations for any reason could adversely affect sales and customer relationships, and therefore adversely affect the business. While we have taken certain steps to manage these operational risks, the Company’s future sales growth and earnings may be adversely affected by perceived disruption risks or actual disruptions.We rely upon our manufacturing operations to produce many of the products we sell and our warehouse facilities to store products, pending sale. Any significant disruption of those operations for any reason, such as strikes or other labor unrest, power interruptions, fire, hurricanes or other events beyond our control could adversely affect our sales and customer relationships and therefore adversely affect our business. We have significant operations in California, near major earthquake faults, which make us susceptible to earthquake risk. Although most of our raw materials are available from a number of potential suppliers, our operations also depend upon our ability to obtain raw materials at reasonable prices. If we are unable to obtain the materials we need at a reasonable price, we may not be able to produce certain of our products or we may not be able to produce certain of these products at a marketable price, which could have an adverse effect on our results of operations.Climate change and/or related environmental risks, or legal or regulatory measures to address climate change and/or related environmental risks, may negatively affect us.Climate change resulting from increased concentrations of carbon dioxide and other greenhouse gases in the atmosphere could present risks to our operations. For example, we have significant operations in California, where serious drought has made water less available and more costly and has increased the risk of wildfires. Changes in climate patterns leading to extreme heat waves or unusual cold weather at some of our locations can lead to increased energy usage and costs, or otherwise adversely impact our facilities and operations and disrupt our supply chains and distribution systems. Concern over climate change can also result in new or additional legal or regulatory requirements designed to reduce greenhouse gas emissions or mitigate the effects of climate change on the environment. Any such new or additional legal or regulatory requirements may increase the costs associated with, or disrupt, sourcing, manufacturing and distribution of our products, which may adversely affect our business and financial results. In addition, any failure to adequately address stakeholder expectations with respect to environmental, social and governance (“ESG”) matters may result in the loss of business, adverse reputational impacts, diluted market valuations and challenges in attracting and retaining customers and talented employees. In addition, our adoption of certain standards or mandated compliance to certain requirements could necessitate additional investments that could impact our profitability. Defects, unanticipated use of, or inadequate disclosure with respect to our products, or allegations thereof, can adversely affect our business and financial results.Certain of our products and services are sold for use in diagnostics. For those products and services in particular, manufacturing or design defects in, unanticipated use of, safety or quality issues (or the perception of such issues) with respect to, “off label” use of, or inadequate disclosure of risks relating to the use of products and services that we make or sell (including items that we source from third-parties) can lead to personal injury, death, and/or property damage and adversely affect our business and financial results. These events can lead to recalls or safety alerts, result in the removal of a product or service from the market and result in product liability or similar claims being brought against us. Recalls, removals and product liability and similar claims (regardless of their validity or ultimate outcome) result in significant costs, as well as negative publicity and damage to our reputation that could reduce demand for our products and services. Our business can also be affected by studies of the utilization, safety and efficacy of medical device products and components that are conducted by industry participants, government agencies and others. Any of the above can result in the discontinuation of marketing of such products in one or more countries and give rise to claims for damages from persons who believe they have been injured as a result of product issues, including claims by individuals or groups seeking to represent a class.24 Table of Contents Table of Contents Table of Contents The Company relies heavily on internal manufacturing and related operations to produce, package and distribute its products which, if disrupted, could materially impair our business operations. Our business could be adversely affected by disruptions at our sites.The Company’s internal quality control, packaging and distribution operations support the majority of the Company’s sales. Since certain Company products must comply with FDA regulations and because in all instances, the Company creates value for its customers through the development of high-quality products, any significant decline in quality or disruption of operations for any reason could adversely affect sales and customer relationships, and therefore adversely affect the business. While we have taken certain steps to manage these operational risks, the Company’s future sales growth and earnings may be adversely affected by perceived disruption risks or actual disruptions.We rely upon our manufacturing operations to produce many of the products we sell and our warehouse facilities to store products, pending sale. Any significant disruption of those operations for any reason, such as strikes or other labor unrest, power interruptions, fire, hurricanes or other events beyond our control could adversely affect our sales and customer relationships and therefore adversely affect our business. We have significant operations in California, near major earthquake faults, which make us susceptible to earthquake risk. Although most of our raw materials are available from a number of potential suppliers, our operations also depend upon our ability to obtain raw materials at reasonable prices. If we are unable to obtain the materials we need at a reasonable price, we may not be able to produce certain of our products or we may not be able to produce certain of these products at a marketable price, which could have an adverse effect on our results of operations.Climate change and/or related environmental risks, or legal or regulatory measures to address climate change and/or related environmental risks, may negatively affect us.Climate change resulting from increased concentrations of carbon dioxide and other greenhouse gases in the atmosphere could present risks to our operations. For example, we have significant operations in California, where serious drought has made water less available and more costly and has increased the risk of wildfires. Changes in climate patterns leading to extreme heat waves or unusual cold weather at some of our locations can lead to increased energy usage and costs, or otherwise adversely impact our facilities and operations and disrupt our supply chains and distribution systems. Concern over climate change can also result in new or additional legal or regulatory requirements designed to reduce greenhouse gas emissions or mitigate the effects of climate change on the environment. Any such new or additional legal or regulatory requirements may increase the costs associated with, or disrupt, sourcing, manufacturing and distribution of our products, which may adversely affect our business and financial results. In addition, any failure to adequately address stakeholder expectations with respect to environmental, social and governance (“ESG”) matters may result in the loss of business, adverse reputational impacts, diluted market valuations and challenges in attracting and retaining customers and talented employees. In addition, our adoption of certain standards or mandated compliance to certain requirements could necessitate additional investments that could impact our profitability. Defects, unanticipated use of, or inadequate disclosure with respect to our products, or allegations thereof, can adversely affect our business and financial results.Certain of our products and services are sold for use in diagnostics. For those products and services in particular, manufacturing or design defects in, unanticipated use of, safety or quality issues (or the perception of such issues) with respect to, “off label” use of, or inadequate disclosure of risks relating to the use of products and services that we make or sell (including items that we source from third-parties) can lead to personal injury, death, and/or property damage and adversely affect our business and financial results. These events can lead to recalls or safety alerts, result in the removal of a product or service from the market and result in product liability or similar claims being brought against us. Recalls, removals and product liability and similar claims (regardless of their validity or ultimate outcome) result in significant costs, as well as negative publicity and damage to our reputation that could reduce demand for our products and services. Our business can also be affected by studies of the utilization, safety and efficacy of medical device products and components that are conducted by industry participants, government agencies and others. Any of the above can result in the discontinuation of marketing of such products in one or more countries and give rise to claims for damages from persons who believe they have been injured as a result of product issues, including claims by individuals or groups seeking to represent a class."
    },
    {
      "status": "UNCHANGED",
      "current_title": "If we suffer loss to our supply chains, distribution systems or information technology systems due to catastrophe or other events, our operations could be seriously harmed.",
      "prior_title": "If we suffer loss to our supply chains, distribution systems or information technology systems due to catastrophe or other events, our operations could be seriously harmed.",
      "current_body": "Our supply chains, distribution systems and information technology systems may be subject to catastrophic loss due to fire, flood, earthquake, hurricane, power shortage or outage, public health crisis (including epidemics and pandemics) and the reaction thereto, war, terrorism, riot or other man-made or natural disasters. If any of these supply chains or systems were to experience a catastrophic loss, it could disrupt our operations, delay production and shipments, result in defective products or services, diminish demand, damage customer relationships and our reputation and result in legal exposure and significant repair or replacement expenses. The third-party insurance coverage that we maintain varies from time to time in both type and amount depending on cost, availability and our decisions regarding risk retention, and may be unavailable or insufficient to protect us against such losses."
    },
    {
      "status": "UNCHANGED",
      "current_title": "We may be involved in disputes to determine the scope, coverage and validity of others’ proprietary rights, or to defend against third-party claims of intellectual property infringement, any of which could be time-intensive and costly and may adversely impact our business.",
      "prior_title": "We may be involved in disputes to determine the scope, coverage and validity of others’ proprietary rights, or to defend against third-party claims of intellectual property infringement, any of which could be time-intensive and costly and may adversely impact our business.",
      "current_body": "Our success depends in part on our ability to operate without infringing the proprietary rights of others, and to obtain licenses where necessary or appropriate. We have obtained and continue to negotiate licenses to produce a number of products claimed to be owned by others. Since we have not conducted a patent infringement study for each of our products, it is possible that some of our products may unintentionally infringe patents of third parties. We have been and may in the future be sued by third parties alleging that we are infringing their intellectual property rights. These lawsuits are expensive, take significant time, and divert management’s focus from other business concerns. If we are found to be infringing the intellectual property of others, we could be required to cease certain activities, alter 25 25 Table of Contentsour products or processes or pay licensing fees. This could cause unexpected costs and delays which may have a material adverse effect on us. If we are unable to obtain a required license on acceptable terms, or unable to design around any third party patent, we may be unable to sell some of our products and services, which could result in reduced revenue. In addition, if we do not prevail, a court may find damages or award other remedies in favor of the opposing party in any of these suits, which may adversely affect our earnings.Financial and Tax RisksWe have entered into and drawn on a revolving credit facility, and we may incur additional debt in the future. The burden of this additional debt could adversely affect us, make us more vulnerable to adverse economic or industry conditions, and prevent us from funding our expansion strategy.We currently have a Credit Agreement that provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. Borrowings under the Credit Agreement bear interest at a variable rate. As of August 16, 2024, the Company had drawn $313 million under the Credit Agreement. ​The terms of the Credit Agreement and the burden of the indebtedness incurred thereunder could have negative consequences for us, such as:●limiting our ability to obtain additional financing to fund our working capital, capital expenditures, debt service requirements, expansion strategy, or other needs;​●increasing our vulnerability to, and reducing our flexibility in planning for, adverse changes in economic, industry and competitive conditions; and​●increasing our vulnerability to increases in interest rates.​The Credit Agreement also contains negative covenants that limit our ability to engage in specified types of transactions. These covenants limit our ability to, among other things, sell, lease or transfer any properties or assets, with certain exceptions; and enter into certain merger, consolidation or other reorganization transactions, with certain exceptions.A breach of any of these covenants could result in an event of default under our credit facility. Upon the occurrence of an event of default, the lender could elect to declare all amounts outstanding under such facility to be immediately due and payable and terminate all commitments to extend further credit. In addition, the Company would be subject to additional restrictions if an event of default exists under the Credit Agreement, such as a prohibition on the payment of cash dividends.Our business and financial results can be adversely affected by foreign currency exchange rates, changes in our tax rates and tax liabilities and assessments (including as a result of changes in tax laws).International markets contribute a substantial portion of our revenues, and we intend to continue expanding our presence in these regions. The exposure to fluctuations in currency exchange rates takes on different forms. International revenues and costs are subject to the risk that fluctuations in exchange rates could adversely affect our reported revenues and profitability when translated into U.S. dollars for financial reporting purposes. These fluctuations could also adversely affect the demand for products and services provided by us. As a multinational corporation, our businesses occasionally invoice third-party customers in currencies other than the one in which they primarily do business (the \"functional currency\"). Movements in the invoiced currency relative to the functional currency could adversely impact our cash flows and our results of operations. As our international sales grow, exposure to fluctuations in currency exchange rates could have a larger effect on our financial results. In fiscal 2024, currency translation had a favorable effect of approximately $6 million on revenues due to the value of the U.S. dollar relative to other currencies in which the company sells products and services.As a global company, we are subject to taxation in numerous countries, states and other jurisdictions. In particular, we are affected by the impact of changes to tax laws or related authoritative interpretations in the United States, including tax reform under the Tax Cuts and Jobs Act which became effective in late 2017, which included broad and complex changes 26 Table of Contents Table of Contents Table of Contents our products or processes or pay licensing fees. This could cause unexpected costs and delays which may have a material adverse effect on us. If we are unable to obtain a required license on acceptable terms, or unable to design around any third party patent, we may be unable to sell some of our products and services, which could result in reduced revenue. In addition, if we do not prevail, a court may find damages or award other remedies in favor of the opposing party in any of these suits, which may adversely affect our earnings.Financial and Tax RisksWe have entered into and drawn on a revolving credit facility, and we may incur additional debt in the future. The burden of this additional debt could adversely affect us, make us more vulnerable to adverse economic or industry conditions, and prevent us from funding our expansion strategy.We currently have a Credit Agreement that provides for a revolving credit facility of $1 billion, which can be increased by an additional $400 million subject to certain conditions. Borrowings under the Credit Agreement bear interest at a variable rate. As of August 16, 2024, the Company had drawn $313 million under the Credit Agreement. ​The terms of the Credit Agreement and the burden of the indebtedness incurred thereunder could have negative consequences for us, such as:●limiting our ability to obtain additional financing to fund our working capital, capital expenditures, debt service requirements, expansion strategy, or other needs;​●increasing our vulnerability to, and reducing our flexibility in planning for, adverse changes in economic, industry and competitive conditions; and​●increasing our vulnerability to increases in interest rates.​The Credit Agreement also contains negative covenants that limit our ability to engage in specified types of transactions. These covenants limit our ability to, among other things, sell, lease or transfer any properties or assets, with certain exceptions; and enter into certain merger, consolidation or other reorganization transactions, with certain exceptions.A breach of any of these covenants could result in an event of default under our credit facility. Upon the occurrence of an event of default, the lender could elect to declare all amounts outstanding under such facility to be immediately due and payable and terminate all commitments to extend further credit. In addition, the Company would be subject to additional restrictions if an event of default exists under the Credit Agreement, such as a prohibition on the payment of cash dividends.Our business and financial results can be adversely affected by foreign currency exchange rates, changes in our tax rates and tax liabilities and assessments (including as a result of changes in tax laws).International markets contribute a substantial portion of our revenues, and we intend to continue expanding our presence in these regions. The exposure to fluctuations in currency exchange rates takes on different forms. International revenues and costs are subject to the risk that fluctuations in exchange rates could adversely affect our reported revenues and profitability when translated into U.S. dollars for financial reporting purposes. These fluctuations could also adversely affect the demand for products and services provided by us. As a multinational corporation, our businesses occasionally invoice third-party customers in currencies other than the one in which they primarily do business (the \"functional currency\"). Movements in the invoiced currency relative to the functional currency could adversely impact our cash flows and our results of operations. As our international sales grow, exposure to fluctuations in currency exchange rates could have a larger effect on our financial results. In fiscal 2024, currency translation had a favorable effect of approximately $6 million on revenues due to the value of the U.S. dollar relative to other currencies in which the company sells products and services.As a global company, we are subject to taxation in numerous countries, states and other jurisdictions. In particular, we are affected by the impact of changes to tax laws or related authoritative interpretations in the United States, including tax reform under the Tax Cuts and Jobs Act which became effective in late 2017, which included broad and complex changes our products or processes or pay licensing fees. This could cause unexpected costs and delays which may have a material adverse effect on us. If we are unable to obtain a required license on acceptable terms, or unable to design around any third party patent, we may be unable to sell some of our products and services, which could result in reduced revenue. In addition, if we do not prevail, a court may find damages or award other remedies in favor of the opposing party in any of these suits, which may adversely affect our earnings."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Other Non-Operating Income / (Expense), Net",
      "prior_title": "Other Non-Operating Income / (Expense), Net",
      "current_body": "Other non-operating income/(expense), net, consists of foreign currency transaction gains and losses, rental income, building expenses related to rental property and the Company’s gains and losses on investments as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "NEW ACCOUNTING PRONOUNCEMENTS",
      "prior_title": "NEW ACCOUNTING PRONOUNCEMENTS",
      "current_body": "Information regarding the accounting policies adopted during fiscal 2024 and those not yet adopted can be found under caption “Note 1: Description of Business and Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements appear in Item 8 of this report."
    },
    {
      "status": "UNCHANGED",
      "current_title": "The healthcare and life sciences industries that we serve face constant pressures and changes in an effort to reduce healthcare costs or increase their predictability, all of which may adversely affect our business and financial results.",
      "prior_title": "The healthcare and life sciences industries that we serve face constant pressures and changes in an effort to reduce healthcare costs or increase their predictability, all of which may adversely affect our business and financial results.",
      "current_body": "Our Protein Sciences segment products are sold primarily to research scientists at pharmaceutical and biotechnology companies and at university and government research institutions. Research and development spending by our customers and the availability of government research funding can fluctuate due to changes in available resources, mergers of pharmaceutical and biotechnology companies, spending priorities, general economic conditions and institutional and governmental budgetary policies. 18 18 Table of ContentsOur Diagnostics and Genomics segment products include applications in the medical diagnostics market, which relies largely on government healthcare-related policies and funding. Changes in government reimbursement for certain diagnostic tests or reductions in overall healthcare spending could negatively impact us directly or our customers and, correspondingly, our sales to them. For example, our Exosome Diagnostics business develops and sells novel exosome-based diagnostic tests. While we received public payer coverage for certain uses, we are currently seeking expanded coverage from public payors as well as coverage decisions regarding reimbursement from additional private payers. However, the process and timeline for obtaining coverage decisions is uncertain and difficult to predict. Further, reimbursement reductions due to changes in policy regarding coverage of tests or other requirements for payment (such as prior authorization, diagnosis code and other claims edits, or a physician or qualified practitioner’s signature on test requisitions) may be implemented from time to time. Additionally, the U.S. government’s plans to manage prescription drug prices, as well as its recently announced intention to regulate lab developed tests, may impact the customers and industries we serve by increasing the cost of commercializing and/or limiting the profitability of commercialized products. All of these payor actions and changes may have a material adverse effect on revenue and earnings associated with our diagnostics products.Acquisition and Investment RisksOur inability to complete acquisitions at our historical rate and at appropriate prices, and to make appropriate investments that support our long-term strategy, could negatively impact our growth rate and stock price.One of our key strategies is growth through acquisition of other businesses and assets. Our ability to grow revenues, earnings and cash flow at or above our historic rates depends in part upon our ability to identify and successfully acquire and integrate businesses at appropriate prices and realize anticipated synergies, and to make appropriate investments that support our long-term strategy. We may not be able to consummate acquisitions at rates similar to the past, which could adversely impact our growth rate and our stock price. Promising acquisitions and investments are difficult to identify and complete for a number of reasons, including high valuations, competition among prospective buyers or investors, the availability of affordable funding in the capital markets and the need to satisfy applicable closing conditions and obtain applicable antitrust and other regulatory approvals on acceptable terms. Changes in accounting or regulatory requirements or instability in the credit markets could also adversely impact our ability to consummate acquisitions and investments.Our acquisition of businesses, investments, joint ventures and other strategic relationships, if not properly implemented or integrated, could negatively impact our business and financial results.As part of our business strategy, we acquire businesses, make investments and enter into joint ventures and other strategic relationships in the ordinary course of business, and we also from time to time complete more significant transactions. At the beginning of this fiscal year, we completed the acquisition of Lunaphore SA, a leading developer of fully automated spatial biology solutions. Bio-Techne also obtained a 19.9% ownership stake in Wilson Wolf and will acquire the remaining ownership no later than the end of calendar year 2027. We have also continued participating in our collaborative marketing venture, ScaleReady LLC, with Wilson Wolf and another partner, which addresses the needs of the rapidly expanding cell and gene therapy market. While we believe these business ventures will advance our business strategies and support our growth plans, we may not be successful in managing or integrating them into our company. Acquisitions, investments, joint ventures and strategic relationships involve a number of additional financial, accounting, managerial, operational, legal, compliance and other risks and challenges, including but not limited to the following, any of which could adversely affect our business and our financial results:●businesses, technologies, services and products that we acquire or invest in sometimes under-perform relative to our expectations and the price that we paid, fail to perform in accordance with our anticipated timetable or fail to achieve and/or sustain profitability;​●we from time to time incur or assume debt in connection with our acquisitions and investments, which can result in increased borrowing costs and interest expense and diminish our future access to the capital markets;​●acquisitions, investments, joint ventures or strategic relationships can cause our financial results to differ from our own or the investment community’s expectations in any given period, or over the long-term;​19 Table of Contents Table of Contents Table of Contents Our Diagnostics and Genomics segment products include applications in the medical diagnostics market, which relies largely on government healthcare-related policies and funding. Changes in government reimbursement for certain diagnostic tests or reductions in overall healthcare spending could negatively impact us directly or our customers and, correspondingly, our sales to them. For example, our Exosome Diagnostics business develops and sells novel exosome-based diagnostic tests. While we received public payer coverage for certain uses, we are currently seeking expanded coverage from public payors as well as coverage decisions regarding reimbursement from additional private payers. However, the process and timeline for obtaining coverage decisions is uncertain and difficult to predict. Further, reimbursement reductions due to changes in policy regarding coverage of tests or other requirements for payment (such as prior authorization, diagnosis code and other claims edits, or a physician or qualified practitioner’s signature on test requisitions) may be implemented from time to time. Additionally, the U.S. government’s plans to manage prescription drug prices, as well as its recently announced intention to regulate lab developed tests, may impact the customers and industries we serve by increasing the cost of commercializing and/or limiting the profitability of commercialized products. All of these payor actions and changes may have a material adverse effect on revenue and earnings associated with our diagnostics products.Acquisition and Investment RisksOur inability to complete acquisitions at our historical rate and at appropriate prices, and to make appropriate investments that support our long-term strategy, could negatively impact our growth rate and stock price.One of our key strategies is growth through acquisition of other businesses and assets. Our ability to grow revenues, earnings and cash flow at or above our historic rates depends in part upon our ability to identify and successfully acquire and integrate businesses at appropriate prices and realize anticipated synergies, and to make appropriate investments that support our long-term strategy. We may not be able to consummate acquisitions at rates similar to the past, which could adversely impact our growth rate and our stock price. Promising acquisitions and investments are difficult to identify and complete for a number of reasons, including high valuations, competition among prospective buyers or investors, the availability of affordable funding in the capital markets and the need to satisfy applicable closing conditions and obtain applicable antitrust and other regulatory approvals on acceptable terms. Changes in accounting or regulatory requirements or instability in the credit markets could also adversely impact our ability to consummate acquisitions and investments.Our acquisition of businesses, investments, joint ventures and other strategic relationships, if not properly implemented or integrated, could negatively impact our business and financial results.As part of our business strategy, we acquire businesses, make investments and enter into joint ventures and other strategic relationships in the ordinary course of business, and we also from time to time complete more significant transactions. At the beginning of this fiscal year, we completed the acquisition of Lunaphore SA, a leading developer of fully automated spatial biology solutions. Bio-Techne also obtained a 19.9% ownership stake in Wilson Wolf and will acquire the remaining ownership no later than the end of calendar year 2027. We have also continued participating in our collaborative marketing venture, ScaleReady LLC, with Wilson Wolf and another partner, which addresses the needs of the rapidly expanding cell and gene therapy market. While we believe these business ventures will advance our business strategies and support our growth plans, we may not be successful in managing or integrating them into our company. Acquisitions, investments, joint ventures and strategic relationships involve a number of additional financial, accounting, managerial, operational, legal, compliance and other risks and challenges, including but not limited to the following, any of which could adversely affect our business and our financial results:●businesses, technologies, services and products that we acquire or invest in sometimes under-perform relative to our expectations and the price that we paid, fail to perform in accordance with our anticipated timetable or fail to achieve and/or sustain profitability;​●we from time to time incur or assume debt in connection with our acquisitions and investments, which can result in increased borrowing costs and interest expense and diminish our future access to the capital markets;​●acquisitions, investments, joint ventures or strategic relationships can cause our financial results to differ from our own or the investment community’s expectations in any given period, or over the long-term;​ Our Diagnostics and Genomics segment products include applications in the medical diagnostics market, which relies largely on government healthcare-related policies and funding. Changes in government reimbursement for certain diagnostic tests or reductions in overall healthcare spending could negatively impact us directly or our customers and, correspondingly, our sales to them. For example, our Exosome Diagnostics business develops and sells novel exosome-based diagnostic tests. While we received public payer coverage for certain uses, we are currently seeking expanded coverage from public payors as well as coverage decisions regarding reimbursement from additional private payers. However, the process and timeline for obtaining coverage decisions is uncertain and difficult to predict. Further, reimbursement reductions due to changes in policy regarding coverage of tests or other requirements for payment (such as prior authorization, diagnosis code and other claims edits, or a physician or qualified practitioner’s signature on test requisitions) may be implemented from time to time. Additionally, the U.S. government’s plans to manage prescription drug prices, as well as its recently announced intention to regulate lab developed tests, may impact the customers and industries we serve by increasing the cost of commercializing and/or limiting the profitability of commercialized products. All of these payor actions and changes may have a material adverse effect on revenue and earnings associated with our diagnostics products."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Significant developments or changes in U.S. laws or policies, including changes in U.S. trade policies and tariffs and the reaction of other countries thereto, can have an adverse effect on our business and financial results.",
      "prior_title": "Significant developments or changes in U.S. laws or policies, including changes in U.S. trade policies and tariffs and the reaction of other countries thereto, can have an adverse effect on our business and financial results.",
      "current_body": "Significant developments or changes in U.S. laws and policies (including as a result of changes in party control of Congress or decisions from the U.S. Supreme Court), such as laws and policies governing foreign trade, manufacturing, and development and investment in the territories and countries where we or our customers operate, or governing the health care system and drug prices, can adversely affect our business and financial results. For example, the previous U.S. administration increased tariffs on certain goods imported into the United States and trade tensions between the United States and China escalated, with each country imposing significant additional tariffs on a wide range of goods imported from the other country. That trade tension has not diminished under the current U.S. administration. The U.S. and China could impose other types of restrictions such as limitations on government procurement or technology export restrictions, which could affect our access to markets. In addition, changes to laws or regulations pertraining to laboratory developed tests may adversely affect our business and financial results. These factors have adversely affected, and in the future could further adversely affect, our business and financial results."
    },
    {
      "status": "UNCHANGED",
      "current_title": "Our acquisition of businesses, investments, joint ventures and other strategic relationships, if not properly implemented or integrated, could negatively impact our business and financial results.",
      "prior_title": "Our acquisition of businesses, investments, joint ventures and other strategic relationships, if not properly implemented or integrated, could negatively impact our business and financial results.",
      "current_body": "As part of our business strategy, we acquire businesses, make investments and enter into joint ventures and other strategic relationships in the ordinary course of business, and we also from time to time complete more significant transactions. At the beginning of this fiscal year, we completed the acquisition of Lunaphore SA, a leading developer of fully automated spatial biology solutions. Bio-Techne also obtained a 19.9% ownership stake in Wilson Wolf and will acquire the remaining ownership no later than the end of calendar year 2027. We have also continued participating in our collaborative marketing venture, ScaleReady LLC, with Wilson Wolf and another partner, which addresses the needs of the rapidly expanding cell and gene therapy market. While we believe these business ventures will advance our business strategies and support our growth plans, we may not be successful in managing or integrating them into our company. Acquisitions, investments, joint ventures and strategic relationships involve a number of additional financial, accounting, managerial, operational, legal, compliance and other risks and challenges, including but not limited to the following, any of which could adversely affect our business and our financial results: ●businesses, technologies, services and products that we acquire or invest in sometimes under-perform relative to our expectations and the price that we paid, fail to perform in accordance with our anticipated timetable or fail to achieve and/or sustain profitability; ​ ●we from time to time incur or assume debt in connection with our acquisitions and investments, which can result in increased borrowing costs and interest expense and diminish our future access to the capital markets; ​ ●acquisitions, investments, joint ventures or strategic relationships can cause our financial results to differ from our own or the investment community’s expectations in any given period, or over the long-term; ​ 19 19 Table of Contents●acquisitions, investments, joint ventures or strategic relationships can create demands on our management, operational resources and financial and internal control systems that we may be unable to effectively address;​●we can experience difficulty in integrating cultures, personnel, operations and financial and other controls and systems and retaining key employees and customers;​●we may be unable to achieve cost savings or other synergies anticipated in connection with an acquisition, investment, joint venture or strategic relationship;​●we have assumed and may assume unknown liabilities, known contingent liabilities that become realized, known liabilities that prove greater than anticipated, internal control deficiencies or exposure to regulatory sanctions resulting from the acquired company’s or investee’s activities and the realization of any of these liabilities or deficiencies can increase our expenses, adversely affect our financial position or cause us to fail to meet our public financial reporting obligations;​●in connection with acquisitions and joint ventures, we often enter into post-closing financial arrangements such as purchase price adjustments, earn-out obligations and indemnification obligations, which can have unpredictable financial results; and​●investing in or making loans to early-stage companies often entails a high degree of risk, and we may not always achieve the strategic, technological, financial or commercial benefits we anticipate; we may lose our investment or fail to recoup our loan; or our investment may be illiquid for a greater-than-expected period of time.​We may be required to record a significant charge to earnings if our goodwill and other amortizable intangible assets or other investments become impaired, which could negatively impact our financial results or stock price.We are required under generally accepted accounting principles to test goodwill for impairment at least annually and to review our goodwill, amortizable intangible assets, and other assets acquired through merger and acquisition activity for impairment when events or changes in circumstance indicate the carrying value may not be recoverable. Factors that could lead to impairment of goodwill, amortizable intangible assets, and other assets acquired via acquisitions include significant adverse changes in the business climate and actual or projected operating results (affecting our company as a whole or affecting any particular segment) and declines in the financial condition of our business. We may be required in the future to record additional charges to earnings if our goodwill, amortizable intangible assets or other investments become impaired. Any such charge would adversely impact our financial results.In addition, the Company’s expansion strategies include collaborations and investments in joint ventures and companies developing new products related to the Company’s business. These strategies carry risks that objectives will not be achieved and future earnings will be adversely affected. Strategic and Operational RisksOur success will be dependent on recruiting and retaining highly qualified and diverse personnel and creating and maintaining a culture that successfully integrates the employees joining through acquisitions.Recruiting and retaining qualified scientific, production, sales and marketing, and management personnel representing diverse backgrounds, experiences and skill sets are critical to our success. The market for highly skilled workers and leaders in our businesses, particularly in the areas of science and technology, is extremely competitive. While retention improved in fiscal 2024, a number of our businesses and departments continued to face recruitment and retention challenges, and faced labor availability constraints and inflationary costs. Our growth by acquisition also creates challenges in retaining employees. As we integrate past and future acquisitions and evolve our corporate culture to incorporate new workforces, some employees may not find such integration or cultural changes appealing. The failure to attract and retain such personnel could adversely affect our business.20 Table of Contents Table of Contents Table of Contents ●acquisitions, investments, joint ventures or strategic relationships can create demands on our management, operational resources and financial and internal control systems that we may be unable to effectively address;​●we can experience difficulty in integrating cultures, personnel, operations and financial and other controls and systems and retaining key employees and customers;​●we may be unable to achieve cost savings or other synergies anticipated in connection with an acquisition, investment, joint venture or strategic relationship;​●we have assumed and may assume unknown liabilities, known contingent liabilities that become realized, known liabilities that prove greater than anticipated, internal control deficiencies or exposure to regulatory sanctions resulting from the acquired company’s or investee’s activities and the realization of any of these liabilities or deficiencies can increase our expenses, adversely affect our financial position or cause us to fail to meet our public financial reporting obligations;​●in connection with acquisitions and joint ventures, we often enter into post-closing financial arrangements such as purchase price adjustments, earn-out obligations and indemnification obligations, which can have unpredictable financial results; and​●investing in or making loans to early-stage companies often entails a high degree of risk, and we may not always achieve the strategic, technological, financial or commercial benefits we anticipate; we may lose our investment or fail to recoup our loan; or our investment may be illiquid for a greater-than-expected period of time.​We may be required to record a significant charge to earnings if our goodwill and other amortizable intangible assets or other investments become impaired, which could negatively impact our financial results or stock price.We are required under generally accepted accounting principles to test goodwill for impairment at least annually and to review our goodwill, amortizable intangible assets, and other assets acquired through merger and acquisition activity for impairment when events or changes in circumstance indicate the carrying value may not be recoverable. Factors that could lead to impairment of goodwill, amortizable intangible assets, and other assets acquired via acquisitions include significant adverse changes in the business climate and actual or projected operating results (affecting our company as a whole or affecting any particular segment) and declines in the financial condition of our business. We may be required in the future to record additional charges to earnings if our goodwill, amortizable intangible assets or other investments become impaired. Any such charge would adversely impact our financial results.In addition, the Company’s expansion strategies include collaborations and investments in joint ventures and companies developing new products related to the Company’s business. These strategies carry risks that objectives will not be achieved and future earnings will be adversely affected. Strategic and Operational RisksOur success will be dependent on recruiting and retaining highly qualified and diverse personnel and creating and maintaining a culture that successfully integrates the employees joining through acquisitions.Recruiting and retaining qualified scientific, production, sales and marketing, and management personnel representing diverse backgrounds, experiences and skill sets are critical to our success. The market for highly skilled workers and leaders in our businesses, particularly in the areas of science and technology, is extremely competitive. While retention improved in fiscal 2024, a number of our businesses and departments continued to face recruitment and retention challenges, and faced labor availability constraints and inflationary costs. Our growth by acquisition also creates challenges in retaining employees. As we integrate past and future acquisitions and evolve our corporate culture to incorporate new workforces, some employees may not find such integration or cultural changes appealing. The failure to attract and retain such personnel could adversely affect our business. ●acquisitions, investments, joint ventures or strategic relationships can create demands on our management, operational resources and financial and internal control systems that we may be unable to effectively address; ​ ●we can experience difficulty in integrating cultures, personnel, operations and financial and other controls and systems and retaining key employees and customers; ​ ​ ​ ​ ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "NOTES TO CONSOLIDATED FINANCIAL STATEMENTS",
      "prior_title": "NOTES TO CONSOLIDATED FINANCIAL STATEMENTS",
      "current_body": "Bio-Techne Corporation and Subsidiaries Years ended June 30, 2024, 2023 and 2022"
    },
    {
      "status": "UNCHANGED",
      "current_title": "RESULTS OF OPERATIONS",
      "prior_title": "RESULTS OF OPERATIONS",
      "current_body": "Net Sales Consolidated organic net sales exclude the impact of companies acquired during the first 12 months post-acquisition and the effect of the change from the prior year in exchange rates used to convert sales in foreign currencies (primarily the euro, British pound sterling, Chinese yuan, and Swiss franc) into U.S. dollars. ​ Consolidated net sales growth was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​"
    },
    {
      "status": "UNCHANGED",
      "current_title": "NON-GAAP FINANCIAL MEASURES",
      "prior_title": "NON-GAAP FINANCIAL MEASURES",
      "current_body": "This Annual Report on Form 10-K, including “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7, contains financial measures that have not been calculated in accordance with accounting principles generally accepted in the U.S. (GAAP). These non-GAAP measures include: ​ We provide these measures as additional information regarding our operating results. We use these non-GAAP measures internally to evaluate our performance and in making financial and operational decisions, including with respect to incentive compensation. We believe that our presentation of these measures provides investors with greater transparency with respect to our results of operations and that these measures are useful for period-to-period comparison of results. 47 47 Table of ContentsOur non-GAAP financial measure of organic revenue represents revenue growth excluding revenue from acquisitions within the preceding 12 months, the impact of foreign currency, the impact of businesses held-for-sale, as well as the impact of partially-owned consolidated subsidiaries. Excluding these measures provides more useful period-to-period comparison of revenue results as it excludes the impact of foreign currency exchange rates, which can vary significantly from period to period, and revenue from acquisitions that would not be included in the comparable prior period. Revenues from businesses held-for-sale are excluded from our organic revenue calculation starting on the date they become held-for-sale as those revenues will not be comparative in future periods. Revenues from partially-owned subsidiaries consolidated in our financial statements are also excluded from our organic revenue calculation, as those revenues are not fully attributable to the Company. There was no revenue from partially-owned consolidated subsidiaries in fiscal year 2024 due to the sale of Changzhou Eminence Biotechnology Co., Ltd. (Eminence) in the first quarter of fiscal 2023. Revenue from partially-owned consolidated subsidiaries was $2.0 million for the year ended June 30, 2023.Our non-GAAP financial measures for adjusted gross margin, adjusted operating margin, and adjusted net earnings, in total and on a per share basis, exclude stock-based compensation, which is inclusive of the employer portion of payroll taxes on those stock awards, the costs recognized upon the sale of acquired inventory, amortization of acquisition intangibles, restructuring and restructuring-related costs, and other non-recurring items including non-recurring costs, goodwill and long-lived asset impairments, and gains. Stock-based compensation is excluded from non-GAAP adjusted net earnings because of the nature of this charge, specifically the varying available valuation methodologies, subjection assumptions, variety of award types, and unpredictability of amount and timing of employer related tax obligations. The Company excludes amortization of purchased intangible assets, purchase accounting adjustments, including costs recognized upon the sale of acquired inventory and acquisition-related expenses inclusive of the changes in fair value contingent consideration, and other non-recurring items including gains or losses on goodwill and long-lived asset impairment charges, and one-time assessments from this measure because they occur as a result of specific events, and are not reflective of our internal investments, the costs of developing, producing, supporting and selling our products, and the other ongoing costs to support our operating structure. We also exclude certain litigation charges which are facts and circumstances specific including costs to resolve litigation and legal settlement (gains and losses). In some cases, these costs may be a result of litigation matters at acquired companies that were not probable, inestimable, or unresolved at the time of acquisition. Costs related to restructuring and restructuring-related activities, including reducing overhead and consolidating facilities, are excluded because we believe they are not indicative of our normal operating costs. Additionally, these amounts can vary significantly from period to period based on current activity. The Company also excludes revenue and expense attributable to partially-owned consolidated subsidiaries as well as revenue and expense attributable to businesses held-for-sale in the calculation of our non-GAAP financial measures.The Company’s non-GAAP adjusted operating margin and adjusted net earnings, in total and on a per share basis, also excludes acquisition related expenses inclusive of the changes in fair value of contingent consideration, gain and losses from investments, as they are not part of our day-to-day operating decisions (excluding our equity method investment in Wilson Wolf as it is certain to be acquired in the future), certain adjustments to income tax expense, and other non-recurring items including certain costs related to the transition to a new CEO. Additionally, gains and losses from investments that are either isolated or cannot be expected to occur again with any predictability are excluded. The Company independently calculates a non-GAAP adjusted tax rate to be applied to the identified non-GAAP adjustments considering the impact of discrete items on these adjustments and the jurisdictional mix of the adjustments. In addition, the tax impact of other discrete and non-recurring charges which impact our reported GAAP tax rate are adjusted from net earnings. We believe these tax items can significantly affect the period-over-period assessment of operating results and not necessarily reflect costs and/or income associated with historical trends and future results.The Company periodically reassesses the components of our non-GAAP adjustments for changes in how we evaluate our performance, changes in how we make financial and operational decisions, and considers the use of these measures by our competitors and peers to ensure the adjustments are still relevant and meaningful.Readers are encouraged to review the reconciliations of the adjusted financial measures used in management’s discussion and analysis of the financial condition of the Company to their most directly comparable GAAP financial measures provided within the Company’s consolidated financial statements.​48 Table of Contents Table of Contents Table of Contents Our non-GAAP financial measure of organic revenue represents revenue growth excluding revenue from acquisitions within the preceding 12 months, the impact of foreign currency, the impact of businesses held-for-sale, as well as the impact of partially-owned consolidated subsidiaries. Excluding these measures provides more useful period-to-period comparison of revenue results as it excludes the impact of foreign currency exchange rates, which can vary significantly from period to period, and revenue from acquisitions that would not be included in the comparable prior period. Revenues from businesses held-for-sale are excluded from our organic revenue calculation starting on the date they become held-for-sale as those revenues will not be comparative in future periods. Revenues from partially-owned subsidiaries consolidated in our financial statements are also excluded from our organic revenue calculation, as those revenues are not fully attributable to the Company. There was no revenue from partially-owned consolidated subsidiaries in fiscal year 2024 due to the sale of Changzhou Eminence Biotechnology Co., Ltd. (Eminence) in the first quarter of fiscal 2023. Revenue from partially-owned consolidated subsidiaries was $2.0 million for the year ended June 30, 2023.Our non-GAAP financial measures for adjusted gross margin, adjusted operating margin, and adjusted net earnings, in total and on a per share basis, exclude stock-based compensation, which is inclusive of the employer portion of payroll taxes on those stock awards, the costs recognized upon the sale of acquired inventory, amortization of acquisition intangibles, restructuring and restructuring-related costs, and other non-recurring items including non-recurring costs, goodwill and long-lived asset impairments, and gains. Stock-based compensation is excluded from non-GAAP adjusted net earnings because of the nature of this charge, specifically the varying available valuation methodologies, subjection assumptions, variety of award types, and unpredictability of amount and timing of employer related tax obligations. The Company excludes amortization of purchased intangible assets, purchase accounting adjustments, including costs recognized upon the sale of acquired inventory and acquisition-related expenses inclusive of the changes in fair value contingent consideration, and other non-recurring items including gains or losses on goodwill and long-lived asset impairment charges, and one-time assessments from this measure because they occur as a result of specific events, and are not reflective of our internal investments, the costs of developing, producing, supporting and selling our products, and the other ongoing costs to support our operating structure. We also exclude certain litigation charges which are facts and circumstances specific including costs to resolve litigation and legal settlement (gains and losses). In some cases, these costs may be a result of litigation matters at acquired companies that were not probable, inestimable, or unresolved at the time of acquisition. Costs related to restructuring and restructuring-related activities, including reducing overhead and consolidating facilities, are excluded because we believe they are not indicative of our normal operating costs. Additionally, these amounts can vary significantly from period to period based on current activity. The Company also excludes revenue and expense attributable to partially-owned consolidated subsidiaries as well as revenue and expense attributable to businesses held-for-sale in the calculation of our non-GAAP financial measures.The Company’s non-GAAP adjusted operating margin and adjusted net earnings, in total and on a per share basis, also excludes acquisition related expenses inclusive of the changes in fair value of contingent consideration, gain and losses from investments, as they are not part of our day-to-day operating decisions (excluding our equity method investment in Wilson Wolf as it is certain to be acquired in the future), certain adjustments to income tax expense, and other non-recurring items including certain costs related to the transition to a new CEO. Additionally, gains and losses from investments that are either isolated or cannot be expected to occur again with any predictability are excluded. The Company independently calculates a non-GAAP adjusted tax rate to be applied to the identified non-GAAP adjustments considering the impact of discrete items on these adjustments and the jurisdictional mix of the adjustments. In addition, the tax impact of other discrete and non-recurring charges which impact our reported GAAP tax rate are adjusted from net earnings. We believe these tax items can significantly affect the period-over-period assessment of operating results and not necessarily reflect costs and/or income associated with historical trends and future results.The Company periodically reassesses the components of our non-GAAP adjustments for changes in how we evaluate our performance, changes in how we make financial and operational decisions, and considers the use of these measures by our competitors and peers to ensure the adjustments are still relevant and meaningful.Readers are encouraged to review the reconciliations of the adjusted financial measures used in management’s discussion and analysis of the financial condition of the Company to their most directly comparable GAAP financial measures provided within the Company’s consolidated financial statements.​ Our non-GAAP financial measure of organic revenue represents revenue growth excluding revenue from acquisitions within the preceding 12 months, the impact of foreign currency, the impact of businesses held-for-sale, as well as the impact of partially-owned consolidated subsidiaries. Excluding these measures provides more useful period-to-period comparison of revenue results as it excludes the impact of foreign currency exchange rates, which can vary significantly from period to period, and revenue from acquisitions that would not be included in the comparable prior period. Revenues from businesses held-for-sale are excluded from our organic revenue calculation starting on the date they become held-for-sale as those revenues will not be comparative in future periods. Revenues from partially-owned subsidiaries consolidated in our financial statements are also excluded from our organic revenue calculation, as those revenues are not fully attributable to the Company. There was no revenue from partially-owned consolidated subsidiaries in fiscal year 2024 due to the sale of Changzhou Eminence Biotechnology Co., Ltd. (Eminence) in the first quarter of fiscal 2023. Revenue from partially-owned consolidated subsidiaries was $2.0 million for the year ended June 30, 2023. Our non-GAAP financial measures for adjusted gross margin, adjusted operating margin, and adjusted net earnings, in total and on a per share basis, exclude stock-based compensation, which is inclusive of the employer portion of payroll taxes on those stock awards, the costs recognized upon the sale of acquired inventory, amortization of acquisition intangibles, restructuring and restructuring-related costs, and other non-recurring items including non-recurring costs, goodwill and long-lived asset impairments, and gains. Stock-based compensation is excluded from non-GAAP adjusted net earnings because of the nature of this charge, specifically the varying available valuation methodologies, subjection assumptions, variety of award types, and unpredictability of amount and timing of employer related tax obligations. The Company excludes amortization of purchased intangible assets, purchase accounting adjustments, including costs recognized upon the sale of acquired inventory and acquisition-related expenses inclusive of the changes in fair value contingent consideration, and other non-recurring items including gains or losses on goodwill and long-lived asset impairment charges, and one-time assessments from this measure because they occur as a result of specific events, and are not reflective of our internal investments, the costs of developing, producing, supporting and selling our products, and the other ongoing costs to support our operating structure. We also exclude certain litigation charges which are facts and circumstances specific including costs to resolve litigation and legal settlement (gains and losses). In some cases, these costs may be a result of litigation matters at acquired companies that were not probable, inestimable, or unresolved at the time of acquisition. Costs related to restructuring and restructuring-related activities, including reducing overhead and consolidating facilities, are excluded because we believe they are not indicative of our normal operating costs. Additionally, these amounts can vary significantly from period to period based on current activity. The Company also excludes revenue and expense attributable to partially-owned consolidated subsidiaries as well as revenue and expense attributable to businesses held-for-sale in the calculation of our non-GAAP financial measures. The Company’s non-GAAP adjusted operating margin and adjusted net earnings, in total and on a per share basis, also excludes acquisition related expenses inclusive of the changes in fair value of contingent consideration, gain and losses from investments, as they are not part of our day-to-day operating decisions (excluding our equity method investment in Wilson Wolf as it is certain to be acquired in the future), certain adjustments to income tax expense, and other non-recurring items including certain costs related to the transition to a new CEO. Additionally, gains and losses from investments that are either isolated or cannot be expected to occur again with any predictability are excluded. The Company independently calculates a non-GAAP adjusted tax rate to be applied to the identified non-GAAP adjustments considering the impact of discrete items on these adjustments and the jurisdictional mix of the adjustments. In addition, the tax impact of other discrete and non-recurring charges which impact our reported GAAP tax rate are adjusted from net earnings. We believe these tax items can significantly affect the period-over-period assessment of operating results and not necessarily reflect costs and/or income associated with historical trends and future results. The Company periodically reassesses the components of our non-GAAP adjustments for changes in how we evaluate our performance, changes in how we make financial and operational decisions, and considers the use of these measures by our competitors and peers to ensure the adjustments are still relevant and meaningful. Readers are encouraged to review the reconciliations of the adjusted financial measures used in management’s discussion and analysis of the financial condition of the Company to their most directly comparable GAAP financial measures provided within the Company’s consolidated financial statements. ​ 48 48 Table of ContentsITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURESABOUT MARKET RISKThe Company operates internationally, and thus is subject to potentially adverse movements in foreign currency exchange rates. Approximately 31% of the Company’s consolidated net sales in fiscal 2024 were made in foreign currencies, including 14% in euro, 4% in British pound sterling, 6% in Chinese yuan, 3% in Canadian dollars, 1% in Swiss francs, and the remaining 3% in other currencies. The Company is exposed to market risk primarily from foreign exchange rate fluctuations of the euro, British pound sterling, Chinese yuan, Canadian dollar, and Swiss franc 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 exchange rates between the euro, British pound sterling, Chinese yuan, Canadian dollar, Swiss franc and the U.S. dollar, which have not been weighted for actual sales volume in the applicable months in the periods, were as follows:​​​​​​​​​​​​​​​​​​​Year Ended June 30, ​2024​2023​2022Euro​ ​ ​ High$ 1.10​$ 1.10​$ 1.19Low 1.06​ 0.98​ 1.05Average 1.08​ 1.05​ 1.12British pound sterling ​​ ​​ ​High$ 1.29​$ 1.27​$ 1.39Low 1.22​ 1.11​ 1.21Average 1.26​ 1.21​ 1.32Chinese yuan ​​ ​​ ​High$ 0.14​$ 0.15​$ 0.16Low 0.14​ 0.14​ 0.15Average 0.14​ 0.14​ 0.15Canadian dollar​​​​​​​​High$ 0.76​$ 0.78​$ 0.81Low 0.72​ 0.73​ 0.78Average 0.74​ 0.74​ 0.79Swiss franc​​​​​​​​High$ 1.19​$ 1.12​$ 1.10Low 1.09​ 1.00​ 1.03Average 1.13​ 1.07​ 1.08​The Company’s exposure to foreign exchange rate fluctuations also arises from trade receivables and intercompany payables denominated in one currency in the financial statements, but receivable or payable in another currency.The Company does not enter into foreign currency forward contracts to reduce its exposure to foreign currency rate changes on forecasted intercompany sales transactions or on intercompany foreign currency denominated balance sheet positions. Foreign currency transaction gains and losses are included in \"Other non-operating expense, net\" in the Consolidated Statement of Earnings and Comprehensive Income. The effect of translating net assets of foreign subsidiaries into U.S. dollars are recorded on the Consolidated Balance Sheet as part of \"Accumulated other comprehensive income (loss).\"The effects of a hypothetical simultaneous 10% appreciation in the U.S. dollar from June 30, 2024 levels against the euro, British pound sterling, Chinese yuan, Canadian dollar and Swiss francs are as follows (in thousands):​​​​Decrease in translation of earnings of foreign subsidiaries $ 3,542Decrease in translation of net assets of foreign subsidiaries​ 59,519Additional transaction losses​ 3,394​​​49 Table of Contents Table of Contents Table of Contents ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURESABOUT MARKET RISKThe Company operates internationally, and thus is subject to potentially adverse movements in foreign currency exchange rates. Approximately 31% of the Company’s consolidated net sales in fiscal 2024 were made in foreign currencies, including 14% in euro, 4% in British pound sterling, 6% in Chinese yuan, 3% in Canadian dollars, 1% in Swiss francs, and the remaining 3% in other currencies. The Company is exposed to market risk primarily from foreign exchange rate fluctuations of the euro, British pound sterling, Chinese yuan, Canadian dollar, and Swiss franc 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 exchange rates between the euro, British pound sterling, Chinese yuan, Canadian dollar, Swiss franc and the U.S. dollar, which have not been weighted for actual sales volume in the applicable months in the periods, were as follows:​​​​​​​​​​​​​​​​​​​Year Ended June 30, ​2024​2023​2022Euro​ ​ ​ High$ 1.10​$ 1.10​$ 1.19Low 1.06​ 0.98​ 1.05Average 1.08​ 1.05​ 1.12British pound sterling ​​ ​​ ​High$ 1.29​$ 1.27​$ 1.39Low 1.22​ 1.11​ 1.21Average 1.26​ 1.21​ 1.32Chinese yuan ​​ ​​ ​High$ 0.14​$ 0.15​$ 0.16Low 0.14​ 0.14​ 0.15Average 0.14​ 0.14​ 0.15Canadian dollar​​​​​​​​High$ 0.76​$ 0.78​$ 0.81Low 0.72​ 0.73​ 0.78Average 0.74​ 0.74​ 0.79Swiss franc​​​​​​​​High$ 1.19​$ 1.12​$ 1.10Low 1.09​ 1.00​ 1.03Average 1.13​ 1.07​ 1.08​The Company’s exposure to foreign exchange rate fluctuations also arises from trade receivables and intercompany payables denominated in one currency in the financial statements, but receivable or payable in another currency.The Company does not enter into foreign currency forward contracts to reduce its exposure to foreign currency rate changes on forecasted intercompany sales transactions or on intercompany foreign currency denominated balance sheet positions. Foreign currency transaction gains and losses are included in \"Other non-operating expense, net\" in the Consolidated Statement of Earnings and Comprehensive Income. The effect of translating net assets of foreign subsidiaries into U.S. dollars are recorded on the Consolidated Balance Sheet as part of \"Accumulated other comprehensive income (loss).\"The effects of a hypothetical simultaneous 10% appreciation in the U.S. dollar from June 30, 2024 levels against the euro, British pound sterling, Chinese yuan, Canadian dollar and Swiss francs are as follows (in thousands):​​​​Decrease in translation of earnings of foreign subsidiaries $ 3,542Decrease in translation of net assets of foreign subsidiaries​ 59,519Additional transaction losses​ 3,394​​​ ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES"
    },
    {
      "status": "UNCHANGED",
      "current_title": "Note 1. Description of Business and Summary of Significant Accounting Policies:",
      "prior_title": "Note 1. Description of Business and Summary of Significant Accounting Policies:",
      "current_body": "Description of business: Bio-Techne and its subsidiaries, collectively doing business as Bio-Techne Corporation (the Company), develop, manufacture and sell life science reagents, instruments and services for the research and clinical diagnostic markets worldwide. With our deep product portfolio and application expertise, we sell integral components of scientific investigations into biological processes and molecular diagnostics, revealing the nature, diagnosis, etiology and progression of specific diseases. Our products aid in drug discovery efforts and provide the means for accurate clinical tests and diagnoses. At the 2022 annual meeting of shareholders of the Company held on October 27, 2022, the shareholders approved an amendment and restatement of the Company’s articles of incorporation to increase the number of authorized shares of the Company’s common stock from 100,000,000 to 400,000,000. On November 1, 2022, the Company’s board of directors approved and declared a four-for-one split of the Company’s common stock in the form of a stock dividend. Each stockholder of record on November 14, 2022 received three additional shares of common stock for each then-held share, which were distributed after close of trading on November 29, 2022. All share and per share amounts presented herein have been retroactively adjusted to reflect the impact of the stock split. Use of estimates: The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. These estimates include the valuation of accounts receivable, available-for-sale investments, inventory, intangible assets, contingent consideration, stock-based compensation and income taxes. Actual results could differ from these estimates. Principles of consolidation: The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. As Eminence met the criteria for consolidation, the transaction was accounted for in accordance with ASC 805, Business Combinations. In applying ASC 805 to the transaction, the Company has elected to include Eminence in our consolidated financial statements on a one month lag. As noted below, Eminence was sold during the first fiscal quarter of 2023. Equity method investments: The company accounts for its equity method investments in accordance with ASC 323, Investments - Equity Method and Joint Ventures. The Company initially records its equity method investments at the amount of the Company’s investment and adjusts each period for the Company’s share of the investee’s income or loss and dividends paid. Distributions from the equity method investee are accounted for using the cumulative earnings approach on the Consolidated Statement of Cash Flows. In December 2021, the Company paid $25 million to enter into a two-part forward contract which requires the Company to make an initial ownership investment followed by purchase of full equity interest in Wilson Wolf Corporation (Wilson Wolf) if certain annual revenue or annual earnings before interest, taxes, depreciation, and amortization (EBITDA) thresholds are met. Wilson Wolf is a leading manufacturer of cell culture devices, including the G-Rex product line. The first part of the forward contract was triggered upon Wilson Wolf achieving approximately $92 million in annual revenue or $55 million in EBITDA at any point prior to December 31, 2027. During the quarter ended March 31, 2023, the Company determined that Wilson Wolf had met the EBITDA target. On March 31, 2023, the Company paid an additional $232 million to acquire 19.9% of Wilson Wolf, which is accounted for as an equity method investment. Since the first part of the forward contract has been triggered, the second part of the forward contract will automatically trigger, and requires the Company to acquire the remaining equity interest in Wilson Wolf on December 31, 2027 based on a revenue multiple of approximately 4.4 times trailing twelve month revenue. The second part of the contract would be accelerated in advance of December 31, 2027, if Wilson Wolf meets its second milestone of approximately $226 million 54 54 Table of Contentsin annual revenue or $136 million in annual EBITDA. If the second milestone is achieved, the forward contract requires the Company to pay approximately $1 billion plus potential consideration for revenue in excess of the revenue milestone.Translation of foreign financial statements: Assets and liabilities of the Company’s foreign operations are translated at year-end rates of exchange and the resulting gains and losses arising from the translation of net assets located outside the U.S. are recorded as other comprehensive income (loss) on the consolidated statements of earnings and comprehensive income. The cumulative translation adjustment is a component of accumulated other comprehensive loss on the consolidated balance sheets. Foreign statements of earnings are translated at the average rate of exchange for the year. Foreign currency transaction gains and losses are included in other non-operating expense in the consolidated statements of earnings and comprehensive income.Revenue recognition: ASC 606 provides revenue recognition guidance for any entity that enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets, unless those contracts are within the scope of other accounting standards. The core principle of ASC 606 is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Refer to Note 2 for additional information regarding our revenue recognition policy under ASC 606.Research and development: Research and development expenditures are expensed as incurred. Development activities generally relate to creating new products, improving or creating variations of existing products, or modifying existing products to meet new applications.Advertising costs: Advertising expenses were $4.1 million, $4.8 million, and $4.6 million for fiscal 2024, 2023, and 2022 respectively. Advertising expenditures are expensed as incurred.Income taxes: The Company uses the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized to record the income tax effect of temporary differences between the tax basis and financial reporting basis of assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Tax positions taken or expected to be taken in a tax return are recognized in the financial statements when it is more likely than not that the position would be sustained upon examination by tax authorities. A recognized tax position is then measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense. Refer to Note 12 for additional information regarding income taxes.Comprehensive income: Comprehensive income includes charges and credits to shareholders’ equity that are not the result of transactions with shareholders. Our total comprehensive income consists of net income, unrealized gains and losses on cash flow hedges, and foreign currency translation adjustments. The items of comprehensive income, with the exception of net income, are included in accumulated other comprehensive loss in the consolidated balance sheets and statements of shareholders’ equity. Any tax effects, if applicable, associated with reclassifications of accumulated other comprehensive income to net income are reflected in the provision for income taxes. Cash and cash equivalents: Cash and cash equivalents include cash on hand and highly-liquid investments with original maturities of three months or less.Available-for-sale investments: Available-for-sale investments consist of debt instruments with original maturities of generally three months to less than one-year and equity securities. Available-for-sale investments are recorded based on trade-date. The Company considers all of its marketable securities available-for-sale and reports them at fair value. Unrealized gains and losses on our available-for-sale securities are included within other income (expense).Trade accounts receivable and allowances: Trade accounts receivable are initially recorded at the invoiced amount upon the sale of goods or services to customers, and they do not bear interest. They are stated net of allowances for doubtful accounts, which represent estimated losses resulting from the inability of customers to make the required payments. When determining the allowances for doubtful accounts, we take several factors into consideration, including the overall 55 Table of Contents Table of Contents Table of Contents in annual revenue or $136 million in annual EBITDA. If the second milestone is achieved, the forward contract requires the Company to pay approximately $1 billion plus potential consideration for revenue in excess of the revenue milestone.Translation of foreign financial statements: Assets and liabilities of the Company’s foreign operations are translated at year-end rates of exchange and the resulting gains and losses arising from the translation of net assets located outside the U.S. are recorded as other comprehensive income (loss) on the consolidated statements of earnings and comprehensive income. The cumulative translation adjustment is a component of accumulated other comprehensive loss on the consolidated balance sheets. Foreign statements of earnings are translated at the average rate of exchange for the year. Foreign currency transaction gains and losses are included in other non-operating expense in the consolidated statements of earnings and comprehensive income.Revenue recognition: ASC 606 provides revenue recognition guidance for any entity that enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets, unless those contracts are within the scope of other accounting standards. The core principle of ASC 606 is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Refer to Note 2 for additional information regarding our revenue recognition policy under ASC 606.Research and development: Research and development expenditures are expensed as incurred. Development activities generally relate to creating new products, improving or creating variations of existing products, or modifying existing products to meet new applications.Advertising costs: Advertising expenses were $4.1 million, $4.8 million, and $4.6 million for fiscal 2024, 2023, and 2022 respectively. Advertising expenditures are expensed as incurred.Income taxes: The Company uses the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized to record the income tax effect of temporary differences between the tax basis and financial reporting basis of assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Tax positions taken or expected to be taken in a tax return are recognized in the financial statements when it is more likely than not that the position would be sustained upon examination by tax authorities. A recognized tax position is then measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense. Refer to Note 12 for additional information regarding income taxes.Comprehensive income: Comprehensive income includes charges and credits to shareholders’ equity that are not the result of transactions with shareholders. Our total comprehensive income consists of net income, unrealized gains and losses on cash flow hedges, and foreign currency translation adjustments. The items of comprehensive income, with the exception of net income, are included in accumulated other comprehensive loss in the consolidated balance sheets and statements of shareholders’ equity. Any tax effects, if applicable, associated with reclassifications of accumulated other comprehensive income to net income are reflected in the provision for income taxes. Cash and cash equivalents: Cash and cash equivalents include cash on hand and highly-liquid investments with original maturities of three months or less.Available-for-sale investments: Available-for-sale investments consist of debt instruments with original maturities of generally three months to less than one-year and equity securities. Available-for-sale investments are recorded based on trade-date. The Company considers all of its marketable securities available-for-sale and reports them at fair value. Unrealized gains and losses on our available-for-sale securities are included within other income (expense).Trade accounts receivable and allowances: Trade accounts receivable are initially recorded at the invoiced amount upon the sale of goods or services to customers, and they do not bear interest. They are stated net of allowances for doubtful accounts, which represent estimated losses resulting from the inability of customers to make the required payments. When determining the allowances for doubtful accounts, we take several factors into consideration, including the overall in annual revenue or $136 million in annual EBITDA. If the second milestone is achieved, the forward contract requires the Company to pay approximately $1 billion plus potential consideration for revenue in excess of the revenue milestone. Translation of foreign financial statements: Assets and liabilities of the Company’s foreign operations are translated at year-end rates of exchange and the resulting gains and losses arising from the translation of net assets located outside the U.S. are recorded as other comprehensive income (loss) on the consolidated statements of earnings and comprehensive income. The cumulative translation adjustment is a component of accumulated other comprehensive loss on the consolidated balance sheets. Foreign statements of earnings are translated at the average rate of exchange for the year. Foreign currency transaction gains and losses are included in other non-operating expense in the consolidated statements of earnings and comprehensive income. Revenue recognition: ASC 606 provides revenue recognition guidance for any entity that enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets, unless those contracts are within the scope of other accounting standards. The core principle of ASC 606 is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Refer to Note 2 for additional information regarding our revenue recognition policy under ASC 606. Research and development: Research and development expenditures are expensed as incurred. Development activities generally relate to creating new products, improving or creating variations of existing products, or modifying existing products to meet new applications. Advertising costs: Advertising expenses were $4.1 million, $4.8 million, and $4.6 million for fiscal 2024, 2023, and 2022 respectively. Advertising expenditures are expensed as incurred. Income taxes: The Company uses the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized to record the income tax effect of temporary differences between the tax basis and financial reporting basis of assets and liabilities. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Tax positions taken or expected to be taken in a tax return are recognized in the financial statements when it is more likely than not that the position would be sustained upon examination by tax authorities. A recognized tax position is then measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense. Refer to Note 12 for additional information regarding income taxes. Comprehensive income: Comprehensive income includes charges and credits to shareholders’ equity that are not the result of transactions with shareholders. Our total comprehensive income consists of net income, unrealized gains and losses on cash flow hedges, and foreign currency translation adjustments. The items of comprehensive income, with the exception of net income, are included in accumulated other comprehensive loss in the consolidated balance sheets and statements of shareholders’ equity. Any tax effects, if applicable, associated with reclassifications of accumulated other comprehensive income to net income are reflected in the provision for income taxes. Cash and cash equivalents: Cash and cash equivalents include cash on hand and highly-liquid investments with original maturities of three months or less. Available-for-sale investments: Available-for-sale investments consist of debt instruments with original maturities of generally three months to less than one-year and equity securities. Available-for-sale investments are recorded based on trade-date. The Company considers all of its marketable securities available-for-sale and reports them at fair value. Unrealized gains and losses on our available-for-sale securities are included within other income (expense). Trade accounts receivable and allowances: Trade accounts receivable are initially recorded at the invoiced amount upon the sale of goods or services to customers, and they do not bear interest. They are stated net of allowances for doubtful accounts, which represent estimated losses resulting from the inability of customers to make the required payments. When determining the allowances for doubtful accounts, we take several factors into consideration, including the overall 55 55 Table of Contentscomposition of accounts receivable aging, our prior history of accounts receivable write-offs, the type of customer and our day-to-day knowledge of specific customers. Changes in the allowances for doubtful accounts are included in selling, general and administrative (SG&A) expense in our consolidated statements of earnings and comprehensive income. The point at which uncollected accounts are written off varies by type of customer. The Company does not have material long-term customer receivables. Inventories: Inventories are stated at the lower of cost (first-in, first-out method) or net realizable value. The Company regularly reviews inventory on hand for slow-moving and obsolete inventory, inventory not meeting quality control standards and inventory subject to expiration.For certain proteins, antibodies, and chemically based manufactured products, the Company produces larger batches of established products than current sales requirements due to economies of scale through a highly controlled manufacturing process. Accordingly, the manufacturing process for these products has and will continue to produce quantities in excess of forecasted usage. The Company forecasts usage for its products based on several factors including historical demand, current market dynamics, and technological advances. The Company forecasts product usage on an individual product level for a period that is consistent with our ability to reasonably forecast inventory usage for that product. There have been no material changes to the Company’s estimates of the net realizable value for excess and obsolete inventory or other types of inventory reserves and inventory cost adjustments in the fiscal years presented. Additionally, current and historical reserves recorded to reduce the cost of inventory to its net realizable value become part of the new cost basis for the inventory item in accordance with ASC 330 - Inventory.Property and equipment: Property and equipment are recorded at cost. Equipment is depreciated using the straight-line method over an estimated useful life of 3 to 5 years. Buildings, building improvements and leasehold improvements are depreciated over estimated useful lives of 5 to 40 years.Contingencies: The Company records a liability in the consolidated financial statements on an undiscounted basis for loss contingencies related to legal actions when a loss is known or considered probable and the amount may be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better restimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and the amount may be reasonably estimated, the estimated loss or range of loss is disclosed. Contingent Consideration: Contingent Consideration relates to the potential payment for an acquisition that is contingent upon the achievement of the acquired business meeting certain product development milestones and/or certain financial performance milestones. The Company records contingent consideration at fair value at the date of acquisition based on the consideration expected to be transferred. For potential payments related to financial performance milestones, we use a real option model in calculating the fair value of the contingent consideration liabilities. The assumptions utilized in the calculation based on financial performance milestones include projected revenue and/or EBITDA amounts, volatility and discount rates. For potential payments related to product development milestones, we estimated the fair value based on the probability of achievement of such milestones. The assumptions utilized in the calculation of the acquisition date fair value include probability of success and the discount rates. Contingent consideration involves certain assumptions requiring significant judgment and actual results may differ from assumed and estimated amounts. Contingent consideration is remeasured each reporting period, and subsequent changes in fair value, including accretion for the passage of time, are recognized within selling, general and administrative in the consolidated statement of earnings and comprehensive income.Intangible assets: Intangible assets are stated at historical cost less accumulated amortization. Amortization expense is generally determined on the straight-line basis over periods ranging from 1 year to 20 years. Each reporting period, we evaluate the remaining useful lives of our amortizable intangibles to determine whether events or circumstances warrant a revision to the remaining period of amortization. If our estimate of an asset’s remaining useful life is revised, the remaining carrying amount of the asset is amortized prospectively over the revised remaining useful life.Impairment of long-lived assets and amortizable intangibles: We evaluate the recoverability of property, plant, equipment and amortizable intangibles whenever events or changes in circumstances indicate that an asset’s carrying amount may not be recoverable. Such circumstances could include, but are not limited to, (1) a significant decrease in the market value of an asset, (2) a significant adverse change in the extent or manner in which an asset is used or in its physical condition, 56 Table of Contents Table of Contents Table of Contents composition of accounts receivable aging, our prior history of accounts receivable write-offs, the type of customer and our day-to-day knowledge of specific customers. Changes in the allowances for doubtful accounts are included in selling, general and administrative (SG&A) expense in our consolidated statements of earnings and comprehensive income. The point at which uncollected accounts are written off varies by type of customer. The Company does not have material long-term customer receivables. Inventories: Inventories are stated at the lower of cost (first-in, first-out method) or net realizable value. The Company regularly reviews inventory on hand for slow-moving and obsolete inventory, inventory not meeting quality control standards and inventory subject to expiration.For certain proteins, antibodies, and chemically based manufactured products, the Company produces larger batches of established products than current sales requirements due to economies of scale through a highly controlled manufacturing process. Accordingly, the manufacturing process for these products has and will continue to produce quantities in excess of forecasted usage. The Company forecasts usage for its products based on several factors including historical demand, current market dynamics, and technological advances. The Company forecasts product usage on an individual product level for a period that is consistent with our ability to reasonably forecast inventory usage for that product. There have been no material changes to the Company’s estimates of the net realizable value for excess and obsolete inventory or other types of inventory reserves and inventory cost adjustments in the fiscal years presented. Additionally, current and historical reserves recorded to reduce the cost of inventory to its net realizable value become part of the new cost basis for the inventory item in accordance with ASC 330 - Inventory.Property and equipment: Property and equipment are recorded at cost. Equipment is depreciated using the straight-line method over an estimated useful life of 3 to 5 years. Buildings, building improvements and leasehold improvements are depreciated over estimated useful lives of 5 to 40 years.Contingencies: The Company records a liability in the consolidated financial statements on an undiscounted basis for loss contingencies related to legal actions when a loss is known or considered probable and the amount may be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better restimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and the amount may be reasonably estimated, the estimated loss or range of loss is disclosed. Contingent Consideration: Contingent Consideration relates to the potential payment for an acquisition that is contingent upon the achievement of the acquired business meeting certain product development milestones and/or certain financial performance milestones. The Company records contingent consideration at fair value at the date of acquisition based on the consideration expected to be transferred. For potential payments related to financial performance milestones, we use a real option model in calculating the fair value of the contingent consideration liabilities. The assumptions utilized in the calculation based on financial performance milestones include projected revenue and/or EBITDA amounts, volatility and discount rates. For potential payments related to product development milestones, we estimated the fair value based on the probability of achievement of such milestones. The assumptions utilized in the calculation of the acquisition date fair value include probability of success and the discount rates. Contingent consideration involves certain assumptions requiring significant judgment and actual results may differ from assumed and estimated amounts. Contingent consideration is remeasured each reporting period, and subsequent changes in fair value, including accretion for the passage of time, are recognized within selling, general and administrative in the consolidated statement of earnings and comprehensive income.Intangible assets: Intangible assets are stated at historical cost less accumulated amortization. Amortization expense is generally determined on the straight-line basis over periods ranging from 1 year to 20 years. Each reporting period, we evaluate the remaining useful lives of our amortizable intangibles to determine whether events or circumstances warrant a revision to the remaining period of amortization. If our estimate of an asset’s remaining useful life is revised, the remaining carrying amount of the asset is amortized prospectively over the revised remaining useful life.Impairment of long-lived assets and amortizable intangibles: We evaluate the recoverability of property, plant, equipment and amortizable intangibles whenever events or changes in circumstances indicate that an asset’s carrying amount may not be recoverable. Such circumstances could include, but are not limited to, (1) a significant decrease in the market value of an asset, (2) a significant adverse change in the extent or manner in which an asset is used or in its physical condition, composition of accounts receivable aging, our prior history of accounts receivable write-offs, the type of customer and our day-to-day knowledge of specific customers. Changes in the allowances for doubtful accounts are included in selling, general and administrative (SG&A) expense in our consolidated statements of earnings and comprehensive income. The point at which uncollected accounts are written off varies by type of customer. The Company does not have material long-term customer receivables. Inventories: Inventories are stated at the lower of cost (first-in, first-out method) or net realizable value. The Company regularly reviews inventory on hand for slow-moving and obsolete inventory, inventory not meeting quality control standards and inventory subject to expiration. For certain proteins, antibodies, and chemically based manufactured products, the Company produces larger batches of established products than current sales requirements due to economies of scale through a highly controlled manufacturing process. Accordingly, the manufacturing process for these products has and will continue to produce quantities in excess of forecasted usage. The Company forecasts usage for its products based on several factors including historical demand, current market dynamics, and technological advances. The Company forecasts product usage on an individual product level for a period that is consistent with our ability to reasonably forecast inventory usage for that product. There have been no material changes to the Company’s estimates of the net realizable value for excess and obsolete inventory or other types of inventory reserves and inventory cost adjustments in the fiscal years presented. Additionally, current and historical reserves recorded to reduce the cost of inventory to its net realizable value become part of the new cost basis for the inventory item in accordance with ASC 330 - Inventory. Property and equipment: Property and equipment are recorded at cost. Equipment is depreciated using the straight-line method over an estimated useful life of 3 to 5 years. Buildings, building improvements and leasehold improvements are depreciated over estimated useful lives of 5 to 40 years. Contingencies: The Company records a liability in the consolidated financial statements on an undiscounted basis for loss contingencies related to legal actions when a loss is known or considered probable and the amount may be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better restimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and the amount may be reasonably estimated, the estimated loss or range of loss is disclosed. Contingent Consideration: Contingent Consideration relates to the potential payment for an acquisition that is contingent upon the achievement of the acquired business meeting certain product development milestones and/or certain financial performance milestones. The Company records contingent consideration at fair value at the date of acquisition based on the consideration expected to be transferred. For potential payments related to financial performance milestones, we use a real option model in calculating the fair value of the contingent consideration liabilities. The assumptions utilized in the calculation based on financial performance milestones include projected revenue and/or EBITDA amounts, volatility and discount rates. For potential payments related to product development milestones, we estimated the fair value based on the probability of achievement of such milestones. The assumptions utilized in the calculation of the acquisition date fair value include probability of success and the discount rates. Contingent consideration involves certain assumptions requiring significant judgment and actual results may differ from assumed and estimated amounts. Contingent consideration is remeasured each reporting period, and subsequent changes in fair value, including accretion for the passage of time, are recognized within selling, general and administrative in the consolidated statement of earnings and comprehensive income. Intangible assets: Intangible assets are stated at historical cost less accumulated amortization. Amortization expense is generally determined on the straight-line basis over periods ranging from 1 year to 20 years. Each reporting period, we evaluate the remaining useful lives of our amortizable intangibles to determine whether events or circumstances warrant a revision to the remaining period of amortization. If our estimate of an asset’s remaining useful life is revised, the remaining carrying amount of the asset is amortized prospectively over the revised remaining useful life. Impairment of long-lived assets and amortizable intangibles: We evaluate the recoverability of property, plant, equipment and amortizable intangibles whenever events or changes in circumstances indicate that an asset’s carrying amount may not be recoverable. Such circumstances could include, but are not limited to, (1) a significant decrease in the market value of an asset, (2) a significant adverse change in the extent or manner in which an asset is used or in its physical condition, 56 56 Table of Contentsor (3) an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of an asset. We compare the carrying amount of the asset to the estimated undiscounted future cash flows associated with it. If the sum of the expected future net cash flows is less than the carrying value of the asset being evaluated, an impairment loss would be recognized. The impairment loss would be calculated as the amount by which the carrying value of the asset exceeds the fair value of the asset. As quoted market prices are not available for the majority of our assets, the estimate of fair value is based on various valuation techniques, including the discounted value of estimated future cash flows.The evaluation of asset impairment requires us to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. During the second quarter of fiscal year 2024 there was a triggering event for the assets and liabilities associated with a disposal group in our Protein Sciences segment that were classified as held-for-sale. See the restructuring section of Note 1 below for additional details. No other triggering events were identified and no other impairments were recorded for property, plant, and equipment or amortizable intangibles during fiscal years 2024, 2023, and 2022.Impairment of goodwill and indefinite-lived intangible assets: We evaluate the carrying value of goodwill and indefinite-lived intangible assets during the fourth quarter each year and between annual evaluations if events occur or circumstances change that would indicate a possible impairment. Such circumstances could include, but are not limited to, (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, (3) an adverse action or assessment by a regulator, or (4) an adverse change in market conditions that are indicative of a decline in the fair value of the assets.To analyze goodwill, we must assign our goodwill to individual reporting units. Identification of reporting units includes an analysis of the components that comprise each of our operating segments, which considers, among other things, the manner in which we operate our business and the availability of discrete financial information. Components of an operating segment are aggregated to form one reporting unit if the components have similar economic characteristics. We periodically review our reporting units to ensure that they continue to reflect the manner in which we operate our business. The Company had five reporting units for our 2024, 2023, and 2022 goodwill impairment assessment performed on April 1 of each of the respective fiscal years, the date of our annual goodwill impairment assessment.The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation for goodwill is an assessment of factors including reporting unit specific operating results as well as industry and market conditions, overall financial performance, and other relevant events and factors to determine whether it is more likely than not that the fair values of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass the qualitative assessment for its reporting units and perform a quantitative test. The quantitative impairment test requires us to estimate the fair value of our reporting units based the income approach. The income approach is a valuation technique under which we estimate future cash flows using the reporting unit’s financial forecast from the perspective of an unrelated market participant. Using historical trending and internal forecasting techniques, we project revenue and apply our fixed and variable cost experience rate to the projected revenue to arrive at the future cash flows. A terminal value is then applied to the projected cash flow stream. Future estimated cash flows are discounted to their present value to calculate the estimated fair value. The discount rate used is the value-weighted average of our estimated cost of capital derived using both known and estimated customary market metrics. In determining the estimated fair value of a reporting unit, we are required to estimate a number of factors, including projected operating results, terminal growth rates, economic conditions, anticipated future cash flows, the discount rate and the allocation of shared or corporate items. For fiscal 2024, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2024. There was a triggering event related to a business held-for-sale described later in this note, leading to an impairment of allocated goodwill during the second half of fiscal 2024. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2024, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.57 Table of Contents Table of Contents Table of Contents or (3) an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of an asset. We compare the carrying amount of the asset to the estimated undiscounted future cash flows associated with it. If the sum of the expected future net cash flows is less than the carrying value of the asset being evaluated, an impairment loss would be recognized. The impairment loss would be calculated as the amount by which the carrying value of the asset exceeds the fair value of the asset. As quoted market prices are not available for the majority of our assets, the estimate of fair value is based on various valuation techniques, including the discounted value of estimated future cash flows.The evaluation of asset impairment requires us to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. During the second quarter of fiscal year 2024 there was a triggering event for the assets and liabilities associated with a disposal group in our Protein Sciences segment that were classified as held-for-sale. See the restructuring section of Note 1 below for additional details. No other triggering events were identified and no other impairments were recorded for property, plant, and equipment or amortizable intangibles during fiscal years 2024, 2023, and 2022.Impairment of goodwill and indefinite-lived intangible assets: We evaluate the carrying value of goodwill and indefinite-lived intangible assets during the fourth quarter each year and between annual evaluations if events occur or circumstances change that would indicate a possible impairment. Such circumstances could include, but are not limited to, (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, (3) an adverse action or assessment by a regulator, or (4) an adverse change in market conditions that are indicative of a decline in the fair value of the assets.To analyze goodwill, we must assign our goodwill to individual reporting units. Identification of reporting units includes an analysis of the components that comprise each of our operating segments, which considers, among other things, the manner in which we operate our business and the availability of discrete financial information. Components of an operating segment are aggregated to form one reporting unit if the components have similar economic characteristics. We periodically review our reporting units to ensure that they continue to reflect the manner in which we operate our business. The Company had five reporting units for our 2024, 2023, and 2022 goodwill impairment assessment performed on April 1 of each of the respective fiscal years, the date of our annual goodwill impairment assessment.The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation for goodwill is an assessment of factors including reporting unit specific operating results as well as industry and market conditions, overall financial performance, and other relevant events and factors to determine whether it is more likely than not that the fair values of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass the qualitative assessment for its reporting units and perform a quantitative test. The quantitative impairment test requires us to estimate the fair value of our reporting units based the income approach. The income approach is a valuation technique under which we estimate future cash flows using the reporting unit’s financial forecast from the perspective of an unrelated market participant. Using historical trending and internal forecasting techniques, we project revenue and apply our fixed and variable cost experience rate to the projected revenue to arrive at the future cash flows. A terminal value is then applied to the projected cash flow stream. Future estimated cash flows are discounted to their present value to calculate the estimated fair value. The discount rate used is the value-weighted average of our estimated cost of capital derived using both known and estimated customary market metrics. In determining the estimated fair value of a reporting unit, we are required to estimate a number of factors, including projected operating results, terminal growth rates, economic conditions, anticipated future cash flows, the discount rate and the allocation of shared or corporate items. For fiscal 2024, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2024. There was a triggering event related to a business held-for-sale described later in this note, leading to an impairment of allocated goodwill during the second half of fiscal 2024. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2024, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. or (3) an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of an asset. We compare the carrying amount of the asset to the estimated undiscounted future cash flows associated with it. If the sum of the expected future net cash flows is less than the carrying value of the asset being evaluated, an impairment loss would be recognized. The impairment loss would be calculated as the amount by which the carrying value of the asset exceeds the fair value of the asset. As quoted market prices are not available for the majority of our assets, the estimate of fair value is based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires us to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. During the second quarter of fiscal year 2024 there was a triggering event for the assets and liabilities associated with a disposal group in our Protein Sciences segment that were classified as held-for-sale. See the restructuring section of Note 1 below for additional details. No other triggering events were identified and no other impairments were recorded for property, plant, and equipment or amortizable intangibles during fiscal years 2024, 2023, and 2022. Impairment of goodwill and indefinite-lived intangible assets: We evaluate the carrying value of goodwill and indefinite-lived intangible assets during the fourth quarter each year and between annual evaluations if events occur or circumstances change that would indicate a possible impairment. Such circumstances could include, but are not limited to, (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, (3) an adverse action or assessment by a regulator, or (4) an adverse change in market conditions that are indicative of a decline in the fair value of the assets. To analyze goodwill, we must assign our goodwill to individual reporting units. Identification of reporting units includes an analysis of the components that comprise each of our operating segments, which considers, among other things, the manner in which we operate our business and the availability of discrete financial information. Components of an operating segment are aggregated to form one reporting unit if the components have similar economic characteristics. We periodically review our reporting units to ensure that they continue to reflect the manner in which we operate our business. The Company had five reporting units for our 2024, 2023, and 2022 goodwill impairment assessment performed on April 1 of each of the respective fiscal years, the date of our annual goodwill impairment assessment. The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation for goodwill is an assessment of factors including reporting unit specific operating results as well as industry and market conditions, overall financial performance, and other relevant events and factors to determine whether it is more likely than not that the fair values of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass the qualitative assessment for its reporting units and perform a quantitative test. The quantitative impairment test requires us to estimate the fair value of our reporting units based the income approach. The income approach is a valuation technique under which we estimate future cash flows using the reporting unit’s financial forecast from the perspective of an unrelated market participant. Using historical trending and internal forecasting techniques, we project revenue and apply our fixed and variable cost experience rate to the projected revenue to arrive at the future cash flows. A terminal value is then applied to the projected cash flow stream. Future estimated cash flows are discounted to their present value to calculate the estimated fair value. The discount rate used is the value-weighted average of our estimated cost of capital derived using both known and estimated customary market metrics. In determining the estimated fair value of a reporting unit, we are required to estimate a number of factors, including projected operating results, terminal growth rates, economic conditions, anticipated future cash flows, the discount rate and the allocation of shared or corporate items. For fiscal 2024, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2024. There was a triggering event related to a business held-for-sale described later in this note, leading to an impairment of allocated goodwill during the second half of fiscal 2024. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2024, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. 57 57 Table of ContentsFor fiscal 2024, the Company also performed a qualitative assessment of the acquired in-process research and development assets to determine whether changes in events, circumstances, or the probability of successful development and commercialization of the assets indicated that it is more likely than not that the fair value of the acquired assets are less than its carrying amount. Based on the analysis, the Company determined there was no indication of impairment of the indefinite-lived intangible asset. This in-process research and development was placed into service during the fourth quarter of fiscal 2024 and will begin amortization over its expected useful life. In fiscal 2023, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2023. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2023, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.On September 1, 2022, the Company completed the sale of its equity shares of Eminence for approximately $17.8 million to a third party. Eminence was considered a variable-interest entity that was fully consolidated in our financial statements. Prior to the sale, Eminence had revenue of $2.0 million for the first fiscal quarter of 2023 within our Protein Sciences segment. Fiscal 2022 revenues were $4.6 million. As a result of the sale of the business, the Company recorded a gain of $11.7 million within the Other income (expense) line in the Consolidated Statement of Earnings. Prior to the sale of Eminence, a triggering event was identified in the second quarter of fiscal 2022 and impairment testing was performed as Eminence was forecasted to not have sufficient cash to execute on their growth plan combined with their inability to secure additional financing. Our impairment testing resulted in a full impairment of the Eminence goodwill and intangibles assets for charges of $8.3 million and $8.6 million, respectively, for the year ended June 30, 2022. The Company also recognized inventory and fixed asset impairment charges of $0.9 million and $0.9 million, respectively. These impairment charges were recorded within the General and Administrative line in the Consolidated Statement of Earnings for fiscal 2022. In the fourth quarter of fiscal 2022, Eminence was able to secure cash deposits on future orders to provide funding for their operations. This delay in liquidation allowed time for securing of additional investor financing which coincided with the sale of the Company's investment.In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which are included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment.In our fiscal 2022 annual goodwill impairment analysis, we elected to perform a quantitative assessment for all five of our reporting units. The result of our quantitative assessment indicated that all of the reporting units had a substantial amount of headroom as of April 1, 2022. The Company did not identify any triggering events after our annual goodwill impairment through June 30, 2022, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.Restructuring actions: Restructuring actions generally include significant actions involving employee-related severance charges, contract termination costs, and impairments and disposals of assets associated with such actions. Employee-related severance charges are based upon distributed employment policies and substantive severance plans. These charges are reflected in the quarter when the actions are probable and the amounts are estimable, which typically is when management approves the associated actions. Asset-related and other charges include impairment of right-of-use assets, leasehold improvements, other asset write-downs associated with combining operations, disposal of assets and other exit costs. Other costs also includes restructuring-related charges, which are incremental costs incurred directly supporting business transformation initiatives tied to the restructuring action.Fiscal Year 2024 Restructuring Actions:In the second quarter of fiscal 2024, the Company announced enterprise-wide restructuring focused on recovering operating margins, optimizing our distribution footprint, and enhancing our organization efficiency. These actions impacted approximately 4% of our global workforce. These actions continued through the end of fiscal 2024 as we incurred charges relating to the condensing of certain distribution centers and optimizing efficiency. The Company is expecting to 58 Table of Contents Table of Contents Table of Contents For fiscal 2024, the Company also performed a qualitative assessment of the acquired in-process research and development assets to determine whether changes in events, circumstances, or the probability of successful development and commercialization of the assets indicated that it is more likely than not that the fair value of the acquired assets are less than its carrying amount. Based on the analysis, the Company determined there was no indication of impairment of the indefinite-lived intangible asset. This in-process research and development was placed into service during the fourth quarter of fiscal 2024 and will begin amortization over its expected useful life. In fiscal 2023, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2023. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2023, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.On September 1, 2022, the Company completed the sale of its equity shares of Eminence for approximately $17.8 million to a third party. Eminence was considered a variable-interest entity that was fully consolidated in our financial statements. Prior to the sale, Eminence had revenue of $2.0 million for the first fiscal quarter of 2023 within our Protein Sciences segment. Fiscal 2022 revenues were $4.6 million. As a result of the sale of the business, the Company recorded a gain of $11.7 million within the Other income (expense) line in the Consolidated Statement of Earnings. Prior to the sale of Eminence, a triggering event was identified in the second quarter of fiscal 2022 and impairment testing was performed as Eminence was forecasted to not have sufficient cash to execute on their growth plan combined with their inability to secure additional financing. Our impairment testing resulted in a full impairment of the Eminence goodwill and intangibles assets for charges of $8.3 million and $8.6 million, respectively, for the year ended June 30, 2022. The Company also recognized inventory and fixed asset impairment charges of $0.9 million and $0.9 million, respectively. These impairment charges were recorded within the General and Administrative line in the Consolidated Statement of Earnings for fiscal 2022. In the fourth quarter of fiscal 2022, Eminence was able to secure cash deposits on future orders to provide funding for their operations. This delay in liquidation allowed time for securing of additional investor financing which coincided with the sale of the Company's investment.In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which are included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment.In our fiscal 2022 annual goodwill impairment analysis, we elected to perform a quantitative assessment for all five of our reporting units. The result of our quantitative assessment indicated that all of the reporting units had a substantial amount of headroom as of April 1, 2022. The Company did not identify any triggering events after our annual goodwill impairment through June 30, 2022, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed.Restructuring actions: Restructuring actions generally include significant actions involving employee-related severance charges, contract termination costs, and impairments and disposals of assets associated with such actions. Employee-related severance charges are based upon distributed employment policies and substantive severance plans. These charges are reflected in the quarter when the actions are probable and the amounts are estimable, which typically is when management approves the associated actions. Asset-related and other charges include impairment of right-of-use assets, leasehold improvements, other asset write-downs associated with combining operations, disposal of assets and other exit costs. Other costs also includes restructuring-related charges, which are incremental costs incurred directly supporting business transformation initiatives tied to the restructuring action.Fiscal Year 2024 Restructuring Actions:In the second quarter of fiscal 2024, the Company announced enterprise-wide restructuring focused on recovering operating margins, optimizing our distribution footprint, and enhancing our organization efficiency. These actions impacted approximately 4% of our global workforce. These actions continued through the end of fiscal 2024 as we incurred charges relating to the condensing of certain distribution centers and optimizing efficiency. The Company is expecting to For fiscal 2024, the Company also performed a qualitative assessment of the acquired in-process research and development assets to determine whether changes in events, circumstances, or the probability of successful development and commercialization of the assets indicated that it is more likely than not that the fair value of the acquired assets are less than its carrying amount. Based on the analysis, the Company determined there was no indication of impairment of the indefinite-lived intangible asset. This in-process research and development was placed into service during the fourth quarter of fiscal 2024 and will begin amortization over its expected useful life. In fiscal 2023, we elected to perform a qualitative analysis for all five reporting units. The Company determined, after performing the qualitative analysis, there was no evidence that it is more likely than not that the fair value was less than the carrying amounts, therefore, it was not necessary to perform a quantitative impairment test in fiscal 2023. The Company did not identify any triggering events after our annual goodwill impairment analysis through June 30, 2023, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. On September 1, 2022, the Company completed the sale of its equity shares of Eminence for approximately $17.8 million to a third party. Eminence was considered a variable-interest entity that was fully consolidated in our financial statements. Prior to the sale, Eminence had revenue of $2.0 million for the first fiscal quarter of 2023 within our Protein Sciences segment. Fiscal 2022 revenues were $4.6 million. As a result of the sale of the business, the Company recorded a gain of $11.7 million within the Other income (expense) line in the Consolidated Statement of Earnings. Prior to the sale of Eminence, a triggering event was identified in the second quarter of fiscal 2022 and impairment testing was performed as Eminence was forecasted to not have sufficient cash to execute on their growth plan combined with their inability to secure additional financing. Our impairment testing resulted in a full impairment of the Eminence goodwill and intangibles assets for charges of $8.3 million and $8.6 million, respectively, for the year ended June 30, 2022. The Company also recognized inventory and fixed asset impairment charges of $0.9 million and $0.9 million, respectively. These impairment charges were recorded within the General and Administrative line in the Consolidated Statement of Earnings for fiscal 2022. In the fourth quarter of fiscal 2022, Eminence was able to secure cash deposits on future orders to provide funding for their operations. This delay in liquidation allowed time for securing of additional investor financing which coincided with the sale of the Company's investment. respectively In the first quarter of fiscal 2022, the Company combined the management of the Exosome Diagnostics and Asuragen reporting units, both of which are included in the Diagnostics and Genomics operating segment. In conjunction with the combination of the reporting units, a qualitative goodwill impairment assessment was performed. The qualitative assessment identified no indicators of impairment. In our fiscal 2022 annual goodwill impairment analysis, we elected to perform a quantitative assessment for all five of our reporting units. The result of our quantitative assessment indicated that all of the reporting units had a substantial amount of headroom as of April 1, 2022. The Company did not identify any triggering events after our annual goodwill impairment through June 30, 2022, the date of our consolidated balance sheet, that would require an additional goodwill impairment assessment to be performed. Restructuring actions: Restructuring actions generally include significant actions involving employee-related severance charges, contract termination costs, and impairments and disposals of assets associated with such actions. Employee-related severance charges are based upon distributed employment policies and substantive severance plans. These charges are reflected in the quarter when the actions are probable and the amounts are estimable, which typically is when management approves the associated actions. Asset-related and other charges include impairment of right-of-use assets, leasehold improvements, other asset write-downs associated with combining operations, disposal of assets and other exit costs. Other costs also includes restructuring-related charges, which are incremental costs incurred directly supporting business transformation initiatives tied to the restructuring action. Fiscal Year 2024 Restructuring Actions: In the second quarter of fiscal 2024, the Company announced enterprise-wide restructuring focused on recovering operating margins, optimizing our distribution footprint, and enhancing our organization efficiency. These actions impacted approximately 4% of our global workforce. These actions continued through the end of fiscal 2024 as we incurred charges relating to the condensing of certain distribution centers and optimizing efficiency. The Company is expecting to 58 58 Table of Contentsincur costs related to these actions through the first half of fiscal 2025, which will be recorded when specified criteria are met. As part of these actions, certain assets and liabilities associated with a disposal group in our Protein Sciences segment were classified as held-for-sale as of December 31, 2023, including $1.4 million of goodwill allocated to the disposal group on a relative fair value basis. As a result of impairment tests performed over the disposal group during fiscal 2024, a cumulative impairment charge of $22.0 million which includes the allocated goodwill, was recorded in the Selling, general and administrative line in the Consolidated Statements of Earnings for the year ended June 30, 2024. As of June 30, 2024, the assets remaining within the disposal group primarily include inventory and property and equipment of $9.8 million, which is net of expected selling costs. These assets are actively marketed, and we believe their sale will be completed within 12 months of the held-for-sale classification date. The held-for-sale assets are recorded in Current assets held-for-sale in our Consolidated Balance Sheet as of June 30, 2024.The restructuring and restructuring-related charges, including the impairment of assets held-for-sale, for periods presented were recorded in the Consolidated Statements of Earnings as follows (in thousands):​​​​​​Year Ended ​​June 30, ​​2024Cost of sales​$ 3,349Selling, general and administrative(1)​​ 30,638Total​$ 33,987​​​​(1) Restructuring actions impacting research and development are not material to separately disclose and have been included within Selling, general and administrative costs.Restructuring and restructuring-related costs by segment are as follows (in thousands):​​​​​​​​​​​​​​​Year ended June 30, 2024​​​Employee​​Asset-related ​​Impairment of ​​​​​​severance​​and other​​assets held-for-sale​​TotalProtein Sciences​$ 3,483​$ 5,130​$ 21,963​$ 30,576Diagnostics and Genomics​​ 1,007​​ 224​​ —​​ 1,231Corporate​​ 1,153​​ 1,027​​ —​​ 2,180Total​$ 5,643​$ 6,381​$ 21,963​$ 33,987​59 Table of Contents Table of Contents Table of Contents incur costs related to these actions through the first half of fiscal 2025, which will be recorded when specified criteria are met. As part of these actions, certain assets and liabilities associated with a disposal group in our Protein Sciences segment were classified as held-for-sale as of December 31, 2023, including $1.4 million of goodwill allocated to the disposal group on a relative fair value basis. As a result of impairment tests performed over the disposal group during fiscal 2024, a cumulative impairment charge of $22.0 million which includes the allocated goodwill, was recorded in the Selling, general and administrative line in the Consolidated Statements of Earnings for the year ended June 30, 2024. As of June 30, 2024, the assets remaining within the disposal group primarily include inventory and property and equipment of $9.8 million, which is net of expected selling costs. These assets are actively marketed, and we believe their sale will be completed within 12 months of the held-for-sale classification date. The held-for-sale assets are recorded in Current assets held-for-sale in our Consolidated Balance Sheet as of June 30, 2024.The restructuring and restructuring-related charges, including the impairment of assets held-for-sale, for periods presented were recorded in the Consolidated Statements of Earnings as follows (in thousands):​​​​​​Year Ended ​​June 30, ​​2024Cost of sales​$ 3,349Selling, general and administrative(1)​​ 30,638Total​$ 33,987​​​​(1) Restructuring actions impacting research and development are not material to separately disclose and have been included within Selling, general and administrative costs.Restructuring and restructuring-related costs by segment are as follows (in thousands):​​​​​​​​​​​​​​​Year ended June 30, 2024​​​Employee​​Asset-related ​​Impairment of ​​​​​​severance​​and other​​assets held-for-sale​​TotalProtein Sciences​$ 3,483​$ 5,130​$ 21,963​$ 30,576Diagnostics and Genomics​​ 1,007​​ 224​​ —​​ 1,231Corporate​​ 1,153​​ 1,027​​ —​​ 2,180Total​$ 5,643​$ 6,381​$ 21,963​$ 33,987​ incur costs related to these actions through the first half of fiscal 2025, which will be recorded when specified criteria are met. As part of these actions, certain assets and liabilities associated with a disposal group in our Protein Sciences segment were classified as held-for-sale as of December 31, 2023, including $1.4 million of goodwill allocated to the disposal group on a relative fair value basis. As a result of impairment tests performed over the disposal group during fiscal 2024, a cumulative impairment charge of $22.0 million which includes the allocated goodwill, was recorded in the Selling, general and administrative line in the Consolidated Statements of Earnings for the year ended June 30, 2024. As of June 30, 2024, the assets remaining within the disposal group primarily include inventory and property and equipment of $9.8 million, which is net of expected selling costs. These assets are actively marketed, and we believe their sale will be completed within 12 months of the held-for-sale classification date. The held-for-sale assets are recorded in Current assets held-for-sale in our Consolidated Balance Sheet as of June 30, 2024. The restructuring and restructuring-related charges, including the impairment of assets held-for-sale, for periods presented were recorded in the Consolidated Statements of Earnings as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year Ended ​ ​ June 30, ​ ​ 2024 Cost of sales ​ $ 3,349 Selling, general and administrative(1) ​ ​ 30,638 Total ​ $ 33,987 ​ ​ ​ ​ (1) Restructuring actions impacting research and development are not material to separately disclose and have been included within Selling, general and administrative costs. Restructuring and restructuring-related costs by segment are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended June 30, 2024 ​ ​ ​ Employee ​ ​ Asset-related ​ ​ Impairment of ​ ​ ​ ​ ​ ​ severance ​ ​ and other ​ ​ assets held-for-sale ​ ​ Total Protein Sciences ​ $ 3,483 ​ $ 5,130 ​ $ 21,963 ​ $ 30,576 Diagnostics and Genomics ​ ​ 1,007 ​ ​ 224 ​ ​ — ​ ​ 1,231 Corporate ​ ​ 1,153 ​ ​ 1,027 ​ ​ — ​ ​ 2,180 Total ​ $ 5,643 ​ $ 6,381 ​ $ 21,963 ​ $ 33,987 ​ 59 59 Table of ContentsThe following table summarizes the changes in the Company’s accrued restructuring balance, which is included within Other current liabilities in the accompanying balance sheet. Other amounts reported as restructuring and restructuring-related costs in the accompanying statements of income have been summarized in the notes to the table (in thousands):​​​​​​​​​​​​​​​​Employee​​Asset-related ​​Impairment of ​​​​​​severance(1)​​and other(2)​​assets held-for-sale​​TotalExpense incurred in the second quarter of 2024​​ 4,882​​ 504​​ 6,038​​ 11,424Incremental expense incurred in the third quarter of 2024​​ 133​​ 1,140​​ —​​ 1,273Incremental expense incurred in the fourth quarter of 2024​​ 409​​ 4,737​​ 15,926​​ 21,072Cash payments​​ (4,882)​​ (2,800)​​ —​​ (7,682)Non-cash adjustments​​ —​​ (3,391)​​ (21,963)​​ (25,354)Adjustments(3)​​ 219​​ —​​ —​​ 219Accrued restructuring actions balance as of June 30, 2024​$ 761​$ 190​$ —​$ 952(1) Relates to impacted employees’ final paycheck, separation payments, outplacement services, legal fees, and retention packages related to the closure or sale of certain distribution and manufacturing sites. (2) Primarily relates to impairment of right-of-use assets, lease termination fees, consulting fees, and expenses for changes to supporting IT systems that are enabling the Company to complete the restructuring initiatives. (3) Relates to the refinement of the accrual recorded in the second quarter of fiscal 2024.Fiscal Year 2023 Restructuring Actions:QT Holdings Corporation (Quad)In August 2022, the Company informed employees of our decision to close our Quad facility as part of a realignment of activities within our Reagent Solutions division. The closure of the site was completed in the fourth quarter of fiscal 2023. As a result of the restructuring activities, an estimated pre-tax charge of $2.2 million was recorded within our Protein Sciences segment for the year ended June 30, 2023. The related restructuring charges for the year ended June 30, 2023 were recorded in the income statement as follows (in thousands):​​​​​​​​​​​​​Employee​Asset​​​ severance impairment and other TotalSelling, general and administrative​$ 1,328​$ 842​$ 2,170​​​​​​​​​​​​​Employee​Asset​​​ severance impairment and other TotalExpense incurred in the first quarter of 2023​$ 1,328​$ 842​$ 2,170Cash payments​​ (1,233)​​ (772)​​ (2,005)Adjustments​​ (95)​​ (70)​​ (165)Accrued restructuring actions balances as of June 30, 2023​$ —​$ —​$ —​Protein Sciences realignment In December 2022, the Company informed employees it would undertake certain actions to strategically reallocate operations resources to high growth areas of the business. Additional actions were taken in June 2023 primarily related to the sales organization. The actions impacted a limited number of employees and were completed in the fourth quarter of fiscal 2024. As a result of the realignment, a pre-tax charge of $1.7 million related to employee severance was recorded in the Selling, general and administrative line of operating income within our Protein Sciences segment during the year ended June 30, 2023. Adjustments in fiscal year 2024 relate to the refinement of employee severance payouts. Additional pre-60 Table of Contents Table of Contents Table of Contents The following table summarizes the changes in the Company’s accrued restructuring balance, which is included within Other current liabilities in the accompanying balance sheet. Other amounts reported as restructuring and restructuring-related costs in the accompanying statements of income have been summarized in the notes to the table (in thousands):​​​​​​​​​​​​​​​​Employee​​Asset-related ​​Impairment of ​​​​​​severance(1)​​and other(2)​​assets held-for-sale​​TotalExpense incurred in the second quarter of 2024​​ 4,882​​ 504​​ 6,038​​ 11,424Incremental expense incurred in the third quarter of 2024​​ 133​​ 1,140​​ —​​ 1,273Incremental expense incurred in the fourth quarter of 2024​​ 409​​ 4,737​​ 15,926​​ 21,072Cash payments​​ (4,882)​​ (2,800)​​ —​​ (7,682)Non-cash adjustments​​ —​​ (3,391)​​ (21,963)​​ (25,354)Adjustments(3)​​ 219​​ —​​ —​​ 219Accrued restructuring actions balance as of June 30, 2024​$ 761​$ 190​$ —​$ 952(1) Relates to impacted employees’ final paycheck, separation payments, outplacement services, legal fees, and retention packages related to the closure or sale of certain distribution and manufacturing sites. (2) Primarily relates to impairment of right-of-use assets, lease termination fees, consulting fees, and expenses for changes to supporting IT systems that are enabling the Company to complete the restructuring initiatives. (3) Relates to the refinement of the accrual recorded in the second quarter of fiscal 2024.Fiscal Year 2023 Restructuring Actions:QT Holdings Corporation (Quad)In August 2022, the Company informed employees of our decision to close our Quad facility as part of a realignment of activities within our Reagent Solutions division. The closure of the site was completed in the fourth quarter of fiscal 2023. As a result of the restructuring activities, an estimated pre-tax charge of $2.2 million was recorded within our Protein Sciences segment for the year ended June 30, 2023. The related restructuring charges for the year ended June 30, 2023 were recorded in the income statement as follows (in thousands):​​​​​​​​​​​​​Employee​Asset​​​ severance impairment and other TotalSelling, general and administrative​$ 1,328​$ 842​$ 2,170​​​​​​​​​​​​​Employee​Asset​​​ severance impairment and other TotalExpense incurred in the first quarter of 2023​$ 1,328​$ 842​$ 2,170Cash payments​​ (1,233)​​ (772)​​ (2,005)Adjustments​​ (95)​​ (70)​​ (165)Accrued restructuring actions balances as of June 30, 2023​$ —​$ —​$ —​Protein Sciences realignment In December 2022, the Company informed employees it would undertake certain actions to strategically reallocate operations resources to high growth areas of the business. Additional actions were taken in June 2023 primarily related to the sales organization. The actions impacted a limited number of employees and were completed in the fourth quarter of fiscal 2024. As a result of the realignment, a pre-tax charge of $1.7 million related to employee severance was recorded in the Selling, general and administrative line of operating income within our Protein Sciences segment during the year ended June 30, 2023. Adjustments in fiscal year 2024 relate to the refinement of employee severance payouts. Additional pre- The following table summarizes the changes in the Company’s accrued restructuring balance, which is included within Other current liabilities in the accompanying balance sheet. Other amounts reported as restructuring and restructuring-related costs in the accompanying statements of income have been summarized in the notes to the table (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Employee ​ ​ Asset-related ​ ​ Impairment of ​ ​ ​ ​ ​ ​ severance(1) severance ​ ​ and other(2) and other ​ ​ assets held-for-sale assets held-for-sale ​ ​ Total Expense incurred in the second quarter of 2024 ​ ​ 4,882 ​ ​ 504 ​ ​ 6,038 ​ ​ 11,424 Incremental expense incurred in the third quarter of 2024 ​ ​ 133 ​ ​ 1,140 ​ ​ — ​ ​ 1,273 Incremental expense incurred in the fourth quarter of 2024 ​ ​ 409 ​ ​ 4,737 ​ ​ 15,926 ​ ​ 21,072 Cash payments ​ ​ (4,882) ​ ​ (2,800) ​ ​ — ​ ​ (7,682) Non-cash adjustments ​ ​ — ​ ​ (3,391) ​ ​ (21,963) ​ ​ (25,354) Adjustments(3) ​ ​ 219 ​ ​ — ​ ​ — ​ ​ 219 Accrued restructuring actions balance as of June 30, 2024 ​ $ 761 ​ $ 190 ​ $ — ​ $ 952 (1) Relates to impacted employees’ final paycheck, separation payments, outplacement services, legal fees, and retention packages related to the closure or sale of certain distribution and manufacturing sites. (2) Primarily relates to impairment of right-of-use assets, lease termination fees, consulting fees, and expenses for changes to supporting IT systems that are enabling the Company to complete the restructuring initiatives. (3) Relates to the refinement of the accrual recorded in the second quarter of fiscal 2024. Fiscal Year 2023 Restructuring Actions: QT Holdings Corporation (Quad) In August 2022, the Company informed employees of our decision to close our Quad facility as part of a realignment of activities within our Reagent Solutions division. The closure of the site was completed in the fourth quarter of fiscal 2023. As a result of the restructuring activities, an estimated pre-tax charge of $2.2 million was recorded within our Protein Sciences segment for the year ended June 30, 2023. The related restructuring charges for the year ended June 30, 2023 were recorded in the income statement as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Employee ​ Asset ​ ​ ​ severance severance impairment and other impairment and other Total Total Selling, general and administrative ​ $ 1,328 ​ $ 842 ​ $ 2,170 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Employee ​ Asset ​ ​ ​ severance impairment and other Total Expense incurred in the first quarter of 2023 ​ $ 1,328 ​ $ 842 ​ $ 2,170 Cash payments ​ ​ (1,233) ​ ​ (772) ​ ​ (2,005) Adjustments ​ ​ (95) ​ ​ (70) ​ ​ (165) Accrued restructuring actions balances as of June 30, 2023 ​ $ — ​ $ — ​ $ — ​ Protein Sciences realignment In December 2022, the Company informed employees it would undertake certain actions to strategically reallocate operations resources to high growth areas of the business. Additional actions were taken in June 2023 primarily related to the sales organization. The actions impacted a limited number of employees and were completed in the fourth quarter of fiscal 2024. As a result of the realignment, a pre-tax charge of $1.7 million related to employee severance was recorded in the Selling, general and administrative line of operating income within our Protein Sciences segment during the year ended June 30, 2023. Adjustments in fiscal year 2024 relate to the refinement of employee severance payouts. Additional pre- 60 60 Table of Contentstax charges for the year ended June 30, 2024 were $0.2 million. Restructuring actions, including cash and non-cash impacts, are as follows (in thousands):​​​​​​Employee​​severanceExpense incurred in fiscal year 2023​$ 1,677Fiscal year 2023 cash payments​​ (762)Fiscal year 2023 adjustments​​ (18)Accrued restructuring actions balances as of June 30, 2023​$ 897Fiscal year 2024 cash payments​​ (1,118)Fiscal year 2024 adjustments(1)​​ 221 Accrued restructuring actions balances as of June 30, 2024​$ —(1)Fiscal year 2024 adjustments relate to the refinement of the accrual recorded in fiscal year 2023. ​Fiscal Year 2022 Restructuring Actions:In September 2021, the Company informed employees of our decision to close our Exosome Diagnostics Germany facility, discontinuing lab and research occurring at the site, as part of a realignment of activities within our Exosome Diagnostics business. The restructuring activities were complete as of June 30, 2022. As a result of the restructuring activities, a pre-tax charge of $1.4 million was recorded within our Diagnostics and Genomics segment during the year ended June 30, 2022. Total restructuring charges for the closure of the Exosome Diagnostics Germany facility for the year ended June 30, 2022 were recorded within operating income on the income statement as follows (in thousands):​​​​​​​​​​​​​Employee​Asset​​​ severance impairment and other TotalSelling, general and administrative​$ 649​$ 750​$ 1,399​​​​​​​​​​​​​Employee​Asset​​​ severance impairment and other TotalExpense incurred in the first quarter of 2022​$ 639​$ 546​$ 1,185Incremental expense incurred during fiscal 2022​​ —​​ 242​​ 242Cash payments​​ (589)​​ (554)​​ (1,143)Adjustments​​ (50)​​ (234)​​ (284)Accrued restructuring actions balances as of June 30, 2022​$ —​$ —​$ —​(1) Adjustments include refinements to our estimated close down costs as well as the impacts from foreign currency exchange. ​During the second quarter of fiscal 2022, the Company also incurred a restructuring charge of $0.2 million related to employee severance for the relocation of a US plant. This was completed during fiscal 2023 and there are no remaining liabilities related to this relocation as of June 30, 2023. This charge was recorded within Other current liabilities as of June 30, 2022. Fiscal 2023 cash payments did not materially differ from the charge recorded in fiscal 2022. ​Legal Matters: The Company and its affiliates are involved in a number of legal actions from time to time involving product liability, employment, intellectual property and commercial disputes, shareholder related matters, environmental proceedings, tax disputes, and governmental proceedings and investigations. With respect to governmental proceedings and investigations, like other companies in our industry, the Company is subject to extensive regulation by national, state, and local governmental agencies in the United States and in other jurisdictions in which the Company and its affiliates operate. The Company’s standard practice is to cooperate with regulators and investigators in responding to inquiries. The outcomes of legal actions are not within the Company’s complete control and may not be known for prolonged periods of time. In some actions, the enforcement agencies or private claimants seek damages, as well as other remedies (including injunctions barring the sale of products that are the subject of the proceeding), that could require 61 Table of Contents Table of Contents Table of Contents tax charges for the year ended June 30, 2024 were $0.2 million. Restructuring actions, including cash and non-cash impacts, are as follows (in thousands):​​​​​​Employee​​severanceExpense incurred in fiscal year 2023​$ 1,677Fiscal year 2023 cash payments​​ (762)Fiscal year 2023 adjustments​​ (18)Accrued restructuring actions balances as of June 30, 2023​$ 897Fiscal year 2024 cash payments​​ (1,118)Fiscal year 2024 adjustments(1)​​ 221 Accrued restructuring actions balances as of June 30, 2024​$ —(1)Fiscal year 2024 adjustments relate to the refinement of the accrual recorded in fiscal year 2023. ​Fiscal Year 2022 Restructuring Actions:In September 2021, the Company informed employees of our decision to close our Exosome Diagnostics Germany facility, discontinuing lab and research occurring at the site, as part of a realignment of activities within our Exosome Diagnostics business. The restructuring activities were complete as of June 30, 2022. As a result of the restructuring activities, a pre-tax charge of $1.4 million was recorded within our Diagnostics and Genomics segment during the year ended June 30, 2022. Total restructuring charges for the closure of the Exosome Diagnostics Germany facility for the year ended June 30, 2022 were recorded within operating income on the income statement as follows (in thousands):​​​​​​​​​​​​​Employee​Asset​​​ severance impairment and other TotalSelling, general and administrative​$ 649​$ 750​$ 1,399​​​​​​​​​​​​​Employee​Asset​​​ severance impairment and other TotalExpense incurred in the first quarter of 2022​$ 639​$ 546​$ 1,185Incremental expense incurred during fiscal 2022​​ —​​ 242​​ 242Cash payments​​ (589)​​ (554)​​ (1,143)Adjustments​​ (50)​​ (234)​​ (284)Accrued restructuring actions balances as of June 30, 2022​$ —​$ —​$ —​(1) Adjustments include refinements to our estimated close down costs as well as the impacts from foreign currency exchange. ​During the second quarter of fiscal 2022, the Company also incurred a restructuring charge of $0.2 million related to employee severance for the relocation of a US plant. This was completed during fiscal 2023 and there are no remaining liabilities related to this relocation as of June 30, 2023. This charge was recorded within Other current liabilities as of June 30, 2022. Fiscal 2023 cash payments did not materially differ from the charge recorded in fiscal 2022. ​Legal Matters: The Company and its affiliates are involved in a number of legal actions from time to time involving product liability, employment, intellectual property and commercial disputes, shareholder related matters, environmental proceedings, tax disputes, and governmental proceedings and investigations. With respect to governmental proceedings and investigations, like other companies in our industry, the Company is subject to extensive regulation by national, state, and local governmental agencies in the United States and in other jurisdictions in which the Company and its affiliates operate. The Company’s standard practice is to cooperate with regulators and investigators in responding to inquiries. The outcomes of legal actions are not within the Company’s complete control and may not be known for prolonged periods of time. In some actions, the enforcement agencies or private claimants seek damages, as well as other remedies (including injunctions barring the sale of products that are the subject of the proceeding), that could require tax charges for the year ended June 30, 2024 were $0.2 million. Restructuring actions, including cash and non-cash impacts, are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Employee ​ ​ severance Expense incurred in fiscal year 2023 Expense incurred in fiscal year 2023 ​ $ 1,677 Fiscal year 2023 cash payments ​ ​ (762) Fiscal year 2023 adjustments ​ ​ (18) Accrued restructuring actions balances as of June 30, 2023 ​ $ 897 Fiscal year 2024 cash payments ​ ​ (1,118) Fiscal year 2024 adjustments(1) ​ ​ 221 Accrued restructuring actions balances as of June 30, 2024 ​ $ — (1)Fiscal year 2024 adjustments relate to the refinement of the accrual recorded in fiscal year 2023. ​ Fiscal Year 2022 Restructuring Actions: In September 2021, the Company informed employees of our decision to close our Exosome Diagnostics Germany facility, discontinuing lab and research occurring at the site, as part of a realignment of activities within our Exosome Diagnostics business. The restructuring activities were complete as of June 30, 2022. As a result of the restructuring activities, a pre-tax charge of $1.4 million was recorded within our Diagnostics and Genomics segment during the year ended June 30, 2022. Total restructuring charges for the closure of the Exosome Diagnostics Germany facility for the year ended June 30, 2022 were recorded within operating income on the income statement as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Employee Employee ​ Asset Asset ​ ​ ​ severance impairment and other impairment and other Total Total Selling, general and administrative ​ $ 649 ​ $ 750 ​ $ 1,399 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Employee ​ Asset ​ ​ ​ severance severance impairment and other impairment and other Total Expense incurred in the first quarter of 2022 ​ $ 639 ​ $ 546 ​ $ 1,185 Incremental expense incurred during fiscal 2022 ​ ​ — ​ ​ 242 ​ ​ 242 Cash payments ​ ​ (589) ​ ​ (554) ​ ​ (1,143) Adjustments ​ ​ (50) ​ ​ (234) ​ ​ (284) Accrued restructuring actions balances as of June 30, 2022 ​ $ — ​ $ — ​ $ — ​ (1) Adjustments include refinements to our estimated close down costs as well as the impacts from foreign currency exchange. ​ During the second quarter of fiscal 2022, the Company also incurred a restructuring charge of $0.2 million related to employee severance for the relocation of a US plant. This was completed during fiscal 2023 and there are no remaining liabilities related to this relocation as of June 30, 2023. This charge was recorded within Other current liabilities as of June 30, 2022. Fiscal 2023 cash payments did not materially differ from the charge recorded in fiscal 2022. ​ Legal Matters: The Company and its affiliates are involved in a number of legal actions from time to time involving product liability, employment, intellectual property and commercial disputes, shareholder related matters, environmental proceedings, tax disputes, and governmental proceedings and investigations. With respect to governmental proceedings and investigations, like other companies in our industry, the Company is subject to extensive regulation by national, state, and local governmental agencies in the United States and in other jurisdictions in which the Company and its affiliates operate. The Company’s standard practice is to cooperate with regulators and investigators in responding to inquiries. The outcomes of legal actions are not within the Company’s complete control and may not be known for prolonged periods of time. In some actions, the enforcement agencies or private claimants seek damages, as well as other remedies (including injunctions barring the sale of products that are the subject of the proceeding), that could require 61 61 Table of Contentssignificant expenditures, result in lost revenues, or limit the Company's ability to conduct business in the applicable jurisdictions.​The Company records a liability in the consolidated financial statements on an undiscounted basis for loss contingencies related to legal actions when a loss is known or considered probable and the amount may be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and may be reasonably estimated, the estimated loss or range of loss is disclosed. When determining the estimated loss or range of loss, significant judgment is required. Estimates of probable losses resulting from litigation and governmental proceedings involving the Company are inherently difficult to predict, particularly when the matters are in early procedural stages with incomplete scientific facts or legal discovery, involve unsubstantiated or indeterminate claims for damages, potentially involve penalties, fines or punitive damages, or could result in a change in business practice. The Company classifies certain specified litigation charges and gains related to significant legal matters as certain litigation charges in the consolidated statements of income. ​During fiscal year 2024, the Company recognized $3.5 million of certain litigation charges. There was no comparable activity in the comparable periods. As of each of the balance sheet dates presented, there was no accrued litigation. The ultimate cost to the Company with respect to accrued litigation could be materially different than the amount of the current estimates and accruals and could have a material adverse impact on the Company’s consolidated earnings, financial position, and/or cash flows. The Company includes accrued litigation in other current liabilities and other liabilities on the consolidated balance sheets. While it is not possible to predict the outcome for most of the legal matters discussed below, the Company believes it is possible that the costs associated with these matters could have a material adverse impact on the Company’s consolidated earnings, financial position, and/or cash flows.​Intellectual Property Matters: At any given time, the Company is involved in litigation relating to patents, trademarks, copyrights, trade secrets, and other intellectual property (IP) rights, and licenses, acquisitions or other agreements related to such rights. This litigation includes, but it not limited to, alleged infringement or misappropriation of IP rights, or breach of obligations related to IP rights, or other claims asserted by competitors, individuals, or entities created specifically to fund IP litigation. While the outcome of these litigation matters is inherently uncertain, it is possible that the results of such litigation could require the Company to pay significant monetary damages. ​Other Significant Accounting PoliciesThe following table includes a reference to additional significant accounting policies that are described in other notes to the financial statements, including the note number:​​​​​Policy Note Fair value measurements 5 Leases​​7​Earnings per share 9 Share-based compensation 10 Operating segments 13 ​Not Yet Adopted Accounting PronouncementsIn November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures (Topic 280), which requires incremental disclosures on reportable segments, primarily through enhanced disclosures on significant segment expenses. The Company will adopt this guidance beginning in the fourth quarter of fiscal year 2025 for our annual report and for interim periods starting in fiscal year 2026. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures. In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (Topic 740), which requires incremental annual disclosures on income taxes, including rate reconciliations, income taxes paid, and other disclosures. 62 Table of Contents Table of Contents Table of Contents significant expenditures, result in lost revenues, or limit the Company's ability to conduct business in the applicable jurisdictions.​The Company records a liability in the consolidated financial statements on an undiscounted basis for loss contingencies related to legal actions when a loss is known or considered probable and the amount may be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and may be reasonably estimated, the estimated loss or range of loss is disclosed. When determining the estimated loss or range of loss, significant judgment is required. Estimates of probable losses resulting from litigation and governmental proceedings involving the Company are inherently difficult to predict, particularly when the matters are in early procedural stages with incomplete scientific facts or legal discovery, involve unsubstantiated or indeterminate claims for damages, potentially involve penalties, fines or punitive damages, or could result in a change in business practice. The Company classifies certain specified litigation charges and gains related to significant legal matters as certain litigation charges in the consolidated statements of income. ​During fiscal year 2024, the Company recognized $3.5 million of certain litigation charges. There was no comparable activity in the comparable periods. As of each of the balance sheet dates presented, there was no accrued litigation. The ultimate cost to the Company with respect to accrued litigation could be materially different than the amount of the current estimates and accruals and could have a material adverse impact on the Company’s consolidated earnings, financial position, and/or cash flows. The Company includes accrued litigation in other current liabilities and other liabilities on the consolidated balance sheets. While it is not possible to predict the outcome for most of the legal matters discussed below, the Company believes it is possible that the costs associated with these matters could have a material adverse impact on the Company’s consolidated earnings, financial position, and/or cash flows.​Intellectual Property Matters: At any given time, the Company is involved in litigation relating to patents, trademarks, copyrights, trade secrets, and other intellectual property (IP) rights, and licenses, acquisitions or other agreements related to such rights. This litigation includes, but it not limited to, alleged infringement or misappropriation of IP rights, or breach of obligations related to IP rights, or other claims asserted by competitors, individuals, or entities created specifically to fund IP litigation. While the outcome of these litigation matters is inherently uncertain, it is possible that the results of such litigation could require the Company to pay significant monetary damages. ​Other Significant Accounting PoliciesThe following table includes a reference to additional significant accounting policies that are described in other notes to the financial statements, including the note number:​​​​​Policy Note Fair value measurements 5 Leases​​7​Earnings per share 9 Share-based compensation 10 Operating segments 13 ​Not Yet Adopted Accounting PronouncementsIn November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segment Disclosures (Topic 280), which requires incremental disclosures on reportable segments, primarily through enhanced disclosures on significant segment expenses. The Company will adopt this guidance beginning in the fourth quarter of fiscal year 2025 for our annual report and for interim periods starting in fiscal year 2026. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures. In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (Topic 740), which requires incremental annual disclosures on income taxes, including rate reconciliations, income taxes paid, and other disclosures. significant expenditures, result in lost revenues, or limit the Company's ability to conduct business in the applicable jurisdictions. ​ The Company records a liability in the consolidated financial statements on an undiscounted basis for loss contingencies related to legal actions when a loss is known or considered probable and the amount may be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and may be reasonably estimated, the estimated loss or range of loss is disclosed. When determining the estimated loss or range of loss, significant judgment is required. Estimates of probable losses resulting from litigation and governmental proceedings involving the Company are inherently difficult to predict, particularly when the matters are in early procedural stages with incomplete scientific facts or legal discovery, involve unsubstantiated or indeterminate claims for damages, potentially involve penalties, fines or punitive damages, or could result in a change in business practice. The Company classifies certain specified litigation charges and gains related to significant legal matters as certain litigation charges in the consolidated statements of income. ​ During fiscal year 2024, the Company recognized $3.5 million of certain litigation charges. There was no comparable activity in the comparable periods. As of each of the balance sheet dates presented, there was no accrued litigation. The ultimate cost to the Company with respect to accrued litigation could be materially different than the amount of the current estimates and accruals and could have a material adverse impact on the Company’s consolidated earnings, financial position, and/or cash flows. The Company includes accrued litigation in other current liabilities and other liabilities on the consolidated balance sheets. While it is not possible to predict the outcome for most of the legal matters discussed below, the Company believes it is possible that the costs associated with these matters could have a material adverse impact on the Company’s consolidated earnings, financial position, and/or cash flows. ​ Intellectual Property Matters: At any given time, the Company is involved in litigation relating to patents, trademarks, copyrights, trade secrets, and other intellectual property (IP) rights, and licenses, acquisitions or other agreements related to such rights. This litigation includes, but it not limited to, alleged infringement or misappropriation of IP rights, or breach of obligations related to IP rights, or other claims asserted by competitors, individuals, or entities created specifically to fund IP litigation. While the outcome of these litigation matters is inherently uncertain, it is possible that the results of such litigation could require the Company to pay significant monetary damages. ​"
    }
  ]
}