Sentences and paragraphs of TECH's Risk Factors and MD&A, 10-K 2026-08-24 against 10-K 2025-08-22.
Each links to the text at sec.gov.
RemovedRisk Factors
For many years, our Board has declared quarterly dividends. In the future, our Board may reduce or eliminate our common stock dividend in order to fund investments for growth, repurchase shares or conserve capital resources.
Read it in 10-K 2025-08-22 at sec.gov ↗
RemovedRisk Factors
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.
Read it in 10-K 2025-08-22 at sec.gov ↗
RemovedMD&A
Consolidated net earnings for fiscal 2024, 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, Inc. (CCXI) investment, a non-recurring gain on the sale of our investment in Eminence, and a non-recurring benefit related to the fair value of contingent consideration during fiscal 2023.
Read it in 10-K 2025-08-22 at sec.gov ↗
RemovedMD&A
(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.
Read it in 10-K 2025-08-22 at sec.gov ↗
RemovedMD&A
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. We expect that, in the future, gross margins will continue to be impacted by the mix of our portfolio growing at different rates as well as future acquisitions.
Read it in 10-K 2025-08-22 at sec.gov ↗
RemovedMD&A
Year Ended June 30, 2025 2024 2023 Net earnings before taxes - GAAP $ 98,463 $ 185,689 $ 338,659 Identified adjustments attributable to Bio-Techne: Costs recognized upon sale of acquired inventory 751 729 400 Amortization of intangibles 75,321 78,318 76,413 Amortization of Wilson Wolf intangible assets and acquired inventory 9,959 15,686 2,805 Acquisition related expenses and other 12,738 7,564 (9,147) Certain litigation charges 41,827 3,506 — Gain on sale of partially-owned consolidated subsidiaries — — (11,682) Stock based compensation, inclusive of employer taxes 42,158 40,277 41,217 Restructuring and restructuring-related costs 28,231 12,245 3,829 Investment gain and other non-operating — (283) (37,646) Impairment of assets held-for-sale 80,503 21,963 — Impact of partially-owned subsidiaries(1) — — (420) Impact of business held-for-sale(2) 479 (525) — Earnings before taxes - Adjusted(1,2) $ 390,430 $ 365,169 $ 404,428 Non-GAAP tax rate 21.5 22.0 20.5 Non-GAAP tax expense $ 83,973 $ 80,420 $ 82,948 Non-GAAP adjusted net earnings attributable to Bio-Techne(1,2) $ 306,457 $ 284,749 $ 321,480 Earnings per share - diluted - Adjusted(1,2) $ 1.92 $ 1.77 $ 1.99
Read it in 10-K 2025-08-22 at sec.gov ↗
RemovedMD&A
(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.
Read it in 10-K 2025-08-22 at sec.gov ↗
RemovedMD&A
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 2025 or 2024.
Read it in 10-K 2025-08-22 at sec.gov ↗
Show the other 2
RemovedMD&A
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 2025 or fiscal 2024.
Read it in 10-K 2025-08-22 at sec.gov ↗
RemovedMD&A
On August 5, 2025, the Company announced the execution of a definitive agreement to sell the Exosome Diagnostics business for $15 million including $5 million of stock of the acquiring company at closing with the remainder received over the following four years. The transaction is expected to close during the first quarter of fiscal 2026.
Read it in 10-K 2025-08-22 at sec.gov ↗