##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 Form 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the Quarterly Period Ended June 30, 2009
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number 0-14902
 MERIDIAN BIOSCIENCE, INC.
   (I.R.S. Employer Identification No.)
 
  þ o
  o o
 Rule 12b-2
 Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company o
  o þ
  Class
    
    Outstanding July 31, 2009Common Stock, no par value
    
    40,521,003




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##### 



MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
INDEX TO QUARTERLY REPORT ON FORM 10-Q
 Page(s)PART I FINANCIAL INFORMATIONItem 1. Financial Statements (Unaudited)Consolidated Statements of Operations 
Three Months Ended June 30, 2009 and 2008 
Nine Months Ended June 30, 2009 and 2008
    
    
    2Consolidated Statements of Cash Flows 
Nine Months Ended June 30, 2009 and 2008
    
    
    3Consolidated Balance Sheets 
June 30, 2009 and September 30, 2008
    
    
    4-5Consolidated Statement of Changes in Shareholders Equity 
Nine Months Ended June 30, 2009
    
    
    6Notes to Consolidated Financial Statements
    
    
    7-14Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    14-19Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    19Item 4. Controls and Procedures
    
    
    20PART II. OTHER INFORMATIONItem 1A. Risk Factors
    
    
    20Item 6. Exhibits
    
    
    20Signature
    
    
    21Exhibit 31.1Exhibit 31.2Exhibit 32
  The Private Securities Litigation Reform Act of 1995 provides a safe harbor from civil litigation
for forward-looking statements accompanied by meaningful cautionary statements. Except for
historical information, this report contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, which may be identified by words such as estimates, anticipates, projects,
plans, seeks, may, will, expects, intends, believes, should and similar expressions
or the negative versions thereof and which also may be identified by their context. Such
statements, whether expressed or implied, are based upon current expectations of the Company and
speak only as of the date made. The Company assumes no obligation to publicly update or revise any
forward-looking statements even if experience or future changes make it clear that any projected
results expressed or implied therein will not be realized. These statements are subject to various
risks, uncertainties and other factors that could cause actual results to differ materially,
including, without limitation, the following: Meridians continued growth depends, in part, on its
ability to introduce into the marketplace enhancements of existing products or new products that
incorporate technological advances, meet customer requirements and respond to products developed by
Meridians competition. While Meridian has introduced a number of internally developed products,
there can be no assurance that it will be successful in the future in introducing such products on
a timely basis. Ongoing consolidations of reference laboratories and formation of multi-hospital
alliances may cause adverse changes to pricing and distribution. Recessionary pressures on the
economy and the markets in which our customers operate can change expected results, as well as
adverse trends in buying patterns from customers. Costs and difficulties in complying with laws and
regulations administered by the United States Food and Drug Administration can result in
unanticipated expenses and delays and interruptions to the sale of new and existing products.
Changes in the relative strength or weakness of the U.S. dollar can also change expected results.
One of Meridians main growth strategies is the acquisition of companies and product lines. There
can be no assurance that additional acquisitions will be consummated or that, if consummated, will
be successful and the acquired businesses successfully integrated into Meridians operations. In
addition to the factors described in this paragraph, Part I, Item 1A Risk Factors of our Form 10-K
contains a list and description of uncertainties, risks and other matters that may affect the
Company which are incorporated by reference into this filing.




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MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
 
 Consolidated Statements of Operations (Unaudited)
(in thousands, except per share data)
 Three Months
    
    
    Nine MonthsEnded June 30,
    
    
    Ended June 30,2009
    
    
    2008
    
    
    2009
    
    
    2008NET SALES
    
    $
    38,240
    
    
    $
    33,068
    
    
    $
    105,813
    
    
    $
    103,164COST OF SALES
    
    
    14,917
    
    
    
    11,781
    
    
    
    38,172
    
    
    
    39,010Gross profit
    
    
    23,323
    
    
    
    21,287
    
    
    
    67,641
    
    
    
    64,154OPERATING EXPENSES:Research and development
    
    
    1,958
    
    
    
    1,322
    
    
    
    6,361
    
    
    
    4,372Sales and marketing
    
    
    4,509
    
    
    
    4,459
    
    
    
    13,451
    
    
    
    13,697General and administrative
    
    
    4,325
    
    
    
    4,507
    
    
    
    12,135
    
    
    
    13,155Total operating expenses
    
    
    10,792
    
    
    
    10,288
    
    
    
    31,947
    
    
    
    31,224Operating income
    
    
    12,531
    
    
    
    10,999
    
    
    
    35,694
    
    
    
    32,930OTHER INCOME:Interest income
    
    
    54
    
    
    
    297
    
    
    
    400
    
    
    
    1,148Other, net
    
    
    129
    
    
    
    183
    
    
    
    57
    
    
    
    156Total other income
    
    
    183
    
    
    
    480
    
    
    
    457
    
    
    
    1,304Earnings before income taxes
    
    
    12,714
    
    
    
    11,479
    
    
    
    36,151
    
    
    
    34,234INCOME TAX PROVISION
    
    
    4,212
    
    
    
    3,716
    
    
    
    12,322
    
    
    
    11,716NET EARNINGS
    
    $
    8,502
    
    
    $
    7,763
    
    
    $
    23,829
    
    
    $
    22,518BASIC EARNINGS PER COMMON SHARE
    
    $
    0.21
    
    
    $
    0.19
    
    
    $
    0.59
    
    
    $
    0.56DILUTED EARNINGS PER COMMON SHARE
    
    $
    0.21
    
    
    $
    0.19
    
    
    $
    0.58
    
    
    $
    0.55AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING  BASIC
    
    
    40,500
    
    
    
    40,150
    
    
    
    40,372
    
    
    
    40,043DILUTIVE COMMON STOCK OPTIONS
    
    
    691
    
    
    
    900
    
    
    
    749
    
    
    
    975AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING  DILUTED
    
    
    41,191
    
    
    
    41,050
    
    
    
    41,121
    
    
    
    41,018ANTI-DILUTIVE SECURITIES:Common stock options
    
    
    150
    
    
    
    100
    
    
    
    132
    
    
    
    52DIVIDENDS DECLARED PER COMMON SHARE
    
    $
    0.17
    
    
    $
    0.14
    
    
    $
    0.48
    
    
    $
    0.39
   2




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`

MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
 
 Consolidated Statements of Cash Flows (Unaudited)
(dollars in thousands)
 Nine Months Ended June 30,
    
    2009
    
    
    2008CASH FLOWS FROM OPERATING ACTIVITIES:Net earnings
    
    $
    23,829
    
    
    $
    22,518Non-cash items:Depreciation of property, plant and equipment
    
    
    2,179
    
    
    
    2,142Amortization of intangible assets
    
    
    1,186
    
    
    
    1,206Stock based compensation
    
    
    828
    
    
    
    1,190Deferred income taxes
    
    
    (536
    )
    
    
    649Loss on disposition of fixed assets
    
    
    39
    
    
    
    52Unrealized loss on auction-rate securities and rights, net
    
    
    44
    
    
    
    Change in accounts receivable, inventory, and prepaid expenses
    
    
    767
    
    
    
    (1,073
    )Change in accounts payable, accrued expenses, and income taxes
payable
    
    
    (3,902
    )
    
    
    (4,274
    )Other
    
    
    25
    
    
    
    (276
    )Net cash provided by operating activities
    
    
    24,459
    
    
    
    22,134CASH FLOWS FROM INVESTING ACTIVITIES:Acquisitions of property, plant and equipment
    
    
    (2,324
    )
    
    
    (2,905
    )Proceeds from sales of property, plant and equipment
    
    
    5
    
    
    
    12Purchases of intangibles and other assets
    
    
    (109
    )
    
    
    (1,108
    )Acquisition earnout payments
    
    
    (7
    )
    
    
    (157
    )Auction-rate security (purchases) redemption calls
    
    
    425
    
    
    
    (7,750
    )Net cash used for investing activities
    
    
    (2,010
    )
    
    
    (11,908
    )CASH FLOWS FROM FINANCING ACTIVITIES:Dividends paid
    
    
    (19,383
    )
    
    
    (15,624
    )Proceeds and tax benefits from exercises of stock options
    
    
    1,080
    
    
    
    2,780Net cash used for financing activities
    
    
    (18,303
    )
    
    
    (12,844
    )Effect of Exchange Rate Changes on Cash and Equivalents
    
    
    (17
    )
    
    
    268Net Increase (Decrease) in Cash and Equivalents
    
    
    4,129
    
    
    
    (2,350
    )Cash and Equivalents at Beginning of Period
    
    
    49,297
    
    
    
    49,400Cash and Equivalents at End of Period
    
    $
    53,426
    
    
    $
    47,050
   3




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MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
 
 Consolidated Balance Sheets (Unaudited)
(dollars in thousands)
 ASSETS
 June 30,
    
    
    September 30,2009
    
    
    2008CURRENT ASSETS:Cash and equivalents
    
    $
    53,426
    
    
    $
    49,297Accounts receivable, less allowances of $250 and $230
    
    
    22,329
    
    
    
    25,098Inventories
    
    
    21,756
    
    
    
    19,945Prepaid expenses and other current assets
    
    
    3,291
    
    
    
    3,382Deferred income taxes
    
    
    1,756
    
    
    
    1,736Total current assets
    
    
    102,558
    
    
    
    99,458PROPERTY, PLANT AND EQUIPMENT:Land
    
    
    887
    
    
    
    892Buildings and improvements
    
    
    18,882
    
    
    
    16,977Machinery, equipment and furniture
    
    
    27,475
    
    
    
    26,458Construction in progress
    
    
    1,732
    
    
    
    3,391Subtotal
    
    
    48,976
    
    
    
    47,718Less: accumulated depreciation and amortization
    
    
    29,166
    
    
    
    28,043Net property, plant and equipment
    
    
    19,810
    
    
    
    19,675OTHER ASSETS:Goodwill
    
    
    9,866
    
    
    
    9,861Other intangible assets, net
    
    
    7,707
    
    
    
    8,786Restricted cash
    
    
    1,000
    
    
    
    1,000Investments in auction rate securities and rights
    
    
    7,281
    
    
    
    7,480Other long-term assets
    
    
    148
    
    
    
    171Total other assets
    
    
    26,002
    
    
    
    27,298TOTAL ASSETS
    
    $
    148,370
    
    
    $
    146,431
   4




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MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
Consolidated Balance Sheets (Unaudited)
(dollars in thousands)
 LIABILITIES AND SHAREHOLDERS EQUITY
 June 30,
    
    
    September 30,2009
    
    
    2008CURRENT LIABILITIES:Accounts payable
    
    $
    3,852
    
    
    $
    4,777Accrued employee compensation costs
    
    
    3,472
    
    
    
    6,777Other accrued expenses
    
    
    3,675
    
    
    
    3,616Income taxes payable
    
    
    1,205
    
    
    
    891Total current liabilities
    
    
    12,204
    
    
    
    16,061DEFERRED INCOME TAXES
    
    
    1,158
    
    
    
    1,881COMMITMENTS AND CONTINGENCIESSHAREHOLDERS EQUITY:Preferred stock, no par value, 1,000,000 shares
authorized, none issued
    
    
    
    
    
    
    Common shares, no par value, 71,000,000 shares authorized,
40,520,891 and 40,313,656 shares issued, respectively
    
    
    
    
    
    
    Additional paid-in capital
    
    
    91,098
    
    
    
    89,107Retained earnings
    
    
    43,462
    
    
    
    39,016Accumulated other comprehensive income
    
    
    448
    
    
    
    366Total shareholders equity
    
    
    135,008
    
    
    
    128,489TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    148,370
    
    
    $
    146,431
   5




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MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
 
 Consolidated Statement
of Changes in Shareholders Equity (Unaudited)
 (dollars and shares in thousands)
 AccumulatedCommon
    
    
    Additional
    
    
    
    
    
    
    Other
    
    
    
    
    
    TotalShares
    
    
    Paid-in
    
    
    Retained
    
    
    Comprehensive
    
    
    Comprehensive
    
    
    ShareholdersIssued
    
    
    Capital
    
    
    Earnings
    
    
    Income (Loss)
    
    
    Income (Loss)
    
    
    EquityBalance at September 30, 2008
    
    
    40,314
    
    
    $
    89,107
    
    
    $
    39,016
    
    
    $
    366
    
    
    
    
    
    
    $
    128,489Cash dividends paid
    
    
    
    
    
    
    
    
    
    
    (19,383
    )
    
    
    
    
    
    
    
    
    
    
    (19,383
    )Exercise of stock options
    
    
    131
    
    
    
    1,170
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,170Issuance of restricted shares
    
    
    76
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Stock based compensation
    
    
    
    
    
    
    828
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    828Cost of S-8 registration statement
    
    
    
    
    
    
    (7
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7
    )Comprehensive income:Net earnings
    
    
    
    
    
    
    
    
    
    
    23,829
    
    
    
    
    
    
    $
    23,829
    
    
    
    23,829Hedging activity
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3
    )
    
    
    (3
    )
    
    
    (3
    )Transfer of
AFS securities to trading classification
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    270
    
    
    
    270
    
    
    
    270Other comprehensive income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35
    
    
    
    35
    
    
    
    35Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (220
    )
    
    
    (220
    )
    
    
    (220
    )Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    23,911Balance at June 30, 2009
    
    
    40,521
    
    
    $
    91,098
    
    
    $
    43,462
    
    
    $
    448
    
    
    
    
    
    
    $
    135,008
   6




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MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
 
 Notes to Consolidated Financial Statements
Dollars in Thousands, Except Per Share Amounts
(Unaudited)
 1. Basis of Presentation:
      2. Significant Accounting Policies :
 (a) Revenue Recognition -
    7




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(b) Comprehensive Income -
    Three Months
    
    
    Nine MonthsEnded June 30,
    
    
    Ended June 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Net earnings
    
    $
    8,502
    
    
    $
    7,763
    
    
    $
    23,829
    
    
    $
    22,518Hedging activity
    
    
    
    
    
    
    230
    
    
    
    (3
    )
    
    
    (144
    )Transfer of
AFS securities to trading classification
    
    
    
    
    
    
    
    
    
    
    270
    
    
    
    Unrealized loss on investments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (233
    )Income taxes
    
    
    (214
    )
    
    
    (84
    )
    
    
    35
    
    
    
    (235
    )Foreign currency translation adjustment
    
    
    758
    
    
    
    10
    
    
    
    (220
    )
    
    
    1,044Comprehensive income
    
    $
    9,046
    
    
    $
    7,919
    
    
    $
    23,911
    
    
    $
    22,950
 (c) Income Taxes -
   (d) Share-based Compensation -
   8




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(e) Cash, Cash Equivalents and Investments -
  June 30, 2009
    
    
    September 30, 2008Cash and
    
    
    Other
    
    
    Cash and
    
    
    OtherEquivalents
    
    
    Assets
    
    
    Equivalents
    
    
    AssetsTaxable investments Repurchase agreements
    
    $
    
    
    
    $
    
    
    
    $
    6,711
    
    
    $
    Money market funds
    
    
    24,026
    
    
    
    
    
    
    
    
    
    
    
    UBS Auction Rate Security Rights
    
    
    
    
    
    
    528
    
    
    
    
    
    
    
    Tax-exempt investments Money market funds
    
    
    10,300
    
    
    
    
    
    
    
    12,848
    
    
    
    Variable rate demand notes
    
    
    
    
    
    
    
    
    
    
    23,948
    
    
    
    Student loan auction-rate securities
    
    
    
    
    
    
    6,753
    
    
    
    
    
    
    
    7,480Cash on hand Non-interest bearing Unrestricted
    
    
    13,007
    
    
    
    
    
    
    
    
    
    
    
    Restricted
    
    
    
    
    
    
    1,000
    
    
    
    
    
    
    
    1,000Interest bearing  unrestricted
    
    
    6,093
    
    
    
    
    
    
    
    5,790
    
    
    
    Total
    
    $
    53,426
    
    
    $
    8,281
    
    
    $
    49,297
    
    
    $
    8,480
      9




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(f) New Accounting Pronouncements -
       10




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Other Than Temporary Impairment of Certain Investments in Debt and Equity Securities,
  (g) Reclassifications -
  3. Inventories :
  June 30,
    
    
    September 30,2009
    
    
    2008Raw materials
    
    $
    5,559
    
    
    $
    5,238Work-in-process
    
    
    4,929
    
    
    
    4,867Finished goods
    
    
    11,268
    
    
    
    9,840$
    21,756
    
    
    $
    19,945
 4. Major Customers and Segment Information :
     11




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US
    
    
    European
    
    
    LifeDiagnostics
    
    
    Diagnostics
    
    
    Science
    
    
    Eliminations(1)
    
    
    TotalThree Months  June 30, 2009Net sales Third-party
    
    $
    24,765
    
    
    $
    7,018
    
    
    $
    6,457
    
    
    $
    
    
    
    $
    38,240Inter-segment
    
    
    2,880
    
    
    
    
    
    
    
    232
    
    
    
    (3,112
    )
    
    
    Operating income
    
    
    10,218
    
    
    
    1,390
    
    
    
    1,035
    
    
    
    (112
    )
    
    
    12,531Total assets (June 30, 2009)
    
    
    125,475
    
    
    
    17,522
    
    
    
    53,491
    
    
    
    (48,118
    )
    
    
    148,370Three Months  June 30, 2008Net sales Third-party
    
    $
    19,406
    
    
    $
    8,016
    
    
    $
    5,646
    
    
    $
    
    
    
    $
    33,068Inter-segment
    
    
    3,355
    
    
    
    
    
    
    
    162
    
    
    
    (3,517
    )
    
    
    Operating income
    
    
    8,890
    
    
    
    1,720
    
    
    
    774
    
    
    
    (385
    )
    
    
    10,999Total assets (September 30,
2008)
    
    
    126,808
    
    
    
    15,955
    
    
    
    49,619
    
    
    
    (45,951
    )
    
    
    146,431Nine Months  June 30, 2009Net sales Third-party
    
    $
    69,711
    
    
    $
    19,288
    
    
    $
    16,814
    
    
    $
    
    
    
    $
    105,813Inter-segment
    
    
    7,856
    
    
    
    6
    
    
    
    512
    
    
    
    (8,374
    )
    
    
    Operating income
    
    
    28,893
    
    
    
    3,495
    
    
    
    3,257
    
    
    
    49
    
    
    
    35,694Nine Months  June 30, 2008Net sales Third-party
    
    $
    64,878
    
    
    $
    21,709
    
    
    $
    16,577
    
    
    $
    
    
    
    $
    103,164Inter-segment
    
    
    8,926
    
    
    
    2
    
    
    
    440
    
    
    
    (9,368
    )
    
    
    Operating income
    
    
    26,669
    
    
    
    4,470
    
    
    
    2,117
    
    
    
    (326
    )
    
    
    32,930
 
 (1)
    
    Eliminations consist of intersegment transactions.  5. Intangible Assets :
  WtdAvg
    
    
    June 30, 2009
    
    
    September 30, 2008Amort
    
    
    Gross
    
    
    
    
    
    
    GrossPeriod
    
    
    Carrying
    
    
    Accumulated
    
    
    Carrying
    
    
    Accumulated(Yrs)
    
    
    Value
    
    
    Amortization
    
    
    Value
    
    
    AmortizationCore products and cell lines
    
    
    15
    
    
    $
    4,698
    
    
    $
    2,819
    
    
    $
    4,698
    
    
    $
    2,602Manufacturing technologies
    
    
    14
    
    
    
    6,057
    
    
    
    4,697
    
    
    
    6,057
    
    
    
    4,440Trademarks, licenses and patents
    
    
    8
    
    
    
    2,772
    
    
    
    1,937
    
    
    
    2,663
    
    
    
    1,843Customer lists and supply agreements
    
    
    13
    
    
    
    11,037
    
    
    
    7,404
    
    
    
    11,039
    
    
    
    6,786$
    24,564
    
    
    $
    16,857
    
    
    $
    24,457
    
    
    $
    15,671
  12




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##### Table of Contents



6. Hedging Transactions :
   
 7. Fair Value Measurements:
       Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalStudent loan auction-rate securities
    
    $
    
    
    
    $
    
    
    
    $
    6,753
    
    
    $
    6,753UBS Auction Rate Security Rights
    
    
    
    
    
    
    
    
    
    
    528
    
    
    
    528Total
    
    $
    
    
    
    $
    
    
    
    $
    7,281
    
    
    $
    7,281
  13




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##### Table of Contents



ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 Refer to Forward Looking Statements following the Index in front of this Form 10-Q. In the
discussion that follows, all dollars are in thousands (both tables and text), except per share
data.
 Overview :
 US Diagnostics Operating Segment
   ® ®
 H. pylori Card ® TM Card ® C. difficile illumi gene TM C. difficile C. difficile C. difficile illumi gene
   14




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##### Table of Contents



European Diagnostics Operating Segment
 ® ® illumi gene C. difficile
 Life Science Operating Segment
  All Segments
   th
  15




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##### Table of Contents



Operating Segments :
   Results of Operations
 Net sales
 Three Months Ended June 30
    
    
    Nine Months Ended June 30Inc
    
    
    
    
    
    
    
    
    
    
    Inc2009
    
    
    2008
    
    
    (Dec)
    
    
    2009
    
    
    2008
    
    
    (Dec)US Diagnostics
    
    $
    24,765
    
    
    $
    19,406
    
    
    
    28
    %
    
    $
    69,711
    
    
    $
    64,878
    
    
    
    7
    %European Diagnostics
    
    
    7,018
    
    
    
    8,016
    
    
    
    (12
    )%
    
    
    19,288
    
    
    
    21,709
    
    
    
    (11
    )%Life Science
    
    
    6,457
    
    
    
    5,646
    
    
    
    14
    %
    
    
    16,814
    
    
    
    16,577
    
    
    
    1
    %Consolidated
    
    $
    38,240
    
    
    $
    33,068
    
    
    
    16
    %
    
    $
    105,813
    
    
    $
    103,164
    
    
    
    3
    %International US
Diagnostics export
    
    $
    1,524
    
    
    $
    1,978
    
    
    
    (23
    )%
    
    $
    4,220
    
    
    $
    4,786
    
    
    
    (12
    )%Life Science export
    
    
    2,635
    
    
    
    2,427
    
    
    
    9
    %
    
    
    7,122
    
    
    
    6,868
    
    
    
    4
    %European Diagnostics
    
    
    7,018
    
    
    
    8,016
    
    
    
    (12
    )%
    
    
    19,288
    
    
    
    21,709
    
    
    
    (11
    )%Total
    
    $
    11,177
    
    
    $
    12,421
    
    
    
    (10
    )%
    
    $
    30,630
    
    
    $
    33,363
    
    
    
    (8
    )%% of total sales
    
    
    29
    %
    
    
    38
    %
    
    
    
    
    
    
    29
    %
    
    
    32
    %
 H. pylori C. difficile H. pylori Card E. coli Campylobacter
  16




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##### Table of Contents



C. difficile H. pylori
  Gross Profit
 Three Months Ended June 30
    
    
    Nine Months Ended June 30Inc
    
    
    
    
    
    
    
    
    
    
    Inc2009
    
    
    2008
    
    
    (Dec)
    
    
    2009
    
    
    2008
    
    
    (Dec)Gross Profit
    
    $
    23,323
    
    
    $
    21,287
    
    
    
    +10
    %
    
    $
    67,641
    
    
    $
    64,154
    
    
    
    +5
    %Gross Profit Margin
    
    
    61
    %
    
    
    64
    %
    
    
    -3
    %
    
    
    64
    %
    
    
    62
    %
    
    
    +2
    %
   Operating Expenses
 Three Months Ended June 30
    
    
    Nine Months Ended June 30Total
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    TotalResearch &
    
    
    Sales &
    
    
    General &
    
    
    Operating
    
    
    Research &
    
    
    Sales &
    
    
    General &
    
    
    OperatingDevelopment
    
    
    Marketing
    
    
    Administrative
    
    
    Expenses
    
    
    Development
    
    
    Marketing
    
    
    Administrative
    
    
    Expenses2008 Expenses
    
    $
    1,322
    
    
    $
    4,459
    
    
    $
    4,507
    
    
    $
    10,288
    
    
    $
    4,372
    
    
    $
    13,697
    
    
    $
    13,155
    
    
    $
    31,224% of Sales
    
    
    4
    %
    
    
    13
    %
    
    
    14
    %
    
    
    31
    %
    
    
    4
    %
    
    
    13
    %
    
    
    13
    %
    
    
    30
    %Fiscal 2009 Increases (Decreases):US Diagnostics
    
    
    475
    
    
    
    310
    
    
    
    (163
    )
    
    
    622
    
    
    
    2,014
    
    
    
    322
    
    
    
    (923
    )
    
    
    1,413European Diagnostics
    
    
    
    
    
    
    (198
    )
    
    
    37
    
    
    
    (161
    )
    
    
    
    
    
    
    (329
    )
    
    
    21
    
    
    
    (308
    )Life Science
    
    
    161
    
    
    
    (62
    )
    
    
    (56
    )
    
    
    43
    
    
    
    (25
    )
    
    
    (239
    )
    
    
    (118
    )
    
    
    (382
    )2009 Expenses
    
    $
    1,958
    
    
    $
    4,509
    
    
    $
    4,325
    
    
    $
    10,792
    
    
    $
    6,361
    
    
    $
    13,451
    
    
    $
    12,135
    
    
    $
    31,947% of Sales
    
    
    5
    %
    
    
    12
    %
    
    
    11
    %
    
    
    28
    %
    
    
    6
    %
    
    
    13
    %
    
    
    11
    %
    
    
    30
    %% Increase
(Decrease)
    
    
    48
    %
    
    
    1
    %
    
    
    (4
    )%
    
    
    5
    %
    
    
    45
    %
    
    
    (2
    )%
    
    
    (8
    )%
    
    
    2
    %
  17




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##### Table of Contents



C. difficile
 C. difficile illumi gene TM
  Operating Income
  Other Income and Expense
  Income Taxes
  Liquidity and Capital Resources :
 Comparative Cash Flow Analysis
    18




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##### Table of Contents



Capital Resources
    
 ITEM 3.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   19




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##### Table of Contents



ITEM 4.
    
    CONTROLS AND PROCEDURES
  
 PART II. OTHER INFORMATION
 
 ITEM 1A.
    
    RISK FACTORS
  
 ITEM 6.
    
    EXHIBITS
     20




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##### Table of Contents



Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned there-unto duly authorized.
 Date:  August 7, 2009
    MERIDIAN BIOSCIENCE, INC./s/ Melissa LuekeMelissa LuekeVice President and Chief Financial Officer  21




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##### Table of Contents



Exhibit No.
    
    Description31.1
    
    
    Certification of Principal Executive Officer Pursuant to
Securities Exchange Act Rule 13a-14(a)/15d-14(a)31.2
    
    
    Certification of Principal Financial Officer Pursuant to
Securities Exchange Act Rule 13a-14(a)/15d-14(a)32
    
    
    Certification of Chief Executive Officer and Chief Financial
Officer pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
  22