##### Table of Contents



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 December 31, 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
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company o
  o þ
  Class
    
    Outstanding January 31, 2010Common Stock, no par value
    
    40,604,296




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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 December 31, 2009 and 2008
    
    
    1Consolidated Statements of Cash Flows
Three Months Ended December 31, 2009 and 2008
    
    
    2Consolidated Balance Sheets

December 31, 2009 and September 30, 2009
    
    
    3-4Consolidated Statement of Changes in Shareholders Equity
Three Months Ended December 31, 2009
    
    
    5Notes to Consolidated Financial Statements
    
    
    6-12Item 2. Managements Discussion and Analysis of
Financial Condition and Results of Operations
    
    
    12-17Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    17Item 4. Controls and Procedures
    
    
    17PART II. OTHER INFORMATIONItem 1A. Risk Factors
    
    
    18Item 6. Exhibits
    
    
    18Signature
    
    
    19Exhibit 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, as well as adverse trends in buying
patterns from customers can change expected results. 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. The
Company cannot predict the possible effects of potential healthcare reform in the United States and
similar initiatives in other countries on its results of 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.




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MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
 
 Consolidated Statements of Operations (Unaudited)
 (in thousands, except per share data)
 Three Months Ended December 31
    
    2009
    
    
    2008NET SALES
    
    $
    42,457
    
    
    $
    34,293COST OF SALES
    
    
    16,972
    
    
    
    10,949GROSS PROFIT
    
    
    25,485
    
    
    
    23,344OPERATING EXPENSESResearch and development
    
    
    2,078
    
    
    
    2,064Selling and marketing
    
    
    4,887
    
    
    
    4,967General and administrative
    
    
    4,764
    
    
    
    4,155Total operating expenses
    
    
    11,729
    
    
    
    11,186OPERATING INCOME
    
    
    13,756
    
    
    
    12,158OTHER INCOME (EXPENSE)Interest income
    
    
    31
    
    
    
    262Other, net
    
    
    (118
    )
    
    
    (148
    )Total other income (expense)
    
    
    (87
    )
    
    
    114EARNINGS BEFORE INCOME TAXES
    
    
    13,669
    
    
    
    12,272INCOME TAX PROVISION
    
    
    4,748
    
    
    
    4,196NET EARNINGS
    
    $
    8,921
    
    
    $
    8,076BASIC EARNINGS PER COMMON SHARE
    
    $
    0.22
    
    
    $
    0.20DILUTED EARNINGS PER COMMON SHARE
    
    $
    0.22
    
    
    $
    0.20AVERAGE NUMBER OF COMMON SHARES OUTSTANDING  BASIC
    
    
    40,496
    
    
    
    40,318DILUTIVE COMMON SHARE OPTIONS
    
    
    689
    
    
    
    807AVERAGE NUMBER OF COMMON SHARES OUTSTANDING  DILUTED
    
    
    41,185
    
    
    
    41,125ANTI-DILUTIVE SECURITIES:Common share options
    
    
    141
    
    
    
    112DIVIDENDS DECLARED PER COMMON SHARE
    
    $
    0.17
    
    
    $
    0.14
   Page 1




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MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
 
 Consolidated Statements of Cash Flows (Unaudited)
 (dollars in thousands)
 Three Months Ended December 31
    
    2009
    
    
    2008CASH FLOWS FROM OPERATING ACTIVITIES:Net earnings
    
    $
    8,921
    
    
    $
    8,076Non-cash items:Depreciation of property, plant and equipment
    
    
    762
    
    
    
    731Amortization of intangible assets
    
    
    395
    
    
    
    404Stock based compensation
    
    
    559
    
    
    
    286Deferred income taxes
    
    
    (431
    )
    
    
    (290
    )Unrealized loss on auction-rate securities and rights, net
    
    
    15
    
    
    
    104Change in accounts receivable, inventory, and prepaid expenses
    
    
    6,194
    
    
    
    (209
    )Change in accounts payable, accrued expenses, and income taxes payable
    
    
    (3,282
    )
    
    
    (2,936
    )Other
    
    
    37
    
    
    
    11Net cash provided by operating activities
    
    
    13,170
    
    
    
    6,177CASH FLOWS FROM INVESTING ACTIVITIES:Acquisitions of property, plant and equipment
    
    
    (880
    )
    
    
    (618
    )Purchases of short-term investments
    
    
    (1,000
    )
    
    
    Proceeds from calls of auction-rate securities
    
    
    
    
    
    
    425Net cash used for investing activities
    
    
    (1,880
    )
    
    
    (193
    )CASH FLOWS FROM FINANCING ACTIVITIES:Dividends paid
    
    
    (6,885
    )
    
    
    (5,644
    )Proceeds and tax benefits from exercises of stock options
    
    
    96
    
    
    
    160Other
    
    
    
    
    
    
    (12
    )Net cash used for financing activities
    
    
    (6,789
    )
    
    
    (5,496
    )Effect of Exchange Rate Changes on Cash and Equivalents
    
    
    (71
    )
    
    
    (24
    )Net Increase in Cash and Equivalents
    
    
    4,430
    
    
    
    464Cash and Equivalents at Beginning of Period
    
    
    54,030
    
    
    
    49,297Cash and Equivalents at End of Period
    
    $
    58,460
    
    
    $
    49,761
   Page 2




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MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
 
 Consolidated Balance Sheets (Unaudited)
 (dollars in thousands)
 ASSETS
 December 31,
    
    
    September 30,2009
    
    
    2009CURRENT ASSETS:Cash and equivalents
    
    $
    58,460
    
    
    $
    54,030Short-term investments
    
    
    8,270
    
    
    
    7,285Accounts receivable, less allowances of $232 and $247
    
    
    17,854
    
    
    
    26,981Inventories
    
    
    26,766
    
    
    
    23,284Prepaid expenses and other current assets
    
    
    2,897
    
    
    
    3,632Deferred income taxes
    
    
    1,904
    
    
    
    1,935Total current assets
    
    
    116,151
    
    
    
    117,147PROPERTY, PLANT AND EQUIPMENT:Land
    
    
    890
    
    
    
    894Buildings and improvements
    
    
    19,720
    
    
    
    19,718Machinery, equipment and furniture
    
    
    31,531
    
    
    
    30,997Construction in progress
    
    
    1,811
    
    
    
    1,586Subtotal
    
    
    53,952
    
    
    
    53,195Less: accumulated depreciation and amortization
    
    
    33,369
    
    
    
    32,721Net property, plant and equipment
    
    
    20,583
    
    
    
    20,474OTHER ASSETS:Goodwill
    
    
    9,866
    
    
    
    9,866Other intangible assets, net
    
    
    6,922
    
    
    
    7,317Restricted cash
    
    
    1,000
    
    
    
    1,000Other assets
    
    
    201
    
    
    
    193Total other assets
    
    
    17,989
    
    
    
    18,376TOTAL ASSETS
    
    $
    154,723
    
    
    $
    155,997
   Page 3




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##### Table of Contents



MERIDIAN BIOSCIENCE, INC. AND SUBSIDIARIES
Consolidated Balance Sheets (Unaudited)
(dollars in thousands)
 LIABILITIES AND SHAREHOLDERS EQUITY
 December 31,
    
    
    September 30,2009
    
    
    2009CURRENT LIABILITIES:Accounts payable
    
    $
    5,705
    
    
    $
    6,901Accrued employee compensation costs
    
    
    3,869
    
    
    
    5,338Other accrued expenses
    
    
    3,287
    
    
    
    3,803Income taxes payable
    
    
    602
    
    
    
    710Total current liabilities
    
    
    13,463
    
    
    
    16,752DEFERRED INCOME TAXES
    
    
    834
    
    
    
    1,340COMMITMENTS 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, 40,597,121 and
40,493,313 shares issued, respectively
    
    
    
    
    
    
    Additional paid-in capital
    
    
    92,321
    
    
    
    91,668Retained earnings
    
    
    47,551
    
    
    
    45,515Accumulated other comprehensive income
    
    
    554
    
    
    
    722Total shareholders equity
    
    
    140,426
    
    
    
    137,905TOTAL LIABILITIES AND SHAREHOLDERS EQUITY
    
    $
    154,723
    
    
    $
    155,997
   Page 4




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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, 2009
    
    
    40,493
    
    
    $
    91,668
    
    
    $
    45,515
    
    
    $
    722
    
    
    
    
    
    
    $
    137,905Cash dividends paid
    
    
    
    
    
    
    
    
    
    
    (6,885
    )
    
    
    
    
    
    
    
    
    
    
    (6,885
    )Exercise of stock options
    
    
    9
    
    
    
    94
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    94Issuance of restricted shares
    
    
    95
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Stock based compensation
    
    
    
    
    
    
    559
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    559Comprehensive income:Net earnings
    
    
    
    
    
    
    
    
    
    
    8,921
    
    
    
    
    
    
    $
    8,921
    
    
    
    8,921Other comprehensive income taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    89
    
    
    
    89
    
    
    
    89Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (257
    )
    
    
    (257
    )
    
    
    (257
    )Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    8,753Balance at December 31, 2009
    
    
    40,597
    
    
    $
    92,321
    
    
    $
    47,551
    
    
    $
    554
    
    
    
    
    
    
    $
    140,426
   Page 5




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##### Table of Contents



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 and Accounts Receivable 
     Page 6




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(b)
    
    Comprehensive Income (Loss) 
    Three MonthsEnded December 31,2009
    
    
    2008Net earnings
    
    $
    8,921
    
    
    $
    8,076Hedging activity
    
    
    
    
    
    
    (22
    )Transfer of AFS securities to trading classification
    
    
    
    
    
    
    270Income taxes
    
    
    89
    
    
    
    (5
    )Foreign currency translation adjustment
    
    
    (257
    )
    
    
    (234
    )Comprehensive income
    
    $
    8,753
    
    
    $
    8,085
 (c)
    
    Income Taxes 
   (d)
    
    Share-based Compensation 
   Page 7




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##### Table of Contents



(e)
    
    Cash, Cash Equivalents, and Investments 
  December 31, 2009
    
    
    September 30, 2009Cash and
    
    
    
    
    
    
    Cash andEquivalents
    
    
    Other
    
    
    Equivalents
    
    
    OtherTaxable investments Overnight repurchase agreements
    
    $
    11,936
    
    
    $
    
    
    
    $
    
    
    
    $
    Money market funds
    
    
    38,274
    
    
    
    
    
    
    
    29,032
    
    
    
    Fixed-rate municipal note
    
    
    
    
    
    
    1,000
    
    
    
    
    
    
    
    Tax-exempt investments Money market funds
    
    
    151
    
    
    
    
    
    
    
    10,383
    
    
    
    Student loan auction-rate
securities and rights
    
    
    
    
    
    
    7,270
    
    
    
    
    
    
    
    7,285Cash on hand Restricted
    
    
    
    
    
    
    1,000
    
    
    
    
    
    
    
    1,000Unrestricted
    
    
    8,099
    
    
    
    
    
    
    
    14,615
    
    
    
    Total
    
    $
    58,460
    
    
    $
    9,270
    
    
    $
    54,030
    
    
    $
    8,285
      Page 8




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##### Table of Contents



(f)
    
    Reclassifications 
  3.
    
    Inventories:
  December 31,
    
    
    September 30,2009
    
    
    2009Raw materials
    
    $
    6,120
    
    
    $
    6,079Work-in-process
    
    
    5,891
    
    
    
    5,916Finished goods
    
    
    15,866
    
    
    
    12,314Gross inventory
    
    
    27,877
    
    
    
    24,309Less: Reserves
    
    
    (1,111
    )
    
    
    (1,025
    )Net inventory
    
    $
    26,766
    
    
    $
    23,284
 4.
    
    Major Customers and Segment Information:
     Page 9




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EuropeanUS Diagnostics
    
    
    Diagnostics
    
    
    Life Science
    
    
    Eliminations(1)
    
    
    TotalThree Months Ended December 31, 2009Net sales Third-party
    
    $
    30,704
    
    
    $
    6,294
    
    
    $
    5,459
    
    
    $
    
    
    
    $
    42,457Inter-segment
    
    
    2,927
    
    
    
    1
    
    
    
    92
    
    
    
    (3,020
    )
    
    
    Operating income
    
    
    12,130
    
    
    
    970
    
    
    
    904
    
    
    
    (248
    )
    
    
    13,756Total assets (December 31, 2009)
    
    
    131,963
    
    
    
    17,959
    
    
    
    55,670
    
    
    
    (50,869
    )
    
    
    154,723Three Months Ended December 31, 2008Net sales Third-party
    
    $
    23,485
    
    
    $
    5,671
    
    
    $
    5,137
    
    
    $
    
    
    
    $
    34,293Inter-segment
    
    
    2,488
    
    
    
    
    
    
    
    188
    
    
    
    (2,676
    )
    
    
    Operating income
    
    
    10,387
    
    
    
    850
    
    
    
    847
    
    
    
    74
    
    
    
    12,158Total assets (September 30, 2009)
    
    
    131,587
    
    
    
    18,220
    
    
    
    55,592
    
    
    
    (49,402
    )
    
    
    155,997
 (1)
    
    Eliminations consist of inter-segment transactions.  5.
    
    Intangible Assets:
  WtdAvg
    
    
    December 31, 2009
    
    
    September 30, 2009Amort
    
    
    Gross
    
    
    
    
    
    
    GrossPeriod
    
    
    Carrying
    
    
    Accumulated
    
    
    Carrying
    
    
    Accumulated(Yrs)
    
    
    Value
    
    
    Amortization
    
    
    Value
    
    
    AmortizationCore products and cell lines
    
    
    15
    
    
    $
    4,698
    
    
    $
    2,964
    
    
    $
    4,698
    
    
    $
    2,892Manufacturing technologies
    
    
    13
    
    
    
    6,057
    
    
    
    4,862
    
    
    
    6,057
    
    
    
    4,780Trademarks, licenses and patents
    
    
    7
    
    
    
    2,772
    
    
    
    2,013
    
    
    
    2,772
    
    
    
    1,974Customer lists and supply
agreements
    
    
    11
    
    
    
    11,038
    
    
    
    7,804
    
    
    
    11,040
    
    
    
    7,604$
    24,565
    
    
    $
    17,643
    
    
    $
    24,567
    
    
    $
    17,250
   Page 10




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6.
    
    Hedging Transactions:
   7.
    
    Fair Value Measurements:
        Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalMoney market funds
    
    $
    38,425
    
    
    $
    
    
    
    $
    
    
    
    $
    38,425Student loan auction-rate securities
    
    
    
    
    
    
    
    
    
    
    6,682
    
    
    
    6,682UBS Auction-Rate Security Rights
    
    
    
    
    
    
    
    
    
    
    588
    
    
    
    588Total
    
    $
    38,425
    
    
    $
    
    
    
    $
    7,270
    
    
    $
    45,695
  Page 11




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Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalMoney market funds
    
    $
    39,415
    
    
    $
    
    
    
    $
    
    
    
    $
    39,415Student loan auction-rate securities
    
    
    
    
    
    
    
    
    
    
    6,708
    
    
    
    6,708UBS Auction-Rate Security Rights
    
    
    
    
    
    
    
    
    
    
    577
    
    
    
    577Total
    
    $
    39,415
    
    
    $
    
    
    
    $
    7,285
    
    
    $
    46,700
  Student loan
    
    
    UBS Auctionauction-rate
    
    
    Rate Securitysecurities
    
    
    Rights
    
    
    Total Level 3Balance at September 30, 2009
    
    $
    6,708
    
    
    $
    577
    
    
    $
    7,285Unrealized gains (losses)
included in current period
earnings
    
    
    (26
    )
    
    
    11
    
    
    
    (15
    )Total at December 31, 2009
    
    $
    6,682
    
    
    $
    588
    
    
    $
    7,270
 Student loan
    
    
    UBS Auctionauction-rate
    
    
    Rate Securitysecurities
    
    
    Rights
    
    
    Total Level 3Balance at September 30, 2008
    
    $
    7,480
    
    
    $
    
    
    
    $
    7,480Acquire UBS Auction Rate Security Rights
    
    
    
    
    
    
    660
    
    
    
    660Proceeds from redemptions of auction-rate securities
    
    
    (425
    )
    
    
    
    
    
    
    (425
    )Unrealized losses included in current period earnings
    
    
    (494
    )
    
    
    
    
    
    
    (494
    )Total at December 31, 2008
    
    $
    6,561
    
    
    $
    660
    
    
    $
    7,221
 
 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 amounts are in thousands (both tables and text), except per share
data.
 Overview:
 H. pylori C. difficile C. difficile C. difficile illumi gene TM
  Page 12




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##### Table of Contents



C. difficile ® ® ®
 Upper Respiratory Products
     Foodborne Products
 Card ® TM Card ®
 C. difficile Products
 C. difficile st C. difficile
 C. difficile
 illumi gene TM C. difficile C. difficile illumi gene TM
  Page 13




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H. pylori Products
 H. pylori
 Life Science
  Significant Customers
   Foreign Currency
  Operating Segment Revenues
    Page 14




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##### Table of Contents



Three Months Ended December 312009
    
    
    2008
    
    
    Inc (Dec)US Diagnostics
    
    $
    30,704
    
    
    $
    23,485
    
    
    
    +31
    %European Diagnostics
    
    
    6,294
    
    
    
    5,671
    
    
    
    +11
    %Life Science
    
    
    5,459
    
    
    
    5,137
    
    
    
    +6
    %Consolidated
    
    $
    42,457
    
    
    $
    34,293
    
    
    
    +24
    %International US Export
    
    $
    1,729
    
    
    $
    1,099
    
    
    
    +57
    %Life Science Export
    
    
    2,460
    
    
    
    2,369
    
    
    
    +4
    %European Diagnostics
    
    
    6,294
    
    
    
    5,671
    
    
    
    +11
    %Total
    
    $
    10,483
    
    
    $
    9,139
    
    
    
    +15
    %% of total sales
    
    
    25
    %
    
    
    27
    %
 Gross Profit
 Three Months Ended December 31,2009
    
    
    2008
    
    
    Inc (Dec)Gross Profit
    
    $
    25,485
    
    
    $
    23,344
    
    
    
    +9
    %Gross Profit Margin
    
    
    60
    %
    
    
    68
    %
    
    -8 points
    %
 ® ®
   Page 15




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##### Table of Contents



Operating Expenses
 TotalResearch &
    
    
    Sales &
    
    
    General &
    
    
    OperatingDevelopment
    
    
    Marketing
    
    
    Administrative
    
    
    ExpensesQ1 2009 Expenses
    
    $
    2,064
    
    
    $
    4,967
    
    
    $
    4,155
    
    
    $
    11,186% of Sales
    
    
    6
    %
    
    
    14
    %
    
    
    12
    %
    
    
    33
    %Fiscal 2010 Increases (Decreases):US Diagnostics
    
    
    (105
    )
    
    
    (6
    )
    
    
    613
    
    
    
    502European Diagnostics
    
    
    
    
    
    
    (32
    )
    
    
    37
    
    
    
    5Life Science
    
    
    119
    
    
    
    (42
    )
    
    
    (41
    )
    
    
    36Q1 2010 Expenses
    
    $
    2,078
    
    
    $
    4,887
    
    
    $
    4,764
    
    
    $
    11,729% of Sales
    
    
    5
    %
    
    
    12
    %
    
    
    11
    %
    
    
    28
    %% Increase (Decrease)
    
    
    1
    %
    
    
    -2
    %
    
    
    15
    %
    
    
    5
    %
 illumi gene TM C. difficile
 Operating Income
  Other Income and Expense
  Income Taxes
  Liquidity and Capital Resources
 Comparative Cash Flow Analysis
   Page 16




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##### Table of Contents



Capital Resources
    
 ITEM 3.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
  
 ITEM 4.
    
    CONTROLS AND PROCEDURES
   Page 17




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##### Table of Contents



PART II. OTHER INFORMATION
 
 ITEM 1A.
    
    RISK FACTORS
  
 ITEM 6.
    
    EXHIBITS
 31.1
    
    
    
    
    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
  Page 18




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##### Table of Contents



MERIDIAN BIOSCIENCE, INC.Date:  February 8, 2010
    /s/ Melissa LuekeMelissa LuekeExecutive Vice President and Chief 
Financial
Officer  Page 19