Item 2.02. Results of Operations and Financial Condition.
On November 22, 2022, Meridian Bioscience, Inc. (“Meridian” or the “Company”)
issued a press release announcing results for the fourth fiscal quarter and full
fiscal year ended September 30, 2022, and providing an update on the pending
Merger. A copy of the press release is attached as Exhibit 99.1 to this report
and is incorporated by reference herein.
Item 7.01. Regulation FD Disclosure.
The Company’s press release discloses certain financial results both in
accordance with generally accepted accounting principles (“GAAP”) and on a
non-GAAP basis with adjustments for certain items. The Company’s management
believes that presentation of these non-GAAP financial measures and their
related reconciliations are useful to investors because the non-GAAP financial
measures provide investors with a basis for comparing current results to
financial results from prior periods.
Information in the press release contains forward-looking statements regarding
future events and performance of the Company. All such forward-looking
statements are based largely on the Company’s experience and perception of
current conditions, trends, expected future developments and other factors, and
on management’s expectations, and are subject to risks and uncertainties that
could cause actual results to differ materially, including, but not limited to,
those factors described in the press release, presentation and the Company’s
filings with the Securities and Exchange Commission. The Company disclaims any
intention or obligation to update or revise any financial or other projections
or other forward-looking statements, whether because of new information, future
events or otherwise.
The information in each of Item 2.02 and Item 7.01 of this Form 8-K and in the
press release attached as Exhibit 99.1 is being furnished and shall not be
deemed “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities
of that Section. The information in each of Item 2.02 and Item 7.01 of this Form
8-K and Exhibit 99.1 shall not be incorporated by reference in any filing
(whether made before or after the date hereof) or any other document under the
Securities Act of 1933, as amended, or the Exchange Act, except as expressly set
forth by specific reference in any such filing or document.
Item 9.01. Financial Statements and Exhibits.
99.1 Press Release dated November 22, 2022 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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