{"schemaVersion":1,"research":true,"symbol":"tech","name":"Bio-Techne","topic":"moat","path":"/stock/tech/moat","status":"published","version":8,"updatedAt":"2026-10-19T16:45:44.474Z","locked":false,"publicFairValue":false,"fairValue":null,"moat":{"verdict":"uncertain","summary":"Bio-Techne has current specialized intellectual property and customer-specific, sole-manufacturer relationships that suggest localized advantages. Their economic breadth and persistence remain insufficiently established for a company-wide moat verdict. Consumables demand supports repeat purchasing indirectly, but purchasing consolidation and low-cost entrants exert disclosed pricing pressure. Contract terms permit price changes in part of the business; demonstrated price realization remains weakly supported. Operating resilience is mixed, and prospective merger benefits do not establish a current advantage.","advantages":[{"mechanism":"switching_costs","claim":"Custom diagnostic reagents tailored to customer assays, predominantly supplied through OEM relationships, and existing sole-manufacturer positions indicate customer dependency. Switching friction is plausible, but its cost and effect on customer retention are not quantified.","durability":"Sole-manufacturer dependency appears in both fiscal 2024 and fiscal 2026 disclosures. This supports continuity of the relationship type, without establishing continuity of individual customers or durable protection across the company.","risks":"Customers can consolidate purchasing, seek alternative vendors or redesign assays. Regulatory or manufacturing failures could disrupt customers and undermine these relationships.","invalidation":"The switching-cost hypothesis would weaken materially if customers routinely qualified alternative suppliers without meaningful disruption, custom OEM relationships were lost, or repeat consumables demand persistently deteriorated because of substitution.","competitors":[],"evidenceIds":["tech01","tech02","tech03","tech04","tech05"],"counterEvidenceIds":["tech06","tech07","tech08"]},{"mechanism":"intangible_assets","claim":"Granted patents, trade secrets and FDA-cleared products establish existing technical and regulatory assets. Their existence supports differentiation, but does not establish commercially decisive exclusivity or superior economics across the portfolio.","durability":"Protection depends on claim scope, remaining patent life, trade-secret preservation and continued innovation. Neither patent counts nor regulatory clearance establish an exceptional duration of economic protection.","risks":"The issuer acknowledges that intellectual property does not always provide significant competitive advantage. Design-arounds, challenges and increasing competition can erode differentiation.","invalidation":"This hypothesis would fail if important protected products were readily replaced by equivalent alternatives, material claims were invalidated or circumvented, or new introductions failed to sustain commercially relevant differentiation.","competitors":[],"evidenceIds":["tech09","tech10","tech11","tech12"],"counterEvidenceIds":["tech13","tech14","tech15"]}],"evidence":[{"id":"tech01","sourceId":"filing-1","location":"Business / Diagnostics and Spatial Biology products / custom diagnostic reagents","excerpt":"We often manufacture these reagents on a custom basis, tailored to a customer’s specific diagnostic assay technology."},{"id":"tech02","sourceId":"filing-1","location":"Business / Diagnostics and Spatial Biology products / OEM sales and FDA clearance","excerpt":"Most of these products are sold on an Original Equipment Manufacturer (OEM) basis to instrument manufacturers, with most products being FDA-cleared."},{"id":"tech03","sourceId":"filing-1","location":"Risk factors / regulatory compliance / sole-manufacturer relationships","excerpt":"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."},{"id":"tech04","sourceId":"filing-5","location":"Risk factors / regulatory compliance / fiscal 2024 sole-manufacturer relationships","excerpt":"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."},{"id":"tech05","sourceId":"filing-1","location":"Note 2 / disaggregated revenue / consumables and total revenue","excerpt":"65\nRevenue by type is as follows (in thousands):\nYear ended June 30, \nConsumables\n 985,115\n 972,286\n 928,180\n 110,632\n 112,086\n 108,270\n 94,301\n 111,570\n 99,265\nTotal product and services revenue, net\n 1,190,048\n 1,195,942\n 1,135,715\nRoyalty revenues\n 24,991\n 23,693\n 23,345\nTotal revenues, net\n 1,215,039\n 1,219,635\n 1,159,060\nRevenue by geography is as follows (in thousands):\nUnited States\n 635,372\n 683,230\n 657,747\nEMEA, excluding United Kingdom\n 294,222\n 266,305\n 241,432\nUnited Kingdom\n 56,284\n 54,827\n 50,012\nAPAC, excluding Greater China\n 85,815\n 77,263\n 73,904\nGreater China\n 104,061\n 100,463\n 99,467\nRest of World\n 39,285\n 37,547\n 36,498\nNet sales\n 1,215,039\n 1,219,635\n 1,159,060\nNote 3."},{"id":"tech06","sourceId":"filing-1","location":"Risk factors / competition / purchasing consolidation and pricing pressure","excerpt":"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."},{"id":"tech07","sourceId":"filing-1","location":"Risk factors / competition / low-cost manufacturers and pricing pressure","excerpt":"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."},{"id":"tech08","sourceId":"filing-1","location":"Risk factors / regulatory compliance / potential operational restrictions","excerpt":"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."},{"id":"tech09","sourceId":"filing-1","location":"Business / intellectual property / fiscal 2026 patent rights","excerpt":"As of June 30, 2026, we had rights to approximately 487 granted patents and approximately 230 pending patent applications."},{"id":"tech10","sourceId":"filing-1","location":"Business / intellectual property / analytical and spatial biology protection","excerpt":"Products in the Analytical Solutions and the Spatial Biology divisions are protected primarily through pending patent applications and issued patents."},{"id":"tech11","sourceId":"filing-1","location":"Business / intellectual property / reagent trade secrets","excerpt":"In addition to pursuing patents on our products, we also preserve much of our innovation as trade secrets, particularly in the Reagent Solutions division of our Protein Sciences segment."},{"id":"tech12","sourceId":"filing-1","location":"Business / Analytical Solutions / immunoassay marketing clearances","excerpt":"In fact, we have received Food and Drug Administration (FDA) marketing clearance for a few of our immunoassays for use as in vitro diagnostic devices."},{"id":"tech13","sourceId":"filing-1","location":"Risk factors / intellectual property / limitations of competitive protection","excerpt":"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."},{"id":"tech14","sourceId":"filing-1","location":"Risk factors / intellectual property / challenges and circumvention","excerpt":"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."},{"id":"tech15","sourceId":"filing-1","location":"Business / competition / increased competitive entry","excerpt":"We have seen increased competition in a number of our markets as a result of the entry of new companies into certain markets, the entry of competitors based in low-cost manufacturing locations, and increasing consolidation in particular markets."},{"id":"tech16","sourceId":"filing-1","location":"Business / competition / uncertain aggregate and segment positioning","excerpt":"Risk Factors.”\nCOMPETITION\nAlthough our segments both generally operate in highly competitive markets, it is difficult to determine our competitive position, either in the aggregate or by segment, since none of our competitors offer all of the same product and service lines or serve all of the same markets as the Company or its segments."},{"id":"tech17","sourceId":"filing-8","location":"Fiscal 2026 results / GAAP earnings and adjusted gross-margin reconciliation","excerpt":"(In thousands, except per share data)\n(Unaudited)\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\nQuarter Ended\n​\nYear Ended\n​\n​\nJune 30, \n​\nJune 30, \n​\n ​ ​ ​\n2026\n ​ ​ ​\n2025\n ​ ​ ​\n2026\n ​ ​ ​\n2025\nNet sales\n​\n$\n 321,191\n​\n$\n 316,964\n​\n$\n 1,215,039\n​\n$\n 1,219,635\nCost of sales\n​\n \n 109,797\n​\n \n 118,152\n​\n \n 415,968\n​\n \n 429,363\nGross margin\n​\n \n 211,394\n​\n \n 198,812\n​\n \n 799,071\n​\n \n 790,272\nOperating expenses: \n​\n \n​\n​\n \n ​\n​\n \n ​\n​\n \n ​\nSelling, general and administrative \n​\n \n 113,172\n​\n \n 196,640\n​\n \n 452,415\n​\n \n 588,521\nResearch and development\n​\n \n 23,945\n​\n \n 26,032\n​\n \n 94,766\n​\n \n 99,496\nTotal operating expenses\n​\n \n 137,117\n​\n \n 222,672\n​\n \n 547,181\n​\n \n 688,017\nOperating income\n​\n \n 74,277\n​\n \n (23,860)\n​\n \n 251,890\n​\n \n 102,255\nOther income (expense)\n​\n \n (3,596)\n​\n \n 1,001\n​\n \n (11,210)\n​\n \n (3,792)\nEarnings before income taxes\n​\n \n 70,681\n64.8\n%\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\nIdentified adjustments:\n \n​\n ​\n​\n​\n ​\n​\n​\n ​\n​\n​\n ​\n​\nCosts recognized upon sale of acquired inventory\n \n$\n —\n​\n$\n 197\n​\n$\n —\n​\n$\n 751\n​\nAmortization of intangibles\n \n​\n 9,422\n​\n​\n 10,569\n​\n​\n 37,799\n​\n​\n 44,035\n​\nStock-based compensation, inclusive of employer taxes\n \n​\n 282\n​\n​\n 288\n​\n​\n 1,534\n​\n​\n 1,298\n​\nRestructuring and restructuring-related costs\n​\n​\n 1,049\n​\n​\n 12,141\n​\n​\n 5,805\n​\n​\n 20,094\n​\nImpact of business held-for-sale(1)\n​\n​\n —\n​\n​\n —\n​\n​\n (2,581)\n​\n​\n (147)\n​\nAdjusted gross margin\n \n$\n 222,147\n​\n$\n 222,007\n​\n$\n 841,628\n​\n$\n 856,303\n​\nAdjusted gross margin percentage(2)\n​\n​\n 69.2\n%\n​\n 70.0\n%\n​\n 69.6\n%\n​\n 70.4\n%\n(1)\nJune 30, 2025 amounts relate to the Protein Sciences segment business that met the held-for-sale criteria on December 31, 2023."},{"id":"tech18","sourceId":"filing-8","location":"Fiscal 2026 results / adjusted operating-margin reconciliation","excerpt":"​\n​\nBIO-TECHNE CORPORATION\nRECONCILIATION OF ADJUSTED OPERATING INCOME AND ADJUSTED OPERATING MARGIN PERCENTAGE\n(In thousands)\n(Unaudited)\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\n​\nQuarter Ended\n​\nYear Ended\n​\n​\n​\nJune 30, \n​\nJune 30, \n​\n​\n ​ ​ ​\n2026\n​\n2025\n​\n2026\n​\n2025\n​\nTotal consolidated net sales\n​\n$\n 321,191\n​\n$\n 316,964\n​\n$\n 1,215,039\n​\n$\n 1,219,635\n​\nBusiness held-for-sale(1)\n​\n​\n —\n​\n​\n —\n​\n​\n 5,439\n​\n​\n 4,152\n​\nRevenue from recurring operations\n​\n$\n 321,191\n​\n$\n 316,964\n​\n$\n​\n ​\n​\n​\n ​\n​\nAmortization of intangibles\n​\n​\n 15,070\n​\n​\n 18,185\n​\n​\n 61,181\n​\n​\n 75,321\n​\nAcquisition related expenses and other\n​\n​\n 1,636\n​\n​\n 3,767\n​\n​\n 7,986\n​\n​\n 12,815\n​\nCertain litigation charges\n​\n​\n 143\n​\n​\n 1,220\n​\n​\n 5,513\n​\n​\n 41,827\n​\nStock-based compensation, inclusive of employer taxes\n​\n​\n 5,375\n​\n​\n 4,653\n​\n​\n 42,637\n​\n​\n 42,158\n​\nRestructuring and restructuring-related costs\n​\n​\n 6,858\n​\n​\n 13,205\n​\n​\n 21,059\n​\n​\n 28,231\n​\nImpairment (Recovery) of assets held-for-sale\n​\n​\n —\n​\n​\n 84,157\n​\n​\n (6,789)\n​\n​\n 80,503\n​\nImpact of business held-for-sale(1)\n​\n​\n —\n​\n​\n —\n​\n​\n 2,573\n​\n​\n 479\n​\nAdjusted operating income\n​\n$\n 103,359\n​\n$\n 101,327\n​\n$\n 386,050\n​\n$\n 383,589\n​\nAdjusted operating margin percentage(2)\n​\n​\n 32.2\n%\n​\n 32.0\n%\n​\n 31.9\n%\n​\n 31.6\n%\n(1)\nJune 30, 2025 amounts relate to the Protein Sciences segment business that met the held-for-sale criteria on December 31, 2023."},{"id":"tech19","sourceId":"filing-8","location":"Fiscal 2026 results / profitability initiatives and divestiture effects","excerpt":"Adjusted operating margin was favorably impacted by profitability initiatives and the Exosome Diagnostics divestiture."},{"id":"tech20","sourceId":"filing-11","location":"Protein Sciences customer terms / section 8 / price changes; retrieved October 19, 2026","excerpt":"All prices are subject to change without notice."},{"id":"tech21","sourceId":"filing-1","location":"Revenue recognition / long-term unfulfilled performance obligations","excerpt":"The Company’s unfulfilled performance obligations for contracts with an original length greater than one year were not material as of June 30, 2026 and 2025."},{"id":"tech22","sourceId":"filing-8","location":"Fiscal 2026 results / balance-sheet and cash-flow disclosures","excerpt":"June 30,\n​\nJune 30,\n​\n ​ ​ ​\n2026\n ​ ​ ​\n2025\nASSETS\n​\n ​\n​\n​\n ​\n​\nCash and equivalents\n​\n$\n 264,712\n​\n$\n 162,186\nAccounts receivable, net\n​\n \n 216,585\n​\n \n 206,876\nInventories\n​\n \n 195,744\n​\n \n 189,446\nCurrent assets held-for-sale\n​\n​\n —\n​\n​\n 12,332\nOther current assets\n​\n \n 67,360\n​\n \n 37,460\nTotal current assets\n​\n \n 744,401\n​\n \n 608,300\n​\n​\n​\n​\n​\n​\n​\nProperty and equipment, net\n​\n \n 231,836\n​\n \n 245,719\nRight of use assets\nAdjustments to reconcile net earnings to net cash provided by operating activities\n​\n \n ​\n​\n \n ​\nDepreciation and amortization\n​\n \n 97,359\n​\n \n 109,903\nCosts recognized on sale of acquired inventory\n​\n​\n —\n​\n​\n 751\nDeferred income taxes\n​\n​\n 13,196\n​\n​\n (51,107)\nStock-based compensation expense\n​\n \n 41,365\n​\n \n 40,833\n(Gain) Loss on equity method investment\n​\n​\n (887)\n​\n​\n (938)\nAsset impairment restructuring\n​\n​\n 3,914\n​\n​\n 21,312\nRecovery of assets held-for-sale\n​\n​\n (6,789)\n​\n​\n 80,503\nOther operating activities\n​\n \n (37,947)\n​\n \n 12,899\nNet cash provided by (used in) operating activities\n​\n \n 292,073\n​\n \n 287,556\nCASH FLOWS FROM INVESTING ACTIVITIES\n​\n \n ​\n​\n \n ​\nProceeds from sale of available-for-sale investments\n​\n​\n —\n​\n​\n 1,085\nAdditions to property and equipment\n​\n \n (28,850)\n​\n \n (31,006)\nDistributions from Wilson Wolf\n​\n​\n 6,043\n​\n​\n 7,291\nInvestment in Spear Bio\n​\n​\n —\n​\n​\n (15,000)\nProceeds from sale of assets held-for-sale\n​\n​\n 4,617\n​\n​\n 2,447\nNet cash provided by (used in) investing activities\n​\n \n (18,190)\n​\n \n (35,183)\nCASH FLOWS FROM FINANCING ACTIVITIES\n​\n \n ​\n​\n \n ​\nCash dividends\n​\n \n (49,916)\n​\n \n (50,391)\nProceeds from stock option exercises\n​\n \n 80,618\n​\n \n 51,739\nLong-term debt activity, net\n​\n \n (146,000)\n​\n \n 27,000\nRepurchases of common stock\n​\n \n (41,675)\n​\n \n (275,731)\nTaxes paid on RSUs and net share settlements\n​\n​\n (12,141)\n​\n​\n (6,522)\nNet cash provided by (used in) financing activities\n​\n \n (169,114)\n​\n \n (253,905)\nEffect of exchange rate changes on cash and cash equivalents\n(938)\nAsset impairment restructuring\n​\n​\n 3,914\n​\n​\n 21,312\nRecovery of assets held-for-sale\n​\n​\n (6,789)\n​\n​\n 80,503\nOther operating activities\n​\n \n (37,947)\n​\n \n 12,899\nNet cash provided by (used in) operating activities\n​\n \n 292,073\n​\n \n 287,556\nCASH FLOWS FROM INVESTING ACTIVITIES\n​\n \n ​\n​\n \n ​\nProceeds from sale of available-for-sale investments\n​\n​\n —\n​\n​\n 1,085\nAdditions to property and equipment\n​\n \n (28,850)\n​\n \n (31,006)\nDistributions from Wilson Wolf\n​\n​\n 6,043\n​\n​\n 7,291\nInvestment in Spear Bio\n​\n​\n —\n​\n​\n (15,000)\nProceeds from sale of assets held-for-sale\n​\n​\n 4,617\n​\n​\n 2,447"},{"id":"tech23","sourceId":"filing-1","location":"Liquidity and capital resources / mandatory remaining Wilson Wolf acquisition","excerpt":"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."},{"id":"tech24","sourceId":"filing-8","location":"Fiscal 2026 results / restructuring and held-for-sale impairment reconciliation","excerpt":"41,827\nStock-based compensation, inclusive of employer taxes\n​\n \n 5,375\n​\n \n 4,653\n​\n \n 42,637\n​\n \n 42,158\nRestructuring and restructuring-related costs\n​\n \n 6,858\n​\n \n 13,205\n​\n \n 21,059\n​\n \n 28,231\nInvestment loss and other non-operating loss\n​\n​\n 3,695\n​\n​\n —\n​\n​\n 5,009\n​\n​\n —\nImpairment (Recovery) of assets held-for-sale\n​\n​\n —\n​\n​\n 84,157\n​\n​\n (6,789)\n​\n​\n 80,503\nImpact of business held-for-sale(1)\n​\n​\n —\n​\n​\n —\n​\n​\n 2,573\n​\n​\n 479\nAdjusted EBITDA\n​\n$\n 115,943\n​\n$\n 115,580\n​\n$\n 431,975\n​\n$\n 429,635\n(1)\nJune 30, 2025 amounts relate to the Protein Sciences segment business that met the held-for-sale criteria on December 31, 2023."},{"id":"tech25","sourceId":"filing-3","location":"Executive compensation / actual fiscal 2025 equity grants","excerpt":"Stock Options* Restricted Stock Units Executive Time-based ($) Time-based ($) Performance-based ($) Kim Kelderman $ 1,932,848 $ 1,919,943 $ 4,287,998 James Hippel 907,273 3,509,529 2,012,782 William Geist 593,448 589,467 1,316,518 Matthew McManus 596,695 592,688 1,323,760 Shane Bohnen 377,496 374,999 837,494 * Amounts shown above represent the total grant date fair value of equity-based compensation, and for the performance-based grants, assumes target."},{"id":"tech26","sourceId":"filing-3","location":"Executive compensation / fiscal 2025 metrics, weights and vesting schedules","excerpt":"| 2025 Proxy Statement 47 Back to Contents Element Form 2025 Metrics and Weighting Alignment with Shareholder Value Creation 1 Base Salary Cash Fixed • Attracts and retains high-performing executives by providing market-competitive fixed pay 2 Annual Cash Bonus Incentive (Short-Term Incentives) Cash Performance-Based 50% Organic Revenue 50% Adjusted EBITA • Drives Company-wide and segment performance • Focuses efforts on growing profitable revenue and earnings and achieving strategic business goals 3 Long-Term Equity Awards (Performance-Based) Three-Year Performance-Based RSUs 40%Organic revenue 35% Adjusted EBITA 25% rTSR • Encourages executives to be, and to think like, shareholders • Motivates executives to deliver sustained long-term growth to the business and to the Company’s share price • Retains high–performing executives by providing a meaningful incentive to stay with the Company 4 Long-Term Equity Awards (Time-Based) Time-Vesting Options & RSUs 50% Options (vesting in equal 1/4ths) 50% RSUs (vesting in equal 1/3rds) • Incentivizes strong performance and profitable growth • Retains high–performing executives by providing a meaningful incentive to stay with the Company For fiscal year 2025, our NEOs had the target pay mix shown below."},{"id":"tech27","sourceId":"filing-3","location":"Executive compensation / actual zero payout on fiscal 2023 performance grants","excerpt":"set in the first quarter of 2023, the long-term incentive awards did not vest for any of the NEOs, resulting in a 0% payout."},{"id":"tech28","sourceId":"filing-3","location":"Compensation governance / double-trigger equity vesting","excerpt":"Double-trigger vesting provisions. Equity awards will not automatically vest following a change in control unless there is also a qualifying termination of employment."},{"id":"tech29","sourceId":"filing-3","location":"Annual incentive compensation / adjusted EBITA exclusions and committee discretion","excerpt":"**\n The Company’s adjusted EBITA target for management’s incentive plan excludes the impact of foreign currency translation; certain acquisitions and acquisition-related amortization, costs, and expenses; share-based compensation expense; non-recurring litigation expenses; and other unusual items in the discretion of the Compensation Committee."},{"id":"tech30","sourceId":"filing-1","location":"Business / research and development / fiscal 2026 product introductions","excerpt":"In fiscal 2026, we introduced over 1,900 new products."},{"id":"tech31","sourceId":"filing-3","location":"CEO shareholder letter / reported fiscal 2025 organic revenue growth","excerpt":"From a financial perspective, we successfully navigated a dynamic and evolving macro environment, achieving 5% organic revenue growth for the fiscal year, with our revenue exceeding $1.2 billion."},{"id":"tech32","sourceId":"filing-8","location":"Fiscal 2026 results / full-year organic and reported revenue","excerpt":"Full year organic and reported revenue remained flat at $1.2 billion."},{"id":"tech33","sourceId":"filing-3","location":"Corporate governance / independent board chair","excerpt":"Robert V. Baumgartner Age: 69 Director since: 2003 Chair since: 2012 INDEPENDENT CHAIR OF THE BOARD Committees: · Audit · Compensation Professional Background From 2001 until 2019, Mr."},{"id":"tech34","sourceId":"filing-3","location":"Audit oversight / actual fiscal 2024 and 2025 service pre-approvals","excerpt":"All of the services rendered by KPMG LLP in fiscal years 2025 and 2024 were pre-approved by the Audit Committee."},{"id":"tech35","sourceId":"filing-3","location":"Compensation committee shareholder letter / historical say-on-pay approval","excerpt":"Meeting, we received only 35% shareholder approval for our Say on Pay proposal."},{"id":"tech36","sourceId":"filing-4","location":"Business / intellectual property / fiscal 2025 patent rights","excerpt":"As of June 30, 2025, we had rights to approximately 1,340 granted patents and approximately 270 pending patent applications."},{"id":"tech37","sourceId":"filing-7","location":"September 23, 2026 transaction announcement / shareholder approval","excerpt":"MINNEAPOLIS – September 23, 2026 – Bio-Techne Corporation (NASDAQ: TECH) (“Bio-Techne”), a global provider of life science tools, reagents and diagnostic products, announced that Bio-Techne shareholders voted to approve and adopt the definitive agreement under which Merck KGaA, Darmstadt, Germany proposes to acquire Bio-Techne (the “Merger Agreement”) at a Special Meeting of Shareholders held today."},{"id":"tech38","sourceId":"filing-7","location":"September 23, 2026 transaction announcement / remaining closing conditions","excerpt":"Bio-Techne continues to expect the transaction to close by late 2026 or early 2027, subject to satisfaction of customary closing conditions, including receipt of remaining required regulatory approvals."},{"id":"tech39","sourceId":"filing-1","location":"Business / Protein Sciences distribution / named distributor","excerpt":"and pharmaceutical companies. We sell our products directly to customers who are primarily located in North America, Europe and China, as well as through a distribution agreement with Thermo Fisher Scientific."},{"id":"tech40","sourceId":"filing-2","location":"Management discussion / product-mix effects on gross margins","excerpt":"Fluctuations in consolidated gross margin and adjusted gross margin, as a percentage of sales, have primarily resulted from changes in product mix."}],"changes":["Retain the uncertain moat verdict after re-examining current catalog evidence; the four moat criteria remain null because company-wide structural strength and durability are unresolved.","Add contractual_freedom at grade 2 based on the supplied Protein Sciences price-change term, with limited segment coverage and no inferred adoption date.","Retain pricing grades 1, 2 and 2 and management grades 2, 3, 2 and 2 using current catalog citations rather than previous rationales as evidence.","Flag the unexplained decline in disclosed granted patent rights from approximately 1,340 in fiscal 2025 to 487 in fiscal 2026; do not infer its cause or economic effect.","Recognize September 2026 shareholder approval of the proposed acquisition, while preserving the distinction between approval, completion and prospective combined-company advantages."],"limitations":["Competition passages disclose generic competitor categories without naming operating competitors. Arrays therefore remain empty. Thermo Fisher Scientific is identified as a distributor, compensation peers are not established competitors, and the proposed acquirer is not established as a competitor by these passages.","All supplied evidence comes from issuer filings, issuer communications or issuer terms. Leadership and differentiation assertions are not independent proof of market share, customer superiority or exceptional durability.","Customer-level retention, switching expense, protected-product revenue and realized price changes are absent. Consumables revenue supports repeat demand only indirectly and combines customer, volume, pricing and mix effects.","The customer terms were retrieved on October 19, 2026; that is not a publication or adoption date. The single price-change passage does not establish contractual freedom across all segments or overrides of accepted quotations.","Detailed executive ownership amounts, fiscal 2026 proxy updates and subsequent compensation-vote outcomes are unavailable. Fiscal 2025 compensation disclosures establish historical grants and outcomes, not unchanged arrangements through October 2026.","Patent-count comparability and remaining economically relevant protection are unexplained. Acquisition-accounting useful lives are estimates, not demonstrated moat duration.","The latest supplied merger update still describes remaining closing conditions. Expected synergies and broader distribution are potential benefits, not realized advantages."],"qualityAssessments":[{"category":"moat","checks":[{"criterion":"structural_advantage","grade":null,"rationale":"Custom OEM relationships, sole-manufacturer positions and intellectual property support localized advantage hypotheses, but their economic coverage is insufficient to establish a company-wide structural position. 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