Current Report Filing (8-k)
June 06 2019 - 9:03AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 6, 2019
MERIDIAN BIOSCIENCE, INC.
(Exact Name of Registrant as Specified in Charter)
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Ohio
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0-14902
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31-0888197
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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3471 River Hills Drive
Cincinnati, Ohio
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45244
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code (513)
271-3700
(Former Name or Former Address, if Changed Since Last Report.)
Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of
the registrant under any of the following provisions (
see
General Instruction A.2. below):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock, no par value
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VIVO
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NASDAQ
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (17 CFR §230.405) or Rule
12b-2
of the Securities Exchange Act of 1934 (17CFR
§240.12b-2).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act ☐
Item 7.01.
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Regulation FD Disclosure.
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On June 6, 2019, Meridian Bioscience, Inc. (the
Company
) will present at the William Blair Healthcare Conference. A copy of the
presentation is attached as Exhibit 99.1.
The Companys presentation 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 Companys 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 the results to financial results from prior periods.
Information in the presentation contains forward-looking statements regarding future
events and performance of the Company. All such forward-looking statements are based largely on the Companys experience and perception of current conditions, trends, expected future developments and other factors, and on managements
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 presentation and in the Companys 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 contained in Item 7.01 to this Current Report on Form
8-K
and Exhibit 99.1 attached hereto 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, nor shall it be deemed incorporated by
reference in any filing by the Company under the Exchange Act.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits
99.1
Meridian
Bioscience, Inc. Presentation
SIGNATURES
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
hereunto duly authorized.
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MERIDIAN BIOSCIENCE, INC.
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Date: June 6, 2019
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By:
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/s/ Eric S. Rasmussen
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Executive Vice President and Chief Financial Officer
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(Principal Financial Officer)
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