8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  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 4, 2009

CANTEL MEDICAL CORP.

(Exact name of registrant as specified in its charter)

Delaware	001-31337	22-1760285
(State or other jurisdiction	(Commission	(IRS Identification
of incorporation)	File Number)	Number)
150 Clove Road, Little Falls, New Jersey		07424
Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (973) 890-7220

(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:

oWritten communications pursuant to Rule 425 under the Securities  Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02Results of Operations and Financial Condition

On June 4, 2009, the Registrant issued a press release announcing its results of operations for the quarter ended April 30, 2009 (Registrant’s third quarter of fiscal year 2009).  A copy of the press release is included with this Report as Exhibit 99.1.

Item 9.01Financial Statements, Pro-Forma Financial Information and Exhibits

(d) Exhibit 99.1  Press release of Registrant dated June 4, 2009.

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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 thereunto duly authorized.

CANTEL MEDICAL CORP.
By:	/s/ Andrew A. Krakauer
	Andrew A. Krakauer
	President and CEO

Dated:  June 4, 2009

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EX-99.1

Exhibit 99.1

CANTEL MEDICAL CORP.

150 Clove Road

Little Falls, New Jersey 07424

FOR IMMEDIATE RELEASE

Contact:	Andrew A. Krakauer	Richard E. Moyer
	President and CEO	Cameron Associates, Inc.
	Cantel Medical Corp.	richard@cameronassoc.com
	Phone: (973) 890-7220	Phone: (212) 554-5466

CANTEL MEDICAL REPORTS A 109% INCREASE IN NET INCOME - EPS OF $0.25 vs. $0.12 FOR QUARTER ENDED APRIL 30, 2009

LITTLE FALLS, New Jersey (June 4, 2009) ... CANTEL MEDICAL CORP. (NYSE:CMN) reported a 109% increase in net income to $4,183,000, or $0.25 per diluted share, on a 3.5% increase in sales to a record $66,431,000 for the third quarter ended April 30, 2009. This compares with net income of $2,001,000, or $0.12 per diluted share (including costs of $0.03 related to the resignation of our former President), on sales of $64,178,000 for the third quarter ended April 30, 2008. For the nine months ended April 30, 2009, the Company reported an 85% increase in net income to $11,290,000, or $0.69 per diluted share (inclusive of $0.02 of expenses related to the relocation of its Dutch manufacturing operations to the United States), on a 4.4% increase in sales to $193,257,000. This compares with net income of $6,097,000, or $0.37 per diluted share (including costs of $0.03 related to the resignation of our former President), on sales of $185,093,000 for the nine months ended April 30, 2008.

Andrew Krakauer, Cantel’s President and CEO stated, “We are very pleased to have delivered another quarter of substantial earnings growth and our strongest quarterly performance of the past few years despite the worldwide economic slowdown. Cantel demonstrated sales growth in all reporting segments except for an expected decline in lower margin dialysate concentrate shipments in our Dialysis segment.”

Krakauer added, “While all our businesses performed well, operating income in our Endoscope Reprocessing, Dialysis, and Water Purification and Filtration units was substantially ahead of last year, aided by strong sales of consumables, including disinfectants, sterilants and an increase in service revenue. Additionally, the positive performance was helped by our active cost reduction and margin improvement programs, the effectiveness of price increases and reduced interest expenses.”

Krakauer continued, “Although our businesses are not immune to the economic downturn, we remain focused on our strategies to grow and improve performance. In this economy, our competitive advantage is our leadership positions in several infection prevention and control markets, a quality reputation and strong brands. Further, we have proactively developed our business to where approximately 75% of our sales come from disposables and service, which are supported by a large installed base of equipment.”

The Company further reported that its balance sheet at April 30, 2009 included current assets of $86,844,000, including cash of $22,328,000, a current ratio of 2.4:1, debt of $49,300,000, stockholders’ equity of $177,862,000 and a ratio of funded debt to equity of .28:1. Krakauer stated, “The Company has a strong balance sheet and continues to generate significant cash. Our cash provided by operating activities for the quarter was $8,085,000. We have reduced our net debt position from the second quarter by 21% to $27 million.”

Cantel Medical Corp. is a leading provider of infection prevention and control products in the healthcare market. Our products include specialized medical device reprocessing systems for renal dialysis and endoscopy, dialysate concentrates and other dialysis supplies, disposable infection control products primarily for the dental industry, water purification equipment, sterilants, disinfectants and cleaners, hollow fiber membrane filtration and separation products for medical and non-medical applications, and specialty packaging for infectious and biological specimens. We also provide technical maintenance for our products and offer compliance training services for the transport of infectious and biological specimens.

The Company will hold a conference call to discuss the results for the third quarter ended April 30, 2009 on Thursday, June 4, 2009 at 11:00 AM Eastern time. To participate in the conference call, dial 1-877-407-8035 approximately 5 to 10 minutes before the beginning of the call. If you are unable to participate, a digital replay of the call will be available from Thursday, June 4, 2009 at 2:00 PM through midnight on June 11, by dialing 1-877-660-6853 and using passcode #286 and conference ID #324315.

The call will be simultaneously broadcast live over the Internet on vcall.com at

http://www.investorcalendar.com/IC/CEPage.asp?ID=145679. A replay of the webcast will be available on Vcall for 30 days.

For further information, visit the Cantel website at www.cantelmedical.com.

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve a number of risks and uncertainties, including, without limitation, the risks detailed in Cantel’s filings and reports with the Securities and Exchange Commission. Such forward-looking statements are only predictions, and actual events or results may differ materially from those projected or anticipated.

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CANTEL MEDICAL CORP.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

	Three Months Ended						Nine Months Ended
	April 30,						April 30,
	2009			2008			2009			2008
Net sales	$	66,431		$	64,178		$	193,257		$	185,093
Cost of sales	40,908			41,897			120,500			120,120
Gross profit	25,523			22,281			72,757			64,973
Expenses:
Selling	7,984			7,190			22,326			20,815
General and administrative	9,106			9,923			27,167			27,847
Research and development	1,261			928			3,309			2,879
Total operating expenses	18,351			18,041			52,802			51,541
Income before interest and income taxes	7,172			4,240			19,955			13,432
Interest expense	588			1,185			2,013			3,662
Interest income	(24		)	(97		)	(132		)	(394		)
Income before income taxes	6,608			3,152			18,074			10,164
Income taxes	2,425			1,151			6,784			4,067
Net income	$	4,183		$	2,001		$	11,290		$	6,097
Earnings per common share - diluted	$	0.25		$	0.12		$	0.69		$	0.37
Weighted average shares - diluted	16,544			16,349			16,434			16,355

CANTEL MEDICAL CORP.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

	April 30,		July 31,
	2009		2008
Assets
Current assets	$	86,844	$	84,561
Property and equipment, net	35,685		37,920
Intangible assets	36,824		41,254
Goodwill	112,187		113,958
Other assets	1,062		1,497
	$	272,602	$	279,190
Liabilities and stockholders’ equity
Current portion of long-term debt	$	9,500	$	8,000
Other current liabilities	26,821		30,922
Long-term debt	39,800		50,300
Other long-term liabilities	18,619		21,256
Stockholders’ equity	177,862		168,712
	$	272,602	$	279,190

SUPPLEMENTARY INFORMATION

Reconciliation of Earnings Before Interest, Taxes, Depreciation, Amortization and Stock-Based Compensation Expense (“EBITDAS”)

The reconciliation of EBITDAS with net income for the three and nine months ended April 30, 2009 and 2008, respectively, is as follows (in thousands):

	Three Months Ended						Nine Months Ended
	April 30,						April 30,
	2009			2008			2009			2008
Net income	$	4,183		$	2,001		$	11,290		$	6,097
Income taxes	2,425			1,151			6,784			4,067
Interest expense	588			1,185			2,013			3,662
Interest income	(24		)	(97		)	(132		)	(394		)
Depreciation	1,562			1,515			4,637			4,490
Amortization	1,264			1,438			3,870			4,297
Loss on disposal of fixed assets	—			31			22			80
EBITDA	9,998			7,224			28,484			22,299
Stock-based compensation expense	784			489			1,829			1,483
EBITDAS	$	10,782		$	7,713		$	30,313		$	23,782

EBITDAS is a measure of the Company’s performance that is not required by, or presented in accordance with, Generally Accepted Accounting Principles (“GAAP”). EBITDAS is a non-GAAP financial measure defined by the Company as income before interest, taxes, depreciation, amortization and stock-based compensation expense. The Company believes EBITDAS is an important valuation measurement for management and investors given the increasing effect that non-cash charges, such as stock-based compensation, amortization related to acquisitions and depreciation of capital equipment, has on the Company’s net income. In particular, acquisitions have historically resulted in significant increases in amortization of intangible assets that reduced the Company’s net income. Additionally, the Company regards EBITDAS as a useful measure of operating performance and cash flow before the effect of interest expense and complements operating income, net income and other GAAP financial performance measures. Generally, a non-GAAP financial measure is a numerical measure of a Company’s performance, financial position or cash flow that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP. This measure, however, should be considered in addition to, and not as a substitute or superior to, net income, cash flows, or other measures of financial performance prepared in accordance with GAAP.