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): October 2, 2017

DYNATRONICS CORPORATION

(Exact name of registrant as specified in its charter)

Utah	0-12697	87-0398434
(State or Other Jurisdiction of Incorporation)	Commission File Number	(IRS Employer Identification Number)

7030 Park Centre Dr., Cottonwood Heights, Utah	84121
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (801) 568-7000

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:

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

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

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

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 2.02  Results of Operations and Financial Condition.

On November 14, 2017, Dynatronics Corporation issued a press release to report the results of its operations for the first fiscal quarter ended September 30, 2017.  The release also announced that the Company would hold a conference call with investors by telephone and provided access information, date and time for the conference call.

The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.  The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.  The furnishing of the information in this Current Report is not intended to, and does not, constitute a representation that such furnishing is required by Regulation FD or that the information this Current Report contains is material investor information that is not otherwise publicly available.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.
99.1	Press Release of Dynatronics Corporation dated November 14, 2017.

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.

DYNATRONICS CORPORATION

By:/s/ Kelvyn H. Cullimore, Jr.

Kelvyn H. Cullimore, Jr.

Chairman and President

Date: November 14, 2017

EX-99.1

Exhibit 99.1

NEWS RELEASE

Contact: Jim Ogilvie, 800-874-6251 or 801-568-7000

Dynatronics Announces 57% increase in Top Line Sales for Fiscal 2018 First Quarter

Cottonwood Heights, Utah (November 14, 2017) – Dynatronics Corporation (NASDAQ:DYNT) today announced financial results for its fiscal 2018 first quarter ended September 30, 2017.

Net sales for the quarter increased 56.8 percent to $12.8 million, compared to $8.2 million in the same period of the prior year.  Gross profit for the quarter increased 55.3 percent to $4.3 million representing 33.9 percent of sales, compared to $2.8 million, or 34.2 percent of sales, for the quarter ended September 30, 2016.  The year-over-year increase in net sales was driven primarily by our acquisition of Hausmann Industries in April 2017, which contributed $4.7 million of revenue in the quarter.

"The 56.8 percent increase in sales for the quarter reflects the execution of the acquisition strategy we have outlined to our shareholders," explained Kelvyn Cullimore, Jr., chairman and CEO.  "During the next several quarters we will continue to see the positive impact of our acquisition strategy through the addition of Hausmann sales as well as sales from our acquisition of Bird & Cronin that closed on October 2, 2017."

Net income for the quarter ended September 30, 2017, was $199,000, compared to a net loss of $286,000 for the quarter ended September 30, 2016.  The $484,000 improvement in net income was primarily attributable to a $1,545,000 increase in gross profit attributable to Hausmann.  Selling, general and administrative expenses also increased during the period by $1,058,000.  Hausmann accounted for $950,000 of these increases while transaction costs of $212,000 associated with the Bird and Cronin acquisition also contributed to increased expenses for the quarter.

Net income applicable to common stockholders for the quarter ended September 30, 2017, was $12,000 compared to a loss of $375,000 for the quarter ended September 30, 2016.  Net income applicable to common stockholders includes the dividends accrued on preferred stock during the quarter, which totaled $187,000 and were subsequently paid in common stock.

"The acquisitions of Hausmann and Bird & Cronin demonstrate our ability to execute our strategic plan and are a key indicator of Dynatronics' very promising future," stated Kelvyn H. Cullimore Jr., chairman and CEO.  "We also consummated a strategic selling alliance with Zimmer MedizinSysteme GmbH, which we expect to further leverage our U.S. commercial infrastructure.  We continue to work diligently to stimulate organic growth, complete value-enhancing acquisitions, and increase the company's cash flow.  We remain committed to delivering greater value to our shareholders and customers."

Dynatronics has scheduled a conference call for investors on November 14, 2017, at 8:30 AM EST. Those wishing to participate should call (888) 394-8218 and use the passcode 5142835.

The following is a summary of the financial results as of September 30, 2017 and June 30, 2017 and for the quarters ended September 30, 2017 and 2016:

Summary Selected Financial Data

Statement of Operations Highlights

In thousands, except per share amounts

	Quarter Ended
	September 30
	2017			2016
Net sales	$	12,798		$	8,163
Cost of sales		8,459			5,368
Gross profit	$	4,339		$	2,795
Selling, general, and admin. expenses	$	3,823		$	2,764
Research and development expenses		252			279
Other expense, net		65			38
Income (loss) before income taxes	$	199		$	(286	)
Income tax (provision) benefit		0			0
Net income (loss)	$	199		$	(286	)
8% convertible preferred stock dividend		(187	)		(89	)
Net income (loss) attributable to common stockholders	$	12		$	(375	)
Basic and diluted net income (loss) per common share	$	0.00		$	(0.13	)
Weighted-average common shares outstanding:
Basic		4,748,049			2,841,486
Diluted		4,748,309			2,841,486

Balance Sheet Highlights

In thousands, except per share amounts

	Sept. 30,  2017		June 30, 2017
Cash and cash equivalents	$	5,548	$	255
Trade accounts receivable		5,842		5,281
Inventories, net		7,154		7,398
Prepaid & other		728		537
Total current assets	$	19,272	$	13,471
Accounts payable	$	3,173	$	2,335
Accrued payroll and benefits expense		1,292		1,473
Accrued expenses		592		657
Other current liabilities		1,010		1,000
Line of credit		7,103		2,172
Total current liabilities	$	13,170	$	7,637

About Dynatronics Corporation

Dynatronics designs, manufactures, markets, and distributes advanced-technology medical devices, therapeutic and medical treatment tables, rehabilitation equipment, custom athletic training treatment tables and equipment, institutional cabinetry, orthopedic soft goods, as well as other specialty patient, rehabilitation and therapy products and supplies. Through its various distribution channels, the company markets and sells its products to physical therapists, chiropractors, athletic trainers, sports medicine practitioners, orthopedists, hospitals, clinics, and other medical professionals, and institutions.  More information is available at www.dynatronics.com.

Safe Harbor Notification

This press release contains forward-looking statements.  Those statements include references to the company's expectations and similar statements.  Forward-looking statements in this press release include statements regarding future acquisition activities.  Actual results may vary from the views expressed in the forward-looking statements contained in this release.  The development and sale of the company's products are subject to a number of risks and uncertainties, including, but not limited to, changes in the regulatory environment, competitive factors, inventory risks due to shifts in market demand, market demand for the company's products, availability of financing at cost-effective rates, and the risk factors listed from time to time in the company's SEC reports.

Contact:

Dynatronics Corporation

Investor Relations

Jim Ogilvie

(801) 727-1755

jim.ogilvie@dynatronics.com