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): July 26, 2017

Merit Medical Systems, Inc.

(Exact name of registrant as specified in its charter)

Utah	0-18592	87-0447695
(State or other jurisdiction of	(Commission	(I.R.S. Employer
incorporation or organization)	File Number)	Identification No.)

1600 West Merit Parkway
South Jordan, Utah	84095
(Address of principal executive offices)	(Zip Code)

(801) 253-1600

(Registrant's telephone number, including area code)

N/A

(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))

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).

oEmerging 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. o

Item 2.02.   Results of Operations and Financial Condition.

On July 26, 2017, Merit Medical Systems, Inc. (the "Company") issued a press release announcing its operating and financial results for the three and six-month periods ended June 30, 2017.  The full text of the Company's press release, including unaudited financial information, is furnished herewith as Exhibit 99.1. The Company’s Annual Report on Form 10-K for the year ended December 31, 2016 and other filings with the Securities and Exchange Commission should also be consulted for other important information about the Company.

The information in this Current Report on Form 8-K (including the exhibits attached hereto) is furnished pursuant to General Instruction B.2. of Form 8-K and shall not be deemed to be "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 made by the Company under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 7.01. Regulation FD Disclosure.

On July 26, 2017, the Company is scheduled to conduct a conference call for the purpose of discussing its operating and financial results for the three and six-month periods ended June 30, 2017. In connection with that call, the Company posted a slide presentation to its website. The presentation discusses the Company's operating and financial results for the three and six-month periods ended June 30, 2017, as well as the Company’s outlook for its future operations and financial performance. A copy of the presentation is attached herewith as Exhibit 99.2.

The Company is furnishing the information in this Item 7.01 (including Exhibit 99.2 attached hereto) pursuant to Regulation FD promulgated under the Exchange Act. Such information shall not be deemed “filed” for purposes of the Exchange Act or otherwise subject to the liabilities of that section, and is not deemed incorporated by reference into any filing under the Securities Act, except as expressly set forth by specific reference in such a filing.

Item 9.01.   Financial Statements and Exhibits.

(d)            Exhibits

99.1	Press Release, dated July 26, 2017, entitled "Merit Medical Reports Record Revenue and Non-GAAP Net Income for Second Quarter 2017, Raises 2017 Guidance and Gives Preliminary 2018-2019 Guidance," including unaudited financial information.
99.2	Conference Call Presentation.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	MERIT MEDICAL SYSTEMS, INC.
Date: July 26, 2017	By:	/s/ Brian G. Lloyd
		Brian G. Lloyd
		Chief Legal Officer and Corporate Secretary

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EXHIBIT INDEX

EXHIBIT NUMBER	DESCRIPTION
99.1	Press Release, dated July 26, 2017, entitled "Merit Medical Reports Record Revenue and Non-GAAP Net Income for Second Quarter 2017, Raises 2017 Guidance and Gives Preliminary 2018-2019 Guidance" including unaudited financial information.
99.2	Conference Call Presentation.

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EX-99.1

 Exhibit 99.1

FOR IMMEDIATE RELEASE

Date: July 26, 2017

Contact: Anne-Marie Wright, Vice President, Corporate Communications

Phone: (801) 208-4167 e-mail: awright@merit.com Fax: (801) 253-1688

MERIT MEDICAL REPORTS RECORD REVENUE

AND NON-GAAP NET INCOME*

FOR SECOND QUARTER 2017, RAISES 2017 GUIDANCE

AND GIVES PRELIMINARY 2018-2019 GUIDANCE

• Q2 2017 worldwide revenue of $186.5 million ($188.7 million on a comparable, constant currency* basis), up 23.5% as reported (up 24.9% on a comparable, constant currency* basis) over Q2 2016

• YTD 2017 worldwide revenue of $357.6 million ($361.0 million on a comparable, constant currency* basis), up 23.7% as reported (up 24.9% on a comparable, constant currency* basis) over the same period in 2016

• Q2 2017 core revenue* up 9.3% over Q2 2016 core revenue* (core revenue* up 10.4% on a comparable, constant currency* basis); YTD 2017 core revenue* up 10.5% over core revenue* for the same period of 2016 (core revenue up 11.4% on a comparable, constant currency* basis)

• Q2 2017 GAAP EPS was $0.19, compared to $0.16 in Q2 2016; Q2 2017 non-GAAP EPS* was $0.36, compared to $0.26 in Q2 2016.

• Q2 2017 GAAP gross margin was 45.1%, compared to 44.3% in Q2 2016; Q2 2017 non-GAAP gross margin* was 48.3%, compared to 46.4% for Q2 2016.

* Non-GAAP net income, non-GAAP EPS, constant currency revenue, core revenue, core revenue on a constant currency basis and non-GAAP gross margin are non-GAAP financial measures. A reconciliation of these and other non-GAAP financial measures used in this release to their most directly comparable GAAP financial measure is included under the heading “Non-GAAP Financial Measures” below.

SOUTH JORDAN, UTAH - Merit Medical Systems, Inc. (NASDAQ: MMSI), a leading manufacturer and marketer of proprietary disposable devices used in interventional, diagnostic and therapeutic procedures, particularly in cardiology, radiology and endoscopy, today announced revenue of $186.5 million for the quarter ended June 30, 2017, an increase of 23.5% over revenue of $151.1 million for the quarter ended June 30, 2016. On a comparable, constant currency basis, revenue for the second quarter of 2017 would have been up 24.9% over revenue for the comparable quarter of 2016. For the six months ended June 30, 2017, revenue was $357.6 million, up 23.7% compared to revenue for the six months ended June 30, 2016. On a comparable, constant currency basis, revenue for the six months ended June 30, 2017 would have been up 24.9% over revenue for the comparable period of 2016.

Merit’s GAAP net income for the second quarter of 2017 was $9.5 million, or $0.19 per share, compared to $7.3 million, or $0.16 per share, for the second quarter of 2016. Merit’s non-GAAP net income* for the quarter ended June 30, 2017 was $18.3 million, or $0.36 per share, compared to $11.5 million, or $0.26 per share, for the quarter ended June 30, 2016.

Merit’s GAAP net income for the six months ended June 30, 2017 was $24.3 million, or $0.50 per share, compared to $11.6 million, or $0.26 per share, for the six months ended June 30, 2016. Merit’s non-GAAP net income* for the six months ended June 30, 2017 was $31.0 million, or $0.64 per share, compared to $19.8 million, or $0.44 per share, for the six months ended June 30, 2016.

Merit’s revenue by category for the three and six-month periods ended June 30, 2017, compared to the corresponding periods in 2016, was as follows:

		Three Months Ended June 30,			Six Months Ended June 30,
	% Change	2017	2016	% Change	2017	2016
Cardiovascular
Stand-alone devices	54.3%	$71,588	$46,394	51.2%	$135,681	$89,726
Custom kits and procedure trays	5.8%	31,797	30,065	2.9%	60,672	58,944
Inflation devices	11.2%	20,789	18,691	7.9%	39,296	36,403
Catheters	10.8%	31,968	28,846	17.0%	61,736	52,745
Embolization devices	1.8%	12,158	11,948	8.6%	24,685	22,731
CRM/EP	19.3%	11,434	9,581	28.1%	22,451	17,520
Total	23.5%	179,734	145,525	23.9%	344,521	278,069
Endoscopy
Endoscopy devices	22.9%	6,815	5,546	18.2%	13,097	11,079
Total	23.5%	$186,549	$151,071	23.7%	$357,618	$289,148

“Our second quarter reinforced our belief in the continued momentum of our business,” said Fred P. Lampropoulos, Merit’s Chairman and Chief Executive Officer. “Our integration of the Argon critical care business and Catheter Connections assets has exceeded our expectations and helped to maintain gross margins at our first quarter level and our belief that we will see continued gross margin improvement during the balance of the year. All product divisions, including OEM, Sensors and Coatings, are growing and contributing. To put it simply, we believe the business is in sync.”

“This growth, combined with our product segment growth and recent regulatory approvals, has caused us to modify our guidance for 2017,” Lampropoulos said. “We are raising our 2017 revenue and earnings guidance while maintaining our gross margin forecast. Additionally, with our view of our product pipeline and market acceptance, we are providing preliminary guidance for 2018 and 2019. We believe top-line growth can be maintained at 8% and that we can achieve gross margin improvement of 100-150 basis points and bottom line growth of 13-15% for 2018 and 2019.”

“We believe our full product pipeline and the recent de novo classification to expand the indications for our Embosphere® Microspheres to include prostatic artery embolization (PAE) provide substantial opportunity,” Lampropoulos added. “Training courses for PAE taught by experienced physicians have been over-subscribed and are generating excitement.”

“Growth, innovation, successful integration and the daily operation of the business require employees of extraordinary skill,” Lampropoulos said. “Our staff and production employees are doing an excellent job.”

2017 GUIDANCE

Based upon information currently available to Merit's management, Merit estimates that for the year ending December 31, 2017, absent material acquisitions or non-recurring transactions, Merit's revenues will be in the range of $722-$727 million, an increase of approximately 19.6% - 20.4%, compared to revenues of $603.8 million for the year ended December 31, 2016. Also, based on information currently available to Merit's management, Merit estimates that, absent material acquisitions or non-recurring transactions, Merit's GAAP earnings per share for 2017 will be in the range of $0.80-$0.86 and non-GAAP* earnings per share for 2017 will be in the range of $1.23-$1.28. Merit’s financial guidance for the year ending December 31, 2017 is subject to risks and uncertainties, including, but not limited to, potential accounting adjustments attributable to Merit’s ongoing valuation of intangibles and other financial assets acquired from Argon Medical Devices, Inc. and Catheter Connections, Inc., as well as risks and uncertainties identified in Merit’s public filings.

CONFERENCE CALL

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Merit will hold its investor conference call (conference ID 45136329) today, Wednesday, July 26, 2017, at 5:00 p.m. Eastern (4:00 p.m. Central, 3:00 p.m. Mountain, and 2:00 p.m. Pacific). The domestic telephone number is (844) 578-9672 and the international number is (508) 637-5656. A live webcast and slide deck will also be available at merit.com.

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CONSOLIDATED BALANCE SHEETS

(In thousands)

	June 30, 2017 (Unaudited)		December 31, 2016
ASSETS
Current Assets
Cash and cash equivalents	$	37,675	$	19,171
Trade receivables, net	103,689		80,521
Employee receivables	148		198
Other receivables	5,560		5,445
Inventories	136,684		120,695
Prepaid expenses and other assets	9,105		6,226
Prepaid income taxes	2,656		2,525
Deferred income tax assets	—		8,219
Income tax refunds receivable	43		423
Total Current Assets	295,560		243,423
Property and equipment, net	285,203		276,573
Intangibles, net	211,206		182,697
Goodwill	226,829		211,927
Deferred income tax assets	1,997		171
Other assets	31,056		28,012
Total Assets	$	1,051,851	$	942,803
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Trade payables	36,671		30,619
Accrued expenses	59,185		44,947
Current portion of long-term debt	16,969		10,000
Advances from employees	192		572
Income taxes payable	1,910		2,193
Total Current Liabilities	114,927		88,331
Deferred income tax liabilities	23,354		25,981
Liabilities related to unrecognized tax benefits	438		438
Deferred compensation payable	9,725		9,211
Deferred credits	2,474		2,550
Long-term debt	224,943		314,373
Other long-term obligations	9,508		3,730
Total Liabilities	385,369		444,614
Stockholders' Equity
Common stock	348,051		206,186
Retained earnings	318,171		293,885
Accumulated other comprehensive loss	260		(1,882		)
Total stockholders' equity	666,482		498,189
Total Liabilities and Stockholders' Equity	$	1,051,851	$	942,803

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CONSOLIDATED STATEMENTS OF INCOME

(Unaudited, in thousands except per share amounts)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2017			2016			2017			2016
SALES	$	186,549		$	151,071		$	357,618		$	289,148
COST OF SALES	102,408			84,217			197,535			162,193
GROSS PROFIT	84,141			66,854			160,083			126,955
OPERATING EXPENSES
Selling, general and administrative	57,409			43,653			115,180			85,358
Research and development	13,313			11,429			25,838			22,016
Acquired in-process research and development	75			100			75			100
Contingent consideration expense	(18		)	91			19			193
Total	70,779			55,273			141,112			107,667
INCOME FROM OPERATIONS	13,362			11,581			18,971			19,288
OTHER INCOME (EXPENSE)
Interest income	89			16			172			25
Interest (expense)	(1,639		)	(1,768		)	(4,345		)	(3,097		)
Bargain purchase gain (loss)	(669		)	—			11,574			—
Other income (expense)	170			33			434			(447		)
Total other income (expense) - net	(2,049		)	(1,719		)	7,835			(3,519		)
INCOME BEFORE INCOME TAXES	11,313			9,862			26,806			15,769
INCOME TAX EXPENSE	1,830			2,572			2,520			4,128
NET INCOME	$	9,483		$	7,290		$	24,286		$	11,641
EARNINGS PER COMMON SHARE-
Basic	$	0.19		$	0.16		$	0.51		$	0.26
Diluted	$	0.19		$	0.16		$	0.50		$	0.26
AVERAGE COMMON SHARES-
Basic	49,957			44,308			47,406			44,297
Diluted	51,188			44,703			48,516			44,647

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Non-GAAP Financial Measures

Although Merit’s financial statements are prepared in accordance with accounting principles which are generally accepted in the United States of America (“GAAP”), Merit’s management believes that certain non-GAAP financial measures referred to in this release provide investors with useful information regarding the underlying business trends and performance of Merit’s ongoing operations and can be useful for period-over-period comparisons of such operations. Non-GAAP financial measures used in this release include:

• constant currency revenue;

• core revenue;

• core revenue on a constant currency basis;

• non-GAAP earnings per share;

• non-GAAP gross margin; and

• non-GAAP net income.

Merit’s management team uses these non-GAAP financial measures to evaluate Merit’s profitability and efficiency, to compare operating results to prior periods, to evaluate changes in the operating results of its operating segments, and to measure and allocate financial resources internally. However, Merit’s management does not consider such non-GAAP measures in isolation or as an alternative to such measures determined in accordance with GAAP.

Readers should consider non-GAAP measures used in this release in addition to, not as a substitute for, financial reporting measures prepared in accordance with GAAP. These non-GAAP financial measures generally exclude some, but not all, items that may affect Merit's net income. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by management about which items are excluded. Merit believes it is useful to exclude such expenses in the calculation of non-GAAP earnings per share, non-GAAP gross margin and non-GAAP net income (in each case, as further illustrated in the reconciliation table below) because such amounts in any specific period may not directly correlate to the underlying performance of Merit’s business operations and can vary significantly between periods as a result of factors such as new acquisitions, non-cash expenses related to amortization of previously acquired tangible and intangible assets, unusual compensation expenses or expenses resulting from litigation or governmental proceedings. Merit may incur similar types of expenses in the future, and the non-GAAP financial information included in this release should not be viewed as a statement or indication that these types of expenses will not recur. Additionally, the non-GAAP financial measures used in this release may not be comparable with similarly titled measures of other companies. Merit urges investors and potential investors

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to review the reconciliations of its non-GAAP financial measures to the comparable GAAP financial measures, and not to rely on any single financial measure to evaluate Merit’s business or results of operations.

Constant Currency Revenue

Merit’s revenue on a constant currency basis is prepared by translating the current-period reported revenue of subsidiaries whose functional currency is other than the U.S. dollar at the applicable foreign exchange rates in effect during the comparable prior-year period. The constant currency revenue adjustment of $2.1 million and $3.4 million for the three and six-month periods ended June 30, 2017, respectively, was calculated using the applicable average foreign exchange rates for the three and six-month periods ended June 30, 2016, respectively.

Core Revenue

Merit’s core revenue is defined as reported revenue excluding revenues from the acquisitions of the HeRO® Graft (excluded January 2017 only) and DFINE, Inc. in 2016 and Catheter Connections, Inc. and the critical care division of Argon Medical Devices, Inc. in 2017. Core revenue on a constant currency basis is defined as core revenue plus the foreign exchange impact related to those core sales, using the applicable foreign exchange rates in effect for the comparable periods presented.

Non-GAAP Gross Margin

Non-GAAP gross margin is calculated by reducing GAAP cost of sales by amounts recorded for amortization of intangible assets and inventory mark-up related to acquisitions.

Non-GAAP Net Income

Non-GAAP net income is calculated by reducing GAAP net income by certain expenses which are deemed by Merit’s management to be of a non-recurring nature, such as expenses related to new acquisitions, non-cash expenses related to amortization of previously acquired tangible and intangible assets, unusual compensation expenses or expenses resulting from litigation or governmental proceedings, as well as other expenses set forth in the table below.

Non-GAAP EPS

Non-GAAP EPS is defined as non-GAAP net income divided by the diluted shares outstanding for the corresponding period.

Other Non-GAAP Financial Measure Reconciliation

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The following table sets forth supplemental financial data and corresponding reconciliations of non-GAAP net income and non-GAAP earnings per share to Merit’s net income and earnings per share prepared in accordance with GAAP for the three and six-month periods ended June 30, 2017 and 2016. The non-GAAP income adjustments referenced in the following table do not reflect stock-based compensation expense of approximately $1.1 million and $0.8 million for the three-month periods ended June 30, 2017 and 2016, respectively, and approximately $1.7 million and $1.4 million for the six-month periods ended June 30, 2017 and 2016, respectively.

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CONSOLIDATED STATEMENTS OF INCOME - NON-GAAP
FOR THE THREE MONTHS ENDED JUNE 30, 2017 AND 2016 (Unaudited)
In thousands, except per share data
	Three Months Ended
	June 30, 2017
	Pre-Tax			Tax Impact (a)			After-Tax			Per Share Impact
GAAP net income	$	11,313		$	(1,830	)	$	9,483		$	0.19
Non-GAAP adjustments:
Cost of Sales
Amortization of intangibles	4,917			(1,840		)	3,077			0.06
Inventory mark-up related to acquisitions	985			(383		)	602			0.01
Selling, General & Administrative
Severance	128			(50		)	78			0.00
Acquisition-related (c)	1,736			(552		)	1,184			0.02
Fair value adjustment to contingent consideration (d)	(18		)	7			(11		)	(0.00)
Long-term asset impairment charge (b)	2			(1		)	1			0.00
Acquired in-process research & development	75			(29		)	46			0.00
Amortization of intangibles	1,329			(512		)	817			0.02
Special legal expense (e)	3,657			(1,422		)	2,235			0.04
Other (Income) Expense
Gain from bargain purchase (f)	669			—			669			0.01
Amortization of long-term debt issuance costs	171			(67		)	104			0.00
Non-GAAP net income	$	24,964		$	(6,679	)	$	18,285		$	0.36
Diluted shares										51,188
	Three Months Ended
	June 30, 2016
	Pre-Tax			Tax Impact (a)			After-Tax			Per Share Impact
GAAP net income	$	9,862		$	(2,572	)	$	7,290		$	0.16
Non-GAAP adjustments:
Cost of Sales
Amortization of intangibles	3,169			(1,162		)	2,007			0.04
Inventory mark-up related to acquisition	61			(24		)	37			0.00
Selling, General & Administrative
Severance	560			(218		)	342			0.01
Acquisition-related (c)	1,637			(637		)	1,000			0.02
Fair value adjustment to contingent consideration (d)	91			(35		)	56			0.00
Long-term asset impairment charge (b)	88			(34		)	54			0.00
Acquired in-process research & development	100			(39		)	61			0.00
Amortization of intangibles	847			(323		)	524			0.01
Other Income
Amortization of long-term debt issuance costs	264			(103		)	161			0.00
Non-GAAP net income	$	16,679		$	(5,147	)	$	11,532		$	0.26
Diluted shares										44,703

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CONSOLIDATED STATEMENTS OF INCOME - NON-GAAP
FOR THE SIX MONTHS ENDED JUNE 30, 2017 AND 2016 (Unaudited)
In thousands, except per share data
	Six Months Ended
	June 30, 2017
	Pre-Tax			Tax Impact (a)			After-Tax			Per Share Impact
GAAP net income	$	26,806		$	(2,520	)	$	24,286		$	0.50
Non-GAAP adjustments:
Cost of Sales
Amortization of intangibles	9,743			(3,646		)	6,097			0.13
Inventory mark-up related to acquisitions	2,878			(1,120		)	1,758			0.04
Selling, General & Administrative
Severance	1,344			(523		)	821			0.02
Acquisition-related (c)	3,288			(834		)	2,454			0.05
Fair value adjustment to contingent consideration (d)	19			(7		)	12			0.00
Long-term asset impairment charge (b)	19			(7		)	12			0.00
Acquired in-process research & development	75			(29		)	46			0.00
Amortization of intangibles	2,672			(1,031		)	1,641			0.03
Special legal expense (e)	8,497			(3,305		)	5,192			0.11
Other (Income) Expense
Gain from bargain purchase (f)	(11,574		)	—			(11,574		)	(0.24		)
Amortization of long-term debt issuance costs	343			(133		)	210			0.00
Non-GAAP net income	$	44,110		$	(13,155	)	$	30,955		$	0.64
Diluted shares										48,516
	Six Months Ended
	June 30, 2016
	Pre-Tax			Tax Impact (a)			After-Tax			Per Share Impact
GAAP net income	$	15,769		$	(4,128	)	$	11,641		$	0.26
Non-GAAP adjustments:
Cost of Sales
Amortization of intangibles	6,242			(2,285		)	3,957			0.09
Inventory mark-up related to acquisition	207			(80		)	127			0.00
Selling, General & Administrative
Severance	1,778			(692		)	1,086			0.02
Acquisition-related (c)	2,403			(935		)	1,468			0.03
Fair value adjustment to contingent consideration (d)	162			(63		)	99			0.00
Long-term asset impairment charge (b)	88			(34		)	54			0.00
Acquired in-process research & development	100			(39		)	61			0.00
Amortization of intangibles	1,646			(627		)	1,019			0.02
Other Income
Amortization of long-term debt issuance costs	521			(203		)	318			0.01
Non-GAAP net income	$	28,916		$	(9,086	)	$	19,830		$	0.44
Diluted shares										44,647

(a) Reflects the tax effect of the non-GAAP adjustments

(b) Represents abandoned patents

(c) Represents costs related to acquisitions

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(d) Represents changes in the fair value of contingent consideration liabilities and contingent receivables as a result of acquisitions

(e) Costs incurred in responding to an inquiry from the U.S. Department of Justice

(f) Represents the bargain purchase gain realized from the acquisition of the critical care division of Argon Medical Devices, Inc.

Reconciliation of Reported Revenue to Core Revenue (Non-GAAP), Constant Currency Revenue (Non-GAAP), and Core Revenue on a Constant Currency Basis (Non-GAAP)
(Unaudited, in thousands)
		Three months ended					Six months ended
		June 30,					June 30,
	% Change	2017		2016		% Change	2017		2016
Reported Revenue	23.5%	$	186,549	$	151,071	23.7%	$	357,618	$	289,148
Add: Impact of foreign exchange (a)		2,121		—			3,386		—
Constant Currency Revenue	24.9%	$	188,670	$	151,071	24.9%	$	361,004	$	289,148
		Three months ended					Six months ended
		June 30,					June 30,
	% Change	2017		2016		% Change	2017		2016
Reported Revenue	23.5%	$	186,549	$	151,071	23.7%	$	357,618	$	289,148
Less: Revenue from certain acquisitions (b)		21,483		—			38,211		—
Core Revenue	9.3%	$	165,111	$	151,071	10.5%	$	319,407	$	289,148
Add: Impact of foreign exchange on core revenue (a)		1,645		—			2,631		—
Core revenue on a constant currency basis	10.4%	$	166,756	$	151,071	11.4%	$	322,038	$	289,148

(a) The constant currency revenue adjustments of $2.1 million and $3.4 million to reported revenue, as well as the adjustments of $1.6 million and $2.6 million to core revenue, for the three and six-month periods ended June 30, 2017, respectively, were calculated using the applicable average foreign exchange rates for the three and six-month periods ended June 30, 2016, respectively.

(b) Represents revenue from the acquisitions of the HeRO Graft in February 2016 (excluding January 2017 revenue); DFINE, Inc. in July 2016; the assets of Catheter Connections, Inc. in January 2017; and the critical care division of Argon Medical Devices in January 2017.

Reconciliation of Reported Gross Margin to Non-GAAP Gross Margin (Non-GAAP)
(Unaudited, in thousands)
(As a percentage of reported revenue)
	Three months ended			Six months ended
	June 30,			June 30,
	2017		2016	2017	2016
Reported Gross Margin	45.1%		44.3%	44.8%	43.9%
Less:
Amortization of intangibles	2.7	%	2.1%	2.7%	2.1	%
Inventory mark-up related to acquisitions	0.5%		0.0%	0.8%	0.1%
Non-GAAP Gross Margin	48.3%		46.4%	48.3%	46.1%

12

ABOUT MERIT

Founded in 1987, Merit Medical Systems, Inc. is engaged in the development, manufacture and distribution of proprietary disposable medical devices used in interventional, diagnostic and therapeutic procedures, particularly in cardiology, radiology and endoscopy.  Merit serves client hospitals worldwide with a domestic and international sales force totaling approximately 290 individuals.  Merit employs approximately 4,600 people worldwide with facilities in South Jordan, Utah; Pearland, Texas; Richmond, Virginia; Malvern, Pennsylvania; Rockland, Massachusetts; San Jose, California; Maastricht and Venlo, The Netherlands; Paris, France; Galway, Ireland; Beijing, China; Tijuana, Mexico; Joinville, Brazil; Markham, Ontario, Canada; Melbourne, Australia; Tokyo, Japan; and Singapore.

FORWARD-LOOKING STATEMENTS

Statements contained in this release which are not purely historical, including, without limitation, statements regarding Merit's forecasted plans, revenues, net income, financial results or anticipated or completed acquisitions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and are subject to risks and uncertainties such as those described in Merit's Annual Report on Form 10-K for the year ended December 31, 2016 and subsequent filings with the Securities and Exchange Commission.  Such risks and uncertainties include risks relating to Merit's potential inability to successfully manage growth through acquisitions, including the inability to commercialize technology acquired through completed, proposed or future transactions; product recalls and product liability claims; expenditures relating to research, development, testing and regulatory approval or clearance of Merit's products and risks that such products may not be developed successfully or approved for commercial use; governmental scrutiny and regulation of the medical device industry, including governmental inquiries, investigations and proceedings involving Merit; reforms to the 510(k) process administered by the U.S. Food and Drug Administration; restrictions on Merit's liquidity or business operations resulting from its current debt agreements; infringement of Merit's technology or the assertion that Merit's technology infringes the rights of other parties; the potential of fines, penalties or other adverse consequences if Merit's employees or agents violate the U.S. Foreign Corrupt Practices Act or other laws or regulations; laws and regulations targeting fraud and abuse in the healthcare industry; potential for significant adverse changes in governing regulations; changes in tax laws and regulations in the United States or other countries; increases in the prices of commodity components; negative changes in economic and industry conditions in the United States or other countries; termination or interruption of relationships with Merit's suppliers, or failure of such suppliers to perform; fluctuations in exchange rates; concentration of a substantial portion of Merit's revenues among a few products and procedures; development of new products and technology that could render Merit's existing products obsolete; market acceptance of new products; volatility in the market price of Merit's common stock; modification or limitation of governmental or private insurance reimbursement policies; changes in healthcare policies or markets related to healthcare reform initiatives; failure to comply with applicable environmental laws; changes in key personnel; work stoppage or transportation risks; introduction of products in a timely fashion; price and product competition; availability of labor and materials; fluctuations in and obsolescence of inventory; and other factors referred to in Merit's Annual

13

Report on Form 10-K for the year ended December 31, 2016 and other materials filed with the Securities and Exchange Commission. All subsequent forward-looking statements attributable to Merit or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Actual results will likely differ, and may differ materially, from anticipated results. Financial estimates are subject to change and are not intended to be relied upon as predictions of future operating results, and Merit assumes no obligation to update or disclose revisions to those estimates.

TRADEMARKS

Unless noted otherwise, trademarks and registered trademarks used in this release are the property of Merit Medical Systems, Inc., in the United States and other jurisdictions.

# # #

14

EX-99.2

1 Second Quarter FY2017 Results FRED LAMPROPOULOS Chairman & CEO BERNARD BIRKETT CFO TM Exhibit 99.2

2 DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS This presentation and any accompanying management commentary include “forward-looking statements,” as defined within applicable securities laws and regulations. All statements in this presentation, other than statements of historical fact, are “forward-looking statements”, including projections of earnings, revenues or other financial items, statements regarding our plans and objectives for future operations, statements concerning proposed products or services, statements regarding the integration, development or commercialization of our business or any business, assets or operations we have acquired or may acquire, statements regarding future economic conditions or performance, statements regarding governmental inquiries, investigations or proceedings and statements of assumptions underlying any of the foregoing. All forward-looking statements, including financial projections, included in this presentation are made as of the date of this presentation, and are based on information available to us as of such date. We assume no obligation to update or disclose revisions to any forward-looking statement, except as required by law or regulation. In some cases, forward-looking statements can be identified by the use of terminology such as “may,” “will,” “likely,” “expects,” “plans,” “anticipates,” “intends,” “believes,” “estimates,” “projects,” ”forecast,” “potential,” “plan,” or other comparable terminology. Forward-looking statements are based on our current beliefs, expectations and assumptions regarding our business, domestic and global economies, regulatory and competitive environments and other conditions. There can be no assurance that such beliefs, expectations or assumptions or any of the forward-looking statements will prove to be correct. Actual results will likely differ, and may differ materially, from those projected or assumed in the forward-looking statements. Our future financial and operating results and condition, as well as any forward-looking statements, are subject to inherent risks and uncertainties such as those described in our Annual Report on Form 10-K for the year ended December 31, 2016 and other filings with the U.S. Securities and Exchange Commission. Such risks and uncertainties include risks relating to our potential inability to successfully manage growth through acquisitions, including the inability to commercialize technology acquired through completed, proposed or future transactions; product recalls and product liability claims; expenditures relating to research, development, testing and regulatory approvals of our products and risks that such products may not be developed successfully or approved for commercial use; governmental scrutiny and regulation of the medical device industry, including governmental inquiries, investigations or proceedings; reforms to the 510(k) process administered by the U.S. Food and Drug Administration; restrictions on our liquidity or business operations resulting from our debt agreements; infringement of our technology or the assertion that our technology infringes the rights of other parties; the potential of fines, penalties or other adverse consequences if our employees or agents violate the U.S. Foreign Corrupt Practices Act or other laws or regulations; laws and regulations targeting fraud and abuse in the healthcare industry; potential for significant adverse changes in governing regulations; changes in tax laws and regulations in the United States or other countries; increases in the prices of commodity components; negative changes in economic and industry conditions in the United States or other countries; termination or interruption of relationships with our suppliers, or failure of such suppliers to perform; fluctuations in exchange rates; concentration of a substantial portion of our revenues among a few products and procedures; development of new products and technology that could render our existing products obsolete; market acceptance of new products; volatility in the market price of our common stock; modification or limitation of governmental or private insurance reimbursement policies; changes in healthcare policies or markets related to healthcare reform initiatives; failure to comply with applicable environmental laws; changes in key personnel; work stoppage or transportation risks; introduction of products in a timely fashion; price and product competition; availability of labor and materials; and fluctuations in and obsolescence of inventory. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. The financial projections set forth in this presentation are based on a number of assumptions, estimates and forecasts. The inaccuracy of any one of those assumptions, estimates or forecasts could materially impact our financial results. Inevitably, some of those assumptions, estimates or forecasts will not occur and unanticipated events and circumstances will occur subsequent to the date of this presentation. In addition to changes in the underlying assumptions, our future performance is subject to a number of risks and uncertainties with respect to our existing and proposed business, and other factors that may cause our actual results or performance to be materially different from any predicted or implied. Although we have attempted to identify important assumptions in the financial projections, there may be other factors that could materially affect our actual financial performance, and no assurance can be given that all material factors have been considered in the preparation of the financial projections. Accordingly, you should not place undue reliance on such projections. Future operating results are, in fact, impossible to predict.

3 NON-GAAP FINANCIAL MEASURES Although Merit’s financial statements are prepared in accordance with accounting principles which are generally accepted in the United States of America (“GAAP”), Merit’s management believes that certain non-GAAP financial measures provide investors with useful information regarding the underlying business trends and performance of Merit’s ongoing operations and can be useful for period-over- period comparisons of such operations. Certain financial measures included in this presentation, or which may be referenced in management’s discussion of Merit’s historical and future operations and financial results, have not been calculated in accordance with GAAP, and, therefore, are referenced as non-GAAP financial measures. Readers should consider non-GAAP measures used in this presentation in addition to, not as a substitute for, financial reporting measures prepared in accordance with GAAP. These non-GAAP financial measures generally exclude some, but not all, items that may affect Merit's net income. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by management about which items are excluded. Additionally, non-GAAP financial measures used in this presentation may not be comparable with similarly titled measures of other companies. Merit urges investors and potential investors to review the reconciliations of its non-GAAP financial measures to the comparable GAAP financial measures, and not to rely on any single financial measure to evaluate Merit’s business or results of operations. Please refer to “Notes to Non-GAAP Financial Measures” at the end of these materials for more information. TRADEMARKS Unless noted otherwise, trademarks used in this presentation are the property of Merit Medical Systems, Inc., in the United States and other jurisdictions.

4 Financial Summary GAAP Q2 2017 Q2 2016 YTD 2017 YTD 2016 Revenue $186.5M $151.1M $357.6M $289.1M Gross Margin 45.1% 44.3% 44.8% 43.9% Net Income $9.5M $7.3M $24.3M $11.6M EPS $0.19 $0.16 $0.50 $0.26

5 Financial Summary Non-GAAP Q2 2017 Q2 2016 YTD 2017 YTD 2016 Revenue (Constant Currency) $188.7M $151.1M $361.0M $289.1M Revenue (Reported) $186.5M $151.1M $357.6M $289.1M Gross Margin 48.3% 46.4% 48.3% 46.1% Net Income $18.3M $11.5M $31.0M $19.8M EPS $0.36 $0.26 $0.64 $0.44

6 Q2 2017 Revenue by Market United States 57.3% Other International 23.7% EMEA 19.0% Revenue by Market in Constant Currency United States Other International EMEA 14.4% 37.8% 39.6% 14.4% 40.6% 44.5% 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% United States Other International EMEA Revenue Growth in Constant Currency Q2’17 vs Q2’16 Revenue Growth GAAP Revenue Growth Constant Currency (58.0% GAAP) (23.4% GAAP) (18.6% GAAP)

7 YTD 2017 Revenue by Market United States 58.2% Other International 23.3% EMEA 18.5% Revenue by Market in Constant Currency United States Other International EMEA 15.2% 39.8% 36.2% 15.2% 42.0% 40.6% 0.0% 10.0% 20.0% 30.0% 40.0% 50.0% United States Other International EMEA Revenue Growth in Constant Currency YTD’17 vs YTD’16 Revenue Growth GAAP Revenue Growth Constant Currency (58.8% GAAP) (23.2% GAAP) (18.0% GAAP)

8 Global Reach

9 New Products in 2017 - CorVocet™ Biopsy System - SwiftNINJA® Steerable Microcatheter - Elation® GI & Pulmonary Balloons - TWISTER® PLUS Rotatable Retrieval Device - PreludeEASE™ Hydrophilic Sheath Introducer - PreludeSync™ Radial Compression Device

10 New Products in 2017 - HeRO® Graft - Super HeRO® - True Form™ Reshapable Guide Wire - HeartSpan® Transseptal Sheath - InQwire® Amplatz Guide Wires - Merit PAK™ Pedal Access

11 New Products in 2017 - Critical Care Products from Argon® - DualCap® Disinfection & Protection

12 Revised 2017 Guidance Previous Guidance Revised Guidance Revenue $713M - $723M $722M - $727M Gross Margin GAAP 45.0% - 45.5% 45.0% - 45.5% Gross Margin Non-GAAP 48.0% - 48.5% 48.0% - 48.5% EPS GAAP $0.80 - $0.86 $0.80 - $0.86 EPS Non-GAAP $1.15 - $1.20 $1.23 - $1.28

13 1 2 3 4 Disciplined, customer-focused enterprise Guided by strong core values to globally address unmet or underserved healthcare needs Target high-growth, high-return opportunities Through understanding, innovating, and delivering in peripheral, cardiac, OEM, and endoscopy business lines Optimize operational capability Through lean processes, cost effective environments, and asset utilization Enhance growth and profitability Through R&D, sales model optimization, cost discipline, and operational focus

14 NOTES TO NON-GAAP FINANCIAL MEASURES For additional details, please see the accompanying press release and forward-looking statement disclosure. These presentation materials and associated commentary from Merit’s management, as well as the press release issued today, use non-GAAP financial measures, including: • constant currency revenue; • core revenue; • core revenue on a constant currency basis; • non-GAAP earnings per share; • non-GAAP gross margin; and • non-GAAP net income. Merit’s management team uses these non-GAAP financial measures to evaluate Merit’s profitability and efficiency, to compare operating results to prior periods, to evaluate changes in the operating results of each segment, and to measure and allocate financial resources internally. However, Merit’s management does not consider such non-GAAP measures in isolation or as an alternative to such measures determined in accordance with GAAP. Readers should consider non-GAAP measures in addition to, not as a substitute for, financial reporting measures prepared in accordance with GAAP. These non-GAAP financial measures generally exclude some, but not all, items that may affect Merit's net income. In addition, they are subject to inherent limitations as they reflect the exercise of judgment by management about which items are excluded. Merit believes it is useful to exclude such expenses in the calculation of non-GAAP net income, non- GAAP earnings per share and non-GAAP gross margin (in each case, as further illustrated in the reconciliation table below) because such amounts in any specific period may not directly correlate to the underlying performance of Merit’s business operations and can vary significantly between periods as a result of factors such as new acquisitions, non-cash expense related to amortization of previously acquired tangible and intangible assets, unusual compensation expenses or expenses resulting from litigation or governmental proceedings. Merit may incur similar types of expenses in the future, and the non-GAAP financial information included in this presentation should not be viewed as a statement or indication that these types of expenses will not recur. Additionally, the non-GAAP financial measures used in this presentation may not be comparable with similarly titled measures of other companies. Merit urges investors and potential investors to review the reconciliations of its non-GAAP financial measures to the comparable GAAP financial measures, and not to rely on any single financial measure to evaluate Merit’s business or results of operations.

15 NOTES TO NON-GAAP FINANCIAL MEASURES (continued) Constant Currency Revenue Merit’s revenue on a constant currency basis is prepared by translating the current-period reported sales of subsidiaries whose functional currency is other than the U.S. dollar at the applicable foreign exchange rates in effect during the comparable prior-year period. The constant currency revenue adjustment of $2.1 million and $3.4 million for the three and six-month periods ended June 30, 2017, respectively, was calculated using the applicable average foreign exchange rates for the three and six-month periods ended June 30, 2016, respectively. Core Revenue Merit’s core revenue is defined as reported revenue, excluding revenues attributable to the acquisitions of the HeRO® Graft and DFINE, Inc. in 2016 and from the acquisitions of the critical care division of Argon Medical Devices, Inc. and Catheter Connections, Inc. in 2017. Core revenue on a constant currency basis is defined as core revenue plus the foreign exchange impact related to those core sales, using the applicable foreign exchange rates in effect for the comparable periods presented. Non-GAAP Gross Margin Non-GAAP gross margin is calculated by reducing GAAP cost of sales by amounts recorded for amortization of intangible assets and inventory mark-up related to acquisitions. Non-GAAP Net Income Non-GAAP net income is calculated by reducing GAAP net income by certain expenses which are deemed by Merit’s management to be of a special or non-recurring nature, such as expenses related to new acquisitions, non-cash expense related to amortization of previously acquired tangible and intangible assets, unusual compensation expenses or expense resulting from litigation or governmental proceedings, as well as other expenses as set forth in the table below. Non-GAAP EPS Non-GAAP EPS is defined as non-GAAP net income divided by the diluted shares outstanding for the corresponding period. Other Non-GAAP Financial Measure Reconciliation The following table sets forth supplemental financial data and corresponding reconciliations of non-GAAP net income and non-GAAP earnings per share to Merit’s net income and earnings per share prepared in accordance with GAAP, in each case, for the three and six-month periods ended June 30, 2017 and 2016. The non-GAAP income adjustments referenced in the following table do not reflect stock-based compensation expense of approximately $1.1 million and $0.8 million for the three-month periods ended June 30, 2017 and 2016, respectively, and approximately $1.7 million and $1.4 million for the six-month periods ended June 30, 2017 and 2016, respectively.

16 CONSOLIDATED STATEMENTS OF INCOME - NON-GAAP FOR THE THREE MONTHS ENDED JUNE 30, 2017 AND 2016 (Unaudited) In thousands, except per share data Pre-Tax Tax Impact (a) After-Tax Per Share Impact GAAP net income 11,313$ (1,830)$ 9,483$ 0.19$ Non-GAAP adjustments: Cost of Sales Amortization of intangibles 4,917 (1,840) 3,077 0.06 Inventory mark-up related to acquisitions 985 (383) 602 0.01 Selling, General & Administrative Severance 128 (50) 78 0.00 Acquisition-related (c) 1,736 (552) 1,184 0.02 Fair value adjustment to contingent consideration (d) (18) 7 (11) (0.00) Long-term asset impairment charge (b) 2 (1) 1 0.00 Acquired in-process research & development 75 (29) 46 0.00 Amortization of intangibles 1,329 (512) 817 0.02 Special legal expense (e) 3,657 (1,422) 2,235 0.04 Other (Income) Expense Gain from bargain purchase (f) 669 - 669 0.01 Amortization of long-term debt issuance costs 171 (67) 104 0.00 Non-GAAP net income 24,964$ (6,679)$ 18,285$ 0.36$ Diluted shares 51,188 Pre-Tax Tax Impact (a) After-Tax Per Share Impact GAAP net income 9,862$ (2,572)$ 7,290$ 0.16$ Non-GAAP adjustments: Cost of Sales Amortization of intangibles 3,169 (1,162) 2,007 0.04 Inventory mark-up related to acquisitions 61 (24) 37 0.00 Selling, General & Administrative Severance 560 (218) 342 0.01 Acquisition-related (c) 1,637 (637) 1,000 0.02 Fair value adjustment to contingent consideration (d) 91 (35) 56 0.00 Long-term asset impairment charge (b) 88 (34) 54 0.00 Acquired in-process research & development 100 (39) 61 0.00 Amortization of intangibles 847 (323) 524 0.01 Other Income Amortization of long-term debt issuance costs 264 (103) 161 0.00 Non-GAAP net income 16,679$ (5,147)$ 11,532$ 0.26$ Diluted shares 44,703 Three Months Ended June 30, 2017 Three Months Ended June 30, 2016 (a) Reflects the tax effect of the non-GAAP adjustments (b) Represents abandoned patents (c) Represents costs related to acquisitions (d) Represents changes in the fair value of contingent consideration liabilities and contingent receivables as a result of acquisitions (e) Costs incurred in responding to an inquiry from the U.S. Department of Justice (f) Represents the bargain purchase gain realized from the acquisition of the critical care division of Argon

17 CONSOLIDATED STATEMENTS OF INCOME - NON-GAAP FOR THE SIX MONTHS ENDED JUNE 30, 2017 AND 2016 (Unaudited) In thousands, except per share data Pre-Tax Tax Impact (a) After-Tax Per Share Impact GAAP net income 26,806$ (2,520)$ 24,286$ 0.50$ Non-GAAP adjustments: Cost of Sales Amortization of intangibles 9,743 (3,646) 6,097 0.13 Inventory mark-up related to acquisitions 2,878 (1,120) 1,758 0.04 Selling, General & Administrative Severance 1,344 (523) 821 0.02 Acquisition-related (c) 3,288 (834) 2,454 0.05 Fair value adjustment to contingent consideration (d) 19 (7) 12 0.00 Long-term asset impairment charge (b) 19 (7) 12 0.00 Acquired in-process research & development 75 (29) 46 0.00 Amortization of intangibles 2,672 (1,031) 1,641 0.03 Special legal expense (e) 8,497 (3,305) 5,192 0.11 Other (Income) Expense Gain from bargain purchase (f) (11,574) - (11,574) (0.24) Amortization of long-term debt issuance costs 343 (133) 210 0.00 Non-GAAP net income 44,110$ (13,155)$ 30,955$ 0.64$ Diluted shares 48,516 Pre-Tax Tax Impact (a) After-Tax Per Share Impact GAAP net income 15,769$ (4,128)$ 11,641$ 0.26$ Non-GAAP adjustments: Cost of Sales Amortization of intangibles 6,242 (2,285) 3,957 0.09 Inventory mark-up related to acquisitions 207 (80) 127 0.00 Selling, General & Administrative Severance 1,778 (692) 1,086 0.02 Acquisition-related (c) 2,403 (935) 1,468 0.03 Fair value adjustment to contingent consideration (d) 162 (63) 99 0.00 Long-term asset impairment charge (b) 88 (34) 54 0.00 Acquired in-process research & development 100 (39) 61 0.00 Amortization of intangibles 1,646 (627) 1,019 0.02 Other Income Amortization of long-term debt issuance costs 521 (203) 318 0.01 Non-GAAP net income 28,916$ (9,086)$ 19,830$ 0.44$ Diluted shares 44,647 Six Months Ended June 30, 2017 Six Months Ended June 30, 2016 (a) Reflects the tax effect of the non-GAAP adjustments (b) Represents abandoned patents (c) Represents costs related to acquisitions (d) Represents changes in the fair value of contingent consideration liabilities and contingent receivables as a result of acquisitions (e) Costs incurred in responding to an inquiry from the U.S. Department of Justice (f) Represents the bargain purchase gain realized from the acquisition of the critical care division of Argon

18 Reconciliation of Reported Revenue to Core Revenue (Non-GAAP), Constant Currency Revenue (Non-GAAP), and Core Revenue on a Constant Currency Basis (Non-GAAP) (Unaudited, in thousands) % Change 2017 2016 % Change 2017 2016 Reported Revenue 23.5% 186,549$ 151,071$ 23.7% 357,618$ 289,148$ Add: Impact of foreign exchange (a) 2,121 - 3,386 - Constant Currency Revenue 24.9% 188,670$ 151,071$ 24.9% 361,004$ 289,148$ % Change 2017 2016 % Change 2017 2016 Reported Revenue 23.5% 186,549$ 151,071$ 23.7% 357,618$ 289,148$ Less: Revenue from certain acquisitions (b) 21,438 - 38,211 - Core Revenue 9.3% 165,111$ 151,071$ 10.5% 319,407$ 289,148$ Add: Impact of foreign exchange on core revenue (a) 1,645$ 0 2,631$ 0 Core revenue on a constant currency basis 10.4% 166,756$ 151,071$ 11.4% 322,038$ 289,148$ June 30, June 30, June 30, Six months ended June 30, Three months ended Three months ended Six months ended (a) The constant currency revenue adjustments of $2.1 million and $3.4 million to reported revenue, as well as the adjustments of $1.6 million and $2.6 million to core revenue, for the three and six-month periods ended June 30, 2017, respectively, were calculated using the applicable average foreign exchange rates for the three and six-month periods ended June 30, 2016, respectively. (b) Represents revenue from the acquisitions of the HeRO Graft in February 2016 (excluding January 2017 revenue); DFINE, Inc. in July 2016; the assets of Catheter Connections, Inc. in January 2017; and the critical care division of Argon Medical Devices in January 2017.

19 Reconciliation of Reported Gross Margin to Non-GAAP Gross Margin (Non-GAAP) (Unaudited, in thousands) (As a percentage of reported revenue) 2017 2016 2017 2016 Reported Gross Margin 45.1% 44.3% 44.8% 43.9% Less: Amortization of intangibles 2.7% 2.1% 2.7% 2.1% Inventory mark-up related to acquisitions 0.5% 0.0% 0.8% 0.1% Non-GAAP Gross Margin 48.3% 46.4% 48.3% 46.1% June 30, Three months ended Six months ended June 30,

20