8-K

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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): October 27, 2005

Merit Medical Systems, Inc.
(Exact Name of Registrant as Specified in its Charter)

Utah	0-18592	87-0447695
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)
1600 West Merit Parkway South Jordan, Utah		84095
(Address of Principal Executive Offices)		(Zip Code)

Registrant's Telephone Number, Including Area Code:
(801) 253-1600

N/A
(Former name, former address, and formal fiscal year, 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):

o

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

o

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

o

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

o

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

Item 2.02 Results of Operations and Financial Condition.

        On October 27, 2005, Merit Medical Systems, Inc. ("Merit") issued a press release announcing its financial results for the quarter ended September 30, 2005. The full text of Merit's press release, together with related unaudited financial statements, is furnished herewith as Exhibit 99.1.

        The information in this Current Report on Form 8-K (including the exhibit) 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, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits

(c)

Exhibits

        99.1 Press Release Issued by Merit Medical Systems, Inc., dated October 27, 2005, entitled "Merit Medical Systems Reports Earnings for Third Quarter 2005," together with related unaudited financial statements.

Forward-Looking Statements

        Statements contained in this release which are not purely historical are forward-looking statements within the meaning of the Private Securities Litigation 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, 2004. Such risks and uncertainties include, market acceptance of new products, introduction of products in a timely fashion, product recalls, delays in obtaining regulatory approvals, or the failure to maintain such approvals, cost increases, fluctuations in and obsolescence of inventory, price and product competition, availability of labor and materials, development of new products and technology that could render the Company's products obsolete, product liability claims, modification or limitation of governmental or private insurance reimbursement, infringement of our technology or the assertion that our technology infringes the rights of other parties, foreign currency fluctuations, challenges associated with the Company's growth strategy, changes in health care markets related to healthcare reform initiatives, litigation and other factors referred to in the Company's 10-K and other reports filed with the Securities and Exchange Commission. All subsequent forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Actual results 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.

SIGNATURES

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

	Merit Medical Systems, Inc.
Dated: October 27, 2005	By:	/s/  KENT W. STANGER Kent W. Stanger, Chief Financial Officer, Secretary and Treasurer

EXHIBIT INDEX

EXHIBIT NUMBER	DESCRIPTION
99.1	Press Release Issued by Merit Medical Systems, Inc., dated October 27, 2005, entitled "Merit Medical Systems Reports Earnings for Third Quarter 2005," together with related unaudited financial statements.

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Item 2.02 Results of Operations and Financial Condition.
Item 9.01. Financial Statements and Exhibits

SIGNATURES
EXHIBIT INDEX

EX-99.1

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Exhibit 99.1

1600 West Merit Parkway    •    South Jordan, UT 84095
Telephone: 801-253-1600    •    Fax: 801-253-1688

PRESS RELEASE

FOR IMMEDIATE RELEASE

Date:	October 27, 2005
Contact:	Anne-Marie Wright, Director of Corporate Communications
Phone:	(801) 208-4167 E-mail: awright@merit.com Fax: (801) 253-1688

MERIT MEDICAL SYSTEMS REPORTS EARNINGS FOR THIRD QUARTER 2005

        SOUTH JORDAN, UTAH—Merit Medical Systems, Inc., (NASDAQ: MMSI), a manufacturer and marketer of proprietary disposable accessories used primarily in cardiology and radiology procedures, today reported revenues of $41.2 million for its quarter ended September 30, 2005, up 16% from the same quarter of 2004. Net income was $3.3 million, or $0.12 per share, for the third quarter of 2005. For the comparable quarter of 2004, the Company reported net income of $4.2 million, or $0.15 per share, on revenues of $35.5 million.

        Revenues for the nine-month period ended September 30, 2005 were $123.9 million, compared with $112.1 million for the same nine-month period in 2004, a gain of 11%. Net income for the nine-month period ended September 30, 2005 was $12.1 million, or $0.43 per share, compared with $13.6 million, or $0.49 per share in the same period of 2004.

        All product categories of Merit's business contributed to growth in the third quarter of 2005, with catheter sales rising 21%, stand-alone device sales increasing 18%, custom kit sales growing 11%, and inflation device sales going up 7%, compared to the third quarter of 2004. Custom procedure trays, a new category, contributed 2.9% to sales in the third quarter of 2005.

        For the nine-month period ended September 30, 2005, catheter sales increased 17%, custom kit sales grew 9%, stand-alone device sales rose 8%, and inflation device sales went up 6%, compared to the nine-month period ended September 30, 2004. Custom procedure trays contributed 2.1% to sales in the first nine months of 2005.

        Gross margins were down to 40.8% of sales in the third quarter of 2005, compared to 44.5% of sales in the third quarter of 2004, due primarily to Merit's new custom procedure tray business in Richmond, Virginia, as well as a wage increase for direct labor, the start-up of new facilities, and an associated increase in overhead. Gross margins for the first nine months of 2005 were 42.4% of sales, a decrease from 44.8% of sales for the comparable period of 2004. Although management will continue to focus on restraining costs, these expenses will persist into the fourth quarter.

        Selling, general and administrative expenses for the third quarter of 2005 were 24.3% of sales, compared with 23.8% of sales in the previous year's third quarter. Research and development costs during the third quarter of 2005 were 4.3% of sales, compared with 3.4% of sales for the same period last year, an increase of 48%. Income from operations for the third quarter ended September 30, 2005 was $5.0 million, compared to $6.1 million for the same period of 2004, a decrease of 18%, which can be attributed to the lower gross margins mentioned above as well as an increase in R&D expenditures, the hiring of 17 additional sales people and expenses to support the launch of new products.

        For the nine-month period ended September 30, 2005, selling, general and administrative expenses were 23.4% of sales, compared with 23.0% of sales for the first nine months of 2004. Research and development costs were 4.1% of sales for the first nine months of 2005, compared with 3.3% of sales for the same period last year. Income from operations for the first nine months of 2005 was $18.4 million, compared to $20.8 million for the same period of 2004, a decrease of 11%.

        "The third quarter was affected by a number of issues converging at once—start-up costs of new facilities in South Jordan and Richmond, lower margins resulting from the new custom procedure tray business in Richmond, the hiring of 17 new sales people, several new product introductions, the costs associated with the mandatory shut-down of our Angleton, Texas facility due to Hurricane Rita, and the effects of Hurricane Katrina," said Fred P. Lampropoulos, Merit's Chairman and CEO. "We believe the investments we've made in the future will be beneficial for the Company in the long run and that our overall plan for growth and profitability are intact."

        The four products that make up the remainder of the "Magnificent Seven"—the Resolve™ locking drainage catheter, the Impress™ radiology catheter, the Honor™ hemostasis valve, and the Revolution™ fixation device—are still scheduled to be released by the end of the year.

        Merit's effective tax rates for the third quarter and the nine-month period ended September 30, 2005 were 34.6% and 35.6%, respectively, compared with 32.7% and 35.7%, respectively, for the comparable periods of 2004.

        The Company's cash on hand was $12.0 million as of September 30, 2005. This cash balance is net of $19.2 million spent during the nine months ended September 30, 2005 on building expansions in South Jordan, Utah and Richmond, Virginia.

INCOME STATEMENT
(Unaudited, in thousands except per share data)

			Three Months Ended September 30,						Nine Months Ended September 30,
			2005			2004			2005			2004
SALES			$	41,224		$	35,476		$	123,903		$	112,059
COST OF SALES				24,422			19,683			71,379			61,825
GROSS PROFIT				16,802			15,793			52,524			50,234
OPERATING EXPENSES
	Selling, general and administrative			10,010			8,457			29,043			25,789
	Research and development			1,788			1,210			5,082			3,674
		Total		11,798			9,667			34,125			29,463
INCOME FROM OPERATIONS				5,004			6,126			18,399			20,771
OTHER INCOME (EXPENSE)
	Litigation settlement												100
	Interest income			99			144			424			400
	Miscellaneous income (expense)			(13	)		(41	)		(54	)		(50	)
		Total Other Income—net		86			103			370			450
INCOME BEFORE INCOME TAX EXPENSE				5,090			6,229			18,769			21,221
INCOME TAX EXPENSE				1,763			2,040			6,686			7,586
NET INCOME			$	3,327		$	4,189		$	12,083		$	13,635
EARNINGS PER SHARE—
	Basic		$	0.12		$	0.16		$	0.45		$	0.52
	Diluted		$	0.12		$	0.15		$	0.43		$	0.49
AVERAGE COMMON SHARES—
	Basic			27,008,936			26,380,059			26,748,957			26,249,212
	Diluted			28,112,012			27,760,219			27,811,053			27,756,826

BALANCE SHEET
(Unaudited in thousands)

			September 30, 2005			December 31, 2004
ASSETS
Current Assets
	Cash and cash equivalents		$	11,976		$	33,037
	Trade receivables, net			21,705			19,724
	Employee receivables			143			94
	Other receivables			270			63
	Inventories			29,699			23,096
	Prepaid and other assets			1,278			797
	Deferred income tax assets			41			56
		Total Current Assets		65,112			76,867
Property and equipment, net				82,990			52,492
Other intangibles, net				2,747			1,990
Goodwill				5,750			5,570
Other assets				2,254			1,822
Note receivable							1,000
Deposits				128			136
Total Assets			$	158,981		$	139,877
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
	Current portion of long-term debt		$	2		$	7
	Trade payables			12,506			10,728
	Accrued expenses			9,121			8,467
	Advances from employees			232			221
	Deferred income tax liabilities			768			227
	Income taxes payable			1,016			2,273
		Total Current Liabilities		23,645			21,923
Deferred income tax liabilities				2,494			2,580
Long-term debt				3			5
Deferred compensation payable				2,211			1,702
Deferred credits				2,462			2,615
Other liabilities				112
		Total Liabilities		30,927			28,825
Stockholders' Equity
	Common stock			47,469			42,559
	Retained earnings			80,974			68,891
	Accumulated other comprehensive loss			(389	)		(398	)
		Total stockholders' equity		128,054			111,052
Total Liabilities and Stockholders' Equity			$	158,981		$	139,877

CONFERENCE CALL

        Merit Medical invites all interested parties to join its officers in its third quarter earnings conference call to be held today, October 27, 2005, at 5:00 p.m. Eastern (4:00 p.m. Central; 3:00 p.m. Mountain; and 2:00 p.m. Pacific). The telephone numbers to call are: (domestic) 800-240-2134; and (international) 303-205-0066.

        A live webcast will also be available for the conference call at www.merit.com and www.fulldisclosure.com. To listen to the live broadcast, please enter the site 10-15 minutes prior to the call in order to download any necessary media players. Then click on the "CCBN Webcast" logo on the lower right-hand corner of Merit's home page. The webcast will be archived on both sites. There is no other replay access to the call.

ABOUT MERIT

        Founded in 1987, Merit Medical Systems, Inc. is engaged in the development, manufacture and distribution of proprietary disposable medical accessories used in interventional and diagnostic procedures, particularly in cardiology and radiology. Merit serves client hospitals worldwide with a domestic and international sales force totaling approximately 85 individuals. Merit employs approximately 1,500 people worldwide, with facilities in Salt Lake City and South Jordan, Utah; Santa Clara, California; Angleton, Texas; Richmond, Virginia; Jackson, New Jersey; Maastricht, The Netherlands; and Galway, Ireland.

        Statements contained in this release which are not purely historical are forward-looking statements within the meaning of the Private Securities Litigation 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, 2004. Such risks and uncertainties include market acceptance of new products, introduction of products in a timely fashion, product recalls, delays in obtaining regulatory approvals, or the failure to maintain such approvals, cost increases, fluctuations in and obsolescence of inventory, price and product competition, availability of labor and materials, development of new products and technology that could render our products obsolete, product liability claims, modification or limitation of governmental or private insurance reimbursement, infringement of our technology or the assertion that our technology infringes the rights of other parties, foreign currency fluctuations, challenges associated with the Company's growth strategy, changes in health care markets related to health care reform initiatives, litigation and other factors referred to in the Company's 10-K and other reports filed with the Securities and Exchange Commission. All subsequent forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Actual results 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.

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MERIT MEDICAL SYSTEMS REPORTS EARNINGS FOR THIRD QUARTER 2005