8-K

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):  July 26, 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 July 26, 2005, Merit Medical Systems, Inc. (“Merit”) issued a press release announcing its financial results for the quarter ended June 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 July 26, 2005, entitled “Merit Medical Systems Reports Record Revenues for Second 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.

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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: July 26, 2005	By:	/s/ Kent W. Stanger
		Kent W. Stanger, Chief Financial Officer,
		Secretary and Treasurer

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EXHIBIT INDEX

EXHIBIT NUMBER	DESCRIPTION
99.1	Press Release Issued by Merit Medical Systems, Inc., dated July 26, 2005, entitled “Merit Medical Systems Reports Record Revenues for Second Quarter 2005,” together with related unaudited financial statements.

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EX-99.1

Exhibit 99.1

1600 West Merit Parkway • South Jordan, UT  84095

Telephone:  801-253-1600 • Fax:  801-253-1688

PRESSRELEASE

FOR IMMEDIATE RELEASE

Date:	July 26, 2005
Contact:	Anne-Marie Wright, Director of Corporate Communications
Phone:	(801) 208-4167	E-mail: awright@merit.com	Fax: (801) 253-1681

MERIT MEDICAL SYSTEMS REPORTS RECORD REVENUES
FOR SECOND QUARTER 2005

SOUTH JORDAN, UTAH— Merit Medical Systems, Inc. (NASDAQ:NMS:MMSI), a leading manufacturer and marketer of proprietary disposable accessories used primarily in cardiology and radiology procedures, today reported net income of $4.7 million, or $0.17 per share, on record revenues of $42.4 million, up 9% for its quarter ended June 30, 2005. For the comparable quarter of 2004, the Company reported net income of $5.1 million, or $0.18 per share, on revenues of $38.9 million.

Revenues for the six-month period ended June 30, 2005 were a record $82.7 million, compared with $76.6 million for the same six-month period in 2004, a gain of 8%. Net income for the six-month period ended June 30, 2005 was $8.8 million, or $0.32 per share, compared with $9.4 million, or $0.34 per share in the same period of 2004.

All product categories of Merit’s business contributed to revenue growth in the second quarter of 2005, with catheter sales increasing 22%, custom kit sales rising 8%, inflation device sales growing 5%, and stand-alone device sales going up 3%, compared to the second quarter of 2004. Procedure trays, a new category, contributed 1.8% to sales in the second quarter of 2005.

For the six-month period ended June 30, 2005, the Company’s total sales grew 8%, with catheter sales increasing 14%, custom kit sales rising 7%, inflation device sales growing 5%, and stand-alone device sales going up 4%, compared to the six-month period ended June 30, 2004. Procedure trays, a new category, contributed 1.6% to sales in the first six months of 2005.

“We are pleased to report record sales for the second quarter, as we move forward with investments in new facilities, products and sales personnel,” said Fred P. Lampropoulos, Merit’s Chairman and Chief Executive Officer. “We launched two significant products during the second quarter – the Prelude™ sheath introducer and the Viceroy™ inflation device – and are on schedule to introduce five additional products by the end of the year. The completion of our 2005 goals will help to accelerate our revenues and opportunities in the future.”

Gross margins were down to 43.1% of sales in the second quarter of 2005 from 46.3% of sales in the second quarter of 2004, due primarily to Merit’s new procedure tray business in Richmond, Virginia, as well as new

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facilities and an associated increase in overhead. Gross margins for the first six months of 2005 were 43.2% of sales, a decrease from 45.0% of sales for the comparable period of 2004.

Selling, general and administrative expenses for the second quarter of 2005 were 22.0% of sales, compared with 22.6% of sales in the previous year’s second quarter. Research and development costs during the second quarter of 2005 were 4.1% of sales, compared with 3.3% of sales for the same period last year. Income from operations for the second quarter ended June 30, 2005 was $7.2 million, compared to $7.9 million for the same period of 2004, a decrease of 9%, which can be attributed to an increase in R&D costs and additional staff and expenses to support the launch of new products.

For the six-month period ended June 30, 2005, selling, general and administrative expenses were 23.0% of sales, compared with 22.6% of sales for the first six months of 2004. Research and development costs were 4.0% of sales for the first six months of 2005, compared to 3.2% of sales for the same period of 2004. Income from operations for the first six months of 2005 was $13.4 million, compared to $14.6 million for the same period of 2004, a decrease of 9%.

Merit’s effective tax rates for the second quarter and the six-month period ended June 30, 2005 were 36.0%, compared with 37.2% and 37.0%, respectively, for the comparable periods of 2004.

The Company’s cash on hand was $18.8 million as of June 30, 2005. This cash balance is net of $9.9 million spent during the three months ended June 30, 2005 on building expansions in South Jordan, Utah and Richmond, Virginia.

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INCOME STATEMENT

(Unaudited, in thousands except per share data)

	Three Months Ended June 30,					Six Months Ended June 30,
	2005			2004		2005			2004
SALES	$	42,405		$	38,921	$	82,679		$	76,583
COST OF SALES	24,145			20,912		46,957			42,141
GROSS PROFIT	18,260			18,009		35,722			34,442
OPERATING EXPENSES
Selling, general and administrative	9,326			8,796		19,033			17,332
Research and development	1,747			1,273		3,294			2,465
Total	11,073			10,069		22,327			19,797
INCOME FROM OPERATIONS	7,187			7,940		13,395			14,645
OTHER INCOME (EXPENSE)
Litigation settlement									100
Interest income	143			133		325			256
Miscellaneous income (expense)	(20		)	7		(41		)	(9		)
Total Other Income - net	123			140		284			347
INCOME BEFORE INCOME TAX EXPENSE	7,310			8,080		13,679			14,992
INCOME TAX EXPENSE	2,629			3,008		4,923			5,545
NET INCOME	$	4,681		$	5,072	$	8,756		$	9,447
EARNINGS PER SHARE-
Basic	$	0.18		$	0.19	$	0.33		$	0.36
Diluted	$	0.17		$	0.18	$	0.32		$	0.34
AVERAGE COMMON SHARES-
Basic	26,725,684			26,301,004		26,616,813			26,183,069
Diluted	27,726,579			27,729,654		27,658,419			27,754,410

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BALANCE SHEET

(Unaudited in thousands)

	June 30, 2005			December 31, 2004
ASSETS
Current Assets
Cash and cash equivalents	$	18,835		$	33,037
Trade receivables, net	21,199			19,724
Employee receivables	114			94
Other receivables	253			63
Inventories	26,715			23,096
Prepaid and other assets	1,243			797
Deferred income tax assets	41			56
Total Current Assets	68,400			76,867
Property and equipment, net	74,385			52,492
Other intangibles, net	2,758			1,990
Goodwill	5,738			5,570
Other assets	1,980			1,822
Note receivable				1,000
Deposits	156			136
Total Assets	$	153,417		$	139,877
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Current portion of long-term debt	$	4		$	7
Trade payables	13,054			10,728
Accrued expenses	8,651			8,467
Advances from employees	274			221
Deferred income tax liabilities	503			227
Income taxes payable	1,578			2,273
Total Current Liabilities	24,064			21,923
Deferred income tax liabilities	2,365			2,580
Long-term debt	5			5
Deferred compensation payable	2,064			1,702
Deferred credits	2,510			2,615
Other liabilities	125
Total Liabilities	31,133			28,825
Stockholders’ Equity
Common stock	45,027			42,559
Retained earnings	77,647			68,891
Accumulated other comprehensive loss	(390		)	(398		)
Total stockholders’ equity	122,284			111,052
Total Liabilities and Stockholders’ Equity	$	153,417		$	139,877

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CONFERENCE CALL

Merit Medical invites all interested parties to join its officers in its second quarter earnings conference call to be held today, July 26, 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) 800-240-5318 and (international) 303-262-2141.

A live webcast as well as a rebroadcast of the conference call will be available 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. To access the webcast, 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 80 individuals. Merit employs approximately 1,440 people worldwide, with manufacturing facilities in Salt Lake City and South Jordan, Utah; Santa Clara, California; Angleton, Texas; Richmond, Virginia; 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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