8-K

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): March 4, 2009

UFP Technologies, Inc.

(Exact Name Of Registrant As Specified In Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-12648	04-2314970
(Commission File Number)	(I.R.S. Employer Identification No.)
172 East Main Street, Georgetown, MA	01833-2107
(Address of Principal Executive Offices)	(Zip Code)

(978) 352-2200

(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 (see General Instruction A.2. below):

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

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

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

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

Item 2.02               Results of Operations and Financial Condition

On March 4, 2009, the Company issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2008.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein in its entirety by reference.

Limitation on Incorporation by Reference.    The information furnished in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements.     Except for historical information contained in the press release attached as an exhibit hereto, the press release contains forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements.  Please refer to the cautionary note in the press release regarding these forward-looking statements.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit  Number	Description
99.1	Press release dated March 4, 2009 of UFP Technologies, Inc. announcing its financial results for the fourth quarter and year ended December 31, 2008.

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SIGNATURE

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.

Dated: March 4, 2009	UFP TECHNOLOGIES, INC.
	By:	/s/ Ronald J. Lataille
		Ronald J. Lataille, Chief Financial Officer and Vice President

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EXHIBIT INDEX

Exhibit  Number	Description
99.1	Press release dated March 4, 2009 of UFP Technologies, Inc. announcing its financial results for the fourth quarter and year ended December 31, 2008.

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EX-99.1

Exhibit 99.1

UFP TECHNOLOGIES, INC.
172 East Main Street
Georgetown, MA 01833 – USA
 Tel. 978-352-2200    www.ufpt.com Contact: Ron Lataille

FOR IMMEDIATE RELEASE

March 4, 2009

UFP Technologies Announces Record 2008 Results

Georgetown, Mass., March 4, 2009.  UFP Technologies, Inc. (Nasdaq: UFPT), a manufacturer of packaging and component products, today reported record net income of $5.1 million or $0.82 per diluted common share outstanding for its fiscal year ended December 31, 2008, or 23% higher than net income of $4.2 million or $0.71 per diluted common share outstanding for its fiscal year 2007.  Sales for 2008 were $110 million or 18% higher than 2007 sales of $93.6 million.

For its fourth quarter ended December 31, 2008, the Company reported net income of $1.1 million or $0.19 per diluted common share outstanding, compared to net income of $1.8 million or $0.30 per diluted common share outstanding in the same period in 2007.  Sales for the fourth quarter 2008 were $26.1 million or 2.4% higher than 2007 fourth quarter sales of $25.5 million.  One-time restructuring charges associated with the consolidation of the Company’s two Michigan plants for the twelve- and three-month periods ended December 31, 2008, were $1.3 million and $900,000, respectively.

“I am very pleased with the record sales and record profits we achieved in 2008,” said R. Jeffrey Bailly, Chairman & CEO.  “During the year, we launched many new programs, integrated an exciting acquisition, and streamlined operations by consolidating our two Michigan facilities. In fact, it is important to note that our record earnings came despite a significant restructuring charge and a depressed automotive market.

“As we look ahead to 2009, I believe UFP Technologies is well positioned to navigate these challenging economic times,” Bailly continued.  “We can scale our business to meet anticipated reductions in customer demand, and our balance sheet is strong.  With our current cash balance of $10 million and $14 million in current availability under our new bank facility, we have plenty of flexibility to seize strategic acquisition opportunities and fund our internal growth initiatives.”

UFP Technologies is a leading designer and manufacturer of interior protective packaging solutions using molded fiber, vacuum-formed plastics, and molded and fabricated foam plastics.  The Company also designs and manufactures engineered component solutions using laminating, molding, and fabricating technologies.  The Company primarily serves the automotive, computers and electronics, medical, aerospace and defense, consumer, and industrial markets.

This news release contains forward-looking information that involves risks and uncertainties, including statements about the Company’s prospects, the Company’s ability to respond to anticipated reduced customer demand, the Company’s growth potential and the Company’s strategies for, and ability to finance, growth.  Investors are cautioned that such forward-looking statements involve risks and uncertainties, including without limitation risks associated with the current economic downturn, the identification of suitable acquisition candidates and the successful, efficient execution of acquisition transactions and integration of any such acquisition candidates, as well as other risks and uncertainties that are detailed in the documents filed by the Company with the SEC. Accordingly, actual results may differ materially. Readers are referred to the documents filed by the Company with the SEC, specifically the last reports on Forms 10-K and 10-Q. The forward-looking statements contained herein speak only of the Company’s expectations as of the date of this press release. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statement to reflect any change in the Company’s expectations or any change in events, conditions or circumstances on which any such statement is based.

Consolidated Condensed Statements of Income

($ in thousands, except Per Share Data)

	Unaudited
	Three Months Ended				Twelve Months Ended
	31-Dec-08		31-Dec-07		31-Dec-08		31-Dec-07
Net sales	$	26,066	$	25,465	$	110,032	$	93,595
Cost of sales	19,429		18,342		81,469		70,785
Gross profit	6,637		7,123		28,563		22,810
SG&A	3,982		4,139		18,823		15,563
Restructuring charge	909		—		1,315		—
Operating income	1,746		2,984		8,425		7,247
Interest expense, other income & expenses	38		82		314		504
Income before income taxes	1,708		2,902		8,111		6,743
Income taxes	562		1,125		2,995		2,584
Net income	$	1,146	$	1,777	$	5,116	$	4,159
Weighted average shares outstanding	5,640		5,375		5,550		5,307
Weighted average diluted shares outstanding	6,112		6,022		6,263		5,861
Per Share Data
Net income per share outstanding	$	0.20	$	0.33	$	0.92	$	0.78
Net income per diluted share outstanding	$	0.19	$	0.30	$	0.82	$	0.71

Consolidated Condensed Balance Sheets

($ in thousands)

	31-Dec-08		31-Dec-07
Cash	$	6,729	$	9,060
Receivables, net	12,755		11,795
Inventories, net	8,153		5,877
Other current assets	2,005		1,843
Total current assets	29,642		28,575
Net property, plant, and equipment	11,754		9,492
Other assets	7,327		7,486
Total assets	$	48,723	$	45,553
Liabilities and stockholders’ equity
Short-term debt	$	1,420	$	1,419
Other current liabilities	9,534		12,204
Total current liabilities	10,954		13,623
Long-term debt	4,852		6,271
Other liabilities	1,550		1,416
Total liabilities	17,356		21,310
Total stockholders’ equity	31,367		24,243
Total liabilities and stockholders’ equity	$	48,723	$	45,553