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:     November 13, 2006

POLYPORE, INC.
(Exact Name of Registrant as Specified in Its Charter)

Delaware	333-119224	57-1006871
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

13800 South Lakes Drive, Charlotte, NC	28273
(Address of Principal Executive Offices)	(Zip Code)

(704) 587-8409
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(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:

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))

TABLE OF CONTENTS

	Item 2.02.     Results of Operations and Financial Condition.
	Item 9.01.     Financial Statements and Exhibits.
SIGNATURES
EX-99.1

Item 2.02.     Results of Operations and Financial Condition.

     On November 13, 2006, Polypore, Inc. (“Polypore”) issued a press release announcing its financial results for the three months ended September 30, 2006. A copy of the press release is furnished as Exhibit 99.1 hereto.

     Polypore will host a conference call to discuss these financial results at 9:00 a.m. Eastern Time on November 14, 2006. By press release dated October 30, 2006, the public was invited to listen to the conference call by live webcast accessed through the Investor Relations area of Polypore’s website at www.polypore.net. A replay of the call will be available until 11:59 p.m. Eastern Time on November 18, 2006 via telephone at 800-642-1687 (in the U.S.) or 706-645-9291 (international), access number 3324571. The call will also be archived on www.polypore.net.

Item 9.01.     Financial Statements and Exhibits.

(d)     Exhibits.

Exhibit No.	Description
99.1	Press Release of Polypore, Inc. dated November 13, 2006

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SIGNATURES

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

	POLYPORE, INC.
	/s/ Lynn Amos
Date: November 13, 2006	Lynn Amos Chief Financial Officer

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EX-99.1

Exhibit 99.1

Polypore Announces Third Quarter and Year to Date Results

CHARLOTTE, N.C. — November 13, 2006 — Polypore, Inc. today announced net sales of $116.4 million for the three months ended September 30, 2006, representing a 10% increase over third quarter 2005.

During the third quarter, Polypore incurred a $36.0 million restructuring charge related to the Company’s exit of cellulosic hemodialysis membrane production at its Wuppertal, Germany facility, which was driven by a shift in industry demand toward synthetic membranes. As a result of the restructuring charge, the Company reported an operating loss of $18.1 million in third quarter, compared to operating income of $12.4 million in the prior year. Net loss for third quarter was $20.8 million, compared to net income of $1.7 million in the third quarter of 2005.

For the nine months ended September 30, 2006, compared to the nine months ended October 1, 2005:

• Net sales were $354.8 million, up from $330.9 million;

• Operating income was $21.0 million, a decrease from $49.9 million; and

• Net loss was $13.5 million, down from net income of $10.5 million.

Adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”), which is a key measurement in Polypore’s Credit Agreement, was $30.0 million for the third quarter of 2006 compared to $28.9 million reported in the third quarter of 2005. Adjusted EBITDA for the twelve months ended September 30, 2006 was $134.0 million. Actual cash charges related to the cellulosics restructuring recorded in the period were $18.1 million and non-cash charges were $17.9 million. The cash charges will be paid over the next nine fiscal quarters. Adjusted EBITDA, as defined in our Credit Agreement, provides for add-backs of non-cash charges and up to $15.0 million in cash charges for the cellulosics restructuring. Thus, the add-back for business restructuring in Adjusted EBITDA is $3.1 million less than the actual restructuring charges recorded for the three and twelve months ended September 30, 2006. EBITDA and Adjusted EBITDA are defined and reconciled to GAAP as noted below.

Polypore Q3 06 Earnings Release — FINAL 1

“We continue to focus on exceptional execution of business priorities,” said Robert Toth, President and Chief Executive Officer of Polypore, Inc. “Third quarter performance met our expectations and resulted in continued year-on-year growth.”

Energy Storage
Net sales for the Energy Storage segment in third quarter 2006 were $83.1 million, an increase of $7.1 million from the prior year. In the lead acid battery separator business, the increase was primarily attributed to increased volume, particularly in Asia. In the lithium separator business, revenue gains were driven primarily by volume growth in rechargeable lithium battery separators.

Third quarter gross profit in energy storage was $31.4 million, an increase of $4.6 million from the same period in 2005. The change in gross profit was driven by higher sales and production efficiencies, partially offset by higher raw material and energy costs.

Separations Media
Third quarter net sales in Separations Media were $33.3 million, up $3.6 million from the third quarter of 2005. The increase was primarily due to strong sales volume in filtration applications in which Polypore continues to expand on its core competency in microporous technology. In hemodialysis membranes, continued synthetic growth was offset by the decline in cellulosic membranes.

Gross profit for third quarter 2006 was $6.7 million, an increase of $2.1 million from the same period in the prior year. The increase was largely driven by higher sales and production efficiencies, partially offset by higher energy costs and lower average selling prices of hemodialysis membranes associated with customer mix.

Polypore, Inc. will hold a conference call to discuss third quarter 2006 results on Tuesday, November 14^th at 9:00 AM Eastern time. You are invited to listen to a live broadcast via the internet at www.polypore.net. Additionally, a replay of the call will be available until 11:59 PM Eastern time on November 18^th, 2006 at 800-642-1687 (in the U.S.) or 706-645-9291 (International). Enter code 3324571 . The call will also be archived on www.polypore.net.

Polypore, Inc., a wholly owned subsidiary of Polypore International, Inc., is a global leader in microporous membrane technology for high performance separation and filtration processes. Polypore’s flat sheet and hollow fiber membranes are used in specialized applications ranging from ion exchange

Polypore Q3 06 Earnings Release — FINAL 2

membranes to those that require the removal or separation of various materials from liquids, primarily in the ultrafiltration and microfiltration markets. Based in Charlotte, NC, Polypore has manufacturing facilities or sales offices in ten countries serving five continents.

This release contains statements that are forward-looking in nature. Statements that are predictive in nature, that depend upon or refer to future events or conditions or that include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” and similar expressions are forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results and performance to be materially different from any future results or performance expressed or implied by these forward-looking statements. These factors include the following: the highly competitive nature of the markets in which we sell our products; the failure to continue to develop innovative products; the failure to successfully manage the transition in hemodialysis from cellulosic to synthetic filtration membranes; the loss of our customers; the vertical integration by our customers of the production of our products into their own manufacturing process; increases in prices for raw materials or the loss of key supplier contracts; employee slowdowns, strikes or similar actions; product liability claims exposure; risks in connection with our operations outside the United States; the incurrence of substantial costs to comply with, or as a result of violations of, or liabilities under, environmental laws; the failure to protect our intellectual property; the failure to replace lost senior management; the incurrence of additional debt, contingent liabilities and expenses in connection with future acquisitions; the failure to effectively integrate newly acquired operations; and the absence of expected returns from the amount of intangible assets we have recorded. Additional information concerning these and other important factors can be found in Item 1A. “Risk Factors” of our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission. Statements in this release should be evaluated in light of these important factors. Although we believe that these statements are based upon reasonable assumptions, we cannot guarantee future results. Given these uncertainties, the forward-looking statements discussed in this press release might not occur.
Investor Contact: Polypore Investor Relations — 704-587-8886 or investorrelations@polypore.net

Polypore, Inc.
Condensed Consolidated Statements of Income
(unaudited, in thousands)

	Three Months Ended						Nine Months Ended
	September 30,			October 1,			September 30,			October 1,
	2006			2005			2006			2005
Net sales	$	116,384		$	105,764		$	354,771		$	330,876
Cost of goods sold		78,296			74,316			231,737			220,030
Gross profit		38,088			31,448			123,034			110,846
Selling, general and administrative expenses		19,889			17,546			64,327			54,138
Business restructuring		36,333			1,453			37,658			6,855
Operating income (loss)		(18,134	)		12,449			21,049			49,853
Other (income) expense:
Interest expense, net		16,796			15,116			50,582			44,863
Change in accounting principle related to postemployment benefits		—			—			(2,593	)		—
Foreign currency and other		284			(126	)		2,265			(3,531	)
		17,080			14,990			50,254			41,332
Income (loss) before income taxes		(35,214	)		(2,541	)		(29,205	)		8,521
Income taxes		(14,365	)		(4,258	)		(15,714	)		(1,958	)
Net income (loss)	$	(20,849	)	$	1,717		$	(13,491	)	$	10,479

Polypore Q3 06 Earnings Release — FINAL 3

Polypore, Inc.
Condensed Consolidated Balance Sheets
(in thousands)

	September 30, 2006
	(unaudited)		December 31, 2005(a)
Assets:
Cash and equivalents	$	63,232	$	27,580
Other current assets		174,862		157,823
Property, plant and equipment, net		357,239		370,871
Goodwill		567,587		567,587
Intangibles and loan acquisition costs, net		208,340		222,006
Other		18,936		17,471
Total assets	$	1,390,196	$	1,363,338
Liabilities and shareholders’ equity:
Current liabilities	$	101,626	$	61,887
Debt and capital lease obligations, less current portion		785,434		773,777
Other		200,914		216,395
Shareholders’ equity		302,222		311,279
Total liabilities and shareholders’ equity	$	1,390,196	$	1,363,338

^(a) Derived from audited consolidated financial statements

EBITDA
EBITDA represents net income before interest, taxes, depreciation and amortization. EBITDA is not a recognized term under generally accepted accounting principles (“GAAP”) and does not purport to be an alternative to net income as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. Additionally, EBITDA is not intended to be a measure of free cash flow for management’s discretionary use, as it does not consider certain cash requirements such as interest payments, tax payments, debt service requirements and capital expenditures. Management believes that such non-GAAP information is useful to investors because it provides meaningful information to assess the Company’s core operations and perform financial analysis on comparative periods and peer group data. This non-GAAP information also is used by management to assess the Company’s core operations, allocate resources and make strategic decisions. Our calculation of EBITDA may not be comparable to the calculation of similarly titled measures reported by other companies. The following is a reconciliation of EBITDA to net income for the periods indicated.

Reconciliation of EBITDA
(in millions)

	Twelve Months			Three Months
	Ended			Ended
	September 30,			September 30,
	2006			2006
Net income (loss)	$	(10.0	)	$	(20.8	)
Add:
• Depreciation and amortization		55.8			14.8
• Interest expense, net		65.6			16.8
• Provision for income taxes		(15.8	)		(14.4	)
EBITDA		95.6			(3.6	)

Polypore Q3 06 Earnings Release — FINAL 4

Reconciliation of Adjusted EBITDA^(b)
(in millions)

	Twelve Months			Three Months
	Ended			Ended
	September 30,			September 30,
	2006			2006
EBITDA		95.6			(3.6	)
Adjustments:
• Foreign currency loss		1.6			0.5
• Operating leases		1.3			--
• Stock compensation costs		0.2			0.2
• Other non-cash charges (c)		(2.2	)		(0.3	)
• Business restructuring (d)		18.5			15.3
• Non-cash fixed asset impairment (cellulosic buildings and equipment as part of the 2006 business   restructuring)		17.9			17.9
• Loss on disposal of property, plant and equipment		1.1			--
Adjusted EBITDA	$	134.0		$	30.0

^(b) Under our senior credit facility, compliance with the minimum interest coverage ratio and maximum leverage ratio tests is determined based on a calculation of “Adjusted EBITDA”, in which certain items are added back to EBITDA. These items include non-cash charges, impairments and expenses other than depreciation and amortization, restructuring costs and payments under an operating lease agreement that was bought out during the second quarter 2006.

^(c) Relates primarily to the adoption of EITF 05-5 Accounting for Early Retirement or Postemployment Programs with Specific Features (Such As Terms Specified in Altersteilzeit Early Retirement Arrangements) and other non-cash items.

^(d) The Credit Agreement limits the add-back of cash charges to Adjusted EBITDA for the cellulosics restructuring to $15.0 million. For the three months ended September 30, 2006, the Company recorded cash charges of $18.1 million related to the cellulosics restructuring. Thus, the add-back for business restructuring in Adjusted EBITDA is $3.1 million less than the actual restructuring charges recorded for the three and twelve months ended September 30, 2006. The add-back also includes $0.3 million and $3.5 million for the three and twelve months ended September 30, 2006, respectively, related to the 2005 and 2004 business restructurings.

Polypore Q3 06 Earnings Release — FINAL 5