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): February 27, 2018  

Atrion Corporation
(Exact Name of Registrant as Specified in Charter)

DELAWARE	001-32982	63-0821819
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

One Allentown Parkway, Allen, Texas 75002

(Address of Principal Executive Offices) (Zip Code)

972-390-9800
(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:
	[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
	[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
	[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	[ ]	Pre-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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging 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. [   ]

Item 2.02. Results of Operations and Financial Condition.

On February 27, 2018, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

Exhibit 99.1. Press release dated February 27, 2018

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.

	Atrion Corporation
Date: February 27, 2018	By:	/s/ David A. Battat
		David A. Battat
		President and CEO

EX-99.1 2 exh_991.htm PRESS RELEASE

EXHIBIT 99.1

Atrion Reports 2017 Results for  Fourth Quarter and Full Year

ALLEN, Texas, Feb. 27, 2018 (GLOBE NEWSWIRE) -- Atrion Corporation (NASDAQ:ATRI) announced today that for the fourth quarter of 2017 revenues were $34.0 million compared to $33.3 million in the same period of 2016, net income was $8.6 million compared to $5.6 million, and diluted earnings per share were $4.66 compared to $3.00 in the prior-year period. For the full year 2017 compared to 2016, Atrion increased revenues to $146.6 million from $143.5 million, net income to $36.6 million from $27.6 million, and diluted earnings per share to $19.71 from $14.85.

David Battat, President & CEO, commenting on the results for the fourth quarter and the full year 2017 as compared to the prior-year periods said, "We had a solid fourth quarter with revenues up 2% and operating income up 9%. Full-year revenues were up 2%, and more importantly operating income was up 5%. I am especially pleased that growth in our fluid delivery and cardiovascular products more than made up for ongoing customer issues adversely impacting ophthalmic sales. GAAP net income and diluted EPS were both up 55% in the 2017 fourth quarter, and up 33% for the full year.”

Mr. Battat clarified, “Those much higher net income and EPS results were bolstered by significant and non-recurring tax benefits. In the first half of 2017, our tax rate was favorably impacted by the unusual confluence of five years’ worth of employee stock-based compensation exercises. The fourth quarter tax rate was favorably affected even more by the year-end passage of the Tax Cuts and Jobs Act of 2017, which reduced future liabilities on our balance sheet resulting from the accelerated depreciation we took on about $72 million in capital investments made over the last seven years. With this one-time, non-cash item, our effective tax rate for the fourth quarter was a negative 1% as compared to 28% in the prior-year period. For the full year, the collective impact of tax benefits resulted in a rate of 14% compared to 30% in 2016. However, we continue to believe that pretax metrics are the more appropriate measure of our performance.” Mr. Battat added, “As had been the case in the prior seven quarters, we did not engage in open market stock repurchases during the fourth quarter of 2017. Cash and long and short term investments increased by $4.6 million in the quarter, and by $20.7 million for the year, to a total of $74.7 million as of December 31, 2017.”

Commenting on future expectations, Mr. Battat stated, “Following several years of high growth, the Company has been in a steady state for a couple of years while continuing to show our typical high returns on equity.  We anticipate working through this relatively flat period in the next year, returning to progressively higher growth rates as products from the $28 million of investments in research and development over the last five years begin to make it through the lengthy processes of FDA approval and commercial adoption.” Mr. Battat added, “In 2018, while continuing to report uneven quarterly results, we expect the full year to show modest improvements in revenues and pretax income.” Mr. Battat continued, “For the full year, we anticipate an effective federal and state tax rate of 21%, substantially less than the 31% average we experienced over the last 10 years. Ironically, for most 2018 quarters, this new rate will be significantly higher than the sequential quarterly rates experienced in 2017 of 13%, 5%, 32%, and a negative 1%. Understandably, higher tax rates will negatively impact 2018 after tax net income and EPS comparisons to the prior-year periods. We will therefore continue to put the spotlight on results not affected by changes in tax rates.”

Atrion Corporation develops and manufactures products primarily for medical applications. The Company’s website is www.atrioncorp.com.

Statements in this press release that are forward looking are based upon current expectations and actual results or future events may differ materially.  Such statements include, but are not limited to, Atrion’s expectations regarding the Company’s growth in 2018 and following years, quarterly results for 2018, improvements in revenues and pretax income in 2018, after tax net income and EPS in 2018, and the Company’s federal and state effective income tax rate in 2018. Words such as “expects,” “believes,” “anticipates,” “intends,” "should", "plans," "will" and variations of such words and similar expressions are intended to identify such forward-looking statements.  Forward-looking statements involve risks and uncertainties.  The following are some of the factors that could cause actual results or future events to differ materially from those expressed in or underlying our forward-looking statements:  changing economic, market and business conditions; acts of war or terrorism; the effects of governmental regulation; competition and new technologies; slower-than-anticipated introduction of new products or implementation of marketing strategies; the Company’s ability to protect its intellectual property; changes in the prices of raw materials; changes in product mix; and intellectual property and product liability claims and product recalls.  The foregoing list of factors is not exclusive, and other factors are set forth in the Company’s filings with the Securities and Exchange Commission. The forward-looking statements in this press release are made as of the date hereof, and we do not undertake any obligation, and disclaim any duty, to supplement, update or revise such statements, whether as a result of subsequent events, changed expectations or otherwise, except as required by applicable law.

Contact:  

Jeffery Strickland
Vice President and Chief Financial Officer
(972) 390-9800

ATRION CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
	Three Months Ended					Twelve Months Ended
	December 31,					December 31,
	2017 (unaudited)		2016 (unaudited)				2017			2016
Revenues	$	34,024	$	33,294		$	146,595		$	143,487
Cost of goods sold		18,001		18,067			75,841			75,857
Gross profit		16,023		15,227			70,754			67,630
Operating expenses		7,730		7,616			29,480			28,504
Operating income		8,293		7,611			41,274			39,126
Investment income		259		134			1,065			448
Other income (expense)		--		--			1			(308	)
Income before income taxes		8,552		7,745			42,340			39,266
Income tax benefit (provision)		94		(2,174	)		(5,747	)		(11,685	)
Net income	$	8,646	$	5,571		$	36,593		$	27,581
Income per basic share	$	4.67	$	3.05		$	19.82		$	15.12
Weighted average basic shares outstanding		1,852		1,825			1,846			1,824
	$	4.66	$	3.00		$	19.71		$	14.85
Income per diluted share
Weighted average diluted shares outstanding		1,857		1,859			1,857			1,857

ATRION CORPORATION
CONSOLIDATED BALANCE SHEETS
(In thousands)
	Dec. 31,		Dec. 31,
ASSETS	2017		2016
Current assets:
Cash and cash equivalents	$	30,136	$	20,022
Short-term investments		35,468		24,080
Total cash and short-term investments		65,604		44,102
Accounts receivable		17,076		17,166
Inventories		29,354		29,015
Prepaid expenses and other		3,199		3,181
Total current assets		115,233		93,464
Long-term investments		9,136		9,945
Property, plant and equipment, net		66,369		65,265
Other assets		13,042		13,268
	$	203,780	$	181,942
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities		9,622		9,073
Line of credit		--		--
Other non-current liabilities		9,770		9,881
Stockholders’ equity		184,388		162,988
	$	203,780	$	181,942

EX-99.1

EdgarFiling