SUPPLEMENTARY
FINANCIAL DATA The supplementary financial information
required by Item 302 of Regulation S-K is contained in Note 14 to the consolidated
financial statements of the Company set forth above. Item
9. Changes and Disagreements with Accountants on Accounting and Financial Disclosure.
None Item 9A. Controls and
Procedures. MANAGEMENT’S REPORT ON INTERNAL CONTROL
OVER FINANCIAL REPORTING Management of the Company
is responsible for establishing and maintaining adequate internal control over
financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities
Exchange Act of 1934, as amended. Merit’s internal control over financial reporting
is a process designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for external
purposes in accordance with accounting principles generally accepted in the United
States of America. Internal control over financial reporting includes those written
policies and procedures that: - Pertain to the maintenance
of records that, in reasonable detail, accurately and fairly reflect the transactions
and dispositions of the assets of Merit Medical Systems, Inc.;
- Provide
reasonable assurance that transactions are recorded as necessary to permit preparation
of financial statements in accordance with accounting principles generally accepted
in the United States of America;
- Provide reasonable
assurance that receipts and expenditures of Merit Medical Systems, Inc. are being
made only in accordance with authorization of management and directors of Merit
Medical Systems, Inc.; and
- Provide reasonable assurance
regarding prevention or timely detection of unauthorized acquisition, use or disposition
of assets that could have a material effect on the consolidated financial statements.
Internal control over financial reporting includes
the controls themselves, monitoring and internal auditing practices and actions
taken to correct deficiencies as identified. Because
of its inherent limitations, internal control over financial reporting may not
prevent or detect misstatements. Also, projections of any evaluation of effectiveness
to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies
or procedures may deteriorate. Merit’s management assessed
the effectiveness of the company’s internal control over financial reporting as
of December 31, 2005. Management excluded from their assessment the internal control
over financial reporting at MCTec Holdings B.V. which was acquired on December
30, 2005, and whose financial statements reflect total assets constituting approximately
two percent of the related consolidated financial statement amounts as of December
31, 2005. In making this assessment, Merit’s management used the criteria set
forth by the Committee of Sponsoring Organizations of the Treadway Commission
(COSO) in Internal Control-Integrated Framework. Based on those criteria and management’s
assessment, the Company believes that, as of December 31, 2005, Merit’s internal
control over financial reporting is effective. Merit’s
independent auditors have issued an audit report on our assessment of the company’s
internal control over financial reporting. This report appears below. | 
