-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ceivtaz9trQxH5+eIWSWtePODNyJ6JULXqZse/oLtg5ZQoF4LVhPWIkbHkJHsHpN DYb9ZBMaZc4P8VKJNarvgA== 0001104659-05-002057.txt : 20050120 0001104659-05-002057.hdr.sgml : 20050120 20050120171816 ACCESSION NUMBER: 0001104659-05-002057 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050120 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050120 DATE AS OF CHANGE: 20050120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN MEDICAL ALERT CORP CENTRAL INDEX KEY: 0000700721 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 112571221 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08635 FILM NUMBER: 05539449 BUSINESS ADDRESS: STREET 1: 3265 LAWSON BLVD CITY: OCEANSIDE STATE: NY ZIP: 11572 BUSINESS PHONE: 5165365850 MAIL ADDRESS: STREET 1: 3265 LAWSON BLVD CITY: OCEANSIDE STATE: NY ZIP: 11572 8-K 1 a05-2088_18k.htm 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):  January 20, 2005

 

AMERICAN MEDICAL ALERT CORP.

(Exact Name of Registrant as Specified in Charter)

 

NEW YORK

 

333-54992

 

11-2571221

(State or Other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

3265 Lawson Boulevard, Oceanside, New York

 

11572

(Address of Principal Executive Offices)

 

(Zip Code)

 

(516) 536-5850

(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 Section 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 8.01 OTHER EVENTS.

 

On January 20, 2005, American Medical Alert Corp. issued a press release announcing the incurrence of certain non-recurring charges.  A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS.

 

(a)                                 None.

 

(b)                                None.

 

(c)                                 Exhibits.

 

Exhibit Number

 

Description

99.1

 

Press Release dated January 20, 2005

 

 

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.

 

 

 

American Medical Alert Corp. 

 

 

(Registrant)

 

 

 

 

 

 

 

 

Date:

January 20, 2005

By:

/s/ Jack Rhian

 

 

 

Name:

 Jack Rhian

 

 

Title:

President and COO

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release Dated January 20, 2005

 

3


EX-99.1 2 a05-2088_1ex99d1.htm EX-99.1

Exhibit No. 99.1

 

AMAC to Incur Non-Recurring Charge

To Modify Certain PERS Units

 

OCEANSIDE, NY January  20, 2005, – American Medical Alert Corporation (Nasdaq: AMAC), a national provider of home health monitoring appliances and 24-hour healthcare communication services, today announced it will realize a non-recurring charge

of approximately $1.5 million for costs it expects to incur to upgrade certain versions of its Personal Emergency Response Systems (“PERS”) and related equipment. The amount of the charge is subject to adjustment either upward or downward based predominately upon how closely the Company can align the exchange program with its normal equipment refurbishment and replacement program.  The Company has not yet determined over what period(s) the charge will be recorded.  The Company has determined that certain versions of its PERS equipment emit levels of radio frequency energy that exceed applicable standards designed to reduce the possibility of interference with radio communications. Although this issue poses no safety or functionality risk to subscribers, the Company plans to work with its provider agencies to facilitate this technical upgrade through an exchange program. The Company is working with the Federal Communications Commission to assure that all of its PERS equipment satisfies all applicable standards and regulations.

 

Management believes the Company will continue to generate sufficient cash flow from operations to satisfy its anticipated obligation associated with this exchange program. Anticipated costs include material, shipping and labor costs for the equipment upgrade, inventory provisions for service providers to facilitate the exchange program and costs associated with in-field visits to perform exchanges in AMAC’s local service areas.

 

Howard Siegel, Chief Executive Officer, speaking on behalf of AMAC stated: “We believe the Company’s exchange program is an effective method to upgrade the affected systems and ensure compliance.  We are working closely with our local service providers to make the exchange program a seamless event.  Notwithstanding this non-recurring charge, the Company expects to continue the execution of its business plan in its Telehealth, PERS and Telephone Answering Service businesses.”

 

 

 About American Medical Alert Corp.

AMAC is a national provider of remote health monitoring devices and 24/7 communication services designed to promote early medical intervention and improve quality of life for senior, disabled and chronically ill populations. AMAC’s product and service offerings include Personal Emergency Response Systems (PERS), electronic medication reminder devices, disease management monitoring appliances and 24/7 medical on-call and emergency response monitoring. AMAC operates several National Medical On-Call and Communication Centers allowing access to trained response professionals 24/7.

 

This press release contains forward-looking statements that involve a number of risks and uncertainties. Forward-looking statements may be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “believe,” “estimate,” “project,” “anticipate,” “continue,” or similar terms, variations of those terms or the negative of those terms. Important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are set forth in this press release and the Company’s filings with the

 

1



 

Securities and Exchange Commission (SEC), including the Company’s Annual Report on Form 10-KSB, the Company’s Quarterly Reports on Forms 10-QSB, and other filings and releases. These include uncertainties relating to government regulation, technological changes, our expansion plans, our contract with the City of New York and product liability risks.

 

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