-----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, JViHJhAsrjcVwW3AYPDPn7AQmLsd3khNiuElos197GtWnp+3H0vjXa1M/MUD79x0 esMlk0hByJfY8N/dgshxFg== 0001169232-04-003355.txt : 20040616 0001169232-04-003355.hdr.sgml : 20040616 20040616141126 ACCESSION NUMBER: 0001169232-04-003355 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040616 ITEM INFORMATION: Other events FILED AS OF DATE: 20040616 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EZ EM INC CENTRAL INDEX KEY: 0000727008 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 111999504 STATE OF INCORPORATION: DE FISCAL YEAR END: 0529 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-100878 FILM NUMBER: 04865959 BUSINESS ADDRESS: STREET 1: 717 MAIN ST CITY: WESTBURY STATE: NY ZIP: 11590 BUSINESS PHONE: 5163338230 8-K 1 d59930_8-k.txt FORM 8-K 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 (date of earliest event reported): June 16, 2004 ------------- E-Z-EM, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in its Charter) Delaware ---------------------------------------------- (State or Other Jurisdiction of Incorporation) 1-11479 11-1999504 - ------------------------ --------------------------------- (Commission File Number) (IRS Employer Identification No.) 1111 Marcus Avenue, Lake Success, New York, NY 11042 - ---------------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) (516) 333-8230 ---------------------------------------------------- (Registrant's telephone number, including area code) ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE On June 16, 2004, the Registrant issued a press release announcing that its Chairman, Howard S. Stern, had adopted a prearranged trading plan intended to comply with Rule 10b5-1 under the Securities Exchange Act of 1934. A copy of the press release is being filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety. 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. Dated: June 16, 2004 E-Z-EM, INC. (Registrant) By: /s/ Dennis J. Curtin ____________________________________ Dennis J. Curtin Senior Vice President - Chief Financial Officer 2 EXHIBIT INDEX - ------------- Number Description - ------ ----------- Exhibit 99.1 Press Release. 3 EX-99.1 2 d59930_ex99-1.txt PRESS RELEASE Exhibit 99.1 [LOGO] EZEM(TM) - --------------------------------- Visualize a healthier world. Company Contact: Investor Relations Contacts: E-Z-EM, Inc. Lippert/Heilshorn & Associates, Inc. - ------------ ------------------------------------ Tom Johnson x3317 Kim Sutton Golodetz (kgolodetz@lhai.com) (800) 544-4624 ------------------ www.ezem.com (212) 838-3777 Bruce Voss (bvoss@lhai.com) -------------- (310) 691-7100 www.lhai.com FOR IMMEDIATE RELEASE E-Z-EM CHAIRMAN ADOPTS RULE 10b5-1 TRADING PLAN LAKE SUCCESS, N.Y. (June 15, 2004) - E-Z-EM, Inc. (Amex: EZM) today announced that during the Company's last window trading period, Howard S. Stern, the Company's chairman, adopted a prearranged trading plan intended to comply with Rule 10b5-1 under the Securities Exchange Act of 1934. Under the plan, Mr. Stern intends to sell up to 8,000 shares per month over the two-year term of the plan, beginning in June, 2004. Commenting on the plan, Mr. Stern said, "As E-Z-EM has grown over the years, I find my holdings representing a greater portion of my net worth. I have adopted this plan for financial diversification and estate planning purposes." About E-Z-EM, Inc. E-Z-EM is a leading manufacturer of contrast agents for gastrointestinal radiology. The Company has developed the only CT injector on the market that can help detect contrast extravasation, the EmpowerCT(R) with patented EDA(TM) technology; it also offers a complete product set for the virtual colonoscopy practitioner. This product line consists of virtual colonoscopy hardware, software, nutritional prep kits and bowel cleaners, tagging agents and a carbon dioxide colon insufflation system. AngioDynamics, Inc., a subsidiary of E-Z-EM, Inc., designs, develops, manufactures and markets innovative medical devices used in minimally invasive, image guided procedures to treat peripheral vascular disease. It offers a broad line of therapeutic and diagnostic devices that enable interventional physicians to treat peripheral vascular disease and other non-coronary diseases. AngioDynamics' diversified product line includes angiographic catheters, hemodialysis catheters, PTA dilation catheters, thrombolytic products, image-guided vascular access products, endovascular laser venous system products, as well as drainage products. The statements made in this document contain certain forward-looking statements. Words such as "expects," "intends," "anticipates," "plans," "believes," "seeks," "estimates" or variations of such words and similar expressions, are intended to identify such forward-looking statements. The forward-looking statements contained in this release may involve numerous risks and uncertainties, known and unknown, beyond the Company's control. Such risks and uncertainties include the ability of the Company to develop its products, future actions by the FDA or other regulatory agencies, overall economic conditions, general market conditions, foreign currency exchange rate fluctuations as well as the risk factors listed from time to time in the SEC filings of E-Z-EM, Inc., including but not limited to its Form 10-Q for the quarter ended February 28, 2004 as well as its Annual Report on Form 10-K for the year ended May 31, 2003. Consequently, actual future results may differ materially from the anticipated results expressed in the forward-looking statements, and investors are cautioned not to place undue reliance on the forward-looking statements included in this release. -----END PRIVACY-ENHANCED MESSAGE-----