-----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, QbMC67MSFeYDAIPazlnxxpushBMfIfetyC7eyrb3/80MC8zIT1U2YlL0c/eAxXNY SCnX8J+Hs6zgz3Cr+FDgBQ== 0001193125-04-127904.txt : 20040730 0001193125-04-127904.hdr.sgml : 20040730 20040730112644 ACCESSION NUMBER: 0001193125-04-127904 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040727 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOLASE TECHNOLOGY INC CENTRAL INDEX KEY: 0000811240 STANDARD INDUSTRIAL CLASSIFICATION: DENTAL EQUIPMENT & SUPPLIES [3843] IRS NUMBER: 870442441 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19627 FILM NUMBER: 04941125 BUSINESS ADDRESS: STREET 1: 981 CALLE AMANECER CITY: SAN CLEMENTE STATE: CA ZIP: 92673 BUSINESS PHONE: 7143611200 MAIL ADDRESS: STREET 1: 981 CALLE AMANECER CITY: SAN CLEMENTE STATE: CA ZIP: 92673 FORMER COMPANY: FORMER CONFORMED NAME: LASER MEDICAL TECHNOLOGY INC DATE OF NAME CHANGE: 19941117 FORMER COMPANY: FORMER CONFORMED NAME: LASER ENDO TECHNIC CORP DATE OF NAME CHANGE: 19920708 FORMER COMPANY: FORMER CONFORMED NAME: PAMPLONA CAPITAL CORP DATE OF NAME CHANGE: 19911104 8-K 1 d8k.htm FORM 8-K Form 8-K

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

 

July 27, 2004 (Date of earliest event reported)

 

Commission File Number 000-19627

 


 

BIOLASE TECHNOLOGY, INC.

(Exact Name of Registrant as Specified in Its Charter)

 


 

Delaware   000-19627   87-0442441

(State or Other Jurisdiction

of Incorporation or Organization)

  (Commission file number)  

(I.R.S. Employer

Identification No.)

 

981 Calle Amanecer

San Clemente, California 92673

(Address of Principal Executive Offices, Including Zip Code)

 

(949) 361-1200

(Registrant’s Telephone Number, Including Area Code)

 



Item 5. Other Events and Regulation FD Disclosure.

 

On July 27, 2004, BioLase Technology, Inc. (“BioLase”) issued a press release announcing that Edson Rood, BioLase’s Chief Financial Officer, has announced his intentions to retire. BioLase also issued a press release announcing that its Board of Directors has voted to change BioLase’s dividend policy to pay a regular cash dividend of $0.01 per share every other month, with the first dividend payable August 30, 2004 to shareholders of record on August 16, 2004. A copy of the press releases are attached herewith as Exhibits 99.1 and 99.2.

 

Item 7. Financial Statements and Exhibits.

 

  (c) Exhibits.

 

  99.1 Press Release, dated July 27, 2004.

 

  99.2 Press Release, dated July 27, 2004.

 

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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, thereunto duly authorized.

 

Dated: July 30, 2004

 

BIOLASE TECHNOLOGY, INC.,

   

(Registrant)

   

By:

 

/s/ ROBERT GRANT


       

Robert Grant

       

Chief Operating Officer and

       

Chief Financial Officer

       

(Principal Financial and

       

Accounting Officer)

 

3

EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

 

BIOLASE Announces the Retirement of Edson Rood, Chief Financial Officer

 

BIOLASE Board Appointed Robert Grant as Interim Chief Financial Officer

 

SAN CLEMENTE, Calif., Jul 27, 2004 /PRNewswire-FirstCall via COMTEX/ — BIOLASE Technology, Inc. (Nasdaq: BLTI), a medical technology company that develops, manufactures and markets lasers and related products focused on improving dental procedures, announced today that Edson Rood, BIOLASE’s Chief Financial Officer, has announced his intentions to retire. Mr. Rood will continue to work as a consultant in helping the Company to complete its Sarbanes-Oxley compliance initiatives over the coming quarters.

 

“During his tenure, Ed has been a great asset to our management team and has done an excellent job of helping to make BIOLASE a strong, emerging growth company. BIOLASE’s employees, members of management, the Board of Directors and I all wish him well in the years to come,” said Jeffrey W. Jones, BIOLASE’s President and CEO.

 

BIOLASE’s Board of Directors has appointed Robert Grant, BIOLASE’s Chief Operating Officer, as the Company’s interim Chief Financial Officer. The Company is currently conducting an extensive search to find Mr. Rood’s replacement.

 

“I am very excited to be asked to take on this new role for the Company on an interim basis. BIOLASE is a great company with significant growth potential. I look forward to continuing to work with Jeff and the rest of the management team in this new and expanded role to both enhance shareholder value and to increase transparency to our investors,” said Robert Grant, BIOLASE’s Chief Operating Officer.

 

About BIOLASE

 

BIOLASE Technology, Inc. (http://www.biolase.com) is a medical technology company that designs, manufacturers and markets proprietary dental laser systems that allow dentists, oral surgeons and other specialists to perform a broad range of common dental procedures, including cosmetic applications. The Company’s products incorporate patented and patent pending technologies focused on reducing pain and improving clinical results. Its primary product, the Waterlase(R) system, is the best selling dental laser system. The Waterlase(R) system uses a patented combination of water and laser to precisely cut hard tissue, such as bone and teeth, and soft tissue, such as gums, with minimal or no damage to surrounding tissue. The Company also offers the LaserSmile(TM) system, which uses a laser to perform soft tissue and cosmetic procedures, including tooth whitening.

 

This release may contain forward-looking statements intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may include statements concerning the future of our industry, product and service development, business strategy, the possibility of future acquisitions, and continued acceptance and growth of our products. These statements may be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “anticipate,” “estimate,” “continue,” “intend,” “plan,” “believe,” and variations of these words or similar expressions or other similar words or expressions. You should not place undue reliance on any forward-looking statements.

 

In particular, the Company’s statements regarding trends in the marketplace and potential future results are examples of such forward-looking statements and are based on current expectations and assumptions, estimates and projections about our industry, management’s beliefs and certain assumptions made by us


that are subject to risks and uncertainties. The Company’s actual results could differ materially from those anticipated in the forward looking statements based on a variety of factors, including, among others: market acceptance of new products, continued acceptance of existing products, the timing of projects due to the variability in size, scope and duration of projects, clinical study results which lead to reductions or cancellations of projects, obtaining regulatory approvals for new products, regulatory delays, the availability of competitive products, risks associated with competition and competitive pricing pressures, economic conditions generally, any of which may cause revenues and income to fall short of anticipated levels, and other factors, including estimates made by management with respect to the Company’s critical accounting policies, adverse results in litigation, general economic conditions and regulatory developments not within the Company’s control and other risks detailed from time to time in the reports filed by the Company with the Securities and Exchange Commission, including its annual report on Form 10-K and quarterly reports on Form 10-Q. The forward- looking statements are made only as of the date of this press release and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

 

For further information regarding risks and uncertainties associated with BIOLASE’s business, please refer to BIOLASE’s filings with the Securities and Exchange Commission, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q.

 

SOURCE BIOLASE Technology, Inc.

 

Jeffrey W. Jones, President & CEO, jjones@biolase.com,

or Robert Grant, COO, rgrant@biolase.com,

or Scott Jorgensen, Director of Finance & Investor Relations, sjorgensen@biolase.com,

all of BIOLASE Technology, Inc., +1-949-361-1200

 

http://www.biolase.com

 

2

EX-99.2 3 dex992.htm PRESS RELEASE Press Release

Exhibit 99.2

 

BIOLASE Board Declares Regular Cash Dividend

 

BIOLASE Board Declares Regular Cash Dividend Every Other Month

 

SAN CLEMENTE, Calif., July 27 /PRNewswire-FirstCall/ — BIOLASE Technology, Inc. (Nasdaq: BLTI), a medical technology company that develops, manufactures and markets lasers and related products focused on improving dental procedures, announced today that its Board of Directors has voted to change the Company’s dividend policy to pay a regular cash dividend of $0.01 per share every other month. The first dividend will be payable August 30, 2004 to shareholders of record on August 16, 2004.

 

“We are very pleased to announce a regular dividend program for the first time in the Company’s history. We believe that a consistent dividend program is a further sign of BIOLASE’s financial strength and improved business outlook. It is our objective to reward our shareholders with cash dividends as well as increasing share appreciation. Additionally, we believe that a regular dividend program will attract long-term institutional investors that are interested in emerging growth companies like BIOLASE, but are constrained by investment charters requiring regular dividend payments,” said Federico Pignatelli, BIOLASE’s Chairman.

 

About BIOLASE

 

BIOLASE Technology, Inc. (http://www.biolase.com) is a medical technology company that designs, manufacturers and markets proprietary dental laser systems that allow dentists, oral surgeons and other specialists to perform a broad range of common dental procedures, including cosmetic applications. The Company’s products incorporate patented and patent pending technologies focused on reducing pain and improving clinical results. Its primary product, the Waterlase(R) system, is the best selling dental laser system. The Waterlase(R) system uses a patented combination of water and laser to precisely cut hard tissue, such as bone and teeth, and soft tissue, such as gums, with minimal or no damage to surrounding tissue. The Company also offers the LaserSmile(TM) system, which uses a laser to perform soft tissue and cosmetic procedures, including tooth whitening.

 

This release may contain forward-looking statements intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may include statements concerning the future of our industry, product and service development, business strategy, the possibility of future acquisitions, and continued acceptance and growth of our products. These statements may be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “anticipate,” “estimate,” “continue,” “intend,” “plan,” “believe,” and variations of these words or similar expressions or other similar words or expressions. You should not place undue reliance on any forward-looking statements.

 

In particular, the Company’s statements regarding trends in the marketplace and potential future results are examples of such forward-looking statements and are based on current expectations and assumptions, estimates and projections about our industry, management’s beliefs and certain assumptions made by us that are subject to risks and uncertainties. The Company’s actual results could differ materially from those anticipated in the forward looking statements based on a variety of factors, including, among others: market acceptance of new products, continued acceptance of existing products, the timing of projects due to the variability in size, scope and duration of projects, clinical study results which lead to reductions or cancellations of projects, obtaining regulatory approvals for new products, regulatory delays, the availability of competitive products, risks associated with competition and competitive pricing pressures, economic conditions generally, any of which may cause revenues and income to fall short of anticipated levels, and other factors, including estimates made by management with respect to the Company’s critical


accounting policies, adverse results in litigation, general economic conditions and regulatory developments not within the Company’s control and other risks detailed from time to time in the reports filed by the Company with the Securities and Exchange Commission, including its annual report on Form 10-K and quarterly reports on Form 10-Q. The forward-looking statements are made only as of the date of this press release and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.

 

For further information regarding risks and uncertainties associated with BIOLASE’s business, please refer to BIOLASE’s filings with the Securities and Exchange Commission, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q.

 

SOURCE BIOLASE Technology, Inc.

 

CONTACT: Jeffrey W. Jones, President & CEO, jjones@biolase.com, or Robert Grant, COO, rgrant@biolase.com,

or Scott Jorgensen, Director of Finance & Investor Relations, sjorgensen@biolase.com, all of BIOLASE Technology, Inc., +1-949-361-1200

 

Web site: http://www.biolase.com

 

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