8-K 1 eight-k.txt 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 Date of report (Date of earliest event reported): December 6, 2001 AMERICAN BIO MEDICA CORPORATION ------------------------------------------------------ (Exact Name of Registrant as Specified in its Charter) New York 0-28666 14-1702188 ----------------------------- ----------------------- ----------------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification Number)
122 Smith Road, Kinderhook, NY 12106 --------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (800) 227-1243 ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On December 6, 2001, the Registrant entered into real estate purchase agreement with Avoba, Inc. ("Avoba"), in connection with the purchase of a facility in Kinderhook, New York. The Registrant had leased this facility from Avoba since May of 1999. There are no material relationships between the Registrant or its directors or officers and Avoba and the purchase price was determined by arms-length negotiations. The facility houses the Registrant's administrative offices, assembly and packaging, quality control and sales and marketing. The Registrant purchased the 30,000 square foot facility and all of its contents, along with 107 acres of land for $950,000. Funding for the building acquisition was provided as follows: $230,000 in funds provided by the Registrant, a real estate mortgage loan with Hudson River Bank & Trust Company for $360,000, a real estate mortgage loan with New York Business Development Corporation ("NYBDC") for $240,000, and a real estate mortgage loan with Columbia Economic Development Corporation ("CEDC") for $120,000. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The following exhibits are filed with this report on Form 8-K: 99.1 American Bio Medica Corporation press release dated December 12, 2001 2 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 BIO MEDICA CORPORATION (Registrant) Dated: December 12, 2001 By: /s/ Keith E. Palmer -------------------------- Keith E. Palmer Chief Financial Officer 3 Exhibit Index ------------- Exhibit No. Description Page No. ----------- ----------- -------- 99.1 American Bio Medica Corporation press 5 release dated December 12, 2001 4