-----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, LQKz+HhCHIhetdsAZebZxh3Y6y22M6WQUjJ7rwrs/pf3qj8wtaHGBmsJFbz24PEx NdKK5cqu8B5IjGEB0Glojg== 0001144204-04-000542.txt : 20040122 0001144204-04-000542.hdr.sgml : 20040122 20040122165640 ACCESSION NUMBER: 0001144204-04-000542 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040121 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040122 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN BIO MEDICA CORP CENTRAL INDEX KEY: 0000896747 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 141702188 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28666 FILM NUMBER: 04538070 BUSINESS ADDRESS: STREET 1: 122 SMITH ROAD CITY: KINDERHOOK STATE: NY ZIP: 12106 BUSINESS PHONE: 5187588158 MAIL ADDRESS: STREET 1: 122 SMITH ROAD CITY: KINDERHOOK STATE: NY ZIP: 12106 8-K 1 form8k.txt 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 21, 2004 AMERICAN BIO MEDICA CORPORATION ----------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) New York 0-28666 14-1702188 ------------------------------ ---------------------- ------------------- (State or Other Jurisdiction of (Commission File Number) (IRS Employer 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 5. OTHER MATTERS On January 21, 2004, the Registrant's Board of Directors terminated Donal V. Carroll as the Registrant's Chief Executive Officer. Mr. Carroll remains a member of the Registrant's Board of Directors. 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 January 22, 2004. 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: January 22, 2004 By: /s/ Keith E. Palmer ----------------------------------------- Keith E. Palmer Chief Financial Officer 2 Exhibit Index Exhibit No. Description Page No. - ----------- ----------- -------- 99.1 American Bio Medica Corporation press 5 release dated January 22, 2004 3 EX-99.1 3 ex-99_1.txt EXHIBIT 99.1 FOR IMMEDIATE RELEASE: ABMC Announces Management Changes Kinderhook, N.Y., January 22, 2004 - American Bio Medica Corporation (Nasdaq:ABMC) announced today that Donal V. Carroll has been removed from the position of chief executive officer, effective January 21, 2004. He had held the position since October, 2003. Mr. Carroll continues to serve as a member of the Company's Board of Directors. While the Company looks for a successor, the Executive Committee of the Board of Directors will work closely with ABMC's Chief Financial Officer Keith Palmer, Chief Scientific Officer Martin Gould, and Vice President of Sales and Marketing Todd Bailey, in the day-to-day management of the Company. Edmund Jaskiewicz, President of ABMC and a member of the Executive Committee of the Board stated: "Immediate action was necessary to insure our objective of continued sales and earnings growth in this quarter as well as the remainder of 2004. ABMC is committed to maximizing shareholder value by continuing to strengthen the fundamentals of our Company." About American Bio Medica Corporation American Bio Medica Corporation is a biotechnology company that develops, manufactures and markets accurate, cost-effective immunoassay diagnostic test kits, including some of the world's most effective point-of-collection tests for drugs of abuse. The Company and its worldwide distribution network target the workplace, government, corrections, clinical and educational markets. ABMC's Rapid Drug Screen(R), Rapid One(R), Rapid Tec(R) and Rapid Tec Cup(TM) products test for the presence or absence of drugs of abuse in urine, while OralStat(R) tests for the presence or absence of drugs of abuse in saliva. ABMC has been named among the 2002 Deloitte & Touche Technology Fast 500, a listing of the fastest-growing technology companies in North America. This release may contain forward-looking statements. These forward-looking statements involve risks and uncertainties that could cause actual results to differ, and such differences could be material. Such risks and uncertainties include, but are not limited to, the following: continued acceptance of the Company's products, increased levels of competition in our industry, the acceptance of new products, inherent risks associated with product development and intellectual property rights, the Company's dependence on key personnel, third party sales and suppliers. There can be no assurance that the Company will be successful in addressing such risks and uncertainties and the Company assumes no duty to update any forward-looking statements based upon actual results. Investors are strongly encouraged to review the section entitled "Risk Factors" in the Company's annual report on Form 10-KSB for the fiscal year ended December 31, 2002, and quarterly reports on Form 10-QSB on file with the Securities and Exchange Commission for a discussion of risks and uncertainties that could affect operating results and the market price of the Company's common shares. # # # -----END PRIVACY-ENHANCED MESSAGE-----