-----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, RkbxnI+r3JhoAp6RXFqw03M7uS35vBUX1npjiwA9LbR0wNbI35205wYzBcz/JFcK 1Bcf5veuH71mUzRnuSvSCA== 0001144204-09-016488.txt : 20090327 0001144204-09-016488.hdr.sgml : 20090327 20090327115440 ACCESSION NUMBER: 0001144204-09-016488 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090324 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090327 DATE AS OF CHANGE: 20090327 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: 09708912 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 v144089_8k.htm Unassociated Document
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):  March 24, 2009

AMERICAN BIO MEDICA CORPORATION
(Exact Name of Registrant as Specified in its Charter)

New York
0-28666
14-1702188
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification Number)
 
122 Smith Road, Kinderhook, NY
12106
(Address of Principal Executive Offices)
  (Zip Code)
 
Registrant’s telephone number, including area code:  518-758-8158

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 (see General Instruction A.2. below):
 
 
o    Written communications pursuant to Rule 425 under the Securities 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 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



ITEM 3.01.  NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING.

On March 24, 2009, American Bio Medica Corporation (“ABMC” or the “Company”) received notice from the NASDAQ OMX Group (“NASDAQ”) stating that NASDAQ has determined to further extend it suspension of the bid price and market value of publicly held shares requirement. Enforcement of the rules is now scheduled to resume on Monday, July 20, 2009.
 
All companies in a compliance period for a bid price or market value of publicly held shares concern will continue to be “frozen” and remain at that same stage of the process with respect to the rules.  The Company can regain compliance, either during the suspension or during the compliance period resuming after the suspension, by achieving a $1.00 closing bid price for a minimum of 10 consecutive trading days.
 
Prior to the resumption of the rules, NASDAQ has stated they will contact the Company and inform them of the number of calendar days remaining in our compliance period and the specific date by which the Company needs to regain compliance. NASDAQ also stated that they will continue to monitor circumstances closely.
 
NASDAQ previously informed the Company on December 22, 2008 and October 30, 2008, that given the extraordinary market conditions, NASDAQ had decided to suspend enforcement of the bid price and market value of publicly held shares requirements through April 20, 2009 and through January 16, 2009, respectively.
 
Although NASDAQ has not provided ABMC with a new compliance date, since ABMC had 22 calendar days remaining in its compliance period for its bid price deficiency prior to NASDAQ’s suspension, ABMC estimates they will have until on or about August 18, 2009 to regain compliance. The NASDAQ notice has no effect on the listing of ABMC’s common stock on The NASDAQ Capital Market at this time.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(d)           Exhibits

The following exhibit is filed with this report on Form 8-K

Exhibit 99.1 – American Bio Medica Corporation Press Release issued March 27, 2009
 

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: March 27, 2009
By:
/s/ Melissa A. Waterhouse  
   
Melissa A. Waterhouse
Vice President & Chief Compliance Officer
Corporate Secretary
 
       
       
 
 
EX-99.1 2 v144089_ex99-1.htm Unassociated Document
EXHIBIT 99.1


FOR IMMEDIATE RELEASE:
NASDAQ FURTHER EXTENDS TEMPORARY SUSPENSION OF BID PRICE AND MARKET VALUE OF PUBLICLY HELD SHARES REQUIREMENTS

KINDERHOOK, NY, March 27, 2009 – American Bio Medica Corporation (NASDAQ:ABMC) has received notice from the NASDAQ OMX Group (“NASDAQ”) that NASDAQ has determined to extend its suspension of the bid price and market value of publicly held shares requirements, and that enforcement of these rules is now scheduled to resume on Monday, July 20, 2009.
 
All companies in a compliance period for a bid price or market value of publicly held shares concern will continue to be “frozen” and remain at the same stage of the process with respect to these rules. ABMC can regain compliance, either during the suspension or during the compliance period resuming after the suspension, by achieving a $1.00 closing bid price for a minimum of 10 consecutive trading days.
 
Although NASDAQ has not provided ABMC with a new compliance date, since ABMC had 22 calendar days remaining in its compliance period for its bid price deficiency prior to NASDAQ’s initial temporary suspension, ABMC estimates they will have until August 18, 2009 to regain compliance.
 
The NASDAQ notice has no effect on the listing of ABMC’s common stock on The NASDAQ Capital Market at this time.
 
For more information on American Bio Medica Corporation or its products, please visit www.abmc.com.
 
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®, Rapid One®, Rapid TEC®, RDS® InCup®, Rapid TOX® and Rapid TOX Cup® products test for the presence or absence of drugs of abuse in urine, while OralStat® and Rapid STAT™ tests for the presence or absence of drugs of abuse in oral fluids.  ABMC’s Rapid Reader® is a compact, portable device that, when connected to any computer, interprets the results of an ABMC drug screen, and sends the results to a data management system, enabling the test administrator to easily manage their drug testing program.
 
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, regulatory approvals 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, 2007, 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.
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