Filed Pursuant to Rule 424(b)(3)
Registration No. 333-50230
Prospectus Supplement No. 19
Dated May 14, 2004 (to Prospectus November 30, 2000)
AMERICAN BIO MEDICA CORPORATION
This Prospectus Supplement is part of the Prospectus dated November 30,
2000 related to an offering of up to 2,361,733 shares of our common stock by the
persons identified as the "selling shareholder" in the Prospectus.
Recent Developments.
Attached hereto is:
- Our Quarterly Report on Form 10-QSB for the quarter ending March 31,
2004 filed with the Commission on May 14, 2004.
The date of this Prospectus Supplement is May 14, 2004.
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
[x] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
of 1934.
For the quarterly period ended March 31, 2004.
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934.
For the transition period from to
Commission File Number: 0-28666
AMERICAN BIO MEDICA CORPORATION
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(Exact name of small business issuer as specified in its charter)
NEW YORK 14-1702188
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
122 SMITH ROAD, KINDERHOOK, NEW YORK 12106
-------------------------------------------
(Address of principal executive offices)
800-227-1243
---------------------------
(Issuer's telephone number)
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes [ ] No [X ]
State the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date:
21,282,268 Common Shares as of May 12, 2004
Transitional Small Business Disclosure Format: Yes [_] No [X]
1
PART I
FINANCIAL INFORMATION
AMERICAN BIO MEDICA CORPORATION
BALANCE SHEETS MARCH 31, DECEMBER 31,
2004 2003
(UNAUDITED)
-------------------- -------------------
ASSETS
------
Current assets:
Cash and cash equivalents $ 1,192,000 $ 942,000
Accounts receivable, net of allowance of $105,000
at March 31, 2004 and December 31, 2003 respectively 1,418,000 1,253,000
Other receivables 3,000 8,000
Inventory 3,106,000 3,049,000
Prepaid and other current assets 191,000 78,000
-------------------- -------------------
Total current assets 5,910,000 5,330,000
Property, plant and equipment, net 1,621,000 1,441,000
Other assets 7,000 7,000
-------------------- -------------------
Total Assets $ 7,538,000 $ 6,778,000
==================== ===================
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities:
Accounts payable $ 596,000 $ 737,000
Accrued liabilities 169,000 153,000
Wages payable 376,000 375,000
Line of credit 132,000
Current portion of mortgages and notes payable 24,000 25,000
Current portion of unearned grant 8,000 8,000
-------------------- -------------------
Total current liabilities 1,305,000 1,298,000
Long term portion of mortgages and notes payable 727,000 651,000
Long term portion of unearned grant 67,000 67,000
-------------------- -------------------
Total liabilities 2,099,000 2,016,000
-------------------- -------------------
Stockholders' equity:
Preferred stock; par value $.01 per share; 5,000,000
shares authorized; none issued and outstanding
Common stock; par value $.01 per share; 50,000,000
shares authorized; 21,248,934 and 20,664,151
shares issued at March 31, 2004 and December 31,
2003 respectively 213,000 207,000
Additional paid-in capital 18,606,000 17,959,000
Accumulated deficit (13,380,000) (13,404,000)
-------------------- -------------------
Total stockholders' equity 5,439,000 4,762,000
-------------------- -------------------
Total liabilities and stockholders' equity $ 7,538,000 $ 6,778,000
==================== ===================
The accompanying notes are an integral part of the financial statements
2
AMERICAN BIO MEDICA CORPORATION
STATEMENTS OF OPERATIONS
(UNAUDITED)
FOR THE THREE MONTHS ENDED
MARCH 31,
------------------------------------------
2004 2003
-------------------- -----------------
Net sales $ 3,072,000 $ 2,656,000
Cost of goods sold 1,349,000 1,170,000
-------------------- -----------------
Gross profit 1,723,000 1,486,000
-------------------- -----------------
Operating expenses:
Research and development 129,000 206,000
Selling and marketing 603,000 619,000
General and administrative 717,000 663,000
Employee severance costs 236,000
-------------------- -----------------
1,685,000 1,488,000
-------------------- -----------------
Operating income / (loss) 38,000 (2,000)
-------------------- -----------------
Other income (expense):
Other income 12,000
Interest income 2,000
Interest expense (13,000) (17,000)
-------------------- -----------------
(11,000) (5,000)
-------------------- -----------------
Income / (loss) before provisions for income taxes 27,000 (7,000)
Provision for (benefit from) income taxes 3,000 0
-------------------- -----------------
Net income / (loss) $ 24,000 $ (7,000)
==================== =================
Basic income / (loss) per common share $ 0.00 $ 0.00
==================== =================
Diluted income / (loss) per common share $ 0.00 $ 0.00
==================== =================
Weighted average shares outstanding -
basic 21,038,141 20,609,548
Dilutive effect of stock options and warrants 1,377,841 672,015
-------------------- -----------------
Weighted average shares outstanding -
diluted 22,415,982 21,281,563
==================== =================
The accompanying notes are an integral part of the financial statements
3
AMERICAN BIO MEDICA CORPORATION
STATEMENTS OF CASH FLOWS
(UNAUDITED)
FOR THE THREE MONTHS ENDED
MARCH 31,
---------------------------------------
2004 2003
------------------ ------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income / (loss) $ 24,000 $ (7,000)
Adjustments to reconcile net income/(loss) to net cash
provided by (used in) operating activities:
Depreciation 49,000 44,000
Non cash compensation expense 100,000
Gain on sale of land (30,000)
Changes in:
Accounts receivable (165,000) (231,000)
Inventory (57,000) 180,000
Prepaid expenses and other current assets (108,000) (56,000)
Accounts payable (142,000) (41,000)
Accrued liabilities 16,000 136,000
------------------ ------------------
Net cash (used in) operating activities (283,000) (4,000)
------------------ ------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment (143,000) (96,000)
Sale of land 150,000
------------------ ------------------
Net cash provided by/(used in) investing activities (143,000) 54,000
------------------ ------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of warrants 528,000
Proceeds from exercise of options 25,000
Debt payments (9,000) (5,000)
Capital lease payments (6,000)
Proceeds from line of credit 132,000 40,000
Line of credit payments (1,000)
------------------ ------------------
Net cash provided by financing activities 676,000 28,000
------------------ ------------------
NET INCREASE IN CASH AND CASH EQUIVALENTS 250,000 78,000
Cash and cash equivalents - beginning of period 942,000 231,000
------------------ ------------------
CASH AND CASH EQUIVALENTS - END OF PERIOD $ 1,192,000 $ 309,000
================== ==================
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during period for interest $ 13,000 $ 17,000
Issuance of note payable for purchase of equipment $ 85,000
The accompanying notes are an integral part of the financial statements
4
Notes to financial statements (unaudited)
March 31, 2004
Note A - Basis of Reporting
The accompanying unaudited financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America for interim financial information and with the instructions to Form
10-QSB. Accordingly, they do not include all of the information and footnotes
required by accounting principles generally accepted in the United States of
America for complete financial statements. In the opinion of management, such
statements include all adjustments, which are considered necessary for a fair
presentation of the financial position of American Bio Medica Corporation (the
"Company" or "ABMC") at March 31, 2004, and the results of its operations, and
cash flows for the three-month period ended March 31, 2004 and 2003. The results
of operations for the three-month period ended March 31, 2004 are not
necessarily indicative of the operating results for the full year. These
financial statements should be read in conjunction with the Company's audited
financial statements and related disclosures for the year ended December 31,
2003 included in the Company's Form 10-KSB.
During the year ended December 31, 2003, the Company earned net income of
$1,031,000 from net sales of $12,484,000, and had net cash provided by operating
activities of $684,000. During the three months ended March 31, 2004, the
Company earned a net income of $24,000 from net sales of $3,072,000. Included in
2003 net income is $185,000 from the reversal of an accrual related to a royalty
agreement executed in 1998 and terminated by mutual agreement in the second
quarter of 2003. The Company had net cash outflows from operating activities of
$283,000 for the first three months of 2004 primarily as the result of increases
in accounts receivables, inventory and prepaid expenses and reductions in
accounts payable. The Company continued to take steps to improve its financial
prospects including focusing on research and development and sales and
marketing. The Company continued development of new products including the test
components for an HIV test and completion and delivery of its Rapid Reader(TM).
Additionally, the Company added six new regional sales or sales support
professionals in the first quarter of 2004. Finally, several changes in
personnel including the separation of five employees were made in the first
quarter of 2004 along with other measures to enhance profit margins.
The Company's continued existence is dependent upon several factors,
including its ability to raise revenue levels and reduce costs to generate
positive cash flows, and to sell additional shares of the Company's common stock
to fund operations, if necessary.
NEW ACCOUNTING STANDARDS
In January 2003, the FASB issued FASB Interpretation No. 46 ("FIN 46"),
"Consolidation of Variable Interest Entities". In December 2003, the FASB issued
a revision to FIN 46 to clarify some of the provisions of FIN 46, and to exempt
certain entities from its requirements. FIN 46 gives guidance that determines
whether consolidation of a Variable Interest Entity is required. FIN 46 became
effective March 15, 2004. The adoption of this Statement did not have a material
impact on its financial statements.
Note B - Net Income Per Common Share
Basic net income or loss per share is calculated by dividing the net
income or loss by the weighted average number outstanding common shares during
the period. Diluted net income or loss per share includes the weighted average
dilutive effect of stock options and warrants.
5
Potential common shares outstanding as of March 31, 2004 and March 31,2003:
MARCH 31, 2004 MARCH 31, 2003
-------------- --------------
WARRANTS 2,395,920 2,651,703
OPTIONS 4,496,584 5,670,000
For the three months ended March 31, 2004 the number of securities not
included in the diluted EPS, because the effect would have been anti-dilutive,
were 2,487,250. For the three months ended March 31, 2003 the number of
securities not included in the diluted EPS, because the effect would have been
anti-dilutive, were 3,320,420.
The following pro forma information gives effect to fair value of the
options on the date of grant using the Black-Scholes option-pricing model with
the following assumptions: dividend yield of 0%, volatility of 81% for 2004 and
85% for 2003, risk free interest rates ranging from 5.06% to 5.23% for 2004 and
4.69% to 4.98% for 2003, and an expected life of 10 years for both 2004 and
2003. The pro-forma net income represents three months amortization of expense
associated with the option grants.
THREE MONTHS ENDED THREE MONTHS ENDED
MARCH 31, MARCH 31,
2004 2003
-------------------- --------------------
Net Income/(loss):
As reported $ 24,000 $ (7,000)
Pro forma $(158,000) $ (189,000)
Basic income/(loss) per share
As reported $ .00 $ .00
Pro forma $ (.01) $ (.01)
Diluted income/(loss) per share
As reported $ .00 $ .00
Pro forma $ (.01) $ (.01)
During the first quarter of 2004 stockholders equity changed as a result
of the exercise of warrants and options and charges for non-cash compensation.
Common stock changed by $6,000 and Additional paid in capital changed by
$547,000 resulting from the exercise of warrants and stock options during the
quarter. Further, additional paid in capital increased by $100,000 as a result
of $30,000 in non-cash expense for employee severance costs and $70,000 in
non-cash expense related to warrants granted to for financial advisory services.
Note C - Litigation
The Company has been named in legal proceedings in connection with matters
that arose during the normal course of its business, and that in the Company's
opinion are not material. While the ultimate result of any litigation cannot be
determined, it is management's opinion based upon consultation with counsel,
that it has adequately provided for losses that may be incurred related to these
claims. If the Company is unsuccessful in defending any or all of these claims,
resulting financial losses could have an adverse effect on the financial
position, results of operations and cash flows of the Company.
Note D - Sale of Land
On March 31, 2003 the Company sold approximately 85 acres of land at its
Kinderhook headquarters for $150,000 recognizing a gain of $30,000.
6
Note E - Reclassifications
Certain prior period items have been reclassified to conform to the
current presentation.
Note F - Employee Severance Costs
During the first quarter of 2004 the Company incurred severance costs as a
result of several personnel changes made in conjunction with the changing needs
of the business. Included in these changes were the separation of an executive
vice president and a manager of operations, a sales representative, and two
clerical positions, all at the Company's headquarters in Kinderhook, NY. The
costs related to these separations totaled $236,000, of which $30,000 was
non-cash.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
The following discussion of the Company's financial condition and the
results of operations should be read in conjunction with the Financial
Statements and Notes thereto appearing elsewhere in this document.
The Private Securities Litigation Reform Act of 1995 provides a safe
harbor for forward-looking statements. In order to comply with the terms of the
safe harbor, the Company notes that in addition to the description of historical
facts contained herein, this report contains certain forward-looking statements
that involve risks and uncertainties as detailed herein and from time to time in
the Company's other filings with the Securities and Exchange Commission and
elsewhere. Such statements are based on management's current expectations and
are subject to a number of factors and uncertainties, which could cause actual
results to differ materially from those, described in the forward-looking
statements. These factors include, among others: (a) the Company's fluctuations
in sales and operating results; (b) risks associated with international
business; (c) regulatory, competitive and contractual risks; (d) product
development risks; and (e) the ability to achieve strategic initiatives,
including but not limited to the ability to achieve sales growth across the
business segments through a combination of enhanced sales force, new products,
and customer service.
Critical accounting policies
There have been no significant changes to the Company's critical
accounting policies, which are included in the Company's 10KSB filing for the
year ended December 31, 2003, during the three months ended March 31, 2004.
The Company entered into several arrangements with third parties that
funded Research and Development activities in 2003. No new arrangements were
entered into during the first quarter of 2004. The 2003 arrangements included
milestones that had to be achieved to receive payment. The Company recorded
revenue based upon the lesser of costs incurred to date, or the milestone value
(for the milestone value to be used, the milestone must be achieved). In 2003
the Company recognized sales and cost of sales totaling $60,000 from two
separate arrangements for the performance of Research and Development
activities.
Results of operations for the three months ended March 31, 2004 as compared to
the three months ended March 31, 2003
Net sales were $3,072,000 for the three months ended March 31, 2004 as compared
to $2,656,000 for the three months ended March 31, 2003, an increase of $416,000
or 15.7%. The Company's efforts to grow its direct sales continued in the first
quarter of 2004. Direct sales accounted for 66.0% or $2,026,000 of sales for the
first quarter compared to $1,615,000 or 60.8% a year ago. Telemarketing and
international sales contributed approximately $525,000 or 17.1% of the net sales
7
for the first three months of 2004, compared to $564,000 or 21.2% of the net
sales for the same period in 2003. During the three months ended March 31, 2004,
the Company continued its extensive program to market and distribute its primary
product lines, the Rapid Drug Screen(R), its Rapid Tec(R) series and Rapid
One(R), in addition to its saliva based test, the Oralstat(R). The Company also
introduced and began marketing its Rapid Reader(TM). The Rapid Reader is a
compact, portable device that, when connected to a computer, captures a picture
of the test results on an ABMC drug screen using a high-resolution camera. The
Rapid Reader's proprietary software analyzes this image and interprets the
results. The information is then sent to a data management system, which enables
the user to interpret, store, transmit and print the drug test results.
Cost of goods sold for the three months ended March 31, 2004 was
$1,349,000 or 43.9% of net sales as compared to $1,170,000 or 44.1% of net sales
for the three months ended March 31, 2003. The increase in cost of goods sold is
commensurate with the increase in sales. Gross margins remained relatively
consistent year over year. The cost of labor and overhead rose slightly in 2004
compared to a year ago, however materials have remained relatively consistent
and the Company continued its efforts to control the costs to produce its
products.
Operating expenses increased 13.2% to $1,685,000 in first three months of
2004 as compared to $1,488,000 in the same period in 2003. Research and
development expense was $129,000, down from $206,000 in the first quarter of
2003. This reduction is attributable to increased strip production in response
to increases in sales and the redeployment of resources in the Company's
manufacturing facility. Selling and marketing expense was $603,000 for the first
quarter of 2004 compared to $619,000 in the same period a year ago. The savings
is attributable to a modification of the Company's sales commissions plan.
General and administrative expenses increased by $54,000 to $717,000 in the
first three months of 2004.
Included in operating expenses in the first quarter of 2004 are charges of
$291,000 of which $236,000 related to employee severance costs, incurred in
response to the changing needs of the business in January 2004, and $55,000 of
professional fees related to the Company's investigation into allegations
identified in an anonymous letter received by its independent accountants in
February 2004. As part of this response, an independent counsel performed an
internal investigation. The Company has incurred additional expenses in the
second quarter of 2004 related to this internal investigation. The employee
severance costs included cash payments totaling $206,000 and non-cash charges of
$30,000 related to the retention of options.
Research and development
Research and development ("R&D") expenses for the three months ended March
31, 2004 were $129,000 or 4.2% of net sales compared to $206,000 or 7.8% of net
sales for the three months ended March 31, 2003. The decrease in expense is
primarily due to the redeployment of personnel to manufacturing in the first
quarter of 2004 in response to increased sales. Management's strategy to: focus
on new product development to meet the changing needs of the point of collection
drug of abuse testing market; develop test components for an HIV test currently
under development for an unrelated party; and develop new uses of immunoassay
lateral flow technology, remains unchanged.
Selling and marketing expense
Selling and marketing expense was $603,000 or 19.6% of net sales in the
first three months of 2004. This represents a decrease of $16,000, from $619,000
or 23.3% of net sales in the same three months in 2003. This decrease is
primarily attributable to lower commission expense in sales due to modifications
in the Company's sales commission structure. Further, in the first quarter of
2004 expenses for advertising and promotion and travel were lower than the same
period a year ago.
8
General and administrative expense
General and administrative (G&A) expense was $54,000 higher in the first
three months of 2004 than the same period in 2003. Total G&A expense for the
three months ended March 31, 2004 was $717,000 or 23.3% of net sales compared to
$663,000 or 25.0% of net sales in the first three months of 2003. Savings in
personnel costs were offset by increases in patent and license expense,
professional fees incurred in connection with an anonymous letter received by
our independent accountants in February 2004, additional quality assurance costs
resulting from additional personnel hired during 2003, and cash and non-cash
service fees totaling $85,200, stemming from a contract entered into in the
fourth quarter of 2003 with Brean Murray & Co., Inc. to provide financial
advisory services in exchange for warrants to purchase 300,000 shares of common
stock and a monthly cash payment.
LIQUIDITY AND CAPITAL RESOURCES AS OF MARCH 31, 2004
The Company's cash requirements depend on numerous factors, including
product development activities, ability to penetrate the direct sales market,
market acceptance of its new products, and effective management of inventory
levels in response to sales forecasts. The Company expects to devote substantial
capital resources to continue its product development, expand manufacturing
capacity, and support its direct sales efforts. The Company will examine other
growth opportunities including strategic alliances and expects such activities
will be funded from existing cash and cash equivalents, issuance of additional
equity or debt securities or additional borrowings subject to market and other
conditions. The Company believes that its current cash balances, and cash
generated from future operations will be sufficient to fund operations for the
next twelve months. If cash generated from operations is insufficient to satisfy
the Company's working capital and capital expenditure requirements, the Company
may be required to sell additional equity or obtain additional credit
facilities. There is no assurance that such financing will be available or that
the Company will be able to complete financing on satisfactory terms, if at all.
Management believes that the amount of research and development, sales and
marketing and general and administrative costs may increase as the Company
continues its investment in long term growth and creates the necessary
infrastructure to: achieve its worldwide drug test marketing and sales goals,
continue its penetration of the direct sales market, support research and
development projects and leverage new product initiatives. However, management
has implemented programs to control the rate of increase of these costs to be
consistent with the expected sales growth rate of the Company.
The Company has working capital of $4,605,000 at March 31, 2004 as
compared to working capital of $4,032,000 at December 31, 2003. The Company has
historically satisfied its net working capital requirements, if needed, through
cash generated by proceeds from private placements of equity securities with
institutional investors. The Company has never paid any dividends on its common
shares and anticipates that all future earnings, if any, will be retained for
use in the Company's business and it does not anticipate paying any cash
dividends.
Net cash used in operating activities was $283,000 for the three months
ended March 31, 2004 compared to net cash used in operating activities of $4,000
for the three months ended March 31, 2003. The net cash used in operating
activities for the three months ended March 31, 2004 resulted primarily from net
income associated with increased net sales, offset by increases in accounts
receivable and prepaid expenses and reductions in accounts payable. Prepaid
expenses historically increase in the first quarter of the year as a result of
several large insurance premiums representing annual coverage being paid.
Reductions in accounts payable and accrued expenses pertain to purchases of
inventory materials in the fourth quarter of 2003.
Net cash used in investing activities was $143,000 for the three months
ended March 31, 2004 compared to net cash provided by investing activities of
$54,000 for the three months ended March 31, 2003. The net cash used in
investing activities in the first three months of 2004 was exclusively for
investment in property, plant & equipment and was comprised of Rapid Reader
9
devices and software, and the purchase and installation of enhanced sales
tracking and forecasting software. In the first quarter of 2003 cash provided by
investing activities was comprised of proceeds from the sale of approximately 85
acres of land at the Company's headquarters in Kinderhook, NY totaling $150,000,
offset by $96,000 for the purchase of property, plant and equipment.
Net cash provided by financing activities was $676,000 for the three
months ended March 31, 2004, consisting of proceeds from the exercise of
warrants totaling $528,000, proceeds from the exercise of options totaling
$25,000, and borrowings on a line of credit totaling $132,000. The Company also
issued a note payable in the amount of $85,000, which was a non-cash financing
activity, bearing an interest rate of 5% and a term of two years from the
manufacturer of a new mold purchased by the Company. The line of credit is held
by Hudson River Bank and Trust Company ("HRBT") and has a maximum available line
of $350,000, not to exceed 70% of accounts receivable less than 60 days. The
interest rate is .25% above the HRBT prime rate and the Company is required to
pay the principal down to $0 for a 30 consecutive day period in each 12 months
during which the line is available. Net cash provided by financing activities in
the first quarter of 2003 were comprised of borrowings on a line of credit
totaling $39,000 offset by payments on long-term debt and capital lease payments
At March 31, 2004, the Company had cash and cash equivalents of
$1,192,000.
The Company's primary short-term capital and working capital needs relate
to continued support of its research and development programs, opening new
distribution opportunities, focusing sales efforts on segments of the drugs of
abuse testing market that will yield high volume sales, increasing its
manufacturing and production capabilities, and establishing adequate inventory
levels to support expected sales.
ITEM 3. CONTROLS AND PROCEDURES
As of May 4, 2004, the Company's President and CFO reviewed the Company's
disclosure controls and procedures. Based on this evaluation, the Company,
including the President and CFO, have concluded that the Company's disclosure
controls and procedures are adequate to ensure the clarity and material
completeness of the Company's disclosure in its periodic reports required to be
filed with the SEC. Additionally, based upon this most recent evaluation, we
have concluded that there were no significant changes in internal controls or
other factors that could significantly affect the internal controls of the
company subsequent to the date of evaluation.
10
PART II
OTHER INFORMATION
Item 1. Legal Proceedings:
See "Note C - Litigation" in the Notes to Financial Statements included
in this report for a description of pending legal proceedings in which
the Company is a party.
Item 2. Changes in Securities
None.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security-Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
31.1 Rule 13a-14(a)/15d-14(a) Certification of President
31.2 Rule 13a-14(a)/15d-14(a) Certification of Chief Financial
Officer
32.1 Certification of the President pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
32.2 Certification of the Chief Financial Officer pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
(b) Reports on Form 8-K
On January 22, 2004, the Company filed a Form 8-K related to
the removal of Donal V. Carroll as Chief Executive Officer.
On January 30, 2004, the Company filed a Form 8-K related to
the appointment of Daniel W. Kollin to its Board of Directors, the
resignation of Dr. Gerald W. Lynch from its Board of Directors and
the resignation of Douglas Casterlin as Executive Vice President,
Operations.
11
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
has caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
AMERICAN BIO MEDICA CORPORATION
(Registrant)
By: /s/ Keith E. Palmer
-------------------------------------
EVP of Finance, Chief Financial
Officer and Treasurer (Principal
Accounting Officer and duly
authorized Officer)
Dated: May 14, 2004
12