Entry into a Material Definitive Agreement
On September 29, 2016, upon request of Edmund M. Jaskiewicz, President of the corporation and former Chairman of the Board, and upon approval of the American Bio Medica Corporation (“the “Company”) Board of Directors, the Company entered into an agreement to exchange certain debt payable to Mr. Jaskiewicz for restricted shares of the Company’s common stock. The extinguishment of the debt was also authorized and consented to by Crestmark Bank, the Company’s line of credit lender, (“Crestmark”); as the debt owed to Mr. Jaskiewicz was subordinate to the Crestmark line of credit debt.
Unregistered Sales of Equity Securities
On September 30, 2016 and in connection with the agreement indicated above, the Company exchanged debt in the amount of $154,279 owed to Mr. Jaskiewicz for 1,186,765 restricted shares of the Company’s common stock. The number of common shares to be issued to Mr. Jaskiewicz was determined by using the average closing price of the Company’s common shares for the ten (10) consecutive trading days preceding the issuance, or $0.13 per share. The issuance of the shares of common stock was exempt from the registration requirements under Section 4(a)(2) of the Securities Act of 1933, as amended, as a transaction by an issuer not involving any public offering. As of the date of this report (and with this issuance), the Company has 28,458,173 shares of common stock outstanding.