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 16, 2005
Chembio
Diagnostics, Inc. |
(Exact
name of registrant as specified in its charter)
Nevada |
333-85787 |
88-0425691 |
(State
or other jurisdiction
of
incorporation) |
(Commission
File Number) |
(IRS
Employer Identification No.) |
3661
Horseblock Road, Medford, NY
11763
(Address
of principal executive offices) (Zip
Code)
Registrant's
telephone number, including area code (631)
924-1135
(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):
[
] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[
] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM
5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On March
15, 2005, Chembio Diagnostics, Inc. (the “Company”) issued a press release
announcing that, effective March 15, 2005, the Company’s Board of Directors
increased the size of the Board of Directors to four members and elected Dr.
Gary Meller and Gerald A. Eppner, Esq. to the Board of Directors to fill the
newly created vacancies. A copy of the press release is attached hereto as
Exhibit 99.1. It is anticipated that the Board of Directors will establish an
Audit Committee and a Compensation Committee of the Board of Directors and each
of the newly elected directors will become a member of both the Audit Committee
and the Compensation Committee.
Dr.
Meller is a physician and businessman based in Florida who is currently
President of CommSense Inc. which consults on health service operations,
strategy, new product development, and technology to clients worldwide. Dr.
Meller has held various positions at leading hospitals and healthcare
organizations, board and advisory positions with medical products and services
companies, and has been published extensively on a wide array of medical
subjects. Prior to joining CommSense, Dr. Meller was the founder of the North
American division of NextEd Ltd., a leading Internet educational services
company in the Asia Pacific region. Dr. Meller has also been Vice President of
Physician Services at Holy Cross Hospital, Founder and Director of Broward
Medical Group, and held various positions at Humana, including Associate
Executive Director, Humana Hospital Biscayne. Dr. Meller was awarded his MBA
from the Harvard University School of Business Administration and his Doctor of
Medicine from the University of New Mexico.
Mr.
Eppner has been practicing law in New York City for more than 35 years,
concentrating on emerging growth companies, particularly those in medical and
technological industries. He retired recently as a partner in Cadwalader,
Wickersham & Taft, and currently serves as Senior Counsel to that firm. In
his role as Senior Counsel, Mr. Eppner conducts a broad domestic and
international securities and corporate law practice in the firm’s New York
office. With more than five years of service on the staff of the Securities and
Exchange Commission in Washington D.C., including a year as legal assistant to
the Chairman, and over 35 years in private practice in New York City, Mr. Eppner
has experience in virtually every aspect of practice under the Federal
securities laws, with particular emphasis on equity capital raising activities
and business combinations. Mr. Eppner received his B.S. in Mechanical
Engineering (with honors) in 1959 and his M.S. in Management Engineering in 1960
from Rensselaer Polytechnic Institute. He graduated with honors from the
National Law Center of the George Washington University with a J.D. degree in
1963, where he was an Editor of the Law Review and was admitted to The Order of
the Coif.
ITEM
9.01. Financial Statements and Exhibits
(c)
Exhibits
99.1
Press release issued March 15, 2005
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 thereunto
duly authorized.
Date:
March 15, 2005 CHEMBIO
DIAGNOSTICS, INC.
By:
/s/
Lawrence A. Siebert
Lawrence A. Siebert
Chief Executive Officer