AMERICAN BANK NOTE HOLOGRAPHICS INC
8-K, 1999-01-26
BUSINESS SERVICES, NEC
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<PAGE>   1
                       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 25, 1999
                                                         -----------------

                      AMERICAN BANK NOTE HOLOGRAPHICS, INC.
- --------------------------------------------------------------------------------
             (Exact Name of Registrant as specified in its charter)



          Delaware                        1-14227                13-3317668
- --------------------------------------------------------------------------------
(State or other jurisdiction         (Commission File           (IRS Employer
      of incorporation)                   Number)            Identification No.)



                399 Executive Boulevard, Elmsford, New York 10523
                -------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)



       Registrant's telephone number, including area code: (914) 592-2355
                                                           --------------


- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>   2







ITEM 5

     Press Release, dated January 25, 1999, incorporated by reference herein and
     attached hereto as Exhibit 99.1.


<PAGE>   3



     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 BANK NOTE HOLOGRAPHICS, INC.


Date: January 25, 1999                  /s/ MORRIS WEISSMAN
                                        --------------------------------
                                        MORRIS WEISSMAN, CHIEF EXECUTIVE OFFICER

<PAGE>   4



                                  Exhibit Index


Exhibit                Description
- -------                -----------

  99.1                 Press release of American Bank Note Holographics, Inc.



<PAGE>   1

FOR IMMEDIATE RELEASE - JANUARY 25, 1999


Contact:   Morris Weissman
           American Bank Note Holographics, Inc.
           (212) 593-5700

           Walter Montgomery
           Robinson Lerer & Montgomery
           (212) 484-6721

ELMSFORD, NY -- American Bank Note Holographics, Inc. (NYSE-ABH) announced
today that, based upon currently available information, the Company expects that
revenues and net income for the year ended December 31, 1998 will be
substantially lower than that for the year ended December 31, 1997, and that
the Company's interim financial statements for each of the first three quarters
of 1998 will require restatement. The Company also currently believes that net
income of the Company has been over-stated for each of the years ended December
31, 1997 and December 31, 1996 by approximately 10%. Accordingly, the Company's
financial statements as of December 31, 1997 and 1996 and for each of the three
years in the period ended December 31, 1997 and the related Report of
Independent Auditors should no longer be relied upon.

The previously announced investigation by the Company's Audit Committee is
continuing.

American Bank Note Holographics also announced today that several class-action
lawsuits have been commenced on behalf of purchasers of the common stock of the
Company during certain stated periods from mid-July 1998 through mid-January
1999. The lawsuits allege violations of the federal securities laws and name
as defendants the Company and certain of its officers and directors. The
lawsuits seek to recover damages on behalf of all purchasers of the Company's
stock during the class periods stated in each complaint. The lawsuits each
refer to the Company's January 19, 1999 public announcement that the Company's
Audit Committee has commenced the investigation into certain revenue
recognition issues. The Company is reviewing the lawsuits and intends to
respond to the lawsuits in a timely manner.

American Bank Note Holographics is a world leader in the origination,
production, and marketing of mass-produced secure holograms, based on its
significant market share. The Company's holograms are used for security
applications, such as counterfeiting protection for credit and other
transaction cards, identification cards and documents of value, as well as for
tamper resistance and authentication of high-value consumer and industrial
products.



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