SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) November 3, 1998
Palomar Medical Technologies, Inc.
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(Exact Name of Registrant as Specified in Charter)
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<S> <C> <C>
Delaware 04-3128178
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
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45 Hartwell Avenue, Lexington, Massachusetts 02421-3102
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code 781-676-7300
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
Palomar Medical Technologies, Inc. issued the following press release on
November 2, 1998:
PALOMAR AND COHERENT REPORT ON NEGOTIATIONS
FOR SALE OF PALOMAR'S STAR SUBSIDIARY
LEXINGTON, Mass., November 2, 1998 - Palomar Medical Technologies, Inc. (NASDAQ:
PMTI), the technology leader in laser hair removal, and Coherent, Inc. (NASDAQ:
COHR) today announced that they are currently negotiating the sale to Coherent
of Palomar's majority owned subsidiary, Star Medical Technologies, Inc. Star,
based in Pleasanton, Calif., manufactures the LightSheer(TM) Diode laser system
distributed exclusively by Coherent.
The sale price is expected to be in the range of $60 to $65 million, payable in
cash. However, at this time, the parties have not agreed to all of the terms of
the transaction. Because a number of significant issues regarding the terms of
the transaction remain unresolved, there can be no assurance that the parties
will reach agreement. Due to the uncertain nature of transaction negotiations,
the likelihood that an agreement will be reached is indeterminable. If an
agreement is reached, consummation of the transaction would be subject to the
approval of the stockholders of Palomar, as well as certain regulatory approvals
and other standard closing conditions.
Palomar Medical Technologies, Inc. is a leading supplier of proprietary laser
systems for hair removal and other cosmetic laser treatments. Hundreds of
Palomar systems have been installed in physician practices worldwide, and more
than 150,000 treatments have been performed.
"SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT. With
the exception of the historical information contained in this release, the
matters described herein contain forward-looking statements relating to the
possible sale of the company's Star subsidiary. That possible sale involves
risks and uncertainties that may individually or mutually impact the
transaction, and cause the possible sale not to be completed or cause the sale
to be completed on terms that differ materially from those described herein.
These risk factors include, but are not limited to, the ability of all the
parties to the proposed transaction to reach agreement on material terms, the
availability of financing for the transaction, the effect of national and global
economic conditions, governmental and shareholder approval, and/or other factors
outside the control of the company which are detailed from time to time in the
company's SEC reports, including the report on Form 10-K for the year ended
December 31, 1997. Readers are cautioned not to place undue reliance on these
forward-looking statements about this possible transaction, which speak only as
of the date hereof. The company undertakes no obligation to release publicly the
result of any revisions to these forward-looking statements that may be made to
reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.
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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.
PALOMAR MEDICAL TECHNOLOGIES, INC.
Date: November 3, 1998
By: /s/
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Name: Louis P. Valente
Title: President and
Chief Executive Officer