PALOMAR MEDICAL TECHNOLOGIES INC
8-K, 1999-07-01
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
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                       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)                    July 1, 1999

                       Palomar Medical Technologies, Inc.
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)
<TABLE>
<S>                                         <C>                                         <C>

     Delaware                               001-11177                                   04-3128178
- -----------------------------------------------------------------------------------------------------------
(State or Other Jurisdiction                (Commission                                 (IRS Employer
     of Incorporation)                      File Number)                                Identification No.)
</TABLE>


45 Hartwell Avenue, Lexington, Massachusetts                          02421-3102
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                              (Zip Code)


                                  781-676-7300
- --------------------------------------------------------------------------------
               Registrant's telephone number, including area code


- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


<PAGE>
ITEM 5.  OTHER EVENTS.

         On July 1,  1999  Palomar  Medical  Technologies,  Inc.  issued a press
release  regarding the final report of the Independent  Inspector of Election in
connection with the annual meeting of stockholders held on June 23, 1999. A copy
of the press release is attached hereto and incorporated by reference.

ITEM 7.  EXHIBITS.

99.1      Press Release dated July 1, 1999.



                                   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:    July 1, 1999

                                              By: /s/ Louis P. Valente
                                                 -------------------------------
                                              Name:    Louis P. Valente
                                              Title:   President and
                                                       Chief Executive Officer
<PAGE>
                                 EXHIBIT INDEX
                                 -------------
Exhibit No.         Description
- -----------         -----------

   99.1             Press Release of Palomar Medical Technologies, Inc., dated
                    July 1, 1999


[LOGO]

                                  NEWS RELEASE



                             FOR IMMEDIATE RELEASE


CONTACTS:
John Ingoldsby                          or    Joseph Caruso
Director of Investor Relations                Chief  Financial Officer
Palomar Medical Technologies, Inc.            Palomar Medical Technologies, Inc.
781-402-2411                                  781-676-7300




                       PALOMAR VICTORIOUS IN PROXY CONTEST

LEXINGTON,  Mass.,  July 1, 1999 - Palomar Medical  Technologies,  Inc. (NASDAQ:
PMTI), the technology leader in laser hair removal,  today announced that it had
decisively defeated The Monterey Stockholders Group LLC in the proxy contest for
the election of directors.  The company's  announcement  was based on the final,
certified  report of the  independent  Inspector of Election  from the Company's
annual  meeting  of  stockholders  held on June 23,  1999.  The  Monterey  Group
unsuccessfully  sought to replace  Palomar's  Board of Directors  with their own
nominees.

The Inspector's final report noted that approximately 73% of the shares voted at
the meeting supported  Palomar's  nominees.  Palomar said again that it achieved
the victory despite the actions of Monterey's members,  including Mark T. Smith,
leader of  Monterey,  who  intentionally  failed  to vote its own  shares at the
annual  meeting in an  unsuccessful  attempt to prevent a quorum at the meeting.
Despite  Mr.  Smith's  machinations,  he was  unable  to  avoid  conclusive  and
resounding defeat at the polls.

Louis P. Valente,  chairman and chief executive  officer of Palomar,  said, "The
final report of the  Inspector of Election is clear and  convincing  evidence of
our  stockholders'  broad  support  for  Palomar's  Board of  Directors,  and we
appreciate their support. We look forward to now devoting all of our energies to
running our business and creating additional value for our stockholders."

Palomar Medical  Technologies,  Inc. is a leading supplier of proprietary  laser
systems  for hair  removal  and other  cosmetic  laser  treatments.  Hundreds of
Palomar laser hair removal  systems have been  installed in physician  practices
worldwide, and hundreds of thousands of treatments have been performed.

                                     (more)
<PAGE>

                                                                     PALOMAR / 2

   "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 may contain  forward-looking  statements that involve
risk and  uncertainties  that may  individually  or mutually  impact the matters
herein,  and cause actual results,  events and performance to differ materially.
These risk factors include, but are not limited to, technological  difficulties,
lack of product demand and market acceptance, the effect of economic conditions,
the impact of competitive  products and pricing,  governmental  regulations with
respect to medical  devices,  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, 1998.  Readers
are cautioned not to place undue reliance on these  forward-looking  statements,
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.

                                      ####

             Palomar news releases are available through PR Newswire
                  Company News on-Call by fax at 800-758-5804,
              Extension 107555, or http://www.prnewswire.com/(PMTI)

                      For more information about Palomar,
                  visit our home page at HTTP://WWW.PALMED.COM



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