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 a press release regarding the
preliminary report of the independent inspector of elections 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 June29, 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: June 29, 1999
By: /s/ Louis P. Valente
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Name: Louis P. Valente
Title: President and
Chief Executive Officer
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 CLAIMS VICTORY IN PROXY CONTEST
LEXINGTON, Mass., June 29, 1999 - Palomar Medical Technologies, Inc. (NASDAQ:
PMTI), the technology leader in laser hair removal, today claimed victory over
The Monterey Stockholders Group LLC in the proxy contest for the election of
directors. The company's announcement was based on the preliminary report of the
independent Inspector of Election from the Company's annual meeting of
stockholders held on June 23, 1999. The Monterey Group had sought to replace
Palomar's Board of Directors with their own nominees.
The Inspector's preliminary report noted that approximately 28,384,054 shares
voted at the meeting voted for Palomar's nominees and approximately 9,553,994
shares voted at the meeting voted for Monterey's nominees. Palomar said that it
achieved the victory despite the actions of Monterey's members, including Mark
T. Smith, leader of Monterey, who intentionally failed to vote their own shares
at the annual meeting in an unsuccessful attempt to prevent a quorum at the
meeting and avoid conclusive defeat at the polls.
Louis P. Valente, chairman and chief executive officer of Palomar, said, "The
preliminary report of the Inspector of Election demonstrates broad support for
Palomar's Board of Directors by its stockholders. We thank them for their
support and pledge to continue our efforts to enhance value for all Palomar
stockholders."
Valente continued, "Monterey's failed actions to prevent a quorum were, in our
opinion, a deliberate attempt to circumvent the voting process, silence Palomar
stockholders and avoid resounding defeat at the polls. In its effort to avoid
defeat, Monterey has attempted to thwart the most fundamental principle of good
corporate governance, the right of shareholders to take action through the
voting process. In our view, Mr. Smith and his group now have conclusively
proven to stockholders precisely why they do not deserve to sit on Palomar's
Board."
Certified, final voting results will be issued by the Inspector of Election in
the near future. At that time, final results will be announced.
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)
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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 contain forward-looking statements, including but not
limited to statements relating to the use of proceeds of the Star sale 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.
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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
