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) July
3, 2006
CHEMBIO
DIAGNOSTIC, INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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0-30379
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88-0425691
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(State
or other jurisdiction
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(Commission
File Number)
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(IRS
Employer
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of
Incorporation)
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Identification
Number)
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3661
Horseblock Road
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Medford,
NY 11763
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(Address
of principal executive offices)
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631-924-1135
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(Registrant’s
Telephone Number)
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N/A
(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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
ITEM
3.02. Unregistered Sales of Equity Securities.
On
July
3, 2006, the Company issued 322,577 shares of common stock as payment
of
dividends on the Company’s series B preferred stock. No cash was exchanged in
this issuance. The Company relied on Section 4(2) of the Securities Act
of 1933
as the basis for its exemption from registration of this issuance. The
investors
in the issuance were accredited investors of the Company.
On
July
10, 2006, the Company issued to Bio-Business Science & Development LTDA, in
payment of commissions, warrants to purchase 29,838 shares of the Company’s
Common Stock having an exercise price of $0.753 per share. These warrants
are
exercisable immediately and expire five years from the date of issue.
The
Company relied on Section 4(2) of the Securities Act of 1933 as the basis
for
its exemption from registration of this issuance. The sole investor in
the
issuance was an accredited investor.
On
July
18, 2006, the Company issued 15,000 shares of Common Stock to one of
the
Company’s non-employee directors, Alan Carus. The Common Stock vests in three
equal annual installments beginning on July 1, 2006. The Company relied
on
Section 4(2) of the Securities Act of 1933 as the basis for its exemption
from
registration of this issuance.
On
July
31, 2006, the Company issued to Investor Relations Group, Inc., in payment
for
consulting services, warrants to purchase 8,333 shares, of the Company’s Common
Stock having an exercise price of $0.70 per share and 8,333 shares of
the
Company’s Common Stock. The warrants are exercisable immediately and expire five
years from the date of issue. The Company relied on Section 4(2) of the
Securities Act of 1933 as the basis for its exemption from registration
of this
issuance. The sole investor in the issuance was an accredited
investor.
ITEM
7.01. Regulation FD Disclosures.
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(a)
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On
August 3, 2006 the Registrant issued the press release titled
“Chembio
Receives First Order from PEPFAR’s Supply Chain Management System”
included herein as Exhibit 99.1.
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ITEM
9.01. Financial Statements and Exhibits
(c) Exhibits.
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99.1
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Press
Release titled “Chembio Receives First Order from
PEPFAR’s Supply Chain Management System” issued August 3,
2006.
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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
thereunto
duly authorized.
Date:
August 8, 2006 Chembio
Diagnostics, Inc.
By: /s/
Lawrence A. Siebert
Lawrence
A. Siebert
Chief
Executive Officer
Exhibit
99.1 Press release of 8/3/06
Chembio
Receives First Order from PEPFAR’s Supply Chain Management
System
MEDFORD,
N.Y. - August 3, 2006 - Chembio Diagnostics, Inc. (OTCBB:CEMI) has received
its
first order from the new Supply Chain Management System (SCMS) established
recently under the auspices of the U.S. President’s Emergency Plan for AIDS
Relief (PEPFAR). The order is for 50,000 HIV 1/2 STAT-PAK(TM) tests to
be used
in connection with the ongoing scale-up of rapid testing in Nigeria. This
ramp
up in testing will be necessary in order for the country, one of the fifteen
original PEPFAR focus countries, to meet its HIV treatment targets under
PEPFAR
and other programs.
SCMS
is
designed to improve the supply chain that delivers an uninterrupted supply
of
high-quality, affordable products abroad. The project will focus on better
forecasting to determine what products are needed, as well as aggregating
demand
and improving systems for storage, transport and distribution. The SCMS
supply
chain will be transparent, accountable and tailored to specific country
needs.
The SCMS project team is led by the Partnership for Supply Chain Management
(PSCM), a nonprofit organization established by JSI Research & Training
Institute (JSI) and Management Sciences for Health (MSH). The project team
includes 17 institutions including large multinationals Northrop Grumman
Information Technology and UPS Supply Chain Solutions.
Chembio
believes it is extremely well positioned to participate in ongoing procurements
from SCMS as a result of its competitively priced, FDA-approved products
that
are manufactured in the United States. Further information on SCMS can
be viewed
at http://portalprd1.jsi.com/portal/page?_pageid=273,4810405,273_4810524&_dad=portal&_schema=PORTAL.
ABOUT
CHEMBIO
Chembio
Diagnostics, Inc., a developer and manufacturer of rapid diagnostic tests
for
infectious diseases, is on the frontlines of the global battle against
the AIDS
pandemic. The Company has received marketing approval from the FDA for
its SURE
CHECK(R) HIV 1/2 and HIV 1/2 STAT-PAK(TM) rapid tests. The Company also
manufactures rapid tests for veterinary Tuberculosis and Chagas Disease,
and has
developed a patent-pending technology, the Dual Path Platform (DPP(TM)),
for its
next generation HIV and other rapid tests. For additional information please
visit www.chembio.com.
FORWARD-LOOKING
STATEMENTS
Statements
contained herein that are not historical facts may be forward-looking statements
within the meaning of the Securities Act of 1933, as amended. Forward-looking
statements include statements regarding the intent, belief or current
expectations of the Company and its management. Such statements are estimates
only, as the Company has not completed the preparation of its financial
statements for those periods, nor has its auditor completed the audit of
those
results. Actual revenue may differ materially from those anticipated in
this
press release. Such statements reflect management's current views, are
based on
certain assumptions and involve risks and uncertainties. Actual results,
events,
or performance may differ materially from the above forward-looking statements
due to a number of important factors, and will be dependent upon a variety
of
factors, including, but not limited to Chembio's ability to obtain additional
financing, to obtain regulatory approvals in a timely manner, and the demand
for
Chembio's products. Chembio undertakes no obligation to publicly update
these
forward-looking statements to reflect events or circumstances that occur
after
the date hereof or to reflect any change in Chembio's expectations with
regard
to these forward-looking statements or the occurrence of unanticipated
events.
Factors that may impact Chembio's success are more fully disclosed in Chembio's
most recent public filings with the U.S. Securities and Exchange
Commission.
Contact:
The
Investor Relations Group
Investors:
James Carbonara/Andrea Raetzer
Media:
Susan Morgenbesser
212-825-3210