-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SxAJx2kqsbsTx968nnj12JXoOiiOhXZDQ//8fQrMMvJUaqy+kV4NtcsiCjRdu6g0 8AnnnAXgSRaHI5OwkEfHKQ== 0001144204-03-005329.txt : 20030904 0001144204-03-005329.hdr.sgml : 20030904 20030904172812 ACCESSION NUMBER: 0001144204-03-005329 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030903 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030904 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DIGITAL ANGEL CORP CENTRAL INDEX KEY: 0000771252 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATIONS EQUIPMENT, NEC [3669] IRS NUMBER: 521233960 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15177 FILM NUMBER: 03882154 BUSINESS ADDRESS: STREET 1: 490 VILLAUME AVENUE CITY: SOUTH ST. PAUL STATE: MN ZIP: 55075 BUSINESS PHONE: 6514551621 MAIL ADDRESS: STREET 1: 490 VILLAUME AVENUE CITY: SOUTH ST. PAUL STATE: MN ZIP: 55075 FORMER COMPANY: FORMER CONFORMED NAME: MEDICAL ADVISORY SYSTEMS INC DATE OF NAME CHANGE: 19920703 8-K 1 digital.htm

 

UNITED STATES
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):  September 4, 2003

 

DIGITAL ANGEL CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware
 
1-15177
 
52-1233960

(State of other jurisdiction
of incorporation)

 

(Commission File Number)

 

(I.R.S. Employer
Identification No.)

 

490 Villaume Avenue, South St. Paul, MN     55075

(Address of Principal Executive Offices)               (Zip Code)

 

(Registrant's telephone number, including area code)       (651) 455-1621

 

Not applicable.

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

 

 




 

Item 5.                                                            Other Events and Regulation FD Disclosure.

The information set forth in Exhibit 99.1 hereto is hereby incorporated herein by reference.

 

 

Item 7.                                                           Exhibits and Reports on Form 8-K.

 

(a)                                  No financial statements are required to be filed as part of this Current Report on Form 8-K.

 

(b)                                 No pro forma financial information is required to be filed as part of this Current Report on Form 8-K.

 

(c)                                  The following exhibit is filed as part of this Current Report on Form 8-K:

 

                99.1      Copy of press release of Digital Angel Corporation dated September 4, 2003.

 

Forward-Looking Statements

 

            This Form 8-K contains certain "forward-looking statements" which represent the Registrant's expectations or belief, including, but not limited to, statements concerning industry performance and the Registrant's operations, performance, financial condition, plans, growth and strategies.  Any statements contained in this Form 8-K that are not statements of historical fact may be deemed to be forward-looking statements.  Without limiting the generality of the foregoing, words such as "may," "will," "expect," "anticipate," "intend," "could," "estimate" or "continue" or the negative or other variations thereof or comparable terminology are intended to identify forward-looking statements.  These statements by their nature involve substantial risks and uncertainties, certain of which are beyond the Registrant's control, and actual results may differ materially depending on a variety of important factors many of which are beyond the control of the Registrant.

 

 

 

2

 



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.

 

Date: September 4, 2003

 

 

 

 

/s/ James P. Santelli

 

 

Digital Angel Corporation
James P. Santelli
Vice-President of Finance and Chief Financial Officer

 

3

EX-99.1 3 exhibit_99-1.htm EDGAR Ease+ 1.2c -- , , -- Complete View

Exhibit 99.1

                                                                                                                                                                 

Investor Contact
Thomas Redington
Redington, Inc.
Phone:  203-222-7399
Email:  tredington@redingtoninc.com

 

Media Contact
Matthew Cossolotto
Ovations International, Inc.
Phone:  914-245-9721
Email:  matthew@ovations.com

 

DIGITAL ANGEL CORPORATION CEO, RANDOLPH K. GEISSLER, BECOMES CEO OF
COMPANY'S ANIMAL APPLICATIONS AND INFORMATION/MEDICAL DIVISIONS

         Pioneer in implantable RFID identification microchip technology,
Mr. Geissler will focus on growth opportunities

Company begins search for new CEO of Digital Angel Corporation

SOUTH ST. PAUL, MN - SEPTEMBER 4, 2003 - Digital Angel Corporation (AMEX: DOC) today announced that Randolph K. Geissler, who has served as CEO of the Company for the past three years, will become CEO of the Company's Animal Applications and Information/Medical Divisions. To fill the resulting vacancy, the Company has initiated a search for a new CEO.

Mr.  Geissler is a pioneer in developing an implantable, radio frequency identification (RFID) device that is about the size of a grain of rice. Mr. Geissler will focus on growth opportunities by leveraging the Company's patented, proprietary implantable microchip technologies, including the new Bio-ThermoTM temperature-sensing microchip, the Company's first implantable bio-sensor. Mr. Geissler spent eight years as CEO of Destron Fearing Corporation (formerly NASDAQ: DFCO) prior to its merger with Digital Angel Corporation in 2000.

During the search for a new CEO, the position of interim CEO will be filled by Kevin McLaughlin, who currently serves as President and COO of the Company's majority owner, Applied Digital Solutions, Inc. Mr. McLaughlin will also serve on the Company's Board of Directors on an interim basis.

With over 20 years experience in executive-level sales leadership in high technology hardware, software and consulting services, Mr. McLaughlin was appointed Director and Chief Executive Officer of InfoTech, USA, Inc., formerly SysComm International Corporation, Applied Digital Solutions' 52.2% owned subsidiary. Prior to that time, he served as Chief Executive Officer of Computer Equity Corporation, Applied Digital Solutions' wholly owned subsidiary. Mr. McLaughlin joined Applied Digital as Vice President of Sales and Marketing in June 2000. His previous positions have included Senior Vice President of Sales for SCB Computer Technology, Inc. (Nasdaq: SCBI) and Regional Director for Applicon, Inc., a Schlumberger, Ltd. (NYSE: SLB) Company.

-more-


About Digital Angel Corporation

Digital Angel TM technology represents the first-ever combination of advanced sensors and Web-enabled wireless telecommunications linked to Global Positioning Systems (GPS). By utilizing advanced sensor capabilities, Digital Angel is able to monitor key functions-such as ambient temperature and physical movement-and transmit that data, along with accurate emergency location information, to a ground station or monitoring facility. The company also invented, manufactures and markets implantable identification microchips the size of a grain of rice for use in humans, companion pets, fish and livestock. Digital Angel Corp. owns the patents for its inventions in all applications of the implantable microchip technology for humans and animals. On March 27, 2002, Digital Angel Corporation completed a merger with Medical Advisory Systems, Inc., which for two decades has operated a 24/7, physician-staffed response center in Owings, Maryland. Applied Digital Solutions, Inc. (Nasdaq: ADSX) is the majority owner of the company. For more information about Digital Angel Corp., visit www.DigitalAngelCorp.com.

Statements about the company's future expectations, including future revenues and earnings, and all other statements in this press release other than historical facts are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and as that term is defined in the Private Litigation Reform Act of 1995. Such forward-looking statements involve risks and uncertainties and are subject to change at any time, and the company's actual results could differ materially from expected results. The company undertakes no obligation to update forward-looking statements to reflect subsequently occurring events or circumstances.

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