-----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, AwHSl5YBS1MypLys+QOmlj5gFvkBKPPoOsxuycHTeM6cW3fjCFgpXFde67xV3ikm NgoYRc0IUEhetIHwKNlxpg== 0001104659-06-059061.txt : 20060901 0001104659-06-059061.hdr.sgml : 20060901 20060901113402 ACCESSION NUMBER: 0001104659-06-059061 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060828 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060901 DATE AS OF CHANGE: 20060901 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CANDELA CORP /DE/ CENTRAL INDEX KEY: 0000793279 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 042477008 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14742 FILM NUMBER: 061070507 BUSINESS ADDRESS: STREET 1: 530 BOSTON POST RD CITY: WAYLAND STATE: MA ZIP: 01778 BUSINESS PHONE: 5083587400 MAIL ADDRESS: STREET 1: 530 BOSTON POST ROAD CITY: WAYLAND STATE: MA ZIP: 01778 FORMER COMPANY: FORMER CONFORMED NAME: CANDELA LASER CORP DATE OF NAME CHANGE: 19920703 8-K 1 a06-19092_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

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):  August 28, 2006

CANDELA CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

000-14742

 

04-2477008

(Commission File Number)

 

(I.R.S. Employer

 

 

Identification Number)

 

 530 Boston Post Road, Wayland, Massachusetts

 

01778

 (Address of Principal Executive Offices)

 

(Zip Code)

 

(508) 358-7400
(Registrant’s Telephone Number, Including Area Code)

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

 




Item 5.02.         Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

(b)           Director Resignation.  On August 28, 2006, Dr. Eric F. Bernstein, a member of the Board of Directors of Candela Corporation (the “Company”), notified the Company of his decision to resign from its Board of Directors in order to become the Chairman of the Company’s recently formed Scientific Advisory Committee.  Dr. Bernstein’s resignation was effective as of August 28, 2006.  Dr. Bernstein’s decision to resign from the Company’s Board of Directors was not due to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.

Item 9.01.         Financial Statements and Exhibits

(d)           Exhibits.

Exhibit Number

 

 

Description

 

 

 

 

99.1

Letter from Dr. Eric F. Bernstein to the Company dated August 28, 2006.

99.2

Press release dated September 1, 2006.

 




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.

 

CANDELA CORPORATION

 

 

 

 

 

 

By:

 

/s/ F. Paul Broyer

 

 

 

 

F. Paul Broyer

 

 

 

 

Senior Vice President, Finance &
Administration, and Chief Financial Officer
(principal financial and accounting officer)

 

Date:  September 1, 2006




EXHIBIT INDEX

Exhibit Number

 

 

Description

 

 

 

 

99.1

Letter from Dr. Eric F. Bernstein to the Company dated August 28, 2006.

99.2

Press release dated September 1, 2006.

 



EX-99.1 2 a06-19092_1ex99d1.htm EX-99

Exhibit 99.1

August 28, 2006

Board of Directors
Candela Corporation
530 Boston Post Road
Wayland, MA  01778

Re:                   Resignation

Dear Colleagues:

I hereby resign from the Board of Directors of Candela Corporation effective immediately.  It has been a pleasure working on the Board of Directors of Candela Corporation, and I am excited about my new role as head of its Scientific Advisory Committee

Very truly yours,

/s/ Eric F. Bernstein
Eric F.  Bernstein

 



EX-99.2 3 a06-19092_1ex99d2.htm EX-99

Exhibit 99.2

Paul Broyer, 508-358-7400, X435
Paul.broyer@candelalaser.com

CANDELA ESTABLISHES SCIENTIFIC ADVISORY BOARD

DR. ERIC F. BERNSTEIN TO BE CHAIRMAN

Wayland, MA — September 1, 2006 — Candela Corporation (NASDAQ: CLZR) announced today that it has established a Scientific Advisory Board, and that the newly established Board will be chaired by Dr. Eric F. Bernstein.  Dr. Bernstein has relinquished his role on the Company’s Board of Directors, effective August 28, 2006.

Gerard E. Puorro, Candela’s President and Chief Executive Officer, said: “We today have approximately thirty clinical studies underway in various locations around the world.  The establishment of a Scientific Advisory Board will bring additional oversight and further streamline our processes for clinical research.”  Puorro continued: We are quite fortunate to have Dr. Bernstein agree to accept this role. His background, experience and intellectual integrity are unsurpassed in our industry.”

Commenting on his acceptance of this new position, Dr. Bernstein said: “Candela has always been a leader in laser technology, and I hope to contribute both scientifically and through my clinical relationships to the continued development of innovative products to benefit our patients.”

About CANDELA:  Candela Corporation manufactures, and distributes innovative clinical solutions that enable physicians, surgeons, and personal care practitioners to treat selected cosmetic and medical conditions using lasers, aesthetic laser systems, and other advanced technologies. Founded near Boston in 1970, the company markets and services its products in over 70 countries from offices and distributors in the United States, Europe, Japan, China and other Asian locations. Candela established the aesthetic laser market 17 years ago, and currently has an installed base of 9,000 lasers worldwide. Candela is an Equal Opportunity and Affirmative Action Employer (Male/Female/Handicapped/Veteran).  Visit Candela on the Web at http://www.candelalaser.com.

Safe Harbor Statement: Except for the historical information contained herein, this news release contains forward-looking statements that constitute Candela’s current intentions, hopes, beliefs, expectations or predictions of the future, which are therefore inherently subject to risks and uncertainties.  Such statements may relate to, among other things, our future revenue, gross margin, expense levels and earnings, our growth prospects, market acceptance of our products, the strength of our distribution channels, our ability to add new products, our ability to expand regulatory approvals and the liquidity of our common stock.  The risks and uncertainties that may affect forward-looking statements include, among others: the cancellation or deferral of customer orders, the risk of an adverse judgment in the patent litigation with Palomar Medical Technologies, Inc., dependence on a small number of strategic distribution relationships, difficulties in the timely development and market acceptance of new products, unanticipated increases in expenses, market developments that vary from the current public expectations concerning the growth of the laser industry, increased competitive pressures, changes in economic conditions, or difficulties in obtaining timely regulatory approvals.  Further information on factors that could affect Candela’s performance is included in Candela’s periodic reports filed with the SEC, including but not limited to, Candela’s Annual Report on Form 10-K for the year ended July 2, 2005, and subsequent Quarterly Reports on Form 10-Q.  Candela cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made.  Candela expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any such statements to reflect any change in Candela’s expectations or any change in events, conditions or circumstances on which any such statement is based.



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