-----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, Neb5/uDkVlpSjqmtVQzYDKx0A8XS9BNFUISWyQikZnTa90jTfS6RxBkD1h3zYoc+ xpmJRlUJgyhfOmUNparvAw== 0000950123-08-012136.txt : 20081006 0000950123-08-012136.hdr.sgml : 20081006 20081006111100 ACCESSION NUMBER: 0000950123-08-012136 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081001 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081006 DATE AS OF CHANGE: 20081006 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MILESTONE SCIENTIFIC INC/NJ CENTRAL INDEX KEY: 0000855683 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 133545623 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14053 FILM NUMBER: 081108521 BUSINESS ADDRESS: STREET 1: 220 S ORANGE AVE STREET 2: LIVINGSTON CORPORATE PARK CITY: LIVINGSTON STATE: NJ ZIP: 07039 BUSINESS PHONE: 2013793171 MAIL ADDRESS: STREET 1: 44 KEAN ROAD STREET 2: 220 SOUTH ORANGE AVE CITY: LIVINGSTON STATE: NJ ZIP: 07039 FORMER COMPANY: FORMER CONFORMED NAME: U S OPPORTUNITY SEARCH INC DATE OF NAME CHANGE: 19920703 8-K 1 y71686e8vk.htm FORM 8-K 8-K
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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) October 1, 2008
MILESTONE SCIENTIFIC INC.
(Exact name of Registrant as specified in its charter)
         
Delaware   0-26284   13-3545623
         
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)
         
220 South Orange Avenue, Livingston Corporate Park, Livingston, New Jersey 07034
(Address of principal executive office) (Zip Code)
Registrant’s telephone number, including area code (973) 535-2717
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))
 
 

 


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Item 5.02: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 8.01: Other Matters
Item 9.01: Financial Statements and Exhibits
SIGNATURES
EX-99.1: PRESS RELEASE


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Item 5.02: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
     Effective October 1, 2008, Joseph D’Agostino was elected as Chief Financial Officer of Milestone. Since January 29, 2008, Mr. D’Agostino has served as Milestone’s Acting Chief Financial Officer. Background information on Mr. D’Agostino may be found in Milestone’s Form 8-K previously filed on January 30, 2008.
Item 8.01:   Other Matters.
     On October 1, 2008, Milestone acquired additional patent rights with respect to painless anesthetic injections, through the issuance of restricted common stock, and settled existing litigation with Dr. Milton Hodosh.
     A copy of the press release announcing Milestone’s acquisition of the patent rights and settlement of existing litigation with Dr. Milton Hodash is furnished as Exhibit 99.1 hereto. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be deemed to be incorporated by reference into any filing of Milestone under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01:   Financial Statements and Exhibits
     (d) Exhibits:
         
       
 
  99.1  
Press Release dated October 2, 2008.

 


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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 hereunto duly authorized.
         
  MILESTONE SCIENTIFIC INC.
 
 
  By:   /s/ Joe W. Martin    
    Joe W. Martin   
    Chief Executive Officer   
 
Dated: October 1, 2008 

 

EX-99.1 2 y71686exv99w1.htm EX-99.1: PRESS RELEASE EX-99.1
Exhibit 99.1
MILESTONE SCIENTIFIC ACQUIRES ADDITIONAL PATENT RIGHTS
FOR PAINLESS INJECTIONS AND RESOLVES RELATED
LITIGATIONS
LIVINGSTON, N.J. – (PR NEWSWIRE) – October 2, 2008 – Milestone Scientific Inc. (OTCBB:MLSS), the recognized leader in advanced injection technologies, today announced that it has acquired additional patent rights with respect to painless anesthetic injections – specifically rights related to controlling the flow rate or pressures used in providing these injections – through issuance of 260,000 shares of restricted common stock. In connection with this acquisition, Milestone also agreed to terminate its Declaratory Judgment action against Dr. Milton Hodosh related to claimed infringements of his patent rights and Dr. Hodosh agreed to terminate his existing infringement action against the Company. Each party is responsible for their own attorney fees.
Joe Martin, Chief Executive Officer of Milestone, stated, “We are pleased to have acquired these additional patent rights, which strengthens our position as the dominant leader of advanced technology for administering painless anesthetic injections without expending any of our cash resources. Also, the related settlement of our Declaratory Judgment action against Dr. Hodosh and his infringement action against us eliminates further legal expense.”
About Milestone Scientific Inc.
Headquartered in Livingston, New Jersey, Milestone Scientific is engaged in pioneering proprietary, highly innovative technological solutions for the medical and dental markets. Central to the Company’s IP platform and product development strategy is its patented CompuFlo® technology for the improved and painless delivery of local anesthetic. Specifically, CompuFlo is a computer-controlled, pressure sensitive infusion, perfusion, suffusion and aspiration technology, which provides real-time readouts of pressures, fluid densities and flow rates, enabling the advanced delivery and removal of a wide array of fluids. The STA (Single Tooth Anesthesia) System computer-controlled local anesthesia delivery system which uses this technology provides dentists with audible and visual signals as to in-tissue pressure. Milestone’s existing painless injection systems are currently sold in 25 countries. For more information on these and other innovative Milestone products, please visit the Company’s web sites found at www.milesci.com and www.sta4u.com.
Safe Harbor Statement
This press release may contain forward-looking statements regarding the timing and financial impact of the Milestone’s ability to implement its business plan, expected revenues and future success. These statements involve a number of risks and uncertainties and are based on assumptions involving judgments with respect to future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond Milestone’s control. Some of the important factors that could cause actual results to differ materially from those indicated by the forward-looking statements are general economic conditions, failure to achieve expected revenue growth, changes in our operating expenses, adverse patent rulings, FDA or legal developments, competitive pressures, changes in customer and market requirements and standards, and the risk factors detailed from time to time in Milestone’s periodic filings with the Securities and Exchange Commission, including without limitation, Milestone’s Annual Report on Form 10-KSB for the year ended December 31, 2007. The forward looking-statements in this press release are based upon management’s reasonable belief as of the date hereof. Milestone undertakes no obligation to revise or update publicly any forward-looking statements for any reason.
FOR MORE INFORMATION, PLEASE CONTACT:
Elite Financial Communications Group
Dodi Handy, President and CEO
For Media Inquiries: Tiffany Korkis or John Morrison, Directors, Elite Media Group
407-585-1080 or via email at
mlss@efcg.net

 

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