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