Healgen Scientific LLC agreed to acquire substantially all of the operating assets of American Bio Medica Corporation for $3 million on December 19, 2022. As per the terms of the transaction, Healgen shall pay $3 million in cash plus the assumption by Healgen of certain limited liabilities relating to the business. American Bio Medica Corporation reported total assets of $1.9 million, cash and cash equivalents of $0.12 million, total liabilities of $2.8 million, total shareholders' equity of $0.9 million, revenue of $2.2 million, operating loss of $1.2 million and net loss of $0.5 million for the year ended December 31, 2021. In connection with the Sale, Melissa A. Waterhouse, the Chief Executive Officer/Principal Financial Officer of the Company, agreed to enter into an employment agreement with the Buyer. Therefore, the employment agreement with the Company's Chief Executive Officer/ Principal Financial Officer, Melissa Waterhouse, was terminated effective March 1, 2023. Ms. Waterhouse has agreed to provide consulting services for the Company for up to three months, or until June 1, 2023.

The transaction is subject to the approval of American Bio Medica Corporation shareholders and customary closing conditions are satisfied. The shareholders meeting of ABMC is scheduled on February 15, 2023. The transaction is expected to close no later than February 28, 2023. Spencer G. Feldman of Olshan Frome Wolosky LLP acted as legal advisor to American Bio Medica Corporation and Darlene Kolaja of Darlene Kolaja, P.C. acted as legal advisor to Healgen. Broadridge Financial Solutions, Inc. acted as information agent with a service fee of $7,000 to ABMC.

Healgen Scientific LLC completed the acquisition of substantially all of the operating assets of American Bio Medica Corporation on February 28, 2023.