Bio-AMD Inc. (fka BIAD)

[croptop]

Lets see what this letter does....

December 15, 2015


Mr. Tom Barr, CEO
Bio-AMD, Inc.
Daresbury Innovation Centre
Keckwick Lane
Daresbury, Cheshire WA4 4FS
Email: [e-mail]

Subject: Transparency, Shareholder Value and Board of Directors Composition


Dear Tom,

As you are aware, I am one of the largest individual shareholders of Bio-AMD, Inc., with current ownership of 1,031,000 shares, or approximately 2.24% of the 45,975,966 shares outstanding as of November 6, 2015, according to company's Q3 filing with the SEC. Furthermore, I have numerous friends and business colleagues who collectively own millions and millions of additional shares.

I began building my position in August 2012. At that time, with the stock trading around $.07, I was buying BIAD shares for essentially the value of the cash in the bank, despite the company owning an interesting intellectual property portfolio and having multiple products in development. The company was primarily developing its Digital Strip Reader (DSR) technology and looking to apply it into the over-the-counter ("OTC") digital pregnancy testing market. Bio-AMD's other focus was development of a hand-held monitoring device for blood coagulation (COAG). The company's Master Agreement with Sysmex Corporation, announced last December, was an exciting milestone toward the commercialization of our COAG technology. I am also optimistic about the opportunities with Bio-AMD's Magnetic Immunoassay Detection System ("MIDS") technology.

Over the years, we have had numerous discussions about the importance of communicating with investors and offering as much visibility and transparency as possible into what's going on with advancements in the technology and intellectual property development, on the business development front, and across other areas of the company. I certainly understand and respect the fact that you are limited in what you can say regarding certain aspects of the business and that some current and/or prospective partners demand confidentiality. But as a publicly-traded company, it is essential to find a middle-ground.

I have been hands-off and extremely accommodating for more than three years and given you and your colleagues plenty of time to deliver operating performance without distractions. Unfortunately, BIAD stock continues to underperform and its shares are largely ignored. The average daily volume over the past six months is about 34,000 shares, or ~$4,200/day. I and my fellow shareholders have not been rewarded for our patience, and as I am the recipient of numerous calls and emails from frustrated and fatigued BIAD shareholders, I am no longer willing to remain passive.

I believe Bio-AMD is worth many multiples of the current valuation and that it is time for management and the Board to urgently pursue activities that are directly focused on increasing shareholder value. I have made numerous suggestions in the past: distribute monthly or bimonthly communications to investors, provide quarterly press releases and conference calls as a complement to the SEC filings, conduct insider purchases as a show of confidence or initiate a stock buyback policy. Furthermore, I've encouraged you to expand your Board of Directors to include individuals with experience in creating shareholder value in the microcap stock market and offered to make introductions to investment banking firms who could assist the company with completing a reverse split and uplisting BIAD shares to a senior exchange such as the NASDAQ.


Unfortunately, none of these suggestions have been acted upon, and the insular Board of Directors, which consists solely of three Officers of the company who each collect over $100,000/year, appears unable and/or unwilling to address even the most basic shareholder concerns.

I would like to speak with you and your colleagues, at your earliest convenience, about adding shareholder representation to the Board of Directors. Additionally, I would like to see the company retain a firm or individuals with expertise in helping quality, under-followed microcap companies like ours communicate with the investment community. Bio-AMD has a compelling story that very few people know about because no one, including executive management and the current Board, is actively sharing it! Finally, it may make sense to explore hiring an investment banker to review strategic alternatives for the company.

Thank you for your prompt attention to this letter.

Sincerely,

/s/ Benjamin L. Padnos
Benjamin L. Padnos
221 34th Street
Manhattan Beach, CA 90266