SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): June 12, 2002
BIOTRANSPLANT INCORPORATED
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(Exact name of registrant as specified in its charter)
DELAWARE 000-28324 04-3119555
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(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
Building 75, Third Avenue
Charlestown Navy Yard
Charlestown, MA 02129
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(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (617) 241-5200
N/A
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(Former name or former address, if changed since last report)
Item 5. OTHER EVENTS.
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On June 12, 2002, BioTransplant Incorporated (the "Company") issued a
press release announcing that it had sold 4,000,000 shares of its common stock
at a price to the public of $2.50 per share. A copy of the press release is
attached to this Current Report on Form 8-K as Exhibit 99.1. The offering was
conducted pursuant to a shelf registration statement that permits the Company to
issue up to an aggregate of 5,000,000 shares of its common stock, which was
declared effective by the Securities and Exchange Commission on January 22,
2002.
In connection with the offering, the Company agreed to consider the
nomination to the Company's Board of Directors of up to two additional
individuals designated by the purchasers in the offering, provided that such
proposed nominees are eligible to serve as directors and are otherwise
reasonably acceptable to the Board of Directors.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits.
99.1 Press Release, dated June 12, 2002, issued by the Registrant.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: June 12, 2002 BIOTRANSPLANT INCORPORATED
By: /s/ Richard V. Capasso
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Richard V. Capasso
Vice President, Finance and Treasurer
EXHIBIT INDEX
EXHIBIT NO. EXHIBIT
Exhibit 99.1 Press Release dated June 12, 2002.