UNITED STATES
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): August 26, 2003

 

EPIX Medical, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

 

 

Delaware

 

000-21863

 

04-3030815

(State or other
jurisdiction of
incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

71 Rogers Street
Cambridge, Massachusetts 02142

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (617) 250-6000

 

 



 

Item 5.   Other Events.

 

On August 26, 2003, the Company issued a press release announcing that the underwriters of its recent public offering of 4.3 million shares of common stock have purchased an additional 345,000 shares pursuant to the overallotment option granted in connection with the offering.  The completion of the offering, including exercise of the overallotment option, resulted in the total sale of 4,645,000 shares with proceeds to the Company, after underwriting discounts, of $65,842,875.  The information contained in the press release dated August 26, 2003 is incorporated by reference and filed as Exhibit 99.1 hereto.

 

The Company filed the final prospectus supplement relating to the issuance and sale of its common stock with the Commission on August 7, 2003.  In connection with the filing of the prospectus supplement with the Commission, the Company is filing the legal opinion of the Company’s counsel, Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. as to the validity of the securities being offered pursuant to the overallotment option as Exhibit 5.1.

 

Item 7.   Financial Statements and Exhibits.

 

(c) The following exhibits are filed with this report:

 

Exhibit Number

 

Description

 

 

 

5.1

 

Opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., regarding the validity of securities being registered.

 

 

 

99.1

 

The Company’s Press Release dated August 26, 2003.

 

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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.

 

 

 
EPIX Medical, Inc.

 

(Registrant)

 

 

Date: August 26, 2003

By:

/s/ Peyton J. Marshall

 

 

 

Peyton J. Marshall

 

 

Senior Vice-President,
Finance and Administration,
Chief Financial Officer

 

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