As filed with the Securities and Exchange Commission on August 25, 1997.
Registration No. 333-30531
--------------------------
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
----------------------
EPIX MEDICAL, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 04-3030815
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification Number)
71 Rogers Street, Cambridge, Massachusetts 02142
(Address, Including Zip Code of Registrant's Principal Executive Offices)
----------------------
AMENDED AND RESTATED 1992 EQUITY INCENTIVE PLAN
(Full Title of the Plan)
MICHAEL D. WEBB
President and Chief Executive Officer
EPIX Medical, Inc.
71 Rogers Street
Cambridge, Massachusetts
(617) 499-1400
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code,
of Agent For Service)
with copies to:
WILLIAM T. WHELAN, ESQ.
Palmer & Dodge LLP
One Beacon Street
Boston, Massachusetts 02108
(617) 573-0100
----------------------
The Registration Statement on Form S-8 (Registration No. 333-30531)
registered 1,864,895 shares (the "Shares") of Common Stock, $.01 par value per
share, of EPIX Medical, Inc. (the "Company") to be offered pursuant to the
Company's Amended and Restated 1992 Equity Incentive Plan. The Shares registered
was overstated by 2,567. This Post-Effective Amendment is filed to deregister
the excess 2,567 Shares. The Registration Statement on Form S-8 is thus amended
to register 1,862,328 shares of the Company's Common Stock, $.01 par value per
share.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-8 and has duly caused this
Post-Effective Amendment No. 1 to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Cambridge,
Commonwealth of Massachusetts, on August 25, 1997.
EPIX MEDICAL, INC.
By: /s/ Michael D. Webb
-----------------------------------------
Michael D. Webb
President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
/s/ Michael D. Webb President, Chief Executive August 25, 1997
- ------------------------------------ Officer and Director
Michael D. Webb (Principal Executive
Officer)
/s/ William T. Whelan Chief Financial Officer and August 25, 1997
- ------------------------------------ Vice President, Finance and
Jeffrey R. Lentz Administration (Principal
William T. Whelan, Attorney-in-Fact Financial Officer and
Principal Accounting Officer)
/s/ William T. Whelan Chairman of the Board August 25, 1997
- ------------------------------------ and Director
Christopher F.O. Gabrieli
William T. Whelan, Attorney-in-Fact
/s/ William T. Whelan Director August 25, 1997
- ------------------------------------
Stanley T. Crooke, M.D., Ph.D.
William T. Whelan, Attorney-in-Fact
/s/ William T. Whelan Director August 25, 1997
- ------------------------------------
Luke B. Evnin, Ph.D.
William T. Whelan, Attorney-in-Fact
<PAGE>
/s/ William T. Whelan Director August 25, 1997
- ------------------------------------
Randall B. Lauffer, Ph.D.
William T. Whelan, Attorney-in-Fact
</TABLE>
