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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
V. I. TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 11-3238476
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(State of incorporation (I.R.S. Employer
or organization) Identification No.)
155 DURYEA ROAD, MELVILLE, NEW YORK 11747
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(Address of principal executive offices) (Zip Code)
If this form relates to the registration of a class of securities pursuant
to Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), please check the following box. [ ]
If this form relates to the registration of a class of securities pursuant
to Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), please check the following box. [X]
Securities Act Registration Statement file number to which this form relates:
333-46933
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each Exchange on which
to be so registered each class is to be registered
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NONE NONE
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Securities to be registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $.01 PAR VALUE
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
See "Description of Capital Stock" on page 57 of the Registration Statement
on Form S-1 of V.I. Technologies, Inc. (the "Registrant") filed with the
Securities and Exchange Commission on February 26, 1998 under the Securities Act
of 1933, as amended, which is hereby incorporated by reference pursuant to Rule
12b-23 of the Securities Exchange Act of 1934, as amended.
ITEM 2. EXHIBITS.
2.1 Specimen certificate for shares of Common Stock, $0.01 par
value, of the Registrant. To be filed as Exhibit 4.1 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.2 Certificate of Incorporation of the Registrant, dated December
31, 1992. Filed as Exhibit 3.1 to the Registrant's Registration
Statement on Form S-1 (Registration No. 333-46933) and hereby
incorporated by reference.
2.3 Certificate of Amendment of Certificate of Incorporation of the
Registrant, dated October 26, 1995. Filed as Exhibit 3.2 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.4 Certificate of Amendment of Certificate of Incorporation of the
Registrant, dated June 12, 1996. Filed as Exhibit 3.3 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.5 Certificate of Amendment of Certificate of Incorporation of the
Registrant, dated August 26, 1996. Filed as Exhibit 3.4 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.6 Certificate of Amendment of Certificate of Incorporation of the
Registrant, dated April 29, 1997. Filed as Exhibit 3.5 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.7 Certificate of Amendment of Certificate of Incorporation of the
Registrant dated February 18, 1998. Filed as Exhibit 3.6 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.8 Certificate of Amendment of Certificate of Incorporation of the
Registrant dated February 24, 1998. Filed as Exhibit 3.7 to the
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Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.9 Form of Restated Certificate of Incorporation of the Registrant,
as proposed to be amended and restated. Filed as Exhibit 3.8 to
the Registrant's Registration Statement on Form S-1
(Registration No. 333-46933) and hereby incorporated by
reference.
2.10 By-Laws of the Registrant, dated November 25, 1994, as amended
on December 12, 1997. Filed as Exhibit 3.9 to the Registrant's
Registration Statement on Form S-1 (Registration No. 333-46933)
and hereby incorporated by reference.
2.11 Form of Amended and Restated By-Laws of Registrant, as proposed
to be amended and restated. Filed as Exhibit 3.10 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.12 1998 Equity Incentive Plan. Filed as Exhibit 10.1 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.13 1998 Director Stock Option Plan. Filed as Exhibit 10.2 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.14 1998 Employee Stock Purchase Plan. Filed as Exhibit 10.3 to the
Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.15 Registration Rights Agreement, dated as of February 19, 1998, by
and among the Registrant and the Investors named therein. Filed
as Exhibit 10.17 to the Registrant's Registration Statement on
Form S-1 (Registration No. 333-46933) and hereby incorporated by
reference.
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934, the Registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
V.I. TECHNOLOGIES, INC.
Dated: May 13, 1998 By: /s/ Joanne M. Leonard
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Joanne M. Leonard
Vice President,
Chief Financial Officer and
Treasurer
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EXHIBIT INDEX
Exhibit
Number Description
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2.1 Specimen certificate for shares of Common Stock, $0.01 par value,
of the Registrant. To be filed as Exhibit 4.1 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.2 Certificate of Incorporation of the Registrant, dated December
31, 1992. Filed as Exhibit 3.1 to the Registrant's Registration
Statement on Form S-1 (Registration No. 333-46933) and hereby
incorporated by reference.
2.3 Certificate of Amendment of Certificate of Incorporation of the
Registrant, dated October 26, 1995. Filed as Exhibit 3.2 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.4 Certificate of Amendment of Certificate of Incorporation of the
Registrant, dated June 12, 1996. Filed as Exhibit 3.3 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.5 Certificate of Amendment of Certificate of Incorporation of the
Registrant, dated August 26, 1996. Filed as Exhibit 3.4 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.6 Certificate of Amendment of Certificate of Incorporation of the
Registrant, dated April 29, 1997. Filed as Exhibit 3.5 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.7 Certificate of Amendment of Certificate of Incorporation of the
Registrant dated February 18, 1998. Filed as Exhibit 3.6 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.8 Certificate of Amendment of Certificate of Incorporation of the
Registrant dated February 24, 1998. Filed as Exhibit 3.7 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
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2.9 Form of Restated Certificate of Incorporation of the Registrant,
as proposed to be amended and restated. Filed as Exhibit 3.8 to
the Registrant's Registration Statement on Form S-1 (Registration
No. 333-46933) and hereby incorporated by reference.
2.10 By-Laws of the Registrant, dated November 25, 1994, as amended on
December 12, 1997. Filed as Exhibit 3.9 to the Registrant's
Registration Statement on Form S-1 (Registration No. 333-46933)
and hereby incorporated by reference.
2.11 Form of Amended and Restated By-Laws of Registrant, as proposed
to be amended and restated. Filed as Exhibit 3.10 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.12 1998 Equity Incentive Plan. Filed as Exhibit 10.1 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.13 1998 Director Stock Option Plan. Filed as Exhibit 10.2 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.14 1998 Employee Stock Purchase Plan. Filed as Exhibit 10.3 to the
Registrant's Registration Statement on Form S-1 (Registration No.
333-46933) and hereby incorporated by reference.
2.15 Registration Rights Agreement, dated as of February 19, 1998, by
and among the Registrant and the Investors named therein. Filed
as Exhibit 10.17 to the Registrant's Registration Statement on
Form S-1 (Registration No. 333-46933) and hereby incorporated by
reference.
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