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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
REGENERATION TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 59-3466534
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(State of incorporation (I.R.S. Employer
or organization) Identification No.)
One Innovation Drive
ALACHUA, FLORIDA 32615
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(Address of principal executive offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. / / box. /X/
SECURITIES ACT REGISTRATION STATEMENT FILE NUMBER TO WHICH
THIS FORM RELATES: 333-35756
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SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Not Applicable
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Common Stock, $.001 par value per share
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(Title of Class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
A description of the Common Stock is set forth under the caption
"Description of Capital Stock" as contained in the Prospectus forming part of
Amendment No. 5 to the Registration Statement on Form S-1 filed under the
Securities Act of 1933, as amended (the "Act"), with the Securities and Exchange
Commission on August 2, 2000, Registration No. 333-35756 (the "Registration
Statement") on behalf of Regeneration Technologies, Inc. (the "Registrant"),
which is hereby incorporated herein by reference for all purposes.
ITEM 2. EXHIBITS
1. Certificate of Incorporation of the Registrant, incorporated
herein by reference to Exhibit 3.1 of the Registration Statement.
2. Bylaws of the Registrant, incorporated herein by reference to
Exhibit 3.2 of the Registration Statement.
3. Registration Rights Agreement dated as of October 11, 1999 by and
among Regeneration Technologies, Inc., the investors set forth on
Exhibit A to the Class C Preferred Stock and Warrant Purchase
Agreement dated as of October 11, 1999 and the Stockholders
listed on Exhibits A and B thereto, incorporated herein by
reference to Exhibit 4.1 of the Registration Statement.
4. Stockholder's Agreement dated as of October 11, 1999, by and
among Regeneration Technologies, Inc., the investors set forth on
Exhibit A to the Class C Preferred Stock and Warrant Purchase
Agreement dated as of October 11, 1999 and the Stockholders
listed on exhibit A, B and C thereto, incorporated herein by
reference to Exhibit 4.2 of the Registration Statement.
5 Specimen of the Common Stock Certificate of the Registrant,
incorporated herein by reference to Exhibit 4.3 of the
Registration Statement.
The Registrant hereby further incorporates by reference the description of
the Common Stock included in any form of prospectus subsequently filed by the
Registrant pursuant to Rule 424(b) under the Act.
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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.
REGENERATION TECHNOLOGIES, INC.
By: /s/ JAMES M. GROOMS
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James M. Grooms
Chairman of the Board and Chief Executive Officer
Dated: August 7, 2000
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