OSTEOTECH INC
8-K, 2000-09-15
MISC HEALTH & ALLIED SERVICES, NEC
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                       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)              September 11, 2000



                                 OSTEOTECH, INC.
             (Exact name of registrant as specified in its charter)



Delaware                           0-19278                      13-3357370
(State or other             (Commission file Number)    (IRS Identification No.)
jurisdiction of
incorporation)


                    51 James Way, Eatontown, New Jersey 07724
               (Address of principal executive offices) (Zip Code)



Registrant's telephone number, including area code        (732) 542-2800





--------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>


                              Item 5. Other Events


On September 11, 2000, Osteotech, Inc. announced that it had entered a new
five-year agreement with the Musculoskeletal Transplant Foundation ("MTF") which
replaces the current five-year agreement which would have expired April 1, 2002.
The new agreement is designed to more appropriately reflect today's business
environment as it relates to the recovery, processing and distribution of
donated bone and connective tissue. The terms of the new agreement, which is
effective September 11, 2000 and extends through August, 2005, provide greater
flexibility for both Osteotech and MTF to pursue their respective business
plans.

Under the terms of the new agreement, MTF will continue to have donor tissue it
recovers processed by Osteotech and will continue, as under the prior agreement,
to use its best efforts to provide sufficient tissue for the processing of
Grafton(R) Demineralized Bone Matrix (DBM) and certain bio-implant products so
as to meet market demand for these products. However, MTF will no longer be
required to exclusively provide all donor tissue it recovers to Osteotech for
processing, and each party now has the right to terminate the agreement
commencing March 31, 2002, upon six months prior written notice. Also, under the
terms of the new agreement, Osteotech will have the ability to directly contract
with tissue recovery organizations for the processing of tissue recovered by
those organizations. Previously, in exchange for MTF exclusively providing
recovered tissue to Osteotech for processing, Osteotech had agreed not to
directly enter into processing agreements with any recovery organization that
provided tissue to MTF.

Certain statements made herein contain forward-looking statements (as such are
defined in the Private Securities Litigation Reform Act of 1995) regarding the
Company's future plans, objectives and expected performance. Any such
forward-looking statements are based on assumptions that the Company believes
are reasonable, but are subject to a wide-range of risks and uncertainties and,
therefore, there can be no assurance that actual results may not differ
materially from those expressed or implied by such forward-looking statements.
Factors that could cause actual results to differ materially include, but are
not limited to, differences in anticipated and actual product and service
introduction dates, the ultimate


<PAGE>


success of those products in the market place, the continued acceptance and
growth of current products and services, the impact of competitive products and
services and the success of cost control and margin improvement efforts which
factors are detailed from time to time in the Company's periodic reports
(including the Annual Report on Form 10-K for the year ended December 31, 1999
and the Form 10-Q for each of the first two quarters of 2000 filed with the
Securities and Exchange Commission).









<PAGE>


                                   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.


Dated:  September 14, 2000

                                                      OSTEOTECH, INC.
                                                       (Registrant)


                                         By:   /s/ Michael J. Jeffries
                                             ----------------------------------
                                               MICHAEL J. JEFFRIES
                                               Executive Vice President,
                                               Chief Financial Officer
                                               (Principal Financial Officer
                                               and Principal Accounting Officer)





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