8-K 1 d8k.htm FORM 8-K Form 8-K
 
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: October 23, 2002
 

 
BBJ ENVIRONMENTAL TECHNOLOGIES, INC.
 

 
Nevada
 
0-24016
 
65-1148155
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
6802 Citicorp Blvd., Suite 500, Tampa, Florida
 
33619
(Address of principal executive offices)
 
(Zip Code)
 
 
 
Registrant’s telephone number, including area code: (813) 622-8550
 
Not Applicable
(Former name or former address, if changed since last report.)
 


 
Item 5.    Other Events and Regulation Disclosure
 
On October 23, 2002, BBJ Environmental Technologies, Inc. received $517,000 in cash through the sale of its restricted Common Stock to an offshore bank. Pursuant to this private placement, BBJ sold 4,700,000 shares of its Common Stock at a cash purchase price of $.11 per share. In consideration of the purchase price, BBJ also issued to the offshore investor, warrants to purchase 413,600 shares of its restricted Common Stock exercisable at $.30 per share until their expiration date on October 31, 2004. Exemption from registration is claimed under Regulation S of the Securities Act of 1933, as amended, inasmuch as the offering qualified as an offshore offering to non-U.S. persons under the Securities Act.
 
Item 7.    Financial Statements and Exhibits
 
(c) Exhibits
 
99.1    Form of Subscription Agreement for offshore offering
 
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.
 
BBJ ENVIRONMENTAL TECHNOLOGIES, INC.
By:
 
/s/    JERRY V. SCHINELLA         

   
Jerry V. Schinella, President & CFO
 
Date:    October 31, 2002