8-K 1 d8k.htm FORM 8K Form 8K
 
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: December 19, 2002
 
 
BBJ ENVIRONMENTAL TECHNOLOGIES, INC.

 
 
Nevada

  
0-24016

  
65-1148155

(State or other jurisdiction
  
(Commission
  
(IRS Employer
of incorporation)
  
File Number)
  
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
 
From November 29, 2002 through December 19, 2002, BBJ Environmental Technologies, Inc. received $594,000 in cash through the sale of its restricted Common Stock to an offshore bank. Pursuant to this private placement, BBJ sold 5,400,000 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 475,200 shares of its restricted Common Stock exercisable at $.30 per share until their expiration date on November 30, 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
 
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:  December 19, 2002