Attached files
file | filename |
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EX-5.1 - EX-5.1 - Blueprint Medicines Corp | a15-4342_12ex5d1.htm |
EX-23.1 - EX-23.1 - Blueprint Medicines Corp | a15-4342_12ex23d1.htm |
As filed with the Securities and Exchange Commission on April 29, 2015
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
BLUEPRINT MEDICINES CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
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2834 |
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26-3632015 |
(State or other jurisdiction of |
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(Primary Standard Industrial |
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(I.R.S. Employer |
215 First Street
Cambridge, Massachusetts 02142
(617) 622-4003
(Address, including zip code, and telephone number, including area code, of registrants principal executive
offices)
Jeffrey W. Albers
President and Chief Executive Officer
Blueprint Medicines Corporation
215 First Street
Cambridge, MA 02142
(617) 374-7580
(Name, address, including zip code, and telephone number, including
area code, of agent for service)
Copies to:
Kingsley L. Taft Michael J. Minahan Laurie A. Burlingame Goodwin Procter LLP Exchange Place Boston, Massachusetts 02109 (617) 570-1000 |
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Peter N. Handrinos |
Approximate date of commencement of proposed sale to the public: As soon as practicable after this registration statement becomes effective.
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. o
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. x 333-202938
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer o |
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Accelerated filer o |
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Non-accelerated filer x |
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Smaller reporting company o |
(Do not check if a smaller reporting company) |
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CALCULATION OF REGISTRATION FEE
Title of securities to be registered |
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Proposed maximum |
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Amount of |
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Common stock, $0.001 par value per share |
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$ |
28,103,119 |
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$ |
3,266 |
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(1) In accordance with Rule 462(b) promulgated under the Securities Act of 1933, as amended, the Registrant is registering an additional amount of securities having a proposed maximum offering price of no more than 20% of the maximum aggregate offering price of the securities eligible to be sold under the related Registration Statement on Form S-1, as amended (File No. 333-203273). Includes the aggregate offering price of shares that may be purchased by the underwriters pursuant to an option to purchase additional shares.
(2) Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o) under the Securities Act of 1933, as amended. Includes the aggregate offering price of shares that may be purchased by the underwriters pursuant to an option to purchase additional shares. As permitted by Rule 457(o), the number of shares being registered and the proposed maximum offering price per share are not included in this table.
This registration statement shall become effective upon filing with the Commission in accordance with Rule 462(b) of the Securities Act of 1933, as amended.
EXPLANATORY NOTE AND INCORPORATION BY REFERENCE
This Registration Statement is being filed pursuant to Rule 462(b) under the Securities Act of 1933, as amended (the Securities Act). The contents of the Registration Statement on Form S-1 (File No. 333-202938) filed by Blueprint Medicines Corporation with the Securities and Exchange Commission (the Commission) pursuant to the Securities Act, which was declared effective by the Commission on April 29, 2015, are incorporated by reference into this Registration Statement.
The required opinion and consents are listed on an Exhibit Index attached hereto and filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Cambridge, Commonwealth of Massachusetts, this 29th day of April, 2015.
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BLUEPRINT MEDICINES CORPORATION | |
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By: |
/s/ Jeffrey W. Albers |
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Jeffrey W. Albers |
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President and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the date indicated below.
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Title |
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Date |
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/s/ Jeffrey W. Albers |
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President, Chief Executive Officer and Director (Principal Executive Officer) |
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April 29, 2015 |
Jeffrey W. Albers |
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/s/ Kyle D. Kuvalanka |
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Chief Business Officer (Principal Financial and Accounting Officer) |
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April 29, 2015 |
Kyle D. Kuvalanka |
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* |
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Chairman of the Board |
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April 29, 2015 |
Daniel S. Lynch |
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Director |
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April 29, 2015 |
Nicholas Lydon, Ph.D. |
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Director |
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April 29, 2015 |
Alexis Borisy |
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Director |
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April 29, 2015 |
George Demetri |
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* |
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Director |
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April 29, 2015 |
Charles A. Rowland |
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* Pursuant to Power of Attorney
By: |
/s/ Jeffrey W. Albers |
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Jeffrey W. Albers |
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Attorney-in-Fact |
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