Filed pursuant to
Rule 424(b)(3)
Registration Nos.
333-06199
and 333-34019
Gum Tech, Inc.
SUPPLEMENT NO. 2 DATED JUNE 23, 1998
TO PROSPECTUS DATED JUNE 18, 1996 AND
PROSPECTUS SUPPLEMENT NO. 1 DATED DECEMBER 10, 1997
This Prospectus Supplement supplements information contained in that
certain Reoffer Prospectus of Gum Tech International, Inc. (the "Company") dated
June 18, 1996 (the "Prospectus") relating to the potential sale from time to
time of up to 2,000,000 shares of the Company's Common Stock issuable upon
exercise of stock options authorized under the Gum Tech International, Inc.
Stock Option Plan (the "Plan"). This Prospectus Supplement is not complete
without, and may not be delivered or utilized except in connection with the
Prospectus, including any amendments or supplements thereto. Capitalized terms
used herein but not defined have the meanings assigned to such terms in the
Prospectus.
The following tables replace Tables I and II in the Prospectus set forth
under the caption "Selling Stockholders." The new tables reflect sales made by
the Selling Stockholders named in the Prospectus, omits those people that are no
longer officers, directors or principal stockholders of the Company, and adds
those people that became officers, directors and principal stockholder of the
Company subsequent to the filing of the Prospectus. Table I lists the names of
officers, directors and principal stockholders that may be Selling Stockholders
from time to time in the future, along with the number of share issuable to them
upon exercise of options. The total number of shares held by each such
individual and the percent of all outstanding shares represented by such
ownership are set forth in Table II below. The number of shares which may be
sold by such individuals from time to time will be updated in supplements to
this Prospectus, which will be filed with the Securities and Exchange Commission
in accordance with the Rule 424(b) under the Securities Act of 1933, as amended.
TABLE I
-------
Total Number of Exercise
Name of Selling Stockholder Options Issued Price
- --------------------------- --------------- --------
William D. Boone 20,000 $ 6.88
William D. Boone 50,000 $ 5.625
Jeffrey L. Bouchy 70,000 $ 5.625
William J. Hemelt 50,000 $ 5.50
Bruce Jorgenson 20,000 $11.44
Gary S. Kehoe 188,000 $ 5.625
Gerald N. Kern 54,000 $ 5.81
W. Brown Russell, III 20,000 $ 6.88
W. Brown Russell, III 50,000 $ 5.625
William A. Yuan 20,000 $ 5.81
<PAGE>
TABLE II
--------
Percent of
Name of Selling Stockholder Common Stock
and Address Number of Shares Owned
- --------------------------- ---------------- ------------
Gerald N. Kern, Former
Chief Executive Officer (1) 100,000 1.5%
Richard Ratcliff Former
Director(2) 323,000 4.9%
Gary S. Kehoe, President,
Chief Operating Officer,
Director (3) 278,000 4.1%
Jeffrey L. Bouchy, Former
Secretary, Treasurer, Chief
Financial Officer(4) 70,000 1.1%
William D. Boone,
Director(5) 101,630 1.5%
William A. Yuan, Director
(6) 20,070 *
W. Brown Russell, III,
Director (7) 73,500 1.1%
Bruce A. Jorgenson,
Chairman of the Board (8) 190,700 2.9%
William J. Hemelt, 50,000 *
Secretary, Treasurer, Chief
Financial Officer (9)
- ----------
* Less than 1%.
(1) Includes options to purchase 54,000 shares at $5.81 per share until
February 1999.
(2) Includes 62,400 shares owned by Members of the Ratcliff's immediate family.
(3) Includes options to purchase 188,000 shares at $5.625 per share until April
2001. +
(4) Includes options to purchase 70,000 shares at $5.625 per share until June
24, 2001.
(5) Includes options to purchase 20,000 shares at $6.88 per share until
February 2001 and 50,000 shares at $5.625 per share until April 2001. +
(6) Includes options to purchase 20,000 shares at $5.81 per share until
February 2001. +
(7) Includes options to purchase 20,000 shares at $6.88 per share until
February 2001 and 50,000 shares at $5.625 per share until April 2001. +
(8) Includes options to purchase 20,000 shares at $11.44 per share until June
2000. +
(9) Includes options to purchase 50,000 shares at $5.50 per share until June
2001. +
+ A portion of these options are not presently exercisable, but are subject
to certain conditions which vary by individual.
The address of each Selling Stockholder is the same as the Company's
address. All shares listed above for sale represent shares issued or issuable
upon exercise of options under the Plan. As of June 23, 1998, 796,000 shares
have been issued upon exercise of options granted under the Plan, and 784,500
are issuable upon exercise of options granted under the Plan.
The date of this Prospectus Supplement is June 23, 1998.
