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PROSPECTUS SUPPLEMENT Filed pursuant to Rule 424(b)(3)
To Prospectus Dated May 3, 1996, Registration No. 333-2253
As Supplemented to Date
$80,500,000
NABI
6 1/2% Convertible Subordinated Notes due 2003
and
Shares of Common Stock, Par Value $.10 Per Share,
Issuable Upon Conversion Thereof
This Prospectus Supplement (the "Supplement") relates to the resale by
Robertson Stephens & Co. LLC ("Robertson Stephens") of up to $5,092,000
aggregate principal amount of 6 1/2 % Convertible Subordinated Notes due 2003
(the "Notes") of NABI, a Delaware corporation (the "Company"), originally issued
in private placements consummated on February 7 and March 6, 1996 (the "Debt
Offering"), pursuant to NABI's Registration Statement on Form S-3 (No. 333-2253)
(the "Registration Statement"). This Supplement should be read in conjunction
with the Prospectus dated May 3, 1996, as supplemented to date (the
"Prospectus"), to be delivered with this Supplement. All capitalized terms used
but not defined in this Supplement shall have the meanings given them in the
Prospectus.
Based on information provided to the Company, the aggregate principal
amount of the Notes that are currently beneficially owned by Robertson
Stephens is $5,092,000, all of which may be sold at this time pursuant to the
Prospectus as supplemented hereby. Robertson Stephens was an initial purchaser
of the Notes in the Debt Offering, in connection with which Robertson Stephens
was an initial purchaser of the Notes in the Debt Offering, in connection with
which Robertson Stephens received customary compensation for its services.
Additional information concerning the Selling Securityholders (including
Robertson Stephens) may be set forth from time to time in additional supplements
to the Prospectus. The total outstanding aggregate principal amount of the Notes
is $80,500,000.
The closing price of the Company's Common Stock as reported on The Nasdaq
National Market on November 4, 1996 was $8.75 per share.
The Notes will be subordinated to all existing and future Senior
Indebtedness of the Company. At August 23, 1996, Senior Indebtedness was
approximately $6,300,000. The Indenture contains no limitations on the
incurrence of additional indebtedness or other liabilities by the Company.
The Notes are neither listed on a national securities exchange nor quoted
on an automated quotation system. However, the Notes are eligible for trading in
the Private Offerings, Resales and Trading through Automated Linkages ("PORTAL")
Market. Notes sold pursuant to the Registration Statement will no longer be
eligible for trading in the PORTAL Market.
The date of this Prospectus Supplement is November 5, 1996.
