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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
Dean Witter Convertible Securities Trust ("Dean Witter Convertible") of up to
$1,000,000 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 Dean Witter
Convertible is $2,050,000, $1,000,000 of which may be sold at this time pursuant
to the Prospectus as supplemented hereby. Additional information concerning the
Selling Securityholders (including Dean Witter Convertible) 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 February 24, 1997 was $10.625 per share.
The Notes will be subordinated to all existing and future Senior
Indebtedness of the Company. At December 31, 1996, Senior Indebtedness was
approximately $2,400,000. 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 February 25, 1997.
