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Filing Pursuant to Rule 424(b)(2)
Registration Statement No. 333-37678
Prospectus Supplement
(To Prospectus Dated June 27, 2000)
SEDONA CORPORATION
1,114,285 shares
Common Stock
This is an offering of 1,114,285 shares of our common stock. Our common
stock is traded on the Nasdaq SmallCap Market under the symbol SDNA. On October
20, 2000, the closing price of one share of our common stock was $1.34. You
should read this prospectus supplement and the related prospectus carefully
before you invest.
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Investing in our common stock involves a high degree of risk. You
should carefully read and consider the risk factors beginning on page 4 of our
prospectus dated June 27, 2000.
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Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or passed upon the
adequacy or accuracy of this prospectus. Any representation to the contrary is a
criminal offense.
The date of this prospectus supplement is October 23, 2000.
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TABLE OF CONTENTS
Page
Use of Proceeds......................................... S-3
Market for Our Common Stock............................. S-3
Plan of Distribution.................................... S-3
Forward-Looking Statements.............................. S-3
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You should rely only upon information contained or incorporated by
reference in this prospectus supplement and the related prospectus. We have not
authorized anyone to provide you with information or to represent anything to
you not contained or incorporated by reference in this prospectus supplement and
the related prospectus. The information contained in this prospectus supplement
is current only as of its date, regardless of the time of delivery of this
prospectus supplement or of any sale of the shares of common stock.
We are offering to sell, and seeking offers to buy, our common stock
only in jurisdictions where offers and sales are permitted.
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USE OF PROCEEDS
The net proceeds to us from this offering will be approximately
$930,000. We plan to use the net proceeds for working capital and general
corporate purposes.
MARKET FOR OUR COMMON STOCK
On October 20, 2000, the closing price of one share of our common stock
on the Nasdaq Small Cap Market was $1.34. As of that date, and before the
issuance of shares of common stock pursuant to this prospectus supplement, we
had 28,917,471 shares of common stock outstanding.
PLAN OF DISTRIBUTION
We are offering 952,380 shares of our common stock under this
prospectus supplement for an aggregate purchase price of $1,000,000. We will
also issue to the purchaser of these shares of common stock a four (4) year
warrant to purchase 95,238 shares of our common stock at an exercise price per
share of $1.47. Upon the sale of this common stock, we will pay a $60,000 sales
commission to Ladenburg Thalmann & Co. Inc., as placement agent in connection
with this offering. We will also issue Ladenburg Thalmann a warrant to purchase
66,667 shares of our common stock at an exercise price per share of $1.16. We
will not pay any other compensation in conjunction with this sale of common
stock. We have agreed to indemnify Ladenburg Thalmann against liabilities under
the Securities Act of 1933.
FORWARD-LOOKING STATEMENTS
Some of the statements contained in this prospectus discuss future
expectations and state other forward-looking information. Forward-looking
statements can be identified by the use of progressive terminology, such as may,
will, expect, anticipate, estimate, continue or other similar words. These
statements are subject to known and unknown risks and uncertainties that could
cause our actual results to differ materially from those contemplated by the
statements. Factors that might cause such a difference include those discussed
in the section titled Risk Factors in the prospectus dated June 27, 2000. Except
as required by applicable law, including the securities laws of the United
States, we do not intend to update or revise any forward-looking statements.
S-3
