PREMIER LASER SYSTEMS INC
424B3, 1997-05-12
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
Previous: SOUTHWEST SECURITIES GROUP INC, 10-Q, 1997-05-12
Next: TUESDAY MORNING CORP/DE, 10-Q, 1997-05-12



<PAGE>
                          PREMIER LASER SYSTEMS, INC.
 
                  SUPPLEMENT DATED MAY 12, 1997, TO PROSPECTUS
                             DATED OCTOBER 15, 1996
 
    The Prospectus of Premier Laser Systems, Inc. (the "Company") dated October
15, 1996, as previously supplemented by Supplement dated November 5, 1996, is
hereby further supplemented as follows:
 
    On May 7, 1997, the United States Food and Drug Administration announced
that the Company's Er:YAG Laser has been cleared for marketing for selected
procedures on dental hard tissue (i.e., teeth), including caries removal, cavity
preparation and tooth etching. The American Dental Association estimates that
there are more than 170 million hard tissue restorative procedures performed
each year in the United States. No assurance can be given, however, concerning
the number of Er:YAG Lasers that will be sold by the Company for these
procedures.
 
    On April 24, 1997, the Company entered into an Agreement and Plan of Merger
with EyeSys Technologies, Inc. ("EyeSys"), pursuant to which the Company would
acquire EyeSys in exchange for the Company's Common Stock and additional options
to purchase Common Stock. EyeSys manufactures and distributes corneal topography
systems used in ophthalmic procedures, and has an installed base of 3,500
systems worldwide. EyeSys' marketing and distribution capabilities will be used
to sell the Company's laser products. The securities to be issued include Common
Stock with a value of $10.6 million, options to acquire an additional 165,000
shares of Common Stock at an exercise price equal to fair market value at the
time of closing, and additional contingent equity consideration. The amount of
the additional consideration will be proportional to the amount of license fees
to be received by the Company from two proposed license arrangements. Completion
of this transaction is subject to certain conditions, including, among others,
completion of a "due diligence" review by the Company of certain matters and
approval of the shareholders of EyeSys. No assurance can be given, therefore,
that this transaction will be completed. For its most recent fiscal year, EyeSys
had revenues of approximately $8 million, and recorded a net loss.
 
    The Company is also in the process of restructuring its investment in Mattan
Corporation ("Mattan"), the parent corporation of Medical Laser Institute of
America, Inc. ("MLIA"). In 1995, the Company made an investment in Mattan, which
owns and operates a medical laser cosmetic surgery center. The shares received
by the Company in such investment are listed on the Alberta Stock Exchange, but
trading in these securities has been suspended, and the Company will take a
write-off in its 1997 annual financial statements for the value of such
securities (approximately $881,000). The Company is in the process of
reorganizing this relationship, which may result in the Company receiving direct
ownership in MLIA. Completion of this reorganization is subject to a number of
conditions, and no assurance can be given that such conditions will be
completed.
 
    Effective January 31, 1997, the Company consummated the transactions with
Refractive Surgery Services described in the Company's Supplement dated November
5, 1996.
 
    For the fiscal year ended March 31, 1997, the Company recorded revenues of
approximately $5.5 million and a net loss of approximately $5.6 million.


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission