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FILED PURSUANT TO RULE 424(b)(3)
REGISTRATION NO. 333-29573
SUPPLEMENT DATED SEPTEMBER 16, 1997 TO
PROXY STATEMENT/PROSPECTUS DATED AUGUST 20, 1997
This Supplement is provided to the security holders of EyeSys Technologies,
Inc. ("EyeSys") in connection with the proposed acquisition (the
"Acquisition") of EyeSys by Premier Laser Systems, Inc. ("Premier"), pursuant
to a transaction described in a Proxy Statement/Prospectus dated August 20,
1997 (the "Proxy Statement/Prospectus"). A meeting of the security holders of
EyeSys is scheduled for September 23, 1997, to vote on such transaction. This
Supplement is being provided to the security holders of EyeSys in order to
provide additional information relating to the discussion contained in the
Proxy Statement/Prospectus concerning the manner in which the parties will
calculate the number of Premier securities to be issued in the Acquisition.
The Proxy Statement/Prospectus and the Merger Agreement contained as an
exhibit therein describe the method by which the "Per Share Value" of the
Premier Class A Common Stock to be issued in the Acquisition is to be
calculated. The Per Share Value is used to determine the number of shares to
be issued. This description indicates that the Per Share Value shall mean:
"at the election of Premier, either (i) the average of the closing sale
prices of Premier's Class A Common Stock for the fifteen (15) trading
days immediately preceding the Closing; or (ii) the average of the
closing sale prices of the Common Stock for the thirty (30) days ending
fifteen (15) days prior to such Closing."
EyeSys and Premier have agreed that with respect to clause (ii) of this
definition, the Per Share Value will be calculated on the thirty (30) business
days ending fifteen (15) days prior to the Closing. If the Per Share Value is
calculated using clause (ii) instead of clause (i), and assuming the closing
of the Acquisition is on September 24, 1997, this interpretation would result
in the Per Share Value being approximately $0.305 higher than if the thirty
(30) days referred to in this clause was calculated using calendar days. As a
result, if clause (ii) is used to calculate Per Share Value, and assuming that
there is no contingent consideration payable and that the closing date is on
or about September 24, 1997, this will result in a lower total number of
shares to be issued in the Merger (approximately 1,083,689 instead of
approximately 1,118,576).
If the Closing does not occur on or about September 24, 1997, it will not be
possible to determine at the present time how the above described agreement
will affect Per Share Value. In addition, if the Per Share Value is determined
under clause (i), the above agreement will have no effect on the determination
of Per Share Value.
If you have previously voted with respect to the Merger, and desire to
change your vote, please so notify EyeSys by letter or facsimile (which must
be received no later than 2:30 p.m., Central Time, on September 23, 1997).
EyeSys' address is 2776 Bingle Road, Houston, Texas 77055, and its facsimile
number is (713) 465-2418.
If you do not desire to change your vote, no action need be taken.
