Filed pursuant to Rule 424(b)(3)
File No. 333-2198
PROSPECTUS SUPPLEMENT NO. 1 Dated July 29, 1996
(To Prospectus dated July 12, 1996)
Up to 1,921,313 Shares
LASERSIGHT INCORPORATED
Common Stock ($.001 par value)
This Prospectus Supplement ("Supplement") updates the Prospectus dated July
12, 1996 ("Prospectus") of LaserSight Incorporated, a Delaware corporation (the
"Company").
All of the text under the caption "The Offering--Shares offering By Selling
Shareholders" (other than the footnotes thereto which remain unchanged except
that the maximum number of Common shares issuable upon Conversion is now
721,989) should be deleted and replaced with the following:
Common Stock outstanding as of July 26, 1996 7,538,468 shares
Shares Offered by Selling Shareholders:
Common Stock issued to date upon conversion of, or as 307,138 shares
dividends on, Preferred Stock
Common Stock issuable upon conversion
or exchange of presently outstanding Minimum: 253,878 shares
Preferred Stock Maximum: 721,989 shares
Common Stock issuable as dividends on
outstanding Preferred Stock To be determined.(2) For example,
assuming a single conversion date
for all of the Preferred Stock and
a Common Stock price history as of
such conversion date identical to
that at July 26,1996 ($7.4375 per
share), the number of Dividend Shares
could vary as follows:
Assumed Dividend
Conversion Date Shares
--------------- --------
8/10/96 29,929
9/10/96 34,285
1/10/97 51,428
1/10/98 102,856
All of the text under the caption "Selling Shareholders" should be deleted and
replaced with the following:
SELLING SHAREHOLDERS
--------------------
The following table sets forth certain information with regard to the
beneficial ownership by the Selling Shareholders of Preferred Stock and Common
Stock (where indicated by footnote, on a pro forma basis as of July 26, 1996 as
if the shares of Preferred Stock then-outstanding had been converted into Common
Stock as of such date), and the number of shares of Common Stock to be offered
by the Selling Shareholders (also on a pro forma basis where indicated). The
actual number of shares of Common Stock beneficially owned or offered may vary
and will be reflected in additional Prospectus Supplements. See "The Offering."
<PAGE>
<TABLE>
<CAPTION>
Shares of Common Common Stock Beneficially
Preferred Stock Shares Of Owned After the Offering
Stock Beneficially Common -------------------------
Presently Owned Prior Stock Number Percent of
Selling Shareholder Owned to Offering to be Sold of Shares Outstanding*
................... --------- ------------ ---------- --------- ------------
<S> <C> <C> <C> <C> <C>
Banque Scandinave en Suisse (2)(6) 28 424,098 424,098 -- --
Reg-S Investment Fund Ltd.(5) 5 44,726 44,726 -- --
Wood Gundy London Ltd.(4) 20 208,366 208,366 -- --
OTA Limited Partnership (1) 3 23,133 23,133 -- --
Interportfolio (1) 10 77,109 77,109 -- --
Selfridge Limited Partnership (1) 2 15,422 15,422 -- --
Hull Overseas Ltd. (3) 4 69,469 69,469 -- --
Spencer Trask Securities
Incorporated (7) N/A 9,630 9,630 -- --
Jules Marx (7) N/A 7,879 7,879 -- --
Mark B. Gordon, O.D N/A 271,732 160,109 111,623 1.4%
Howard H. Levin, O.D N/A 271,732 160,109 111,623 1.4%
</TABLE>
* Based on the number of shares outstanding as of July 26, 1996, and without
giving effect to the exercise of the IPO Warrants and the 1996 Warrants.
1 As of the date of this Prospectus, such Selling Shareholder did not own any
of such shares of Common Stock. The number of shares of Common Stock
indicated in the table is the hypothetical number that would have been held
by such Selling Shareholder if it had converted all of its shares of
Preferred Stock as of July 26, 1996. The actual number of shares of Common
Stock to be received by such Selling Shareholder may be more or less than
the number indicated and will be reflected in a supplement to this
Prospectus following the conversion of such Series A Preferred Stock.
2 Based on information available to the Company and the representations of the
Selling Shareholder, such holdings of record of Preferred Stock are held for
the account of certain clients of Banque Scandinave en Suisse.
3 As of the date of this Prospectus Supplement, Hull Overseas Ltd. ("Hull")
owns 38,625 shares of Common Stock. The 30,844 share difference between such
number and the number indicated in the table represents the hypothetical
number of shares of Common Stock that would have been held by Hull if it had
converted all of its Preferred Stock as of July 26, 1996. The actual number
of shares of Common Stock to be received by Hull may be more or less than
30,844 and will be reflected in another supplement to this Prospectus
following the conversion by Hull of its remaining shares of Preferred Stock.
4 As of the date of this Prospectus Supplement, Wood Gundy London Ltd. ("Wood
Gundy") owns 54,148 shares of Common Stock. The 154,218 share difference
between such number and the number indicated in the table represents the
hypothetical number of shares of Common Stock that would have been held by
Wood Gundy if it had converted all of its Preferred Stock as of July 26,
1996. The actual number of shares of Common Stock to be received by Wood
Gundy may be more or less than 154,218 and will be reflected in another
supplement to this Prospectus following the conversion by Wood Gundy of its
remaining shares of Preferred Stock.
<PAGE>
5 As of the date of this Prospectus Supplement, Reg S. Investment Fund Ltd.
("Investment Fund") owns 6,172 shares of Common Stock. The 38,554 shares
difference between such number and the number indicated in the table repre-
sents the hypothetical number of shares of Common Stock that would have
been held by Investment Fund if it had converted all of its Preferred Stock
as of July 26, 1996. The actual number of shares of Common Stock to be re-
ceived by Investment Fund may be more or less than 38,554 and will be re-
flected in another supplement to this Prospectus following the conversion
by Investment Fund of its remaining shares of Preferred Stock.
6 As of the date of this Prospectus Supplement, Banque Scandinave en Suisse
("Banque Scandinave")owns 208,193 shares of Common Stock. The 215,905 shares
difference between such number and the number indicated in the table repre-
sents the hypothetical number of shares of Common Stock that would have been
held by Banque Scandinave if it had converted all of its Preferred Stock as
of July 26, 1996. The actual number of shares of Common Stock to be re-
ceived by Banque Scandinave may be more or less than 215,905 and will be re-
flected in another supplement to this Prospectus following the conversion by
Banque Scandinave of its remaining shares of Preferred Stock.
7 Assumes the exercise in full by such Selling Shareholder of a warrant to
purchase Common Stock. See "Description of Capital Stock--Warrants."
