LASERSIGHT INC /DE
424B3, 1997-06-02
ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS
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                                                Filed pursuant to Rule 424(B)(3)
                                                               File No. 333-2198
PROSPECTUS SUPPLEMENT NO. 1 Dated June 2, 1997
(To Prospectus dated April 14, 1997)



                             Up to 1,921,313 Shares
                             LASERSIGHT INCORPORATED
                         Common Stock ($.001 par value)

     This  Prospectus  Supplement  updates the  Prospectus  dated April 14, 1997
("Prospectus")  of  LaserSight   Incorporated,   a  Delaware   corporation  (the
"Company").

      All of the text under the caption "The Offering"  remains unchanged except
those items  presented  below  (other than the  footnotes  thereto  which remain
unchanged  except that the maximum  number of Common  shares  issuable  upon the
conversion or exchange of outstanding Preferred Stock is now zero):

Common Stock outstanding as of May 30, 1997                     9,423,907 shares

Shares Offered by Selling Shareholders:

Common Stock issued to date upon conversion
     of, or as dividends on, Preferred Stock                      975,261 shares

Common Stock issuable upon conversion
     or exchange of outstanding shares of
     Preferred Stock                                                   None

Common Stock issuable as dividends on
     outstanding Preferred Stock                                       None


All   of   the   text   under   the   option   "Risk    Factors--Company-Related
Uncertainties--Operating  Results"  should  be  deleted  and  replaced  with the
following:

         Operating  Results.  The  Company  incurred  losses of  $4,074,369  and
$648,022 during 1996 and the first quarter of 1997,  respectively.  In addition,
although  the  Company  achieved  profitability  in 1995 and 1994,  the  Company
incurred  losses in 1991 through 1993. As of March 31, 1997,  the Company had an
accumulated  deficit of  $5,260,852.  There can be no assurance that the Company
can regain or sustain profitability.

All   of   the   text   under   the   caption   "Risk   Factors--Company-Related
Uncertainties--Receivables" should be deleted and replaced with the following:

         Receivables.  At March 31, 1997, the Company's trade accounts and notes
receivable  aggregated  approximately  $10,666,000  net of total  allowances for
collection losses and returns of approximately $1,566,000.  Accrued commissions,
the  payment  of which  generally  depends on the  collection  of such net trade
accounts and notes receivable,  aggregated approximately $1,509,000 at March 31,
1997.  Exposure  to  collection  losses  on  technology-related  receivables  is
principally  dependent on its customers'  ongoing financial  condition and their
ability to generate  revenues from the Company's  laser  systems.  The Company's
ability to evaluate the financial  condition of  prospective  customers  located
outside  of the United  States is  generally  more  limited  than for  customers
located in the United States. The Company monitors the status of its receivables
and maintains a reserve for estimated  losses.  The Company's  operating history
has been relatively  short.  There can be no assurance that the current reserves
for estimated losses  ($1,409,000 at March 31, 1997) will be sufficient to cover
actual  write-offs over time.  Actual  write-offs that materially exceed amounts
reserved  could have a material  adverse  effect on the  Company's  consolidated
financial condition and results of operations.


<PAGE>



The    following    text   should   be   added    under   the   caption    "Risk
Factors--Technology-Related Uncertainties":

         New  Products.  There can be no  assurance  that the  Company  will not
experience  difficulties that could delay or prevent the successful development,
introduction  and marketing of its new LaserScan LSX excimer laser and other new
products and  enhancements,  or that its new products and  enhancements  will be
accepted  in the  marketplace.  As is  typical  in the  case of new and  rapidly
evolving  industries,  demand  and market  acceptance  for  recently  introduced
technology and products are subject to a high level of uncertainty. In addition,
announcements  of  currently  planned or other new product  offerings  may cause
customers to defer purchasing existing Company products.

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 and the  number of shares of Common  Stock to be  offered  by the  Selling
Shareholders.

<TABLE>
<CAPTION>

                                                                                               Common Stock Beneficially
                                      Shares of        Common                                  Owned After the Offering
                                      Prefered          Stock             Shares of            -------------------------
                                        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 Edouard Constant (1)              --             466,947           466,947                 --              --
Reg-S Investment Fund Ltd.               --              47,830            47,830                 --              --
Wood Gundy London Ltd.                   --             249,308           249,308                 --              --
OTA Limited Partnership                  --              26,747            26,747                 --              --
Interportfolio                           --              89,173            89,173                 --              --
Selfridge Limited Partnership            --              16,637            16,637                 --              --
Hull Overseas Ltd.                       --              78,619            78,619                 --              --
Spencer Trask Securities
     Incorporated (2)                    N/A              9,630             9,630                 --              --
Jules Marx (2)                           N/A              7,879             7,879                 --              --
Mark B. Gordon, O.D                      N/A            271,732           160,109               111,623          1.2%
Howard H. Levin, O.D                     N/A            271,732           160,109               111,623          1.2%
<FN>

* Based on the number of shares  outstanding  as of May 30,  1997,  and  without
  giving effect to the 1996 Warrants.

1   Based on information available to the Company and the representations of the
    Selling  Shareholder,  such  holdings  of  record  are or were  held for the
    account of certain  clients of Banque  Edouard  Constant,  formerly known as
    Banque Scandinave en Suisse.

2  Assumes  the  exercise  in  full  by  such  Selling  Shareholder of a warrant  
   to  purchase  Common  Stock.  See "Description of Capital Stock--Warrants."
</FN>
</TABLE>


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