Prospectus Supplement No. 2
filed pursuant to Rule 424(b)(3)
Registration Statement No. 333-99703
SI Diamond Technology, Inc.
17,771,209 Shares
SI Diamond Technology, Inc.
Common Stock
(par value $0.001 per share)
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This Prospectus supplement No. 2 supplements and amends the prospectus dated November 6, 2002, and prospectus supplement no. 1 dated February 7, 2003, relating to the resale of up to 17,771,209 shares of common stock of SI Diamond Technology, Inc.
The section entitled “Selling Shareholders” on pages 17-19 of the prospectus dated November 6, 2002 and the prospectus supplement dated February 7, 2003 is hereby deleted and replaced in its entirety as follows:
Selling Shareholders
This prospectus covers offers of the shares of common stock owned by the Selling Shareholders. The following table lists the names of the selling shareholders as well as (1) the number of shares of common stock, and (2) the number of shares of common stock underlying existing warrants held as of November 1, 2002. Because SI Diamond does not know how many shares may be sold by the selling shareholders pursuant to this prospectus, no estimate can be given as to the number of the shares that will be held by the selling shareholders upon termination of this offering. None of the selling shareholders have, or have had within the last three years, any material relation ship with us, or any predecessor or affiliate.
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SELLING SHAREHOLDERS TABLE
Shareholder | Number of shares of common stock held and offered pursuant to this Prospectus | Number of shares of common stock underlying warrants offered pursuant to this Prospectus | Percentage of interests prior to any sales made pursuant to this Prospectus(1) |
2000 PRIVATE PLACEMENTS | |||
D. Craig Valassis | 434,028 | 1.53%(2) | |
2001 PRIVATE PLACEMENTS | |||
Atlas Capital | 622,711 | 1.82%(2) | |
Calton Neel | 285,714 | * | |
Calvin Nickal | 509,289 | * | |
George Fetterman | 346,000 | * | |
Miles King | 21,277 | * | |
Patrick Dolan | 212,766 | 1.09%(2) | |
Donald Miller | 21,277 | * | |
Charles Bankhead | 75,939 | * | |
Elizabeth Bankhead Trust | 32,632 | * | |
James V. Carroll | 43,860 | * | |
Internet Venture | 13,632 | * | |
William Joslin | 105,264 | * | |
Jack Liston | 8,860 | * | |
Joel Shepherd | 105,264 | * | |
Charles Simpson | 37,632 | * | |
T. McCullough Strother | 87,720 | * | |
Pinnacle Fund | 263,158 | 2.61%(2) | |
Gordon & Maripat Snyder | 8,772 | * | |
Kevin Urretia | 21,053 | * | |
Daniel Gilbert | 438,597 | * | |
Robin Eisenberg | 87,719 | * | |
Southwell Partners | 123,457 | * | |
Stuart & Susan Tiplitsky | 18,000 | * | |
Westpark Capital | 246,914 | * |
Mark S. & Frances A. Wagner | 55,556 | * | |
2002 PRIVATE PLACEMENTS | |||
James Wikert | 1,509,911 | 2.00% (2) | |
Delta Traders | 1,350,000 | 1.80% (2) | |
First London Securities | 2,900,000 | 3.86% (2) | |
Carlton Neel | 250,000 | * | |
Atlas Capital | 300,000 | 1.82%(2) | |
D. Craig Valassis | 200,000 | 1.53%(2) | |
Robert Leonard | 55,556 | * | |
Sarah Thomas | 216,666 | * | |
Patrick Dolan | 608,333 | 1.09%(2) | |
George Fetterman | 162,000 | * | |
Donald Miller | 20,833 | * |
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Shareholder | Number of shares of common stock held and offered pursuant to this Prospectus | Number of shares of common stock underlying warrants offered pursuant to this Prospectus | Percentage of interests prior to any sales made pursuant to this Prospectus(1) |
Calvin Nickal | 375,000 | * | |
Winstead Sechrest | 625,000 | * | |
Ralph E. and Sandra L. Parry | 200,000 | * | |
Robert A. Sprotte Money Purchase Pension Plan | 400,000 | ||
Daniel and Louise Cafola | 92,500 | * | |
Dan Cafolla and Associates Profit Sharing Plan | 82,500 | * | |
Till Keesman | 500,000 | * | |
Cataloguecollections, Inc. | 18,334 | * | |
Hurst Marketing Group, Inc. | 18,334 | * | |
Denton Holdings Nevada, Inc. | 18,332 | * | |
To Serve Man, Inc. | 20,000 | * | |
NOTE SELLING SHAREHOLDERS | |||
Pinnacle Fund, L.P. | 1,748,247 | 2.61%(2) | |
Atlas Capital | 454,952 | 1.82%(2) | |
D. Craig Valassis | 530,000 | 1.53%(2) | |
Nicholas Martin, Jr. | 732,620 | * | |
OTHER SELLING SHAREHOLDERS | |||
Katherine D. Banks | 80,000 | * | |
James N. Perkins | 20,000 | * | |
H. Scott Phillips | 20,000 | * | |
John E. Palmer | 7,500 | * | |
H. Marcia Smolens | 7,500 | * | |
SFT Consulting | 20,000 | * | |
TOTAL | 17,616,209 | 155,000 | 22.63% |
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* Less than 1%
(1) This percentage was calculated including shares issuable upon the exercise of warrants into shares
of the Company’s Common Stock or upon the conversion of notes payable into share of the Company’s
Common Stock.
(2) These percentages include all shares for this shareholder covered by this prospectus.
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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 accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.
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The date of this prospectus supplement is April 10, 2003.