RULE 424(b)(3)
REGISTRATION NO. 333-86976 and
REGISTRATION NO. 333-104148
PROSPECTUS SUPPLEMENT NO. 2
DATED MARCH 31, 2003
TO PROSPECTUS DATED APRIL 25, 2002
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THE PROSPECTUS DATED APRIL 25, 2002, AS SUPPLEMENTED ON FEBRUARY 27,
2003, FOR THE QUIGLEY CORPORATION (THE "COMPANY") IS HEREBY
SUPPLEMENTED AS FOLLOWS:
This prospectus supplements the prospectus dated April 25, 2002, as supplemented
on February 27, 2003, of The Quigley Corporation, relating to the sale by
certain selling stockholders of up to 1,000,000 shares of our common stock to
include an additional 250,000 shares of common stock issuable upon the exercise
of warrants issued to Forrester Financial, LLC, which are exercisable at any
time prior to 5:30 p.m., New York time on March 7, 2004 at an exercise price of
$9.50 per share. You should read this prospectus supplement in conjunction with
the prospectus, and this prospectus supplement is qualified by reference to the
prospectus, except to the extent that the information in this prospectus
supplement supersedes the information contained in the prospectus. Capitalized
terms used in this prospectus supplement and not otherwise defined herein have
the meanings specified in the prospectus.
THIS INVESTMENT INVOLVES A HIGH DEGREE OF RISK. SEE "RISK
FACTORS" BEGINNING ON PAGE 4 OF THE PROSPECTUS.
The table of Selling Stockholders contained in the prospectus is hereby amended
and restated as follows:
No. of Shares
of Common Stock
Beneficially No. of
Owned at March Shares Shares Beneficially Owned
Name 31, 2003 (1) Offered (1) After Offering (2)
- ---- ---------------- ----------- -------------------------
Forrester Financial, LLC(3) 1,000,000 1,000,000 0 *
5 Hoefleys Lane
Leonia, New Jersey 07605
Gold Fund Ltd., LLC (4) 250,000 250,000 0 *
* Less than 1%.
- ----------------
(1) The calculation of shares of common stock beneficially owned was
determined in accordance with Rule 13d-3 of the Exchange Act.
(2) Assumes that all common stock offered by the selling stockholders is
sold.
(3) Effective March 7, 2002, the Company and Forrester Financial, LLC
("Forrester") entered into a Financial Consulting Agreement. As
consideration for the services to be provided by Forrester, the Company
issued to it warrants to purchase up to 1,000,000 shares of common stock.
500,000 warrants are exercisable at a price of $6.50 per share, 250,000
warrants are exercisable at a price of $8.50 per share and 250,000
warrants are exercisable at a price of $11.50 per share. On February 2,
2003 the Company and Forrester entered into an agreement which, among
other things, extended the exercise period of the unexercised warrants
until March 7, 2004, and the Company issued to Forrester additional
warrants to purchase up to 250,000 shares of common stock exercisable at
any time until March 7, 2004 at a price of $9.50 per share.
(4) Consists solely of common stock issuable to the Gold Fund Ltd., LLC
("Gold Fund") upon the exercise of warrants to purchase up to 250,000
shares of common stock at an exercise price of $11.50 per share which
were transferred by Forrester to Gold Fund on February 2, 2003.