Rule 424(b)(3) and Rule 424(c)
SEC File No. 333-108655
Prospectus Supplement dated December 19, 2003
To Prospectus dated October 16, 2003
Reoffer Prospectus
BUYERS UNITED, INC.
COMMON STOCK
This prospectus covers 8,779,333 shares of the common stock of Buyers
United, Inc., that may be sold from time to time by the persons listed under the
caption "Selling Security Holders," beginning on page 37 of the prospectus to
which this supplement is attached. The selling security holders own
o Warrants to purchase 109,375 shares at a price of $1.25 per share
o Warrants to purchase 4,466,856 shares at a price of $2.00 per share
o Warrants to purchase 672,700 shares at a price of $2.50 per share
o Options to purchase 2,189,152 shares at prices ranging from $2.00 to
$5.392 per share
o Convertible notes in the amount of $1,162,500 convertible at $2.00 per
share
o Convertible notes in the amount of $1,775,000 convertible at $2.50 per
share
o 50,000 shares of common stock
Buyers United will receive the proceeds from exercise of the warrants and
options and will benefit from extinguishment of the debt represented by the
convertible notes, but will not receive any proceeds or benefit from the resale
of the shares by the selling security holders.
Quotations for our common stock are reported on the OTC Bulletin Board
under the symbol "BYRS." On December 18, 2003, the closing bid price for our
common stock was $2.21 per share.
See "Risk Factors" beginning on page 3 of the prospectus for information
you should consider before you purchase shares.
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.
Notice About Information Presented In This Supplement
o We provide information to you on the shares offered by Selling
Security Holders in this supplement and the prospectus dated October
16, 2003. This supplement may be used by the Selling Security Holders
to offer their shares only if accompanied by the prospectus.
o This supplement provides information that supercedes, or is in
addition to, information presented in the prospectus. If there is any
difference between the information presented in this supplement and
the information contained in the prospectus, you should rely on the
information in this supplement.
o You should rely only on the information provided in this supplement
and the prospectus. We have not authorized anyone to provide you with
different information.
o We do not claim the information contained in this supplement or the
accompanying prospectus is accurate as of any date other than the
dates on their respective covers.
SUPPLEMENTAL INFORMATION
Warrants exercised
As of December 18, 2003 22,500 warrants have been exercised by Selling
Security Holders and the total amount received by Buyers United through the
exercise of these warrants is $43,750.
Warrants purchased
C.E. Unterberg, Towbin, a member firm of the National Association of
Securities Dealers, Inc., purchased from Karl and Kay Malone warrants for the
purchase of 500,000 shares of common stock at an exercise price of $2.00 per
share. This firm intends to exercise the warrants and offer the shares of common
stock to its clients. These sales may be at prevailing market prices or at fixed
or negotiated prices. As a result of its participation in the offering, C.E.
Unterberg, Towbin may be deemed to be an "underwriter" within the meaning of the
Securities Act of 1933, so any commissions or discounts paid to or received by
it on, or profit derived from, resale of the shares may be deemed to be
underwriting commissions or discounts. The maximum commission, discount, or
profit that may be paid to or received by C.E. Unterberg, Towbin on sale of any
of the common stock cannot exceed eight percent of the original purchase price
for the common stock, which is $0.16 per share.
MyACD, Inc.
At the end of October 2003 Buyers United acquired the exclusive right to
sell and manage the enhanced telecommunications functions of MyACD, Inc. with a
one-year option to purchase it at a predetermined price. During the term of the
agreement, Buyers United has the sole right to manage sales, service, and
billing of MyACD services. Under the agreement MyACD will continue to provide
enhanced service development and configuration and Buyers United will reimburse
MyACD for costs related to these activities.
Periodic reports
We currently file periodic reports pursuant to the Securities and Exchange
Act of 1934. On November 14, 2003 we filed electronically with the with the
Securities and Exchange Commission our Quarterly Report on Form 10-QSB for the
period ended September 30, 2003.
Forward-looking statements
You should carefully consider the risk factors set forth in the prospectus,
as well as the other information contained in this supplement and the
prospectus. This supplement and the prospectus contain forward-looking
statements regarding events, conditions, and financial trends that may affect
our plan of operation, business strategy, operating results, and financial
position. You are cautioned that any forward-looking statements are not
guarantees of future performance and are subject to risks and uncertainties.
Actual results may differ materially from those included within the
forward-looking statements as a result of various factors. Cautionary statements
in the "Risk Factors" and "Management's Discussion and Analysis of Operating
Results and Financial Condition" sections of the prospectus and elsewhere in
this supplement and the prospectus identify important risks and uncertainties
affecting our future, which could cause actual results to differ materially from
the forward-looking statements made in this supplement and the prospectus.
Prospectus Supplement dated December 19, 2003
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