Filed Pursuant to 424(b)(3)
Registration No. 333-43258
Prospectus Supplement
(To Prospectus Dated August 10, 2001)
SMARTSERV ONLINE, INC.
1,874,477 SHARES OF COMMON STOCK
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The purpose of this prospectus supplement is to provide supplemental
information regarding SmartServ Online, Inc. in connection with the offering of
its common stock by the stockholders listed in the prospectus dated August 10,
2001, as supplemented on December 28, 2001, registration number 333-43258 (the
"Prospectus"). This prospectus supplement is not complete without, and may not
delivered or utilized except in connection with, the Prospectus, including any
other amendments or supplements to the Prospectus. You should read this
prospectus supplement and the related Prospectus carefully before investing in
us. Both documents contain information that you should consider before making
your decision.
The following summary financial data is derived from our financial
statements for the three months ended March 31, 200 and March 31, 2001, the year
ended December 31, 2001 and the six month period ended December 31, 2000. You
should read the following summary financial data in conjunction with the
financial statements and notes to those statements included in the Prospectus
and the Quarterly Report on Form 10-QSB for the quarter ended March 31, 2002 and
the Annual Report on Form 10-KSB for the year ended December 31, 2001.
Six Months
Three Months Ended March 31 Year Ended Ended December
(unaudited) December 31 31
STATEMENT OF OPERATIONS 2002 2001 2001 2000
------------- -------------- ------------- --------------
Revenues $ 28,821 $ 1,224,971 $ 3,297,806 $ 2,232,476
Income (Loss) from Operations (3,939,624)* (3,946,914)* (14,699,868)** 2,369,035**
Net Income (Loss) (4,109,347)* (3,863,654)* (14,819,860)** 2,937,591**
Basic Earnings (Loss) per Share (0.66) (0.68) (2.52) 0.54
Diluted Earnings (Loss) per Share (0.66) (0.68) (2.52) 0.34
* Included in such amounts are noncash charges for stock-based
compensation costs of $172,015 for the three months ended
March 31, 2002 and $159,778 for the three months ended March
31, 2001.
** Included in such amounts are noncash charges for
stock-based compensation costs of $1,260,125 for the year
ended December 31, 2002 and income of $8,164,779 for the six
months ended December 31, 2000.
March 31
(unaudited) December 31
BALANCE SHEET 2002 2001 2001 2000
------------- ------------- ------------- -------------
Cash and Cash Equivalents $ 3,036,655 $ 15,554,021 $ 6,532,323 $ 19,172,118
Working Capital 1,480,992 11,068,696 5,079,910 16,378,274
Total Assets 8,634,048 21,537,808 12,461,064 24,041,876
Total Liabilities and Deferred
Revenues 8,845,766 8,445,875 8,747,395 7,260,906
Stockholders' Equity (Deficiency) (211,718) 13,091,933 3,713,669 16,780,970
You should rely only on the information provided in this prospectus
supplement and the related Prospectus. We have not authorized anyone to provide
you with different or additional information.
The "Selling Stockholders" section of the Prospectus, found on pages 33-36
of the Prospectus, is amended by this prospectus supplement. In the "Selling
Stockholders" section of the Prospectus, Sebastian E. Cassetta and Robert Pearl
are listed as selling stockholders selling 50,000 and 76,818 shares
of our common stock, respectively. Since the date of the Prospectus, Mr. Pearl
sold 36,818 of his shares. Additionally, Mr. Cassetta pledged his 50,000 shares
covered by the Prospectus and Mr. Pearl pledged his remaining 40,000 shares
covered by the Prospectus to Salomon Smith Barney Inc. Salomon Smith Barney
Inc., as pledgee, may be deemed a selling stockholder of the shares shown as
being held by Messrs. Cassetta and Pearl. The table of selling stockholders is
updated as follows:
Shares of Common Stock Shares of Common Stock Beneficial Ownership After
Selling Stockholders Beneficially Owned to be Sold Offering If All Shares Are Sold
- ------------------------------- ------------------------ ---------------------- -------------------------------
Sebastian E. Cassetta 944,992 50,000 (10) 894,992
Robert Pearl 40,000 40,000 (10) 0
Additionally footnote 10 is added and shall read as follows:
10. These shares have been pledged to Salomon Smith Barney Inc. and may be
sold by Salomon Smith Barney Inc., as pledgee.
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The date of this prospectus supplement is May 22, 2002
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