Filed Pursuant to Rule 424(b)(3)
with respect to Registration Statement No. 333-30116
CAPITA RESEARCH GROUP, INC.
Supplement No. 2 dated June 30, 2000 to
Prospectus dated May 10, 2000
This Prospectus Supplement supplements the Prospectus dated May 10,
2000 relating to the sale of 5,380,000 shares of our common stock.
You should read this Prospectus Supplement and the Prospectus carefully
before you invest. Both documents contain information you should consider when
making your investment decision.
INVESTING IN CAPITA RESEARCH GROUP, INC. COMMON STOCK INVOLVES A HIGH
DEGREE OF RISK. SEE "RISK FACTORS" BEGINNING ON PAGE 3 OF OUR PROSPECTUS DATED
MAY 10, 2000 TO READ ABOUT FACTORS YOU SHOULD CONSIDER BEFORE BUYING SHARES OF
OUR COMMON STOCK.
On June 23, 2000, we entered into a loan agreement with Jim Salim.
Under the loan agreement, Mr. Salim will make loans to us in the aggregate
amount of $600,000 in four monthly installments of $150,000 each. In connection
with the loan agreement, we issued to Mr. Salim a $600,000 convertible
promissory note, convertible into up to 1,000,000 shares of our common stock at
a price of $.60 per share, and warrants to purchase up to 1,000,000 shares of
our common stock at a price of $.60 per share. The loans accrue interest at an
annual interest rate equal to the prime rate plus three percent (3%) and are
payable 120 days after the date on which each loan is made. Mr. Salim received
"piggyback" registration rights with respect to the common stock issuable upon
conversion of the convertible promissory note and exercise of the warrants.
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NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY OTHER REGULATORY
BODY HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ACCURACY
OR ADEQUACY OF THE RELATED PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
The date of this Prospectus Supplement is June 30, 2000.