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Prospectus Supplement No. 1
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FILED PURSUANT TO RULE 424(b)(3) |
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REGISTRATION NO. 333-173848 |
MACE SECURITY INTERNATIONAL, INC.
SUPPLEMENT NO. 1 DATED AUGUST 2, 2011
TO THE PROSPECTUS DATED JUNE 30, 2011
This document supplements, and should be read in conjunction with, our prospectus dated
June 30, 2011(the Prospectus) relating to the offering of unsubscribed shares of common stock
to the public at the conclusion of our Rights Offering, as described on page 35 and 36 of the
Prospectus. Capitalized terms used in this supplement (this Supplement) have the same
meanings as set forth in the Prospectus, unless otherwise defined in this Supplement. The
purpose of this Supplement is to disclose:
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the amount of common stock purchased at the completion of our Rights Offering; |
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the gross and net proceeds received from the Rights Offering; |
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the number of shares of common stock that were unsubscribed at the conclusion of
the Rights Offering and which are now available for sale; |
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the offering period for the unsubscribed shares; and |
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the process to purchase the unsubscribed shares. |
Common Stock Purchased at the Completion of the Rights Offering
The Rights Offering was completed on August 1, 2011, 5:00 PM, Eastern Daylight Time. At the
completion of the Rights Offering, a total of 22,372,616 shares of common stock were purchased. Of
the shares purchased, 16,305,144 were purchased under the basic subscription right and 6,067,472
were purchased through the oversubscription right.
Gross and Net Proceeds from the Rights Offering
The gross proceeds from the Rights Offering were $4,474,523 and, after expenses, the net
proceeds to the Company were approximately $4.3 million.
Amount of Unsubscribed Shares of Common Stock Available for Sale
At the completion of the Rights Offering, 24,834,559 unsubscribed shares of common stock
(Unsubscribed Shares) remain. The Company and Ancora Securities, Inc. have decided to offer the
Unsubscribed Shares at a price of $0.20 per share. There is no firm commitment for the purchase of
the shares.
Offering Period
The offering of the Unsubscribed Shares will commence on August 2, 2011, at 9:00 AM, Eastern
Daylight Time, and will conclude on August 15, 2011, 5:00 PM, Eastern Daylight Time. We may cancel
the public offering of the Unsubscribed Shares at any time for any reason, including following the
expiration date. If we cancel the public offering of the Unsubscribed Shares, we will return all
subscription payments, without interest or deduction, as soon as practicable.
Process to Purchase Unsubscribed Shares
Parties interested in purchasing shares in the offering of the Unsubscribed Shares should
contact the dealer manager, Ancora Securities, Inc., One Chagrin Highlands, 2000 Auburn Drive #300,
Cleveland, Ohio, 44122, phone number 216-825-4000. Copies of the Prospectus and this Supplement
describing the terms and conditions of the offering of the Unsubscribed Shares can be obtained from
Ancora Securities, Inc.
Parties who wish to purchase Unsubscribed Shares should complete a Preliminary Subscription
Agreement which is NOT binding on the Company. Do NOT send payment for your shares with the
Preliminary Subscription Agreement. We will furnish to all persons who submit a Preliminary
Subscription Agreement and whose subscription is accepted an acknowledgment of subscription. Upon
receipt of the acknowledgment of subscription, each subscriber will be asked to do the following:
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Complete, date, and sign the acknowledgment of subscription. |
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Make a check payable to Ancora Securities, Inc. in an amount equal to
the subscription price of $0.20 per share for each share subscribed. |
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Return the completed acknowledgment of subscription and check by mail,
hand delivery, or overnight courier service to: |
Ancora Securities, Inc.
One Chagrin Highlands
2000 Auburn Drive #300
Cleveland, OH 44122
UPON RECEIPT BY THE COMPANY OF THE ACKNOWLEDGMENT OF SUBSCRIPTION, THE PRELIMINARY SUBSCRIPTION
AGREEMENT WILL BECOME BINDING ON AND IRREVOCABLE BY THE SUBSCRIBER UNTIL THE EXPIRATION DATE OF THE
OFFERING PERIOD FOR THE UNSUBSCRIBED SHARES.
Discretion to Accept Subscriptions
We have the right, in our sole discretion, to accept or reject any subscription in whole or in
part on or before the expiration date of the public offering of the unsubscribed shares. If we
receive subscriptions for a total of more than that number of shares of common stock available for
sale in the offering period, we may limit the number of shares of common stock sold to any
subscriber. As a result, you may not receive any or all of the shares of common stock for which
you subscribe.
We will notify subscribers as soon as practicable following the expiration date of the public
offering of unsubscribed shares of common stock as to whether and to what extent their
subscriptions have been accepted. If we do not accept all or a portion of a subscription, we will
return to the subscriber the unaccepted portion of the subscription funds, if any, without
interest or deduction, as soon as practicable.
Issuance of Certificates
Promptly after the acceptance of a subscription and receipt of payment for the shares
purchased, we will issue certificates representing the shares of the common stock purchased by
investors in the public offering. We will follow the instructions contained in the accepted
subscription agreements when we issue the certificates.
Subscription Proceeds
We will promptly deposit all subscription proceeds as we receive them in a noninterest-bearing
deposit account. Upon our acceptance of a subscription, the related subscription proceeds due to
us will become immediately available for our use. Promptly following the expiration date of the
public offering of Unsubscribed Shares, we will refund any amounts due to subscribers whose
subscriptions we did not accept as described above.
No Revocation or Change
Once you submit the acknowledgement of subscription and your payment, you will not be allowed
to revoke your subscription or request a refund of monies paid. All acknowledgements of
subscriptions are irrevocable, even if you learn information about us that you consider to be
unfavorable. You should not submit an acknowledgement of subscription unless you are certain that
you wish to purchase shares of common stock.
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