Filed Pursuant to Rule 424(b)(3)
Registration No. 333-105182
PROSPECTUS SUPPLEMENT NO. 1
Island Pacific, Inc., a Delaware corporation
(formerly known as SVI Solutions, Inc.)
Common Stock
This prospectus supplement relates to the resale by the holders of
Common Stock.
This prospectus supplement should be read in conjunction with, and may
not be delivered or utilized without, the prospectus dated July 17, 2003.
The information in the table appearing under the heading "Selling
Stockholders" in the prospectus is amended by: (a) adding the information below
with respect to persons not previously listed in the prospectus (the "Additional
Selling Stockholders"); and (b) amending the information with respect to Koyah
Leverage Partners, L.P., Koyah Partners, L.P., and Raven Partners, L.P., each of
whom were previously listed in the prospectus. The Additional Selling
Stockholders are partners in Koyah Leverage Partners, L.P. and/or Koyah
Partners, L.P. (together the "Koyah Partnerships"). Except as disclosed below,
the Additional Selling Stockholders received their shares through a pro-rata
distribution by the Koyah Partnerships to their partners.
Number of Shares of IPI Number of Shares of IPI Percentage of Common Stock
Common Stock Beneficially Common Stock to be Resold Outstanding After the
Selling Stockholders Owned in the Offering Offering
-------------------- ----- --------------- --------
Koyah Leverage Partners,
L.P. (8) 2,996,751 2,843,512 < 1%
Koyah Partners, L.P. (9)
683,681 653,033 < 1%
Raven Partners, L.P. (10)
290,114 269,682 < 1%
Jeffrey L. Enkema (20) 33,489 31,989 < 1%
Michael K. Murphy 62,057 62,057 < 1%
Anne Marie Bugge 47,027 47,027 < 1%
The Gross Investment Company,
L.P. (21) 30,389 30,389 < 1%
Eugene A. Larson 22,516 22,516 < 1%
Western United Life Assurance
Company (22) 705,962 705,962 < 1%
David & Deborah Lenartz 15,735 15,735 < 1%
Natomas Partners, LP (23) 68,100 68,100 < 1%
Richard Friedlander 16,495 16,495 < 1%
Philip T. Galland 22,232 22,232 < 1%
FAB Ventures, LLC (24) 72,255 72,255 < 1%
Ronald & Linda Cater 20,780 20,780 < 1%
Summit Securities, Inc. (25) 83,402 83,402 < 1%
C. Mark Casey, IRA (26) 7,962 7,962 < 1%
Paul E. Russell, IRA (27) 9,912 9,912 < 1%
K. Wendell Reugh (28) 229,765 229,765 < 1%
Reugh Construction, Inc. (29) 67,242 67,242 < 1%
Michael J. Curcio, IRA (30) 11,235 11,235 < 1%
IBEX Absolute Fund, L.P. (31) 5,167 5,167 < 1%
The date of this prospectus supplement is November 10, 2003.
(8) Includes 1,257,925 shares issuable upon exercise of warrants. Includes
1,715,739 shares issued upon conversion of all outstanding principal and
interest under a convertible promissory note. Koyah Ventures, LLC is the general
partner of Koyah Leverage Partners, L.P. and as a result has shared voting and
dispositive power over shares held by Koyah Leverage Partners, L.P. ICM Asset
Management, Inc. is the investment advisor to Koyah Leverage Partners, L.P. and
as a result has shared voting and dispositive power over shares held by Koyah
Leverage Partners, L.P., James M. Simmons is the managing member of Koyah
Ventures, LLC and the Chief Investment Officer and controlling shareholder of
ICM Asset Management, Inc. and as a result has shared voting and dispositive
power over shares held by Koyah Leverage Partners, L.P. James M. Simmons
disclaims beneficial ownership of the shares of our common stock owned by Koyah
Leverage Partners, L.P.
(9) Includes 309,784 shares issuable upon exercise of warrants. Includes 343,148
shares issued upon conversion of all outstanding principal and interest under a
convertible promissory note. Koyah Ventures, LLC is the general partner of Koyah
Partners, L.P. and as a result has shared voting and dispositive power over
shares held by Koyah Partners, L.P. ICM Asset Management, Inc. is the investment
advisor to Koyah Partners, L.P. and as a result has shared voting and
dispositive power over shares held by Koyah Partners, L.P. James M. Simmons is
the managing member of Koyah Ventures, LLC and the Chief Investment Officer and
controlling shareholder of ICM Asset Management, Inc. and as a result has shared
voting and dispositive power over shares held by Koyah Partners, L.P. James M.
Simmons disclaims beneficial ownership of the shares of our common stock owned
by Koyah Partners, L.P.
(10) Includes 12,535 shares issuable upon exercise of warrants. Includes 228,765
shares issued upon conversion of all outstanding principal and interest under a
convertible promissory note. Koyah Ventures, LLC and Raven Ventures, LLC are the
general partners of Raven Partners, L.P. and as a result have shared voting and
dispositive power over shares held by Raven Partners, L.P. ICM Asset Management,
Inc. is the investment advisor to Raven Partners, L.P. and as a result has
shared voting and dispositive power over shares held by Raven Partners, L.P.
James M. Simmons is the managing member of Koyah Ventures, LLC and Raven
Ventures, LLC and the Chief Investment Officer and controlling shareholder of
ICM Asset Management, Inc. and as a result has shared voting and dispositive
power over shares held by Raven Partners, L.P. James M. Simmons disclaims
beneficial ownership of the shares of our common stock owned by Raven Partners,
L.P.
(20) 1,500 of the 33,489 shares held by Mr. Enkema were not acquired through the
pro-rata distribution by the Koyah Partnerships to their partners.
(21) Irwin Gross is the general partner of The Gross Investment Company, L.P.
and has voting and dispositive power over the shares held by The Gross
Investment Company, L.P.
(22) C. Paul Sandifur, Jr., as Vice President of Western United Life Assurance
Company ("WULA") and controlling shareholder of WULA's parent company, William
Smith as the Principal Financial Officer of WULA, Weiling Zhu as the Chief
Investment Officer and Treasurer of WULA, Reuel Swanson as the Corporate
Secretary of WULA, Linda Bruce as the Assistant Treasurer of WULA, and John Van
Engelen as the President of WULA have shared voting and dispositive power over
the shares held by WULA. Summit Securities, Inc. is under common ownership with
WULA and is the parent company of Metropolitan Investment Securities, Inc.,
which is a registered broker-dealer. Like other Additional Selling Shareholders,
WULA received the shares as part of the pro-rata distribution by Koyah Partners,
L.P. and Koyah Leverage Partners, L.P. to all of their partners.
(23) R. Stockton Rush, III is the general partner of Natomas Partners, L.P. and
has voting and dispositive power over the shares held by Natomas Partners, LP.
(24) Leslie H. Brown and Fred A. Brown, as members of FAB Ventures, LLC, have
shared voting and dispositive power over the shares held by FAB Ventures, LLC.
(25) C. Paul Sandifur, Jr., as an authorized person of Summit Securities, Inc.
("Summit") and controlling shareholder of Summit's parent company, William Smith
as the Principal Financial Oficer of Summit, Weiling Zhu as the Chief Investment
Officer and Treasurer of Summit, Reuel Swanson as the Corporate Secretary of
Summit, Linda Bruce as the Assistant Treasurer of Summit, and John Van Engelen
as the President of Summit, have shared voting and dispositive power over the
shares held by Summit. Summit is under common ownership with WULA and is the
parent company of Metropolitan Investment Securities, Inc., which is a
registered broker-dealer. Like other Additional Selling Stockholders, Summit
Securities received the shares as part of the pro-rata distribution by Koyah
Partners, L.P. to all of its partners.
(26) C. Mark Casey, as beneficiary, has voting and dispositive power over the
shares held by C. Mark Casey, IRA.
(27) Paul E. Russell, as beneficiary, has voting and dispositive power over the
shares held by Paul E. Russell, IRA.
(28) Includes 67,242 shares held by Reugh Construction, Inc., a company for
which K. Wendell Reugh serves as President. Reugh Construction, Inc. is also
listed as a selling stockholder and the 67,242 shares held by it are also listed
for Reugh Construction, Inc.
(29) K. Wendell Reugh, the President of Reugh Construction, has voting and
dispositive power over the shares held by Reugh Construction, Inc.
(30) Michael J. Curcio, as beneficiary, has voting and dispositive power over
the shares held by Michael J. Curcio, IRA.
(31) Richard L. Kesner is a director of IBEX Absolute Return Fund L.P. and has
voting and dispositive power over the shares held by IBEX Absolute Return Fund
L.P.