-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RCnGJxeZiBHrlnbaLwQgIBRFHMPw7M8dQpe8YepvXFfWMAUc8P2Wi/xns4EATzQ6 p6w1BATEExK+LfKyZWxdHA== 0000947871-02-001425.txt : 20020726 0000947871-02-001425.hdr.sgml : 20020726 20020726144259 ACCESSION NUMBER: 0000947871-02-001425 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020726 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MERRILL LYNCH PIERCE FENNER & SMITH INC CENTRAL INDEX KEY: 0000728612 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-96063 FILM NUMBER: 02711968 BUSINESS ADDRESS: STREET 1: 4 WORLD FINANCIAL CENTER STREET 2: NORTH TOWER FL 12 CITY: NEW YORK STATE: NY ZIP: 10080 BUSINESS PHONE: 2124496202 MAIL ADDRESS: STREET 1: 4 WORLD FINANCIAL CENTER STREET 2: NORTH TOWER FL 12 CITY: NEW YORK STATE: NY ZIP: 10080 424B3 1 f424b3_072502-b2binternet.txt PROSPECTUS SUPPLEMENT PROSPECTUS SUPPLEMENT FILED PURSUANT TO RULE NO. 424(b)(3) (To Prospectus dated March 12, 2002) REGISTRATION NO. 333-96063 1,000,000,000 Depositary Receipts B2B Internet HOLDRS (SM) Trust This prospectus supplement supplements information contained in the prospectus dated March 12, 2002 relating to the sale of up to 1,000,000,000 depositary receipts by the B2B Internet HOLDRS (SM) Trust. The share amounts specified in the table on page 13 of the base prospectus shall be replaced with the following:
Primary Share Trading Name of Company Ticker Amounts Market ____________________________________________________ ______________ ___________ __________ Agile Software Corporation AGIL 4 NASDAQ Ariba, Inc. ARBA 14 NASDAQ CheckFree Corporation CKFR 4 NASDAQ Commerce One, Inc. CMRC 12 NASDAQ FreeMarkets, Inc. FMKT 3 NASDAQ Image X, Inc. IMGX 1 NASDAQ Internet Capital Group, Inc. ICGE 15 NASDAQ Nexprise, Inc. (1) NXPS .133 NASDAQ Pegasus Solutions, Inc. PEGS 2 NASDAQ PurchasePro.com, Inc. (2) PPROD .800 NASDAQ QRS Corporation QRSI 1 NASDAQ Retek, Inc. RETK 3 NASDAQ Scient Inc. (3) SCNT .310 NASDAQ SciQuest, Inc. SQST 3 NASDAQ VerticalNet, Inc. VERT 6 NASDAQ
---------------- (1) Nexprise Inc. announced a one-for-fifteen reverse stock split on its common stock payable to shareholders of record as of April 22, 2002. Nexprise Inc. began trading on a split-adjusted basis on April 24, 2002. Effective April 25, 2002 the share amount of Nexprise Inc. represented by a round lot of 100 B2B Internet HOLDRS is .133. (2) PurchasePro Inc. announced a one-for-five reverse stock split on its common stock payable to shareholders of record as of May 15, 2002. PurchasePro Inc. began trading on a split-adjusted basis on May 17, 2002. Effective May 20, 2002 the share amount of PurchasePro Inc. represented by a round lot of 100 B2B Internet HOLDRS is .800. (3) Scient Inc. announced a one-for-twenty reverse stock split on its common stock payable to shareholders of record as of June 14, 2002. Scient Inc. began trading on a split-adjusted basis on June 18, 2002. Effective June 19, 2002 the share amount of Scient Inc. represented by a round lot of 100 B2B Internet HOLDRS is .310. The share amounts listed in the table above reflect all previous stock splits, dividends and business combination transactions. Recent Developments As of January 2, 2002, Standard & Poor's Corporation sector classifications are based upon the new Standard & Poor's Global Industry Classification Standard ("GICS") sectors. Standard & Poor's Corporation is an independent source of market information that, among other things, maintains the Global Industry Classification Standard, which classifies the securities of public companies into various sector classifications based upon GICS sectors, which are derived from its own criteria. The GICS classification standards were exclusively effective on January 2, 2002. There are 10 Standard & Poor's GICS sectors and each class of publicly traded securities of a company are given only one GICS sector. The securities included in the B2B Internet HOLDRS are currently represented in the Health Care, Information Technology and Industrials GICS sectors. The Standard & Poor's GICS sector classifications of the securities included in the B2B Internet HOLDRS may change over time if the companies that issued these securities change their focus of operations or if Standard & Poor's alters the criteria it uses to determine GICS sectors, or both. As provided in the depositary trust agreement, in addition to the other reconstitution events described therein, if the underlying securities of an issuer cease to be outstanding as a result of a merger, consolidation, corporate combination or other event, the trustee will distribute the consideration paid by and received from the acquiring company to the beneficial owners of B2B Internet HOLDRS only if the distributed securities have a different Standard & Poor's GICS sector classification than any of the underlying securities represented in the B2B Internet HOLDRS at the time of the distribution or exchange or if the securities received are not listed for trading on a U.S. national securities exchange or through the Nasdaq National Market System. In any other case, the additional securities received as consideration will be deposited into the B2B Internet HOLDRS trust. In addition, securities of a new company will be added to the B2B Internet HOLDRS, as a result of a distribution of securities by an underlying issuer, where a corporate event occurs, or where the securities of an underlying issuer are exchanged for the securities of another company, unless the securities received have a Standard & Poor's GICS sector classification that is different from the GICS sector classification of any other security then included in the B2B Internet HOLDRS or are not listed for trading on a U.S. national securities exchange or through the Nasdaq National Market System. The date of this prospectus supplement is June 30, 2002. -----END PRIVACY-ENHANCED MESSAGE-----