Supplement No. ____
Name of Recipient
SKINNY NUTRITIONAL CORP.
SUPPLEMENT NO. 1
TO
CONFIDENTIAL SUBSCRIPTION AGREEMENT DATED APRIL 7, 2010
Private Sale of Securities
$250,000 Minimum - $1,500,000 Maximum
Minimum Offering Consisting of 4,166,667 Shares of Common Stock
And Warrants to Purchase 4,166,667 Shares of Common Stock
Maximum Offering Consisting of 25,000,000 Shares of Common Stock
And Warrants to Purchase 25,000,000 Shares of Common Stock
THIS SUPPLEMENT CONTAINS MATERIAL NONPUBLIC INFORMATION CONCERNING SKINNY
NUTRITIONAL CORP. AND IS PREPARED SOLELY FOR THE USE OF THE OFFEREE NAMED
ABOVE.
ANY USE OF THIS INFORMATION FOR ANY PURPOSE OTHER THAN IN CONNECTION
WITH THE CONSIDERATION OF AN INVESTMENT IN THE SECURITIES OFFERED HEREBY MAY
SUBJECT THE USER TO CRIMINAL AND CIVIL LIABILITY.
THE SECURITIES OFFERED HEREBY ARE HIGHLY SPECULATIVE AND INVOLVE A HIGH DEGREE
OF RISK AND IMMEDIATE DILUTION AND MAY BE PURCHASED ONLY BY PERSONS WHO QUALIFY
AS "ACCREDITED INVESTORS" UNDER RULE 501 (a) OF REGULATION D UNDER THE
SECURITIES ACT.
THIS DOCUMENT HAS NOT BEEN FILED WITH OR REVIEWED BY THE UNITED STATES
SECURITIES AND EXCHANGE COMMISSION OR ANY OTHER COMMISSION OR REGULATORY
AUTHORITY, AND HAS NOT BEEN FILED WITH OR REVIEWED BY THE ATTORNEY GENERAL OF
ANY STATES NOR HAS ANY SUCH COMMISSION, AUTHORITY OR ATTORNEY GENERAL DETERMINED
WHETHER IT IS ACCURATE OR COMPLETE OR PASSED UPON OR ENDORSED THE MERITS OF THIS
OFFERING.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Selling Agent:
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PHILADEPHIA BROKERAGE CORPORATION
2 Radnor Corporate Center
100 Matsonford Road, Suite 111
Radnor, Pennsylvania 19087
Tel. (610) 975-9990
The date of this Supplement No. 1 is May 5, 2010
THIS SUPPLEMENT NO. 1 IS AN INTEGRAL PART OF, AND SHOULD BE READ IN CONJUNCTION
WITH, THE CONFIDENTIAL SUBSCRIPTION AGREEMENT DATED APRIL 7, 2010 (THE
"SUBSCRIPTION AGREEMENT") OF SKINNY NUTRITIONAL CORP. (THE "COMPANY").
THE INFORMATION PRESENTED HEREIN MAY ADD, UPDATE OR CHANGE INFORMATION IN THE
SUBSCRIPTION AGREEMENT. ACCORDINGLY, THIS SUPPLEMENT NO. 1 SHOULD BE DEEMED PART
OF AND READ IN CONJUNCTION WITH THE SUBSCRIPTION AGREEMENT. EXCEPT AS
SPECIFICALLY SET FORTH OR MODIFIED BY THIS SUPPLEMENT NO. 1, THE TERMS AND
PROVISIONS OF THE OFFERING AND OTHER RELEVANT INFORMATION AS SET FORTH IN THE
SUBSCRIPTION AGREEMENT SHALL REMAIN IN PLACE AND WILL NOT BE CHANGED.
THE INFORMATION IN THIS SUPPLEMENT NO. 1 IS CURRENT ONLY AS OF THE DATE ON THE
COVER AND MAY CHANGE ANY TIME HEREAFTER. THIS SUPPLEMENT DOES NOT CONSTITUTE AN
OFFER OR SOLICITATION IN ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION IS
UNLAWFUL. ANY DISTRIBUTION OR REPRODUCTION OF ALL OR ANY PART OF THIS SUPPLEMENT
OR THE DIVULGENCE OF ITS CONTENTS IS UNAUTHORIZED. BY ACCEPTING DELIVERY OF THIS
SUPPLEMENT, THE RECIPIENT AGREES TO THE FOREGOING.
THE PURPOSE OF THIS SUPPLEMENT IS TO NOTIFY EXISTING AND PROSPECTIVE SUBSCRIBERS
TO THE SECURITIES OF THE COMPANY OF THE INFORMATION DESCRIBED HEREIN UNDER THE
HEADING "SUPPLEMENTAL INFORMATION." ALL PROSPECTIVE SUBSCRIBERS TO THE OFFERING,
TOGETHER WITH THEIR ADVISORS, SHOULD CAREFULLY REVIEW THIS SUPPLEMENT NO. 1 AND
THE SUBSCRIPTION AGREEMENT PRIOR TO ANY DECISION