424B3 1 a2086224z424b3.txt 424B3 FILED PURSUANT TO RULE 424(B)(3) REGISTRATION NO. 333-89796 5 3/4% CONVERTIBLE SUBORDINATED NOTES DUE 2007 GENCORP INC. PROSPECTUS SUPPLEMENT DATED AUGUST 7, 2002 TO PROSPECTUS DATED JULY 15, 2002 The selling securityholders table on pages 47-49 of the prospectus is hereby further amended to update the information to include the following entity as a selling securityholder in the prospectus and to list its total amount of 5 3/4% Convertible Subordinated Notes due 2007:
AGGREGATE PRINCIPAL AMOUNT COMMON COMMON OF NOTES AT PERCENTAGE STOCK STOCK MATURITY THAT OF NOTES OWNED PRIOR TO REGISTERED NAME MAY BE SOLD OUTSTANDING CONVERSION HEREBY(1) ---- ---------------- ----------- -------------- ---------- Deutsche Bank Securities Inc............... 16,245,000 10.8% -- 881,921
------------------------ (1) Assumes conversion of all of the holder's notes at a conversion rate of 54.2888 shares of common stock per $1,000 principal amount at maturity of the notes. This conversion rate will be subject to adjustment as described under "Description of the Notes--Conversion Rights." As a result, the amount of common stock issuable upon conversion of the notes may increase or decrease in the future. The preceding table has been prepared based upon information furnished to us by the selling securityholders named in the table. From time to time, additional information concerning ownership of the notes and common stock may be known by certain holders thereof not named in the preceding table, with whom we believe we have no affiliation. Information about the selling securityholders may change over time. Any changed information will be set forth in supplements or amendments to this prospectus.