0000950131-01-503516.txt : 20011009 0000950131-01-503516.hdr.sgml : 20011009 ACCESSION NUMBER: 0000950131-01-503516 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010925 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DAUPHIN TECHNOLOGY INC CENTRAL INDEX KEY: 0000832489 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER & OFFICE EQUIPMENT [3570] IRS NUMBER: 870455038 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B3 SEC ACT: 1933 Act SEC FILE NUMBER: 333-35808 FILM NUMBER: 1744162 BUSINESS ADDRESS: STREET 1: 800 E NORTHWEST STREET 2: STE 950 CITY: PALATINE STATE: IL ZIP: 60067 BUSINESS PHONE: 8473584406 MAIL ADDRESS: STREET 1: 800 E NORTHWEST HIGHWAY SUITE 950 CITY: PALATINE STATE: IL ZIP: 60067 FORMER COMPANY: FORMER CONFORMED NAME: SUCCESSO INC DATE OF NAME CHANGE: 19910410 424B3 1 d424b3.txt PROPSECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3) Registration No. 333-35808 Dauphin Technology, Inc. Prospectus Supplement (To Prospectus Dated July 21, 2000) You should read this prospectus supplement and the related prospectus carefully before you invest. Both documents contain information you should consider when making your investment decision. On August 14, 2001, we issued a drawdown notice to Techrich International Limited in connection with the common stock purchase agreement dated April 9, 2000, evidencing an equity draw down facility between us and Techrich. This notice exercised our right to sell up to $300,000 of our common stock to Techrich based on the formula in the stock purchase agreement, during the 22 trading day period beginning on August 15, 2001 and ending on September 20, 2001, but at not less than $.80 per share. During the 22 trading days, Techrich purchased a total of 258,968 shares of our common stock at an average purchase price of $1.1584 per share. These purchases resulted in aggregate proceeds of $300,000 being paid and released from escrow to us by Techrich. In addition, Techrich received warrants to purchase up to 22,006 shares of common stock, with an exercise price of $1.14516 per share, as part of the purchase. Ladenburg Thalmann & Co. Inc. received $9,000 as a placement fee in connection with this drawdown. We will use the proceeds from this drawdown to complete set- top box design and for general operating purposes. The attached prospectus relates to the resale of shares acquired by Techrich pursuant to the stock purchase agreement and pursuant to the exercise of warrants held by Techrich and Ladenburg. As of the date of this prospectus supplement, Techrich has received warrants to purchase 168,115 shares of common stock and Ladenburg has received warrants to purchase 250,000 shares of common stock. Because Techrich and Ladenburg may sell some or all of these shares, and because there are currently no agreements, arrangements or understandings with respect to the sale of any of these shares, we cannot estimate the actual amount of shares that they will hold after the completion of the offering. The date of this prospectus supplement is September 21, 2001