And the spiral goes on: "PROSPECTUS 6,535,144 SHARES THE ASHTON TECHNOLOGY GROUP, INC. COMMON STOCK, $.01 PAR VALUE Our common stock and our publicly-traded warrants are listed on The Nasdaq small Cap Market under the trading symbols, "ASTN" and "ASTNW," respectively.
For a discussion of certain matters that you should consider in evaluating an investment in these securities, see the "Risk Factors" beginning on page 5.
Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or determined if this
prospectus is truthful or complete. Any representation to the contrary is a
criminal offense.
The date of this prospectus is _________, 1999.
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PROSPECTUS SUMMARY
This Prospectus relates to the resale by RGC International Investors, LDC ("RGC International") of an indeterminate number of shares of our common stock, par value $.01 per share, initially 5,935,144 shares, which is 200% of the
estimated number of shares that may be acquired by them upon conversion of 20,000 shares of Series F Convertible Preferred Stock which they acquired from us. We will not receive any proceeds from the resale of our common stock by RGC International.
This Prospectus also relates to the resale of an indeterminate number of shares of our common stock, initially 400,000, which is 200% of the estimated
number of shares that may be acquired and resold by RGC International upon the exercise of the Stock Purchase Warrant that RGC International acquired from us.
This Prospectus also relates to the resale of an aggregate of 200,000 shares of our common stock, of which 100,000 shares each may be acquired and resold by
TK Holdings, Inc. and Mark Valentine, respectively (together, the "Canadian Investors") upon the exercise of Series T Warrants that the Canadian Investors
acquired from us.
While we will receive proceeds from the exercise of the Stock Purchase Warrant
and Series T Warrants, we will not receive proceeds from the resale of our
common stock issued to RGC International and the Canadian Investors upon the
exercise of the Stock Purchase Warrant and the Series T Warrants, respectively.
Our common stock involves a high degree of risk. If you want to invest in our
common stock, you should read this prospectus carefully, especially the section
titled "Risk Factors" beginning on page 5.
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