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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 30, 1999
Information Architects Corporation
(Exact name of registrant as specified in its charter)
North Carolina
(State or other jurisdiction of incorporation)
0-22325 87-0399301
(Commission File Number) (IRS Employer Identification No.)
4064 Colony Road, Charlotte, North Carolina 28211
(Address of principal executive offices) (Zip Code)
704-365-2324
Registrant's telephone number, including area code
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Item 5. Other Events.
Information Architects Corporation ("Company") has completed a private placement
of 4,033,000 shares of its common stock, par value $.001 ("Common Stock"), to
various investors (collectively "Investors") at a price of $1.83 per share,
resulting in total cash proceeds to the Company in the amount of $7,380,389.80
("Proceeds"). Stonegate Securities, Inc. acted as the placement agent for the
transaction and received 448,111 warrants to purchase shares of Common Stock,
exercisable at a price of $1.83 ("Stonegate Warrants"), as well as six percent
(6%) of the Proceeds. Both the shares issued to the Investors and the Common
Stock issuable upon exercise of the Stonegate Warrants will be registered for
resale pursuant to a Registration Statement on Form S-3 filed with the SEC.
Item 7(c). Exhibits
Exhibit No. Description
99.4 Press Release issued by Information Architects
Corporation on November 30, 1999
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Information Architects Corporation
(Registrant)
By: /s/ ROBERT F. GRUDER
---------------------------------
Robert F. Gruder
Chief Executive Officer
Dated: November 30, 1999
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Exhibit 99.4
Contact: Thomas J. Dudchik
Information Architects Corporation
4064 Colony Road
Charlotte, NC 28211
(704) 365-2324
[email protected]
Information Architects Corporation Secures Over $7 Million in Equity Financing
Funding Secured to Roll-out XML-Based Dynamic Internet Syndication and
Aggregation Services
CHARLOTTE, NORTH CAROLINA -- NOVEMBER 30, 1999 -- Information Architects (iA)
Corporation (NASDAQ: IARC), providers of XML-based dynamic content aggregation
and syndication solutions for the Internet, today announced the completion of
Mezzanine-round institutional funding. Led by Stonegate Securities, Inc.,
Information Architects secured over $7 million of institutional funding through
the private placement of common stock.
According to Release 1.0, a leading industry analyst newsletter, online
syndication will evolve into the core model for the Internet economy, allowing
businesses and individuals to retain control over their online personae while
enjoying the benefits of massive scale and scope.
"We are very pleased to have attracted quality financing from Stonegate
Securities and their associates," said Robert F. Gruder, iA's Chairman and CEO.
"Information Architects will utilize the funding to establish branding for its
patented Metaphoria technology as well as assist in the building of
infrastructure to support client delivery. The stock was priced at a discount to
market on the close of business on November 18, 1999. This new institutional
support enables us to move forward aggressively with deploying the
next-generation content syndication and aggregation services for the Internet."
"Information Architects software has taken syndication to the next generation.
It is this next generation approach to syndication and aggregation that we
believe gives Information Architects a significant technological advantage in
the marketplace," said Gruder. "Information Architects dynamic syndication makes
it possible for content providers to customize content and lowers the bar to
attracting new subscribers. As a result, the Metaphoria Framework helps
companies to successfully compete in attracting new subscribers, while
maximizing online investment by expanding their revenue stream and at the same
time, minimizing costs."
"Information Architects' next generation Internet applications were
enthusiastically embraced by the institutional investment community. With the
emergence of XML, the stage is set for a quantum leap in the ways businesses
exploit the Web for competitive advantage," said Scott Griffith, managing
partner of Stonegate Securities. "As corporate IT spending continues to grow and
move towards the Internet, we believe Information Architects next generation
XML-RDF aggregation and syndication products will play a major role in helping
companies shape their businesses on the Internet."
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ABOUT iA
Based in Charlotte, NC, iA provides advanced solutions for information exchange
and collaboration on the Internet. The iA Metaphoria Framework, is the first
commercially-available XML- and RDF-based syndication and aggregation solution.
Metaphoria is an open, Java based, patented Internet technology that enables
distributed communities to work independently in a forward-looking framework
while ensuring bi-directional compatibility. The Metaphoria Framework enables
data residing in mainframes, client server systems, Web servers, Internets and
Extranets to be combined and viewed from any Internet-accessible device such as
a PC, PDA, WebTV, Palm VII or WinCE device. The Metaphoria Framework offers
content management, syndication, publishing, e-commerce, and bi-directional
Legacy and Client Server systems integration.
iA is a member of the World Wide Web Consortium (W3C), and is an active
participant in the W3C RDF Working Group. For more information about Information
Architects Corporation, please see http://www.ia.com.
Forward Looking Statements The foregoing statements made in this press release
that are not historical facts contain "forward-looking information" within the
meaning of the Private Securities Litigation Reform Act of 1995, and Section 27A
of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of
1934, both as amended, which can be identified by the use of Forward-looking
terminology such as "may", "will", anticipates", "expects", "projects",
"estimates", "believes" or "continue", the negative thereof, other variations or
comparable terminology. Important factors, including certain risks and
uncertainties with respect to such forward-looking statements that could cause
actual results to differ materially from those reflected in such forward looking
statements include, but are not limited to, the impact of competitive products
and services, our ability to manage growth and acquisitions of technology or
people, diversification of our business, the effect of economic and business
conditions, including risks inherent in international operations, the ability to
attract and retain technical personnel and other risks detailed from time to
time in our SEC reports. We assume no obligation to update the information in
this release.
