INTELIDATA TECHNOLOGIES CORP
8-K, 1999-11-01
COMPUTER INTEGRATED SYSTEMS DESIGN
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                       SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON, D.C.

                                ----------------

                                    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 1, 1999

                       INTELIDATA TECHNOLOGIES CORPORATION
               (Exact Name of Registrant as Specified in Charter)

       DELAWARE                    000-21685                          54-1820617
(State of Incorporation)    (Commission File Number)               (IRS Employer
                                                             Identification No.)

                           11600 SUNRISE VALLEY DRIVE
                                    SUITE 100
                             RESTON, VIRGINIA 20191
                    (Address of principal executive offices)

                                 (703) 259-3000

              (Registrant's telephone number, including area code)

<PAGE>

ITEM 5.  OTHER EVENTS.

         InteliData   Technologies    Corporation,    a   Delaware   corporation
("InteliData"),  is filing the attached  September  30, 1999  unaudited  balance
sheet, with pro forma adjustments reflecting significant events and transactions
occurring  on or before  October 31,  1999,  solely at the request of the Nasdaq
Listing  Qualifications  Panel (the  "Panel").  Such balance sheet reflects that
InteliData  has in excess of  $7,000,000  of net tangible  assets as of the date
hereof,  as required by the Panel for InteliData's  securities to continue to be
listed on the Nasdaq National Market ("Nasdaq") at this time.

         InteliData  has  previously  reported  the  potential  sale  of  up  to
$4,000,000 of preferred stock with terms  substantially  similar to the Series B
Convertible  Preferred Stock issued in July 1999.  InteliData has determined not
to issue  such  additional  preferred  stock,  given its cash  position  and its
ability to otherwise  satisfy the Panel's  requirements for continued listing on
Nasdaq.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
         AND EXHIBITS.

         (c)      Exhibits.

         The  following  exhibits  are filed  herewith  in  accordance  with the
provisions of Item 601 of Regulation S-K.

         99.1     Unaudited consolidated balance sheet as of September 30, 1999.

<PAGE>

                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                            INTELIDATA TECHNOLOGIES CORPORATION
                            (Registrant)



                            BY: /S/ Alfred S. Dominick, Jr.
                                ---------------------------
                                Alfred S. Dominick, Jr.
                                President and Chief Executive Officer

Date:  November 1, 1999


                       INTELIDATA TECHNOLOGIES CORPORATION
                 UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
                    SEPTEMBER 30, 1999 AND DECEMBER 31, 1998
                        (in thousands, except share data)

<TABLE>
                                                                                        1999            1998
                                                                                    ------------    ------------
<S>                                                                                 <C>             <C>
ASSETS
  CURRENT ASSETS
     Cash and cash equivalents                                                      $     10,399    $      8,050
     Accounts receivable, net of allowances of $585
         in 1999 and $592 in 1998                                                          3,222           2,113
     Prepaid expenses and other current assets                                                 5             143
                                                                                    ------------    ------------
         Total current assets                                                             13,626          10,306

  NONCURRENT ASSETS
     Property and equipment, net                                                             214             348
     Other assets                                                                            175             257
                                                                                    ------------    ------------

TOTAL ASSETS                                                                        $     14,015    $     10,911
                                                                                    ============    ============

LIABILITIES AND STOCKHOLDERS' EQUITY
  CURRENT LIABILITIES
     Accounts payable                                                               $      1,626    $      1,344
     Accrued expenses and other liabilities                                                1,503             910
     Deferred revenues                                                                     1,836           3,056
     Net liabilities of discontinued operations                                            1,850           5,270
                                                                                    ------------    ------------
         Total current liabilities                                                         6,815          10,580

  NONCURRENT LIABILITIES
     Deferred revenues                                                                         -               -
                                                                                    ------------    ------------
TOTAL LIABILITIES                                                                          6,815          10,580

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
     Preferred stock, $0.001 par value; authorized 5,000,000 shares;
         600 shares issued and 520 outstanding                                                --              --
     Common stock, $0.001 par value; authorized 60,000,000 shares;
         issued 34,011,079 shares in 1999 and 32,293,005, shares in 1998;
         outstanding 33,329,579 shares in 1999 and 31,611,505 in 1998                         34              32
     Additional paid-in capital                                                          257,680         247,359
     Treasury stock, at cost                                                              (2,064)         (2,064)
     Deferred compensation                                                                  (217)           (152)
     Accumulated deficit                                                                (248,233)       (244,844)
                                                                                    ------------    ------------
TOTAL STOCKHOLDERS' EQUITY                                                                 7,200             331
                                                                                    ------------    ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                          $     14,015    $     10,911
                                                                                    ============    ============
</TABLE>


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