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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
TravelNow.com, Inc.
-------------------
(Name of Issuer)
Common Stock, par value $.01 per share
--------------------------------------
(Title of Class of Securities)
89490A 10 7
-------------
(CUSIP Number)
Jeff Wasson, President
TravelNow.com, Inc.
318 Park Central East, Suite 418
Springfield, Missouri 65806
(417) 864-3600 Extension 127
------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 18, 2000
-------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of ss.ss.ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g),
check the following box. [ ]
<PAGE>
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. Seess.ss.240.13d-7 for other
parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 8949A 10 7
1) Name and Social Security Number of Reporting Person
Ross Summers S.S.N.: ###-##-####
2) Check the Appropriate Box if (a) ( x )
a Member of a Group
(b) ( )
3) SEC Use Only
4) Source of Funds
Not applicable
5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)[ ]
6) Citizenship or Place of Organization
United States of America
7) Sole Voting Power
509,502
Number of 8) Shared Voting Power
Shares -0-
Beneficially
Owned by 9) Sole Dispositive Power
the 509,502
Reporting
Person with: 10) Shared Dispositive Power
-0-
11) Aggregate Amount Beneficially Owned
by the Reporting Person
4,450,304
12) Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares | |
13) Percent of Class Represented by Amount in Row (11)
40.9%
14) Type of Reporting Person
IN
<PAGE>
CUSIP No. 8949A 10 7
1) Name and Social Security Number of Reporting Person
Marvin McDaniel S.S.N.: ###-##-####
2) Check the Appropriate Box if (a) ( x )
a Member of a Group
(b) ( )
3) SEC Use Only
4) Source of Funds
Not applicable
5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)[ ]
6) Citizenship or Place of Organization
United States of America
7) Sole Voting Power
209,533
Number of 8) Shared Voting Power
Shares - 0 -
Beneficially
Owned by 9) Sole Dispositive Power
the 209,533
Reporting
Person with: 10) Shared Dispositive Power
- 0 -
11) Aggregate Amount Beneficially Owned
by the Reporting Person
4,450,304
12) Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by Amount in Row (11)
40.9%
14) Type of Reporting Person
IN
<PAGE>
CUSIP No. 8949A 10 7
1) Name and Social Security Number of Reporting Person
Donna McDaniel S.S.N.: ###-##-####
2) Check the Appropriate Box if (a) ( x )
a Member of a Group
(b) ( )
3) SEC Use Only
4) Source of Funds
Not applicable
5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)[ ]
6) Citizenship or Place of Organization
United States of America
7) Sole Voting Power
209,532
Number of 8) Shared Voting Power
Shares - 0 -
Beneficially
Owned by 9) Sole Dispositive Power
the 209,532
Reporting
Person with: 10) Shared Dispositive Power
- 0 -
11) Aggregate Amount Beneficially Owned
by the Reporting Person
4,450,304
12) Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by Amount in Row (11)
40.9%
14) Type of Reporting Person
IN
<PAGE>
CUSIP No. 8949A 10 7
1) Name and Social Security Number of Reporting Person
Jamie Coppedge S.S.N.: ###-##-####
2) Check the Appropriate Box if (a) ( x )
a Member of a Group
(b) ( )
3) SEC Use Only
4) Source of Funds
Not applicable
5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)[ ]
6) Citizenship or Place of Organization
United States of America
7) Sole Voting Power
133,250
Number of 8) Shared Voting Power
Shares - 0 -
Beneficially
Owned by 9) Sole Dispositive Power
the 133,250
Reporting
Person with: 10) Shared Dispositive Power
- 0 -
11) Aggregate Amount Beneficially Owned
by the Reporting Person
4,450,304
12) Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by Amount in Row (11)
40.9%
14) Type of Reporting Person
IN
<PAGE>
CUSIP No. 8949A 10 7
1) Name and Social Security Number of Reporting Person
Chris Lynch S.S.N.: ###-##-####
2) Check the Appropriate Box if (a) ( x )
a Member of a Group
(b) ( )
3) SEC Use Only
4) Source of Funds
Not applicable
5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)[ ]
6) Citizenship or Place of Organization
United States of America
7) Sole Voting Power
133,250
Number of 8) Shared Voting Power
Shares - 0 -
Beneficially
Owned by 9) Sole Dispositive Power
the 133,250
Reporting
Person with: 10) Shared Dispositive Power
- 0 -
11) Aggregate Amount Beneficially Owned
by the Reporting Person
4,450,304
12) Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by Amount in Row (11)
40.9%
14) Type of Reporting Person
IN
<PAGE>
CUSIP No. 8949A 10 7
1) Name and Social Security Number of Reporting Person
William Perkin S.S.N.: ###-##-####
2) Check the Appropriate Box if (a) ( x )
a Member of a Group
(b) ( )
3) SEC Use Only
4) Source of Funds
Not applicable
5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)[ ]
6) Citizenship or Place of Organization
United States of America
7) Sole Voting Power
106,601
Number of 8) Shared Voting Power
Shares - 0 -
Beneficially
Owned by 9) Sole Dispositive Power
the 106,601
Reporting
Person with: 10) Shared Dispositive Power
- 0 -
11) Aggregate Amount Beneficially Owned
by the Reporting Person
4,450,304
12) Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by Amount in Row (11)
40.9%
14) Type of Reporting Person
IN
<PAGE>
CUSIP No. 8949A 10 7
1) Name and Social Security Number of Reporting Person
H. Whit Ehrler S.S.N.: ###-##-####
2) Check the Appropriate Box if (a) ( x )
a Member of a Group
(b) ( )
3) SEC Use Only
4) Source of Funds
Not applicable
5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)[ ]
6) Citizenship or Place of Organization
United States of America
7) Sole Voting Power
173,334
Number of 8) Shared Voting Power
Shares - 0 -
Beneficially
Owned by 9) Sole Dispositive Power
the 173,334
Reporting
Person with: 10) Shared Dispositive Power
- 0 -
11) Aggregate Amount Beneficially Owned
by the Reporting Person
4,450,304
12) Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by Amount in Row (11)
40.9%
14) Type of Reporting Person
IN
<PAGE>
CUSIP No. 8949A 10 7
1) Name and Social Security Number of Reporting Person
Christopher Kuhn S.S.N.: ###-##-####
2) Check the Appropriate Box if (a) ( x )
a Member of a Group
(b) ( )
3) SEC Use Only
4) Source of Funds
Not applicable
5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e)[ ]
6) Citizenship or Place of Organization
United States of America
7) Sole Voting Power
53,333
Number of 8) Shared Voting Power
Shares - 0 -
Beneficially
Owned by 9) Sole Dispositive Power
the 53,333
Reporting
Person with: 10) Shared Dispositive Power
- 0 -
11) Aggregate Amount Beneficially Owned
by the Reporting Person
4,450,304
12) Check Box if the Aggregate Amount in
Row (11) Excludes Certain Shares [ ]
13) Percent of Class Represented by Amount in Row (11)
40.9%
14) Type of Reporting Person
IN
<PAGE>
Item 1. Security and Issuer
This Statement on Schedule 13D relates to shares of common stock, par value
$0.01 per share (the "Common Stock"), of TravelNow.com, Inc., a Delaware
corporation (the "Company"). The Company has its principal executive offices at
318 Park Central East, Suite 418, Springfield, Missouri 65806.
Item 2. Identity and Background
This Statement on Schedule 13D is being filed jointly on behalf of Ross
Summers ("Mr. Summers"), Marvin McDaniel ("Mr. McDaniel"), Donna McDaniel ("Ms.
McDaniel"), Jamie Coppedge ("Mr. Coppedge"), Chris Lynch ("Mr. Lynch"), William
Perkin ("Mr. Perkin"), H. Whit Ehrler ("Mr. Ehrler"), and Christopher Kuhn ("Mr.
Kuhn"). In this Schedule 13D, such persons are sometimes referred to
collectively as the "Filing Persons" and individually as a "Filing Person." Each
of the Filing Persons is a U.S. Citizen.
Mr. Summers is Vice President and General Manager of the Company. The
business address of Mr. Summers and the Company is 318 Park Central East, Suite
418, Springfield, Missouri 65806.
Mr. McDaniel is Vice President of Travel Services of the Company. The
business address of Mr. McDaniel and the Company is 318 Park Central East, Suite
418, Springfield, Missouri 65806.
Ms. McDaniel is a retired bookkeeper. The address of Ms. McDaniel is 3127
South Patterson Avenue, Springfield, Missouri 65804.
Mr. Coppedge is Director of Technical Operations for the Company. The
business address of Mr. Coppedge and the Company is 318 Park Central East, Suite
418, Springfield, Missouri 65806.
Mr. Lynch is Director of Core Development for the Company. The business
address of Mr. Lynch and the Company is 318 Park Central East, Suite 418,
Springfield, Missouri 65806.
Mr. Perkin is the Chief Executive Officer of Eclectic Enterprises, a
business to business internet company that does business as Way2Bid.com. The
business address of Mr. Perkin, and Eclectic Enterprises is 3343 East Montclair,
Springfield, Missouri 65804.
Mr. Ehrler is Vice President and Chief Financial Officer of the Company.
The business address of Mr. Ehrler and the Company is 318 Park Central East,
Suite 418, Springfield, Missouri 65806.
Mr. Kuhn is Vice President and Chief Information Officer of the Company.
The business address of Mr. Kuhn and the Company is 318 Park Central East, Suite
418, Springfield, Missouri 65806.
During the last five years, none of the Filing Persons (a) has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (b) has been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations or, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
<PAGE>
Information with respect to each of the Filing Persons is given solely by
such Filing Person, and no Filing Person assumes responsibility for the accuracy
or completeness of information given by another Filing Person.
Jeffery A. Wasson ("Mr. Wasson") and Jerry Rutherford ("Mr. Rutherford")
have also signed the Agreement (as defined below). Accordingly, Mr. Wasson and
Mr. Rutherford may be deemed to be members of a "group" for purposes of Section
13(d)(3) of the Securities Exchange Act of 1934.
Mr Wasson is the Chief Executive Officer of the Company. The business
address of Mr. Wasson and the Company is 318 Park Central East, Suite 418,
Springfield, Missouri 65806.
Mr. Rutherford is the owner of ERA Rutherford Realtors. The business
address of Mr Rutherford is 3322 South Campbell Avenue, Suite BB, Springfield,
Missouri 65807.
During the last five years, neither Mr. Wasson nor Mr. Rutherford has been
(a) convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (b) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations or, or prohibiting or mandating activities subject to, federal or
state securities laws or finding any violation with respect to such laws.
Mr. Wasson and Mr. Rutherford are citizens of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
The information regarding the amount of funds used by each Filing Person to
acquire the shares of Common Stock beneficially owned by is provided in the
table included as Exhibit 1 of this Schedule, and is incorporated by reference
in this Item 3. Unless otherwise indicated in the table, the source of each
amount was the personal funds of the Filing Person.
Item 4. Purpose of Transaction
The Filing Persons are filing this statement on Schedule 13D because they
have signed a Letter Agreement (the "Agreement") which provides that the Filing
Persons will hold their Common Stock and will not vote or dispose of their
Common Stock in any transaction not approved by the Board of Directors of the
Company. Accordingly, the Filing Persons may be deemed to be a "group" for
purposes of Section 13(d)(3) of the Securities Exchange Act of 1934. The purpose
of the Agreement is to enable the Board of Directors to enhance the long-term
value of the Common Stock.
<PAGE>
Item 5. Interest in Securities of the Issuer
As of December 18, 2000, based on information provided by the Company,
there were 10,872,909 outstanding shares of Common Stock. The Filing Persons,
along with Mr. Wasson and Mr. Rutherford, may be deemed to share beneficial
ownership of 4,450,304 shares of Common Stock, representing 40.9% of the Common
Stock outstanding.
The individual holdings of Common Stock by the Filing Persons are provided
in a table included in Exhibit 1 to this Schedule and are incorporated by
reference in this Item 5.
On November 22, 2000, Mr. Summers purchased 1,000 shares of Common Stock
from an unaffiliated party for $1.968 per share.
On December 1, 2000, Mr. Wasson sold 53,333 shares of Common Stock to Mr.
Summers; 53,333 shares to Mr. Kuhn; 66,667 shares to Mr. Ehrler; and 30,667
shares to an unaffiliated party. All of these sales were at $0.75 per share.
On December 1, 2000, Mr. Summers purchased 53,333 shares of Common Stock
from Mr. Wasson for $1.00 per share.
On December 1, 2000, Mr. Kuhn purchased 53,333 shares of Common Stock from
Mr. Wasson for $1.00 per share.
On December 1, 2000, Mr. Ehrler purchased 66,667 shares of Common Stock
from Mr. Wasson for $1.00 per share.
On December 22, 2000, Mr. Rutherford sold 50,000 shares of Common Stock to
Mr. Ehrler for $1.00 per share.
On December 22, 2000, Mr. Ehrler purchased 50,000 shares of Common Stock
from Mr. Rutherford for $1.00 per share. On December 26, 2000, Mr. Ehrler sold
10,000 of these shares of Common Stock to an unaffiliated party for $1.00 per
share.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
The Filing Persons have signed an Agreement, dated December 18, 2000, which
provides that, until at least April 30, 2001, the Filing Persons will not vote
in favor of or dispose of their Common Stock in any transaction not approved by
the Board of Directors of the Company.
Item 7. Material to Be Filed as Exhibits
Exhibit 1 -- Exhibit or Table summarizing the holdings of the Filing
Persons
Exhibit 2 -- Letter Agreement between various officers, directors and
employees of the Company, signed December 18, 2000.
<PAGE>
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
December 29, 2000
------------------------------------------------------------------------------
Date
/s/ Ross Summers
------------------------------------------------------------------------------
Ross Summers
------------------------------------------------------------------------------
Name/Title
December 29, 2000
------------------------------------------------------------------------------
Date
/s/ Marvin McDaniel
------------------------------------------------------------------------------
Marvin McDaniel
-----------------------------------------------------------------------------
Name/Title
December 29, 2000
------------------------------------------------------------------------------
Date
/s/ Donna McDaniel
------------------------------------------------------------------------------
Donna McDaniel
------------------------------------------------------------------------------
Name/Title
December 29, 2000
------------------------------------------------------------------------------
Date
/s/ Jamie Coppedge
------------------------------------------------------------------------------
Jamie Coppedge
------------------------------------------------------------------------------
Name/Title
December 29, 2000
------------------------------------------------------------------------------
Date
/s/ Chris Lynch
------------------------------------------------------------------------------
Chris Lynch
------------------------------------------------------------------------------
Name/Title
<PAGE>
December 29, 2000
------------------------------------------------------------------------------
Date
------------------------------------------------------------------------------
William Perkin
------------------------------------------------------------------------------
Name/Title
December 29, 2000
------------------------------------------------------------------------------
Date
/s/ H. Whit Ehrler
------------------------------------------------------------------------------
H. Whit Ehrler
------------------------------------------------------------------------------
Name/Title
December 29, 2000
------------------------------------------------------------------------------
Date
/s/ Christopher Kuhn
------------------------------------------------------------------------------
Christopher Kuhn
------------------------------------------------------------------------------
Name/Title
<PAGE>
EXHIBIT 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as
amended, the undersigned agree to the joint filing on behalf of each of them of
a Statement on Schedule 13D (including any and all amendments thereto) with
respect to the Common Stock, par value $0.01 per share, of TravelNow.com, Inc.,
and further agree that this Joint Filing Agreement shall be included as an
Exhibit to such joint filings.
The undersigned further agree that each party hereto is responsible for the
timely filing of such Statement on Schedule 13D and any amendments thereto, and
for the accuracy and completeness of the information concerning such party
contained therein; provided, however, that no party is responsible for the
accuracy or completeness of the information concerning any other party, unless
such party knows or has reason to believe that such information is inaccurate.
This Joint Filing Agreement may be signed in counterparts with the same effect
as if the signature on each counterpart were upon the same instrument.
IN WITNESS WHEREOF, the undersigned have executed this Agreement as of December
29, 2000.
/s/ Jeffrey A. Wasson
------------------------------
Jeffrey A. Wasson
/s/ Jerry Rutherford
------------------------------
Jerry Rutherford
/s/ Ross Summers
------------------------------
Ross Summers
/s/ Marvin McDaniel
------------------------------
Marvin McDaniel
/s/ Donna McDaniel
------------------------------
Donna McDaniel
/s/ Jamie Coppedge
------------------------------
Jamie Coppedge
/s/ Chris Lynch
------------------------------
Chris Lynch
/s/ William Perkin
------------------------------
William Perkin
/s/ H. Whit Ehrler
------------------------------
H. Whit Ehrler
/s/ Christopher Kuhn
------------------------------
Christopher Kuhn
