UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
AMENDMENT NO. 1 TO FORM 10-Q
(Mark One)
( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from --------------- to ----------------
Commission file number 0-12535
1MAGE SOFTWARE, INC.
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(Exact name of registrant as specified in its charter)
COLORADO 84-0866294
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
6486 South Quebec Street, Englewood, Colorado 80111
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(Address of principal executive office)
(303) 773-1424
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(Registrant's telephone number, including area code)
N/A
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(Former name, former address and former Fiscal year, if changed since last
report)
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that
the Registrant was required to file such reports) and, (2) has been
subject to such filing requirements for the past 90 days.
Yes [X] No [ ]
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APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class of Stock No. Shares Outstanding Date
- --------------- ---------------------- ----------------
Common 2,142,374 November 7, 1997
The undersigned Registrant hereby amends the following items,
financial statements, exhibits or other portions of its Form 10-Q for the
period ended September 30, 1997 as set forth below:
PART II: OTHER INFORMATION
Item 2. Changes in Securities
On July 28, 1997, the Company entered into an agreement
with BurchMont Equities Group, Inc. ("BurchMont") to provide investor
relations, corporate finance and other similar services to the Company.
As payment for the services, the Company issued BurchMont's designees (a)
common stock purchase warrants to purchase up to 500,000 shares of the
Company's Common Stock for a period of six (6) months (the "Six Month
Warrants") exercisable at the lower of (i) $1.25 per share (the closing
price of the Company's Common Stock on July 27, 1997) or (ii) the average
closing bid price reported on Nasdaq for the five days preceding the date
of the issuance of the warrants (which was, based on August 14, 1997
issuance date, $1.34 per share), and (b) common stock purchase warrants to
purchase an additional 50,000 Shares at a price of $1.50 per share for a
period of two (2) years (the "Two Year Warrants"). Further, the Company
agreed that, upon exercise of any of the Six Month Warrants, it will issue
additional shares of its Common Stock equal to seven percent (7%) of the
number of shares purchased pursuant to the Six Month Warrants to
BurchMont. Both the Six Month Warrants and the Two Year Warrants contain
terms and provisions regarding limitations on exercisability under certain
circumstances. The offering was made to the two accredited investors only
pursuant to the Securities Act of 1933 (the "Act") Regulation D. The
shares underlying all of the warrants have been registered for resale
under the Act on Form S-3.
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 thereunto duly authorized.
1MAGE Software, Inc.
(Registrant)
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Date: November 19, 1997
/s/Mary Anne DeYoung
Mary Anne DeYoung
Chief Financial Officer
