SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
INTELIDATA TECHNOLOGIES CORPORATION
(Name of Issuer)
COMMON STOCK ($.001 PAR VALUE PER SHARE)
(Title of Class of Securities)
458147107
(CUSIP Number)
WorldCorp, Inc.
444 Madison Avenue, Suite 703
New York, NY 10022
Attention: Mark M. Feldman
Telephone No. 212-317-2500
--------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 15, 2000
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(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [ ]
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7).
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) 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).
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CUSIP No. 458147107 Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only)
WorldCorp, Inc. 94-3040585
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a) [ ]
(b) [X]
3 SEC USE ONLY
4 SOURCE OF FUNDS (See instructions)
N/A
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS OR ACTIONS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
7 SOLE VOTING POWER
NUMBER OF
SHARES 955,748
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING None
PERSON
WITH 9 SOLE DISPOSITIVE POWER
955,748
10 SHARED DISPOSITIVE POWER
None
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
955,748
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions) [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.9%
14 TYPE OF REPORTING PERSON (See instructions)
HC
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
<PAGE>
CUSIP No. 458147107 Page 3 of 5 Pages
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SCHEDULE 13D
This Amendment No. 2 amends and supplements the statement on Schedule 13D
dated November 7, 1996, as amended by Amendment No. 1 to the Schedule 13D dated
February 15, 2000, with respect to the common stock $.001 par value per share of
Intelidata Technologies Corporation. Capitalized terms used herein have the
meanings ascribed to them in the previous schedule 13D filings.
Item 2. Identity and Background
The second sentence of Item 2 is hereby amended in its entirety to read as
follows:
WorldCorp owns less than 5% of the outstanding shares of the Issuer.
Item 4. Purpose of Transaction.
The first sentence of Item 4 is hereby amended in its entirety to read as
follows:
WorldCorp owns less than 5% of the outstanding Common Stock.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended in its entirety to read as follows:
As of February 24, 2000 WorldCorp beneficially owns 955,748 shares of
Common Stock, representing approximately 2.9% of the outstanding shares of
Common Stock. WorldCorp ceased to be the beneficial owner of more than 5 percent
of the Common Stock on February 18, 2000. As previously disclosed, WorldCorp
intends to dispose of its remaining shares of common stock in furtherance of
WorldCorp's liquidation under Chapter 11 of the United States Bankruptcy Code.
WorldCorp's transactions in the Common Stock since its most recent filings
on Schedule 13D are listed on Exhibit 1 hereto.
Item 7. Material to be Filed as Exhibits.
Item 7 is hereby amended in its entirety as follows:
Exhibit 1 Sales of Common Stock.
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CUSIP No. 458147107 Page 4 of 4 Pages
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SIGNATURE
After reasonable inquiry and to the best of their knowledge and belief, the
undersigned certify that the information set forth in this statement is true,
complete and correct.
WORLDCORP, INC.
/s/ Mark M. Feldman
-----------------------------------
Date: February 24, 2000 By: Mark M. Feldman
President and Chief Executive Officer
<PAGE>
EXHIBIT 1
SALES OF COMMON STOCK
The date, price per share and amount of shares sold by WorldCorp since its
most recent filing on Schedule 13D are as follows:
Date of Transaction Shares Sold Price Per Share
------------------- ----------- ---------------
February 14, 2000 189,700 $7.12
February 15, 2000 171,000 $7.11
February 16, 2000 264,252 $7.41
February 17, 2000 161,500 $7.77
February 18, 2000 289,000 $7.89
February 22, 2000 224,500 $7.91
February 23, 2000 330,600 $7.60
