SECURITIES AND EXHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 9R 15 (d) OF THE SECURITY
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997
/ / TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITY
EXCHANGE ACT OF 1934
Commission File Number: 0-19813
InfoNow Corporation
(Exact name of registrant as specified in its charter)
Delaware 04-3083360
(State of incorporation) (I.R.S. Employer Identification No.)
1875 Lawrence Street, Suite 1100, Denver, Colorado, 80202
(Address of principal executive offices) (Zip Code)
TEL: 303-293-0212
(Registrant's telephone number, including area code)
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.
[X] Yes [ ] No
As of November 7, 1997, the Company had 5,364,179 common shares outstanding.
INFONOW CORPORATION
INDEX
PART I. FINANCIAL INFORMATION
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
Unaudited Balance Sheets - September 30, 1997
and December 31, 1996
Unaudited Statements of Operations - For the Six and Nine Months
Ended September 30, 1997 and 1996
Unaudited Statement of Stockholders Equity - For the Nine Months
Ended September 30, 1997
Unaudited Statements of Cash Flows - For the Nine Months
Ended September 30, 1997 and 1996
Notes to Unaudited Condensed Financial Statements
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Signatures
<TABLE>
INFONOW CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(US Dollars in Thousands)
<CAPTION>
Assets September 30, 1997 December 31, 1996
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalent $ 424 $ 2,050
Accounts receivable, net 138 161
Other current assets 41 99
Total current assets 603 2,310
Property and Equipment, net 779 693
Goodwill, net of accumulated amortization of
$108 at December 31, 1996 913
Software development costs, net of accumulated
amortization of $319 and $141 at
September 30, 1997 and December 31,
1996 respectively 211 363
Other assets and deferred charges 9 11
Total assets $ 1,602 $ 4,290
CURRENT LIABILITIES:
Accounts payable and accrued expenses $ 412 $ 412
Notes payable-current portion 224 206
Related party payables - 100
Deferred compensation 23 75
Unearned revenue 180 229
Capital lease obligation-current 5 4
Total current liabilities 844 1,026
CAPITAL LEASE OBLIGATION 6 10
NOTES PAYABLE 53 82
STOCKHOLDER'S EQUITY
Common stock, $.001 par value; 15,000,000 shares
authorized, 5,364,179 and 5,515,164 shares issued
and outstanding at September 30, 1997 and
December 31, 1996 respectively 5 6
Additional paid-in capital 21,908 22,316
Accumulated deficit (21,214) (19,150)
Total stockholders' equity 699 3,172
Total liabilities and stockholders' equity $ 1,602 $ 4,290
</TABLE>
The accompanying notes are an integral part of these financial
statements
<TABLE>
INFONOW CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
<CAPTION>
(In thousands, except per share amounts)
For the Three Months For the Nine Months
Ended September 30 Ended September 30
1997 1996 1997 1996
<S> <C> <C> <C> <C>
SALES $ 480 $ 542 $ 1,442 $ 1,765
OPERATING EXPENSES:
Cost of sales 580 304 1,591 839
Selling, general and administrative 303 563 1,430 1,991
Impairment of long lived assets 862 2,011 499 2,011
Total operating expenses 1,745 2,878 3,520 4,841
Net loss from operations (1,265) (2,336) (2,078) (3,076)
OTHER INCOME (EXPENSE):
Interest income (expense), net 1 (8) 14 (19)
NET LOSS $ (1,264) $ (2,344) $ (2,064) $ (3,095)
Net loss per common share $ (.24) $ (.65) $ (.38) $ (.92)
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 5,364,179 3,608,394 5,434,214 3,365,055
</TABLE>
The accompanying notes are an integral part of these financial
statements
<TABLE>
INFONOW CORPORATION AND SUBSIDIARY
STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED
For the nine months ended September 30, 1997
(US Dollars in Thousands)
<CAPTION>
Common Stock Additional
Accumulated
Shares Amount Paid-in Capital
Deficit
<S> <C> <C> <C> <C>
BALANCES, December 31, 1996 5,515,164 6 $ 22,316 $ (19,150)
Issuance of common stock
in conjunction with the
exercise of employee stock
options 2,819 - 4 -
Retirement of common stock (153,804) (1) (364) -
Offering costs and expenses for
December 6, 1996 private placement - - (48) -
Net loss - - - (2,064)
BALANCES, September 30, 1997 5,364,179 $ 5 $ 21,908 $ (21,214)
</TABLE>
The accompanying notes are an integral part of these financial
statements
<TABLE>
INFONOW CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
(US Dollars in Thousands)
For the Nine Months Ended September 30,
1997 1996
<S> <C> <C>
CASH FLOWS USED IN OPERATING ACTIVITIES:
Net loss $ (2,064) $ (3,095)
Adjustments to reconcile net loss
to net cash used in operating
activities:
Depreciation and amortization 450 335
Long-lived asset impairment 499 2,011
Allowance for bad debts - 44
Changes in operating assets and liabilities:
Decrease in accounts receivable 23 217
(Increase) decrease other assets
and deferred charges 2 -
(Increase) decrease in other current assets 42 (79)
Increase (decrease) in payables and
accrued liabilities (53) 216
Increase (decrease) in unearned revenue (49) 114
Net cash flows used in operating activities (1,150) (237)
CASH FLOWS FROM(USED IN)INVESTING ACTIVITIES:
Purchase of property and equipment (144) (207)
Increase in software development costs - (197)
Purchase of data (100) -
Decrease (increase) in other assets - (1)
Net cash flow used in investing activities (244) (405)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from issuance of common stock (48) 95
Proceeds from the exercise of options and warrants 4 208
Payment of capital lease obligations (3) (3)
Payment of related party obligation (100) -
Proceeds from notes payable - 503
Principal payment on debt obligations (85) (206)
Net cash flows from financing activities (232) 597
Net increase (decrease) in cash and cash
equivalents (1,626) (45)
CASH AND CASH EQUIVALENTS, beginning of period 2,050 232
CASH AND CASH EQUIVALENTS, end of period $ 424 $ 187
Supplemental Information:
Cash paid during period for interest $ 22 $ 23
</TABLE>
The accompanying notes are an integral part of these financial
statements
INFONOW CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Note 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements are unaudited and reflect all adjustments
(consisting only of normal recurring adjustments) which are, in the
opinion of management, necessary for a fair presentation of the
financial position and operating results for the interim periods. The
financial statements as of December 31, 1996, have been derived from
audited financial statements which contained an explanatory paragraph in
the auditors report describing uncertainties concerning the Company's
ability to continue as a going concern. These financial statements
should be read in conjunction with the financial statements and
accompanying notes contained in the Company's Form 10-K for the fiscal
year ended December 31, 1996. The results of operations for the three
and nine months ended September 30, 1997 are not necessarily indicative
of the results that will be achieved for the entire fiscal year ending
December 31, 1997.
Note 2. SUPPLEMENTAL CASH FLOW DISCLOSURES
During the nine months ended September 30, 1997, the company completed
a non-cash transaction in which the Company financed its Directors and
Officers insurance premium with a note from AFCO Credit Corporation
("AFCO") for approximately $61,000. The Company also completed a non-
cash transaction in which the Company financed the purchase of certain
computer equipment with a note from Sun Microsystems Finance for
approximately $13,000.
During the nine months ended September 30, 1996, the Company completed
a non-cash transaction with Environmental Research Institute, Inc.
("ESRI"), in which the Company received computer equipment and software
licenses from ESRI in exchange for a short term note in the amount of
$350,000 and an option to purchase 115,000 of the Company's common
shares.
Note 3. RELATED PARTY TRANSACTION
On March 29, 1997, the Company and Kevin Andrew, an officer of the
Company, agreed to extend the maturity of the convertible note held by
Mr. Andrew. The maturity of the note was extended to June 30, 1997 and
the note was subsequently paid on June 30, 1997.
Note 4. EQUITY TRANSACTIONS
The Company retired 153,562 of its common shares in exchange for its
agreement to modify the terms and conditions of the termination
agreement with Michael Yates, a former officer of the Company's Navigist
subsidiary. The shares were valued at $2.375, based on the market value
of the shares on March 18, 1997, the date of the agreement. The Company
recorded a reduction on the impairment of long-lived assets of $365,000
related to this transaction.
Note 5. IMPAIRMENT OF LONG-LIVED ASSET
The Company recorded a non-cash charge to the impairment of long-lived
assets of $862,000 reflecting the write off of all remaining unamortized
goodwill recorded in the acquisition of the Company's subsidiary,
Cimarron. This write off reflects Management's revised estimate of
future cash flows from the business and were calculated in accordance
with FAS 121. Management is currently considering several alternatives
with respect to Cimarron, including a possible sale of Cimarron.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
Overview of the Third Quarter
The Company's Internet Products Group provides dealer and location
referral teleservices. InfoNow introduced its first location referral
teleservices product, FindNow, -R- in July 1996. To access FindNow -R-,
a user enters the street address of his or her current location on a
FindNow -R- client's Web site and the FindNow -R- servers operated by
InfoNow produce a map showing the user's location and the nearest Client
sales and service locations, as well as other customized information.
FindNow -R- technology is currently being used by several major
corporations in the U.S. and Canada, including Visa International,
Compaq Computers, NationsBank, Apple Computers, American Airlines,
Canadian Airlines, Royal Bank of Canada and United Healthcare. These
applications can be viewed by anyone with access to the Internet by
browsing the Web sites of any of InfoNow's Clients noted above or by
linking to these customer sites through InfoNow's home page on the World
Wide Web at www.infonow.com.
The Company's Internet Product Group sells FindNow -R- as a package
of services, under contracts which generally last from one to three
years. The client generally pays an initial setup fee for the complete
installation, and a monthly service fee for maintenance of the service.
The Company currently has 31 contracts in its sales backlog, resulting
in $1.2 Million in sales backlog, which is an increase of 70% since the
beginning of the fiscal year. Although the Company has experienced a
significant increase in its backlog from sales of its FindNow -R-
service, the Company has also experienced significantly greater
operating expenses during the same period. These increases in operating
expenses are directly related to the expansion of technical and sales
capabilities through the addition of personnel in the first quarter of
1997, and the establishment of the data center infrastructure necessary
to deliver its FindNow -R- service for a significant number of
additional customers. These increases have not been offset by
additional revenues from new contracts, however, most of the Company's
infrastructure costs, such as servers, technical personnel,
telecommunications and certain of its data costs are largely fixed and
are not expected to vary significantly with an increase in client
contracts. The management of the Company believes that the majority of
the infrastructure is in place to support a sufficient number of clients
for the Company to achieve profitability. However, the success of the
Company's Internet Products Group is heavily dependent on market
acceptance and future sales of its FindNow -R- service to additional
customers to offset operating costs. Although significant selling
efforts are underway to add new customer contracts, the limited
operating history of the Company's Internet Products Group makes it
difficult or impossible to predict the timing of these future sales.
The Company also provides business presentation and Web site
development services through its subsidiary, Cimarron International,
Inc. ("Cimarron"). Overall, the Cimarron operations generate a small
operating profit, and revenues have remained at or above the revenue
levels in the prior year. Cimarron has shown a shift in the mix of
those revenues away from the slide presentation and towards its
electronic presentation services. The revenues from this business have
declined somewhat as compared to prior years as customers have used
personal computer based technology to bring some work in-house. However,
contribution has remained at substantially the same levels as prior
periods due to a reduction in Cimarron's cost structure.
Results of Operations
The results for the three and nine months ended September 30, 1996,
reflect the operations of the Company's Internet Products Group and its
subsidiaries Cimarron and Navigist. The Company sold its Navigist
operations on December 13, 1996. The statements of operations for the
three and nine months ended September 30, 1997 do not include the
operations of Navigist and are not comparable to the consolidated
operating results for the three and nine months ended September 30,
1996. The following proforma table was prepared showing the effect of
excluding the results of Navigist operations for the three and nine
months ended September 30, 1996, and will be used in the analysis of the
operations discussion that follows.
<TABLE>
(dollars in thousands)
Three Months Ended Nine Months Ended
September 30, September 30,
Pro Forma Pro Forma
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Revenues $ 480 $ 381 $ 1,442 $ 1,136
Cost of Sales 580 259 1,591 663
Administrative and Selling 303 387 1,430 1,090
Impairment of Asset 862 2,011 499 2,011
Other 1 (8) 14 (19)
Net Loss $ (1,264) $ (2,284) $ (2,064) $ 2,647)
</TABLE>
Three Months Ended September 30, 1997 Compared to Proforma Results for
the Three Months Ended September 30, 1996
Net Revenues. Total sales increased by 26% for the three months ended
September 30, 1997, when compared to the proforma revenues in the prior
year. This was due to a 172%, or $191,000 increase of revenues from the
company's Internet Products Group offset by a 34%, or $92,000 decrease
in revenues from Cimarron's operations. The increase in Internet
Products Group revenues reflect an increase in revenues from contracts
for its FindNow -R- service which have increased from two (2) in 1996 to
twenty (20) on-line contracts as of September 30, 1997. Declining
revenues in Cimarron are a result of lower demand for slide production
and higher end multimedia productions as customers have begun producing
electronic presentation in-house.
Cost of Sales. The cost of sales, as a percent of revenues, increased
from 68% of sales for the three months ended September 30, 1996 to 121%
of sales for the three months ended September 30, 1997. The total cost
of sales also rose by 124% or $321,000. This increase is the result of
increased costs in the Internet Products Group which consist primarily
of technical personnel payroll, contract labor, data acquisition costs,
depreciation and amortization for server equipment and capitalized
software development, telecommunications and other costs related to
operating the Company's data center.
Selling, General and Administrative. Selling, general and
administrative expenses decreased from 102% of sales for the three
months ended September 30, 1996 to 63% of sales for the period ended
September 30, 1997. The total amount of selling, general and
administrative expenses decreased by $84,000, or 22%. This overall
decrease is primarily the result of a reduction in travel, trade show
and advertising expenses, and a reduction in sales personnel in Cimarron
and related benefits.
Net Interest Income (Expense). Net interest income was $1,000 for the
three months ended September 30, 1997 compared to net interest expense
of $8,000 at September 30, 1996. The increase in interest income is
primarily due to interest income on cash and equivalents. The Company
expects that future interest income will decline in the next quarter as
the Company uses cash in its operations resulting in a smaller base upon
which to earn interest income while interest expense will remain
consistent with historical levels.
Net Loss. The reported net loss of the Company for the three months
ended September 30, 1997 decreased by approximately 45%, or $1,020,000
compared to the proforma results in the prior year. The results of the
three month period ended September 30, 1997 includes a non-cash charge
of $861,921 related to the impairment of goodwill recorded in the
acquisition of Cimarron. The reported proforma net loss of the Company
for the three months ended September 30, 1996 includes a non-cash loss
of $2,010,599 for the impairment of goodwill related to the acquisition
of Navigist. Without either of these non-cash charges, the net loss of
the Company increased 47%, or $128,000 for the three month period ended
September 30, 1997 as compared to the proforma results of the three
months ended September 30, 1996. This increase is primarily the result
of non-cash depreciation charges related the implementation of the
Company's production system.
Nine Months Ended September 30, 1997 Compared to Proforma Results for
the Nine Months Ended September 30, 1996
Net Revenues. Total sales increased by 27%, or $306,000 for the nine
months ended September 30, 1997, when compared to the proforma revenues
in the prior year. The primary reason for this increase was Internet
Products Group revenues, which rose 134% , or $395,000. This increase
of Internet Products Group revenues is a result of revenues from
contracts for its FindNow -R- service. The Internet Products Group
implemented its FindNow -R- system in July 1996, and the only revenues
recognized prior to that related to development fees on the prototype
FindNow -R- system built for a customer prior to implementation of the
commercial version of FindNow -R- in July1996. Internet Products Group
revenues for the nine months ended September 30, 1997 consist primarily
of setup and monthly fees from ongoing contracts for its FindNow -R-
service.
Cost of Sales. The cost of sales, as a percent of sales increased
from 58% of sales for the nine months ended September 30, 1996 to 110%
of sales for the nine months ended September 30. 1997. The total cost
of sales also rose by 140% or $928,000. This increase is the result of
increased costs in the Internet Products Group which consist primarily
of technical personnel payroll, contract labor, data acquisition costs,
depreciation and amortization of server equipment and capitalized
software development, telecommunications and other costs related to
operating the Company's data center.
Selling, General and Administrative. Selling, general and
administrative expenses increased from 96% of sales to 99% of sales. In
addition the total amount of selling, general and administrative
expenses increased by $340,000, or 31%. The increase in cost of sales is
primarily the result of non-cash depreciation charges related the
implementation of the Company's production system and the addition of a
full complement of software development and maintenance personnel. These
expenses are expected to decline as a percent of sales as additional
client contracts and related revenues are added in future quarters.
The reported net loss of the Company for the nine months ended
September 30, 1997 decreased by approximately $583,000, or 22% as
compared to the proforma results in the prior year. The results of the
nine month period includes a non-cash charge of $861,921 related to the
impairment of goodwill related to the acquisition of Cimarron, and a
non-cash gain of $363,060 related to the retirement of common shares
originally issued in conjunction with the acquisition of Navigist. The
reported proforma net loss of the Company for the nine months ended
September 30, 1996 include a non-cash charge of $2,010,599 for the
impairment of goodwill related to the acquisition of Navigist. Without
these non-cash items, the net loss of the company for the nine month
period ended September 30, 1997 increased by $929,000, or 146% compared
to the proforma results for the nine months ended September 30, 1996.
This large increase in operating loss is due primarily to additional
cost of sales in the Company's Internet Products Group without a
proportionate increase in revenues.
Liquidity and Capital Resources; Possible Need for Additional Financing
The Company had cash and equivalents of $424,000 at September 30,
1997, compared to $2,050,000 at December 31, 1996 and $629,000 as of
June 30, 1997. Of this $1,626,000 decrease in cash, $1,211,000 was
utilized in the operations of the Company, $244,000 was utilized in
purchase of data and computer equipment, $100,000 was used to retire
debt to a related party and $71,000 was used to service third party debt
and pay financing acquisition costs.
The Company continues to make progress in commercializing its FindNow
- -R- service, with 31 clients currently in backlog compared to two
implemented (2) contracts at the beginning of the year. As a result of
the implementation of additional contracts, the Company has
significantly reduced the amount of cash utilized in its operations
throughout 1997. Cash utilized during the year was $769,000, $652,000
and $205,000 in the first second and third quarters, respectively. The
Company expects continued operating losses throughout the remainder of
the fiscal year but anticipates that revenues from additional sales of
its FindNow -R- service will continue to reduce the amount of cash
utilized in its operations.
The Company currently projects that available cash balances, together
with projected cash flow from operations, will be sufficient to fund the
Company's operations into 1998. These projections assume that the
Company can continue to reduce cash used in its operations for the
remainder of 1997 through additional revenues from new FindNow -R-
contracts and that overall operating costs of the Company will not
change significantly as new client contracts are added. However, the
timing or amount of new sales can not be accurately determined due to
the limited operating history of the Company's Internet Products Group.
Accordingly, an explanatory paragraph in the auditors report describing
uncertainties concerning the Company's ability to continue as a going
concern was included in the Company's audited financial statements dated
December 31, 1996.
The Company is currently developing enhancements to its FindNow -R-
technology that it believes will broaden market acceptance of its
offerings and enhance its ability to sell its FindNow -R- technology to
customer service and call center markets. The Company is currently in
negotiations with several potential customers for this new expanded
FindNow -R- service. In addition, to these sales efforts, the Company is
currently evaluating several other options to raise additional capital
and is considering changes in its operations in the event that
additional capital cannot be obtained externally. Options being
considered include a small private placement, the sale-leaseback of
certain owned equipment, sale of certain assets of Cimarron and
reduction of operating costs of the Company.
The Company believes that its success in obtaining new contracts for
its FindNow -R- service will determine its need to raise additional
equity capital from external sources. As the Company is not able to
accurately predict the timing of new sales, it has not yet determined
what action or combination of actions the Company may take to assure
continuation of operations. However, in the event that the market
acceptance of the Company's products and services is not as robust as
anticipated, competition is greater than anticipated, development of new
products is costlier or slower than expected, enhancements to existing
products are costlier or slower than expected, or the Company's
projections otherwise prove to be inaccurate, the failure to obtain
needed financing would have a material adverse effect on the Company's
business.
Forward Looking Statements and Related Business Risks and Assumptions
The Company's actual results may vary materially from the forward
looking statements made above. The Company intends that such statements
be subject to the safe harbor provision of the Securities Act of 1933
and the Securities Exchange act of 1934. The Company's forward-looking
statements include the plans and objectives of management for future
operations and relate to: (i) the ability of the Company to generate
future sales of the Company's FindNow -R- service, (ii) market
acceptance of the FindNow -R- service, (iii) success of the Company in
forecasting and meeting the demands of the customers of the FindNow -R-
service, including maintaining technical performance of the system as
new FindNow -R- customers are added, (iv) ability to obtain financing to
purchase equipment needed to provide service to additional FindNow -R-
customers, (v) ability to maintain pricing and thereby maintain adequate
profit margins on its products and services, (vi) ability to retain
qualified technical personnel (vii) ability of the company to maintain
current pricing and sales volume in its operations of Cimarron (viii)
ability to control development costs of FindNow -R- service within
current budgeted levels, (ix) and the ability of the Company to raise
additional capital if needed to fund current operations.
The foregoing assumptions are based on judgments with respect to,
among other things, future economic, competitive and market conditions,
and future business decisions, all of which are difficult or impossible
to predict accurately and many of which are beyond the Company's ability
to control. There are also other risks which could cause the Company's
revenues or costs to vary markedly from the forward-looking statements
made above, such as the risk that the market demand for the FindNow -R-
may not develop as expected or if it does develop, that the Company will
not be able to generate sufficient sales to fund its operations.
Accordingly, although the Company believes that the assumptions
underlying the forward-looking statements are reasonable, any such
assumption could prove to be inaccurate and therefore there can be no
assurance that the results contemplated in forward-looking statements
will be realized. Any statements should not be regarded as presentation
by the Company or any other person that the Company's objectives or
plans will be achieved.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits are listed on the Exhibit Index. The Company will furnish
a copy of any of the exhibits listed upon payment of $5.00 per exhibit
to cover the administrative costs to the Company of furnishing such
exhibit.
(b) Reports on Form 8-K
None
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.
Dated: November 14, 1997
INFONOW CORPORATION
(Registrant)
/s/ Michael W. Johnson
Michael W. Johnson
President and Chief Executive Officer
(Principal Executive Officer)
/s/ Kevin D. Andrew
Kevin D. Andrew
Chief Financial Officer, Treasurer and Secretary
(Principal Financial and Accounting Officer)
EXHIBIT INDEX
Exhibit
Number Description of Exhibit
3.1 Certificate of Incorporation of the Company, as Amended (A)
3.3 Bylaws of the Company, as Amended. (B)
4.1 Form of Common Stock Certificate for the registrant's Common
Stock, $.001 par value per share. (B)
4.4 Form of Class C Warrant. (C)
10.3 Conversion Agreement by and between the Registrant and Gilman
Securities Corporation dated as of August 19, 1993. (D)
10.14 InfoNow Corporation 1990 Stock Option Plan, as amended. (A)
10.25 Agreement and Plan of Merger by and among InfoNow Corporation,
Infonewco, Inc., Cimarron International, Inc., and Cimarron
Shareholders dated May 22, 1995. (E)
10.26 Agreement and Plan of Merger by and among InfoNow Corporation,
Infomergerco, Inc., Navigist, Inc., and Navigist Shareholders dated
August 23, 1995. (E)
10.27 Opus Agreements to Provide Financial Advisory Services dated
May 23, 1995 July 17, 1995, August 2 1995, and October 10, 1995. (E)
10.28 Employment Agreement between the Company and Michael W. Johnson
dated October 10, 1995. (E)
10.29 Employment Agreement between the Company and W. Brad Browning
dated January 9, 1996. (E)
10.30 Employment Agreement between the Company and Kevin Andrew dated
March 1, 1996. (E)
10.32 Agreement between the Company and Environmental Systems
Research Institute, Inc., ("ESRI") dated March 6, 1996. (E)
10.33 Stock Purchase and Sale Agreement by and Among VDC Paradigms,
Inc., Craig Michaelis, David Werzberger and InfoNow Corporation dated
December 13, 1996. (A)
10.34 Employment Agreement between the Company and Donald E. Cohen
dated May 22, 1995 as amended.(A)
27.1 Financial Data Schedule*
(A) Incorporated by reference from the Company's Annual Report on
Form 10-K for the year ended December 31,1996
(B) Incorporated by reference from Registration Statement No 33-43035
on Form S-1 dated February 14, 1992
(C) Incorporated by reference from Post-Effective Amendment No. 2 to
Registration Statement No.33-43035 on Form S-1 dated July 13, 1993
(D) Incorporated by reference from Post Effective Amendment No. 3 to
Registration Statement No. 33-43035 on Form S-1 dated September 30,
1996.
(E) Incorporated by reference from the Company's Annual Report on
Form 10 -K for year ended December 31, 1995.
(F) Incorporated by reference from the Company's Current Report on
Form 8-K dated January 27, 1997
*Filed with this report
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 424
<SECURITIES> 0
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0
0
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</TABLE>
