-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EvsuXIuwPY+07oSfVHyuBSyTsOyed3J9Uso3xQft3vmyxc4lB98mhq38jsY3q+op 6zziufeXhdqZwqa3TWKsEA== 0000912057-01-520674.txt : 20010622 0000912057-01-520674.hdr.sgml : 20010622 ACCESSION NUMBER: 0000912057-01-520674 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010621 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010621 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INFONAUTICS INC CENTRAL INDEX KEY: 0000909494 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 232707366 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-28284 FILM NUMBER: 1664878 BUSINESS ADDRESS: STREET 1: 590 NORTH GULPH RD CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6109718840 MAIL ADDRESS: STREET 1: 590 NORTH GULPH RD CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 FORMER COMPANY: FORMER CONFORMED NAME: INFONAUTICS CORP DATE OF NAME CHANGE: 19960315 8-K 1 a2052477z8-k.txt CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 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) June 21, 2001 INFONAUTICS, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Pennsylvania 0-28284 23-2707366 - ---------------------------- ------------- ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation File Number) Identification No.) 590 N. Gulph Road King of Prussia, PA 19406-2800 ---------------------------------------------------- (Address of principal executive offices) (Zip code) 610-971-8840 ---------------------------------------------------- Registrant's telephone number, including area code - -------------------------------------------------------------------------------- Item 5. Other Events. On June 21, 2001, Infonautics, Inc. (the "Company") issued a press release announcing that trading in its common stock had moved to the OTC Bulletin Board from the Nasdaq SmallCap Market as a result of the determination of a Nasdaq Listing Qualifications Panel to delist the Company's stock. A copy of this press release is attached as Exhibit 99.1 and is incorporated by reference into this Report on Form 8-K. Item 7. Financial Statements and Exhibits. (a) Not applicable. (b) Not applicable. (c) Exhibits 99.1 Press Release dated June 21, 2001. - -------------------------------------------------------------------------------- SIGNATURE 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. INFONAUTICS, INC. By: /s/ GERARD J. LEWIS, JR. ----------------------- Gerard J. Lewis, Jr. Vice President and General Counsel Dated: June 21, 2001 EXHIBIT INDEX Exhibits - -------- 99.1 Press Release dated June 21, 2001. EX-99.1 2 a2052477zex-99_1.txt PRESS RELEASE EXHIBIT 99.1 INFONAUTICS MOVES TO OTC BULLETIN BOARD DAY-TO-DAY OPERATIONS AND PENDING MERGER UNAFFECTED King of Prussia, Pa., June 21, 2001, -- Infonautics, Inc. (OTCBB: INFO) announced that its common stock, previously traded on the Nasdaq SmallCap Market, commenced trading today on the OTC Bulletin Board. Infonautics recently appealed to the Nasdaq Listing Qualifications Panel with respect to a Nasdaq Staff Determination to remove the Company's listing on the SmallCap Market for failure to maintain a minimum bid price of $1.00 for 30 consecutive trading days. The company received notification of the Panel's determination to delist the Company's common stock from the SmallCap Market effective today for non-compliance with the minimum bid price requirements of Marketplace Rules 4310(c)(8)(B) and 4330(f). "We are disappointed by this determination, but Infonautics' move to the OTC Bulletin Board will not affect the company's day-to-day business operations," commented Van Morris, Infonautics' President and Chief Executive Officer. "Despite this determination, Infonautics remains fully committed to the completion of our pending merger with Tucows Inc. and we are working aggressively towards closing the merger as soon as possible." Infonautics' continued listing on the Nasdaq SmallCap Market is not a condition to closing the company's merger with Tucows. ABOUT INFONAUTICS Infonautics, Inc. is a pioneering provider of personalized information agents and Internet sites. The Infonautics Network of Web properties includes the award-winning Company Sleuth and Job Sleuth sites. The Infonautics Network also includes Search and Reference Media sites consisting of Electric Library, Encyclopedia.com, and NewsDirectory.com. The Electric Library site was the first reference site of its type on the Internet, and is one of the largest paid subscription sites on the Web. Infonautics was founded in 1992 and is headquartered in King of Prussia, PA. Media contact: Investor Relations, Infonautics, Inc., phone 610-680-0296 This news release contains, in addition to historical information, forward-looking statements that involve risks and uncertainties. These forward-looking statements may include statements regarding, for example, the ability of the Company's securities to trade on the OTC Bulletin Board or another quotation system, the effect of the Company's securities trading on the OTC Bulletin Board on its day-to-day business operations and the pending merger with Tucows Inc., the completion and closing of the Company's pending merger with Tucows Inc., and the timing of the completion and closing of the Company's pending merger with Tucows Inc. Such statements are based on management's current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ materially from those described in the forward- looking statements. More information about potential factors which could affect Infonautics is included in the Risk Factors sections of the company's filings with the Securities and Exchange Commission. All forward-looking statements included in this document are based on information available to Infonautics as of the date of this document, and Infonautics assumes no obligation to update such forward-looking statements. INFONAUTICS and COMPANY SLEUTH are registered trademarks of Infonautics, Inc. or its subsidiaries. JOB SLEUTH, ENCYCLOPEDIA.COM, and NEWSDIRECTORY.COM are trademarks of Infonautics, Inc. or its subsidiaries. All other trademarks and service marks are the properties of their respective owners. -----END PRIVACY-ENHANCED MESSAGE-----