ITEM 1. BUSINESS
FORWARD-LOOKING STATEMENTS
The information presented in this Annual Report on Form 10-K under the headings "Item 1. Business" and "Item 2.
ITEM 2. PROPERTIES
In August 2000, the Company will begin a five-year lease of approximately 32,000 square feet in Eden Prairie, Minnesota, which will be the new corporate headquarters facilities. The Company is currently leasing approximately 18,000 square feet for its headquarters pursuant to a lease expiring in July 2005, which the Company believes will be sublet in approximately September 2000 for the remainder of the lease term. Additionally, the Company leases approximately 16,000 square feet of office space in Bellevue, Washington, and Boston, Massachusetts pursuant to leases expiring in May 2002 and April 2002, respectively. Management believes that the Company's new facilities are suitable and adequate for current office requirements.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
The Company is not currently a party to any material legal proceeding.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter was submitted to a vote of the Company's security holders during the fourth quarter of the fiscal year ended March 31, 2000.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
Incorporated herein by reference is the information appearing under the heading "Market For Registrant's Common Equity and Related Shareholder Matters" in the Company's Annual Report to Shareholders for the year ended March 31, 2000 (the "2000 Annual Report") included in this Form 10-K as Exhibit 13.1.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
Incorporated herein by reference is the information appearing under the heading "Selected Consolidated Financial Data" in the 2000 Annual Report.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Incorporated herein by reference is the information appearing under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the 2000 Annual Report.
ITEM 7a.
ITEM 7a. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Incorporated herein by reference is the information appearing under the heading "Quantitative and Qualitative Disclosures About Market Risk" in the 2000 Annual Report.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Incorporated herein by reference is the information appearing under the headings "Consolidated Balance Sheets", "Consolidated Statements of Operations", "Consolidated Statements of Shareholders' Equity (Deficit)", "Consolidated Statements of Cash Flows", "Notes to Consolidated Financial Statements", and "Report of Independent Certified Public Accountants" in the 2000 Annual Report.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
(a) Directors of the Registrant
Incorporated herein by reference is the information appearing under the headings "Election of Directors" and "Section 16(a) Beneficial Ownership Reporting Compliance" in the Company's definitive Proxy Statement for the annual meeting of Shareholders to be held on August 30, 2000 (the "Proxy Statement").
(b) Executive Officers of the Registrant
The Executive Officers of the Company are:
Robert F. Olson founded our business and has served as President, Chief Executive Officer and Chairman of the Board of IntraNet Solutions and its predecessor company since 1990. From 1987 to 1990, he served as the General Manager of the Greatway Communications Division of Anderberg-Lund Printing Company, an electronic publishing sales and service organization. Prior to that time, Mr. Olson held management and marketing positions in several electronic publishing service organizations.
Vernon J. Hanzlik has served as our Vice President, Sales since October 1999. He has been employed by IntraNet Solutions and its predecessor company since 1991, serving as Vice President, Strategic Development from April 1999 to October 1999 and as Vice President, Product Marketing from June 1996 to April 1999. Prior to that time, Mr. Hanzlik held marketing and application consulting positions with Lee Data Corporation, a computer hardware manufacturer.
Gregg A. Waldon has served as our Chief Financial Officer, Treasurer and Secretary, and as a director, since April 1999. From 1992 to April 1999, he held various financial management positions with GalaGen Inc., a publicly traded nutritional ingredients company, where he served as Chief Financial Officer since November 1994. Prior to that time, Mr. Waldon was employed by PricewaterhouseCoopers LLP.
Officers of the Company are chosen by and serve at the discretion of the Board of Directors. There are no family relationships among any of the directors or officers of the Company.
(c) Compliance with Section 16(a) of the Exchange Act
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
Incorporated herein by reference is the information appearing under the headings "Report of the Compensation Committee", "Executive Compensation" and "Comparative Stock Performance" in the Company's Proxy Statement.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Incorporated herein by reference is the information appearing under the heading "Security Ownership of Principal Shareholders and Management" in the Company's Proxy Statement.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
Incorporated herein by reference is the information appearing under the heading "Certain Relationships and Related Transactions" in the Company's Proxy Statement.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) Documents filed as part of this report:
1. Financial Statements:
The consolidated financial statements of the Company are incorporated herein by reference from the information appearing under the headings "Consolidated Balance Sheets", "Consolidated Statements of Operations", "Consolidated Statements of Shareholders' Equity (Deficit)", "Consolidated Statements of Cash Flows", "Notes to Consolidated Financial Statements" and "Report of Independent Certified Public Accountants" in the 2000 Annual Report.
2. The following consolidated financial statement schedules of the Company are included in Item 14(d):
Schedule II Valuation and Qualifying Accounts
3. See Item 14(c) below for a listing of exhibits filed as part of this Annual Report on Form 10K
(b) Reports on Form 8-K
No reports on Form 8-K were filed for the quarter ended March 31, 2000.
c) Exhibits:
The following exhibits are filed as part of this Annual Report on Form 10-K for the year ended March 31, 2000.
EXHIBIT INDEX
(d) Schedule IntraNet Solutions, Inc and Subsidiaries
Schedule II Valuation of Qualifying Accounts
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS ON SCHEDULE
To the Board of Directors and Shareholders IntraNet Solutions, Inc.
In connection with our audits of the consolidated financial statements of IntraNet Solutions, Inc. and subsidiaries referred to in our report dated May 5, 2000, which is included in the Annual Report to Shareholders and incorporated by reference in Part II of this form, we have also audited Schedule II for each of the three years in the period ended March 31, 2000. In our opinion, this schedule presents fairly, in all material respects, the information required to be set forth therein.
/s/ Grant Thornton LLP
Minneapolis, Minnesota May 5, 2000
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, on June 20, 2000.
INTRANET SOLUTIONS, INC.
By /s/ Robert F. Olson -------------------------------------------- Robert F. Olson, President, Chief Executive Officer and Chairman of the Board
POWER OF ATTORNEY
Each of the undersigned hereby appoints Robert F. Olson and Gregg A. Waldon, and each of them (with full power to act alone), as attorneys and agents for the undersigned, with full power of substitution, for and in the name, place and stead of the undersigned, to sign and file with the Securities and Exchange Commission under the Securities Act of 1934, as amended, any and all amendments and exhibits to this Annual Report on Form 10K and any and all applications, instruments, and other documents to be filed with the Securities and Exchange Commission pertaining to this Annual Report on Form 10K or any amendments thereto, with full power and authority to do and perform any and all acts and things whatsoever requisite and necessary or desirable.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on June 20, 2000.
/s/ Robert F. Olson -------------------------------------------- Robert F. Olson, President, Chief Executive Officer and Chairman of the Board (Principal Executive Officer)
/s/ Gregg A. Waldon -------------------------------------------- Gregg A. Waldon, Chief Financial Officer, Secretary, Treasurer (Principal Financial Officer and Principal Accounting Officer) and Director
/s/ Ronald E. Eibensteiner -------------------------------------------- Ronald E. Eibensteiner, Director
/s/ Kenneth H. Holec -------------------------------------------- Kenneth H. Holec, Director
/s/ Steven C. Waldron -------------------------------------------- Steven C. Waldron, Director
EXHIBIT INDEX