Imagematrix Corporation
Ticker: IMCX 400 S. Colorado Boulevard, Suite 500
Exchange: NASDAQ-Small Cap Market Denver, Colorado 80222
Industry: High-Tech (303) 399-3700

Type of Shares:Common Shares Filing Date:3/5/96
U.S. Shares:1,400,000 Offer Date:6/4/96
Non-U.S. Shares:0 Filing Range:$5.00 - $6.50
Primary Shares:1,400,000 Offer Price:$5.75
Secondary Shares:0 Gross Spread:$0.57
Offering Amount: $8,050,000 Selling:$0.29
Expenses:$600,000 Reallowance:
Shares Out After:4,638,772

ManagerTierPhone
Neidiger/Tucker/Bruner Inc.Lead Manager (800) 525-3086
Joseph Charles & Associates, Inc.Co-manager (407) 659-7400

Auditor: Ernst & Young
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 3/31/96 3/31/95 3/31/96
Revenue:$1.97$0.91$0.06Assets:$1.46
Net Income:-$0.14-$0.52$0.22Liabilities:$3.26
EPS:$0.04-$0.15$0.06Equity:-$1.80

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company designs, sells and installs document imaging and work flow systems which improve productivity and customer service for health maintenance organizations, and health insurance companies, and for business and associations in different industries. The company's imaging systems integrate components manufactured by third party imaging software, hardware and peripheral vendors as well as the company's proprietary software and integration techniques. Using expertise gained in the design and installation of numerous imaging systems for its clients, the company has developed the ClaimMatrix system, an imaging-based claims processing software and work flow control system for Coverage Providers. The company's ClaimMatrix system will allow users to re-engineer their claims management processes to access information on a more cost-effective basis and to achieve cost savings through productivity increases. The ClaimMatrix system enhances user productivity by decreasing claims processing time, improving overall information system quality, improving customer service, reducing error rate and improving information flow, while maintaining connectivity to the user's host computer system.

Use of Proceeds
The proceeds from the offering will be used to repay debt, fund product development and enhancements, fund potential acquisitions, open additional sales offices and for working capital.

Last updated: 12/8/96

©1996 IPO Data Systems, Inc. - All rights reserved.