What changed in this filing

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Item 1. Business

2012-04-11 compared with 2011-03-30 · 204 added, 178 removed, 39 unchanged (91% of the section changed)

Unless the context requires otherwise, reference in this Form 10-K to Innovaro, the Company, we, us and words of similar import refer to Innovaro, Inc.

Unless the context requires otherwise, reference in this Form 10-K to Innovaro,

the Company, we, us and words of similar import refer to Innovaro, Inc.

and its wholly owned subsidiaries, Innovaro Europe, Ltd.

(Europe) and UTEK Real Estate Holdings, Inc.

(UTEK Real Estate).

We commenced operations in 1997 and were originally incorporated under the laws of the State of Florida, and subsequently under the laws of the State of Delaware in July 1999.

Until September 30, 2009, we were a non-diversified, closed-end management investment company that had elected to be treated as a

business development company (BDC) under the Investment Company Act of 1940 (1940 Act).

On October 1, 2009, we filed a notification on Form N-54C with the Securities and Exchange Commission (SEC) withdrawing

our election to be regulated as a BDC under the 1940 Act.

As such, we are reporting as an operating company as of October 1, 2009 and forward.

We provide services that help clients become stronger innovators, develop compelling strategies to drive and catalyze growth, rapidly source externally developed technologies, create value from their

intellectual property (IP) and gain foresight into marketplace and technology developments that affect their business.

We commenced operations in 1997 and were originally incorporated under the name UTEK Corporation under the laws of the

State of Florida, and subsequently under the laws of the State of Delaware in July 1999.

On March 16, 2010, we began doing business as

Innovaro and changed our ticker symbol from NYSE Amex:

UTK to NYSE Amex:

On July 12, 2010, we formally changed our name from UTEK Corporation to Innovaro, Inc.

We have currently have two reportable lines of

business, all working under the Innovaro brand:

Strategic Services driven by Innovaro Strategos, an advanced innovation consultancy, and Intelligence and Insights Services online platforms, partnering services, global licensing,

technology transfer services, futures trends, research and information services and intellectual property IP consulting.

We envision the continued evolution of our business to include the ongoing development and sale of software products

such as the innovation management software platform to support the innovation services business.

Innovaro is The Innovation Solutions

focused on innovation management consulting and software.

At Innovaro, we are all about helping companies innovate and grow.

Whether it is fueling companies current innovation process with insights and intelligence on consumer, market

or technology trends, or providing a fully scalable and repeatable innovation solution such as LaunchPad, we can help companies navigate and simplify an innovation process.

Innovaro offers a comprehensive set of services and software to assure the

success of any innovation project, regardless of the size or intent.

Our unique combination of consulting services provide innovation expertise, our new LaunchPad software product provides an integrated innovation environment, and Intelligence and

Insights Services provide any business with the innovation support they need to drive success.

These services are provided internationally from our offices in the United States and the United Kingdom.

In the first quarter of 2010, we began development of an innovation management software

platform designed to enhance and complement our innovation service offerings to our clients.

The purpose of the innovation management software platform is to enable our clients to access, apply and extract value from a proven innovation approach

through an on-demand software application.

Management has begun testing and marketing of the software platform in 2011.

The release to general availability of phase one of the software is dependent on the results of our testing, but is tentatively

scheduled for the end of the second quarter of 2011.

During the first quarter of 2011, phase one of the software will have reached technological feasibility and additional costs will be capitalized.

On March 16, 2010, we began doing business as Innovaro and changed our ticker symbol to NYSE Amex:

2010, we formally changed our name to Innovaro, Inc. We have reorganized into two new lines of business, all working under the Innovaro brand:

Strategic Servicesdriven by Strategos, an advanced innovation consultancy, and

Technology Servicesonline platforms, partnering services, global licensing, technology transfer services, futures trends, research and information services and IP consulting.

Business Strategy

Innovaro has evolved from a technology transfer firm,

organized as a BDC, into an operating company.

We have shifted the focus of the business to become an innovation services business.

We provide innovation consulting services, IP licensing, technology acquisition and partnering and trends analysis.

During the course of 2010, Innovaro recognized the opportunity to develop a new innovation management software platform with

the intent to bring the product to market beginning in 2011.

Innovaro envisions the continued evolution of its business to include the development and sale of software products such as the innovation management software platform to support its

innovation services business.

Over time, we expect the software product component of our business to grow at a greater rate

than the growth in our other business segments and we feel it will represent an important component of our overall revenue stream.

As the innovation management software capability matures, we expect to evolve into an innovation solutions company which will include all of our current services as well as the software platform to

form the basis of an innovation engine .

This innovation engine will allow us to more broadly engage clients depending on their requirements, whether people, software or data across their innovation cycle.

A key component of our strategy is to embrace both software and information offerings from other firms through an open innovation

Open innovation is a paradigm that assumes that firms can and should use external ideas as well as internal ideas, and internal and external paths to market, as the firms look to advance their technology.

Using this approach, our clients

will be able to incorporate our offerings to suit their requirements to most effectively drive innovation.

Innovaro has evolved from a technology transfer firm, organized as a closed-end investment company that had elected to be regulated as a business development company under the Investment Company Act of

1940, into an operating company.

We have shifted the focus of the business to become an innovation solutions business.

We provide innovation consulting services, innovation software, IP licensing, technology acquisition and partnering and trends

During the course of 2010, Innovaro recognized the opportunity to develop a new innovation management software platform and began

to develop a working model of Version 1.0 of the software platform.

Innovaro envisions the continued evolution of its business to include the ongoing development and sale of software products such as the innovation management software platform to

support its innovation services business.

Over time, we expect the software product component of our business to grow at a greater rate than

the growth in our other business segments and we feel it will represent an important component of our overall revenue stream.

As the innovation management software capability matures, our innovation engine will allow us to more broadly engage

clients depending on their requirements, whether people, software or data, across their innovation cycle.

A key component of our strategy is

to embrace both software and information offerings from other firms through an open innovation approach.

Open innovation is a paradigm that assumes that firms can and should use external ideas as well as internal ideas, and internal and external

paths to market, as the firms look to advance their technology.

Using this approach, our clients will be able to incorporate our offerings to suit their requirements to most effectively drive innovation.

Operating Segments

We currently have strategically aligned our business into two reportable segments:

Strategic Services and Technology

Strategic Services Segment Overview

Our clients require strategies to help them embrace improved innovation capabilities.

We apply innovation insights;

build those strategies with supporting infrastructure, processes and mechanisms;

creating a culture primed for repeatable innovation success.

We help organizations create and realize new, breakthrough growth strategies, create and execute non-incremental new growth platforms and opportunities, and develop the capability for

ongoing creation and execution of those growth platforms and concepts.

We provide strategic services to enable our clients to become more efficient by finding new

avenues to grow, fighting commoditization, improving return on investment, transforming the organization, and removing barriers to innovation.

We currently have

strategically aligned our business into two reportable segments:

Strategic Services and Intelligence and Insights Services.

Services Segment Overview

People are the key to providing innovation expertise though our consulting services.

Our people have defined

and refined our methodology for over 15 years with more than 250 clients in over 750 engagements, which has created a proven effective process to get a company through the innovation cycle.

This process has served to develop our Leading Edge

Innovation Practices contained within our methodology.

We provide strategic services to enable our clients to become more efficient by

finding new avenues to grow, fighting commoditization, improving return on investment, transforming the organization, and removing barriers to innovation.

Business value is delivered to clients through working with a team of seasoned and experienced

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Assessing a companys innovation capability.

Approximately 75% and 63% of our revenue in 2010 and 2009,

respectively, was from strategic services.

We have a global client base including both private and public sector organizations, representing multiple industries including fast moving consumer goods, consumer packaged goods, retail, medical,

telecommunications, chemicals, media, financial services, energy, utilities and government agencies.

Strategic services had two significant clients for the year ended December 31, 2010 and one significant client for the year ended

December 31, 2009, which accounted for 28% and 10% of the total revenue, respectively.

Approximately 83% and 75% of our revenue in 2011 and 2010, respectively, was from

our Strategic Services segment.

We have a global client base including both private and public sector organizations, representing multiple industries including fast moving consumer goods, consumer packaged goods, retail, medical, telecommunications,

chemicals, media, financial services, energy, utilities and government agencies.

The strategic services business had two significant clients for each of the years ended December 31, 2011 and 2010, which accounted for 57% and 28% of our total

revenue, respectively, during such periods.

The strategic services business is highly competitive.

We currently have significant competitors for many of our service offerings,

including, but not limited to, McKinsey & Company, The Boston Consulting Group and Monitor Group, Inc.

for strategic services.

Technology Services Segment Overview

Whether partnering or licensing, our clients need exposure to the broadest and most relevant communities to identify needs, fulfill technology demands, and take technology development forward and into the

We offer expansive networks, experts in scouting, partner sourcing and licensing expertise, and a world leading online marketplace.

An important aspect of licensing is understanding the true potential value of the intellectual property

We assess that value by building a roadmap for our clients to use to uncover opportunities and options to realize latent value.

Our clients require intelligence applied to their markets in order to have confidence in deploying their development capital.

From current market research to predictive intelligence, we help clients

determine the factors impacting or that will likely impact their business including social, geopolitical, competitive, economic, environmental and technological factors.

We currently have significant competitors for many of our strategic service offerings, including, but not limited to, McKinsey & Company,

The Boston Consulting Group and Monitor Group, Inc.

We believe the primary factors affecting competition in our markets include firm and consultant reputations,

client relationships and experiences, a legacy of successes, referrals and referral sources, the ability to attract and retain top talent, the ability to manage client engagements effectively, responsiveness, and the ability to listen and provide

high quality services.

There is competition on price, as evidenced by the price competition we experienced during the recent severe economic downturn.

However, given the critical nature of many of the issues that our services address, we are not

typically competing on price alone.

Many of our competitors have a greater share of the markets in which we operate, have more high profile personnel and greater financial and marketing resources than we do.

We believe that our experience, our

reputation (collectively and as previously independent businesses), our focus on innovation, and our comprehensive approach to our clients innovation challenges enable us to compete favorably and effectively in this marketplace.

Intelligence and Insights Services Segment Overview

Our intelligence and insights services business provides information to assist clients in gaining insights and making decisions.

We offer expansive networks, experts in scouting, partner sourcing and

licensing expertise, and world leading online marketplaces.

We also provide an important foundation to successful licensing understanding the true potential value of our clients IP and IP portfolio.

We access that value and build a

roadmap for our clients use, and uncover opportunities and options to realize any latent value.

We have an online information service,

purpose-built for those who need it most technology transfer, business development, intellectual property, competitive intelligence, and marketing professionals across the physical and life sciences.

We also provide the insight and intelligence our clients require, applied to their markets today and into the future.

From current market research to

predictive intelligence, we help our clients find insights at the intersections affecting their business.

Our research identifies and explains key consumer trends including emerging trends not covered by other sources and delivers

insights about how these trends will shape the future operating environment.

Online Marketplaces

Innovaro Pharmalicensing is a biopharmaceutical

innovation resource designed for life science professionals driving partnering, licensing and business development worldwide.

Pharmalicensing.com affords clients the ability to in-license and out-license intellectual property and also provides

partnering services, business development reports, industry news and a jobs source for candidates and employers.

We are tracking at approximately 200,000 unique visitors per month and developing partnerships with external search partners to further

drive traffic.

Knowledge Express is an online, information service built for those who need it mostbusiness

development, technology transfer and marketing professionals across technology industries.

It is a premier

business development resource with expert IP search capabilities and report generation functionality.

Our service includes access to key corporate profiles, industry contacts, technology

pipelines, investigational technologies, deal information, sales data and patent data.

Pharma Transfer provides a source of

research and peer reviewed business development opportunities for the international pharmaceutical market encompassing all areas of pipeline development including early-stage discovery, pre-clinical and clinical trials and registered products that

are all available for co-development or licensing.

Global Technology Licensing

Our global technology licensing service enables clients to enhance their new product pipeline through the acquisition of proprietary

technologies primarily from universities, medical centers, federal research laboratories, select corporations and university incubator programs.

A global network of technology providers, coupled with an in-house staff of scientists and researchers,

offers companies low-cost, low-risk access to review and acquire new technologies from research centers around the world.

After gaining an understanding of our clients technology and business needs, we find and assess technologies for our

With the added benefit of our licensing professionals, we can negotiate agreements on behalf of our clients and offer a variety of flexible terms and transaction models.

Foresight and Trend Research

Foresight is the ability of an organization

to understand the ways in which the future might emerge and to apply that understanding in organizationally useful ways.

Strategic foresight may also be used to detect adverse conditions, guide policy and help shape strategy.

We provide services to

clients that build the capacity for foresight, including monitoring trends, researching topics of interest, forecasting alternative scenarios, developing technology roadmaps, creating growth platforms and embedding futures thinking within the

organization.

We offer innovative futures programs that provide clients with up-to-the-minute knowledge, expert insight,

high-level learning experiences, and opportunities to network with experts and peers, including:

Futures Consortium a membership service that provides access to research briefs, member meetings and networking events, and onsite

Futures Observatory a membership service that provides a steady stream of observations that illustrate the latest developments

in key global trends.

The observations are brief, timely discussions of real-life events or circumstances in key markets, which exemplify how trends are playing out in the market.

Futures Interactive a customizable, web-based knowledge management tool that gathers and organizes information from across a client in one,

intuitive platform.

Pharmalicensing is a biopharmaceutical innovation resource designed for life science professionals driving partnering, licensing and business development

Pharmalicensing affords clients the ability to in-license and out-license intellectual property and also provides partnering services, business development reports, industry news and a jobs source for candidates and employers.

tracking at approximately 200,000 unique visitors per month and developing partnerships with external search partners to further drive traffic growth.

Knowledge Express is an online, information service built for business development, technology transfer and marketing professionals across technology industries.

It is a premier business development

resource with expert IP search capabilities and report generation functionality.

Our service includes access to key corporate profiles, industry contacts, technology pipelines, investigational technologies, deal information, sales data and patent

Pharma Transfer provides an online source of research and peer reviewed business development opportunities for the international

pharmaceutical market encompassing all areas of pipeline development including early-stage discovery, pre-clinical and clinical trials and registered products that are all available for co-development or licensing.

Technology Licensing

technology licensing service enables clients to enhance their new product pipeline through the acquisition of proprietary technologies primarily from universities, medical centers, federal research laboratories, select corporations and university

incubator programs.

A global network of technology providers, coupled with an in-house staff of scientists and researchers, offers companies low-cost, low-risk access to review and acquire new technologies from research centers around the world.

After gaining an understanding of our clients technology and business needs, we find and assess technologies for our clients.

With the added benefit of our licensing professionals, we can negotiate agreements on behalf of our clients and offer

a variety of flexible terms and transaction models.

IP Consulting

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Our IP analysis, coupled with collaborative planning and execution, delivers focused results.

Because our model is science-based, the

result has a greater probability of high value realization.

Strategies we employ are directly proportional to the return on IP investment and our holistic IP value consists of several phases in order to determine the right IP for our

clientsone that employs strategies designed to deliver the desired business goals.

Approximately 25% and 36% of our revenue in 2010 and 2009, respectively, was from technology services.

We have a global client base including private and public sector organizations of varying sizes,

representing a wide range of industries.

model is science-based, the result has a greater probability of high value realization.

Strategies we employ are directly proportional to the return on IP investment and our holistic IP value consists of several phases in order to determine the

right IP for our clients one that employs strategies designed to deliver the desired business goals.

Global Lifestyles and

Technology Foresight

Global Lifestyles is an online resource for professionals who work in trend-dependent functions such as consumer

insights, strategy and planning, innovation, new product development, and market research.

Our research illuminates not only how consumers lives are changing but also why giving clients a deeper understanding of the underlying drivers of

consumer trends.

To do this, we track developments in a range of categories from demography, to technology usage, to consumer values and attitudes.

As in all of our work, our singular focus is to provide a point-of-view on important consumer trends

and what these changes mean for our clients business.

Technology Foresight is also an online source that has tracked dozens of

scientific and technological fields and examined topics that range from genetics to emerging applications in social networking.

Foresight is the ability of an organization to understand the ways in which the future might emerge and to

apply that understanding in organizationally useful ways.

Strategic foresight may also be used to detect adverse conditions, guide policy and help shape strategy.

We track dozens of scientific and technological fields from information and

communication technology to material science and from nutrition to neuroscience.

Our team identifies and analyzes authoritative global forecasts about technological change, and we also craft our own point-of-view briefs on important emerging

technologies.

Both of these methods allow us to deliver insights about how changes in technology will shape the future business environment, making Technology Foresight the perfect resource for professionals who need to get beyond the churn of daily

tech headlines and view technology from a strategic point of view.

Approximately 17% and 25% of our revenue in 2011 and 2010, respectively, was from our Intelligence and Insights Services segment.

We have a global client base including private and public sector

organizations of varying sizes, representing a wide range of industries.

Clients for our subscription services include universities, research centers and primarily large companies across a diversified group of industries.

Clients for our other services within the technology

services segment include both private and public sector organizations, representing multiple industry sectors including retail, government, telecommunications, chemicals, media, financial services, energy and utilities.

capable competitors in the global technology licensing business including IP Group plc, British Technology Group plc, Intellectual Ventures, Yet2.com, Competitive Technologies, Inc.

and many other firms.

Competitors for online marketplace services

are significant and include:

Reed Elsevier, PharmaVentures, Nerac, Inc., Thomson S.A., BioPharm Insight, EvaluatePharma and many others.

Competitors for IP consulting services include:

The Patent Board, Ocean Tomo, LLC, PatentCafé, 1790

Analytics and many other private firms and Forrester Research, Inc.

Clients for our other

services within the Intelligence and Insights Services segment include both private and public sector organizations, representing multiple industry sectors including retail, government, telecommunications, chemicals, media, financial services,

energy and utilities.

We have capable competitors in the global technology licensing business including IP Group plc, British Technology Group plc, Intellectual Ventures, Yet2.com and Competitive Technologies, Inc.

for online marketplace services are significant and include Reed Elsevier, PharmaVentures, Nerac, Inc., Thomson S.A., BioPharm Insight and EvaluatePharma.

Competitors for IP consulting services include The Patent Board, Ocean Tomo, LLC,

PatentCafé

and 1790 Analytics.

In addition, university technology commercialization offices also provide location specific competition with regard to the licensing of IP technology that they have developed.

Competitors for global

lifestyles and technology foresight include Forrester Research, Inc.

and Gartner, Inc.

for foresight and trend research.

In addition, university technology commercialization offices also provide location specific competition with regard to the

licensing of IP technology that they have developed.

We believe the primary factors affecting competition in our markets

include firm and consultant reputations, client relationships and experiences, a legacy of successes, referrals and referral sources, the ability to attract and retain top talent, the ability to manage client engagements effectively, responsiveness,

and the ability to listen and provide high quality services.

We believe the primary factors affecting competition

in our markets include firm and consultant reputations, client relationships and experiences, a legacy of successes, referrals and referral sources, the ability to attract and retain top talent, the ability to manage client engagements effectively,

responsiveness, and the ability to listen and provide high quality services.

There is competition on price, as evidenced by the price competition we experienced during the recent severe economic downturn.

However, given the critical nature of many of the issues

that our services address, we are not typically competing on price alone.

Many of our competitors have a greater share of the markets in which we operate, more high profile personnel and greater financial and marketing resources than we do.

believe that our experience, our reputation (collectively and as previously independent businesses), our focus on innovation, and our comprehensive approach to our clients innovation challenges enable us to compete favorably and effectively in

this marketplace.

Research and Development

Currently, our research and development activities are related to the continuing development of an innovation management software platform.

In fiscal 2010 and fiscal 2009, our research and development

expenses were $1.2 million and $0, respectively.

Our research and development expenses consist primarily of personnel and related expenses, including payroll and employee benefits, expenses for facilities and payments made to outside software

development contractors and, to a lesser degree, depreciation of capital equipment.

We estimate that we have spent approximately 17,000 hours on research and development activities during 2010.

The software platform has not reached technological

feasibility as of December 31, 2010 and accordingly all related costs have been expensed in 2010.

However, given the critical nature of many

of the issues that our services address, we are not typically competing on price alone.

Many of our competitors have a greater share of the markets in which we operate, have more high profile personnel and greater financial and marketing resources

We believe that our experience, our reputation (collectively and as previously independent businesses), our focus on innovation, and our comprehensive approach to our clients innovation challenges, enable us to compete favorably

and effectively in this marketplace.

Innovaro LaunchPad

In addition to our two business segments, we are continuing the development of our innovation management software platform, Innovaro LaunchPad (LaunchPad), which is designed to enhance and

complement our innovation service offerings to clients.

Our LaunchPad software product provides an integrated innovation environment which embodies our Leading Edge Innovation Practices to offer a process that is repeatable, reliable and

LaunchPad helps innovation teams by making their jobs better, faster and easier.

Previously in 2011, we introduced a working model of Version 1.0 of the LaunchPad software to certain customers.

We are continuing to incur costs related

to the refinement of Version 1.0 while proceeding with the development of the next components of LaunchPad with Version 2.0 and Version 3.0.

The next components of LaunchPad are designed to take the outputs from the current product and extend them

further into the organizations product delivery process.

The full-scale release of the complete product is dependent on the results of our testing procedures and the

use of third-party consultants.

Intellectual Property

We consider our products as proprietary.

We attempt to protect our proprietary technology by relying primarily on a combination of

We attempt to protect our proprietary technology by relying primarily on a combination of copyright and trademark laws, trade secrets, patents, confidentiality

procedures and contractual provisions.

Business Development and Marketing

Our business development and marketing efforts are aimed at developing relationships and building strong awareness and

brand reputation with the key economic buyers, specifically;

innovation leaders, business and business unit leaders, research and consumer insights professionals, R&D leaders, product marketers, brand

managers, licensing professionals, industry analysts, academic institutions, law firms, and others.

We believe strong relationships and a client-driven approach to service are critical to

building and maintaining our business and brand reputation.

Our business development and marketing efforts are aimed at developing relationships and building strong awareness and brand reputation with the key economic buyers, specifically;

innovation leaders,

business and business unit leaders, research and consumer insights professionals, research and development (R&D) leaders, product marketers, brand managers, licensing professionals, industry analysts, academic institutions, law

firms, and others.

We believe strong relationships and a client-driven approach to service are critical to building and maintaining our business and brand reputation.

We emphasize high quality client service to all of our employees.

We generate new business opportunities through relationships with individuals, through direct sales, cross selling, trade show and

conference participation and sponsorship, direct marketing outreach, and our extensive network of contacts.

We generate new business opportunities through relationships with individuals, through direct sales, cross selling, trade show and conference

participation and sponsorship, direct marketing outreach, and our extensive network of contacts.

We hold ongoing thought leadership programs to generate awareness and build brand recognition.

These activities include a quarterly

Innovation Index which ranks businesses in a different industry each quarter in terms of their level of innovation;

These activities include a quarterly Innovation Index

which ranks businesses in a different industry each quarter in terms of their level of innovation;

an Innovation Update, which is a topical monthly opinion piece;

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Financial Information about Financial Reporting Segments and Geographic Areas

Information concerning revenue and segment income attributable to each of our financial reporting segments and geographic areas is set

forth in Note 18 of our Notes to Consolidated Financial Statements under Item 8.

Information concerning revenue and segment income attributable to each of our financial reporting segments and geographic areas is set forth in Note 16 of our Notes to Consolidated Financial Statements

under Item 8.

Financial Statements and Supplementary Data and is incorporated herein by reference.

Recent Developments

The following developments that occurred during the

year ended December 31, 2010 are considered to be significant to our business:

We raised gross proceeds of approximately $3.8 million before advisory fees and offering expenses in connection with a registered offering of our

common stock;

We began development of our innovation software management platform, for which we have subsequently begun testing and marketing in 2011;

Our Chief Executive Officer, Douglas Schaedler, resigned from his position as CEO and member of the Board of Directors.

The Board of Directors

appointed Mr.

Asa Lanum as Interim Chief Executive Officer;

We recorded impairment losses of $11.8 million related to goodwill, intangible assets and fixed assets;

We recognized $1.6 million in losses on investments;

We significantly decreased our operating costs, which we expect will have an impact on 2011 operating results.

The following developments that occurred during the year ended December 31, 2011 are considered to be significant to our business:

On April 18, 2011, our Board of the Directors increased its size from four to five directors and, upon the recommendation of the

Nominating and Corporate Governance Committee, elected Asa Lanum as a new director.

In addition, our Board of Directors appointed Mr.

Lanum, who has served as our interim Chief Executive Officer since August 2010, as our permanent Chief

Executive Officer.

Effective April 22, 2011, Peter C.

Skarzynski resigned from his position as Managing Director of the strategic services division.

In accordance

with the terms of his employment agreement, Mr.

Skarzynski remains bound by a covenant regarding the protection of our confidential information and a one-year covenant not to solicit our clients or employees.

On April 22, 2011, we appointed Gary Getz as Managing Director of the strategic services division.

Getz has held a management position at

Innovaro since its acquisition of Strategos in 2008, and held a management position at Strategos since that companys founding.

In June 2011, our stockholders approved an amendment and restatement of our three existing equity compensation plans as one plan, the Innovaro, Inc.

Equity Compensation Plan (the Equity Compensation Plan).

The maximum number of shares available for issuance under the Equity Compensation Plan is 4,626,274, which is the total number of shares available under the then existing

Non-Qualified Option Plan, Employee Option Plan and Restricted Stock Plan.

In June 2011, we announced the release of a working model of Version 1.0 of LaunchPad.

We are continuing to refine Version 1.0 while proceeding with

the development of the next components of LaunchPad with Version 2.0 and Version 3.0.

The next components of LaunchPad are designed to take the outputs from the current product and extend them further into the organizations product delivery

We recognized $1.6 million in impairment losses related to our intangible assets, fixed assets and investments as of December 31, 2011.

Costs and Effects of Compliance with Environmental Laws and Regulations

We are not in a business that involves the use of materials in a manufacturing stage where such materials are likely to result in the violation of any existing environmental rules and/or

We are not in a business that involves the use of materials in a manufacturing stage where such materials are likely to result in the violation of any

existing environmental rules and/or regulations.

Therefore, we do not anticipate that there will be any substantial costs associated with complying with environmental laws and regulations.

Scientific Advisory Council

Our Scientific Advisory Council is comprised

of more than 40 experts in a broad range of scientific, medical and engineering disciplines.

Scientific Advisory Council is comprised of more than 40 experts in a broad range of scientific, medical and engineering disciplines.

Our Scientific Advisory Council assists our management in the evaluation of new technologies for our clients.

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We believe our relations with our employees are good.

Corporate Offices and Available Information

Corporate Offices and Available

Our executive offices are located at 2109 Palm Avenue, Tampa, Florida 33605 and our telephone number is (813) 754-4330.

offices in Illinois, Washington D.C., California and the United Kingdom.

Our Internet address is

www.innovaro.com .

We make available free of charge through our website our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports as soon as reasonably practicable after

we electronically file such material with, or furnish it to, the SEC.

Information contained on our website is not incorporated by reference into this Annual Report on Form 10-K, and you should not consider information contained on our website

to be part of this Annual Report on Form 10-K.

We also have offices in Illinois, Washington D.C., California and the United Kingdom.

Our Internet address is www.innovaro.com .

material with, or furnish it to, the SEC.

Information contained on our website is not incorporated by reference into this Annual Report on Form 10-K, and you should not consider information contained on our website to be part of this Annual Report

on Form 10-K.

Not applicable.

Unresolved Staff Comments

Not applicable.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business