Sanara MedTech Inc. — Proxy Solicitation & Information Statement 1996

May 3, 1996

SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d) (2)) [ ] Definitive Information Statement INAV Travel Corporation ----------------------------------------------------------- (Name of Registrant as Specified In Its Charter) Payment of Filing Fee (Check the appropriate box): [X] $125 per Exchange Act Rules 0-11(c)(1)(ii) or 14c-5(g). [ ] Fee computed on table below per Exchange Act Rules 14c-5(g) and 0-11. 1) Title of each class of securities to which transaction applies: 2) Aggregate number of securities to which transaction applies: 3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing is calculated and state how it was determined): 4) Proposed maximum aggregate value of transaction: 5) Total Fee Paid: [ ] Fee paid previously with preliminary materials. [ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. 1) Amount previously paid: 2) Form, Schedule or Registration Statement No.: 3) Filing Party: 4) Date Filed: INAV Travel Corporation 2225 E. Randol Mill Road, Suite 305 Arlington, Texas 76011-6306 May 15, 1996 Dear Shareholder: You are cordially invited to attend the Annual Meeting of Shareholders (the "Meeting") of INAV Travel Corporation, a Colorado corporation (the "Company") to be held at 2225 E. Randol Mill Road, Suite 305, Arlington, Texas, on June 18, 1996, at 10:00 a.m. local time or such other times and places to which the Meeting may adjourn. The attached Notice of Annual Meeting and Information Statement fully describe the formal business to be transacted at the Meeting, which includes (i) the election of directors of the Company, (ii) approval of an amendment to the Company's Articles of Incorporation to increase the number of shares authorized thereunder and to change the name of the Company and (iii) ratification of the selection of independent public accountants. We have also enclosed a copy of the Company's Annual Report for the fiscal year ended December 31, 1995. WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY. A number of directors and officers of the Company will attend the meeting and will be available to respond to your questions. Sincerely, Scott A. Haire Chairman of the Board INAV Travel Corporation 2225 E. Randol Mill Road, Suite 305 Arlington, Texas 76011-6306 NOTICE OF ANNUAL MEETING OF SHAREHOLDERS To Be Held June 18, 1996 NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders (the "Meeting") of INAV Travel Corporation, a Colorado corporation (the "Company"), will be held at the offices of the Company at 2225 E. Randol Mill Road, Suite 305, Arlington, Texas, on June 18, 1996, at 10:00 a.m. local time, or at such other times and places to which the Meeting may be adjourned. An Information Statement for the Meeting is enclosed. The Meeting is for the following purposes: (1) To elect five members of the Board of Directors for the term of office stated in the Information Statement. (2) To vote on a proposal to amend the Company's Articles of Incorporation to (i) increase the number of authorized shares of Common Stock from 50,000,000 to 100,000,000 and (ii) change the name of the Company. (3) To consider and ratify the selection of the Company's independent public accountants. (4) To transact any other business that may properly come before the Meeting or any adjournments thereof. The close of business on May 10, 1996, has been fixed as the record date for determining shareholders entitled to notice of and to vote at the Meeting or any adjournments thereof. For a period of at least 10 days prior to the Meeting, a complete list of shareholders entitled to vote at the Meeting will be open to the examination of any shareholder during ordinary business hours at the offices of the Company at 2225 E. Randol Mill Road, Suite 305, Arlington, Texas. WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY. Information concerning the matters to be acted upon at the Meeting is set forth in the accompanying Information Statement. By Order of the Board of Directors Lucy J. Singleton Secretary Arlington, Texas May 15, 1996 INAV Travel Corporation 2225 E. Randol Mill Road, Suite 305 Arlington, Texas 76011-6306 INFORMATION STATEMENT For ANNUAL MEETING OF SHAREHOLDERS To Be Held June 18, 1996 This Information Statement is being first mailed on May 15, 1996, to shareholders of INAV Travel Corporation, a Colorado corporation (the "Company"), by the Board of Directors in connection with the Annual Meeting of Shareholders (the "Meeting") to be held at the offices of the Company at 2225 E. Randol Mill Road, Suite 305, Arlington, Texas, on June 18, 1996, at 10:00 a.m., local time, or at such other times and places to which the Meeting may be adjourned. The purpose of the Meeting is to consider and act upon (i) the election of five directors for terms expiring in 1997; (ii) the approval of the proposal to amend the Company's Articles of Incorporation (the "Articles") to increase the number of authorized shares of Common Stock from 50,000,000 to 100,000,000 and to change the name of the Company; (iii) the ratification of the selection of King, Burns & Company, P.C. as the Company's independent public accountants; and (iv) such other matters as may properly come before the Meeting or any adjournments thereof. RECORD DATE AND VOTING SECURITIES The record date for determining the shareholders entitled to vote at the Meeting was the close of business on May 10, 1996 (the "Record Date"), at which time the Company had issued and outstanding 49,485,000 shares of Common Stock, par value $.001 per share ("Common Stock"). The shares of Common Stock constitute the only outstanding voting securities of the Company entitled to be voted at the Meeting. WE ARE NOT ASKING YOU FOR A PROXY AND YOU ARE REQUESTED NOT TO SEND US A PROXY. THE COMPANY HAS BEEN ADVISED THAT SHAREHOLDERS OWNING AN AGGREGATE OF 30,313,166 SHARES OF COMMON STOCK (CONSTITUTING 61.3% OF THE ISSUED AND OUTSTANDING SHARES OF COMMON STOCK OF THE COMPANY AS OF MAY 10, 1996) INTEND TO VOTE IN FAVOR OF ALL MATTERS TO BE ACTED UPON AT THE MEETING, THEREBY ASSURING THEIR ADOPTION. QUORUM AND VOTING In an election of directors, that number of candidates equaling the number of directors to be elected, having the highest number of votes cast in favor of their election, are elected to the Board of Directors, provided a quorum is present. Votes may be cast or withheld with respect to the proposal to elect five members of the Board of Directors for terms expiring at the Company's Annual Meeting of Shareholders in 1997. Votes that are withheld will be counted toward a quorum, but will be excluded entirely from the tabulation for such proposal and, therefore, will not affect the outcome of the vote on such proposal. Approval of the proposal to amend the Articles to increase the number of authorized shares of Common Stock from 50,000,000 to 100,000,000 and to change the name of the Company requires the affirmative vote of a majority of all the shares entitled to vote on such proposal. Abstentions will be counted toward a quorum but will count as a vote against such proposal. Approval of the proposal to ratify the selection of King, Burns & Company, P.C. as the Company's independent public accountants requires the affirmative vote of a majority of the shares present at the meeting and entitled to vote on such proposal, provided a quorum is present. Abstentions will be counted toward a quorum, but will count as a vote against such proposal. PROPOSAL NO. 1 ELECTION OF DIRECTORS There are five directors to be elected for terms expiring at the Company's Annual Meeting of Shareholders in 1997 or until their successors have been elected and qualified. It is intended that the names of the persons indicated in the following table will be placed in nomination. Each of the nominees has indicated his willingness to serve as a member of the Board of Directors if elected; however, if any nominee becomes unavailable for election to the Board of Directors for any reason not presently known or contemplated, a substitute may be nominated and elected. The nominees are as follows: Name Age Position Scott A. Haire 31 Chairman of the Board, Chief Executive Officer and President Robert E. Gross 49 Director Araldo A. Cossutta 71 Director Steven W. Evans 43 Director Thomas J. Kirchhofer 53 Director - - - ----------------- The Company has been advised that shareholders owning an aggregate of 30,313,166 shares of Common Stock intend to vote in favor of the election as directors of the five nominees listed above, thereby assuring their election to the Board of Directors of the Company. Scott A. Haire is Chairman of the Board, Chief Executive Officer and President of INAV Travel Corporation. Prior to founding MedBanc Data Corporation (a subsidiary of the Company), he was an employee of the Company from November 1993 to June 1994. Previously, Mr. Haire was president of Preferred Payment Systems, a company specializing in electronic claims and insurance system related projects. Earlier positions were with Healthcare Medical Solutions and Mid Atlantic ICS as national sales director. Robert E. Gross is President of R. E. Gross & Associates, providing consulting and systems projects for clients in the multi-location service, banking and healthcare industries. From 1987 to 1990, he was vice president -- technical operations for Medaphis Physicians Service Corp., Atlanta, Georgia. Prior to that, he held executive positions with Chi-Chi's, Inc., Royal Crown and TigerAir. He also spent 13 years as an engineer with IBM. Araldo A. Cossutta is President of Cossutta and Associates, an architectural firm based in New York City, with major projects throughout the world. Previously, he was a partner with I.M. Pei and is a graduate of the Harvard Graduate School of Design and the Ecole des Beaux Arts in Paris. Mr. Cossutta was a significant shareholder in Personal Computer Card Corporation ("PC3") and was chairman of PC3 at the time of its merger with the Company in November 1993. He is also a director of Computer Integration Corporation of Boca Raton, Florida. Steven W. Evans is a Certified Public Accountant and President of Evans Phillips & Co., PSC, an accounting firm which he established in 1976 in Barbourville and Middlesboro, Kentucky. He is also a founder and active in PTRL, which operates contract research laboratories located in Kentucky, North Carolina, California and Germany. He is also a founder and active in the management of environmental, financial and hotel corporations in Kentucky and Tennessee. Thomas J. Kirchhofer is president of Synergy Wellness Centers of Georgia, Inc. He is past president of the Georgia Chiropractic Association. PRINCIPAL SHAREHOLDERS AND MANAGEMENT OWNERSHIP The following table sets forth information as of May 1, 1996, regarding the beneficial ownership of capital stock of the Company by (i) each person known by the Company to beneficially own more than 5% of the outstanding shares of Common Stock, (ii) each director of the Company and person to be elected as a director, (iii) the Company's Chief Executive Officer, and (iv) the directors and executive officers of the Company as a group. The persons named in the table have sole voting and investment power with respect to all shares of capital stock owned by them, unless otherwise noted.

BOARD OF DIRECTORS AND COMMITTEES The business of the Company is managed under the direction of the Board of Directors. The Board of Directors meets on a regularly scheduled basis to review significant developments affecting the Company and to act on matters requiring Board approval. It also holds special meetings or acts by unanimous written consent when an important matter requires Board action between scheduled meetings. The Board of Directors or its authorized committees met three times during fiscal 1995. During fiscal 1995, each member of the Board of Directors participated in at least 100% of all Board and applicable committee meetings held during the period for which he was a director. The Company does not have any employment agreements with any of its officers or directors. The Board of Directors does not have an audit, compensation or nominating committee. The functions customarily attributable to those committees are performed by the Board of Directors as a whole. There are no standard compensation arrangements for directors. MANAGEMENT COMPENSATION SUMMARY COMPENSATION TABLE The following table sets forth certain information regarding compensation paid during each of the Company's last three fiscal years to the Company's Chief Executive Officer. No executive officer's total annual salary and bonus exceeded $100,000, based on salary and bonus earned during fiscal 1995.

OPTION GRANTS DURING FISCAL 1995 The Company did not grant any options to the named executive officer during fiscal 1995. OPTION EXERCISES DURING FISCAL 1995 AND FISCAL YEAR END OPTION VALUES The following table provides information related to options exercised by the named executive officer during fiscal 1995 and the number and value of options held at fiscal year end. The Company does not have any outstanding stock appreciation rights.

CERTAIN TRANSACTIONS The Company has entered into a letter agreement with Steven W. Evans, who has been nominated as a director of the Company, pursuant to which the Company has agreed to grant Mr. Evans a warrant to purchase 500,000 shares of Common Stock at an exercise price equal to $0.20 per share. The grant of the warrant was not in connection with Mr. Evans agreeing to serve on the Board of Directors of the Company. SECTION 16 REQUIREMENTS Section 16(a) of the Exchange Act requires the Company's directors and officers, and persons who own more than 10% of a registered class of the Company's equity securities, to file initial reports of ownership and reports of changes in ownership with the Securities and Exchange Commission (the "SEC"). Directors, officers and greater than 10% beneficial owners are required by SEC regulation to furnish the Company with copies of all Section 16(a) forms they file. Based solely on its review of the copies of such forms received by it with respect to fiscal 1995, or written representations from certain reporting persons, the Company believes that all filing requirements applicable to its directors, officers and greater than 10% beneficial owners have been complied with. PROPOSAL NO. 2 AMENDMENT TO ARTICLES OF INCORPORATION Increase in Authorized Shares The Board of Directors has unanimously approved, subject to approval by the shareholders of the Company, a proposal to amend the Articles of the Company to increase the number of shares of Common Stock authorized and available for issuance from 50,000,000 to 100,000,000. Management believes that this amendment would benefit the Company by providing greater flexibility to the Board of Directors to issue additional equity securities, for example, to raise additional capital, to facility possible future acquisitions, to provide stock-related employee benefits and to effect any stock split of the outstanding Common Stock. If the increase is approved at the Meeting, generally, no shareholder approval would be necessary for the issuance of all or any portion of the additional shares of Common Stock unless required by law or any rules or regulations to which the Company is subject. Although the Company considers from time to time mergers, acquisitions and other transactions that may involve the issuance of additional shares of Common Stock (any one or more of which may be under consideration or acted upon at any time), the Company is not a party to any agreements with respect to any such transactions, nor does it have any agreements, commitments or understandings with respect to such transactions or that would involve the issuance of additional shares of Common Stock in amounts that would exceed the number of currently authorized and unissued shares, other than currently outstanding options and warrants to purchase Common Stock. Depending upon the consideration per share received by the Company for any subsequent issuance of Common Stock, such issuance could have a dilutive effect on those shareholders who paid a higher consideration per share for their stock. Also, future issuances will increase the number of outstanding shares of Common Stock, thereby decreasing the percentage ownership in the Company (for voting, distributions and all other purposes) represented by existing shares of Common Stock. The availability for issuance of the additional shares of Common Stock and any issuance thereof, or both, may be viewed as having the effect of discouraging an unsolicited attempt by another person or entity to acquire control of the Company. Although the Board of Directors has no present intention of doing so, the Company's authorized but unissued Common Stock could be issued in one or more transactions that would make a takeover of the Company more difficult or costly, and therefore less likely. The Company is not aware of any person or entity who is seeking to acquire control of the Company. Holders of Common Stock do not have any preemptive rights to acquire an additional securities issued by the Company. As of the Record Date, 49,485,000 shares of Common Stock were issued and outstanding. If the proposed amendment to the Articles is not adopted, it would be necessary to convene a meeting of shareholders before the Company could consummate any transaction in which shares of Common Stock would be issued. This could potentially add to the costs of a proposed transaction, and the added time necessary to prepare for an hold a shareholders meeting could serve as a disincentive for third parties otherwise interest in making an investment in, or entering into other transactions with, the Company. It is for these and similar reasons that companies have authorized and unissued shares available for issuance. The Name Change. The Company has not engaged in the travel industry since the third quarter of 1992, when the Company's travel agency was sold. Currently, the Company is engaged in the medical receivables servicing and consulting business and the development and marketing of smart card hardware and software products including computer security systems. In addition, the Company is developing and marketing electronic frequent shopper software and hardware, as well as other transaction and database oriented products for the medical, retail and other industries. Because of this shift in the focus of its business, the Company believes it is misleading for the Company to continue to operate under the name "INAV Travel Corporation." In fact, the Company has been operating under the name "MedBanc Data Corporation" on a "doing business as" basis since November 1993. If Proposal No. 2 is approved, the Company's name will change to "MB Software Corporation" and the Articles will be amended accordingly. PROPOSAL NO. 3 INDEPENDENT PUBLIC ACCOUNTANTS Subject to ratification by the shareholders at the Meeting, the Board of Directors of the Company has selected King, Burns & Company, P.C. to audit the consolidated financial statements of the Company and its subsidiaries for the fiscal year ending December 31, 1996. King Burns & Company, P.C. has served the Company in this capacity since March 10, 1994. Representatives of King, Burns & Company, P.C. are expected to be present at the Meeting, will have the opportunity to make a statement, if they desire to do so, and will be available to respond to appropriate questions. SHAREHOLDER PROPOSALS Shareholders may submit proposals on matters appropriate for shareholder action at subsequent annual meetings of the Company consistent with Rule 14a-8 promulgated under the Exchange Act. For such proposals to be considered for inclusion in the Proxy Statement and Proxy relating to the 1997 Annual Meeting of Shareholders, such proposals must be received by the Company not later than ___, 1997. Such proposals should be directed to INAV Travel Corporation, 2225 E. Randol Mill Road, Suite 305, Arlington, Texas, 76011-6306, Attention: Secretary. OTHER BUSINESS The Board of Directors knows of no matter other than those described herein that will be presented for consideration at the Meeting. However, should any other matters properly come before the Meeting or any adjournments thereof, it is the intention of the persons named in the accompanying Proxy to vote in accordance with their best judgment in the interest of the Company. MISCELLANEOUS All costs incurred in the mailing of this Information Statement will be borne by the Company. The Company may make arrangements with brokerage houses and other custodians, nominees and fiduciaries for the forwarding of information materials to the beneficial owners of shares of Common Stock held of record by such persons, and the Company may reimburse such brokerage houses and other custodians, nominees and fiduciaries for their out-of-pocket expenses incurred in connection therewith. Accompanying this Information Statement is a copy of the Company's Annual Report for the fiscal year ended December 31, 1995. By Order of the Board of Directors Lucy J. Singleton Secretary Arlington, Texas May 15, 1996