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Rule 424(b)(3)
333-44427
DOCUCORP INTERNATIONAL, INC.
Prospectus Supplement Dated April 8, 1998 to
Prospectus Dated February 24, 1998
This Prospectus Supplement provides supplemental information to the
Prospectus dated February 24, 1998 (the "Prospectus") covering the sale of
6,820,000 shares of common stock of DocuCorp International, Inc. (the
"Company"). The Company granted to shareholders of the outstanding common stock
of Safeguard Scientifics, Inc. ("Safeguard") of record on February 23, 1998,
transferable rights to purchase an aggregate of up to 6,500,000 shares of the
Company's common stock being sold by the Company and certain selling
stockholders. The Prospectus also relates to the purchase of 320,000
additional shares of the Company's common stock that were granted to certain
persons selected by the Company. A copy of the Prospectus is attached to this
Prospectus Supplement and must be read in conjunction herewith. The following
information is hereby added to and deemed to be included in the Prospectus:
1. The rights offering by the Company, which involved the distribution of
6,388,280 rights to Safeguard shareholders of record as of the close of
business on February 23, 1998, expired on March 31, 1998. Chase Mellon
Shareholder Services, L.L.C., the rights agent, informed the Company that
holders of rights exercised such rights to purchase a total of 6,210,730
shares of common stock (of which 3,680,000 shares were sold by the Company
and 2,530,730 shares were sold by the selling stockholders) at the exercise
price of $5.00 per share. Of the total shares of the Company's common stock
subscribed for through the exercise of rights, the Underwriters, Tucker
Anthony Incorporated and Prudential Securities Incorporated, advised the
Company that they subscribed for 125,958 shares of common stock through the
exercise of rights that were purchased in the open market by the
underwriters during the course of the rights offering. The 177,550 shares
of common stock remaining unsubscribed on the expiration date, together
with the 111,720 shares of common stock relating to unissued rights, were
sold to certain other persons, some or all of whom may have a relationship
with the Company, Safeguard or one of Safeguard's other partnership
companies. Pursuant to the terms of the Standby Underwriting Agreement, the
underwriters have purchased all of the 640,000 shares of common stock
from the selling stockholders that were subject to the over-allotment
options granted by the selling stockholders to the underwriters. The
underwriters have advised the Company that, during the exercise period of
the rights offering, they (i) purchased 268,590 rights in the open market
at prices ranging from $3.00 to $6.75 per right, (ii) sold 143,694 rights
in the open market at prices ranging from $3.63 to $6.75 per right, (iii)
purchased 53,503 shares in the open market at prices ranging from $8.75 to
$11.38 per share and (iv) sold 413,872 shares of common stock to the public
at prices ranging from $8.69 to $11.38 per share.
2. On March 4, 1998, Policy Management Systems Corp. ("PMSC") brought a
lawsuit in the United States District Court, District of South Carolina,
against the Company and its FormMaker subsidiary. The lawsuit alleges that
FormMaker has breached the marketing agreement pursuant to which PMSC
distributes FormMaker's software product to the insurance industry. The
lawsuit further alleges that the Company has engaged in unfair trade
practices, tortious interference with PMSC's contractual relations, breach
of contract and other forms of alleged misconduct relating to PMSC's
contract with FormMaker. PMSC seeks unspecified damages, including punitive
damages. The Company believes the claims are without merit, intends to
vigorously contest such claims, and believes that the resolution of such
claims shall not have a material adverse affect on its financial condition
or results of operations.
