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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities and Exchange Act of 1934
(Amendment No. #1)<F*>
MANATRON, INC.
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(Name of Issuer)
COMMON STOCK, NO PAR VALUE
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(Title of Class of Securities)
562048 10 8
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(CUSIP Number)
Tashia L. Rivard
Warner Norcross & Judd LLP
900 Old Kent Building
111 Lyon Street, N.W.
Grand Rapids, Michigan 49503-2487
(616)752-2000
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
MAY 28, 1999
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(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check
the following box [ ].
<F*> The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
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CUSIP NO. 562048 10 8 13 D PAGE 2 OF 4 PAGES
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1. NAMES OF REPORTING PERSONS/
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Jennings Wayne Moore
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP<F*>
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS OO
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5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e) _____
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF SHARES 7. SOLE VOTING POWER 300,000
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BENEFICIALLY OWNED BY 8. SHARED VOTING POWER 0
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EACH REPORTING 9. SOLE DISPOSITIVE POWER 300,000
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PERSON WITH 10. SHARED DISPOSITIVE POWER 0
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON 300,000
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12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.1%
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14. TYPE OF REPORTING PERSON (See Instructions) IN
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<F*> SEE INSTRUCTIONS BEFORE FILLING OUT.
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ITEM 1 SECURITIES AND ISSUER
This statement relates to the ownership of shares of common stock, no
par value, of Manatron, Inc. (the "Company"). The address of the executive
office of the Company is 2970 South 9th Street, Kalamazoo, Michigan 49009.
ITEM 2 IDENTITY AND BACKGROUND
(a) Name: Jennings Wayne Moore
(b) Business address: 37 East High Street, Springfield, Ohio 45502
(c) Mr. Moore is the Appraisal Software Products Division Manager of
the Company. Mr. Moore also serves as President of Manatron
ProVal Corporation, a subsidiary of the Company.
(d) Mr. Moore has not been convicted in a criminal proceeding during
the previous five years.
(e) Mr. Moore has not been a party in a civil or administrative
proceeding involving an alleged violation of any state or federal
securities laws during the previous five years.
(f) Mr. Moore is a citizen of the United States of America.
ITEM 3 SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
On May 28, 1999, the Company executed an Agreement and Plan of Merger
whereby ProVal Corporation, an Ohio corporation, was merged into Manatron
ProVal Corporation, a subsidiary of the Company. Mr. Moore was the sole
shareholder of ProVal Corporation. In connection with the merger, Mr.
Moore received 300,000 shares of Company Common Stock in addition to cash
consideration.
ITEM 4 PURPOSE OF TRANSACTION
Mr. Moore acquired the shares as an investment. Mr. Moore intends for
the Company to continue its present business. Mr. Moore intends for the
common stock of the Company to continue to be eligible for trading on The
Nasdaq SmallCap Market.
2
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ITEM 5 INTEREST IN SECURITIES OF THE ISSUER.
Mr. Moore is the beneficial owner of 300,000 shares of the Company's
common stock, or approximately 9.1% of its outstanding shares. Mr. Moore
holds the sole power to vote and dispose of all of these shares.
ITEM 6 CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
None.
ITEM 7 MATERIALS TO BE FILED AS EXHIBITS
The following exhibits are furnished with this Schedule 13D:
EXHIBIT NUMBER DOCUMENT
99.1 Power of Attorney
3
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
Date: June 10, 1999 /s/Jennings Wayne Moore
Jennings Wayne Moore
*By /s/Tashia L. Rivard
Tashia L. Rivard, Attorney-in-Fact
4
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EXHIBIT INDEX
EXHIBIT NUMBER DOCUMENT
99.1 Power of Attorney
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EXHIBIT 99.1
POWER OF ATTORNEY
The undersigned, an officer of Manatron, Inc. (the "Company"),
does hereby nominate, constitute, and appoint Paul R. Sylvester, Jane M.
Rix, Stephen C. Waterbury, and Tashia L. Rivard, or any one or more of
them, his true and lawful attorneys and agents to do any and all acts and
things and to execute and file any and all instruments which such attorneys
and agents, or any of them, may deem necessary or advisable to enable the
undersigned (in his individual capacity or in a fiduciary or other
capacity) to comply with the Securities Exchange Act of 1934, as amended
(the "Act"), and any requirements of the Securities and Exchange Commission
in respect thereof, in connection with the preparation, execution, and
filing of any report or statement of beneficial ownership or changes in
beneficial ownership of securities of the Company that the undersigned (in
his individual capacity or in a fiduciary or other capacity) may be
required to file pursuant to Sections 16(a), 13(d), and 13(g) of the Act
including, without limitation, full power and authority to sign the
undersigned's name, in his individual capacity or in a fiduciary or other
capacity, to any report or statement on Form 3, 4, or 5, to any Schedule
13(d) or 13(g), or to any amendments or any successor forms thereto, or any
form or forms adopted by the Securities and Exchange Commission in lieu
thereof or in addition thereto, hereby ratifying and confirming all that
such attorneys and agents, or any of them, shall do or cause to be done by
virtue hereof.
The undersigned agrees that the attorneys-in-fact named in this
Power of Attorney may rely entirely on information furnished orally or in
writing by the undersigned to such attorneys-in-fact. The undersigned also
agrees to indemnify and hold harmless the Company and the attorneys-in-fact
against any losses, claims, damages, or liabilities (or actions in respect
thereof) that arise out of or are based upon any untrue statement or
omission of necessary fact in the information provided by the undersigned
to the attorneys-in-fact for purposes of executing, acknowledging,
delivering, or filing Forms 3, 4, or 5, Schedules 13(d) or 13(g), or any
amendments or any successor forms thereto, or any form or forms adopted by
the Securities and Exchange Commission in lieu thereof or in addition
thereto, and agrees to reimburse the Company and the attorneys-in-fact in
this Power of Attorney for any legal or other expenses reasonably incurred
in connection with investigating or defending against any such loss, claim,
damage, liability, or action.
This authorization shall supersede all prior authorizations to
act for the undersigned with respect to securities of the Company in these
matters, which prior authorizations are hereby revoked, and shall remain in
effect thereafter for so long as the undersigned (in his individual
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capacity or in a fiduciary or other capacity) has any obligation under
Sections 16 or 13 of the Act with respect to securities of the Company.
Dated: June 9, 1999 /s/J. Wayne Moore
J. Wayne Moore
