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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __ )*
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H.T.E., Inc.
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(Name of Issuer)
Common Stock, $0.01 par value
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(Title of Class of Securities)
403926108
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(CUSIP Number)
John Sterling, 1601 Elm Street, Suite 3000, Dallas, Texas 75201, (214) 999-3000
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
August 17, 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 that is the subject of this Schedule 13D, and is filing this
schedule because of Section 240.13d-1(e), Section 240.13d-1(f) or Section
240.13d-1(g), check the following box [ ].
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7(b) for
other parties to whom copies are to be sent.
* 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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SCHEDULE 13D
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CUSIP NO. 403926108 PAGE 2 OF 4 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Tyler Technologies, Inc.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (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 BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [_]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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7 SOLE VOTING POWER
NUMBER OF 5,618,952
SHARES -----------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY -0-
EACH -----------------------------------------------------
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 5,618,952
WITH -----------------------------------------------------
10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,618,952
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
32.3%
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14 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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CUSIP NO. 403926108 Page 3 of 4
Item 1. Security and Issuer.
This Schedule 13D (this "Filing") relates to the Common Stock, $0.01
par value ("HTE Common Stock"), and voting and other contractual rights relating
thereto, of H.T.E., Inc., a Florida corporation (the "Company"), which has its
principal executive offices located at 1000 Business Center Drive, Lake Mary,
Florida 32746. The purpose of this Filing is to reflect the beneficial ownership
of HTE Common Stock by Tyler Technologies, Inc., a Delaware corporation.
Item 2. Identity and Background.
(a) Tyler Technologies, Inc. ("Tyler")
(b) 2800 West Mockingbird Lane, Dallas, Texas 75235
(c) Tyler is a leading consolidator and provider of document and
information management outsourcing and other services to
county, municipal and local governments. Tyler provides data
warehousing, electronic document management systems and
services, information management outsourcing services,
property records database information services, software
systems and other professional services for local governments,
as well as title record and other governmental database
information and services to commercial customers.
(d) Tyler has not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) Tyler has not, during the last five years, been a party to a
civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was
or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities
subject to, federal or state securities laws or finding any
violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration.
On August 17, 1999, Tyler entered into a stock purchase agreement with
Dennis Harward ("DH") and Jack Harward ("JH") (the "Purchase Agreement"). Under
the Purchase Agreement, DH sold to Tyler 2,825,110 shares of HTE Common Stock in
exchange for 1,412,555 shares of Tyler Technologies, Inc. common stock, $0.01
par value per share ("Tyler Common Stock"), and JH sold to Tyler 1,824,890
shares of HTE Common Stock in exchange for 912,445 shares of Tyler Common Stock.
Under the Purchase Agreement and effective until March 31, 2000, the
parties agreed to put and call options on other shares of HTE Common Stock owned
by DH and JH. Pursuant to these options, DH has the right and option to put to
Tyler and Tyler has the right to call from DH an additional 588,688 shares of
HTE Common Stock in exchange for 294,344 shares of Tyler Common Stock, and JH
has the right and option to put to Tyler and Tyler has the right to call from JH
an additional 380,264 shares of HTE Common Stock in exchange for 190,132 shares
of Tyler Common Stock.
Item 4. Purpose of Transaction.
Tyler plans to propose to the Board of Directors and management of HTE a
business combination of the two companies on similar exchange terms. Tyler
reserves the right to acquire, or cause to be acquired, additional securities of
HTE, to dispose of, or cause to be disposed of, such securities at any time or
to formulate other purposes, plans or proposals regarding HTE or any of its
securities, to the extent deemed advisable by Tyler.
Item 5. Interest in Securities of the Issuer.
(a) Tyler is deemed to beneficially own 5,618,952 shares of HTE Common
Stock. Of those shares deemed to be beneficially owned by Tyler, all shares were
purchased with shares of Tyler Common Stock.
The percentage calculations are based upon 17,372,374 shares of HTE
Common Stock outstanding on August 5, 1999, as reported in the Company's most
recent Quarterly Report on Form 10-Q, filed August 16, 1999.
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CUSIP NO. 403926108 Page 4 of 4
(b) Tyler may be deemed to have sole voting and dispositive power over
5,618,952 shares of HTE Common Stock.
(c) See Item 3 above.
(d) None.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
See Item 3 above.
Item 7. Material to be Filed as Exhibits.
None.
After reasonable inquiry and to the best of the undersigned's knowledge
and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
TYLER TECHNOLOGIES, INC.
August 26, 1999 /s/ John Yeaman
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By: John Yeaman, President
