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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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TREEV, Inc.
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(Name of Issuer)
Common Stock, $0.0001 par value
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(Title of Class of Securities)
894692 10 2
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(CUSIP Number)
Mr. Horace T. Ardinger, Jr., 9040 Governor's Row,
Dallas, Texas 75356, (214) 631-9830
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
June 30, 1998
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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).
(Continued on following page(s))
Page 1 of 5 Pages
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CUSIP No. 894692 10 2 13D Page 2 of 5 Pages
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(1) Names of Reporting Persons.
S.S. or I.R.S. Identification Nos. of Above Persons
HORACE T. ARDINGER, JR.
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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*
PF; WC
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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
United States
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(7) Sole Voting Power
Number of 3,669,768
Shares --------------------------------------------------
Beneficially (8) Shared Voting Power
Owned By -0-
Each --------------------------------------------------
Reporting (9) Sole Dispositive Power
Person 3,669,768
With --------------------------------------------------
(10) Shared Dispositive Power
-0-
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
3,669,768
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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)
10.8%
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(14) Type of Reporting Person*
IN
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*SEE INSTRUCTION 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. 894692 10 2 Page 3 of 5
Item 1. SECURITY AND ISSUER
This Schedule 13D (this "Filing") relates to the Common Stock, $0.0001 par
value ("TREEV Common Stock"), and voting and other contractual rights relating
thereto, of TREEV, Inc., a Delaware corporation (the "Company"), which has its
principal executive offices located at 500 Huntmar Park Drive, Herndon, Virginia
20170. The purpose of this Filing is to reflect the beneficial ownership of
TREEV Common Stock by Horace T. Ardinger, Jr. ("Mr. Ardinger") following various
purchases of TREEV stock.
Item 2. IDENTITY AND BACKGROUND
(a) Mr. Horace T. Ardinger, Jr.
(b) 9040 Governor's Row, Dallas, Texas 75356
(c) President, H. T. Ardinger & Son Company, 9040 Governor's Row, Dallas,
Texas 75356
(d) Mr. Ardinger has not, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) Mr. Ardinger 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.
(f) Mr. Ardinger is a citizen of the United States.
Item 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Mr. Ardinger purchased 35,000 shares of TREEV Common Stock in November
1998, for which he paid consideration of $20,650 from his personal funds. Mr.
Ardinger purchased 130,000 shares of TREEV Common Stock in August 1998, for
which he paid consideration of $110,500 from his personal funds. Mr. Ardinger
purchased 2,567,941 shares of TREEV Common Stock in June 1998, for which he paid
consideration of $2,205,109.85 from his personal funds. Mr. Ardinger purchased
200,000 shares of TREEV Common Stock in March 1998, for which he paid
consideration of $206,000 from his personal funds. Mr. Ardinger purchased
21,000 shares of TREEV Common Stock in January 1998, for which he paid
consideration of $19,110 from his personal funds. Mr. Ardinger purchased 38,000
shares of TREEV Common Stock in December 1997, for which he paid consideration
of $41,420 from his personal funds. Mr. Ardinger purchased 8,000 shares of
TREEV Common Stock in November 1997, for which he paid consideration of $9,280
from his personal funds. Mr. Ardinger purchased 59,000 shares of TREEV Common
Stock in October 1997, for which he paid consideration of $83,190 from his
personal funds. Mr. Ardinger purchased 80,000 shares of TREEV Common Stock in
September 1997, for which he paid consideration of $130,400 from his personal
funds. Mr. Ardinger purchased 22,800 shares of TREEV Common Stock in July 1997,
for which he paid consideration of $38,988 from his personal funds. Mr.
Ardinger purchased 10,000 shares of TREEV Common Stock in June 1997, for which
he paid consideration of $21,300 from his personal funds. Mr. Ardinger
purchased 135,900 shares of TREEV Common Stock in April 1997, for which he paid
consideration of $335,673 from his personal funds. Mr. Ardinger purchased
95,000 shares of TREEV Common Stock in March 1997, for which he paid
consideration of $247,950 from his personal funds. Mr. Ardinger purchased
122,500 shares of TREEV Common Stock in February 1997, for which he paid
consideration of $398,125 from his personal funds. Mr. Ardinger purchased
27,000 shares of TREEV Common Stock in January 1997, for which he paid
consideration of $85,860.00 from his personal funds. From June 1996 to
December 1996, Mr. Ardinger purchased 1,116,327 shares of TREEV Common Stock,
for which he paid consideration of on average $3.63 per share from his personal
funds. From June 1996 to November 1998, Mr. Ardinger sold 1,403,700 shares of
TREEV Common Stock, for which he received on average $2.74 per share. From June
1996 to April 1998, Mr. Ardinger purchased 294,500 TREEV warrants, for which he
paid consideration of on average $2.41 per warrant, all of which are currently
exercisable. From June 1997 to November 1998, Mr. Ardinger sold 46,500 TREEV
warrants, for which he received on average $1.60 per warrant.
Mr. Ardinger, as President of H. T. Ardinger & Son Company, purchased
157,000 shares of TREEV Common Stock in October 1996, for which H. T. Ardinger &
Son Company paid $489,840.00 from its working capital.
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CUSIP NO. 894692 10 2 Page 4 of 5
Item 4. PURPOSE OF TRANSACTION.
The person signing this Filing does not have any specific plans or
proposals which relate to or would result in any extraordinary corporate
transaction, such as a merger, reorganization or liquidation, involving the
Company or any of its subsidiaries; a sale or transfer of a material amount of
assets of the Company or any of its subsidiaries; any change in the present
board of directors or management of the Company; any change in the present
capitalization or dividend policy of the Company; any other material change in
the Company's business or corporate structure; changes in the Company's charter,
bylaws or instruments corresponding thereto or other actions which may impede
the acquisition of control of the Company by any person; causing a class of
securities of the Company to be delisted from a national securities exchange or
to cease to be authorized to be quoted in an inter-dealer quotation system of a
registered national securities association; a class of securities of the Company
becoming eligible for termination or registration pursuant to Section 12(g)(4)
of the Securities Exchange Act of 1934, as amended; or any action similar to any
of those enumerated above; but such persons reserve the right to propose or
undertake or participate in any of the foregoing actions in the future.
Mr. Ardinger regularly purchases and sells TREEV Common Stock on the open
market. Furthermore, Mr. Ardinger has signed a letter of intent, dated as of
September 22, 1998, and transferred funds of $8,000,000 to TREEV, Inc. to
purchase 1,247,660 shares of Series N Stock, which shall be convertible into 10
shares of TREEV Common Stock, and Investor Warrants to purchase 640,000 shares
of Common Stock of TREEV, Inc., upon the execution of the Securities Purchase
Agreement and upon shareholder approval.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Mr. Ardinger beneficially owns 3,669,768 shares of TREEV Common Stock,
which represents 10.8% of the outstanding TREEV Common Stock. Of the 3,669,768
shares of TREEV Common Stock beneficially owned by Mr. Ardinger, 3,512,768
shares were purchased with personal funds by Mr. Ardinger.
Mr. Ardinger is deemed to beneficially own as President of H. T. Ardinger &
Son Company 157,000 shares of TREEV Common Stock. Of the 157,000 shares deemed
to be beneficially owned by Mr. Ardinger, all shares were purchased with working
capital of H. T. Ardinger & Son Company.
The percentage calculations are based upon 33,875,790 shares of TREEV
Common Stock outstanding on September 30, 1998, as reported in the Company's
most recent Quarterly Report on Form 10-Q, filed October 27, 1998.
(b) Mr. Ardinger may be deemed to have sole voting and dispositive power
over 3,669,768 shares of TREEV Common Stock.
(c) See Item 4.
(d) None.
(e) Not applicable.
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
See Item 4.
Item 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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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.
November 13, 1998 /s/ Horace T. Ardinger, Jr.
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Horace T. Ardinger, Jr.
