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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) July 11, 2000
ELITE INFORMATION GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-20034 41-152214
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
5100 West Goldleaf Circle
Los Angeles, California 90056
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(Address of Principal Executive Offices)
(Zip Code)
(323) 642-5200
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former name or address, if changed from last report)
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Item 2. Acquisition or Disposition of Assets.
On July 11, 2000, Elite Information Group, Inc. (the "Company"),
through its wholly-owned subsidiary, LMI Acquisition Corporation ("LMAC"),
acquired all of the outstanding capital stock of Law Manager, Inc. ("LMI"),
pursuant to a Stock Purchase Agreement, dated as of July 7, 2000, by and between
the Company, LMAC, LMI and Nicholas Puschak and Davood Tashayyod, as the sole
shareholders of LMI. The aggregate consideration paid by the Company in exchange
for all the outstanding capital stock of LMI consists of the following: (1) an
initial closing payment of $10,850,000, plus or minus certain working capital
payments and other adjustments to be determined after closing; and (2) payment
of an additional $4,000,000 over a three year period commencing on the first
anniversary of closing (subject to forfeiture or reduction if certain employees
resign or are terminated for cause during the three year period and LMI fails to
meet certain revenue targets). The consideration paid to date by the Company has
been funded by the Company's existing cash reserves. The total consideration
payable in the acquisition was determined through arm's length negotiations
between representatives of the Company and LMI.
Messrs. Puschak and Tashayyod, LMI's selling shareholders, will
continue as officers and employees of the LMI business pursuant to employment
agreements entered into with the Company.
LMI is a software company that specializes in providing advanced case
management, docketing, records management and e-commerce systems, as well as a
full range of implementation services, to large law firms, corporate legal
departments and government agencies. The Company intends to continue to operate
the assets of LMI in the manner they were operated prior to the acquisition.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements
The financial statements and pro forma financial information
required to be filed by Item 7 of Form 8-K in connection with the acquisition
are not currently available. The Company anticipates that such financial
statements and pro forma financial information will be filed on or about
September 22, 2000.
(b) Exhibits
Exhibit 2 Stock Purchase Agreement between Elite Information
Group, Inc., LMI Acquisition Corporation, Law
Manager, Inc., Nicholas Puschak and Davood
Tashayyod, dated as of July 7, 2000.
The Company agrees to furnish supplementally to the Commission
upon request a copy of any Schedule or Exhibit to this Exhibit 2 omitted from
the copy attached hereto.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: July 20, 2000
ELITE INFORMATION GROUP, INC.
By: /s/ Barry D. Emerson
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Barry D. Emerson
Vice President and Chief Financial Officer
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INDEX TO FINANCIAL STATEMENTS AND EXHIBITS
Documents filed under Item 7
(b) Exhibit 2 Stock Purchase Agreement between Elite Information
Group, Inc., LMI Acquisition Corporation, Law
Manager, Inc., Nicholas Puschak and Davood
Tashayyod, dated as of July 7, 2000.
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