-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JM6WDNpZ94geQR9/PGVZ/gXumTXW1Jm0GFSeAke2eqVyxTdZQATmC5p8bJIrYdv3 PdZew3zBYcz3DcIDREw9Vw== 0000950134-03-016304.txt : 20031205 0000950134-03-016304.hdr.sgml : 20031205 20031205164545 ACCESSION NUMBER: 0000950134-03-016304 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031203 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20031205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TYLER TECHNOLOGIES INC CENTRAL INDEX KEY: 0000860731 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 752303920 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10485 FILM NUMBER: 031040793 BUSINESS ADDRESS: STREET 1: 5949 SHERRY LANE STREET 2: SUITE 1400 CITY: DALLAS STATE: TX ZIP: 75225 BUSINESS PHONE: 9727133700 MAIL ADDRESS: STREET 1: 5949 SHERRY LANE STREET 2: SUITE 1400 CITY: DALLAS STATE: TX ZIP: 75225 FORMER COMPANY: FORMER CONFORMED NAME: TYLER CORP /NEW/ DATE OF NAME CHANGE: 19930328 FORMER COMPANY: FORMER CONFORMED NAME: TYLER THREE INC DATE OF NAME CHANGE: 19600201 8-K 1 d11113e8vk.txt FORM 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20459 --------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 --------------- December 5, 2003 (December 3, 2003) Date of Report (Date of earliest event reported) TYLER TECHNOLOGIES, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-10485 75-2303920 - ---------------- ------------ ------------------- (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation or organization) 5949 Sherry Lane, Suite 1400 Dallas, Texas 75225 ---------------------------------------- (Address of principal executive offices) (972) 713-3700 ---------------------------------------------------- (Registrant's telephone number, including area code) ================================================================================ ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 99.1 Press Release issued by Tyler Technologies, Inc. dated December 3, 2003. ITEM 9. REGULATION FD DISCLOSURE This Form 8-K furnishes information required under Items 9 and 12 of the Form 8-K. See Item 12 below. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION This Form 8-K furnishes information required under Items 9 and 12 of Form 8-K. On December 3, 2003, Tyler Technologies, Inc. ("the Company") issued a press release announcing the acquisition of Eden Systems, Inc., a copy of which is attached hereto as Exhibit 99.1. On December 4, 2003, the Company held a conference call to discuss the acquisition of Eden Systems, Inc. and the Company's preliminary outlook for 2004. The conference call was disclosed in the December 3, 2003 press release and was generally accessible by investors and other interested parties via telephone or Webcast. A replay of the Webcast is available at www.tylerworks.com. During the conference call, the Company disclosed the following additional information: o The Company noted that the purchase price for Eden Systems, Inc. consisted of approximately $10 million net in cash and approximately 237,000 shares of Tyler common stock. (The number of shares was incorrectly identified on the conference call as 272,000.) o The Company reaffirmed its previously communicated guidance of earnings per share of $0.17 to $0.19 (excluding the gain on the sale of the Company's investment in H.T.E., Inc.) and now expects that earnings per share for 2003 will likely be at the top of, or slightly in excess of, that range. o For the year 2004, the Company preliminarily expects that overall revenue growth will be in a range from 18% to 22%, with internal growth of approximately 10% and growth from acquisitions of approximately 9% to 11%. o The Company preliminarily expects to have net earnings in 2004 of $12 million to $13 million and fully diluted earnings per share of $0.27 to $0.29. These expectations reflect earnings growth of approximately 35% - 45%, based on expected earnings per share (excluding the gain on the sale of the H.T.E. investment) of $0.20. o The Company preliminarily expects capital expenditures in 2004 to be $10 million or less. The foregoing information is furnished with this Current Report on Form 8-K and is not deemed filed with the Securities and Exchange Commission and is not incorporated by reference in any filing of Tyler Technologies, Inc. under the Securities Act of 1933 or the Securities Exchange Act of 1934. Further, the foregoing information contains forward-looking information within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, and is subject to the safe harbor created by those sections. 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. TYLER TECHNOLOGIES, INC. Date: December 5, 2003 By: /s/ Theodore L. Bathurst ----------------------------------- Theodore L. Bathurst Vice President and Chief Financial Officer (principal financial officer) EX-99.1 3 d11113exv99w1.txt PRESS RELEASE Exhibit 99.1 Contact: Brian K. Miller Vice President - Finance Tyler Technologies, Inc. (972) 713-3720 bmiller@tylerworks.com FOR IMMEDIATE RELEASE TYLER TECHNOLOGIES ANNOUNCES ACQUISITION OF EDEN SYSTEMS, INC. PURCHASE EXPANDS TYLER'S PRESENCE IN LOCAL GOVERNMENT FINANCIAL SYSTEMS MARKET DALLAS, DECEMBER 3, 2003 -- Tyler Technologies, Inc. (NYSE: TYL) announced today that it has acquired privately held Eden Systems, Inc. of Renton, Washington. Eden was founded in 1981 and provides financial, personnel and citizen services applications software for local governments. Eden has more than 160 installations nationwide, with a particularly strong presence among cities, counties and other local government agencies in the western United States. Eden Systems is profitable and is expected to have revenues of approximately $12 million in calendar 2003. The acquisition is expected to be accretive to Tyler's earnings in 2004. "Eden Systems is a great fit with Tyler Technologies," commented John M. Yeaman, President and Chief Executive Officer of Tyler. "Eden has a solid reputation in the market and, with expansion across the country and success in larger opportunities, has experienced strong growth over the past several years. We believe their products and expertise will complement our model and give us additional opportunities to provide our customers with solutions tailored specifically for local governments. In particular, the addition of Eden considerably increases our presence in the western part of the country. We look forward to welcoming Eden's clients and employees to Tyler Technologies." Eden Systems' products offer Windows-based technology in a robust, scaleable, and easy-to-use system. InForum Gold, the company's premier suite of integrated products, offers applications software for financials, personnel, and citizen services. InForum Gold Financials is comprised of essential modules that support fund and encumbrance accounting, including General Ledger, Budgeting, Accounts Payable, Accounts Receivable, Purchasing, Fixed Assets, Project Accounting, and Inventory. InForum Gold Personnel includes integrated Payroll and Human Resources modules. InForum Gold Citizen Services has modules for Utility Billing, Licensing, Permits & Inspections, and Parcel Manager and features embedded Geographical Information System and mapping functions. In addition to software, Eden provides related professional services and support. For more information on Eden Systems, please visit www.edeninc.com. -more- Tyler Technologies Announces Acquisition of Eden Systems, Inc. December 3, 2003 Page 2 Ed Torkelson, President and founder of Eden Systems, said, "We are delighted to be joining the Tyler Technologies team. Eden has a great deal in common with Tyler's operations, sharing a passion for customer-focused service and a dedication to providing the right technology to help our clients meet the challenging demands of running a government enterprise. Becoming a part of an organization with the strengths, resources and focus of Tyler Technologies is a major step forward for Eden Systems, our customers and our employees." Tyler Technologies will host a conference call to discuss the Eden Systems acquisition and the Company's preliminary outlook for 2004. The call will be held on Thursday, December 4, 2003 at 3:00 p.m. Central time. The call-in numbers are 800-932-6407 for domestic and Canadian participants and 706-679-3884 for international participants. The conference ID number is 4290095. To access a live Webcast of the call, please visit Tyler's homepage at www.tylerworks.com. A replay of the Webcast will also be accessible at that site following the call. Based in Dallas, Tyler Technologies is a leading provider of end-to-end information management solutions and services for local governments. Tyler partners with clients to make local government more accessible to the public, more responsive to needs of citizens, and more efficient. Tyler's client base includes more than 6,000 local government offices throughout all 50 states, Canada, Puerto Rico and the United Kingdom. More information about Tyler Technologies can be found at www.tylerworks.com. Tyler Technologies, Inc. has included in this press release "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 concerning its business and operations. Tyler Technologies expressly disclaims any obligation to release publicly any updates or revisions to these forward-looking statements to reflect any change in its expectations. These expectations and the related statements are inherently subject to risks and uncertainties that could cause actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. The risks and uncertainties which forward-looking statements are subject to include, but are not limited to, the ability of the Company to successfully integrate acquisitions, changes in competition, changes in general economic conditions, changes in the budgets and regulatory environments of the Company's customers, risks associated with the development of new products and the enhancement of existing products, the ability to attract and retain qualified personnel, and other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission. #### 28-03 -----END PRIVACY-ENHANCED MESSAGE-----