Schedule 13D

-----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, Wd7RrKtOighjpubZF4yD8u2piSTht+cFDcntpLDFAji9/efu/HBpgW7CP6B6Esii /y2HFQ7oBQe5qzgpCI5Jfw== 0000922907-06-000259.txt : 20060403 0000922907-06-000259.hdr.sgml : 20060403 20060403101458 ACCESSION NUMBER: 0000922907-06-000259 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060403 DATE AS OF CHANGE: 20060403 GROUP MEMBERS: BLUELINE CAPITAL PARTNERS, L.P. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DOCUCORP INTERNATIONAL INC CENTRAL INDEX KEY: 0001033864 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 752690838 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-55617 FILM NUMBER: 06731510 BUSINESS ADDRESS: STREET 1: 5910 NORTH CENTRAL EXPRESSWY STREET 2: SUITE 800 CITY: DALLAS STATE: TX ZIP: 75206 BUSINESS PHONE: 2148916500 MAIL ADDRESS: STREET 1: 5910 NORTH CENTRAL EXPRESSWAY STREET 2: SUITE 800 CITY: DALLAS STATE: TX ZIP: 75206 FORMER COMPANY: FORMER CONFORMED NAME: DOCUCORP INC DATE OF NAME CHANGE: 19970215 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BlueLine Partners, L.L.C. CENTRAL INDEX KEY: 0001338294 IRS NUMBER: 202141854 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 4115 BLACKHAWK PLAZA CIRCLE, NO. 100 CITY: DANVILLE STATE: CA ZIP: 94506 BUSINESS PHONE: 925-648-2085 MAIL ADDRESS: STREET 1: 4115 BLACKHAWK PLAZA CIRCLE, NO. 100 CITY: DANVILLE STATE: CA ZIP: 94506 SC 13D 1 sch13d_040306.htm SCHEDULE 13D Schedule 13D



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Schedule 13D

                    Under the Securities Exchange Act of 1934
                               (Amendment No. __)

                          Docucorp International, Inc.
                                (Name of Issuer)


                                  Common Stock
                         (Title of Class of Securities)

                                    255911109
                                 (CUSIP Number)

                                 Scott A. Shuda
                             BlueLine Partners, LLC
                     4115 Blackhawk Plaza Circle, Suite 100
                           Danville, California 94506

                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)

                                    Copy to:

                                 James C. Creigh
                       Blackwell Sanders Peper Martin LLP
                          1620 Dodge Street, Suite 2100
                              Omaha, Nebraska 68102
                                 (402) 964-5000

                                 March 24, 2006
                      (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 Rule 13d-1(e),  Rule 13d-1(f) or Rule  13d-1(g),  check the
following box [ ].



- ----------------------------
CUSIP No.  255911109       -
- ----------------------------

- ---------- ---------------------------------------------------------------------
    1      NAME OF REPORTING PERSON.
           I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only).
           BlueLine Capital Partners, L.P.
- ---------- ---------------------------------------------------------------------
           CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
    2      Instructions) (a) [   ]
                         (b) [ X ]
- ---------- ---------------------------------------------------------------------
    3      SEC USE ONLY

- ---------- ---------------------------------------------------------------------
    4      SOURCE OF FUNDS (See Instructions)
           WC
- ---------- ---------------------------------------------------------------------
    5      CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
           ITEMS 2(d) or 2(e)   [   ]
- ---------- ---------------------------------------------------------------------
    6      CITIZENSHIP OR PLACE OF ORGANIZATION
           Delaware
- --------------------------- ----- ----------------------------------------------
                          -   7    SOLE VOTING POWER
                          -            0
      NUMBER OF           - ----- ----------------------------------------------
       SHARES             -   8    SHARED VOTING POWER
    BENEFICIALLY          -            562,653
    OWNED BY EACH         - ----- ----------------------------------------------
      REPORTING           -   9    SOLE DISPOSITIVE POWER
       PERSON             -            0
        WITH              - ----- ----------------------------------------------
                          -   10   SHARED DISPOSITIVE POWER
                          -            562,653
- --------------------------- ----- ----------------------------------------------
   11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                         562,653
- ---------- ---------------------------------------------------------------------
   12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
           SHARES [   ]
                (See Instructions)

- ---------- ---------------------------------------------------------------------
   13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                5.1%
- ---------- ---------------------------------------------------------------------
   14      TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
                                       PN
- ---------- ---------------------------------------------------------------------


                                   Page 2 of 9



- ----------------------------
CUSIP No.  255911109       -
- ----------------------------

- ---------- ---------------------------------------------------------------------
    1      NAME OF REPORTING PERSON.
           I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only).
           BlueLine Partners, L.L.C.
- ---------- ---------------------------------------------------------------------
           CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See
    2      Instructions) (a) [   ]
                         (b) [ X ]
- ---------- ---------------------------------------------------------------------
    3      SEC USE ONLY

- ---------- ---------------------------------------------------------------------
    4      SOURCE OF FUNDS (See Instructions)
           WC
- ---------- ---------------------------------------------------------------------
    5      CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
           ITEMS 2(d) or 2(e)   [   ]
- ---------- ---------------------------------------------------------------------
    6      CITIZENSHIP OR PLACE OF ORGANIZATION
           Delaware
- --------------------------- ----- ----------------------------------------------
                          -   7    SOLE VOTING POWER
                          -            0
      NUMBER OF           - ----- ----------------------------------------------
       SHARES             -   8    SHARED VOTING POWER
    BENEFICIALLY          -            562,653
    OWNED BY EACH         - ----- ----------------------------------------------
      REPORTING           -   9    SOLE DISPOSITIVE POWER
       PERSON             -            0
        WITH              - ----- ----------------------------------------------
                          -   10   SHARED DISPOSITIVE POWER
                          -            562,653
- --------------------------- ----- ----------------------------------------------
   11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
                         562,653
- ---------- ---------------------------------------------------------------------
   12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
           SHARES [   ]
                (See Instructions)

- ---------- ---------------------------------------------------------------------
   13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
                5.1%
- ---------- ---------------------------------------------------------------------
   14      TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
                                       OO
- ---------- ---------------------------------------------------------------------


                                   Page 3 of 9



Item 1.  Security and Issuer

This Schedule 13D relates to Common Stock (the "Common Stock") of Docucorp
International, Inc. (the "Company") with its principal executive offices located
at 5400 LBJ Freeway, Suite 300, Dallas, Texas.

Item 2.  Identity and Background

(a)-(b)   This statement is filed on behalf of BlueLine Capital Partners, LP
          ("BCP") and, BlueLine Partners, L.L.C. ("BlueLine Partners" and,
          together with BCP, the "Reporting Entities"). BlueLine Partners is the
          sole general partner of BCP and has an interest in the profits of BCP.
          Scott Shuda and Timothy Bacci are each Managing Directors of BlueLine
          Partners, L.L.C. Messrs. Shuda and Bacci each disclaims beneficial
          ownership for purposes of Rule 13d-3 under the Securities Exchange Act
          of 1934, as amended (the "Act"). The address of the principal business
          office of each of the Reporting Entities and Messrs. Shuda and Bacci
          is 4115 Blackhawk Plaza Circle, Suite 100, Danville, California 94506.

(c)       BCP is a private investment limited partnership. The principal
          business of BlueLine Partners is to serve as investment manager to a
          variety of private investment funds, including BCP, and to control the
          investing and trading in securities of these private investment funds.
          The principal business of Messrs. Shuda and Bacci is to act as
          Managing Directors of BlueLine Partners.

(d)       Neither of the Reporting Entities nor Messrs. Shuda and Bacci has,
          during the last five years, been convicted in a criminal proceeding
          (excluding traffic violations or similar misdemeanors).

(e)       Neither of the Reporting Entities nor Messrs. Shuda and Bacci has,
          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)       BCP is a Delaware limited partnership. BlueLine Partners is a Delaware
          limited liability company. Messrs. Shuda and Bacci are each U.S.
          citizens.

Item 3.  Source and Amount of Funds

As of the date hereof, the Reporting Entities may, in the aggregate, be deemed
to beneficially own 562,653 shares of the Common Stock (the "Shares"). The
Shares were purchased in the open market for an aggregate of $3,844,167 by BCP
with its investment capital.


                                  Page 4 of 9



Item 4.  Purpose of the Transaction

BCP and BlueLine Partners invest in public companies believed to be undervalued
relative to their potential. These are generally companies with an established
brand and products, strong distribution channels and significant growth
potential. BlueLine's strategy is to invest in companies that have hit some
obstacle in the execution of their business plan, causing other investors to
pull back and await resolution. As part of its investment approach, BlueLine
seeks to work with the companies in which it invests, their management,
directors and major shareholders to address and overcome existing challenges and
thereby create or restore value.

In the case of the Company, the current challenges relate to: (i) competition in
the ASP portion of the business resulting in pressure on margins; (ii) slower
than expected uptake in business within the Company's new healthcare segment;
(iii) shortcomings in the sales organization resulting in sub-optimal results;
and (iv) overall integration challenges following the acquisition of the
Newbridge assets. The Reporting Entities believe that each of these issues is
currently being addressed and they support management's actions. The Reporting
Entities have and will continue to offer their advice, as appropriate, to assist
the Company in these efforts. The Reporting Entities believe the Company is a
technology leader and that it will continue to be successful in its core
segment, the insurance industry, with significant presence in the utility and
financial services segments. BlueLine intends to work with management to extend
this positioning into other industry segments, both domestically and
internationally.

Depending on market conditions, general economic conditions and other factors,
the Reporting Entities may purchase additional shares of Common Stock in the
open market or in private transactions, or may dispose of all or a portion of
the shares of Common Stock that they or any of them presently own or may
hereafter acquire.

Item 5.  Interest in Securities of the Issuer

(a)  As of the date of this Schedule 13D, each of the Reporting Entities may be
     deemed to own 562,653 shares of Common Stock. These shares represent
     approximately 5.1% of the shares of Common Stock outstanding based on
     11,066,964 shares of the Company's Common Stock outstanding as reported in
     the Company's Form 10-Q for the Company's fiscal quarter ended January 31,
     2006 as filed with the Securities and Exchange Commission on March 10,
     2006.

     The Reporting Entities are making this single, joint filing because they
     may be deemed to constitute a "group" within the meaning of Section
     13(d)(3) of the Act. Each Reporting Entity expressly disclaims beneficial
     ownership of any of the shares of Common Stock other than those reported
     herein as being owned by it.

(b)  As of the date of this Schedule 13D, BCP beneficially owns 562,653 shares
     of Common Stock with which BCP has shared voting power and shared
     dispositive power with BlueLine Partners.

(c)  Information concerning transactions in the Common Stock effected by the
     Reporting Entities


                                  Page 5 of 9



     during the past sixty days is set forth in Exhibit B hereto and is
     incorporated by this reference. All of the transactions set forth in
     Exhibit B were open market transactions for cash.

(d)  No person (other than the Reporting Entities) is known to have the right to
     receive or the power to direct the receipt of dividends from, or the
     proceeds from the sale of, the Shares.

(e)  Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer

Pursuant to Rule 13d-1(k) promulgated under the Act, the Reporting Entities have
entered into an agreement with respect to the joint filing of this statement,
and any amendment or amendments hereto, which is attached hereto as Exhibit A.

Item 7.  Materials to be Filed as Exhibits

1.   Exhibit A - Joint Filing Agreement dated March 31, 2006, signed by each of
     the Reporting Entities in order to confirm that this Schedule 13D is being
     filed on behalf of each of the Reporting Entities.
2.   Exhibit B - Transactions in the Common Stock by the Reporting Entities
     during the past 60 days.


                                  Page 6 of 9



SIGNATURES

     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:  March 31, 2006

                                       BlueLine Capital Partners, L.P.

                                       By: BlueLine Partners, L.L.C.
                                               Its:  General Partner

                                       By:    /s/ Scott Shuda
                                          --------------------------------------
                                       Name:  Scott Shuda
                                       Title: Managing Director



                                       BlueLine Partners, L.L.C.


                                       By:    /s/ Scott Shuda
                                          --------------------------------------
                                       Name:  Scott Shuda
                                       Title: Managing Director


                                  Page 7 of 9


                                                                       EXHIBIT A

                             Joint Filing Agreement

The undersigned acknowledge and agree that the foregoing statement on Schedule
13D is filed on behalf of each of the undersigned and that all subsequent
amendments to this statement on Schedule 13D shall be filed on behalf of each of
the undersigned without the necessity of filing additional joint filing
agreements. The undersigned acknowledge that each shall be responsible for the
timely filing of such amendments, and for the completeness and accuracy of the
information concerning it contained therein, but shall not be responsible for
the completeness and accuracy of the information concerning the others, except
to the extent it knows or has reason to believe that such information is
inaccurate. This Joint Filing Agreement may be executed in any number of
counterparts and all of such counterparts taken together shall constitute one
and the same instrument.

Date:  March 31, 2006

                                       BlueLine Capital Partners, L.P.

                                       By: BlueLine Partners, L.L.C.
                                               Its:  General Partner

                                       By:    /s/ Scott Shuda
                                          --------------------------------------
                                       Name:  Scott Shuda
                                       Title: Managing Director



                                       BlueLine Partners, L.L.C.


                                       By:    /s/ Scott Shuda
                                          --------------------------------------
                                       Name:  Scott Shuda
                                       Title: Managing Director


                                  Page 8 of 9



                                                                       EXHIBIT B


Transactions in the Common Stock effected by the Reporting Entities during the
past sixty days.


              Date            No of Shares     Price Per Share
            2/2/2006              19,000            $6.36
            2/3/2006              42,100            $6.35
            2/6/2006               8,900            $6.34
            2/7/2006               7,100            $6.29
            2/8/2006              30,530            $6.18
            2/9/2006              15,000            $6.06
           2/10/2006               3,100            $6.05
           2/13/2006                 400            $6.05
           2/14/2006              12,100            $6.04
           2/15/2006              12,200            $6.22
           2/17/2006              12,340            $6.29
           2/21/2006              10,000            $6.30
           2/22/2006               5,000            $7.06
           2/24/2006               5,385            $7.56
           2/27/2006               9,300            $7.54
            3/1/2006               9,200            $7.61
            3/3/2006              34,000            $7.51
            3/6/2006               5,000            $7.50
            3/7/2006               9,628            $7.35
            3/8/2006               2,360            $7.44
            3/9/2006               2,000            $7.45
           3/10/2006              20,370            $7.49
           3/13/2006               1,221            $7.46
           3/15/2006               7,136            $7.54
           3/16/2006               1,488            $7.51
           3/17/2006              17,175            $7.74
           3/20/2006               3,000            $8.35
           3/21/2006               7,535            $8.33
           3/22/2006              10,723            $8.37
           3/23/2006              15,000            $8.41
           3/24/2006              12,600            $8.30
           3/27/2006               2,907            $7.96
           3/28/2006               1,000            $7.81
           3/30/2006               1,750            $7.71


                                  Page 9 of 9

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