-----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, U+7wLJ+7gUGrDi9ONl04Yp+woNkUDmUbZd3prnFolRPrfWQU+E+6mN4EKHhQWfQg NmojKtH2SA2Lb9+NsPtAig== 0000950116-03-004202.txt : 20031029 0000950116-03-004202.hdr.sgml : 20031029 20031029112310 ACCESSION NUMBER: 0000950116-03-004202 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20031029 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: IMPATH INC CENTRAL INDEX KEY: 0001003114 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEDICAL LABORATORIES [8071] IRS NUMBER: 133459685 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-49612 FILM NUMBER: 03962588 BUSINESS ADDRESS: STREET 1: 521 WEST 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2126980300 MAIL ADDRESS: STREET 1: 521 WEST 57TH STREET CITY: NEW YORK STATE: NY ZIP: 10019 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MELLON HBV ALTERNATIVE STRATEGIES LLC CENTRAL INDEX KEY: 0001218315 IRS NUMBER: 134050836 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 200 PARK AVE STREET 2: STE 3300 CITY: NEW YORK STATE: NY ZIP: 10166-3399 BUSINESS PHONE: 2128083941 MAIL ADDRESS: STREET 1: 200 PARK AVE STREET 2: STE 3300 CITY: NEW YORK STATE: NY ZIP: 10166-3399 SC 13D 1 sch13d.txt SCH13D.TXT -------------------------- OMB APPROVAL -------------------------- OMB Number: 3235-0145 Expires: December 31, 2005 Estimated average burden hours per response....11 -------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. _________)* Impath Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 45255G101 - -------------------------------------------------------------------------------- (CUSIP Number) Mellon HBV Alternative Strategies LLC, 200 Park Avenue, Suite 3300, NY, NY 10166 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 10, 2003 - -------------------------------------------------------------------------------- (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 Sections 240.13d-1(e), 240.13d-1(f) or 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 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). SEC 1746 Potential persons who are to respond to the collection of (11-02) information contained in this form are not required to respond unless the form displays a currently valid OMB control number. 13D =================== CUSIP No. 45255G101 =================== - ------------==================================================================== 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY). MELLON HBV ALTERNATIVE STRATEGIES LLC; IRS NO. 13-405-0836 - ------------==================================================================== 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] - ------------==================================================================== 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 990,200 NUMBER OF --------------=========================================== SHARES 8. SHARED VOTING POWER BENEFICIALLY 0 OWNED BY --------------=========================================== EACH 9. SOLE DISPOSITIVE POWER REPORTING 990,200 PERSON WITH --------------=========================================== 10. SHARED DISPOSITIVE POWER 0 - ------------==================================================================== 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 990,200 - ------------==================================================================== 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] - ------------==================================================================== 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.0% - ------------==================================================================== 14. TYPE OF REPORTING PERSON (See Instructions) IA - ------------==================================================================== Page 2 of 4 Page Items 1. Security and Issuer. This statement relates to 990,200 shares (the "Shares") of the common stock, par value $0.01 per share (the "Common Stock"), of Impath Inc., a Delaware corporation (the "Company"). The address of the Company's principal executive office is 521 West 57th Street, New York, NY 10019. Item 2. Identity and Background This statement is being filed by Mellon HBV Alternative Strategies LLC (the "Reporting Person"). Reporting Person is a Delaware limited liability company with its principal executive offices located at 200 Park Avenue, Suite 3300, New York, NY 10166-3399. The Reporting Person serves as investment adviser of Mellon HBV Master Rediscovered Opportunities Fund L.P., Mellon HBV Capital Partners L.P., Mellon HBV Master Multi-Strategy Fund L.P., Mellon HBV Special Situations Fund L.P., Axis RDO Ltd., and HFR DS Performance Master Trust (collectively the "Clients"). The shares were acquired for the accounts of the Clients, none of whom has an interest that relates to more than 5% of the outstanding Common Stock. During the last five years the Reporting Person, or, to the best of its knowledge, any of its directors or executive officers has not been (i) convicted of any criminal proceeding (excluding traffic violations or similar misdemeanors or (ii) 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. The source of funds used for the purchase of the Common Stock consists of working capital of the Clients. The aggregate amount of funds required to purchase the Common Stock is $2,051,825.37. No funds were borrowed to purchase any shares of the Common Stock. Item 4. Purpose of Transaction. The Reporting Person acquired the Shares for investment purposes and not for the purpose of acquiring control of the Company. The Reporting Person believes, however, that the Company's current refinancing plans in bankruptcy will eliminate the Company's equity value because the DIP agreement requires a fire sale of the Company's core assets. The Reporting Person has proposed that an Equity Committee be formed to seek an alternative restructuring plan that would allow the equity holders participation in the post-reorganization value of the Company. The Reporting Person is willing to serve on such Equity Committee. In connection with the proposal to form an Equity Committee, the Reporting Person has engaged, and, in the future, may engage, in conversations with other shareholders of the Company or its directors and/or officers. In the course of such conversations, the Reporting Person may advocate or support a particular course of action with respect to the reorganization of the Company or the sale of its assets. The Reporting Person may make additional acquisitions of shares of the Common Stock, or may dispose of all or a portion of the Shares, consistent with its ongoing investment decisions. Except to the extent the foregoing may be deemed a plan or proposal, the Reporting Person has no plans or proposals that relate to, or could result in, any of the matters referred to in paragraphs (a) through (j) of the instructions to Item 4 of Schedule 13D. Page 3 of 4 Page Item 5. Interest in Securities of the Issuer. (a) As of October 15, 2003, Report Person beneficially owned in the aggregate 990,200 shares of the Common Stock, representing approximately 6.0% of the outstanding common stock of the Company (based on the number of shares outstanding as of March 31, 2003, as reported in the Company's 10Q for the fiscal quarter ended March 31, 2003, the most recent available). (b) The Reporting Person has the sole power to vote or to direct the vote and the sole power to dispose and to direct the disposition of the Common Stock. (c) Information with respect to all transactions in the shares of the Common Stock beneficially owned by the Reporting Person which were effected during the past sixty days is set forth in Exhibit 1 attached hereto and incorporate herein by reference. (d) Not applicable. (e) Not applicable. Item 6. Contracts, Arrangements, Understanding or Relationships with Respect to Securities of the Issuer. None. Item 7. Materials to be Filed as Exhibits. Exhibit 1 Table containing information with respect to open-market transactions in the shares of Common Stock by Mellon HBV Alternative Strategies LLC during the past sixty days. Signature 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. Dated: October 28, 2003 Mellon HBV Alternative Strategies LLC, a Delaware Limited Liability Company By: /s/ Edward A. Schinik ------------------------------- Edward A. Schinik Chief Financial Officer Page 4 of 4 Page EX-1 3 exh1.txt EXH1.TXT Exhibit 1 Information with Respect to Open-Marketing Transactions of the Common Stock by Mellon HBV Alternative Strategies LLC during the past sixty days. Amount of Price Per Type of Date Shares Share Transaction - ------------------- ---------------- ------------- ---------------- 10/2/2003 100,000 $1.59 Buy 10/3/2003 35,400 $1.70 Buy 10/6/2003 100,000 $2.08 Buy 10/6/2003 1,800 $2.20 Buy 10/6/2003 5,000 $2.30 Buy 10/7/2003 13,000 $2.30 Buy 10/7/2003 135,000 $2.20 Buy 10/8/2003 5,000 $2.20 Buy 10/8/2003 260,000 $2.17 Buy 10/8/2003 10,000 $2.10 Buy 10/10/2003 305,000 $2.01 Buy 10/15/2003 20,000 $2.00 Buy 10/21/2003 3,200 $2.075 Buy 10/23/2003 34,000 $2.125 Buy -----END PRIVACY-ENHANCED MESSAGE-----