-----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, IWpdOmT+0UvHft20A8C67I+uPjLZzxF4naAO6j4NWXQh0MPRw7oQ3Z9N0yXEbnKZ V+xw1PLFktWoxnlbQiaF4g== 0000913906-97-000071.txt : 19970626 0000913906-97-000071.hdr.sgml : 19970626 ACCESSION NUMBER: 0000913906-97-000071 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970625 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NETSMART TECHNOLOGIES INC CENTRAL INDEX KEY: 0001011028 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 133680154 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-51171 FILM NUMBER: 97629605 BUSINESS ADDRESS: STREET 1: 146 NASSAU AVE CITY: ISLIP STATE: NY ZIP: 11751 BUSINESS PHONE: 5169682000 MAIL ADDRESS: STREET 1: 146 NASSAU AVE STREET 2: 146 NASSAU AVE CITY: ISLIP STATE: NY ZIP: 11751 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SIS CAPITAL CORP CENTRAL INDEX KEY: 0001041644 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 160 BROADWAY STE 901 STREET 2: CONSOLIDATED TECHNOLOGY GROUP LTD CITY: NEW YORK STATE: NY ZIP: 10038 BUSINESS PHONE: 941052122334500 MAIL ADDRESS: STREET 1: CONSOLIDATED TECHNOLOGY GROUP LTD STREET 2: 160 BROADWAY STE 901 CITY: NEW YORK STATE: NY ZIP: 10038 SC 13G 1 SC13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. _____)* Netsmart Technologies, Inc. (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 64114W 10 8 (CUSIP Number) Check the following box if a fee is being paid with this statement |_|. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filed 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 the disclosures in a prior cover page. The information required in 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). 51907 Page 1 of 9 Pages CUSIP No.64114W 10 8 13G 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Consolidated Technology Group Ltd. (13-1948169) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_| 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION New York 5 SOLE VOTING POWER 3,681,990 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER -0- 7 SOLE DISPOSITIVE POWER 3,681,990 8 SHARED DISPOSITIVE POWER -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,681,990 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 54.16% 12 TYPE OF REPORTING PERSON CO ======= ====== 51907 Page 2 of 9 Pages CUSIP No. 64114W 10 8 13G 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON SIS Capital Corp. (13-3299637) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_| 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER 3,681,990 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER -0- 7 SOLE DISPOSITIVE POWER 3,681,990 8 SHARED DISPOSITIVE POWER -0- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,681,990 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 54.16% 12 TYPE OF REPORTING PERSON CO ======= ====== 51907 Page 3 of 9 Pages CUSIP No. 64114W 10 8 13G 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Lewis S. Schiller (###-##-####) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_| (b) |_| 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER 266,667 NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 6 SHARED VOTING POWER 3,681,990 7 SOLE DISPOSITIVE POWER 266,667 8 SHARED DISPOSITIVE POWER 3,681,990 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,948,657 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES |X| 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 58.08% 12 TYPE OF REPORTING PERSON* IN ======= ====== Item 1. Security and Issuer 51907 Page 4 of 9 Pages This statement relates to Common Stock of Netsmart Technologies, Inc. (the "Company"). The principal executive office of the Company is 146 Nassau Avenue, Islip, New York 11751. tem 2. Identity and Background (a) (1) Consolidated Technology Group Ltd. ("Consolidated") (2) SIS Capital Corp. ("SISC") (3) Lewis S. Schiller (b) (1) 160 Broadway, New York, New York 10038 (2) 160 Broadway, New York, New York 10038 (3) c/o Consolidated Technology Group, Ltd., 160 Broadway, New York, New York , 10038 (c) (1) New York (2) Delaware (3) USA (d) Common Stock, par value $.01 per share (e) 64114W 10 8 Item 3. Statement Pursuant to 13d-1(b) or 13d-2(b) N/A Item 4. Ownership (1), (2) Consolidated and SISC: (a) Amount Beneficially Owned: 3,681,990(1) (b) Percent of Class: 56.14% (c) (i) Sole power to vote or to direct the vote: 3,681,990 shares(1) (ii) Shared power to vote or to direct the vote: None (iii) Sole power to dispose or to direct the disposition of: 3,681,990 shares(1) (iv) Shared power to dispose or to direct the disposition of: None (3) Lewis S. Schiller: (a) Amount Beneficially Owned: 3,948,657 51907 Page 5 of 9 Pages (b) Percent of Class: 58.08% (c) (i) Sole power to vote or to direct the vote: 266,667 shares(2) (ii) Shared power to vote or to direct the vote: 3,681,990 shares(3) (iii) Sole power to dispose or to direct the disposition of: 266,667 shares(2) v) Shares power to dispose or to direct the disposition of: 3,681,990 shares(3) - ----------------------------- (1) Includes 565,000 shares issuable upon exercise of presently exercisable common stock purchase warrants owned by SISC. (2) Includes 166,667 shares of common stock issuable upon exercise of presently exercisable common stock purchase warrants owned by Mr. Schiller. (3) Represents shares of common stock which are either owned by SISC or are issuable upon exercise of presently exercisable common stock purchase warrants held by SISC. Shares owned by Mr. Schiller exclude all shares of common stock owned by DLB, Inc. ("DLB") or issuable upon exercise of presently exercisable common stock purchase warrants owned by DLB. DLB is owned by Mr. Schiller's wife. Mr. Schiller disclaims beneficial ownership of DLB or any securities owned by DLB. Item 5. Ownership of Five Percent or Less of a Class N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person Mr. Lewis Schiller is the chief executive officer of Consolidated and SISC, a wholly-owned subsidiary of Consolidated, and, in such capacity has voting and investment power with regard to all shares of common stock owned by Consolidated and SISC. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company SISC is a wholly-owned subsidiary of Consolidated. Item 9. Notice of Dissolution of Group N/A 51907 Page 6 of 9 Pages Item 10. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. 51907 Page 7 of 9 Pages 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: June 30, 1997 CONSOLIDATED TECHNOLOGY GROUP LTD. By: /s/ Lewis S. Schilller Lewis S. Schiller President SIS CAPITAL CORP. By: /s/ Lewis S. Schiller Lewis S. Schiller President By: /s/ Lewis S. Schiller Lewis S. Schiller, individually 51907 Page 8 of 9 Pages EXHIBIT The Parties hereby agree that this statement filed on Schedule 13G is filed on behalf of each Party individually, that each party on whose behalf the Statement is filed is individually eligible to use Schedule 13G and that each party is responsible for the accuracy and completeness of the information concerning each party and the filing of amendments thereto. Dated: June 24, 1997 CONSOLIDATED TECHNOLOGY GROUP LTD. By: /s/ Lewis S. Schiller Lewis S. Schiller President SIS CAPITAL CORP. By: /s/ Lewis S. Schiller Lewis S. Schiller President By: /s/ Lewis S. Schiller Lewis S. Schiller, individually 51907 Page 9 of 9 Pages -----END PRIVACY-ENHANCED MESSAGE-----