-----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, RiTtg3AmvveH9joh1Xj50kBWGLcFGiVLMv43YHEEXdz6tPCay7vKoleXUgBsX+9i spX7N4dt6Bkj3RJVYlexFA== 0001050929-99-000034.txt : 19990217 0001050929-99-000034.hdr.sgml : 19990217 ACCESSION NUMBER: 0001050929-99-000034 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990216 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PRT GROUP INC CENTRAL INDEX KEY: 0001045560 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 133914972 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-54115 FILM NUMBER: 99541862 BUSINESS ADDRESS: STREET 1: 342 MADISON AVE STREET 2: 11TH FL CITY: NEW YORK STATE: NY ZIP: 10173 BUSINESS PHONE: 2129220800 MAIL ADDRESS: STREET 1: 342 MADISON AVE STREET 2: 11TH FL CITY: NEW YORK STATE: NY ZIP: 10173 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RHO MANAGEMENT PARTNERS L P CENTRAL INDEX KEY: 0001020457 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 223233664 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: CEDAR RIDGE RD CITY: BEDMINSTER STATE: NJ ZIP: 07921 BUSINESS PHONE: 2127516677 MAIL ADDRESS: STREET 1: CEDAR RIDGE RD CITY: BEDMINSTER STATE: NJ ZIP: 07921 SC 13G/A 1 AMENDMENT #1 TO SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT #1 SCHEDULE 13G Under the Securities Exchange Act of 1934 PRT Group, Inc. -------------------------------------------------------------- (Name of Issuer) Common Stock, $.001 Par Value -------------------------------------------------------------- (Title of Class of Securities) 693579104 -------------------------------------------------------------- (CUSIP NUMBER) Rho Management Partners L.P. 124 Dune Road Quogue, New York 11959 Tel. No.: (516) 653-9086 -------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) - with copies to - Stephen Rosenberg, Esq. Newman Tannenbaum Helpern Syracuse & Hirschtritt LLP 900 Third Avenue - 13th Floor New York, New York 10022 (212) 508-6700 December 31, 1998 -------------------------------------------------------------- (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1-(b) [x] Rule 13d-1-(c) [ ] Rule 13d-1-(d) 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. Page 1 of 6 Pages CUSIP No. 693579104 PRT Group, Inc. 1. Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Rho Management Partners L.P. and Joshua Ruch 2. Check the Appropriate Box if a Member of a Group (See Instructions) a. b. 3. SEC Use Only 4. Citizenship or Place of Organization: Rho Management Partners L.P. was formed in the State of Delaware and Joshua Ruch is a citizen of the Republic of South Africa. Number of Shares 5. Sole Voting Power 1,209,270 Beneficially Owned by 6. Shared Voting Power Each Reporting 7. Sole Dispositive Power 1,209,270 Person With 8. Shared Dispositive Power 9. Aggregate Amount Beneficially Owned by Each Reporting Person 1,209,270 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row 9 6.63% 12. Type of Reporting Person (See Instructions) Rho Management Partners L.P. is a PN and Joshua Ruch is an IN Page 2 of 6 Pages CUSIP No. 693579104 PRT Group, Inc. Item 1(a) Name of Issuer: PRT Group, Inc. Item 1(b) Address of Issuer: PRT Group, Inc. 342 Madison Avenue New York, New York 10173 Item 2(a) Name of Person Filing: Rho Management Partners L.P. Joshua Ruch Rho Management Partners L.P. and Joshua Ruch are referred to together as the "Filing Persons." Item 2(b) Address of Principal Business Office or, if none, Residence: The principal business address of Rho Management Partners L.P. is 124 Dune Road Quogue, New York 11959 The principal business address of Joshua Ruch is c/o Rho Management Company, Inc. 767 Fifth Avenue 43rd Floor New York, New York 10153 Item 2(c) Citizenship: Rho Management Partners L.P. is a Delaware Limited Partnership Mr. Ruch is a citizen of the Republic of South Africa Item 2(d) Title of Class of Securities: Common Stock, $.001 par value Item 2(e) CUSIP Number: 693579104 Page 3 of 6 Pages CUSIP No. 693579104 PRT Group, Inc. Item 3 If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or - ------ 13d-2(c) promulgated under the Securities Exchange Act of 1934, check whether the filing person is a: a. |_| Broker or dealer registered under Section 15 of the Act, b. |_| Bank as defined in Section 3(a)(6) of the Act, c. |_| Insurance Company as defined in Section 3(a)(19) of the Act, d. |_| Investment Company registered under Section 8 of the Investment Company Act, e. |_| Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E), f. |_| Employee Benefit Plan, or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F), g. |_| Parent Holding Company or Control Person, in accordance with Rule 13d-1(b)(ii)(G); (Note: see Item 7) h. |_| A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); i. |_| A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940; j. |_| Group, in accordance with Rule 13d-1(b)(1)(ii)(J). If this statement is filed pursuant to ss. 240.13d-1(c), check this box [X] Item 4 Ownership: (a) Amount Beneficially Owned: As of February 15, 1999, 1,209,270 Shares were beneficially owned by the Filing Persons. (b) Percent of Class: 6.63% (c) Number of shares as to which such persons have: (i) sole power to vote or to direct the vote: 1,209,270 shares (ii) shared power to vote or direct the vote: 0 (iii) sole power to dispose or to direct the deposition of: 1,209,270 shares Page 4 of 6 Pages CUSIP No. 693579104 PRT Group, Inc. (iv) shared power to dispose or direct the disposition of: 0 Item 5 Ownership of Five Percent or Less of a Class: - ------ If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ] Item 6 Ownership of More than Five Percent on Behalf of Another Person: - ------ Not applicable Item 7 Identification and Classification of the Subsidiary which Acquired the - ------ Security Being Reported on By the Parent Holding Company: Not applicable Item 8 Identification and Classification of Members of the Group: - ------ Not applicable Item 9 Notice of Dissolution of Group: - ------ Not applicable Item 10 Certification: - ------- By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Page 5 of 6 Pages CUSIP No. 693579104 PRT Group, Inc. 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. February 15, 1999 - ------------------------------------------------------------------------------ Date /s/ Joshua Ruch - ------------------------------------------------------------------------------ Signature Joshua Ruch - ------------------------------------------------------------------------------- Name/Title CUSIP No. 639579104 PRT Group, Inc. 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. February 15, 1998 - ------------------------------------------------------------------------------ Date Rho Management Partners L.P. By: Atlas Capital Corp., General Partner By: - ------------------------------------------------------------------------------- /s/ Joshua Ruch Joshua Ruch, President Joshua Ruch, President - ------------------------------------------------------------------------------- Name/Title Page 6 of 6 Pages -----END PRIVACY-ENHANCED MESSAGE-----