-----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, Bo1jmviXg2qXDCiBWorRkoin7In2hEEJNEq4Y1Y2nMADp6SPsf7lFea/yNoR45IJ njRomcuggZQ9EJFR9fmREA== 0000836854-97-000002.txt : 19970103 0000836854-97-000002.hdr.sgml : 19970103 ACCESSION NUMBER: 0000836854-97-000002 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970102 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTEGRAMED AMERICA INC CENTRAL INDEX KEY: 0000885988 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-OFFICES & CLINICS OF DOCTORS OF MEDICINE [8011] IRS NUMBER: 061150326 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43053 FILM NUMBER: 97500131 BUSINESS ADDRESS: STREET 1: ONE MANHATTANVILLE RD CITY: PURCHASE STATE: NY ZIP: 10577-2100 BUSINESS PHONE: 9142538000 MAIL ADDRESS: STREET 1: 1 MANHATTANVILLE RD CITY: PURCHASE STATE: NY ZIP: 10577-2100 FORMER COMPANY: FORMER CONFORMED NAME: IVF AMERICA INC DATE OF NAME CHANGE: 19950720 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALPHI FUND LP CENTRAL INDEX KEY: 0000836854 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 363589366 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 155 PFINGSTEN RD STREET 2: SUITE 360 CITY: DEERFIELD STATE: IL ZIP: 60015 BUSINESS PHONE: 8474059595 SC 13D/A 1 United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Name of Issuer: IntegraMed America, Inc. Title of Class of Securities: Common Stock CUSIP Number: 45810N104 Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications: Philip R. Smith, Alphi Investment Management Co. 847-405-9595 155 Pfingsten Road, Suite 360, Deerfield, Illinois 60015 Date of Event which Requires Filing of this Statement: December 31, 1996 CUSIP No. 45810N104 Page 2 of 4 Pages 1. Name of Reporting Person Alphi Fund LP IRS No. 36-3589366 2. Check the appropriate box if a member of a group (a) [ ] (b) [x] 3. SEC Use Only 4. Source of Funds 00 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] N/A 6. Citizenship or Place of Organization Delaware 7. Sole Voting Power 666,800 8. Shared Voting Power 0 9. Sole Dispositive Power 666,800 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 666,800 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ ] 13. Percent of Class Represented by Amount in Row (11) 7.2% 14. Type of Reporting Person PN CUSIP No. 45810N104 Page 3 of 4 Pages ONLY THOSE ITEMS WHICH ARE HEREBY REPORTED ARE AMENDED. ALL OTHER ITEMS REMAIN UNCHANGED. ALL DEFINED TERMS SHALL HAVE THE SAME MEANING AS PREVIOUSLY ASCRIBED TO THEM IN THE ORIGINAL FILING OF SCHEDULE 13D, UNLESS OTHERWISE NOTED. Item 5. Interest in Securities of the Issuer (a) On our last filing on August 3, 1995, there were 6,086,910 Common Shares outstanding, and Alphi owned 572,600 which was 9.4% of the Common Shares outstanding. Subsequent to such filing, the Issuer (1) issued 2,432,936 Common Shares in connection with the conversion offer to the holders of the Company's Series A Convertible Preferred Stock, (2) issued 666,666 Common Shares in connection with an acquisition in 1996, and (3) issued an additional 40,295 shares of Common Stock in 1996. Alphi currently owns 666,800 Shares, which is 7.2%, based on 9,226,807 Common Shares currently outstanding as of December 31, 1996. (b) AIMCO, in its capacity as general partner of Alphi, has the sole power to vote and sole power to dispose of 666,800 Shares owned by Alphi. Individual limited partners of Alphi (but not the principals of AIMCO) may own Shares which are not included in the aggregate number of Shares reported in Item 5(a) above. (c) During the sixty (60) days preceding the date hereof, Alphi entered into the following transactions on behalf of itself: Date Sold Number of Shares Sold Price 11/25/96 100 2.25 12/16/96 100 1.69 12/27/96 15,000 1.34 12/30/96 11,000 1.38 12/31/96 12,000 1.50 These sales were open market transactions executed on the NASDAQ National Market System. (d) No person other than AIMCO, in its capacity as general partner of Alphi, has the right to receive nor the power to direct the receipt of dividends from, or the proceeds from the sale of Shares. (e) Not applicable ******************** CUSIP No. 45810N104 Page 4 of 4 Pages 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: January 2, 1997 Alphi Investment Management Company, as general partner, for Alphi Fund L.P. By: /s/ Philip R. Smith Philip R. Smith Secretary of Alphi Investment Management Company, general partner -----END PRIVACY-ENHANCED MESSAGE-----