-----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, TAtyVLdjoKgMvp499Ry7xWowivhc9NMJ7AsDQdTJiInt8B+wMPAfzI7sOJpCNVFo tlPddl3fZsz3GoQ/DCOi5Q== 0000889812-98-000366.txt : 19980211 0000889812-98-000366.hdr.sgml : 19980211 ACCESSION NUMBER: 0000889812-98-000366 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980210 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 13G SEC ACT: SEC FILE NUMBER: 005-43053 FILM NUMBER: 98529894 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: WEISS PECK & GREER LLC CENTRAL INDEX KEY: 0000732926 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 132649199 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ONE NEW YORK PLZ STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 2129089500 MAIL ADDRESS: STREET 1: ONE NEW YORK PLAZA STREET 2: 30TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: WEISS PECK & GREER DATE OF NAME CHANGE: 19940302 SC 13G 1 GENERAL STATEMENT OF BENEFICIAL OWNERSHIP --------------------------- OMB APPROVAL --------------------------- UNITED STATES OMB Number: 3235-0145 SECURITIES AND EXCHANGE COMMISSION Expires: December 31, 1997 Washington, D.C. 20549 Estimated average burden hours per response....14.90 --------------------------- SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* -------- Integramed America Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 45810N10 -------------------------------------------- (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 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 the disclosures provided 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). SEC 1745 (2-95) - -------------------------------------------------------------------------------- CUSIP No. 45810N10 13G Page 2 of 5 Pages ------------------ ---- ---- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON WEISS, PECK & GREER, L.L.C. - -------------------------------------------------------------------------------- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP 2 (a) / / (b) /X/ - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 4 DELAWARE - -------------------------------------------------------------------------------- SOLE VOTING POWER 5 -0- NUMBER OF -------------------------------------------------- SHARES SHARED VOTING POWER BENEFICIALLY 6 OWNED BY 433,000 EACH -------------------------------------------------- REPORTING SOLE DISPOSITIVE POWER PERSON 7 WITH -0- -------------------------------------------------- SHARED DISPOSITIVE POWER 8 433,000 - -------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 433,000 - -------------------------------------------------------------------------------- CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 X - -------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 11 6.40 % - -------------------------------------------------------------------------------- TYPE OF REPORTING PERSON * 12 BD, IA - -------------------------------------------------------------------------------- Cusip No. 45810N10 Page 3 of 5 Item 1(a). Name of Issuer: Integramed America Inc. -------------- Item 1(b). Address of Issuer's Principal Executive Office: ---------------------------------------------- One Manhattanville Road Purchase, NY 10577-2100 Item 2(a). Name of Person Filing: Weiss, Peck & Greer, L.L.C. ("WPG") --------------------- Item 2(b). Address of Principal Business Office, or if None, Residence: ----------------------------------------------------------- One New York Plaza New York, NY 10004 Item 2(c). Citizenship: ----------- WPG is a limited liability company, organized under the laws of the State of Delaware Item 2(d). Title of Class of Securities: Common Stock ---------------------------- Item 2(e). CUSIP Number: 45810N10 ------------ Item 3. If this statement is Filed Pursuant to Rules 13d-1(b) or -------------------------------------------------------- 13d-2(b), Check Whether the Person Filing is a: ---------------------------------------------- (a) ( X ) Broker or Dealer registered under Section 15 of the Securities Exchange Act of 1934 (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 of 1940 (e) ( X ) Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 (f) ( ) Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Sec. 240.13d-1(b)(1)(ii)(F) (g) ( ) Parent Holding Company, in accordance with Sec. 240.13d-1(b)(ii)(G) (Note: See Item 7) (h) ( ) Group, in accordance with paragraph 240.13d-1(b) (1)(ii)(H) Item 4. Ownership: --------- (a) Amount Beneficially Owned: 433,000 as of December 31, 1997. (b) Percent of Class: 6.40% (based on the 6,765,000 shares of common stock reported to be outstanding in the Form 10-Q filed for the period ending December 31, 1997). Cusip No. 45810N10 Page 4 of 5 (c) Number of shares as to which such person has: (i) sole power to vote: -0- (ii) shared power to vote or to direct the vote: 433,000 (iii) sole power to dispose or to direct the disposition of: -0- (iv) shared power to dispose or to direct the disposition of: 433,000 Item 5. Ownership of Five Percent or Less of a Class: -------------------------------------------- Not applicable. Item 6. Ownership of More Than Five Percent on Behalf of Another -------------------------------------------------------- Person: ------ This Statement on Schedule 13G ("Schedule 13G") is filed by WPG, a Delaware limited liability company which is registered as a broker-dealer under Section 15 of the Act, and as an investment adviser under Section 203 of the Investment Advisers Act of 1940, as amended. This Schedule 13G is being filed with respect to 433,000 shares of common stock of Integramed America Inc. (the "Common Stock") held by WPG at December 31, 1997 for the discretionary accounts of certain clients. By reason of Rule 13d-3 under the Act, WPG may be deemed to be a "beneficial owner" of such Common Stock. WPG expressly disclaims beneficial ownership of the Common Stock. Each client has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such Common Stock purchased for his account. To the knowledge of WPG, no person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such Common Stock which represents more than 5% of the outstanding shares of the Common Stock referred to in Item 4(b) hereof. This Schedule 13G is not being filed with respect to the shares of Common Stock which may be owned by principals of WPG, or by their respective spouses, or as custodian or trustee for their respective family members or by their respective family foundations, since WPG does not possess or share voting or investment power with respect to such Common Stock. Each of such principals disclaims, pursuant to Rule 13d-4, that he or she is the beneficial owner, within the meaning of Rule 13d-3, of the shares of Common Stock owned by the various parties referred to in this Schedule 13G, other than such shares as the respective principal owns of record. 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. Cusip No. 45810N10 Page 5 of 5 Item 9. Notice of Dissolution of the Group: ---------------------------------- Not applicable. Item 10. Certification: ------------- By signing below, Richard S. Pollack, General Counsel of WPG, certifies that, to the best of his knowledge and belief, securities referred to above as being held or owned beneficially by WPG 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. SIGNATURE --------- After reasonable inquiry and to the best of his knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: February 9, 1998 WEISS, PECK & GREER, L.L.C. By: /s/ Richard S. Pollack ----------------------- Richard S. Pollack General Counsel Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----