-----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, QsFYg2FsNFyTgbbu/fq/PPnWiduxUffYHZG6gU2kJqVBKn55oBECUXKOzi7ntHmj Qq/+QzixpHIyxTnoo6s1KA== 0000906344-99-000024.txt : 19990217 0000906344-99-000024.hdr.sgml : 19990217 ACCESSION NUMBER: 0000906344-99-000024 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990216 GROUP MEMBERS: LAIRD NORTON TRUST COMPANY OF SEATTLE GROUP MEMBERS: WENTWORTH HAUSER & VIOLICH INC /ADV SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CYPROS PHARMACEUTICAL CORP CENTRAL INDEX KEY: 0000891288 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 330476164 STATE OF INCORPORATION: CA FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-43062 FILM NUMBER: 99543453 BUSINESS ADDRESS: STREET 1: 2714 LOKER AVE WEST STREET 2: 2714 LOKER AVE WEST CITY: CARLSBAD STATE: CA ZIP: 92008 BUSINESS PHONE: 7609299500 MAIL ADDRESS: STREET 1: 2714 LOKER AVE WEST STREET 2: 2714 LOKER AVE WEST CITY: CARLSBAD STATE: CA ZIP: 92008 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WENTWORTH HAUSER & VIOLICH INC /ADV CENTRAL INDEX KEY: 0000920654 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 911631301 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 333 SACRAMENTO ST CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4159816911 MAIL ADDRESS: STREET 1: 333 SACRAMENTO ST CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FORMER COMPANY: FORMER CONFORMED NAME: WENTWORTH HAUSER & VIOLICH INC /ADV DATE OF NAME CHANGE: 19990212 SC 13G 1 SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CYPROS PHARMACEUTICAL CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 232808105 (CUSIP Number) 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: [x] Rule 13d-1(b) [x] Rule 13d-1(c) [x] Rule 13d-1(d) *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). CUSIP 232808105 SCHEDULE 13G Page 2 of 7 1 Name Of Reporting Person WENTWORTH, HAUSER & VIOLICH IRS Identification No. Of Above Person 2 Check The Appropriate Box If A Member Of A Group (a) [ ] N/A (b) [ ] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization California, United States 5 Sole Voting Power NUMBER OF SHARES 957,705 BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 6 Shared Voting Power -0- 7 Sole Dispositive Power 957,705 8 Shared Dispositive Power -0- 9 Aggregate Amount Beneficially Owned By Each Reporting Person 957,705 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* 11 Percent Of Class Represented By Amount In Row 9 6.1% 12 Type Of Reporting Person* IA CUSIP 232808105 SCHEDULE 13G Page 3 of 7 1 Name Of Reporting Person LAIRD NORTON TRUST COMPANY OF SEATTLE IRS Identification No. Of Above Person 2 Check The Appropriate Box If A Member Of A Group (a) [ ] N/A (b) [ ] 3 SEC USE ONLY 4 Citizenship Or Place Of Organization Washington, United States 5 Sole Voting Power NUMBER OF SHARES -0- BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 6 Shared Voting Power 957,705 7 Sole Dispositive Power -0- 8 Shared Dispositive Power -0- 9 Aggregate Amount Beneficially Owned By Each Reporting Person 957,705 10 Check Box If The Aggregate Amount In Row (9) Excludes Certain Shares* 11 Percent Of Class Represented By Amount In Row 9 6.1% 12 Type Of Reporting Person* OO CUSIP 232808105 SCHEDULE 13G Page 4 of 7 Item 1(a). Name of Issuer. Cypros Pharmaceutical Corporation Item 1(b). Address of Issuer's Principal Executive Offices. 2714 Loker Avenue Carlsbad, CA 92008 Item 2(a). Names of Persons Filing. Wentworth, Hauser & Violich ("Wentworth"). Laird Norton Trust Company of Seattle ("LNTC") Item 2(b). Address of Principal Business Office or, if none, Residence. The Address of Wentworth is: 333 Sacramento Street San Francisco, CA 94111 The Address of LNTC is: Laird Norton Trust Company 801 Second Ave., Suite 1600 Seattle, WA 98104 Item 2(c). Citizenship. United States. Item 2(d). Title of Class of Securities. Common Stock. Item 2(e). CUSIP Number. 232808105 Item 3. Type of Reporting Person. Wentworth is an Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 and a wholly owned subsidiary of LNTC. Item 4. Ownership. Reference is hereby made to Items 5-9 and 11 of page two (2) of this Amendment to Schedule 13G, which Items are incorporated by reference herein. CUSIP 232808105 SCHEDULE 13G Page 5 of 7 Because Wentworth is a wholly owned subsidiary of LNTC, it is possible that LNTC may be deemed a beneficial owner of the Company's shares held by Wentworth by virtue the definition of "Beneficail Ownership" in Rule 13d-3 under the Securities Exchange Act of 1934. Although Wentworth and LNTC are reporting such securities as if they were members of a group, the filing of this Schedule shall not be construed as an admission by LNTC that it is a beneficial owner of any securities of the Company held by Wentworth. In addition, it is possible that the individual general partners, directors, executive officers, members, and/or managers of Wentworth or LNTC might be deemed the "beneficial owners" of some or all of the securities to which this Schedule relates in that they might be deemed to share the power to direct the voting or disposition of such securities. Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that any of such individuals is, for any purpose, the beneficial owner of any of the securities to which this Schedule relates, and such beneficial ownership is expressly disclaimed. 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. Wentworth is deemed to be the beneficial owner of the number of securities reflected in Items 5-9 and 11 of page two (2) of this Amendment to Schedule 13G pursuant to separate arrangements whereby Wentworth acts as investment adviser to certain persons. Each person for whom the reporting person acts as investment adviser has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock purchased or held pursuant to such arrangements. 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. CUSIP 232808105 SCHEDULE 13G Page 6 of 7 Item 10. Certification. By signing below, the undersigned certifies that, to the best of his knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. Signature After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. WENTWORTH HAUSER & VOILICH By: /s/ Bradford Hall _________________________ Title: Vice President DATED: February 16, 1999 CUSIP 232808105 SCHEDULE 13G Page 7 of 7 Signature After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. LAIRD NORTON TRUST COMPANY OF SEATTLE By: /s/ Steven A. Rhone __________________________________ Steven A. Rhone, Executive Vice President DATED: February 16, 1999 -----END PRIVACY-ENHANCED MESSAGE-----