-----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, Usz7IYoGy0jCigJa0lxJ7+uSLiTbjMv6pDj+cNS0rj244Ih5QBJy2JIeohUR3YVw Px6qLn7KnUsTfXFMDxjpQw== 0000889812-97-000402.txt : 19970222 0000889812-97-000402.hdr.sgml : 19970222 ACCESSION NUMBER: 0000889812-97-000402 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970213 SROS: NASD GROUP MEMBERS: OVERSEAS PARTNERS, LTD.) GROUP MEMBERS: PARTNERS FUND, L.P.) GROUP MEMBERS: WEISS PECK & GREER LLC GROUP MEMBERS: WPG-FARBER, WEBER FUND, L.P. (FORMERLY WPG-FARBER GROUP MEMBERS: WPG-FARBER, WEBER OVERSEAS, L.P. (FORMERLY WPG-FARBER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PROXYMED INC /FT LAUDERDALE/ CENTRAL INDEX KEY: 0000906337 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 650202059 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-45897 FILM NUMBER: 97529314 BUSINESS ADDRESS: STREET 1: 2501 DAVIE RD STE 230 CITY: FT LAUDERDALE STATE: FL ZIP: 33317-7424 BUSINESS PHONE: 3054731001 FORMER COMPANY: FORMER CONFORMED NAME: HMO PHARMACY INC DATE OF NAME CHANGE: 19930601 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 STATEMENT OF BENEFICIAL OWNERSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. __)* PROXYMED, INC. ------------------------------------------------------------------- (Name of Issuer) COMMON STOCK ------------------------------------------------------------------- (Title of Class of Securities) 744290107 ------------------------------------------------------------------- (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 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 No. 744290107 SCHEDULE 13G Page 2 of 8 Pages 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person WEISS, PECK & GREER, L.L.C. 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /x/ 3. SEC Use Only 4. Citizenship or Place of Organization DELAWARE 5. Sole Voting Power -0- Number of Shares 6. Shared Voting Power Beneficially 558,700 Owned by Each 7. Sole Dispositive Power Reporting Person -0- With 8. Shared Dispositive Power 558,700 9. Aggregate Amount Beneficially Owned by Each Reporting Person 558,700 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* /xxx/ 11. Percent of Class Represented by Amount in Row 9 5.86 12. Type of Reporting Person* BD,IA,PN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 744290107 SCHEDULE 13G Page 3 of 8 Pages 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person WPG-Farber, Weber Fund, L.P. (Formerly WPG-Farber Partners Fund, L.P.) 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /x/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware 5. Sole Voting Power -0- Number of Shares 6. Shared Voting Power Beneficially 436,100 Owned by Each 7. Sole Dispositive Power Reporting Person -0- With 8. Shared Dispositive Power 436,100 9. Aggregate Amount Beneficially Owned by Each Reporting Person 436,100 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* /xxx/ 11. Percent of Class Represented by Amount in Row 9 4.57 12. Type of Reporting Person* BD,IA,PN * SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 744290107 SCHEDULE 13G Page 4 of 8 Pages 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person WPG-Farber, Weber Overseas, L.P. (Formerly WPG-Farber Overseas Partners, Ltd.) 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /x/ 3. SEC Use Only 4. Citizenship or Place of Organization Cayman Islands, BWI 5. Sole Voting Power -0- Number of Shares 6. Shared Voting Power Beneficially 106,650 Owned by Each 7. Sole Dispositive Power Reporting Person -0- With 8. Shared Dispositive Power 106,650 9. Aggregate Amount Beneficially Owned by Each Reporting Person 106,650 10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* /xxx/ 11. Percent of Class Represented by Amount in Row 9 1.12 12. Type of Reporting Person* BD,IA,PN * SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 744290107 13G Page 5 of 7 Item 1(a). Name of Issuer: ProxyMed, Inc. Item 1(b). Address of Issuer's Principal Executive Office: 2501 Davie Road, Ste. 230 Fort Lauderdale, FL 33317 Item 2(a). Name of Person Filing: WPG-Farber, Weber Fund, L.P. (formerly WPG-Farber Partners Fund, L.P.) ("WPG-FW") and WPG-Farber, Weber Overseas, L.P. (formerly WPG-Farber Overseas Partners, Ltd.) ("WPG-FWO"). 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-FW is a Delaware limited partnership. WPG-FWO is a limited partnership organized under the laws of the Cayman Islands, BWI. Item 2(d). Title of Class of Securities: Common Stock Item 2(e). CUSIP Number: 744290107 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) Cusip No. 744290107 13G Page 6 of 7 (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: The following information concerning percentages of ownership of outstanding shares of common stock is based on a total of 9,530,000 shares reported to be outstanding by ProxyMed, Inc. at September 30, 1996. This Statement on Schedule 13G ("Schedule 13G") is filed by Weiss, Peck & Greer, L.L.C. ("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. As of December 31, 1996, WPG-FW, a Delaware limited partnership, a general partner of which is WPG, owned of record 436,100 shares of Common Stock constituting in the aggregate approximately 4.57% of the outstanding shares. By reason of its relationship with WPG-FW such shares may be deemed to be beneficially owned, within the meaning of Rule 13d-3, by WPG. WPG expressly disclaims beneficial ownership of the Common Stock. WPG-FW has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares owned by it. As of December 31, 1996, WPG-FWO, a Cayman Islands limited partnership, owned of record 106,650 shares of Common Stock constituting in the aggregate approximately 1.12% of the outstanding shares. WPG is a general partner of WPG-FWO. By reason of its relationship with WPG-FWO such shares may be deemed to be beneficially owned, within the meaning of Rule 13d-3, by WPG. WPG expressly disclaims beneficial ownership of the Common Stock. WPG-FWO has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares owned by it. 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 shares voting or investment power with respect to such shares. Each of such principals disclaims, pursuant to Rule 13d-4, that he 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 general partner owns of record. Item 5. Ownership of Five Percent or Less of a Class: Not applicable. Cusip No. 744290107 13G Page 7 of 7 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 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-FW and WPG-FWO 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 11, 1997 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-----