-----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, HU8lYJcbe4XP6Y36f1sMVhuyCiz4gEN6BSbK4dbpZif8G/UiZ1e+IYtYLkX0duq4 Fsz5JuZYc75G9lHiiQsbGg== 0000932799-07-000022.txt : 20070111 0000932799-07-000022.hdr.sgml : 20070111 20070110184659 ACCESSION NUMBER: 0000932799-07-000022 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20070111 DATE AS OF CHANGE: 20070110 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTEGRAL SYSTEMS INC /MD/ CENTRAL INDEX KEY: 0000718130 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 521267968 STATE OF INCORPORATION: MD FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-55793 FILM NUMBER: 07524268 BUSINESS ADDRESS: STREET 1: 5000 PHILADELPHIA WAY CITY: LANHAM STATE: MD ZIP: 20706 BUSINESS PHONE: 3017314233 MAIL ADDRESS: STREET 1: 5000 PHILADELPHIA WAY CITY: LANHAM STATE: MD ZIP: 20706 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MELLON HBV ALTERNATIVE STRATEGIES LLC CENTRAL INDEX KEY: 0001218315 IRS NUMBER: 134050836 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 200 PARK AVE STREET 2: STE 3300 CITY: NEW YORK STATE: NY ZIP: 10166-3399 BUSINESS PHONE: 2128083941 MAIL ADDRESS: STREET 1: 200 PARK AVE STREET 2: STE 3300 CITY: NEW YORK STATE: NY ZIP: 10166-3399 SC 13D/A 1 integral13d.txt SCHEDULE 13D AMENDMENT NO. 10 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No. 10 -------- INTEGRAL SYSTEMS, INC. ------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share ------------------------------------------------------------------------------- (Title of Class of Securities) 45810H107 ------------------------------------------------------------------------------- (CUSIP Number) Fursa Alternative Strategies LLC 200 Park Avenue, 54th Floor New York, NY 10166-3399 (212) 922-8200 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 10, 2007 ------------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. [ ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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). Page 1 of 4 CUSIP No. 45810H107 - ------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (entities only) Fursa Alternative Strategies LLC I.R.S. No.: 13-4050836 - ------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[ ](b)[ ] - ------------- ----------------------------------------------------------------- 3 SEC USE ONLY - ------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* WC - -------------------------------------------------------------------------------- 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware - -------------------------------------------------------------------------------- NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER 1,330,000 - -------------------------------------------------------------------------------- 8 SHARED VOTING POWER 0 - -------------------------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER 1,330,000 - -------------------------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 0 - ------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON 1,330,000 - ------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (see Instructions) [ ] - ------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 12.0% - ------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON (see Instructions) IA - ------------------------------------------------------------------------------- Page 2 of 4 INTRODUCTION: Fursa Alternative Strategies LLC, a registered investment advisor ("Fursa" or the "Reporting Person"), which beneficially owns, on behalf of affiliated investment funds and separately managed accounts over which it exercises discretionary authority, approximately 12% of the Common Stock of Integral Systems, Inc. (the "Issuer"), is filing this Amendment No. 10 to Schedule 13D to disclose: (i) that Fursa is demanding inspection of the Issuer's corporate books of account and stock ledger for the purposes of communicating with fellow stockholders regarding matters of mutual interest and concern, including corporate governance matters, via a letter sent to the Issuer's Board, attached hereto as Exhibit A; and (ii) for purposes of advising Fursa in connection with stockholder communications, D.F. King & Company, Inc. has been engaged. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (i) As of January 10, 2007, on behalf of affiliated investment funds and separately managed accounts over which it exercises discretionary authority, Fursa beneficially owns 1,330,000 shares of the Issuer's Common Stock, representing approximately 12.0% of the outstanding Common Stock (based on 11,058,306 shares outstanding as reported by the Issuer on its Form 10-K for its annual period ended September 30, 2006). There have been no changes in Fursa's interests in the Issuer since the date of its last amendment to Schedule 13D, filed with the SEC on January 5, 2007. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS: Exhibit A Letter of the Reporting Person to the Issuer dated January 10, 2007 Page 3 of 4 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. Dated: January 10, 2007 FURSA ALTERNATIVE STRATEGIES LLC, a Delaware Limited Liability Company By: /s/ William F. Harley III -------------------------------- Name: William F. Harley III Title: Chief Investment Officer Page 4 of 4 EX-99 2 integral_exa.txt EXHIBIT A Fursa Alternative Strategies LLC 200 Park Avenue 54th Floor New York, NY 10166 January 9, 2007 Via Telecopier and Overnight Courier The Board of Directors Integral Systems, Inc. 5000 Philadelphia Way, Suite A Lanham, MD 20706-4417 Attention: Elaine M. Brown, Secretary RE: DEMAND FOR INSPECTION OF CORPORATE BOOKS OF ACCOUNT AND STOCK LEDGER Dear Ms. Brown: We forward with this letter a demand to inspect the corporate books of account and stock ledger of Integral Systems, Inc. so that we may communicate with our fellow stockholders regarding issues of mutual interest and concern, including issues regarding corporate governance, which we have been discussing with the Company's Board and management for several months. Very truly yours, FURSA ALTERNATIVE STRATEGIES LLC By: /s/ William F. Harley, III -------------------------------- Name: William F. Harley, III Title: Chief Investment Officer DEMAND FOR INSPECTION OF CORPORATE BOOKS OF ACCOUNT AND STOCK LEDGER The undersigned, Fursa Alternative Strategies LLC (formerly known as Mellon HBV Alternative Strategies LLC) (referred to herein as "Fursa"), beneficially owns, on behalf of affiliated investment funds and separately managed accounts over which it exercises discretionary authority, 1,330,000 shares of the common stock of Integral Systems, Inc. (the "Company") and has owned at least 5% of the common stock of the Company for a period exceeding six months. Attached hereto are confirmatory materials of Goldman Sachs indicating that it is the holder of such shares in street name. The undersigned hereby demands pursuant to Maryland General Corporation Law Section 2-513 the opportunity to inspect: (a) A complete record or list of the holders of the Company's outstanding Shares, certified by the Company or its transfer agent and registrar, showing the names and addresses of each holder of the Company's Shares and the number of Shares registered in the name of each such holder, as of the most recent date available at the time of inspection (the "Request Date"). (b) A magnetic computer tape or diskette list or other electronic file of the holders of the Company's outstanding Shares as of each Request Date showing the names, addresses and number of Shares held by each such holder, together with such computer processing data and instructions as are necessary for Fursa to make use of such magnetic computer tape or diskette or electronic file, and a separate printout of such magnetic computer tape or diskette or electronic file for verification purposes, if different from the list in (a). (c) All information in or which comes into the Company's possession or control, or which can reasonably be obtained from brokers, dealers, banks, clearing agencies or voting trustees or their nominees concerning the names, addresses and number of Shares held by the participating brokers and banks named in the individual nominee names of Cede & Co. and other similar nominees, including respondent bank listings and, to the extent available, Cede & Co. depository listings as of each Request Date. (d) A list or lists containing the name, address and number of Shares attributable to any participant in any Company employee stock ownership plan, stock ownership dividend reinvestment plan, or comparable plan of the Company in which voting decisions or decisions concerning tenders of Shares with respect to the Shares held by such plan are made, directly or indirectly, individually or collectively, by the participants in the plan, and a magnetic tape or diskette or other electronic file for such list with the same information as in (b) above. (e) All information in or which comes into the Company's possession, or which can reasonably be obtained from nominees of any central certificate depository system, concerning the number and identity of the actual beneficial owners of Shares, including an alphabetical breakdown of any holdings in the respective names of Cede & Co., and other similar nominees for the accounts of customers or otherwise. (f) All information in or which comes into the Company's possession or control, or which can reasonably be obtained from brokers, dealers, banks, clearing agencies or voting trustees relating to the names of the non-objecting beneficial owners (each, a "NOBO") of Shares and a NOBO list and tape or diskette or other electronic file in descending order balance. (g) To the extent not already referred to above, any computer tape, diskette or other electronic medium suitable for use by computer or word processor which contains any or all of the information encompassed in this letter, together with any program, software, manual or other instructions necessary for the practical use of such information. Fursa further requests that modifications, additions or deletions to any and all of the material referred to in paragraphs (a) through (g) above be furnished to Fursa on a weekly basis until the date of the Annual Meeting. Fursa will bear the reasonable costs incurred by the Company (including those of its transfer agent) in connection with the production of the above information. The purpose of this demand is to enable Fursa to communicate with its fellow Company stockholders on matters relating to their mutual interests as stockholders, including, but not limited to, communicating with the stockholders regarding various proposals to increase stockholder value. Fursa hereby designates and authorizes D.F. King & Co., Inc. and their respective partners, officers and employees, and any other persons to be designated by Fursa, acting together, singly or in combination, to conduct, as its agents, the inspection and copying herein demanded. Please advise Edward McCarthy or Richard Grubaugh, 48 Wall Street, New York NY 10005, (212) 269-5550 no later than January 12, 2007 when and where the items demanded above will be made available to Fursa and its designated agents. The undersigned also states that he has never sold nor offered for sale any list of stockholders of any corporation, nor assisted any person in obtaining such a list or record for such purposes. Signature of Stockholder FURSA ALTERNATIVE STRATEGIES LLC By: /s/ William F. Harley, III Name: William F. Harley, III Title: Chief Investment Officer -----END PRIVACY-ENHANCED MESSAGE-----