-----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, IlwKNv1teM4gyYohkklv0sguBajtnSUfNO5uYPRImqeDuVr456cxz5Nbq/GAXGzk Ohd7KyfjTPCyRhvYIHqLRw== 0000919916-03-000036.txt : 20030527 0000919916-03-000036.hdr.sgml : 20030526 20030527172941 ACCESSION NUMBER: 0000919916-03-000036 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030527 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEDERER WILLIAM A CENTRAL INDEX KEY: 0001234666 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 620 LAKE ROAD CITY: LAKE FOREST STATE: IL ZIP: 60045 BUSINESS PHONE: 8476049500 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: IDINE REWARDS NETWORK INC CENTRAL INDEX KEY: 0000078536 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 846028875 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-35249 FILM NUMBER: 03720442 BUSINESS ADDRESS: STREET 1: 11900 BISCAYNE BLVD STREET 2: STE 460 CITY: MIAMI STATE: FL ZIP: 33181 BUSINESS PHONE: 3058923300 MAIL ADDRESS: STREET 1: 11900 BISCAYNE BLVD STREET 2: SUITE 460 CITY: MIAMI STATE: FL ZIP: 33181 FORMER COMPANY: FORMER CONFORMED NAME: TRANSMEDIA NETWORK INC /DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PIKES PEAK AMERICAN CORP DATE OF NAME CHANGE: 19840912 FORMER COMPANY: FORMER CONFORMED NAME: PIKES PEAK TURF CLUB INC DATE OF NAME CHANGE: 19740728 SC 13G 1 jel930512-schedule13g.txt SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ___ ) iDine Rewards Network, Inc. --------------------------------------------------------- (Name of Issuer) Common Stock, $0.02 par value --------------------------------------------------------- (Title of Class of Securities) 893767103 ----------------------------------- (CUSIP Number) May 15, 2003 ------------------------------------------------------ (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [x] Rule 13d-1(c) [ ] 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 NO. 893767103 Page 2 of 11 - ----------------------------------------------------------------- 1 NAME OF REPORTING PERSON William A. Lederer 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) --- (b) X --- 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5 SOLE VOTING POWER NUMBER OF SHARES 253,064 BENEFICIALLY OWNED -------------------------------------- BY EACH REPORTING 6 SHARED VOTING POWER PERSON WITH 1,731,351 -------------------------------------- 7 SOLE DISPOSITIVE POWER 253,064 -------------------------------------- 8 SHARED DISPOSITIVE POWER 1,731,351 - ----------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,984,415 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 8.3% 12 TYPE OF REPORTING PERSON (See Instructions) IN Includes (i) 73,084 shares of common stock, par value $.02 per share (the "Common Stock") of iDine Rewards Network, Inc., formerly known as Transmedia Network, Inc. (the "Issuer") and (ii) immediately exercisable warrants (the "Warrants") to purchase an additional 179,980 shares of Common Stock of the Issuer. The exercise price per share is $5.93125 for one-half of the shares subject to each Warrant and $7.30 per share for the remaining one-half of the shares subject to each Warrant. The Warrants are immediately exercisable and will expire on April 28, 2005. Includes (i) 430,261 shares of Common Stock of the Issuer owned by entities formed for estate planning purposes for the benefit of Mr. Lederer, his wife, and their children;(ii) 69,750 shares of Common Stock of the Issuer owned by Muriel Lederer, in her capacity as custodian under Illinois UTMA for Adam Lederer and Eric Lederer; (iii) immediately exercisable warrants to purchase an additional 1,059,572 shares of Common Stock owned by entities formed for estate planning purposes for the benefit of Mr. Lederer, his wife, and their children; and (viii) immediately exercisable warrants to purchase an additional 171,768 shares of Common Stock owned by Muriel Lederer, in her capacity as custodian under Illinois UTMA for Adam Lederer and Eric Lederer. Based on 22,411,408 shares of Common Stock outstanding as of May 7, 2003. - ----------------------------------------------------------------- CUSIP NO. 893767103 Page 3 of 11 - ----------------------------------------------------------------- 1 NAME OF REPORTING PERSON Muriel Lederer, in her capacity as custodian under Illinois UTMA for Adam Lederer. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) --- (b) X --- 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5 SOLE VOTING POWER NUMBER OF SHARES None BENEFICIALLY OWNED -------------------------------------- BY EACH REPORTING 6 SHARED VOTING POWER PERSON WITH 120,759 -------------------------------------- 7 SOLE DISPOSITIVE POWER None -------------------------------------- 8 SHARED DISPOSITIVE POWER 120,759 - ----------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 120,759 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% 12 TYPE OF REPORTING PERSON (See Instructions) IN Includes (i) 34,875 shares of Common Stock of the Issuer and (ii) immediately exercisable warrants to purchase an additional 85,884 shares of Common Stock. Based on 22,411,408 shares of Common Stock outstanding as of May 7, 2003. - ----------------------------------------------------------------- CUSIP NO. 893767103 Page 4 of 11 - ----------------------------------------------------------------- 1 NAME OF REPORTING PERSON Muriel Lederer, in her capacity as custodian under Illinois UTMA for Eric Lederer. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) --- (b) X --- 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5 SOLE VOTING POWER NUMBER OF SHARES None BENEFICIALLY OWNED -------------------------------------- BY EACH REPORTING 6 SHARED VOTING POWER PERSON WITH 120,759 -------------------------------------- 7 SOLE DISPOSITIVE POWER None -------------------------------------- 8 SHARED DISPOSITIVE POWER 120,759 - ----------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 120,759 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.5% 12 TYPE OF REPORTING PERSON (See Instructions) IN Includes (i) 34,875 shares of Common Stock of the Issuer and (ii) immediately exercisable warrants to purchase an additional 85,884 shares of Common Stock. Based on 22,411,408 shares of Common Stock outstanding as of May 7, 2003. - ----------------------------------------------------------------- CUSIP NO. 893767103 Page 5 of 11 - ----------------------------------------------------------------- 1 NAME OF REPORTING PERSON Renda Lederer 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) --- (b) X --- 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States of America 5 SOLE VOTING POWER NUMBER OF SHARES None BENEFICIALLY OWNED -------------------------------------- BY EACH REPORTING 6 SHARED VOTING POWER PERSON WITH 1,489,833 -------------------------------------- 7 SOLE DISPOSITIVE POWER None -------------------------------------- 8 SHARED DISPOSITIVE POWER 1,489,833 - ----------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,489,833 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.3% 12 TYPE OF REPORTING PERSON (See Instructions) IN Mrs. Renda Lederer has been granted the sole power to vote, to direct the vote, to dispose and to direct the disposition of, 430,261 shares of Common Stock of the Issuer and immediately exercisable warrants to purchase an additional 1,059,572 shares of Common Stock, held by entities formed for estate planning purposes for the benefit of Mr. Lederer, Mrs. Lederer and their children. Based on 22,411,408 shares of Common Stock outstanding as of May 7, 2003. Page 6 of 11 ITEM 1 (a) NAME OF ISSUER: iDine Rewards Network, Inc., formerly known as Transmedia Network, Inc. (the "Issuer") ITEM 1 (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 11900 Biscayne Boulevard, Miami, Florida, 33181 ITEM 2 (a) NAME OF PERSON FILING: The names of the persons filing this statement (the "Reporting Persons") are William A. Lederer ("Mr. Lederer"); Muriel Lederer ("Ms. Lederer"), as custodian for the Muriel Lederer Illinois UTMA for the benefit of Adam Lederer ("Adam Lederer UTMA Account"); Ms. Lederer as custodian for the Muriel Lederer Illinois UTMA for the benefit of Eric Lederer ("Eric Lederer UTMA Account"); and Renda Lederer ("Mrs. Lederer"). The Reporting Persons may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Act although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that a group exists. ITEM 2 (b) ADDRESS OF PRINCIPAL OFFICE: The business address of each of the Reporting Persons is c/o Harry Kramer & Associates, 555 Skokie Boulevard, Suite 260, Northbrook, IL 60062. ITEM 2 (c) CITIZENSHIP: Each of the Reporting Persons are citizens of the United States of America. ITEM 2 (d) TITLE OF CLASS OF SECURITIES: This statement relates to the common stock, par value $.02 of the Issuer ("Common Stock"). ITEM 2 (e) CUSIP NUMBER: 893767103 ITEM 3 If this statement is filed pursuant to Rule 13d-1(b), or Rule 13d-2(b) or (c), check whether the person filing is a: (a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) [ ] An investment advisor in accordance with section 240.13d-1(b)(1)(ii) (E); (f) [ ] An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F); Page 7 of 11 (g) [ ] A parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G); (h) [ ] A savings association as defined in section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) [ ] Group, in accordance with section 240.13d- 1(b)(1)(ii)(J). Item 4. OWNERSHIP: (a) and (b) There were approximately 22,411,408 shares of Common Stock outstanding as of May 7, 2003, according to the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2003. As of the date hereof, the Reporting Persons beneficially own 1,984,415 shares of Common Stock (assuming exercise in full of the warrants into shares of Common Stock), representing approximately 8.3% of the Common Stock issued and outstanding, based on 22,411,408 shares outstanding. (c) Mr. Lederer Including shares of Common Stock into which currently exercisable warrants could be exercised ("Warrant Shares"), Mr. Lederer has the sole power to vote, to direct the vote, to dispose, and to direct the disposition with respect to 253,064 shares of Common Stock (assuming exercise in full of the warrants into Warrant Shares)of the Issuer, representing approximately 1.1% of Common Stock of the Issuer. Including Warrant Shares into which currently exercisable warrants could be exercised, Mr. Lederer has the shared power to vote, to direct the vote, to dispose, and to direct the disposition with respect to 1,731,351 shares of Common Stock, which constitutes approximately 7.3% of the Issuer's total issued and outstanding shares. Adam Lederer UTMA Account Including Warrant Shares into which currently exercisable warrants could be exercised, Ms. Lederer, as custodian of the Adam Lederer UTMA Account, has the shared power to vote, to direct the vote, to dispose, and to direct the disposition with respect to 120,759 shares of Common Stock (assuming exercise in full of the warrants into Warrant Shares) of the Issuer, which constitutes approximately 0.5% of the Issuer's total issued and outstanding shares. Page 8 of 11 Eric Lederer UTMA Account Including Warrant Shares into which currently exercisable warrants could be exercised, Ms. Lederer, as custodian of the Eric Lederer UTMA Account, has the shared power to vote, to direct the vote, to dispose, and to direct the disposition with respect to 120,759 shares of Common Stock (assuming exercise in full of the warrants into Warrant Shares) of the Issuer, which constitutes approximately 0.5% of the Issuer's total issued and outstanding shares. Mrs. Lederer Including Warrant Shares into which currently exercisable warrants could be exercised, Mrs. Lederer has the shared power to vote, to direct the vote, to dispose, and to direct the disposition with respect to 1,489,833 shares of Common Stock (assuming exercise in full of the warrants into Warrant Shares) of the Issuer, which constitutes approximately 6.3% of the Issuer's total issued and outstanding shares. The Reporting Persons may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Act although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that a group exists. ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5 percent of the class of securities, check the following: [ ] ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Certain entities formed for estate planning purposes for the benefit of Mr. Lederer, Mrs. Lederer and their children have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, certain shares of Common Stock beneficially owned by the Reporting Persons. ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARIES WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. This item is not applicable. ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF A GROUP. This item is not applicable. ITEM 9 NOTICE OF DISSOLUTION OF GROUP. This item is not applicable. Page 9 of 11 ITEM 10 CERTIFICATION. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above 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. Page 10 of 11 SIGNATURES 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: May 27, 2003 /s/ William A. Lederer ___________________________ William A. Lederer /s/ Muriel Lederer ___________________________ Muriel Lederer in her capacity as custodian under Illinois UTMA for Adam Lederer /s/ Muriel Lederer ___________________________ Muriel Lederer in her capacity as custodian under Illinois UTMA for Eric Lederer /s/ Renda Lederer ___________________________ Renda Lederer Page 11 of 11 EXHIBIT A Agreement Relating to the Filing of Joint Statements on Schedule 13G Pursuant to Rule 13d-1(k) It is agreed among the undersigned that the Schedule 13G Statement to which this document is attached as Exhibit A is filed on behalf of each of the undersigned as provided in Rule 13d-1(k) of the General Rules and Regulations of the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended. Dated: May 27, 2003 /s/ William A. Lederer ___________________________ William A. Lederer /s/ Muriel Lederer ___________________________ Muriel Lederer in her capacity as Custodian under Illinois UTMA for Adam Lederer /s/ Muriel Lederer ___________________________ Muriel Lederer in her capacity as custodian under Illinois UTMA for Eric Lederer /s/ Renda Lederer ___________________________ Renda Lederer -----END PRIVACY-ENHANCED MESSAGE-----