-----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, B9loObP7ffGysRV14uUx8a1VMufoP7qRVUzPuuA6ArLqFGfts1WopjMucWGcNZ+m lGP9d9dGNaFFpTGE1c1yXA== 0000919574-97-000655.txt : 19970801 0000919574-97-000655.hdr.sgml : 19970801 ACCESSION NUMBER: 0000919574-97-000655 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970731 SROS: NASD 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 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-45897 FILM NUMBER: 97648865 BUSINESS ADDRESS: STREET 1: 2501 DAVIE RD STE 230 CITY: FT LAUDERDALE STATE: FL ZIP: 33317-7424 BUSINESS PHONE: 9544731001 FORMER COMPANY: FORMER CONFORMED NAME: HMO PHARMACY INC DATE OF NAME CHANGE: 19930601 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KINGDON CAPITAL MANAGEMENT CORP CENTRAL INDEX KEY: 0001000097 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 157 WEST 57TH STREET 50TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2123330100 MAIL ADDRESS: STREET 1: 152 WEST 57TH STREET 50 FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No.: 4 Name of Issuer: ProxyMed Inc. Title of Class of Securities: Common Stock CUSIP Number: 744290107 (Name, Address and Telephone Number of Person Authorized To Receive Notices and Communications) Mr. Peter J. Cobos c/o Kingdon Capital Management Corporation, 152 West 57th Street, New York, New York 10019 (Date of Event which Requires Filing of this Statement) July 18, 1997 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(b)(3) or (4), check the following box [ ]. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) 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 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. 744290107 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Kingdon Capital Management Corporation #13-3158796 2. Check the Appropriate Box if a Member of a Group a. b. x 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: 311,300 8. Shared Voting Power: 9. Sole Dispositive Power: 311,300 10. Shared Dispositive Power: 11. Aggregate Amount Beneficially Owned by Each Reporting Person 311,300 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 2 13. Percent of Class Represented by Amount in Row (11) 3.00% 14. Type of Reporting Person CO The reason for the filing of this Amendment No. 4 to the previously filed Schedule 13D is to show that the holdings of Kingdon Capital Management Corporation ("KCMC") in the common stock (the "Common Stock") of ProxyMed Inc. ("PILL") have decreased from 5.44% to 3.00% of the outstanding shares of Common Stock. Item 1. Security and Issuer No change. Item 2. Identity and Background No change. Item 3. Source and Amount of Funds or Other Consideration. As of the date hereof, KCMC is deemed to be the beneficial owner of 311,300 shares of Common Stock. All 311,300 shares of Common Stock are held by entities and managed accounts over which KCMC has investment discretion. All transactions in the shares of Common Stock effected by KCMC since the filing of Amendment No. 3 to Schedule 13D were effected in open market transactions. The funds for the purchase of the Shares held in the entities and managed accounts over which KCMC has investment discretion have come from each entity's or account's own funds. No leverage was used to purchase any shares. Item 4. Purpose of Transactions. No change. Item 5. Interest in Securities of Issuer. As of the date hereof, KCMC is deemed to be the beneficial owner of 311,300 shares of Common Stock. Based on information received from PILL, KCMC believes there to be 10,377,000 shares of Common Stock outstanding. Therefore, KCMC is deemed to beneficially own 3.00% of the outstanding shares of Common Stock. KCMC ceased to be the beneficial owner of more than 5% 3 of the outstanding shares of Common Stock on July 18, 1997. KCMC has the sole power to vote, direct the vote, dispose of or direct the disposition of all the shares of Common Stock that it is currently deemed to beneficially own. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer No change. Item 7. Material to be Filed as Exhibits. Attached hereto as Exhibit A is a description of the transactions in the Common Stock that were effected by KCMC since its most recent filing on Schedule 13D relating to PILL's Common Stock. Signature The undersigned, after reasonable inquiry and to the best of its knowledge and belief, certifies that the information set forth in this statement is true, complete and correct. July 31, 1997 Kingdon Capital Management Corporation By: /s/ Peter J. Cobos __________________________ Peter J. Cobos, Controller 4 EXHIBIT A SCHEDULE OF TRANSACTIONS Date Shares Acquired Price Per Share or (Sold) (Not Including Commission) ____ _______________ __________________________ 7/18/97 (79,000) $8.79 7/18/97 (6,500) 8.77 7/21/97 (106,000) 8.67 7/22/97 (42,000) 8.56 7/22/97 (10,700) 8.60 7/25/97 (4,100) 8.69 7/28/97 (3,200) 9.13 7/28/97 (1,400) 8.65 48400002.AJ1 -----END PRIVACY-ENHANCED MESSAGE-----