-----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, PUqgUjOnh5pgIbTsOtCmSIopQOtDbgP+RosOir4oFQkexO6XGjwsjDyfvX349ddU DpFVo7Qgj68X7IT7YCCcbQ== 0001012168-97-000040.txt : 19970922 0001012168-97-000040.hdr.sgml : 19970922 ACCESSION NUMBER: 0001012168-97-000040 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970918 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HEALTHCARE FINANCIAL PARTNERS INC CENTRAL INDEX KEY: 0001023300 STANDARD INDUSTRIAL CLASSIFICATION: INVESTORS, NEC [6799] IRS NUMBER: 521844418 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-49971 FILM NUMBER: 97682307 BUSINESS ADDRESS: STREET 1: 2 WISCONSIN CIRCLE STREET 2: SUITE 320 CITY: CHEVY CHASE STATE: MD ZIP: 20815 BUSINESS PHONE: 3019611640 MAIL ADDRESS: STREET 1: 2 WISCONSIN CIRCLE STREET 2: SUITE 320 CITY: CHEVY CHASE STATE: MD ZIP: 20815 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FARALLON CAPITAL MANAGEMENT LLC /ADV CENTRAL INDEX KEY: 0001012168 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 943240279 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE MARITIME PLZ STREET 2: STE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4154212132 MAIL ADDRESS: STREET 1: ONE MARITIME PLAZA SUITE 1325 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 SC 13G/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information Statement Pursuant to Rules 13d-1 and 13d-2 Under the Securities Exchange Act of 1934 (Amendment No. 1)* Healthcare Financial Partners, Inc. (HCFP) (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) CUSIP No. 42219W108 (CUSIP Number) * 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 that Act but shall be subject to all other provisions of the Act (however, see the Notes). PAGE SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Farallon Capital Partners, 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 California Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 338,964 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 338,964 9 Aggregate Amount Beneficially Owned By Each Report- ing Person 338,964 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 3.5% 12 Type of Reporting Person* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person R.R. Capital Partners, 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 60,529 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 60,529 9 Aggregate Amount Beneficially Owned By Each Reporting Person 60,529 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 0.6% 12 Type of Reporting Person* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Farallon Partners, 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* 00 *SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Enrique H. Boilini 2 Check the Appropriate Box if a Member of a Group* (a) (b) /x/ 3 SEC Use Only 4 Citizenship or Place of Organization Argentina Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person David I. Cohen 2 Check the Appropriate Box if a Member of a Group* (a) (b) /x/ 3 SEC Use Only 4 Citizenship or Place of Organization South Africa Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Joseph F. Downes 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Fleur E. Fairman 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Jason M. Fish 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Andrew B. Fremder 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person William F. Mellin 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Stephen L. Millham 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Meridee A. Moore 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Reporting Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE SCHEDULE 13G CUSIP NO. 42219W108 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Thomas F. Steyer 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 Number of Shares Beneficially Owned By Each Reporting Person With 5 Sole Voting Power -0- 6 Shared Voting Power 399,493 7 Sole Dispositive Power -0- 8 Shared Dispositive Power 399,493 9 Aggregate Amount Beneficially Owned By Each Report- ing Person 399,493 10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares* 11 Percent of Class Represented by Amount in Row (9) 4.1% 12 Type of Reporting Person* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! Item 1. Issuer Item 1 of the Schedule 13G is amended and restated in its entirety as follows: (a) Name of Issuer: Healthcare Financial Partners, Inc. ("Issuer") (b) Address of Issuer's Principal Executive Offices: 2 Wisconsin Circle Suite 320 Chevy Chase, MD 20815 Item 2. Identity and Background. Item 2 of the Schedule 13G is amended and restated in its entirety as follows: A. Farallon Capital Partners, L.P. ("FCP") (a) The information set forth in Row 1 of the cover page hereto for FCP is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for FCP is incorporated herein by reference. (d) Common Stock, par value $.01 per share ("Common Stock") (e) CUSIP # 42219W108 B. R.R. Capital Partners, L.P. ("RR") (a) The information set forth in Row 1 of the cover page hereto for RR is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for RR is incorporated herein by reference. PAGE (d) Common Stock (e) CUSIP # 42219W108 C. Farallon Partners, L.L.C. ("FPLLC") (a) The information set forth in Row 1 of the cover page hereto for FPLLC is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for FPLLC is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 D. Enrique H. Boilini ("Boilini") (a) The information set forth in Row 1 of the cover page hereto for Boilini is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. 75 Holly Hill Lane Greenwich, CT 06830 (c) The information set forth in Row 4 of the cover page hereto for Boilini is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 E. David I. Cohen ("Cohen") (a) The information set forth in Row 1 of the cover page hereto for Cohen is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 PAGE (c) The information set forth in Row 4 of the cover page hereto for Cohen is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 F. Joseph F. Downes ("Downes") (a) The information set forth in Row 1 of the cover page hereto for Downes is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for Downes is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 G. Fleur E. Fairman ("Fairman") (a) The information set forth in Row 1 of the cover page hereto for Fairman is incorporated herein by reference. (b) 933 Park Avenue New York, New York 10028 (c) The information set forth in Row 4 of the cover page hereto for Fairman is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 H. Jason M. Fish ("Fish") (a) The information set forth in Row 1 of the cover page hereto for Fish is incorporated herein by reference. PAGE (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for Fish is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 I. Andrew B. Fremder ("Fremder") (a) The information set forth in Row 1 of the cover page hereto for Fremder is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for Fremder is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 J. William F. Mellin ("Mellin") (a) The information set forth in Row 1 of the cover page hereto for Mellin is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for Mellin is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 PAGE K. Stephen L. Millham ("Millham") (a) The information set forth in Row 1 of the cover page hereto for Millham is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for Millham is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 L. Meridee A. Moore ("Moore") (a) The information set forth in Row 1 of the cover page hereto for Moore is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for Moore is incorporated herein by reference. (d) Common Stock (e) CUSIP # 42219W108 M. Thomas F. Steyer ("Steyer") (a) The information set forth in Row 1 of the cover page hereto for Steyer is incorporated herein by reference. (b) c/o Farallon Capital Management, L.L.C. One Maritime Plaza Suite 1325 San Francisco, CA 94111 (c) The information set forth in Row 4 of the cover page hereto for Steyer is incorporated herein by reference. PAGE (d) Common Stock (e) CUSIP # 42219W108 FCP, RR, FPLLC, Boilini, Cohen, Downes, Fairman, Fish, Fremder, Mellin, Millham, Moore and Steyer are each individually a "Reporting Person". The Shares reported hereby for FCP and RR are owned directly by such enti ties. FPLLC, as general partner of FCP and RR, may be deemed to be the beneficial owner of all such Shares. Each of Boilini, Cohen, Downes, Fairman, Fish, Fremder, Mellin, Millham, Moore and Steyer may be deemed, as managing members of FPLLC, to be the beneficial owner of all such Shares. Each of FPLLC, Boilini, Cohen, Downes, Fairman, Fish, Fremder, Mellin, Millham, Moore and Steyer hereby disclaim any beneficial ownership of any such Shares. Item 4. Ownership Item 4 of the Schedule 13G is amended and restated in its entirety as follows: (a) Amount Beneficially Owned: The information set forth in Row 9 of the cover page hereto for each Reporting Person is incorporated herein by reference for each such Reporting Person. (b) Percent of Class: The information set forth in Row 11 of the cover page hereto for each Reporting Person is incorporated herein by reference for each such Reporting Person. (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: The information set forth in Row 5 of the cover page hereto for each Reporting Person is incorporated herein by reference for each such Reporting Person. (ii) shared power to vote or to direct the vote: The information set forth in Row 6 of the cover page hereto for each Reporting Person is incorporated herein by reference for each such Reporting Person. (iii) sole power to dispose or to direct the disposition of: PAGE The information set forth in Row 7 of the cover page hereto for each Reporting Person is incorporated herein by reference for each such Reporting Person. (iv) shared power to dispose or to direct the disposition of: The information set forth in Row 8 of the cover page hereto for each Reporting Person is incorporated herein by reference for each such Reporting Person. The Shares reported hereby for FCP and RR are owned directly by such entities. FPLLC, as general partner of FCP and RR, may be deemed to be the beneficial owner of all such Shares. Each of Boilini, Cohen, Downes, Fairman, Fish, Fremder, Mellin, Millham, Moore and Steyer may be deemed, as managing members of FPLLC, to be the beneficial owner of all such Shares. Each of FPLLC, Boilini, Cohen, Downes, Fairman, Fish, Fremder, Mellin, Millham, Moore and Steyer hereby disclaim any beneficial ownership of any such Shares. Item 5. Ownership of Five Percent or Less of a Class Item 5 of the Schedule 13G is amended and restated in its entirety as follows: 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 five percent of the class of securities, check the following /x/ As of June 30,1997, each Reporting Person may no longer be deemed to be the beneficial owner of 5% or more of the total number of Shares currently outstanding. PAGE SIGNATURES After reasonable inquiry and to the best of our knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: September 18, 1997 /s/ Thomas F. Steyer FARALLON PARTNERS, L.L.C., on its own behalf and as General Partner of FARALLON CAPITAL PARTNERS, L.P., and R.R. CAPITAL PARTNERS, L.P., By Thomas F. Steyer, Senior Managing Member /s/ Thomas F. Steyer Thomas F. Steyer, individually and as attorney-in-fact for each of Enrique H. Boilini, David I. Cohen, Joseph F. Downes, Fleur E. Fairman, Jason M. Fish, Andrew B. Fremder, William F. Mellin, Stephen L. Millham, and Meridee A. Moore. -----END PRIVACY-ENHANCED MESSAGE-----