-----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, I/9UPC0qb77pkE5nFHhlNIfnSvlRFGSgSzCpdLxpLXK2tOMToy51Tiu4XeQu8/yD bu82GL+sJrCJ47CBaqjoZQ== 0000898080-00-000149.txt : 20000403 0000898080-00-000149.hdr.sgml : 20000403 ACCESSION NUMBER: 0000898080-00-000149 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000331 GROUP MEMBERS: BRIDGE EAST CAPITAL LIMITED PARTNERSHIP GROUP MEMBERS: BV-IT GLOBAL LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: IMRGLOBAL CORP CENTRAL INDEX KEY: 0001021772 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 592911475 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-50183 FILM NUMBER: 591036 BUSINESS ADDRESS: STREET 1: 100 SOUTH MISSOURI AVENUE CITY: CLEARWATER STATE: FL ZIP: 33756 BUSINESS PHONE: 7274678000 MAIL ADDRESS: STREET 1: 100 SOUTH MISSOURI AVENUE CITY: CLEARWATER STATE: FL ZIP: 33756 FORMER COMPANY: FORMER CONFORMED NAME: INFORMATION MANAGEMENT RESOURCES INC DATE OF NAME CHANGE: 19960828 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BRIDGE EAST CAPITAL LIMITED PARTNERSHIP CENTRAL INDEX KEY: 0001099349 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 980204614 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O W.S. WALKER & CO. CALEDONIAN HOSE, STREET 2: MARY STREET, GEORGETOWN, GRAND CANYON CITY: CAYMAN ISLANDS, BWI BUSINESS PHONE: 2122771000 MAIL ADDRESS: STREET 1: C/O W.S. WALKER & CO. CALEDONIAN HOSE, STREET 2: MARY STREET, GEORGETOWN, GRAND CANYON CITY: CAYMAN ISLANDS, BWI SC 13D/A 1 AMENDMENT NO. 2 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 2) IMRGLOBAL CORP. --------------- (Name of Issuer) Common Stock ------------------------------------------------------------------------ (Title of Class of Securities) 45675E 10 8 --------------------- (CUSIP Number) John R. Fallon, Jr., Esq. LeBoeuf, Lamb, Greene & MacRae, L.L.P. 125 West 55th Street New York, New York 10019 (212) 424-8279 ------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 24, 2000 ---------------------------------- (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(b)(3) or (4), check the following box [_]. (Page 1 of 8) CUSIP No. 45675E 10 8 SCHEDULE 13D Page 2 of 8 - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON Bridge East Capital, L.P. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 98-0204614 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3 SEC USE ONLY 4 SOURCE OF FUNDS OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands 7 SOLE VOTING POWER 600,000 NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY 0 OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 600,000 PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 600,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.6% 14 TYPE OF REPORTING PERSON PN CUSIP No. 45675E 10 8 SCHEDULE 13D Page 3 of 8 - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON BV-IT Global LLC S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) 54-1962720 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3 SEC USE ONLY 4 SOURCE OF FUNDS OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 7 SOLE VOTING POWER 1,406,667 NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY 0 OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 1,406,667 PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,406,667 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.8% 14 TYPE OF REPORTING PERSON OO This Amendment No. 2 ("Amendment No. 2") to the Schedule 13D originally filed jointly on behalf of Bridge East Capital, L.P., a Cayman Islands limited partnership ("Bridge East") and BV-IT Global LLC, a Delaware limited liability company ("BV-IT"), with respect to the Common Stock, par value $.10 per share ("IMR Common Stock"), of IMRglobal Corp., a Florida corporation (the "Issuer"). The address of the principal executive offices of the Issuer is 100 South Missouri Avenue, Clearwater, Florida 33756. This Amendment No. 2 is being filed to reflect certain changes to Items 4 and 5. Item 4. Purpose of Transaction Item 4 is hereby amended by adding the following paragraphs: On March 22, 2000, Bridge East disposed of 30,000 shares of IMR Common Stock at an average price of $15.90 per share. On March 24, 2000, BV-IT disposed of 460,000 shares of IMR Common Stock at an average price of $16.46 per share. Item 5. Interest in Securities of the Issuer Item 5 is hereby amended and restated as follows: (a) As of the date hereof, Bridge East beneficially owns 600,000 shares of IMR Common Stock. This position represents 1.6% of all of the IMR Common Stock outstanding as of December 31, 1999, as reported in the Issuer's Form S-3/A filed on February 2, 2002. As of the date hereof, BV-IT beneficially owns 1,406,667 shares of IMR Common Stock. This position represents 3.8% of all of the IMR Common Stock outstanding as of December 31, 1999, as reported in the Issuer's Form S-3/A filed on February 2, 2002. Except as disclosed in this Item 5(a), neither Bridge East nor, to the best of its knowledge, any of the persons listed in Appendix A, beneficially owns any shares of IMR Common Stock. Except as disclosed in this Item 5(a), neither BV-IT nor, to the best of its knowledge, any of the persons listed in Appendix A, beneficially owns any shares of IMR Common Stock. (b) The responses of Bridge East and BV-IT to (i) Rows (7) through (10) of the cover pages of this Schedule 13D and (ii) Item 5(a) hereof are incorporated herein by reference. Page 4 Except as disclosed in this Item 5(b), neither Bridge East nor, to the best of its knowledge, any of the persons listed in Appendix A, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the shares of IMR Common Stock which it may be deemed to beneficially own. Except as disclosed in this Item 5(b), neither BV-IT nor, to the best of its knowledge, any of the persons listed in Appendix A, presently has the power to vote or to direct the vote or to dispose or direct the disposition of any of the shares of IMR Common Stock which it may be deemed to beneficially own. (c) No shares of IMR Common Stock have been purchased or otherwise acquired by Bridge East or, to the best of its knowledge, any of the persons listed in Appendix A, during the past 60 days, other than as described herein. No shares of IMR Common Stock have been purchased or otherwise acquired by BV-IT or, to the best of its knowledge, any of the persons listed in Appendix A, during the past 60 days, other than as described herein. (d) Not applicable. (e) Not applicable. Page 5 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: March 31, 2000 BRIDGE EAST CAPITAL, L.P. By: Bridge East Partners, LDC, its General Partner By: /s/ John P. Oswald ------------------------------ Name: John P. Oswald ---------------------------- Title: Director --------------------------- BV-IT GLOBAL LLC By: /s/ Alex Vahabzadeh ------------------------------ Name: Alex Vahabzadeh ---------------------------- Title: Managing Member --------------------------- Page 6 Appendix A The managing member of BV-IT is Alex Vahabzadeh. His business address is c/o BV Investment Management LLC, 8065 Leesburg Pike, Suite 140, Vienna, Virginia 22182. His principal occupation is a merchant banker. The general partner of Bridge East is Bridge East Partners LDC ("Bridge East LDC"), a Cayman Islands limited duration company. The limited partner of Bridge East is BEC Holdings Cayman LDC ("BEC LDC"), a Cayman Islands limited duration company. Bridge East LDC and BEC LDC are principally engaged in making and holding investments in domestic and foreign businesses. Their principal businesses and offices are located at c/o W.S. Walker & Co., Caledonian House, Mary Street, Georgetown, Grand Cayman, Cayman Islands, BWI. The following table sets forth information concerning the directors and officers of Bridge East LDC: Name Principal Occupation Business Address ---- -------------------- ---------------- Bassam Aburdene - Merchant Banker 49 Mount Street Director London, England President John P. Oswald - Merchant Banker c/o Bridge East Management, LLC Director 575 Fifth Avenue Secretary New York, New York 10017 Alex Vahabzadeh - Merchant Banker c/o BV Investment Management LLC Director 8065 Leesburg Pike, Suite 140 Vienna, Virginia 22182 Kamal Bahamdan - Merchant Banker c/o BV Capital LLC Director 306 Dartmouth Street Boston, Massachusetts 02116 The following table sets forth information concerning the directors and officers of BEC LDC: Name Principal Occupation Business Address ---- -------------------- ---------------- Bassam Aburdene - Merchant Banker 49 Mount Street Director London, England President John P. Oswald - Merchant Banker c/o Bridge East Management, LLC Director 575 Fifth Avenue Secretary New York, New York 10017 Page A-1 Name Principal Occupation Business Address ---- -------------------- ---------------- Alex Vahabzadeh - Merchant Banker c/o BV Investment Management LLC Director 8065 Leesburg Pike, Suite 140 Vienna, Virginia 22182 Kamal Bahamdan - Merchant Banker c/o BV Capital LLC Director 306 Dartmouth Street Boston, Massachusetts 02116 Page A-2 -----END PRIVACY-ENHANCED MESSAGE-----