-----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, NqcbnZYVFXhoBY0Nv4b2hgaW9BIu7//PHDu+Rgi5IUHnMhu/b1Twb3lS0lCRXRVX xgnuphs7RYXkGynKSeMjZQ== 0000927946-98-000010.txt : 19980217 0000927946-98-000010.hdr.sgml : 19980217 ACCESSION NUMBER: 0000927946-98-000010 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980212 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BIOANALYTICAL SYSTEMS INC CENTRAL INDEX KEY: 0000720154 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY APPARATUS & FURNITURE [3821] IRS NUMBER: 351345024 STATE OF INCORPORATION: IN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-52991 FILM NUMBER: 98533149 BUSINESS ADDRESS: STREET 1: 2701 KENT AVE CITY: WEST LAFAYETT STATE: IN ZIP: 47906-1382 BUSINESS PHONE: 3174634527 MAIL ADDRESS: STREET 1: 2701 KENT AVENUE CITY: WEST LAFAYETTE STATE: IN ZIP: 47906-1382 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MIDDLEWEST VENTURES II L P CENTRAL INDEX KEY: 0000858062 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 201 NORTH ILLINOIS STREET 2: SUITE 300 CITY: INDIANAPOLIS STATE: IN ZIP: 46204 BUSINESS PHONE: 3172372323 MAIL ADDRESS: STREET 1: 201 NORTH ILLINOIS STREET 2: SUITE 300 CITY: INDIANAPOLIS STATE: IN ZIP: 46204 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Bioanalytical Systems, Inc. (Name of Issuer) Common Shares (Title or Class of Securities) 09058M 10 3 (CUSIP Number) CUSIP No. 09058M 10 3 1. NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only) Middlewest Ventures II, L.P. 35-1780267 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. . . 282,152 7. SOLE DISPOSITIVE POWER . 0 8. SHARED DISPOSITIVE POWER 282,152
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 282,152 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.35% 12. TYPE OF REPORTING PERSON PN CUSIP No. 09058M 10 3 1. NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only) Middlewest Management Company, L.P. 35-1741139 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. . . 282,152 7. SOLE DISPOSITIVE POWER . 0 8. SHARED DISPOSITIVE POWER 282,152
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 282,152 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.35% 12. TYPE OF REPORTING PERSON PN CUSIP No. 09058M 10 3 1. NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only) Thomas A. Hiatt 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) [X] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER. . . . 0 6. SHARED VOTING POWER. . . 282,152 7. SOLE DISPOSITIVE POWER . 0 8. SHARED DISPOSITIVE POWER 282,152
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 282,152 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.35% 12. TYPE OF REPORTING PERSON IN CUSIP No. 09058M 10 3 1. NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Entities Only) Marcy Shockey 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) [X] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER. . . . 0 6. SHARED VOTING POWER. . . 282,152 7. SOLE DISPOSITIVE POWER . 0 8. SHARED DISPOSITIVE POWER 282,152
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 282,152 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 6.35% 12. TYPE OF REPORTING PERSON IN SCHEDULE 13G ITEM 1. This statement relates to the Common Shares of Bioanalytical Systems, Inc., an Indiana corporation ("BAS"), with principal executive offices at 2701 Kent Avenue, West Lafayette, Indiana 47906. ITEM 2. (A) - (C) The persons filing this statement are Middlewest Ventures II, L.P., Middlewest Management Company, L.P., Thomas A. Hiatt, and Marcy Shockey (collectively, the "Reporting Persons," and individually, a "Reporting Person"). Middlewest Ventures II, L.P. ("Middlewest Ventures") and Middlewest Management Company, L.P. ("Middlewest Management") are limited partnerships organized under Delaware law. Middlewest Management is the general partner of Middlewest Ventures. Mr. Hiatt and Ms. Shockey, each of whom is a U.S. citizen, are the general partners of Middlewest Management. Middlewest Ventures and Middlewest Management have certain individuals and entities as limited partners. The limited partners have the right to receive dividends from, and proceeds from the sale of, the BAS shares held by Middlewest Ventures, as determined from time to time by Thomas A. Hiatt and Marcy Shockey, the general partners of Middlewest Management, the general partner of Middlewest Ventures. The limited partners do not have voting or investment power with respect to the shares held by Middlewest Ventures. The principal business office of all Reporting Persons is located at 201 North Illinois Street, Suite 300, Indianapolis, Indiana 46204. (D) AND (E) This statement relates to the Common Shares of BAS, and the CUSIP number for such securities is 09058M 10 3. ITEM 3. Not Applicable. ITEM 4. OWNERSHIP (A) - (C) The following table sets forth, as of the close of business on December 31, 1997, the aggregate number of BAS Common Shares and percentage of BAS Common Shares beneficially owned by each Reporting Person.
Person. . . . . . . . . . . . . . . Number of Shares Percent of Class Middlewest Ventures II, L.P.. . . . 282,152 (1) 6.35% Middlewest Management Company, L.P. 282,152 (2) 6.35% Thomas A. Hiatt . . . . . . . . . . 282,152 (3) 6.35% Marcy Shockey . . . . . . . . . . . 282,152 (4) 6.35% (1) Middlewest Ventures shares voting and investment power with respect to all of the shares indicated with Middlewest Management, its general partner, and with Thomas A. Hiatt and Marcy Shockey, the general partners of Middlewest Management. (2) Includes the shares held by Middlewest Ventures and described in Note(1), as to which voting and investment power is shared as described in Note(1). (3) Includes the shares held by Middlewest Ventures and described in Note(1), as to which voting and investment power is shared as described in Note(1). Mr. Hiatt disclaims beneficial ownership of the shares beyond his ownership interest in Middlewest Management. (4) Includes the shares held by Middlewest Ventures and described in Note(1), as to which voting and investment power is shared as described in Note(1). Ms. Shockey disclaims beneficial ownership of the shares beyond her ownership interest in Middlewest Management.
ITEMS 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. Not Applicable. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. See the response to Item 2 which is incorporated herein by reference. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not Applicable. ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. Not Applicable. ITEM 9. NOTICE OF DISSOLUTION OF A GROUP. Not Applicable. ITEM 10. CERTIFICATION. Not Applicable. 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. MIDDLEWEST VENTURES II, L.P. By: Middlewest Management Company, L.P., its General Partner Date: February 14, 1998 By: \s\ Thomas A. Hiatt Thomas A. Hiatt, General Partner 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. MIDDLEWEST MANAGEMENT COMPANY, L.P. Date: February 14, 1998 By: \s\ Thomas A. Hiatt Thomas A. Hiatt, General Partner 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. Date: February 14, 1998 \s\ Thomas A. Hiatt Thomas A. Hiatt 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. Date: February 14, 1998 \s\ Marcy Shockey Marcy Shockey -----END PRIVACY-ENHANCED MESSAGE-----