-----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/JfRpWPDHM0ALnczbNlltX/TEU3eIiB6I3nRRuIsrkcSoJfTJZPCRRRl1/Z1DKt H2bfkNUvgxaZSmQmhTJ7ow== 0000889812-97-001097.txt : 19970509 0000889812-97-001097.hdr.sgml : 19970509 ACCESSION NUMBER: 0000889812-97-001097 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19970508 SROS: NASD GROUP MEMBERS: A CAP, INC. GROUP MEMBERS: ASSOCIATED CAPITAL LP GROUP MEMBERS: ASSOCIATED CAPITAL OFFSHORE, L.P. GROUP MEMBERS: JAY H. ZISES GROUP MEMBERS: SELIG A. ZISES SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CAYENNE SOFTWARE INC CENTRAL INDEX KEY: 0000880229 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 042784044 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42173 FILM NUMBER: 97597832 BUSINESS ADDRESS: STREET 1: 8 NEW ENGLAND EXECUTIVE PARK CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 6172739003 MAIL ADDRESS: STREET 1: 8 NEW ENGLAND EXECUTIVE PARK CITY: BURLINGTON STATE: MA ZIP: 01803 FORMER COMPANY: FORMER CONFORMED NAME: BACHMAN INFORMATION SYSTEMS INC /MA/ DATE OF NAME CHANGE: 19921111 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ASSOCIATED CAPITAL LP CENTRAL INDEX KEY: 0000864939 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 521 5TH AVE 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10175 BUSINESS PHONE: 2128729662 MAIL ADDRESS: STREET 1: 521 5TH AVE 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10175 SC 13D/A 1 AMENDMENT NO. 11 TO SCHEDULE 13D OMB APPROVAL OMB Number: 3235-0145 Expires: October 31, 1997 Estimated average burden hours per response.....14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11)* Cayenne Software, Inc. (formerly Bachman Information Systems, Inc.) ------------------------------------------------------------------- (Name of Issuer) Common Stock, $.01 par value ------------------------------------------------------------------- (Title of Class of Securities) 056359102 ------------------------------------------------------------------- (CUSIP Number) Associated Capital, L.P. Associated Capital Offshore, L.P. Margery K. Neale, Esq. A Cap, Inc. Shereff, Friedman, Hoffman & Goodman, LLP Jay H. Zises 919 Third Avenue Selig A. Zises New York, New York 10022 Nancy J. Frankel-Zises (212) 758-9500 ------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 2, 1997 ------------------------------------------------------------------- (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 [ ]. Check the following box if a fee is being paid with the statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) 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 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 the Act but shall be subject to all other provisions of the Act (however, see the Notes). SCHEDULE 13D CUSIP No. 056359102 Page 2 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ASSOCIATED CAPITAL OFFSHORE, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS WC 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 NUMBER OF 55,000 SHARES BENEFICIALLY 8 SHARED VOTING POWER OWNED BY EACH 9 SOLE DIPOSITIVE POWER REPORTING 55,000 PERSON WITH 10 SHARED DIPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING REASON 55,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3% 14 TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D CUSIP No. 056359102 Page 3 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON A CAP, INC. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS WC, 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 NEW YORK NUMBER OF 7 SOLE VOTING POWER SHARES 1,055,000 BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH REPORTING 9 SOLE DISPOSITIVE POWER PERSON 1,055,000 WITH 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING REASON 1,055,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.9% 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D CUSIP No. 056359102 Page 4 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON JAY H. ZISES 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS WC, PF, 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 UNITED STATES NUMBER OF 7 SOLE VOTING POWER SHARES 1,567,500 BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH 170,000 REPORTING PERSON 9 SOLE DISPOSITIVE POWER WITH 1,567,500 10 SHARED DISPOSITIVE POWER 170,000 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING REASON 1,737,500 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.8% 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D CUSIP No. 056359102 Page 5 of 12 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON SELIG A. ZISES 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS PF, 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 UNITED STATES NUMBER OF 7 SOLE VOTING POWER SHARES 732,400 BENEFICIALLY OWNED BY 8 SHARED VOTING POWER EACH REPORTING 9 SOLE DISPOSITIVE POWER PERSON 732,400 WITH 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING REASON 732,400 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.1% 14 TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D This Amendment No. 11 amends and supplements the Statement on Schedule 13D filed with the Securities and Exchange Commission on March 23, 1995, as amended by Amendments No. 1, 2, 3, 4, 5, 6, 7, 8, 9 and 10 thereto (the "Statement") with respect to the common stock, $.01 par value per share, of Cayenne Software, Inc. (the "Common Stock"). Only those items of the Statement that are amended and supplemented hereby are included herein. Unless otherwise defined herein, all capitalized terms shall have the respective meanings ascribed to them in the Statement. Item 3. Source and Amount of Funds Associated Offshore purchased an aggregate of 30,000 shares at an aggregate cost of $121,562.50, using its own funds. Jay Zises purchased an aggregate of 118,800 shares at an aggregate cost of $421,107.45, using his own funds. The 5,000 shares of Common Stock purchased by Justin Zises were purchased at an aggregate cost of $15,312.50, using his own funds. The 1,000 shares of Common Stock purchased by Meryl Zises were purchased at an aggregate cost of $3,875.00, using her own funds. The 5,000 shares of Common Stock purchased by Susan Zises were purchased at an aggregate cost of $24,062.50, using her own funds. Inge Frankel purchased an aggregate of 10,000 shares of Common Stock at an aggregate cost of $37,500.00, using her own funds. Selig A. Zises purchased an aggregate of 40,000 shares of Common Stock for his personal and retirement accounts at an aggregate cost of $158,187.50, using his own funds. All of the amounts reported herein are net of commissions. Item 5. Interest in Securities of the Issuer (a) and (b) Associated Capital is the beneficial and record owner of 1,000,000 shares of Common Stock, or 5.6% of the outstanding shares of Common Stock. Associated Offshore is the beneficial and record owner of 55,000 shares of Common Stock, or 0.3% of the outstanding shares of Common Stock. As the general partner of Associated Capital, A Cap has the sole power to vote and to direct the voting of and the sole power to dispose and direct the disposition of the 1,000,000 shares of Common Stock owned by Associated Capital. As the investment manager of Associated Offshore, A Cap has the sole power to vote and to direct the voting of and the sole power to dispose and direct the disposition of the 55,000 shares of Common Stock owned by Associated Offshore.1 Accordingly, A Cap may be deemed to be the beneficial owner of - ---------- 1 A Cap Ltd., a Cayman Islands company, is the sole general partner of Associated Offshore. A Cap Ltd. has delegated all of its discretionary 6 such 1,055,000 shares of Common Stock or 5.9% of the outstanding shares of Common Stock. Jay Zises, as President of A Cap, has the sole power to vote and to direct the voting of, and to dispose and to direct the disposition of, the shares of Common Stock deemed to be beneficially owned by A Cap. Accordingly, Mr. Zises may be deemed to be the beneficial owner of such 1,055,000 shares of Common Stock or 5.9% of the outstanding shares of Common Stock. Jay Zises is the beneficial and record owner of an aggregate of 481,600 shares of Common Stock or 2.7% of the outstanding in his personal account, individual retirement account ("IRA") and Keogh account. As hereinafter described, Mr. Zises also may be deemed to own beneficially an additional 200,900 shares of Common Stock or 1.1% of the outstanding. Such shares are owned of record as follows: (i) 35,000 shares of Common Stock (0.2%) held in the account of his son, Justin Zises, (ii) 30,900 shares of Common Stock (0.2%) held in an UGMA account for the benefit of his daughter, Meryl Zises, (iii) 30,000 shares of Common Stock (0.2%) in the account of his daughter, Lara Zises, and (iv) 30,000 shares of Common Stock (0.2%) in the account of his daughter, Samantha Zises, (v) 40,000 shares of Common Stock (0.2%) in the account of his ex-wife, Susan Zises, and (vi) 35,000 shares of Common Stock (0.2%) in the account of his mother-in-law, Inge Frankel. In addition to the 1,000,000 shares of Common Stock owned by Associated Capital and the 55,000 shares of Common Stock owned by Associated Offshore, Jay Zises has sole power to vote or direct the vote of, and to dispose and to direct the disposition of, 512,500 shares of Common Stock, consisting of (A) the 481,600 shares held in Mr. Zises's personal, IRA and Keogh accounts, and (B) the 30,900 shares held in the UGMA account for Meryl Zises. Jay Zises has shared power to vote or direct the voting of, and shared power to dispose or direct the disposition of 170,000 shares of Common Stock, consisting of (A) the 30,000 shares held in Lara Zises's account, (B) the 30,000 shares held in Samantha Zises's account, (C) the 35,000 shares held in Justin Zises's account, (D) the 40,000 shares held in Susan Zises's account, and (E) the 35,000 shares held in Inge Frankel's account. Selig A. Zises is the beneficial and record owner of an aggregate of 732,400 shares of Common Stock, or 4.1% of the outstanding, in Mr. Zises's personal account and IRA. Selig A. Zises has sole power to vote or direct the voting of, and sole power to dispose or direct the disposition of 732,400 shares of Common Stock, consisting of all of the shares held in Mr. Zises's personal and IRA accounts. The number of shares beneficially owned by each of the Reporting Persons and 7 - -------- authority over the investments of Associated Offshore to A Cap as investment manager. the percentage of outstanding shares represented thereby, have been computed in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"). The percentage of ownership of the Reporting Persons is based on 17,741,616 outstanding shares of Common Stock of the Issuer as of March 26, 1997, based on the Issuer's report on Form 10-K dated March 31, 1997. Item 7. Material to be Filed as Exhibits Exhibit A. Purchases of Common Stock of Issuer. 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. ASSOCIATED CAPITAL, L.P. By: A CAP, INC., as General Partner By: /s/ Jay H. Zises ------------------------------- Jay H. Zises, President ASSOCIATED CAPITAL OFFSHORE, L.P. By: A CAP, LTD., as General Partner By: /s/ J.D. Hunter ------------------------------- J.D. Hunter, Managing Director A CAP, INC. By: /s/ Jay H. Zises ------------------------------- Jay H. Zises, President /s/ Jay H. Zises ------------------------------- Jay H. Zises /s/ Selig A. Zises ------------------------------- Selig A. Zises Dated: May 7, 1997 EX-99.A 2 PURCHASES OF COMMON STOCK OF ISSUER Cayenne Software, Inc.
Trade Date # of shares Price Net $ ---------- ----------- ----- ----- Associated Offshore 1/15/97 5,000 $4.125 $20,625.00 2/28/97 5,000 $4.625 $23,125.00 3/3/97 5,000 $4.750 $23,750.00 4/30/97 5,000 $3.313 $16,562.50 5/2/97 5,000 $3.750 $18,750.00 5/2/97 5,000 $3.750 $18,750.00 ------------- ------------- -------- ------------- SUB TOTAL 55,000 $4.222 $232,187.50 Selig Zises 1/23/97 25,000 $4.370 $109,250.00 4/24/97 4,000 $3.438 $13,750.00 4/28/97 5,000 $3.063 $15,312.50 4/29/97 3,000 $3.250 $9,750.00 4/30/97 3,000 $3.375 $10,125.00 ------------- ------------- -------- ------------- SUB TOTAL 732,400 $4.874 $3,569,758.00 Justin Zises 4/28/97 5,000 $3.063 $15,312.50 ------------- ------------- -------- ------------- SUB TOTAL 35,000 $4.650 $162,737.50 Meryl Zises 4/18/97 1,000 $3.875 $3,875.00 ------------- ------------- -------- ------------- SUB TOTAL 30,900 $4.734 $146,282.50 Susan Zises 2/28/97 5,000 $4.813 $24,062.50 ------------- ------------- -------- ------------- Trade Date # of shares Price Net $ ---------- ----------- ----- ----- SUB TOTAL 40,000 $5.080 $203,187.50 Lynn Zises 1/23/97 -25,000 $4.375 ($109,375.00) ------------- ------------- -------- ------------- SUB TOTAL 0 Inge Frankel 5/2/97 10,000 $3.750 $37,500.00 ------------- ------------- -------- ------------- SUB TOTAL 35,000 $5.291 $185,187.50 Jay Zises-Restricted 1/15/97 10,000 $4.170 $41,700.00 3/10/97 2,000 $4.500 $9,000.00 3/12/97 17,000 $4.250 $72,250.00 3/24/97 5,800 $4.136 $23,988.80 3/25/97 5,000 $4.138 $20,687.50 3/27/97 5,000 $4.250 $21,250.00 3/27/97 5,000 $4.313 $25,562.50 3/31/97 1,000 $4.063 $4,062.50 3/31/97 6,000 $4.125 $24,750.00 4/4/97 2,500 $4.063 $10,156.25 4/15/97 7,000 $3.536 $24,749.90 4/25/97 800 $3.375 $2,700.00 4/28/97 15,000 $3.063 $45,937.50 4/29/97 10,000 $3.250 $32,500.00 4/30/97 14,500 $3.375 $48,937.50 5/1/97 5,000 $3.375 $16,875.00 ------------- ------------- -------- ------------- SUB TOTAL 481,600 $3.882 $1,869,495.55 Trade Date # of shares Price Net $ ---------- ----------- ----- ----- Nancy Frankel-Zises 4/4/97 2,500 $4.063 $10,156.25 4/14/97 2,500 $4.000 $10,000.00 4/16/97 1,500 $3.979 $5,968.80 4/18/97 2,000 $3.750 $7,500.00 4/25/97 400 $3.375 $1,350.00 ------------- ------------- -------- ------------- SUB TOTAL 84,900 $4.860 $412,625.05 Current TOTAL 2,554,800 ------------- Percent Owned 14.44% -------------
** Parentheses indicate sale of shares. -----END PRIVACY-ENHANCED MESSAGE-----