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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ______)*
AMERICAN MEDSERVE CORPORATION
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
027448 10 9
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(CUSIP Number)
Check the following box if a fee is being paid with the statement. / / (A fee
is not required only if the filing 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.)
*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 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).
Page 1 of 9 Pages
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CUSIP No. 027448 10 9 13G PAGE 2 OF 9 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GOLDER, THOMA, CRESSEY, RAUNER FUND IV, L.P.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /X/
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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NUMBER OF 5 SOLE VOTING POWER
4,215,527
SHARES
----------------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
0
OWNED BY
----------------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
4,215,527
REPORTING
----------------------------------------------------------------
PERSON 8 SHARED DISPOSITIVE POWER
0
WITH
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,215,527
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* / /
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
35.13%
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12 TYPE OF REPORTING PERSON*
PN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP No. 027448 10 9 13G PAGE 3 OF 9 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GTCR IV, L.P.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /X/
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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NUMBER OF 5 SOLE VOTING POWER
0
SHARES
----------------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
4,215,527
OWNED BY
----------------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
0
REPORTING
----------------------------------------------------------------
PERSON 8 SHARED DISPOSITIVE POWER
4,215,527
WITH
- -------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,215,527
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* / /
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
35.13%
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12 TYPE OF REPORTING PERSON*
PN
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*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP No. 027448 10 9 13G PAGE 4 OF 9 PAGES
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GOLDER, THOMA, CRESSEY, RAUNER, INC.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /X/
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
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NUMBER OF 5 SOLE VOTING POWER
0
SHARES
-----------------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
4,215,527
OWNED BY
----------------------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
0
REPORTING
----------------------------------------------------------------
PERSON 8 SHARED DISPOSITIVE POWER
4,215,527
WITH
- -------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,215,527
- -------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* / /
- -------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
35.13%
- -------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON*
CO
- -------------------------------------------------------------------------------
*SEE INSTRUCTION BEFORE FILLING OUT!
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CUSIP No. 027448 10 9 13G PAGE 5 OF 9 PAGES
ITEM 1.
(a) Name of issuer:
American Medserve Corporation
(b) Address of issuer's principal executive offices:
184 Shuman Blvd., Suite 200
Naperville, Illinois 60563
ITEM 2.
(a) Name of person filing: This statement is filed jointly by each
of the following persons pursuant to Rule 13d-(1)(f) promulgated
by the Securities and Exchange Commission (the "SEC") under
Section 13 of the Securities Act of 1934, as amended (the "Act"):
(i) Golder, Thoma, Cressey, Rauner Fund IV, L.P. (the "Fund"), by
virtue of its direct beneficial ownership of Common Stock,
(ii) GTCR IV, L.P. ("GTCR IV"), by virtue of it being the general
partner of the Fund, and (iii) Golder, Thoma, Cressey, Rauner,
Inc. ("GTCR Inc."), by virtue of it being the general partner of
GTCR IV. The Fund, GTCR IV and GTCR Inc. are sometimes referred
to herein individually as a "Reporting Person" and collectively
as the "Reporting Persons."
Information with respect to each of the Reporting Persons is
given solely by such Reporting Person, and no Reporting Person
assumes responsibility for the accuracy or completeness of
information by another Reporting Person. By their signature on
this statement, each of the Reporting Persons agrees that this
statement is filed on behalf of such Reporting Person.
The Reporting Persons may be deemed to constitute a "group" for
purposes of Section 13(d)(3) of the Act. The Reporting Persons
expressly disclaim that they have agreed to act as a group other
than as described in this statement.
(b) Address or principal business office or, if none, residence:
6100 Sears Tower, Chicago, Illinois 60606.
(c) Citizenship: Each of the Reporting Persons is organized under
the laws of Delaware.
(d) Title of Class of Securities: Common Stock
(e) CUSIP No.: 027448 10 9
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-1(b), OR 13d-2(b),
CHECK WHETHER THE PERSON FILING IS A:
Not Applicable.
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CUSIP No. 027448 10 9 13G PAGE 6 OF 9 PAGES
ITEM 4. OWNERSHIP
(a) Amount beneficially owned: The Fund is the direct beneficial
owner of 4,215,527 shares. By virtue of the relationship between
the Fund and GTCR IV described in Item 2, GTCR IV may be deemed
to possess indirect beneficial ownership of the shares of Common
Stock owned by the Fund, and by virtue of the relationship
between the Fund, GTCR IV and GTCR Inc. described in Item 2, GTCR
Inc. may be deemed to possess indirect beneficial ownership of
the shares of Common Stock owned by the Fund. The filing of this
statement by GTCR IV and GTCR Inc. shall not be construed as an
admission that either GTCR IV or GTCR Inc. is for purposes of
Section 13(d) or 13(g) of the Act, the beneficial owner of any
securities covered by this statement.
(b) Percent of class: 35.13% of shares described in Item 4(a)
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: The Fund has the
sole power to vote or direct the vote of the 4,215,527 shares.
By virtue of the relationship between the Fund and GTCR IV
described in Item 2, GTCR IV may be deemed to indirectly share
the power to vote or direct the vote of the shares of Common
Stock owned by the Fund. By virtue of the relationship among the
Fund, GTCR IV and GTCR Inc. described in Item 2, GTCR Inc. may be
deemed to indirectly share the power to vote or direct the vote
of the shares of Common Stock owned by the Fund. The filing of
this statement by GTCR IV and GTCR Inc. shall not be construed as
an admission that either GTCR IV or GTCR Inc. is, for the
purposes of Section 13(d) or 13(g) of the Act, the beneficial
owner of any securities covered by this statement.
(ii) Shared power to vote or to direct the vote: See Item
4(c)(i)
(iii) Sole power to dispose or to direct the disposition: The
Fund has the sole power to dispose or direct the disposition of
the 4,215,527 shares. By virtue of the relationship between the
Fund and GTCR IV described in Item 2, GTCR may be deemed to
indirectly share the power to dispose or direct the disposition
of the shares of Common Stock owned by the Fund. By virtue of
the relationship among the Fund, GTCR IV and GTCR Inc. described
in Item 2, GTCR Inc. may be deemed to indirectly share the power
to dispose or direct the disposition of the shares of Common
Stock owned by the Fund. The filing of this statement by GTCR IV
and GTCR Inc. shall not be construed as an admission that either
GTCR IV or GTCR Inc. is, for purposes of Section 13(d) or 13(g)
of the Act, the beneficial owner of any securities covered by
this statement.
(iv) Shared power to dispose or to direct the disposition: See
Item 4(c)(iii)
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CUSIP No. 027448 10 9 13G PAGE 7 OF 9 PAGES
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
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. / /
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Not Applicable.
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 GROUP
Not Applicable.
ITEM 10. CERTIFICATION
Not Applicable.
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CUSIP No. 027448 10 9 13G PAGE 8 OF 9 PAGES
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.
JANUARY 14, 1997
--------------------------
Date
GOLDER, THOMA, CRESSEY, RAUNER FUND IV, L.P.
By: GTCR IV, L.P., its General Partner
By: GOLDER, THOMA, CRESSEY, RAUNER, INC.,
its General Partner
By: /s/ Bryan C. Cressey
_____________________________________
Name: Bryan C. Cressey
Title: Principal
GTCR IV, L.P.
By: GOLDER, THOMA, CRESSEY, RAUNER, INC.,
its General Partner
By: /s/ Bryan C. Cressey
_____________________________________
Name: Bryan C. Cressey
Title: Principal
GOLDER, THOMA, CRESSEY, RAUNER, INC.,
By: /s/ Bryan C. Cressey
_____________________________________
Name: Bryan C. Cressey
Title: Principal
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CUSIP No. 027448 10 9 13G PAGE 9 OF 9 PAGES
AGREEMENT RE JOINT FILING OF SCHEDULE 13G
The undersigned hereby agrees as follows:
(i) Each of them is individually eligible to use the Schedule 13G to which
this Exhibit is attached, and such Schedule 13G is filed on behalf of each of
them; and
(ii) Each of them is responsible for the timely filing of such Schedule 13G
and any amendments thereto, and for the completeness and accuracy of the
information concerning such person contained therein; but none of them is
responsible for the completeness or accuracy of the information concerning the
other persons making the filing, unless such person knows or has reason to
believe that such information is inaccurate.
Dated: January 14, 1997
GOLDER, THOMA, CRESSEY, RAUNER FUND IV, L.P.
By: GTCR IV, L.P., its General Partner
By: GOLDER, THOMA, CRESSEY, RAUNER, INC., its
General Partner
By: /s/ Bryan C. Cressey
__________________________________________
Name: Bryan C. Cressey
Title: Principal
GTCR IV, L.P.
By: GOLDER, THOMA, CRESSEY, RAUNER, INC., its
General Partner
By: /s/ Bryan C. Cressey
__________________________________________
Name: Bryan C. Cressey
Title: Principal
GOLDER, THOMA, CRESSEY, RAUNER, INC.,
By: /s/ Bryan C. Cressey
_________________________________________
Name: Bryan C. Cressey
Title: Principal
