SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
INTERSOLV, INC.
(Name of Issuer)
Common Stock, $.01 par value per share
(Title of Class of Securities)
46070J-10-6
(CUSIP Number)
Brian P. Friedman, Furman Selz SBIC, L.P.
230 Park Avenue, New York, New York 10169
(212) 309-8200
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
May 10, 1996
(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. 46070J-10-6 Page 2 of 6 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Furman Selz SBIC, L.P.
- -----------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF 7 SOLE VOTING POWER 975,582 shares
SHARES
BENEFICIALLY 8 SHARED VOTED POWER
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER 975,582 shares
REPORTING
PERSON WITH 10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 975,582 shares
- ------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
- ------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 5% of the shares outstanding
- ------------------------------------------------------------------------------
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
<PAGE>
Item 1. Security and Issuer
Common Stock, par value $.01 per share ("Common Stock")
Intersolv, Inc. (the "Company")
9240 Key West Boulevard
Rockville, Maryland 20850
Item 2. Identity and Background
Item 2 is revised to reflect that several of the entities previously
described under this Item 2 have been reorganized as limited liability
companies. In accordance with the regulations applicable to Schedule
13D, Item 2 is amended and restated in its entirety:
FURMAN SELZ SBIC, L.P., a Delaware limited partnership
Address: 230 Park Avenue
New York, New York 10169
Principal business: private equity investment fund
Address of principal business: same as above
(d) No such convictions
(e) No such judgments
FURMAN SELZ SBIC INVESTMENTS, L.L.C., a Delaware limited liability
company (successor to Furman Selz SBIC Investments, Inc.)
Address: 230 Park Avenue
New York, New York 10169
Principal business: general partner of Furman Selz SBIC,
L.P.
Address of principal business: same as above
(d) No such convictions
(e) No such judgments
FURMAN SELZ INVESTMENTS, L.L.C., a Delaware limited liability company
(owns 99% of Furman Selz SBIC Investments, L.L.C. and is the successor
to Furman Selz Investments, Inc.)
Address: 230 Park Avenue
New York, New York 10169
Principal business: manager of investment funds
Address of principal business: same as above
(d) No such convictions
(e) No such judgments
FURMAN SELZ PROPRIETARY, INC., a Delaware corporation (owns 1% of
Furman Selz SBIC Investments, L.L.C.)
Address: 230 Park Avenue
New York, New York 10169
Principal business: holding company for various Furman
Selz investments
Address of principal business: same as above
(d) No such convictions
(e) No such judgments
FURMAN SELZ HOLDINGS L.L.C., a Delaware limited liability company (owns
100% of Furman Selz Proprietary, Inc. and is the successor of Furman
Selz Holding Corp.)
Address: 1105 North Market Street, P.O. Box 8985
Wilmington, Delaware 19899
Principal business: diversified financial services holding
company
Address of principal business: same as above
(d) No such convictions
(e) No such judgments
The directors and executive officers of Furman Selz
Holdings L.L.C. are the following:
Directors: Steven D. Blecher
Roy L. Furman
Edmund A. Hajim
Bernard T. Selz
Stuart B. Ross
Officers: Edmund A. Hajim Chairman, CEO
Roy L. Furman President
Bernard T. Selz Vice President
Steven D. Blecher Vice President/
Treasurer/Secretary
Elizabeth Q.
Solazzo Assistant Secretary
Thalia M. Cody Assistant Secretary
Robert J. Miller Assistant Treasurer
As a result of the Merger (as defined in Item 3 of this Schedule 13D)
and independently of Furman Selz SBIC, L.P. or any of the other entities named
above, Edmund A. Hajim and Terence Quinn, Chairman of the Board and Managing
Director, respectively, of Furman Selz L.L.C. (successor to Furman Selz
Incorporated), a wholly-owned subsidiary of Furman Selz Holdings L.L.C., each
own less than 5% of the Company's Common Stock.
Item 3. Source and Amount of Funds or Other Considerations
No change.
Item 4. Purpose of Transaction
No change.
Item 5. Interest in Securities of the Issuer
As of May 10, 1996, the reporting person had sold an aggregate of
86,800 shares and is no longer the beneficial owner of more than 5% of the
shares of Common Stock outstanding.
The sales were effected as follows:
<TABLE>
<CAPTION>
Number of Average Sale Price
Date Shares (including commissions)
<S> <C> <C>
4/19/96 24,800 $16.00
5/10/96 62,000 $10.2157
</TABLE>
Item 6. Contracts, Agreements, Understandings or
Relationships with Respect to Securities of the
Issuer
No change.
Item 7. Material to Be Filed as Exhibits
Not applicable.
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of each person's knowledge and
belief, each of the undersigned certify that the information set forth in this
statement is true, complete and correct.
Dated: May 10, 1996 FURMAN SELZ SBIC, L.P.
By: FURMAN SELZ SBIC
INVESTMENTS, L.L.C.
(its General Partner)
By: /s/ Brian P. Friedman
Name: Brian P. Friedman
Title: President
