UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. # 1__)
LaserSight Incorporated
(Name of Issuer)
Common Shares, $.001 par value
(Title of Class of Securities)
517924106
(CUSIP Number)
Pequot Capital Management, Inc., 500 Nyala Farm Road
Westport, CT 06880 Attn: David J. Malat 203/429-2200
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 24, 1999
(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 this 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 the
disclosures provided in a prior cover page.
The information required in 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).
CUSIP NO. 517924106 PAGE 5 OF 4
5
1 Name of Reporting Person PEQUOT CAPITAL MANAGEMENT, INC.
IRS Identification No. of Above Person 06-1524885
2 Check the Appropriate Box if a Member of a Group (a)
(b)
3 SEC USE ONLY
4 Source of Funds 00
5 Check Box if Disclosure of Legal Proceedings is
Required Pursuant to Items 2(d) or 2(e)
6 Citizenship or Place of Organization CONNECTICUT
7 Sole Voting Power 2,550,000
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON WITH
8 Shared Voting Power 0
9 Sole Dispositive Power 2,550,000
10 Shared Dispositive Power 0
11 Aggregate Amount Beneficially Owned by Each Reporting Person 2,550,000
12 Check Box if the Aggregate Amount in Row 11 Excludes Certain Shares
13 Percent of Class Represented by Amount in Row 11 16.5%
14 Type of Reporting Person IA
<PAGE>
ITEM 1. SECURITY AND ISSUER
This Statement relates to the Common Stock, $.001 par value (the
"Shares"), of LaserSight Incorporated (the "Company"), a Delaware corporation.
The Company's principal executive office is located at 12249 Science Drive,
Suite 160, Orlando, Florida 32826.
ITEM 2. IDENTITY AND BACKGROUND
This statement is being filed on behalf of Pequot Capital Management,
Inc., a Connecticut corporation (the "Reporting Person"). The principal
business of the Reporting Person, an investment adviser registered under the
Investment Advisers Act of 1940, is to act as investment adviser to certain
managed accounts. The executive officers of the Reporting Person are Messrs.
Arthur J. Samberg, Daniel C. Benton and Amiel M. Peretz, the directors of the
Reporting Person are Messrs. Samberg, Benton and Kevin E. O'Brien, and the
controlling shareholders are Messrs. Samberg and Benton (collectively, the
"Executive Officers, Directors and Controlling Persons"). The business
address of the Reporting Person and the Executive Officers, Directors and
Controlling Persons is 500 Nyala Farm Road, Westport, CT 06880.
Neither of the Reporting Person nor the Executive Officers, Directors and
Controlling Persons have, during the last five years, been convicted in
criminal proceeding (excluding traffic violations or similar misdemeanors).
Neither of the Reporting Person nor the Executive Officers, Directors and
Controlling Persons have, during the last five years, been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
which resulted in a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to federal or
state securities laws or finding any violation with respect to such laws.
Each of the Executive Officers, Directors and the Controlling Persons are
citizens of the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
As of the date hereof, under rule 13d-3 under the Securities Exchange Act
of 1934, the Reporting Person is deemed to be the beneficial owner of
2,550,000 of the Company's Shares as follows: the accounts for which the
Reporting Person exercises investment discretion (the "Accounts") own (a)
2,000,000 Series D Convertible Participating Preferred Stock ("Preferred")
which are convertible into 2,000,000 Shares, (b) 500,000 Shares and (c) 50,000
warrants to purchase the Company's Shares at $5.125 (the "Warrants"). In the
transaction which is the subject of this filing, the Reporting Person
purchased the 500,000 Shares and 50,000 Warrants in a private placement
directly from the Company for $2,000,000.00 on March 24, 1999.
The funds for the purchase of the Shares held by the Accounts were
obtained from the contributions of their various partners/shareholders. Such
funds may also include the proceeds of margin loans entered into in the
ordinary course of business with Morgan Stanley Dean Witter & Co.
ITEM 4. PURPOSE OF TRANSACTION
The holding of the Shares described herein is conducted in the ordinary
course of the Reporting Person's investment activities. The Reporting Person
reserves the right to purchase additional Shares or dispose of the Shares in
the open market or in privately negotiated transactions or in any other lawful
manner in the future. An employee of the Reporting Person currently serves on
the Board of Directors of the Company and the Reporting Person reserves the
right to take whatever further action with respect to the Accounts' holdings
in the Company as the Reporting Person deems to be in the best interest of
such Accounts.
<PAGE>
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
As of the date hereof, the Reporting Person beneficially owns in the
aggregate 2,550,000 Shares. These Shares represent approximately 16.5% of the
15,492,635 Shares that the Reporting Person believes would be outstanding if
the Preferred and Warrants were converted into Shares. The Reporting Person
has the sole power to vote, direct the vote, dispose and direct the
disposition of all of the Shares.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
Pursuant to a Registration Rights Agreement dated June 12, 1998, the
Company has filed under the Act a registration statement for the shares that
the Preferred are convertible into. In addition, pursuant to a Registration
Rights Agreement dated March 23, 1999, the Company has agreed to register the
Shares (including the Shares underlying the Warrants) which are the subject of
this filing within forty-five days of such date.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
After a reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
March 26, 1999
Pequot Capital Management, Inc.
By:/s/ David J. Malat
David J. Malat, Chief Financial Officer
