- Amended Statement of Beneficial Ownership (SC 13D/A)
November 06 2012 - 3:34PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 23)*
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Mediware Information Systems, Inc.
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(Name of Issuer)
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Common Stock, par value $.10 per share
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(Title of Class of Securities)
(CUSIP Number)
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Mr. Lawrence E. Auriana
140 East 45
th
Street
New York, NY 10012
(212) 922-2999
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e),
240.13d-1(f) or 240.13d-1(g), check the following box
¨
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NOTE:
Schedules filed in paper format
shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.
*
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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.
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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
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1)
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NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION
NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Lawrence E.
Auriana
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2)
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
¨
(b)
x
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3)
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SEC USE ONLY
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4)
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SOURCE OF FUNDS (SEE
INSTRUCTIONS)
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5)
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CHECK IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
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6)
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CITIZENSHIP OR PLACE OF
ORGANIZATION
U.S.
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NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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7)
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SOLE VOTING POWER:
2,477,525
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8)
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SHARED VOTING POWER:
None
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9)
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SOLE DISPOSITIVE POWER:
None
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10)
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SHARED DISPOSITIVE POWER:
None
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11)
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,477,525
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12)
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CHECK IF THE AGGREGATE AMOUNT IN
ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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13)
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW (11)
27.9%
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14)
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TYPE OF REPORTING PERSON (SEE
INSTRUCTIONS)
IN
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Lawrence E. Auriana hereby amends and supplements the Schedule 13D originally filed with the Securities and
Exchange Commission (the “SEC”) on August 16, 1991, as amended by Amendment No. 1 filed with the SEC on July 10, 1996, by Amendment No. 2 filed with the SEC on January 6, 2000, by Amendment No. 3 filed with
the SEC on January 22, 2001, by Amendment No. 4 filed with the SEC on February 8, 2002, by Amendment No. 5 filed with the SEC on February 7, 2003, by Amendment No. 6 filed with the SEC on July 22, 2003, by
Amendment No. 7 filed with the SEC on November 7, 2003, by Amendment No. 8 filed with the SEC on February 6, 2004, by Amendment No. 9 filed with the SEC on May 6, 2004, by Amendment No. 10 filed with the SEC on
December 9, 2004, by Amendment No. 11 filed with the SEC on October 7, 2005, by Amendment No. 12 filed with the SEC on June 12, 2006, by Amendment No. 13 filed with the SEC on March 5, 2008, by Amendment
No. 14 filed with the SEC on March 23, 2009, by Amendment No. 15 filed with the SEC on August 4, 2009, by Amendment No. 16 filed with the SEC on January 12, 2010, by Amendment No. 17 filed with the SEC on
July 9, 2010, by Amendment No. 18 filed with the SEC on January 7, 2011, by Amendment No. 19 filed with the SEC on July 1, 2011, by Amendment No. 20 filed with the SEC on January 10, 2012, by Amendment No. 21
filed with the SEC on February 15, 2012 and as further amended by Amendment No. 22 filed with the SEC on September 14, 2012 (the “Schedule”) as follows:
This Schedule relates to the common stock, par value $.10 per share (“Common Stock”), of Mediware Information Systems, Inc., a New York corporation (the “Company”).
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
Item 6 of the Schedule is hereby supplemented by inserting the following text as the last paragraph thereof:
“On October 31, 2012, Mr. Auriana and Wall Street Access (“WSA”) entered into a letter agreement (the
“Letter Agreement”) confirming that Mr. Auriana’s voting for the Merger does not constitute a technical violation of the Trading Authorization/Power of Attorney and Indemnification Form: Domestic, dated March 18, 2011,
executed in favor of WSA by Mr. Auriana. WSA and Denis P. Kelleher, Chairman and Chief Executive Officer of WSA, also agreed to act in accordance with the Voting Agreement as if they were parties thereto, including not to sell or otherwise
dispose of any shares of Common Stock in Mr. Auriana’s account at WSA.
The foregoing summary of the Letter Agreement
does not purport to be complete and is qualified in its entirety by the Letter Agreement, which is attached hereto as Exhibit 1 and incorporated herein by reference.”
Item 7. Material To Be Filed As Exhibits.
Item 7 of the Schedule is hereby amended by adding the following Exhibit:
“Exhibit 1 Letter Agreement, dated October 31, 2012, by and between Lawrence Auriana and Wall Street Access.”
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.
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/s/ Lawrence E. Auriana
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Lawrence E. Auriana
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Date: November 6, 2012
EXHIBIT INDEX
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Exhibit 1
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Letter Agreement, dated October 31, 2012, by and between Lawrence Auriana and Wall Street Access.
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