Form SC 13G/A COMPUTER PROGRAMS & SYST Filed by: Gilead Capital LP

January 23, 2018 9:01 AM

 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

(Amendment No. 1)1

 

Computer Programs and Systems, Inc.

 (Name of Issuer)

Common Stock, $0.001 par value

 (Title of Class of Securities)

205306103

 (CUSIP Number)

December 31, 2017

 (Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     Rule 13d-1(b)

   ☒  Rule 13d-1(c)

     Rule 13d-1(d)

 

 

 

1              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).

 

CUSIP NO. 205306103

 

  1   NAME OF REPORTING PERSON  
         
        Gilead Capital LP  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒
        (b) ☐
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        Delaware  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         0  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         1,017,110  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          0  
    8   SHARED DISPOSITIVE POWER  
           
          1,017,110  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        1,017,110  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        7.4%  
  12   TYPE OF REPORTING PERSON  
         
        IA  

  

2

CUSIP NO. 205306103

  1   NAME OF REPORTING PERSON  
         
        Gilead Capital GP LLC  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒
        (b) ☐
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        Delaware  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         0  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         1,017,110  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          0  
    8   SHARED DISPOSITIVE POWER  
           
          1,017,110  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        1,017,110  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        7.4%  
  12   TYPE OF REPORTING PERSON  
         
        OO  

  

3

CUSIP NO. 205306103

 

  1   NAME OF REPORTING PERSON  
         
        Jeffrey A. Strong  
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☒
        (b) ☐
           
  3   SEC USE ONLY    
           
             
  4   CITIZENSHIP OR PLACE OF ORGANIZATION  
         
        USA  
NUMBER OF   5   SOLE VOTING POWER  
SHARES          
BENEFICIALLY         0  
OWNED BY   6   SHARED VOTING POWER  
EACH          
REPORTING         1,017,110  
PERSON WITH   7   SOLE DISPOSITIVE POWER  
         
          0  
    8   SHARED DISPOSITIVE POWER  
           
          1,017,110  
  9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
         
        1,017,110  
  10   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES     ☐
       
           
  11   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
         
        7.4%  
  12   TYPE OF REPORTING PERSON  
         
        IN  

  

4

CUSIP NO. 205306103

 

Item 1(a).Name of Issuer:

 

Computer Programs and Systems, Inc., a Delaware corporation (the “Issuer”).

 

Item 1(b).Address of Issuer's Principal Executive Offices:

 

6600 Wall Street

Mobile, Alabama 36695

 

Item 2(a).Name of Person Filing

 

Gilead Capital LP (“Gilead LP”)

Gilead Capital GP LLC (“Gilead GP”)

Jeffrey A. Strong

 

Each of the foregoing is referred to as a “Reporting Person” and collectively as the “Reporting Persons.”

 

Item 2(b).Address of Principal Business Office or, if None, Residence

 

The principal business address of each of the Reporting Persons is:

 

157 Columbus Avenue, Suite 403

New York, New York 10023

 

Item 2(c).Citizenship

 

Each of Gilead LP and Gilead GP is incorporated in the State of Delaware. Mr. Strong is a citizen of the United States of America.

 

Item 2(d).Title of Class of Securities:

 

Common Stock, par value $0.001 per share (the “Common Stock”)

 

Item 2(e).CUSIP Number:

 

205306103

 

Item 3.If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

 

  /x/ Not applicable.
     
(a) / / Broker or dealer registered under Section 15 of the Exchange Act.
     
(b) / / Bank as defined in Section 3(a)(6) of the Exchange Act.
     
(c) / / Insurance company as defined in Section 3(a)(19) of the Exchange Act.
     
(d) / / Investment company registered under Section 8 of the Investment Company Act.
     
5

CUSIP NO. 205306103

(e) / / An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E).
     
(f) / / An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F).
     
(g) / / A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G).
     
(h) / / A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
     
(i) / / A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act.
     
(j) / / Group, in accordance with Rule 13d-1(b)(1)(ii)(J).  
     
(k) / / Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____

 

Item 4.Ownership

 

(a)Amount beneficially owned:

 

As of the close of business on December 31, 2017, Gilead LP beneficially owned 1,017,110 shares of Common Stock, including 1,016,175 shares held through separately managed accounts to which Gilead LP serves as investment manager.

 

Each of Gilead GP, as the general partner of Gilead LP, and Mr. Strong, as the managing member of Gilead GP, may be deemed to beneficially own the 1,017,110 shares of Common Stock beneficially owned by Gilead LP.

 

The filing of this Schedule 13G shall not be construed as an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any of the shares reported herein. Each of the Reporting Persons specifically disclaims beneficial ownership of the shares reported herein that are not directly owned by such Reporting Person except to the extent of his or its pecuniary interest therein.

 

(b)Percent of class:

 

See Cover Pages Item 11. The percentages are based on 13,756,189 shares of Common Stock outstanding, as of November 6, 2017, which is the total number of shares of Common Stock outstanding as reported in the Issuer’s Quarterly Report filed on Form 10-Q with the Securities and Exchange Commission on November 7, 2017.

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote

 

See Cover Pages Items 5-9.

6

CUSIP NO. 205306103

 

(ii)Shared power to vote or to direct the vote

 

See Cover Pages Items 5-9.

 

(iii)Sole power to dispose or to direct the disposition of

 

See Cover Pages Items 5-9.

 

(iv)Shared power to dispose or to direct the disposition of

 

See Cover Pages Items 5-9.

 

Item 5.Ownership of Five Percent or Less of a Class.

 

Not Applicable.

 

Item 6.Ownership of More than Five Percent on Behalf of Another Person.

 

Not Applicable.

 

Item 7.Identification and Classification of the Subsidiary That Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

 

Not Applicable.

 

Item 8.Identification and Classification of Members of the Group.

 

See Exhibit 99.1 to the Schedule 13G filed by the Reporting Persons with the Securities and Exchange Commission on October 27, 2017.

 

Item 9.Notice of Dissolution of Group.

 

Not Applicable.

 

Item 10.Certifications.

 

By signing below each of the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 

 

7

CUSIP NO. 205306103

  

SIGNATURE

 

After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

 

Dated: January 22, 2018

 

 

  Gilead Capital LP
   
  By: Gilead Capital GP LLC
General Partner
 
     
  By: /s/ Jeffrey A. Strong  
    Name: Jeffrey A. Strong  
    Title: Managing Member  
           

 

 

  Gilead Capital GP LLC
     
  By: /s/ Jeffrey A. Strong  
    Name: Jeffrey A. Strong  
    Title: Managing Member  

 

 

  /s/ Jeffrey A. Strong
  Jeffrey A. Strong

 

 

Categories

SEC Filings