-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VUAJWbwbbFoi/TasyX4rRhlmxoZxiFxSgQgjfcDysrfovx2TPDAXcSbLU22eX9Qh x8hsSC4nB53ClCFHT8+RQw== 0001004275-01-500021.txt : 20010831 0001004275-01-500021.hdr.sgml : 20010831 ACCESSION NUMBER: 0001004275-01-500021 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20010830 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GUARANTY FEDERAL BANCSHARES INC CENTRAL INDEX KEY: 0001046203 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 431792717 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-53131 FILM NUMBER: 1728035 BUSINESS ADDRESS: STREET 1: 1341 WEST BATTLEFIELD CITY: SPRINGFIELD STATE: MO ZIP: 65807 BUSINESS PHONE: 4175204333 MAIL ADDRESS: STREET 1: 1341 WEST BATTLEFIELD CITY: SPRINGFIELD STATE: MO ZIP: 65807 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALPINE ASSOCIATES A LTD PARTNERSHIP /NJ CENTRAL INDEX KEY: 0001004275 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 060944931 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 100 UNION AVE CITY: CRESSKILL STATE: NJ ZIP: 07626 BUSINESS PHONE: 2018710866 MAIL ADDRESS: STREET 1: 100 UNION AVENUE CITY: CRESSKILL STATE: NJ ZIP: 07626 SC 13D 1 gfedorig.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 ---------- Guaranty Federal Bancshares, Inc. - ----------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $.10 40108P101 - ------------------------------ --------------------------------- (Title of class of securities) (CUSIP number) Todd J. Mason Alpine Associates, A Limited Partnership 100 Union Avenue, Cresskill, NJ 07626, (201) 871-0866 - ---------------------------------------------------------------------------- (Name, address and telephone number of person authorized to receive notices and communications) August 23, 2001 - ----------------------------------------------------------------------------- (Date of event which requires filing of this statement) If the 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 [ ]. Note: When filing this statement in paper format, six copies of this statement, including 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 persons 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 and Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of that Act but shall be subject to all other provisions of the Act (however, see the Notes). 1 NAME OF REPORTING PERSON: Alpine Associates, A Limited Partnership S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: #06-0944931 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X] (B) [_] 3 SEC USE ONLY 4 SOURCE OF FUNDS: WC, BK, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_] REQUIRED PURSUANT TO ITEM 2(D) OR 2(E): 6 CITIZENSHIP OR PLACE OF ORGANIZATION: New Jersey NUMBER OF SHARES 7 SOLE VOTING POWER: 296,081 BENEFICALLY 8 SHARED VOTING POWER: 0 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER: 296,081 PERSON WITH 10 SHARED DISPOSITIVE POWER: 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 296,081 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_] EXCLUDES CERTAIN SHARES: 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 7.806% 14 TYPE OF REPORTING PERSON: PN, BD 1 NAME OF REPORTING PERSON: Alpine Partners, L.P. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: #22-3528110 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X] (B) [_] 3 SEC USE ONLY 4 SOURCE OF FUNDS: WC, BK, OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_] REQUIRED PURSUANT TO ITEM 2(D) OR 2(E): 6 CITIZENSHIP OR PLACE OF ORGANIZATION: New Jersey NUMBER OF SHARES 7 SOLE VOTING POWER: 29,200 BENEFICALLY 8 SHARED VOTING POWER: 0 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER: 29,200 PERSON WITH 10 SHARED DISPOSITIVE POWER: 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 29,200 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_] EXCLUDES CERTAIN SHARES: 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.77% 14 TYPE OF REPORTING PERSON: PN, BD 1 NAME OF REPORTING PERSON: Palisades Partners, L.P. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: #13-3456480 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X] (B) [_] 3 SEC USE ONLY 4 SOURCE OF FUNDS: WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS [_] REQUIRED PURSUANT TO ITEM 2(D) OR 2(E): 6 CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware NUMBER OF SHARES 7 SOLE VOTING POWER: 1,000 BENEFICALLY 8 SHARED VOTING POWER: 0 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER: 1,000 PERSON WITH 10 SHARED DISPOSITIVE POWER: 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON: 1,000 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [_] EXCLUDES CERTAIN SHARES: 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.026% 14 TYPE OF REPORTING PERSON: PN 1. SECURITY AND ISSUER This statement relates to the Common Stock, par value $.10 (the "Stock"), of Guaranty Federal Bancshares, Inc. (the "Company"). The principal executive offices of the company are located at 1341 W. Battlefield, Springfield, Missouri 65807. 2. IDENTITY AND BACKGROUND The persons filing this statement are Alpine Associates, A Limited Partnership ("Associates"), a limited partnership organized under the laws of the State of New Jersey, principally engaged in the business of acting as a registered broker dealer and a member of the National Association of Securities Dealers; Alpine Partners, L.P. ("Partners"), a limited partnership organized under the laws of the State of New Jersey, principally engaged in the business of acting as a registered broker dealer and a member of the National Association of Securities Dealers; and Palisades Partners, L.P. ("Palisades"), a limited partnership organized under the laws of the State of Delaware, principally engaged in the business of trading in securities. (Associates, Partners and Palisades together are referred to as "Registrants".) The principal office of each Registrant is located at 100 Union Avenue, Cresskill, New Jersey 07626. Eckert Corp. is the sole general partner of Associates and Partners. Victoria Eckert is the President of Eckert Corp. and its sole director. Eckert Corp. is a Delaware corporation. Its business address is 100 Union Avenue, Cresskill, New Jersey 07626. Its principal business is acting as general partner of Associates and Partners. Ms. Eckert is a citizen of the United States. Her business address is 100 Union Avenue, Cresskill, New Jersey 07626. Her principal occupation is acting as president of Eckert Corp. Gordon A. Uehling, Jr. is the sole general partner of Palisades. Mr. Uehling is a citizen of the United States. His business address is 100 Union Avenue, Cresskill, New Jersey 07626. His principal occupation is acting as general partner of Palisades. Robert E. Zoellner, a citizen of the United States whose business address is 100 Union Avenue, Cresskill, New Jersey 07626, provides investment management services to Associates, Partners and Palisades. Mr. Zoellner and Ms. Eckert are married. Registrants may be deemed to be a "group" within the meaning of Rule 13d-5 promulgated under the Securities Exchange Act of 1934, as amended, by virtue of their having a common investment manager and, in the case of Associates and Partners, a common general partner. Each disclaims beneficial interest in the others holdings. During the last five years, none of the above named persons has been convicted in any criminal proceeding (excluding traffic violations and similar misdemeanors) or has been a party to any civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person was or is subject to 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. 3. SOURCE AND AMOUNT OF FUNDS A total of $3,954,648, $402,780, and $14,800 has been used by Associates, Partners and Palisades, respectively, to purchase shares of the Stock. The funds for such purchases have been obtained from working capital, which may at any given time include funds borrowed in the ordinary course of business from margin accounts. It is expected that additional purchases of Stock (if any) will be financed in the same manner. 4. PURPOSE OF TRANSACTION Registrants purchased the Stock for investment, in the ordinary course of their businesses. In the future Registrants may, in the ordinary course of their businesses, make additional purchases and/or sales of the Stock. Except as set forth in the preceding sentence, Registrants have no plans or intentions which relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. 5. INTEREST IN SECURITIES OF THE ISSUER (a) Associates owns 296,081 shares of the Stock. Partners owns 29,200 shares of the Stock. Palisades owns 1,000 shares of the Stock. Registrants believe, based on the Company press release on August 17, 2001, that a total of 3,793,175 shares of the Stock are outstanding, so that the shares owned by Associates, Partners and Palisades represent approximately 7.806%, 0.77% and 0.026%, respectively, of the total outstanding shares. Certain employees of an affiliate of Associates and Partners own shares of Common Stock in an aggregate amount less than 0.5% of the total outstanding shares. Registrants disclaim beneficial interest in the shares held by such employees. (b) Each Registrant has sole power to vote and dispose of the Stock held by it. (c) Since June 30, 2001, Associates purchased a total of 1,000 shares, at an aggregate cost of $15,000; Partners purchased a total of 15,700 shares, at an aggregate cost of $233,830; and Palisades purchased a total of 1,000 shares, at an aggregate cost of $14,800. See Item 5 (c) attached hereto. (d) Not applicable. (e) Not applicable. 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER Except as set forth above, neither Associates, Partners, Palisades nor any of the other persons referred to in Item 2 above has entered into any contract, arrangement, understanding or relationship (legal or otherwise) with any person with respect to any securities of the Company. 7. EXHIBITS Exhibit 1 - Joint Filing Agreement SCHEDULE 13-D ------------- After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. ALPINE ASSOCIATES, A LIMITED PARTNERSHIP By: Eckert Corp., General Partner By: /S/TODD MASON -------------------------- Todd Mason DATED: August 30, 2001 SCHEDULE 13-D ------------- After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. ALPINE PARTNERS, L.P. By: Eckert Corp., General Partner By: /S/TODD MASON -------------------------- Todd Mason DATED: August 30, 2001 SCHEDULE 13-D ------------- After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. PALISADES PARTNERS, L.P. BY: /S/GORDON A. UEHLING, JR. -------------------------- Gordon A. Uehling, Jr. DATED: August 30, 2001 SCHEDULE 13-D ITEM 5 (C) TRADE DATE NO. OF SHARES NO. OF SHARES PRICE PER PURCHASED (1) SOLD (1) SHARE TRANSACTIONS BY ASSOCIATES --------------------------------- 08/23/01 1000 0 15.00 TRANSACTIONS BY PARTNERS - --------------------------------- 08/23/01 12200 0 14.982 08/24/01 3500 0 14.50 TRANSACTIONS BY PALISADES - ------------------------------ 08/27/01 1000 0 14.80 (1) Transactions were effected in the open market, on the exchange where the securities are traded, if any, and otherwise in transactions with Broker-Dealers. EX-1 3 gfedexh1.txt EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(f) under the Securities and Exchange Act of 1934, as amended, the parties named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D, and amendments thereto, with respect to the securities of the company named below: DATED: AUGUST 30, 2001 COMPANY: GUARANTY FEDERAL BANCSHARES, INC. SECURITIES: COMMON STOCK, PAR VALUE $.10 PARTIES ALPINE ASSOCIATES, A Limited Partnership By: Eckert Corp. By: /S/TODD MASON ---------------------- Todd Mason ALPINE PARTNERS, L.P. By: Eckert Corp. By: /S/TODD MASON ---------------------- Todd Mason PALISADES PARTNERS, L.P. By: /S/GORDON A. UEHLING, JR. -------------------------- Gordon A. Uehling, Jr. -----END PRIVACY-ENHANCED MESSAGE-----