-----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, LxzjjhkM/Sj/MmXWRMM7tCPPdhGMG3/kwq52q2qLOzi6u2yswZPmN3M90236O9Cg beyK8A+hX66CLrAFxxo/4A== 0001104659-07-003681.txt : 20070122 0001104659-07-003681.hdr.sgml : 20070122 20070122145543 ACCESSION NUMBER: 0001104659-07-003681 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20070122 DATE AS OF CHANGE: 20070122 GROUP MEMBERS: NORTHHAVEN PARTNERS ASSOCIATES, LLC. GROUP MEMBERS: NORTHHAVEN PARTNERS II, L.P. GROUP MEMBERS: NORTHHAVEN PARTNERS III, L.P. GROUP MEMBERS: NORTHHAVEN PARTNERS OFFSHORE, LTD. GROUP MEMBERS: NORTHHAVEN PARTNERS, L.P. GROUP MEMBERS: PAUL R. BURKE GROUP MEMBERS: RICHARD BROWN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HARRINGTON WEST FINANCIAL GROUP INC/CA CENTRAL INDEX KEY: 0001063997 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 481175170 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-78803 FILM NUMBER: 07543147 BUSINESS ADDRESS: STREET 1: 610 ALAMO PINTADO RD CITY: SOLVANG STATE: CA ZIP: 93463 BUSINESS PHONE: 8056886644 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NORTHAVEN MANAGEMENT INC/FA CENTRAL INDEX KEY: 0001078975 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 133811355 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 200 PARK AVE 9TH FL CITY: NEW YORK STATE: NY ZIP: 10166 BUSINESS PHONE: 2128087341 MAIL ADDRESS: STREET 1: 200 PARK AVENUE STREET 2: 39TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10166 SC 13G/A 1 a07-2359_3sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

Harrington West Financial Group, Inc.

(Name of Issuer)

Common Stock, $0.01 Par Value Per Share

(Title of Class of Securities)

41383L 104

(CUSIP Number)

December 31, 2006

(Date of Event Which Requires Filing of this Statement)

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

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*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. 41383L104

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Northaven Partners, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power

 

6.

Shared Voting Power
169,660

 

7.

Sole Dispositive Power

 

8.

Shared Dispositive Power
169,660

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
169,660

 

 

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (11)
3.1%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

2




 

CUSIP No. 41383L104

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Northaven Partners II, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power

 

6.

Shared Voting Power
9,605

 

7.

Sole Dispositive Power

 

8.

Shared Dispositive Power
9,605

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
9,605

 

 

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (11)
0.2%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

3




 

CUSIP No. 41383L104

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Northaven Partners III, L.P.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power

 

6.

Shared Voting Power
96,985

 

7.

Sole Dispositive Power

 

8.

Shared Dispositive Power
96,985

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
96,985

 

 

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (11)
1.8%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

4




 

CUSIP No. 41383L104

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Northaven Offshore, Ltd.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Cayman Islands

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power

 

6.

Shared Voting Power
17,557

 

7.

Sole Dispositive Power

 

8.

Shared Dispositive Power
17,557

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
17,557

 

 

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (11)
0.3%

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

5




 

CUSIP No. 41383L104

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Northaven Associates, LLC.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power

 

6.

Shared Voting Power
293,807

 

7.

Sole Dispositive Power

 

8.

Shared Dispositive Power
293,807

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
293,807

 

 

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (11)
5.4%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

6




 

CUSIP No. 41383L104

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Northaven Management, Inc.

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power

 

6.

Shared Voting Power
293,807

 

7.

Sole Dispositive Power

 

8.

Shared Dispositive Power
293,807

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
293,807

 

 

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (11)
5.4%

 

 

12.

Type of Reporting Person (See Instructions)
CO

 

7




 

CUSIP No. 41383L104

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Paul R. Burke

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power

 

6.

Shared Voting Power
293,807

 

7.

Sole Dispositive Power

 

8.

Shared Dispositive Power
293,807

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
293,807

 

 

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (11)
5.4%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

8




 

CUSIP No. 41383L104

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Richard Brown

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
New York

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power

 

6.

Shared Voting Power
293,807

 

7.

Sole Dispositive Power

 

8.

Shared Dispositive Power
293,807

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
293,807

 

 

10.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (11)
5.4%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

9




CONTINUATION PAGES TO SCHEDULE 13GA

This Schedule 13GA is filed by Northaven Partners, L.P., Northaven Partners II, L.P., Northaven Partners III, L.P., Northaven Offshore, Ltd., Northaven Associates, LLC, Northaven Management, Inc. (the “Northaven Entities”), Paul R. Burke and Richard Brown (together with the Northaven Entities, the “Reporting Persons”).

 

Item 1.

 

(a)

Name of Issuer
Harrington West Financial Group, Inc. (the “Issuer” or the “Company”)

 

(b)

Address of Issuer’s Principal Executive Offices
610 Alamo Pintado Road, Solvang, California 93463

 

Item 2.

(a)-(c)  Name, Principal Address and Jurisdiction of Organization or Citizenship of Persons Filing:

 

Name

 

Address of
Principal Office

 

Jurisdiction of Organization/
Citizenship

Northaven Partners, L.P.

 

375 Park Avenue, Suite 2709
New York, NY 10152

 

New York

 

 

 

 

 

Northaven Partners II, L.P.

 

375 Park Avenue, Suite 2709
New York, NY 10152

 

New York

 

 

 

 

 

Northaven Partners III, L.P.

 

375 Park Avenue, Suite 2709
New York, NY 10152

 

New York

 

 

 

 

 

Northaven Offshore, Ltd.

 

375 Park Avenue, Suite 2709
New York, NY 10152

 

Cayman Islands

 

 

 

 

 

Northaven Associates, LLC.

 

375 Park Avenue, Suite 2709
New York, NY 10152

 

New York

 

 

 

 

 

Northaven Management, Inc.

 

375 Park Avenue, Suite 2709
New York, NY 10152

 

New York

 

 

 

 

 

Paul R. Burke

 

375 Park Avenue, Suite 2709
New York, NY 10152

 

USA

 

 

 

 

 

Richard Brown

 

375 Park Avenue, Suite 2709
New York, NY 10152

 

USA

 

10




 

(d)

Title of Class of Securities
Common Stock, $0.01 Par Value Per Share

 

(e)

CUSIP Number
41383L104

 

Item 3.

 

 

Not applicable

 

Item 4.

Ownership

(a) – (c):

 

(i) Northaven Partners, L.P. beneficially owns 169,660 shares, representing 5.7% of the 5,460,393 outstanding shares of the Issuer’s common stock as of November 1, 2006.  Northaven Partners, L.P. does not have sole voting power over any of its shares.  Northaven Partners, L.P. has shared voting power over 169,660 of its shares.  Northaven Partners, L.P. does not have sole dispositive power over any of its shares.  Northaven Partners, L.P. has shared dispositive power over 169,660 of its shares.

 

(ii) Northaven Partners II, L.P. beneficially owns 9,605 shares, representing 0.2% of the 5,460,393 outstanding shares of the Issuer’s common stock as of November 1, 2006.  Northaven Partners II, L.P. does not have sole voting power over any of its shares.  Northaven Partners II, L.P. has shared voting power over 9,605 of its shares.  Northaven Partners II, L.P. does not have sole dispositive power over any of its shares.  Northaven Partners II, L.P. has shared dispositive power over 9,605 of its shares.

 

(iii) Northaven Partners III, L.P. beneficially owns 96,985 shares, representing 1.8% of the 5,460,393 outstanding shares of the Issuer’s common stock as of November 1, 2006.  Northaven Partners III, L.P. does not have sole voting power over any of its shares.  Northaven Partners III, L.P. has shared voting power over 96,985 of its shares.  Northaven Partners III, L.P. does not have sole dispositive power over any of its shares.  Northaven Partners III, L.P. has shared dispositive power over 96,985 of its shares.

 

(iv) Northaven Offshore, Ltd. beneficially owns 17,557 shares, representing 0.3% of the 5,460,393 outstanding shares of the Issuer’s common stock as of November 1, 2006.  Northaven Offshore, Ltd. does not have sole voting power over any of its shares.  Northaven Offshore, Ltd. has shared voting power over 17,557 of its shares.  Northaven Offshore, Ltd. does not have sole dispositive power over any of its shares.  Northaven Offshore, Ltd. has shared dispositive power over 17,557 of its shares.

 

(v) Northaven Associates, LLC beneficially owns 293,807 shares, representing 5.4 % of the 5,460,393 outstanding shares of the Issuer’s common stock as of November 1, 2006.

11




Northaven Associates, LLC. does not have sole voting power over any of its shares.  Northaven Associates, LLC. has shared voting power over 293,807 of its shares.  Northaven Associates, LLC. does not have sole dispositive power over any of its shares.  Northaven Associates, LLC. has shared dispositive power over 293,807 of its shares.

 

(vi) Northaven Management, Inc. beneficially owns 293,807 shares, representing 5.4% of the 5,460,393 outstanding shares of the Issuer’s common stock as of November 1, 2006.  Northaven Management, Inc. does not have sole voting power over any of its shares.  Northaven Management, Inc. has shared voting power over 293,807 of its shares.  Northaven Management, Inc. does not have sole dispositive power over any of its shares.  Northaven Management, Inc. has shared dispositive power over 293,807 of its shares.

 

(vii) Paul R. Burke and Richard Brown, as members of Northaven Associates, LLC, may each be deemed to beneficially own 293,807 shares, representing 5.4% of the 5,460,393 outstanding shares of the Issuer’s common stock as of November 1, 2006.  Paul R. Burke and Richard Brown do not have sole voting power over any of the shares.  Paul R. Burke and Richard Brown have shared voting power over 293,807 of the shares.  Paul R. Burke and Richard Brown do not have sole dispositive power over any of the shares.  Paul R. Burke and Richard Brown have shared dispositive power over 293,807 of the shares.

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable

 

Item 7.

Identification and Classification of the Subsidiary Which 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

Not applicable

 

Item 9.

Notice of Dissolution of Group

Not applicable

 

12




 

Item 10.

Certification

By signing below I certify that, to the best of my 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 including 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.

 

13




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.

 

Date:       January 23, 2007

NORTHAVEN PARTNERS, L.P.

NORTHAVEN OFFSHORE, LTD.

 

 

 

 

By:

Northaven Associates, LLC,

By:

s/Paul R. Burke

 

 

as General Partner

 

Name: Paul R. Burke

 

 

 

Title: Director

 

 

 

 

 

By:

s/Paul R. Burke

 

 

 

 

 

Name: Paul R. Burke

 

 

 

 

Title: Member

 

 

 

 

 

 

NORTHAVEN PARTNERS II, L.P.

NORTHAVEN ASSOCIATES, LLC.

 

 

 

 

By:

Northaven Associates, LLC,

By:

s/Paul R. Burke

 

 

as General Partner

 

Name: Paul R. Burke

 

 

 

Title: Member

 

 

 

 

 

By:

s/Paul R. Burke

 

 

 

 

 

Name: Paul R. Burke

 

 

 

 

Title: Member

 

 

 

 

 

 

NORTHAVEN PARTNERS III, L.P.

NORTHAVEN ASSOCIATES, LLC.

 

 

 

 

By:

Northaven Associates, LLC,

By:

s/Paul R. Burke

 

 

as General Partner

 

 

Name: Paul R. Burke

 

 

 

Title: Vice President

 

 

 

 

 

By:

s/Paul R. Burke

 

 

 

 

 

Name: Paul R. Burke

 

 

 

 

Title: Member

 

 

s/Paul R. Burke

 

 

 

 

Paul R. Burke

 

 

 

 

 

 

 

 

 

 

 

 

s/Richard Brown

 

 

 

 

Richard Brown

 

INDEX TO EXHIBITS

Exhibit No.

 

Exhibit

 

 

 

99.2

 

Joint Filing Agreement, dated January 23, 2007, among Northaven Partners, L.P., Northaven Partners II, L.P., Northaven Partners III, L.P., Northaven Offshore, Ltd., Northaven Associates, LLC and Northaven Management, Inc., Paul R. Burke and Richard Brown

 

14



EX-99.2 2 a07-2359_3ex99d2.htm EX-99.2

EXHIBIT (99.2)

JOINT FILING AGREEMENT

In accordance with Rule 13D-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, of Harrington West Financial Group, Inc. and further agree to the filing of this agreement as an Exhibit thereto.  In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13G.

Date:       January 23, 2007

 

NORTHAVEN PARTNERS, L.P.

NORTHAVEN OFFSHORE, LTD.

 

 

 

 

By:

Northaven Associates, LLC,

By:

s/Paul R. Burke

 

 

as General Partner

 

Name: Paul R. Burke

 

 

 

Title: Director

 

 

 

 

 

By:

s/Paul R. Burke

 

 

 

 

 

Name: Paul R. Burke

 

 

 

 

Title: Member

 

 

 

 

 

 

NORTHAVEN PARTNERS II, L.P.

NORTHAVEN ASSOCIATES, LLC.

 

 

 

 

By:

Northaven Associates, LLC,

By:

s/Paul R. Burke

 

 

as General Partner

 

Name: Paul R. Burke

 

 

 

Title: Member

 

  ;

 

 

 

By:

s/Paul R. Burke

 

 

 

 

 

Name: Paul R. Burke

 

 

 

 

Title: Member

 

 

 

 

 

 

NORTHAVEN PARTNERS III, L.P.

NORTHAVEN ASSOCIATES, LLC.

 

 

 

 

By:

Northaven Associates, LLC,

By:

s/Paul R. Burke

 

 

as General Partner

 

Name: Paul R. Burke

 

 

 

Title: Vice President

 

 

 

 

 

By:

s/Paul R. Burke

 

 

 

 

 

Name: Paul R. Burke

 

 

 

 

Title: Member

 

s/Paul R. Burke

 

 

 

 

Paul R. Burke

 

 

 

 

 

 

 

 

 

 

 

 

s/Richard Brown

&nbs p;

 

 

 

Richard Brown

 

1



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