-----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, Uu7SRUi4b1U+ygd7z0VQRPBxvHTy4WFeP3GlU5nLFM0pJKIrEY6EKIJnKn2yr2kJ CSPWMBWycGKPUy3xWb3p8g== 0001214916-07-000029.txt : 20071009 0001214916-07-000029.hdr.sgml : 20071008 20071009084300 ACCESSION NUMBER: 0001214916-07-000029 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20071009 DATE AS OF CHANGE: 20071009 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Great Wolf Resorts, Inc. CENTRAL INDEX KEY: 0001294538 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 510510250 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-80533 FILM NUMBER: 071160955 BUSINESS ADDRESS: STREET 1: 122 WEST WASHINGTON AVENUE CITY: MADISON STATE: WI ZIP: 53703 BUSINESS PHONE: 608-661-4700 MAIL ADDRESS: STREET 1: 122 WEST WASHINGTON AVENUE CITY: MADISON STATE: WI ZIP: 53703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HOVDE ERIC D CENTRAL INDEX KEY: 0001019973 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 2027758109 MAIL ADDRESS: STREET 1: 1826 JEFFERSON PLACE NW CITY: WASHINGTON STATE: DC ZIP: 20036 SC 13D 1 greatwolfresortsinc13d.txt 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE EXCHANGE ACT OF 1934 Great Wolf Resorts, Inc. - ------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.01 Par Value - ------------------------------------------------------------------------------- (Title of Class of Securities) 391523107 ------------------------------------------------------------------------------- (CUSIP Number) Richard J. Perry, Jr., Esquire 1826 Jefferson Place, N.W. Washington, D.C. 20036 (202) 822-8117 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 25, 2007 ------------------------------------------------------------------------------- (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.[ ] NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7(b) 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 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). Page 1 of 5 2
- ------------------------------------------------------------------------------- CUSIP NUMBER 391523107 - ------------------------------------------------------------------------------- 1. NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Eric D. Hovde - ------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) (b) X - ------------------------------------------------------------------------------- 3. SEC Use Only - ------------------------------------------------------------------------------- 4. SOURCE OF FUNDS (See Instructions) AF/WC/PF - ------------------------------------------------------------------------------- 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) AND 2(e) [ ] - ------------------------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Citizenship: United States of America - ------------------------------------------------------------------------------- NUMBER OF 7. SOLE VOTING POWER SHARES BENEFICIALLY OWNED BY 59,671 shares EACH ---------------------------------------------------------------- REPORTING 8. SHARED VOTING POWER PERSON WITH(1) 1,518,696 shares ---------------------------------------------------------------- 9. SOLE DISPOSITIVE POWER 59,671 shares ---------------------------------------------------------------- 10. SHARED DISPOSITIVE POWER 1,518,696 shares ---------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,578,367 shares - ------------------------------------------------------------------------------- 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES. [ ] - ------------------------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.1% - ------------------------------------------------------------------------------- 14. TYPE OF REPORTING PERSON IN - ------------------------------------------------------------------------------- (1) Eric D. Hovde may beneficially owns 1,578,367 shares of the common stock of Great Wolf Resorts, Inc. (the "Shares") as follows: (i) Eric D. Hovde is a Trustee of The Eric D. and Steven D. Hovde Foundation ("FND"), which is the direct owner of 22,000 Shares; (ii) Eric D. Hovde is a Trustee of The Hovde Financial, Inc. Profit Sharing Plan and Trust ("PSP"), which is the direct owner of 13,000 Shares; (iii) Eric D. Hovde is the Managing Member, President and Chief Executive Officer of Hovde Capital Advisors LLC, the registered investment adviser to (a) Financial Institution Partners, L.P. ("LP"), which is the direct owner of 557,388 Shares, (b) Financial Institution Partners,Ltd. ("LTD"), which is the direct owner of 154,728 Shares, (c) Financial Institution Partners III, L.P. ("III"), which is the direct owner of 317,909 Shares, (d) Financial Institution Partners IV, L.P. ("IV"), which is the direct owner of 74,187 Shares, and (e) a seperately managed account ("SMA"), which is the direct owner of 379,484 Shares; and (iv) Eric D. Hovde owns directly 89,671 Shares. For purposes hereof, FND, PSP, LP, LTD, III, IV and SMA shall collectively be referred to herein as the "Direct Owners."
Page 2 of 5 3 Item 1. Security and Issuer This statement relates to the common stock, $.01 par value per share, of Great Wolf Resorts, Inc. (the "Shares"). The address of the principal executive offices of Great Wolf Resorts, Inc. (the "Issuer") is 122 West Washington Avenue, Madison, WI 53703. Item 2. Identity and Background (a), (b) Eric D. Hovde (the "Reporting Person") is the individual filing this Schedule 13D. The Reporting Person's business address is 1826 Jefferson Place, N.W., Washington, D.C. 20036 (c) The Reporting Person's principal occupation is President and Chief Executive Officer of Hovde Capital Advisors LLC, an investment adviser registered under the Investment Advisers Act of 1940, as amended. The pricipal executive office of Hovde Capital Advisors LLC is 1826 Jefferson Place, N.W., Washington, D.C. 20036. (d) During the last five years, the Reporting Person was not convicted in any criminal proceedings (excluding traffic violations or similar misdemeanors). (e) During the last five years, the Reporting Person was not party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding 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. (f) The Reporting Person is a citizen of the United States of America. Item 3. Source and Amount of Funds or Other Consideration The Reporting Person is the beneficial owner of 1,578,367 Shares, 59,671 of the Shares are directly owned and 1,518,696 of the Shares are indirectly owned. The 1,518,696 Shares that are indirectly owned by the Reporting Person are directly owned by the Direct Owners (FND, PSP, LP, LTD, III, IV and SMA). The nature of the ownership of the 1,578,367 Shares beneficially owned by the Reporting Person is more fully set out in Item 5 below. The Direct Owners purchased the Shares using working capital; therefore, the Reporting Person, which is an indirect beneficial owner of certain of the Shares by virtue of his position as a Trustee, or Managing Member of the investment adviser, to each of the Direct Owners, acquired his indirect beneficial interest in the Shares with the funds of his affiliates. The amount of such working capital used by each of the Direct Owners and/or the Reporting Person to purchase that portion of the Shares it owns directly is as follows: (i) Eric D. Hovde - $1,014,407; (ii) The Eric D. and Steven D. Hovde Foundation - $230,780; (iii) The Hovde Financial, Inc. Profit Sharing Plan and Trust - $136,370; (iv) Financial Institution Partners, L.P. - $76,476,848.5; (v) Financial Institution Partners, Ltd. - $1,762,351.9; (vi) Financial Institution Partners III, L.P. - $3,595,550.7; (vii) Financial Institution Partners IV, L.P. - $832,378.14; and (viii) Seperately Managed Account - $5,104,059.8. None of Eric D.Hovde or the Direct Owners borrowed funds to purchase the Shares reported herein. Page 3 of 5 4 Item 4. Purpose of Transaction The Shares reported herein by the Reporting Person were acquired for the purpose of investment. The Reporting Person and the Direct Owners expect to evaluate on an ongoing basis their investment in the Shares and may, from time to time, dispose of or acquire additional Shares or formulate other purposes, plans or proposals regarding the Issuer or the Shares. Any such acquisitions or dispositions may be made, subject to applicable law, in open market or privately negotiated transactions. Except as described above, the Reporting Person and the Direct Owners do not have any plans or proposals that relate to, or could result in, any of the matters referred to in paragraphs (b) through (j), inclusive, of Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer (a) The Reporting Person may be deemed to be the beneficial owner of certain Shares of the Issuer based on his interests in or positions with the following entities: (i) Eric D. Hovde is a Trustee of The Eric D. and Steven D. Hovde Foundation, which is the direct owner of 22,000 Shares; (ii) Eric D. Hovde is a Trustee of The Hovde Financial, Inc. Profit Sharing Plan and Trust, which is the direct owner of 13,000 Shares; and (iii) Eric D. Hovde is the Managing Member, President and Chief Executive Officer of Hovde Capital Advisors LLC, the registered investment adviser to (a) Financial Institution Partners, L.P., which is the direct owner of 557,388 Shares, (b) Financial Institution Partners, Ltd., which is the direct owner of 154,728 Shares, (c) Financial Institution Partners III, L.P., which is the direct owner of 317,909 Shares, (d) Financial Institution Partners IV, L.P., which is the direct owner of 74,187 Shares, and (e) a seperately managed account, which is the direct owner of 379,484 Shares. Eric D. Hovde also owns 59,671 Shares directly. Based on the Issuer's Form 10-Q for the period ended June 30, 2007, as of August 7, 2007, the number of outstanding shares of the common stock of the Issuer was 30,700,387. Therefore, based on the foregoing, the Reporting Person may be deemed to be the beneficial owner of 5.1% of the issued and outstanding shares of common stock of the Issuer. (b) The Reporting Person, as a Trustee, or Managing Member of the investment adviser, to each of the Direct Owners, has shared power to vote, to direct the vote, to dispose of, and to direct the disposition of the 1,518,696 Shares reported herein with each of the Direct Owners in such amounts as described above in Item 5(a). (c) Since July 27, 2007, the following transactions in the Shares were effected indirectly by the Reporting Person: (1) On August 1, 2007, the Direct Owners purchased in the open market 6,182 Shares at a price of $13.005 per share (890, LTD; 5,292, LP); (2) On August 3, 2007, the Direct Owners purchased in the open market 3,137 Shares at a price of $13.007 per share (940, SMA; 430, LTD; 1,767, LP); (3) On August 8, 2007, the Direct Owners sold in the open market 34,000 Shares at a price of $14.993 per share (SMA, 6,850; LTD, 3,430; LP 11,240; III, 9,840; IV, 2,640); (4) On August 9, 2007, the Direct Owners sold in the open market 3,500 Shares at a price of $14.995 per share (LTD, 820; LP, 940; III, 1,740); (5) On September 11, 2007, the Direct Owners purchased in the open market 2,500 Shares at a price of $13.15 per share (SMA, 1,860; LP, 640); (6) On September 12, 2007, the Direct Owners purchased in the open market 25,403 Shares at a price of $13.234 per share (SMA, 7,200; LTD, 2,580; LP, 10,443; III, 5,180); (7) On September 13, 2007, the Direct Owners purchased in the open market 16,374 Shares at a price of $13.254 per share (SMA, 4,224; LTD, 1,820; LP, 6,380; III, 3,850, IV, 100); (8) On September 14, 2007, the Direct Owners purchased in the open market 19,000 Shares at a price of $13.074 per share (SMA, 4,760; LTD, 2,030; LP, 7,090; III, 4,060; IV, 1,060); (9) On September 17, 2007, the Direct Owners purchased in the open market 24,000 Shares at a price of $12.969 per share (SMA, 6,050; LTD, 2,420; LP, 9,160; III, 5,050; IV, 1,320); (10) On September 18, 2007, the Direct Owners purchased in the open market 5,400 Shares at a price of $12.898 per share (SMA, 1,480; LTD, 630; LP, 1,880; III, 1,290; IV, 120); (11) On September 25, 2007, the Direct Owners purchased in the open market 41,500 Shares at a price of $12.821 per share (SMA, 10,700; LTD, 4,320; LP, 15,570; III, 8,800; IV, 2,110); and (12) On September 26, 2007, the Direct Owners purchased in the open market 5,000 Shares at a price of $12.927 per share (SMA, 1,290; LTD, 540; LP, 1,900; III, 1,080; IV, 190). (d) With respect to the 1,578,367 Shares benefically owned by the Reporting Person and reported herein, the following persons have the right to receieve, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, that number of Shares set opposite its name: (i) Eric D. Hovde (directly) - 59,671 Shares; (i) The Eric D. and Steven D. Hovde Foundation - 22,000 Shares; (ii) The Hovde Financial, Inc. Profit Sharing Plan and Trust - 13,000 Shares; (iii) Financial Institution Partners, L.P. - 557,388 Shares; (iv) Financial Institution Partners, Ltd. - 154,728 Shares; (v) Financial Institution Partners III, L.P. - 317,909 Shares; (vi) Financial Institution Partners IV, L.P. - 74,187 Shares; and (viii) Seperately Managed Account - 379,484 Shares. (e) Not Applicable. Page 4 of 5 5 Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Item 7. Materials to be filed as Exhibits None Signatures After reasonable inquiry and to the best of his knowledge and belief, the undersigned Reporting Person certifies that the information set forth in this statement with respect to him is true, complete and correct. /s/ Eric D. Hovde ------------------------------------------------- Eric D. Hovde Dated: October 9, 2007 Page 5 of 5
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