-----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, EWLbV4FDfk65b/tKfYH2AHdk3Xn3TEOl+MaL7GQ41+uvx+Wi2yEC/FFzU9gN1DPj H8SMTZwqaFKZbuNV9SNb7A== 0001193125-09-048090.txt : 20090309 0001193125-09-048090.hdr.sgml : 20090309 20090309092908 ACCESSION NUMBER: 0001193125-09-048090 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090309 DATE AS OF CHANGE: 20090309 GROUP MEMBERS: MALTA HEDGE FUND II, L.P. GROUP MEMBERS: MALTA HEDGE FUND, L.P. GROUP MEMBERS: MALTA OFFSHORE, LTD GROUP MEMBERS: MALTA PARTNERS, L.P. GROUP MEMBERS: SOAM CAPITAL PARTNERS, L.P. GROUP MEMBERS: SOAM HOLDINGS, LLC GROUP MEMBERS: TERRY MALTESE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LOUISIANA BANCORP INC CENTRAL INDEX KEY: 0001392562 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 000000000 STATE OF INCORPORATION: LA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83012 FILM NUMBER: 09664921 BUSINESS ADDRESS: STREET 1: 1600 VETERANS MEMORIAL BOULEVARD CITY: METARIE STATE: LA ZIP: 70005 BUSINESS PHONE: 504-834-1190 MAIL ADDRESS: STREET 1: 1600 VETERANS MEMORIAL BOULEVARD CITY: METARIE STATE: LA ZIP: 70005 FORMER COMPANY: FORMER CONFORMED NAME: BNO BANCORP INC DATE OF NAME CHANGE: 20070309 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SANDLER ONEILL ASSET MANAGEMENT LLC CENTRAL INDEX KEY: 0001040762 IRS NUMBER: 133906061 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2129741700 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10019 SC 13D/A 1 dsc13da.htm SCHEDULE 13D AMENDMENT NO. 3 Schedule 13D Amendment No. 3
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D/A

 

Under the Securities Exchange Act of 1934

(Amendment No. 3 )*

 

 

 

Louisiana Bancorp Inc.

(Name of Issuer)

 

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

 

54619P104

(CUSIP Number)

 

 

Mr. Terry Maltese, Sandler O’Neill Asset Management LLC,

780 Third Avenue, 5th Floor, New York, NY 10017 (212) 486-7300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

 

 

March 2, 2009

(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 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:  Six copies of this statement, including all 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 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).

 

  Exhibit Index located on Page 12   SEC 1746 (12-91)

 

Page 1 of 15 pages.


SCHEDULE 13D

 

CUSIP No. 54619P104   Page 2 of 15 Pages

 

  1.  

Name of Reporting Person S.S. or I.R.S. Identification No. of above person

 

            Sandler O’Neill Asset Management, LLC

   
  2.  

Check the Appropriate Box if a Member of a Group*

(a)  ¨

(b)  ¨

   
  3.  

SEC Use Only

 

   
  4.  

Source of Funds*

 

             00

   
  5.  

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

  ¨
  6.  

Citizen or Place of Organization

 

             New York

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7.    Sole Voting Power

 

 

  8.    Shared Voting Power

 

                 268,300

 

  9.    Sole Dispositive Power

 

 

10.    Shared Dispositive Power

 

                268,300

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

            268,300

   
12.  

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*

 

  ¨
13.  

Percent of Class Represented by Amount in Row (11)

 

            4.45%

   
14.  

Type of Reporting Person*

 

            00

   

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.


SCHEDULE 13D

 

CUSIP No. 54619P104   Page 3 of 15 Pages

 

  1.  

Name of Reporting Person S.S. or I.R.S. Identification No. of above person

 

            SOAM Holdings, LLC

   
  2.  

Check the Appropriate Box if a Member of a Group*

(a)  ¨

(b)  ¨

   
  3.  

SEC Use Only

 

   
  4.  

Source of Funds*

 

            00

   
  5.  

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

  ¨
  6.  

Citizen or Place of Organization

 

            Delaware

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7.    Sole Voting Power

 

 

  8.    Shared Voting Power

 

                144,818

 

  9.    Sole Dispositive Power

 

 

10.    Shared Dispositive Power

 

                144,818

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

            144,818

   
12.  

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*

 

  ¨
13.  

Percent of Class Represented by Amount in Row (11)

 

            2.4%

   
14.  

Type of Reporting Person*

 

            00

   

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.


SCHEDULE 13D

 

CUSIP No. 54619P104   Page 4 of 15 Pages

 

  1.  

Name of Reporting Person S.S. or I.R.S. Identification No. of above person

 

             Malta Partners, L.P.

   
  2.  

Check the Appropriate Box if a Member of a Group*

(a)  ¨

(b)  ¨

   
  3.  

SEC Use Only

 

   
  4.  

Source of Funds*

 

            WC

   
  5.  

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

  ¨
  6.  

Citizen or Place of Organization

 

            Delaware

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7.     Sole Voting Power

 

 

  8.     Shared Voting Power

 

                 9,805

 

  9.    Sole Dispositive Power

 

 

10.     Shared Dispositive Power

 

                9,805

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

            9,805

   
12.  

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*

 

  ¨
13.  

Percent of Class Represented by Amount in Row (11)

 

            0.16%

   
14.  

Type of Reporting Person*

 

            PN

   

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.


SCHEDULE 13D

 

CUSIP No. 54619P104   Page 5 of 15 Pages

 

  1.  

Name of Reporting Person S.S. or I.R.S. Identification No. of above person

 

            Malta Hedge Fund, L.P.

   
  2.  

Check the Appropriate Box if a Member of a Group*

(a)  ¨

(b)  ¨

   
  3.  

SEC Use Only

 

   
  4.  

Source of Funds*

 

            WC

   
  5.  

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

  ¨
  6.  

Citizen or Place of Organization

 

            Delaware

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7.     Sole Voting Power

 

 

  8.     Shared Voting Power

 

                20,483

 

  9.    Sole Dispositive Power

 

 

10.    Shared Dispositive Power

 

                20,483

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

            20,483

   
12.  

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*

 

  ¨
13.  

Percent of Class Represented by Amount in Row (11)

 

            0.34%

   
14.  

Type of Reporting Person*

 

            PN

   

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.


SCHEDULE 13D

 

CUSIP No. 54619P104   Page 6 of 15 Pages

 

  1.  

Name of Reporting Person S.S. or I.R.S. Identification No. of above person

 

            Malta Hedge Fund II, L.P.

   
  2.  

Check the Appropriate Box if a Member of a Group*

(a)  ¨

(b)  ¨

   
  3.  

SEC Use Only

 

   
  4.  

Source of Funds*

 

            WC

   
  5.  

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

  ¨
  6.  

Citizen or Place of Organization

 

            Delaware

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7.    Sole Voting Power

 

 

  8.    Shared Voting Power

 

                114,530

 

  9.    Sole Dispositive Power

 

 

10.     Shared Dispositive Power

 

                114,530

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

            114,530

   
12.  

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*

 

  ¨
13.  

Percent of Class Represented by Amount in Row (11)

 

            1.90%

   
14.  

Type of Reporting Person*

 

            PN

   

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.


SCHEDULE 13D

 

CUSIP No. 54619P104   Page 7 of 15 Pages

 

  1.  

Name of Reporting Person S.S. or I.R.S. Identification No. of above person

 

            Malta Offshore, Ltd

   
  2.  

Check the Appropriate Box if a Member of a Group*

(a)  ¨

(b)  ¨

   
  3.  

SEC Use Only

 

   
  4.  

Source of Funds*

 

            WC

   
  5.  

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

  ¨
  6.  

Citizen or Place of Organization

 

            Cayman Islands

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7.    Sole Voting Power

 

 

  8.    Shared Voting Power

 

                36,782

 

  9.    Sole Dispositive Power

 

 

10.    Shared Dispositive Power

 

                36,782

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

            36,782

   
12.  

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*

 

  ¨
13.  

Percent of Class Represented by Amount in Row (11)

 

            0.61%

   
14.  

Type of Reporting Person*

 

            CO

   

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.


SCHEDULE 13D

 

CUSIP No. 54619P104   Page 8 of 15 Pages

 

  1.  

Name of Reporting Person S.S. or I.R.S. Identification No. of above person

 

            SOAM Capital Partners, L.P.

   
  2.  

Check the Appropriate Box if a Member of a Group*

(a)  ¨

(b)  ¨

   
  3.  

SEC Use Only

 

   
  4.  

Source of Funds*

 

            WC

   
  5.  

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

  ¨
  6.  

Citizen or Place of Organization

 

            Delaware

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7.    Sole Voting Power

 

 

  8.    Shared Voting Power

 

                86,700

 

  9.    Sole Dispositive Power

 

 

10.    Shared Dispositive Power

 

                86,700

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

            86,700

   
12.  

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*

 

  ¨
13.  

Percent of Class Represented by Amount in Row (11)

 

            1.44%

   
14.  

Type of Reporting Person*

 

            CO

   

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.


SCHEDULE 13D

 

CUSIP No. 54619P104   Page 9 of 15 Pages

 

  1.  

Name of Reporting Person S.S. or I.R.S. Identification No. of above person

 

            Terry Maltese

   
  2.  

Check the Appropriate Box if a Member of a Group*

(a)  ¨

(b)  ¨

   
  3.  

SEC Use Only

 

   
  4.  

Source of Funds*

 

            00

   
  5.  

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

  ¨
  6.  

Citizen or Place of Organization

 

            USA

   

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

  7.    Sole Voting Power

 

 

  8.    Shared Voting Power

 

                268,300

 

  9.    Sole Dispositive Power

 

 

10.    Shared Dispositive Power

 

                268,300

11.  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

            268,300

   
12.  

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*

 

  ¨
13.  

Percent of Class Represented by Amount in Row (11)

 

            4.45%

   
14.  

Type of Reporting Person*

 

            IN

   

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.


Item 1. Security and Issuer.

The class of equity securities to which this statement relates is the common stock, par value $0.01 per share (“Common Stock”), of Louisiana Bancorp, Inc. (the “Issuer”), a company incorporated in Louisiana, with its principal office at 1600 Veterans Memorial Boulevard, Metarie, Louisiana 70005.

 

Item 2. Identity and Background.

(a) This statement is being filed by (i) Sandler O’Neill Asset Management LLC, a New York limited liability company (“SOAM”), with respect to shares of Common Stock beneficially owned by Malta Partners, L.P., a Delaware limited partnership (“MP”), Malta Hedge Fund, L.P., a Delaware limited partnership (“MHF”), Malta Hedge Fund II, L.P., a Delaware limited partnership (“MHFII”) and Malta Offshore, Ltd., a Cayman Islands company (“MO”), (ii) SOAM Holdings, LLC, a Delaware limited liability company (“Holdings”), with respect to shares of Common Stock beneficially owned by MP, MHF and MHFII, (iii) MP, with respect to shares of Common Stock beneficially owned by it, (iv) MHF, with respect to shares of Common Stock beneficially owned by it, (v) MHFII, with respect to shares of Common Stock beneficially owned by it, (vi) MO, with respect to shares of Common Stock beneficially owned by it, and (vii) Terry Maltese, with respect to shares of Common Stock beneficially owned by MP, MHF, MHFII and MO; and as managing member of SOAM Ventures, LLC (“Ventures”), a Delaware limited liability company, with respect to shares of Common Stock beneficially owned by SOAM Capital Partners, L.P. (“SCP”), a Delaware limited partnership of which Ventures is the management company. The foregoing persons are hereinafter sometimes referred to collectively as the “Reporting Persons” and MP, MHF and MHFII are sometimes collectively referred to herein as the “Partnerships.” Any disclosures herein with respect to persons other than the Reporting Persons are made on information and belief after making inquiry to the appropriate party.

The sole general partner of each of the Partnerships is Holdings, and administrative and management services for the Partnerships are provided by SOAM. SOAM also provides management services to MO. The managing member and President of Holdings and SOAM is Mr. Maltese. In his capacity as President and managing member of Holdings, Ventures, and SOAM, Mr. Maltese exercises voting and dispositive power over all shares of Common Stock beneficially owned by MP, MHF, MHFII, SCP, MO, SOAM and Holdings. The non-managing member of Holdings and SOAM is Sandler O’Neill Holdings, LLC, a New York limited liability company (“S.O. Holdings”).

(b) The address of the principal offices of each of MP, MHF, MHFII, SCP, Holdings and SOAM and the business address of Mr. Maltese is Sandler O’Neill Asset Management LLC, 780 Third Avenue, 5th Floor, New York, New York 10017. The address of the principal office of MO is c/o BYSIS Hedge Fund Services (Cayman) Limited, P.O. Box 30362 SMB, Harbour Centre, Third Floor, George Town, Grand Cayman, Cayman Islands, British West Indies. The address of the principal office of S.O. Holdings is c/o Sandler O’Neill & Partners, L.P., 919 Third Avenue, 6th Floor, New York, New York 10022.

 

Page 10 of 15


(c) The principal business of MP, MHF, MHFII, and SCP is that of private partnerships engaged in investment in securities for its own account. The principal business of MO is that of investment in securities for its own account. The principal business of Holdings is that of acting as general partner for the Partnerships. The principal business of SOAM is that of providing administrative and management services to the Partnerships and management services to MO. The present principal occupation or employment of Mr. Maltese is President of SOAM and Holdings. The principal business of S.O. Holdings is investing in Holdings and SOAM.

(d) During the last five years, none of MP, MHF, MHFII, SCP MO, Holdings, SOAM, S.O. Holdings or Mr. Maltese has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e) During the last five years, none of MP, MHF, MHFII, MO, SCP, Holdings, SOAM, S.O. Holdings or Mr. Maltese has been a party to a 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.

(f) Mr. Maltese is a U.S. citizen.

 

Item 3. Source and Amount of Funds.

The net investment cost (including commissions, if any) of the shares of Common Stock held by MP, MHF, MHFII, MO, and SCP is $120,964, $215,792, $1,206,971, $386,502, and $917,815 respectively. Such shares were purchased with the investment capital of the respective entities.

 

Item 4. Purpose of Transaction.

The purpose for which the Common Stock was acquired by the Reporting Persons is for investment. As such, in the ordinary course of their business, the Reporting Persons will continuously evaluate the financial condition, results of operations, business and prospects of the Issuer, the securities markets in general and the market for the Common Stock in particular, conditions in the economy and the financial institutions industry generally and other investment opportunities, all with a view to determining whether to hold, decrease or increase its investment in the Common Stock, through open market, privately negotiated or any other transactions. In the ordinary course of evaluating its investment, representatives of the Reporting Persons may from time to time seek to (or be invited to) discuss the business and policies of the Issuer with the management of the Issuer. However, none of the Reporting Persons has any plan or proposal as of the date hereof which would relate to or result in any transaction, change or event specified in clauses (a) through (j) of Item 4 of Schedule 13D.

 

Item 5. Interest in Securities of the Issuer.

(a) Based upon an aggregate of 6,027,946 shares of Common Stock outstanding, as determined by the Issuer’s most recently available public information, as of the close of business on November 12, 2008:

 

  (i) MP beneficially owned 9,805 shares of Common Stock, constituting 0.16% of the shares outstanding.

 

Page 11 of 15


  (ii) MHF beneficially owned 20,483 shares of Common Stock, constituting approximately 0.34% of the shares outstanding.

 

  (iii) MHFII beneficially owned 114,530 shares of Common Stock, constituting approximately 1.90% of the shares outstanding.

 

  (iv) MO beneficially owned 36,782 shares of Common Stock, constituting approximately 0.61% of the shares outstanding.

 

  (v) SCP beneficially owned 86,700 shares of Common Stock, constituting approximately 1.44% of the shares outstanding.

 

  (vi) SOAM owned directly no shares of Common Stock. By reason of its position as management company for MP, MHF, MHFII, MO, and SCP under the provisions of Rule 13d-3, SOAM may be deemed to beneficially own the 9,805 shares owned by MP, the 20,483 shares owned by MHF, the 114,530 shares owned by MHFII, the 36,782 shares owned by MO, and the 86,700 shares owned by SCP, or an aggregate of 268,300 shares of Common Stock, constituting approximately 4.45% of the shares outstanding.

 

  (vii) Holdings owned directly no shares of Common Stock. By reason of its position as general partner of MP, MHF and MHFII, under the provisions of Rule 13d-3 of the Securities and Exchange Commission (“Rule 13d-3”), Holdings may be deemed to beneficially own the 9,805 shares owned by MP, the 20,483 shares owned by MHF, and the 114,530 shares owned by MHFII, or an aggregate of 144,818 shares of Common Stock, constituting approximately 2.4% of the shares outstanding.

 

  (viii) Mr. Maltese directly owned no shares of Common Stock. By reason of his position as President of Holdings and SOAM, Mr. Maltese may be deemed to beneficially own the 9,805 shares owned by MP, the 20,483 shares owned by MHF, the 114,530 shares owned by MHFII, the 36,782 shares owned by MO, and the 86,700 shares owned by SCP, or an aggregate of 268,300 shares of Common Stock, constituting approximately 4.45% of the shares outstanding.

 

  (ix) In the aggregate, the Reporting Persons beneficially own 268,300 shares of Common Stock, constituting approximately 4.45% of the shares outstanding.

 

  (x) S.O. Holdings directly owned no shares of Common Stock.

(b) The Partnerships each have the power to dispose of and to vote the shares of Common Stock beneficially owned by it, which power may be exercised by its general partner, Holdings. Holdings is a party to a management agreement with SOAM pursuant to

 

Page 12 of 15


which SOAM shares the power to dispose of and to vote the shares of Common Stock beneficially owned by Holdings. MO has the power to dispose of and to vote the shares of Common Stock beneficially owned by it. MO is a party to a management agreement with SOAM pursuant to which SOAM shares the power to dispose of and to vote the shares of Common Stock beneficially owned by MO. Mr. Maltese, as President and managing member of Holdings, Ventures, and SOAM, shares the power to dispose of and to vote the shares of Common Stock beneficially owned by the other Reporting Persons.

(c) During the sixty days prior to March 2, 2009 the Reporting persons effected the following transactions in the Common Stock.

Transactions by MP last 60 days

 

Date

   Transaction    Price    Shares  

2/23/09

   sale    12.2500    (1,700 )

2/26/09

   sale    12.0500    (1,900 )

3/2/09

   sale    12.2000    (1,695 )

Transactions by MHF last 60 days

 

Date

   Transaction    Price    Shares  

2/26/09

   sale    12.0500    (3,400 )

3/2/09

   sale    12.2000    (3,017 )

Transactions by MHFII last 60 days

 

Date

   Transaction    Price    Shares  

2/26/09

   sale    12.0500    (18,900 )

3/2/09

   sale    12.2000    (16,870 )

Transactions by MO last 60 days

 

Date

   Transaction    Price    Shares  

2/26/09

   sale    12.0500    (6,100 )

3/2/09

   sale    12.2000    (5,418 )

Transactions by SCP last 60 days

 

Date

   Transaction    Price    Shares  

2/26/09

   sale    12.0500    (3,400 )

3/2/09

   sale    12.2000    (3,000 )

(d) Not applicable.

(e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

There are no contracts, arrangements, understandings or relationships among the persons named in Item 2 or between such persons and any other person with respect to any securities of the Issuer.

 

Item 7. Material to be Filed as Exhibits.

 

Exhibit 1   Written Agreement relating to the filing of joint acquisition statements as required by Rule 13d-1(f)(1) of the Securities and Exchange Commission

 

Page 13 of 15


SIGNATURES

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.

Dated: March 6, 2009

 

MALTA PARTNERS, L.P.     MALTA HEDGE FUND, L.P.
By:   SOAM Holdings, LLC,     By:   SOAM Holdings, LLC,
  the sole general partner       the sole general partner
By:  

/s/ Terry Maltese

    By:  

/s/ Terry Maltese

  Terry Maltese       Terry Maltese
  President       President
MALTA OFFSHORE, LTD     MALTA HEDGE FUND II, L.P.
By:   Sandler O’Neill Asset     By:   SOAM Holdings, LLC,
  Management LLC       the sole general partner
By:  

/s/ Terry Maltese

    By:  

/s/ Terry Maltese

  Terry Maltese       Terry Maltese
  President       President
SOAM CAPITAL PARTNERS, L.P.    

Sandler O’Neill Asset

Management LLC

By:   SOAM Venture Holdings      
By:  

/s/ Terry Maltese

    By:  

/s/ Terry Maltese

  Terry Maltese       Terry Maltese
  Managing Member       President
SOAM Holdings, LLC     Terry Maltese
By:  

/s/ Terry Maltese

    By:  

/s/ Terry Maltese

  Terry Maltese       Terry Maltese
  President      

 

Page 14 of 15


Exhibit 1

JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(f)(1)

The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that it knows or has reason to believe that such information is inaccurate.

Dated: March 6, 2009

 

MALTA PARTNERS, L.P.     MALTA HEDGE FUND, L.P.
By:   SOAM Holdings, LLC,     By:   SOAM Holdings, LLC,
  the sole general partner       the sole general partner
By:  

/s/ Terry Maltese

    By:  

/s/ Terry Maltese

  Terry Maltese       Terry Maltese
  President       President
MALTA OFFSHORE, LTD     MALTA HEDGE FUND II, L.P.
By:   Sandler O’Neill Asset     By:   SOAM Holdings, LLC,
  Management LLC       the sole general partner
By:  

/s/ Terry Maltese

    By:  

/s/ Terry Maltese

  Terry Maltese       Terry Maltese
  President       President
SOAM CAPITAL PARTNERS, L.P.    

Sandler O’Neill Asset

Management LLC

By:   SOAM Venture Holdings      
By:  

/s/ Terry Maltese

    By:  

/s/ Terry Maltese

  Terry Maltese       Terry Maltese
  Managing Member       President
SOAM Holdings, LLC     Terry Maltese
By:  

/s/ Terry Maltese

    By:  

/s/ Terry Maltese

  Terry Maltese       Terry Maltese
  President      

 

Page 15 of 15

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