0001019056-12-000985.txt : 20120817 0001019056-12-000985.hdr.sgml : 20120817 20120817164419 ACCESSION NUMBER: 0001019056-12-000985 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120817 DATE AS OF CHANGE: 20120817 GROUP MEMBERS: ARIEL WARSZAWSKI GROUP MEMBERS: FIREFLY MANAGEMENT CO GP, LLC GROUP MEMBERS: FIREFLY VALUE PARTNERS, LP GROUP MEMBERS: FVP GP, LLC GROUP MEMBERS: FVP MASTER FUND, L.P. GROUP MEMBERS: RYAN HESLOP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Wolverine Bancorp, Inc. CENTRAL INDEX KEY: 0001500836 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-85958 FILM NUMBER: 121043019 BUSINESS ADDRESS: STREET 1: 5710 EASTMAN AVE CITY: MIDLAND STATE: MI ZIP: 48640 BUSINESS PHONE: (989) 631-4280 MAIL ADDRESS: STREET 1: 5710 EASTMAN AVE CITY: MIDLAND STATE: MI ZIP: 48640 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Firefly Value Partners, LP CENTRAL INDEX KEY: 0001438637 IRS NUMBER: 721616675 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 551 FIFTH AVENUE, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10176 BUSINESS PHONE: 212-672-9600 MAIL ADDRESS: STREET 1: 551 FIFTH AVENUE, 36TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10176 SC 13G/A 1 wolverine_13ga2.htm SCHEDULE 13G/A

 



UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

 

(Amendment No.     2          ) *

 

Wolverine Bancorp, Inc.

(Name of Issuer)

 

Common Stock, par value $0.01

(Title of Class of Securities)

 

977880103

(CUSIP Number)

 

August 14, 2012

(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)

 

S     Rule 13d-1(c)

 

£     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).

 

SEC 1745 (3-98)

 

 
 

 

CUSIP No. 977880103
   

 

1. Names of Reporting Persons.                    Ryan Heslop
  I.R.S. Identification Nos. of above persons (entities only).
   
   
2. Check the Appropriate Box if a Member of a Group (See Instructions)
   
  (a) £
   
  (b) S
   
3. SEC Use Only
   
4. Citizenship or Place of Organization                    United States

 

Number of 5. Sole Voting Power 0
Shares Bene-      
ficially owned 6. Shared Voting Power 245,764
by Each      
Reporting 7. Sole Dispositive Power 0
Person With:      
  8. Shared Dispositive Power 245,764

 

9. Aggregate Amount Beneficially Owned by Each Reporting Person                    245,764
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)       £
   
11. Percent of Class Represented by Amount in Row (9)                10.3%
 
12. Type of Reporting Person (See Instructions)     IN

  

Page 2 of 10 pages
 

 

CUSIP No. 977880103
   

 

1. Names of Reporting Persons.                    Ariel Warszawski
  I.R.S. Identification Nos. of above persons (entities only).
   
   
2. Check the Appropriate Box if a Member of a Group (See Instructions)
   
  (a) £
   
  (b) S
   
3. SEC Use Only
   
4. Citizenship or Place of Organization                    United States

 

Number of 5. Sole Voting Power 0
Shares Bene-      
ficially owned 6. Shared Voting Power 245,764
by Each      
Reporting 7. Sole Dispositive Power 0
Person With:      
  8. Shared Dispositive Power 245,764

 

9. Aggregate Amount Beneficially Owned by Each Reporting Person                    245,764
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)       £
   
11. Percent of Class Represented by Amount in Row (9)                10.3%
 
12. Type of Reporting Person (See Instructions)     IN

 

Page 3 of 10 pages
 

 

CUSIP No. 977880103
   

 

1. Names of Reporting Persons.                    Firefly Value Partners, LP
  I.R.S. Identification Nos. of above persons (entities only).
   
   
2. Check the Appropriate Box if a Member of a Group (See Instructions)
   
  (a) £
   
  (b) S
   
3. SEC Use Only
   
4. Citizenship or Place of Organization                    Delaware

 

Number of 5. Sole Voting Power 0
Shares Bene-      
ficially owned 6. Shared Voting Power 245,764
by Each      
Reporting 7. Sole Dispositive Power 0
Person With:      
  8. Shared Dispositive Power 245,764

 

9. Aggregate Amount Beneficially Owned by Each Reporting Person                    245,764
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)       £
   
11. Percent of Class Represented by Amount in Row (9)                10.3%
 
12. Type of Reporting Person (See Instructions)      PN

 

Page 4 of 10 pages
 

 

CUSIP No. 977880103
   

 

1. Names of Reporting Persons.                    FVP GP, LLC
  I.R.S. Identification Nos. of above persons (entities only).
   
   
2. Check the Appropriate Box if a Member of a Group (See Instructions)
   
  (a) £
   
  (b) S
   
3. SEC Use Only
   
4. Citizenship or Place of Organization                    Delaware

 

Number of 5. Sole Voting Power 0
Shares Bene-      
ficially owned 6. Shared Voting Power 245,764
by Each      
Reporting 7. Sole Dispositive Power 0
Person With:      
  8. Shared Dispositive Power 245,764

 

9. Aggregate Amount Beneficially Owned by Each Reporting Person                    245,764
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)       £
   
11. Percent of Class Represented by Amount in Row (9)                   10.3%
 
12. Type of Reporting Person (See Instructions)     OO

 

Page 5 of 10 pages
 

 

CUSIP No. 977880103
   

 

1. Names of Reporting Persons.                    Firefly Management Company GP, LLC
  I.R.S. Identification Nos. of above persons (entities only).
   
   
2. Check the Appropriate Box if a Member of a Group (See Instructions)
   
  (a) £
   
  (b) S
   
3. SEC Use Only
   
4. Citizenship or Place of Organization                    Delaware

 

Number of 5. Sole Voting Power 0
Shares Bene-      
ficially owned 6. Shared Voting Power 245,764
by Each      
Reporting 7. Sole Dispositive Power 0
Person With:      
  8. Shared Dispositive Power 245,764

 

9. Aggregate Amount Beneficially Owned by Each Reporting Person                    245,764
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)       £
   
11. Percent of Class Represented by Amount in Row (9)                   10.3%
 
12. Type of Reporting Person (See Instructions)     OO

 

Page 6 of 10 pages
 

 

CUSIP No. 977880103
   

 

1. Names of Reporting Persons.                    FVP Master Fund, L.P.
  I.R.S. Identification Nos. of above persons (entities only).
   
   
2. Check the Appropriate Box if a Member of a Group (See Instructions)
   
  (a) £
   
  (b) S
   
3. SEC Use Only
   
4. Citizenship or Place of Organization                    Cayman Islands

 

Number of 5. Sole Voting Power 0
Shares Bene-      
ficially owned 6. Shared Voting Power 245,764
by Each      
Reporting 7. Sole Dispositive Power 0
Person With:      
  8. Shared Dispositive Power 245,764

 

9. Aggregate Amount Beneficially Owned by Each Reporting Person                    245,764
   
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)       £
   
11. Percent of Class Represented by Amount in Row (9)                   10.3%
 
12. Type of Reporting Person (See Instructions)     PN

 

Page 7 of 10 pages
 

 

Item 1.
(a) The name of the issuer is Wolverine Bancorp, Inc. (the “Issuer”).
(b)

The principal executive office of the Issuer is located at 5710 Eastman Avenue, Midland, MI 48640.

 

Item 2.
(a) This amendment (this “Amendment”) to the original statement filed on October 3, 2011, as amended (the “Statement”) is being filed by: (i) FVP Master Fund, L.P., a Cayman Islands exempted limited partnership (“FVP Master Fund”), (ii) Firefly Value Partners, LP, a Delaware limited partnership (“Firefly Partners”), which serves as the investment manager of the Funds, (iii) FVP GP, LLC, a Delaware limited liability company (“FVP GP”), which serves as the general partner of the Funds, (iv) Firefly Management Company GP, LLC, a Delaware limited liability company (“Firefly Management”), which serves as the general partner of Firefly Partners, and (v) Messrs. Ryan Heslop and Ariel Warszawski, the managing members of FVP GP and Firefly Management (all of the foregoing, collectively, “Reporting Persons”). FVP Master Fund is a private investment vehicle formed for the purpose of investing and trading in a wide variety of securities and financial instruments. FVP Master Fund directly owns all of the shares reported in this Statement. Messrs. Heslop and Warszawski, Firefly Partners, Firefly Management and FVP GP may be deemed to share with the FVP Master Fund voting and dispositive power with respect to such shares. Each Reporting Person disclaims beneficial ownership with respect to any shares other than those owned directly by such Reporting Person.
   
(b)

The Principal Business Office of FVP Master Fund is:

 

c/o dms Corporate Services, Ltd.

P.O. Box 1344

dms House

20 Genesis Close

Grand Cayman, KY1-1108

Cayman Islands

 

The Principal Business Office of Messrs. Heslop and Warszawski, Firefly Partners, FVP GP and Firefly Management is:

 

551 Fifth Ave., 36th Floor, New York, NY 10176 

   
(c)  For citizenship information see item 4 of the cover sheet of each Reporting Person.
   

(d)

This Statement relates to the Common Stock of the Issuer.
   
(e)

The CUSIP Number of the Common Stock of the Issuer is 977880103.

 

Item 3. If this statement is filed pursuant to 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
(a) £ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
     
(b) £ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
     
(c) £ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
     
(d) £ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
     
(e) £ An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E);
     
(f) £ An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F);
     
(g) £ A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G);
     
(h) £ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
     
(i) £ A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
     
(j) £ Group, in accordance with 240.13d-1(b)(1)(ii)(J);

 

Page 8 of 10 pages
 

 

Item 4.Ownership.

See Items 5-9 and 11 on the cover page for each Reporting Person, and Item 2.  The percentage ownership of each Reporting Person is based on 2,389,401 shares of Common Stock outstanding as of July 31, 2012, as reported in the Issuer's quarterly report on Form 10-Q filed on August 14, 2012.

 

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 £

 

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.
   
  Not applicable. 
   
Item 8.Identification and Classification of Members of the Group
   
  Not applicable. 
   
Item 9.Notice of Dissolution of Group
   
  Not applicable.
   
Item 10.Certification
   
(a) Not applicable. 
   
(b) 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 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. 

 

Page 9 of 10 pages
 

 

SIGNATURE

 

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

 

Dated: August 17, 2012

 

    /s/ Ryan Heslop   
    Ryan Heslop  
       
    Ariel Warszawski   
    Firefly Value Partners, LP   
    FVP GP, LLC  
    Firefly Management Company GP, LLC   
    FVP Master Fund, L.P.  
       
  By:   /s/ Ariel Warszawski   
  Ariel Warszawski, for himself and as Managing Member of FVP GP (for itself and as general partner of each of the Funds) and Firefly Management (for itself and as general partner of Firefly Partners)  

 

 

Page 10 of 10 pages