0001144204-12-046966.txt : 20120820 0001144204-12-046966.hdr.sgml : 20120818 20120820120511 ACCESSION NUMBER: 0001144204-12-046966 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20120820 DATE AS OF CHANGE: 20120820 GROUP MEMBERS: FA NEWFOUNDLAND LLC GROUP MEMBERS: FARLEY ASSOCIATES II LLC GROUP MEMBERS: LABRADOR PARTNERS L.P. GROUP MEMBERS: NEWFOUNDLAND PARTNERS L.P. GROUP MEMBERS: STEPHEN FARLEY LLC GROUP MEMBERS: STEPHEN L. FARLEY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Sunshine Financial Inc CENTRAL INDEX KEY: 0001500837 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 364678532 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86185 FILM NUMBER: 121044434 BUSINESS ADDRESS: STREET 1: 1400 EAST PARK AVENUE CITY: TALLAHASSEE STATE: FL ZIP: 32301 BUSINESS PHONE: 850-219-7301 MAIL ADDRESS: STREET 1: 1400 EAST PARK AVENUE CITY: TALLAHASSEE STATE: FL ZIP: 32301 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FARLEY CAPITAL II L P CENTRAL INDEX KEY: 0001479465 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 780 THIRD AVENUE, 31 FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212 421 8741 MAIL ADDRESS: STREET 1: 780 THIRD AVENUE, 31 FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13G 1 v321705_sc13g.htm SCHEDULE 13G

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC  20549

________________

 

SCHEDULE 13G

 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

(Amendment No. )*

 

 

Sunshine Financial, Inc.
(Name of Issuer)
 
 
Common Stock
(Title of Class of Securities)
 
 
86782T109
(CUSIP Number)
 
 
August 9, 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)

 

x 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 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 15 Pages)

 

 
CUSIP No. 86782T10913GPage 2 of 15 Pages

 

 

1.

NAMES OF REPORTING PERSONS

Labrador Partners L.P.

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)           x

(b)           o

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

    Delaware

NUMBER OF

SHARES

5.

 

SOLE VOTING POWER   

-0-

BENEFICIALLY

OWNED BY

6.

 

SHARED VOTING POWER

39,602

EACH

REPORTING

7.

 

SOLE DISPOSITIVE POWER

-0-

PERSON WITH

8.

 

SHARED DISPOSITIVE POWER

39,602

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

39,602

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

o

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

3.21%

12.

TYPE OF REPORTING PERSON*

PN

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 
CUSIP No. 86782T10913GPage 3 of 15 Pages

 

 

1.

NAMES OF REPORTING PERSONS

Farley Associates II LLC

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

 (a)          x

(b)           o

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

5.

 

SOLE VOTING POWER

-0-

BENEFICIALLY

OWNED BY

6.

 

SHARED VOTING POWER

39,602

EACH

REPORTING

7.

 

SOLE DISPOSITIVE POWER

-0-

PERSON WITH

8.

 

SHARED DISPOSITIVE POWER

39,602

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 

39,602

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

3.21%

12.

TYPE OF REPORTING PERSON*

CO

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 
CUSIP No. 86782T10913GPage 4 of 15 Pages

 

 

 

1.

NAMES OF REPORTING PERSONS

Newfoundland Partners L.P.

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)           x

(b)           o

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

5.

 

SOLE VOTING POWER 

-0-

BENEFICIALLY

OWNED BY

6.

 

SHARED VOTING POWER

13,591

EACH

REPORTING

7.

 

SOLE DISPOSITIVE POWER

-0-

PERSON WITH

8.

 

SHARED DISPOSITIVE POWER

13,591

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

13,591

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

o

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.10%

12.

TYPE OF REPORTING PERSON*

PN

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 
CUSIP No. 86782T10913GPage 5 of 15 Pages

 

 

 

1.

NAMES OF REPORTING PERSONS

FA Newfoundland LLC

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)           x

(b)           o

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

5.

 

SOLE VOTING POWER

-0-

BENEFICIALLY

OWNED BY

6.

 

SHARED VOTING POWER

13,591

EACH

REPORTING

7.

 

SOLE DISPOSITIVE POWER

-0-

PERSON WITH

8.

 

SHARED DISPOSITIVE POWER

13,591

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

13,591

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

1.10%

12.

TYPE OF REPORTING PERSON*

CO

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 
CUSIP No. 86782T10913GPage 6 of 15 Pages

 

 

 

1.

NAMES OF REPORTING PERSONS

Farley Capital II L.P.

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)           x

(b)           o

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

5.

 

SOLE VOTING POWER

-0-

BENEFICIALLY

OWNED BY

6.

 

SHARED VOTING POWER

63,999

EACH

REPORTING

7.

 

SOLE DISPOSITIVE POWER

-0-

PERSON WITH

8.

 

SHARED DISPOSITIVE POWER

63,999

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

63,999

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.18%

12.

TYPE OF REPORTING PERSON*

PN

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 
CUSIP No. 86782T10913GPage 7 of 15 Pages

 

 

 

1.

NAMES OF REPORTING PERSONS

Stephen Farley LLC

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)           x

(b)           o

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

5.

 

SOLE VOTING POWER

-0-

BENEFICIALLY

OWNED BY

6.

 

SHARED VOTING POWER

63,999

EACH

REPORTING

7.

 

SOLE DISPOSITIVE POWER

-0-

PERSON WITH

8.

 

SHARED DISPOSITIVE POWER

63,999

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

63,999

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

¨

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.18%

12.

TYPE OF REPORTING PERSON*

CO

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 
CUSIP No. 86782T10913GPage 8 of 15 Pages

 

 

 

1.

NAMES OF REPORTING PERSONS

Stephen L. Farley

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

(a)           x

(b)           o

3.

SEC USE ONLY

 

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF

SHARES

5.

 

SOLE VOTING POWER

-0-

BENEFICIALLY

OWNED BY

6.

 

SHARED VOTING POWER

63,999

EACH

REPORTING

7.

 

SOLE DISPOSITIVE POWER

-0-

PERSON WITH

8.

 

SHARED DISPOSITIVE POWER

63,999

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

63,999

10.

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

o

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.18%

12.

TYPE OF REPORTING PERSON*

IN

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

 

 
CUSIP No. 86782T10913GPage 9 of 15 Pages

 

 

 

Item 1(a).                      Name of Issuer:

 

The name of the issuer is Sunshine Financial, Inc. (the “Company”).

 

Item 1(b).                    Address of Issuer’s Principal Executive Offices:

 

The Company’s principal executive offices are located at 1400 East Park Avenue, Tallahassee, Florida 32301.

 

Item 2(a).                    Name of Person Filing:

 

  This statement is filed by:

 

  (i) Labrador Partners L.P., a Delaware limited partnership (“Labrador”), with respect to the shares of Common Stock directly owned by it;

 

  (ii) Farley Associates II LLC, a Delaware limited liability company (“Farley Associates II”), which serves as general partner of Labrador, with respect to the shares of Common Stock directly owned by Labrador;

 

  (iii) Newfoundland Partners L.P., a Delaware limited partnership (“Newfoundland Partners”), with respect to the shares of Common Stock directly owned by it;

 

  (iv) FA Newfoundland LLC, a Delaware limited liability company (“FA Newfoundland”), which serves as general partner of Newfoundland Partners, with respect to the shares of Common Stock directly owned by Newfoundland Partners;

 

  (v) Farley Capital II L.P., a Delaware limited partnership (“Farley Capital II”), which serves as the management company to Newfoundland Partners and Labrador, with respect to the shares of Common Stock directly owned by each of Newfoundland Partners and Labrador, and which serves as the investment manager to a managed account (the “Managed Account”), with respect to shares of Common Stock directly owned by the Managed Account;

 

  (vi) Stephen Farley LLC, a Delaware limited liability company (“Farley LLC”), which serves as managing member of each of FA Newfoundland and Farley Associates II, and which serves as general partner of Farley Capital II, with respect to the shares of Common Stock directly owned by each of Newfoundland Partners, Labrador and the Managed Account; and

 

  (vii) Stephen L. Farley, who serves as managing member of Farley LLC, with respect to the shares of Common Stock directly owned by each of Newfoundland Partners, Labrador and the Managed Account.

 

 
CUSIP No. 86782T10913GPage 10 of 15 Pages

 

 

 

The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.” 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.

 

Item 2(b).                    Address or Principal Business Office or, if none, Residence:

 

The address of the business office of each of the Reporting Persons is 800 Third Avenue, Suite 2305, New York, New York 10022.

 

Item 2(c).                    Citizenship:

 

Labrador, Newfoundland Partners and Farley Capital II are limited partnerships organized under the laws of the State of Delaware. Farley Associates II, Farley LLC and FA Newfoundland are limited liability companies organized under the laws of the State of Delaware. Stephen L. Farley is a United States citizen.

 

Item 2(d).                    Title of Class of Securities:

 

Common Stock, par value $0.01 per share (the “Common Stock”).

 

Item 2(e).                    CUSIP Number:

 

86782T109

 

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) o  Broker or dealer registered under Section 15 of the Act,
     
(b) o  Bank as defined in Section 3(a)(6) of the Act,
     
(c) o  Insurance Company as defined in Section 3(a)(19) of the Act,
     
(d) o  Investment Company registered under Section 8 of the Investment Company Act of 1940,
     
(e) o  Investment Adviser in accordance with Rule 13d-1(b)(1)(ii)(E),
     
(f) o Employee Benefit Plan or Endowment Fund in accordance with Rule 13d-1(b)(1)(ii)(F),
     
(g) o Parent Holding Company or control person in accordance with Rule 13d-1(b)(1)(ii)(G),
     
(h) o Savings Association as defined in Section 3(b) of the Federal Deposit Insurance Act,

 

 
CUSIP No. 86782T10913GPage 11 of 15 Pages

 

 

 

(i) o Church Plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940,
     
(j) o Non-U.S. Institution in accordance with Rule 13d-1(b)(1)(ii)(J),
     
(k) o Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

 

If filing as a non-U.S. institution in accordance with Rule 13d–1(b)(1)(ii)(J), please specify the type of institution: ____

 

Not applicable.

 

Item 4.                    Ownership:

 

  A.  Labrador Partners L.P.
  (a)  Amount beneficially owned:  39,602
  (b) Percent of class:  3.21%.  The percentages used in this Item 4 and elsewhere in this Form 13G are calculated based upon 1,234,454 shares of Common Stock issued and outstanding as of August 14, 2012, as reported in the Company’s Annual Report on Form 10-Q for the quarter ended June 30, 2012, filed with the SEC on August 14, 2012.
(c)(i)Sole power to vote or direct the vote:  -0-
  (ii)  Shared power to vote or direct the vote:  39,602
  (iii)  Sole power to dispose or direct the disposition:  -0-
  (iv)  Shared power to dispose or direct the disposition:  39,602

 

  B.  Farley Associates II LLC
  (a)  Amount beneficially owned:  39,602
  (b)  Percent of class:  3.21%
(c)(i)Sole power to vote or direct the vote:  -0-
  (ii)  Shared power to vote or direct the vote:  39,602
  (iii)  Sole power to dispose or direct the disposition:  -0-
  (iv)  Shared power to dispose or direct the disposition:  39,602

 

  C.  Newfoundland Partners L.P.
  (a)  Amount beneficially owned:  13,591
  (b)  Percent of class:  1.10%
(c)(i) Sole power to vote or direct the vote:  -0-
  (ii)  Shared power to vote or direct the vote:  13,591
  (iii)  Sole power to dispose or direct the disposition:  -0-
  (iv)  Shared power to dispose or direct the disposition:  13,591

 

 
CUSIP No. 86782T10913GPage 12 of 15 Pages

 

 

  D.  FA Newfoundland LLC
  (a)  Amount beneficially owned:  13,591
  (b)  Percent of class:  1.10%
(c)(i) Sole power to vote or direct the vote:  -0-
  (ii)  Shared power to vote or direct the vote:  13,591
  (iii)  Sole power to dispose or direct the disposition:  -0-
  (iv)  Shared power to dispose or direct the disposition:  13,591

 

  E.  Farley Capital II L.P.
  (a)  Amount beneficially owned:  63,999
  (b)  Percent of class:  5.18%
(c)(i) Sole power to vote or direct the vote:  -0-
  (ii)  Shared power to vote or direct the vote:  63,999
  (iii)  Sole power to dispose or direct the disposition:  -0-
  (iv)  Shared power to dispose or direct the disposition:  63,999

 

  F.  Stephen Farley LLC
  (a)  Amount beneficially owned:  63,999
  (b)  Percent of class:  5.18%
(c)(i) Sole power to vote or direct the vote:  -0-
  (ii)  Shared power to vote or direct the vote:  63,999
  (iii)  Sole power to dispose or direct the disposition:  -0-
  (iv)  Shared power to dispose or direct the disposition:  63,999

 

  G.  Stephen L. Farley
  (a)  Amount beneficially owned:  63,999
  (b)  Percent of class:  5.18%
(c)(i) Sole power to vote or direct the vote:  -0-
  (ii)  Shared power to vote or direct the vote:  63,999
  (iii)  Sole power to dispose or direct the disposition:  -0-
  (iv)  Shared power to dispose or direct the disposition:  63,999

 

Item 5.                    Ownership of Five Percent or Less of a Class:

 

Not applicable.

 

Item 6.                    Ownership of More than Five Percent on Behalf of Another Person:

 

Stephen L. Farley is the managing member of Stephen Farley LLC, and in that capacity directs its operations. Stephen Farley LLC, of which Mr. Farley is the managing member, is the managing member of each of FA Newfoundland LLC and Farley Associates II LLC, and is the general partner of Farley Capital II L.P., and in that capacity, respectively, directs their operations. FA Newfoundland LLC is the general partner of Newfoundland Partners L.P., and in that capacity directs its operations. Farley Associates II LLC is the general partner of Labrador Partners L.P., and in that capacity directs its operations.

 

 

 
CUSIP No. 86782T10913GPage 13 of 15 Pages

 

 

 

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:

 

See Item 2.

 

Item 9.                    Notice of Dissolution of Group:

 

Not applicable.

 

Item 10.                    Certification:

 

Each of the Reporting Persons hereby makes the following certification:

 

By signing below we certify that, to the best of our 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 and effect.

 

 
CUSIP No. 86782T10913GPage 14 of 15 Pages

 

 

 

SIGNATURES

 

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.

 

Dated:     August 20, 2012

 

  STEPHEN L. FARLEY  
       
  /s/ Stephen L. Farley    
       

 

 

STEPHEN FARLEY LLC

  
       
  By: /s/ Stephen L. Farley     
    Stephen L. Farley  
    Managing Member  
       

 

 

FARLEY CAPITAL II L.P.

  
       
  By:

Stephen Farley LLC

General Partner

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  

 

 

 

FARLEY ASSOCIATES II LLC

  
       
  By:

Stephen Farley LLC

Managing Member

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  


 

 
CUSIP No. 86782T10913GPage 15 of 15 Pages

 

 


 

LABRADOR PARTNERS L.P.

  
       
  By: 

Farley Associates II LLC

General Partner

  
       
  By:

Stephen Farley LLC

Managing Member

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  

 


 

FA NEWFOUNDLAND LLC

  
       
  By:

Stephen Farley LLC

Managing Member

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  

 

 

NEWFOUNDLAND PARTNERS L.P.

  
       
  By: 

FA Newfoundland LLC

General Partner

  
       
  By:

Stephen Farley LLC

Managing Member

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  

 

 
 

 

 EX-99.1 2 v321705_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1


JOINT FILING AGREEMENT


The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.


Dated: August 20, 2012

 

 

 

 

  STEPHEN L. FARLEY  
       
  /s/ Stephen L. Farley    
       

  

 

STEPHEN FARLEY LLC

  
       
  By: /s/ Stephen L. Farley     
    Stephen L. Farley  
    Managing Member  
       

  

 

FARLEY CAPITAL II L.P.

  
       
  By:

Stephen Farley LLC

General Partner

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  

  

 

FARLEY ASSOCIATES II LLC

  
       
  By:

Stephen Farley LLC

Managing Member

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  


 
 

 

 

 

 

 

LABRADOR PARTNERS L.P.

  
       
  By: 

Farley Associates II LLC

General Partner

  
       
  By:

Stephen Farley LLC

Managing Member

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  

 

 

 

FA NEWFOUNDLAND LLC

  
       
  By:

Stephen Farley LLC

Managing Member

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  

 

 

 

NEWFOUNDLAND PARTNERS L.P.

  
       
  By: 

FA Newfoundland LLC

General Partner

  
       
  By:

Stephen Farley LLC

Managing Member

  
       
  By: /s/ Stephen L. Farley  
    Stephen L. Farley  
    Managing Member  

 

 

2