0000895345-13-000062.txt : 20130214 0000895345-13-000062.hdr.sgml : 20130214 20130214160212 ACCESSION NUMBER: 0000895345-13-000062 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20130214 DATE AS OF CHANGE: 20130214 GROUP MEMBERS: NEW MOUNTAIN CAPITAL L.L.C. GROUP MEMBERS: NEW MOUNTAIN PARTNERS III L.P. GROUP MEMBERS: STEVEN B. KLINSKY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EverBank Financial Corp CENTRAL INDEX KEY: 0001502749 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 900615674 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-87313 FILM NUMBER: 13613476 BUSINESS ADDRESS: STREET 1: 501 RIVERSIDE AVENUE, 12TH FLOOR CITY: JACKSONVILLE STATE: FL ZIP: 32202 BUSINESS PHONE: (904) 281-6000 MAIL ADDRESS: STREET 1: 501 RIVERSIDE AVENUE, 12TH FLOOR CITY: JACKSONVILLE STATE: FL ZIP: 32202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: New Mountain Investments III, LLC CENTRAL INDEX KEY: 0001515175 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 787 7TH AVENUE STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 720-0300 MAIL ADDRESS: STREET 1: 787 7TH AVENUE STREET 2: 48TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 SC 13G 1 js13g-everbank_nminvestiii.htm js13g-everbank_nminvestiii.htm
 
 
 

 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934

Everbank Financial Corp
(Name of Issuer)
 
Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
   29977G102
(CUSIP Number)
 
December 31, 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:

o Rule 13d–1(b)

o Rule 13d–1(c)

x 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. 29977G102
13G
  

1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
New Mountain Investments III, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]
(b) [x]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
8,737,104.04*
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
8,737,104.04*
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,737,104.04*
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  [  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.2%
12
TYPE OF REPORTING PERSON
OO

*These securities are directly owned by New Mountain Partners III, L.P.
 
 
 
 

CUSIP No. 29977G102
13G
  

1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
New Mountain Partners III, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]
(b) [x]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
8,737,104.04
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
8,737,104.04
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,737,104.04
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  [  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.2%
12
TYPE OF REPORTING PERSON
PN
 
 
 
 

CUSIP No. 29977G102
13G
  

1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
New Mountain Capital, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]
(b) [x]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
8,737,104.04*
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
8,737,104.04*
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,737,104.04*
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  [  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.2%
12
TYPE OF REPORTING PERSON
OO

*These securities are directly owned by New Mountain Partners III, L.P.
 
 
 
 

CUSIP No. 29977G102
13G
  

1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Steven B. Klinsky
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [  ]
(b) [x]
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5
SOLE VOTING POWER
0
6
SHARED VOTING POWER
8,737,104.04*
7
SOLE DISPOSITIVE POWER
0
8
SHARED DISPOSITIVE POWER
8,737,104.04*
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,737,104.04*
10
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES  [  ]
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.2%
12
TYPE OF REPORTING PERSON
IN
 
*These securities are directly owned by New Mountain Partners III, L.P.
 
 
 
 
 
Item 1(a).                      Name of Issuer

EverBank Financial Corp, a Delaware corporation (the “Issuer”).
 
Item 1(b).                      Address of Issuer’s Principal Executive Offices
 
501 Riverside Ave., Jacksonville, Florida 32202.
 
Item 2(a).                      Name of Person Filing
 
This statement on Schedule 13G is being filed by New Mountain Investments III, L.L.C., a Delaware limited liability company, New Mountain Partners III, L.P., a Delaware limited partnership (“New Mountain Partners”), New Mountain Capital, L.L.C., a Delaware limited liability company, and Steven B. Klinsky (collectively, the “Reporting Persons”).
 
Item 2(b).                      Address of Principal Business Office or, if none, Residence
 
The principal business office of each of the Reporting Persons is 787 Seventh Avenue, 49th Floor, New York, NY  10019.
 
Item 2(c).                      Citizenship
 
The citizenship of each Reporting Person is set out in Item 4 of its cover page.
 
Item 2(d).                      Title of Class of Securities
 
Common stock, par value $0.01 per share (the “Common Stock”).
 
Item 2(d).                      CUSIP Number
 
29977G102
 
Item 3.
 
Not applicable as this Schedule 13G is filed pursuant to Rule 13d-1(d).
 
Item 4.                            Ownership.
 
The information required by Items 4(a)–(c) is set forth in Rows 5–11 of the cover page for each of the Reporting Persons hereto and is incorporated herein by reference for each of the Reporting Persons.
 
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.
 
1,673,925.04 of the shares of Common Stock reported as owned by New Mountain Partners are held in an escrow account (the “Escrow Account”) for the purpose of satisfying certain indemnification and other obligations related to a prior transaction with the Issuer (the “Escrowed Shares”).  Any dividends paid on 706,849 of the Escrowed Shares are placed into the Escrow Account and any dividends on the remaining Escrowed Shares are paid directly to New Mountain Partners.
 
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.
 
Not Applicable.
 
 
 
 
 
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.
 
 
Date:  February 14, 2013
 
 
NEW MOUNTAIN INVESTMENTS III, L.L.C.
  
     
       
 
By:
/s/ Steven B. Klinsky  
    Name:   
Steven B. Klinsky
  
    Title:  Managing Member   
 
 
 
NEW MOUNTAIN PARTNERS III, L.P.
  
     
       
 
By:
/s/ Steven B. Klinsky  
    Name:   
Steven B. Klinsky
  
    Title:  Managing Member of the GP of New Mountain Partners III, L.P.
 
 
 
NEW MOUNTAIN CAPITAL, L.L.C.
  
     
       
 
By:
/s/ Steven B. Klinsky  
    Name:   
Steven B. Klinsky
  
    Title:  Chief Executive Officer
 
 
 
 
/s/ STEVEN B. KLINSKY
  
 
STEVEN B. KLINSKY
  

EX-99.1 2 js13gex99_1.htm Unassociated Document
 
 
 
 
EXHIBIT 99.1
 
JOINT FILING AGREEMENT
 
The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements.  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 therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate.
 
This Agreement may be executed in counterparts and each of such counterparts taken together shall constitute one and the same instrument.
 
Dated:  February 14, 2013
 
 
 
NEW MOUNTAIN INVESTMENTS III, L.L.C.
  
     
       
 
By:
/s/ Steven B. Klinsky  
    Name:   
Steven B. Klinsky
  
    Title:  Managing Member   
 
 
 
NEW MOUNTAIN PARTNERS III, L.P.
  
     
       
 
By:
/s/ Steven B. Klinsky  
    Name:   
Steven B. Klinsky
  
    Title:  Managing Member of the GP of New Mountain Partners III, L.P.
 
 
 
NEW MOUNTAIN CAPITAL, L.L.C.
  
     
       
 
By:
/s/ Steven B. Klinsky  
    Name:   
Steven B. Klinsky
  
    Title:  Chief Executive Officer
 
 
 
 
/s/ STEVEN B. KLINSKY
  
 
STEVEN B. KLINSKY