0000897069-14-000353.txt : 20140812 0000897069-14-000353.hdr.sgml : 20140812 20140811162902 ACCESSION NUMBER: 0000897069-14-000353 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20140811 DATE AS OF CHANGE: 20140811 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LNB BANCORP INC CENTRAL INDEX KEY: 0000737210 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 341406303 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-58535 FILM NUMBER: 141030945 BUSINESS ADDRESS: STREET 1: 457 BROADWAY CITY: LORAIN STATE: OH ZIP: 44052-1769 BUSINESS PHONE: 440-244-6000 MAIL ADDRESS: STREET 1: 457 BROADWAY CITY: LORAIN STATE: OH ZIP: 44052-1769 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PL Capital, LLC CENTRAL INDEX KEY: 0001518768 IRS NUMBER: 364050713 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 47 EAST CHICAGO AVENUE, SUITE 336 CITY: NAPERVILLE STATE: IL ZIP: 60540 BUSINESS PHONE: 630-848-1340 MAIL ADDRESS: STREET 1: 47 EAST CHICAGO AVENUE, SUITE 336 CITY: NAPERVILLE STATE: IL ZIP: 60540 SC 13D 1 cg427.htm cg427.htm
 
CUSIP No. 502100100
Page 1 of  20 Pages




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13D

Under the Securities Exchange Act of 1934





LNB BANCORP, INC.
(Name of Issuer)

Common Stock, $1.00 par value
(Title of Class of Securities)


502100100
(CUSIP Number)

Mr. Richard J. Lashley
PL Capital, LLC
67 Park Place East
Suite 675
Morristown, NJ  07960
(973) 539-5400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

August 1, 2014
(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 £.

 
 
 
CUSIP No. 502100100
Page 2 of  20 Pages



1
NAME OF REPORTING PERSON
PL Capital, LLC
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)      T
(b)      £
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
0
  
8
SHARED VOTING POWER
414,360
  
9
SOLE DISPOSITIVE POWER
0
  
10
SHARED DISPOSITIVE POWER
414,360
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
414,360
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.3%
  
14
TYPE OF REPORTING PERSON
OO
  


 
 
 
CUSIP No. 502100100
Page 3 of  20 Pages



1
NAME OF REPORTING PERSON
Financial Edge Fund, L.P.
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)      T
(b)      £
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
WC, OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
0
  
8
SHARED VOTING POWER
262,429
  
9
SOLE DISPOSITIVE POWER
0
  
10
SHARED DISPOSITIVE POWER
262,429
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
262,429
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.7%
  
14
TYPE OF REPORTING PERSON
PN
  


 
 
 
CUSIP No. 502100100
Page 4 of  20 Pages



1
NAME OF REPORTING PERSON
Financial Edge—Strategic Fund, L.P.
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)      T
(b)      £
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
WC, OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
0
  
8
SHARED VOTING POWER
105,118
  
9
SOLE DISPOSITIVE POWER
0
  
10
SHARED DISPOSITIVE POWER
105,118
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
105,118
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.1%
  
14
TYPE OF REPORTING PERSON
PN
  


 
 
 
CUSIP No. 502100100
Page 5 of  20 Pages



1
NAME OF REPORTING PERSON
PL Capital/Focused Fund, L.P.
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)      T
(b)      £
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
WC, OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
0
  
8
SHARED VOTING POWER
46,813
  
9
SOLE DISPOSITIVE POWER
0
  
10
SHARED DISPOSITIVE POWER
46,813
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
46,813
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.5%
  
14
TYPE OF REPORTING PERSON
PN
  


 
 
 
CUSIP No. 502100100
Page 6 of  20 Pages



1
NAME OF REPORTING PERSON
Goodbody/PL Capital, L.P.
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)      T
(b)      £
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
WC, OO
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
0
  
8
SHARED VOTING POWER
90,590
  
9
SOLE DISPOSITIVE POWER
0
  
10
SHARED DISPOSITIVE POWER
90,590
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
90,590
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.9%
  
14
TYPE OF REPORTING PERSON
PN
  


 
 
 
CUSIP No. 502100100
Page 7 of  20 Pages



1
NAME OF REPORTING PERSON
Goodbody/PL Capital, LLC
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)      T
(b)      £
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
0
  
8
SHARED VOTING POWER
90,590
  
9
SOLE DISPOSITIVE POWER
0
  
10
SHARED DISPOSITIVE POWER
90,590
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
90,590
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.9%
  
14
TYPE OF REPORTING PERSON
OO
  


 
 
 
CUSIP No. 502100100
Page 8 of  20 Pages



1
NAME OF REPORTING PERSON
PL Capital Advisors, LLC
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)      T
(b)      £
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
0
  
8
SHARED VOTING POWER
504,950
  
9
SOLE DISPOSITIVE POWER
0
  
10
SHARED DISPOSITIVE POWER
504,950
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
504,950
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2%
  
14
TYPE OF REPORTING PERSON
OO
  


 
 
 
CUSIP No. 502100100
Page 9 of  20 Pages



1
NAME OF REPORTING PERSON
John W. Palmer
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)      T
(b)      £
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
0
  
8
SHARED VOTING POWER
504,950
  
9
SOLE DISPOSITIVE POWER
0
  
10
SHARED DISPOSITIVE POWER
504,950
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
504,950
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2%
  
14
TYPE OF REPORTING PERSON
IN
  


 
 
 
CUSIP No. 502100100
Page 10 of  20 Pages



1
NAME OF REPORTING PERSON
Richard J. Lashley
  
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
 
(a)      T
(b)      £
3
SEC USE ONLY
  
4
SOURCE OF FUNDS
 
  
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
£
6
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
  
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
0
  
8
SHARED VOTING POWER
504,950
  
9
SOLE DISPOSITIVE POWER
0
  
10
SHARED DISPOSITIVE POWER
504,950
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
504,950
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
T
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2%
  
14
TYPE OF REPORTING PERSON
IN
  


 
 
 
CUSIP No. 502100100
Page 11 of  20 Pages


Item 1.
Security and Issuer

This initial Schedule 13D relates to the common stock, $1.00 par value (“Common Stock”), of LNB Bancorp, Inc. (the “Company”).  The address of the principal executive offices of the Company is 457 Broadway, Lorain, OH 44052.
 
Item 2.
Identity and Background

This initial Schedule 13D is being filed jointly by the parties identified below.  All of the filers of this Schedule 13D are collectively referred to herein as the “PL Capital Group.”  The joint filing agreement of the members of the PL Capital Group is attached as Exhibit 1 to this Schedule 13D.
 
●   
Financial Edge Fund, L.P., a Delaware limited partnership (“Financial Edge Fund”);
 
●   
Financial Edge-Strategic Fund, L.P., a Delaware limited partnership (“Financial Edge Strategic”);
 
●   
PL Capital/Focused Fund, L.P., a Delaware limited partnership (“Focused Fund”);
 
●   
 PL Capital, LLC, a Delaware limited liability company (“PL Capital”) and General Partner of Financial Edge Fund, Financial Edge Strategic and Focused Fund;
 
●   
PL Capital Advisors, LLC, a Delaware limited liability company (“PL Capital Advisors”), and the investment advisor to Financial Edge Fund, Financial Edge Strategic, Goodbody/PL Capital, L.P. and Focused Fund;
 
●   
Goodbody/PL Capital, L.P., a Delaware limited partnership (“Goodbody/PL LP”);
 
●   
Goodbody/PL Capital, LLC (“Goodbody/PL LLC”), a Delaware limited liability company and General Partner of Goodbody/PL LP;
 
●   
John W. Palmer and Richard J. Lashley, as Managing Members of PL Capital, PL Capital Advisors and Goodbody/PL LLC.
 
(a)-(c)             This statement is filed by Mr. John W. Palmer and Mr. Richard J. Lashley, with respect to the shares of Common Stock beneficially owned by them, as follows:
 
 
(1)
shares of Common Stock held in the name of Financial Edge Fund, Financial Edge Strategic, and Focused Fund, in Mr. Palmer’s and Mr. Lashley’s capacity as Managing Members of (A) PL Capital: the General Partner of Financial Edge Fund, Financial Edge Strategic and Focused Fund; and (B) PL Capital Advisors: the investment advisor for Financial Edge Fund, Financial Edge Strategic and Focused Fund;

 
 
 
CUSIP No. 502100100
Page 12 of  20 Pages

 
 
(2)
shares of Common Stock held in the name of Goodbody/PL LP, in Mr. Palmer’s and Mr. Lashley’s capacity as Managing Members of (A) Goodbody/PL LLC: the General Partner of Goodbody/PL LP; and (B) PL Capital Advisors: the investment advisor for Goodbody/PL LP.

The business address of Financial Edge Fund, Financial Edge Strategic, Focused Fund, PL Capital, PL Capital Advisors, Goodbody/PL LP, Goodbody/PL LLC, Mr. Palmer and Mr. Lashley is:  c/o PL Capital, 47 E. Chicago Avenue, Suite 336, Naperville, Illinois 60540.  Each of Financial Edge Fund, Financial Edge Strategic, Focused Fund, PL Capital, Goodbody/PL LP, PL Capital Advisors and Goodbody/PL LLC are engaged in various interests, including investments.
 
The principal employment of Messrs. Palmer and Lashley is investment management with each of PL Capital, PL Capital Advisors and Goodbody/PL LLC.
 
(d)           During the past five years, no member of the PL Capital Group has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
 
(e)           During the past five years, no member of the PL Capital Group has been a 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)           All of the individuals who are members of the PL Capital Group are citizens of the United States.
 
Item 3.
Source and Amount of Funds or Other Consideration

In aggregate, the PL Capital Group owns 504,950 shares of Common Stock of the Company acquired at an aggregate cost of $5,803,355.
 
From time to time, members of the PL Capital Group may purchase Common Stock on margin provided by BNP Paribas Prime Brokerage Inc. (“BNP Paribas”) on such firms’ usual terms and conditions.  All or part of the shares of Common Stock owned by members of the PL Capital Group may from time to time be pledged with one or more banking institutions or brokerage firms as collateral for loans made by such entities to members of the PL Capital Group.  Such loans, if any, generally bear interest at a rate based upon the federal funds rate plus a margin.  Such indebtedness, if any, may be refinanced with other banks or broker-dealers.  As of the date of this filing, the Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL LP each have margin loans from BNP Paribas secured by Common Stock.
 
The amount of funds expended by Financial Edge Fund to acquire the 262,429 shares of Common Stock it holds in its name is $3,012,861.  Such funds were provided from Financial Edge Fund’s available capital and from time to time by margin loans provided by BNP Paribas.
 

 
 
 
CUSIP No. 502100100
Page 13 of  20 Pages

 
The amount of funds expended by Financial Edge Strategic to acquire the 105,118 shares of Common Stock it holds in its name is $1,203,919.  Such funds were provided from Financial Edge Strategic’s available capital and from time to time by margin loans provided by BNP Paribas.
 
The amount of funds expended by Focused Fund to acquire the 46,813 shares of Common Stock it holds in its name is $533,730.  Such funds were provided from Focused Fund’s available capital and from time to time by margin loans provided by BNP Paribas.
 
The amount of funds expended by Goodbody/PL LP to acquire the 90,590 shares of Common Stock it holds in its name is $1,052,845.  Such funds were provided from Goodbody/PL LP’s available capital and from time to time by margin loans provided by BNP Paribas.
 
Item 4.
Purpose of Transaction

This is the PL Capital Group’s initial Schedule 13D filing.  In the aggregate, the PL Capital Group owns 5.2% of the Company’s Common Stock, based upon the Company’s outstanding shares as of August 8, 2014.  The PL Capital Group acquired the Common Stock because it believes the Common Stock is undervalued.  PL Capital’s intent is to monitor the performance of the Company and the actions of the Company’s management and board, and where needed, to assert the PL Capital Group’s stockholder rights.

Unless otherwise noted in this Schedule 13D, no member of the PL Capital Group has any plans or proposals, which relate to, or would result in, any of the matters referred to in paragraphs (b) through (j), inclusive of Item (4) of Schedule 13D.  Such individuals may, at any time and from time to time, review or reconsider their positions and formulate plans or proposals with respect thereto.  Members of the PL Capital Group may make further purchases of shares of Common Stock, although the PL Capital Group has no present intention of increasing PL Capital Group’s aggregate holdings above 9.999% of the Company’s outstanding Common Stock.  Members of the PL Capital Group may dispose of any or all the shares of Common Stock held by them.
 
Item 5.
Interest in Securities of the Company

The percentages used in this Schedule 13D are calculated based upon the number of outstanding shares of Common Stock, 9,664,972, reported as the number of outstanding shares as of August 8, 2014, in the Company’s Quarterly Report on Form 10-Q filed on August 8, 2014.
 
The PL Capital Group made transactions in the Common Stock within the past 60 days as noted below:
 
(A)
Financial Edge Fund

(a)-(b)           See cover page.

 
 
 
CUSIP No. 502100100
Page 14 of  20 Pages

 
 
(c)
Financial Edge Fund made the following purchases (and no sales) of Common Stock in the past 60 days:

Trade Date
Number of Shares Purchased
Price per Share
Where and How Transaction Effected
06/12/2014
7,026
 $    11.25
Open Market Purchase
06/13/2014
6,500
 $    11.14
Open Market Purchase
06/16/2014
13,500
 $    11.10
Open Market Purchase
06/19/2014
3,426
 $    11.09
Open Market Purchase
07/07/2014
6,100
 $    12.12
Open Market Purchase
07/09/2014
7,000
 $    12.05
Open Market Purchase
07/15/2014
57,000
 $    12.18
Open Market Purchase
07/16/2014
1,800
 $    12.19
Open Market Purchase
07/23/2014
900
 $    12.13
Open Market Purchase
07/24/2014
4,700
 $    12.09
Open Market Purchase
07/25/2014
1,861
 $    12.02
Open Market Purchase
07/30/2014
3,000
 $    12.14
Open Market Purchase
07/31/2014
2,000
 $    12.09
Open Market Purchase
08/01/2014
4,100
 $    12.09
Open Market Purchase
08/01/2014
6,500
 $    12.10
Open Market Purchase
08/05/2014
498
 $    12.14
Open Market Purchase

 
(d)
Because Messrs. Palmer and Lashley are the Managing Members of PL Capital, the general partner of Financial Edge Fund, they have the power to direct the affairs of Financial Edge Fund, including the voting and disposition of shares of Common Stock held in the name of Financial Edge Fund.  Mr. Palmer and Mr. Lashley are also the Managing Members of PL Capital Advisors, the investment advisor of Financial Edge Fund.  Therefore, Mr. Palmer and Mr. Lashley are deemed to share voting and disposition power with Financial Edge Fund with regard to those shares of Common Stock.

(B)
Financial Edge Strategic

(a)-(b)           See cover page.

 
(c)
Financial Edge Strategic made the following purchases (and no sales) of Common Stock in the past 60 days:

Trade Date
Number of Shares Purchased
Price per Share
Where and How Transaction Effected
06/13/2014
3,000
$    11.14
Open Market Purchase
06/16/2014
4,500
$    11.10
Open Market Purchase
07/07/2014
2,400
$    12.12
Open Market Purchase
07/09/2014
2,300
$    12.05
Open Market Purchase
07/15/2014
23,000
$    12.18
Open Market Purchase
07/24/2014
2,500
$    12.15
Open Market Purchase
07/28/2014
100
$    12.01
Open Market Purchase
07/30/2014
1,600
$    12.14
Open Market Purchase
08/01/2014
2,090
$    12.09
Open Market Purchase
08/01/2014
2,100
$    12.10
Open Market Purchase
 
 
 
 
CUSIP No. 502100100
Page 15 of  20 Pages

 
 
(d)
Because Messrs. Palmer and Lashley are the Managing Members of PL Capital, the general partner of Financial Edge Strategic, they have the power to direct the affairs of Financial Edge Strategic, including the voting and disposition of shares of Common Stock held in the name of Financial Edge Strategic.  Mr. Palmer and Mr. Lashley are also the Managing Members of PL Capital Advisors, the investment advisor of Financial Edge Strategic.  Therefore, Mr. Palmer and Mr. Lashley are deemed to share voting and disposition power with Financial Edge Strategic with regard to those shares of Common Stock.

(C)
Focused Fund

(a)-(b)           See cover page.

 
(c)
Focused Fund made the following purchases (and no sales) of Common Stock in the past 60 days:
 
Trade Date
Number of Shares Purchased
Price per Share
Where and How Transaction Effected
06/13/2014
1,200
 $    11.14
Open Market Purchase
06/16/2014
2,500
 $    11.10
Open Market Purchase
06/18/2014
663
 $    11.10
Open Market Purchase
07/07/2014
1,200
 $    12.12
Open Market Purchase
07/09/2014
1,200
 $    12.05
Open Market Purchase
07/15/2014
10,400
 $    12.18
Open Market Purchase
08/01/2014
900
 $    12.10
Open Market Purchase
 
 
(d)
Because Messrs. Palmer and Lashley are the Managing Members of PL Capital, the general partner of Focused Fund, they have the power to direct the affairs of Focused Fund, including the voting and disposition of shares of Common Stock held in the name of Focused Fund.  Mr. Palmer and Mr. Lashley are also the Managing Members of PL Capital Advisors, the investment advisor of Focused Fund. Therefore, Mr. Palmer and Mr. Lashley are deemed to share voting and dispositive power with Focused Fund with regard to those shares of Common Stock.
 
(D)
Goodbody/PL LP

(a)-(b)           See cover page.

 
 
 
CUSIP No. 502100100
Page 16 of  20 Pages

 
 
(c)
Goodbody/PL LP made the following purchases (and no sales) of Common Stock in the past 60 days:
 
Trade Date
Number of Shares Purchased
Price per Share
Where and How Transaction Effected
06/12/2014
2,500
 $    11.25
Open Market Purchase
06/13/2014
2,157
 $    11.14
Open Market Purchase
06/16/2014
4,500
 $    11.10
Open Market Purchase
07/07/2014
2,300
 $    12.12
Open Market Purchase
07/08/2014
9,166
 $    12.10
Open Market Purchase
07/09/2014
3,000
 $    12.05
Open Market Purchase
07/15/2014
19,600
 $    12.18
Open Market Purchase
07/24/2014
2,500
 $    12.15
Open Market Purchase
07/30/2014
1,392
 $    12.14
Open Market Purchase
08/01/2014
2,000
 $    12.09
Open Market Purchase
08/01/2014
2,500
 $    12.10
Open Market Purchase
08/04/2014
2,175
 $    12.12
Open Market Purchase

 
(d)
Goodbody/PL LLC is the general partner of Goodbody/PL LP.  Because Messrs. Palmer and Lashley are the Managing Members of Goodbody/PL LLC, they have the power to direct the affairs of Goodbody/PL LP.  Mr. Palmer and Mr. Lashley are also the Managing Members of PL Capital Advisors, the investment advisor of Goodbody/PL LP. Therefore, Goodbody/PL LLC may be deemed to share with Messrs. Palmer and Lashley voting and disposition power with regard to the shares of Common Stock held by Goodbody/PL LP.
 
(E)           PL Capital

(a)-(b)           See cover page.

 
(c)
PL Capital has made no purchases or sales of Common Stock directly.

 
(d)
PL Capital is the general partner of Financial Edge Fund, Financial Edge Strategic and Focused Fund.  Because Messrs. Palmer and Lashley are the Managing Members of PL Capital, they have the power to direct the affairs of PL Capital.  Therefore, PL Capital may be deemed to share with Mr. Palmer and Mr. Lashley voting and dispositive power with regard to the shares of Common Stock held by Financial Edge Fund, Financial Edge Strategic and Focused Fund.

(F)           PL Capital Advisors

(a)-(b)           See cover page.

 
(c)
PL Capital Advisors has made no purchases or sales of Common Stock directly.

 
 
 
CUSIP No. 502100100
Page 17 of  20 Pages

 
 
(d)
PL Capital Advisors is the investment advisor to Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL LP.  Because they are the Managing Members of PL Capital Advisors, Mr. Palmer and Mr. Lashley have the power to direct the affairs of PL Capital Advisors.  Therefore, PL Capital Advisors may be deemed to share with Mr. Palmer and Mr. Lashley voting and dispositive power with regard to the shares of Common Stock held by Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL LP.

(G)           Goodbody/PL LLC

(a)-(b)           See cover page.

 
(c)
Goodbody/PL LLC has made no purchases or sales of Common Stock directly.

 
(d)
Goodbody/PL LLC is the general partner of Goodbody/PL LP.  Because Messrs. Palmer and Lashley are the Managing Members of Goodbody/PL LLC, they have the power to direct the affairs of Goodbody/PL LLC.  Therefore, Goodbody/PL LLC may be deemed to share with Messrs. Palmer and Lashley voting and disposition power with regard to the shares of Common Stock held by Goodbody/PL LP.

(H)           Mr. John W. Palmer

(a)-(b)           See cover page.

 
(c)
Mr. Palmer did not purchase or sell shares of Common Stock during the past 60 days.

(I)           Richard J. Lashley

(a)-(b)           See cover page.

 
(c)
Mr. Lashley did not purchase or sell shares of Common Stock during the past 60 days.


 
 
 
CUSIP No. 502100100
Page 18 of  20 Pages

 
Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Company.

With respect to Financial Edge Fund, Financial Edge Strategic and Focused Fund, PL Capital is entitled to an allocation of a portion of profits, if any.  With respect to Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL LP, PL Capital Advisors is entitled to a management fee based upon a percentage of total capital.  With respect to Goodbody/PL LP, Goodbody/PL LLC is entitled to an allocation of a portion of profits, if any.
 
Other than the foregoing arrangements and relationships and the Joint Filing Agreement filed as Exhibit 1 to this initial Schedule 13D, there are no contracts, arrangements, understandings or relationships among the persons named in Item 2 hereof and between such persons and any person with respect to any securities of the Company.
 
Item 7.
Material to be Filed as Exhibits

Exhibit No.
Description
   
1
Joint Filing Agreement

 
 
 
CUSIP No. 502100100
Page 19 of  20 Pages

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:           August 8, 2014
 
FINANCIAL EDGE FUND, L.P.
 
By:           PL CAPITAL, LLC
General Partner
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
FINANCIAL EDGE-STRATEGIC FUND, L.P.
 
By:           PL CAPITAL, LLC
General Partner
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
PL CAPITAL/FOCUSED FUND, L.P.
 
By:           PL CAPITAL, LLC
General Partner
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
GOODBODY/PL CAPITAL, L.P.
 
By:           GOODBODY/PL CAPITAL, LLC
General Partner
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
 
 
 
 
CUSIP No. 502100100
Page 20 of  20 Pages



GOODBODY/PL CAPITAL, LLC
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
PL CAPITAL ADVISORS, LLC
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
PL CAPITAL, LLC
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 

 
By:           /s/ John W. Palmer                                
John W. Palmer
 
 
By:           /s/ Richard J. Lashley                                           
Richard J. Lashley
 

EX-1 2 cg427a.htm cg427a.htm
EXHIBIT 1
 
JOINT FILING AGREEMENT
 
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13D to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned.
 
Date:           August 8, 2014


FINANCIAL EDGE FUND, L.P.
 
By:           PL CAPITAL, LLC
General Partner
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
FINANCIAL EDGE-STRATEGIC FUND, L.P.
 
By:           PL CAPITAL, LLC
General Partner
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
PL CAPITAL/FOCUSED FUND, L.P.
 
By:           PL CAPITAL, LLC
General Partner
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 

 
 
 


GOODBODY/PL CAPITAL, L.P.
 
By:           GOODBODY/PL CAPITAL, LLC
General Partner
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
GOODBODY/PL CAPITAL, LLC
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
PL CAPITAL ADVISORS, LLC
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                               Managing Member
 
PL CAPITAL, LLC
 
 
By:           /s/ John W. Palmer                                /s/ Richard J. Lashley                                           
John W. Palmer                                                      Richard J. Lashley
Managing Member                                              Managing Member
   

 
By:           /s/ John W. Palmer                                
John W. Palmer
 
 
By:           /s/ Richard J. Lashley                                           
Richard J. Lashley
 


 

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