RDV Corporation SC 13G

0000905729-11-000206.txt : 20110616 0000905729-11-000206.hdr.sgml : 20110616 20110616153811 ACCESSION NUMBER: 0000905729-11-000206 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20110616 DATE AS OF CHANGE: 20110616 GROUP MEMBERS: JERRY L. TUBERGEN GROUP MEMBERS: RDV CAPITAL MANAGEMENT, L.P. GROUP MEMBERS: RDV CORPORATION SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Guaranty Bancorp CENTRAL INDEX KEY: 0001324410 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 412150446 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-81057 FILM NUMBER: 11915131 BUSINESS ADDRESS: STREET 1: 1331 SEVENTEENTH STREET, SUITE 345 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 303-296-9600 MAIL ADDRESS: STREET 1: 1331 SEVENTEENTH STREET, SUITE 345 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: Centennial Bank Holdings, Inc. DATE OF NAME CHANGE: 20050420 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RDV Corp CENTRAL INDEX KEY: 0001523552 IRS NUMBER: 382977544 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 126 OTTAWA AVENUE, NW STREET 2: SUITE 500 CITY: GRAND RAPIDS STATE: MI ZIP: 49503 BUSINESS PHONE: (616) 454-4114 MAIL ADDRESS: STREET 1: 126 OTTAWA AVENUE, NW STREET 2: SUITE 500 CITY: GRAND RAPIDS STATE: MI ZIP: 49503 SC 13G 1 rdvsc13g_061611.htm RDV CORPORATION SCHEDULE 13G RDV Corporation SC 13G - 06/16/11

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

SCHEDULE 13G
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c)
AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. __)¹

GUARANTY BANCORP

(Name of Issuer)

Voting Common Stock, $.001 par value per share

(Title of Class of Securities)

40075T-10-2

(CUSIP Number)

June 12, 2011

(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)

¹The 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.

The filing of this Schedule shall not be construed as an admission by Chemical Bank (f/k/a Chemical Bank and Trust Company) or Chemical Financial Corporation that it is, for purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, or for any other purposes, the beneficial owner of any securities covered by this schedule.

Page 1 of 10 pages

CUSIP No. 40075T-10-2

13G

Page 2 of 10 Pages

(1)

Names of Reporting Persons

RDV Corporation

(2)

Check the Appropriate Box if a Member of a Group

(a)

[   ]

(b)

[   ]

(3)

SEC Use Only

(4)

Citizenship or Place of Organization

Michigan

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person
With

(5)

Sole Voting Power

4,498,668(1)(3)

(6)

Shared Voting Power

0

(7)

Sole Dispositive Power

4,498,668(1)(3)

(8)

Shared Dispositive Power

42,033(2)(3)

(9)

Aggregate Amount Beneficially Owned by Each Reporting Person

4,540,701(1)(2)(3)

(10)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

[   ]

(11)

Percent of Class Represented by Amount in Row 9

8.02%

(12)

Type of Reporting Person

CO

(1)

Includes shares held by RDV Corporation Supplemental Executive Retirement Trust; RDV Capital Management, L.P.; 196 Investors, LLC; and Harbour Point Investors, LLC.

(2)

Includes shares held by Randall Damstra and Julie Duisterhof.

(3)

Assumes the conversion of shares of Preferred Stock into shares of Voting Common Stock at a conversion price of $1.80 per share.

CUSIP No. 40075T-10-2

13G

Page 3 of 10 Pages

(1)

Names of Reporting Persons

RDV Capital Management, L.P.

(2)

Check the Appropriate Box if a Member of a Group

(a)

[   ]

(b)

[   ]

(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

3,452,500(1)

(6)

Shared Voting Power

0

(7)

Sole Dispositive Power

3,452,500(1)

(8)

Shared Dispositive Power

0

(9)

Aggregate Amount Beneficially Owned by Each Reporting Person

3,452,500(1)

(10)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

[   ]

(11)

Percent of Class Represented by Amount in Row 9

6.09%

(12)

Type of Reporting Person

PN

(1)

Assumes the conversion of shares of Preferred Stock into shares of Voting Common Stock at a conversion price of $1.80 per share.

CUSIP No. 40075T-10-2

13G

Page 4 of 10 Pages

(1)

Names of Reporting Persons

Jerry L. Tubergen

(2)

Check the Appropriate Box if a Member of a Group

(a)

[   ]

(b)

[   ]

(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

5,346,446(1)(3)

(6)

Shared Voting Power

0

(7)

Sole Dispositive Power

5,346,446(1)(3)

(8)

Shared Dispositive Power

42,033(2)(3)

(9)

Aggregate Amount Beneficially Owned by Each Reporting Person

5,388,479(1)(2)(3)

(10)

Check if the Aggregate Amount in Row (9) Excludes Certain Shares

[   ]

(11)

Percent of Class Represented by Amount in Row 9

9.48%

(12)

Type of Reporting Person

IN

(1)

Includes shares held by RDV Corporation Supplemental Executive Retirement Trust; Heritage Capital Management L.P.; RDV Capital Management, L.P.; 196 Investors, LLC; Harbour Point Investors, LLC; and four individual trusts of which Mr. Tubergen serves as trustee.

(2)

Includes shares held by Randall Damstra and Julie Duisterhof.

(3)

Assumes the conversion of shares of Preferred Stock into shares of Voting Common Stock at a conversion price of $1.80 per share.

CUSIP No. 40075T-10-2

13G

Page 5 of 10 Pages

Item 1(a).

Name of Issuer:

Guaranty Bancorp

Item 1(b).

Address of Issuer's Principal Executive Offices:

1331 Seventeenth Street
Suite 345
Denver, Colorado 80202

Item 2(a).

Name of Person Filing:

RDV Corporation
RDV Capital Management, L.P.
Jerry L. Tubergen

Item 2(b).

Address of Principal Business Office or, if none, Residence:

126 Ottawa Avenue, NW
Suite 500
Grand Rapids, Michigan 49503

Item 2(c).

Citizenship:

State of Michigan
State of Delaware
United States of America

Item 2(d).

Title of Class of Securities:

Voting Common Stock, $.001 par value per share

Item 2(e).

CUSIP Number:

40075T-10-2

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 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

An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)

o

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

(j)

o

A 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)(K).

CUSIP No. 40075T-10-2

13G

Page 6 of 10 Pages

Item 4.

Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. For RDV Corporation:

(a)	Amount Beneficially Owned:		4,540,701 shares(1)(2)(3)

(b)	Percent of Class:		8.02%

(c)	Number of shares as to which such person has:

	(i)	Sole power to vote or to direct the vote	4,498,668 shares(1)(3)

	(ii)	Shared power to vote or to direct the vote	0 shares

	(iii)	Sole power to dispose or to direct the disposition of	4,498,668 shares(1)(3)

	(iv)	Shared power to dispose or to direct the disposition of	42,033 shares(2)(3)

(1)	Includes shares held by RDV Corporation Supplemental Executive Retirement Trust; RDV Capital Management, L.P.; 196 Investors, LLC; and Harbour Point Investors, LLC.
(2)	Includes shares held by Randall Damstra and Julie Duisterhof.
(3)	Assumes the conversion of shares of Preferred Stock into shares of Voting Common Stock at a conversion price of $1.80 per share.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. For RDV Capital Management, L.P.:

(a)	Amount Beneficially Owned:		3,452,500 shares(1)

(b)	Percent of Class:		6.09%

(c)	Number of shares as to which such person has:

	(i)	Sole power to vote or to direct the vote	3,452,500 shares(1)

	(ii)	Shared power to vote or to direct the vote	0 shares

	(iii)	Sole power to dispose or to direct the disposition of	3,452,500 shares(1)

	(iv)	Shared power to dispose or to direct the disposition of	0 shares

(1)	Assumes the conversion of shares of Preferred Stock into shares of Voting Common Stock at a conversion price of $1.80 per share.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. For Jerry L. Tubergen:

(a)	Amount Beneficially Owned:		5,388,479 shares(1)(2)(3)

(b)	Percent of Class:		9.48%

(c)	Number of shares as to which such person has:

	(i)	Sole power to vote or to direct the vote	5,346,446 shares(1)(3)

	(ii)	Shared power to vote or to direct the vote	0 shares

	(iii)	Sole power to dispose or to direct the disposition of	5,346,446 shares(1)(3)

	(iv)	Shared power to dispose or to direct the disposition of	42,033 shares(2)(3)

(1)	Includes shares held by RDV Corporation; RDV Corporation Supplemental Executive Retirement Trust; Heritage Capital Management L.P.; RDV Capital Management, L.P.; 196 Investors, LLC; Harbour Point Investors, LLC; and four individual trusts of which Mr. Tubergen serves as trustee.
(2)	Includes shares held by Randall Damstra and Julie Duisterhof.
(3)	Assumes the conversion of shares of Preferred Stock into shares of Voting Common Stock at a conversion price of $1.80 per share.

CUSIP No. 40075T-10-2

13G

Page 7 of 10 Pages

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.

RDV Corporation and RDV Captial Management, L.P. have the right to receive, or the power to direct the receipt of, dividends from or the proceeds from the sale of securities beneficially owned by Jerry L. Tubergen. RDV Capital Management, L.P. has the right to receive, or the power to direct the receipt of, dividends from or the proceeds from the sale of securities beneficially owned by RDV Corporation.

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.

Not Applicable

Item 9.

Notice of Dissolution of Group.

Not Applicable

Item 10.

Certifications.

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.

CUSIP No. 40075T-10-2

13G

Page 8 of 10 Pages

SIGNATURE

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.

June 14, 2011

RDV CORPORATION



By:	/s/ Jerry L. Tubergen
	Jerry L. Tubergen, President

CUSIP No. 40075T-10-2

13G

Page 9 of 10 Pages

SIGNATURE

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.

June 14, 2011

RDV CAPITAL MANAGEMENT, L.P. By: RDV Corporation, its General Partner



By:	/s/ Jerry L. Tubergen
	Jerry L. Tubergen, President

CUSIP No. 40075T-10-2

13G

Page 10 of 10 Pages

SIGNATURE

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.

June 14, 2011



/s/ Jerry L. Tubergen
Jerry L. Tubergen

EX-99.1 2 rdvex991_061611.htm RDV CORPORATION EXHIBIT 99.1 TO SCHEDULE 13G RDV Corporation Exhibit 99.1 to SC 13G - 06/16/11

EXHIBIT 99.1

JOINT FILING AGREEMENT

Pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned beneficial owners of shares of Guaranty Bancorp ("Guaranty") hereby agree to file with the Securities and Exchange Commission joint Schedules 13G and any amendments thereto with respect to the Guaranty Preferred Stock and Voting Common Stock owned by them. The undersigned agree that such filings are filed on behalf of each and all of them. Each of the undersigned agrees that it shall be responsible for the accuracy and completeness of the information concerning it contained in such filings.

This agreement may be executed in any number of counterparts, which taken together shall constitute one and the same document.

[Signatures on Next Page]

Dated: June 14, 2011

RDV CORPORATION

By:

/s/ Jerry L. Tubergen

Jerry L. Tubergen, President

Dated: June 14, 2011

RDV CAPITAL MANAGEMENT, L.P.

By RDV Corporation, its General Partner

By:

/s/ Jerry L. Tubergen

Jerry L. Tubergen, President

Dated: June 14, 2011

/s/ Jerry L. Tubergen

Jerry L. Tubergen

(2)	Check the Appropriate Box if a Member of a Group
		(a)	[ ]
		(b)	[ ]

Number of Shares Beneficially Owned by Each Reporting Person With	(5)	Sole Voting Power	4,498,668(1)(3)


	(6)	Shared Voting Power	0


	(7)	Sole Dispositive Power	4,498,668(1)(3)


	(8)	Shared Dispositive Power	42,033(2)(3)

(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	4,540,701(1)(2)(3)

(10)	Check if the Aggregate Amount in Row (9) Excludes Certain Shares	[ ]

Number of Shares Beneficially Owned by Each Reporting Person With	(5)	Sole Voting Power	3,452,500(1)


	(6)	Shared Voting Power	0


	(7)	Sole Dispositive Power	3,452,500(1)


	(8)	Shared Dispositive Power	0

(4)	Citizenship or Place of Organization

	United States of America

Number of Shares Beneficially Owned by Each Reporting Person With	(5)	Sole Voting Power	5,346,446(1)(3)


	(6)	Shared Voting Power	0


	(7)	Sole Dispositive Power	5,346,446(1)(3)


	(8)	Shared Dispositive Power	42,033(2)(3)

(9)	Aggregate Amount Beneficially Owned by Each Reporting Person

	5,388,479(1)(2)(3)

Item 1(a).	Name of Issuer:

	Guaranty Bancorp

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

	1331 Seventeenth Street Suite 345 Denver, Colorado 80202

Item 2(a).	Name of Person Filing:

	RDV Corporation RDV Capital Management, L.P. Jerry L. Tubergen

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

	126 Ottawa Avenue, NW Suite 500 Grand Rapids, Michigan 49503

Item 2(c).	Citizenship:

	State of Michigan State of Delaware United States of America

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

	Voting Common Stock, $.001 par value per share

Item 2(e).	CUSIP Number:

	40075T-10-2

Item 3.	If this statement is filed pursuant to Rule 13d-1(b), or 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	An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)	o	An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)	o	A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)	o	A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)	o	A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

(j)	o	A 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)(K).

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.

	RDV Corporation and RDV Captial Management, L.P. have the right to receive, or the power to direct the receipt of, dividends from or the proceeds from the sale of securities beneficially owned by Jerry L. Tubergen. RDV Capital Management, L.P. has the right to receive, or the power to direct the receipt of, dividends from or the proceeds from the sale of securities beneficially owned by RDV Corporation.

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.

	Not Applicable

Item 9.	Notice of Dissolution of Group.

	Not Applicable

Item 10.	Certifications.

	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.

Dated: June 14, 2011	RDV CORPORATION


	By:	/s/ Jerry L. Tubergen
		Jerry L. Tubergen, President

Dated: June 14, 2011	RDV CAPITAL MANAGEMENT, L.P.
	By RDV Corporation, its General Partner


	By:	/s/ Jerry L. Tubergen
		Jerry L. Tubergen, President