-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BN7u9llR6L9wwi8TEl8wDHwjuelo1zgiyBshABykixMipgsrcZRZ3f07ogb9MexT SorVpV42eNgW8MMN6otXfg== 0000893750-08-000067.txt : 20080214 0000893750-08-000067.hdr.sgml : 20080214 20080213195012 ACCESSION NUMBER: 0000893750-08-000067 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIRSTFED FINANCIAL CORP CENTRAL INDEX KEY: 0000810536 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 954087449 STATE OF INCORPORATION: DE FISCAL YEAR END: 0110 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-38787 FILM NUMBER: 08607349 BUSINESS ADDRESS: STREET 1: 401 WILSHIRE BOULEVARD CITY: SANTA MONICA STATE: CA ZIP: 90401-1490 BUSINESS PHONE: 3103196000 MAIL ADDRESS: STREET 1: 401 WILSHIRE BOULEVARD CITY: SANTA MONICA STATE: CA ZIP: 90401 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Blackstone Kailix Advisors L.L.C. CENTRAL INDEX KEY: 0001387226 IRS NUMBER: 205129814 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: 212-583-5748 MAIL ADDRESS: STREET 1: 345 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10154 SC 13G 1 sch13g.htm SCHEDULE 13G Schedule 13-G






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

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.  )*

FirstFed Financial Corp.

(Name of Issuer)

Common Stock, Par Value $.01 Per Share

(Title of Class of Securities)

337907109

(CUSIP Number)

December 31, 2007

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[X]  Rule 13d-1(b)

[  ]  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 on 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).



Page 1 of 13 Pages

Exhibit Index:  Page 12









CUSIP No. 337907109

13G

Page 2 of 13 Pages


1.

Name of Reporting Person:  

 

Blackstone Kailix Advisors 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:  735,000

 

 

6.

Shared Voting Power:  0

 

 

7.

Sole Dispositive Power:  735,000

 

 

8.

Shared Dispositive Power:  0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person:  735,000

 

 

10.

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

[  ]

 

11.

Percent of Class Represented by Amount in Row (9):  5.4%

 

 

12.

Type of Reporting Person (See Instructions):  OO

 

 









CUSIP No. 337907109

13G

Page 3 of 13 Pages


1.

Name of Reporting Person:  

 

Manish Mittal

 

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

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

Sole Voting Power:  735,000

 

 

6.

Shared Voting Power:  0

 

 

7.

Sole Dispositive Power:  735,000

 

 

8.

Shared Dispositive Power:  0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person:  735,000

 

 

10.

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

[  ]

 

11.

Percent of Class Represented by Amount in Row (9):  5.4%

 

 

12.

Type of Reporting Person (See Instructions):  IN

 

 









CUSIP No. 337907109

13G

Page 4 of 13 Pages


1.

Name of Reporting Person:  

 

Blackstone L/S Advisors 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:  735,000

 

 

6.

Shared Voting Power:  0

 

 

7.

Sole Dispositive Power:  735,000

 

 

8.

Shared Dispositive Power:  0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person:  735,000

 

 

10.

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

[  ]

 

11.

Percent of Class Represented by Amount in Row (9):  5.4%

 

 

12.

Type of Reporting Person (See Instructions):  OO

 

 










CUSIP No. 337907109

13G

Page 5 of 13 Pages


1.

Name of Reporting Person:  

 

Peter G. Peterson

 

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

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

Sole Voting Power:  0

 

 

6.

Shared Voting Power:  735,000

 

 

7.

Sole Dispositive Power:  0

 

 

8.

Shared Dispositive Power:  735,000

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person:  735,000

 

 

10.

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

[  ]

 

11.

Percent of Class Represented by Amount in Row (9):  5.4%

 

 

12.

Type of Reporting Person (See Instructions):  IN

 

 










CUSIP No. 337907109

13G

Page 6 of 13 Pages


1.

Name of Reporting Person:  

 

Stephen A. Schwarzman

 

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

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

Sole Voting Power:  0

 

 

6.

Shared Voting Power:  735,000

 

 

7.

Sole Dispositive Power:  0

 

 

8.

Shared Dispositive Power:  735,000

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person:  735,000

 

 

10.

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

[  ]

 

11.

Percent of Class Represented by Amount in Row (9):  5.4%

 

 

12.

Type of Reporting Person (See Instructions):  IN

 

 







Page 7 of 13 Pages


Item 1(a).

Name of Issuer:

FirstFed Financial Corp. (the “Issuer”)

 

Item 1(b).

Address of Issuer’s Principal Executive Offices:

401 Wilshire Boulevard, Santa Monica, California 90401

 

Item 2(a).

Name of Person Filing:

This Schedule 13G is filed by:

 

(i)

Blackstone Kailix Advisors L.L.C.;

 

(ii)

Mr. Manish Mittal;

 

(iii)

Blackstone L/S Advisors L.L.C.;

 

(iv)

Mr. Peter G. Peterson; and

 

(v)

Mr. Stephen A. Schwarzman (collectively, the “Reporting Persons”).

 

This statement relates to Shares (as defined herein) held by Blackstone Kailix Holdings L.P., a Cayman Islands exempted limited partnership, and by Blackstone Kailix Fund L.P., a Delaware limited partnership (together, the “Funds”).  Blackstone Kailix Advisors L.L.C. serves as the investment advisor to each of the Funds.  Mr. Mittal is the managing member of Blackstone Kailix Advisors L.L.C.  Blackstone L/S Advisors L.L.C. also serves as an investment advisor to each of the Funds.  Mr. Peterson and Mr. Schwarzman are the founding members of Blackstone L/S Advisors L.L.C.

 

Item 2(b).

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

c/o The Blackstone Group L.P.
345 Park Avenue
New York, New York 10154

  

Item 2(c).

Citizenship:

Each of Blackstone Kailix Advisors L.L.C. and Blackstone L/S Advisors L.L.C. are organized under the laws of the State of Delaware.  Each of Mr. Mittal, Mr. Peterson and Mr. Schwarzman is a citizen of the United States.

 

Item 2(d).

Title of Class of Securities:

Common Stock, par value $.01 per share (the “Shares”)

 






Page 8 of 13 Pages


Item 2(e).

CUSIP Number:

337907109

 

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)

[  ]

Broker or dealer registered under Section 15 of the Exchange Act;

 

 

(b)

[  ]

Bank as defined in section 3(a)(6) of the Exchange Act;

 

 

(c)

[  ]

Insurance company as defined in Section 3(a)(19) of the Exchange Act;

 

 

(d)

[  ]

Investment company registered under Section 8 of the Investment Company Act of 1940;

 

 

(e)

[X]

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

 

 

(f)

[  ]

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

 

 

(g)

[X]

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

 

 

(h)

[  ]

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

 

 

(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; or

 

 

(j)

[  ]

Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

 

Item 4.

Ownership.

(a)

Amount beneficially owned:

 

As of December 31, 2007, each of the Reporting Persons may be deemed to be the beneficial owner of the aggregate 735,000 Shares held by the Funds.  These 735,000 Shares consist of 419,032 Shares held by Blackstone Kailix Holdings L.P. and 315,968 Shares held by Blackstone Kailix Fund L.P.

 

(b)

Percent of class:

 

Based on the Issuer having 13,636,997 Shares outstanding (the number of Shares outstanding as of November 7, 2007 reported by the Issuer in its most recent Quarterly Report on Form 10-Q), as of December 31, 2007, each of the Reporting Persons may be deemed to be the beneficial owner of approximately 5.4% of the total number of Shares outstanding.






Page 9 of 13 Pages



(c)

Number of shares as to which the reporting person has:

 

Blackstone Kailix Advisors L.L.C.

     (i)

Sole power to vote or to direct the vote:

735,000

 

     (ii)

Shared power to vote or to direct the vote:  

0

 

     (iii)  Sole power to dispose or to direct the disposition of:

735,000

 

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

0

 

Mr. Manish Mittal

     (i)

Sole power to vote or to direct the vote:

735,000

 

     (ii)

Shared power to vote or to direct the vote:  

0

 

     (iii)  Sole power to dispose or to direct the disposition of:

735,000

 

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

0

 

Blackstone L/S Advisors L.L.C.

     (i)

Sole power to vote or to direct the vote:

735,000

 

     (ii)

Shared power to vote or to direct the vote:  

0

 

     (iii)  Sole power to dispose or to direct the disposition of:

735,000

 

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

0

 

Mr. Peter G. Peterson

     (i)

Sole power to vote or to direct the vote:

0

 

     (ii)

Shared power to vote or to direct the vote:  

735,000

 

     (iii)  Sole power to dispose or to direct the disposition of:

0

 

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

735,000

 






Page 10 of 13 Pages


Mr. Stephen A. Schwarzman

 

     (i)

Sole power to vote or to direct the vote:

0

 

     (ii)

Shared power to vote or to direct the vote:  

735,000

 

     (iii)  Sole power to dispose or to direct the disposition of:

0

 

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

735,000

 

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 each of 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.

The investors in the Funds have the right to participate in the receipt of dividends from, or proceeds from the sale of, the Shares held by the Funds in accordance with their ownership interests in the Funds.

 

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.

By signing below each of the reporting persons certifies that, to the best of such reporting person’s knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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 11 of 13 Pages


SIGNATURE

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

 

Dated:  February 14, 2008

 

BLACKSTONE KAILIX ADVISORS L.L.C.

 

By:   /s/ Vito Tanzi                                      

       Name:  Vito Tanzi

   

       Title:    Chief Financial Officer

 

By:   /s/ Manish Mittal                               

       Name:  Manish Mittal

 

BLACKSTONE L/S ADVISORS L.L.C.

 

By:   /s/  Stephen A. Schwarzman           

       Name:  Stephen A. Schwarzman

   

       Title:    Founding Member


By:   /s/  Peter G. Peterson                      

       Name:  Peter G. Peterson

 

 

By:   /s/  Stephen A. Schwarzman            

       Name:  Stephen A. Schwarzman

 

 






Page 12 of 13 Pages


EXHIBIT LIST


Page No.


A.

Joint Filing Agreement, dated as of February 14, 2008, by and among Blackstone Kailix Advisors L.L.C., Mr. Manish Mittal, Blackstone L/S Advisors L.L.C., Mr. Peter G. Peterson and Mr. Stephen A. Schwarzman

13

 

 

 








Page 13 of 13 Pages


EXHIBIT A

 

JOINT FILING AGREEMENT

 

In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the common stock of FirstFed Financial Corp. and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filing.  In evidence thereof, the undersigned, being duly authorized, hereby execute this Joint Filing Agreement as of February 14, 2008.

 

BLACKSTONE KAILIX ADVISORS L.L.C.

 

By:   /s/ Vito Tanzi                                      

       Name:  Vito Tanzi

   

       Title:    Chief Financial Officer

 

By:   /s/ Manish Mittal                                 

       Name:  Manish Mittal

 

BLACKSTONE L/S ADVISORS L.L.C.

 

By:   /s/  Stephen A. Schwarzman               

       Name:  Stephen A. Schwarzman

   

       Title:    Founding Member


By:   /s/  Peter G. Peterson                            

       Name:  Peter G. Peterson



By:   /s/  Stephen A. Schwarzman               

       Name:  Stephen A. Schwarzman






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