-----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, IYHDoronYcmRDxCfdOZyXdduP/XpdddcShgBCL8kswV2Rjth0j/KhrmUC5Eh9Vsc XjRzgP7EDWaj73zBHVk4Zg== 0000919574-03-001041.txt : 20030509 0000919574-03-001041.hdr.sgml : 20030509 20030509160206 ACCESSION NUMBER: 0000919574-03-001041 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030509 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JACOBS SY CENTRAL INDEX KEY: 0001166408 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: ONE FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10003 MAIL ADDRESS: STREET 1: ONE FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10003 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST INVESTORS FINANCIAL SERVICES GROUP INC CENTRAL INDEX KEY: 0000948034 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 760465087 STATE OF INCORPORATION: TX FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-45119 FILM NUMBER: 03690534 BUSINESS ADDRESS: STREET 1: 675 BERING DR STREET 2: STE 710 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 7139772600 MAIL ADDRESS: STREET 1: 675 BERING DR STREET 2: STE 710 CITY: HOUSTON STATE: TX ZIP: 77057 SC 13D/A 1 d403274_13d-a.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------------- SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 2)(1) First Investors Financial Services Group, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $0.001 par value - -------------------------------------------------------------------------------- (Title of Class of Securities) 32058A101 - -------------------------------------------------------------------------------- (CUSIP Number) Sy Jacobs c/o JAM Partners, L.P. and JAM Managers, L.L.C. One 5th Avenue New York, New York 10003 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 5, 2003 - -------------------------------------------------------------------------------- (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 that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [_]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. - ---------- (1) 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 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 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. 32058A101 --------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Sy Jacobs 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS* WC, AF, PF 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [_] 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER 468,900 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 468,900 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 468,900 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.3% 14. TYPE OF REPORTING PERSON* IN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 32058A101 --------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) JAM Partners, L.P. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS* WC, AF 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 7. SOLE VOTING POWER 408,100 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 408,100 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 408,100 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.1% 14. TYPE OF REPORTING PERSON* PN *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 32058A101 --------------------- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) JAM Managers, L.L.C. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS* WC, AF 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 7. SOLE VOTING POWER 438,100 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 438,100 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 438,100 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.7% 14. TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 3208A101 --------------------- The purpose of this Schedule 13D, Amendment No. 2 is to report the change in the beneficial ownership of JAM Partners, L.P. (the "Partnership"), JAM Managers L.L.C. (the "Manager") and Sy Jacobs (together with the Partnership and the Manager the "Reporting Persons") in the Common Stock, $0.001 par value (the "Shares"), of First Investors Financial Services Group, Inc. (the "Issuer") that have been caused by transactions in the Shares effected by the Reporting Person. - ------------------------------------------------------------------------------ Item 1. Security and Issuer. The title of the class of equity securities to which this statement relates is: Common Stock, $.001 par value, in First Investors Financial Services Group, Inc. The name and address of the principal executive and business office of the Issuer is: First Investors Financial Services Group, Inc. 675 Bering Drive Suite 710 Houston, Texas 77057. - ------------------------------------------------------------------------------ Item 2. Identity and Background. (a-c) This statement is being filed on behalf of the Reporting Persons. Mr. Jacobs is the managing member of JAM Managers L.L.C., a Delaware limited liability company (the "Manager"). The Manager is the general partner of JAM Partners, L.P., a Delaware limited partnership (the "Partnership"). In addition to his position in the Manager, Mr. Jacobs also has sole investment discretion over certain accounts through his role as Trustee for certain trusts and shared investment discretion through his membership in an investment club which hold Shares of the Issuer (the "Accounts"). The business address of the Reporting Persons is One 5th Avenue, New York, NY 10003. (d-e) The Reporting Persons have not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). The Reporting Persons have not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in 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 violations with respect to such laws. (f) Mr. Jacobs is a citizen of the United States of America. - ------------------------------------------------------------------------------ Item 3. Source and Amount of Funds or Other Consideration. As of the date hereof, the Partnership may be deemed to beneficially own 408,100 Shares; the Manager is deemed to beneficially own 438,100 Shares; and Sy Jacobs is deemed to beneficially own 468,900 Shares. All of the Shares were purchases in open market transactions by the Reporting Persons. The funds for the purchase of the Shares held in the Partnership have come from the working capital of the Partnership. The funds for the purchase of the Shares deemed to be beneficially owned by the Manager and Mr. Jacobs for either affiliated funds or personal funds, as applicable. No funds were borrowed to purchase any of the Shares. - ------------------------------------------------------------------------------ Item 4. Purpose of Transaction. (a-j) The purpose of this Schedule 13D is to report the change in the number of Shares that may be allowed to be beneficially owned by the Reporting Persons. It is noted again that on November 29, 2000, Mr. Jacobs was elected to the Board of Directors of the Issuer and continues to serve in that capacity. - ------------------------------------------------------------------------------ Item 5. Interest in Securities of the Issuer. Sy Jacobs As of the date hereof, Mr. Jacobs may be deemed to be the beneficial owner of 468,900 Shares, constituting 9.3% of the Shares of the Issuer, based upon the 5,026,269 Shares outstanding as of February 28, 2003, according to the Issuer's most recent Form 10-Q filing. Mr. Jacobs has the sole power to vote or direct the vote of 468,900 Shares; has the shared power to vote or direct the vote of 0 Shares; has sole power to dispose or direct the disposition of 468,900; and has shared power to dispose or direct the disposition of 0 Shares. Mr. Jacobs specifically disclaims beneficial ownership in the Shares reported herein except to the extent of his pecuniary interest therein. The trading dates, number of shares purchased and sold and price per share for all transactions in the Shares during the past 60 days by Mr. Jacobs on behalf of himself, the other Reporting Persons and the other accounts over which he may be deemed to have investment discretion are set forth in Schedule A and were all effected in broker transactions. JAM Managers, L.L.C. As of the date hereof, JAM Managers, L.L.C. may be deemed to be the beneficial owner of 438,100 Shares, constituting 8.7% of the Shares of the Issuer, based upon the 5,026,269 Shares outstanding as of February 28, 2003, according to the Issuer's most recent Form 10-Q filing. JAM Managers, L.L.C. has the sole power to vote or direct the vote of 438,100 Shares; has the shared power to vote or direct the vote of 0 Shares; has sole power to dispose or direct the disposition of 438,100; and has shared power to dispose or direct the disposition of 0 Shares. JAM Managers, L.L.C. specifically disclaims beneficial ownership in the Shares reported herein except to the extent of its pecuniary interest therein. The trading dates, number of shares purchased and sold and price per share for all transactions in the Shares during the past 60 days by JAM Managers, L.L.C. on behalf of its clients are set forth in Schedule A and were all effected in broker transactions. JAM Partners, L.P. As of the date hereof, JAM Partners, L.P. may be deemed to be the beneficial owner of 408,100 Shares, constituting 8.1% of the Shares of the Issuer, based upon the 5,026,269 Shares outstanding as of February 28, 2003, according to the Issuer's most recent Form 10-Q filing. JAM Partners, L.P. has the sole power to vote or direct the vote of 408,100 Shares; has the shared power to vote or direct the vote of 0 Shares; has sole power to dispose or direct the disposition of 438,100; and has shared power to dispose or direct the disposition of 0 Shares. JAM Partners, L.P. specifically disclaims beneficial ownership in the Shares reported herein except to the extent of its pecuniary interest therein. The trading dates, number of shares purchased and sold and price per share for all transactions in the Shares during the past 60 days by JAM Partners, L.P. are set forth in Schedule A and were all effected in broker transactions. The Reporting Persons do not have any present plans or proposals that relate to, or would result in, any of the actions enumerated in Item 4 of Schedule 13D. However, the Reporting Persons reserves the right to discuss company business with management, make proposals to management and/or to take other actions to influence management of the Issuer should they deem appropriate. - ------------------------------------------------------------------------------ Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. N/A - ------------------------------------------------------------------------------ Item 7. Material to be Filed as Exhibits. 1. An agreement relating to the filing of a joint statement as required by Rule 13d-1(f) under the Securities Exchange Act of 1934 is filed herewith as Exhibit A. 2. A description of the transactions in the Shares that were effected by the Reporting Person during the 60 days prior to May 5, 2003 is filed herewith as Exhibit B. - ------------------------------------------------------------------------------ SIGNATURE SY JACOBS* /s/ Sy Jacobs --------------------------- Sy Jacobs JAM PARTNERS, L.P.* By: JAM Manager L.L.C. General Manager By: /s/ Sy Jacobs ---------------------------- Name: Sy Jacobs Title: Managing Member JAM MANAGERS L.L.C.* By: /s/ Sy Jacobs --------------------------- Name: Sy Jacobs Title: Managing Member 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. * The Reporting Persons disclaim beneficial ownership of the Shares reported herein except to the extent of their pecuniary interest therein. Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001). Exhibit A AGREEMENT --------- The undersigned agree that this Schedule 13D, Amendment No. 2, dated May 5, 2003 relating to the Common Stock par value $0.001 of First Investors Financial Services Group, Inc. shall be filed on behalf of the undersigned. SY JACOBS* /s/ Sy Jacobs ------------------------------- Sy Jacobs JAM PARTNERS, L.P.* By: JAM Manager L.L.C. General Manager By: /s/ Sy Jacobs ------------------------------- Name: Sy Jacobs Title: Managing Member JAM MANAGERS L.L.C.* By: /s/ Sy Jacobs --------------------------- Name: Sy Jacobs Title: Managing Member May 7, 2003 Exhibit B Schedule of Transactions in Shares that May Be Deemed to be Beneficially Owned by Sy Jacobs* -------------------------------------- Date Price Per Share Number of Shares - ---- --------------- ---------------- 4/2/03 $3.45 6,900 4/3/03 $3.50 900 4/4/03 $3.55 400 4/7/03 $3.50 3,900 4/10/03 $3.54 2,700 5/5/03 $3.40 4,400 5/6/03 $3.95 1,000 Schedule of Transactions in Shares that May Be Deemed to be Beneficially Owned by JAM Managers L.L.C.* ------------------------------------------------ Date Price Per Share Number of Shares - ---- --------------- ---------------- 4/2/03 $3.45 6,900 4/3/03 $3.50 900 4/4/03 $3.55 400 4/7/03 $3.50 3,900 4/10/03 $3.54 2,700 5/5/03 $3.40 4,400 5/6/03 $3.95 1,000 Schedule of Transactions in Shares that May Be Deemed to be Beneficially Owned by JAM Partners, L.P.* ----------------------------------------------- Date Price Per Share Number of Shares - ---- --------------- ---------------- 4/8/03 $3.60 3,100 4/9/03 $3.60 2,800 4/10/03 $3.54 4,100 01394.0002 #403274 -----END PRIVACY-ENHANCED MESSAGE-----