0000899140-13-000489.txt : 20130923 0000899140-13-000489.hdr.sgml : 20130923 20130923155551 ACCESSION NUMBER: 0000899140-13-000489 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20130923 DATE AS OF CHANGE: 20130923 GROUP MEMBERS: BASSWOOD ENHANCED LONG SHORT FUND LP GROUP MEMBERS: BASSWOOD ENHANCED LONG SHORT GP LLC GROUP MEMBERS: BENNETT LINDENBAUM GROUP MEMBERS: MATTHEW LINDENBAUM SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HomeStreet, Inc. CENTRAL INDEX KEY: 0001518715 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 910186600 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-86836 FILM NUMBER: 131110156 BUSINESS ADDRESS: STREET 1: 2000 TWO UNION SQUARE STREET 2: 601 UNION STREET, STE. 2000 CITY: SEATTLE STATE: WA ZIP: 98101 BUSINESS PHONE: 206-623-3050 MAIL ADDRESS: STREET 1: 2000 TWO UNION SQUARE STREET 2: 601 UNION STREET, STE. 2000 CITY: SEATTLE STATE: WA ZIP: 98101 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BASSWOOD CAPITAL MANAGEMENT, L.L.C. CENTRAL INDEX KEY: 0001085393 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 645 MADISON AVENUE STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-521-9500 MAIL ADDRESS: STREET 1: 645 MADISON AVENUE STREET 2: 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: Basswood Capital Management LLC DATE OF NAME CHANGE: 20130814 FORMER COMPANY: FORMER CONFORMED NAME: BASSWOOD CAPITAL MANAGEMENT LLC DATE OF NAME CHANGE: 19990428 SC 13G 1 h10300464a.htm h10300464a.htm



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

SCHEDULE 13G

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


HomeStreet, Inc.
(Name of Issuer)

Common Stock, no par value
(Title of Class of Securities)

43785V102
(CUSIP Number)



September 13, 2013
(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)
x     Rule 13d-1(c)
o     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).
 
 

 
 
 

 

CUSIP No. 43785V102
13G
Page 2  of 10 Pages
1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Basswood Capital Management, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(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
 
896,460
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
896,460
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
896,460
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES      o
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
6.22%
12
TYPE OF REPORTING PERSON*
 
OO
 
 
 
 
-2-

 

 
CUSIP No. 43785V102
13G
Page 3 of 10 Pages
1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Basswood Enhanced Long Short Fund, LP
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(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
 
835,392
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
835,392
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
835,392
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES      o
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
5.79%
12
TYPE OF REPORTING PERSON*
 
PN
 
 
 
 
-3-

 

 
CUSIP No. 43785V102
13G
Page 4 of 10 Pages
1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Basswood Enhanced Long Short GP, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(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
 
835,392
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
835,392
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
835,392
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES      o
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
5.79%
12
TYPE OF REPORTING PERSON*
 
OO
 
 

 
 
-4-

 
CUSIP No. 43785V102
13G
Page 5 of 10 Pages
1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Matthew Lindenbaum
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(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
 
896,460
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
896,460
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
896,460
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES      o
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
6.22%
12
TYPE OF REPORTING PERSON*
 
IN
 
 
 
 
 
-5-

 
 

 
CUSIP No. 43785V102
13G
Page 6 of 10 Pages
1
NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
 
Bennett Lindenbaum
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) o
(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
 
896,460
7
SOLE DISPOSITIVE POWER
 
0
8
SHARED DISPOSITIVE POWER
 
896,460
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
896,460
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES      o
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
6.22%
12
TYPE OF REPORTING PERSON*
 
IN
 
 
 
-6-

 

 
Item 1(a)
Name of Issuer:
   
 
HomeStreet, Inc.
   
Item 1(b)
Address of Issuer's Principal Executive Offices:
   
 
601 Union Street, Suite 2000
 
Seattle, WA 98101
   
Item 2(a)
Name of Person Filing:
   
 
See Cover Pages, Item 1.
   
Item 2(b)
Address or Principal Business Office:
   
 
c/o Basswood Capital Management, L.L.C.
 
645 Madison Avenue, 10th Floor
 
New York, NY 10022
   
Item 2(c)
Citizenship:
   
 
See Cover Pages, Item 4.
   
Item 2(d)
Title of Class of Securities:
   
 
Common Stock, no par value
   
Item 2(e)
CUSIP Number:
   
 
43785V102
   
Item 3
Not Applicable
   
Item 4
Ownership:
   
 
The information required by Items 4(a)-(c) is set forth in Rows 5-11 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
   
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:
   
 
Not Applicable
 
 
 
-7-

 
 
 
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 the signatory certifies that, to the best of his 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.

[Remainder of page intentionally left blank]


 
-8-

 

SIGNATURE

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

Dated:  September 20, 2013

 
BASSWOOD CAPITAL MANAGEMENT, L.L.C.
       
 
By:
/s/ Matthew Lindenbaum      
   
Name:
Matthew Lindenbaum
   
Title:
Managing Member
   
   
 
BASSWOOD ENHANCED LONG SHORT FUND, LP
       
 
By: Basswood Enhanced Long Short GP, LLC, its General Partner
       
 
By:
/s/ Matthew Lindenbaum      
   
Name:
Matthew Lindenbaum
   
Title:
Managing Member
   
   
 
BASSWOOD ENHANCED LONG SHORT GP, LLC
       
 
By:
/s/ Matthew Lindenbaum      
   
Name:
Matthew Lindenbaum
   
Title:
Managing Member
   
 
/s/ Matthew Lindenbaum         
 
Matthew Lindenbaum, an individual
   
   
 
/s/ Bennett Lindenbaum         
 
Bennett Lindenbaum, an individual
 
-9-
 
 
 
EX-99.1 2 h10300464b.htm JOINT FILING AGREEMENT h10300464b.htm

 
EXHIBIT 99.1
AGREEMENT OF REPORTING PERSONS

Each of the undersigned hereby agrees to file jointly this Schedule to which this Agreement is attached and any amendments thereto which may be deemed necessary, pursuant to Regulation 13D-G under the Securities Exchange Act of 1934.  It is understood and agreed that each of the parties hereto is responsible for the timely filing of this Schedule and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein, but such party is not responsible for the completeness and accuracy of information concerning any other party unless such party knows or has reason to believe such information is inaccurate.  It is understood and agreed that a copy of this Agreement shall be attached as an exhibit to this Schedule, and any amendments thereto, filed on behalf of each of the parties hereto.

Dated:  September 20, 2013

 
BASSWOOD CAPITAL MANAGEMENT, L.L.C.
       
 
By:
/s/ Matthew Lindenbaum      
   
Name:
Matthew Lindenbaum
   
Title:
Managing Member
   
   
 
BASSWOOD ENHANCED LONG SHORT FUND, LP
       
 
By: Basswood Enhanced Long Short GP, LLC, its General Partner
       
 
By:
/s/ Matthew Lindenbaum      
   
Name:
Matthew Lindenbaum
   
Title:
Managing Member
   
   
 
BASSWOOD ENHANCED LONG SHORT GP, LLC
       
 
By:
/s/ Matthew Lindenbaum      
   
Name:
Matthew Lindenbaum
   
Title:
Managing Member
   
 
/s/ Matthew Lindenbaum         
 
Matthew Lindenbaum, an individual
   
   
 
/s/ Bennett Lindenbaum         
 
Bennett Lindenbaum, an individual