-----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, EEt1B9TMnv21cP9iXq/GaTjhXP+XsmeApwkZA5O5G+aqDd7vOeDVPVR8GEKZSVmD C5kjG2ByqU4v/19TWnHMlg== 0000080984-06-000006.txt : 20060830 0000080984-06-000006.hdr.sgml : 20060830 20060830121225 ACCESSION NUMBER: 0000080984-06-000006 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060830 DATE AS OF CHANGE: 20060830 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BEVERLY HILLS BANCORP INC CENTRAL INDEX KEY: 0001024321 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 931223879 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49579 FILM NUMBER: 061064655 BUSINESS ADDRESS: STREET 1: 23901 CALABASAS ROAD, SUITE 1050 CITY: CALABASAS STATE: CA ZIP: 91302 BUSINESS PHONE: 818-223-8084 MAIL ADDRESS: STREET 1: 23901 CALABASAS ROAD, SUITE 1050 CITY: CALABASAS STATE: CA ZIP: 91302 FORMER COMPANY: FORMER CONFORMED NAME: WILSHIRE FINANCIAL SERVICES GROUP INC DATE OF NAME CHANGE: 19961007 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PUBCO CORP CENTRAL INDEX KEY: 0000080984 STANDARD INDUSTRIAL CLASSIFICATION: CONSTRUCTION MACHINERY & EQUIP [3531] IRS NUMBER: 530246410 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 3830 KELLEY AVE CITY: CLEVELAND STATE: OH ZIP: 44114 BUSINESS PHONE: 2168815300 MAIL ADDRESS: STREET 1: 3830 KELLEY AVE CITY: CLEVELAND STATE: OH ZIP: 44114 FORMER COMPANY: FORMER CONFORMED NAME: PUBLISHERS CO INC DATE OF NAME CHANGE: 19730809 SC 13D/A 1 kanner13d.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2 Beverly Hills Bancorp Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 087866109 (CUSIP Number) Robert H. Kanner 3830 Kelley Avenue Cleveland, Ohio 44114 (216) 426-5588 with a copy to: Stephen R. Kalette, Esq. 3830 Kelley Avenue Cleveland, Ohio 44114 (216) 426-5566 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 22, 2006 (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 [__] (Continued on following pages) (Page 1 of 5 pages) SCHEDULE 13D/A ____________________ ____________________ CUSIP NO. 087866109 PAGE 2 OF 5 PAGES 1 NAME OF REPORTING PERSON Robert H. Kanner 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ X ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Ohio, USA NUMBER OF SHARES 7 SOLE VOTING POWER BENEFICIALLY OWNED 1,120,002 BY EACH REPORTING PERSON 8 SHARED VOTING POWER None 9 SOLE DISPOSITIVE POWER 1,120,002 10 SHARED DISPOSITIVE POWER None 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,120,002 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 5.976% 14 TYPE OF REPORTING PERSON IN ____________________ ____________________ PAGE 3 OF 5 PAGES ITEM 1. SECURITY AND ISSUER Beverly Hills Bancorp Inc. 23901 Calabasas Road Suite 1050 Calabasas CA 93102 Common Stock, par value $.01 per share ITEM 2. IDENTITY AND BACKGROUND a. Robert H. Kanner b. 3830 Kelley Avenue Cleveland, Ohio 44112 c. President, Pubco Corporation 3830 Kelley Avenue Cleveland, Ohio 44114 d. Mr. Kanner has not been convicted in any criminal proceeding (excluding traffic violations) during the last 5 years or ever. e. Mr. Kanner has not, during the last 5 years or ever, been a party to any 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 violations or prohibiting or mandating activities subject to federal or state securities laws or finding any violation of such laws. f. Citizenship - USA ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION NA ____________________ ____________________ PAGE 4 OF 5 PAGES ITEM 4. PURPOSE OF TRANSACTION As previously reported, Mr. Kanner acquired his shares of Common Stock for investment. Mr. Kanner is currently a member of the Issuer's Board of Directors and is supportive of the business plan and objectives currently being pursued by the Issuer's Board and executive management. Other than plans previously disclosed by the Issuer or as may be approved by the current Board of Directors of the Issuer, Mr. Kanner has no present plans or proposals which relate to or would result in: a. An acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer, however, Mr. Kanner might acquire additional securities of the Issuer or dispose of some or all or his securities depending on market conditions and his own personal circumstances. b. An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries. c. A sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries. d. Any change in the present Board of Directors or Management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the Board. e. Any material change in the present capitalization or dividend policy of the Issuer. f. Any other material change in the Issuer's business or corporate structure. g. Changes in the Issuer's charter, by-laws or instruments corresponding thereto or other actions that may impede the acquisition of control of the Issuer by any person. h. Causing a class of securities of the Issuer to be de-listed from a national securities exchange or cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association. i. A class if equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act. j. Any action similar to any of those enumerated above. ____________________ ____________________ PAGE 5 OF 5 PAGES ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. a. 1,120,002 shares of the Issuer's Common Stock or approximately 5.976% of the Issuer's outstanding Common Stock. That number of shares includes 23,334 shares that may be acquired upon exercise of options. Mr. Kanner owns no other securities of the Issuer and has made no transactions in such securities in the prior 60 days except as reported herein. b. Mr. Kanner has sole power to vote and sole power to dispose of the Common Shares. c. Mr. Kanner tendered shares in the recently completed tender offer by the Issuer solely to avail himself of a liquidity event for his shares (which have a relatively low cost basis). The Issuer repurchased 784,998 of Mr. Kanner's shares for $9 per share. As stated above, Mr. Kanner is supportive of the business plan and objectives currently being pursued by the Issuer's Board and executive management. d. No person has the right to receive or the power to direct the receipt of dividends from or the proceeds from the sale of any of Mr. Kanner's securities. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH REASPECT TO SECURITIES OF THE ISSUER There are no contracts, arrangements, understandings or relationships between Mr. Kanner and any other person with respect to securities of the Issuer. ITEM 7. MATERIALS TO BE FILED AS AN EXHIBIT No documents are required to be filed as exhibits to this Schedule 13D/A. 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. Date: August 23, 2006 /s/ Robert H. Kanner ----------------------- Robert H. Kanner -----END PRIVACY-ENHANCED MESSAGE-----