-----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, Kq3D0GAa/MiR7/w8C+J8C4zG+7dBQiHFEi5k/KQyy5UgTdmy9amfW1uCVNOynN7N dPtfL6MpvEtslXPbTUkxqA== 0000882377-05-002196.txt : 20050817 0000882377-05-002196.hdr.sgml : 20050817 20050817115630 ACCESSION NUMBER: 0000882377-05-002196 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050817 DATE AS OF CHANGE: 20050817 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PEOPLES COMMUNITY BANCORP INC /MD/ CENTRAL INDEX KEY: 0001100983 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 311686242 STATE OF INCORPORATION: MD FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-78260 FILM NUMBER: 051032613 BUSINESS ADDRESS: STREET 1: PEOPLES COMMUNITY BANCORP INC STREET 2: 6100 WEST CHESTER ROAD CITY: WEST CHESTER STATE: OH ZIP: 45069 BUSINESS PHONE: 5138703530 MAIL ADDRESS: STREET 1: PEOPLES COMMUNITY BANCORP INC STREET 2: 6100 WEST CHESTER ROAD CITY: WEST CHESTER STATE: OH ZIP: 45069 FORMER COMPANY: FORMER CONFORMED NAME: PEOPLES COMMUNITY BANCORP INC /DE/ DATE OF NAME CHANGE: 19991214 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FINANCIAL STOCKS CAPITAL PARTNERS III LP CENTRAL INDEX KEY: 0001267899 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 507 CAREW TOWER VINE STREET CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 513-241-6166 SC 13G 1 d367020.htm FINANCIAL STOCKS CAPITAL PARTNERS III, L.P.

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934*

 

Peoples Community Bancorp, Inc.

(Name of Issuer)

 

Common Stock

(Title of Class of Securities)

 

71086E107

(CUSIP Number)

 

August 11, 2005

(Date of Event which Requires Filing of this Statement)

 

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

[_]

Rule 13d-1(b)

[X]

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 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 (the “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. 71086E107

13G

 

 

 

 

1

NAME OF REPORTING PERSON
SS. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Voluntary)

Financial Stocks Capital Partners III 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

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

432,183

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

432,183

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

432,183

10

CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*

[_]

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

9.8% of 4,422,733 shares of Common Stock outstanding as of August 12, 2005 based
on the most current information available from the Issuer and reported in the
Issuer’s Form 10-Q for the quarter ended June 30, 2005.

12

TYPE OF REPORTING PERSON*                                                               PN

 



 

 

CUSIP No. 71086E107

13G

 

 

 

 

1

NAME OF REPORTING PERSON
SS. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Voluntary)

Finstocks Capital Management, LLC

 

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

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

432,183

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

432,183

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

432,183

10

CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*

[_]

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

9.8% of 4,422,733 shares of Common Stock outstanding as of August 12, 2005 based on
the most current information available from the Issuer and reported in the Issuer’s Form
10-Q for the quarter ended June 30, 2005.

12

TYPE OF REPORTING PERSON*                                                               OO

 

 



 

 

CUSIP No. 71086E107

13G

 

 

 

 

1

NAME OF REPORTING PERSON
SS. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Voluntary)

Elbrook Holdings, LLC

 

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

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

432,183

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

432,183

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

432,183

10

CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*

[_]

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

9.8% of 4,422,733 shares of Common Stock outstanding as of August 12, 2005 based on
the most current information available from the Issuer and reported in the Issuer’s Form
10-Q for the quarter ended June 30, 2005.

12

TYPE OF REPORTING PERSON*                                                               OO

 



 

 

CUSIP No. 71086E107

13G

 

 

 

 

1

NAME OF REPORTING PERSON
SS. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Voluntary)

Steven N. Stein

 

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

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

432,183

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

432,183

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

432,183

10

CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*

[_]

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

9.8% of 4,422,733 shares of Common Stock outstanding as of August 12, 2005 based on
the most current information available from the Issuer and reported in the Issuer’s Form
10-Q for the quarter ended June 30, 2005.

12

TYPE OF REPORTING PERSON*                                                               IN

 



 

 

CUSIP No. 71086E107

13G

 

 

 

 

1

NAME OF REPORTING PERSON
SS. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (Voluntary)

John M. Stein

 

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

5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

432,183

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

432,183

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

432,183

10

CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*

[_]

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

9.8% of 4,422,733 shares of Common Stock outstanding as of August 12, 2005 based on
the most current information available from the Issuer and reported in the Issuer’s Form
10-Q for the quarter ended June 30, 2005.

12

TYPE OF REPORTING PERSON*                                                               IN

 

 



 

 

CUSIP No. 71086E107

13G

 

 

 

 

Item 1(a). NAME OF ISSUER

Peoples Community Bancorp, Inc.

Item 1(b). ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICE

6100 West Chester Rd. West Chester, OH 45071-1130

Item 2(a). NAME OF PERSON FILING

Financial Stocks Capital Partners III L.P.; Finstocks Capital Management, LLC; Elbrook Holdings, LLC;
Steven N. Stein; John M. Stein

Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE

507 Carew Tower, 441 Vine Street, Cincinnati, Ohio 45202

Item 2(c). CITIZENSHIP

Delaware; Delaware; Delaware; United States of America; United States of America

Item 2(d). TITLE OF CLASS OF SECURITIES

Common stock

Item 2(e). CUSIP NUMBER

71086E107

Item 3.

IF THIS STATEMENT IS FILED PURSUANT TO §§240.13D-1(B) OR 240.13D-2(B) OR (C),
CHECK WHETHER THE PERSON FILING IS A:

Not Applicable.

Item 4.

OWNERSHIP

(a)   Amount beneficially owned

432,183

(b)   Percent of class

9.8%1

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

 

(i)    Sole power to vote or to direct the vote

0

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

432,183

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

0

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

432,183

 

 

_________________________

1 Based on 4,422,733 shares of Common Stock outstanding as of August 12, 2005 based on the most current information available from the Issuer and reported in the Issuer’s Form 10-Q for the quarter ended June 30, 2005.

 

 



 

 

CUSIP No. 71086E107

13G

 

 

 

 

Financial Stocks Capital Partners III L.P. is the record owner of the shares of the security being reported. Finstocks Capital Management, LLC is the general partner of Financial Stocks Capital Partners III L.P. Finstocks Capital Management, LLC is controlled by Elbrook Holdings, LLC, which is in turn controlled by Steven N. Stein and John M. Stein. Therefore, Finstocks Capital Management, LLC, Elbrook Holdings, LLC, Steven N. Stein and John M. Stein indirectly have the power to vote and dispose of the shares being reported, and, accordingly, may be deemed the beneficial owners of such shares. The foregoing should not be construed in and of itself as an admission by Finstocks Capital Management, LLC, Elbrook Holdings, LLC, Steven N. Stein or John M. Stein as to the beneficial ownership of the shares owned by Financial Stocks Capital Partners III L.P. A Joint Filing Agreement is attached hereto as Exhibit 1.

Item 5.

OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

Not Applicable.

Item 6.

OWNERSHIP OF FIVE PERCENT ON BEHALF OF ANOTHER PERSON

Not Applicable.

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.

 

 

 



 

 

CUSIP No. 71086E107

13G

 

 

 

 

Item 10.

CERTIFICATION

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 such purpose or effect.

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.

Dated: August 16, 2005

 

 

 

 

 

 

 

FINANCIAL STOCKS CAPITAL PARTNERS III L.P.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

Finstocks Capital Management, LLC

 

 

 

 

 

 

 

 

General Partner

 

 

 

 

 

 

 

 

By:

Elbrook Holdings, LLC

 

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 

 

 

 

By:

/s/ John M. Stein

 

 

 

 

 

 

 

 

John M. Stein

 

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 

 

 

 

FINSTOCKS CAPITAL MANAGEMENT, LLC

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

Elbrook Holdings, LLC

 

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 

 

 

 

By:

/s/ John M. Stein

 

 

 

 

 

 

 

 

John M. Stein

 

 

 

 

 

 

 

 

Managing Member

 

 



 

 

 

 

 

 

 

 

 

ELBROOK HOLDINGS, LLC

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

/s/ John M. Stein

 

 

 

 

 

 

 

 

John M. Stein

 

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 

 

/s/ Steven N. Stein

 

 

 

 

 

Steven N. Stein

 

 

 

 

 

 

/s/ John M. Stein

 

 

 

 

 

John M. Stein

 

 

 



 

 

CUSIP No. 71086E107

13G

 

 

 

 

Exhibit 1

Joint Filing Agreement

Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that the Schedule 13G to which this Joint Filing Agreement is being filed as an exhibit shall be a joint statement filed on behalf of each of the undersigned.

 

Dated: August 16, 2005

 

 

 

 

 

 

 

FINANCIAL STOCKS CAPITAL PARTNERS III L.P.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

Finstocks Capital Management, LLC

 

 

 

 

 

 

 

 

General Partner

 

 

 

 

 

 

 

 

By:

Elbrook Holdings, LLC

 

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 

 

 

 

By:

/s/ John M. Stein

 

 

 

 

 

 

 

 

John M. Stein

 

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 

 

 

 

FINSTOCKS CAPITAL MANAGEMENT, LLC

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

Elbrook Holdings, LLC

 

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 

 

 

 

By:

/s/ John M. Stein

 

 

 

 

 

 

 

 

John M. Stein

 

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 

 

 

 

ELBROOK HOLDINGS, LLC

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

/s/ John M. Stein

 

 

 

 

 

 

 

 

John M. Stein

 

 

 

 

 

 

 

 

Managing Member

 

 

 

 

 

 

 

/s/ Steven N. Stein

 

 

 

 

 

Steven N. Stein

 

 

 

 

 

 

/s/ John M. Stein

 

 

 

 

 

John M. Stein

 

 

 

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