-----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, CXk0G7Br+ndxsy7aXbHFWr33FxA5NiwpjHLpFAa3Xk9Y3M81J0XSXRxteB2y5hiD 1LxsF21jafbItDCHaCX0HQ== 0000905718-02-000031.txt : 20020414 0000905718-02-000031.hdr.sgml : 20020414 ACCESSION NUMBER: 0000905718-02-000031 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020129 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALPENA BANCSHARES INC CENTRAL INDEX KEY: 0001128227 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 383567362 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-62467 FILM NUMBER: 02521036 BUSINESS ADDRESS: STREET 1: 100 SOUTH SECOND AVENUE CITY: ALPNEA STATE: MI ZIP: 49707 BUSINESS PHONE: 5173569041 MAIL ADDRESS: STREET 1: 100 SOUTH SECOND AVENUE CITY: ALPENA STATE: MI ZIP: 49707 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HALIS JEFFREY S CENTRAL INDEX KEY: 0000900202 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 500 PARK AVE 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2127585106 MAIL ADDRESS: STREET 1: 500 PARK AVE 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D 1 alpena13d.txt 13D FOR ALPENA BANCSHARES, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 SCHEDULE l3D Under the Securities Exchange Act of 1934 ALPENA BANCSHARES, INC. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $1.00 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 020584108 - -------------------------------------------------------------------------------- (CUSIP Number) with a copy to: Jeffrey S. Halis George J. Mazin, Esq. 153 East 53rd Street Lowenstein Sandler PC 55th Floor 65 Livingston Avenue New York, New York 10022 Roseland, New Jersey 07068 (212) 446-2460 (973) 597-2500 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Persons Authorized to Receive Notices and Communications) January 22, 2002 - -------------------------------------------------------------------------------- (Date of Event that Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule l3G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-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 ss. 240.13d-7(b) for other parties to whom copies are to be sent. *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 (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.020584108 - -------------------------------------------------------------------------------- 1) Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (entities only): Jeffrey S. Halis 2) Check the Appropriate Box if a Member of a Group (See Instructions): (a) Not (b) Applicable 3) SEC Use Only 4) Source of Funds (See Instructions): WC 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e): Not Applicable 6) Citizenship or Place of Organization: United States Number of 7) Sole Voting Power: 93,708* ------------------------------------- Shares Beneficially 8) Shared Voting Power: 0 ------------------------------------- Owned by Each Reporting 9) Sole Dispositive Power: 93,708* ------------------------------------- Person With: 10) Shared Dispositive Power: 0 ------------------------------------- 11) Aggregate Amount Beneficially Owned by Each Reporting Person: 93,708 * 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions): Not Applicable 13) Percent of Class Represented by Amount in Row (11): 5.7%* 14) Type of Reporting Person (See Instructions): IA - -------------------------------- * 2,193 shares (.13%) of Alpena Bancshares, Inc. common stock, par value $1.00 per share (the "Common Stock"), are owned by Madison Avenue Partners, L.P., a Delaware limited partnership ("Madison"). 72,571 shares (4.42%) of the Common Stock are owned by Tyndall Partners, L.P., a Delaware limited partnership ("Tyndall"). 18,944 shares (1.15%) of the Common Stock are owned by Tyndall Institutional Partners, L.P., a Delaware limited partnership ("Tyndall Institutional"). Pursuant to the Agreement of Limited Partnership of each of Madison, Tyndall, and Tyndall Institutional, Jeffrey S. Halis possesses sole power to vote and direct the disposition of all the shares of Common Stock owned by each of Madison, Tyndall, and Tyndall Institutional, respectively. Jeffrey S. Halis's interest in the Common Stock as set forth herein is limited to the extent of his pecuniary interest, if any, in Madison, Tyndall, and Tyndall Institutional, respectively. Item 1. Security and Issuer. ------------------- This statement relates to the common stock, par value $1.00 per share (the "Common Stock"), of Alpena Bancshares, Inc. (the "Issuer"), the principal executive offices of which are located at 100 South Second Avenue, Alpena, MI 49707. Item 2. Identity and Background. ----------------------- The person filing this statement is Jeffrey S. Halis, whose business address is 153 East 53rd Street, 55th Floor, New York, New York 10022. Mr. Halis is the sole member of Jeffrey Management, L.L.C. which serves as a general partner of Tyndall Capital Partners, L.P., a Delaware limited partnership ("Tyndall Capital"). Tyndall Capital serves as the sole general partner of each of Tyndall Partners, L.P. ("Tyndall"), Tyndall Institutional Partners, L.P. ("Tyndall Institutional"), and Madison Avenue Partners, L.P. ("Madison"), each of which is a Delaware limited partnership having its principal executive offices located at 153 East 53rd Street, 55th Floor, New York, New York 10022. Each of Tyndall, Tyndall Institutional, Madison, and Jeffrey Halis, are engaged in investment in personal property of all kinds, including, but not limited to, capital stock, depository receipts, investment companies, mutual funds, subscriptions, warrants, bonds, notes, debentures, options, and other securities of every kind and nature. Mr. Halis has never been convicted in any criminal proceeding, nor has he been a party to any civil proceeding commenced before a judicial or administrative body of competent jurisdiction as a result of which he was or is now subject to 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 violation with respect to such laws. Mr. Halis is a citizen of the United States. Item 3. Source and Amount of Funds or Other Consideration. ------------------------------------------------- All funds used to purchase shares of common stock of the Issuer on behalf of Tyndall come directly from the net assets of Tyndall. All funds used to purchase shares of common stock of the Issuer on behalf of Tyndall Institutional come directly from the net assets of Tyndall Institutional. All funds used to purchase shares of common stock of the Issuer on behalf of Madison come directly from the net assets of Madison. Item 4. Purpose of Transaction. ---------------------- The acquisition of the shares of common stock referred to in Item 5 was effected for investment purposes on behalf of Tyndall, Tyndall Institutional, and Madison, respectively. Mr. Halis has no present plans or intentions that relate to or would result in any of the transactions required to be described in Item 4 of Schedule 13D. Item 5. Interest in Securities of the Issuer. ------------------------------------ Based upon the September 30, 2001 Quarterly Report of Alpena Bancshares, Inc., as of November 1, 2001, there were issued and outstanding 1,641,579 shares of Common Stock of Alpena Bancshares, Inc. As of November 22, 2001, Tyndall owned 21,571 shares of the Issuer's Common Stock, or 1.31% of those outstanding; Tyndall Institutional owned 7,944 shares of the Issuer's Common Stock, or .48% of those outstanding; and Madison owned 2,193 shares of the Issuer's Common Stock, or .13% of those outstanding. Jeffrey S. Halis possesses sole power to vote and direct the disposition of all shares of Common Stock of Alpena Bancshares, Inc. owned by each of Tyndall Partners, L.P., Tyndall Institutional, and Madison. Jeffrey S. Halis's interest in the Common Stock of the three entities as set forth herein is limited to the extent of his pecuniary interest, if any, in Tyndall, Tyndall Institutional, and Madison, respectively. The following table details the transactions by Tyndall, Tyndall Institutional, and Madison in shares of the Issuer's Common Stock during the sixty days preceding the date of the event that requires the filing of this statement (each of which were effected in ordinary brokers transactions): A. Tyndall Partners, L.P. Date Quantity Price (Purchases) 01-04-02 44,000 $12.25 01-22-02 7,000 13.10 B. Tyndall Institutional Partners, L.P. Date Quantity Price (Purchases) 01-04-02 6,000 $12.25 01-22-02 5,000 13.10 C. Madison Avenue Partners, L.P. NONE Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. ---------------------------------------------------------------------- No contracts, arrangements, understandings or similar relationships exist with respect to the shares of common stock of Alpena Bancshares, Inc. between Jeffrey S. Halis and any person or entity. Item 7. Material to be Filed as Exhibits. -------------------------------- Not applicable. 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. January 25, 2002 /s/ Jeffrey S. Halis --------------------------------------------- Jeffrey S. Halis, as a member of Jeffrey Management, L.L.C., a general partner of Tyndall Capital Partners, L.P., the general partner of each of Tyndall Partners, L.P., Tyndall Institutional Partners, L.P., and Madison Avenue Partners, L.P. ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----