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UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Heritage Oaks Bancorp
(Name of Issuer)
Common Stock
(Title of Class of Securities)
42724R107
(CUSIP Number)
December 31, 2011
(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 persons 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 (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. 42724R107 |
13G |
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1. |
Name of Reporting Persons: | |||||
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2. |
Check the Appropriate Box if a Member of a Group | |||||
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(a) |
o | ||||
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(b) |
o | ||||
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3. |
SEC Use Only | |||||
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4. |
Citizenship or Place of Organization: | |||||
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Number of |
5. |
Sole Voting Power: | |||||
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6. |
Shared Voting Power: | ||||||
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7. |
Sole Dispositive Power: | ||||||
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8. |
Shared Dispositive Power: | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person: | |||||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11. |
Percent of Class Represented by Amount in Row (9): | |||||
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12. |
Type of Reporting Person (See Instructions): | |||||
CUSIP No. 42724R107 |
13G |
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1. |
Name of Reporting Persons: | |||||
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2. |
Check the Appropriate Box if a Member of a Group | |||||
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(a) |
o | ||||
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(b) |
o | ||||
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3. |
SEC Use Only | |||||
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4. |
Citizenship or Place of Organization: | |||||
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Number of |
5. |
Sole Voting Power: | |||||
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6. |
Shared Voting Power: | ||||||
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7. |
Sole Dispositive Power: | ||||||
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8. |
Shared Dispositive Power: | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person: | |||||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11. |
Percent of Class Represented by Amount in Row (9): | |||||
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12. |
Type of Reporting Person (See Instructions): | |||||
CUSIP No. 42724R107 |
13G |
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1. |
Name of Reporting Persons: | |||||
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2. |
Check the Appropriate Box if a Member of a Group | |||||
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(a) |
o | ||||
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(b) |
o | ||||
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3. |
SEC Use Only | |||||
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4. |
Citizenship or Place of Organization: | |||||
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Number of |
5. |
Sole Voting Power: | |||||
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6. |
Shared Voting Power: | ||||||
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7. |
Sole Dispositive Power: | ||||||
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8. |
Shared Dispositive Power: | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person: | |||||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11. |
Percent of Class Represented by Amount in Row (9): | |||||
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12. |
Type of Reporting Person (See Instructions): | |||||
CUSIP No. 42724R107 |
13G |
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1. |
Name of Reporting Persons: | |||||
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2. |
Check the Appropriate Box if a Member of a Group | |||||
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(a) |
o | ||||
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(b) |
o | ||||
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3. |
SEC Use Only | |||||
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4. |
Citizenship or Place of Organization: | |||||
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Number of |
5. |
Sole Voting Power: | |||||
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6. |
Shared Voting Power: | ||||||
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7. |
Sole Dispositive Power: | ||||||
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8. |
Shared Dispositive Power: | ||||||
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9. |
Aggregate Amount Beneficially Owned by Each Reporting Person: | |||||
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10. |
Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o | |||||
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11. |
Percent of Class Represented by Amount in Row (9): | |||||
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12. |
Type of Reporting Person (See Instructions): | |||||
Item 1. | ||
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(a). |
Name of Issuer |
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(b). |
Address of Issuers Principal Executive Offices: |
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Item 2(a). |
Name of Person Filing | |
Item 2(b). |
Address of Principal Business Office | |
Item 2(c). |
Citizenship c/o Castle Creek Capital LLC 6110 El Tordo Rancho Santa Fe, CA 92067 Citizenship: State of Delaware
(ii) Castle Creek Capital IV LLC c/o Castle Creek Capital LLC 6110 El Tordo Rancho Santa Fe, CA 92067 Citizenship: State of Delaware
(iii) John M. Eggemeyer III c/o Castle Creek Capital LLC 6110 El Tordo Rancho Santa Fe, CA 92067 Citizenship: U.S.A.
(iv) William J. Ruh c/o Castle Creek Capital LLC 6110 El Tordo Rancho Santa Fe, CA 92067 Citizenship: U.S.A.
The foregoing persons are hereinafter sometimes collectively referred to as the Reporting Persons. | |
Item 2(d). |
Title of Class of Securities: | |
Item 2(e). |
CUSIP Number: | |
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Item 3. |
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: | |
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Not Applicable. |
Item 4. |
Ownership. | ||
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(a) |
Amount beneficially owned: As of the date hereof, each of the Reporting Persons may be deemed to be the beneficial owner of the 2,483,100 Common Shares held directly by Castle Creek Capital Partners IV, LP. Mr. Eggemeyer shares voting and dispositive power over the 2,483,100 Common Shares beneficially owned by Castle Creek Capital Partners IV, LP with Mr. Ruh, as each is a managing principal of Castle Creek Capital IV LLC, the sole general partner of Castle Creek Capital Partners IV, LP. Castle Creek Capital IV LLC, Mr. Eggemeyer and Mr. Ruh each disclaim beneficial ownership of the Common Shares, except to the extent of their respective pecuniary interest in Castle Creek Capital Partners IV, LP. | |
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(b) |
Percent of class: Based on Exhibit 99.1 to the Current Report on Form 8-K filed by the Company on January 27, 2012, there were 25,147,717 outstanding Common Shares as of December 31, 2011. Based on this number of outstanding Common Shares, each of the Reporting Persons may be deemed to be the beneficial owner of approximately 9.87% of the total number of outstanding Common Shares. | |
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(c) |
Number of shares as to which the Reporting person has: Castle Creek Capital Partners IV, LP | |
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(i) |
Sole power to vote or to direct the vote: 2,483,100 |
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(ii) |
Shared power to vote or to direct the vote: 0 |
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(iii) |
Sole power to dispose or to direct the disposition of: 2,483,100 |
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(iv) |
Shared power to dispose or to direct the disposition of: 0 |
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Castle Creek Capital IV LLC | |
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(i) |
Sole power to vote or to direct the vote: 2,483,100 |
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(ii) |
Shared power to vote or to direct the vote: 0 |
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(iii) |
Sole power to dispose or to direct the disposition of: 2,483,100 |
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(iv) |
Shared power to dispose or to direct the disposition of: 0 |
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John M. Eggemeyer III | |
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(i) |
Sole power to vote or to direct the vote: 0 |
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(ii) |
Shared power to vote or to direct the vote: 2,483,100 |
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(iii) |
Sole power to dispose or to direct the disposition of: 0 |
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(iv) |
Shared power to dispose or to direct the disposition of: 2,483,100 |
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William J. Ruh | |
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(i) |
Sole power to vote or to direct the vote: 0 |
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(ii) |
Shared power to vote or to direct the vote: 2,483,100 |
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(iii) |
Sole power to dispose or to direct the disposition of: 0 |
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(iv) |
Shared power to dispose or to direct the disposition of: 2,483,100 |
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Item 5. |
Ownership of Five Percent or Less of a Class | ||
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: o | |||
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. | ||
Not Applicable. | |||
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. | ||
Not Applicable. | |||
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Item 8. |
Identification and Classification of Members of the Group. | ||
Not Applicable. | |||
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Item 9. |
Notice of Dissolution of Group. | ||
Not Applicable. |
Item 10. |
Certification. |
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Each of the Reporting Persons hereby makes the following 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 that 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: February 9, 2012
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CASTLE CREEK CAPITAL PARTNERS IV, LP | |
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By: |
/s/ William J. Ruh |
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Name: |
William J. Ruh |
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Title: |
Managing Principal |
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CASTLE CREEK CAPITAL IV LLC | |
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By: |
/s/ William J. Ruh |
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Name: |
William J. Ruh |
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Title: |
Managing Principal |
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JOHN M. EGGEMEYER III | |
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By: |
/s/ John M. Eggemeyer III |
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Name: |
John M. Eggemeyer III |
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WILLIAM J. RUH | |
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By: |
/s/ William J. Ruh |
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Name: |
William J. Ruh |