-----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, FWJlpaoxniw/mFDxDzFyJBNaAg4E604Y5F5h9DWdfjuuY/e2xwZt+dIcS+RyvXYn 1KeqiTnXOkemyphSv3KHqA== 0000892251-09-000186.txt : 20091112 0000892251-09-000186.hdr.sgml : 20091111 20091112161506 ACCESSION NUMBER: 0000892251-09-000186 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20091112 DATE AS OF CHANGE: 20091112 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST FRANKLIN CORP CENTRAL INDEX KEY: 0000742161 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 311221029 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39273 FILM NUMBER: 091177255 BUSINESS ADDRESS: STREET 1: 4750 ASHWOOD DR STREET 2: FRANKLIN SAVINGS CITY: CINCINNATI STATE: OH ZIP: 45241 BUSINESS PHONE: 5134695325 MAIL ADDRESS: STREET 1: 4750 ASHWOOD DR CITY: CINCINNATI STATE: OH ZIP: 45241 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Lenox Wealth Management, Inc. CENTRAL INDEX KEY: 0001464332 IRS NUMBER: 311445959 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 8044 MONTGOMERY ROAD STREET 2: SUITE 480 CITY: CINCINNATI STATE: OH ZIP: 45236 BUSINESS PHONE: 513-618-7080 MAIL ADDRESS: STREET 1: 8044 MONTGOMERY ROAD STREET 2: SUITE 480 CITY: CINCINNATI STATE: OH ZIP: 45236 SC 13D/A 1 sc13damendno3.htm SCHEDULE 13D - AMENDMENT NO. 3 sc13damendno3.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
(Amendment No. 3)
 
First Franklin Corporation
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
320272107
(CUSIP Number)
 
Jason Long
Lenox Wealth Management, Inc.
8044 Montgomery Road, Ste 480
Cincinnati OH 45236
(513) 618-7080
 
Copy to:
 
F. Mark Reuter, Esq.
Keating Muething & Klekamp PLL
One East Fourth Street, Suite 1400
Cincinnati, Ohio 45202
(513) 579-6469

 
(Name, Address and Telephone Number of Person
 
Authorized to Receive Notices and Communications)
 
November 9, 2009
(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.   o
 
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See §240.13d-7 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 (“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).
 

Page 1 of 8
 
 
 

 
CUSIP No. 320272107
    
1
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 
Lenox Wealth Management, Inc.  IRS Identification Number:  31-1445959
  
 2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
 
 (a)  o
  
 3
SEC USE ONLY
 
  
 4
SOURCE OF FUNDS*
 
WC, OO
  
 5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e)                                           
 
  
 6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Ohio
  
 
 
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
 
 7
SOLE VOTING POWER
 
160,665
  
 8
SHARED VOTING POWER
 
0
  
 9
SOLE DISPOSITIVE POWER
 
160,665
  
10
SHARED DISPOSITIVE POWER
 
0
  
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
160,665
  
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*   o
 
  
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
9.560%
 
  
14
TYPE OF REPORTING PERSON*
 
CO
  

 

Page 2 of 8
 
 
 

This Amendment No. 3 (this “Amendment”) amends and supplements the Statement on Schedule 13D (as amended by Amendment Nos. 1 and 2 filed on or about June 26, 2009 and October 7, 2009, respectively, the “Schedule 13D”) relating to the shares of the common stock, par value, $0.01 per share (the “Common Stock”) of First Franklin Corporation, a Delaware corporation whose principal executive offices are located at 4750 Ashwood Drive, Cincinnati, Ohio 45241 (the “Issuer”), previously filed by Lenox Wealth Management, Inc. (the “Reporting Person”).  This Amendment is being filed to update the Schedule 13D in light of recent events.
 
Unless otherwise indicated, all capitalized terms used herein shall have the meanings given to them in the Schedule 13D, and unless amended or supplemented hereby, all information previously filed remains in effect.
 
Item 3.
Source and Amount of Funds or Other Consideration
 
Item 3 is hereby amended and restated as follows:
 
The amount of funds to acquire 160,665 shares of Issuer’s Common Stock is $1,029,669.  Such funds were provided from Lenox Wealth Management, Inc.’s working capital; provided, however, $162,426 of that working capital was obtained through the exercise of options by the principal of Lenox Wealth Management for the direct purpose of ensuring that the company would have adequate capital to make the purchase.
 
Item 4.
Purpose of Transaction
 
Item 4 is hereby amended and restated as follows:
 
All of the shares of Common Stock reported herein were acquired for investment purposes, and were originally acquired without the purpose or effect of changing or influencing control of the Issuer.  The Reporting Person acquired the shares on dates previously reported and on the dates indicated in the table under Item 5 on pages 4 through 7 of this Schedule 13D/A because it did not believe that the value of the Issuer’s assets was adequately reflected in the market price of the Issuer’s Common Stock at such times.
 
The Reporting Person reviews on a continuing basis its investment in the Issuer.  Depending upon overall market conditions, the Issuer’s business, affairs and financial position, the price level of the Common Stock, as well as other various factors, the Reporting Person may take such actions with respect to its investment in the Issuer as it deems appropriate in light of the circumstances existing from time to time.  Such actions may include, without limitation, the purchase of additional shares of Common Stock in the open market, in privately negotiated transactions or otherwise.  The Reporting Person may also dispose at any time of all or a portion of the Common Stock now owned or hereafter acquired by it to one or more purchasers, although it has no present intention of doing so.
 
The Reporting Person intends to consider a variety of different alternatives to encourage management and the Board of Directors to maximize shareholder value by, among other things, designing plans to increase the Issuer’s profitability and evaluating on an ongoing basis the composition of the Board of Directors.
 

Page 3 of 8
 
 
 

The Reporting Person has engaged in and continues to attempt to engage in on-going discussions with management, the Board of Directors, other shareholders of the Issuer and other relevant parties concerning the business and future plans of the Issuer, generally, and with regard to strategies and actions that the Reporting Person believes will encourage management and the Board of Directors to maximize shareholder value as well as enhance the Issuer’s business, governance, and oversight.
 
In addition to the above-mentioned communications, in consideration of such alternatives, strategies and actions, the Reporting Person may seek in the future to assert any and all shareholder rights available to it, including, but not limited to: (i) continuing to communicate with management, the Board of Directors, other shareholders and other relevant parties; (ii) making proposals to the Issuer’s management and Board of Directors (including with regard to changes in the corporate governance and business strategies of the Issuer or a possible sale of the Issuer); (iii) seeking representation on the Issuer’s Board of Directors; and/or (iv) soliciting proxies or written consents from other shareholders of the Issuer with respect to Board representation or other proposals for shareholder action.
 
Except as set forth above, the Reporting Person does not have any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D.  The Reporting Person may, at any time, review or reconsider its position with respect to the Issuer and formulate plans or proposals with respect to any of such matters, but has no present intention of doing so.
 
Item 5.
Interest in Securities of the Issuer
 
(a)           See Item 11 and Item 13 on page 2 of this Schedule 13D/A.
 
(b)           See Items 7 through 10 of page 2 of this Schedule 13D/A.
 
(c)           During the past sixty days, the Reporting Person effected the following transactions in the Common Stock, all of which were effected in the open market:
 
Date
Shares
Purchase Price 
Per Share
9/21/2009
230
$5.25
9/22/2009
300
$5.44
9/22/2009
396
$5.45
9/22/2009
300
$5.46
9/22/2009
4
$5.44
9/22/2009
200
$5.48
9/22/2009
800
$5.50
9/22/2009
600
$5.50
9/24/2009
3,000
$5.50
9/28/2009
400
$5.75
9/28/2009
100
$5.74
9/28/2009
400
$5.75
9/28/2009
100
$5.74
9/29/2009
200
$5.74
 
 

Page 4 of 8
 
 
 
 
 
 
Date
  
Shares
  
Purchase Price 
Per Share
9/29/2009
600
$5.75
9/29/2009
200
$5.74
9/30/2009
646
$5.74
9/30/2009
244
$6.14
9/30/2009
110
$6.00
9/30/2009
500
$6.13
10/2/2009
300
$6.12
10/2/2009
900
$6.14
10/2/2009
100
$6.00
10/2/2009
67
$6.00
10/2/2009
100
$5.98
10/2/2009
233
$6.00
10/2/2009
1,000
$6.50
10/2/2009
1,200
$6.50
10/2/2009
82
$6.50
10/2/2009
1,900
$6.50
10/2/2009
18
$6.50
10/2/2009
600
$6.10
10/2/2009
166
$6.14
10/2/2009
132
$6.14
10/2/2009
100
$6.00
10/5/2009
100
$6.27
10/5/2009
100
$6.30
10/5/2009
100
$6.22
10/5/2009
1,700
$6.30
10/5/2009
82
$6.45
10/5/2009
1,918
$6.45
10/9/2009
82
$6.55
10/9/2009
500
$6.55
10/9/2009
200
$6.48
10/9/2009
1,800
$6.50
10/12/2009
82
$6.60
10/12/2009
518
$6.60
10/12/2009
1,900
$6.60
10/12/2009
200
$6.57
10/14/2009
300
$6.77
10/14/2009
100
$6.80
10/14/2009
179
$6.99
10/14/2009
100
$6.78
10/14/2009
17
$6.79
10/14/2009
100
$6.78
10/14/2009
4
$6.79
10/14/2009
200
$6.96
10/14/2009
1,000
$6.58
10/14/2009
1,000
$6.58
10/14/2009
21
$6.82
10/14/2009
1,700
$6.58
10/14/2009
179
$6.77
 
 
 

Page 5 of 8
 
 
 
 
 
 
 
Date
  
Shares
  
Purchase Price 
Per Share
10/14/2009
100
$6.82
10/14/2009
321
$6.58
10/14/2009
9
$6.82
10/14/2009
121
$6.77
10/14/2009
849
$6.82
10/14/2009
100
$6.81
10/14/2009
100
$6.77
10/16/2009
100
$6.91
10/16/2009
200
$6.95
10/16/2009
200
$7.20
10/16/2009
100
$6.99
10/16/2009
200
$7.13
10/16/2009
100
$7.00
10/16/2009
100
$7.20
10/16/2009
100
$7.24
10/16/2009
900
$7.25
10/19/2009
200
$7.49
10/19/2009
312
$7.50
10/19/2009
88
$7.49
10/19/2009
100
$7.45
10/23/2009
100
$7.68
10/23/2009
112
$7.69
10/23/2009
88
$6.98
11/3/2009
500
$7.74
11/4/2009
500
$7.74
11/5/2009
100
$8.00
11/5/2009
100
$7.98
11/5/2009
200
$7.86
11/5/2009
440
$7.74
11/5/2009
100
$7.99
11/5/2009
60
$8.10
11/9/2009
100
$7.70
11/9/2009
100
$7.87
11/9/2009
200
$7.90
11/9/2009
300
$7.88
11/9/2009
100
$7.91
11/9/2009
100
$7.88
11/9/2009
1,400
$7.95
11/9/2009
100
$7.92
11/9/2009
100
$7.94
11/9/2009
100
$7.92
11/9/2009
100
$7.92
11/9/2009
200
$7.91
11/9/2009
200
$7.92
11/9/2009
100
$7.94
11/9/2009
128
$7.95
11/9/2009
472
$7.95
11/10/2009
100
$7.98
 
 

Page 6 of 8
 
 
 
 
 
Date
  
Shares
  
Purchase Price 
Per Share
11/10/2009
3,700
$8.00
11/10/2009
400
$7.93
11/10/2009
100
$7.95
11/10/2009
200
$7.88
11/10/2009
300
$7.97
11/10/2009
200
$8.00
11/10/2009
1,400
$8.00
11/10/2009
128
$8.00

(d)           NA
 
(e)           NA
 
Item 6.
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
 
NA
 
Item 7.
Material to Be Filed as Exhibits
 
NA
 

Page 7 of 8
 
 
 

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.
 
 
Lenox Wealth Management, Inc.
 
  
       
 
By:
/s/ Jason Long  
    Jason Long, Vice President  
    Date:  November 12, 2009  
       
 
 
 
The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative.  If the statement is signed on behalf of a person by his authorized representative (other than an executive officer or general partner of the filing person), evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement: provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference.  The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Page 8 of 8
 


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