0001513193-11-000005.txt : 20110902
0001513193-11-000005.hdr.sgml : 20110902
20110902115016
ACCESSION NUMBER: 0001513193-11-000005
CONFORMED SUBMISSION TYPE: SC 13D
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20110902
DATE AS OF CHANGE: 20110902
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: PRESIDENTIAL LIFE CORP
CENTRAL INDEX KEY: 0000080124
STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311]
IRS NUMBER: 132652144
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0511
FILING VALUES:
FORM TYPE: SC 13D
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-31681
FILM NUMBER: 111072726
BUSINESS ADDRESS:
STREET 1: 69 LYDECKER ST
CITY: NYACK
STATE: NY
ZIP: 10960
BUSINESS PHONE: 845-3582300
MAIL ADDRESS:
STREET 1: 69 LYDECKER ST
CITY: NYACK
STATE: NY
ZIP: 10960
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: Fort Hoosac Management, LLC
CENTRAL INDEX KEY: 0001513193
IRS NUMBER: 273380922
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D
BUSINESS ADDRESS:
STREET 1: 149 FIFTH AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10010
BUSINESS PHONE: 2124524991
MAIL ADDRESS:
STREET 1: 149 FIFTH AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10010
SC 13D
1
plfe13d.txt
SCHEDULE 13D Under the Securities Exchange Act of 1934
(Amendment No.)
(Name of Issuer) Presidential Life Corporation
(Title of Class of Securities) Common Stock
(CUSIP Number) 740884101
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
Paul J. Isaac
149 Fifth Avenue, 15th Floor
New York, NY 10010
(212) 650-4670
(Date of Event which Requires Filing of this Statement)
August 24, 2011
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
Section 240.13d-l(e), 240.13d-l(t) or 240.13d-1(g), check the
following box. x
Note: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all
exhibits. See Section 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).
Persons who respond to the collection of Information contained
in this form are not required to respond unless the form
displays a currently valid 0MB control number.
SEC 1746 (03-00)
CUSIP No. 740884101
1. Names of Reporting Persons. I.R.S. Identification Nos.
of above persons (entities only)
Fort Hoosac Management, LLC
2. Check the Appropriate Box if a Member of a Group (see
instructions)
(a)
(b) X
3. SEC Use Only
4. Source of Funds (See Instructions)
AF
5. Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2 (e).
No
6. Citizenship or Place of Organization
Delaware
7. Sole Voting Power
NA
8. Shared Voting Power
1,971,739
9. Sole Dispositive power
NA
10. Shared Dispositive Power
1,971,739
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
1,971,739
12. Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (see instructions)
NA
13. Percent of Class Represented by Amount in Row (11)
6.7% Fort Hoosac Management, LLC
14. Type of Reporting Person (see instructions)
IA
CUSIP No. 740884101
1. Names of Reporting Persons. I.R.S. Identification Nos.
of above persons (entities only)
Paul J. Isaac
2. Check the Appropriate Box if a Member of a Group (see
instructions)
(a)
(b) X
3. SEC Use Only
4. Source of Funds (See Instructions)
N/A
5. Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2 (e).
No
6. Citizenship or Place of Organization
New York
7. Sole Voting Power
NA
8. Shared Voting Power
1,971,739
9. Sole Dispositive power
NA
10. Shared Dispositive Power
1,971,739
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
1,971,739
12. Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (see instructions)
NA
13. Percent of Class Represented by Amount in Row (11)
6.7%
14. Type of Reporting Person (see instructions)
HC
CUSIP No. 740884101
1. Names of Reporting Persons. I.R.S. Identification Nos.
of above persons (entities only)
Arbiter Partners QP, LP
2. Check the Appropriate Box if a Member of a Group (see
instructions)
(a)
(b) X
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).
No
6. Citizenship or Place of Organization
Delaware
7. Sole Voting Power
NA
8. Shared Voting Power
1,940,339
9. Sole Dispositive power
NA
10. Shared Dispositive Power
1,940,339
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
1,940,339
12. Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (see instructions)
NA
13. Percent of Class Represented by Amount in Row (11)
6.6% Arbiter Partners QP, LP
14. Type of Reporting Person (see instructions)
PN
CUSIP No. 740884101
1. Names of Reporting Persons. I.R.S. Identification Nos.
of above persons (entities only)
Isaac Brothers, LLC
2. Check the Appropriate Box if a Member of a Group (see
instructions)
(a)
(b) X
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).
No
6. Citizenship or Place of Organization
Delaware
7. Sole Voting Power
NA
8. Shared Voting Power
10,000
9. Sole Dispositive power
NA
10. Shared Dispositive Power
10,000
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
10,000
12. Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (see instructions)
NA
13. Percent of Class Represented by Amount in Row (11)
0.03% Isaac Brothers, LLC
14. Type of Reporting Person (see instructions)
PN
CUSIP No. 740884101
1. Names of Reporting Persons. I.R.S. Identification Nos.
of above persons (entities only)
Karen Isaac
2. Check the Appropriate Box if a Member of a Group (see
instructions)
(a)
(b) X
3. SEC Use Only
4. Source of Funds (See Instructions)
PF
5. Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2 (e).
No
6. Citizenship or Place of Organization
New York
7. Sole Voting Power
NA
8. Shared Voting Power
1,400
9. Sole Dispositive power
NA
10. Shared Dispositive Power
1,400
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
1,400
12. Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (see instructions)
NA
13. Percent of Class Represented by Amount in Row (11)
0.01% Karen Isaac
14. Type of Reporting Person (see instructions)
IN
CUSIP No. 740884101
1. Names of Reporting Persons. I.R.S. Identification Nos.
of above persons (entities only)
Abigail Isaac
2. Check the Appropriate Box if a Member of a Group (see
instructions)
(a)
(b) X
3. SEC Use Only
4. Source of Funds (See Instructions)
PF
5. Check if Disclosure of Legal Proceedings Is Required
Pursuant to Items 2(d) or 2 (e).
No
6. Citizenship or Place of Organization
New York
7. Sole Voting Power
NA
8. Shared Voting Power
10,000
9. Sole Dispositive power
NA
10. Shared Dispositive Power
10,000
11. Aggregate Amount Beneficially Owned by Each Reporting
Person
10,000
12. Check if the Aggregate Amount in Row (11) Excludes
Certain Shares (see instructions)
NA
13. Percent of Class Represented by Amount in Row (11)
0.03% Abigail Isaac
14. Type of Reporting Person (see instructions)
IN
Item 1. Security and Issuer
Common Stock
Presidential Life Corp.
69 Lydecker Street
Nyack, NY 10960
Item 2. Identity and Background
(a) Name
(b) Residence or business address
Fort Hoosac Management LLC
149 Fifth Avenue, 15th Floor
New York, New York 10010
Paul J. Isaac - manager
Arbiter Partners QP, LP
149 Fifth Avenue, 15th Floor
New York, New York 10010
Paul J. Isaac - manager
Isaac Brothers, LLC
75 Prospect Avenue
Larchmont, New York 10538
Paul J. Isaac - manager
Daniel H. Isaac - member
Frederick J. Isaac - member
Karen Isaac
75 Prospect Avenue
Larchmont, New York 10538
Abigail Isaac
75 Prospect Avenue
Larchmont, New York 10538
(c) Present principal occupation or employment and the name,
principal business and address of any corporation or
other organization in which such employment is conducted;
Please see section (b)
(d) Whether or not, during the last five years, such person has
been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) and, if so, give the dates,
nature of conviction, name and location of court, and penalty n
imposed, or other disposition of the case;
None
(e) Whether or not, during the last five years, such person was
a party to a 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 future violations of, or prohibiting or
mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws; and, if
so, identify and describe such proceedings and summarize the
terms of such judgment; decree or final order; and
None
(f) Citizenship.
United States
Item 3. Source and Amount of Funds or Other Consideration
Purchases for Arbiter Partners QP, LP, a securities investment
partnership, were made with working capital for partnership investment.
Purchases for Isaac Brothers, LLC were made with working capital for
personal investment.
Purchases for Karen Isaac were made with
cash for personal investment
Purchases for Abigail Isaac were made with cash for personal
investment
Item 4. Purpose of Transaction
The purchase of 1,940,339 common shares of Presidential Life Corporation
by Arbiter Partners QP, LP was made for investment purposes.
The purchase of 10,000 common shares of Presidential Life Corporation by
Isaac Brothers, LLC was made for investment purposes.
The purchase of 1,400 common shares of Presidential Life Corporation by
Karen Isaac Grandchildren's Trust was made for investment
purposes.
The purchase of 10,000 common shares of Presidential Life Corporation by
Abigail Isaac was made for investment purposes.
On August 24, 2011, Ross Levin, Director of Research and minority member
of Fort Hoosac Management, LLC was elected to the board of directors of
the issuer at the issuer's annual meeting of shareholders. Except to the
extent, if any, that might be deemed to be the case by virtue of Mr. Levin's
election and service as a director, Fort Hoosac Management, LLC does not hold
the Shares with a purpose or effect of changing or influencing control of the
issuer, and the filing of this Statement is not an admission that such a filing
is required on the part of Fort Hoosac Management Other than set forth above,
the Reporting Persons do not have, as of the date of this filing, any plans or
proposals that relate to or would result in any of the actions or events
specified in clauses (a) through (j) of Item 4 of Schedule 13D. The Reporting
Persons intendto review their investment in the Issuer on a continuing basis
and may engage in discussions with management and the board of directors of the
Issuer, other holders of Common Stock and other relevant parties concerning the
business, operations,governance, strategy, capitalization, ownership and future
plans of the Issuer and the management and board composition of the Issuer. The
Reporting Persons may change their plans or proposals in the future. Depending
on various factors including, without limitation, the Issuer's financial
position, strategic direction, business and prospects, anticipated future
developments, existing and anticipated market conditions from time to time,
actions taken by the management and board of directors of the Issuer, price
levels of the Common Stock, general economic conditions and regulatory matters,
the Reporting Persons may in the future take such actions with respect to its
investments in the Issuer as it deems appropriate including, without limitation,
purchasing additional Common Stock or other securities of the Issuer, selling
some or all of their Common Stock or engaging in short selling of or any hedging
or similar transaction with respect to the Common Stock, to the extent permitted
under applicable law, or engage or participate in a transaction with the purpose
or effect of changing or influencing the control of the Issuer. Any such
transactions, if they occur at all, may take place at any time and without prior
notice.
The Reporting Persons reserve the right to change their intentions with respect
to any or all of the matters referred to in this Item 4.
Item 5. Interest in Securities of the Issuer
(a) State the aggregate number and percentage of the class of
securities identified pursuant to Item I (which may be based on
the number of securities outstanding as contained in the most
recently available filing with the Commission by the issuer
unless the filing person has reason to believe such information
is not current) beneficially owned (identifying those shares
which there is a right to acquire) by each person named in Item
2. The above mentioned information should also be furnished with
respect to persons who, together with any of the persons named
in Item 2, comprise a group within the meaning of Section
13(d)(3) of the Act;
Arbiter Partners QP, LP holds 1,940,339 common shares of
Presidential Life Corporation, or 6.6%.
Isaac Brothers, LLC holds 10,000 common shares of Presidential Life
Corporation,
or 0.03%.
Karen Isaac holds 1,400 common shares
of Presidential Life Corporation or 0.01%
Abigail Isaac holds 10,000 common shares of
Presidential Life Corporation or 0.03%
(b) For each person named in response to paragraph (a), indicate
the number of shares as to which there is sole power to vote or
to direct the vote, shared power to vote or to direct the vote,
sole power to dispose or to direct the disposition, or shared
power to dispose or to direct the disposition. Provide the
applicable information required by Item 2 with respect to each
person with whom the power to vote or to direct the vote or to
dispose or direct the disposition is shared;
Arbiter Partners QP, LP, managed by Paul J. Isaac, owns 1,940,339
shares of common stock. Paul J. Isaac has shared power to vote or to
direct the vote and shared power to dispose or to direct the
disposition of all such 1,940,339 shares.
Isaac Brothers, LLC managed by Paul J. Isaac, owns 10,000
shares of common stock. Paul J. Isaac has shared power
to vote or to direct the vote and shared power to dispose or
to direct the disposition of all such 10,000 shares.
Karen Isaac, owns 1,400 shares of common stock. Paul J. Isaac has shared
power tovote or to direct the vote and shared power to dispose or to direct
the disposition of all such 1,400 shares.
Abigail Isaac owns 10,000 shares of common stock. Paul J. Isaac
has shared power to vote or to direct the vote and shared power to
dispose or to direct the disposition of all such 10,000 shares.
(c) Describe any transactions in the class of securities
reported on that were effected during the past sixty days or
since the most recent filing of Schedule 13D (Section 240.13d-
191), whichever is less, by the persons named in response to
paragraph (a).
Instruction. The description of a transaction required by Item
5(c) shall include, but not necessarily be limited to: (1) the
identity of the person covered by Item 5( c ) who effected the
transaction; (2) the date of the transaction; (3) the amount of
securities involved; (4) the price per share or unit; and (5)
where and how the transaction was effected.
(d) If any other person is known to have the right to receive or
the power to direct the receipt of dividends from, or the
proceeds from the sale of, such securities, a statement to that
effect should be included in response to this item and, if such
interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an
investment company registered under the Investment Company Act
of 1940 or the beneficiaries of an employee benefit plan,
pension fund or endowment fund is not required.
NA
(e) If applicable, state the date on which the reporting person
ceased to be the beneficial owner of more than five percent of
the class of securities.
NA
Instruction. For computations regarding securities which
represent a right to acquire an underlying security, see Rule
13d-3( d)( I) and the note thereto.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
none
Item 7. Material to Be Filed as Exhibits
none
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.
September 02, 2011
Paul J. Isaac
Manager, Fort Hoosac Management, LLC, Arbiter Partners QP, LP,
and Isaac Brothers, LLC