0000919574-05-000104.txt : 20120703
0000919574-05-000104.hdr.sgml : 20120703
20050118170856
ACCESSION NUMBER: 0000919574-05-000104
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20050118
DATE AS OF CHANGE: 20050118
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: JACOBS SY
CENTRAL INDEX KEY: 0001166408
FILING VALUES:
FORM TYPE: SC 13D/A
MAIL ADDRESS:
STREET 1: ONE FIFTH AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10003
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: FIRST INVESTORS FINANCIAL SERVICES GROUP INC
CENTRAL INDEX KEY: 0000948034
STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141]
IRS NUMBER: 760465087
STATE OF INCORPORATION: TX
FISCAL YEAR END: 0430
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-45119
FILM NUMBER: 05534343
BUSINESS ADDRESS:
STREET 1: 675 BERING DR
STREET 2: STE 710
CITY: HOUSTON
STATE: TX
ZIP: 77057
BUSINESS PHONE: 7139772600
MAIL ADDRESS:
STREET 1: 675 BERING DR
STREET 2: STE 710
CITY: HOUSTON
STATE: TX
ZIP: 77057
SC 13D/A
1
d540579_13d-a.txt
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
----------------
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 3)
First Investors Financial Services Corp.
--------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $0.001 par value
--------------------------------------------------------------------------------
(Title of Class of Securities)
32058A101
--------------------------------------------------------------------------------
(CUSIP Number)
Sy Jacobs
c/o JAM Partners, L.P. and JAM Managers, L.L.C.
One 5th Avenue
New York, New York 10003
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 10, 2005
--------------------------------------------------------------------------------
(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 Rule 13d-1(e), 13d-1(f) or 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 Rule 13d-7 for
other parties to whom copies are to be sent.
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 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. 32058A101
---------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Sy Jacobs
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC, AF, PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
[_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
7. SOLE VOTING POWER
565,800
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
565,800
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
565,800
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.9%
14. TYPE OF REPORTING PERSON
IN
CUSIP No. 32058A101
---------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JAM Partners, L.P.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC, AF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
[_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
7. SOLE VOTING POWER
500,000
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
500,000
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
500,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.5%
14. TYPE OF REPORTING PERSON
PN
CUSIP No. 32058A101
---------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
JAM Managers, L.L.C.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [_]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC, AF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e)
[_]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON
7. SOLE VOTING POWER
500,000
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
500,000
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
500,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.5%
14. TYPE OF REPORTING PERSON*
CO
CUSIP No. 3208A101
---------------------
The purpose of this Schedule 13D, Amendment No. 3 is to report the change in the
beneficial ownership of JAM Partners, L.P. (the "Partnership"), JAM Managers
L.L.C. (the "Manager") and Sy Jacobs (together with the Partnership and the
Manager the "Reporting Persons") in the Common Stock, $0.001 par value (the
"Shares"), of First Investors Financial Services Group, Inc. (the "Issuer") that
have been caused by transactions in the Shares effected by the Reporting Person.
--------------------------------------------------------------------------------
Item 1. Security and Issuer.
The title of the class of equity securities to which this statement relates is:
Common Stock, $0.001 par value, in First Investors Financial Services Group,
Inc.
The name and address of the principal executive and business office of the
Issuer is:
First Investors Financial Services Group, Inc.
675 Bering Drive
Suite 710
Houston, Texas 77057
--------------------------------------------------------------------------------
Item 2. Identity and Background.
(a-c) This statement is being filed on behalf of the Reporting Persons. Mr.
Jacobs is the managing member of JAM Managers L.L.C., a Delaware limited
liability company (the "Manager"). The Manager is the general partner of JAM
Partners, L.P., a Delaware limited partnership (the "Partnership"). In addition
to his position in the Manager, Mr. Jacobs also has sole investment discretion
over certain accounts through his role as Trustee for certain trusts and shared
investment discretion through his membership in an investment club which hold
Shares of the Issuer (the "Accounts").
The business address of the Reporting Persons is One 5th Avenue, New York, NY
10003.
(d-e) The Reporting Persons have not, during the last five years, been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors). The Reporting Persons have not, during the last five years, been
a party to a civil proceeding of a judicial or administrative body of competent
jurisdiction which resulted in 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 violations with respect to such laws.
(f) Mr. Jacobs is a citizen of the United States of America.
--------------------------------------------------------------------------------
Item 3. Source and Amount of Funds or Other Consideration.
As of the date hereof, the Partnership may be deemed to beneficially own
500,000 Shares; the Manager may be deemed to beneficially own 500,000 Shares;
and Sy Jacobs may be deemed to beneficially own 565,800 Shares.
All of the Shares were purchased in open market transactions by the
Reporting Persons.
The funds for the purchase of the Shares held in the Partnership have come
from the working capital of the Partnership. The funds for the purchase of the
Shares deemed to be beneficially owned by the Manager and Mr. Jacobs for either
affiliated funds or personal funds, as applicable. No funds were borrowed to
purchase any of the Shares. The amount of funds used to purchase the Shares
listed on Exhibit B is $301,325.
--------------------------------------------------------------------------------
Item 4. Purpose of Transaction.
(a-j) The purpose of this Schedule 13D is to report the change in the
number of Shares that may be allowed to be beneficially owned by the Reporting
Persons.
It is noted again that on November 29, 2000, Mr. Jacobs was elected to the
Board of Directors of the Issuer.
--------------------------------------------------------------------------------
Item 5. Interest in Securities of the Issuer.
Sy Jacobs
---------
As of the date hereof, Mr. Jacobs may be deemed to be the beneficial owner
of 565,800 Shares (including options to purchase 20,000 Shares), constituting
11.9% of the Shares of the Issuer, based upon the 4,742,469 Shares outstanding
as of December 13, 2004, according to the Issuer's most recent Form 10-Q filing.
Mr. Jacobs has the sole power to vote or direct the vote of 565,800 Shares;
has the shared power to vote or direct the vote of 0 Shares; has sole power to
dispose or direct the disposition of 565,800; and has shared power to dispose or
direct the disposition of 0 Shares.
Mr. Jacobs specifically disclaims beneficial ownership in the Shares
reported herein except to the extent of his pecuniary interest therein.
The trading dates, number of shares purchased and sold and price per share
for all transactions in the Shares during the past 60 days by Mr. Jacobs on
behalf of himself, the other Reporting Persons and the other accounts over which
he may be deemed to have investment discretion are set forth in Schedule A and
were all effected in broker transactions.
JAM Managers, L.L.C.
--------------------
As of the date hereof, JAM Managers, L.L.C. may be deemed to be the
beneficial owner of 500,000 Shares, constituting 10.5% of the Shares of the
Issuer, based upon the 4,742,469 Shares outstanding as of December 13, 2004,
according to the Issuer's most recent Form 10-Q filing.
JAM Managers, L.L.C. has the sole power to vote or direct the vote of
500,000 Shares; has the shared power to vote or direct the vote of 0 Shares; has
sole power to dispose or direct the disposition of 500,000; and has shared power
to dispose or direct the disposition of 0 Shares.
JAM Managers, L.L.C. specifically disclaims beneficial ownership in the
Shares reported herein except to the extent of its pecuniary interest therein.
The trading dates, number of shares purchased and sold and price per
share for all transactions in the Shares during the past 60 days by JAM
Managers, L.L.C. on behalf of its clients are set forth in Schedule A and were
all effected in broker transactions.
JAM Partners, L.P.
------------------
As of the date hereof, JAM Partners, L.P. may be deemed to be the
beneficial owner of 500,000 Shares, constituting 10.5% of the Shares of the
Issuer, based upon the 4,762,469 Shares outstanding as of December 13, 2004,
according to the Issuer's most recent Form 10-Q filing.
JAM Partners, L.P. has the sole power to vote or direct the vote of 500,000
Shares; has the shared power to vote or direct the vote of 0 Shares; has sole
power to dispose or direct the disposition of 500,000; and has shared power to
dispose or direct the disposition of 0 Shares.
JAM Partners, L.P. specifically disclaims beneficial ownership in the
Shares reported herein except to the extent of its pecuniary interest therein.
The trading dates, number of shares purchased and sold and price per share
for all transactions in the Shares during the past 60 days by JAM Partners, L.P.
are set forth in Schedule A and were all effected in broker transactions.
The Reporting Persons do not have any present plans or proposals that
relate to, or would result in, any of the actions enumerated in Item 4 of
Schedule 13D. However, the Reporting Persons reserves the right to discuss
company business with management, make proposals to management and/or to take
other actions to influence management of the Issuer should they deem
appropriate.
--------------------------------------------------------------------------------
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer.
N/A
--------------------------------------------------------------------------------
Item 7. Material to be Filed as Exhibits.
1. An agreement relating to the filing of a joint statement as required by Rule
13d-1(f) under the Securities Exchange Act of 1934 is filed herewith as Exhibit
A.
2. A description of the transactions in the Shares that were effected by the
Reporting Person during the 60 days prior to January 14, 2005 through November
15, 2004 is filed herewith as Exhibit B.
--------------------------------------------------------------------------------
SIGNATURE
SY JACOBS*
/s/ Sy Jacobs
-------------------------------
Sy Jacobs
JAM PARTNERS, L.P.*
By: JAM Manager L.L.C.
General Manager
By: /s/ Sy Jacobs
-------------------------------
Name: Sy Jacobs
Title: Managing Member
JAM MANAGERS L.L.C.*
By: /s/ Sy Jacobs
---------------------------
Name: Sy Jacobs
Title: Managing Member
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.
* The Reporting Persons disclaim beneficial ownership of the Shares reported
herein except to the extent of their pecuniary interest therein.
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).
Exhibit A
AGREEMENT
The undersigned agree that this Schedule 13D, Amendment No. 3, dated
January 14, 2005 relating to the Common Stock par value $0.001 of First
Investors Financial Services Group, Inc. shall be filed on behalf of the
undersigned.
SY JACOBS*
/s/ Sy Jacobs
-------------------------------
Sy Jacobs
JAM PARTNERS, L.P.*
By: JAM Manager L.L.C.
General Manager
By: /s/ Sy Jacobs
-------------------------------
Name: Sy Jacobs
Title: Managing Member
JAM MANAGERS L.L.C.*
By: /s/ Sy Jacobs
---------------------------
Name: Sy Jacobs
Title: Managing Member
January 14, 2005
Exhibit B
Schedule of Transactions in Shares that May Be Deemed
to be Beneficially Owned by Sy Jacobs*
--------------------------------------
Date Price Per Share Number of Shares
---- --------------- ----------------
1/3/05 $4.25 12,350
1/10/05 $4.25 58,550
Schedule of Transactions in Shares that May Be Deemed
to be Beneficially Owned by JAM Managers L.L.C.*
------------------------------------------------
Date Price Per Share Number of Shares
---- --------------- ----------------
1/3/05 $4.25 12,350
1/10/05 $4.25 58,550
Schedule of Transactions in Shares that May Be Deemed
to be Beneficially Owned by JAM Partners, L.P.*
-----------------------------------------------
Date Price Per Share Number of Shares
---- --------------- ----------------
1/3/05 $4.25 12,350
1/10/05 $4.25 58,550
01252.0001 #540579