C1 Financial, Inc.
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(Name of Issuer)
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Common Shares, par value $1.00 per share
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(Title of Class of Securities)
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12591N 109
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(CUSIP Number)
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August 13, 2014
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(Date of Event which Requires Filing of this Statement)
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☐
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Rule 13d-1(b)
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☐
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Rule 13d-1(c)
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☒
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Rule 13d-1(d)
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1
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NAME OF REPORTING PERSON
Trevor R. Burgess
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)☒
(b) ☐
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON
WITH
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5
|
SOLE VOTING POWER
—
|
6
|
SHARED VOTING POWER
1,266,176
|
|
7
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SOLE DISPOSITIVE POWER
1,266,176
|
|
8
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SHARED DISPOSITIVE POWER
—
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,266,176
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.5%
|
|
12
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TYPE OF REPORTING PERSON
IN
|
1
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NAME OF REPORTING PERSON
Erwin Russel
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)☒
(b) ☐
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Netherlands
|
NUMBER OF
SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON
WITH
|
5
|
SOLE VOTING POWER
—
|
6
|
SHARED VOTING POWER
2,189,680
|
|
7
|
SOLE DISPOSITIVE POWER
2,189,680
|
|
8
|
SHARED DISPOSITIVE POWER
—
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,189,680
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.4%
|
|
12
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TYPE OF REPORTING PERSON
IN
|
1
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NAME OF REPORTING PERSON
Oakland Investment LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)☒
(b) ☐
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON
WITH
|
5
|
SOLE VOTING POWER
—
|
6
|
SHARED VOTING POWER
1,793,089
|
|
7
|
SOLE DISPOSITIVE POWER
1,793,089
|
|
8
|
SHARED DISPOSITIVE POWER
—
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,793,089
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
13.4%
|
|
12
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TYPE OF REPORTING PERSON
OO
|
1
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NAME OF REPORTING PERSON
CBM Holdings Qualified Family, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)☒
(b) ☐
|
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
|
NUMBER OF
SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON
WITH
|
5
|
SOLE VOTING POWER
—
|
6
|
SHARED VOTING POWER
4,076,075
|
|
7
|
SOLE DISPOSITIVE POWER
4,076,075
|
|
8
|
SHARED DISPOSITIVE POWER
—
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,076,075
|
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
☐
|
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
30.6%
|
|
12
|
TYPE OF REPORTING PERSON
FI
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ITEM 1.
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(a)
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Name of Issuer: C1 Financial, Inc. (the “Issuer”)
|
|
(b)
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Address of Issuer’s Principal Executive Offices:
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ITEM 2.
|
(a)
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Name of Person Filing:
|
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(b)
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Address of Principal Business Office, or if None, Residence:
|
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(c)
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Citizenship or Place of Organization:
|
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(d)
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Title of Class of Securities:
|
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(e)
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CUSIP Number:
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ITEM 3.
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IF THIS STATEMENT IS FILED PURSUANT TO SS.240.13D-1(B) OR 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:
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ITEM 4.
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OWNERSHIP.
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(a)
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Amount beneficially owned:
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(b)
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Percent of class:
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(c)
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Number of shares as to which the person has:
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(i)
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Sole power to vote or to direct the vote:
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(ii)
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Shared power to vote or to direct the vote:
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(iii)
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Sole power to dispose or to direct the disposition of:
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(iv)
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Shared power to dispose or to direct the disposition of:
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ITEM 5.
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OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
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ITEM 6.
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OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
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ITEM 7.
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IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
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ITEM 8.
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IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
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ITEM 9.
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NOTICE OF DISSOLUTION OF GROUP.
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ITEM 10.
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CERTIFICATIONS.
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/s/ Trevor R. Burgess
|
||
Trevor R. Burgess
|
||
/s/ Erwin Russel
|
||
Erwin Russel
|
OAKLAND INVESTMENT LLC
|
|||
By:
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/s/ Marcio da Rocha Camargo
|
||
Name:
|
Marcio da Rocha Camargo
|
||
Title:
|
Operating Manager
|
||
CBM HOLDINGS QUALIFIED FAMILY, L.P.
|
|||
By:
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/s/ Marcelo Faria de Lima
|
||
Name:
|
Marcelo Faria de Lima
|
||
Title:
|
General Partner
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Exhibit 1.
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Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (filed herewith).
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/s/ Trevor R. Burgess
|
|
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Trevor R. Burgess
|
||
/s/ Erwin Russel
|
||
Erwin Russel
|
OAKLAND INVESTMENT LLC
|
|||
By:
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/s/ Marcio da Rocha Camargo
|
||
Name:
|
Marcio da Rocha Camargo
|
||
Title:
|
Operating Manager
|
||
CBM HOLDINGS QUALIFIED FAMILY, L.P.
|
|||
By:
|
/s/ Marcelo Faria de Lima
|
||
Name:
|
Marcelo Faria de Lima
|
||
Title:
|
General Partner
|