-----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, Q4YpgdstW1iyy6SpYFrXDzgdMB5bdo3W+yLgkFDLJ2rXTwbmE6eAJcUbLPSw+EYB rM5LoTdEgF92JVzqmkXy7A== 0000950152-07-005916.txt : 20070720 0000950152-07-005916.hdr.sgml : 20070720 20070720100547 ACCESSION NUMBER: 0000950152-07-005916 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20070720 DATE AS OF CHANGE: 20070720 GROUP MEMBERS: RICHARD M. OSBORNE GROUP MEMBERS: STEVEN A. CALABRESE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LNB BANCORP INC CENTRAL INDEX KEY: 0000737210 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 341406303 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-58535 FILM NUMBER: 07990361 BUSINESS ADDRESS: STREET 1: 457 BROADWAY CITY: LORAIN STATE: OH ZIP: 44052-1769 BUSINESS PHONE: 800-860-1007 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AMG Investments, LLC CENTRAL INDEX KEY: 0001399850 IRS NUMBER: 000000000 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 8500 STATION STREET, SUITE 113 CITY: MENTOR STATE: OH ZIP: 44060 BUSINESS PHONE: 440-951-1111 MAIL ADDRESS: STREET 1: 8500 STATION STREET, SUITE 113 CITY: MENTOR STATE: OH ZIP: 44060 SC 13D/A 1 l27100asc13dza.htm LNB BANCORP, INC. SC 13D/A LNB Bancorp, Inc. SC 13D/A
 

 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 1 )

LNB Bancorp, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
502100-10-0
(CUSIP Number)
Christopher J. Hubbert, Kohrman Jackson & Krantz P.L.L.,
1375 E. 9th Street, 20th Floor,
Cleveland, OH 44114,
(216) 696-8700
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
July 18, 2007
(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).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

 
 


 

                     
CUSIP No.
 
502100-10-0 
  Page  
  of   

 

           
1   NAMES OF REPORTING PERSONS:

AMG Investments, LLC
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
   
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):

  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  WC, OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  Ohio
       
  7   SOLE VOTING POWER:
     
NUMBER OF   564,905
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY  
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   564,905
       
WITH 10   SHARED DISPOSITIVE POWER:
     
   
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  564,905
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  8.8%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  00


 

                     
CUSIP No.
 
502100-10-0 
  Page  
  of   

 

           
1   NAMES OF REPORTING PERSONS:

Richard M. Osborne
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
   
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):

  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  WC, OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  USA
       
  7   SOLE VOTING POWER:
     
NUMBER OF  
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   564,905
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON  
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    564,905
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  564,905
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  8.8%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  IN


 

                     
CUSIP No.
 
502100-10-0 
  Page  
  of   

 

           
1   NAMES OF REPORTING PERSONS:

Steven A. Calabrese
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
 
   
     
2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):

  (a)   o 
  (b)   þ 
     
3   SEC USE ONLY:
   
   
     
4   SOURCE OF FUNDS (SEE INSTRUCTIONS):
   
  WC, OO
     
5   CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e):
   
  o
     
6   CITIZENSHIP OR PLACE OF ORGANIZATION:
   
  USA
       
  7   SOLE VOTING POWER:
     
NUMBER OF  
       
SHARES 8   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   564,905
       
EACH 9   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON  
       
WITH 10   SHARED DISPOSITIVE POWER:
     
    564,905
     
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  564,905
     
12   CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
   
  o
     
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
   
  8.8%
     
14   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  IN


 

                     
CUSIP No.
 
502100-10-0 
  Page  
  of   
Introduction.
     This Amendment No. 1 to Schedule 13D is filed by AMG Investments, LLC, an Ohio limited liability company (“AMG”), Steven A. Calabrese and Richard M. Osborne, relating to the acquisition of shares of common stock, par value $1.00 per share (the “Shares”), of LNB Bancorp, Inc., an Ohio corporation (the “Company”).
Item 3. Source and Amount of Funds or Other Consideration.
     The Shares reported in Item 5(c) as having been acquired by AMG were acquired for the aggregate purchase price of approximately $472,426 (excluding commissions) with a combination of working capital of AMG and margin debt from Wachovia Securities. Interest on the margin debt is computed at a select rate above the rate banks charge securities brokers (“call money rate”) and is subject to change, without notice, if the brokers call money rate changes. To the extent permitted by law, Wachovia has a lien on certain of the Shares reported herein as having been acquired by AMG.
Item 4. Purpose of Transaction.
     AMG has requested a shareholder list from the Company for the purpose of communicating with other shareholders regarding the affairs of the Company. This request is attached as Exhibit 7.1.
     The Shares reported in Item 5(c) as having been acquired by AMG were purchased for investment.
Item 5. Interest in Securities of the Issuer.
     (a) According to the most recently available filing with the Securities and Exchange Commission by the Company, there are 6,443,673 Shares outstanding.
     AMG beneficially owns 564,905 Shares, or 8.8% of the outstanding Shares. As managing members of AMG, each of Mr. Calabrese and Mr. Osborne may be deemed to beneficially own all Shares held by AMG.
     (b) Mr. Calabrese and Mr. Osborne, as managing members of AMG, have shared power to vote, or to direct the voting of, and shared power to dispose or to direct the disposition of, the Shares held by AMG.


 

                     
CUSIP No.
 
502100-10-0 
  Page  
  of   
     (c) During the past 60 days, AMG purchased 31,224 Shares in open market transactions as set forth below:
                 
            Approximate Per Share Price
Date   Number of Shares   (Excluding Commissions)
 
               
6/12/2007
    3,500     $ 15.00  
6/14/2007
    25,800     $ 15.15  
6/18/2007
    924     $ 15.05  
6/18/2007
    1,000     $ 15.15  
Item 7. Material to be Filed as Exhibits.
     7.1 Demand to Examine List of Shareholders of LNB Bancorp, Inc.
     7.2 Joint Filing Agreement


 

                     
CUSIP No.
 
502100-10-0 
  Page  
  of   
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.
Date: July 19, 2007
     
 
   
 
  AMG Investments, LLC
 
   
 
  /s/ Richard M. Osborne
 
   
 
  By: Richard M. Osborne
 
  Its: Managing Member
 
   
 
  /s/ Richard M. Osborne
 
   
 
  Richard M. Osborne, Individually
 
   
 
  /s/ Steven A. Calabrese
 
   
 
  Steven A. Calabrese, Individually


 

EXHIBIT INDEX
     
Exhibit Number   Description
 
   
7.1
  Demand to Examine List of Shareholders of LNB Bancorp, Inc.
 
   
7.2
  Joint Filing Agreement

EX-7.1 2 l27100aexv7w1.htm EX-7.1 EX-7.1
 

EXHIBIT 7.1
AMG Investments, LLC
8500 Station Street
Suite 113
Mentor, Ohio 44060
July 18, 2007
 
Via Facsimile and Certified Mail
Return Receipt Requested
LNB Bancorp, Inc.
457 Broadway
Lorain, Ohio 44052-1769
Attn:
  Terry M. White
 
  Corporate Secretary
     
Re:
  Demand to Examine List of Shareholders of LNB Bancorp, Inc.
 
  Pursuant to Section 1701.37(C) of the Ohio Revised Code
Dear Mr. White:
AMG Investments, LLC is the holder of record of 100 shares of the common stock of LNB Bancorp, Inc., an Ohio corporation (“LNB”), and the beneficial owner of 564,805 additional shares of common stock of LNB. I hereby demand a copy of the list of shareholders of LNB pursuant to the Ohio Revised Code (“ORC”).
ORC Section 1701.37(A) requires all Ohio corporations to maintain a list of shareholders showing each shareholder’s name, address and the number and class of shares issued or transferred of record to or by each such shareholder. Pursuant to Section 1701.37(C) of the ORC, I am entitled to inspect the list of LNB shareholders. I hereby demand to examine the shareholder list for the purpose of obtaining the names, addresses and holdings of other shareholders with whom I may wish to communicate with regarding the affairs of LNB.
Accordingly, please deliver the following information to Kohrman Jackson & Krantz PLL, 1375 East Ninth Street, One Cleveland Center, 20th Floor, Cleveland, Ohio 44114, Attn: Christopher J. Hubbert, Esq.:
  A list of the record holders of all shares of LNB’s stock as of the most recent practicable date, certified by LNB’s transfer agent, showing the names, addresses and the number and class of shares issued to or transferred of record to or by each shareholder;

 


 

  A computer disk containing the record holders of all shares of LNB’s stock as of the most recent practicable date, showing the names, addresses and the number and class of shares issued to or transferred of record to or by each shareholder, including any computer processing data that is necessary to access and use the information; and
  All information in LNB’s possession or control or which can reasonably be obtained from nominees of any central certificate depository system concerning the number and identity of the actual beneficial owners of LNB’s shares, including a breakdown of any holdings in the name of CEDE & Co., Kray & Co., Pacific & Co., NCC & Co., Philadep, DLH, NEST and other similar nominees, and any list of non-objecting beneficial owners (NOBO) in LNB’s possession.
I will bear the reasonable costs incurred by LNB in connection with the copying of the above information.
I hereby designate and authorize Kohrman Jackson & Krantz PLL, its employees and any other representative or agent designated by them or me, acting alone or in any combination, to conduct an inspection of the requested list of shareholders.
Please immediately advise Christopher J. Hubbert, Kohrman Jackson & Krantz PLL, phone 216-696-8700, fax 216-621-6536, as to when the shareholder list will be provided.
Sincerely,
AMG Investments, LLC
/s/ Richard M. Osborne
By Richard M. Osborne, Managing Member
     
cc:
  Steven A. Calabrese
 
  Christopher J. Hubbert, Esq.

2

EX-7.2 3 l27100aexv7w2.htm EX-7.2 EX-7.2
 

EXHIBIT 7.2
AGREEMENT OF JOINT FILING
     Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned persons hereby agree to file with the Securities and Exchange Commission, the Statement on Schedule 13D (the “Statement”) to which this Agreement is attached as an exhibit, and agree that such Statement, as so filed, is filed on behalf of each of them.
     This Agreement may be executed in counterparts, each of which when so executed shall be deemed to be an original, and all of which together shall be deemed to constitute one and the same instrument.
     IN WITNESS WHEREOF, the undersigned have executed this Agreement.
         
Date: July 19, 2007   AMG Investments, LLC
 
       
    /s/ Richard M. Osborne
     
 
  By:   Richard M. Osborne
 
  Its:   Managing Member
 
       
    /s/ Richard M. Osborne
     
    Richard M. Osborne, Individually
 
       
    /s/ Steven A. Calabrese
     
    Steven A. Calabrese, Individually

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