-----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, SAoUve/lRwS2M23PJdlpmpojiZL+zM693hPNbHV1xDp1jIJkCDviRbv+sWA2ky8D 36/fqkL/320umEtJQdcp6A== 0000842322-96-000015.txt : 19960216 0000842322-96-000015.hdr.sgml : 19960216 ACCESSION NUMBER: 0000842322-96-000015 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960214 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: QCF BANCORP INC CENTRAL INDEX KEY: 0000933508 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 411796789 STATE OF INCORPORATION: MN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-45481 FILM NUMBER: 96519687 BUSINESS ADDRESS: STREET 1: 501 CHESTNUT ST CITY: VIRGINIA STATE: MN ZIP: 55792 BUSINESS PHONE: 2187412040 MAIL ADDRESS: STREET 1: 501 CHESTNUT ST CITY: VIRGINIA STATE: MN ZIP: 55792 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BAUPOST GROUP INC CENTRAL INDEX KEY: 0000842322 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 042753581 STATE OF INCORPORATION: MA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 44 BRATTLE ST CITY: CAMBRIDGE STATE: MA ZIP: 02138 BUSINESS PHONE: 6174976680 MAIL ADDRESS: STREET 1: PO BOX 1288 CITY: CAMBRIDGE STATE: MA ZIP: 02238 SC 13G 1 QCF BANCORP, INC. ORIGINAL 13G FILING BY BAUPOST February 14, 1996 Securities and Exchange Commission Securities Filing Department 450 Fifth Street, NW Washington, DC 20549 Re: QCF Bancorp, Inc. Dear Sir or Madame: Enclosed for filing under Rule 13d-1 under the Securities Exchange Act of 1934 is our original Schedule 13G filed on behalf of a group of QCF Bancorp, Inc. stockholders. Under cover of this letter, copies of this filing are also being sent (via Federal Express) to QCF Bancorp, Inc. and the principal exchange upon which this security is traded. Sincerely, THE BAUPOST GROUP, INC. By: SETH A. KLARMAN Title: President BAUPOST PARTNERS By: THE BAUPOST GROUP, INC., its managing general partner By: SETH A. KLARMAN Title: President SETH A. KLARMAN By: SETH A. KLARMAN cc: QCF Bancorp, Inc. NASDAQ 1 UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. ) QCF Bancorp, Inc. 501 Chestnut Street, Virgina, MN 55792-1147 (Name of Issuer) Common Stock, par value $0.01 (Title of Class of Securities) 746924109 (CUSIP Number) Check the here if a fee is being paid with this statement: X. (A fee is not required if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). 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 the disclosures provided in a prior cover page. The information required in 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). 2 ******************************************************************************* 1. NAME OF REPORTING PERSON, S.S. OR I.R.S. IDENTIFICATION NO.OF ABOVE PERSON The Baupost Group, Inc., 04-2752581 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) X (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION The Commonwealth of Massachusetts NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. WITH SOLE VOTING POWER 0 6. WITH SHARED VOTING POWER 175,000 7. WITH SOLE DISPOSITIVE POWER 0 8. WITH SHARED DISPOSITIVE POWER 175,000 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 175,000 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.82% 12. TYPE OF REPORTING PERSON * IA 3 ******************************************************************************* 1. NAME OF REPORTING PERSON, S.S. OR I.R.S. IDENTIFICATION NO.OF ABOVE PERSON Baupost Partners, 04-2878725 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) X (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION The Commonwealth of Massachusetts NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. WITH SOLE VOTING POWER 0 6. WITH SHARED VOTING POWER 7,500 7. WITH SOLE DISPOSITIVE POWER 0 8. WITH SHARED DISPOSITIVE POWER 7,500 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,500 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.42% 12. TYPE OF REPORTING PERSON * IA 4 ******************************************************************************* 1. NAME OF REPORTING PERSON, S.S.OR I.R.S. IDENTIFICATION NO.OF ABOVE PERSON Seth A. Klarman, ###-##-#### 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) X (b) 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States of America NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON: 5. WITH SOLE VOTING POWER 0 6. WITH SHARED VOTING POWER 175,000 7. WITH SOLE DISPOSITIVE POWER 0 8. WITH SHARED DISPOSITIVE POWER 175,000 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 175,000 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES * 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.82% 12. TYPE OF REPORTING PERSON * HC 5 ******************************************************************************* Item 1 (a) Name of Issuer: QCF Bancorp, Inc. 1(b) Address of Issuer's Principal Executive Offices: 501 Chestnut Street, Virgina, MN 55792-1147 Item 2 (a) Name of Person Filing: (1) The Baupost Group, Inc. (2) Baupost Partners (3) Seth A. Klarman 2(b) Address of Principal Business Offices or, if none, Residence: (1) The Baupost Group, Inc. 44 Brattle Street, 2nd Floor Cambridge, Massachusetts 02138 (2) Baupost Partners 44 Brattle Street, 2nd Floor Cambridge, Massachusetts 02138 (3) Seth A. Klarman 44 Brattle Street, 2nd Floor Cambridge, Massachusetts 02138 2(c) Citizenship: (1) The Commonwealth of Massachusetts (2) The Commonwealth of Massachusetts (3) United States of America 2(d) Title of Class of Securities: Common Stock, par value $0.01 2(e) CUSIP Number: 746924109 6 Item 3 If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b), check whether the person filing is a: (a) [ ]Broker or Dealer registered under Section 15 of the Act. (b) [ ]Bank as defined in Section 3(a)(6) of the Act. (c) [ ]Insurance Company as defined in Section 3(a)(19) of the Act. (d) [ ]Investment Company registered under Section 8 of the Investment Company Act. (e) [X]Investment Advisor registered under Section 203 of the Investment Advisers Act of 1940. (f) [ ]Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see 240.13D-1(b)(1)(ii)(F). (g) [X]Parent Holding Company, in accordance with 240.13D-1(b)(ii)(G) (Note: See Item 7). (h) [X]Group, in accordance with 240.13d-1(b)(1)(ii)(H). Item 4 Ownership: If the percent of the class owned, as of December 31 of the year covered by the statement, or as of the last day of any month described in Rule 13d-1(b)(2), if applicable, exceeds five percent, provide the following information as of that date and identify those shares which there is a right to acquire. (a) Amount Beneficially Owned: (as of December 31, 1995) (1) By The Baupost Group, Inc: 175,000 (2) By Baupost Partners: 7,500 (3) Seth A. Klarman: 175,000 (4) By the group in the aggregate: 175,000 7 (b) Percent of Class: (1) By The Baupost Group, Inc: 9.82% (2) By Baupost Partners: 0.42% (3) Seth A. Klarman: 9.82% (4) By the group in the aggregate: 9.82% (C) Number of shares as to which such person has: (i) sole power to vote or to direct the vote --- 0 (ii) shared power to vote or to direct the vote (1) By The Baupost Group, Inc. 175,000 (2) By Baupost Partners: 7,500 (3) Seth A. Klarman: 175,000 (4) By the group in the aggregate: 175,000 (i) sole power to dispose or to direct the disposition of --- 0 (ii) shared power to dispose or to direct the disposition of (1) By The Baupost Group, Inc.: 175,000 (2) By Baupost Partners: 7,500 (3) Seth A. Klarman: 175,000 (4) By the group in the aggregate: 175,000 8 Item 5 Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Item 6 Ownership of More than Five Percent on behalf of Another Person: The Baupost Group, Inc. and Baupost Partners are each registered investment advisers. Seth A. Klarman, as the controlling person of Baupost Group, Inc., is deemed to have beneficial ownership under Section 13(d) of the securities beneficially owned by Baupost Group, Inc. Securities reported on this Schedule 13G as being beneficially owned by the Baupost Group, Inc. and Baupost Partners include securities purchased on behalf of their clients, which include an investment company registered under the Investment Company Act of 1940 and various limited partnerships. No persons other than the persons filing this Schedule 13G have an economic interest in the securities reported on which relates to more than 5 percent of the class of securities. Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: N/A Item 8 Identification and Classification of members of the Group: This schedule has been filed pursuant to Rule 13d-1(b) (1)(ii)(H). Exhibit A hereto sets forth the identity and Item 3 classification of each member of the group. Item 9 Notice of Dissolution of Group: N/A 9 Item 10 Certification: By signing below the undersigned certifies that, to the best of its knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Signature After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. February 14, 1996 Date THE BAUPOST GROUP, INC. By: SETH A. KLARMAN Title: President BAUPOST PARTNERS By: THE BAUPOST GROUP, INC., its managing general partner By: SETH A. KLARMAN Title: President SETH A. KLARMAN By: SETH A. KLARMAN 10 EXHIBIT A Item 3 Member of Group Classification (1) The Baupost Group, Inc. IA (2) Baupost Partners IA (3) Seth A. Klarman HC EXHIBIT B Agreement The undersigned hereby agree that the Schedule 13G of which this Exhibit B is a part is filed on behalf of each of the undersigned. February 14, 1996 Date THE BAUPOST GROUP, INC. By: SETH A. KLARMAN Title: President BAUPOST PARTNERS By: THE BAUPOST GROUP, INC., its managing general partner By: SETH A. KLARMAN Title: President SETH A. KLARMAN By: SETH A. KLARMAN 11 -----END PRIVACY-ENHANCED MESSAGE-----