SECURlTIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities and Exchange Act of 1934
(Amendment No. )*
Kankakee Bancorp, Inc.
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Common Stock
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484243100
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(CUSIP Number)
Lawrence B. Seidman, 100 Misty Lane, Parsippany, NJ 07054,
(973) 560-1400, Ext.108
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 7, 2002
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(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box. [ ]
*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).
SCHEDULE 13D
CUSIP NO.0003622631
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Seidman and Associates, L.L.C. 22-3343079
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
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7 SOLE VOTING POWER
13,685
NUMBER OF -------------------------------------------------------------------
SHARES
BENFICIALLY 8 SHARED VOTING POWER
--------------------------------------------------------------
OWNED BY
9 SOLE DISPOSITIVE POWER
13,685
PERSON -----------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
--------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 13,685
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.125
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* OO
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP NO.0003622631
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Seidman Investment Partnership, L.P. 22-3360395
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
--------------------------------------------------------------------------------
3 SEC USE ONLY
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4 SOURCE OF FUNDS
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 9,063
--------------------------------------------------------------
SHARES
BENFICIALLY 8 SHARED VOTING POWER
--------------------------------------------------------------
OWNED BY
9 SOLE DISPOSITIVE POWER
9,063
PERSON -----------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
--------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 9,063
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .745
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* PN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP NO. 0003622631
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Seidman Investment Partnership II, L.P. 22-3603662
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 8,054
--------------------------------------------------------------
SHARES
BENFICIALLY 8 SHARED VOTING POWER
--------------------------------------------------------------
OWNED BY
9 SOLE DISPOSITIVE POWER
8,054
PERSON -----------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
--------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 8,054
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .662
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* PN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP NO.0003622631
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Kerrimatt, L.P. 22-3583179
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
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7 SOLE VOTING POWER
NUMBER OF 8,798
--------------------------------------------------------------
SHARES
BENFICIALLY 8 SHARED VOTING POWER
--------------------------------------------------------------
OWNED BY
9 SOLE DISPOSITIVE POWER
8,798
PERSON -----------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
--------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 8,798
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .723
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* PN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP NO.0003622631
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Federal Holdings, L.L.C. 13-3838083
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 8,798
--------------------------------------------------------------
SHARES
BENFICIALLY 8 SHARED VOTING POWER
--------------------------------------------------------------
OWNED BY
9 SOLE DISPOSITIVE POWER
8,798
PERSON -----------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
--------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 8,798
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .723
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* OO
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP NO. 0003622631
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Lawrence B. Seidman 075-38-0679
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
--------------------------------------------------------------------------------
3 SEC USE ONLY
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4 SOURCE OF FUNDS
PF WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
NUMBER OF 53,785
--------------------------------------------------------------
SHARES
BENFICIALLY 8 SHARED VOTING POWER
5,115
--------------------------------------------------------------
OWNED BY
9 SOLE DISPOSITIVE POWER
53,785
PERSON -----------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
5,115
--------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 58,900
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.84
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* IN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP NO. 0003622631
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Dennis Pollack 154-42-0566
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS
PF WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 1,100
--------------------------------------------------------------
SHARES
BENFICIALLY 8 SHARED VOTING POWER
5,115
--------------------------------------------------------------
OWNED BY
9 SOLE DISPOSITIVE POWER
1,100
PERSON -----------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
5,115
--------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 6,215
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.02
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* IN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
CUSIP NO.0003622631
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Pollack Investment Partnership, L.P. 22-3736367
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS
WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 5,115
--------------------------------------------------------------
SHARES
BENFICIALLY 8 SHARED VOTING POWER
--------------------------------------------------------------
OWNED BY
9 SOLE DISPOSITIVE POWER
5,115
PERSON -----------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
--------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 5,115
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .420
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* PN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP NO. 0003622631
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
1 Robert Williamson 021-48-4411
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS
PF WC
--------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) / /
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 10,850
--------------------------------------------------------------
SHARES
BENFICIALLY 8 SHARED VOTING POWER
--------------------------------------------------------------
OWNED BY
9 SOLE DISPOSITIVE POWER
10,850
PERSON -----------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
--------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 10,850
--------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) .892
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON* IN
--------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
1. Security and Issuer
The class of equity securities to which this Statement relates is the common
stock (the "Common Stock") of Kankakee Bancorp, Inc., a Delaware corporation
(the "Issuer"). The Issuer's principal executive offices are located at 310
South Schuyler Avenue, Kankakee, Illinois 60901.
2. Identity and Background
(a-c) This statement is being filed by Seidman and Associates L.L.C. ("SAL"), a
New Jersey limited liability company, organized to invest in securities, whose
principal and executive offices are located at 19 Veteri Place, Wayne, New
Jersey 07470. Lawrence Seidman is the Manager of SAL and has sole investment
discretion and voting authority with respect to such securities.
This statement is also being filed by Seidman Investment Partnership, L.P.
("SIP"), a New Jersey limited partnership, whose principal and executive offices
are located at 19 Veteri Place, Wayne, NJ 07470. Veteri Place Corporation is the
sole General Partner of SIP and Lawrence Seidman is the only shareholder
director and officer of Veteri Place Corporation. Seidman has sole investment
discretion and voting authority with respect to such securities.
This statement is also being filed by Seidman Investment Partnership II, L.P.
("SIPII"), a New Jersey limited partnership, whose principal and executive
offices are located at 19 Veteri Place, Wayne, NJ 07470. Veteri Place
Corporation is the sole General Partner of SIPII and Lawrence Seidman is the
only shareholder, director and officer of Veteri Place Corporation. Seidman has
sole investment discretion and voting authority with respect to such securities.
This statement is also being filed by Kerrimatt, LP ("Kerrimatt"), a limited
partnership formed, in part, to invest in stock of public companies whose
principal and executive offices are located at 80 Main Street, West Orange, New
Jersey 07052. Pursuant to the Kerrimatt Letter Agreement, Lawrence Seidman has
the sole investment discretion and voting authority with respect to such
securities until May 2002.
This statement is also being filed by Federal Holdings L.L.C. ("Federal"), a New
York limited liability company, organized to invest in securities, whose
principal and executive offices are located at One Rockefeller Plaza, 31st
Floor, New York, NY 10020. Lawrence B. Seidman is the Manager of Federal and has
sole investment discretion and voting authority with respect to such securities.
Kevin Moore is the Administrative Manager of Federal.
This statement is also being filed by Pollack Investment Partnership, L.P.
("PIP"), a New Jersey limited partnership, whose principal and executive offices
are located at 47 Blueberry Drive, Woodcliff Lake, NJ 07677. Dennis Pollack
("Pollack") and Lawrence B. Seidman ("Seidman") are the General Partners of PIP.
Pollack and Seidman share investment discretion and voting authority with
respect to such securities.
This statement is also being filed by Lawrence Seidman whose principal office is
located at 100 Misty Lane, Parsippany, NJ 07054. Mr. Seidman has sole investment
discretion and voting authority for SAL, SIP, SIPII, Kerrimatt, and Federal and
for Sonia Seidman ("SS"), his wife. Mr. Seidman shares such authority with
Pollack for PIP.
This statement is also being filed by Dennis Pollack ("Pollack"), whose
principal office is located at 47 Blueberry Drive, Woodcliff Lake, NJ 07677. Mr.
Pollack has sole investment discretion and voting authority for his wife and
shares such authority with Mr. Seidman for PIP.
This statement is also being filed by Robert Williamson ("Williamson") whose
principal office is located at 25 Greenview Drive, Apt. 29, Manchester N.H.
03102. Mr. Williamson has sole investment discretion and voting authority for
all of his shares.
The name, residence or business address, and the principal occupation or
employment and the name, principal business and address of any corporation or
other organization in which such employment is conducted, of each executive
officer and director and each controlling person, if any, of Seidman, Pollack,
Willamson, SAL, SIP, SIPII, Kerrimatt, PIP and Federal, is set forth in Exhibit
A hereto. Seidman, Pollack, Williamson, Federal, Kerrimatt, SAL, SIP, PIP and
SIPII, shall hereinafter be referred to as "Reporting Persons". The Reporting
Persons have formed a group with respect to the securities of the Issuer within
the meaning of Rule 13d-5 under the Securities Exchange Act of 1934, as amended
(the "Exchange Act").
(d-e) During the last five years none of SAL, SIP, SIPII, Federal, Kerrimatt,
SS, PIP, Pollack, Williamson and Seidman, or, to the best of their knowledge,
any person listed in Exhibit A attached hereto (i) has been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) has been 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.
(f) Each of the individuals listed on Exhibit A attached hereto is a citizen of
the United States.
3. Source and Amount of Funds or Other Consideration
The aggregate purchase price of the stock covered by this statement is
1,794,750.37. The purchases of Common Stock by some of the above entities were
in margin accounts carried by Bear Stearns Securities Corp. and CSFB Direct.
This extension of credit was extended in the ordinary course of business. As of
January 15, 2002, there was no margin loan balance outstanding.
4. Purpose of Transaction
The securities covered by this Statement were acquired for the purpose of
investment. The Reporting Persons filing this Statement may decide, jointly or
individually, to purchase additional shares of the Common Stock or other
securities of the Issuer. In addition the Reporting Persons, jointly or
individually, may dispose of any or all securities of the Issuer in any manner
permitted by applicable securities laws.
Mr. Seidman is a representative of the Reporting Persons and will attempt to
meet with the Board of Directors of the Issuer and the Issuer's management to
review ways to maximize shareholder value. The review includes conducting a
comprehensive review and analysis of the value that could be achieved as an
independent institution versus its value from a sale to a larger institution.
Mr. Seidman will also request that a representative of the Reporting Persons be
added to the Board.
Certain of the Reporting Persons were involved in a proxy contest seeking the
election of directors to the Board of Directors of IBSF. These Reporting Persons
conducted two proxy contests and during litigation with respect to the results
of the second proxy contest, the management of IBSF agreed to sell the
institution in a stock for stock transaction to Hubco Inc.
In addition certain of the Reporting Persons were involved in two proxy contests
involving Wayne Bancorp, Inc. The first proxy contest involved the approval of
certain stock plans and option plans for the directors and senior management of
Wayne. This proxy contest was resolved prior to a shareholder vote because the
respective Reporting Persons agreed to vote for the stock plans and option plans
and the Board of Directors of Wayne Bancorp, Inc. agreed to place a
representative of the Reporting Persons on the Board. The second proxy contest
involved election of directors. During this proxy contest the management of
Wayne Bancorp, Inc. announced that Wayne, Bancorp, Inc. would be sold and
therefore the Reporting Persons' representative withdrew from seeking election
to the Board of Wayne Bancorp, Inc.
In addition certain of the Reporting Persons have filed a Schedule 13D in
connection with the common stock of 1st Bergen Bancorp, Inc. which company has
been acquired by Kearney Federal Savings Bank.
In addition certain of the Reporting Persons have filed a Schedule 13D in
connection with the Common Stock of Eagle BancGroup, Inc.("EGLB") and informally
notified the Company that they intended to solicit proxies for two director
nominees in opposition to the two management director nominees at the 1999
annual meeting. On June 30, 1999, EGLB announced the sale of the Company to
Busey Corporation.
In addition the Reporting Persons have filed a Schedule 13D in connection with
the Common Stock of Yonkers Financial Corp. ("YFCB") seeking representation on
the Board of Directors of YFCB. In January 2000 certain of the Reporting Persons
were involved in a proxy contest seeking to elect two directors to the YFCB
Board in opposition to the three management directors. These Reporting Persons
were not successful in connection with the proxy contest and the slate proposed
by the YFCB management was re-elected. On November 14, 2001, Atlantic Bank of
New York, a unit of National Bank of Greece S.A. agreed to acquire all the
issued and outstanding YFCB shares for $29 per share.
In addition, some of the Reporting Persons filed a Schedule 13D in connection
with the Common Stock of CNY Financial Corporation ("CNYF") requesting (i) Board
representation and (ii) that CNYF maximize shareholder value. On February 25,
1999, Seidman and certain of the Reporting Persons entered into an Agreement
with CNYF, wherein CNYF agreed to increase the size of its Board of Directors by
one and add Seidman as a Director. Seidman and the Members of the Committee
involved agreed to certain restrictions. The material restrictions in this
Agreement established the following undertakings: (i) to not acquire more than
9.9% of the outstanding CNYF stock before its year 2,000 Annual Meeting; (ii) to
vote for the CNY stock option and restricted stock plan and amendments thereto;
(iii) to not solicit proxies or submit proposals prior to the year 2000 Annual
Meeting; (iv) to vote all shares in favor of Seidman and the two (2) Board
Nominees at the 1999 Annual Meeting; and (v) not to do anything indirectly that
it could not do directly. Seidman voted his shares in support of CNYF stock
based compensation plans and he became a director of CNYF. On December 29, 1999,
CNYF agreed to be acquired by Niagara Bancorp, Inc. for $18.75 cash for each
CNYF share. The transaction closed on July 7, 2000.
In addition some of the Reporting Persons have filed a Schedule 13D in
connection with the Common Stock of South Jersey Financial Corporation, Inc.
("SJFC") seeking representation on the Board of Directors of SJFC. Certain of
the Reporting Persons were involved in a proxy contest seeking to elect two
directors to the SJFC Board in opposition to the three management directors. On
August 12, 1999, an Agreement was reached between SJFC and certain of the
Reporting Persons which permitted Seidman and a second proposed Nominee to
become directors of SJFC and for Seidman to become a director of South Jersey
Savings and Loan Association, the banking subsidiary of SJFC. In addition the
Reporting Persons agreed to support the stock option and restricted option plan
to be proposed by SJFC at a Special Meeting. On March 15, 2000, SJFC agreed to
be acquired by Richmond County Financial Corp. for $20.00 cash for each SFJC
share. The transaction closed on July 31, 2000.
In addition some of the Reporting Persons have filed a Schedule 13D in
connection with the Common Stock of Jade Financial Corporation ("IGAF"). On May
30, 2000, Mr. Seidman and certain of the Reporting Persons entered into a stock
Option Agreement with PSB Bancorp, Inc. ("PSB") whereby PSB was given the right
to purchase all of Mr. Seidman's controlled IGAF stock so long as PSB made an
offer to buy all of the IGAF outstanding shares at the same price. On November
2, 2000, PSB announced the execution of the Definitive Agreement and Plan of
Merger to acquire IGAF at $13.50 per share. On July 2, 2001 the merger by and
between PSB and IGAF was completed. Prior thereto PSB consummated the purchase
of Mr. Seidman's stock in accordance with the Option Agreement
In addition, certain of the Reporting Persons were involved in a proxy contest
seeking election of two directors to the Board of Directors of Citizens First
Financial Corp. ("CBK"). These Reporting Persons were not successful in
connection with the proxy contest and the slate proposed by the CBK management
was re-elected. However, Mr. Seidman was successful in having CBK conduct a
Dutch Auction for 15% of its outstanding shares. Mr. Seidman had proposed this
Dutch Auction and, in an Agreement with CBK, agreed to tender all the shares he
controlled into the auction and to execute a Standstill Agreement. The Dutch
Auction was oversubscribed and Mr. Seidman's shares were prorated in the same
manner as the other CBK shareholders.
In addition, Mr. Seidman and certian of the Reporting Persons requested in
connection with the Common Stock of Vista Bancorp, Inc. ("VBNJ") that the Board
be increased by one, a Seidman representative be placed on the Board, and that
VBNJ maximize shareholder value. The request was rejeacted by VBNJ. Mr. Seidman
and certain of the Reporting Persons conducted a proxy contest at the Annual
Meeting of Stockholders on April 26, 2001, seeking to elect three directors in
opposition to the three directors proposed by the management of VBNJ. The
reporting persons were not successful and the slate proposed by management was
elected. On November 20, 2001, UBNJ announced that United National Bancorp
(UNBJ) will acquire VBNJ for a fixed exchange ratio of 1.17 shares of UNBJ for
each VBNJ share and $7.09 cash for a total consideration of $28.36 based upon
the preceding days closing price for UNBJ.
In addition certain of the Reporting Persons conducted a proxy contest to (i)
revoke an amendment to the By-Laws of First Federal Savings and Loan of East
Hartford ("FFES"), and (ii) to amend two present provisions of the By-Laws of
FFES. The Reporting Persons were successful with respect to both issues. The
changes to the By-Laws were approved by the Office of Thrift Supervision on
August 11, 2000. In the latter part of 2000, Mr. Seidman requested that FFES
convene a Special Meeting of Shareholders to modify the By-Laws so that the
Board of Directors could be enlarged from ten to thirteen members. On November
27, 2000, Mr. Seidman and certain of the Reporting Persons entered into an
Agreement with FFES, whereby Mr. Seidman withdrew his request for a Special
Shareholders' Meeting and FFES agreed to enlarge its Board by one, and add Mr.
Seidman to the Board. In addition, there were other procedural requirements of
the Agreement which were complied with by FFES and Mr. Seidman. On February 8,
2001, FFES was sold to Connecticut Bancshares, Inc. for cash at $37.50 per share
for each FFES share. The transaction closed on August 31, 2001.
In addition, after Mr. Seidman in early March 2000 made a formal request to the
Board of Directors of Ambanc Holding Co., Inc. ("AHCI") to be added to the
Board, the size of the Board was increased and Mr. Seidman was added to the
Board. Mr. Seidman agreed to and did support the re-election of AHCI's slate of
directors at the Annual Meeting held on May 26, 2000. On September 4, 2001, AHCI
agreed to be sold to Hudson River Bancorp for $21.50 per share for all of AHCI's
outstanding shares.
In addition, the Reporting Persons' reserve the right to exercise any and all of
their respective rights as stockholders of the Issuer in a manner consistent
with their equity interests.
Except as set forth above, neither the Reporting Persons nor, to the best of the
Reporting Persons' knowledge, any executive officer or director of the Reporting
Persons, has any present plans or intentions which would result in or relate to
any of the transactions described in subparagraphs (b) through (j) of Item 4 of
Schedule 13D.
5. Interest in Securities of the Issuer
(a)(b)(c) As of the close of business on January 15, 2002, the Reporting Persons
owned beneficially an aggregate of 70,850 shares of Common Stock, which
constituted approximately 5.82% of the 1,216,358 shares of Common Stock
outstanding as of November 2, 2001, as disclosed in the Issuer's Form 10Q for
the period ended September 30, 2001.
Seidman, individually, in his capacity as the sole shareholder and officer of
the corporate general partner of SIP, SIPII, and as the Manager of SAL, and as
the general partner in PIP, and as the person with investment and voting
authority for SS, Federal, and Kerrimatt, may be deemed to own beneficially (as
defined in Rule 13d-3 promulgated under the Exchange Act) 58,900 shares of
Common Stock which constituted approximately 4.84% of the Issuer's outstanding
Common Stock owned individually, and by SS, SIP, SIPII, SAL, PIP, Kerrimatt, and
Federal. Mr. Pollack individually and as the person with the investment and
voting authority for his wife, and as one of the a general partners of PIP, may
be deemed to own beneficially (as defined in Rule 13d-3 promulgated under the
Exchange Act) 6,215 shares of Common Stock which constituted approximately 1.02%
of the Issuer's outstanding Common Stock. Mr. Williamson, individually has the
investment and voting authority for 10,850 shares of Common stock which
constituted approximately .892% of the Issuer's outstanding Common Stock. In
total the Reporting Persons have the right to vote and dispose of 70,850 shares
of Common Stock of the Issuer.
The schedule attached as Exhibit B describes transactions in the Common Stock
effected by the Reporting Persons. Except as set forth in this Item 5, none of
the Reporting Persons owns beneficially or has a right to acquire beneficial
ownership of any Common Stock, and except as set forth in this Item 5, none of
the Reporting Persons has effected transactions in the Common Stock during the
past sixty (60) days. All shares were purchased on NASDAQ.
(d) N/A
(e) N/A
6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.
Except as described herein neither the Reporting Persons nor to the best of
their knowledge, any of the persons named in Exhibit "A" attached hereto , has
any contract, arrangement, understanding or relationship (legal or otherwise)
with any person with respect to any securities of the Issuer, including, but not
limited to, transfer or voting of any securities, finders' fees, joint ventures,
loan or option arrangements, puts or calls, guarantees of profits, division of
profits or losses, or the giving or withholding of proxies.
A. The General Partner of SIP is: Veteri Place Corp; a New Jersey Corporation
(Seidman is the sole officer and shareholder). Seidman through Veteri Place
Corp. is entitled to 20% of the profits through Veteri Place Corp. (See Exhibit
C for Amended and Restated Agreement of Limited Partnership of Seidman
Investment Partnership, L.P.)
B. The General Partner of SIPII is: Veteri Place Corp; a New Jersey Corporation
(Seidman is the sole officer and shareholder). Seidman through Veteri Place
Corp. is entitled to 25% of the profits through Veteri Place Corp. (See Exhibit
D for Amended and Restated Agreement of Limited Partnership of Seidman
Investment Partnership II, L.P.)
C. Seidman is the Managing Member of SAL and Brant Cali is the Managing Member
of Seidcal Associates which owns a majority interest in SAL. Seidman is entitled
to a 5% of the profits earned by SAL (See Exhibit E for the Operating Agreement
for Seidman and Associates, L.L.C.)
D. Mr. Seidman has an agreement with Kerrimatt, L.P., which gives him the
complete discretion to vote and dispose of securities of the Issuer owned by
Kerrimatt, L.P. (Kerrimatt, L.P. presently owns 31,200 shares of the Issuer.)
Mr. Seidman is entitled to a percentage of the profits derived from these
securities, which is calculated after allowing a return to Kerrimatt, L.P.. (See
Exhibit F for the Letter Agreement.)
E. Mr. Seidman has an agreement with Federal which gives him the complete
discretion to vote and dispose of securities of the Issuer owned by Federal
(Federal presently owns 31,200 shares of the Issuer). Mr. Seidman is entitled to
a percentage of the profits derived from these securities which is calculated
after allowing a return to Federal. (See Exhibit G for the Operating Agreement
for Federal Holdings, LLC and the First and Second Amendment.)
F. Messrs. Seidman and Pollack are the General Partners of PIP and share the
investment and voting authority with respect to the shares owned by said entity.
They are entitled to receive an administrative fee equal to a quarter of 1% of
PIP's assets. (See Section 16 of the Partnership Agreemnt, Exhibit H attached
hereto and incorporated herein by reference.)
G. None of the partners of SIP, SIPII, PIP, Kerrimatt, affiliates of or members
of SAL or Federal, or SS, Pollack, Seidman, Williamson, own any shares of Issuer
except as disclosed herein.
The following are certain provisions concerning the division of profits or
losses or guarantees of profits with reference to SAL, SIP, SIPII, PIP and
Federal. In Section 8.1(d) of the operating agreement for SAL, Mr. Seidman is
entitled to 5% of the net profits each year and his wife is entitled to 15% of
the net profits. In addition Section 11.3(b) in SAL's operating agreement
entitles Mr. Seidman to annual compensation of $300,000. Mr. Seidman is also
entitled to 20% of the net profits under the agreements with SIP [Section
9(a)(i)],and 25% of the net profits under the agreement with SIP II. [Section 9
(b)]]. Messrs. Seidman and Pollack are also entitled to 20% of the net profits
under the Agreement with PIP and they receive a management or administrative fee
based upon the total assets of PIP. Mr. Seidman also gets management or
administrative fees based upon the total assets of SIP, Federal and Kerrimatt.
In addition Mr. Seidman is also entitled to 25% of the Net Profits under the
Agreement with Federal (Second Amendment of the Operating Agreement).
Mr. Seidman is the Manager of Federal and SAL, and is the President of the
corporate general partner of SIP and SIPII, and investment manager for Kerrimatt
and, in that capacity, Mr. Seidman has the authority to cause those entities to
acquire, hold, trade and vote these securities. Messrs. Seidman and Pollack
share this responsibility with PIP. SAL, Federal, PIP, Kerrimatt, SIP and SIPII
were all created to acquire, hold and sell publicly traded securities. None of
the entities disclosed herein were formed to solely acquire, hold and sell the
Issuer's securities. Each of these entities owns securities issued by one or
more companies other than Issuer. The members and limited partners in Kerrimatt,
Federal, SAL, SIPII, SIP and PIP are all passive investors, who do not - and can
not - directly or indirectly participate in the management of these entities,
including without limitation proxy contests conducted by such entities.
Seidman's compensation is, in part, dependent upon the profitability of the
operations of these entities, but no provision is made to compensate Seidman
solely based upon the profits resulting from transactions from the Issuer's
securities.
The voting power over the Issuer's securities is not subject to any
contingencies beyond standard provisions for entities of this nature, (i.e.,
limited partnerships and limited liability companies) which govern the
replacement of a manager or a general partner.
Pursuant to Section 16 of the Amended and Restated Agreement of Limited
Partnership (Partnership Agreement), Veteri Place Corporation, as of the end of
each fiscal quarter shall be entitled to receive an administrative fee equal to
a quarter of 1% of SIP's assets. (See Section 16 of the Partnership Agreement
Exhibit C, attached hereto and incorporated herein by reference.)
The scheduled term of SIP is until December 1, 2014 unless sooner terminated as
provided in the Partnership Agreement. (See Term of Partnership, page 16 of the
Partnership Agreement, Exhibit C, attached hereto and incorporated herein by
reference.)
The scheduled term of SIPII is until December 31, 2014 unless sooner terminated
as provided in the Partnership Agreement. (See Term of Partnership, page 3 of
the Partnership Agreement, Exhibit D, attached hereto and incorporated herein by
reference.)
SAL's term shall continue in full force and effect until May 1, 2024 unless
terminated as provided for in its operating agreement. (See Article 4 - Term and
Duration, Exhibit E, attached hereto and incorporated herein by reference.)
Kerrimatt's term shall continue in full force and effect as provided in Letter
Agreement attached in Exhibit F. Pursuant to Paragraph 7 of the Letter
Agreement, Mr. Seidman is entitled to a quarterly administration fee equal to a
.25% of 1% of Kerrimatt assets.
Federal's term shall continue in full force and effect until April 30, 2045 as
provided for in its operating agreement. (See Article 4 - Term and Duration,
Exhibit G, attached hereto and incorporated herein by reference.) Pursuant to
Article 10.1 of the operating agreement, Mr. Seidman's management term expired
on June 30, 2000, but has continued pursuant to mutual agreement of the parties.
(See Article 10 and the Second Amendment to Operating Agreement, Exhibit G,
attached hereto and incorporated herein by reference.) Pursuant to Article 10.2
of the Operating Agreement, Mr. Seidman is entitled to a quarterly
administration fee equal to .25% of 1% of Federal's assets.
PIP's term shall continue in full force and effect until June 31, 2020, as
provided for in its Partnership Agreement. (See Article 5, Exhibit H, attached
hereto and incorporated herein by reference.)
7. Material to be filed as Exhibits
Exhibit A Executive Officers and Director of Reporting
Persons
Exhibit B Stock Purchase Transactions
Exhibit C Amended and Restated Agreement of
Limited Partnership of Seidman Investment
Partnership, L.P. and Amendment #1, #2,
and #3.
Exhibit D Amended and Restated Agreement of
Limited Partnership of Seidman Investment
Partnership II, L.P. and Amendment #1 and
#2.
Exhibit E Operating Agreement for Seidman and
Associates, L.L.C.with First Amendment
and Letter Agreement.
Exhibit F Letter Agreement with Kerrimatt, L.P.
Exhibit G Operating Agreement for Federal Holdings
L.L.C.
First Amendment to Operating Agreement and
Second Amendment to Operating Agreement.
Exhibit H Operating Agreement for Pollack Investment
Partnership, L.P.
First Amendment to Operating Agreement.
Exhibit I Joint Filing Agreement.
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.
/ss/Lawrence B. Seidman
------ ------------------------------
Date Lawrence B. Seidman, Manager
Seidman and Associates, L.L.C.
/ss/Lawrence B. Seidman
------ ------------------------------
Date Lawrence B. Seidman, President
of the Corporate General Partner
Seidman Investment Partnership,L.P.
/ss/Lawrence B. Seidman
------ ------------------------------
Date Lawrence B. Seidman, President
of the Corporate General Partner
Seidman Investment Partnership II,
L.P.
/ss/Lawrence B. Seidman
------ ------------------------------
Date Lawrence B. Seidman, Individually
/ss/Lawrence B. Seidman
------ ------------------------------
Date Lawrence B. Seidman, Investment
Manager, Kerrimatt, L.P.
/ss/Lawrence B. Seidman
------ ------------------------------
Date Lawrence B. Seidman, Investment
Manager
Federal Holdings, L.L.C.
/ss/Lawrence B. Seidman
------ ------------------------------
Date Lawrence B. Seidman, Co-General
Partner, Pollack Investment
Partnership, L.P.
/ss/Dennis Pollack
------ ------------------------------
Date Dennis Pollack, Individually
/ss/Dennis Pollack
------ ------------------------------
Date Dennis Pollack, Co-General
Partner, Pollack Investment
Partnership, L.P.
/ss/Robert Williamson
------ ------------------------------
Date Robert Williamson,
Individually