Page 5 of 8 SEC Filing
This Amendment No. 2 to Schedule 13D (this Amendment) amends and supplements the Schedule 13D filed by Steinhardt Capital Investors, LLLP (SCI), Steinhardt Capital Management, LLC (SCM) and David R. Steinhardt (collectively, the Reporting Persons) with the Securities and Exchange Commission (SEC) on June 1, 2012 (the Original Schedule 13D), and Amendment No. 1 to the Original Schedule 13D filed with the SEC on August 13, 2012 (the Amendment No. 1). Capitalized terms used and not defined in this Amendment have the meanings set forth in the Original Schedule 13D.
The Reporting Persons named in Item 2 below are hereby jointly filing this Amendment because due to certain relationships among the Reporting Persons, such Reporting Persons may be deemed to beneficially own the same securities named in Item 5 below by one of the Reporting Persons. In accordance with Rule 13d-1(k)(1)(iii) promulgated pursuant to the Securities Exchange Act of 1934, as amended (the Exchange Act), the Reporting Persons have executed a written agreement relating to the joint filing of this Amendment, which was filed with the SEC as Exhibit 1 to the Original Schedule 13D on June 1, 2012, and is hereby incorporated by reference.
Item 1. Security and Issuer.
The securities covered by this Schedule 13D are shares of common stock, no par value (the Common Shares), of Mackinac Financial Corporation, a Michigan corporation (the Issuer). The Issuers principal executive offices are located at 130 South Cedar Street, Manistique, Michigan 49854.
Item 2. Identity and Background.
(a) This statement is being filed on behalf of SCI, SCM and David R. Steinhardt.
(b) The principal business address for each of the Reporting Persons is 712 5th Ave., 34th Floor, New York, NY 10019.
(c) SCI is an investment limited partnership formed for purposes of the investment in Mackinac. SCM is a limited liability company formed for the purpose of serving as the sole manager of SCI. David Steinhardt is the sole member and sole manager of SCM. David Steinhardt is also owner and managing partner of Wooster Capital Management, LP, an investment advisor, and co-founder and board member of KCPS & Company, an investment advisor. The business address of Wooster Capital Management, LP and KCPS Capital USA, Ltd. is 712 5th Ave., 34th Floor, New York, NY 10019.
(d)-(e) During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding is or was 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) Mr. Steinhardt is a citizen of the United States of America. Each of SCI and SCM were organized in the State of Delaware.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Original Schedule 13D is amended and supplemented to add the following information:
The funds used by SCI for purchase of the Common Shares were obtained from capital contributions to SCI by its limited partners.
Item 4. Purpose of the Transaction.
Item 4 of the Original Schedule 13D is amended and supplemented to add the following information:
On February 25, 2016, SCI purchased additional shares of Mackinac for investment purposes. As disclosed in prior reports on Schedule 13D, each of SCI, SCM and Michael H. Steinhardt made certain passivity and other
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This Amendment No. 2 to Schedule 13D (this Amendment) amends and supplements the Schedule 13D filed by Steinhardt Capital Investors, LLLP (SCI), Steinhardt Capital Management, LLC (SCM) and David R. Steinhardt (collectively, the Reporting Persons) with the Securities and Exchange Commission (SEC) on June 1, 2012 (the Original Schedule 13D), and Amendment No. 1 to the Original Schedule 13D filed with the SEC on August 13, 2012 (the Amendment No. 1). Capitalized terms used and not defined in this Amendment have the meanings set forth in the Original Schedule 13D.
The Reporting Persons named in Item 2 below are hereby jointly filing this Amendment because due to certain relationships among the Reporting Persons, such Reporting Persons may be deemed to beneficially own the same securities named in Item 5 below by one of the Reporting Persons. In accordance with Rule 13d-1(k)(1)(iii) promulgated pursuant to the Securities Exchange Act of 1934, as amended (the Exchange Act), the Reporting Persons have executed a written agreement relating to the joint filing of this Amendment, which was filed with the SEC as Exhibit 1 to the Original Schedule 13D on June 1, 2012, and is hereby incorporated by reference.
Item 1. Security and Issuer.
The securities covered by this Schedule 13D are shares of common stock, no par value (the Common Shares), of Mackinac Financial Corporation, a Michigan corporation (the Issuer). The Issuers principal executive offices are located at 130 South Cedar Street, Manistique, Michigan 49854.
Item 2. Identity and Background.
(a) This statement is being filed on behalf of SCI, SCM and David R. Steinhardt.
(b) The principal business address for each of the Reporting Persons is 712 5th Ave., 34th Floor, New York, NY 10019.
(c) SCI is an investment limited partnership formed for purposes of the investment in Mackinac. SCM is a limited liability company formed for the purpose of serving as the sole manager of SCI. David Steinhardt is the sole member and sole manager of SCM. David Steinhardt is also owner and managing partner of Wooster Capital Management, LP, an investment advisor, and co-founder and board member of KCPS & Company, an investment advisor. The business address of Wooster Capital Management, LP and KCPS Capital USA, Ltd. is 712 5th Ave., 34th Floor, New York, NY 10019.
(d)-(e) During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding is or was 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) Mr. Steinhardt is a citizen of the United States of America. Each of SCI and SCM were organized in the State of Delaware.
Item 3. Source and Amount of Funds or Other Consideration.
Item 3 of the Original Schedule 13D is amended and supplemented to add the following information:
The funds used by SCI for purchase of the Common Shares were obtained from capital contributions to SCI by its limited partners.
Item 4. Purpose of the Transaction.
Item 4 of the Original Schedule 13D is amended and supplemented to add the following information:
On February 25, 2016, SCI purchased additional shares of Mackinac for investment purposes. As disclosed in prior reports on Schedule 13D, each of SCI, SCM and Michael H. Steinhardt made certain passivity and other
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