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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(a) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(a)
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Temecula Valley Bancorp Inc. |
(Name of Issuer) |
Preferred Stock |
(Title of Class of Securities) |
879734200 |
(CUSIP Number) |
Neil M. Cleveland |
28046 Del Rio Road, Suite C |
Temecula, California 92590 |
(951) 676-4148 |
(Name, Address and Telephone Number of Person Authorized |
to Receive Notices and Communications) |
May 4, 2010 |
(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: x.
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 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.
CUSIP No. 879734200
1 | Names of Reporting Persons. Ryan Heslop | |||
2 | Check the Appropriate Box if a Member of a Group (See Instruction) (a) o (b) x | |||
3 | SEC Use Only | |||
4 | Source of Funds N/A | |||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
6 | Citizenship or Place of Organization United States | |||
Number of Shares Beneficially by Owned by Each Reporting Person With | 7 | Sole Voting Power | 0 | |
8 | Shared Voting Power | 578,641 | ||
9 | Sole Dispositive Power | 0 | ||
10 | Shared Dispositive Power | 578,641 | ||
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 578,641 | |||
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) 26.1% | |||
14 | Type of Reporting Person (See Instructions) IN |
CUSIP No. 879734200
1 | Names of Reporting Persons. Ariel Warszawski | |||
2 | Check the Appropriate Box if a Member of a Group (See Instruction) (a) o (b) x | |||
3 | SEC Use Only | |||
4 | Source of Funds N/A | |||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
6 | Citizenship or Place of Organization United States | |||
Number of Shares Beneficially by Owned by Each Reporting Person With | 7 | Sole Voting Power | 0 | |
8 | Shared Voting Power | 578,641 | ||
9 | Sole Dispositive Power | 0 | ||
10 | Shared Dispositive Power | 578,641 | ||
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 578,641 | |||
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) 26.1% | |||
14 | Type of Reporting Person (See Instructions) IN |
CUSIP No. 879734200
1 | Names of Reporting Persons. Firefly Value Partners, LP | |||
2 | Check the Appropriate Box if a Member of a Group (See Instruction) (a) o (b) x | |||
3 | SEC Use Only | |||
4 | Source of Funds N/A | |||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
6 | Citizenship or Place of Organization Delaware | |||
Number of Shares Beneficially by Owned by Each Reporting Person With | 7 | Sole Voting Power | 0 | |
8 | Shared Voting Power | 578,641 | ||
9 | Sole Dispositive Power | 0 | ||
10 | Shared Dispositive Power | 578,641 | ||
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 578,641 | |||
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) 26.1% | |||
14 | Type of Reporting Person (See Instructions) PN |
CUSIP No. 879734200
1 | Names of Reporting Persons. FVP GP, LLC | |||
2 | Check the Appropriate Box if a Member of a Group (See Instruction) (a) o (b) x | |||
3 | SEC Use Only | |||
4 | Source of Funds N/A | |||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
6 | Citizenship or Place of Organization Delaware | |||
Number of Shares Beneficially by Owned by Each Reporting Person With | 7 | Sole Voting Power | 0 | |
8 | Shared Voting Power | 578,641 | ||
9 | Sole Dispositive Power | 0 | ||
10 | Shared Dispositive Power | 578,641 | ||
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 578,641 | |||
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) 26.1% | |||
14 | Type of Reporting Person (See Instructions) OO |
CUSIP No. 879734200
1 | Names of Reporting Persons. Firefly Management Company GP, LLC | |||
2 | Check the Appropriate Box if a Member of a Group (See Instruction) (a) o (b) x | |||
3 | SEC Use Only | |||
4 | Source of Funds N/A | |||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
6 | Citizenship or Place of Organization Delaware | |||
Number of Shares Beneficially by Owned by Each Reporting Person With | 7 | Sole Voting Power | 0 | |
8 | Shared Voting Power | 578,641 | ||
9 | Sole Dispositive Power | 0 | ||
10 | Shared Dispositive Power | 578,641 | ||
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 578,641 | |||
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) 26.1% | |||
14 | Type of Reporting Person (See Instructions) OO |
CUSIP No. 879734200
1 | Names of Reporting Persons. FVP Master Fund, L.P. | |||
2 | Check the Appropriate Box if a Member of a Group (See Instruction) (a) o (b) x | |||
3 | SEC Use Only | |||
4 | Source of Funds WC | |||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
6 | Citizenship or Place of Organization Cayman Islands | |||
Number of Shares Beneficially by Owned by Each Reporting Person With | 7 | Sole Voting Power | 0 | |
8 | Shared Voting Power | 252,120 | ||
9 | Sole Dispositive Power | 0 | ||
10 | Shared Dispositive Power | 252,120 | ||
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 252,120 | |||
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) 11.4% | |||
14 | Type of Reporting Person (See Instructions) PN |
CUSIP No. 879734200
1 | Names of Reporting Persons. FVP US-Q, LP | |||
2 | Check the Appropriate Box if a Member of a Group (See Instruction) (a) o (b) x | |||
3 | SEC Use Only | |||
4 | Source of Funds WC | |||
5 | Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o | |||
6 | Citizenship or Place of Organization Delaware | |||
Number of Shares Beneficially by Owned by Each Reporting Person With | 7 | Sole Voting Power | 0 | |
8 | Shared Voting Power | 326,521 | ||
9 | Sole Dispositive Power | 0 | ||
10 | Shared Dispositive Power | 326,521 | ||
11 | Aggregate Amount Beneficially Owned by Each Reporting Person 326,521 | |||
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) 14.7% | |||
14 | Type of Reporting Person (See Instructions) PN |
Introduction
This Amendment No. 1 (“Amendment No. 1”) amends Items 3 and 5 of the Schedule 13D originally filed by (i) FVP Master Fund, L.P., a Cayman Islands exempted limited partnership (“FVP Master Fund”), (ii) FVP US-Q, LP, a Delaware limited partnership (“FVP Fund” and, together with the FVP Master Fund, “Funds”), (iii) Firefly Value Partners, LP, a Delaware limited partnership (“Firefly Partners”), which serves as the investment manager of the Funds pursuant to investment management agreements, (iv) FVP GP, LLC, a Delaware limited liability company (“FVP GP”), which serves as the general partner of the Funds, (v) Firefly Management Company GP, LLC, a Delaware limited liability company (“Firefly Management”), which serves as the general partner of Firefly Partners, and (vi) Messrs. Ryan Heslop and Ariel Warszawski, the managing members of FVP GP and Firefly Management (all of the foregoing, collectively, “Reporting Persons”) on April 23, 2010 (the “Original Statement”). This Amendment No. 1 relates to Trust Preferred Securities (“Shares”) of Temecula Valley Bancorp, Inc. Unless specifically amended hereby, the disclosure set forth in the Original Statement shall remain unchanged.
Item 3. Source and Amount of Funds or Other Consideration
The gross investment costs (including commissions, if any) of the Shares purchased by the Reporting Persons is approximately $174,546.91, at purchase prices ranging from $0.05 to $0.6155 per Share. The source of these funds was the working capital of the Funds, for which Firefly Partners act as investment manager.
Item 5. Interest in Securities of the Issuer
a. | The responses of the Reporting Persons to Items (11) and (13) on the cover pages of this Amendment No. 1 are incorporated herein by reference. The total number of Shares outstanding is 2,213,750. |
b. | The responses of the Reporting Persons to Items (7) through (10) on the cover pages of this Amendment No. 1 are incorporated herein by reference. |
c. | See Item 3, above, and Item 4 in the Original Statement. The transactions in the Issuer’s securities by each of FVP Master Fund and FVP Fund in the last sixty days are listed as ANNEX A attached hereto and made a part hereof. |
d. | None. |
e. | Not applicable. |
ANNEX A
Account | Date | Buy/Sell | Number of Shares1 | Price per Share ($) | ||||||
FVP Master Fund | March 18, 2010 | Buy | 4,844 | 0.0500 | ||||||
FVP Fund | March 18, 2010 | Buy | 6,056 | 0.0500 | ||||||
FVP Master Fund | March 19, 2010 | Buy | 26,313 | 0.0837 | ||||||
FVP Fund | March 19, 2010 | Buy | 32,897 | 0.0837 | ||||||
FVP Master Fund | March 22, 2010 | Buy | 7,022 | 0.1000 | ||||||
FVP Fund | March 22, 2010 | Buy | 8,778 | 0.1000 | ||||||
FVP Master Fund | March 23, 2010 | Buy | 889 | 0.1000 | ||||||
FVP Fund | March 23, 2010 | Buy | 1,111 | 0.1000 | ||||||
FVP Master Fund | March 30, 2010 | Buy | 85,991 | 0.1300 | ||||||
FVP Fund | March 30, 2010 | Buy | 107,509 | 0.1300 | ||||||
FVP Master Fund | March 31, 2010 | Buy | 5,624 | 0.1500 | ||||||
FVP Fund | March 31, 2010 | Buy | 7,031 | 0.1500 | ||||||
FVP Master Fund | April 1, 2010 | Buy | 1,292 | 0.1500 | ||||||
FVP Fund | April 1, 2010 | Buy | 1,658 | 0.1500 | ||||||
FVP Master Fund | April 6, 2010 | Buy | 897 | 0.1500 | ||||||
FVP Fund | April 6, 2010 | Buy | 1,153 | 0.1500 | ||||||
FVP Master Fund | April 21, 2010 | Buy | 54,336 | 0.4455 | ||||||
FVP Fund | April 21, 2010 | Buy | 69,775 | 0.4455 | ||||||
FVP Master Fund | April 22, 2010 | Buy | 32,135 | 0.6115 | ||||||
FVP Fund | April 22, 2010 | Buy | 41,265 | 0.6115 | ||||||
FVP Master Fund | May 4, 2010 | Buy | 12,581 | 0.4767 | ||||||
FVP Fund | May 4, 2010 | Buy | 18,919 | 0.4767 | ||||||
FVP Master Fund | May 4, 2010 | Buy | 20,196 | 0.4800 | ||||||
FVP Fund | May 4, 2010 | Buy | 30,369 | 0.4800 |
Signature
After reasonable inquiry, and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: May 5, 2010 | /s/ Ryan Heslop |
Ryan Heslop | |
Ariel Warszawski | |
Firefly Value Partners, LP | |
FVP GP, LLC | |
Firefly Management Company GP, LLC | |
FVP Master Fund, L.P. | |
FVP US-Q, LP | |
/s/ Ariel Warszawski | |
Ariel Warszawski, for himself and as Managing Member of FVP GP (for itself and as general partner of each of the Funds) and Firefly Management (for itself and as general partner of Firefly Partners) |