SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13D
[RULE 13d-101]
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO SECTION 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
SECTION 240.13d-2(a)
(AMENDMENT NO. 1)*
Seacoast Banking Corporation of Florida
---------------------------------------
(Name of Issuer)
Common Stock
------------
(Title of Class of Securities)
811707306
---------
(CUSIP Number)
Edward S. Barr
E.S. Barr & Company
1999 Richmond Road, Suite 1B
Lexington, Kentucky 40502
(859) 266-1300
--------------
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 1, 2009
----------------
(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: | |
Note. Scheduled 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.
(Continued on following pages)
(Page 1 of 11 Pages)
*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).
CUSIP No. 811707306 Page 2 of 11
13D
1. NAMES OF REPORTING PERSONS
E.S. Barr & Company
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO - Funds of investment advisory clients
WC - Working Capital
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Kentucky
NUMBER OF 7. SOLE VOTING POWER
SHARES 39,500
BENEFICIALLY
OWNED BY 8. SHARED VOTING POWER
EACH 0
REPORTING
PERSON WITH 9. SOLE DISPOSITIVE POWER
2,097,925
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,097,925
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
3.970%
14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
CUSIP No. 811707306 Page 3 of 11
13D
1. NAMES OF REPORTING PERSONS
Edward S. Barr
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO - Funds of investment advisory clients
PF - Personal Funds
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Mr. Barr is a citizen of the United States of America.
NUMBER OF 7. SOLE VOTING POWER
SHARES 83,300
BENEFICIALLY
OWNED BY 8. SHARED VOTING POWER
EACH 0
REPORTING
PERSON WITH 9. SOLE DISPOSITIVE POWER
2,144,725
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,144,725
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
4.058%
14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC, IN
CUSIP No. 811707306 Page 4 of 11
13D
1. NAMES OF REPORTING PERSONS
E.S. Barr Holdings, LLC
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS)
OO - Funds of investment advisory clients
WC - Working Capital
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e) [ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION
Kentucky
NUMBER OF 7. SOLE VOTING POWER
SHARES 40,000
BENEFICIALLY
OWNED BY 8. SHARED VOTING POWER
EACH 0
REPORTING
PERSON WITH 9. SOLE DISPOSITIVE POWER
2,101,425
10. SHARED DISPOSITIVE POWER
0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,101,425
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
3.976%
14. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC
CUSIP No. 811707306 Page 5 of 11
13D
This Amendment No. 1 (the "Amendment") amends and supplements the
---------
Statement on Schedule 13D, dated June 26, 2009 and filed on July 6, 2009 (the
"Original Schedule 13D"), relating to the Common Stock (the "Securities"), of
--------------------- ----------
Seacoast Banking Corporation of Florida, a Florida corporation (the "Issuer").
------
This Amendment is being filed by Edward S. Barr ("Mr. Barr"), E.S. Barr &
--------
Company, a Kentucky corporation ("E.S. Barr"), and E.S. Barr Holdings, LLC
---------
("Holdings"), a Kentucky limited liability company, both being entities which
--------
Mr. Barr directly or indirectly controls, to disclose the acquisition of the
Issuer's Common Stock in open market transactions between October 3, 2009 and
December 1, 2009. Those of the foregoing persons signing this Schedule 13D are
hereafter referred to as the "Reporting Persons."
Except as set forth below, there are no changes to the information
set forth in the Original Schedule 13D.
ITEM 2. IDENTITY AND BACKGROUND.
Item 2 of the Original Schedule 13D is hereby amended to reflect that
as of the date of this Amendment, the Reporting Persons in the aggregate own
beneficially 4.058% of the Securities of the Issuer.
For amendments to information required by instruction C to Schedule
13D with respect to the directors of the foregoing entities (collectively,
"Covered Persons"), reference is made to Schedule I, attached hereto and
incorporated herein by reference.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Item 3 of the Original Schedule 13D is hereby amended and restated in
its entirety to read as follows:
"The Reporting Persons used an aggregate of approximately
$17,581,758.56 to purchase the Securities reported as beneficially owned in
Item 5. E.S. Barr used approximately $17,184,427.96 of funds that were
provided through the accounts of certain of its investment advisory clients
(and, in the case of a de minimis amount of the accounts, may be through
borrowings from client margin accounts) in order to purchase the Securities
for such clients. E.S. Barr and Holdings used approximately $100,076.54 and
$11,210.25, respectively, of their own working capital funds to purchase
Securities for their own investment accounts. Mr. Barr used approximately
$286,043.81 of his own personal funds to purchase Securities for his own
investment account."
ITEM 4. PURPOSE OF TRANSACTION.
Item 4 of the Original Schedule 13D is hereby amended and restated in
its entirety to read as follows:
"Each of the Reporting Persons has purchased and holds the Securities
reported by it for investment for one or more accounts over which it has
shared, sole or both investment and/or voting power, for its own account, or
both.
The Reporting Persons are engaged in the business of securities
analysis and investment and pursue an investment philosophy of identifying
undervalued situations. In pursuing this investment philosophy, the Reporting
Persons analyze the operations, capital structure and markets of companies in
which they invest, including the Issuer, on a continuous basis through
analysis of documentation and
CUSIP No. 811707306 Page 6 of 11
13D
discussions with knowledgeable industry observers and with representatives of
such companies. The Reporting Persons do not believe they possess material
inside information concerning the Issuer. While generally, the Reporting
Persons hold the Securities for investment purposes only, the Reporting
Persons do desire to suggest or take a position with respect to potential
changes in the corporate governance, operations, board composition, management
composition or capital structure of the Issuer as a means of enhancing
shareholder values. Such suggestions or positions may relate to one or more of
the transactions specified in clauses (a) through (j) of Item 4 of Schedule
13D, including, without limitation, such matters as corporate governance,
changing operating or marketing strategies, or asking the Issuer to pursue all
strategic alternatives.
Each of the Reporting Persons intends to adhere to the foregoing
investment philosophy with respect to the Issuer. However, none of the
Reporting Persons intends to seek control of the Issuer or participate in the
management of the Issuer. In pursuing this investment philosophy, each
Reporting Person will continuously assess the Issuer's business, financial
condition, results of operations and prospects, general economic conditions,
the securities markets in general and those for the Issuer's securities in
particular, other developments and other investment opportunities, as well as
the investment objectives and diversification requirements of its owners or
clients and its fiduciary duties to such owners or clients. Depending on such
assessments, one or more of the Reporting Persons may acquire additional
Securities or may determine to sell or otherwise dispose of all or some of its
holdings of Securities.
Other than as described above, none of the Reporting Persons has any
present plans or proposals which relate to or would result in any transaction,
change or event specified in clauses (a) through (j) of Item 4 of Schedule
13D."
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5(a) of the Original Schedule 13D is hereby amended and restated
in its entirety to read as follows:
"(a) The aggregate number of Securities to which this Schedule 13D
relates is 2,144,725 shares, representing 4.058% of the 52,849,625 shares
outstanding as reported in the Issuer's most recent Form 10-Q for the
quarterly period ended September 30, 2009. The Reporting Persons beneficially
own those Securities as follows:
----------------------------------------------------------------------------------------------------------------
SHARES OF COMMON STOCK % OF CLASS OF COMMON
----------------------------------------------------------------------------------------------------------------
E.S. Barr 2,097,925 3.970
----------------------------------------------------------------------------------------------------------------
Holdings 2,101,425 3.976
----------------------------------------------------------------------------------------------------------------
Mr. Barr 2,144,725 4.058
----------------------------------------------------------------------------------------------------------------
Mr. Barr is deemed to have beneficial ownership of the Securities
owned beneficially by each of the foregoing persons. E.S. Barr is deemed to
have beneficial ownership of the Securities owned beneficially for its own
account and by its clients. Holdings is deemed to have beneficial ownership of
the Securities owned beneficially for its own account and owned beneficially
by E.S. Barr."
Item 5(c) of the Original Schedule 13D is hereby amended and
supplemented as set forth on Schedule II attached hereto and incorporated
herein by reference.
CUSIP No. 811707306 Page 7 of 11
13D
ITEM 7. MATERIAL TO BE FILED AS AN EXHIBIT.
The following Exhibit A is attached hereto.
Exhibit A: Joint Filing Agreement
CUSIP No. 811707306 Page 8 of 11
13D
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.
Dated: December 3, 2009
E.S. Barr & Company
By: /s/ Edward S. Barr
-------------------------
Edward S. Barr
President
/s/ Edward S. Barr
------------------------------
Edward S. Barr
E.S. Barr Holdings, LLC
By: /s/ Edward S. Barr
-------------------------
Edward S. Barr
Manager
CUSIP No. 811707306 Page 9 of 11
13D
SCHEDULE I
INFORMATION WITH RESPECT TO DIRECTORS
OF E.S. BARR HOLDINGS, LLC
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Item 3 to Schedule I of the Original Schedule 13D is hereby amended
and restated to read in its entirety as follows:
"Mr. Campbell has used an aggregate of approximately $268,935.89 of
personal funds to purchase the Securities reported as beneficially owned in
Item 5."
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Item 5 to Schedule I of the Original Schedule 13D is hereby amended
and restated to read in its entirety as follows:
"(a) Mr. Campbell is the beneficial owner of 134,000 shares of the
Securities, representing 0.254% of the 52,849,625 shares outstanding as
reported in the Issuer's most recent Form 10-Q for the quarterly period ended
September 30, 2009."
CUSIP No. 811707306 Page 10 of 11
13D
SCHEDULE II
INFORMATION WITH RESPECT TO TRANSACTIONS
EFFECTED DURING THE PAST SIXTY DAYS
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Transaction Type Trade Date Settle Date Quantity Average Price
-----------------------------------------------------------------------------------
-----------------------------------------------------------------------------------
Bought 10/5/09 10/8/09 500 2.46
-----------------------------------------------------------------------------------
Bought 10/13/09 10/16/09 41,000 2.39
-----------------------------------------------------------------------------------
Bought 10/14/09 10/19/09 17,400 2.34
-----------------------------------------------------------------------------------
Bought 10/15/09 10/20/09 20,000 2.30
-----------------------------------------------------------------------------------
Bought 10/20/09 10/23/09 1,000 2.31
-----------------------------------------------------------------------------------
Sold 10/21/09 10/26/09 600 2.21
-----------------------------------------------------------------------------------
Bought 10/22/09 10/27/09 91,300 2.18
-----------------------------------------------------------------------------------
Bought 10/23/09 10/28/09 38,504 2.15
-----------------------------------------------------------------------------------
Bought 10/26/09 10/29/09 34,400 1.86
-----------------------------------------------------------------------------------
Bought 10/27/09 10/30/09 5,000 1.85
-----------------------------------------------------------------------------------
Bought 10/28/09 11/02/09 43,450 1.61
-----------------------------------------------------------------------------------
Bought 10/29/09 11/03/09 35,000 1.78
-----------------------------------------------------------------------------------
Bought 11/03/09 11/06/09 10,850 1.46
-----------------------------------------------------------------------------------
Sold 11/05/09 11/10/09 2,000 1.39
-----------------------------------------------------------------------------------
Bought 11/11/09 11/16/09 3,000 1.22
-----------------------------------------------------------------------------------
Bought 11/12/09 11/17/09 35,000 1.24
-----------------------------------------------------------------------------------
Bought 11/13/09 11/18/09 22,500 1.44
-----------------------------------------------------------------------------------
Bought 11/16/09 11/19/09 4,500 1.46
-----------------------------------------------------------------------------------
Bought 11/20/09 11/25/09 11,500 1.64
-----------------------------------------------------------------------------------
Bought 11/23/09 11/27/09 12,000 1.53
-----------------------------------------------------------------------------------
Bought 11/25/09 12/01/09 15,000 1.42
-----------------------------------------------------------------------------------
Bought 11/27/09 12/02/09 90,000 1.44
-----------------------------------------------------------------------------------
Bought 11/30/09 12/03/09 91,250 1.53
-----------------------------------------------------------------------------------
Bought 12/01/09 12/04/09 111,450 1.71
-----------------------------------------------------------------------------------
CUSIP No. 811707306 Page 11 of 11
13D
EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the Securities Exchange Act of
1934, as amended, the undersigned hereby agree to the joint filing with all
other Reporting Persons (as such term is defined in the Schedule 13D referred
to below) on behalf of each of them of a statement on Schedule 13D (including
amendments thereto) with respect to the Common Stock of SEACOAST BANKING
CORPORATION OF FLORIDA, and that this Agreement be included as an Exhibit to
such joint filing. This Agreement may be executed in any number of
counterparts all of which taken together shall constitute one and the same
instrument.
IN WITNESS WHEREOF, the undersigned hereby executed this Agreement
this 3rd day of December, 2009.
E.S. Barr & Company
By: /s/ Edward S. Barr
-------------------------
Edward S. Barr
President
/s/ Edward S. Barr
------------------------------
Edward S. Barr
E.S. Barr Holdings, LLC
By: /s/ Edward S. Barr
-------------------------
Edward S. Barr
Manager