<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13D
UNDER THE EXCHANGE ACT OF 1934
(Amendment No. 2)
WEST COAST BANCORP
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(Name of Company)
COMMON STOCK
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(Title and Class of Securities)
952143105
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(CUSIP Number)
Richard J. Perry, Jr., Esquire
Perry & Associates, P.C.
1826 Jefferson Place, N.W.
Washington, D. C. 20036
(202) 775-8109
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
December 29, 2000
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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 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box.
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See 240.13d-7(b) 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 (however, see the
Notes).
Page 1 of 15 Pages Exhibit Index at page 14
<PAGE> 2
<TABLE>
<CAPTION>
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CUSIP NUMBER 952143105 Page 2 of 15 Pages
--- ----
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<S> <C>
1. NAME OF REPORTING PERSON / S.S. OR I.R.S. IDENTIFICATION OF ABOVE
PERSON
Western Acquisition Partners, L.P. / 36-4081807
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)X
(b)
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3. SOURCE OF FUNDS
WC
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4. IS DISCLOSURE OF LEGAL PROCEEDING REQUIRED PURSUANT TO ITEMS 2(d)
AND 2(e)
NO
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5. CITIZENSHIP OR PLACE OF ORIGIN
Organized: State of Delaware
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NUMBER OF 6. SOLE VOTING POWER
SHARES
OWNED BY -0-
EACH -----------------------------------------------------------
REPORTING 7. SHARED VOTING POWER
PERSON WITH
807,500 SHARES
-----------------------------------------------------------
8. SOLE DISPOSITIVE POWER
-0-
-----------------------------------------------------------
9. SHARED DISPOSITIVE POWER
807,500 SHARES
-----------------------------------------------------------
10. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
807,500 SHARES
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11. DOES THE AGGREGATE AMOUNT IN BOX 10 EXCLUDE CERTAIN SHARES?
NO
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12. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (10)
8.1%
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13. TYPE OF REPORTING PERSON
PN
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</TABLE>
Page 2 of 15 Pages
<PAGE> 3
<TABLE>
<CAPTION>
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CUSIP NUMBER 952143105 Page 3 of 15 Pages
--- ----
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<S> <C>
1. NAME OF REPORTING PERSON / S.S. OR I.R.S. IDENTIFICATION OF ABOVE
PERSON
Western Acquisitions, L.L.C. / 36-4068258
-------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)X
(b)
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3. SOURCE OF FUNDS
AF, WC
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4. IS DISCLOSURE OF LEGAL PROCEEDING REQUIRED PURSUANT TO ITEMS 2(d)
AND 2(e)
NO
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5. CITIZENSHIP OR PLACE OF ORIGIN
Organized: State of Illinois
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NUMBER OF 6. SOLE VOTING POWER
SHARES
OWNED BY -0-
EACH ----------------------------------------------------------------
REPORTING 7. SHARED VOTING POWER
PERSON WITH
1,436,841 SHARES
----------------------------------------------------------------
8. SOLE DISPOSITIVE POWER
-0-
----------------------------------------------------------------
9. SHARED DISPOSITIVE POWER
1,436,841 SHARES
-------------------------------------------------------------------------------
10. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,436,841 SHARES
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11. DOES THE AGGREGATE AMOUNT IN BOX 10 EXCLUDE CERTAIN SHARES?
NO
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12. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (10)
14.5%
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13. TYPE OF REPORTING PERSON
OO
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</TABLE>
Page 3 of 15 Pages
<PAGE> 4
<TABLE>
<CAPTION>
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CUSIP NUMBER 952143105 Page 4 of 15 Pages
--- ----
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<S> <C>
1. NAME OF REPORTING PERSON / S.S. OR I.R.S. IDENTIFICATION OF ABOVE
PERSON
Eric D. Hovde / ###-##-####
-------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)X
(b)
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3. SOURCE OF FUNDS
PF, AF
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4. IS DISCLOSURE OF LEGAL PROCEEDING REQUIRED PURSUANT TO ITEMS 2(d)
AND 2(e)
NO
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5. CITIZENSHIP OR PLACE OF ORIGIN
U.S.A.
-------------------------------------------------------------------------------
NUMBER OF 6. SOLE VOTING POWER
SHARES
OWNED BY 953,590 SHARES
EACH -----------------------------------------------------------
REPORTING 7. SHARED VOTING POWER
PERSON WITH(1)
1,436,841 SHARES
-----------------------------------------------------------
8. SOLE DISPOSITIVE POWER
953,590 SHARES
-----------------------------------------------------------
9. SHARED DISPOSITIVE POWER
1,436,841 SHARES
-------------------------------------------------------------------------------
10. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,390,431 SHARES
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11. DOES THE AGGREGATE AMOUNT IN BOX 10 EXCLUDE CERTAIN SHARES?
NO
-------------------------------------------------------------------------------
12. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (10)
24.0%
-------------------------------------------------------------------------------
13. TYPE OF REPORTING PERSON
IN
-------------------------------------------------------------------------------
(1) Of the 2,390,431 Shares beneficially owned by Eric D. Hovde, 1,436,841 of
the Shares beneficially owned are as managing member of Western Acquisitions,
L.L.C.
</TABLE>
Page 4 of 15 Pages
<PAGE> 5
Item 1. Security and Issuer
The class of security to which this statement relates is the common stock,
no par value (the "Shares"), of West Coast Bancorp (the "Issuer"). The address
of the principal executive offices of the Issuer is 535 E. First Street, Tustin,
California 92780-3312.
Item 2. Identity and Background
The persons filing this statement are Western Acquisition Partners, L.P.
(the "Limited Partnership"), Western Acquisitions, L.L.C., and Eric D. Hovde,
who are collectively referred to herein as the "Reporting Persons." The Limited
Partnership is a Delaware limited partnership formed for the purpose of
investing in, among other things, the common stock of Sunwest Bank, Tustin,
California. Western Acquisitions, L.L.C., an Illinois limited liability
company, is the general partner (the "General Partner") of the Limited
Partnership. Eric D. Hovde is the managing member of Western Acquisitions,
L.L.C.
Eric D. Hovde holds beneficial interests in the Shares through ownership of
an interest in, and positions as managing member and president of the General
Partner. Eric D. Hovde also owns Shares of the Issuer directly. Eric D. Hovde
is also a director and executive officer of Hovde Financial, Inc. ("Hovde
Financial"). Hovde Financial does not beneficially own any of the Shares.
Attached as Schedule 1 hereto and incorporated by reference herein is a
list containing the principal business and the address of its principal business
and office for the Limited Partnership and the General Partner as well as
information required by (a) through (f) of this Item as to each executive
officer, director and/or controlling person of the General Partner who are
Reporting Persons. The General Partner controls the Limited Partnership.
None of the Reporting Persons or executive officers, directors or
controlling persons of the General Partner has, during the last five years, 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
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 of any violation with respect to such laws.
Item 3. Source and Amount of Funds or Other Consideration
Information regarding the source and amount of funds used by the Reporting
Persons in acquiring beneficial ownership of their Shares is set forth in
Schedule 2 attached hereto and incorporated herein by reference.
Item 4. Purpose of Transaction
The Reporting Persons have acquired the Shares for investment purposes and
as set forth below:
Each of the Reporting Persons may independently acquire additional Shares
or dispose of some or all of its Shares.
The Reporting Persons expect to evaluate on an ongoing basis their
investment in the Issuer, and may independently from time to time acquire
additional Shares, dispose of Shares or formulate other purposes, plans or
proposals regarding the Issuer or the Shares held by the Reporting Persons in
addition to those discussed above. Any such acquisitions or dispositions may be
made, subject to applicable law, in open market or privately negotiated
transactions or otherwise.
Except as described above, neither the Reporting Persons nor, to the
knowledge of the Reporting Persons, any of the persons named in Schedule I
hereto have any plans or proposals which related to or would result in any of
the actions or transactions specified in clauses (a) through (j) of Item 4 of
Schedule 13D.
Page 5 of 15 Pages
<PAGE> 6
Item 5. Interest in Securities of the Issuer
(a), (b) Schedule 3 hereto, which is incorporated by reference herein,
sets forth, as of January 3, 2001 information relating to the aggregate number
of Shares of the Issuer and the percentage of the outstanding Shares of the
Issuer as of such date (based upon information provided by the Issuer, there are
9,935,283 Shares outstanding as of that date) as to each of the Reporting
Persons. With respect to the Shares set forth on Schedule 3, by virtue of its
control over the Limited Partnership, all decisions regarding voting and
disposition of the Shares beneficially owned by the Limited Partnership are made
by the General Partner acting through its president. As such, the Limited
Partnership and the General Partner share voting and investment power with
respect to the Shares, except for the Shares directly owned by Western
Acquisitions, L.L.C. Therefore, as a result of his ownership interest in, and
positions as managing member and officer of the General Partner, Eric D. Hovde
may be deemed to have beneficial ownership of the Shares. Neither the executive
officers nor controlling persons of the General Partner beneficially own any
Shares personally or otherwise, except for the Shares beneficially owned by Eric
D. Hovde.
(c) Schedule 4 hereto, which is incorporated by reference herein,
describes, as of January 3, 2001, transactions in the Shares effected during the
past sixty (60) days by the Reporting Persons.
(d) None.
(e) None.
Each of the Reporting Persons disclaims beneficial ownership of Shares
beneficially owned by any of the other Reporting Persons.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
None.
Page 6 of 15
<PAGE> 7
Item 7. Materials to be filed as Exhibits
Exhibit A - Consent Agreement pursuant to 17 C.F.R. 13d-1(f)(1).
Exhibit B - [OMITTED - - FILED PURSUANT TO REQUEST FOR CONFIDENTIAL
TREATMENT](Incorporated by reference to Schedule 13D Amendment
#1, filed with the Securities and Exchange Commission (the "SEC")
on October 30, 2000)
Exhibit C - Customer Agreement between NationsBanc Montgomery Securities and
Western Acquisition Partners, L.P. (Incorporated by reference to
Schedule 13D Amendment #1, filed with the SEC on October 30,
2000)
Exhibit D - Prime Broker Agreement between NationsBanc Montgomery Securities
and Western Acquisition Partners, L.P. (Incorporated by reference
to Schedule 13D Amendment #1, filed with the SEC on October 30,
2000)
Exhibit E - Partnership Agreement between NationsBanc Montgomery Securities
and Western Acquistion Partnership, L.P. (Incorporated by
reference to Schedule 13D Amendment #1, filed with the SEC on
October 30, 2000)
Exhibit F - Customer Agreement between Banc of America Securities LLC and
Eric D. Hovde. (Incorporated by reference to Schedule 13D
Amendment #1, filed with the SEC on October 30, 2000)
Exhibit G - Prime Broker Agreement between Banc of America Securities LLC and
Eric D. Hovde. (Incorporated by reference to Schedule 13D
Amendment #1, filed with the SEC on October 30, 2000)
Page 7 of 15
<PAGE> 8
Signatures
After reasonable inquiry and to the best of his/its knowledge and belief,
each of the undersigned Reporting Persons certifies that the information set
forth in this statement with respect to him/it is true, complete and correct.
WESTERN ACQUISITION PARTNERS, L.P., by its General
Partner, WESTERN ACQUISITIONS, L.L.C.
By: /s/ Eric D. Hovde
----------------------------------------------
Eric D. Hovde
Its: Managing Member
WESTERN ACQUISITIONS, L.L.C.
By: /s/ Eric D. Hovde
----------------------------------------------
Eric D. Hovde
Its: Managing Member
ERIC D. HOVDE
/s/ Eric D. Hovde
----------------------------------------------
Dated: 01/03/2001
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Page 8 of 15
<PAGE> 9
Schedule 1
INFORMATION RELATING TO REPORTING PERSONS
<TABLE>
<CAPTION>
Principal Business and
Address of Principal Business
Name or Principal Office
---- ------------------------------
<S> <C>
Western Acquisition Limited partnership formed to
Partners, L.P. make investments primarily in equity
securities of financial institutions and
financial services companies.
1824 Jefferson Place, NW
Washington, DC 20036
Organized: State of Delaware
Western Acquisitions, L.L.C. Limited liability company formed to serve as
the general partner of Western Acquisition
Partners, L.P.
1824 Jefferson Place, NW
Washington, DC 20036
Organized: State of Illinois
Eric D. Hovde Investment banker
Hovde Financial, Inc.
1826 Jefferson Place, N.W.
Washington, D.C. 20036
</TABLE>
Page 9 of 15
<PAGE> 10
INFORMATION RELATING TO EXECUTIVE OFFICERS, DIRECTORS AND/OR CONTROLLING
PERSONS
<TABLE>
<CAPTION>
NAME PRINCIPAL OCCUPATION
ADDRESS BUSINESS ADDRESS CITIZENSHIP
------- -------------------- -----------
<S> <C> <C>
Steven D. Hovde(2) Investment banker U.S.
1629 Colonial Parkway Hovde Financial, Inc.
Inverness, Illinois 60067 1629 Colonial Parkway
Inverness, Illinois 60067
Investment banking firm
Eric D. Hovde (3) Investment banker U.S.
1826 Jefferson Place, N.W. Hovde Financial, Inc.
Washington, D.C. 20036 1826 Jefferson Place, N.W.
Washington, D.C. 20036
Investment banking firm
</TABLE>
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(2) Steven D. Hovde is affiliated with the following Reporting Persons:
Executive Vice President and Treasurer of Western Acquisitions, L.L.C.
(3) Eric D. Hovde is affiliated with the following Reporting Persons: Managing
Member, President and Assistant Treasurer of Western Acquisitions, L.L.C.
Page 10 of 15
<PAGE> 11
SCHEDULE 2
The following table sets forth the amount and source of funds used by each
Reporting Person in acquiring the Shares beneficially owned by it directly.
<TABLE>
<CAPTION>
Amount
Originally
Total Financed/ Source of
Name Consideration Current Balance Funds
-------------------------------------------------------------------------------
<S> <C> <C> <C>
Western $543,169.00 $0.00/ Working
Acquisition $0.00 Capital
Partners, L.P.
Western Acquisitions, $822,140.59 $0.00/ Working
L.L.C. $0.00 Capital
Eric D. Hovde $744,698.80 $0.00/ Personal Funds
$0.00
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</TABLE>
Page 11 of 15
<PAGE> 12
SCHEDULE 3
The following table sets forth the number and approximate percentage of
Shares beneficially owned by each of the Reporting Persons. Each of the
Reporting Persons has shared power to vote or to direct the vote and to dispose
or to direct the disposition of the Shares of which each of them, respectively,
possesses beneficial ownership.
<TABLE>
<CAPTION>
Approximate
Name Number of Shares Percentage
---- ---------------- -----------
<S> <C> <C>
Western Acquisition 807,500 8.1%
Partners, L.P.
Western Acquisitions, 1,436,841 14.5%
L.L.C.
Eric D. Hovde 2,390,431 24.0%
-------------------------------------------------------------------------------
Aggregate Shares Held by 2,390,431 24.0%
Reporting Persons
</TABLE>
Page 12 of 15
<PAGE> 13
SCHEDULE 4
Description of Transactions in Shares Effected Within 60 Days.
The Reporting Persons had effected the following transactions in the Shares
within sixty (60) days of January 3, 2001:
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------
Transaction Number Transaction Transaction Broker
Date of Shares Price Type
-------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Western 12/29/00 321,224 $415,985.08 Buy None/
Acquisitions, Private
L.L.C. 12/29/00 285,117 $369,226.52 Buy None/
Private
</TABLE>
Page 13 of 15
<PAGE> 14
EXHIBIT INDEX
<TABLE>
<CAPTION>
Page
<S> <C> <C>
Exhibit A - Consent Agreement to 17 C.F.R. 13d-1(f)(1) 15
Exhibit B - [OMITTED - - FILED PURSUANT TO REQUEST
FOR CONFIDENTIAL TREATMENT](4) (Incorporated
by reference to Schedule 13D Amendment #1,
filed with the SEC on October 30, 2000)
Exhibit C - Customer Agreement between NationsBanc Montgomery
Securities and Western Acquisition Partners, L.P.
(Incorporated by reference to Schedule 13D Amendment
#1, filed with the SEC on October 30, 2000)
Exhibit D - Prime Broker Agreement between NationsBanc
Montgomery Securities and Western Acquisition
Partners, L.P. (Incorporated by reference to
Schedule 13D Amendment #1, filed with the SEC
on October 30, 2000)
Exhibit E - Partnership Agreement between NationsBanc
Montgomery Securities and Western Acquistion
Partnership, L.P. (Incorporated by reference to
Schedule 13D Amendment #1, filed with the SEC on
October 30, 2000)
Exhibit F - Customer Agreement between Banc of America
Securities LLC and Eric D. Hovde. (Incorporated
by reference to Schedule 13D Amendment #1, filed
with the SEC on October 30, 2000)
Exhibit G - Prime Broker Agreement between Banc of America
Securities LLC and Eric D. Hovde. (Incorporated
by reference to Schedule 13D Amendment #1, filed
with the SEC on October 30, 2000)
</TABLE>
------------------------------------------
(4) Portions of Exhibit B have been omitted pursuant to a request for
confidential treatment of information in accordance with Rule 24b-2 of the
Securities and Exchange Act of 1934.
Page 14 of 15
<PAGE> 15
EXHIBIT A
Consent Agreement Pursuant to 17 C.F.R. 13d-1(f)(1)
Each of the undersigned hereby consents and agrees to the filing on behalf
of each of them of the foregoing joint statement on Schedule 13D pursuant to 17
C.F.R. 13d-1(f)(1) with respect to his/its beneficial ownership of the shares of
the Issuer.
WESTERN ACQUISITION PARTNERS, L.P., by its General Partner,
WESTERN ACQUISITIONS, L.L.C.
By: /s/ Eric D. Hovde
-------------------------------------------------
Eric D. Hovde
Its: Managing Member
WESTERN ACQUISITIONS, L.L.C.
By: /s/ Eric D. Hovde
-------------------------------------------------
Eric D. Hovde
Its: Managing Member
ERIC D. HOVDE
/s/ Eric D. Hovde
-------------------------------------------------
Dated: 01/03/2001
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Page 15 of 15
