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Securities and Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of l934
Yonkers Financial Corporation
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(Name of Issuer)
Common Stock, $.01 par value
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(Title of Class of Securities)
986073104
- ---------------------------------------------------------------
Simeon Brinberg (CUSIP Number)
60 Cutter Mill Road, Great Neck, New York 11021 516-466-3100
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
June 2, 1998
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule l3G to
report the acquisition which is the subject of this Schedule l3D, and is filing
this schedule because of Rule l3d-l(e), 13d-1 (f) or 13d-1(g), check the
following box / /.
NOTE: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule l3d-l(a) for other
parties to whom copies are to be sent.
Page 1 of 18 Pages
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Page 2 of 18 Pages
Cusip No. 986073104
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l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Gould Investors L.P. - 11-2763164
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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
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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
Delaware
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7. SOLE VOTING POWER - 163,800
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 163,800
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 163,800
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12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.42%
- -----------------------------------------------------------------
14. TYPE OF
REPORTING PERSON*
PN
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Page 3 of 18 Pages
l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Fredric H. Gould Spousal IRA ###-##-####
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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*
PF
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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
United States
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7. SOLE VOTING POWER - 700
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 700
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
- -----------------------------------------------------------------
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 700
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12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
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14. TYPE OF
REPORTING PERSON*
OO
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Page 4 of 18 Pages
l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
The Gould Family Charitable Foundation of New York -
11-3262391
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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*
OO
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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 York
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7. SOLE VOTING POWER - 2,000*
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 2,000*
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 2,000*
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12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
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14. TYPE OF
REPORTING PERSON *
OO
* Fredric H. Gould, Helaine Gould (Mr. Gould's spouse), Matthew Gould,
Jeffrey Gould and Wendy Shenfeld (Mr. Gould's children) are Trustees of the
Gould Family Charitable Foundation of New York.
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Page 5 of 18 Pages
l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Israel Rosenzweig ###-##-####
Israel Rosenzweig as trustee under Paragraph Fourth w/o Evelyn Rosenzweig
11-6446510 and Israel Rosenzweig, as Trustee under Paragraph Second w/o
Evelyn Rosenzweig - 11-6446511
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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*
PF
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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
United States
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7. SOLE VOTING POWER - 4,500*
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 4,500*
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 4,500*
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12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
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Page 6 of 18 Pages
14. TYPE OF
REPORTING PERSON*
IN
*Israel Rosenzweig is sole trustee of the trusts created under his deceased
spouse's last will and testament for the benefit of Mr. Rosenzweig's children.
Mr. Rosenzweig has sole voting and dispositive power.
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Page 7 of 18 Pages
l. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stuart S. Gould - ###-##-####
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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*
PF
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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
United States
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7. SOLE VOTING POWER - 2,000
NUMBER OF _____________________________________________
SHARES 8. SHARED VOTING POWER -
BENEFICIALLY ____________________________________________
OWNED BY 9. SOLE DISPOSITIVE POWER - 2,000
EACH _____________________________________________
REPORTING 10. SHARED DISPOSITIVE POWER -
PERSON WITH _____________________________________________
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON - 2,000
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12. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES*
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
LESS THAN 1%
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14. TYPE OF
REPORTING PERSON*
IN
Page 8 of 18 Pages
Item. 1 Security and Issuer.
This statement relates to Common Stock, $.01 par value (the "Common Stock") of
Yonkers Financial Corporation, a Delaware Corporation (the "Company"). The
address of the principal executive offices of the Company is 6 Executive Plaza,
Yonkers, New York, 10701.
Item 2. Identity and Background
(a) This statement is filed by Gould Investors L.P. a limited partnership
organized under Delaware law (the "Partnership"), The Gould Family Charitable
Foundation of New York, a charitable trust organized under New York law
("Foundation"), Fredric H. Gould Spousal IRA ("IRA"), Israel Rosenzweig,
individually and as trustee of trust's created under his deceased spouse's last
will and testament("Rosenzweig") and Stuart S. Gould ("Stuart"). The general
partners of the Partnership are Fredric H. Gould ("Gould") and Georgetown
Partners, Inc., a Delaware corporation, the managing general partner of the
Partnership ("Georgetown"). The Trustees of the Foundation are Fredric H. Gould,
Helaine Gould, Matthew Gould, Jeffrey Gould and Wendy Shenfeld ("Trustees").
Helaine Gould is Gould's spouse and Matthew Gould, Jeffrey Gould and Wendy
Shenfeld are Gould's children. Stuart is Gould's father. Under the instrument
creating the Foundation, approved by a majority of the Trustees is required to
determine actions to be taken by the Foundation.
(b) The address of the principal business and principal office of the
Partnership and Georgetown (and each of Georgetown's officers) is 60 Cutter Mill
Road, Suite 303, Great Neck, New York 11021. The business address of Gould, the
Foundation (and each Trustee), Rosenzweig and Stuart is 60 Cutter Mill Road,
Suite 303, Great Neck, New York, 11021.
(c) The Partnership is engaged in the real estate business; it owns and operates
and participates in the ownership and operation of income producing properties.
The Partnership also invests in equity securities of other entities. The IRA,
the Foundation, Rosenzweig and Stuart invest in equity and debt securities of
various entities.
Item 2 information with respect to the individual general partner of the
Partnership (Gould), the officers of Georgetown, the Trustees, Rosenzweig and
Stuart is set forth on Attachment A, which is incorporated herein by reference.
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Page 9 of 18 Pages
(d)-(e) During the last five years neither the Partnership, Gould, Georgetown,
the officers of Georgetown, the Foundation, the Trustees, Rosenzweig nor Stuart
has (i) 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 proceedings 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) Gould, Rosenzweig, Stuart, the Trustees and the officers of Georgetown are
citizens of the United States of America. The Partnership and Georgetown are
organized under Delaware law. The Foundation is organized under New York law.
Item 3. Source and Amount of Funds or Other Consideration
As of the date hereof, the Partnership has purchased a total of 163,800 shares
of Common Stock of the Company at an aggregate cost of $2,937,190. The funds
used to make these purchases came from the Partnership's working capital. The
Partnership has an availability of approximately $21,000,000 under a margin
account maintained by the Partnership with the Saloman SmithBarney. As of the
date hereof there is $3,500,000 outstanding under this facility. The Foundation
owns 2,000 shares of Common Stock of the Company, which were contributed to the
Foundation by Gould. The IRA purchased 700 shares at a cost of $7,639. The funds
used to make these purchases were contributed to the IRA by Gould. Mr.
Rosenzweig purchased 4,500 shares (3,000 shares personally and 1,500 shares as
Trustee) at a cost of $43,788. The funds used to make these purchases came from
Mr. Rosenzweig's personal funds and the corpus of the two trusts. Stuart
purchased 2000 shares at a cost of $19,700. His personal funds were used to
purchase these shares. The Partnership, Georgetown, the Foundation, the
Trustees, Gould, the IRA, Rosenzweig and Stuart may be deemed affiliates.
Item 4. Purpose of the Transaction
The Partnership, the Foundation, the IRA, Rosenzweig and Stuart have acquired
the shares of Common Stock of the Company as an investment. The Partnership, the
Foundation, the IRA, Rosenzweig and Stuart, subject to availability at prices
deemed favorable, and subject to their continuing evaluation of the Company, may
purchase additional shares of the Company's Common Stock in the open market or
in privately negotiated transactions. The Partnership, the Foundation, the IRA,
Rosenzweig and Stuart may also in the future determine to sell all or a portion
of the shares of Common Stock
Page 10 of 18 Pages
owned by them. Except as described in this Statement, the Partnership (including
its general partners and officers of Georgetown), the Foundation (including its
Trustees), the IRA, Rosenzweig and Stuart do not have any present plans or
proposals that relate to or would result in: (a) the acquisition by any person
of additional shares of Common Stock of the Company or the disposition of any
shares of Common Stock of the Company, (b) an extraordinary corporate
transaction, such as a merger, reorganization or liquidation, involving the
Company or any of its subsidiaries; (c) a sale or transfer of a material amount
of the assets of the Company or any of its subsidiaries; (d) any change in the
present Board of Directors or management of the Company, including any plans or
proposals to change the number or term of Directors or to fill any vacancies on
the Board; (e) any material change in the present capitalization or dividend
policy of the Company; (f) any other material change in the Company's business
or corporate structure; (g) changes in the Company's charter, by-laws or
instruments corresponding thereto or other actions which may impede the
acquisition or control of the Company by any person; (h) causing a class of
securities of the Company to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) a class of equity securities of the Company becoming eligible for
termination of registration pursuant to Section 12(g)4 of the Securities
Exchange Act; or (j) any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
(a) The Partnership owns, as of this date, 163,800 shares of Common Stock of the
Company, constituting approximately 5.42% of the 3,015,763 shares of Common
Stock outstanding. The Foundation owns, as of this date, 2,000 shares of Common
Stock, the IRA owns, as of this date, 700 shares of Common Stock, Rosenzweig,
individually and as Trustee owns, as of this date, 4,500 shares of Common Stock,
and Stuart owns, as of this date, 2,000 shares of Common Stock. In the
aggregate, the Partnership, the Foundation, the IRA, Rosenzweig and Stuart, who
may be deemed affiliates, own 5.74% of the outstanding shares of Common Stock of
the Company.
(b) The Partnership has sole voting and dispositive power with
respect to the shares of Common Stock it beneficially owns. The Trustees (acting
by a majority of Trustees), have voting and dispositive power with respect to
the shares owned by the Foundation. Gould with respect to the IRA, Rosenzweig,
individually and as Trustee, and Stuart, each have sole voting and dispositive
power with respect to the shares owned by each of them.
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Page 11 of 18 Pages
(c) The following table sets forth transactions in Common Stock of the Company
effected by the Partnership sixty (60) days prior to the event requiring the
filing of this Statement. The shares purchased were open market purchases in the
over-the-counter market.
Date of Purchase Number of Shares Price per Share
4/1/98 1,000 19.375
4/3/98 3,000 19.375
4/9/98 2,000 19.750
4/14/98 1,000 19.625
4/17/98 2,500 19.875
4/20/98 17,000 19.750
4/24/98 1,700 19.375
4/27/98 3,000 18.906
4/27/98 2,000 19.188
4/28/98 1,000 19.125
4/29/98 9,500 19.125
4/29/98 1,000 18.750
5/14/98 1,000 19.000
5/18/98 1,000 18.875
5/26/98 1,000 18.875
5/26/98 1,000 18.50
5/27/98 2,000 18.50
5/28/98 2,000 18.750
5/29/98 2,000 18.375
6/2/98 1,500 18.625
6/3/98 10,000 18.750
6/3/98 1,000 18.938
6/3/98 2,000 18.625
6/14/98 2,000 18.750
6/14/98 3,000 18.938
6/15/98 3,000 18.938
Except as set forth herein, the Partnership, its General Partners (including
officers of Georgetown), the IRA, the Foundation, the Trustees, Rosenzweig and
Stuart (i) do not own or have any right to acquire, directly or indirectly, any
shares of Common Stock of the Company; and (ii) have not in the past sixty days
effected any transactions in shares of Common Stock of the Company.
(d) Not applicable
(e) Not applicable
Item 6. Contracts, Arrangements, Understandings or Relationships with
respect to Securities of the Issuer
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Page 12 of 18 Pages
There are no contracts, arrangements, understandings or relationships (legal or
otherwise) among any of the persons listed in Item 2 and between such persons
and any other person with respect to any securities of the Company, including
but not limited to transfer or voting of any of the securities, finders fees,
joint ventures, loan or option arrangements, puts or calls, guarantees of
profits, division of profits or loss or the giving or withholding of proxies. It
should be noted that the Partnership, Georgetown, officers of Georgetown, the
Foundation (and its Trustees), Gould and the IRA, Rosenzweig and Stuart may be
deemed affiliates.
Item 7. Exhibit - Agreement to file jointly.
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Page 13 of 18 Pages
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: June 11, 1998
THE GOULD FAMILY GOULD INVESTORS L.P.
CHARITABLE FOUNDATION BY GEORGETOWN PARTNERS, INC.
OF NEW YORK MANAGING GENERAL PARTNER
By s/Fredric H. Gould By s/Simeon Brinberg
--------------------- ------------------
Fredric H. Gould Simeon Brinberg
Senior Vice President
By s/Matthew Gould s/Fredric H. Gould
- ------------------------ ----------------------
Matthew Gould Fredric H. Gould Spousal
IRA
By s/Jeffrey Gould
- ------------------
Jeffrey Gould
s/Israel Rosenzweig
- -------------------------
Israel Rosenzweig,
Individually and as Trustee
s/Stuart S. Gould
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Stuart S. Gould
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Page 14 of 18 Pages
ATTACHMENT A
Item 2. Identity and Background
General Partners of Gould Investors L.P.
Name Position Principal Occupation
- ---- -------- and Address
-----------
Fredric H. Gould General Partner General Partner of Gould Investors
L.P. ("Partnership")and Chairman,
sole stockholder and sole
director of Georgetown Partners,
Inc. ("Georgetown"); Chairman of
the Board and Chief Executive
Officer of BRT Realty Trust
("BRT");Chairman of the Board of
One Liberty Properties, Inc. ("One
Liberty"); President, sole
stockholder and sole director of
REIT Management Corp., advisor to
BRT ("REIT"); Real Estate Investor;
all located at 60 Cutter Mill Road,
Great Neck, NY 11021.
Georgetown Partners, Inc. General 60 Cutter Mill Road
Partner Great Neck, NY 11021
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Page 15 of 18 Pages
Officers of Georgetown Partners, Inc. -
Managing General Partner of Gould Investors L.P.
Name Position Principal Occupation
- ---- -------- and Address
-----------
Fredric H. Gould Chairman See Above
of the Board
Matthew J. Gould President President of Georgetown;
President and
Chief Executive
Officer of One
Liberty; Vice
President of REIT;
Vice President of
BRT; all located at
60 Cutter Mill Road,
Great Neck, NY
11021.
Jeffrey Gould Vice President President and Chief
Operating Officer of BRT; Vice
President of One Liberty; Vice
President of Georgetown; all
located at 60 Cutter Mill Road,
Great Neck, NY 11021.
Israel Rosenzweig Vice President President of BRT Funding Corp., a
wholly-owned subsidiary of BRT;
Vice President of Georgetown; Vice
President of One Liberty; all
located at 60 Cutter Mill Road,
Great Neck, NY 11021.
Simeon Brinberg Vice Senior Vice President
President and and Secretary of BRT;
Secretary Vice President of
Page 16 of 18 Pages
One Liberty;Senior Vice President
and Secretary of Georgetown; all
located at 60 Cutter Mill Road,
Great Neck, NY 11021.
David W. Kalish Vice President and Senior Vice President
Chief Financial - Finance of BRT; Vice
Officer President and Chief Financial
Officer of One Liberty, Georgetown
and REIT; all located at 60 Cutter
Mill Road, Great Neck, NY 11021.
Mark H. Lundy Vice President Vice President of
BRT and Georgetown;
Secretary of One
Liberty; all located
at 60 Cutter Mill
Road, Great Neck, NY
11021.
Seth D. Kobay Vice President Vice President and
Treasurer of BRT and
One Liberty; Vice
President of
Georgetown; all
located at 60 Cutter
Mill Road, Great
Neck, NY 11021.
Myron Ginsburg Vice President Vice President of
Georgetown.
Karen Dunleavy Treasurer Vice President,
Financial, One
Liberty; Treasurer,
Georgetown; all
located at 60 Cutter
Mill Road, Great
Neck, NY 11021.
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Page 17 of 18 Pages
Information with respect to Fredric H. Gould, Israel Rosenzweig, Matthew Gould
and Jeffrey Gould is set forth above. Stuart S. Gould, who is Fredric H. Gould's
father, is retired. He is honorary chairman of Georgetown. Helaine Gould and
Wendy Shenfeld, Trustees of the Foundation, are not actively engaged in business
activities.
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Page 18 of 18 Pages
EXHIBIT
The undersigned agree to file a single statement on Schedule 13D pursuant to
Rule 13d-1(k)(l) of the Securities Exchange Act of 1934.Dated:
Dated: June 11, 1998
THE GOULD FAMILY GOULD INVESTORS L.P.
CHARITABLE FOUNDATION BY GEORGETOWN PARTNERS, INC.
OF NEW YORK MANAGING GENERAL PARTNER
By s/Fredric H. Gould By s/Simeon Brinberg
--------------------- ------------------
Fredric H. Gould Simeon Brinberg
Senior Vice President
By s/Matthew Gould s/Fredric H. Gould
---------------------- ------------------
Matthew Gould Fredric H. Gould Spousal
IRA
By s/Jeffrey Gould
----------------------
Jeffrey Gould
s/Israel Rosenzweig
-----------------------
Israel Rosenzweig,
Individually and as Trustee
s/Stuart S. Gould
-----------------------
Stuart S. Gould
