AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 2, 1997.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )
SierraWest Bancorp (formerly Sierra Tahoe Bancorp)
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(Name of Issuer)
Common Stock No Par Value
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(Title of Class of Securities)
826527-10-3
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(CUSIP Number)
James F. Dierberg, President, First Banks, Inc.
135 N. Meramec, Clayton, MO 63105
(314) 854-4600
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(Name, Address and Telephone Number of Person Authorized to Receive Notices
and Communications)
March 4, 1997
(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box .
Check the following box if a fee is being paid with the statement . (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) 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).
THIS STATEMENT CONTAINS ELEVEN (11) PAGES AND THE EXHIBIT INDEX IS ON PAGE SIX
(6).
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SCHEDULE 13D
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CUSIP NO. 826527-10-3 Page 2 of 11 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
INVESTORS OF AMERICA, LIMITED PARTNERSHIP
(Formerly Dierberg Four, L.P.)
43-1521079
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OFA GROUP* (a)
(b)X
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
Not Applicable - Conversion of Debentures to Common Stock
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
NEVADA
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NUMBER OF 7 SOLE VOTING POWER
SHARES 282,900
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY NONE
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 282,900
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PERSON 10 SHARED DISPOSITIVE POWER
WITH NONE
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
282,900
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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)
8.6%
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14 TYPE OF REPORTING PERSON
IV, PN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION
<PAGE>
The statement on Schedule 13D filed by the reporting person on February
29, 1996 to report ownership of 8-1/2% Convertible Subordinated Debentures due
February 1, 2004 (the "Debentures") issued by SierraWest Bancorp (formerly
Sierra Tahoe Bancorp), 10181 Truckee Tahoe Airport Road, Truckee, California
96161 ("Sierra"), is hereby amended as follows:.
Item 2. Identity and Background
This statement is filed by Investors of America, Limited Partnership
(formerly Dierberg Four, L.P.), a Nevada limited partnership ("Investors"). The
general partner of Investors is First Securities America, Inc., a Missouri
corporation. James F. Dierberg is the controlling shareholder of First
Securities America, Inc. The directors and officers of First Securities America,
Inc. are James F. Dierberg (President and Director) and Mary W. Dierberg
(Secretary, Treasurer and Director).
The information required by Item 2 with respect to each of the above
named persons is attached to this statement as Exhibits 2A through 2D, and is
incorporated herein by reference.
The information disclosed in Exhibits 2A through 2D is included
pursuant to General Instruction C to Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
Not applicable. This amended statement is being filed by Investors to
report the conversion of $2,829,000 principal amount of Debentures into 282,900
shares of the common stock, no par value (the "Common Stock"), of Sierra at a
conversion price of $10.00 per share.
Item 4. Purpose of Transaction
The Debentures were convertible at any time prior to maturity, unless
previously redeemed, into shares of the Common Stock of Sierra at a conversion
price of $10.00 per share, subject to adjustment in certain events. Investors
elected to convert the $2,829,000 principal amount of the Debentures into
282,900 shares of the Common Stock of Sierra. Investors has the following plans
with respect to the Common Stock:
(a) The shares of Common Stock covered by this statement are being held
for investment purposes. Investors intends to continually assess the market for
the Common Stock. Investors or an affiliate may purchase additional shares or
dispose of such shares of the Common Stock from time to time depending on such
continuing assessment and upon future developments, including the then market
price of such shares. However, it is recognized that if, in the future, certain
levels of share ownership are exceeded, certain banking regulatory approvals may
be required.
(b-j) None
Item 5. Interest in Securities of the Issuer
(a) The aggregate percentage of shares of Common Stock reported owned
by Investors is based upon 3,278,764 shares outstanding at March 31, 1997, as
indicated in a response to an inquiry made to Sierra. On April 1, 1997,
Investors beneficially owned 282,900 shares of the Common Stock, or
approximately 8.628% of such number of shares.
(b) Investors beneficially owns 282,900 shares of Common Stock and has
the sole power to vote and dispose of such shares.
(c) All transactions in the shares of Common Stock and Debentures
effected by Investors during the past sixty days are described on Exhibit 5(c)
attached hereto.
(d-e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
Investors is under the control of James F. Dierberg. See Item 2. above.
James F. Dierberg and Mary W. Dierberg are husband and wife.
Item 7. Material to Be Filed as Exhibits
Exhibit 5(c) - Transactions in the Common Stock and Debentures effected
during the past sixty days.
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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.
INVESTORS OF AMERICA,
LIMITED PARTNERSHIP
Date: April 2, 1997 By:/s/James F. Dierberg
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James F. Dierberg, President of
First Securities America, Inc.,
General Partner
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EXHIBIT INDEX
Exhibit No. Page No.
Exhibit 2A 7
Exhibit 2B 8
Exhibit 2C 9
Exhibit 2D 10
Exhibit 5(c) 11
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Exhibit 2A
INVESTORS OF AMERICA, LIMITED PARTNERSHIP
State or Other Place of Organization: Nevada
Principal Business: Investment in real estate
and stocks
Address of Principal Business: 39 Glen Eagles Drive
St. Louis, Missouri 63124
Address of Principal Office: 39 Glen Eagles Drive
St. Louis, Missouri 63124
Criminal Proceedings During Last 5 Years: None
Civil Proceedings During Last 5 Years: None
<PAGE>
Exhibit 2B
FIRST SECURITIES AMERICA, INC. (General Partner of Investors of America,
Limited Partnership)
State or Other Place of Organization: Missouri
Principal Business: Insurance and investments
Address of Principal Business: Suite 404
135 North Meramec,
Clayton, Missouri 63105
Address of Principal Office: Suite 404
135 North Meramec,
Clayton, Missouri 63105
Criminal Proceedings During Last 5 Years: None
Civil Proceedings During Last 5 Years: None
<PAGE>
Exhibit 2C
JAMES F. DIERBERG (Director and President of First Securities America, Inc.;
controlling shareholder of First Securities America, Inc.)
Residence or Business Address: 39 Glen Eagles Drive, St.
Louis, Missouri 63124
Principal Occupation or Employment: Financial services
Name of Employer: First Banks, Inc.
Principal Business: Bank holding company
Address: 135 North Meramec,
Clayton, Missouri 63105
Criminal Proceedings During Last 5 Years: None
Civil Proceedings During Last 5 Years: None
Citizenship: U.S.A.
<PAGE>
Exhibit 2D
MARY W. DIERBERG (Director, Secretary and Treasurer of First Securities America,
Inc.)
Residence or Business Address: 39 Glen Eagles Drive, St.
Louis, Missouri 63124
Principal Occupation or Employment: Housewife
Criminal Proceedings During Last 5 Years: None
Civil Proceedings During Last 5 Years: None
Citizenship: U.S.A.
<PAGE>
Exhibit 5(c)
INVESTORS OF AMERICA, LIMITED PARTNERSHIP
(Transactions Effected Within Past 60 Days)
CONVERSION OF 8-1/2% CONVERTIBLE SUBORDINATED DEBENTURES
Debenture Number
Principal Amount Date Converted Common Shares
$1,300,000 March 4, 1997 130,000
$1,529,000 March 17, 1997 152,900
