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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
SECURITY FINANCIAL BANCORP, INC.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
81424D109
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(CUSIP Number)
DAVID M. W. HARVEY
EVEREST PARTNERS LIMITED PARTNERSHIP
(dba Everest Partners, L.P.)
POST OFFICE BOX 3178
GARDNERVILLE, NEVADA 89410
(775)265-3016
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
FEBRUARY 10, 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 which is the subject of
this Schedule 13D, and is filing this schedule because of
secs.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 Rule 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 (however,
see the Notes).
Page 1 of 9
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CUSIP No 81424D109
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1) Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
Everest Partners Limited Partnership (d.b.a. Everest Partners, L.P.)
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
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3) SEC Use Only
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4) Source of Funds (See Instructions)
WC
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5) Check 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
NEVADA
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Number of (7) Sole Voting Power 0
Shares --------------------------------------------------------------
Beneficially (8) Shared Voting Power 100,000
Owned by --------------------------------------------------------------
Each Reporting- (9) Sole Dispositive Power 0
Person --------------------------------------------------------------
With (10) Shared Dispositive Power 100,000
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11) Aggregate Amount Beneficially Owned by Each Reporting Person
100,000
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12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) [ ]
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13) Percent of Class Represented by Amount in Row (11)
5.2%
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14) Type of Reporting Person (See Instructions)
PN
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CUSIP No 81424D109
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1) Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
Everest Managers, L.L.C.
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
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3) SEC Use Only
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4) Source of Funds (See Instructions)
Not applicable
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5) Check 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
NEVADA
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Number of (7) Sole Voting Power 0
Shares --------------------------------------------------------------
Beneficially (8) Shared Voting Power 100,000
Owned by --------------------------------------------------------------
Each Reporting- (9) Sole Dispositive Power 0
Person --------------------------------------------------------------
With (10) Shared Dispositive Power 100,000
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11) Aggregate Amount Beneficially Owned by Each Reporting Person
100,000
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12) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) [ ]
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13) Percent of Class Represented by Amount in Row 9
5.2%
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14) Type of Reporting Person (See Instructions)
OO
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CUSIP No. 81424D109
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1) Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
David M. W. Harvey
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2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
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3) SEC Use Only
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4) Source of Funds (See Instructions)
Not applicable
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5) Check 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
U.S.A.
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Number of (7) Sole Voting Power 0
Shares --------------------------------------------------------------
Beneficially (8) Shared Voting Power 100,000
Owned by --------------------------------------------------------------
Each Reporting- (9) Sole Dispositive Power 0
Person --------------------------------------------------------------
With (10) Shared Dispositive Power 100,000
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11) Aggregate Amount Beneficially Owned by Each Reporting Person
100,000
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12) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) [ ]
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13) Percent of Class Represented by Amount in Row 9
5.2%
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14) Type of Reporting Person (See Instructions)
IN
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Item 1: Security & Issuer
(a) Name of Issuer:
SECURITY FINANCIAL BANCORP, INC.
(b) Address of Issuer's Principal Executive Offices:
9231 WICKER AVENUE
ST. JOHN, INDIANA 46373
Item 2: Identity & Background
(a) Name of Person Filing:
This Schedule 13D is being jointly filed by each of the following
persons pursuant to Rule 13d-1(k)(1) promulgated by the Securities
and Exchange Commission pursuant to Section 13 of the Securities
Exchange Act of 1934, as amended (the "Act"): Everest Partners
Limited Partnership (d.b.a. Everest Partners, L.P.)(the "Limited
Partnership"), Everest Managers, L.L.C. (the "General Partner"),
and David M. W. Harvey, the principal member of the General
Partner (collectively the "Filing Persons"). The Filing Persons
have entered into a Joint Filing Agreement, dated as of February
15, 2000, a copy of which is filed with this Schedule 13D as
Exhibit A, pursuant to which the Filing Persons have agreed to
file this statement jointly in accordance with the provisions of
Rule 13d-1(k)(1) under the Act. The Filing Persons expressly
disclaim that they have agreed to act as a group.
(b) Residence or Business Address:
Post Office Box 3178
Gardnerville, Nevada 89410
(c) Present principal occupation or employment and the name, principal
business and address of any corporation or other organization in
which such employment is conducted:
The Limited Partnership is a Nevada limited partnership formed for
the purpose of investing in, among other things, the equity
securities of various financial services providers. The General
Partner, a Nevada limited liability company, is the general
partner of the Limited Partnership. The General Partner is charged
with management of the day-to-day affairs of the Limited
Partnership. The principal member of the General Partner is David
M. W. Harvey. The Limited Partnership, the General Partner, and
Mr. Harvey all conduct their business from Post Office Box 3178,
Gardnerville, Nevada, 89410.
(d) and (e)
During the last five years, none of the Limited Partnership, the
General Partner, or Mr. Harvey has been convicted in a criminal
proceeding(excluding traffic violations or similar misdemeanors),
nor have any such persons been a party to any civil proceeding of
a judicial or administrative body of competent jurisdiction which
resulted in a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or a finding of violation of any
such laws.
(f) Citizenship:
The Limited Partnership and the General Partner are organized
under Nevada law; David M. W. Harvey is a citizen of the U.S.A.
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Item 3: Source and Amount of Funds or Other Consideration
The aggregate purchase price of the stock covered by this statement is
$977,271. The Limited Partnership's stock purchases were in an account
carried at Bear, Sterns Securities Corp. No borrowed funds were used to
purchase the stock.
Item 4: Purpose of Transaction
(a) The stock that is the subject of this Schedule 13D was acquired by
the Limited Partnership for the purpose of investment, consistent
with the Limited Partnership's investment policies and strategies.
Depending upon the Limited Partnership's investment strategies, its
need for or availability of funds, the price of the stock, and
other considerations, the Limited Partnership may acquire
additional shares of stock or dispose of some or all of the stock
from time to time.
(b) - (c) The Filing Persons believe the Issuer should take steps
to maximize shareholder value, including without limitation,
LIQUIDATION OF THE ISSUER'S BUSINESS, repurchase of common stock,
sale of branches, and/or sale of the Issuer, in each case within a
two year time frame. Mr. Harvey plans to discuss these
alternatives with management and to explore any impediments which
may exist with respect to the maximization of shareholder value.
(d) - (j) At present, and except as disclosed herein, the Filing Persons
have no specific plans or proposals that relate to, or could
result in, any of the matters referred to in paragraphs (d)
through (j), inclusive, of Item 4 of Schedule 13D. The Filing
Persons intend to continue to explore the options available to
them. The Filing Persons may, at any time or from time to time,
review or reconsider their position with respect to the Issuer and
may formulate plans with respect to matters referred to in Item 4
of Schedule 13D.
Item 5: Interest in Securities of the Issuer
(a) According to a press release of the Issuer dated February 1, 2000,
the Issuer had 1,938,600 shares of stock issued and outstanding.
Accordingly, the 100,000 shares owned by the Limited Partnership
represent approximately 5.2 percent (5.2%) of the Issuer's issued
and outstanding shares as of February 1, 2000.
(b) The General Partner has the power to vote or direct the voting of
the stock as of any record date subsequent to the Limited
Partnership purchases identified in Exhibit B, and the power to
dispose or to direct the disposition of the stock. Because Mr.
David M. W. Harvey is the controlling person of the General
Partner, Mr. Harvey may be deemed to have the indirect power to
vote or direct the vote and to dispose or direct the disposition
of the stock that is the subject of this Schedule 13D. Each of Mr.
Harvey and the General Partner disclaims beneficial ownership of
shares of stock of the Issuer.
(c) Purchases in the last 60 days. See Exhibit B attached. The
transactions identified in Exhibit B were effected through one or
more brokers in the over-the-counter market.
(d) No person other than the Limited Partnership and the General
Partner has the right to receive or the power to direct the
receipt of dividends from or the proceeds from the sale of the
stock that is the subject of this Schedule 13D.
(e) Not applicable.
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Item 6: Contracts, Arrangements, Understandings or Relationships With Respect to
Securities of the Issuer
Except as set forth herein, none of the Limited Partnership, the General
Partner, or Mr. Harvey has any contract, arrangement, understanding, or
relationship (legal or otherwise) between or among themselves and any
person with respect to securities of the Issuer, including but not
limited to transfer or voting of any of the shares of stock that are the
subject of this Schedule 13D, finder's fees, joint ventures, loan or
option arrangements, puts or calls, guarantees of profits, division of
profits or losses, or the giving or withholding of proxies. The shares
of stock that are the subject of this Schedule 13D were not acquired on
margin.
Item 7: Material to be Filed as Exhibits
Exhibit A - Joint Filing Agreement
Exhibit B - Schedule of Purchases
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.
EVEREST PARTNERS LIMITED PARTNERSHIP
(d.b.a. EVEREST PARTNERS, L.P.)
By its General Partner
EVEREST MANAGERS, L.L.C.
By: /s/ David M. W. Harvey
Dated: February 15, 2000 ----------------------------------
Name: David M. W. Harvey
Title: Managing Member
EVEREST MANAGERS, L.L.C.
By: /s/ David M. W. Harvey
Dated: February 15, 2000 ----------------------------------
Name: David M. W. Harvey
Title: Managing Member
By: /s/ David M. W. Harvey
Dated: February 15, 2000 ----------------------------------
Name: David M. W. Harvey
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Exhibit A
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AGREEMENT REGARDING THE JOINT FILING OF
SCHEDULE 13D
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The undersigned hereby agree as follows:
(i) Each of them is individually eligible to use the Schedule 13D to
which this Exhibit is attached, and such Schedule 13D is filed on behalf of each
of them; and
(ii) Each of them is responsible for the timely filing of such
Schedule 13D and any amendments thereto, and for the completeness and accuracy
of the information concerning such person contained therein; but none of them is
responsible for the completeness or accuracy of the information concerning the
other persons making the filing, unless such person knows or has reason to
believe that such information is inaccurate.
EVEREST PARTNERS LIMITED PARTNERSHIP
(d.b.a. EVEREST PARTNERS, L.P.)
By its General Partner
EVEREST MANAGERS, L.L.C.
By: /s/ David M. W. Harvey
Dated: February 15, 2000 ----------------------------------
Name: David M. W. Harvey
Title: Managing Member
EVEREST MANAGERS, L.L.C.
By: /s/ David M. W. Harvey
Dated: February 15, 2000 ----------------------------------
Name: David M. W. Harvey
Title: Managing Member
By: /s/ David M. W. Harvey
Dated: February 15, 2000 ----------------------------------
Name: David M. W. Harvey
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Exhibit B
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SCHEDULE OF PURCHASES
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Everest Partners Limited Partnership acquisitions of and holdings in
Security Financial Bancorp, Inc. (SFBI)
Date Shares (#) Cost ($) Price/Share
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01/25/00 15,000 136,890 9.1260
01/27/00 5,000 46,265 9.2530
02/02/00 10,000 92,515 9.2515
02/04/00 3,000 28,233 9.4110
02/07/00 10,000 96,265 9.6265
02/08/00 10,000 98,452 9.8452
02/08/00 24,000 243,514 10.1464
02/09/00 10,000 101,890 10.1890
02/10/00 13,000 133,265 10.2512
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100,000 977,289 9.6778
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