AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON DECEMBER 22, 2000
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3 )
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Citizens First Financial Corp.
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(Name of Issuer)
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Common Stock $ .01 Par Value
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(Title of Class of Securities)
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174623-10-8
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(CUSIP Number)
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James F. Dierberg
135 N. Meramec, Clayton, MO 63105
(314) 854-4600
(Name, Address and Telephone
Number of Person Authorized to Receive Notices and Communications)
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December 21, 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 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).
<PAGE>
SCHEDULE 13D
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CUSIP NO. 174623-10-8 Page 2 of 5 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
TIDAL INSURANCE LIMITED
66-0420778
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |X|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
Not Applicable
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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
BRITISH WEST INDIES
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NUMBER OF 7 SOLE VOTING POWER
SHARES 1,152 Common
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY NONE
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 1,152 Common
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PERSON 10 SHARED DISPOSITIVE POWER
WITH NONE
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,152 Common
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* |X|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.07%
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14 TYPE OF REPORTING PERSON
IC, CO
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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
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Item 1. Security and Issuer
The statement of Schedule 13D filed by the reporting person on August
7, 1996, and amended on December 22, 1999 and March 28, 2000, to report
ownership of shares of the Common Stock, $.01 par value (the "Common Stock")
issued by Citizens First Financial Corp. ("Citizens"), whose principal executive
offices are located at 2101 North Veterans Parkway, Bloomington, Illinois 61704,
is hereby amended.
Item 2. Identity and Background
There are no changes with respect to this Item.
Item 3. Source and Amount of Funds or Other Consideration
Not applicable. This amended statement is being filed by Tidal
Insurance Limited ("Tidal") to report the disposition of 1,548 shares of the
Common Stock. The shares represent an approximate 57.33% proration of the 2,700
shares tendered, as determined by the final results of a Modified Dutch Auction
Tender Offer by Citizens which expired on Friday, December 1, 2000. The
aggregate selling price of the Common Stock was $24,768.00 at a per share price
of $16.00. There were no fees or commissions associated with this tender.
Item 4. Purpose of Transaction
The shares of Common Stock covered by this statement are being held for
investment purposes. Tidal has the following plans with respect to the Common
Stock:
(a) As previously described in Item 2 above, Mr. and Mrs. James F.
Dierberg control Tidal and Investors. Investors beneficially owns approximately
4.7% of the Common Stock as reported in its separately filed Amendment No. 3 to
Schedule 13D. Investors holds the Common Stock for investment purposes. Tidal
disclaims beneficial ownership of the Common Stock owned by Investors.
Tidal intends to continually assess the market for the Common Stock.
Tidal or an affiliate may purchase or dispose of additional 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 regulatory approvals may be required.
(b-j) None.
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Item 5. Interest in Securities of the Issuer
(a) The aggregate percentage of shares of Common Stock reported owned
by Tidal is based upon 1,563,918 shares outstanding following the final results
of the Modified Dutch Auction Tender Offer, as announced by Citizens in its
press release of December 11, 2000. On December 21, 2000, notification was
received that 1,548 shares were accepted for tender at $16.00 per share. As of
the close of business on December 21, 2000, Tidal beneficially owned 1,152 or
approximately 0.07% of such number of shares of Common Stock.
(b) Tidal beneficially owns 1,152 shares of the Common Stock and has
the sole power to vote and dispose of such shares.
(c) All transactions in the shares of Common Stock effected by Tidal
during the past sixty days are described on Exhibit 5(c) attached hereto. All
such shares were sold through the Modified Dutch Auction Tender Offer.
(d) Not Applicable.
(e) The reporting person ceased to be the beneficial owner of more than
five percent of the class of securities as a result of the sale of shares
through the Modified Dutch Auction, receiving payment on December 21, 2000.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
There are no changes with respect to this Item.
Item 7. Material to Be Filed as Exhibits
Exhibit 5(c) - Transactions in the Common Stock 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.
TIDAL INSURANCE LIMITED
By:/s/ James F. Dierberg
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James F. Dierberg, President
Date: December 22, 2000
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Exhibit 5(c)
TIDAL INSURANCE LIMITED
(Transactions Effected Within Past 60 Days)
Identity of Number of Price Per
Purchaser Date of Sale Shares Sold Share
Tidal Insurance Limited 12/21/00 1,548 16.00
