UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
þ Rule 13d-1(b)
o Rule 13d-1(c)
o Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in 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).
CUSIP No. |
59100U108 |
1 | NAMES OF REPORTING PERSONS Teton Capital Partners, L.P. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Texas | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 41,667 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 0 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 41,667 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
0 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
41,667 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
1.3%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN |
2
CUSIP No. |
59100U108 |
1 | NAMES OF REPORTING PERSONS Ancient Art, L.P. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Texas | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 41,667 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
41,667 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON |
||||
41,667 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
1.3%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN, IA |
3
CUSIP No. |
59100U108 |
1 | NAMES OF REPORTING PERSONS Whitney, L.P. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Texas | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 41,667 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
41,667 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
41,667 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
1.3%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
PN |
4
CUSIP No. |
59100U108 |
1 | NAMES OF REPORTING PERSONS Trango II, L.L.C. |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
Texas | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 41,667 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
41,667 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
41,667 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
1.3%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
OO |
5
CUSIP No. |
59100U108 |
1 | NAMES OF REPORTING PERSONS Quincy J. Lee |
||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||
(a) o | |||||
(b) o | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
United States | |||||
5 | SOLE VOTING POWER | ||||
NUMBER OF | 0 | ||||
SHARES | 6 | SHARED VOTING POWER | |||
BENEFICIALLY | |||||
OWNED BY | 41,667 | ||||
EACH | 7 | SOLE DISPOSITIVE POWER | |||
REPORTING | |||||
PERSON | 0 | ||||
WITH: | 8 | SHARED DISPOSITIVE POWER | |||
41,667 | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
41,667 | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
1.3%** | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN |
6
Item 1(a)
|
Name of Issuer. | |
Meta Financial Group, Inc. | ||
Item 1(b)
|
Address of Issuers Principal Executive Offices. | |
121 East Fifth Street | ||
Storm Lake, Iowa 50588 | ||
Item 2(a)
|
Name of Person Filing. | |
(i) Teton Capital Partners, L.P. (the Fund), (ii) Ancient Art, L.P. (Ancient Art), (iii) Whitney, L.P. (Whitney), (iv) Trango II, L.L.C. (Trango) and (v) Quincy J. Lee. | ||
Item 2(b)
|
Address of Principal Business Office, or, if none, Residence. | |
610 West 5th Street, Suite 600 | ||
Austin, Texas 78701 | ||
Item 2(c)
|
Citizenship or Place of Organization. | |
The Fund is a Texas limited partnership. Ancient Art is a Texas limited partnership. Whitney is a Texas limited partnership. Trango is a Texas limited liability company. Mr. Lee is a United States citizen. | ||
Item 2(d)
|
Title of Class of Securities. | |
Common Stock, par value $0.01 per share (the Common Stock) | ||
Item 2(e)
|
CUSIP Number. | |
59100U108 |
7
Item 3 | If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |||||
(a) | o | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | ||||
(b) | o | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | ||||
(c) | o | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | ||||
(d) | o | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | ||||
(e) | þ | An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E). | ||||
(f) | o | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). | ||||
(g) | o | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). | ||||
(h) | o | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). | ||||
(i) | o | A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). | ||||
(j) | o | Group, in accordance with §240.13d-1(b)(1)(ii)(J). | ||||
Item 4 | Ownership. | |||||
(a) | The Fund may be deemed the beneficial owner of 41,667 shares of
Common Stock it holds. The Teton Management Group may be deemed the beneficial
owner of 41,667 shares of Common Stock held by the Fund. |
|||||
(b) | The Fund may be deemed the beneficial owner of 1.3%, and the
Teton Management Group may be deemed the beneficial owner of 1.3%,
respectively, of the Issuers outstanding shares of Common Stock. These
percentages were calculated by dividing (i) 41,667, the number of shares of
Common Stock held by the Fund, by (ii) 3,112,463, the number shares of Common
Stock issued and outstanding as of December 10, 2010, as reported in the
Issuers most recent Form 10-K filed with the Securities and Exchange
Commission on December 13, 2010. |
|||||
(c) | The Fund has the sole power to vote and dispose of the 41,667
shares of Common Stock it holds. The Teton Management Group has the shared
power to vote and dispose of the 41,667 shares of Common Stock held
by Fund. |
8
Item 5
|
Ownership of Five Percent or Less of a Class. | |
If this statement is being filed to report the fact that as of the date hereof the
Reporting Persons have ceased to be the beneficial owners of more than five percent
of the class of securities, check the following
þ. |
||
Item 6
|
Ownership of More Than Five Percent on Behalf of Another Person. | |
Inapplicable. | ||
Item 7
|
Identification and Classification of the Subsidiary which Acquired the Security Being Reported On by the Parent Holding Company. | |
Inapplicable. | ||
Item 8
|
Identification and Classification of Members of the Group. | |
Inapplicable. | ||
Item 9
|
Notice of Dissolution of Group. | |
Inapplicable. | ||
Item 10
|
Certification. | |
By signing below each of the Reporting Persons certifies that, to the best of such
persons knowledge and belief, the securities referred to above were acquired and
held in the ordinary course of business and were not acquired and were not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection with
or as a participant in any transaction having that purpose or
effect. |
||
Exhibits
|
Exhibit 1 | |
Joint Filing Agreement by and among the Reporting Persons. |
9
Teton Capital Partners, L.P. |
||||
By: | Whitney, L.P., its general partner |
By: | Trango II, L.L.C., its general partner |
By: | /s/ Quincy J. Lee | |||
Name: | Quincy J. Lee | |||
Title: | Manager |
Ancient Art, L.P. |
||||
By: | Trango II, L.L.C., its general partner |
By: | /s/ Quincy J. Lee | |||
Name: | Quincy J. Lee | |||
Title: | Manager |
Whitney, L.P. |
||||
By: | Trango II, L.L.C., its general partner |
By: | /s/ Quincy J. Lee | |||
Name: | Quincy J. Lee | |||
Title: | Manager |
Trango II, L.L.C. |
||||
By: | /s/ Quincy J. Lee | |||
Name: | Quincy J. Lee | |||
Title: | Manager | |||
/s/ Quincy J. Lee | ||||
Quincy J. Lee |
10