Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)
(Amendment No. 1)
OPTEUM INC. (formerly Bimini Mortgage Management, Inc.)
(Name of Issuer)
Common Stock, par value $0.001 per share
(Title of Class of Securities)
09031E400
(CUSIP Number)
Peter R. Norden
c/o Zukerman Gore & Brandeis, LLP
875 Third Ave.
New York, New York 10022
212-223-6700
c/o Zukerman Gore & Brandeis, LLP
875 Third Ave.
New York, New York 10022
212-223-6700
With a copy to:
Nathaniel S. Gore, Esq.
Zukerman Gore & Brandeis, LLP
875 Third Ave.
New York, New York 10022
212-223-6700
Nathaniel S. Gore, Esq.
Zukerman Gore & Brandeis, LLP
875 Third Ave.
New York, New York 10022
212-223-6700
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
September 6, 2007
(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
Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g) check the
following box o.
Note: Schedules filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits. See Section 240.13d-7(b) for other parties to whom copies are to
be sent.
(Continued on the following page)
Page 1 of 5
Schedule 13D
CUSIP No. |
09031E400 |
1 | NAMES OF REPORTING PERSONS Peter R. Norden |
||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) |
||||||||||
(a) o | |||||||||||
(b) o | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
OO | |||||||||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) | ||||||||||
o | |||||||||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||||||||
USA | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 1,251,008 | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 0 | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 1,251,008 | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
0 | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
1,251,008 | |||||||||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||||||||
þ | |||||||||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | ||||||||||
5.1%* | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
IN |
* Based on 24,513,512 shares as determined by Opteum to have been outstanding as of August 13, 2007.
Page 2 of 5
This Amendment No
. 1 amends in certain respects the Schedule 13D filed by the Reporting Person
dated November 3, 2005 (the Initial 13D). All items not reported in this Amendment No. 1 are
herein incorporated by reference to the Initial 13D.
Item 1. Security and Issuer
The securities to which this Amendment No.1 relate are shares of Class A Common Stock, par
value $0.001 per share (the Shares), of Opteum Inc. (formerly Bimini Mortgage Management, Inc.),
a Maryland corporation (Opteum). The address of Opteums principal executive offices is 3305
Flamingo Drive, Vero Beach, Florida 32963.
Item 2. Identity and Background
(a)-(c) This statement is filed by Peter R. Norden (the Reporting Person). The Reporting
Persons business address is c/o Zukerman Gore & Brandeis, LLP, 875 Third Ave., New York, New York
10022. The Reporting Persons present principal occupation is Executive Consultant to Orchid
Island TRS, LLC (formerly Opteum Financial Services, LLC), a Delaware
limited liability company and a wholly owned subsidiary of Opteum (Orchid). Opteums principal business is
investing in residential mortgage related securities. Orchids principal business is mortgage
lending. The address of Orchids principal executive offices is W. 115 Century Road, Paramus, New
Jersey 07652.
(d)-(f) During the last five years, the Reporting Person has not been convicted in any
criminal proceedings (excluding traffic violations or similar misdemeanors). During the last five
years, the Reporting Person has not been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which proceeding he 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. The Reporting Person is a citizen of the United States.
Item 5. Interest in Securities of the Issuer
As of September 17, 2007, the Reporting Person beneficially owns 1,251,088 Shares.
The Reporting Person specifically disclaims beneficial ownership of an aggregate of 503,055
Shares and 243,594 Class A Preferred Shares owned by The Alyssa Blake Norden Trust of 1993, The
Michael Jared Norden Trust of 1993 and The Amy Suzanne Norden Trust of 1993, trusts established for
the benefit of the Reporting Persons adult children (the Trusts). The Reporting Person does not
exercise voting or dispositive control over the holdings of such Trusts and, accordingly, the
holdings of such Trusts have been excluded from the Reporting Persons Share totals listed above.
The Reporting Persons beneficial ownership, excluding 746,649 Shares owned by the Trusts of
which the Reporting Person disclaims beneficial ownership, constitutes approximately 5.1% of the
outstanding Shares, based on 24,513,512 Shares outstanding on August 13, 2007, as reported by
Opteum in its Form 10-Q for the quarter ended June 30, 2007.
The Reporting Person has the sole power to vote or direct the vote and to dispose or direct
the disposition of 1,251,088 Shares reported hereby.
The following represents all of the transactions in the Shares by the Reporting Person during
the past 60 days:
On August 30, 2007, the Reporting Person sold 18,100 Shares at $1.27 per share on the open
market. On September 6, 2007, the Reporting Person sold 81,900 Shares at $1.27 per share on the
open market.
Page 3 of 5
Additionally, as reported by the Reporting Person on Form 4, on February 24th and
28th of 2006, the Reporting Person disposed of 167,125 shares of Class A Preferred
Stock. These shares were returned to the Company as part of a scheduled purchase price adjustment
in connection with Opteums merger with Orchid. Furthermore, the Reporting Persons remaining
328,192 shares of Class A Redeemable Preferred Stock were converted into shares of Class A Common
Stock on a one-for-one basis.
Page 4 of 5
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.
Date: September 20, 2007 | /s/ Peter R. Norden | |||
Peter R. Norden | ||||
Page 5 of 5