UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment No. ____1____)*
ASB
Bancorp, Inc.
(Name
of Issuer)
Common
Stock, par value $0.01 per share
(Title
of Class of Securities)
00213T109
(CUSIP
Number)
Ariel
Warszawski
601
West 26th Street, Suite 1520
New
York, NY 10001
(212)
672-9600
(Name,
Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November
19, 2015
(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 that is the subject of this Schedule
13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. x
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §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).
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CUSIP
No. 00213T109 |
13D |
Page
2 of 10 Pages |
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1. |
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Ryan Heslop |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x |
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3. |
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SEC
USE ONLY |
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4. |
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SOURCE OF FUNDS (see instructions)
AF
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5. |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o |
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6. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION United States |
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
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7. |
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SOLE
VOTING POWER 0 |
8. |
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SHARED
VOTING POWER 0 |
9. |
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SOLE
DISPOSITIVE POWER 0 |
10. |
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SHARED
DISPOSITIVE POWER 0 |
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11. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
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12. |
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions) ¨ |
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13. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% |
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14. |
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TYPE
OF REPORTING PERSON (see instructions) IN |
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CUSIP
No. 00213T109 |
13D |
Page 3
of 10 Pages |
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1. |
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Ariel Warszawski |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x |
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3. |
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SEC
USE ONLY |
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4. |
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SOURCE OF FUNDS (see instructions)
AF
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5. |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o |
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6. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION United States |
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
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7. |
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SOLE
VOTING POWER 0 |
8. |
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SHARED
VOTING POWER 0 |
9. |
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SOLE
DISPOSITIVE POWER 0 |
10. |
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SHARED
DISPOSITIVE POWER 0 |
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11. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
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12. |
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CHECK
BOX
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions) ¨ |
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13. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% |
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14. |
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TYPE
OF REPORTING PERSON (see instructions) IN |
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CUSIP
No. 00213T109 |
13D |
Page
4 of 10 Pages |
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1. |
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Firefly Value Partners,
LP |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x |
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3. |
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SEC
USE ONLY |
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4. |
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SOURCE OF FUNDS (see instructions)
AF
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5. |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o |
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6. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
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7. |
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SOLE
VOTING POWER 0 |
8. |
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SHARED
VOTING POWER 0 |
9. |
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SOLE
DISPOSITIVE POWER 0 |
10. |
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SHARED
DISPOSITIVE POWER 0 |
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11. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
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12. |
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CHECK
BOX
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions) ¨ |
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13. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% |
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14. |
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TYPE
OF REPORTING PERSON (see instructions) PN, IA |
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CUSIP
No. 00213T109 |
13D |
Page
5 of 10 Pages |
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1. |
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) FVP GP, LLC |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x |
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3. |
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SEC
USE ONLY |
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4. |
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SOURCE OF FUNDS (see instructions)
AF
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5. |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o |
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6. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
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7. |
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SOLE
VOTING POWER 0 |
8. |
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SHARED
VOTING POWER 0 |
9. |
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SOLE
DISPOSITIVE POWER 0 |
10. |
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SHARED
DISPOSITIVE POWER 0 |
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11. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
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12. |
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CHECK
BOX
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions) ¨ |
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13. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% |
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14. |
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TYPE
OF REPORTING PERSON (see instructions) OO |
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CUSIP
No. 00213T109 |
13D |
Page
6 of 10 Pages |
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1. |
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Firefly Management Company GP,
LLC |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x |
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3. |
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SEC
USE ONLY |
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4. |
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SOURCE OF FUNDS (see instructions)
AF
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5. |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o |
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6. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION Delaware |
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
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7. |
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SOLE
VOTING POWER 0 |
8. |
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SHARED
VOTING POWER 0 |
9. |
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SOLE
DISPOSITIVE POWER 0 |
10. |
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SHARED
DISPOSITIVE POWER 0 |
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11. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
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12. |
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CHECK
BOX
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions) ¨ |
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13. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% |
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14. |
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TYPE
OF REPORTING PERSON (see instructions) OO |
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CUSIP
No. 00213T109 |
13D |
Page
7 of 10 Pages |
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1. |
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) FVP Master Fund, L.P. |
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2. |
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a) o
(b) x |
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3. |
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SEC
USE ONLY |
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4. |
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SOURCE OF FUNDS (see instructions)
WC
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5. |
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o |
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6. |
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CITIZENSHIP
OR PLACE OF ORGANIZATION Cayman Islands |
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
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7. |
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SOLE
VOTING POWER 0 |
8. |
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SHARED
VOTING POWER 0 |
9. |
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SOLE
DISPOSITIVE POWER 0 |
10. |
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SHARED
DISPOSITIVE POWER 0 |
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11. |
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 |
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12. |
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CHECK
BOX
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see instructions) ¨ |
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13. |
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% |
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14. |
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TYPE
OF REPORTING PERSON (see instructions) PN |
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CUSIP
No. 00213T109 |
13D |
Page
8 of 10 Pages |
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EXPLANATORY
NOTE
This
first amendment (this “First Amendment”) to the original Schedule 13D, which was filed on August 3, 2015 (the “Original
Statement”) relates to the common stock (the “Common Stock”), par value $0.01 per share of ASB Bancorp, Inc.
(the “Issuer”). This First Amendment is being filed on behalf of the Reporting Persons.
Item
1. Security and Issuer.
(a) This
First Amendment relates to the shares of Common Stock of the Issuer. This First Amendment supersedes and replaces the Original
Statement.
(b)
The principal executive office of the Issuer is located at 11 Church Street, Asheville, North Carolina 28801.
Item
2. Identity and Background.
(a)
This First Amendment is being filed by: (i) FVP Master Fund, L.P., a Cayman Islands exempted limited partnership (“FVP
Master Fund”), (ii) Firefly Value Partners, LP, a Delaware limited partnership (“Firefly Partners”), which serves
as the investment manager of FVP Master Fund, (iii) FVP GP, LLC, a Delaware limited liability company (“FVP GP”),
which serves as the general partner of FVP Master Fund, (iv) Firefly Management Company GP, LLC, a Delaware limited liability
company (“Firefly Management”, and together with FVP Master Fund, Firefly Partners and FVP GP, the “Firefly
Entities”), which serves as the general partner of Firefly Partners, and (v) Messrs. Ryan Heslop and Ariel Warszawski, the
managing members of FVP GP and Firefly Management (together with the Firefly Entities, the “Reporting Persons”). FVP
Master Fund is a private investment vehicle formed for the purpose of investing and trading in a wide variety of securities and
financial instruments. FVP Master Fund directly owns all of the shares of Common Stock reported in this Statement. Messrs. Heslop
and Warszawski, Firefly Partners, Firefly Management and FVP GP may be deemed to share with FVP Master Fund voting and dispositive
power with respect to such shares.
(b) |
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The
principal business office of FVP Master Fund is: |
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c/o dms Corporate
Services, Ltd. |
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P.O. Box 1344 |
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dms House |
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20 Genesis Close |
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Grand Cayman,
KY1-1108 |
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Cayman Islands |
The
principal business office of Messrs. Heslop and Warszawski, Firefly Partners, FVP GP and Firefly Management is:
601
West 26th Street, Suite 1520, New York, NY 10001
(c) The
principal business of the Firefly Entities is to invest and trade in a wide array of securities and financial instruments. Each
of the Reporting Persons is engaged in the investment business. The principal occupation of Mr. Heslop is serving as portfolio
manager and partner of Firefly Partners. The principal occupation of Mr. Warszawski is serving as portfolio manager and partner
of Firefly Partners.
(d) During
the last five years, no Reporting Person has been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
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CUSIP
No. 00213T109 |
13D |
Page
9 of 10 Pages |
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(e) During
the last five years, no Reporting Person has been party to any civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding 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.
(f)
For the citizenship information of Messrs. Heslop and Warszawski, see Item 6 on such Reporting Persons’ respective cover
pages of this Statement.
Item
3. Source or Amount of Funds or Other Consideration.
The
gross investment costs (including commissions, if any) to acquire the 427,770 shares of Common Stock directly owned by FVP Master
Fund was approximately $4,868,274. The source of these funds was the working capital of FVP Master Fund.
Item
4. Purpose of Transaction.
This
First Amendment is being filed to report that the Reporting Persons have sold their shares of Common Stock to the Issuer, as reported
to the Securities and Exchange Commission in a Current Report on Form 8-K filed on November 25, 2015. The Reporting Persons have
no current plans to acquire more Common Stock or to communicate further with members of the Issuer’s management or board
of directors. Except as described in this First Amendment, none of the Reporting Persons have any plans or proposals which relate
to, or could result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of Item 4 of Schedule 13D.
Item
5. Interest in Securities of the Issuer.
(a) The
responses of each Reporting Person to Items (11) and (13) on the cover pages of this Statement are incorporated herein by reference.
The percentage ownership of each Reporting Person is based on 4,405,266 shares of Common Stock outstanding as of October 31, 2015,
as reported in the Issuer’s quarterly report on Form 10-Q, filed with the SEC on November 6, 2015.
(b) The
responses of each Reporting Persons to Items (7) through (10) on the cover pages of this Statement are incorporated herein by
reference.
(c) Within
the past 60 days sixty days, FVP Master Fund sold shares of Common Stock as follows:
|
Account |
Date |
Buy/Sell |
Number
of Shares |
Price
per Share ($) |
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FVP Master Fund |
11/19/15 |
Sell |
421,770 |
$26.50 |
(d) None.
(e) The
Reporting Persons ceased to be beneficial owners of more than five percent of the class of securities as of November 19, 2015,
when the Reporting Persons sold all of their respective shares of Common Stock to the Issuer.
Item
6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
None
of the Reporting Persons is a party to any contracts, arrangements, understandings or relationships (legal or otherwise) with
each other or any other persons with respect to any securities of the Issuer, including, but not limited to the transfer or voting
of any of the securities, finder’s fees, joint ventures, loan or option agreements, puts or calls, guarantees of profits,
division of profits or loss, or the giving or withholding of proxies.
Item
7. Material to Be Filed as Exhibits.
Exhibit No. |
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Document |
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1 |
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Joint Filing Agreement, dated July 31, 2015, filed with the Original Statement. |
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CUSIP
No. 00213T109 |
13D |
Page
10 of 10 Pages |
SIGNATURE
After
reasonable inquiry, and to the best of his or its respective knowledge and belief, each of the undersigned certifies that the
information set forth in this statement is true, complete and correct.
Dated: November
27, 2015
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/s/
Ryan Heslop |
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Ryan
Heslop |
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Ariel
Warszawski |
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Firefly
Value Partners, LP |
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FVP
GP, LLC |
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Firefly
Management Company GP, LLC |
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FVP
Master Fund, L.P. |
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By: |
/s/
Ariel Warszawski |
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Ariel
Warszawski, for himself and as Managing Member of FVP GP (for itself and as general partner of FVP Master Fund) and Firefly
Management (for itself and as general partner of Firefly Partners) |
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