-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DUXsCLmcCBAtoR5KWvxc68nXm+oznsSkeUJ0HjCIEKdirEl9MbKTa6D8LreGOcii IoNF8vUTqj7pJj7BamMkQg== 0000919574-97-001025.txt : 19971111 0000919574-97-001025.hdr.sgml : 19971111 ACCESSION NUMBER: 0000919574-97-001025 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971110 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: UNIQUE CASUAL RESTAURANTS INC CENTRAL INDEX KEY: 0001040328 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING & DRINKING PLACES [5810] IRS NUMBER: 043370491 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-51865 FILM NUMBER: 97711296 BUSINESS ADDRESS: STREET 1: ONE CORPORATE PLACE STREET 2: 55 FERNCROFT RD CITY: DANVERS STATE: MA ZIP: 01923 BUSINESS PHONE: 5087749115 MAIL ADDRESS: STREET 1: ONE CORPORATE PLACE STREET 2: 55 FERNCROFT RD CITY: DANVERS STATE: MA ZIP: 01923 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BARAKETT TIMOTHY R CENTRAL INDEX KEY: 0001039546 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 590 MADISON AVE STREET 2: 32ND FL CITY: NEW YORK STATE: NY ZIP: 10022 MAIL ADDRESS: STREET 1: 590 MADISON AVE STREET 2: 32ND FL CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No.: * Name of Issuer: Unique Casual Restaurants, Inc. Title of Class of Securities: Common Stock, $.01 par value CUSIP Number: 909 15K 100 (Name, Address and Telephone Number of Person Authorized To Receive Notices and Communications) John Zoraian, c/o Atticus Holdings, L.L.C., 590 Madison Avenue, 32nd Floor, New York, New York 10022; (212) 829-8100 (Date of Event which Requires Filing of this Statement) October 31, 1997 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 [ ]. 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 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.: 909 15K 100 1. Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Timothy R. Barakett 2. Check the Appropriate Box if a Member of a Group a. b. 3. SEC Use Only 4. Source of Funds WC 5. Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) 6. Citizenship or Place of Organization Canada Number of Shares Beneficially Owned by Each Reporting Person With: 7. Sole Voting Power: 1,176,806 8. Shared Voting Power: 9. Sole Dispositive Power: 1,176,806 10. Shared Dispositive Power: 11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,176,806 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 2 13. Percent of Class Represented by Amount in Row (11) 10.27% 14. Type of Reporting Person IN 3 Item 1. Security and Issuer The title of the class of equity securities to which this statement relates is: Common Stock, $.01 par value, of Unique Casual Restaurants, Inc. The name and address of the principal executive and business office of the Issuer is: Unique Casual Restaurants, Inc. One Corporate Place 55 Ferncroft Rd. Danvers, Massachusetts 01923 Item 2. Identity and Background This statement is being filed on behalf of Timothy R. Barakett (the "Reporting Person"). The Reporting Person's principal office is at 590 Madison Avenue, 32nd Floor, New York, New York 10022. The Reporting Person is the Managing Member of Atticus Holdings, L.L.C., a Delaware limited liability company that serves as the General Partner of Atticus Partners, L.P. (the "Partnership") and that has investment discretion over certain managed accounts (the "managed accounts"), and is the President of Atticus Management, Ltd., an international business company organized under the laws of the British Virgin Islands that serves as the Manager of Atticus International, Ltd. (the "International Fund"). The Reporting Person has not, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). The Reporting Person has not, during the last five years, been a party to a 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 finding any violations with respect to such laws. The Reporting Person is a citizen of Canada. Item 3. Source and Amount of Funds or Other Consideration As of the date hereof, the Reporting Person is deemed to beneficially own 1,176,806 Shares. All 1,176,806 Shares are held by either the Partnership, the International Fund or the managed accounts. As a consequence of a spin-off of the Issuer that was effected in connection 4 with the merger of Daka International, Inc. ("Daka") with Compass Interim, Inc., the Partnership, International Fund and the managed accounts received as a distribution from Daka 973,600 Shares of the Issuer on July 23, 1997. After this distribution, the Reporting Person was deemed to beneficially own approximately 8.52% of the Issuer. Since this distribution, the Partnership, the International Fund and the managed accounts have purchased additional Shares in open market transactions. The aggregate purchase price for all the Shares of the Issuer that the Reporting Person is currently deemed to beneficially own, including shares of Daka International, Inc. purchased before the spin- off of the Issuer, is $7,928,789. The funds for the purchase of the Shares held in the Partnership, the International Fund or the managed accounts have come from the working capital of the Partnership, the International Fund or the managed accounts. The working capital of these entities includes the proceeds of margin loans entered into in the ordinary course of business with Bear, Stearns & Co., Inc., such loans being secured by the securities owned by them. Item 4. Purpose of Transactions The Shares deemed to be beneficially owned by the Reporting Person were acquired for, and are being held for, investment purposes. The Reporting Person has communicated with management of the Issuer and reserves the right in the future to communicate with management, other shareholders of the Issuer and other parties regarding methods of enhancing shareholder value. However, the Reporting Person has no plan or proposal which relates to, or would result in, any of the actions enumerated in Item 4 of the instructions to Schedule 13D. The Reporting Person, on behalf of the above mentioned entities, reserves the right to purchase additional Shares or to dispose of the Shares in the open market, in privately negotiated transactions or in any other lawful manner in the future and to take whatever action with respect to each of such entities' holdings of the Shares he deems to be in the best interests of such entities. Item 5. Interest in Securities of Issuer As of the date hereof, the Reporting Person is deemed to be the beneficial owner of 1,176,806 Shares. Based on the Issuer's filing on Form 10-Q on October 14, 1997, as 5 of October 2, 1997 there were 11,463,704 Shares outstanding. Therefore, the Reporting Person may be deemed to beneficially own 10.27% of the outstanding Shares. None of the Partnership, the International Fund or any of the managed accounts by itself owns greater than 5% of the outstanding Shares. The Reporting Person has the power to vote, direct the vote, dispose of or direct the disposition of all the Shares that he is deemed to beneficially own. All transactions in the Shares effected by the Reporting Person in the sixty days prior to October 31, 1997 through the date of this filing were effected in open-market transactions and are set forth in Exhibit A hereto. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The Reporting Person has no contract, arrangement, understanding or relationship with any person with respect to the Shares. Item 7. Material to be Filed as Exhibits A description of the transactions in the Shares that were effected by the Reporting Person during the 60 days prior to October 31, 1997 through the date of this filing is filed herewith as Exhibit A. 6 Signature The undersigned, after reasonable inquiry and to the best of his knowledge and belief, certifies that the information set forth in this statement is true, complete and correct. /s/ Timothy R. Barakett _____________________________ Timothy R. Barakett November 10, 1997 7 02090003.AC8 Exhibit A SCHEDULE OF TRANSACTIONS Price Per Share Date Shares Purchased or (Sold) (excluding commission) ____ ________________________ _________________ 8/29/97 1,500 $6.96 10/31/97 35,500 6.38 02090003.AC8 -----END PRIVACY-ENHANCED MESSAGE-----