-----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, SBPEIRl+LVw/pEO9Joyz2DmiozAeskyfiQNGzcBU9/KVCDRkc6rVg3pdD4jwXM77 LC5I2iW3rWutvBko1UtiWQ== 0000919574-98-001309.txt : 19981228 0000919574-98-001309.hdr.sgml : 19981228 ACCESSION NUMBER: 0000919574-98-001309 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981223 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/A SEC ACT: SEC FILE NUMBER: 005-51865 FILM NUMBER: 98775091 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/A 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/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Amendment No.: 5 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 Capital 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) December 22, 1998 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: 8. Shared Voting Power: 1,908,506 9. Sole Dispositive Power: 10. Shared Dispositive Power: 1,908,506 11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,908,506 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares 2 13. Percent of Class Represented by Amount in Row (11) 16.44% 14. Type of Reporting Person IN 3 The purpose of this Amendment No. 5 is to report that the ownership of Atticus International, Ltd. and Atticus Management, Ltd. in the Common Stock, par value $.01 per share (the "Shares"), of Unique Casual Restaurants, Inc. (the "Issuer") has decreased from 7.08% to 4.8% of the outstanding Shares. All capitalized terms not defined herein have the definitions given them in this Schedule 13D as previously amended. Item 1. Security and Issuer No change. Item 2. Identity and Background No change. Item 3. Source and Amount of Funds or Other Consideration As of the date hereof, Mr. Barakett is deemed to beneficially own 1,908,506 Shares and the Manager and the Fund are each deemed to beneficially own 551,556 Shares. All 1,908,506 Shares deemed to be owned by Mr. Barakett are held by either the Partnerships, the Fund or the managed accounts. The aggregate purchase price for all the Shares of the Issuer that Mr. Barakett is currently deemed to beneficially own is $12,946,377.43. The aggregate purchase price for all the Shares of the Issuer that the Manager and the Fund are currently deemed to beneficially own is $3,740,675.09. The funds for the purchase of the Shares held in the Partnerships, the Fund or the managed accounts have come from the working capital of the Partnerships, the 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 No change. Item 5. Interest in Securities of Issuer Based on the Issuer's most recent filing on Form 10-Q, as of November 9, 1998 there were 11,605,659 Shares outstanding. Therefore, Mr. Barakett may be deemed to beneficially own 16.44% of the outstanding Shares and the Manager and the Fund each may be deemed to own 4.8% of the outstanding Shares. None of the Partnerships or any of the managed accounts by itself owns greater than 4 5% of the outstanding Shares. The Reporting Persons have the power to vote, direct the vote, dispose of or direct the disposition of all the Shares that they are deemed to beneficially own. The only transaction in the past sixty days was a transfer by the Fund of 268,644 Shares to the two Partnerships on December 22, 1998 at a price of $5.875 per Share. This transfer resulted in the Manager and the Fund ceasing to be the beneficial owners of more than 5% of the outstanding Shares of the Issuer on December 22, 1998 but did not change the total number of Shares deemed to be beneficially owned by Mr. Barakett. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer No change. Item 7. Material to be Filed as Exhibits Exhibit A: Joint Filing agreement. 5 Signatures The undersigned, after reasonable inquiry and to the best of their knowledge and belief, certify that the information set forth in this statement is true, complete and correct. /s/ Timothy R. Barakett _____________________________ Timothy R. Barakett ATTICUS MANAGEMENT, LTD. By: /s/ Timothy R. Barakett _____________________________ Timothy R. Barakett, President ATTICUS INTERNATIONAL, LTD. By: ATTICUS MANAGEMENT, LTD. Manager By: /s/ Timothy Barakett ____________________________ Timothy R. Barakett, President December 23, 1998 6 Exhibit A AGREEMENT The undersigned agree that this Amendment to Schedule 13D dated December 23, 1998 relating to the Common Stock of Unique Casual Restaurants, Inc. shall be filed on behalf of the undersigned. /s/ Timothy R. Barakett _____________________________ Timothy R. Barakett ATTICUS MANAGEMENT, LTD. By: /s/ Timothy R. Barakett _____________________________ Timothy R. Barakett, President ATTICUS INTERNATIONAL, LTD. By: ATTICUS MANAGEMENT, LTD. Manager By: /s/ Timothy Barakett ____________________________ Timothy R. Barakett, President December 23, 1998 02090003.AI0 7 -----END PRIVACY-ENHANCED MESSAGE-----