-----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, Aa1bfvjC+V3ZlLRkt+WOZhb8ch4Nqu71Kv370WlNaDyQrUOpq0DJzYgU2i2aWxEP ZqBgBCxhz1Gz8XpxYx85DA== 0000914260-97-000056.txt : 19970624 0000914260-97-000056.hdr.sgml : 19970624 ACCESSION NUMBER: 0000914260-97-000056 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970623 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RARE HOSPITALITY INTERNATIONAL INC CENTRAL INDEX KEY: 0000883976 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 581498312 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43348 FILM NUMBER: 97628191 BUSINESS ADDRESS: STREET 1: 8215 ROSWELL RD STREET 2: BLDG 200 CITY: ATLANTA STATE: GA ZIP: 30350 BUSINESS PHONE: 7703999595 MAIL ADDRESS: STREET 1: 8215 ROSWELL ROAD STREET 2: BLDG 200 CITY: ATLANTA STATE: GA ZIP: 30350 FORMER COMPANY: FORMER CONFORMED NAME: LONGHORN STEAKS INC DATE OF NAME CHANGE: 19930328 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GRACE EDWARD P III CENTRAL INDEX KEY: 0000905527 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 581498312 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 5091 ISLEWORTH COUNTRY CLUB DR CITY: WINDMERE STATE: FL ZIP: 34786 MAIL ADDRESS: STREET 1: 5091 ISLEWORTH STREET 2: COUNTRY CLUB DRIVE CITY: WINDERMERE STATE: FL ZIP: 34786 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) Rare Hospitality International, Inc. (Name of Issuer) Common Stock, No Par Value Per Share (Title of Class of securities) 543057-10-3 (CUSIP Number) Margaret D. Farrell Hinckley, Allen & Snyder 1500 Fleet Center Providence, Rhode Island 02903 (401) 274-2000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 17, 1997 (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 rule 13d-1(b)(3) or (4), check the following box. . Check the following box if a fee is being paid with the statement ____. 1) Name of Reporting Person. Edward P. Grace, III 2) Check the appropriate box if a Member of a Group (See Instructions) (a) ________________ (b) ________________ _______________________________________________________________________________ 3) SEC Use Only _______________________________________________________________________________ 4) Source of Funds (See Instructions). Not Applicable _______________________________________________________________________________ 5) Check if Disclosure of Legal Proceedings is Required Pursuant to Item 2(d) or 2(e).__________________________________________________________ _______________________________________________________________________________ 6) Citizenship or Place of Organization. United States _______________________________________________________________________________ Number of (7) Sole Voting Power 318,113 Shares Bene- _____________________________________________________________ ficially Owned (8) Shared Voting Power 557,131 By Each _____________________________________________________________ Reporting (9) Sole Dispositive Power Power 318,113 Person With _____________________________________________________________ (10) Shared Dispositive Power 557,131 _____________________________________________________________ _______________________________________________________________________________ 11) Aggregate Amount Beneficially Owned by Each Reporting Person. 875,244 _______________________________________________________________________________ 12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions). Not Applicable _______________________________________________________________________________ 13) Percent of Class Represented by Amount in Row 11. 7.8% _______________________________________________________________________________ 14) Type of Reporting Person (See Instructions). IN This statement is filed by Edward P. Grace III, as an amendment to the Schedule 13D dated September 13, 1996 relating to the share of Common Stock, no par value per share (the "Common Stock") of RARE Hospitality International, Inc., formerly known as Longhorn Steaks, Inc.) a Georgia corporation ("RARE" or the "Issuer"), filed on September 23, 1996, as previously amended by Amendment No. 1, dated December 31, 1996, filed on February 12, 1997, Amendment No. 2, dated December 31, 1996, filed on February 25, 1997, and Amendment No. 3, dated May 9, 1997, filed on May 21, 1997. Item 5. Interest in Securities of the Issuer. (a) Amount Beneficially Owned. As of June 20, 1997, Mr. Grace beneficially owned 875,244 shares of a total of 11,162,525* shares of RARE Common Stock outstanding on such date. These shares were held as follows: 246,251 shares of RARE Common Stock owned by the Edward P. Grace III Grantor Retained Annuity Trust - 1996 (the "Trust"), of which Mr. Grace is the sole trustee and primary beneficiary. Mr. Grace retains the sole power to control the voting and disposition of the RARE Common Stock held by the Trust. 557,131 shares of RARE Common Stock owned by Grace Associates, a Connecticut partnership in which Mr. Grace is a 98% partner, his wife is a 1% partner, and Grace Corporation is a 1% partner. Mr. Grace retains the shared power to control the voting and disposition of the RARE Common Stock held by Grace Associates. 60,542 shares of RARE Common Stock owned by EPG III Limited Partnership, a Connecticut limited partnership (the "Partnership") of which Grace Corporation is 1% general partner and Mr. Grace is 99% limited partner. Mr. Grace is sole stockholder and President of Grace Corporation. Mr. Grace retains the sole power to control the voting and disposition of the RARE Common Stock held by the Partnership. 70 shares of RARE Common Stock owned by Mr. Grace which were acquired in connection with the merger of Bugaboo Creek Steak House, Inc. with RARE. 11,250 shares which are issuable under presently excercisable stock options held by Mr. Grace. (b) Percent of Class. The shares of Common Stock beneficially owned by Mr. Grace represent 7.8% of the Issuer's outstanding Common Stock. (c) Number of Shares of Common Stock as to which Mr. Grace has: (i) sole power to vote or to direct the vote 318,113 (ii) shared power to vote or to direct the vote 557,131 (iii) sole power to dispose or to direct the disposition of 318,113 (iv) shares power to dispose or to direct the disposition of 557,131 (d) In the past sixty days, Mr. Grace has effected the following transactions in RARE Common Stock: (i) Mr. Grace gifted to Grace Associates 14,765 shares of RARE Common Stock on or about May 1, 1997; (ii) Grace Associates sold 150,000 shares of RARE Common Stock in an open market transaction on May 9, 1997, at a price of $15.50/share; (iii) Grace Associates sold 25,000 shares of RARE Common Stock in an open market transaction on May 3, 1997, at a price of $15.50/share; (iv) Grace Associates sold 13,000 shares of RARE Common Stock in an open market transaction on May 14, 1997, at a price of $15.9375/share, and 12,000 shares of RARE Common Stock in an open market transaction on May 14, 1997, at a price of $15.8125/share; (v) Grace Associates sold 62,000 shares of RARE Common Stock in an open market transaction on May 15, 1997, at a price of $15.50/share; and (vi) Grace Associates sold 238,000 shares of RARE Common Stock in an open market transaction on May 16, 1997, at a price of $15.00/share; (vii) Grace Associates sold 25,000 shares of RARE Common Stock in an open market transaction on May 23, 1997, at a price of $16.00/share; (viii) Grace Associates sold 2,000 shares of RARE Common Stock in an open market transaction on May 29, 1997, at a price of $16.00/share; (ix) Grace Associates sold 30,000 shares of RARE Common Stock in an open market transaction on June 4, 1997, at a price of $15.50 a share; (x) Grace Associates sold 43,000 shares of RARE Common Stock in an open market transaction on June 5, 1997, at a price of $15.50 a share; (xi) Grace Associates gifted 1,000 shares of RARE Common Stock to the National Jewish Research Center on June 10, 1997, for no consideration; and (xii) Grace Associates gifted 15,000 shares of RARE Common Stock to the University of Vermont on June 18, 1997, for no consideration. (e) Not applicable. SIGNATURES 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. /s/ Edward P. Grace, III Edward P. Grace III Dated: June 20, 1997 ________________________ * Number of shares of RARE Common Stock issued and outstanding as of May 12, 1997, as reflected in Form 10-Q filed by RARE Hospitality International, Inc. on May 13, 1997. -----END PRIVACY-ENHANCED MESSAGE-----