-----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, LN2V4/5kughAM4NDq5wFBCRLDzvgnxx622r1niD/l7A0tHWI8V7c6KeJxRVxJZJQ NhB7wAfrLD/JnHMmFdIqgg== 0000898432-06-000961.txt : 20061215 0000898432-06-000961.hdr.sgml : 20061215 20061215172151 ACCESSION NUMBER: 0000898432-06-000961 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20061215 DATE AS OF CHANGE: 20061215 GROUP MEMBERS: DASH ACQ. II, LP GROUP MEMBERS: JONATHAN DASH SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WESTERN SIZZLIN CORP CENTRAL INDEX KEY: 0000930686 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 860723400 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-54359 FILM NUMBER: 061281412 BUSINESS ADDRESS: STREET 1: 317 KIMBALL AVENUE NW CITY: ROANOKE STATE: VA ZIP: 24016 BUSINESS PHONE: 5403453195 MAIL ADDRESS: STREET 1: 317 KIMBALL AVENUE NW CITY: ROANOKE STATE: VA ZIP: 24016 FORMER COMPANY: FORMER CONFORMED NAME: AUSTINS STEAKS & SALOON INC DATE OF NAME CHANGE: 19940929 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DASH ACQUISITIONS LLC CENTRAL INDEX KEY: 0001379034 IRS NUMBER: 593802992 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 9701 WILSHIRE BOULEVARD STREET 2: SUITE 1110 CITY: BEVERLY HILLS STATE: CA ZIP: 90212 BUSINESS PHONE: 310-464-6364 MAIL ADDRESS: STREET 1: 9701 WILSHIRE BOULEVARD STREET 2: SUITE 1110 CITY: BEVERLY HILLS STATE: CA ZIP: 90212 SC 13D/A 1 sc13d-a.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13D-1(A) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2(a) Amendment No.1 Western Sizzlin Corporation ------------------------------------ (Name of Issuer) Common Stock, par value $.01 per share ---------------------------------------- (Title of Class of Securities) 959542101 ----------------------------- (CUSIP Number) Dash Acquisitions LLC 9701 Wilshire Blvd. #1110, Beverly Hills, CA 90201 (310) 464-6364 --------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 5, 2006 ----------------------------- (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 Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box / /. (Continued on following pages) (Page 1 of 6 Pages) CUSIP NO. 959542101 Page 2 of 12 --------- 1 NAME OF REPORTING PERSON Dash Acquisitions LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) / / (B) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E): / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 433,076 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 433,076 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 433,076 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 36.3% CUSIP NO. 959542101 Page 3 of 12 --------- 14 TYPE OF REPORTING PERSON* IN CUSIP NO. 959542101 Page 4 of 12 --------- 1 NAME OF REPORTING PERSON Dash Acq. II, LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) / / (B) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E): / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 25,535 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 25,535 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 25,535 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 2.2% CUSIP NO. 959542101 Page 5 of 12 --------- 14 TYPE OF REPORTING PERSON* IN CUSIP NO. 959542101 Page 6 of 12 --------- 1 NAME OF REPORTING PERSON Jonathan Dash 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) / / (B) / / 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E): / / 6 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY REPORTING PERSON WITH 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 458,611 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 458,611 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 458,611 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES* / / 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 38.5% CUSIP NO. 959542101 Page 7 of 12 --------- 14 TYPE OF REPORTING PERSON* IN CUSIP NO. 959542101 Page 8 of 12 --------- AMENDMENT NO. 1 TO SCHEDULE 13D This Amendment No. 1, dated December 15, 2006, to Schedule 13D is filed by the Reporting Persons and amends Schedule 13D as previously filed by the Reporting Person with the Securities and Exchange Commission on November 22, 2006 (the "Schedule 13D"), relating to the common stock, $.01 par value (the "Shares") of Western Sizzlin Corporation, a Delaware corporation. This Amendment relates to Common Stock, $0.01 par value, (the "Shares"), of Western Sizzlin Corporation (the "Company" or the "Issuer"), owned by Dash Acquisitions LLC for the account of (i) Dash Acq. II, LP, of which Dash Acquisitions LLC is the general partner and investment advisor. Items 2, 3 and 5 and 6 of the Schedule 13D are hereby amended and restated as follows: ITEM 1. SECURITY AND ISSUER. No Change. ITEM 2. IDENTITY AND BACKGROUND Set forth below is the following information with respect to the filing on this Schedule 13D: (a) name; (b) business address; (c) principal occupation and name, business and address of employer; (d) information concerning criminal convictions during the last five years; (e) information concerning civil or administrative proceedings under state or federal law securities law during the past five years with respect to any state or federal securities laws; and (f) citizenship. (a) Dash Acquisitions LLC, Jonathan Dash ("Dash") and Dash Acq. II, LP (together the "Reporting Persons"). (b) The address and principal business office of the Reporting Persons is 9701 Wilshire Boulevard, Suite 1110, Beverly Hills, CA 90212 (c) Dash's firm is Dash Acquisitions LLC and Dash Acq. II, LP whose principal business is investment advisory services. (d) During the past five years prior to the date hereof, Dash has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During five years prior to the date hereof, Dash has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of which any of the foregoing was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or CUSIP NO. 959542101 Page 9 of 12 --------- mandating activities subject to, Federal or State securities laws, or finding any violation with respect to such laws. (f) Dash is a United States Citizen. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION As of December 15, 2006, Dash has invested $104,091 in the Shares of Issuer using his personal funds. The total cost for the Common Stock that Dash Acquisitions LLC and Dash Acq. II, LP may be deemed to beneficially own is $3,581,240. The funds for the purchase of the Common Stock beneficially owned by Dash Acquisitions LLC, Dash Acq. II, LP and Dash with respect to which they share voting power came from the working capital of Dash Acquisitions LLC with funds from Dash's respective clients in his role as an investment advisor of Dash Acquisitions LLC. ITEM 4. PURPOSE OF TRANSACTION No Change ITEM 5. INTEREST IN SECURITIES OF THE ISSUER As the holder of sole voting and investment authority over the Shares owned by Dash's Client in Dash Acquisitions LLC ("LLC Client Shares"), Dash Acquisitions LLC may be deemed, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, to be the beneficial owner of the aggregate amount of 433,076 Shares representing approximately 36.3% of the outstanding Shares (based upon 1,191,850 shares outstanding as of November 9, 2006, as reported on the latest 10-Q of the Issuer). As the holder of sole voting and investment authority over the Shares owned by Dash and by Dash's Client in Dash Acq. II, LP ("LP Client Shares"), Dash Acq. II, LP may be deemed, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, to be the beneficial owner of the aggregate amount of 25,535 Shares representing approximately 2.2% of the outstanding Shares (based upon 1,191,850 shares outstanding as of November 9, 2006, as reported on the latest 10-Q of the Issuer). Dash is the managing member and control person of Dash Acquisitions LLC and of Dash Acq. II, LP, and for purposes of Rule 13d-3 may be deemed the beneficial owner of such Shares deemed to be beneficially owned by Dash Acquisitions LLC and Dash Acq. II, LP. Thus, Dash may be deemed, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, to be the beneficial owners of the aggregate amount of 458,611 Shares representing approximately 38.5% of the outstanding Shares (based upon 1,191,850 shares outstanding as of November 9, 2006, as reported on the latest 10-Q of the Issuer). Dash disclaims any economic interest or beneficial ownership of the Shares covered by this statement. CUSIP NO. 959542101 Page 10 of 12 --------- The Reporting Persons effected transaction in the Shares during the past 60 days as set forth below: Amount of Price Date Where and how effected Securities per shares 11/28/2006 Open Market Purchase 4,406* $8.38 11/28/2006 Open Market Purchase 1,000* $8.39 11/28/2006 Open Market Purchase 1,794* $8.43 12/05/2006 Open Market Purchase 3,000* $7.50 12/05/2006 Open Market Purchase 4,000* $7.54 12/05/2006 Open Market Purchase 500* $7.55 12/05/2006 Open Market Purchase 5,500* $7.59 12/05/2006 Open Market Purchase 2,535* $7.70 12/05/2006 Open Market Purchase 3,000* $7.75 12/05/2006 Open Market Purchase 2,500* $7.85 12/05/2006 Open Market Purchase 2,500* $7.90 12/05/2006 Open Market Purchase 2,000* $8.00 * These shares were purchased by Dash, an investment advisor ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. The information provided in Item 4 is incorporated by reference. Dash Acquisitions LLC has entered into an agreement with the Dash Acquisitions LLC Clients ("LLC Clients"), whereby it retains voting power and dispositive power over the LLC Clients. The LLC Clients, as of December 15, 2006, own an aggregate of 433,076 Shares of the Issuer consisting only of LLC Client Shares which represent an aggregate amount of approximately 36.3% of the outstanding Shares (based upon 1,191,850 shares outstanding as of November 9, 2006, as reported on the latest 10-Q of the Issuer ). Dash Acquisitions LLC retains voting power and beneficiary interests in the Client Shares. 25,535 shares, consisting of LLC Client Shares and Dash's Shares were transferred from Dash Acquisitions LLC to Dash Acq. II, LP. Dash Acq. II, LP has entered into an agreement with the Dash Acq. II, LP Clients ("LP Clients", whereby it retains voting power and dispositive power over the LP Client Shares. The LP Clients, as of November 22, 2006, own an aggregate of 13,210 Shares of the Issuer which along with Dash's Shares total 25,535 Shares and represent an aggregate amount of approximately 2.2% of the outstanding Shares (based upon 1,191,850 shares outstanding as of November 9, 2006, as reported on the latest 10-Q of the Issuer ). Dash Acquisitions LLC retains voting power and beneficiary interests in the Client Shares. Dash is the managing member and control person of Dash Acquisitions LLC and Dash Acq. II, LP. Thus, Dash may be deemed, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, to be the beneficial owners of the aggregate amount of 458,611 Shares representing approximately 38.5% of the outstanding Shares (based upon 1,191,850 shares outstanding as of November 9, 2006, as reported on the latest 10-Q of the Issuer). Dash disclaims any economic interest or beneficial ownership of the Shares covered by this statement. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. CUSIP NO. 959542101 Page 11 of 12 --------- Not applicable CUSIP NO. 959542101 Page 12 of 12 --------- 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. DATED: December 15, 2006 By: /s/ Jonathan Dash ------------------------ Jonathan Dash By: /s/ Jonathan Dash ------------------------ Dash Acquisitions LLC By: /s/ Jonathan Dash ------------------------ Dash Acq. II, LP -----END PRIVACY-ENHANCED MESSAGE-----