0000899681-13-000242.txt : 20130329 0000899681-13-000242.hdr.sgml : 20130329 20130329180652 ACCESSION NUMBER: 0000899681-13-000242 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130327 FILED AS OF DATE: 20130329 DATE AS OF CHANGE: 20130329 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LUIKART JAMES L CENTRAL INDEX KEY: 0001288399 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35373 FILM NUMBER: 13728573 MAIL ADDRESS: STREET 1: 520 MADISON AVE. CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Fiesta Restaurant Group, Inc. CENTRAL INDEX KEY: 0001534992 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 900712224 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 968 JAMES STREET CITY: SYRACUSE STATE: NY ZIP: 13203 BUSINESS PHONE: 315-424-0513 MAIL ADDRESS: STREET 1: 968 JAMES STREET CITY: SYRACUSE STATE: NY ZIP: 13203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JCP PARTNERS IV LLC CENTRAL INDEX KEY: 0001328972 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35373 FILM NUMBER: 13728574 BUSINESS ADDRESS: STREET 1: 520 MADISON AVE 12TH FL CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-284-1700 MAIL ADDRESS: STREET 1: 520 MADISON AVE 12TH FL CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jefferies Employee Partners IV LLC CENTRAL INDEX KEY: 0001329261 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35373 FILM NUMBER: 13728575 BUSINESS ADDRESS: STREET 1: 520 MADISON AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-284-1700 MAIL ADDRESS: STREET 1: 520 MADISON AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JEFFERIES CAPITAL PARTNERS IV LP CENTRAL INDEX KEY: 0001370377 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35373 FILM NUMBER: 13728576 BUSINESS ADDRESS: STREET 1: 520 MADISON AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122841700 MAIL ADDRESS: STREET 1: 520 MADISON AVENUE STREET 2: 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JCP IV LLC CENTRAL INDEX KEY: 0001449662 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35373 FILM NUMBER: 13728578 BUSINESS ADDRESS: STREET 1: 520 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-284-1700 MAIL ADDRESS: STREET 1: 520 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jefferies Capital Partners LLC CENTRAL INDEX KEY: 0001449722 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35373 FILM NUMBER: 13728577 BUSINESS ADDRESS: STREET 1: 520 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-284-1700 MAIL ADDRESS: STREET 1: 520 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: Jefferies Capital Partners IV LLC DATE OF NAME CHANGE: 20081110 4 1 jcpllc-4_032913.xml OWNERSHIP DOCUMENT X0306 4 2013-03-27 0 0001534992 Fiesta Restaurant Group, Inc. FRGI 0001449722 Jefferies Capital Partners LLC C/O JEFFERIES CAPITAL PARTNERS 520 MADISON AVENUE, 10TH FLOOR NEW YORK NY 10022 0 0 1 0 0001370377 JEFFERIES CAPITAL PARTNERS IV LP C/O JEFFERIES CAPITAL PARTNERS 520 MADISON AVENUE, 10TH FLOOR NEW YORK NY 10022 0 0 1 0 0001329261 Jefferies Employee Partners IV LLC C/O JEFFERIES CAPITAL PARTNERS 520 MADISON AVENUE, 10TH FLOOR NEW YORK NY 10022 0 0 1 0 0001328972 JCP PARTNERS IV LLC C/O JEFFERIES CAPITAL PARTNERS 520 MADISON AVENUE NEW YORK NY 10022 0 0 1 0 0001449662 JCP IV LLC C/O JEFFERIES CAPITAL PARTNERS 520 MADISON AVENUE, 10TH FLOOR NEW YORK NY 10022 0 0 1 0 0001288399 LUIKART JAMES L C/O JEFFERIES CAPITAL PARTNERS 520 MADISON AVENUE, 10TH FLOOR NEW YORK NY 10022 0 0 1 0 Common Stock 2013-03-27 4 S 0 3335000 23.28 D 3224739 I See footnote See Exhibit 99.1 - Footnote (1). See Exhibit 99.1 - Footnote (2). (1) This report is filed jointly by Jefferies Capital Partners LLC, Jefferies Capital Partners IV L.P., Jefferies Employee Partners IV LLC, JCP Partners IV LLC, JCP IV LLC and Mr. Luikart. The address of each Reporting Person is c/o Jefferies Capital Partners, 520 Madison Avenue, 10th Floor, New York, New York 10022. /s/ Brian P. Friedman 2013-03-29 EX-99.1 2 jcpllc-ex991_032913.htm Unassociated Document
Signatures: **
 
JEFFERIES CAPITAL PARTNERS IV L.P.
JEFFERIES EMPLOYEE PARTNERS IV LLC
JCP PARTNERS IV LLC
 
By: JEFFERIES CAPITAL PARTNERS LLC,
       as Manager
 
   
By: /s/ Brian P. Friedman        
Name:  Brian P. Friedman
Title: Managing Member
3/29/13
Date
   
JCP IV LLC  
   
By: JEFFERIES CAPITAL PARTNERS LLC,
       as Managing Member
 
   
By: /s/ Brian P. Friedman        
Name:  Brian P. Friedman
Title: Managing Member
3/29/13
Date
   
JEFFERIES CAPITAL PARTNERS LLC
 
   
By: /s/ Brian P. Friedman        
Name:  Brian P. Friedman
Title: Managing Member
3/29/13
Date
 
   
/s/ James L. Luikart                 
James L. Luikart
3/29/13
Date
 
 
 
 
 
 
Exhibit 99.1

(1):  Jefferies Capital Partners LLC (f/k/a Jefferies Capital Partners IV LLC) (“Manager”), JCP IV LLC (“General Partner”) and James L. Luikart (“Mr. Luikart”) may be deemed to own beneficially and indirectly the shares of common stock, par value $0.01 per share (“Common Stock”), of Fiesta Restaurant Group, Inc. (the “Company”), disposed of by (i) Jefferies Capital Partners IV L.P. (“Jefferies Capital Partners IV”), which disposed of 2,895,602 shares of Common Stock; (ii) Jefferies Employee Partners IV LLC (“Jefferies Employee Partners”), which disposed of 333,506 shares of Common Stock; and (iii) JCP Partners IV LLC (“JCP Partners” and, together with Jefferies Capital Partners IV and Jefferies Employee Partners, collectively, “Jefferies Capital Partners” and, together with Manager, General Partner and Mr. Luikart, collectively, the “Reporting Persons”), which disposed of 105,892 shares of Common Stock.  General Partner is the general partner of Jefferies Capital Partners IV and is the managing member of each of Jefferies Employee Partners and JCP Partners, and had the power to vote or direct the vote, and to dispose or direct the disposition of, the shares of Common Stock disposed by Jefferies Capital Partners, and, in such capacities, may be deemed to have beneficially owned the shares of Common Stock disposed by Jefferies Capital Partners.  General Partner disclaims beneficial ownership of the shares of Common Stock disposed by Jefferies Capital Partners except to the extent of its pecuniary interest therein.  Manager is the manager of Jefferies Capital Partners and the managing member of General Partner, and had the power to vote or direct the vote, and to dispose or to direct the disposition of, the shares of Common Stock disposed by Jefferies Capital Partners, and, in such capacities, may be deemed to have beneficially owned the shares of Common Stock disposed by Jefferies Capital Partners.  Manager disclaims beneficial ownership of the shares of Common Stock disposed by Jefferies Capital Partners except to the extent of its pecuniary interest therein.  Mr. Luikart is a managing member of Manager, and, in such capacity, may be deemed to have beneficially owned the shares of Common Stock disposed by Jefferies Capital Partners.  Mr. Luikart disclaims beneficial ownership of the shares of Common Stock disposed by Jefferies Capital Partners except to the extent of his pecuniary interest therein.

(2):  On March 21, 2013, Jefferies Capital Partners and the Company entered into an Underwriting Agreement with Jefferies LLC, as representative of the several underwriters named therein (the “Underwriters”), relating to the offer and sale (the “Offering”) by Jefferies Capital Partners to the Underwriter of an aggregate of 3,335,000 shares of Common Stock, which includes an aggregate of 435,000 shares of Common Stock that the Underwriters purchased from Jefferies Capital Partners upon exercise of their over-allotment option, at a price of $24.25 per share (before Underwriters’ discounts and commissions).  Jefferies Capital Partners paid to the Underwriters discounts and commissions equal to $.97 per share.  Accordingly, Jefferies Capital Partners received a price per share of $23.28 (net of Underwriters’ discounts and commissions).  The Offering closed on March 27, 2013. Accordingly, after giving effect to the sale of Common Stock under the Underwriting Agreement, Jefferies Capital Partners IV is the beneficial owner of 2,799,870 shares of Common Stock, Jefferies Employee Partners is the beneficial owner of 322,479 shares of Common Stock and JCP Partners is the beneficial owner of 102,390 shares of Common Stock, and each of Manager, General Partner and Mr. Luikart may be deemed to own beneficially and indirectly 3,224,739 shares of Common Stock.