0001269678-05-000036.txt : 20120725 0001269678-05-000036.hdr.sgml : 20120725 20050215130657 ACCESSION NUMBER: 0001269678-05-000036 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050215 DATE AS OF CHANGE: 20050215 GROUP MEMBERS: FLA ASSET MANAGEMENT, LLC GROUP MEMBERS: PECONIC PARTNERS II LLC GROUP MEMBERS: PECONIC PARTNERS LLC SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RED ROBIN GOURMET BURGERS INC CENTRAL INDEX KEY: 0001171759 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 841573084 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-78755 FILM NUMBER: 05616028 BUSINESS ADDRESS: STREET 1: 6312 FIDDLER'S GREEN CIRCLE CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 BUSINESS PHONE: 3038466000 MAIL ADDRESS: STREET 1: 6312 FIDDLER'S GREEN CIRCLE CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FORSTMANN LEFF ASSOCIATES LLC CENTRAL INDEX KEY: 0000917297 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 133131718 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 590 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2126449888 MAIL ADDRESS: STREET 1: 590 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: FORSTMANN LEFF ASSOCIATES INC DATE OF NAME CHANGE: 19940110 SC 13G 1 redrobin13g021505.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Red Robin Gourmet Burgers, Inc. (Name of Issuer) COMMON STOCK, $.001 PAR VALUE (Title of Class of Securities) 75689M101 (CUSIP Number) December 31, 2004 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) *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. 75689M101 13G Page 2 of 9 pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Forstmann-Leff Associates, LLC 52-2169043 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER NUMBER OF SHARES 616,965 shares BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH REPORTING 268,901 shares PERSON WITH 7 SOLE DISPOSITIVE POWER 804,377 shares 8 SHARED DISPOSITIVE POWER 324,473 shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,128,850 shares (includes shares beneficially owned by FLA Asset Management, LLC) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.0% 12 TYPE OF REPORTING PERSON IA, OO CUSIP NO. 75689M101 13G Page 3 of 9 pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON FLA Asset Management, LLC 52-2169045 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER NUMBER OF SHARES None BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH REPORTING 268,901 shares PERSON WITH 7 SOLE DISPOSITIVE POWER None 8 SHARED DISPOSITIVE POWER 324,473 shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 324,473 shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.0% 12 TYPE OF REPORTING PERSON IA, OO CUSIP NO. 75689M101 13G Page 4 of 9 pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Peconic Partners LLC (f/k/a FLA Advisers L.L.C.) 13-3942422 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION New York 5 SOLE VOTING POWER NUMBER OF SHARES None BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH REPORTING None PERSON WITH 7 SOLE DISPOSITIVE POWER None 8 SHARED DISPOSITIVE POWER None 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON None 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0% 12 TYPE OF REPORTING PERSON IA, OO CUSIP NO. 75689M101 13G Page 5 of 9 pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Peconic Partners II LLC (f/k/a Peconic Partners, LLC) 13-3421430 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER NUMBER OF SHARES None BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH REPORTING None PERSON WITH 7 SOLE DISPOSITIVE POWER None 8 SHARED DISPOSITIVE POWER None 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON None 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0% 12 TYPE OF REPORTING PERSON IA, OO Page 6 of 9 pages Item 1(a) NAME OF ISSUER: Red Robin Gourmet Burgers, Inc. Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 6312 S. Fiddler's Green Circle, Suite 200N Greenwood Village, CO 80111 Item 2(a) NAME OF PERSON FILING: See Item 1 of the cover pages attached hereto Item 2(b) Address of Principal Business Office, or if none, residence: 590 Madison Avenue New York, New York 10022 Item 2(c) CITIZENSHIP: See Item 4 of the cover pages attached hereto Item 2(d) TITLE OF CLASS OF SECURITIES: Common Stock, $.001 par value Item 2(e) CUSIP NUMBER: 75689M101 Item 3 Forstmann-Leff Associates, LLC, a Delaware limited liability company, is a registered investment adviser under Section 203 of the Investment Advisers Act of 1940 (the "Act"). FLA Asset Management, LLC, a Delaware limited liability company, is a registered investment adviser under the Act and a subsidiary of Forstmann-Leff Associates, LLC. Peconic Partners LLC (f/k/a FLA Advisers L.L.C.), a New York limited liability company, is a registered investment adviser under the Act. Peconic Partners II LLC (f/k/a Peconic Partners, LLC), a New York limited liability company, is a registered investment adviser under the Act. The former Chairman and a consultant until December 31, 2004 of Forstmann-Leff Associates, LLC, William F. Harnisch, is the President and CEO of Peconic Partners LLC and Peconic Partners II LLC. Page 7 of 9 pages Item 4 OWNERSHIP: (a) Amount beneficially owned: See Item 9 of the cover pages attached hereto (b) Percent of Class: See Item 11 of the cover pages attached hereto (c) See Items 5 through 8 of the cover pages attached hereto Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS: Not applicable Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON: Various clients of the reporting persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock of Red Robin Gourmet Burgers, Inc. No one client's interest in the Common Stock of Red Robin Gourmet Burgers, Inc. is more than five percent of the total outstanding Common Stock. Item 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY: Not Applicable Item 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP: Not Applicable Item 9 NOTICE OF DISSOLUTION OF GROUP: Not Applicable Item 10 CERTIFICATION: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Page 8 of 9 pages 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. February 14, 2005 FORSTMANN-LEFF ASSOCIATES, LLC By: /s/ Kristin Mariani Chief Compliance Officer FLA ASSET MANAGEMENT, LLC By: /s/ Forstmann-Leff Associates, LLC, its Sole Member By: /s/ Kristin Mariani Chief Compliance Officer PECONIC PARTNERS LLC (F/K/A FLA ADVISERS L.L.C.) By: /s/ Joseph Sullivan Chief Operating Officer PECONIC PARTNERS II LLC (F/K/A PECONIC PARTNERS, LLC) By: /s/ Joseph Sullivan Chief Operating Officer Page 9 of 9 pages Exhibit A AGREEMENT --------- The undersigned, Forstmann-Leff Associates, LLC, FLA Asset Management, LLC, Peconic Partners LLC (f/k/a FLA Advisers L.L.C.) and Peconic Partners II LLC (f/k/a Peconic Partners, LLC), agree that the statement to which this exhibit is appended is filed on behalf of each of them. February 14, 2005 FORSTMANN-LEFF ASSOCIATES, LLC By: /s/ Kristin Mariani Chief Compliance Officer FLA ASSET MANAGEMENT, LLC By: /s/ Forstmann-Leff Associates, LLC, its Sole Member By: /s/ Kristin Mariani Chief Compliance Officer PECONIC PARTNERS LLC (F/K/A FLA ADVISERS L.L.C.) By: /s/ Joseph Sullivan Chief Operating Officer PECONIC PARTNERS II LLC (F/K/A PECONIC PARTNERS, LLC) By: /s/ Joseph Sullivan Chief Operating Officer