-----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, QJB6aYFIiFe5iQudbhsrCFx5Ec3oaJgjoz9Pc8wAo0BHVYzk4MDUFNiGwUY5E9Xv 30RaZIVJzXYMwI1WthkHYg== 0000902664-96-000101.txt : 19960805 0000902664-96-000101.hdr.sgml : 19960805 ACCESSION NUMBER: 0000902664-96-000101 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960802 SROS: NASD GROUP MEMBERS: CLIFFORD GREENBERG GROUP MEMBERS: HOWARD P. BERKOWITZ GROUP MEMBERS: HPB ASSOCIATES LP GROUP MEMBERS: HPB ASSOCIATES, L.P. GROUP MEMBERS: HPB GROUP, L.L.C SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ARK RESTAURANTS CORP CENTRAL INDEX KEY: 0000779544 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 133156768 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-37165 FILM NUMBER: 96602729 BUSINESS ADDRESS: STREET 1: 85 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10003-3019 BUSINESS PHONE: 2122068800 MAIL ADDRESS: STREET 2: 85 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10003-3019 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HPB ASSOCIATES LP CENTRAL INDEX KEY: 0000760559 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10106 BUSINESS PHONE: 2126640990 MAIL ADDRESS: STREET 2: 888 SEVENTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10106 SC 13D 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______________________ SCHEDULE 13D Under the Securities Exchange Act of 1934 ARK RESTAURANTS CORP. (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 040712-10-1 (CUSIP Number) Howard P. Berkowitz (212) 664-0990 HPB Associates, L.P. 888 Seventh Avenue New York, New York 10106 (Name, address and telephone number of person authorized to receive notices and communications) November 1, 1993 (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 [X]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Page 1 of 10 Pages CUSIP No. 040712-10-1 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. HPB Associates, L.P. OF ABOVE PERSON _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [ ] (b) [X] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS WC _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER -0- SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 150,000 OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER -0- REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 150,000 _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 150,000 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.6% _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON PN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! Page 2 of 10 Pages CUSIP No. 040712-10-1 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. HPB Group, L.L.C. OF ABOVE PERSON _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [ ] (b) [X] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS WC _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER - 0 - SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 150,000 (all shares are owned for the account of HPB Associates, L.P.) OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER - 0 - REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 150,000 (all shares are owned for the account of HPB Associates, L.P.) _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 150,000 (all shares are owned for the account of HPB Associates, L.P.) _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.6% _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON OO _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! Page 3 of 10 Pages CUSIP No. 040712-10-1 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. Howard P. Berkowitz OF ABOVE PERSON _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [ ] (b) [X] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS WC _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION United States _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER - 0 - SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER 150,000 (all shares are owned for the account of HPB Associates, L.P.) OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER - 0 - REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER 150,000 (all shares are owned for the account of HPB Associates, L.P.) _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 150,000 (all shares are owned for the account of HPB Associates, L.P.) _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.6% _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON IN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! Page 4 of 10 Pages CUSIP No. 040712-10-1 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. Clifford Greenberg OF ABOVE PERSON _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [ ] (b) [X] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) SOURCE OF FUNDS PF _____________________________________________________________________________ (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] _____________________________________________________________________________ (6) CITIZENSHIP OR PLACE OF ORGANIZATION United States _____________________________________________________________________________ NUMBER OF (7) SOLE VOTING POWER 37,300 SHARES ______________________________________________________________ BENEFICIALLY (8) SHARED VOTING POWER - 0 - OWNED BY ______________________________________________________________ EACH (9) SOLE DISPOSITIVE POWER 37,300 REPORTING ______________________________________________________________ PERSON WITH (10) SHARED DISPOSITIVE POWER - 0 - _____________________________________________________________________________ (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 37,300 _____________________________________________________________________________ (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.2% _____________________________________________________________________________ (14) TYPE OF REPORTING PERSON IN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! Page 5 of 10 Pages This Schedule 13D relates to the Common Stock, par value $.01 per share (the "Common Stock"), of Ark Restaurants Corp., a New York corporation (the "Company"), whose principal executive office is located at 65 Fifth Avenue, New York, New York 10003. ITEM 2. IDENTITY AND BACKGROUND. (a) This Schedule 13D is being filed on behalf of HPB Associates, L.P., a Delaware partnership whose principal office is located at 888 Seventh Avenue, New York, New York 10106 (the "Partnership"), HPB Group, L.L.C., a Delaware limited liability company ("HPB Group"), whose principal office is located at 888 Seventh Avenue, New York, New York 10106, Mr. Howard P. Berkowitz and Mr. Clifford Greenberg. (b) The Partnership is a private investment partnership. HPB Group is the sole managing partner of the Partnership. Mr. Berkowitz is the senior managing member of HPB Group. Mr. Berkowitz's present principal occupation is acting as senior managing member of HPB Group. Mr. Clifford Greenberg and Mr. Terry O'Connor are each a managing member of HPB Group. The present principal occupation of each of Mr. Greenberg and Mr. O'Connor is acting as a managing member of HPB Group. The business address of each of Messrs. Berkowitz, Greenberg and O'Connor is 888 Seventh Avenue, New York, New York 10106. Messrs. Berkowitz, Greenberg and O'Connor are citizens of the United States. (c) Neither the Partnership, HPB Group, Mr. Berkowitz, Mr. Greenberg nor Mr. O'Connor has, during the last five years: (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or a finding of any violation with respect to such laws. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. (a) The source of funds for the purchases of the 150,000 shares of Common Stock beneficially owned by the Partnership was the Partnership's capital. The total amount of funds used by the Partnership to purchase the 150,000 shares of Common Stock owned by it as described in Item 4 below was $1,129,763.80 (b) The source of funds for the purchases of 37,300 shares of Common Stock beneficially owned by Mr. Greenberg was his personal funds. Page 6 of 10 Pages ITEM 4. PURPOSE OF TRANSACTION. (a) The shares of Common Stock beneficially owned by the Partnership and Mr. Greenberg have been acquired in the ordinary course of business for investment purposes. Each of the Partnership and Mr. Greenberg may make further purchases of the Common Stock from time to time and may dispose of any or all shares of the Common Stock held by it at any time. Other than as set forth in this paragraph, neither the Partnership nor Mr. Greenberg has any plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (b) through (j), inclusive, of Item 4 of Schedule 13D. The Partnership may, at any time and from time to time, review or reconsider its position with respect to the Company, and formulate plans or proposals with respect to any such matters, but has no present intention of doing so. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (a) The approximate aggregate percentage of shares of Common Stock beneficially owned by each person herein is based on the number of outstanding shares of Common Stock as of May 10, 1996, as reflected in the Form 10-Q of the Company filed with the Securities and Exchange Commission for the period ending March 30, 1996, equal to 3,241,045. As of the close of business on July 30, 1996: (i) The Partnership is the beneficial owner of 150,000 shares of Common Stock (constituting approximately 4.63% of the shares of Common Stock outstanding). (ii) HPB Group owns directly no shares of Common Stock. By reason of provisions of Rule 13d-3 of the Act, HPB Group, as sole managing partner of the Partnership, may be deemed the beneficial owner of 150,000 shares of Common Stock held by the Partnership (constituting approximately 4.63% of the shares of Common Stock outstanding). (iii) Mr. Berkowitz owns directly no shares of Common Stock. By reason of provisions of Rule 13d-3 of the Act, Mr. Berkowitz, as Senior Managing Member of HPB Group, may be deemed the beneficial owner of 150,000 shares of Common Stock held by the Partnership (constituting approximately 4.63% of the shares of Common Stock outstanding). (iv) Mr. Greenberg owns beneficially 37,300 shares of Common Stock (constituting approximately 1.15% of the shares of Common Stock outstanding). (b) (i) The Partnership has the shared power to vote and dispose of 150,000 shares of the Common Stock owned by it, which power may be exercised by its managing partner, HPB Group and Mr. Berkowitz as the Senior Managing Member of HPB Group. (ii) HPB Group has the shared power to vote and dispose of 150,000 shares of the Common Stock owned by the Partnership. Page 7 of 10 Pages (iii) Mr. Greenberg has the sole power to vote and dispose of 37,300 shares of the Common Stock owned by him. (iv) Mr. Berkowitz has the shared power to vote and dispose of 150,000 shares of Common Stock owned by the Partnership, the sole power to vote no shares of Common Stock and the sole power to dispose of no shares of Common Stock. (c) No transactions in the shares of Common Stock of the Company were effected by the Partnership, HPB Group, Mr. Berkowitz or Mr. Greenberg during the past sixty days. Transactions previously effected by the Partnership in shares of Common Stock of the Company are set forth in Schedule I hereto. (d) No person other than each respective record owner referred to herein of shares of Common Stock is known to have the right to receive or the power to direct the receipt of dividends from or the proceeds of sale of such shares of Common Stock. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. There are no contracts, understandings or relationships (legal or otherwise) among the person named in Item 2 hereof and between such persons or any person with respect to any securities of the Company, including but not limited to transfer or voting of any of the shares of Common Stock, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. Not Applicable. Page 8 of 10 Pages SIGNATURE After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: August 1, 1996 HPB ASSOCIATES, L.P. By: HPB GROUP, L.L.C., its general partner By: /s/ Howard P. Berkowitz Howard P. Berkowitz Senior Managing Member HPB GROUP, L.L.C. By: /s/ Howard P. Berkowitz Howard P. Berkowitz Senior Managing Member /s/ Howard P. Berkowitz Howard P. Berkowitz /s/ Clifford Greenberg Clifford Greenberg Page 9 of 10 Pages Schedule I Transactions Number of Date of Shares Transactions Purchased Price Per Share Total Cost 05/09/87 49,500 4.375 236,562.50 11/04/92 5,500 5.810 31,955.00 04/22/93 500 6.060 3,030.00 04/26/93 5,400 6.532 35,273.88 07/16/93 2,000 7.560 15,120.00 08/09/93 10,000 8.560 85,600.00 08/18/93 2,000 8.935 17,870.00 08/20/93 1,900 8.810 16,739.00 08/23/93 100 8.900 890.00 08/24/93 3,000 8.810 26,430.00 09/02/93 5,000 9.310 46,550.00 09/14/93 6,100 9.060 55,266.00 09/15/93 6,400 9.060 57,984.00 09/20/93 500 8.935 4,467.50 09/22/93 2,100 9.060 19,026.00 09/23/93 6,000 9.060 54,360.00 11/01/93 44,000 10.060 442,640.00 Page 10 of 10 Pages -----END PRIVACY-ENHANCED MESSAGE-----