0000921895-13-002437.txt : 20131212 0000921895-13-002437.hdr.sgml : 20131212 20131212191108 ACCESSION NUMBER: 0000921895-13-002437 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131210 FILED AS OF DATE: 20131212 DATE AS OF CHANGE: 20131212 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FAMOUS DAVES OF AMERICA INC CENTRAL INDEX KEY: 0001021270 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 411782300 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12701 WHITEWATER DRIVE STREET 2: SUITE 200 CITY: MINNETONKA STATE: MN ZIP: 55343 BUSINESS PHONE: 952-294-1300 MAIL ADDRESS: STREET 1: 12701 WHITEWATER DRIVE STREET 2: SUITE 200 CITY: MINNETONKA STATE: MN ZIP: 55343 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Capital Management LLC CENTRAL INDEX KEY: 0001594107 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21625 FILM NUMBER: 131274702 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: (312) 347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners, LLC CENTRAL INDEX KEY: 0001594106 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21625 FILM NUMBER: 131274703 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: (312) 347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Atlas Funds, LLC CENTRAL INDEX KEY: 0001594105 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21625 FILM NUMBER: 131274704 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: (312) 347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD., SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Master Fund, L.P. CENTRAL INDEX KEY: 0001560328 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21625 FILM NUMBER: 131274705 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD. STREET 2: SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: 312-347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD. STREET 2: SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Walsh Patrick CENTRAL INDEX KEY: 0001508045 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21625 FILM NUMBER: 131274707 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD. STREET 2: STE. 300 CITY: CHICAGO STATE: IL ZIP: 60604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PW Partners Atlas Fund LP CENTRAL INDEX KEY: 0001562774 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21625 FILM NUMBER: 131274706 BUSINESS ADDRESS: STREET 1: 141 W. JACKSON BLVD. SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 BUSINESS PHONE: 312-347-1709 MAIL ADDRESS: STREET 1: 141 W. JACKSON BLVD. SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60604 4 1 form408800001_12122013.xml OWNERSHIP DOCUMENT X0306 4 2013-12-10 0 0001021270 FAMOUS DAVES OF AMERICA INC DAVE 0001508045 Walsh Patrick 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 1 0 1 0 0001562774 PW Partners Atlas Fund LP 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001560328 PW Partners Master Fund, L.P. 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001594105 PW Partners Atlas Funds, LLC 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001594106 PW Partners, LLC 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 0001594107 PW Partners Capital Management LLC 141 W. JACKSON BLVD., SUITE 300 CHICAGO IL 60604 0 0 0 1 See Footnote 1 Common Stock 2013-12-10 4 J 0 31801 19.43 D 0 I By PW Partners Master Fund LP Common Stock 2013-12-10 4 J 0 31801 19.43 A 703486 I By PW Partners Atlas Fund LP Common Stock 52575 D This Form 4 is filed jointly by PW Partners Atlas Fund LP ("Atlas Fund"), PW Partners Master Fund LP ("Master Fund"), PW Partners Atlas Funds, LLC ("Atlas Fund GP"), PW Partners, LLC ("Master Fund GP"), PW Partners Capital Management LLC ("PW Capital Management") and Patrick Walsh, a director of the Issuer (collectively, the "Reporting Persons"). Each of Atlas Fund, Atlas Fund GP, PW Capital Management and Mr. Walsh may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock. Each of the Reporting Persons disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein. On December 10, 2013, Master Fund transferred all its shares of Common Stock of the Issuer to its affiliate Atlas Fund. As a result of such transfer, Master Fund does not own any securities of the Issuer. Accordingly, Master Fund and Master Fund GP are no longer subject to the reporting requirements of Section 16 of the Exchange Act with respect to the securities of the Issuer. Represents shares of Common Stock owned directly by Atlas Fund. As the General Partner of Atlas Fund, Atlas Fund GP may be deemed to beneficially own the shares of Common Stock owned directly by Atlas Fund. As the Investment Manager of Atlas Fund, PW Capital Management may be deemed to beneficially own the shares of Common Stock owned directly by Atlas Fund. As the Managing Member of PW Capital Management and the Managing Member and Chief Executive Officer of Atlas Fund GP, Mr. Walsh may be deemed to beneficially own the shares of Common Stock owned directly by Atlas Fund. Represents shares of Common Stock (including 13,575 shares of restricted stock) owned directly by Mr. Walsh. By: /s/ Patrick Walsh 2013-12-12 By: PW Partners Atlas Fund LP, By: PW Partners Atlas Funds, LLC, General Partner, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2013-12-12 By: PW Partners Master Fund LP, By: PW Partners, LLC, General Partner, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2013-12-12 By: PW Partners Atlas Funds, LLC, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2013-12-12 By: PW Partners, LLC, By: /s/ Patrick Walsh, Managing Member and Chief Executive Officer 2013-12-12 By: PW Partners Capital Management LLC, By: /s/ Patrick Walsh, Managing Member 2013-12-12