-----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, Ei4a+4ceqQeSv0Ndnm3Xzq+Q8AWD+HTB02bHUvfX0f9CPolvxphglg0DT+1AFLEK icz2zMhiRhVDtPyHU9hpyg== 0000889812-98-000766.txt : 19980331 0000889812-98-000766.hdr.sgml : 19980331 ACCESSION NUMBER: 0000889812-98-000766 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980330 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CARMIKE CINEMAS INC CENTRAL INDEX KEY: 0000799088 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE THEATERS [7830] IRS NUMBER: 581469127 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-37737 FILM NUMBER: 98577888 BUSINESS ADDRESS: STREET 1: 1301 FIRST AVE CITY: COLUMBUS STATE: GA ZIP: 31901 BUSINESS PHONE: 4045763400 MAIL ADDRESS: STREET 1: P O BOX 391 CITY: COLUMBUS STATE: GA ZIP: 31994 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RAIFF ROBERT M CENTRAL INDEX KEY: 0000944710 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 375 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10152 MAIL ADDRESS: STREET 1: 375 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10152 SC 13D/A 1 AMENDMENT NO. 2 TO STATEMENT OF BENEFICIAL OWNERSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Carmike Cinemas Inc. -------------------------------------- (Name of Issuer) Common Stock -------------------------------------- (Title of Class of Securities) 143 436 103 -------------------------------------- (CUSIP Number) Mr. Robert M. Raiff With a copy to: 152 West 57th Street Lawrence G. Goodman, Esq. New York, New York 10019 Shereff, Friedman, Hoffman & Goodman, LLP (212) 247-4000 919 Third Avenue New York, New York 10022 (212) 758-9500 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 26, 1998 -------------------------------------- (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 statement because of Rule 13d-1(b) (3) or (4), check the following: [ ]. Note: One copy and an EDGAR version of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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). SCHEDULE 13D - -------------------------------------------------------------------------------- CUSIP No. 143 436 103 Page 2 of 6 Pages - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Robert M. Raiff - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)[_] (b)[x] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS* AF - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. - -------------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES 873,400 BENEFICIALLY --------------------------------------------------------- OWNED BY 8 SHARED VOTING POWER EACH REPORTING --------------------------------------------------------- PERSON 9 SOLE DISPOSITIVE POWER WITH 873,400 --------------------------------------------------------- 10 SHARED DISPOSITIVE POWER --------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 873,400 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.81% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. SCHEDULE 13D This Amendment No. 2 to the Statement on Schedule 13D amends and supplements the Statement on Schedule 13D relating to the event date of September 17, 1997 (the "Schedule 13D") and Amendment No. 1 to the Schedule 13D relating to the event date of February 9, 1998 filed by Robert Raiff relating to the Class A Shares of common stock (the "Common Stock") of Carmike Cinemas, Inc. ("Carmike"). The address of Carmike is 1301 First Avenue, Columbus, GA 31901. Capitalized terms used herein and not defined herein shall have the meanings assigned thereto in the Schedule 13D. Item 3. Source and Amount of Funds Item 3 is amended to add the following: As of March 30, 1998, Mr. Raiff beneficially owns 873,400 shares of Common Stock. All 873,400 shares of Common Stock are held by entities and managed accounts over which Mr. Raiff has investment discretion. All shares of Common Stock owned by Mr. Raiff were purchased in open market transactions. Since the filing of Amendment No. 1 to the Schedule 13D, 132,400 shares of Common Stock were purchased at an aggregate cost of $3,986,525 (see Schedule A). The funds for the purchases of the shares of Common Stock held by the Partnerships and the Fund came from capital contributions to the Partnerships by their general and limited partners and capital contributions to the Fund by its shareholders. The funds for the purchases of shares held in the managed accounts over which Mr. Raiff has investment discretion came from the accounts' own funds. Margin was used in purchasing shares of Common Stock. Item 4. Purpose of the Transaction Item 4 is amended to add the following: The shares of Common Stock beneficially owned by Mr. Raiff were acquired for, and are being held for, investment purposes. Mr. Raiff does not have any plan or proposal which relates to, or would result in, any of the actions enumerated in Item 4 of the instructions to Schedule 13D. Mr. Raiff, however, may communicate ideas to management and the Board of Directors from time to time, which are intended to further Carmike's business development and enhance shareholder value. Mr. Raiff reserves the right to purchase additional shares of Common Stock or dispose of shares of Common Stock in the open market or in any other lawful manner in the future. Item 5. Interest in Securities of the Issuer Item 5 is amended and restated in its entirety to read as follows: (a) and (b) As noted above, as of the date hereof, Mr. Raiff is the beneficial owner of 873,400 shares of Common Stock. Based on Carmike's Quarterly Report on Form 10- Q for the period ended September 30, 1997, there were 9,918,587 shares of Common Stock outstanding. Therefore, Mr. Raiff beneficially owns 8.81% of the outstanding Common Stock. Mr. Raiff has the power to vote, direct the vote, dispose of or direct the disposition of all the shares of Common Stock that are currently beneficially owned by Mr Raiff. (c) Attached as Schedule A is a description of the transactions in the Common Stock that were effected by Mr. Raiff since the filing of Amendment No. 1 to the Schedule 13D. (d) Not Applicable. (e) Not Applicable. 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. By: /s/ Robert M. Raiff ------------------- Robert M. Raiff Dated: March 30, 1998 SCHEDULE A Purchase of Shares of Common Stock Since the Filing of Amendment No. 1 Number Price Date of Shares Per Share Value - ------ --------- --------- ----- 2/11/98 55,000 $30.0318 $1,651,750 2/13/98 5,000 29.75 148,750 2/17/98 1,200 29.50 35,400 2/24/98 2,500 31.125 77,813 2/26/98 11,000 30.125 331,375 2/27/98 7,000 30.5625 213,938 3/5/98 15,000 29.125 436,875 3/12/98 700 30.4911 21,344 3/26/98 35,000 30.5509 1,069,281 * Does not include commissions -----END PRIVACY-ENHANCED MESSAGE-----