ADVFN Logo ADVFN

We could not find any results for:
Make sure your spelling is correct or try broadening your search.

Trending Now

Toplists

It looks like you aren't logged in.
Click the button below to log in and view your recent history.

Hot Features

Registration Strip Icon for default Register for Free to get streaming real-time quotes, interactive charts, live options flow, and more.

BWLD Buffalo Wild Wings, Inc. (delisted)

156.95
0.00 (0.00%)
24 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Buffalo Wild Wings, Inc. (delisted) NASDAQ:BWLD NASDAQ Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 156.95 157.05 155.00 0 01:00:00

Statement of Changes in Beneficial Ownership (4)

05/02/2018 9:23pm

Edgar (US Regulatory)


FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MARCATO CAPITAL MANAGEMENT LP
2. Issuer Name and Ticker or Trading Symbol

BUFFALO WILD WINGS INC [ BWLD ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

FOUR EMBARCADERO CENTER, SUITE 2100
3. Date of Earliest Transaction (MM/DD/YYYY)

2/5/2018
(Street)

SAN FRANCISCO, CA 94111
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   2/5/2018     D    699   (1) D $157   41700   I   See footnotes   (2) (3) (4)
Common Stock   2/5/2018     D    41700   (1) D $157.00   0   I   See footnotes   (2) (3) (4)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  Effective February 5, 2018, pursuant to that certain Agreement and Plan of Merger, dated as of November 27, 2017, by and among Arby's Restaurant Group, Inc., a Delaware corporation ("Parent"), IB Merger Sub I Corporation, a Minnesota corporation and a subsidiary of Parent ("Merger Sub") and Buffalo Wild Wings, Inc., a Minnesota corporation (the "Issuer"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and as a wholly owned subsidiary of Parent (the "Merger"). As consideration for the Merger, the shares of common stock of the Issuer held by the Reporting Persons were automatically cancelled and converted into the right to receive $157.00 per share in cash.
(2)  This Form 4 is being filed jointly by Marcato Capital Management, LP, a Delaware limited partnership ("Marcato"), Marcato International Master Fund, Ltd., a Cayman Islands exempted company ("Marcato International"), Marcato Special Opportunities Master Fund LP, a Cayman Islands limited partnership ("Marcato Special Opportunities Fund"), and Richard McGuire III, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Marcato and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities").
(3)  Marcato, as the investment manager of Marcato International and Marcato Special Opportunities Fund, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Mr. McGuire's position as Managing Partner of Marcato, Mr. McGuire may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) and Marcato, Marcato International and Marcato Special Opportunities Fund may be deemed to be the beneficial owner of the Subject Securities held by Mr. McGuire. Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.
(4)  Mr. McGuire, a member of the board of directors of the Issuer of the Subject Securities, was elected to that board as a representative of the Reporting Persons. As a result, each of those persons are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
MARCATO CAPITAL MANAGEMENT LP
FOUR EMBARCADERO CENTER
SUITE 2100
SAN FRANCISCO, CA 94111
X


Marcato International Master Fund, Ltd.
FOUR EMBARCADERO CENTER
SUITE 2100
SAN FRANCISCO, CA 94111
X


Marcato Special Opportunities Master Fund LP
FOUR EMBARCADERO CENTER
SUITE 2100
SAN FRANCISCO, CA 94111
X


McGuire Richard
FOUR EMBARCADERO CENTER
SUITE 2100
SAN FRANCISCO, CA 94111
X



Signatures
MARCATO CAPITAL MANAGEMENT LP, By: Marcato Holdings LLC, its General Partner, By: /s/ Richard McGuire III, Richard McGuire III, Managing Member 2/5/2018
** Signature of Reporting Person Date

MARCATO INTERNATIONAL MASTER FUND, LTD., By: /s/ Richard McGuire III, Richard McGuire III, Director 2/5/2018
** Signature of Reporting Person Date

MARCATO SPECIAL OPPORTUNITIES MASTER FUND LP, By: /s/ Richard McGuire III, Richard McGuire III, Director 2/5/2018
** Signature of Reporting Person Date

/s/ Richard McGuire III, Richard McGuire III, Director 2/5/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

1 Year Buffalo Wild Wings, Inc. (delisted) Chart

1 Year Buffalo Wild Wings, Inc. (delisted) Chart

1 Month Buffalo Wild Wings, Inc. (delisted) Chart

1 Month Buffalo Wild Wings, Inc. (delisted) Chart

Your Recent History

Delayed Upgrade Clock