UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
Amendment No. 6
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a)
AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
Lone Star Steakhouse & Saloon, Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
542307103
(CUSIP Number)
Mr. James A. Mitarotonda
c/o Barington Companies Equity Partners, L.P.
888 Seventh Avenue, 17th Floor
New York, NY 10019
(212) 974-5700
(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
November 17, 2006
(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(e), 13d-1(f), or 13d-1(g), check the following
box: |_|.
This Amendment No. 6 amends and supplements the Schedule 13D filed with
the Securities and Exchange Commission on May 8, 2006, as amended by that
Amendment No. 1 filed with the SEC on May 25, 2006, that Amendment No. 2 filed
with the SEC on June 20, 2006, that Amendment No. 3 filed with the SEC on August
30, 2006, that Amendment No. 4 filed with the SEC on November 1, 2006 and that
Amendment No. 5 filed with the SEC on November 16, 2006 (together, the
"Statement") by and on behalf of Barington Companies Equity Partners, L.P.
("Barington") and others with respect to the common stock, par value $0.01 per
share (the "Common Stock"), of Lone Star Steakhouse & Saloon, Inc., a Delaware
corporation (the "Company"). The principal executive offices of the Company are
located at 224 East Douglas Avenue, Suite 700, Wichita, Kansas 67202.
Item 4. Purpose of Transaction.
Item 4 of the Statement is hereby amended and supplemented as follows:
On November 17, 2006, James A. Mitarotonda, the Chairman and Chief
Executive Officer of Barington Capital Group, L.P. ("BCG"), sent a letter to
Fred B. Chaney, Ph.D., Chairman of the Board of Directors of the Company in
response to his letter dated November 17, 2006. In the letter, Mr. Mitarotonda
states that in the opinion of BCG, the Board has failed to conduct a thorough
sales process and the $27.10 per share consideration offered by the Lone Star
Funds transaction fails to adequately reflect the value of the Company,
including its extensive real estate holdings and upscale Sullivan's and Del
Frisco's brands. As a result, BCG will be voting against the merger. A copy of
the letter is attached as Exhibit 99.9 hereto and incorporated herein by
reference. The foregoing description of the letter is qualified in its entirety
by reference to such exhibit.
Item 7. Material to be Filed as Exhibits.
The information contained in Item 7 of the Statement is hereby amended
and supplemented as follows:
Exhibit No. Exhibit Description
99.9 Letter from James A. Mitarotonda, the Chairman and Chief
Executive Officer of Barington Capital Group, L.P., to Fred B.
Chaney, Ph.D., the Chairman of the Board of the Company, dated
November 17, 2006.
SIGNATURES
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certify that the information set forth in this
Statement is true, complete and correct.
Dated: November 17, 2006
BARINGTON COMPANIES EQUITY PARTNERS, L.P.
By: Barington Companies Investors, LLC, its general
partner
By: /s/ James A. Mitarotonda
------------------------------------
Name: James A. Mitarotonda
Title: Managing Member
BARINGTON INVESTMENTS, L.P.
By: Barington Companies Advisors, LLC, its general
partner
By: /s/ James A. Mitarotonda
-----------------------------------
Name: James A. Mitarotonda
Title: Managing Member
BARINGTON COMPANIES ADVISORS, LLC
By: /s/ James A. Mitarotonda
-----------------------------------
Name: James A. Mitarotonda
Title: Managing Member
BARINGTON COMPANIES INVESTORS, LLC
By: /s/ James A. Mitarotonda
-----------------------------------
Name: James A. Mitarotonda
Title: Managing Member
BARINGTON COMPANIES OFFSHORE FUND, LTD.
By: /s/ James A. Mitarotonda
-----------------------------------
Name: James A. Mitarotonda
Title: President
BENCHMARK OPPORTUNITAS FUND PLC
By: Barington Offshore Advisors, LLC
By: /s/ James A. Mitarotonda
--------------------------
Name: James A. Mitarotonda
Title: Authorized Signatory
BARINGTON OFFSHORE ADVISORS, LLC
By: /s/ James A. Mitarotonda
-----------------------------------
Name: James A. Mitarotonda
Title: Authorized Signatory
BARINGTON CAPITAL GROUP, L.P.
By: LNA Capital Corp., its general
partner
By: /s/ James A. Mitarotonda
-----------------------------------
Name: James A. Mitarotonda
Title: President and CEO
LNA CAPITAL CORP.
By: /s/ James A. Mitarotonda
-----------------------------------
Name: James A. Mitarotonda
Title: President and CEO
/s/ James A. Mitarotonda
------------------------------------------------
James A. Mitarotonda
RJG CAPITAL PARTNERS, L.P.
By: RJG Capital Management, LLC, its general partner
By: /s/ Ronald J. Gross
-----------------------------------
Name: Ronald J. Gross
Title: Managing Member
RJG CAPITAL MANAGEMENT, LLC
By: /s/ Ronald J. Gross
----------------------------------
Name: onald J. Gross
Title: Managing Member
/s/ Ronald J. Gross
Ronald J. Gross
D.B. ZWIRN SPECIAL
OPPORTUNITIES FUND, L.P.
By: D.B. ZWIRN PARTNERS, LLC, its general partner
By: ZWIRN HOLDINGS, LLC, its managing member
By: /s/ Daniel B. Zwirn
-----------------------------------
Name: Daniel B. Zwirn
Title: Managing Member
D.B. ZWIRN SPECIAL
OPPORTUNITIES FUND, LTD.
By: D.B. Zwirn & Co., L.P., its manager
By: DBZ GP, LLC, its general partner
By: Zwirn Holdings, LLC, its managing member
By: /s/ Daniel B. Zwirn
-----------------------------------
Name: Daniel B. Zwirn
Title: Managing Member
D.B. ZWIRN & CO., L.P.
By: DBZ GP, LLC, its general partner
By: Zwirn Holdings, LLC, its managing member
By: /s/ Daniel B. Zwirn
-----------------------------------
Name: Daniel B. Zwirn
Title: Managing Member
DBZ GP, LLC
By: Zwirn Holdings, LLC, its managing
member
By: /s/ Daniel B. Zwirn
-----------------------------------
Name: Daniel B. Zwirn
Title: Managing Member
ZWIRN HOLDINGS, LLC
By: /s/ Daniel B. Zwirn
-----------------------------------
Name: Daniel B. Zwirn
Title: Managing Member
/s/ Daniel B. Zwirn
----------------------------------------
Daniel B. Zwirn