4//SEC Filing
GS CAPITAL PARTNERS III GERMANY CLP 4
Accession 0000769993-04-000496
CIK 0000799088other
Filed
Aug 10, 8:00 PM ET
Accepted
Aug 11, 4:59 PM ET
Size
23.0 KB
Accession
0000769993-04-000496
Insider Transaction Report
Form 4
GOLDMAN SACHS GROUP INC
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
GS CAPITAL PARTNERS III GERMANY CLP
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
GOLDMAN SACHS & CO OHG
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
GOLDMAN SACHS & CO
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
GS CAPITAL PARTNERS III OFFSHORE LP
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
GS CAPITAL PARTNERS III L P
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
BRIDGE STREET FUND 1998 LP
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
STONE STREET FUND 1998 LP
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
GS ADVISORS III LLC
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
STONE STREET 1998 LLC
10% Owner
Transactions
- Sale
Common Stock
2004-08-09$33.00/sh−2,341,663$77,274,879→ 351,549 total(indirect: See Footnotes)
Footnotes (6)
- [F1]This statement is being filed by GS Capital Partners III, L.P. ("GSCP III"), GS Capital Partners III Offshore, L.P. ("GSCP III Offshore"), GS Capital Partners III Germany Civil Law Partnership (with limitation of liability) ("GSCP III Germany"), Stone Street Fund 1998, L.P. ("Stone 1998"), Bridge Street Fund 1998, L.P. ("Bridge 1998" and, together with GSCP III, GSCP III Offshore, GSCP III Germany and Stone 1998, the "Limited Partnerships"), Stone Street 1998, L.L.C. ("Stone 1998 GP"), GS Advisors III, L.L.C. ("GS Advisors III"), Goldman, Sachs & Co. oHG ("GS oHG"), Goldman, Sachs & Co. ("Goldman Sachs"), and The Goldman Sachs Group, Inc. ("GS Group" and, together with the Limited Partnerships, Stone 1998 GP, GS Advisors III, GS oHG and Goldman Sachs, the "Reporting Persons").
- [F2]Pursuant to an Underwriting Agreement, dated August 3, 2004 (the "Underwriting Agreement"), and in connection with the registered public offering of shares of Carmike Cinemas, Inc. (the "Company") common stock, par value $.03 (the "Common Stock"), by the Company and certain selling stockholders (including the Limited Partnerships) pursuant to an effective registration statement on Form S-3 (Registration No. 333-117403) filed by the Company on August 4, 2004, which offering was consummated on August 9, 2004, GSCP III; GSCP III Offshore; GSCP III Germany; Stone 1998 and Bridge 1998 sold 1,592,331; 444,916; 70,250; 187,333 and 46,833 shares of Common Stock, respectively. Goldman Sachs is one of the several underwriters under the Underwriting Agreement. As of August 9, 2004, as a result of these sales, the Reporting Persons ceased to be the owners of more than 10% of the Company's Common Stock.
- [F3]Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 100 shares of Common Stock. Goldman Sachs is a direct and indirect wholly-owned subsidiary of GS Group. The Reporting Persons, other than Goldman Sachs and GS Group, disclaim beneficial ownership of the securities owned directly by Goldman Sachs. Spear, Leeds & Kellogg, L.P. ("SLK") beneficially owns directly and GS Group may be deemed to beneficially own indirectly 200 shares of Common Stock. SLK is an indirect wholly-owned subsidiary of GS Group. The Reporting Persons, other than GS Group, disclaim beneficial ownership of the securities owned directly by SLK.
- [F4]Each of Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 351,249 shares of Common Stock beneficially owned by the Limited Partnerships. Affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or managing partner of the Limited Partnerships. Goldman Sachs serves as the manager of GS Advisors III and Stone 1998 GP and as the investment manager of GSCP III, GSCP III Offshore and GSCP III Germany. Goldman Sachs and GS Group each disclaims beneficial ownership of the securities owned by the Limited Partnerships except to the extent of its pecuniary interest therein.
- [F5]GSCP III beneficially owns directly 242,250 shares of Common Stock and GSCP III Offshore beneficially owns directly 59,432 shares of Common Stock. GS Advisors III, as the sole general partner of GSCP III and GSCP III Offshore, may be deemed to beneficially own indirectly an aggregate of 301,682 shares of Common Stock. GS Advisors III disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. GSCP III Germany beneficially owns directly, and its managing partner, GS oHG, may be deemed to beneficially own indirectly 14,443 shares of Common Stock. GS oHG disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- [F6]Stone 1998 beneficially owns directly 19,527 shares of Common Stock and Bridge 1998 beneficially owns directly 15,597 shares of Common Stock. Stone 1998 GP, as the general partner of Stone 1998 and the managing general partner of Bridge 1998, may be deemed to beneficially own indirectly, in the aggregate, 35,124 shares of Common Stock. Stone 1998 GP disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
Issuer
CARMIKE CINEMAS INC
CIK 0000799088
Entity typeother
Related Parties
1- filerCIK 0001232110
Filing Metadata
- Form type
- 4
- Filed
- Aug 10, 8:00 PM ET
- Accepted
- Aug 11, 4:59 PM ET
- Size
- 23.0 KB