Statement of Ownership (sc 13g)
January 16 2018 - 6:04AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of
1934
(Amendment No. ________)*
BRAVO
BRIO RESTAURANT GROUP, INC.
(Name of Issuer)
Common
Stock
(Title of Class of Securities)
10567B109
(CUSIP Number)
December
31, 2017
(Date of Event which Requires Filing of
this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☐ Rule 13d-1(d)
*
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).
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CUSIP No. 10567B109
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13G
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Page 2 of 5 Pages
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1.
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NAMES OF REPORTING PERSONS
Jackson Valley Fund LP
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see instructions)
(a)
☐
(b)
☐
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE VOTING POWER
1,000,000
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6.
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SHARED VOTING POWER
0
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7.
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SOLE DISPOSITIVE POWER
1,000,000
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8.
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SHARED DISPOSITIVE POWER
0
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,000,000
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10.
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see instructions)
☐
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.6%
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12.
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TYPE OF REPORTING PERSON
PN
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CUSIP No. 10567B109
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13G
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Page 3 of 5 Pages
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Item 1.
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(a)
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Name of Issuer
Bravo Brio Restaurant Group, Inc.
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(b)
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Address of Issuer’s Principal Executive Offices
777 Goodale Boulevard, Suite 100
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Columbus, OH 43212
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Item 2.
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(a)
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Name of Person Filing
Jackson Valley Fund LP
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(b)
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Address of the Principal Office or, if none, residence
175 Beechwood Road
Summit, NJ 07901
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(c)
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Citizenship
USA
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(d)
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Title of Class of Securities
Common Stock
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(e)
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CUSIP Number
10567B109
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Item 3. If this statement is filed pursuant to
§§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
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(e)
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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CUSIP No. 10567B109
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13G
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Page 4 of 5 Pages
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Item 4. Ownership.
Provide the following information regarding the aggregate number
and percentage of the class of securities of the issuer identified in Item 1.
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(a)
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Amount beneficially owned: 1,000,000
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(b)
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Percent of class: 6.6%
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(c)
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Number of shares as to which the person has: 1,000,000
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(i)
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Sole power to vote or to direct the vote: 1,000,000
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(ii)
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Shared power to vote or to direct the vote: 0
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(iii)
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Sole power to dispose or to direct the disposition of: 0
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(iv)
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Shared power to dispose or to direct the disposition of: 0
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Item 5. Ownership of Five Percent or Less of a
Class.
Not Applicable
Item 6. Ownership of More than Five Percent on
Behalf of Another Person.
Not Applicable
Item 7. Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
Not Applicable
Item 8. Identification and Classification of Members
of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certification.
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(a)
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The following certification shall be included if the statement is filed pursuant to §240.13d-1(b):
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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(b)
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The following certification shall be included if the statement is filed pursuant to §240.13d-1(c):
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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CUSIP No. 10567B109
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13G
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Page 5 of 5 Pages
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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.
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1/12/2018
Date
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/s/ Douglas
F. DeMuth
Signature
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Douglas
F. DeMuth / Manager
Name/Title
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