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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
DAKA INTERNATIONAL, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
234068 20 3
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(CUSIP Number)
Check the following box if a fee is being paid with this statement /X/. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*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 the
disclosures provided in a prior cover page.
The information required in 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. 234068 20 3 13G Page 2 of 7 Pages
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
First Capital Corporation of Chicago 36-2464372
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
4
Illinois
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SOLE VOTING POWER
5
NUMBER OF 2,000,000 shares
See item 4 and disclaimer at end of this Schedule
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
OWNED BY
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EACH SOLE DISPOSITIVE POWER
7
REPORTING 2,000,000 shares
See item 4 and disclaimer at end of this Schedule
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
2,000,000 shares
See item 4 and disclaimer at end of this Schedule
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
36.87%
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TYPE OF REPORTING PERSON*
12
CO
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CUSIP No. 234068 20 3 13G Page 3 of 7 Pages
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
First Chicago Corporation 36-2669970
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
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CITIZENSHIP OR PLACE OF ORGANIZATION
4
Delaware
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SOLE VOTING POWER
5
NUMBER OF -0-
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 6
-0-
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
7
REPORTING -0-
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 8
-0-
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9
None except indirectly through one or more subsidiaries as
reported herein. See Item 4.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11
-0-
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
12
HC
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Item 1(a). Name of Issuer:
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DAKA International, Inc. (the "Company")
Item 1(b). Address of Issuer's Principal Executive Offices:
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One Corporate Center
55 Ferncroft Road
Danvers, Massachusetts 01923
Item 2(a). Name of Person Filing:
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First Chicago Corporation ("FCC") is filing this statement on behalf
of itself and First Capital Corporation of Chicago ("FCCC"), its
wholly-owned subsidiary. Exhibit A attached hereto contains the
agreement of FCCC and FCC to file joint disclosure statements on
Schedule 13G.
Item 2(b). Address of Principal Business Office:
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For FCC and FCCC:
One First National Plaza
Chicago, Illinois 60670
Item 2(c). Citizenship:
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FCCC is a corporation organized under the laws of the State of
Illinois. FCC is a corporation organized under the laws of the State
of Delaware.
Item 2(d). Title of Class of Securities:
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Common Stock (the "Common")
Item 2(e). CUSIP Number
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234068 20 3
Item 3. Type of Person Filing:
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Not applicable.
Item 4. Ownership:
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(a)-(b) FCCC owns 75,000 shares of the Company's Series A
Preferred Stock (the "Preferred Stock"). Pursuant to the terms of
the Company's Certificate of Designation setting forth the terms and
the relative rights and preferences of the Preferred Stock, the
Preferred Stock is convertible at any time and from time to time into
a number of shares of Common computed by multiplying the number of
shares of Preferred Stock to be converted by $100 and dividing the
result by the conversion price then in effect. Currently, the shares
of Preferred Stock are convertible into 1,666,667 shares of Common.
Additionally, for purposes of Regulation 13D-G, FCCC may be deemed to
own an additional 15,000 shares of Preferred Stock (which is
convertible into 333,333 shares of Common) for which FCCC has
received a proxy from certain holders of Common (the "Holders")
thereby authorizing FCCC to vote the shares of Common into which the
Preferred Stock is convertible.
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Additionally, in connection with the purchase of Preferred Stock, the
Company issued to FCCC a Stock Purchase Warrant (the "Warrant") to
purchase shares of Common under certain circumstances. The Warrants
provides that, upon any redemption of shares of Preferred Stock by the
Company pursuant to the Certificate of Designation, the holder of the
Warrant shall have the right to acquire initially the same number of
shares of Common into which such holder's shares of Preferred Stock
being redeemed (the "Redeemed Shares") were convertible as of the
redemption date thereof. The initial exercise price for each share of
Common under the Warrant will be equal to the Conversion Price of the
Redeemed Shares as of the redemption date thereof.
FCC may also be deemed to own 5,890 shares of Common through its
ownership of American National Bank and Trust Company of Chicago
("ANB") which holds such shares solely in a fiduciary capacity.
(c) ANB has sole voting and investment power over the shares held by
it. See items 5 through 9 and item 11 on pages two and three hereof.
Item 5. Ownership of Five Percent or Less of a Class:
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Not applicable.
Item 6. Ownership of More Than Five Percent on Behalf of Another Person:
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Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported On by the Parent Holding Company:
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Not applicable.
Item 8. Identification and Classification of Member of the Group:
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Not applicable.
Item 9. Notice of Dissolution of Group:
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Not applicable.
Item 10. Certification:
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Not applicable.
DISCLAIMER
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NOTHING IN THIS SCHEDULE 13G SHALL BE CONSTRUED AS AN ADMISSION THAT EITHER
FIRST CHICAGO CORPORATION OR FIRST CAPITAL CORPORATION OF CHICAGO IS, FOR
PURPOSES OF SECTION 13(d) OR 13(g) OF THE SECURITIES EXCHANGE ACT OF 1934, THE
BENEFICIAL OWNER OF ANY OF THE SHARES OF COMMON STOCK OWNED BY THE HOLDERS.
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Signature:
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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.
Date: February 11, 1994
FIRST CAPITAL CORPORATION OF CHICAGO
/s/ Robert A. Rosholt
By: _______________________
Robert A. Rosholt
Executive Vice President
FIRST CHICAGO CORPORATION
/s/ Robert A. Rosholt
By: _______________________
Robert A. Rosholt
Executive Vice President and
Chief Financial Officer
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EXHIBIT A
AGREEMENT
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The undersigned hereby agree, pursuant to (S)240.13d-1(f)(1), that the
statement on Schedule 13G (including all amendments thereto) to which this
Agreement is attached is to be filed on behalf of each of the undersigned and
that First Chicago Corporation may file a Schedule 13G under the Securities
Exchange Act of 1934, and all amendments to such Schedule, with respect to
shares of Common Stock of DAKA International, Inc.
Date: February 11, 1994
FIRST CAPITAL CORPORATION OF CHICAGO
/s/ Robert A. Rosholt
By: _______________________
Robert A. Rosholt
Executive Vice President
FIRST CHICAGO CORPORATION
/s/ Robert A. Rosholt
By: _______________________
Robert A. Rosholt
Executive Vice President and
Chief Financial Officer
