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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Delphi Information Systems, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
247171101
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(CUSIP Number)
Gary S. Kohler, Vice President
Okabena Investment Services, Inc.
5140 Norwest Center
90 South Seventh Street, Minneapolis, MN 55402-4139
(612) 339-7151
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(Name, Address and Telephone Number of Person Authorized
to receive Notices and Communications)
April 26, 1996
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(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(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with this statement [X]. (A fee
is not required only if the reporting 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 less than five percent of such class.
See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*The remainder of this cover page should 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).
Page 1 of 5 pages
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CUSIP No. 247171101
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(1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above
Persons
Okabena Partnership K, A Minnesota General Partnership 41-1642281
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(2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
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(3) SEC Use Only
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(4) Source of Funds
WC
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(5) Check if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) [ ]
N/A
(6) Citizenship or Place of Organization
Minnesota
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Number of (7) Sole Voting Power 2,400,000 shares
Shares Bene- ------------------------------------------------------------------
ficially (8) Shared Voting Power -0- shares
Owned by ------------------------------------------------------------------
Each Report- (9) Sole Dispositive Power 2,400,000 shares
ing Person ------------------------------------------------------------------
With (10) Shared Dispositive Power -0- shares
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
2,400,000 shares See Item 5
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
N/A
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(13) Percent of Class Represented by Amount in Row (11)
7.7%
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(14) Type of Reporting Person (See Instructions)
PN
Page 2 of 5 pages
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CUSIP No. 247171101
ITEM 1. SECURITY AND ISSUER
The class of equity securities to which this Schedule 13D
Statement relates to is the common stock, par value $.10 per share ("Common
Stock"), of Delphi Information Systems, Inc.. (the "Issuer"). The principal
executive offices of the Issuer are located at 3501 Algonquin Road, Suite 500,
Rolling Meadows, IL 00008.
ITEM 2. IDENTITY AND BACKGROUND
(a) The undersigned hereby files this Schedule 13D Statement on
behalf of Okabena Partnership K ("Partnership K").
PARTNERSHIP K
(b)-(c). Partnership K is a Minnesota general
partnership. Its principal business is investment and its principal business
and office address is 5140 Norwest Center, 90 South Seventh Street, Minneapolis,
MN 55402-4139. The managing partner of Partnership K is Okabena
Investment Services, Inc., a Minnesota corporation ("OIS"). The principal
business of OIS is to provide investment supervisory and portfolio management to
the clients of Okabena Company, a private holding company, including acting as
managing partner of Partnership K. OIS's principal business and principal
office address is 5140 Norwest Center, 90 South Seventh Street, Minneapolis, MN
55402-4139.
(d) None of the entities or persons identified in this Item 2 or
in Exhibit A to this Schedule 13D Statement has, during the last five
years, been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
(e) None of the entities or persons identified in this Item 2 or
Exhibit A to this Schedule 13D Statement has, during the last five years,
been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or prohibiting
or mandating activities subject to federal or state securities laws or any
violation with respect to such laws.
(f) The natural persons who are partners in Partnership K are
citizens of the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The purchase was made by Partnership K from working
capital.
ITEM 4. PURPOSE OF TRANSACTION
The acquisition of the securities of the Issuer by Partnership K
was made for investment.
Page 3 of 5 pages
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CUSIP No. 247171101
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
See Schedule 13D Statement cover page, rows (7) through (11)
inclusive and row (13). Based on information contained in Form 10-Q for the
quarter ended June 30, 1996 filed by the Issuer with the Securities and
Exchange Commission, the Issuer had 29,831,234 shares of Common Stock issued
and outstanding on July 31, 1996.
(a) PARTNERSHIP K
Partnership K is the beneficial owner of 1,200,000 Units
each consisting of one share of Common Stock, and one Warrrant to purchase one
share of Common Stock, or approximately 7.7% of the Common Stock outstanding.
The securities were purchased in the following transaction:
(i) Unregistered Units consisting of 1,200,000
unregistered shares of Common Stock and 1,200,000 unregistered Warrants
(presently exercisable), each providing for the purchase of one (1) share of
Common Stock at $1.50 per share were purchased on April 26, 1996, at a cost
of $1.00 per Unit, in a private placement effected by the Issuer through R.J.
Steichen & Company, selling agent.
OIS
As the managing partner of Partnership K, OIS may be deemed
to be the beneficial owner of the securities beneficially owned by Partnership K
described in Item 5. OIS disclaims beneficial ownership of such securities.
(b) The officers of OIS, the managing partner of Partnership K may be
deemed to share the power to vote or direct the voting of and to dispose or to
direct the disposition of the securities described herein owned beneficially by
Partnership K. The officers of OIS disclaim beneficial ownership of all
securities described herein other than those owned directly or by virtue of any
officer's pro rata interest, if any, as a partner in Partnership K.
(c) None of the persons listed in Item 2 has effected any transaction in
the Common Stock in the past 60 days.
(d) Except as described in this Schedule 13D Statement, no person has the
power to direct the receipt of dividends on or the proceeds of sales of the
shares of Common Stock owned by Partnership K.
ITEM 6. CONTRACT, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIP WITH RESPECT
TO THE SECURITIES OF THE ISSUER
The Issuer has agreed to file a registration statement under the
Securities Act of 1933 covering the Common Stock and the Common Stock underlying
the Warrants by using its reasonable efforts to cause such registration to
become effective within 180 days after the first issuance of the Units.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Exhibit A: Additional Item 2 Information concerning the partners of
Partnership K.
Page 4 of 5 pages
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SIGNATURE
After reasonable inquiry and to the best of his knowledge and
belief, each of the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: November 8, 1996 OKABENA PARTNERSHIP K
By: Okabena Investment Services, Inc.
Its Managing Partner
By:
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Gary S. Kohler, Vice President
Page 5 of 5 pages
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EXHIBIT A
Set forth below is the name and business occupation of each general partner
of Okabena Partnership K. The business address for each person or entity listed
is c/o Okabena Investment Services, Inc., 5140 Norwest Center, Minneapolis, MN
55402-4139. See Item 2(d), (e), and (f) of this Schedule 13D Statement for
additional information concerning these general partners.
NAME OF PARTNER OCCUPATION
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Lucy J. Dayton Private Investor
Chadwick Foundation N/A
Christopher B. Dayton Private Investor
Martha B. Dayton Private Investor
Michael K. Dayton Private Investor
James G. Dayton Architect
Tobin J. Dayton Student
Mae F. Dayton Private Investor
Scott N. Dayton Retailer
Chadwick L. Dayton Student
Whitney L. Dayton Minor
Edward N. Dayton Private Investor
Robert J. Dayton Chief Executive Officer
(Okabena Co. - Family Office)
John W. Dayton Business Owner
Sherry Ann Dayton Private Investor
Joan L. Dayton Private Investor
Rebecca H. Dayton Private Investor
Arlene J. Dayton Private Investor
Virginia Y. Dayton Private Investor
Bruce B. Dayton Private Investor
Mark B. Dayton Private Investor
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Brandt N. Dayton Private Investor
Christian B. Dayton Therapist
Lucy B. Dayton Veterinarian
Anne D. Buxton Private Investor
Wallace C. Dayton Private Investor
Mary Lee Dayton Private Investor
Sally D. Clement Therapist
Stephen M. Clement III. Educator
Ellen D. Sturgis Private Investor
Sheldon S. Sturgis Business Owner
Katherine D. Nielsen Private Investor
Stuart A. Nielsen Artist
Elizabeth D. Dovydenas Private Investor
K. N. Dayton Private Investor
Oakleaf Foundation N/A
Julia W. Dayton Private Investor
Judson N. Dayton Private Investor
Elisabeth J. Dayton Private Investor
Duncan N. Dayton Real Estate Developer
Katharine L. Kelly Private Investor
Douglas J. Dayton Private Investor
Meadowood Foundation N/A
David D. Dayton Business Owner
Vanessa D. Dayton Pathologist
Steven J. Melander-Dayton Private Investor
Bruce C. Dayton Student
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Lynn B. Dayton Student
Marina B. Dayton Minor
Alexander B. Dayton Minor
Charles Benning Dayton Minor
Jackson Gardiner Dayton Minor
Margaret Bliss O'Keefe Minor
Angus Dayton O'Keefe Minor
Catherine Greer O'Keefe Minor
Nicholas Sherman Buxton Minor
Henry M. Buxton Minor
Theodore D. Clement Minor
Winston W. Clement Minor
Matthew D. Sturgis Minor
Katherine L. Sturgis Minor
Rosamond G. Sturgis Minor
Samuel D. Richardson Minor
Olivia Maren Nielsen Minor
Joyce D. Dovydenas Minor
Elena L. Dovydenas Minor
Caroline Avery Dayton Minor
Davis Winton Dayton Minor
Isaac N. Dayton Minor
Caleb F. Dayton Minor
Dorothy J. Melander-Dayton Minor
Adele Marie Melander-Dayton Minor
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Bruce C. Lueck President
Okabena Investment Services, Inc.
(Registered Investment Advisor)
Gary S. Kohler Vice President
Okabena Investment Services, Inc.
(Registered Investment Advisor)
