-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EeXBh2QNIaDVxagbQdlRTfaZ7Z3qSTYMOE9F6jWWlnorKeHeHHhIU0BNXFpaEQ9O IHqSvYHZ2XXl+j+GNn/QNg== 0001045969-00-000120.txt : 20000215 0001045969-00-000120.hdr.sgml : 20000215 ACCESSION NUMBER: 0001045969-00-000120 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BUCA INC /MN CENTRAL INDEX KEY: 0001046501 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 411802364 STATE OF INCORPORATION: MN FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-56397 FILM NUMBER: 541644 BUSINESS ADDRESS: STREET 1: 1300 NICOLLET MALL STREET 2: SUITE 3043 CITY: MINNEAPOLIS STATE: MN ZIP: 55403 BUSINESS PHONE: 6122882382 MAIL ADDRESS: STREET 1: 1300 NICOLLET MALL STREET 2: SUITE 3043 CITY: MINNEAPOLIS STATE: MN ZIP: 55403 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MIHAJLOV PETER J CENTRAL INDEX KEY: 0001105762 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 3001 HENNEPIN AVENUE SOUTH STREET 2: SUITE 301A CITY: MINNEAPPOLIS STATE: MN ZIP: 55408 MAIL ADDRESS: STREET 1: 3001 HENNEPIN AVENUE SOUTH STREET 2: SUITE 301A CITY: MINNEAPPOLIS STATE: MN ZIP: 55408 SC 13G 1 SCHEDULE 13G --------------------------------- OMB APPROVAL --------------------------------- OMB Number: 3235-0145 Expires: August 31, 1999 Estimated average burden hours per response.........14.90 --------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. _______________)* BUCA, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 117769109 - -------------------------------------------------------------------------------- (CUSIP Number) December 31, 1999 - -------------------------------------------------------------------------------- (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) [X] 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 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). Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. Page 1 of 5 - ---------------------------- CUSIP No. 117769109 13G - ---------------------------- - ---------- --------------------------------------------------------------------- 1 NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). Peter J. Mihajlov - ---------- --------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] Not applicable (b) [ ] - ---------- --------------------------------------------------------------------- 3 SEC USE ONLY - ---------- --------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - --------------- ------- -------------------------------------------------------- 5 SOLE VOTING POWER 177,302 NUMBER OF ------- -------------------------------------------------------- SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY 775,268 EACH ------- -------------------------------------------------------- REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH: 177,302 ------- -------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 775,268 - ---------- --------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 952,570 - ---------- --------------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* Not applicable - ---------- --------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 8.8% - ---------- --------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* IN - ---------- --------------------------------------------------------------------- *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 5 Item 1. (a) Name of Issuer BUCA, Inc. (b) Address of Issuer's Principal Executive Offices 1300 Nicollet Mall, Suite 5003 Minneapolis, MN 55403 Item 2. (a) Name of Person Filing Peter J. Mihajlov (b) Address of Principal Business Office or, if none, Residence 3001 Hennepin Avenue, Suite 301A Minneapolis, MN 55408 (c) Citizenship United States (d) Title of Class of Securities Common Stock (e) CUSIP Number 117769109 Item 3. If this statement is filed pursuant to ss.ss. 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a) [ ] Broker or dealer registered under section 15 of the Act. (b) [ ] Bank as defined in section 3(a)(6) of the Act. (c) [ ] Insurance company as defined in section 3(a)(19) of the Act. (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940. (e) [ ] An investment adviser in accordance with ss. 240.13d-1(b)(1)(ii)(E). (f) [ ] An employee benefit plan or endowment fund in accordance with ss. 240.13d-1(b)(1)(ii)(F). (g) [ ] A parent holding company or control person in accordance with ss. 240.13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act. (i) [ ] 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. (j) [ ] Group, in accordance with ss. 240.13d-1(b)(1)(ii)(J). Page 3 of 5 Item 4. Ownership (a) Amount Beneficially Owned 952,870 (b) Percent of Class 8.8% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote 177,302 (ii) Shared power to vote or to direct the vote 775,268 (iii) Sole power to dispose or to direct the disposition of 177,302 (iv) Shared power to dispose or to direct the disposition of 775,268 Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Not applicable Item 6. Ownership of More than Five Percent on Behalf of Another Person. The shares listed in Item 4 include (i) 106,666 shares held by the reporting person's wife, (ii) 2,000 shares held by the reporting person's children, (iii) 499,936 shares held by the reporting person as trustee of the Parasole Employee Stock Ownership Trust (the "ESOP"), and (iv) 166,666 shares held by the Mihajlov Family Limited Partnership (the "Partnership"). The reporting person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest. The reporting person's wife has the right to receive and the power to direct the receipt of dividends from, and the proceeds of the sale of, the shares held by her. The reporting person is a trustee of the ESOP. The ESOP has the right to receive and the power to direct the receipt of dividends from, and the proceeds of the sale of, the shares held by them. The trustees of the ESOP, including the reporting person, have the power to authorize actions on behalf of the ESOP, but have no rights to share in any dividends from, or any proceeds of the sale of, the shares held by the ESOP. The reporting person is a partner in the Partnership. The Partnership has the power to receive and the power to direct the receipt of dividends from, and the proceeds of the sale of, the shares held by the Partnership. 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 Page 4 of 5 Item 9. Notice of Dissolution of Group Not applicable Item 10. Certification Not applicable SIGNATURE 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. February 11, 2000 ------------------------------------- Date /s/ Peter J. Mihajlov ------------------------------------- Signature Peter J. Mihajlov ------------------------------------- Name/Title The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative's authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature. NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss. 240.13d-7 for other parties for whom copies are to be sent. Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001) Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----