-----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, SLEJZXfhXPW8wB4rqOG2I08zGmF/X4yLQBfeNXdxR4g1GWwvz+fLp8b7y3X7bx6O 7+y1oHMaDiQRRCiFPdlDbg== 0000903423-98-000412.txt : 19981211 0000903423-98-000412.hdr.sgml : 19981211 ACCESSION NUMBER: 0000903423-98-000412 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981210 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SMART & FINAL INC/DE CENTRAL INDEX KEY: 0000875751 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & RELATED PRODUCTS [5140] IRS NUMBER: 954079584 STATE OF INCORPORATION: DE FISCAL YEAR END: 1229 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-41809 FILM NUMBER: 98767274 BUSINESS ADDRESS: STREET 1: 600 CITADEL DRIVE CITY: CITY OF COMMERCE STATE: CA ZIP: 90040 BUSINESS PHONE: 3238697500 MAIL ADDRESS: STREET 1: 600 CITADEL DRIVE CITY: CITY OF COMMERCE STATE: CA ZIP: 90040 FORMER COMPANY: FORMER CONFORMED NAME: SFI CORP /CA DATE OF NAME CHANGE: 19600201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CASINO USA INC CENTRAL INDEX KEY: 0000937861 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 950737110 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 524 CHAPALASTREET CITY: SANTA BARBARA STATE: CA ZIP: 93101 BUSINESS PHONE: 2135899726 MAIL ADDRESS: STREET 1: 524 CHAPALA STREET CITY: SANTA BARBARA STATE: CA ZIP: 93101 SC 13D/A 1 ------------------------ OMB APPROVAL OMB Number: 3235-0145 Expires: August 31, 1999 Estimated average burden hours per form.....14.90 ------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Smart & Final, Inc. - ----------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share - ----------------------------------------------------------------- (Title of Class of Securities) 831683107 ------------------------------------------------------- (CUSIP Number) Daniel S. Sternberg, Esq. Cleary, Gottlieb, Steen & Hamilton One Liberty Plaza New York, New York 10006 (212) 225-2000 - ----------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 7, 1998 ------------------------------------------------------- (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 ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. |_| 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(b) for other parties to whom copies are to be sent. *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). Page 1 of 3 This Amendment No. 1 (this "Amendment") amends the Schedule 13D filed on March 27, 1997 (the "Schedule 13D" or "this Statement"), of Casino USA, Inc., a Delaware corporation ("Casino USA"), with respect to the common stock, par value $0.01 per share (the "Common Stock"), of Smart & Final, Inc., a Delaware corporation (the "Company"). Item 4. Purpose of Transaction On December 7, 1998, the Company announced that its board of directors had authorized an offering to its existing shareholders of rights to purchase additional shares of Common Stock. The Company expects to raise approximately $60 million through the offering, which is expected to be completed in the first half of 1999. Based on the current market price of the Common Stock, the rights offering would result in the issuance of approximately 6 million new shares of Common Stock. All subscribing shareholders will be allowed a voluntary oversubscription option, whereby unsubscribed shares will be allocated to oversubscribing shareholders. As a result of its current aggregate ownership of 55.3% of the outstanding shares of Common Stock, Casino USA would be entitled to subscribe for approximately an additional 3,318,000 shares (which would leave its percentage ownership unaltered), plus any newly issued shares not otherwise subscribed for by other shareholders (which would have the effect of increasing its percentage ownership). Casino USA currently intends, subject to the execution of a definitive agreement with the Company, to exercise all of its subscription rights, to exercise its oversubscription option to purchase the maximum number of new shares not subscribed for by other shareholders and to effect payment for all shares acquired by Casino USA under the offering through the exchange of all or a portion of an existing $55 million loan owed by the Company to Casino USA. Page 2 of 3 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. Dated: December 10, 1998 CASINO USA, INC. By: /s/ Jane Orenstein -------------------------------- Name: Jane Orenstein Title: Assistant General Counsel and Secretary -----END PRIVACY-ENHANCED MESSAGE-----