-----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, OP5GDn7cFDzksgBauNKNmRGt5XFVaMoVp2FIGzNA7IOFrvbQOgMYfo138jzANTep DxbFVqVrOO9rar9I7nBgrQ== 0001017062-02-000136.txt : 20020413 0001017062-02-000136.hdr.sgml : 20020413 ACCESSION NUMBER: 0001017062-02-000136 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20020122 GROUP MEMBERS: BISCO INDUSTRIES, INC. GROUP MEMBERS: MR. GLEN F. CEILEY GROUP MEMBERS: MR. ZACHARY CEILEY SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FAMILY STEAK HOUSES OF FLORIDA INC CENTRAL INDEX KEY: 0000784539 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 592597349 STATE OF INCORPORATION: FL FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-38304 FILM NUMBER: 02514055 BUSINESS ADDRESS: STREET 1: 2113 FLORIDA BLVD STREET 2: STE A CITY: NEPTUNE BEACH STATE: FL ZIP: 32266 BUSINESS PHONE: 9042494197 MAIL ADDRESS: STREET 1: 2113 FLORIDA BLVD STE A STREET 2: 2113 FLORIDA BLVD STE A CITY: NEPTUNE BEACH STATE: FL ZIP: 32266 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BISCO INDUSTRIES INC CENTRAL INDEX KEY: 0001029296 STATE OF INCORPORATION: IL FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 704 W SOUTHERN AVENUE CITY: ORANGE STATE: CA ZIP: 92865 BUSINESS PHONE: 7142837140 MAIL ADDRESS: STREET 1: 704 W SOUTHERN AVENUE CITY: ORANGE STATE: CA ZIP: 92865 SC 13D/A 1 dsc13da.txt SCHEDULE 13D/A - AMENDMENT #25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------------------ SCHEDULE 13D (AMENDMENT NO. 25) Under the Securities Exchange Act of 1934 Family Steak Houses of Florida, Inc. ------------------------------------ (Name of Issuer) Common Stock, Par Value $.01 Per Share ------------------------------------ (Title of Class of Securities) CUSIP Number: 307059105 Glen F. Ceiley Bisco Industries, Inc. 1500 North Lakeview Ave. Anaheim, CA 92807 (714) 693-2901 ------------------------------------ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 21, 2001 ------------------------------------ (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 subject of this Schedule 13D, and is filing this statement because of Rule 13d-1(b)(3) or (4), check the following box: ( ) 1 SCHEDULE 13D CUSIP No. 307059105 1. Name of Reporting Person Mr. Glen F. Ceiley 2. Check the Appropriate Box if a Member of a group (a) (X) (b) ( ) 3. SEC Use Only 4. Source of Funds PF 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) ( ) 6. Citizenship or Place of Organization U.S.A. Number of 7. Sole Voting Power Shares Beneficially 36,094 shares of Common Stock Owned By Each 8. Shared Voting Power Reporting Person 1,580,183 shares of Common Stock (See Item 5) With 9. Sole Dispositive Power 36,094 shares of Common Stock 10. Shared Dispositive Power 1,580,183 shares of Common Stock (See Item 5) 11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,616,277 shares of Common Stock (See Item 5) 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ( ) 13. Percent of Class Represented by Amount in Row (11) 49.72% 14. Type of Reporting Person IN 2 SCHEDULE 13D CUSIP No. 307059105 1. Name of Reporting Person Mr. Zachary Ceiley 2. Check the Appropriate Box if a Member of a group (a) (X) (b) ( ) 3. SEC Use Only 4. Source of Funds PF 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) ( ) 6. Citizenship or Place of Organization U.S.A. Number of 7. Sole Voting Power Shares Beneficially 1,300 shares of Common Stock Owned By Each 8. Shared Voting Power Reporting Person 0 shares of Common Stock (See Item 5) With 9. Sole Dispositive Power 1,300 shares of Common Stock 10. Shared Dispositive Power 0 shares of Common Stock (See Item 5) 11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,300 shares of Common Stock (See Item 5) 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ( ) 13. Percent of Class Represented by Amount in Row (11) 0.04% 14. Type of Reporting Person IN 3 SCHEDULE 13D CUSIP No. 307059105 1. Name of Reporting Person Bisco Industries, Inc. 2. Check the Appropriate Box if a Member of a Group (a) (X) (b) ( ) 3. SEC Use Only 4. Source of Funds WC 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) ( ) 6. Citizenship or Place of Organization Illinois Number of 7. Sole Voting Power Shares Beneficially 1,259,286 shares of Common Stock (See Item 5) Owned By Each Reporting 8. Shared Voting Power Person With 0 9. Sole Dispositive Power 1,259,286 shares of Common Stock (See Item 5) 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,259,286 shares of Common Stock (See Item 5) 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ( ) 13. Percent of Class Represented by Amount in Row (11) 38.74% 14. Type of Reporting Person CO 4 SCHEDULE 13D CUSIP No. 307059105 1. Name of Reporting Person Bisco Industries, Inc. Profit Sharing and Savings Plan 2. Check the Appropriate Box if a Member of a Group (a) (X) (b) ( ) 3. SEC Use Only 4. Source of Funds 00 5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) ( ) 6. Citizenship or Place of Organization U.S.A. Number of 7. Sole Voting Power Shares Beneficially 319,597 shares of Common Stock (See Item 5) Owned By Each Reporting 8. Shared Voting Power Person With 0 9. Sole Dispositive Power 319,597 shares of Common Stock (See Item 5) 10. Shared Dispositive Power 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person 319,597 shares of Common Stock (See Item 5). 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ( ) 13. Percent of Class Represented by Amount in Row (11) 9.83% 14. Type of Reporting Person EP 5 Item 1. Security and Issuer ------------------- This Amendment No. 25 to Schedule 13D constitutes an amendment to the Schedule 13D filed with the Securities and Exchange Commission on November 15, 2001 by Glen F. Ceiley ("Mr.Ceiley"), Bisco Industries, Inc. ("Bisco") and the Bisco Industries, Inc. Profit Sharing Plan (the "Plan") (collectively, the "Reporting Persons"), with respect to shares of common stock, $.01 par value per share (the "Shares"), of Family Steak Houses of Florida, Inc., a Florida corporation (the "Issuer") (the Schedule 13D, as previously amended, is referred to herein as the "Schedule"). Except as set forth herein, there has been no material change in the information set forth in the Schedule. Item 5. Interest in Securities of the Issuer ------------------------------------ Item 5 of the Schedule is amended as follows: (a) As of the close of business on January 21, 2002, the Reporting Persons owned in the aggregate, 1,616,277 Shares, which represent approximately 49.72% of the 3,251,016 Shares outstanding as of November 2, 2001 (as represented to the Reporting Persons by the Issuer in the Form 10Q filed for the quarter ended October 3, 2001). In accordance with Rule 13d-5 (b) (1) of the General Rules and regulations under the Securities Exchange Act of 1934, as amended, each of Mr. Ceiley, individually and as Trustee of the Plan, the Plan and Bisco, and Mr. Zachary Ceiley, individually may be deemed to have acted as a group and such group may be deemed to have acquired beneficial ownership of Shares beneficially owned by any of such persons. As of the close of business on January 21, 2002, Mr. Ceiley beneficially owned an aggregate of 1,614,977 Shares, of which 36,094 Shares were owned by Mr. Ceiley individually, 1,259,286 Shares were owned by Bisco, of which Mr. Ceiley is the sole stockholder and President, and 319,597 Shares were held by Mr. Ceiley as sole Trustee of the Plan and 1,300 Shares were owned by Mr. Zachary Ceiley individually. (b) Mr. Ceiley has the sole power to vote and dispose of the Shares which he owns individually and the power to vote and to dispose of the Shares owned by the Plan and Bisco. (c) Since October 25, 2001, the last day on which a transaction in the Shares by the Reporting Persons was reported on the Schedule 13D, the Reporting Persons purchased and sold Shares in the manner, in the amounts, on the dates and at the prices set forth on Schedule 1 attached hereto and incorporated herein by reference. (d) Not applicable (e) Not applicable Item 6. Material to be Filed as Exhibits -------------------------------- Page Number ----------- Exhibit 1. - Joint Filing Agreement dated as of August 23, 1999 11 6 SIGNATURE --------- After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: January 22, 2002 /s/ Glen F. Ceiley -------------------------- Name: Glen F. Ceiley 7 SIGNATURE --------- After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: January 22, 2002 /s/ Zachary Ceiley -------------------------- Name: Zachary Ceiley 8 SIGNATURE --------- After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: January 22, 2002 Bisco Industries, Inc. /s/ Glen F. Ceiley --------------------------------- Name: Glen F. Ceiley Title: President 9 SIGNATURE --------- After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: January 22, 2002 Bisco Industries, Inc. Profit Sharing And Savings Plan /s/ Glen F. Ceiley _______________________________ Name: Glen F. Ceiley Title: Trustee 10 EX-1 3 dex1.txt JOINT FILING AGREEMENT EXHIBIT 1 JOINT FILING AGREEMENT ---------------------- In accordance with rule 13d-(f) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock. $.01 par value (the "Common Stock"), of Family Steak Houses of Florida Inc., a Florida corporation, and that this Agreement be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument. IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of August 23, 1999. /s/ GLEN F. CEILEY --------------------------- Glen F. Ceiley Bisco Industries, Inc. /s/ GLEN F. CEILEY --------------------------- Name: Glen F. Ceiley Title: President Bisco Industries, Inc. Profit Sharing and Savings Plan /s/ GLEN F. CEILEY --------------------------- Name: Glen F. Ceiley Title: Trustee /s/ ZACHARY CEILEY --------------------------- Zachary Ceiley 11 EX-99.1 4 dex991.txt SCHEDULE 1 SCHEDULE 1 The Reporting Persons have engaged in the following transactions in Shares since October 25, 2001, the last day on which a transaction in the Shares by the Reporting Persons was reported on the Schedule 13D.
Transaction Number of Price Date Shares Per Share* Purchaser - ----------- --------- ---------- --------- 11-16-01 400 .9900 Glen Ceiley 11-27-01 5,100 .9800 Glen Ceiley 11-09-01 2,853 .9500 Bisco 11-28-01 6,000 .9400 Bisco 12-03-01 2,600 .8600 Bisco 12-11-01 360 .9000 Bisco 12-12-01 1,200 .9000 Bisco 12-14-01 2,500 .9100 Bisco 12-18-01 60 .9100 Bisco 12-19-01 200 .9300 Bisco 12-21-01 11,400 .9867 Bisco
* Excluding commissions 12 -----END PRIVACY-ENHANCED MESSAGE-----