As filed with the Securities and Exchange Commission on June 17, 1998
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
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[ ] Confidential, for use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
[ ] Definitive proxy statement
[X] Definitive additional materials
[ ] Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12
LA QUINTA INNS, INC.
(Name of Registrant as Specified in Its Charter)
________________________________________________________________________________
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pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
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<PAGE>
MEDITRUST AND LA QUINTA ANNOUNCE FINAL EXCHANGE RATIO AND FINAL
EARNINGS AND PROFITS DISTRIBUTION
Needham Heights, MA and San Antonio, TX -- June 16, 1998 -- The Meditrust
Companies (NYSE: MT) and La Quinta Inns, Inc. (NYSE: LQI) announced today the
final exchange ratio and the final earnings and profits distribution to be paid
in connection with the merger of La Quinta into Meditrust Corporation. Based on
the previously announced Meeting Date Price of $28.75625, the final exchange
ratio for La Quinta shares to be converted in the merger into paired shares of
The Meditrust Companies is 0.738 Meditrust paired shares for each La Quinta
share.
Based upon the number of La Quinta shares electing to receive cash as of 5:00
p.m., Boston time, on Monday, June 15, 1998, approximately 18.6 million La
Quinta shares will be exchanged for $26.00 in cash. Because the total cash
elections in the merger exceeded the maximum cash available to be paid in the
merger, the available cash will be prorated to the extent necessary to limit the
aggregate cash available to be paid to La Quinta shareholders as described in
the joint proxy statement/prospectus dated May 18, 1998 relating to the
transaction. Shareholder meetings to approve the transaction are scheduled for
June 18, 1998 and the closing is expected to occur shortly thereafter.
La Quinta shareholders who receive stock consideration in the merger will
receive Meditrust paired shares and will be eligible to receive a special
dividend distribution of La Quinta's accumulated but undistributed earnings and
profits. The final special dividend distribution is $0.88361 per Meditrust
paired share ($0.65170 per La Quinta share that is converted into Meditrust
paired shares, based on the final exchange ratio). The special dividend
distribution is expected to be payable to all Meditrust shareholders of record
on a date to be determined by Meditrust between the 15th and the 45th day
following the effective date of the merger and will be paid within 15 days of
such record date.
Abraham D. Gosman, Chairman of the Boards of The Meditrust Companies, said, "I
am pleased to announce that the La Quinta-Meditrust merger is moving ahead.
Together with our acquisition of Cobblestone Golf Group, this acquisition
represents a platform for an integrated lodging and leisure sector within
Meditrust and we feel that the strengths of the La Quinta and Cobblestone
organizations will add significantly to Meditrust's long-term growth strategy.
With La Quinta and Cobblestone, Meditrust's total market capitalization will be
in excess of $7 billion."
Ezzat S. Coutry, currently chief operating officer of La Quinta who, upon
completion of the merger, will become president and chief executive officer of
La Quinta, said, "As our merger with Meditrust nears completion, we want to
reiterate our strong commitment to this transaction, which we believe will
provide exciting growth opportunities for our shareholders, customers and
employees. Gary Mead, the entire La Quinta management team and I, are continuing
to work closely with Meditrust to complete this transaction, so that its
benefits can be realized for all of our constituencies."
La Quinta Inns, Inc., a leader in the mid-price segment of the lodging industry,
owns and operates 280 hotels and approximately 36,000 rooms and suites in 28
states.
The Meditrust Companies, a paired share real estate investment trust and the
nation's largest health care real estate investment trust, with headquarters in
Needham, Massachusetts, consists of Meditrust Corporation and Meditrust
Operating Company. As of March 31, 1998, Meditrust had investments in 474
facilities in 40 states with 37 different operators and has a total market
capitalization of approximately $4.0 billion.
Editor's Note: This release is also available on the Internet over the World
Wide Web: http://www.reit.com.
