UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report: September 27, 1999
THE QUIZNO'S CORPORATION
(Exact name of registrant as specified in its charter)
Colorado 000-23174 84-1169286
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1415 Larimer Street, Denver, Colorado 80202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 291-0999
None
(Former name or former address, if changes since last report)
Item 5. Other Events. Biography of persons elected Directors of The Quizno's
Corporation:
RICHARD E. SCHADEN has been President and a Director of the Company since
its inception on January 7, 1991. Mr. Schaden had been a principal and the
chief operating officer of Schaden & Schaden, Inc., a company that owned
and operated Quizno's franchised restaurants from 1987 to 1994 when it was
sold to the Company. Mr. Schaden graduated Magna Cum Laude from the
University of Colorado with a degree in Business Management and Finance.
J. ERIC LAWRENCE has been the Executive Vice President of the General
Partner of Retail & Restaurant Growth Capital, L.P. ("RRGC"), a $60
million investment fund focused on providing growth and expansion capital
to small businesses in the retail and restaurant industries, since
December 1995. RRGC loaned $2,000,000 to the Company in 1996, which has
been paid in full, and Mr. Lawrence serves on the Board pursuant to a
contractual arrangement between the Company and RRGC. Mr. Lawrence has
been extensively involved in the analysis of the financial, operational
and managerial aspects of retail and restaurant companies throughout his
career. Prior to coming to RRGC, he served as Vice President of Strategic
Retail Ventures, Inc., a boutique financial consulting and private
investment firm focusing on the needs of specialty retail and restaurant
companies, from March 1993 to December 1995. Prior to SRV, Mr. Lawrence
was a Senior Consultant with Arthur Andersen, in Dallas, Texas. Mr.
Lawrence is a licensed C.P.A., and is a graduate of Southern Methodist
University with a B.B.A. in Accounting and Minor in Economics, which
included study abroad at Oxford University, Oxford, England.
MARK L. BROMBERG has been a self-employed management consultant providing
strategic planning, positioning and senior management consulting services to the
hospitality industry, for over five years. Mr. Bromberg is the former President
& CEO of East Side Mario's Restaurants Inc., the Dallas based subsidiary of
Pepsico, which he grew from one restaurant in 1988 to 30 in 1993 when it was
sold to Pepsico. Mr. Bromberg has been the founder and President of a number of
causal dining restaurant chains, including Mr. Greenjeans, Ginsberg & Wong and
Lime Rickey's, and served as President of Prime Restaurant Group, the largest
privately held restaurant chain in Canada. He holds a B.S. and an M.B.A. from
Cornell University and remains highly involved in foodservice education as a
curriculum advisor and guest lecturer. He is a past chairman of the Canadian
Restaurant and Foodservice Association and is a past director of the National
Restaurant Association of the U.S. Mr. Bromberg was elected to the Board of
Directors pursuant to a contractual arrangement with RRGC that required the
election of an additional Board member acceptable to RRGC.
BRAD A. GRIFFIN has been the managing director of GriffCo Development, which
develops, builds, leases and manages commercial and retail real estate, since
1994. He is also the managing director of Oasis Investment, a company that
manages investment assets and trades Nasdaq and Exchange stocks and options.
FREDERICK H. SCHADEN is an Executive Vice President of the Automotive Consulting
Group of Aon Consulting, Inc. Aon Consulting, Inc. is a subsidiary of Aon
Corporation, a publicly held company with annual revenues of nearly $6 billion.
He has been employed by Aon and its predecessors for over 25 years and has
served as a senior officer of its affiliates since 1981. Mr. Schaden earned a
B.S. in Business Administration from Xavier University in Cincinnati, Ohio
RICHARD F. SCHADEN has been a Vice President, Secretary and a Director of the
Company since its inception on January 7, 1991. Mr. Schaden had been a principal
of Schaden & Schaden, Inc., a company that owned and operated Quizno's
franchised restaurants from 1987 to 1994 when it was sold to the Company. Mr.
Schaden is the founding partner of the law firm of Schaden, Katzman, Lampert
&McClune with offices in Bloomfield Hills, Michigan and Broomfield, Colorado.
Mr. Schaden graduated from the University of Detroit with a Bachelor of Science
in Aeronautical Engineering, received his Juris Doctorate from the University of
Detroit Law School and is an internationally known, well-published attorney,
specializing in aviation law. Prior to entering the legal profession, Mr.
Schaden was an aeronautical engineer for Boeing Aircraft and Continental
Aviation and Engineering. Mr. Schaden has been on the board of numerous private
companies.
Exhibits
Exhibit 99.1 Press Release, dated September 28, 1999, announcing results of
voting at the Company's Annual Meeting of Shareholders
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE QUIZNO'S CORPORATION
Date: September 30, 1999 By:/s/ John L. Gallivan
John L. Gallivan
Chief Financial Officer
QUIZNO'S(R) Holds Annual Meeting of Shareholders
DENVER, Colo. - The Quizno's Corporation (Nasdaq: QUIZ) held its Annual
Meeting of Shareholders Monday, September 27, 1999, in Denver.
Richard F. Schaden, Richard E. Schaden, J. Eric Lawrence, Mark L. Bromberg,
Frederick H. Schaden and Brad A. Griffin were elected to the Board of Directors,
to serve until the 2000 Annual Meeting. The appointment of Ehrhardt Keefe
Steiner & Hottman, PC, of Denver as independent auditors for the Company for
fiscal year 1999 was ratified.
The number of shares of the Company's Common Stock authorized and reserved for
issuance upon exercise of options in the Company's Employee Stock Option Plan
was increased from 320,000 to 670,000. And the number of shares authorized and
reserved for issuance upon exercise of options in the Company's Restated and
Amended Non-Employee Directors and Advisors Stock Option Plan was increased from
140,000 to 200,000.
Quizno's franchises and owns and operates Quizno's Classic Subs restaurants.
Certain information in this release are forward-looking statements (as
defined in the Private Securities Litigation Reform Act of 1995) that involve
risks and uncertainties that might adversely affect the Company's operating
results in the future in a material way or that could cause actual results to
differ materially from those set forth in the forward looking statement. Such
risks and uncertainties include, without limitation, the effect of national and
regional economic and market conditions in the United States and in other
countries in which franchises are sold, costs of labor and employee benefits,
costs of marketing and of food and non-food items used in the operation of the
restaurants, intensity of competition for locations and franchisees, as well as
customers, perception of food safety, legal claims, and the availability of
financing for the Company and its franchisees. Many of these risks are beyond
the control of the Company. Such risks are detailed from time to time in the
Company's reports filed with the SEC, including the report on Form 10-KSB for
the year ended December 31, 1998.
FOR MORE INFORMATION CONTACT:
Sue Hoover, Executive Vice President
The Quizno's Corporation
303-291-0999, Ext. 3374
