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[THE QUIZNO'S CORPORATION LOGO]
November 13, 2000
Dear Stockholders:
The Quizno's Corporation is offering to purchase all of the outstanding
shares of its common stock (the "Shares") from existing stockholders for a
purchase price of $8.00 per Share, net to the Seller in cash. The offer is
conditioned upon, among other things, there being validly tendered and not
withdrawn prior to the expiration date of the offer not less than 51% of the
then outstanding Shares, on a fully diluted basis, other than Shares
beneficially owned by Richard E. Schaden, the Chairman of the Board of
Directors, President and Chief Executive Officer of the Company, Richard F.
Schaden, Vice President, Secretary and a Director of the Company, and
Frederick H. Schaden, a Director of the Company. The Company reserves the right
to waive this and all other conditions to the offer.
The Board of Directors of the Company believes that the public trading
market for the Shares has been and will continue to be characterized by low
prices and low trading volume. The overall purpose of the offer is to increase
stockholder value. More specifically, the Company is making the offer, among
other reasons, because it believes that:
the offer will provide stockholders with an opportunity to achieve
liquidity in cash upon the consummation of the offer; and
the offer will provide you a premium above recent trading prices;
The offer is explained in detail in the enclosed Offer to Purchase and
Letter of Transmittal. We encourage you to read these materials carefully before
making any decision with respect to the offer. The instructions on how to tender
Shares are also explained in detail in the accompanying materials.
Depending on the results of the tender offer, the Company may consider
implementing a subsequent merger, reverse stock split or other corporate
transaction that will result in additional shares not tendered being converted
into cash. In such an event, the offer would be the first step in a
going-private transaction that would enable Richard E. Schaden, Richard F.
Schaden and Frederick H. Schaden to retain the entire equity interest in The
Quizno's Corporation.
On November 9, 2000, the last day the Shares were traded prior to the
printing of this letter, the last reported sales price per Share for the
Company's common stock on the Nasdaq SmallCap Market was $6.75. Any stockholder
tendering Shares directly to the Depositary, whose Shares are purchased in the
offer, will receive the net purchase price in cash and will not incur the usual
transaction costs associated with open-market sales.
Neither the Company nor the Board of Directors makes any recommendation to
stockholders as to whether to tender or refrain from tendering their Shares.
Each stockholder must make the decision whether to tender Shares. However, the
Board of Directors has determined that a price of
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$8.00 per Share is fair from a financial point of view and moreover has
received an opinion from its financial advisor, Tucker Anthony, that a price of
$8.00 per Share is fair from a financial point of view. The Company has been
advised that none of Richard E. Schaden, Richard F. Schaden or Frederick H.
Schaden intends to tender any Shares pursuant to the offer.
The offer will expire at midnight, New York City time, on December 11,
2000, unless extended by the Company. If you have any questions or requests for
assistance or for additional copies of the Offer to Purchase and the Letter of
Transmittal, you may call the Information Agent for the offer, MacKenzie
Partners, Inc., at 800-322-2885.
Sincerely,
THE QUIZNO'S CORPORATION
Enclosures
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