SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________________________
FORM 10-K/A
(Amendment No. 1)
[X] JOINT ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 2001
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission file number0-9110 |
| Commission file number0-9109 |
LA QUINTA CORPORATION |
| LA QUINTA PROPERTIES, INC. |
(Exact Name of Registrant as Specified in Its Charter) |
| (Exact Name of Registrant as Specified in Its Charter) |
Delaware |
| Delaware |
(State or Other Jurisdiction of Incorporation or Organization) |
| (State or Other Jurisdiction of Incorporation or Organization) |
95-3419438 |
| 95-3520818 |
(I.R.S. Employer Identification No.) | (I.R.S. Employer Identification No.) | |
909 Hidden Ridge, Suite 600 | 909 Hidden Ridge, Suite 600 | |
Irving, TX 75038 | Irving, TX 75038 | |
(Address of Principal Executive Offices, Including Zip Code) | (Address of Principal Executive Offices, Including Zip Code) | |
(214) 492-6600 | (214) 492-6600 | |
(Registrant's telephone number, including area code) | (Registrant's telephone number, including area code) | |
Securities registered pursuant to Section 12(b) of the Act: | ||
Title of Each Class and Name of Each Exchange | Title of Each Class and Name of Each Exchange | |
Common Stock, par value $0.01 per share | Class B Common Stock, par value $0.01 per share | |
Cumulative Redeemable Preferred Stock represented by depository shares representing 1/10th of a share of | ||
Securities registered pursuant to Section 12(g) of the Act: | ||
Indicate by check mark whether the Registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrants' knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K, or any amendment to this Form 10-K. [ ]
As of August 9, 2002, the aggregate market value of the Registrants' voting and non-voting common equity held by non-affiliates was $754,174,000 based upon the closing price of $5.43 on the New York Stock Exchange composite tape on that date.
As of August 9, 2002, La Quinta Corporation had 153,071,388 shares of common stock outstanding and La Quinta Properties, Inc. had 100,000 shares of Class A common stock and 143,641,240 shares of Class B common stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
None
This Amendment No. 1 to the Joint Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 18, 2002, is being filed to amend certain disclosures for La Quinta Properties, Inc. for the year ended December 31, 2001 pertaining to the dividends paid on La Quinta Properties, Inc.'s Series A Depositary Shares (as defined below).
PART II
Item 5. Market for Our Common Equity and Related Stockholder Matters
Our Common Stock
Market Information. Our shares trade on the New York Stock Exchange under the symbol "LQI." The following table sets forth, for the periods shown, the high and low sales prices for our paired shares (our publicly traded paired common stock prior to our restructuring) as reported on the New York Stock Exchange Composite Tape:
| 2001 |
| 2000 | ||||||
Quarter | High | Low | Quarter | High | Low | ||||
First.......................... | $4.08 | $2.44 | First.......................... | $6.88 | $1.88 | ||||
Second....................... | $6.05 | $3.80 | Second....................... | $3.75 | $1.88 | ||||
Third......................... | $6.02 | $3.95 | Third......................... | $3.56 | $2.06 | ||||
Fourth........................ | $6.42 | $4.21 | Fourth........................ | $3.69 | $2.31 | ||||
LQ Properties' class A common stock is currently held by LQ Corporation and has never been publicly traded.
Holders of Record. There were approximately 10,965 holders of record of our shares as of February 25, 2002. Included in the number of stockholders of record are shares held in "nominee" or "street" name. As of August 9, 2002, LQ Corporation was the only holder of LQ Properties' class A common stock.
Dividends. In order to qualify for the beneficial tax treatment accorded to REITs, LQ Properties is generally required each year to distribute to its preferred and common stockholders at least 90% of its REIT taxable income, determined without regard to the dividends paid deduction and by excluding any net capital gain. LQ Properties did not make any distributions on its common stock during the fiscal year ended December 31, 2001 as preferred dividends exceeded REIT taxable income. In connection with the restructuring, LQ Properties' stockholders approved the terms of LQ Properties' class B common stock which provide that no dividends will be paid on LQ Properties' class B common stock prior to 2005. Until 2005, dividends may be paid on LQ Properties' class A common stock, including dividends necessary to maintain LQ Properties' status as a REIT. Commencing in 2005, the holders of class B common stock, may receive, on a quarterly basis, a dividend of $0.10 per share per annum although this dividend payment is not mandatory. Prior to 2005, we expect that if LQ Properties pays dividends on its common stock, including dividends required to maintain its REIT status, these dividends will be paid to LQ Corporation, the sole holder of the class A common stock following our restructuring. In addition, we do not anticipate paying cash dividends on LQ Corporation's common stock in the foreseeable future.
Our Series A Preferred Stock
Market Information. On June 10, 1998, LQ Properties issued 7,000,000 depositary shares (the "Series A Depositary Shares"). Each Series A Depositary Share represents one-tenth of a share of 9% Series A Cumulative Redeemable Preferred Stock with a par value of $0.10 per share ("Series A Preferred Stock"). LQ Properties' Series A Depository Shares trade on the New York Stock Exchange under the symbol "LQI_P." The following table sets forth, for the periods shown, the high and low sales prices for the Series A Depository Shares:
| 2001 |
| 2000 | ||||||
Quarter | High | Low | Quarter | High | Low | ||||
First.......................... | $18.45 | $14.19 | First.......................... | $14.69 | $ 9.92 | ||||
Second....................... | $21.00 | $18.00 | Second....................... | $13.63 | $10.13 | ||||
Third......................... | $22.49 | $16.83 | Third......................... | $16.50 | $12.88 | ||||
Fourth........................ | $23.15 | $19.75 | Fourth........................ | $15.88 | $14.00 | ||||
Holders of Record. There were approximately 224 holders of record of LQ Properties' Series A Depositary Shares as of February 25, 2002. Included in the number of holders of record are Series A Depositary Shares held in "nominee" or "street" name.
Dividends. For the year ended December 31, 2001, LQ Properties designated the following cash distributions to holders of its Series A Depositary Shares as non-taxable returns of capital:
Date Declared | Date of Record | Pay Date | Per Share Amount | Non-Taxable | ||||
01-Dec-00 | 15-Dec-00 | 02-Jan-01 | $ 0.56250 | $ 0.11400 | ||||
01-Mar-01 | 15-Mar-01 | 02-Apr-01 | 0.56250 | 0.11400 | ||||
01-Jun-01 | 15-Jun-01 | 02-Jul-01 | 0.56250 | 0.11400 | ||||
04-Sep-01 | 14-Sep-01 | 01-Oct-01 | 0.56250 | 0.11400 | ||||
03-Dec-01 | 14-Dec-01 | 31-Dec-01 | 0.56250 | 0.11400 | ||||
Total | $ 2.81250 | $0.57000 | ||||||
Percentage | 100% | 20.2667% |
For the year ended December 31, 2000, LQ Properties designated the following cash distributions to holders of its Series A Depositary Shares as non-taxable returns of capital:
Date Declared | Date of Record | Pay Date | Per Share Amount | Non-Taxable | ||||
03-Mar-00 |
| 15-Mar-00 |
| 31-Mar-00 |
| $0.56250 |
| $0.56250 |
01-Jun-00 |
| 15-Jun-00 |
| 30-Jun-00 |
| 0.56250 |
| 0.56250 |
05-Sep-00 |
| 14-Sep-00 |
| 30-Sep-00 |
| 0.56250 |
| 0.56250 |
Total |
|
|
|
|
| $1.68750 |
| $1.68750 |
Percentage |
|
|
|
|
| 100% |
| 100% |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.
LA QUINTA CORPORATION | |
|
|
By: | /s/ DAVID L. REA |
| David L. Rea |
| Executive Vice President and Chief Financial Officer |
Dated: August 19, 2002
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.
LA QUINTA PROPERTIES, INC. | |
|
|
By: | /s/ DAVID L. REA |
| David L. Rea |
| Executive Vice President and Chief Financial Officer |
Dated: August 19, 2002
