UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB/A
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NUMBER 000-23174
THE QUIZNO'S CORPORATION
(Exact name of registrant as specified in its charter)
COLORADO 84-1169286
(State of other jurisdiction of (I.R.S. Employer
Identification No.) incorporation or organization)
1099 18TH STREET, SUITE 2850
DENVER, COLORADO 80202
(Address of principal executive offices)
(303) 291-0999
(Registrant's telephone number, including area code)
Check whether issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes X No
---
State the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
OUTSTANDING AT
CLASS MAY 11, 1998
-----------
Common Stock, $0.001 par value 3,013,327 shares
THE QUIZNO'S CORPORATION
COMMISSION FILE NUMBER: 000-23174
QUARTER ENDED MARCH 31, 1998
FORM 10-QSB
PART II OTHER INFORMATION
Item 1. Legal Proceedings
Jericho Resources v. The Quizno's Franchise Corporation, Richard
Schaden and Scott Adams, Case No. 96L05977, (Cook Cty. Ill.).
On May 24, 1996, an area director, Jericho Resources, Inc.
("Jericho") filed suit against the Company and certain of its
officers in response to the Company's termination of
certain area rights and related agreements. On March 5, 1998,
this case was settled. Without admitting any wrongdoing, the
Company agreed to pay Jericho $68,000 and a 1.9% commission on
royalties for three restaurants established by Jericho. The
Company agreed to the settlement solely to avoid the inherent
cost of litigation.
Item 2. Changes in Securities
Exemptions
Securities Sold Date Shares Amount Purchasers Claimed
- --------------- ---- ------ ------ ---------- -------
Common Stock 2/19/98 545 $ 2,657 Quizno's 401(K) Plan Section 4(2)
Common Stock 1/21/98 9,750 $38,025 Area Directors
pursuant to
Area Director
Equity Participation
Rights Stock Option
Plan Section 4(2)
Common Stock 2\98-3\98 13,440 $67,200 Holders of
Underwriter's
Warrants Section 4(2)
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
None.
(b) Reports on Form 8-K
Form 8-K of the Registrant, dated February 3, 1998,
reporting in Item 5 the sale of master franchise for Canada.
Form 8-K of the Registrant, dated February 18, 1998,
reporting in Item 5 the 1997 store openings.
Form 8-K of the Registrant, dated March 3, 1998, reporting in
Item 5 the new cable television campaign.
Form 8-K of the Registrant, dated March 16, 1998, reporting in
Item 5 the 1997 operating results.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
THE QUIZNO'S CORPORATION
By: Original signed by John L. Gallivan
------------------------------------------
John L. Gallivan
Chief Financial Officer
(Principal Financial and Accounting Officer)
Denver, Colorado
May 14, 1998