sec document
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No.)
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LONE STAR STEAKHOUSE & SALOON, INC.
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(Name of Registrant as Specified In Its Charter)
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-2-
LONESTAR STEAKHOUSE SENDS LETTER TO ITS STOCKHOLDERS
Wichita, Kansas, July 2, 2001 - Lone Star Steakhouse and Saloon, Inc. (NASDAQ:
STAR) sent the following letter to its stockholders:
AN IMPORTANT MESSAGE TO LONE STAR STOCKHOLDERS:
THE STORY OF LONE STAR'S TURNAROUND CAN BE TOLD IN THREE
SIMPLE LINES
DATE LONE STAR STEAKHOUSE Samp;P 400 MIDCAP INDEX S&P MIDCAP RESTAURANT INDEX
PRICE RETURNS PRICE RETURNS PRICE RETURNS
6/27/01 11.66 38.8 507.46 3.14 231.73 7.22
6/22/01 12.89 53.44 506.09 2.85 234.2 8.36
6/15/01 12.79 52.25 509.25 3.49 230.44 6.62
6/8/01 13.5 60.7 531.61 8 230.5 6.65
6/1/01 13 54.75 526.94 7.03 237.2 9.75
5/25/01 13.19 57.01 533.01 8.24 256.23 18.55
5/18/01 12.5 48.8 532.02 8.02 251.66 16.44
5/11/01 12.29 46.3 508.71 3.26 250.74 16.01
5/4/01 12.7 51.18 517.17 4.93 257.58 19.18
4/27/01 11.73 39.63 506.86 2.83 256.32 18.59
4/20/01 10.8 28.56 493.38 0.06 248.14 14.81
4/13/01 9.51 13.2 474.98 -3.68 238.78 10.48
4/6/01 9.0313 6.13 447.44 -9.28 231.85 7.22
3/30/01 9.2813 9.06 459.92 -6.76 236.53 9.39
3/23/01 9.4375 10.9 457.95 -7.17 224.42 3.79
3/16/01 9.25 8.7 460.07 -6.74 236.69 9.46
3/9/01 9.6875 13.84 496.78 0.68 255.71 18.26
3/2/01 9.0625 6.49 499.96 1.28 247.64 14.52
2/23/01 9.5 11.63 498.26 0.92 246.71 14.09
2/16/01 9.9375 16.77 519.23 5.14 242.27 12.04
2/9/01 9.25 8.7 519.95 5.24 237.86 10
2/2/01 8.125 -4.52 518.29 4.89 221.35 2.37
1/26/01 8.9375 5.02 519.01 5 223.64 3.42
1/19/01 9.375 10.16 504.35 2.02 215.01 -0.5
1/12/01 9.5625 12.37 507.83 2.71 212.99 -1.5
1/5/01 9.3125 7.97 489.37 -1.04 217.27 0.43
Data Range 01/02/2001 to 06/27/2001
Source: Bloomberg Professional
Date: June 26, 2001
"THEY HAVE TREMENDOUS CASH FLOWS AND A TREMENDOUS BALANCE SHEET SO
IT DOESN'T TAKE A GENIUS TO SEE THAT THIS COMPANY IS IMPROVING."
Mike Smith, Analyst, Fahnestock & Company*
IF YOU HAVE BEEN MISLED INTO VOTING YOUR SHARES FOR ADAMS, YOU HAVE EVERY
RIGHT TO CHANGE YOUR MIND. YOU CAN CORRECT YOUR ERROR BY VOTING THE WHITE
PROXY TODAY. PROTECT YOUR INTERESTS AND YOUR INVESTMENT. REJECT GUY ADAMS'
REQUEST FOR YOUR SUPPORT AND INSTEAD SIGN, DATE AND RETURN THE WHITE BOARD
OF DIRECTORS' PROXY TODAY IN THE ENCLOSED PRE-PAID ENVELOPE.
ON JULY 6TH, LONE STAR SHAREHOLDERS WILL ELECT ONE INDIVIDUAL
TO THE LONE STAR BOARD OF DIRECTORS.
WE BELIEVE THE CHOICE IS CLEAR:
JAMIE B. COULTER GUY ADAMS
CHAIRMAN AND CHIEF EXECUTIVE OFFICER OF LONE STAR.
EXPERIENCED, AWARD-WINNING RESTAURATEUR:
Self-styled "Business-Consultant:"
o Over 10 years of service to Lone Star o No corporate experience
o 30 years of executive experience and o No board experience
success in the restaurant industry o No restaurant experience
o FORBES Best Small Company in America for
three consecutive years
HAS DELIVERED:
o A 35% improvement in Lone Star's stock Enjoined by a Federal Court
price in 2001 o For filing false and misleading proxy
o Strong first quarter 2001 results and a information.
healthy, debt-free balance sheet
o Strong EBITDA cash flow in excess of $57 o Guy Adams is not the "independent"
million annually over the last seven years voice he portrays himself to be.
o $12.4 million in cash dividends to Lone Star
stockholders over the past 12 months
o Stock repurchases in excess of $165 million A federal judge had real concerns about Guy
representing over 41% of the outstanding Adam's independence, stating, "There's
shares. something going on that we don't know about
with respect to persons supporting Mr.
Adams...".*
We believe Guy Adams is influenced and controlled
by:
o His private investment consulting
client, who owns over $1 million
worth of Lone Star stock; and
o Craig Corporation, a company with
a history of hostile takeovers
and proxy contests.
OWNS 2,395,393 SHARES OF LONE STAR STOCK. Owns 1,100 shares of Lone Star stock held for
only 20 weeks.
PURCHASED 365,000 SHARES OF LONE STAR STOCK IN THE
OPEN MARKET IN 1999, INVESTING MORE THAN $3.2
MILLION OF HIS PERSONAL FUNDS. Purchased 1,000 shares of Lone Star stock in
2000 and sold them 48 days later.
VOTE FOR PROFESSIONAL LEADERSHIP
VOTE TO PROTECT THE VALUE OF YOUR INVESTMENT
VOTE THE ENCLOSED WHITE BOARD OF DIRECTORS PROXY TODAY.
IMPORTANT
YOUR VOTE IS IMPORTANT. NO MATTER HOW MANY SHARES YOU OWN, PLEASE SIGN, DATE,
AND RETURN THE ENCLOSED WHITE PROXY TODAY IN THE PRE-PAID ENVELOPE PROVIDED.
If any of your shares are held in the name of a brokerage firm bank nominee or
other institution, only it can vote your shares, and only upon receipt of your
specific instructions. Accordingly, please contact the person responsible for
your account and instruct that person to execute the WHITE proxy card
representing your shares.
PLEASE DO NOT RETURN ANY PROXY CARD SUPPLIED TO YOU BY GUY ADAMS, EVEN TO VOTE
AGAINST HIM, AS IT WILL REVOKE YOUR PREVIOUS PROXY. REMEMBER, ONLY YOUR
LATEST-DATED PROXY COUNTS.
If you have any questions or require any additional Information, please contact
our proxy solicitor, Innisfree M&A Incorporated at the address set forth below.
INNISFREE M&A INCORPORATED
501 MADISON AVENUE
20TH FLOOR
NEW YORK NEW YORK 10022
CALL TOLL-FREE: (888) 750-5834
BANKS AND BROKERAGE FIRMS CALL: (212) 750-5833 (COLLECT)
Lone Star contacts:
John D. White Todd Glass/Joele Frank
Lone Star Steakhouse and Saloon, Inc. Joele Frank, Wilkinson Brimmer Katcher
(316) 264-8899 (212) 355-4449
***
Attention Lone Star Stockholders:
The Story Of Lone Star's Turnaround
Can Be Told In Three Simple Lines
DATE LONE STAR STEAKHOUSE Samp;P 400 MIDCAP INDEX S&P MIDCAP RESTAURANT INDEX
PRICE RETURNS PRICE RETURNS PRICE RETURNS
6/27/01 11.66 38.8 507.46 3.14 231.73 7.22
6/22/01 12.89 53.44 506.09 2.85 234.2 8.36
6/15/01 12.79 52.25 509.25 3.49 230.44 6.62
6/8/01 13.5 60.7 531.61 8 230.5 6.65
6/1/01 13 54.75 526.94 7.03 237.2 9.75
5/25/01 13.19 57.01 533.01 8.24 256.23 18.55
5/18/01 12.5 48.8 532.02 8.02 251.66 16.44
5/11/01 12.29 46.3 508.71 3.26 250.74 16.01
5/4/01 12.7 51.18 517.17 4.93 257.58 19.18
4/27/01 11.73 39.63 506.86 2.83 256.32 18.59
4/20/01 10.8 28.56 493.38 0.06 248.14 14.81
4/13/01 9.51 13.2 474.98 -3.68 238.78 10.48
4/6/01 9.0313 6.13 447.44 -9.28 231.85 7.22
3/30/01 9.2813 9.06 459.92 -6.76 236.53 9.39
3/23/01 9.4375 10.9 457.95 -7.17 224.42 3.79
3/16/01 9.25 8.7 460.07 -6.74 236.69 9.46
3/9/01 9.6875 13.84 496.78 0.68 255.71 18.26
3/2/01 9.0625 6.49 499.96 1.28 247.64 14.52
2/23/01 9.5 11.63 498.26 0.92 246.71 14.09
2/16/01 9.9375 16.77 519.23 5.14 242.27 12.04
2/9/01 9.25 8.7 519.95 5.24 237.86 10
2/2/01 8.125 -4.52 518.29 4.89 221.35 2.37
1/26/01 8.9375 5.02 519.01 5 223.64 3.42
1/19/01 9.375 10.16 504.35 2.02 215.01 -0.5
1/12/01 9.5625 12.37 507.83 2.71 212.99 -1.5
1/5/01 9.3125 7.97 489.37 -1.04 217.27 0.43
Data Range 01/02/2001 to 06/27/2001
Source: Bloomberg Professional
Date: June 26, 2001
"THEY HAVE TREMENDOUS CASH FLOWS AND A TREMENDOUS BALANCE SHEET
SO IT DOESN'T TAKE A GENIUS TO SEE THAT THIS COMPANY IS IMPROVING."
Dow Jones Newswire, 6/26/01, Mike Smith, analyst, Fahnestock & Company**
Whose Interests Are Really Aligned With Yours?
Jamie Coulter Guy Adams
/X/ Experienced, award-winning restaurateur: / / Self-styled "Business-Consultant":
o Over 10 years of service to Lone Star o NO corporate experience
o 30 years of executive experience and success in o NO board experience
the restaurant industry o NO restaurant experience
o Forbes Best Small Company in America for three
consecutive years / / Enjoined by a Federal Court for filing false and misleading
/X/ Has delivered: proxy information. Guy Adams is not the "independent"
o A 35% improvement in Lone Star's stock price in 2001 voice he portrays himself to be. A federal judge had real
o Strong first quarter 2001 results and a healthy, debt-free concerns about Guy Adams' independence, stating,
balance sheet "...there's something going on that we don't know about
o Strong EBITDA cash flow in excess of $57 million with respect to persons supporting Mr. Adams..."**
annually over the last seven years We believe he is influenced and controlled by:
o $12.4 million in cash dividends to Lone Star o His private investment consulting client, who owns
stockholders over the past 12 months over $1 million worth of Lone Star stock; and
o Stock repurchases of over $165 million representing o Craig Corp., a company with a history of hostile
more than 41% of the outstanding shares takeovers and proxy contests
/X/ Owns 2,395,393 shares of Lone Star stock. / / Owns 1,100 shares of Lone Star stock held for
only 20 weeks.
/X/ Purchased 365,000 shares of Lone Star stock in the open / / Purchased 1,000 shares of Lone Star stock in 2000
market in 1999, investing more than $3.2 million of his and sold them 48 days later.
personal funds.
Jamie Coulter
Protect Your Investment In Lone Star.
Vote Your WHITE Proxy To Re- elect Jamie Coulter.
*Total return for stockholders from 1/2/01 to 6/27/01
Source: Bloomberg Financial Markets
**Permission to use quotation neither sought nor obtained
To support Jamie Coulter, ignore the gold proxy card.You must use the WHITE
card to vote for Jamie Coulter. If you have any questions or require any
assistance in executing or delivering your proxy, please call our
proxy solicitor, INNISFREE M&A INCORPORATED, at 1-888-750-5834 (TOLL FREE).