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.)
Filed by the Registrant |X|
Filed by a Party other than the Registrant |_|
Check the appropriate box:
|_| Preliminary Proxy Statement
|_| Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)
|X| Definitive Proxy Statement
|_| Definitive Additional Materials
|_| Soliciting Material Pursuant to ss.240.14a-11(c) or ss.240.14a-12
LONE STAR STEAKHOUSE & SALOON, INC.
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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|X| No Fee Required
|_| Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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2. Aggregate number of securities to which transaction applies:
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pursuant to Exchange Act Rule 0-11 (set forth the amount on which
the filing fee is calculated and state how it was determined):
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|_| Fee paid previously with preliminary materials.
|_| Check box if any part of the fee is offset as
provided by Exchange Act Rule 0-11(a)(2) and identify
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number, or the Form or Schedule and the date of its
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1. Amount previously paid:
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-2-
.Return Address
PROXY SERVICES
51 MERCEDES WAY
EDGEWOOD, NY 11717
.Text
LONE STAR STEAKHOUSE & SALOON, INC.
July 2, 2001
Dear Fellow Stockholders:
The 2001 Annual Meeting of Lone Star Steakhouse & Saloon, Inc. is just a few
days away. As you know, Guy Adams, has nominated himself for election to the
Board of Directors in place of Mr. Jamie B. Coulter, the Company's Founding
Chairman, Chief Executive Officer and single largest stockholder.
Under Mr. Coulter's leadership, the Lone Star Board has delivered value as
demonstrated by a year-to-date stock price increase of over 44%; a $.50 per
share dividend: and promising first quarter results.
The Board of Directors needs your support to maintain the positive momentum it
has worked hard to create.
EVERY VOTE COUNTS
Stand with us to realize the potential of this great restaurant company.
Since time is short and your vote is critical, we have established a method that
will enable you to vote by toll-free ProxyGram. You can vote to re-elect Mr.
Coulter to the Board by following the simple steps listed below.
If you have any questions or need assistance in the last minute voting of your
shares, please call our proxy solicitor, Innisfree M&A Incorporated, toll-free
at 888-750-5834.
Thank you for your support,
The Board of Directors of
Lone Star Steakhouse & Saloon
TOLL-FREE PROXYGRAM OPERATORS WHO ARE INDEPENDENT OF THE COMPANY ARE
AVAILABLE TO ASSIST YOU NOW!!!
INSTRUCTIONS
1. Call Toll-Free 1-877-880-9547, anytime, day or night.
2. Tell the operator that you wish to send a collect ProxyGram to
ID No. 8122, Lone Star Steakhouse & Saloon, Inc.
3. State your name, address and telephone number.
4. State the bank or broker at which your shares are held and your
control number as shown below:
Name: ‹NA.1›
Broker: ‹Broker›
Control Number: ‹ControlNum›
Number of Shares: ‹NumShares›
5. Give the operator your voting preferences, using the proxy text
below.
ANNUAL MEETING OF STOCKHOLDERS -JULY 6,2001
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned stockholder of Lone Star Steakhouse & Saloon, Inc., a Delaware
corporation (the "Company"), hereby appoints Jamie B. Coulter and John D. White
with full power of substitution and to each substitute appointed pursuant to
such power, as proxy or proxies, to cast all votes as designated hereon, which
the undersigned stockholder is entitled to cast at the Annual Meeting of the
Stockholders (the "Annual Meeting") of Lone Star Steakhouse & Saloon, Inc., to
be held at 9:00 am., local time on July 6, 2001 at the Sullivan's Steakhouse
restaurant located at 300 Colorado Street, Austin, Texas 78701, and at any and
all adjournments and postponements thereof, with all powers which the
undersigned would possess if personally present (i) as designated below with
respect to the matters set forth below and described in the Notice and Proxy
Statement, and (ii) in their discretion with respect to any other business that
may properly come before the Annual Meeting. The undersigned stockholder hereby
revokes any proxy or proxies heretofore given by the undersigned to others for
such Annual Meeting.
This proxy when properly executed and returned will be voted in the manner
directed by the undersigned stockholder. If no direction is made, this proxy
will be voted as follows: (1) Proposal 1 -FOR the election of the Board of
Directors' nominee; (2) Proposal 2-FOR the ratification of Ernst & Young, LLP as
the Company's independent auditors; and (3) Proposal 3-AGAINST the Stockholder
Proposal.
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "FOR" PROPOSALS 1 AND 2.
1. Election of nominee named below to the Board of Directors
of the Company.
Nominee: Jamie B. Coulter
( ) FOR nominee listed ( ) WITHHOLD AUTHORITY to vote for
above the nominee listed above
2. To ratify the appointment of Ernst & Young, LLP as that Company's
independent auditors for the fiscal year ending December 25, 2001.
( ) FOR ( ) AGAINST ( ) ABSTAIN
THE BOARD OF DIRECTORS RECOMMENDS A VOTE "AGAINST" PROPOSAL 3.
3. Stockholder Proposal.
( ) FOR ( ) AGAINST ( ) ABSTAIN
This proxy may be revoked prior to the time it is voted by delivering to the
Secretary of the Company either a written revocation or a proxy bearing a later
date or by appearing at the Annual Meeting and voting in person.
Please give name to the operator as name appears hereon. When signing as
attorney, administrator, trustee or guardian, give full title as such and when
stock has been issued in the name of two or more persons, all must sign.