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0000897423-05-000041.txt : 20050211
0000897423-05-000041.hdr.sgml : 20050211
20050211164239
ACCESSION NUMBER: 0000897423-05-000041
CONFORMED SUBMISSION TYPE: SC 13G/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20050211
DATE AS OF CHANGE: 20050211
GROUP MEMBERS: ANNIE R. BASS GRANDSON'S TRUST FOR LEE M. BASS
GROUP MEMBERS: ANNIE R. BASS GRANDSON'S TRUST FOR SID R. BASS
GROUP MEMBERS: CLIVE D. BODE
GROUP MEMBERS: LEE C. HALLMAN TRUST
GROUP MEMBERS: LEE M. BASS, INC.
GROUP MEMBERS: MARY S. HALLMAN TRUST
GROUP MEMBERS: PETER STERLING
GROUP MEMBERS: SID R. BASS, INC.
GROUP MEMBERS: STERLING 1990 TRUST
GROUP MEMBERS: THE AIRLIE GROUP, L.P.
GROUP MEMBERS: WILLIAM P. HALLMAN III TRUST
GROUP MEMBERS: WILLIAM P. HALLMAN, JR.
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: LA QUINTA PROPERTIES INC
CENTRAL INDEX KEY: 0000314661
STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011]
IRS NUMBER: 953520818
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-32774
FILM NUMBER: 05599366
BUSINESS ADDRESS:
STREET 1: 909 HIDDEN RIDGE SUITE 600
CITY: IRVING
STATE: TX
ZIP: 75038
BUSINESS PHONE: 7814336000
MAIL ADDRESS:
STREET 1: 909 HIDDEN RIDGE SUITE 600
CITY: IRVING
STATE: TX
ZIP: 75038
FORMER COMPANY:
FORMER CONFORMED NAME: MEDITRUST CORP
DATE OF NAME CHANGE: 19971114
FORMER COMPANY:
FORMER CONFORMED NAME: SANTA ANITA REALTY ENTERPRISES INC
DATE OF NAME CHANGE: 19920703
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: AIRLIE GROUP LP ET AL
CENTRAL INDEX KEY: 0000904429
STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000]
IRS NUMBER: 000000000
STATE OF INCORPORATION: TX
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
BUSINESS ADDRESS:
STREET 1: 201 MAIN ST
STREET 2: SUITE 3200
CITY: FORT WORTH
STATE: TX
ZIP: 76102
BUSINESS PHONE: 817-390-8400
MAIL ADDRESS:
STREET 1: 201MAIN STREET
STREET 2: SUITE 2500
CITY: FORTWORTH
STATE: TX
ZIP: 76102
SC 13G/A
1
laquinta13g.htm
<SUBMISSION>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G**
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
La Quinta Properties, Inc.
La Quinta Corporation
(formerly
Meditrust Corporation
Meditrust Operating Company)
(Name of Issuers)
Common Stock
(Title of Class of Securities)
50419U202
(CUSIP Number)
December 31, 2004
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
/ / Rule 13d-1(b)
/ / Rule 13d-1(c)
/X/ Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
**The total number of shares reported herein is 4,010,000, which constitutes approximately 2.2% of the 178,760,000 shares deemed outstanding pursuant to Rule 13d-3(d)(1). Unless otherwise stated herein, all other ownership percentages set forth herein assume that there are 178,700,000 shares outstanding. As of October 28, 2004, there were 188,100,000 shares of La Quinta Corporation outstanding and 178,700,000 shares of La Quinta Properties, Inc. class B common stock outstanding.
1. Name of Reporting Person:
Sid R. Bass, Inc.
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: 1,050,251 (1)
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: 1,050,251 (1)
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
1,050,251
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.6%
12. Type of Reporting Person: CO
- ----------------------------
(1) Power is exercised through its Chief Executive Officer, Sid R. Bass.
1. Name of Reporting Person:
Lee M. Bass, Inc.
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: 1,050,251 (1)
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: 1,050,251 (1)
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
1,050,251
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.6%
12. Type of Reporting Person: CO
- ----------------------------
(1) Power is exercised through its Chief Executive Officer, Lee M. Bass.
1. Name of Reporting Person:
Peter Sterling
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Peter Sterling is a citizen of the United States of America.
5. Sole Voting Power: -0-
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: -0-
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
-0-
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.0%
12. Type of Reporting Person: IN
- ---------------
1. Name of Reporting Person:
The Airlie Group L.P.
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Delaware
5. Sole Voting Power: -0-
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: -0-
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
-0-
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.0%
12. Type of Reporting Person: PN
- ----------------------------
1. Name of Reporting Person:
William P. Hallman, Jr.
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: William P. Hallman, Jr. is a citizen of the United States of America.
5. Sole Voting Power: 601,309
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: 601,309
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
601,309
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.3%
12. Type of Reporting Person: IN
- ----------------------------
1. Name of Reporting Person:
Annie R. Bass Grandson's Trust for Sid R. Bass
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: -0-
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: -0-
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
-0-
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.0%
12. Type of Reporting Person: 00 - Trust
- ----------------------------
1. Name of Reporting Person:
Annie R. Bass Grandson's Trust for Lee M. Bass
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: -0-
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: -0-
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
-0-
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.0%
12. Type of Reporting Person: 00 - Trust
- ----------------------------
1. Name of Reporting Person:
Clive D. Bode
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Clive D. Bode is a citizen of the United States of America.
5. Sole Voting Power: 1,248,189
Number of
Shares
Beneficially 6. Shared Voting Power -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: 1,248,189
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
1,308,189 (1)
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.7% (2)
12. Type of Reporting Person: IN
- ---------------
(1) Assumes the exercise of director options held by Mr. Bode to purchase 60,000 shares of Common Stock.
(2) Assumes, pursuant to Rule 13d-3(d)(1)(i), that there are 178,760,000 shares of the Stock outstanding.
1. Name of Reporting Person:
Sterling 1990 Trust
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: -0-
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: -0-
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
-0-
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.0%
12. Type of Reporting Person: 00 - Trust
- ----------------------------
1. Name of Reporting Person:
Lee C. Hallman Trust
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: -0-
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: -0-
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
-0-
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.0%
12. Type of Reporting Person: 00 - Trust
- ----------------------------
1. Name of Reporting Person:
Mary S. Hallman Trust
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: -0-
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: -0-
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
-0-
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.0%
12. Type of Reporting Person: 00 - Trust
- ----------------------------
1. Name of Reporting Person:
William P. Hallman III Trust
2. Check the Appropriate Box if a Member of a Group:
(a) / /
(b) / X /
3. SEC Use Only
4. Citizenship or Place of Organization: Texas
5. Sole Voting Power: -0-
Number of
Shares
Beneficially 6. Shared Voting Power: -0-
Owned By
Each
Reporting 7. Sole Dispositive Power: -0-
Person
With
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person:
-0-
10. Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares:
/ /
11. Percent of Class Represented by Amount in Row (9): 0.0%
12. Type of Reporting Person: 00 - Trust
- ----------------------------
Pursuant to Rule 13d-2(b) of Regulation 13D-G of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended, the undersigned hereby amend their Schedule 13G Statement dated February 10, 1999, as amended by Amendment No. 1 dated October 14, 1999, as amended by Amendment No. 2 dated December 3, 1999, as amended by Amendment No. 3 dated February 14, 2001, as amended by Amendment No. 4 dated February 14, 2002, as amended by Amendment No. 5 dated January 30, 2004 (the "Schedule 13G"), relating to the paired Common Stock, $0.10 par value (the "Stock"), of La Quinta Properties, Inc. and La Quinta Corporation (the "Issuer"). Unless otherwise indicated, all defined terms used herein shall have the same meanings as those set forth in the Schedule 13G.
Item 4. Ownership.
Item 4 is hereby amended and restated in its entirety as follows:
(a) - (b)
Reporting Persons
SRB, Inc.
The aggregate number of shares of the Stock that SRB, Inc. owns beneficially, pursuant to Rule 13d-3 of the Act, is 1,050,251, which constitutes approximately 0.6% of the outstanding shares of the Stock.
LMB, Inc.
The aggregate number of shares of the Stock that LMB, Inc. owns beneficially, pursuant to Rule 13d-3 of the Act, is 1,050,251, which constitutes approximately 0.6% of the outstanding shares of the Stock.
PS
PS is not the beneficial owner of any shares of the Stock.
TAG
TAG is not the beneficial owner of any shares of the Stock.
WPH
WPH may, pursuant to Rule 13d-3 of the Act, be deemed to be the beneficial owner of 601,309 shares of the Stock, which constitutes approximately 0.3% of the outstanding shares of the Stock.
ARBS
ARBS is not the beneficial owner of any shares of the Stock.
ARBL
ARBL is not the beneficial owner of any shares of the Stock.
CDB
In his individual capacity, the aggregate number of shares of the Stock that CDB owns beneficially, pursuant to Rule 13d-3 of the Act, is 1,308,189, which constitutes approximately 0.7% of the 178,760,000 shares of the Stock deemed outstanding pursuant to Rule 13d-3(d)(1)(i).
1990 ST
1990 ST is not the beneficial owner of any shares of the Stock.
LCHT
LCHT is not the beneficial owner of any shares of the Stock.
MSHT
MSHT is not the beneficial owner of any shares of the Stock.
WPHIIIT
WPHIIIT is not the beneficial owner of any shares of the Stock.
Controlling Persons
SRB
Because of his position as Chief Executive Officer of SRB, Inc., SRB may, pursuant to Rule 13d-3 of the Act, be deemed to be the beneficial owner of 1,050,251 shares of the Stock, which constitutes approximately 0.6% of the outstanding shares of the Stock.
LMB
Because of his position as Chief Executive Officer of LMB, Inc., LMB may, pursuant to Rule 13d-3 of the Act, be deemed to be the beneficial owner of 1,050,251 shares of the Stock, which constitutes approximately 0.6% of the outstanding shares of the Stock.
EBD
EBD is not the beneficial owner of any shares of the Stock.
TMT-FW
TMT-FW is not the beneficial owner of any shares of the Stock.
DAC
DAC is not the beneficial owner of any shares of the Stock.
WRC
WRC is not the beneficial owner of any shares of the Stock.
(c)
Reporting Persons
SRB, Inc.
Acting through its Chief Executive Officer, SRB, Inc. has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 1,050,251 shares of the Stock.
LMB, Inc.
Acting through its Chief Executive Officer, LMB, Inc. has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 1,050,251 shares of the Stock.
PS
PS has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
TAG
TAG has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
WPH
WPH has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 601,309 shares of the Stock.
ARBS
ARBS has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
ARBL
ARBL has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
CDB
CDB has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 1,248,189 shares of the Stock.
1990 ST
1990 ST has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
LCHT
LCHT has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
MSHT
MSHT has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
WPHIIIT
WPHIIIT has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
Controlling Persons
SRB
In his capacity as Chief Executive Officer of SRB, Inc., SRB has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 1,050,251 shares of the Stock.
LMB
In his capacity as Chief Executive Officer of LMB, Inc., LMB has the sole power to vote or to direct the vote and to dispose or to direct the disposition of 1,050,251 shares of the Stock.
EBD
EBD has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
TMT-FW
TMT-FW has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
DAC
DAC has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
WRC
WRC has no power to vote or to direct the vote or to dispose or to direct the disposition of any shares of the Stock.
Item 5. Ownership of Five Percent or Less of a Class.
Item 5 is hereby amended and restated in its entirety as follows:
The Reporting Persons have ceased to be the beneficial owners of five percent or more of the outstanding shares of the Stock.
After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct.
DATED: February 11, 2005
By: /s/ W. R. Cotham
W. R. Cotham,
Vice President of:
SID R. BASS, INC.
LEE M. BASS, INC.
By: /s/ W. R. Cotham
W. R. Cotham,
Attorney-in-Fact for:
PETER STERLING(1)
/s/ William P. Hallman, Jr.
William P. Hallman, Jr.,
Individually and as Trustee
of each of:
ANNIE R. BASS GRANDSON'S
TRUST FOR SID R. BASS
ANNIE R. BASS GRANDSON'S
TRUST FOR LEE M. BASS
STERLING 1990 TRUST
THE AIRLIE GROUP L.P.,
a Delaware limited partnership
By: EBD L.P.,
a Delaware limited partnership,
General Partner
By: TMT-FW, INC., a Texas
corporation,
General Partner
By: /s/ W. R. Cotham
W. R. Cotham,
Vice President
/s/ Clive D. Bode
Clive D. Bode
/s/ W.R. Cotham
W.R. Cotham,
As Trustee of each of:
LEE C. HALLMAN TRUST
MARY S. HALLMAN TRUST
WILLIAM P. HALLMAN III TRUST
|
(1) A Power of Attorney authorizing W. R. Cotham, et al., to act on behalf of Peter Sterling previously has been filed with the Securities and Exchange Commission.
EXHIBIT INDEX
EXHIBIT DESCRIPTION
99.1 Agreement pursuant to Rule 13d-1(k)(1)(iii), previously filed.
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