-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LR8J5J21jgbnUM6ZZoCBOmOK6YLgs7ZILYOLSGIc7zXYIY6rtmOweqN6jF7Q6N8g df9NY27k6+zoTZL1GoPEJQ== 0000950120-98-000399.txt : 19981105 0000950120-98-000399.hdr.sgml : 19981105 ACCESSION NUMBER: 0000950120-98-000399 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981102 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GIANT GROUP LTD CENTRAL INDEX KEY: 0000041296 STANDARD INDUSTRIAL CLASSIFICATION: [9995] IRS NUMBER: 230622690 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-04323 FILM NUMBER: 98737791 BUSINESS ADDRESS: STREET 1: 9000 SUNSET BLVD. STREET 2: 16TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: 3102735678 MAIL ADDRESS: STREET 1: 9000 SUNSET BLVD. STREET 2: 16TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90069 FORMER COMPANY: FORMER CONFORMED NAME: GIANT PORTLAND & MASONRY CEMENT CO DATE OF NAME CHANGE: 19850610 FORMER COMPANY: FORMER CONFORMED NAME: GIANT PORTLAND CEMENT CO DATE OF NAME CHANGE: 19770921 8-K 1 FORM 8-K ================================================================= SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) - NOVEMBER 2, 1998 GIANT GROUP, LTD. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE 1-4323 23-0622690 (STATE OR OTHER JURISDICTION (COMMISSION (I.R.S. EMPLOYER OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.) 9000 SUNSET BOULEVARD, LOS ANGELES, CALIFORNIA 90069 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE - (310) 273-5678 NOT APPLICABLE ---------------------------------------------------------------- (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT) ================================================================= ITEM 5. OTHER EVENTS On November 2, 1998, GIANT GROUP, LTD. (the "Company"), Rally's Hamburgers, Inc. and Checkers Drive-In Restaurants, Inc. announced the termination of the Letter of Intent, dated as of September 25, 1998, which had provided for an exclusive negotiation period during which the three companies would seek to enter into an agreement for a merger to combine the three companies. The Company had filed a Current Report on Form 8-K for an event of September 25, 1998 announcing its entry into the Letter of Intent and included a copy of the Letter of Intent as an exhibit thereto. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Press Release, dated November 2, 1998. -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. GIANT GROUP, LTD. By: /s/ William H. Pennington ----------------------------------- Name: William H. Pennington Title: Vice President Dated: November 4, 1998 -3- Exhibit Index ------------- Exhibit Description ------- ----------- 99.1 Press Release, dated November 2, 1998. -4- EX-99 2 EXHIBIT 99.1 GIANT GROUP, LTD. RALLY'S HAMBURGERS, INC. AND CHECKERS DRIVE-IN RESTAURANTS, INC. TERMINATE PROPOSED MERGER FOR IMMEDIATE RELEASE NOVEMBER 2, 1998 GIANT GROUP, LTD. (NYSE:GPO), RALLY'S HAMBURGERS, INC. (NASDAQ:RLLY), AND CHECKERS DRIVE-IN RESTAURANTS, INC. (NASDAQ:CHKR) announced today the termination of their proposed merger. The merger was terminated when the definitive merger agreement could not be finalized within the allowed time period. GIANT owns approximately 11% of Rally's stock and Rally's owns approximately 26% of Checkers' stock. Jay Gillespie, CEO of Checkers and Rally's stated that "we will continue to move forward on our strategic initiatives, which are designed to increase sales and improve margins". A spokesman for GIANT said that despite the termination of the transaction, GIANT remains enthusiastic about the progress made by the management of Rally's and Checkers. Additional Information: Jay Gillespie, CEO of Rally's and Checkers at (727) 519-2000 Burt Sugarman, CEO of GIANT at (310) 273-5678 -----END PRIVACY-ENHANCED MESSAGE-----