-----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, P1+O4vZzwKWSK8VErChpCsl9EjWa/XX9wMp6edStt1LVUeDU4lmxj4/e0wTYzs4F f7jalD+pq6XqddJI7IPWIQ== 0000892569-98-000179.txt : 19980128 0000892569-98-000179.hdr.sgml : 19980128 ACCESSION NUMBER: 0000892569-98-000179 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980115 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980127 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CKE RESTAURANTS INC CENTRAL INDEX KEY: 0000919628 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 330602639 STATE OF INCORPORATION: DE FISCAL YEAR END: 0127 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11313 FILM NUMBER: 98513978 BUSINESS ADDRESS: STREET 1: 1200 N HARBOR BLVD CITY: ANAHEIM STATE: CA ZIP: 92801 BUSINESS PHONE: 7147745796 8-K 1 FORM 8-K 1 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: January 15, 1998 CKE RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Delaware 1-13192 33--0602639 - ---------------------------- ----------- ------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification Number) 1200 North Harbor Boulevard, Anaheim, California 92801 (Address of principal executive offices) (714) 774-5796 (Registrant's telephone number, including area code) 2 Item 5. Other Events On January 15, 1998, CKE Restaurants, Inc. ("CKE") announced that CKE has entered into a Letter of Intent with Advantica Restaurant Group, Inc. and Spartan Holdings, Inc. regarding a proposed transaction pursuant to which CKE agreed to purchase from Spartan Holdings, Inc. all of the issued and outstanding shares of common stock of Flagstar Enterprises, Inc. ("FEI"), an Alabama corporation and its subsidiaries for a purchase price of approximately $369,100,000 in cash and the assumption of $45.6 million in capital lease liabilities plus up to $38.1 million in liabilities. Such purchase price is subject to adjustment based on the net operating liabilities of FEI as of the closing date. Item 7. Financial Statements and Exhibits (c) Exhibits 99 Press Release - January 15, 1998 - CKE Restaurants Announces Plans to Purchase Hardee's Franchises from Advantica Restaurant Group. 3 SIGNATURES 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 hereunto duly authorized. CKE RESTAURANTS, INC. Dated: January 27, 1998 /s/ CARL A. STRUNK -------------------------------- Carl A. Strunk Executive Vice President Chief Financial Officer 4 EXHIBIT INDEX 99 Press Release - January 15, 1998 - CKE Restaurants Announces Plans to Purchase Hardee's Franchises from Advantica Restaurant Group. EX-99 2 PRESS RELEASE 1 NEWS RELEASE FOR: CKE Restaurants, Inc. CONTACT: Andrew F. Puzder 805.898.7134 [CKE RESTAURANTS LETTERHEAD] Loren Pannier 714.778.7109 CKE RESTAURANTS ANNOUNCES PLANS TO PURCHASE HARDEE'S FRANCHISES FROM ADVANTICA RESTAURANT GROUP ANAHEIM, Calif. - January 15, 1998 - CKE Restaurants, Inc. (NYSE:CKR) ("CKE") parent of Hardee's Food Systems, Inc. ("Hardee's") announced today that it has signed a letter of intent to purchase from Advantica Restaurant Group, Inc. ("Advantica") its 557-unit Hardee's franchise subsidiary for approximately $369 million in cash plus the assumption of certain liabilities. The parties anticipate the transaction will close by the end of March. CKE's Hardee's subsidiary currently owns and operates 867 Hardee's restaurants and is the franchisor or licensor for 2,181 additional units. Advantica currently is Hardee's largest franchisee. Following the closing, Hardee's will own and operate 1,424 units and will be the franchisor or licensor for 1,624 units. Advantica's Hardee's subsidiary produced $603 million in revenues in 1996. Revenues for the first three quarters of 1997 were $417 million. Additionally, as part of the transaction, Advantica, which was formerly known as Flagstar Companies, Inc., will dismiss its pending arbitration claim against Hardee's. "This purchase, at an attractive price, is a significant step toward balancing Hardee's franchise and company store system," said William P. Foley II, CKE's chairman and chief executive officer. "It allows us to commit the necessary resources and efforts to these units to support the growth and development of our brand. In addition, the opportunity to improve operating margins through the direct ownership of these restaurants will enhance CKE's shareholder value." -- more -- 2 CKE Restaurants, Inc. Page 2 Rory J. Murphy, Hardee's president and chief operating officer, said, "This is a great strategic step for our brand. We will, in a single stroke, significantly increase our revenues without comparably increasing our expenses due to the obvious operating efficiencies and synergies inherent in absorbing 557 restaurants that are already Hardee's. We also believe that this purchase will have a very positive impact on the franchise community as a whole by eliminating a potentially contentious dispute and reemphasizing our commitment to increase the profitability of the entire Hardee's system. I am extremely excited by this purchase." CKE Restaurants, Inc., through its subsidiaries and its franchisees and licensees, operates 696 Carl's Jr. and 26 Rally's quick-service restaurants, including 115 Carl's Jr./Green Burrito dual-brand locations, primarily located in California, Nevada, Oregon, Arizona and Mexico; 3,048 Hardee's quick-service restaurants in 39 states and 11 foreign countries including 79 Carl's Jr./Hardee's dual-brand locations; 109 Taco Bueno quick-service restaurants, 95 JB's Restaurants, and six Galaxy Diner restaurants. ### -----END PRIVACY-ENHANCED MESSAGE-----