-----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, FGRTrrZGqo7ULHKw3pBCiY5Co1MOMzQWXkb69Dc8V+6aAT/WWDwyvoYKYO2bDX4p D5+Ezwv08pUBD8Rm/DuyCA== 0000950137-04-007583.txt : 20040909 0000950137-04-007583.hdr.sgml : 20040909 20040909152027 ACCESSION NUMBER: 0000950137-04-007583 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040903 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20040909 DATE AS OF CHANGE: 20040909 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: 0125 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11313 FILM NUMBER: 041022784 BUSINESS ADDRESS: STREET 1: 6307 CARPINTERIA AVENUE STREET 2: SUITE A CITY: CARPINTERIA STATE: CA ZIP: 93013 BUSINESS PHONE: (805)898-8408 MAIL ADDRESS: STREET 1: 6307 CARPINTERIA AVENUE STREET 2: SUITE A CITY: CARPINTERIA STATE: CA ZIP: 93013 8-K 1 a01765e8vk.htm FORM 8-K e8vk
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UNITED STATES
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) September 3, 2004

CKE Restaurants, Inc.

(Exact name of registrant as specified in its charter)
         
Delaware   1-11313   33-0602639

 
 
 
 
 
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)
     
6307 Carpinteria Avenue, Suite A, Carpinteria, CA   93013

 
 
 
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (805) 745-7500


(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


TABLE OF CONTENTS

Section 7 – Regulation FD
Item 7.01. Regulation FD Disclosure
Section 8 – Other Events
Item 8.01. Other Events
Section 9 – Financial Statements and Exhibits
Item 9.01 – Financial Statements and Exhibits.
SIGNATURE
EXHIBIT 99.1


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Section 7 – Regulation FD

    Item 7.01. Regulation FD Disclosure

The press release announcing the transaction discussed under Item 8.01 below is furnished as an exhibit to this Current Report on Form 8-K. The information included in Exhibit 99.1 shall be deemed to be “furnished” in accordance with SEC release numbers 33-8216 and 34-47583.

Section 8 – Other Events

    Item 8.01. Other Events

On September 3, 2004, Santa Barbara Restaurant Group, Inc., a wholly-owned subsidiary of the Registrant, sold its 100 percent equity interest in Timber Lodge Steakhouse, Inc., to T-Lodge Acquisition Corp., a privately held corporation whose owners include certain former Registrant employees who previously managed Timber Lodge. The Registrant received aggregate purchase price of approximately $8.8 million in connection with the sale.

Section 9 – Financial Statements and Exhibits

    Item 9.01 – Financial Statements and Exhibits.

The following exhibit is included herewith:

     
Exhibit Number
  Description
99.1
  Press release, dated September 7, 2004, issued by CKE Restaurants, Inc.

2


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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 hereunto duly authorized.
         
Date: September 9, 2004  CKE RESTAURANTS, INC.
 
 
  /s/ Theodore Abajian    
  Theodore Abajian   
  Executive Vice President and Chief Financial Officer   

3


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Exhibit Number
  Description
99.1
  Press release, dated September 7, 2004, issued by CKE Restaurants, Inc.

4

EX-99.1 2 a01765exv99w1.htm EXHIBIT 99.1 exv99w1
 

Exhibit 99.1

Press Release Source: CKE Restaurants, Inc.

CKE Restaurants, Inc. Announces Sale of Timber Lodge Steakhouse, Inc.
Tuesday, September 7, 2004, 2:53 pm ET

CARPINTERIA, Calif., Sept. 7 — CKE Restaurants, Inc. (NYSE: CKR — News), announced today the sale of Timber Lodge Steakhouse, Inc. in a buyout led by certain members of the Timber Lodge management team. According to the terms of the transaction, Santa Barbara Restaurant Group, Inc., a wholly-owned subsidiary of CKE, has sold its 100 percent equity interest in Timber Lodge for approximately $8.8 million, which includes approximately $7.0 million in cash and approximately $1.8 million in secured notes. The buyer is T-Lodge Acquisition Corp., a privately-held corporation whose owners include certain members of the management team of Timber Lodge and other investors. The transaction closed on September 3, 2004.

CKE Restaurants, Inc., through its subsidiaries, has a total of 3,222 franchised or company-owned restaurants in 44 states and in 14 countries, including 1,016 Carl’s Jr.® restaurants, 2,081 Hardee’s® restaurants and 106 La Salsa Fresh Mexican Grill® restaurants.

SAFE HARBOR DISCLOSURE

Matters discussed in this news release contain forward-looking statements relating to future plans and developments, financial goals and operating performance that are based on management’s current beliefs and assumptions. Such statements are subject to risks and uncertainties. Factors that could cause the Company’s results to differ materially from those described include, but are not limited to, whether or not restaurants will be closed and the number of restaurant closures, consumers’ concerns or adverse publicity regarding the Company’s products, effectiveness of operating and product initiatives and advertising and promotional efforts (particularly at the Hardee’s brand), changes in economic conditions or prevailing interest rates, changes in the price or availability of commodities, availability and cost of energy, workers’ compensation, employee health insurance costs and general liability premiums and claims experience, changes in the Company’s suppliers’ abilities to provide quality and timely products to the Company, delays in opening new restaurants or completing remodels, severe weather conditions, the operational and financial success of the Company’s franchisees, franchisees’ willingness to participate in our strategy, availability of financing for the Company and its franchisees, unfavorable outcomes on litigation, changes in accounting policies and practices, new legislation or government regulation (including environmental laws), the availability of suitable locations and terms for the sites designed for development, and other factors as discussed in the Company’s filings with the Securities and Exchange Commission.

Forward-looking statements speak only as of the date they are made. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law or the rules of the New York Stock Exchange.

    

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