-----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, UaCWz6+xvD7RxREukQpNdic2KGVRKs9HvCUMNKuuA4MLyzzyo+Io8QjAqJwpWJK1 xQvvnDkFrw7PpV5eGLS0CQ== 0001193125-03-015649.txt : 20030701 0001193125-03-015649.hdr.sgml : 20030701 20030701151627 ACCESSION NUMBER: 0001193125-03-015649 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030701 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030701 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: 03767853 BUSINESS ADDRESS: STREET 1: 401 WEST CARL KARCHER WAY CITY: ANAHEIM STATE: CA ZIP: 92801 BUSINESS PHONE: 7147745796 MAIL ADDRESS: STREET 1: 401 WEST CARL KARCHER WAY CITY: ANAHEIM STATE: CA ZIP: 92801 8-K 1 d8k.htm FORM 8-K 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): July 1, 2003

 


 

CKE RESTAURANTS, INC.

(Exact name of Registrant as specified in charter)

 

Delaware   1-11313   33-0602639

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

3916 State Street, Ste. 300, Santa Barbara, CA   93105
(Address of principal executive offices)   (Zip Code)

 

(805) 898-8408

(Registrant’s telephone number, including area code)

 

Not Applicable

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

 



Item 7.   Financial Statements and Exhibits.

 

(a) – (b) Not applicable.

 

(c)          Exhibits.

 

               The following exhibit is included herewith:

 

Exhibit

Number


  

Description


99.1

   Press release, dated July 1, 2003, issued by CKE Restaurants, Inc.

 

Item 9.   Regulation FD Disclosure (Information Provided Under Item 12).

 

The following information is furnished pursuant to Item 12, “Results of Operations and Financial Condition” of Form 8-K in accordance with SEC Release No. 33-8216.

 

On July 1, 2003, CKE Restaurants, Inc., a Delaware corporation, issued a press release announcing its financial results for the quarter ended May 19, 2003. A copy of the press release is furnished as Exhibit 99.1 to this report.


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.

Date: July 1, 2003      

/s/    THEODORE ABAJIAN        


           

Theodore Abajian

Executive Vice President

Chief Financial Officer

 


EXHIBIT INDEX

 

Exhibit

Number


  

Description


99.1

   Press release, July 1, 2003, issued by CKE Restaurants, Inc.
EX-99.1 3 dex991.htm PRESS RELEASE, JULY 1, 2003 Press Release, July 1, 2003

Exhibit 99.1

 

CKE RESTAURANTS, INC. REPORTS FIRST QUARTER RESULTS

 

  Net loss of $5.8 million, or a net loss of $0.10 per diluted share, versus net income before the cumulative effect of accounting change for goodwill of $13.2 million, or $0.23 per diluted share, in the prior year quarter

 

  Net loss from continuing operations of $3.7 million, or a net loss of $0.06 per diluted share, versus net income from continuing operations before the cumulative effect of accounting change for goodwill of $13.0 million, or $0.23 per diluted share, in the prior year quarter

 

  Carl’s Jr. segment operating income of $18.4 million, versus operating income of $18.9 million in the prior year quarter

 

  Hardee’s segment operating loss of $10.7 million, versus operating income of $0.8 million in the prior year quarter

 

  Approximately 85 percent of the Hardee’s system converted to the new Thickburger menu (100 percent of company-operated and approximately 80 percent of franchised restaurants converted)

 

SANTA BARBARA, CA. — July 1, 2003 — CKE Restaurants, Inc. (NYSE:CKR) announced today First Quarter results and the filing of its Report on Form 10-Q with the Securities and Exchange Commission (“SEC”) for the quarter and 16 week period ended May 19, 2003.

 

EXECUTIVE COMMENTARY

Commenting on the Company’s performance, Andrew F. Puzder, President and Chief Executive Officer said, “At Carl’s Jr., same-store sales declined 0.4 percent in the first quarter following a prior-year increase of 4.2 percent. We believe that competitive industry discounting has minimally impacted Carl’s Jr. and that same-store sales were influenced this quarter by difficult prior-year comparisons and the timing of new products and media campaigns.”

 

“Operating income at Carl’s Jr. of $18.4 million for the quarter was essentially flat over the prior year quarter when we reported operating income of $18.9 million. The slight decline in sales at Carl’s Jr., combined with increased utility and insurance costs this quarter, led to lower restaurant-level margins of 21.0 percent, down from 22.7 percent in the prior year quarter. We took a modest price increase late in the quarter to help offset increased costs.”

 

“At Hardee’s, same-store sales declined 3.8 percent in the first quarter, following a prior-year increase of 0.3 percent. Extreme winter weather conditions in the Midwest and Southeast, where the brand is primarily located, negatively impacted sales early in the quarter. In addition, menu deletions associated with the rollout of the Thickburger menu and the disparity in timing between the introduction of Thickburgers and commencement of media support for these products also contributed to the sales decline. During the quarter, 100 percent of company-operated restaurants were converted to the new menu.”

 

“Lower sales at company-operated restaurants along with higher training costs and increased introductory discounting associated with the Thickburger menu roll-out, primarily led to the decline in restaurant-level margins year-over-year. Restaurant-level margins were 7.7 percent in the first quarter, down from 12.3 percent in the prior year quarter. These factors along with lower net franchise income than in the prior year resulted in an operating loss of $10.7 million for the quarter at the brand.”

 

“During period four — the last accounting period of the quarter — crew training was substantially complete and introductory price discounting curtailed and Hardee’s margins were normalizing close to prior year levels, notwithstanding the same-store sales decline of 4.0 percent during period four. With 100 percent of company-operated Hardee’s restaurants now converted to the new menu for at least three months, we are beginning to see sales improve, as reflected by the brand’s 0.4 percent same-store sales increase in period five.”

 

“Because our strategy at Hardee’s is intended to fundamentally change — and positively influence — the way consumers perceive the brand, results may vary in the near-term. We remain committed to the potential of our strategy over the long-term.”

 

CKE Restaurants, Inc., through its subsidiaries, franchisees and licensees, operates over 3,200 restaurants, including 1,000 Carl’s Jr. restaurants, 2,181 Hardee’s restaurants, and 97 La Salsa Fresh Mexican Grills in 44 states and in 14 countries.

 

SEC FILINGS

The Company’s filings with the SEC are available to investors at www.shareholder.com/cke/investors.cfm.

 

CONFERENCE CALL


The Company will host a conference call and webcast to discuss its first quarter results on July 2, 2003 at 11:30 a.m. (EST) / 8:30 a.m. (PST). The Company invites investors to listen to the live audio cast of the conference call at http://www.shareholder.com/cke/medialist.cfm.

 

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, anticipated and unanticipated restaurant closures for the Company and its franchisees, 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, changes in the price or availability of commodities, availability and cost of energy, workers’ compensation and general liability premiums and claims experience, changes in the Company’s suppliers’ ability 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.


Consolidated Statements of Operations

 

     Sixteen Weeks Ended

 
     May 19,
2003


    May 20,
2002


 

Revenue:

                

Company-operated restaurants

   $ 339,042     $ 343,849  

Franchised and licensed restaurants and other

     80,516       80,548  
    


 


Total revenue

     419,558       424,397  
    


 


Operating costs and expenses:

                

Restaurant operations:

                

Food and packaging

     100,097       99,802  

Payroll and other employee benefit expenses

     112,635       110,564  

Occupancy and other operating expenses

     79,021       74,506  
    


 


       291,753       284,872  

Franchised and licensed restaurants and other

     66,329       61,653  

Advertising expenses

     21,013       21,974  

General and administrative expenses

     31,358       33,776  

Facility action charges, net

     1,062       3,011  
    


 


Total operating costs and expenses

     411,515       405,286  
    


 


Operating income

     8,043       19,111  

Interest expense

     (12,176 )     (13,049 )

Other income, net

     784       4,209  
    


 


Income (loss) before income taxes, discontinued operations and cumulative effect of accounting change for goodwill

     (3,349 )     10,271  

Income tax expense (benefit)

     353       (2,700 )
    


 


Income (loss) from continuing operations

     (3,702 )     12,971  

Income (loss) from operations of discontinued segment (net of income tax expense (benefit) of $(1) and $15 for the sixteen weeks ended May 19, 2003 and May 20, 2002, respectively)

     (2,114 )     202  
    


 


Income (loss) before cumulative effect of accounting change for goodwill

     (5,816 )     13,173  

Cumulative effect of accounting change for goodwill

     —         (175,780 )
    


 


Net loss

   $ (5,816 )   $ (162,607 )
    


 


Basic income (loss) per common share:

                

Continuing operations

   $ (0.06 )   $ 0.23  

Discontinued operations (including loss on discontinuance of segment)

     (0.04 )     —    
    


 


Income (loss) before cumulative effect of accounting change

     (0.10 )     0.23  

Cumulative effect of accounting change for goodwill

     —         (3.18 )
    


 


Net loss

   $ (0.10 )   $ (2.95 )
    


 


Diluted income (loss) per common share:

                

Continuing operations

   $ (0.06 )   $ 0.23  

Discontinued operations (including loss on discontinuance of segment)

     (0.04 )     —    
    


 


Income (loss) before cumulative effect of accounting change

     (0.10 )     0.23  

Cumulative effect of accounting change for goodwill

     —         (3.06 )
    


 


Net loss

   $ (0.10 )   $ (2.83 )
    


 


Weighted-average common shares outstanding:

                

Basic

     58,980       55,310  

Dilutive effect of stock options

     —         2,048  
    


 


Diluted

     58,980       57,358  
    


 


 

These statements should be read in conjunction with the Company’s Quarterly Report on Form 10-Q for the quarter ended May 19, 2003

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