-----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, HBkgf/PFEdEpIUE7wrRmpAcKQGqzNaR1p4LQO1wemtKj8N00lTTvCP5Rbno1QyAD wpKCjKXAfQocGYuHFQLWuQ== 0001299933-07-001863.txt : 20070326 0001299933-07-001863.hdr.sgml : 20070326 20070326171546 ACCESSION NUMBER: 0001299933-07-001863 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070320 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070326 DATE AS OF CHANGE: 20070326 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: 0129 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11313 FILM NUMBER: 07718920 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 htm_19170.htm LIVE FILING CKE Restaurants, Inc. (Form: 8-K)  

 


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):   March 20, 2007

CKE Restaurants, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 1-11313 33-0602639
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
6307 Carpinteria Ave., Ste. A, Carpinteria, California   93013
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   (805)745-7500

Not Applicable
______________________________________________
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:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 20, 2007, the Board of Directors of CKE Restaurants, Inc. (the "Company") accepted and confirmed its Compensation Committee’s approval of certain changes to the current compensatory arrangements with four of the Company’s named executive officers: Andrew F. Puzder, President and Chief Executive Officer, E. Michael Murphy, General Counsel and Chief Administrative Officer, Theodore Abajian, Executive Vice President and Chief Financial Officer and Brad R. Haley, Executive Vice President, Marketing.

The Company’s employment agreements with Messrs. Puzder, Murphy and Abajian each provide for a minimum base annual salary, subject to increase from time to time by the Compensation Committee in its sole discretion. The Compensation Committee has approved an increase in the annual salaries of Messrs. Puzder, Murphy and Abajian, effective as of the beginning of the Company’s 2008 fiscal year. Mr. Puzder’s annual salary was increased from $1,000,000 to $1,070,000, Mr . Murphy’s annual salary was increased from $525,000 to $561,750 and Mr. Abajian’s annual salary was increased from $425,000 to $454,750.

The Company’s employment agreement with Mr. Haley provides for an annual bonus for fiscal years ending in January 2005, 2006 and 2007, in the amount determined by the Company’s Chief Executive Officer, in his sole discretion. Mr. Haley’s employment agreement was amended to extend the annual bonus provided for therein to fiscal years ending in January 2008, 2009 and 2010.





Item 7.01 Regulation FD Disclosure.

On March 26, 2007, the Company announced that its Board of Directors has declared a first quarter cash dividend of $0.06 per share of its common stock to be paid on June 11, 2007 to its stockholders of record at the close of business on May 21, 2007. The press release is attached as Exhibit 99.1 hereto. This information, including Exhibit 99.1, shall be deemed to be "furnished" in accordance with SEC release numbers 33-8216 and 34-47583.





Item 9.01 Financial Statements and Exhibits.

The following exhibit is included herewith:

Exhibit 99.1, Press release, dated March 26, 2007, issued by CKE Restaurants, Inc.






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.
          
March 26, 2007   By:   /s/ Theodore Abajian
       
        Name: Theodore Abajian
        Title: Executive Vice President and Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press release, dated March 26, 2007, issued by CKE Restaurants, Inc.
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Contact:
John Beisler
Vice President – Investor Relations
CKE Restaurants, Inc.
805-745-7750

CKE RESTAURANTS, INC. ANNOUNCES 50 PERCENT INCREASE IN QUARTERLY CASH DIVIDEND

First Quarter Dividend of $0.06 Per Common Share Declared

CARPINTERIA, Calif. – March 26, 2007 –CKE Restaurants, Inc. (NYSE: CKR) announced that on March 20, 2007, its Board of Directors declared a first quarter dividend of $0.06 per share of common stock to be paid on June 11, 2007 to its stockholders of record at the close of business on May 21, 2007. The Company had 67,198,004 shares of common stock issued and outstanding as of March 20, 2007.

Andrew F. Puzder, president and chief executive officer commented, “Our Board of Directors’ approval of a 50 percent increase in our quarterly cash dividend reflects both the Board’s and my increased confidence in the continued financial stability of our Company and the potential of our future growth plans. Over the past two years, we have returned more than $102 million to our shareholders through quarterly cash dividends ($17.2 million) and share repurchases ($85.1 million). This dividend increase further underscores our commitment to returning capital to our stockholders.”

As of the end of its fiscal 2007 third quarter, CKE Restaurants, Inc., through its subsidiaries, had a total of 3,113 franchised, licensed or company-operated restaurants in 43 states and in 14 countries, including 1,079 Carl’s Jr. restaurants, 1,923 Hardee’s restaurants and 95 La Salsa Fresh Mexican Grillâ 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 that are often difficult to predict and beyond our control. 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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