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): | July 30, 2012 |
CKE Restaurants, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
| Delaware | 1-11313 and 333-169977 | 33-0602639 |
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_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 6307 Carpinteria Ave., Ste. A, Carpinteria, California | 93013 | |
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_________________________________ (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 8.01 Other Events.
On July 30, 2012, CKE Inc., the parent company of CKE Restaurants, Inc., announced the launch of an initial public offering of 13,333,334 shares of its common stock at an anticipated public offering price between $14.00 and $16.00 per share. Of the shares, 6,666,667 are being offered by CKE Inc. and 6,666,667 are being offered by the sole stockholder of CKE Inc. A copy of CKE Inc.’s press release is attached hereto as Exhibit 99.1.
A registration statement (Registration No. 333-181504) relating to these securities has been filed by CKE Inc. with the Securities and Exchange Commission but has not yet become effective.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is being furnished solely for the purposes of Item 8.01 of this Form 8-K:
99.1 Press Release of CKE Inc. issued July 30, 2012
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. | ||||
| July 30, 2012 | By: |
/s/ Theodore Abajian
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| Name: Theodore Abajian | ||||
| Title: Executive Vice President and Chief Financial Officer | ||||
Exhibit Index
| Exhibit No. | Description | |
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99.1
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Press Release of CKE Inc. issued July 30, 2012 |
CKE INC. LAUNCHES INITIAL PUBLIC OFFERING
CARPINTERIA, Calif. – July 30, 2012 – CKE Inc. (the “Company”) announced today that it has commenced an initial public offering of 13,333,334 shares of its common stock at an anticipated public offering price between $14.00 and $16.00 per share. The Company is offering 6,666,667 of the shares and 6,666,667 are being offered by the sole stockholder of the Company. In addition, the underwriters have an option, exercisable within 30 days after the date of the final prospectus relating to the offering, to purchase up to an additional 2,000,000 shares from the selling stockholder. The Company will not receive any proceeds from the sale of the shares by the selling stockholder. The Company has applied to list its common stock on the New York Stock Exchange under the symbol “CK.”
The Company intends to use a portion of the net proceeds that it receives from the offering to redeem approximately $82.1 million aggregate principal amount of its 11.375% Senior Secured Second Lien Notes due 2018 and to pay the related early redemption premiums (for a total redemption price of approximately $91.5 million plus accrued interest). The Company intends to use the remaining proceeds it receives for general corporate purposes.
The offering is being made through an underwriting group led by Morgan Stanley, Citigroup and Goldman, Sachs & Co. Barclays, Credit Suisse and RBC Capital Markets are also acting as joint book-running managers in the offering. Apollo Global Securities, Cowen and Company and KeyBanc Capital Markets are acting as co-managers of the offering.
This offering will be made only by means of a prospectus. Copies of the preliminary prospectus and, when available, final prospectus relating to the offering may be obtained from: (i) Morgan Stanley at 180 Varick Street, 2nd Floor, New York, NY 10014, Attention: Prospectus Department, Telephone: 866-718-1649, Email: prospectus@morganstanley.com; (ii) Citigroup at Brooklyn Army Terminal, 140 58th Street, Brooklyn, NY 11220, Telephone: 800-831-9146; (iii) Goldman, Sachs & Co. at 200 West Street, New York, NY 10282, Attention: Prospectus Department, Telephone: 866-471-2526, Facsimile: 212-902-9316, E-mail: prospectus-ny@ny.email.gs.com; (iv) Barclays Capital Inc. at c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Telephone: 888-603-5847, E-mail: barclaysprospectus@broadridge.com; (v) Credit Suisse at One Madison Avenue, New York, NY 10010, Attention: Prospectus Department, Telephone: 800-221-1037, Email: newyork.prospectus@credit-suisse.com; and (vi) RBC Capital Markets, LLC at Three World Financial Center, 200 Vesey Street, 8th Floor, New York, NY 10281, Attention: Equity Syndicate, Telephone: 877-822-4089.
CKE Inc. is one of the world’s largest operators and franchisors of quick service restaurants. As of the end of the first quarter of fiscal 2013, the Company, through its subsidiaries, had a total of 3,263 franchised or company-operated restaurants in 42 states and 25 foreign countries primarily under our Carl’s Jr.® and Hardee’s® brands.
A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This communication shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Contact:
Beth Mansfield, CKE Inc.
Public Relations
805/745-7741
bmansfield@ckr.com