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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) January 25, 1996
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CKE RESTAURANTS, INC.
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(Exact name of registrant as specified in charter)
Delaware 1-13192 33-0602639
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1200 North Harbor Boulevard, Anaheim, California 92801
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (714) 774-5796
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On January 25, 1996, CKE Restaurants, Inc. ("CKE") and Summit Family
Restaurants Inc. ("Summit") announced an amendment to their previously
announced Merger Agreement. Under the terms of the Merger Agreement, as
amended, CKE will acquire Summit for a purchase price equal to $2.77 per share
in cash and .17375 shares of CKE common stock. The number of shares of CKE
common stock to be issued in the Merger remains subject to adjustment under
certain circumstances. The consummation of the merger remains subject to
certain conditions, including regulatory approval and Summit's shareholder
approval.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Not applicable
(b) Not applicable
(c) Exhibits:
99.1 Press Release dated January 25, 1996
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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: January 29, 1996 By: /s/ Joseph N. Stein
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Chief Financial Officer
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EXHIBIT INDEX
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Exhibit Number Description Page Number
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99.1 Press Release dated January 25, 1996 5
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EXHIBIT 99.1
NEWS RELEASE
FOR: CKE Restaurants, Inc.
CONTACT: Loren Pannier
Senior Vice President
(714) 778-7109
FOR IMMEDIATE RELEASE
CKE RESTAURANTS, INC. AMENDS MERGER AGREEMENT
WITH SUMMIT FAMILY RESTAURANTS INC.
ANAHEIM, Calif. -- January 25, 1996 -- CKE Restaurants, Inc. (NYSE:CKR) and
Summit Family Restaurants Inc. (NASDAQ:SMFR) today announced an amendment to
the previously announced merger.
Under the terms of the amended merger agreement, CKE Restaurants will
acquire all of the outstanding common and preferred stock of Summit Family
Restaurants for a purchase price equal to $2.77 per share in cash and .1738
shares of CKE common stock provided that the average CKE common stock price is
between $15.00 per share and $17.00 per share at the closing. If the average
CKE common stock price is below $13.25, the exchange ratio may be adjusted at
the option of CKE. If CKE elects to not adjust the exchange ratio, Summit has
the right to terminate the agreement. At the current average CKE common stock
price of $15.70, the total consideration would be $5.50 per share. The merger,
which is subject to Summit Family Restaurants' shareholder approval, is
expected to close by the end of April 1996.
CKE Restaurants, Inc. is the parent of Carl Karcher Enterprises, Inc.,
which, along with its franchisees and licensees, operates 668 Carl's Jr.
quick-service restaurants, primarily located in California, Nevada, Oregon,
Arizona, Mexico and the Pacific Rim. Summit Family Restaurants operates
restaurants under three concepts: 78 company and 24 franchised family style
JB's Restaurants; six Galaxy Diner restaurants; and 16 HomeTown Buffet
restaurants.
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