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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: March 10, 1998
CKE RESTAURANTS, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-13192 33-0602639
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification Number)
1200 North Harbor Boulevard, Anaheim, California 92801
(Address of principal executive offices)
(714) 774-5796
(Registrant's telephone number, including area code)
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Item 5. Other Events
On March 10, 1998, CKE Restaurants, Inc. ("the Registrant") priced
$171.5 million private placement of six-year convertible subordinated notes due
2004. The convertible subordinated notes are not registered or required to be
registered under the Securities Act of 1993, as amended.
Attached as Exhibit 99.1 to this Current Report on Form 8-K is the text of the
notice of the proposed offering given by the Registrant on March 10, 1998.
Item 7. Financial Statements and Exhibits
(c) Exhibits
99.1 Press Release - March 10, 1998 - CKE Restaurants Prices
Private Placement of $171.5 million of Convertible
Subordinated Notes
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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.
Dated: March 27, 1998 /s/ CARL A. STRUNK
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Carl A. Strunk
Executive Vice President
Chief Financial Officer
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EXHIBIT INDEX
Exhibit
Number Description
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99.1 Press Release - March 10, 1998 - CKE Restaurants Announces Prices
Private Placement of $171.5 million of Convertible Subordinated
Notes.
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EXHIBIT 99.1
NEWS RELEASE
CONTACTS: Carl A. Strunk
Executive Vice President, Chief Financial Officer
805.563.1566
Loren Pannier
Senior Vice President, Investor Relations
714.778.7109
CKE RESTAURANTS, INC. PRICES PRIVATE PLACEMENT OF
$171.5 MILLION CONVERTIBLE SUBORDINATED NOTES
ANAHEIM, Calif. -- March 10, 1998 -- CKE Restaurants, Inc. (NYSE:CKR)
today announced that it has priced a $171.5 million private placement of
six-year convertible subordinated notes due 2004, with a coupon of 4.25 percent.
The notes are convertible into the Company's common stock at an initial
conversion price of $48.204 per share. The size of the offering was increased
from the previously announced $150 million in response to demand. The offering
is expected to close on March 13, 1998.
Net proceeds are expected to be approximately $167 million. The Company
intends to use the proceeds, together with available cash and borrowings under
the Company's credit facility, to purchase 557 franchised Hardee's restaurants
from Advantica Restaurant Group, Inc.
The notes are not registered under the Securities Act of 1933, or
applicable state securities laws, and may not be offered or sold absent
registration under the Securities Act and applicable securities laws or an
available exemption from registration requirements.
CKE Restaurants, Inc., through its subsidiaries, franchisees and
licensees, operates 708 Carl's Jr. quick-service restaurants, including 120
Carl's Jr./Green Burrito dual-brand locations, primarily located in California,
Nevada, Oregon, Arizona and Mexico; 3,038 Hardee's quick-service restaurants in
39 states and 10 foreign countries, including 77 Carl's Jr./Hardee's dual-brand
locations; 109 Taco Bueno quick-service restaurants in Texas and Oklahoma; 82
JB's Restaurants; 26 Rally's quick-service restaurants and six Galaxy Diner
restaurants.
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