CKE RESTAURANTS INC
8-K, 1999-02-22
EATING PLACES
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<PAGE>   1

                       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)        February 19, 1999
                                                 -------------------------------


                              CKE RESTAURANTS, INC.
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


           Delaware                  1-13192                  33-0602639
- --------------------------------------------------------------------------------
 (State or Other Jurisdiction      (Commission             (I.R.S. Employer
       of Incorporation)           File Number)            Identification No.)


401 Carl Karcher Way, Anaheim, California                                92801
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                              (Zip Code)


Registrant's telephone number, including area code         (714) 774-5796
                                                    ----------------------------


             1200 North Harbor Boulevard, Anaheim, California 92801
- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)

<PAGE>   2

ITEM 5.  OTHER EVENTS.

         On February 19, 1999, CKE Restaurants, Inc. (the "Registrant") gave
public notice of its intention, subject to market and other conditions, to raise
$200 million through a private placement of senior subordinated notes not
registered or required to be registered under the Securities Act of 1933, 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 February 19, 1999.

ITEM 7  FINANCIAL STATEMENTS AND EXHIBITS

         (a)      Not Applicable.

         (b)      Not Applicable.

         (c)      Exhibits. The following exhibits are filed as part of this
                  report.

<TABLE>
<CAPTION>
                  Exhibit Number                     Description
                  --------------                     -----------
<C>                               <S>
                        99.1      Press Release - February 19, 1999 - CKE
                                  Restaurants Announces Intentions to Raise $200
                                  million.
</TABLE>

<PAGE>   3

                                   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:  February 19, 1999                     By:    /s/ CARL A. STRUNK
                                                    ----------------------------
                                                    Carl A. Strunk,
                                                    Executive Vice President and
                                                    Chief Financial Officer

<PAGE>   4

                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
                                                                                            Sequentially
Exhibit Number                                     Description                              Numbered Page
- --------------                                     -----------                              -------------
<C>                                 <S>
       99.1                         Press Release - February 19, 1999
                                    CKE Restaurants Announces Intentions
                                    to Raise $200 million.
</TABLE>


<PAGE>   1

                                                                    EXHIBIT 99.1


                                                                    NEWS RELEASE

FOR: CKE Restaurants, Inc.

CONTACT:  Loren Pannier
          CKE Restaurants, Inc.
          (714) 778-7109


                         CKE RESTAURANTS, INC. ANNOUNCES
                        INTENTIONS TO RAISE $200 MILLION


                  ANAHEIM, Calif. -- February 19, 1999 -- CKE Restaurants, Inc.
(NYSE:CKR) today announced plans to raise $200 million in a private placement of
senior subordinated notes due 2009, subject to market and other conditions. The
Company intends to use the proceeds from this offering to repay a portion of the
indebtedness outstanding under its senior credit facility. The notes will be
non-callable for the first five years. No other terms were disclosed.


                  The securities offered have not been registered under the
Securities Act of 1933, as amended, or applicable state securities laws, and may
not be offered or sold in the United States absent registration or an applicable
exemption from registration requirements. This announcement shall not constitute
an offer to sell or a solicitation of an offer to buy any of such securities.


                  CKE Restaurants, Inc., through its subsidiaries, franchisees
and licensees, operates 789 Carl's Jr. quick-service restaurants, including 163
Carl's Jr./Green Burrito dual-brand locations, primarily located in California,
Nevada, Oregon, Arizona and Mexico; 2,876 Hardee's quick-service restaurants in
34 states and 10 foreign countries; 111 Taco Bueno quick-service restaurants in
Texas and Oklahoma; and 25 Rally's quick-service restaurants.


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