As filed with the Securities and Exchange Commission on July 22, 2010
Registration No. 002-86142-01
Registration No. 033-31190-01
Registration No. 033-53089-01
Registration No. 033-55337
Registration No. 033-56313
Registration No. 333-12399
Registration No. 333-12401
Registration No. 333-83601
Registration No. 333-41266
Registration No. 333-76884
Registration No. 333-83666
Registration No. 333-104957
Registration No. 333-126681
Registration No. 333-144225
Registration No. 333-157699
Registration No. 333-160599
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-8 REGISTRATION STATEMENT NO. 002-86142-01
POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-8 REGISTRATION STATEMENT NO. 033-31190-01
POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-8 REGISTRATION STATEMENT NO. 033-53089-01
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 033-55337
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 033-56313
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-12399
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-12401
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-83601
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-41266
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-76884
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-83666
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-104957
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-126681
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-144225
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-157699
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-160599
UNDER THE SECURITIES ACT OF 1933
CKE RESTAURANTS, INC.
(Exact name of registrant as specified in its charter)
| | | |
Delaware
(State or other jurisdiction of
incorporation or organization) | | 33-0602639
(IRS Employer
Identification No.) |
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6307 Carpinteria Ave., Ste. A, Carpinteria,
California
(Address of Principal Executive Offices) | | 93013
(Zip Code) |
Carl Karcher Enterprises, Inc. Amended and Restated Key Employee Stock Option Plan
Carl Karcher Enterprises, Inc. 1993 Employee Stock Incentive Plan
CKE Restaurants, Inc. 1994 Stock Incentive Plan
CKE Restaurants, Inc. Amended and Restated 1994 Employee Stock Purchase Plan
1992 Stock Option Plan (Summit)
1987 Employee Incentive Stock Option Plan (Summit)
1987 Nonqualified Stock Option Plan (Summit)
1984 Incentive Stock Option Plan (Summit)
CKE Restaurants, Inc. 1999 Stock Incentive Plan
CKE Restaurants, Inc. 2001 Stock Incentive Plan
Santa Barbara Restaurant Group, Inc. 1998 Stock Incentive Plan
Timber Lodge Steakhouse, Inc. 1995 Stock Option Plan
GB Foods Corporation 1991 Incentive Stock Option Plan
GB Foods Corporation 1990 Incentive Stock Option Plan
GB Foods Corporation 1989 Non-Qualified Stock Option Plan
Santa Barbara Restaurant Group, Inc. Stock Option Grants Outside of a Plan
CKE Restaurants, Inc. 2005 Omnibus Incentive Compensation Plan
(Full titles of the plans)
Andrew F. Puzder
Chief Executive Officer
CKE Restaurants, Inc.
6307 Carpinteria Ave., Ste. A
Carpinteria, California 93013(Name and address of agent for service)
(805) 745-7500
(Telephone number, including area code, of agent for service)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
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| Large accelerated filero | | Accelerated filerþ | | Non-accelerated filero(Do not check if a smaller reporting company) | | Smaller reporting companyo |
| • | | Registration No. 333-104957 filed on Form S-8 on May 2, 2003, registering an additional 2,000,000 shares of the Registrant’s Common Stock under the CKE Restaurants, Inc. 1994 Employee Stock Purchase Plan; |
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| • | | Registration No. 333-126681 filed on Form S-8 on July 18, 2005, registering (a) 2,500,000 shares of the Registrant’s Common Stock under the CKE Restaurants, Inc. 2005 Omnibus Incentive Compensation Plan and (b) an additional 1,000,500 shares of the Registrant’s Common Stock under the CKE Restaurants, Inc. 1994 Employee Stock Purchase Plan; |
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| • | | Registration No. 333-144225 filed on Form S-8 on June 29, 2007, registering an additional 3,000,000 shares of the Registrant’s Common Stock under the CKE Restaurants, Inc. 2005 Omnibus Incentive Compensation Plan; |
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| • | | Registration No. 333-157699 filed on Form S-8 on March 4, 2009, registering an additional 1,500,000 shares of Common Stock under the CKE Restaurants, Inc. Amended and Restated 1994 Employee Stock Purchase Plan; and |
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| • | | Registration No. 333-160599 filed on Form S-8 on July 16, 2009, registering an additional 675,000 shares of the Registrant’s Common Stock under the CKE Restaurants, Inc. 2005 Omnibus Incentive Compensation Plan. |
On July 12, 2010, pursuant to an Agreement and Plan of Merger, dated as of April 18, 2010, by and among Columbia Lake Acquisition Holdings, Inc., a Delaware corporation (“Parent”), Columbia Lake Acquisition Corp., a Delaware corporation and a wholly-owned indirect subsidiary of Parent (“Merger Sub”), and the Registrant, Merger Sub merged with and into the Registrant, with the Registrant continuing as the surviving corporation (the “Merger”).
In connection with the Merger, the offerings pursuant to the Registration Statements have been terminated. In accordance with undertakings made by the Registrant in the Registration Statements to remove from registration, by means of post-effective amendments, any of the securities registered pursuant to the Registration Statements that remain unsold/unissued at the termination of the offerings, the Registrant hereby removes from registration all shares of Common Stock and options to purchase Common Stock registered under the Registration Statements but not sold/issued under the Registration Statements as of the filing date of these Post-Effective Amendments.
