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) December 1, 1995 ---------------- CKE RESTAURANTS, INC. --------------------- (Exact name of registrant as specified in charter) Delaware 1-13192 33-0602639 -------- ------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1200 North Harbor Boulevard, Anaheim, California 92801 ------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (714) 774-5796 -------------- ----------------------------------------------------------------------- (Former name or former address, if changed since last report) 1 2 Item 5. Other Events ------------ On December 1, 1995, CKE Restaurants, Inc. ("CKE") and Summit Family Restaurants, Inc. ("Summit") announced that they have entered into an agreement and plan of merger and reorganization, dated as of November 30, 1995 ("The Merger Agreement"). The Merger Agreement provides for the acquisition of Summit by CKE by means of merger of Summit with and into a wholly owned subsidiary of CKE. In the merger, each outstanding share of Summit common stock and preferred stock will be converted into the right to receive .20513 shares of CKE common stock (subject to adjustment) and $3.00 in cash. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits ------------------------------------------------------------------ (a) Not applicable (b) Not applicable (c) Exhibits: 99.1 Press Release dated December 1, 1995 2 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: December 5, 1995 By: /s/ Joseph N. Stein ----------------------------- Chief Financial Officer 3 4 EXHIBIT INDEX Exhibit Number Description Page Number -------------- ----------- ----------- 99.1 Press Release dated December 1, 1995 5 4