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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) April 3, 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
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On April 3, 1996, CKE Restaurants, Inc. ("CKE") and Summit Family
Restaurants Inc. ("Summit") announced a second amendment to their previously
announced Merger Agreement. Under the terms of the Merger Agreement, as
amended, CKE acquired from ABS MB (JB) Limited Partnership ("ABS") 946,714
shares of Series A Convertible Preferred Stock of Summit on April 4, 1996 at a
purchase price of $5.27 in cash, and will complete the acquisition of Summit in
a merger transaction for a purchase price equal to $2.63 per share in cash and
.165 shares of CKE common stock.
The shares of Summit Preferred Stock purchased by CKE represent all of
the issued and outstanding shares of Summit Preferred Stock, and are presently
convertible into shares of Summit Common Stock representing 16.5% of the
outstanding shares on an as converted basis. In connection with the transfer
of the shares, ABS also assigned its registration rights to CKE. The purchase
of the shares of Summit Preferred Stock was approved by Summit's Board of
Directors, and Summit waived its right of first refusal to facilitate the
purchase of the preferred shares by CKE.
The number of shares of CKE common stock to be issued in the Merger
remains subject to adjustment under certain circumstances described in the
Merger Agreement, as amended. The consummation of the Merger is currently
expected to close by the end of May, and remains subject to a number of
conditions, including Summit's shareholder approval and other customary
conditions.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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(a) Not applicable
(b) Not applicable
(c) Exhibits:
99.1 Press Release dated April 3, 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: April 5, 1996 By: /s/ Joseph N. Stein
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Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number Description Page Number
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99.1 Press Release dated April 3, 1996 5
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