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: February 19, 1998 CKE RESTAURANTS, INC. (Exact name of registrant as specified in its charter) Delaware 1-13192 33--0602639 -------- ------- ----------- (State or other jurisdiction (Commission (IRS Employer Identification of incorporation) File Number) Number) 1200 North Harbor Boulevard, Anaheim, California 92801 (Address of principal executive offices) (714) 774-5796 (Registrant's telephone number, including area code) 2 Item 5. Other Events On February 19, 1998, CKE Restaurants, Inc. ("CKE") entered into an Agreement and Plan of Reorganization pursuant to which GB Foods Corporation will acquire 100% of the issued and outstanding capital stock of JB's Restaurants, Inc. From CKE for one million shares of GB Foods Corporation. The acquisition is subject to certain conditions including the issuance of fairness opinions. Item 7. Financial Statements and Exhibits (c) Exhibits 99.1 Press Release - February 20, 1998 - CKE Restaurants announces agreement to sell JB's Restaurants to GB Foods Corporation 99.2 Agreement and Plan of Reorganization between CKE Restaurants, Inc. and GB Foods Corporation dated February 19, 1998 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. Dated: March 3, 1998 /s/ CARL A. STRUNK ----------------------------------- Carl A. Strunk Executive Vice President Chief Financial Officer 4 EXHIBIT INDEX 99.1 Press Release - February 20, 1998 - CKE Restaurants announces agreement to sell JB's Restaurants to GB Foods Corporation 99.2 Agreement and Plan of Reorganization between CKE Restaurants, Inc. and GB Foods Corporation dated February 19, 1998