- Additional Proxy Soliciting Materials (definitive) (DEFA14A)
03 Juni 2010 - 7:35PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 14A
(RULE 14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by
the Registrant
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Filed by a
Party other than the Registrant
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Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to Rule 14a-12
CKE
RESTAURANTS, INC.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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(1)
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Title of each class of securities to which transaction applies:
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(2)
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Aggregate number of securities to which transaction applies:
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(3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange
Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it
was determined):
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(4)
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Proposed maximum aggregate value of transaction:
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(5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the
offsetting fee was paid previously. Identify the previous filing
by registration statement number, or the Form or schedule and the
date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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Contact:
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Investor Relations
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Press Relations
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Lori Barker
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Beth Mansfield
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CKE Restaurants, Inc.
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CKE Restaurants, Inc.
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805-745-7750
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805-745-7741
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CKE RESTAURANTS, INC. ANNOUNCES FILING AND MAILING OF REVISED
DEFINITIVE PROXY STATEMENT
CARPINTERIA, CALIFORNIA, June 3, 2010 CKE Restaurants, Inc. (NYSE: CKR) (CKE) announced today
that it has filed a revised definitive proxy statement for a special meeting of stockholders for
the purpose of voting on a proposal to approve its previously announced merger agreement with
Columbia Lake Acquisition Holdings, Inc. and Columbia Lake Acquisition Corp., both of which are
affiliates of Apollo Management VII, L.P. CKE revised the definitive proxy statement that it
previously filed with the Securities and Exchange Commission on May 28, 2010 in order to change the
date and time of the special meeting of stockholders. As indicated in the revised definitive proxy
statement, the special meeting of stockholders will be held at 8:00 a.m., local time, on Wednesday,
June 30, 2010 at 6307 Carpinteria Avenue, Carpinteria, California, 93013. CKE commenced the
mailing of the notice of meeting and the revised definitive proxy statement to stockholders on June
2, 2010.
Stockholders of record as of the close of business on May 10, 2010 will be entitled to vote at the
special meeting of stockholders. The board of directors of CKE has unanimously determined that the
merger agreement and the transactions contemplated thereby are in the best interests of CKE and its
stockholders, and recommends that CKEs stockholders vote FOR the merger agreement and the
transactions contemplated thereby.
Stockholders are encouraged to read CKEs definitive proxy materials, including the revised
definitive proxy statement, in their entirety as they provide, among other things, a detailed
discussion of the process that led to the merger agreement and reasons behind CKEs board of
directors unanimous recommendation. Stockholders with questions about the merger agreement and
the transactions contemplated thereby, or who need assistance in submitting their proxy or voting
their shares should contact CKEs proxy solicitor, Morrow & Co., LLC toll-free at (800) 607-0088 or
at (203) 658-9400.
FORWARD-LOOKING STATEMENTS
This filing contains forward-looking statements within the meaning of the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give CKEs
current expectations or forecasts of future events. Such statements are subject to risks and
uncertainties that are often difficult to predict and beyond CKEs control, and could cause CKEs
results to differ materially from those described. These uncertainties and other factors include,
but are not limited to, risks associated with the proposed transaction, including the occurrence of
any event, change or other circumstances that could give rise to the termination of the merger
agreement, the inability to complete the proposed transaction due to the failure to obtain
stockholder approval, the failure to satisfy other conditions to completion of the proposed
transaction or the failure to obtain the necessary debt financing arrangements set forth in the
debt commitment letter received in connection with the proposed transaction. Readers are cautioned
not to place undue reliance on these forward-looking statements, which speak only as of the date
they are made. CKE undertakes no obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future events or otherwise, except as required
by law or the rules of the New York Stock Exchange. Accordingly, any forward-looking statement
should be read in conjunction with the additional information about risks and uncertainties as
discussed in CKEs filings with the Securities and Exchange Commission (the SEC).
ADDITIONAL INFORMATION ABOUT THE TRANSACTION AND WHERE TO FIND IT
A definitive proxy statement of CKE and other materials has been filed with the SEC. INVESTORS AND
SECURITY HOLDERS ARE ADVISED TO READ THE PROXY STATEMENT AND THESE OTHER MATERIALS CAREFULLY
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT CKE AND THE PROPOSED TRANSACTION. Investors
and security holders may obtain a free copy of the definitive proxy statement and other documents
filed by CKE with the SEC at the SECs Web site at www.sec.gov.
The definitive proxy statement and such other documents are also available for free on CKEs
website at www.ckr.com under Investors/SEC Filings or by directing such request to Investor
Relations, CKE Restaurants, Inc., 805-745-7750.
CKE and its directors, executive officers and other members of its management and employees may be
deemed to be participants in the solicitation of proxies from its stockholders in connection with
the proposed transaction. Information concerning the interests of CKEs participants in the
solicitation is set forth in CKEs proxy statements and Annual Reports on Form 10-K, previously
filed with the SEC, and in the definitive proxy statement relating to the proposed transaction.
CKE
Restaurants, Inc.
Headquartered in Carpinteria, Calif., CKE Restaurants, Inc. is publicly traded on the New York
Stock Exchange under the symbol CKR. As of the end of its fiscal 2010, CKE Restaurants, Inc.,
through its subsidiaries, had a total of 3,141 franchised, licensed or company-operated restaurants
in 42 states and in 16 countries, including 1,224 Carls Jr. restaurants and 1,905 Hardees
restaurants. For more information about CKE Restaurants, please visit www.ckr.com.
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