-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HH9OL/K3kHogWVkB+nEk/ZAYw2VJ2J5jkDkjHfeKuKwzvCr6oMacfHGG4UBJfTAX 81riITPiubrOnTjQG0cigA== 0001331268-07-000003.txt : 20070816 0001331268-07-000003.hdr.sgml : 20070816 20070815175703 ACCESSION NUMBER: 0001331268-07-000003 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070816 DATE AS OF CHANGE: 20070815 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Deerfield Triarc Capital Corp CENTRAL INDEX KEY: 0001313918 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 202008622 STATE OF INCORPORATION: MD FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81573 FILM NUMBER: 071060750 BUSINESS ADDRESS: STREET 1: 6250 NORTH RIVER ROAD CITY: ROSEMONT STATE: IL ZIP: 60018 BUSINESS PHONE: 773-380-1600 MAIL ADDRESS: STREET 1: 6250 NORTH RIVER ROAD CITY: ROSEMONT STATE: IL ZIP: 60018 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WILLIAM & CLAIRE DART FOUNDATION CENTRAL INDEX KEY: 0001331268 IRS NUMBER: 382849841 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 500 HOGSBACK ROAD CITY: MASON STATE: MI ZIP: 48854 BUSINESS PHONE: 517-244-2329 MAIL ADDRESS: STREET 1: 500 HOGSBACK ROAD CITY: MASON STATE: MI ZIP: 48854 FORMER COMPANY: FORMER CONFORMED NAME: W. A. DART FOUNDATION DATE OF NAME CHANGE: 20050624 SC 13D/A 1 dfr13da4.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.4)* DEERFIELD TRIARC CAPITAL CORP. - ----------------------------------------------------------------- (Name of Issuer) COMMON, $0.001 PAR VALUE PER SHARE - ----------------------------------------------------------------- (Title of class of Securities) 244572301 - -------------- (CUSIP Number) 14 August 2007 - ----------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Section 240.13d-1(3), 240.1d-1(f)or 240.13d-1(g), check the following box. [ ] *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 244572301 Page 2 of 13 Pages 1. NAME OF REPORTING PERSON WILLIAM AND CLAIRE DART FOUNDATION 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC-INVESTMENT PORTFOLIO OF REPORTING PERSON 5. NO DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 6. PLACE OF ORGANIZATION - MICHIGAN NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER 3,178,000 8. SHARED VOTING POWER -0- 9. SOLE DISPOSITIVE POWER 3,178,000 10. SHARED DISPOSITIVE POWER -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,178,000 shares 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) [ ] EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.1% 14. TYPE OF REPORTING PERSON OO-PRIVATE FOUNDATION CUSIP NO. 244572301 Page 3 of 13 Pages 1. NAME OF REPORTING PERSON RUSHMORE INVESTMENTS LTD. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC-INVESTMENT PORTFOLIO OF REPORTING PERSON 5. NO DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 6. PLACE OF ORGANIZATION - CAYMAN ISLANDS NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER -0- 8. SHARED VOTING POWER 4,255,400 9. SOLE DISPOSITIVE POWER -0- 10. SHARED DISPOSITIVE POWER 4,255,400 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,255,400 shares 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 [ ] EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 8.2% 14. TYPE OF REPORTING PERSON* CO-CORPORATION CUSIP NO. 244572301 Page 4 of 13 Pages 1. NAME OF REPORTING PERSON ROBERT C. DART 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS 00-NOT APPLICABLE - NO DIRECT INVESTMENTS 5. NO DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 6. CITIZENSHIP - BELIZE NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER -0- 8. SHARED VOTING POWER 4,255,400 9. SOLE DISPOSITIVE POWER -0- 10. SHARED DISPOSITIVE POWER 4,255,400 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,255,400 shares 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 [ ] EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 8.2% 14. TYPE OF REPORTING PERSON IN-INDIVIDUAL CUSIP NO. 244572301 Page 5 of 13 Pages 1. NAME OF REPORTING PERSON COPPER MOUNTAIN INVESTMENTS LIMITED 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC-INVESTMENT PORTFOLIO OF REPORTING PERSON 5. NO DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 6. PLACE OF ORGANIZATION - CAYMAN ISLANDS NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER -0- 8. SHARED VOTING POWER 4,775,000 9. SOLE DISPOSITIVE POWER -0- 10. SHARED DISPOSITIVE POWER 4,775,000 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,775,000 shares 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 [ ] EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 9.2% 14. TYPE OF REPORTING PERSON CO-CORPORATION CUSIP NO. 244572301 Page 6 of 13 Pages 1. NAME OF REPORTING PERSON ROBERT C. DART RESIDUAL TRUST 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS 00-NOT APPLICABLE - NO DIRECT INVESTMENTS 5. NO DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 6. PLACE OF ORGANIZATION - MICHIGAN NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER -0- 8. SHARED VOTING POWER 4,775,000 9. SOLE DISPOSITIVE POWER -0- 10. SHARED DISPOSITIVE POWER 4,775,000 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,775,000 shares 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 [ ] EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 9.2% 14. TYPE OF REPORTING PERSON 00-TRUST CUSIP NO. 244572301 Page 7 of 13 Pages 1. NAME OF REPORTING PERSON WILLIAM A. DART 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS 00-NOT APPLICABLE - NO DIRECT INVESTMENTS 5. NO DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 6. CITIZENSHIP - UNITED STATES NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER -0- 8. SHARED VOTING POWER 4,775,000 9. SOLE DISPOSITIVE POWER -0- 10. SHARED DISPOSITIVE POWER 4,775,000 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,775,000 shares 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 [ ] EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 9.2% 14. TYPE OF REPORTING PERSON IN-INDIVIDUAL CUSIP NO. 244572301 Page 8 of 13 Pages 1. NAME OF REPORTING PERSON CLAIRE T. DART 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [X] 3. SEC USE ONLY 4. SOURCE OF FUNDS 00-NOT APPLICABLE - NO DIRECT INVESTMENTS 5. NO DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED 6. CITIZENSHIP-UNITED STATES NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON 7. SOLE VOTING POWER -0- 8. SHARED VOTING POWER 4,775,000 9. SOLE DISPOSITIVE POWER -0- 10. SHARED DISPOSITIVE POWER 4,775,000 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,775,000 shares 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 [ ] EXCLUDES CERTAIN SHARES* 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 9.2% 14. TYPE OF REPORTING PERSON IN-INDIVIDUAL CUSIP No. 244572301 Page 9 of 13 Pages ITEM l. SECURITY AND ISSUER COMMON STOCK DEERFIELD TRIARC CAPITAL CORP. (the Issuer) 6250 N. RIVER ROAD ROSEMONT, IL 60018 ITEM 2. REPORTING PERSONS The William and Claire Dart Foundation (the Dart Foundation), 500 Hogsback Road, Mason, MI 48854, is a private foundation organized in Michigan. Rushmore Investments Ltd. (Rushmore), P. O. Box 30229 SMB, Grand Cayman,Cayman Islands, BWI, a Cayman Islands company, owns an investment portfolio. Robert C. Dart, P. O. Box 30229 SMB, Grand Cayman, Cayman Islands, BWI, a Belize citizen and businessman, is the beneficial owner of all of the outstanding stock of Rushmore. Mr. Dart is also the Chief Executive Officer of Dart Container Corporation, a seller of food service products, of P. O. Box 31372 SMB, Grand Cayman, Cayman Islands, BWI. Copper Mountain Investments Limited (Copper Mountain), P. O. Box 31363 SMB, Grand Cayman, Cayman Islands, BWI, a Cayman Islands company, owns an investment portfolio. Robert C. Dart Residual Trust (the Dart Residual Trust), c/o Dart Financial Corporation, 500 Hogsback Road, Mason, MI 48854, a Michigan trust, owns all of the outstanding stock of Copper Mountain. Dart Financial Corporation, 500 Hogsback Road, Mason, MI 48854, a Nevada corporation, is the Trustee of the Dart Residual Trust. William A. Dart and Claire T. Dart, 1952 Field Road, Sarasota, FL 34231,US citizens, through the William A. Dart Revocable Trust and the Claire T. Dart Revocable Trust, own Dart Financial Corporation. William A. Dart is also an employee of Dart Container Company of FL, LLC, a contract manufacturer and seller of food service products, of 4610 Airport Road, Plant City, FL 33563. The Dart Foundation, Rushmore, Robert C. Dart, Copper Mountain, the Dart Residual Trust, William A. Dart and Claire T. Dart (the Reporting Persons)are filing jointly because they may be regarded as a group. However, a) Rushmore, Copper Mountain, and the Dart Foundation each disclaim beneficial ownership of the shares owned by the others, (b) Robert C. Dart disclaims beneficial ownership of the shares owned by Copper Mountain and the Dart Foundation, and (c) the Dart Residual Trust, William A. Dart and Claire T. Dart disclaim beneficial ownership of the shares owned by Rushmore and the Dart Foundation. Each of the Reporting Persons disclaims membership in a group, CUSIP No. 244572301 Page 10 of 13 Pages and this filing shall not constitute an acknowledgement that the filing persons constitute a group. In the last five years, none of the Reporting Persons listed above have been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). In the last five years, none of the Reporting Persons listed above was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction. ITEM 3. SOURCE OF FUNDS Item 3 is hereby amended as follows: The Dart Foundation and Rushmore are each purchasing with its own funds the securities listed in 5(c) below. ITEM 4. PURPOSE OF TRANSACTION The purpose of the investment for each of the Reporting Persons is income from the anticipated dividend stream and from increases in the stock value. The Reporting Persons have no other plans or proposals with respect to the Issuer. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER Item 5(a) As of the date of this Amendment No. 4 to Schedule 13D, the Reporting Persons beneficially own, in the aggregate, 12,208,400 (23.6%) of the outstanding shares of the common stock of the Issuer. Reporting Person Shares Beneficially Owned Percentage William and Claire Dart Foundation 3,178,000 6.1% Rushmore Investments Ltd. 4,255,400 8.2% Robert C. Dart 4,255,400 8.2% Copper Mountain Investments Limited 4,775,000 9.2% Robert C. Dart Residual Trust 4,775,000 9.2% William A. Dart 4,775,000 9.2% Claire T. Dart 4,775,000 9.2% CUSIP No. 244572301 Page 11 of 13 Pages Item 5(b) William and Claire Dart Foundation 3,178,000 shares over which there is sole voting and dispositive power Rushmore Investments Ltd. 4,255,400 shares over which there are shared voting and dispositive powers. Robert C. Dart 4,255,400 shares over which there are shared voting and dispositive powers Copper Mountain Investments Limited 4,775,000 shares over which there are shared voting and dispositive powers. Robert C. Dart Residual Trust 4,775,000 shares over which there are shared voting and dispositive powers. William A. Dart 4,775,000 shares over which there are shared voting and dispositive powers Claire T. Dart 4,775,000 shares over which there are shared voting and dispositive powers Item 5(c) Since the filing of Amendment No. 3 to Schedule 13D, Rushmore purchased the following shares trough a broker: Date Quantity Price 05/25/06 113,300 $12.70 05/25/06 10,100 $12.65 06/14/06 10,000 $12.70 Since the filing of Amendment No. 3 to Schedule 13D, The Dart Foundation purchased the following shares trough a broker: Date Quantity Price 08/09/07 87,000 $8.5837 08/10/07 15,300 $7.9976 08/13/07 100,000 $7.9919 08/14/07 300,000 $7.389 08/15/07 502,100 $6.3623 Items 5(d) and (e) - Not applicable ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER None. ITEM 7. EXHIBITS Exhibit A. Joint Filing Agreement CUSIP No. 244572301 Page 12 of 13 Pages SIGNATURE. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. WILLIAM AND CLAIRE DART FOUNDATION BY: William A. Dart, Director 15 August 2007 RUSHMORE INVESTMENTS LTD. BY: James D. Lammers, Director 15 August 2007 ROBERT C. DART 15 August 2007 COPPER MOUNTAIN INVESTMENTS LIMITED BY: James D. Lammers, Director 15 August 2007 ROBERT C. DART RESIDUAL TRUST BY: Dart Financial Corporation, Trustee William A. Dart, President 15 August 2007 WILLIAM A. DART 15 August 2007 CLAIRE T. DART 15 August 2007 CUSIP No. 244572301 Page 13 of 13 Pages EXHIBIT A JOINT FILING AGREEMENT The undersigned agree to the joint filing of Form 13D (including any and all amendments thereto) with respect to the shares of Common stock of Deerfield Triarc Capital Corp. The undersigned further agree and acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that it knows or has reason to believe that such information is inaccurate. WILLIAM AND CLAIRE DART FOUNDATION BY: William A. Dart, Director 15 August 2007 RUSHMORE INVESTMENTS LTD. BY: James D. Lammers, Director 15 August 2007 ROBERT C. DART 15 August 2007 COPPER MOUNTAIN INVESTMENTS LIMITED BY: James D. Lammers, Director 15 August 2007 ROBERT C. DART RESIDUAL TRUST BY: Dart Financial Corporation, Trustee William A. Dart, President 15 August 2007 WILLIAM A. DART 15 August 2007 CLAIRE T. DART 15 August 2007 ?? ?? ?? ?? -----END PRIVACY-ENHANCED MESSAGE-----