-----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, JdUgDZFYR87E8fX0ldoadfmoUIEwgsWvlamocaWwDpYBl62coxeGmLpATU/FIrkL FdkcmqEcDii/k2ufntiV9w== 0001041061-00-000011.txt : 20000516 0001041061-00-000011.hdr.sgml : 20000516 ACCESSION NUMBER: 0001041061-00-000011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000510 ITEM INFORMATION: FILED AS OF DATE: 20000515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRICON GLOBAL RESTAURANTS INC CENTRAL INDEX KEY: 0001041061 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 133951308 STATE OF INCORPORATION: NC FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13163 FILM NUMBER: 633457 BUSINESS ADDRESS: STREET 1: 1441 GARDINER LANE CITY: LOUISVILLE STATE: KY ZIP: 40213 BUSINESS PHONE: 5028748300 MAIL ADDRESS: STREET 1: 1441 GARDINER LANE CITY: LOUISVILLE STATE: KY ZIP: 40213 FORMER COMPANY: FORMER CONFORMED NAME: GREAT AMERICAN RESTAURANT CO DATE OF NAME CHANGE: 19970618 8-K 1 CURRENT REPORT ================================================================================ UNITED STATES 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) May 10, 2000 Commission file number 1-13163 ----------- TRICON GLOBAL RESTAURANTS, INC. (Exact name of registrant as specified in its charter) North Carolina 13-3951308 - ---------------------------------------- ---------------------- (State or other jurisdiction of (IRS Employer of incorporation or organization) Identification No.) 1441 Gardiner Lane, Louisville, Kentucky 40213 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (502) 874-8300 Former name or former address, if changed since last report: N/A ================================================================================ Item 5. OTHER EVENTS On May 10, 2000, TRICON Global Restaurants, Inc. issued a press release announcing that it has reached an agreement with Burger King Corporation regarding the AmeriServe debtor-in-possession Credit Facility and that AmeriServe has made a claim in Bankruptcy Court seeking payment of fees for distribution services rendered to TRICON-owned restaurants prior to the AmeriServe bankruptcy filing. A copy of such press release is attached hereto as Exhibit 99 and incorporated herein by reference. Item 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99 Press release dated May 10, 2000 from TRICON Global Restaurants, Inc. 2 SIGNATURE 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. TRICON GLOBAL RESTAURANTS, INC. ------------------------------- (Registrant) Date: May 15, 2000 /s/ Matthew M. Preston ------------------ --------------------------- Matthew M. Preston Assistant Secretary EX-99 2 PRESS RELEASE DATED 5/10/00 3 Exhibit 99 TRICON AND BURGER KING AGREE TO RESTRUCTURE DEBTOR-IN-POSSESSION CREDIT FACILITY LOUISVILLE, KY, May 10, 2000 -- Tricon Global Restaurants, Inc. (NYSE:YUM) announced today that it has reached an agreement with Burger King Corp. regarding the $150 million Debtor-in-Possession credit facility ("DIP Facility") the two companies made available to AmeriServe following its Chapter 11 Bankruptcy filing on January 31, 2000. Under the new agreement, Burger King will buy out its $50 million share of the DIP Facility. This buy-out will consist of a cash payment to Tricon, and an assignment to Tricon of Burger King's funded portion of its $50 million obligation. Tricon has agreed to assume the full $150 million commitment under the DIP Facility - of which approximately $80 million was funded as of the end of April 2000. Tricon has reached an agreement to assign $30 million of its commitment under the DIP Facility to a third party, as previously disclosed. "We are pleased to have resolved our inter-creditor issues with Burger King in a manner satisfactory to both parties," said Aylwin Lewis, Executive Vice President of Tricon. "Burger King's transition from AmeriServe, their $50 million commitment, along with our assumption of the $150 million debtor-in-possession financing commitment, should permit AmeriServe to focus on a long-term solution that is in our mutual best interests," Lewis added. Tricon expects the solution to involve either the restructuring of AmeriServe into a financially viable, stand-alone entity or the sale of the AmeriServe business to another distributor or strategic buyer acceptable to the Tricon System. Tricon continues to work closely with AmeriServe, its suppliers and the purchasing cooperative for the Tricon system to ensure that restaurants continue to receive supplies in a timely and cost effective manner. To date, Tricon has not experienced any significant service interruptions. Tricon will continue to purchase inventory for its U.S. System restaurants directly from suppliers during the bankruptcy reorganization process. The Company also said, as expected, AmeriServe has made a claim in Bankruptcy Court seeking payment for fees (including the cost of inventory) for distribution services rendered to Tricon-owned restaurants prior to the AmeriServe bankruptcy filing. Tricon has accrued for, but withheld payment of these fees - which total approximately $100 million - and has asserted a recoupment defense due to certain costs and damages incurred by Tricon as a result of AmeriServe's failure to comply with certain terms of its distribution contract with Tricon. The Company believes that its position on the recoupment has significant legal merit and intends to vigorously assert this defense. Should we not prevail in the lawsuit, the $100 million is not an additional exposure to Tricon. "AmeriServe's claim to recover these fees has no substantive impact on our relationship with AmeriServe. We remain fully committed to AmeriServe as it is reorganized through the bankruptcy process," said Lewis. 1 Tricon Global Restaurants, Inc. (NYSE:YUM), based in Louisville, KY is the world's largest restaurant owner with almost 30,000 company-owned, franchised and licensed restaurants in over 100 countries and territories. The company's brands - KFC, Pizza Hut and Taco Bell, are the global leaders of the chicken, pizza and Mexican-style restaurant categories, respectively. Total worldwide system retail sales for the brands were nearly $22 billion in 1999. This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These "forward-looking" statements reflect management's expectations and are based upon currently available data; however, actual results are subject to future events and uncertainties, which could cause actual results to differ from those projected in these statements. Factors that can cause actual results to differ materially include economic and political conditions in the countries and territories where Tricon operates, the impact of such conditions on consumer spending and currency exchange rates, pricing pressures resulting from competitive discounting, new product and concept development by Tricon and other food industry competitors, the success of our refranchising strategy, fluctuations in commodity prices, supplier contracts, ongoing business viability of our key distributor, the ability to secure alternative distribution to our restaurants at competitive rates, and actuarially determined casualty loss estimates. Further information on factors that could effect Tricon's financial and other results are included in the company's Forms 10-Q and 10-K, filed with the Securities and Exchange Commission. 2 -----END PRIVACY-ENHANCED MESSAGE-----