-----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, U2MMPJhqm8p6hXHuqQmBwZp78m7bIWtU9BbLvKU4vWIuhp/xHMk6Y0KeoFY4Vp0R 8WG40nxWR5HaMctNxrc1Zw== 0000030697-00-000008.txt : 20000203 0000030697-00-000008.hdr.sgml : 20000203 ACCESSION NUMBER: 0000030697-00-000008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000126 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000126 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIARC COMPANIES INC CENTRAL INDEX KEY: 0000030697 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 380471180 STATE OF INCORPORATION: DE FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-02207 FILM NUMBER: 513610 BUSINESS ADDRESS: STREET 1: 280 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2124513000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: DWG CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: DWG CIGAR CORP DATE OF NAME CHANGE: 19680820 FORMER COMPANY: FORMER CONFORMED NAME: DEISEL WEMMER GILBERT CORP DATE OF NAME CHANGE: 19680820 8-K 1 TRIARC FORM 8-K - ----------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): January 26, 2000 TRIARC COMPANIES, INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 1-2207 38-0471180 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 280 Park Avenue New York, New York 10017 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (212)451-3000 ----------------------------- (Former Name or Former Address, if Changed Since Last Report) - ----------------------------------------------------------------------------- Item 5. Other Events. On January 26, 2000, Triarc Consumer Products Group, LLC and Triarc Beverage Holdings Corp., subsidiaries of Triarc Companies, Inc. announced that they have extended to 5:00 p.m., New York City time, on January 28, 2000 their offer to exchange up to $300 million aggregate principal amount of their 10 1/4% Senior Subordinated Notes due 2009 (CUSIP Number 89589TAC2) for up to $300 million aggregate principal amount of their outstanding 10 1/4% Senior Subordinated Notes due 2009. The exchange offer was originally scheduled to expire as of 5:00 p.m., New York City time, on January 26, 2000. The initial notes were issued and sold in a transaction exempt from registration under Rule 144A of the Securities Act of 1933, as amended. As of the close of business on January 25, 2000, approximately $233 million aggregate principal amount of the initial notes had been tendered. This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state. A copy of the press release with respect to the extension of the exchange offer is being filed as an exhibit hereto. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits 99.1 Press release dated January 26, 2000. 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. TRIARC COMPANIES, INC. Date: January 26, 2000 By: JOHN L. BARNES, JR. -------------------------------- John. L. Barnes, Jr. Executive Vice President and Chief Financial Officer Exhibit Index Exhibit No. Description Page No. 99.1 Press release dated January 26, 2000. EX-99.1 2 PRESS RELEASE EXHIBIT 99.1 For Immediate Release CONTACT: Anne A. Tarbell Triarc Companies, Inc. 212/451-3030 www.triarc.com TRIARC SUBSIDIARIES EXTEND DEBT EXCHANGE OFFER TO JANUARY 28, 2000 AT 5:00PM New York, NY, January 26, 2000 - Triarc Consumer Products Group, LLC and Triarc Beverage Holdings Corp., subsidiaries of Triarc Companies, Inc. (NYSE: TRY), announced today that they have extended to 5:00 p.m., New York City time, on January 28, 2000 their offer to exchange (the "Exchange Offer") up to $300 million aggregate principal amount of their 10 1/4% Senior Subordinated Notes due 2009 (CUSIP Number 89589TAC2) (the "Exchange Notes") for up to $300 million aggregate principal amount of their outstanding 10 1/4% Senior Subordinated Notes due 2009 (the "Initial Notes"). The Exchange Offer was originally scheduled to expire as of 5:00 p.m., New York City time, on January 26, 2000. The Initial Notes were issued and sold in a transaction exempt from registration under Rule 144A of the Securities Act of 1933, as amended. As of the close of business on January 25, 2000, approximately $233 million aggregate principal amount of the Initial Notes had been tendered. The terms of the Exchange Notes are substantially identical (including principal amount, interest rate, maturity, security and ranking) to the terms of the Initial Notes, except that the Exchange Notes are registered under the Securities Act, do not bear legends restricting their transfer and are not entitled to certain registration rights and certain additional interest provisions which are applicable to the Initial Notes. The annual interest rate on the Exchange Notes is 10 1/4%. The annual interest rate on the Initial Notes will be reset from 10 3/4% to 10 1/4% upon the completion of the Exchange Offer. To properly exchange Initial Notes, holders must complete and deliver a letter of transmittal to The Bank of New York (the "Exchange Agent") on or before 5:00 p.m., New York City time, January 28, 2000 (the "Expiration Date"). Holders must also deliver certificates representing their Initial Notes or, in the case of holders utilizing the book-entry transfer procedures described in the prospectus included as part of the registration statement, have a confirmation of such book-entry transfer into the Exchange Agent's account at The Depositary Trust Company sent to the Exchange Agent, on or before the Expiration Date. Requests for a prospectus and a letter of transmittal should be directed to the Exchange Agent, The Bank of New York, at (212) 815-4699. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state. Triarc, through Triarc Consumer Products Group, LLC, is a leading premium beverage company (Snapple(R), Mistic(R), Stewart's(R)), a restaurant franchisor (Arby's(R), T.J. Cinnamons(R) and Pasta Connection(TM)) and a producer of soft drink concentrates (Royal Crown(R), Diet Rite(R), Nehi(R)). # # # -----END PRIVACY-ENHANCED MESSAGE-----