424B3 1 form424b3.txt FORM 424(B)(3) Filed Pursuant to Rule 424(b)(3) Registration No. 333-106273 PROSPECTUS SUPPLEMENT (TO PROSPECTUS DATED JULY 9, 2003) $175,000,000 TRIARC COMPANIES, INC. 5% CONVERTIBLE NOTES DUE 2023 AND SHARES OF CLASS A COMMON STOCK ISSUABLE UPON CONVERSION OF THE NOTES __________________ This prospectus supplement supplements our prospectus dated July 9, 2003, relating to the offer and resale by various selling securityholders of up to $175,000,000 aggregate principal amount of our 5% Convertible Notes due 2023 and shares of our Class A common stock into which the notes are convertible. This prospectus supplement should be read in conjunction with, and may not be delivered or utilized without, the prospectus. This prospectus supplement is qualified by reference to the prospectus, except to the extent that the information in this prospectus supplement supersedes the information contained therein. The information in the table contained under the heading "Selling Securityholders" beginning on page 58 of the prospectus is hereby amended by adding the information below with respect to persons not previously listed in the prospectus, and by superseding the information with respect to persons previously listed in the prospectus that are listed below:
NUMBER OF SHARES PRINCIPAL AMOUNT OF CLASS A OF NOTES COMMON STOCK BENEFICIALLY BENEFICIALLY OWNED AND OWNED AND OFFERED OFFERED SELLING SECURITYHOLDER HEREBY($) HEREBY(1) --------------------------------------------------------------------- ---------------- ---------------- Alpine Associates.................................................... 11,385,000 284,625 Alpine Partners, L.P................................................. 1,615,000 40,375 BNP Paribas Arbitrage................................................ 6,000,000 150,000 Chrysler Corporation Master Retirement Trust......................... 2,595,000 64,875 Delta Air Lines Master Trust - CV.................................... 1,065,000 1,040 Delta Pilots Disability & Survivorship Trust - CV.................... 515,000 12,875 Microsoft Corporation................................................ 1,935,000 48,375 Motion Picture Industry Health Plan - Active Member Fund............. 265,000 6,625 Motion Picture Industry Health Plan - Retiree Member Fund............ 165,000 4,125 OCM Convertible Trust................................................ 2,875,000 71,875 Partner Reinsurance Company Ltd. .................................... 855,000 21,375 Qwest Occupational Health Trust...................................... 340,000 8,500 State Employees' Retirement Fund of the State of Delaware............ 1,130,000 28,250 Vanguard Convertible Securities Fund, Inc............................ 10,710,000 267,750
------------------------------------ (1) Includes shares of Class A common stock issuable upon conversion of the notes, and assumes a conversion rate of 25 shares per $1,000 principal amount of the notes, which conversion rate is subject to adjustment as described under "Description of the Notes--Conversion of Notes" in the prospectus. Accordingly, the number of shares of Class A common stock issuable upon conversion of the notes may increase or decrease from time to time. Under the terms of the indenture, we will not issue fractional shares of Class A common stock upon conversion of the notes and, in lieu thereof, will pay cash. _______________ INVESTING IN THE SECURITIES OFFERED BY THE PROSPECTUS AND THIS PROSPECTUS SUPPLEMENT INVOLVES RISKS. SEE "RISK FACTORS" BEGINNING ON PAGE 10 OF THE PROSPECTUS. _______________ Neither the Securities and Exchange Commission, nor any state securities commission, has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the prospectus. Any representation to the contrary is a criminal offense. THIS PROSPECTUS SUPPLEMENT IS DATED JULY 17, 2003