-----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, QGWt9OjKu9IVqBmvZKDVafH8IXNQK5ABX81iBD6Z3irnl4NgiNVdjH5tTFi35YKA Cyx8OqE2B/Oc5dGGRimsWA== 0000950142-08-000614.txt : 20080313 0000950142-08-000614.hdr.sgml : 20080313 20080313171810 ACCESSION NUMBER: 0000950142-08-000614 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080311 FILED AS OF DATE: 20080313 DATE AS OF CHANGE: 20080313 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Deerfield Capital Corp. CENTRAL INDEX KEY: 0001313918 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 202008622 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 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 FORMER COMPANY: FORMER CONFORMED NAME: Deerfield Triarc Capital Corp DATE OF NAME CHANGE: 20050110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MAY PETER W CENTRAL INDEX KEY: 0000928264 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32551 FILM NUMBER: 08686903 BUSINESS ADDRESS: BUSINESS PHONE: 212 451 3000 MAIL ADDRESS: STREET 1: 280 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 4 1 form4_may031108-dfrex.xml FORM 4 X0202 4 2008-03-11 0 0001313918 Deerfield Capital Corp. DFR 0000928264 MAY PETER W 280 PARK AVENUE NEW YORK NY 10017 1 0 1 1 See footnote 1 Preferred Stock 2008-03-11 4 J 0 9629368 D 0 I By Subsidiaries. See footnotes Common Stock 2008-03-11 4 J 0 9629368 A 9835010 I By Subsidiaries. See footnotes Common Stock 343333 D Mr. May is the Vice Chairman of the board of directors, a director and a significant stockholder of Triarc Companies, Inc. ("Triarc"), and may be deemed to beneficially own the Issuer securities owned by Triarc and its subsidiaries. Mr. May disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that he is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. On December 21, 2007, 9,629,368 shares of the Issuer's Series A Cumulative Convertible Preferred Stock (the "DFR Preferred Stock") were issued to Triarc Deerfield Holdings, LLC ("TD Holdings"), a subsidiary of Triarc, as merger consideration payable by the Issuer to TD Holdings in respect of TD Holdings' interests in Deerfield & Company LLC, pursuant to the Agreement and Plan of Merger dated as of December 17, 2007, among the Issuer, DFR Merger Company, LLC, Deerfield & Company, LLC and Triarc. TD Holdings subsequently distributed its shares of DFR Preferred Stock to Triarc upon its dissolution. On March 11, 2008, the shareholders of the Issuer voted to convert the DFR Preferred Stock into shares of the Issuer's common stock (the "DFR Common Stock"), on a one-for-one basis, and as a result, all shares of DFR Preferred Stock were automatically converted into shares of DFR Common Stock. /s/ Peter W. May 2008-03-13 -----END PRIVACY-ENHANCED MESSAGE-----