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: November 21, 2003
(Date of earliest event reported)
TRIARC COMPANIES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 1-2207 38-0471180
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(State or other (Commission (I.R.S. Employer
jurisdiction of File No.) Identification No.)
incorporation of
organization)
280 PARK AVENUE, NEW YORK, NY 10017
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(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (212) 451-3000
Page 1 of 2 Pages
ITEM 5. OTHER EVENTS
On November 21, 2003, Triarc Companies, Inc. (the "Company") and Wilmington
Trust Company, as trustee (the "Trustee"), entered into a First Supplemental
Indenture (the "Supplemental Indenture") to the Indenture dated as of May 19,
2003, between the Company and the Trustee, relating to the Company's 5%
Convertible Notes due 2023 (the "Notes"). The Supplemental Indenture effects
certain changes to the conversion features of the Notes to reflect the special
stock dividend of two shares of a newly designated Class B Common Stock, Series
1, par value $0.10 per share (the "Class B Common Stock"), for each outstanding
share of the Company's Class A Common Stock, par value $0.10 per share (the
"Class A Common Stock"), which was announced by the Company's Board of Directors
on August 11, 2003 and paid on September 4, 2003 to holders of record of the
Class A Common Stock on August 21, 2003. Holders of the Notes are entitled to
receive upon conversion of the Notes shares of Class A Common Stock and such
number of shares of Class B Common Stock that the holder would have been
entitled to receive had the holder converted its Notes immediately prior to the
record date for the stock dividend. A copy of the Supplemental Indenture is
filed as Exhibit 4.1 to this report.
ITEM 7. EXHIBITS
(c) Exhibits
4.1 First Supplemental Indenture, dated as of November 21, 2003, between
Triarc Companies, Inc. and Wilmington Trust Company, as trustee
(incorporated herein by reference to Exhibit 4.3 to Triarc's
Registration Statement on Form S-3 filed on November 24, 2003).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on behalf by the undersigned
hereunto duly authorized.
TRIARC COMPANIES, INC.
By: /s/ Stuart I. Rosen
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Stuart I. Rosen
Senior Vice President and
Associate General Counsel
Dated: November 25, 2003