Arby's to Offer Approximately $290 Million of Notes.Business Editors NEW YORK--(BUSINESS WIRE)--Nov. 3, 2000 Triarc Companies, Inc. (NYSE NYSE See: New York Stock Exchange : TRY) announced today that its restaurant franchising subsidiary, Arby's, Inc., intends to offer approximately $290 million of fixed rate insured notes ("Notes"), through a special purpose financing vehicle, pursuant to Rule 144A Rule 144A A Securities & Exchange Commission rule modifying a two-year holding period requirement on privately placed securities to permit qualified institutional buyers to trade these positions among themselves. of the Securities Act of 1933, as amended (the "Securities Act"). The Notes will be backed by Arby's franchise royalty payments. The financing is expected to close by the end of the fourth quarter of 2000, and Triarc expects to receive net cash available proceeds of $250 million from the financing, which is net of approximately $30 million of proceeds to be put into a reserve account, as well as transaction fees and expenses. Taking into account the sale of the Snapple Beverage Group and the consummation of the financing, Triarc's cash and investment position will be in excess of $650 million and pro forma As a matter of form or for the sake of form. Used to describe accounting, financial, and other statements or conclusions based upon assumed or anticipated facts. The phrase pro forma debt will be approximately $310 million. Triarc is evaluating options for the use of its cash, including acquisitions, share repurchases Share Repurchase A program by which a company buys back its own shares from the marketplace, reducing the number of outstanding shares. This is usually an indication that the company's management thinks the shares are undervalued. and investments. The Notes will be offered only to certain qualified institutional buyers In law, a Qualified Institutional Buyer is a purchaser of securities that is financially sophisticated and is legally recognized by security market regulators to need less protection from sellers than most members of the public. in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. and to certain non-U.S. persons in reliance on Regulation S under the Securities Act. The Notes proposed to be issued will not be registered under the Securities Act, and may not be offered or sold within the United States except pursuant to an exemption from the Securities Act, or in a transaction not subject to the registration requirements of the Securities Act. This press release shall not constitute an offer to sell or a solicitation of an offer to buy such Notes, nor shall there be any sale of Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. Triarc is a leading restaurant franchisor (Arby's(R)and T.J. Cinnamons(R)). Notes to Press Release 1. There can be no assurance that this financing transaction will be completed or that if completed it will raise $290 million. 2. The statements in this press release that are not historical facts, including most importantly Adv. 1. most importantly - above and beyond all other consideration; "above all, you must be independent" above all, most especially , those statements preceded by, followed by, or that include the words "may", "believes", "expects", "anticipates" or the negation NEGATION. Denial. Two negations are construed to mean one affirmation. Dig. 50, 16, 137. thereof, or similar expressions, constitute "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995 (the "Reform Act"). For those statements, Triarc Companies, Inc. (the "Company") claims the protection of the safe-harbor for forward-looking statements contained in the Reform Act. These forward-looking statements are based on our expectations and are susceptible to a number of risks, uncertainties and other factors, and our actual results, performance and achievements may differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, but are not limited to, the risks and uncertainties affecting the Company and its subsidiaries detailed in the Company's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the year ended January 2, 2000, its Quarterly Reports on Form 10-Q Form 10-Q See 10-Q. and other current and periodic filings by the Company with the Securities and Exchange Commission, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Company. The Company will not undertake and specifically declines any obligation to publicly release the result of any revisions, which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. In addition, it is the Company's policy generally not to make any specific projections as to future earnings, and the Company does not endorse any projections regarding future performance that may be made by third parties. |
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