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TRIARC AND SEPSCO SIGN MERGER AGREEMENT

 WEST PALM BEACH, Fla., Nov. 22 /PRNewswire/ -- Triarc Companies, Inc. (NYSE: TRY) and Southeastern Public Service Company (PSE: SPV), Triarc's 71 percent-owned subsidiary, today announced the execution of a merger agreement. Terms of the agreement call for Triarc to acquire all of the outstanding shares of common stock of Southeastern (SEPSCO) it does not already own in exchange for approximately 2,691,822 shares of Triarc's Class A common, or about .8 of a Triarc share for each publicly-held Southeastern share.
 SEPSCO previously announced that its board of directors had approved the merger agreement following the recommendation of a special committee of the SEPSCO board which had been appointed to evaluate the proposal. The SEPSCO board and the special committee found that the merger consideration was fair to SEPSCO stockholders, other than Triarc and its affiliates.
 The merger will implement the terms of a proposed settlement of an outstanding shareholder derivative action brought on behalf of SEPSCO against Triarc, certain current and former directors of Triarc and certain former officers and directors of SEPSCO. Triarc said that the proposed settlement is subject to court approval and approval of the holders of at least two-thirds of the outstanding SEPSCO shares not owned by Triarc. No date has been set for a SEPSCO shareholders meeting when shareholders will vote on the merger.
 A hearing on the proposed settlement of the derivative action has been scheduled for Jan. 11 at United States District Court for the Southern District of Florida in Miami.
 Triarc Companies recently changed its name from DWG Corporation. With sales of $1 billion, the company is in four businesses: fast food (Arby's), soft drinks (Royal Crown Cola), textiles (Graniteville), and liquefied petroleum gas (National Propane).
 -0- 11/22/93
 /CONTACT: Jerry Hostetter, 212-230-3185/
 (TRY SPV.)


CO: Triarc Companies, Inc.; Southeastern Public Service Company ST: Florida IN: FOD SU: TNM

TW-WB -- NY082 -- 6955 11/22/93 16:25 EST
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Publication:PR Newswire
Date:Nov 22, 1993
Words:318
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