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 (Date of earliest event reported) December 16, 2004
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, New York 10017
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 451-3000
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(Former name or former address, if changed since last report)
Item 1.01. Entry into a Material Definitive Agreement
On December 22, 2004, Triarc Companies, Inc. (the "Company") and 760-24
Westchester Avenue, LLC and 800-60 Westchester Avenue, LLC (together, the
"Lessor"), entered into a Lease Agreement (the "Lease") pursuant to which the
Company will lease executive office space in Rye Brook, New York commencing on
or about February 1, 2005 and expiring on December 31, 2015 (the "Expiration
Date"). The Company has the right under certain circumstances to extend the term
of the Lease for up to two additional five-year periods.
Under the terms of the Lease, the Company will lease approximately 53,000
square feet at a fixed annual rent of approximately (i) $1.66 million during the
first two years; (ii) $1.74 million during the third and fourth years; (iii)
$1.81 million during the fifth and sixth years; and (iv) $1.87 million
thereafter. In addition, the Company has certain rights to lease an additional
20,000 square feet in the building.
A copy of the Lease is being filed as an exhibit hereto and is incorporated
herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under
an Off-Balance Sheet Arrangement of a Registrant.
On December 22, 2004, the Company and the Lessor entered into the Lease
pursuant to which the Company will lease executive office space in Rye Brook,
New York commencing on or about February 1, 2005 and expiring on the Expiration
Date. Please refer to Item 1.01 of this Report for a more detailed description
of certain terms of the Lease.
Item 5. 02. Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
On December 16, 2004, the Company announced that Edward P. Garden, an
Executive Vice President of the Company, has been elected Vice Chairman and a
director of the Company effective December 16, 2004.
A copy of the press release announcing Mr. Garden's election is attached as
Exhibit 99.1 to this Report.
Item 8.01. Other Events.
On December 16, 2004, the Company announced that it has extended until June
30, 2006 its current $50 million Class A Common Stock and Class B Common Stock,
Series 1, repurchase program and replenished the amount available thereunder to
permit the Company to purchase up to $50 million of Class A and Class B Common
Stock.
A copy of the press release announcing the extension and replenishment of
the stock repurchase program is attached as Exhibit 99.2 to this Report.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
10.12 Lease Agreement, dated as of December 22, 2004, between 760-24
Westchester Avenue, LLC and 800-60 Westchester Avenue, LLC, as
Lessor, and Triarc Companies, Inc., as Lessee.
99.1 Press release of Triarc Companies, Inc. dated December 16, 2004.
99.2 Press release of Triarc Companies, Inc. dated December 16, 2004.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its 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: December 22, 2004
EXHIBIT INDEX
Exhibit Description
10.12 Lease Agreement, dated as of December 22, 2004, between
760-24 Westchester Avenue, LLC and 800-60 Westchester Avenue, LLC,
as Lessor, and Triarc Companies, Inc., as Lessee.
99.1 Press release of Triarc Companies, Inc. dated December 16, 2004.
99.2 Press release of Triarc Companies, Inc. dated December 16, 2004.