Exhibit 99.1
For Immediate Release
CONTACT: Anne A. Tarbell
Triarc Companies, Inc.
(212) 451-3030
www.triarc.com
ARBY'S COMPLETES INNOVATIVE SECURITIZATION OF
FRANCHISE ROYALTY PAYMENTS
o Private placement of $290 million of 7.44% non-recourse fixed rate
insured notes is completed
o Notes rated Aaa/AAA/AAA by Moody's, S&P and Fitch
New York, NY, November 22, 2000 -- Triarc Companies, Inc. (NYSE: TRY) announced
that its subsidiary Arby's Franchise Trust, a newly formed special purpose
financing vehicle, completed an offering of $290 million of 7.44% non-recourse
fixed rate insured notes due 2020 (the "Notes"), pursuant to Rule 144A of the
Securities Act of 1933, as amended (the "Securities Act"). The Notes are secured
by Arby's(R) branded United States and Canadian franchise royalty payments and
fees. The Notes are rated Aaa, AAA and AAA by Moody's Investors Services, Inc.,
Standard & Poor's Ratings Services and Fitch, Inc., respectively. Timely payment
of interest and the remaining outstanding principal of the Notes on the legal
final payment date are guaranteed by a financial guaranty insurance policy
issued by Ambac Assurance Corporation, reinsured on a first loss basis by
European Reinsurance Company of Zurich, Bermuda branch, a subsidiary of Swiss Re
Group. Triarc received net cash available proceeds of approximately $250 million
from the financing, which is net of approximately $30 million of proceeds to be
placed in a reserve account, as well as transaction fees and expenses.
Taking into account the recently completed sale of the Snapple Beverage
Group and the consummation of the Arby's financing, Triarc's cash and investment
position, net of current cash tax liabilities related to the beverage group
sale, is approximately $700 million, or $31 per share pro forma for current
shares outstanding including the dilutive effect of employee stock options. Pro
forma debt is approximately $310 million.
Nelson Peltz, Chairman and Chief Executive Officer of Triarc, said: "We
continue to carefully evaluate our options for the use of Triarc's significant
cash and investment position, including acquisitions, share repurchases and
investments, with the goal of further increasing shareholder value."
The Notes are not registered and 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 any such state or
jurisdiction.
Triarc is a leading restaurant franchisor (Arby's(R)and T.J. Cinnamons(R)).
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Note to Follow
Note to Press Release
The statements in this press release that are not historical facts, including,
most importantly, information concerning possible or assumed future results of
operations of Triarc Companies, Inc. and its subsidiaries (collectively,
"Triarc" or "the Company") and statements preceded by, followed by, or that
include the words "may", "believes", "expects", "anticipates" or the negation
thereof, or similar expressions, constitute "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995 (the "Reform
Act"). All statements which address operating performance, events or
developments that are expected or anticipated to occur in the future, including
statements relating to volume and revenue growth, earnings per share growth or
statements expressing general optimism about future operating results, are
forward-looking statements within the meaning of 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. For those statements, we claim the protection of the safe harbor for
forward-looking statements contained in the Reform Act. Many important factors
could affect our future results and could cause those results to differ
materially from those expressed in the forward-looking statements contained
herein. Such factors include, but are not limited to, the following:
competition, including product and pricing pressures; success of operating
initiatives; the ability to attract and retain franchisees; development and
operating costs; advertising and promotional efforts; brand awareness; the
existence or absence of positive or adverse publicity; market acceptance of new
product offerings; new product and concept development by competitors; changing
trends in customer tastes and demographic patterns; availability, location and
terms of sites for restaurant development by franchisees; the ability of
franchisees to open new restaurants in accordance with their development
commitments, including the ability of franchisees to finance restaurant
development; the performance by material customers of their obligations under
their supply agreements with franchisees; changes in business strategy or
development plans; quality of the Company's and franchisees' management;
availability, terms and deployment of capital; business abilities and judgment
of the Company's and franchisees' personnel; availability of qualified personnel
to the Company and to franchisees; labor and employee benefit costs;
availability and cost of raw materials, ingredients and supplies and the
potential impact on franchise royalties and franchisees' restaurant level sales
that could arise from interruptions in the distribution of supplies of food and
other products to franchisees; general economic, business and political
conditions in the countries and territories where franchisees operate; changes
in, or failure to comply with, government regulations, including franchising
laws, accounting standards, environmental laws and taxation requirements; the
costs, uncertainties and other effects of legal and administrative proceedings;
the impact of general economic conditions on consumer spending; and other risks
and uncertainties which are difficult or impossible to predict accurately and
many of which are beyond our control. We will not undertake and specifically
decline any obligation to publicly release the results 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 our policy generally not to make any
specific projections as to future earnings, and we do not endorse any
projections regarding future performance that may be made by third parties.
