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) September 22, 1995
TRIARC COMPANIES, INC.
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(Exact Name of Registrant as Specified in Charter)
DELAWARE 1-2207 38-0471180
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
900 Third Avenue
New York, New York 10022
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 230-3000
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(Former Name or Former Address, if
Changed Since Last Report)
Item 5. Other Events.
On September 22, 1995, the Registrant and Galey & Lord, Inc. ("Galey &
Lord") entered into a letter of intent to merge Graniteville Company
("Graniteville"), a subsidiary of the Registrant, into Galey & Lord.
The letter of intent provides, among other things, that Galey & Lord or a
wholly-owned subsidiary of Galey & Lord will acquire Graniteville (excluding
C.H. Patrick & Co., Inc. and certain other non-textile real estate assets)
through a stock purchase, exchange, merger or other business combination, the
precise structure and terms of which will be mutually agreed to by the parties,
provided, however, that the acquisition shall be structured in such a manner to
qualify as a tax-free transaction under the Internal Revenue Code of 1986, as
amended.
The letter of intent contemplates the issuance of 34.5% of Galey & Lord's
outstanding shares, on a fully diluted basis, to the Registrant.
The letter of intent is subject to the execution of a definitive agreement,
boards of directors' approval, other regulatory approvals, Galey & Lord's
shareholder approval and other customary closing conditions.
A copy of the letter of intent and press release with respect to the
transaction are being filed herewith as exhibits hereto and are incorporated
herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
2.1 Letter of Intent dated September 22, 1995
99.1 Press release dated September 25, 1995
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.
Date: October 3, 1995 By: BRIAN L. SCHORR
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Brian L. Schorr
Executive Vice President
and General Counsel
Exhibit Index
Exhibit
No. Description Page No.
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2.1 Letter of Intent dated September 22, 1995
99.1 Press release dated September 25, 1995