EXHIBIT 99.1
FOR IMMEDIATE RELEASE
CONTACT: ANNE A. TARBELL
Triarc Companies, Inc.
212/451-3030
www.triarc.com
PELTZ AND MAY WITHDRAW GOING-PRIVATE PROPOSAL
BOARD APPROVES "DUTCH AUCTION" SELF-TENDER FOR UP TO 5.5
MILLION SHARES
NEW YORK, NY, MARCH 10, 1999 - Triarc Companies, Inc. (NYSE: TRY) announced
today that it has been advised by Nelson Peltz and Peter W. May, the Chairman
and Chief Executive Officer and the President and Chief Operating Officer,
respectively, of Triarc that they have withdrawn their $18 per share
going-private proposal, effective immediately.
Triarc also announced that its Board of Directors unanimously approved a tender
offer for up to 5.5 million shares of the Company's Common Stock at a price of
not less than $16 1/4 and not more than $18 1/4 per share, pursuant to a "Dutch
Auction."
Commenting on today's announcements, Nelson Peltz, said: "We are withdrawing our
offer because we believe it is not in the best interests of shareholders at this
time. Our recently completed debt financings, coupled with the tender offer,
support the Company's goal of maximizing shareholder value.
Our beverage and restaurant franchising businesses continue to grow and we are
confident about the future."
Triarc has approximately 29.3 million shares of Common Stock currently
outstanding. The offer to purchase up to 5.5 million shares of Common Stock from
existing shareholders equates to approximately 18.8% of the number of shares
currently outstanding. The closing price of the Company's stock on March 9, 1999
was $15 7/8. The exact price of the tender offer will be determined by a
procedure commonly referred to as a Dutch Auction (See Editor's Note).
The tender offer is expected to commence on March 12, 1999. The tender offer,
proration period and withdrawal rights will expire at 12:00 midnight, New York
City time on April 13, 1999, unless the tender offer is extended.
The Company stated that neither the Company nor its Board of Directors makes any
recommendation to stockholders to tender shares of Common Stock. It is not
anticipated that any directors, executive officers or affiliates of the Company
will tender shares pursuant to the offer.
The tender offer will be subject to various terms and conditions described in
offering materials to be mailed on or about March 12, 1999 to Triarc
shareholders of record as of March 10, 1999. The tender offer is conditioned on
3,500,000 shares of Common Stock being tendered, unless such condition is waived
by the Company.
Wasserstein Perella & Co., Inc. will act as Dealer Manager for the offer and
Georgeson & Company Inc. will serve as Information Agent. Questions or requests
for assistance or for copies of the Offer to Purchase may be directed to either
the Dealer Manager or Information Agent at their respective addresses and
telephone numbers listed below.
Triarc is a leading premium beverage company (Snapple(R), Mistic(R) and
Stewart's(R)), a restaurant franchisor (Arby's(R), T.J. Cinnamons(R) and Pasta
Connection(TM)) and a producer of soft drink concentrates (Royal Crown(R), Diet
Rite(R) and Nehi(R)).
DEALER MANAGER: INFORMATION AGENT:
Wasserstein Perella & Co., Inc. Georgeson & Company Inc.
31 West 52nd Street Wall Street Plaza
New York, NY 10019 New York, NY 10005
(212) 969-2700 (800) 223-2064
EDITOR'S NOTE: Under this tender offer, the price to be paid per share will be
set by "Dutch Auction," meaning the Company will pay only that amount per share
which is necessary, within the stated range, in order to secure the needed
number of shares to complete the offer. Once the price per share is determined,
all shareholders will be paid the same amount for each share of stock sold.