EXHIBIT 99.1
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FOR IMMEDIATE RELEASE
CONTACT: ANNE A. TARBELL
TRIARC COMPANIES, INC.
212/451-3030
WWW.TRIARC.COM
TRIARC TO ACQUIRE SYBRA, INC.
NEW YORK, NY, NOVEMBER 26, 2002 - Triarc Companies, Inc. (NYSE: TRY) announced
today the United States Bankruptcy Court for the Southern District of New York
has confirmed Triarc's plan of reorganization pursuant to which Triarc will
acquire Sybra, Inc., the second largest franchisee of the Arby's(R) brand. The
acquisition is expected to close in the fourth quarter of 2002.
Sybra, Inc., a subsidiary of I.C.H. Corporation, and currently in
Chapter 11, owns and operates 239 Arby's restaurants in nine states located
primarily in Michigan, Texas, Pennsylvania, New Jersey and Florida.
In return for 100% of the equity of a reorganized Sybra, Triarc will
pay $8 million to ICH's creditors . In addition, Triarc will make a $14.5
million investment in Sybra and Sybra will remain exclusively liable for its
long-term debt and capital lease obligations, which aggregated approximately
$104 million as of December 31, 2001. Triarc will also make available to, or
obtain for, Sybra a $5.0 million standby financing facility for each of three
years (up to $15.0 million in the aggregate) to fund any operating shortfalls of
Sybra.
Commenting on the planned acquisition, Nelson Peltz, Triarc's
Chairman and Chief Executive Officer, said: "The Sybra acquisition represents a
unique opportunity to own a group of
highly profitable Arby's restaurants with a bright future. Sybra also has an
excellent operating management team."
Peltz added: "We believe that the acquisition of Sybra solidifies
Triarc's commitment to the Arby's brand and the Arby's system. We envision the
Sybra acquisition as presenting opportunities to strengthen the Arby's brand. We
also believe that ownership of these restaurants will increase the value of the
Arby's brand and thus enhance Triarc shareholder value."
In February 2002, ICH and its principal subsidiaries, including
Sybra, each voluntarily filed petitions for reorganization under chapter 11 of
the Bankruptcy Code. Sybra has stated that the purpose of the filings was to
separate Sybra's Arby's operations from certain ongoing ICH liabilities related
to ICH's former ownership of the California-based Lyon's restaurant chain. To
date, the filings appear to have helped preserve Sybra's Arby's operations,
allowing essentially all of Sybra's restaurants to continue to operate without
disruption.
Triarc is a holding company and, through its subsidiaries, is the
franchisor of Arby's(R) restaurants.
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Notes To Follow
NOTES
1. There can be no assurance that the proposed acquisition of
Sybra will be successfully integrated with the operations of Triarc and its
subsidiaries, including Arby's, Inc. In addition, there can be no assurance that
Triarc will be able to identify and effect any other acquisitions or business
combinations or, if completed, that any such acquisitions or business
combinations will be successfully integrated with the operations of Triarc and
its subsidiaries.
2. 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 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 current expectations, speak only of
the date of this press release and are susceptible to a number of risks,
uncertainties and other factors. 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 pricing
pressures; the impact of competitors' new units on sales by
franchisees and consumers' perceptions of the relative quality, variety and
value of the food products offered; success of operating initiatives;
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 consumer tastes and preferences (including
changes resulting from health or safety concerns with respect to the consumption
of beef, french fries or other foods) and in spending and demographic patterns;
the business and financial viability of key franchisees; 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 ability to identify, attract and retain potential franchisees
with sufficient experience and financial resources to develop and operate Arby's
restaurants; changes in business strategy or development plans; quality of the
Company's and franchisees' management; availability, terms and deployment of
capital; business abilities 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 royalty revenues 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 in which
franchisees operate; changes in government regulations, including franchising
laws, accounting standards, environmental laws and taxation requirements; the
costs, uncertainties and other effects of legal, environmental and
administrative proceedings; the impact of general economic conditions on
consumer spending, including a slower consumer economy and the effects of war or
other terrorist activities; adverse weather conditions; and other risks and
uncertainties affecting the Company and its subsidiaries detailed in the
Company's Annual Report on Form 10-K for the fiscal
year ended December 30, 2001, and in our other current and periodic filings with
the Securities and Exchange Commission, all of 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.