SEC Info - DWG Acquisition Group LP, et al. - ‘SC 13D/A’ on 2/14/96 re: Wendy's Co

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DWG Acquisition Group LP, et al. – ‘SC 13D/A’ on 2/14/96 re: Wendy's Co

As of: Wednesday, 2/14/96 · Accession #: 950142-96-46 · File #: 5-11818

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 2/14/96  DWG Acquisition Group LP          SC 13D/A               6:470K Wendy’s Co                        Paul Weiss Ri… LLP 01/FA
          DWG Acquisition Group LP
          Nelson Peltz
          Peter W. May

Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Schedule 13D Amendment No. 7                          13     40K 
 2: EX-16       Letter re: Change in Certifying Accountant             5     12K 
 3: EX-17       Letter re: Departure of Director                       3      9K 
 4: EX-18       Letter re: Change in Accounting Principles            14     37K 
 5: EX-19       Report Furnished to Security Holders                   4     12K 
 6: EX-20       Other Document or Statement to Security Holders      155±   573K

SC 13D/A — Schedule 13D Amendment No. 7
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Contracts, Arrangements, Understandings or Relationships With Respect to the Common Stock of the Issuer Identity and Background Interest in Securities of the Issuer Is Amended and Restated in Its Entirety as Follows: Is Amended by Adding the Following at the End Thereof: Is Amended by Adding the Following Paragraph After The Is Amended by Deleting the Last Sentence of The Is Amended by Inserting the Following Sentence After Is Further Amended by Deleting the Last Paragraph Material to Be Filed as Exhibits Source and Amount of Funds or Other Consideration Statement
1	1st Page - Filing Submission
5	Statement
"	Item 2. Identity and Background
"	Item 2. Is Amended by Inserting the Following Sentence After
6	Item 3. Source and Amount of Funds or Other Consideration
"	Item 3. Is Amended by Deleting the Last Sentence of The
"	Item 5. Interest in Securities of the Issuer
"	Item 5. Is Amended and Restated in Its Entirety as Follows:
9	Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to the Common Stock of the Issuer
"	Item 6. Is Amended by Adding the Following Paragraph After The
10	Item 6. Is Further Amended by Deleting the Last Paragraph
11	Item 7. Material to Be Filed as Exhibits
"	Item 7. Is Amended by Adding the Following at the End Thereof:

SC 13D/A 1st Page of 13 TOC ↑Top Previous Next ↓Bottom Just 1st
 
                                                      Page 1 of 13 Pages

UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C.  20549 
_______________________ 

SCHEDULE 13D  

Under the Securities Exchange Act of 1934 
(AMENDMENT NO. 7) 
_______________________ 

TRIARC COMPANIES, INC.      
(Name of Issuer)  

CLASS A COMMON STOCK, PAR VALUE $.10 PER SHARE  
(Title of Class of Securities)  

895927 10 1 
(CUSIP Number)  
_______________________ 

PETER W. MAY  
C/O TRIARC COMPANIES, INC.  
900 THIRD AVENUE  
NEW YORK, N.Y. 10022  
TEL. NO.:  (212) 230-3000 
(Name, Address and Telephone Number of  
Person Authorized to Receive Notices  
and Communications) 
_______________________ 

JANUARY 31, 1996  
(Date of Event which Requires Filing  
of this Statement)  

If the filing person has previously filed a statement on Schedule 13G to report 
the  acquisition  which is the subject of this Schedule 13D, and is filing this 
statement because of Rule 13d-1(b)(3) or (4), check the following box [ ].      

Check the following box if a fee is being paid with the statement [ ].  (A fee  
is not required only if the  reporting  person:  (1) has a previous statement   
on file reporting beneficial  ownership  of more than five percent of the class 
of securities described in Item 1; and (2)  has  filed  no amendment subsequent 
thereto reporting beneficial ownership of five percent or  less of such class.) 
(See Rule 13d-7).                                                               

Note:  Six copies of this statement, including all exhibits,  should  be  filed 
with the Commission.  See Rule 13d-1(a) for other parties to whom copies are to 
be sent.                                                                        

*The  remainder of this cover page shall be filled out for a reporting person's 
initial  filing  on  this form with respect to the subject class of securities, 
and for any subsequent  amendment  containing  information  which  would  alter 
disclosures provided in a prior cover page.                                     

The  information  required  on  the  remainder  of this cover page shall not be 
deemed to be "filed" for the purpose of Section 18  of  the Securities Exchange 
Act of 1934 ("Act") or otherwise subject to the liabilities  of that section of 
the Act but shall be subject to all other provisions of the Act  (however,  see 
the Notes).                                                                     

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SCHEDULE 13D          

CUSIP NO.  895927 10 1                                    Page 2 of 13 Pages    

1            NAME OF REPORTING PERSON                                           
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON     

DWG ACQUISITION GROUP, L.P.                             

2            CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) [ ]           
                                                   (B) [ ]

3            SEC USE ONLY                                                       

4            SOURCE OF FUNDS                                                    

WC (See Item 3)                                       

5            CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED           
   PURSUANT TO ITEMS 2(d) or 2(e)                        [ ]

6            CITIZENSHIP OR PLACE OF ORGANIZATION                               

Delaware                                              

7                   SOLE VOTING                       
POWER         
NUMBER OF                                                                       
SHARES                                  -0- (See Item 5)                        
BENEFICIALLY                                                                    
OWNED BY                                                                        
EACH                                                                            
REPORTING                                                                       
PERSON                                                                          
WITH                                                                            
8                   SHARED VOTING                     
POWER         

                      5,982,867 (See Item 5)

9                   SOLE DISPOSITIVE POWER            

                -0- (See Item 5)

10                  SHARED DISPOSITIVE                
POWER         

                      5,982,867 (See Item 5)

11           AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON       

5,982,867 (See Item 5)                                

12           CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN     
          SHARES                                                       [ ]

13           PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                 

25% (See Item 5)                                      

14           TYPE OF REPORTING PERSON                                           
PN                                                    

SC 13D/A 3rd Page of 13 TOC 1st Previous Next ↓Bottom Just 3rd
SCHEDULE 13D          

CUSIP NO.  895927 10 1                                      Page 3 of 13 Pages  

1            NAME OF REPORTING PERSON                                           
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON     

NELSON PELTZ                                          

2            CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(A) [ ]            
                                                 (B) [ ]

3            SEC USE ONLY                                                       

4            SOURCE OF FUNDS                                                    

BK, PF (See Item 3)                                   

5            CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED           
          PURSUANT TO ITEMS 2(d) or 2(e)                               [ ]

6            CITIZENSHIP OR PLACE OF ORGANIZATION                               

Delaware                                              

7                   SOLE VOTING                       
POWER         
NUMBER OF                                                                       
SHARES                                  637,100 (See Item 5)                    
BENEFICIALLY                                                                    
OWNED BY                                                                        
EACH                                                                            
REPORTING                                                                       
PERSON                                                                          
WITH                                                                            
8                   SHARED VOTING POWER               

                      5,982,867 (See Item 5)

9                   SOLE DISPOSITIVE POWER            

                    637,100 (See Item 5)

10                  SHARED DISPOSITIVE POWER          

                      5,982,867 (See Item 5)

11           AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON       

6,619,767 (See Item 5)                                

12           CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES             
          CERTAIN SHARES                                               [X]

13           PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                 

27% (See Item 5)                                      

14           TYPE OF REPORTING PERSON                                           

IN                                                    

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SCHEDULE 13D  

CUSIP NO.  895927 10 1                                      Page 4 of 13 Pages  

1            NAME OF REPORTING PERSON                                           
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON     

PETER W. MAY                                          

2            CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) [ ]           
                                                   (B) [ ]

3            SEC USE ONLY                                                       

4            SOURCE OF FUNDS                                                    

BK, PF (See Item 3)                                   

5            CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED           
          PURSUANT TO ITEMS 2(d) or 2(e)                               [ ]

6            CITIZENSHIP OR PLACE OF ORGANIZATION                               

Delaware                                              

7                   SOLE VOTING                       
POWER         
NUMBER OF                                                                       
SHARES                                  433,466 (See Item 5)                    
BENEFICIALLY                                                                    
OWNED BY                                                                        
EACH                                                                            
REPORTING                                                                       
PERSON                                                                          
WITH                                                                            
8                   SHARED VOTING POWER               

                      5,982,867 (See Item 5)

9                   SOLE DISPOSITIVE POWER            

                    433,466 (See Item 5)

10                  SHARED DISPOSITIVE POWER          

                      5,982,867 (See Item 5)

11           AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON       

6,416,333 (See Item 5)                                

12           CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES             
          CERTAIN SHARES                                               [ ]

13           PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                 

26.4% (See Item 5)                                    

14           TYPE OF REPORTING PERSON                                           

IN                                                    

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CUSIP NO:  895927 10 1                   PAGE 5 OF 13 PAGES 

AMENDMENT NO. 7 TO SCHEDULE 13D                   

This Amendment No. 7 amends and supplements the Schedule 13D

dated October 13, 1992 as amended and restated by Amendment No. 6 dated         

September 1, 1994 (as so amended and restated, the "Statement"), with           

respect to the Class A Common Stock (formerly Common Stock), par value          

$.10 per share (the "Common Stock"), of Triarc Companies, Inc., a               

Delaware corporation and successor by merger to Triarc Companies, Inc.,         

an Ohio corporation formerly named DWG Corporation (the "Company").             

Except as set forth below, there are no changes to the      

information set forth in the Statement.  Capitalized terms used and not         

defined herein have the same meanings previously ascribed to them in the        

Statement.                                                                      

Item 2.   IDENTITY AND BACKGROUND.                                              

ITEM 2 IS AMENDED BY INSERTING THE FOLLOWING SENTENCE AFTER 

THE FIRST SENTENCE OF THE SECOND PARAGRAPH THERETO:                             

On January 1, 1995, the Partnership Agreement was amended to

make Leon Kalvaria a limited partner in the Partnership.  A copy of the         

amendment to the Partnership Agreement is filed as Exhibit 18 hereto.           

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CUSIP NO.:  895927 10 1                               Page 6 of 13 Pages        

ITEM 2 IS FURTHER AMENDED BY REPLACING THE WORDS "EXHIBITS 4

AND 9" IN THE SECOND SENTENCE OF THE SECOND PARAGRAPH THEREOF WITH THE          

FOLLOWING:                                                                      

Exhibits 4, 9, 16, 17, 18 and 19                                                

Item 3.   SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.                    

ITEM 3 IS AMENDED BY DELETING THE LAST SENTENCE OF THE      

PENULTIMATE PARAGRAPH THEREOF AND SUBSTITUTING IN ITS PLACE THE                 

FOLLOWING SENTENCE AND PARAGRAPHS:                                              

Mr. Peltz, Mr. May and the Purchaser disclaim beneficial ownership of           

such shares.                                                                    

On January 30, 1995, Mr. May purchased an additional 200    

shares in open market purchases at a price of $12.75 per share; 100 of          

such shares were given as a gift to Mr. Peltz's minor daughter and the          

remaining 100 shares were given as a gift to a third party.  Mr. Peltz,         

Mr. May and the Purchaser disclaim beneficial ownership of such shares.         

In November and December of 1994, Mr. May purchased with his

own funds a total of 26,800 shares of Common Stock in open market               

purchases at a total cost of $325,112.50.  In the same period, Mr. Peltz        

purchased with his own funds a total of 26,900 shares of Common Stock in        

open market purchases at a total cost of $326,362.50.                           

Item 5.   INTEREST IN SECURITIES OF THE ISSUER.                                 

ITEM 5 IS AMENDED AND RESTATED IN ITS ENTIRETY AS FOLLOWS:  

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CUSIP NO.:  895927 10 1                               Page 7 of 13 Pages        

(a) through (c).  As a result of the Acquisition, the       

Purchaser beneficially owns 5,982,867 shares of Common Stock, which             

represent approximately 25% of the outstanding shares of Common Stock as        

of October 31, 1995 (based on the Company's Quarterly Report on Form 10-        

Q for the quarter ended September 30, 1995).                                    

By virtue of their positions as general partners of the     

Purchaser, Messrs. Peltz and May may be deemed to own beneficially the          

5,982,867 shares of Common Stock owned of record by the Purchaser.  In          

such capacity, Messrs. Peltz and May may be deemed to share voting and          

dispositive power with the Purchaser and with each other with respect to        

such shares of Common Stock.                                                    

On April 30, 1993, Mr. May purchased as a gift for a minor  

child of Mr. Peltz in an open market purchase an additional 100 shares          

of Common Stock at a price of $19.00 per share.  On January 30, 1995,           

Mr. May purchased an additional 200 shares to be given as gifts in open         

market purchases at a price of $12.75 per share; 100 of such shares were        

given as a gift to Mr. Peltz's minor daughter and the remaining 100             

shares were given as a gift to a third party.  Mr. Peltz, Mr. May and           

the Purchaser disclaim beneficial ownership of such shares.                     

In November and December of 1994, Mr. May purchased with his

own funds a total of 26,800 shares of Common Stock in open market               

purchases at a total cost of $325,112.50.  In the same period, Mr. Peltz        

purchased with                                                                  

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CUSIP NO.:  895927 10 1                               Page 8 of 13 Pages        

his own funds a total of 26,900 shares of Common Stock in                       

open market purchases at a total cost of $326,362.50.                           

In addition to the foregoing, Messrs. Peltz and May         

beneficially own 610,000 and 406,666 shares of Common Stock,                    

respectively, representing stock options that may be exercised within 60        

days.                                                                           

As a result, Messrs. Peltz and May may be deemed to         

beneficially own an aggregate of 6,619,967 and 6,416,333 shares of              

Common Stock, representing approximately 27% and 26.4% of the                   

outstanding shares of Common Stock as of October 31, 1995 (based upon           

the Company's Quarterly Report on Form 10-Q for the quarter ended               

September 30, 1995, plus the shares subject to the stock options that           

may be exercised by Messrs. Peltz and May within 60 days).                      

On July 12, 1994, Messrs. Peltz and May entered into an     

agreement (the "Kalvaria Agreement") with Leon Kalvaria, Vice Chairman          

of the Company, as described in Item 5(d) below.  The Kalvaria Agreement        

was terminated on January 1, 1995 and is of no further force and effect.        

Except as set forth above, no Reporting Person beneficially 

owns any shares of Common Stock or has effected any transaction in              

shares of Common Stock during the preceding 60 days.                            

 (d)  On July 12, 1994, Messrs. Peltz and May entered into the

Kalvaria Agreement, a copy of which was filed as Exhibit 14 to Amendment        

No. 6 to this Schedule 13D.                                                     

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CUSIP NO.:  895927 10 1                               Page 9 of 13 Pages        

The Kalvaria Agreement was terminated on January 1, 1995 and is of no           

further force and effect.                                                       

Except as set forth above, to the best knowledge of the     

Reporting Persons, no person other than the Reporting Persons has the           

right to receive or the power to direct the receipt of dividends from,          

or the proceeds from the sale of, the Shares.                                   

(e)  Not applicable.                                        

Item 6.   CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH         
RESPECT TO THE COMMON STOCK OF THE ISSUER.                  

 ITEM 6 IS AMENDED BY ADDING THE FOLLOWING PARAGRAPH AFTER THE

FIRST PARAGRAPH THEREOF:                                                        

On December 21, 1995, all shares of Common Stock previously 

pledged by the Purchaser to Citibank were released.  On January 19,             

1996, the Custodial Loans were repaid in full and all shares of Common          

Stock previously pledged by the Purchaser to Custodial Trust Company            

were released.  On January 18, 1996, January 25, 1996 and January 31,           

1996, Messrs. Peltz and May entered into certain loan documentation with        

respect to certain loans aggregating $60,000,000 (the "NationsBank              

Loans") made in the ordinary course of business to Messrs. Peltz and May        

by NationsBank, N.A. ("NationsBank").  The NationsBank Loans are                

revolving demand loans bearing interest at a rate based upon the London         

interbank offered rate and are secured by the 5,982,867 shares of Common        

Stock owned by the Purchaser and                                                

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CUSIP NO.:  895927 10 1                               Page 10 of 13 Pages       

certain other assets owned by Messrs. Peltz and May.  The loan documentation    

in connection with the NationsBank Loans contains standard default provisions   

and other provisions with respect to the shares of Common Stock pledged         

pursuant thereto.  The documents evidencing the NationsBank Loans are filed     

as Exhibit 20 hereto and are incorporated herein by reference.                  

ITEM 6 IS FURTHER AMENDED BY DELETING THE LAST PARAGRAPH    

THEREOF AND SUBSTITUTING IN LIEU THEREOF THE FOLLOWING:                         

Except as described elsewhere in this Statement or as set   

forth in the Stock Purchase Agreement, the Exchange Agreement, the DWG          

Agreement, the Partnership Agreement, the Undertaking or the NationsBank        

Loan Documents, copies of which are filed respectively as Exhibits 1, 2,        

3, 4, 8, 16-19 and 20 hereto, and are incorporated herein by reference,         

to the best knowledge of the Reporting Persons there exist no contracts,        

arrangements, understandings or relationships (legal or otherwise) among        

the Purchaser and Messrs. Peltz and May and between such persons and any        

person with respect to any securities of the Company, including but not         

limited to transfer or voting of any securities of the Company, finder's        

fees, joint ventures, loan or option arrangements, puts or calls,               

guarantee of profits, division of profits or loss, or the giving or             

withholding of proxies.                                                         

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CUSIP NO.:  895927 10 1                               Page 11 of 13 Pages       

Item 7.   MATERIAL TO BE FILED AS EXHIBITS.                                     

 ITEM 7 IS AMENDED BY ADDING THE FOLLOWING AT THE END THEREOF:

16.  Amendment No. 1 dated as of November 15, 1992 to       

Agreement of Limited Partnership of the Purchaser.                              

  17.  Amendment No. 2 dated as of March 1, 1993 to Agreement of

Limited Partnership of the Purchaser.                                           

 18.  Amendment No. 4 dated as of January 1, 1995 to Agreement

of Limited Partnership of the Purchaser.                                        

 19.  Amendment No. 5 dated as of January 1, 1996 to Agreement

of Limited Partnership of the Purchaser.                                        

20.  NationsBank Loan Documents (Exhibits and Schedules     

omitted)                                                                        

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CUSIP NO:  895927 10 1                                  PAGE 12 OF 13 PAGES     

SIGNATURES          

       After reasonable inquiry and to the best of its knowledge

and belief, each of the undersigned certifies that the information set          

forth in this Statement is true, complete and correct.                          

Dated:  February 14, 1996                                                       

       DWG ACQUISITION GROUP, L.P.

By: /S/ NELSON PELTZ
              ----------------------------
      Name:   Nelson Peltz
         Title:  General Partner

By: /S/ PETER W. MAY
              ----------------------------
      Name:   Peter W. May
         Title:  General Partner

/S/ NELSON PELTZ    
              ----------------------------
Nelson Peltz

/S/ PETER W. MAY    
              ----------------------------
Peter W. May  

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CUSIP NO:  895927 10 1                             PAGE 13 OF 13 PAGES          

EXHIBIT INDEX   

EXHIBIT                        DESCRIPTION                        PAGE NO.

    16           Amendment No. 1 dated as of November 15,         14
         1992 to Agreement of Limited Partnership of
the Purchaser.                    
    17           Amendment No. 2 dated as of March 1, 1993        19
        to Agreement of Limited Partnership of the
Purchaser.                        
    18           Amendment No. 4 dated as of January 1, 1995      22
        to Agreement of Limited Partnership of the
Purchaser.                        
    19           Amendment No. 5 dated as of January 1, 1996      36
        to Agreement of Limited Partnership of the
Purchaser.                        
    20           NationsBank Loan Documents (Exhibits and         40
Schedules omitted).

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘SC 13D/A’ Filing	Date	First	Last	Other Filings

	2/15/96
Filed on:	2/14/96	12
	1/31/96	1	9	8-K
	1/25/96	9		8-K
	1/19/96	9
	1/18/96	9
	1/1/96	11
	12/21/95	9
	10/31/95	7	8
	9/30/95	7	8	10-Q
	1/30/95	6	7
	1/1/95	5	11
	9/1/94	5
	7/12/94	8
	4/30/93	7
	3/1/93	11
	11/15/92	11
	10/13/92	5
				List all Filings

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Filing Submission 0000950142-96-000046 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

DWG Acquisition Group LP, et al. – ‘SC 13D/A’ on 2/14/96 re: Wendy's Co

As of: Wednesday, 2/14/96 · Accession #: 950142-96-46 · File #: 5-11818

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Amendment to General Statement of Beneficial Ownership — Schedule 13DFiling Table of Contents

SC 13D/A — Schedule 13D Amendment No. 7Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Amendment to General Statement of Beneficial Ownership — Schedule 13D
Filing Table of Contents

SC 13D/A — Schedule 13D Amendment No. 7
Document Table of Contents