-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WU7lYd8CQeOlzo+EJKEZPlLBuSzmexE/pjcZAnSxKUc3sXAM3sDmBcBa9ke2BQg2 6VivrfQTk14xGdwXhhP75A== 0000950142-08-000737.txt : 20080401 0000950142-08-000737.hdr.sgml : 20080401 20080401205533 ACCESSION NUMBER: 0000950142-08-000737 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080329 FILED AS OF DATE: 20080401 DATE AS OF CHANGE: 20080401 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Deerfield Capital Corp. CENTRAL INDEX KEY: 0001313918 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 202008622 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6250 NORTH RIVER ROAD CITY: ROSEMONT STATE: IL ZIP: 60018 BUSINESS PHONE: 773-380-1600 MAIL ADDRESS: STREET 1: 6250 NORTH RIVER ROAD CITY: ROSEMONT STATE: IL ZIP: 60018 FORMER COMPANY: FORMER CONFORMED NAME: Deerfield Triarc Capital Corp DATE OF NAME CHANGE: 20050110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TRIARC COMPANIES INC CENTRAL INDEX KEY: 0000030697 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING & DRINKING PLACES [5810] STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32551 FILM NUMBER: 08731094 BUSINESS ADDRESS: STREET 1: 1155 PERIMETER CENTER WEST STREET 2: SUITE 1200 CITY: ATLANTA STATE: GA ZIP: 30338 BUSINESS PHONE: 678-514-4100 MAIL ADDRESS: STREET 1: 1155 PERIMETER CENTER WEST STREET 2: SUITE 1200 CITY: ATLANTA STATE: GA ZIP: 30338 FORMER NAME: FORMER CONFORMED NAME: DWG CORP DATE OF NAME CHANGE: 19920703 FORMER NAME: FORMER CONFORMED NAME: DEISEL WEMMER GILBERT CORP DATE OF NAME CHANGE: 19680820 FORMER NAME: FORMER CONFORMED NAME: DWG CIGAR CORP DATE OF NAME CHANGE: 19680820 4 1 form4_triarc032908-dfrex.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP X0202 4 2008-03-29 1 0001313918 Deerfield Capital Corp. DFR 0000030697 TRIARC COMPANIES INC 1155 PERIMETER CENTER WEST ATLANTA GA 30338 0 0 1 1 See footnotes (1), (2) and (3) Common Stock 2008-03-29 4 J 0 9835010 D 0 D On December 21, 2007, 9,629,368 shares of the Issuer's Series A Cumulative Convertible Preferred Stock (the "DFR Preferred Stock") were issued to Triarc Deerfield Holdings, LLC ("TD Holdings"), a subsidiary of Triarc Companies, Inc. ("Triarc"), as merger consideration payable by the Issuer to TD Holdings in respect of TD Holdings' interests in Deerfield & Company LLC, pursuant to the Agreement and Plan of Merger dated as of December 17, 2007, among the Issuer, DFR Merger Company, LLC, Deerfield & Company, LLC and Triarc. On March 11, 2008, the shareholders of the Issuer voted to convert the DFR Preferred Stock into shares of the Issuer's common stock (the "DFR Common Stock"), on a one-for-one basis, and as a result, all shares of DFR Preferred Stock were automatically converted into shares of DFR Common Stock, which, when combined with Triarc's previous holdings, resulted in Triarc's ownership of 9,835,010 shares of DFR Common Stock. On March 19, 2008, Triarc declared a special stock dividend (the "Stock Dividend") on the existing Class A Common Stock, par value $0.10 per share (the "Triarc Class A Common Stock"), and Class B Common Stock, par value $0.10 per share (the "Triarc Class B Common Stock"), consisting of 0.106028 shares of DFR Common Stock for each share of Triarc Class A Common Stock outstanding and each share of Triarc Class B Common Stock outstanding as of the close of business on March 29, 2008 (the "Record Date"). The Stock Dividend is payable on April 4, 2008 to holders of record of the Class A Common Stock and Class B Common Stock at the close of business on the Record Date. /s/ Nils H. Okeson, Sr. Vice President and General Counsel 2008-04-01 -----END PRIVACY-ENHANCED MESSAGE-----