Wendy's International, Inc.
 
 

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July 24, 2008

 
 
July 11, 2008
Triarc / Wendy's
Joint Proxy Statement/Prospectus
on Form S-4

 

April 30, 2008
Triarc / Wendy's Conference Call

 

April 24, 2008
Triarc And Wendy’s Sign Definitive Merger Agreement

 

E-Mail Alert
 

2008 Releases 2007 Releases 2006 Releases

Wendy’s Announces Strong 2007 Second-Quarter Results
Income from continuing operations increased 214.8% to $29.3 million, up from $9.3 million a year ago
Diluted EPS from continuing operations were $0.33, compared to $0.08 a year ago
Total EBITDA from continuing operations increased 90.2% to $84.7 million, up from $44.5 million a year ago
Wendy’s U.S. company-operated restaurant EBITDA margins increased 100 basis points
 
INVESTOR CONTACTS:
John Barker
(614) 764-3044
john_barker@wendys.com

MEDIA CONTACT:
Denny Lynch
(614) 764-3553
denny_lynch@wendys.com

Marsha Gordon
(614) 764-3019
marsha_gordon@wendys.com

 

Kim Messner
(614) 764-6796
kim_messner@wendys.com

 

DUBLIN, Ohio (July 26, 2007) – Wendy’s International, Inc. (NYSE: WEN) today announced its financial results for the second quarter of 2007.
      The Company reported income from continuing operations of $29.3 million and diluted earnings per share of $0.33 in the second quarter of 2007, compared to $9.3 million and $0.08 per share in the second quarter of 2006. 
      Earnings before interest, taxes, depreciation and amortization (EBITDA) from continuing operations were $84.7 million in the second quarter of 2007, up from $44.5 million in the second quarter of 2006.  Excluding pension settlement charges, expenses related to the Board’s Special Committee and restructuring charges, second quarter 2007 EBITDA would have been $95.3 million. (See: “Disclosure regarding non-GAAP financial measures” below).
      “We delivered significantly improved results versus a year ago,” said Chief Executive Officer and President Kerrii Anderson. “Our income and EBITDA results are encouraging and store operating margins continue to expand as we execute our strategic plan.”  

Second Quarter Highlights

  • Average same-store sales were up 0.7% for U.S. company-operated restaurants and 0.4% for U.S. franchise restaurants.  Wendy’s® has now produced 13 consecutive months of positive same-store sales.
  • The Company and its franchisees opened a total of 39 new Wendy’s restaurants during the second quarter of 2007. The openings consisted of 9 company-operated restaurants and 30 franchised restaurants.  The total number of systemwide Wendy’s restaurants at the end of the second quarter in 2007 was lower at 6,661, compared to 6,673 at year-end 2006 and 6,743 at the end of the second quarter in 2006, reflecting closures of underperforming restaurants.
  • Total revenues were $632.9 million in the second quarter of 2007, down 0.2% compared to $634.1 million in the second quarter of 2006.
  • Company-operated restaurant EBITDA margins were 11.8% in the second quarter of 2007, compared to 11.2% one year ago.  This includes U.S., Canada and International operations. U.S. company-operated restaurant EBITDA margins improved 100 basis points to 12.1% in the second quarter of 2007, compared to 11.1% in the second quarter of 2006. 
  • Pretax income from continuing operations was $47.4 million in the second quarter of 2007, compared to pretax income from continuing operations of $14.8 million in the second quarter of 2006.  Net income increased to $29.2 million in the second quarter of 2007, compared to a loss of $29.1 million in the second quarter of 2006.

“We are revitalizing the Wendy’s brand with innovative product introductions, a new advertising campaign and improving operations,” said Anderson. “Our U.S. company-operated restaurant EBITDA margin improvement was the result of strategic initiatives we began implementing this year – an effective menu management strategy and more efficient operations. We believe that price increases, which are impacting transactions in the short term, will position us to produce profit expansion in the longer term.  We have good momentum in the business as we focus on improving profits in every restaurant in the Wendy’s system.”

Wendy’s featuring innovative, high-quality products and “That’s Right.”campaign           
      In the second quarter, Wendy’s rolled out several new menu offerings, including its Steakhouse Double-Melt cheeseburgers in April, its Frosty™ Float and 99-cent Buffalo Crispy Chicken sandwich in May, and its new $1.99 Triple Stack cheeseburger in June. 
      In May, the Company announced its new coffee: Wendy’s Custom Bean™ - a proprietary blend of Folgers Gourmet Selections™.  In July, Wendy’s began promoting the Baconator™, its new hot, juicy hamburger featuring a half pound of fresh, never frozen, beef, six strips of hickory smoked bacon, American cheese, ketchup and mayonnaise. 
      During the quarter, Wendy’s launched its new “That’s Right” advertising campaign which highlights Wendy’s fresh, never frozen, beef.
      “We are very encouraged by the positive consumer reaction to our new
‘That’s Right’ advertising campaign, and we’re stepping up the creative use of our ‘Red Wig’ icon in our marketing efforts – TV advertising, on-line, in-store and more,” said Wendy’s Chief Marketing Officer Ian Rowden.  “After only six weeks, national consumer research shows more than half of the respondents can play back the ‘I deserve a hot, juicy burger’ line from our advertising campaign and immediately associate the ‘Red Wig’ with Wendy’s. This is a key reason our core hamburger business is growing.”
      In addition, Wendy’s raised $1.2 million for the Dave Thomas Foundation for Adoption in connection with its Father’s Day Frosty Weekend promotion. 
      The Company reiterated that it is on track with its breakfast expansion and expects to offer its new breakfast menu in more than 650 Wendy’s restaurants by the end of August 2007 as it expands into additional markets.  
     
Second Quarter Financial and Income Statement Information
     Wendy’s completed its spinoff of Tim Hortons® in the third quarter of 2006 and completed the sale of Baja Fresh® Mexican Grill during the fourth quarter of 2006. During the second quarter of 2007, the Company also entered into a definitive agreement to sell Cafe Express. Accordingly, the after-tax operating results of Tim Hortons, Baja Fresh and Cafe Express appear in the “Discontinued Operations” line on the income statement.
      The Company’s second-quarter 2007 reported results from continuing operations include the impact of:

  • Sales – $558.3 million in the second quarter of 2007, compared to $557.8 million in the second quarter of 2006.  Sales are up slightly due to positive same-store sales, but Wendy’s had 31 fewer company-operated restaurants open at the end of the second quarter of 2007 compared to the same quarter a year ago.  
  • Franchise revenues – $74.6 million in the second quarter of 2007, compared to $76.3 million in the second quarter of 2006. The year-over-year decrease is due primarily to fewer open franchise restaurants compared to 2006.
  • Cost of sales – $337.2 million in the second quarter of 2007, compared to $345.8 million in the second quarter of 2006, a 160 basis point improvement as a percentage of sales. The year-over-year improvement is due primarily to higher menu pricing tied to the Company’s market-based pricing strategy and improved product mix.
  • Company restaurant operating costs – $152.4 million, or 27.3% of sales, in the second quarter of 2007, compared to $147.6 million, or 26.5% of sales, in the second quarter of 2006.  The year-over-year dollar increase is due primarily to higher insurance charges offset by other cost savings.
  • Operating costs – $4.9 million in the second quarter of 2007, compared to $14.4 million in the second quarter of 2006.  The year-over-year improvement is due primarily to $10 million in incremental pretax advertising expense in the second quarter of 2006 that did not recur in 2007.
  • General and administrative expense – $51.4 million, or 8.1% of revenue, in the second quarter of 2007, compared to $52.4 million, or 8.3% of revenue, in the second quarter of 2006.  The year-over-year improvement is due primarily to a reduction in salaries and benefits as a result of the elimination of positions in 2006, partially offset by higher stock compensation, consulting fees, professional services expenses and additional breakfast advertising expense.
  • Restructuring and Special Committee related charges  –  $10.6 million in the second quarter of 2007 includes $5.5 million in pension settlement charges and $4.7 million in expenses related to the Board’s Special Committee.   The non-cash pension plan settlement charges in the quarter of $5.5 million represent a portion of the up to $60 million in pension settlement charges disclosed in the Company’s previous SEC filings and press releases. Of the non-cash $5.5 million in pension settlement charges, $4.0 million consists of a non-cash adjustment identified in the second quarter of 2007 that relates to the first quarter 2007. The $29.0 million in expense in 2006 is comprised of restructuring costs, which included voluntary early retirement costs, severance expenses and consulting fees.
  • Other expense/income – $8.0 million of income in the second quarter of 2007 includes $4.5 million in insurance reimbursements for Hurricane Katrina claims and $2.7 million in income from the Company's 50/50 joint venture with Tim Hortons. In 2007 the joint venture is accounted for under the equity method. Prior to the spin-off of Tim Hortons, the joint venture was fully consolidated. 
  • Interest – The $2.1 million increase in interest expense in the second quarter 2007 is primarily due to the sale of approximately 40% of the U.S. royalty stream for a 14-month period entered into in the fourth quarter of 2006 that was recorded as debt. The $8.4 million decrease in interest income reflects a reduction in cash balances as a result of the completion of a modified "Dutch Auction" tender offer in the fourth quarter of 2006, using approximately $800 million, and the completion of an accelerated share repurchase in the first quarter of 2007 for approximately $280 million.
  • Taxes – The Company’s effective tax rate was 38.2% in the second quarter of 2007, compared to 37.0% in the second quarter of 2006.
  • Shares outstanding – A lower share count of 88.3 million average shares in the second quarter of 2007, compared to 117.8 million average shares in the second quarter of 2006.  The Company repurchased 22.4 million shares in a modified “Dutch Auction” tender offer in the fourth quarter of 2006, and repurchased 9.0 million shares in an accelerated share repurchase in the first quarter of 2007.
  • Joint venture with Tim Hortons – As a result of its 2006 spinoff of Tim Hortons, the Company, in accordance with generally accepted accounting principles (GAAP), now accounts for its 50% share of the restaurant real estate joint venture with Tim Hortons (Wendy’s and Tim Hortons’ combination units) under the equity method of accounting, rather than consolidating the results of the joint venture in the Company’s financial statements. Without this change, company-operated restaurant EBITDA margins would have been 12.1% during the second quarter of 2007.  This change in accounting for the Company’s joint venture with Tim Hortons resulted in an overall reduction to second-quarter 2007 operating income of $2.2 million compared to the second quarter 2006.

Company Reiterates Revised Outlook for 2007  
 On June 18 the Company announced its revised 2007 outlook for EBITDA and diluted earnings per share (EPS) from continuing operations. 

The Company’s range for EBITDA is $295-315 million, which is a 33-42% increase over 2006 adjusted EBITDA from continuing operations of $221 million.  The Company’s range for EPS is $1.09-1.23 per share.

The primary reasons the Company lowered its outlook were lower-than-planned same-store sales and higher-than-expected commodity costs.  The outlook excludes expenses related to the Board’s Special Committee activities ($4.7 million of these expenses were recorded in the second quarter of 2007), up to $60 million in pension settlement costs that the Company noted in February ($5.5 million of these costs were recorded in the second quarter of 2007, and more are expected in the second half of the year), and any potential restructuring charges.
As stated in the June 18 press release, in view of the strategic review process now under way, the Company has suspended its previous earnings guidance for 2008 and 2009. Management does not plan to provide additional details on its earnings guidance or to update it. 
 
Board approves 118th consecutive dividend
The Board of Directors approved a quarterly dividend of 12.5 cents per share, payable August 20 to shareholders of record as of August 6.  The dividend payment will represent the Company’s 118th consecutive dividend.

Company plans second-quarter conference call for July 26     
      The Company will hold a conference call and webcast to discuss the Company’s second quarter results at 4 p.m. ET today. The dial-in number is (877) 572-6014 (U.S. and Canada) or (706) 679-4852 (International).
      A simultaneous webcast of the conference call will also be available at www.wendys-invest.com. The call will also be archived at that site.

Disclosure regarding non-GAAP financial measures
     EBITDA is used by management as a performance measure for benchmarking against its peers and competitors. The Company believes EBITDA is useful to investors because it is frequently used by securities analysts, investors and other interested parties to evaluate companies in the restaurant industry. EBITDA is not a recognized term under GAAP.  The Company also uses adjusted EBITDA, which accounts for certain items unrelated to ongoing operations, as an internal measure of business operating performance.   Management believes adjusted EBITDA provides a meaningful perspective of the underlying operating performance of the business.
     Company EBITDA margins from continuing operations consist of operating income plus depreciation and amortization divided by revenue.  Company-operated restaurant EBITDA margins consist of sales from company-operated restaurants minus cost of sales from company-operated restaurants minus company restaurant operating costs divided by sales from company-operated restaurants.

The following is a reconciliation of 2007 estimated operating income to 2007 estimated EBITDA used to arrive at the Company's revised 2007 earnings outlook previously announced.  As previously announced, the following estimated amounts exclude expenses related to the Board’s Special Committee activities, up to $60 million in pension settlement costs, and any potential restructuring charges. 

2007 estimated operating income:    $ 186 million to $206 million
2007 estimated depreciation and amortization:      $ 109 million
2007 estimated EBITDA from continuing ops:     $ 295 million to $315 million

 The following is a reconciliation of 2007 second-quarter operating income to 2007 second quarter EBITDA and adjusted EBITDA on a basis consistent with the Company's above revised full year 2007 outlook:

2007 2Q operating income:                                        $ 55.7 million
2007 2Q depreciation and amortization: $ 29.0 million
2007 2Q EBITDA from continuing ops:                      $ 84.7 million
2007 Special Committee expense:                                        $   4.7 million
2007 pension settlement charges:                             $   5.5 million
2007 restructuring costs:  $     .4 million
2007 2Q adjusted EBITDA from continuing ops:       $ 95.3 million

The following is a reconciliation of 2007 year-to-date operating income to 2007 year-to-date EBITDA and adjusted EBITDA on a basis consistent with the Company's above revised full year 2007 outlook:

2007 YTD operating income: $   84.3 million
2007 YTD depreciation and amortization: $   57.4 million
2007 YTD EBITDA from continuing ops: $ 141.7 million
2007 YTD Special Committee expense:  $     4.7 million
2007 YTD pension settlement charges:  $     5.5 million
2007 YTD restructuring costs:  $     1.4 million
2007 YTD adjusted EBITDA from continuing ops:    $ 153.3 million

Below is a reconciliation of 2006 reported operating income to 2006 EBITDA and 2006 adjusted EBITDA:  

2006 reported operating income: $  40.3 million
2006 depreciation and amortization: $123.7 million
2006 EBITDA from continuing ops:  $164.0 million
2006 restructuring charges $  38.9 million
2006 incremental advertising expense:  $  25.0 million
2006 joint venture impact1:   $   (7.2 million)
2006 adjusted EBITDA from continuing ops: $220.7 million

 The following is a reconciliation of 2006 second quarter operating income to 2006 second quarter EBITDA:

2006 2Q operating income: $ 12.6 million
2006 2Q depreciation and amortization: $ 31.9 million
2006 2Q EBITDA: $ 44.5 million

¹After the spinoff of Tim Hortons, the joint venture with Tim Hortons is no longer consolidated in the Company’s financial statements and Wendy’s 50% share of the joint venture income is included in Other (income) expense, net as an equity investment in accordance with GAAP.

Safe Harbor statement
Certain information in this news release, particularly information regarding future economic performance and finances, and plans, expectations and objectives of management, is forward looking.  Factors set forth in our Safe Harbor under the Private Securities Litigation Reform Act of 1995, in addition to other possible factors not listed, could affect the Company's actual results and cause such results to differ materially from those expressed in forward-looking statements.  Please review the Company’s Safe Harbor statement at http://www.wendys-invest.com/safeharbor.

Wendy’s International, Inc. overview
Wendy's International, Inc. is one of the world's largest and most successful restaurant operating and franchising companies. 
Wendy’s recently received brand, food and operations accolades from:

  • Zagat Survey®, a leading global provider of consumer survey content, which recently named Wendy's as having the best hamburgers in the quick-service restaurant industry. In addition, Wendy's ranked first among quick-service "mega-chains" (i.e., those with at least 5,000 outlets) for food, facilities and popularity.
  • This year's American Customer Satisfaction Index (ACSI) survey, produced by the University of Michigan's Stephen M. Ross Business School, ranked Wendy's in the top spot for customer satisfaction in the "limited service restaurants" category.
  • QSR® Magazine's 2007 Consumer Survey recently rated Wendy’s as consumers' favorite quick-service restaurant (QSR) for the second-straight year. 

More information about the Company is available at www.wendys-invest.com.

             WENDY'S INTERNATIONAL, INC. AND SUBSIDIARIES
                  CONSOLIDATED STATEMENTS OF INCOME
                (In thousands, except per share data)

                                   (Unaudited)

                               Second Quarter Ended

                                 7/1/2007  7/2/2006 $ Change % Change
                               ---------- --------- -------- ---------

REVENUES
Sales                           $558,312  $557,771     $541       0.1%
Franchise revenues                74,600    76,342   (1,742)     -2.3%
                               ---------- --------- -------- ---------
TOTAL REVENUES                   632,912   634,113   (1,201)     -0.2%
                               ---------- --------- -------- ---------

COSTS & EXPENSES
Cost of sales                    337,177   345,803   (8,626)     -2.5%
Company restaurant operating
 costs                           152,405   147,613    4,792       3.2%
Operating costs                    4,852    14,363   (9,511)    -66.2%
Depreciation of property &
 equipment                        28,749    31,575   (2,826)     -9.0%
General & administrative
 expenses                         51,391    52,438   (1,047)     -2.0%
Restructuring and special
 committee related charges        10,605    28,998  (18,393)    -63.4%
Other expense (income), net       (8,011)      702   (8,713)      n/m
                               ---------- --------- -------- ---------
TOTAL COSTS & EXPENSES           577,168   621,492  (44,324)     -7.1%
                               ---------- --------- -------- ---------

OPERATING INCOME                  55,744    12,621   43,123       n/m

Interest expense                 (10,898)   (8,848)  (2,050)    -23.2%
Interest income                    2,551    10,989   (8,438)    -76.8%
                               ---------- --------- -------- ---------

INCOME FROM CONTINUING
 OPERATIONS BEFORE INCOME
 TAXES                            47,397    14,762   32,635       n/m

INCOME TAXES                      18,115     5,460   12,655       n/m
                               ---------- --------- -------- ---------

INCOME from continuing
 operations                      $29,282    $9,302  $19,980       n/m

LOSS from discontinued
 operations                         ($49) ($38,417) $38,368       n/m
                               ---------- --------- -------- ---------

NET INCOME (LOSS)                $29,233  ($29,115) $58,348
                               ========== ========= ========

Diluted earnings per common
 share from continuing
 operations                        $0.33     $0.08    $0.25
                               ========== ========= ========

Diluted (loss) per common
 share from discontinued
 operations                       ($0.00)   ($0.33)   $0.33
                               ========== ========= ========

Total diluted earnings (loss)
 per common share                  $0.33    ($0.25)   $0.58
                               ========== ========= ========

Diluted shares                    88,316   117,768
                               ========== =========


n/m - not meaningful



             WENDY'S INTERNATIONAL, INC. AND SUBSIDIARIES
                  CONSOLIDATED STATEMENTS OF INCOME
                (In thousands, except per share data)

                                      (Unaudited)

                                  Year-to-Date Ended
                              7/1/2007    7/2/2006   $Change % Change
                           ----------- ----------- --------- ---------

REVENUES
Sales                      $1,081,256  $1,071,206   $10,050       0.9%
Franchise revenues            141,820     141,585       235       0.2%
                           ----------- ----------- --------- ---------
TOTAL REVENUES              1,223,076   1,212,791    10,285       0.8%
                           ----------- ----------- --------- ---------

COSTS & EXPENSES
Cost of sales                 661,238     675,527   (14,289)     -2.1%
Company restaurant
 operating costs              304,793     297,530     7,263       2.4%
Operating costs                 8,787      34,174   (25,387)    -74.3%
Depreciation of property &
 equipment                     56,801      62,684    (5,883)     -9.4%
General & administrative
 expenses                     102,213     107,735    (5,522)     -5.1%
Restructuring and special
 committee related charges     11,636      28,998   (17,362)    -59.9%
Other expense (income),
 net                           (6,693)     (5,900)     (793)     13.4%
                           ----------- ----------- --------- ---------
TOTAL COSTS & EXPENSES      1,138,775   1,200,748   (61,973)     -5.2%
                           ----------- ----------- --------- ---------

OPERATING INCOME               84,301      12,043    72,258       n/m

Interest expense              (23,105)    (17,881)   (5,224)    -29.2%
Interest income                 7,967      13,022    (5,055)    -38.8%
                           ----------- ----------- --------- ---------

INCOME FROM CONTINUING
 OPERATIONS BEFORE INCOME
 TAXES                         69,163       7,184    61,979       n/m

INCOME TAXES                   25,400       3,779    21,621       n/m
                           ----------- ----------- --------- ---------

INCOME from continuing
 operations                   $43,763      $3,405   $40,358       n/m

INCOME from discontinued
 operations                      $157     $18,712  ($18,555)    -99.2%
                           ----------- ----------- --------- ---------

NET INCOME                    $43,920     $22,117   $21,803
                           =========== =========== =========

Diluted earnings per
 common share from
 continuing operations          $0.48       $0.03     $0.45
                           =========== =========== =========

Diluted earnings per
 common share from
 discontinued operations        $0.00       $0.16    ($0.16)
                           =========== =========== =========

Total diluted earnings per
 common share                   $0.48       $0.19     $0.29
                           =========== =========== =========

Diluted shares                 92,011     117,082
                           =========== ===========


n/m - not meaningful



             WENDY'S INTERNATIONAL, INC. AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEETS



                                                July 1,   December 31,
                                                 2007         2006
                                              ----------- ------------
                                                    (Unaudited)
                                               (Dollars in thousands)

ASSETS

Current assets
   Cash and cash equivalents                    $216,092     $457,614
   Accounts receivable, net                       83,496       84,841
   Deferred income taxes                          18,728       29,651
   Inventories and other                          30,508       30,252
   Advertising fund restricted assets             63,207       36,207
   Assets held for disposition                    12,233       15,455
   Current assets of discontinued operations       3,291        2,712
                                              ----------- ------------
                                                 427,555      656,732
                                              ----------- ------------

Property and equipment                         2,047,646    2,024,715
   Accumulated depreciation                     (837,540)    (798,387)
                                              ----------- ------------
                                               1,210,106    1,226,328
                                              ----------- ------------


Goodwill                                          85,629       85,353

Deferred income taxes                              5,370        4,316

Intangible assets, net                             3,288        3,855

Other assets                                      84,107       82,738

Non current assets of discontinued operations      1,185        1,025
                                              ----------- ------------
                                              $1,817,240   $2,060,347
                                              =========== ============



             WENDY'S INTERNATIONAL, INC. AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEETS



                                                July 1,   December 31,
                                                 2007         2006
                                              ----------- ------------
                                                    (Unaudited)
                                               (Dollars in thousands)


LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
   Accounts payable                              $83,604      $93,465
   Accrued expenses:
      Salaries and wages                          31,487       47,329
      Taxes                                       30,966       46,138
      Insurance                                   61,142       57,353
      Other                                       43,536       32,199
   Advertising fund restricted liabilities        63,207       28,568
   Current portion of long-term obligations       67,096       87,396
   Current liabilities of discontinued
    operations                                     2,139        2,218
                                              ----------- ------------
                                                 383,177      394,666
                                              ----------- ------------
Long-term obligations
   Term debt                                     521,262      537,139
   Capital leases                                 19,046       18,963
                                              ----------- ------------
                                                 540,308      556,102
                                              ----------- ------------

Deferred income taxes                             37,920       30,220
Other long-term liabilities                       88,006       66,163
Non current liabilities of discontinued
 operations                                        1,415        1,519


Commitments and contingencies

Shareholders' equity
   Preferred stock, Authorized: 250,000
    shares
   Common stock, $.10 stated value per share,
      Authorized: 200,000,000 shares,
      Issued: 130,180,000 and 129,548,000
       shares, respectively                       13,018       12,955
   Capital in excess of stated value           1,103,828    1,089,825
   Retained earnings                           1,266,124    1,241,489
   Accumulated other comprehensive income
    (expense):
      Cumulative translation adjustments and
       other                                      18,773        9,100
      Pension liability                          (18,151)     (22,546)
                                              ----------- ------------
                                               2,383,592    2,330,823
   Treasury stock, at cost:
      42,844,000 and 33,844,000 shares,
       respectively                           (1,617,178)  (1,319,146)
                                              ----------- ------------
                                                 766,414    1,011,677
                                              ----------- ------------
                                              $1,817,240   $2,060,347
                                              =========== ============



             WENDY'S INTERNATIONAL, INC. AND SUBSIDIARIES
                        SYSTEMWIDE RESTAURANTS

                                         Increase/          Increase/
                         As of   As of   (Decrease)  As of  (Decrease)
                        July 1, April 2, From Prior July 2, From Prior
                         2007     2007    Quarter    2006      Year
                        ----------------------------------------------
Wendy's
-----------------------
   U.S.
      Company             1,297    1,308       (11)   1,322       (25)
      Franchise           4,661    4,641        20    4,693       (32)
                        ----------------------------------------------
                          5,958    5,949         9    6,015       (57)
   Canada
      Company               145      145         0      148        (3)
      Franchise             231      231         0      233        (2)
                        ----------------------------------------------
                            376      376         0      381        (5)
   Other International
      Company                 2        2         0        5        (3)
      Franchise             325      331        (6)     342       (17)
                        ----------------------------------------------
                            327      333        (6)     347       (20)

Total Wendy's
      Company             1,444    1,455       (11)   1,475       (31)
      Franchise           5,217    5,203        14    5,268       (51)
                        ----------------------------------------------
                          6,661    6,658         3    6,743       (82)
                        ==============================================



                           WENDY'S INTERNATIONAL, INC.
                           Income Statement Definitions


Sales                      Includes sales from company operated
                            restaurants. Also included are sales of
                            kids' meal toys and the sales to
                            franchisees from Wendy's bun baking
                            facilities.

Franchise Revenues         Consists primarily of royalties, rental
                            income, gains from the sales of properties
                            to franchisees and franchise fees.
                            Franchise fees include charges for various
                            costs and expenses related to establishing
                            a franchisee's business.

Cost of Sales              Includes food, paper and labor costs for
                            restaurants. Also included are the cost of
                            kids' meal toys and cost of goods sold to
                            franchisees from Wendy's bun baking
                            facilities.

Company Restaurant         Consists of all costs necessary to manage
 Operating Costs            and operate restaurants, except cost of
                            sales and depreciation. These include
                            advertising, insurance, maintenance, rent,
                            etc., as well as support costs for
                            personnel directly related to restaurant
                            operations.

Operating Costs            Includes rent expense related to properties
                            leased to franchisees and costs to operate
                            and maintain Wendy's bun baking
                            facilities.

General and Administrative Costs that cannot be directly related to
 Expenses                   generating revenue.

Restructuring and Special  Includes restructuring costs and costs
 Committee Related Charges  related to the Special Committee of the
                            Board of Directors, which was formed to
                            explore strategic alternatives for the
                            Company.


Other Income and Expense   Includes expenses (income) that are not
                            directly derived from the Company's
                            primary businesses. This includes income
                            from the Company's investments in joint
                            ventures and other minority investments.
                            Expenses include store closures, other
                            asset write-offs, and sales of properties
                            to non-franchisees.

Income from Discontinued   Reflects net income from Tim Hortons Inc.,
 Operations                 Baja Fresh and Cafe Express.
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