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Published on 9/29/2008 in the Prospect News Special Situations Daily.

Triarc, Wendy's merge to form Wendy's/Arby's Group

By Lisa Kerner

Charlotte, N.C., Sept. 29 - Triarc Cos., Inc. and Wendy's International, Inc. announced the completion of their merger transaction.

Effective immediately, the combined restaurant systems will be named Wendy's/Arby's Group, Inc. and will include more than 10,000 restaurants in 50 states and 21 countries.

Beginning Tuesday, the combined company will trade under the symbol "WEN" on the New York Stock Exchange, Triarc said.

Wendy's shareholders received 4.25 shares of Triarc's class A common stock for each common share of Wendy's. Each outstanding share of Triarc class B common stock, series 1, was converted into one share of Triarc class A common stock, resulting in a post-merger company with a single class of common stock, according to a company news release.

The company's board of directors was expanded to 12 members from 11. Russell V. Umphenour Jr. has resigned and two former Wendy's directors, Janet Hill and J. Randolph Lewis, have been appointed.

"As one company, we are well-positioned to deliver long-term value to our stockholders through enhanced operational efficiencies, improved product offerings, shared services and strong human capital," Wendy's/Arby's Group president and chief executive officer Roland C. Smith said in the release.

Smith is also CEO of Wendy's.

Thomas A. Garrett is the president and CEO of Arby's. J. David Karam is the president of Wendy's.

It was previously reported that Arby's and Wendy's will continue to operate as autonomous brand business units based in Atlanta and Dublin, Ohio, respectively.

Wendy's/Arby's Group is the third-largest quick-service restaurant company in the United States and is the franchisor of the Wendy's and Arby's restaurant systems.


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