8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC  20549

FORM 8-K

CURRENT REPORT

Pursuant To Section 13 or 15 (d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 5, 2009

WENDY’S/ARBY’S GROUP, INC.

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(Exact name of registrant as specified in its charter)

Delaware	1-2207	38-0471180
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
1155 Perimeter Center West Atlanta, Georgia		30338
(Address of principal executive offices)		(Zip Code)
Registrant’s telephone number, including area code:		(678) 514-4100
(Former Name or Former Address, if Changed Since Last Report)		N/A

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 7.01.Regulation FD Disclosure.

On November 5, 2009, management of Wendy’s/Arby’s Group, Inc. (the “Company”) gave a slide presentation during the Company’s third quarter 2009 earnings conference call.  The presentation materials are attached hereto as Exhibit 99.1 and incorporated herein by reference.  These materials may also be used at one or more subsequent conferences with analysts and investors.

The information contained in the attached presentation materials is summary information that is intended to be considered in the context of the Company’s SEC filings and other public announcements.  The Company undertakes no duty or obligation to publicly update or revise this information, although it may do so from time to time.

The information in this Current Report on Form 8-K, including the exhibit furnished pursuant to Item 9.01, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities under that Section.  Furthermore, the information in this Current Report on Form 8-K, including the exhibit furnished pursuant to Item 9.01, shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933.

Item 9.01.Financial Statements and Exhibits.

(d)              Exhibits

99.1 Earnings conference call slide presentation materials used beginning on November 5, 2009.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

WENDY’S/ARBY’S GROUP, INC.

By:           /s/ STEPHEN E. HARE                     

Stephen E. Hare

Senior Vice President

and Chief Financial Officer

Dated: November 5, 2009

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EXHIBIT INDEX

Exhibit           Description

99.1 Earnings conference call slide presentation materials used beginning on November 5, 2009.

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EX-99.1

EXHIBIT 99.1

Third Quarter 2009
Earnings Call

November 5, 2009

Opening Comments

John Barker
SVP and Chief Communications Officer

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nThird Quarter Highlights - Roland Smith

−Business overview

−Third quarter financial highlights

−Key profit drivers

nFinancial Results - Steve Hare

−Consolidated financial overview

−Brand operating results

−Dividend and stock repurchase program

nBrand Updates, Growth Opportunities and Outlook -
Roland Smith

nQ&A

Today’s earnings release and financial statements are available on the

Investor Relations section of our website at www.wendysarbys.com.

Agenda

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Wendy’s/Arby’s Group Reported Today:

nThird Quarter and YTD Results

−Q3 2009 and YTD are not comparable to 2008 due to the merger

nBalance Sheet Highlights

nAdjusted EBITDA Compared to Pro-Forma Adjusted
EBITDA

nSelected Financial Highlights for Each Brand

nForm 10-Q

Third Quarter 2009

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Forward-Looking Statements and
Regulation G

This presentation, and certain information that management may discuss in connection
with this presentation, may contain statements that are not historical facts, including,
importantly, information concerning possible or assumed future results of our operations.
Those statements constitute “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995 (the “Reform Act”).For all our forward-
looking 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 or implied by our forward-looking statements.
Such factors, all of which are difficult or impossible to predict accurately, and many of
which are beyond our control, include but are not limited to those identified under the
caption “Forward-Looking Statements” in our most recent earnings press release and in
the “Special Note Regarding Forward-Looking Statements and Projections” and “Risk
Factors” sections of our most recent Form 10-K and subsequent Form 10-Qs.

In addition, this presentation and certain information management may discuss in
connection with this presentation reference non-GAAP financial measures, such as
earnings before interest, taxes, depreciation and amortization, or EBITDA.
Reconciliations of non-GAAP financial measures to the most directly comparable GAAP
financial measure are in the Appendix to this presentation, and are included in the
earnings release and posted on the Investor Relations section of our website.

Third Quarter 2009 Highlights

Roland SmithPresident & Chief Executive Officer

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nWendy’s/Arby’s Group:3rd Largest QSR Company in the U.S.

nSolid Earnings Growth in a Challenging Market

nMargin Improvement at Wendy’s

−Ahead of plan to generate $100 million in incremental annual EBITDA by
improving Wendy’s restaurant margins by 500 basis points by end of 2011

nCost Savings through Wendy’s/Arby’s Integration

−Ahead of plan to achieve G&A savings goal of $60 million on an annualized
basis by end of 2011 and beginning to work on additional cost saving
opportunities

nSignificant Product Innovation

−Introduced new premium products - Arby’s Roastburger™ and Wendy’s
Boneless Wings and Bacon Deluxe Cheeseburger

nImplementing Improved Value Strategies at Each Brand

nRevitalizing the Wendy’s Brand with New Advertising Campaign

nSigned Agreement to form Wendy’s Purchasing Co-op

nStrong Cash Flow and Financial Flexibility

First Year Accomplishments

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nAdjusted EBITDA Grew 9.1% to $124.4 million*

nStrong Performance at Wendy’s

−Positive systemwide same-store sales, excluding breakfast removal

−400 basis points improvement in company-operated margin

nSales and Margins Declined at Arby’s

−Launched 1st Phase of Arby’s Everyday Value Platform in October

*See Appendix.

Third Quarter Business Overview

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Wendy’s Third Quarter Results

North America Same-Store Sales

nThird Quarter Same-Store Sales, Excluding the Impact of
Breakfast, were Positive

Company excl
breakfast

Franchise

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Wendy’s Third Quarter Results

Restaurant Margin

nQ3 2009 Company-Operated Restaurant Margin was +400 bps
vs. Year Ago

Q3 2008

Q3 2009

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Arby’s Third Quarter Results

North America Same-Store Sales

nSame-store Sales Impacted by Significant CompetitorDiscounting

nMargins Decreased Driven Primarily Due to Significant
Deleveraging

Restaurant Margin

Q3 2009

Q3 2008

12.1%

16.6%

-6.5%

-10.2%

Company

Franchise

Q3 2009

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nDelivered 400 bps Improvement in Q3 and +300 bps YTD

nExpect to Exceed +250 bps for the Full-Year 2009

nRemain Confident in Our Ability to Achieve +500 bps by 2011

Original Margin Improvement Targets by Year

150-170 bps

20082009201020112011

TargetTargetTargetTarget

11.7%

16.7%

160-180 bps

160-180 bps

Wendy’s Restaurant Margin

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2008

2009

2010

2011

$60 million Target

Additional
Savings

nAhead of Schedule to Achieve Cost Savings Goal of

$60 Million through Synergies and Efficiencies

nKey Projects Under Way

−Shared Services Center in place

−Completing IT rationalization projects

−Signed agreement to form Wendy’s purchasing co-op

nWorking on Additional Cost Saving Opportunities

G&A Synergies and Efficiencies

Financial Overview

Steve Hare
Chief Financial Officer

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Q3 Consolidated Operating Results

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*See Appendix.

Q3 EBITDA and Adjusted EBITDA*

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(1) Includes $1.1 million of net cash from exchange rate changes and discontinued operations

Cash Flow - 2009 YTD

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* Represents trailing twelve month pro-forma adjusted EBITDA

Debt Capitalization

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*See Appendix

Q3 Wendy’s Brand Operating Results

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Q3 Arby’s Brand Operating Results

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nWill Manage Food and Related Product Purchases and
Distribution Services

nOffers Cost Savings Opportunities While Maintaining the
Quality of the Wendy’s Brand

nCompany Committed $15.5 Million for Initial Startup

−Expensed in the fourth quarter

−Paid over the next 18 months

nOperating Costs Of QSCC will be Paid by All Members
Including Franchisees after an Initial Startup Period

nLonger-term Opportunity to Leverage QSCC and Arby’s Co-op
Combined Volume in Non-Brand Specific Purchases

Wendy’s New Purchasing Co-op
Quality Supply Chain Co-op (QSCC)

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nBoard Amended Stock Repurchase Program and Increased
Authorization to $100 million

−Company purchased $49 million of common stock as of October
26, 2009; 10.3 million shares for approximately $4.77 per share

−Authorization will remain in effect through January 2, 2011

−Company will repurchase additional shares as market
conditions warrant

nQuarterly Dividend

−$0.015 per share

−Payable on December 15, 2009 to stockholders of record as of
December 1, 2009

Recent Board Actions

Brand Updates, Growth
Opportunities and Outlook

Roland SmithPresident & Chief Executive Officer

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nUnveiled New Advertising Campaign in October

−“You Know When It’s Real™”

−Reinforces Wendy’s quality brand positioning

Re-Energizing the Wendy’s Brand

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nLaunched New Bacon Deluxe Cheeseburger in October

nFull Pipeline of New Products in Various Test Phases

Re-Energizing the Wendy’s Brand

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nLaunched 1st Phase of Everyday Value Strategy

–$5.01 Combos:One of 5 full-sized sandwiches + fries & drink

n2nd Phase will Feature Expansion of $1 Menu

Arby’s: Balancing Premium and Value

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nAnnounced New SVP of International, Andy Skehan

nWendy’s and Arby’s are Under-Penetrated in International
Markets

nPotential for 8,000 Restaurants Outside of North America

n1st International Dual-branded Restaurant Expected to
Open in Dubai in Early 2010

*Artist rendering (not actual restaurant)

International Growth

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n2009 Financial Outlook

n10% Growth in 2009 Year-to-Date Adjusted EBITDA*

nStrong Performance at Wendy’s

nImplementing Everyday Value Strategy at Arby’s

nKey Profit Drivers Ahead of Plan

nStrong Free Cash Flow

nGrowth Opportunities in International

nAverage Annual Adjusted EBITDA Growth in the Mid-Teens
through 2011

*See Appendix.

Summary

www.wendysarbys.com

Q&A

Appendix

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