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): May 10, 2011

WENDY’S/ARBY’S GROUP, INC.

---------------------------------------------------------------------------------------------

(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))

Item 7.01.  Regulation FD Disclosure.

On May 10, 2011, management of Wendy’s/Arby’s Group, Inc. (the “Company”) gave a slide presentation during the Company’s first quarter 2011 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 May 10, 2011.

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: May 10, 2011

EXHIBIT INDEX

Exhibit                  Description

99.1   Earnings conference call slide presentation materials used beginning on May 10, 2011.

EX-99.1

First Quarter 2011
Earnings Call

May 10, 2011

Opening
Comments

John Barker

SVP and Chief Communications Officer

3

Agenda

Business Highlights •Update on Arby’s strategic alternatives •Key first quarter 2011 results	Roland Smith
Financial Results and Outlook •First quarter 2011 financial overview •Cash flow and debt capitalization •Dividends and share repurchases •2011 Outlook	Steve Hare
Wendy’s Key Initiatives and Global Expansion	Roland Smith
Q&A

4

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.

Business
Highlights

Roland Smith

President & Chief Executive Officer

6

Strategic Alternatives Update

•In January 2011, announced exploring strategic
alternatives for Arby’s, including a sale of the brand

•Potential bidders interested and active

•Focused on completing process as quickly as possible

•Benefits of the potential sale

–Focus resources on Wendy’s

–Deleverage the balance sheet

7

Q1 2011 Business Overview

•Revenues grew 1.2% to $848 million

•Adjusted EBITDA*, including Arby’s, was $83.5 million

–Performance met Company’s expectations

–Includes significant increase in commodities versus
prior year

–Includes incremental advertising for Wendy’s breakfast
expansion in new markets

* See Appendix

8

Q1 2011 N.A. Same-Store Sales

Systemwide*0.0%

Company-owned-0.9%

Franchise+0.3%

Company Restaurant Margin

Q1 201113.4%

Q1 201015.4%

-200 bps

Margin Variances

-110 bps New breakfast advertising

-80 bps Increased commodities

March

February

January

99¢ Everyday

99¢ Everyday

Value Menu

Value Menu

Asiago Ranch

Asiago Ranch

Chicken Club

Chicken Club

Fish & Chips

Fish & Chips

* Q1 2011 U.S. Systemwide same-store sales were +0.3%

9

Q1 2011 N.A. Same-Store Sales

Systemwide+5.5%

Company-owned+6.8%

Franchise+4.8%

Company Restaurant Margin

Q1 201110.6%

Q1 201010.8%

March

February

January

Margin Variances

-160 bps Increased commodities

-20 bps

Q1 2011 Results
and
Full-Year Outlook

Steve Hare

Chief Financial Officer

11

Q1 2011 Results

*See Appendix.

12

Pro Forma Adjusted EBITDA

*See Appendix.

•Q1 2011 pro forma adjusted EBITDA* was
$75 million

−Excludes Arby’s adjusted EBITDA* of $8.5 million

•Arby’s adjusted EBITDA includes brand G&A and an
allocation of corporate G&A

−Arby’s portion of the allocation of corporate G&A in Q1
2011 was $8.8 million, which is equivalent to the
expected pro forma amount of corporate G&A savings

13

Cash Flow Q1 2011

14

Consolidated Debt

*See Appendix.

15

•Quarterly Cash Dividend

−$0.02 per share

−Payable on June 15, 2011 to stockholders of record as
of June 1, 2011

•Stock Repurchases

−Total amount authorized and available is $250 million

−No repurchases during the first quarter due to Arby’s
strategic alternatives process

Dividends and Stock Repurchases

16

Commodity Prices Increasing Significantly in 2011

17

Revised 2011 Outlook

•Expect $330-340 million pro formaadjusted EBITDA1

•Key Assumptions:

–Wendy’s same-store sales growth +1% to +3%

–Flat to slightly negative Wendy’s company-operated
restaurant margin2

–Capital expenditures of $145 million

1 Assumes sale of Arby’s and related G&A reductions occurred as of the beginning of 2011.

2 Includes incremental new breakfast advertising expense in 2010 and 2011.

Wendy’s Initiatives
& Global Expansion

Roland Smith

President & Chief Executive Officer

19

Value

Hamburgers

Salads

Fries

20

Wendy’s Q2 2011 Marketing Calendar

June

May

April

Natural-Cut Fries
with Sea Salt

Natural-Cut Fries
with Sea Salt

Flavor

Flavor

Dipped

Dipped

Chicken

Chicken

Bacon

Bacon

Mushroom

Mushroom

Melt

Melt

Coming in July:

Fresh Berry Frosty

21

Wendy’s #1 in Salad Category
Share of QSR/Fast Casual Entrée Salads

Source: Third Party Research, for 3 month period ended January 2011

1st

2nd

3rd

22

Dave’s Hot ‘N Juicy Cheeseburgers

23

Enhanced Chicken Menu

Asiago Ranch Q1 2011

Gold Chicken Q4 2011

Enhanced Filet Q3 2010

24

Strategic Pricing

•Strategic pricing model provides information on
demand elasticity for pricing actions

•Wendy’s implementing selective price increases in
2011

•Objective is to partially offset commodity increases
while protecting transactions and market share

25

Wendy’s Facility Remodels

Artist rendering of a Wendy’s facility remodel.

26

QSR Annual Sales:
Hamburger Category

Source: industry reports

QSR Breakfast Opportunity

$7 bil

Late Night

$42 bil

Core

$13 bil

Breakfast

27

Wendy’s Breakfast Update

•Awareness, trial and repeat rates improving

•Sales trends growing

•Annualized average weekly sales meeting incremental
breakfast sales target of $150,000

–10% sales lift to $1.4 million average unit volumes

28

Breakfast Products Score High with Consumers

Artisan Egg Sandwich

9.2 out of 10.0

Mornin’ Melt Panini

9.1 out of 10.0

Biscuit Sandwich

9.1 out of 10.0

Fire Roasted Burrito

9.0 out of 10.0

All Top-2 Box scores of 95% or higher

Average Attribute Score:

29

2011 Breakfast Expansion Timeline

Q4
2011

Q2
2011

Q3
2011

Q1
2011

2010

1,000

STORES

YE
2011

CONVERT 300 OLD MENU
STORES

NEW
MENU
LAUNCH

LOUISVILLE &
SAN ANTONIO

ADDITIONAL
MARKETS

•Kansas City

•Phoenix

•Pittsburgh

•Shreveport

30

Wendy’s/Arby’s International
Development Since the Merger

Singapore

35 restaurants

Middle East

79 restaurants

Turkey

100 restaurants

Russia

180 restaurants

Eastern Caribbean

24 restaurants

Argentina

50 restaurants

Japan

joint venture

•Six long-term development agreements covering 23 countries

•Joint venture agreement with Higa Industries Co., Ltd. to develop
restaurants in Japan

31

Russia Restaurant Openings

•First two restaurants in Moscow to open this month

–Mall food court at Capitoly Vernadskogo

–Arbat area of Moscow

•Openings part of the development agreement
announced in August 2010 with Wenrus Restaurant
Group Limited

–180 restaurants in Russia over the next 10 years

32

•Working on the strategic alternatives process for
Arby’s, including a potential sale

•Focusing our resources on the Wendy’s brand for
future growth

2011: Transition Year

33

Wendy’s Growth Initiatives - Summary

•Deliver “Real” brand positioning

•Improve core menu

•Introduce exciting, new products

•Expand breakfast

•Modernize our facilities

•Pursue global expansion

Average annual EBITDA growth of 10-15%, beginning in 2012

Q&A

Appendix

36

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