10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 3, 2011

OR

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______________ to _______________

Commission file number: 1-2207

THE WENDY’S COMPANY

(Exact name of registrants as specified in its charter)

Delaware	38-0471180
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1155 Perimeter Center West, Atlanta, GA	30338
(Address of principal executive offices)	(Zip Code)

(678) 514-4100

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year,

if changed since last report)

Commission file number: 333-161613

WENDY’S RESTAURANTS, LLC

(Exact name of registrants as specified in its charter)

Delaware	38-0471180
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
1155 Perimeter Center West, Atlanta, GA	30338
(Address of principal executive offices)	(Zip Code)

(678) 514-4100

(Registrant’s telephone number, including area code)

 (Former name, former address and former fiscal year,

if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

The Wendy’s Company	Yes [x] No [ ]
Wendy’s Restaurants, LLC	Yes [ ] No [x]*

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

The Wendy’s Company	Yes [x] No [ ]
Wendy’s Restaurants, LLC	Yes [x] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

The Wendy’s Company

Large accelerated filer   [x]      Accelerated filer [ ]       Non-accelerated filer [ ]      Smaller reporting company [ ]

Wendy’s Restaurants, LLC

Large accelerated filer   [ ]      Accelerated filer [ ]       Non-accelerated filer [x]      Smaller reporting company [ ]

Indicate by check mark whether either registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ ] No [x]

There were 396,140,434 shares of The Wendy’s Company common stock outstanding as of August 5, 2011.

Wendy’s Restaurants, LLC meets the conditions set forth in General Instruction (H)(1)(a) and (b) of Form 10-Q and is therefore filing this Form 10-Q with reduced disclosure format.

* Wendy’s Restaurants, LLC has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the period it was required to file such reports.

Explanatory Note

This Quarterly Report on Form 10-Q is a combined report being filed separately by The Wendy’s Company (“The Wendy’s Company”) and Wendy’s Restaurants, LLC (“Wendy’s Restaurants”), a direct 100% owned subsidiary holding company of The Wendy’s Company. Unless the context indicates otherwise, any reference in this report to the “Companies,” “we,” “us,” and “our” refers to The Wendy’s Company together with its direct and indirect subsidiaries, including Wendy’s Restaurants. Each registrant hereto is filing on its own behalf all of the information contained in this quarterly report that relates to such registrant. Each registrant hereto is not filing any information that does not relate to such registrant, and therefore makes no representation as to any such information. Until July 5, 2011, The Wendy’s Company was known as Wendy’s/Arby’s Group, Inc. and Wendy’s Restaurants was known as Wendy’s/Arby’s Restaurants, LLC.

Where information or an explanation is provided that is substantially the same for each company, such information or explanation has been combined in this Quarterly Report on Form 10-Q. Where information or an explanation is not substantially the same for each company, we have provided separate information and explanation. In addition, separate financial statements for each company are included in Part I Item 1, “Financial Statements.”

The principal subsidiaries of Wendy’s Restaurants for the periods covered in this Quarterly Report on Form 10-Q are Wendy’s International, Inc. (“Wendy’s”) and Arby’s Restaurant Group, Inc. (“Arby’s”) and their subsidiaries. On July 4, 2011, Wendy’s Restaurants sold 100% of the common stock of Arby’s for cash and an indirect 18.5% interest in Arby’s (see Note 2 - Discontinued Operations for additional information regarding the sale of Arby’s). As a result, substantially all of the continuing operating results of The Wendy’s Company are derived from the operating results of Wendy’s and its subsidiaries.

3

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

INDEX TO FORM 10-Q

	Page
Part I: FINANCIAL INFORMATION
Item 1. Financial Statements	5
The Wendy’s Company and Subsidiaries
Condensed Consolidated Balance Sheets as of July 3, 2011 and January 2, 2011	5
Condensed Consolidated Statements of Income for the three months and six months ended July 3, 2011 and July 4, 2010	6
Condensed Consolidated Statements of Cash Flows for the six months ended July 3, 2011 and July 4, 2010	6
Wendy’s Restaurants, LLC and Subsidiaries
Condensed Consolidated Balance Sheets as of July 3, 2011 and January 2, 2011	8
Condensed Consolidated Statements of Income for the three months and six months ended July 3, 2011 and July 4, 2010	9
Condensed Consolidated Statements of Cash Flows for the six months ended July 3, 2011 and July 4, 2010	9
The Wendy’s Company and Subsidiaries and Wendy’s Restaurants, LLC and Subsidiaries
Combined Notes to Condensed Consolidated Financial Statements	11
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	35
Item 3. Quantitative and Qualitative Disclosures about Market Risk	55
Item 4. Controls and Procedures	55
Part II: OTHER INFORMATION	56
Item 1. Legal Proceedings	57
Item 1A. Risk Factors	58
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	58
Item 4. (Removed and Reserved)	58
Item 6. Exhibits	59
Signatures	61

4

PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements.

THE WENDY’S COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In Thousands)

	July 3, 2011			January 2, 2011
ASSETS	(Unaudited)
Current assets:
Cash and cash equivalents	$	492,448		$	512,508
Accounts and notes receivable	70,962			84,258
Inventories	13,164			22,694
Prepaid expenses and other current assets	42,156			24,386
Deferred income tax benefit	62,998			34,389
Advertising funds restricted assets	74,472			76,553
Current assets of discontinued operations	66,325			—
Total current assets	822,525			754,788
Properties	1,141,675			1,551,261
Goodwill	872,366			883,644
Other intangible assets	1,318,242			1,358,574
Investments	110,785			107,223
Deferred costs and other assets	67,184			77,164
Noncurrent assets of discontinued operations	418,855			—
Total assets	$	4,751,632		$	4,732,654
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current portion of long-term debt	$	8,180		$	18,415
Accounts payable	70,964			81,361
Accrued expenses and other current liabilities	191,966			245,157
Advertising funds restricted liabilities	74,472			76,553
Current liabilities of discontinued operations	110,912			—
Total current liabilities	456,494			421,486
Long-term debt	1,346,640			1,553,987
Deferred income	18,810			11,460
Deferred income taxes	445,897			412,293
Other liabilities	110,658			170,254
Noncurrent liabilities of discontinued operations	245,711			—
Commitments and contingencies
Stockholders’ equity:
Common stock	47,042			47,042
Additional paid-in capital	2,776,948			2,771,126
Accumulated deficit	(419,390		)	(412,464		)
Common stock held in treasury, at cost	(292,067		)	(249,547		)
Accumulated other comprehensive income	14,889			7,017
Total stockholders’ equity	2,127,422			2,163,174
Total liabilities and stockholders’ equity	$	4,751,632		$	4,732,654

See accompanying notes to condensed consolidated financial statements.

5

THE WENDY’S COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In Thousands Except Per Share Amounts)

	Three Months Ended						Six Months Ended
	July 3, 2011			July 4, 2010			July 3, 2011			July 4, 2010
	(Unaudited)
Revenues:
Sales	$	544,237		$	532,411		$	1,053,523		$	1,045,158
Franchise revenues	78,222			75,023			151,401			146,990
	622,459			607,434			1,204,924			1,192,148
Costs and expenses:
Cost of sales	464,798			442,314			903,669			873,651
General and administrative	74,456			74,081			149,141			156,421
Retention program and other transaction related costs	5,039			—			6,923			—
Depreciation and amortization	29,842			31,381			60,156			63,813
Impairment of long-lived assets	365			482			8,262			482
Other operating expense, net	525			229			1,322			1,173
	575,025			548,487			1,129,473			1,095,540
Operating profit	47,434			58,947			75,451			96,608
Interest expense	(28,089		)	(29,516		)	(57,531		)	(60,581		)
Loss on early extinguishment of debt	—			(26,197		)	—			(26,197		)
Investment income, net	148			5,048			185			5,177
Other income, net	189			885			405			1,953
Income from continuing operations before      income taxes	19,682			9,167			18,510			16,960
Provision for income taxes	(8,308		)	(3,725		)	(7,432		)	(4,207		)
Income from continuing operations	11,374			5,442			11,078			12,753
Discontinued operations:
Income (loss) from discontinued operations, net      of income taxes	3,672			5,300			2,559			(5,411		)
Loss on disposal of discontinued operations, net      of income tax benefit	(3,780		)	—			(3,780		)	—
Net (loss) income from discontinued operations	(108		)	5,300			(1,221		)	(5,411		)
Net income	$	11,266		$	10,742		$	9,857		$	7,342
Basic and diluted income (loss) per share:
Continuing operations	$	.03		$	.02		$	.03		$	.03
Discontinued operations	—			.01			(.01		)	(.01		)
Net income	$	.03		$	.03		$	.02		$	.02
Dividends per share:	$	.02		$	.015		$	.04		$	.03

See accompanying notes to condensed consolidated financial statements.

THE WENDY’S COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

	Six Months Ended
	July 3, 2011			July 4, 2010
	(Unaudited)
Cash flows from operating activities:
Net income	$	9,857		$	7,342
Adjustments to reconcile net income to net cash provided by operating    activities:
Depreciation and amortization	82,269			91,270
Net receipt of deferred vendor incentives	19,764			19,676
Impairment of long-lived assets	9,820			14,015
Share-based compensation provision	6,660			6,651
Distributions received from joint venture	6,501			5,793
Accretion of long-term debt	4,163			11,015
Non-cash rent expense	4,114			4,945
Deferred income tax provision (benefit), net	3,601			(4,053		)
Write-off and amortization of deferred financing costs	3,509			8,846
Provision for doubtful accounts	1,568			3,576
Operating investment adjustments, net (see below)	(145		)	(5,122		)
Equity in earnings in joint ventures, net	(5,100		)	(4,480		)
Other, net	(1,498		)	36
Changes in operating assets and liabilities:
Accounts and notes receivable	(5,575		)	(7,016		)
Inventories	(750		)	616
Prepaid expenses and other current assets	(12,147		)	(7,462		)
Accounts payable	14,604			(14,006		)
Accrued expenses and other current liabilities	(8,616		)	(29,352		)
Net cash provided by operating activities	132,599			102,290
Cash flows from investing activities:
Capital expenditures	(55,966		)	(52,730		)
Business acquisitions	(6,613		)	—
Investment activities, net (see below)	(828		)	32,187
Proceeds from dispositions	2,565			4,111
Other, net	(208		)	67
Net cash used in investing activities	(61,050		)	(16,365		)
Cash flows from financing activities:
Proceeds from long-term debt	—			497,661
Repayments of long-term debt	(34,768		)	(466,362		)
Proceeds from stock option exercises	3,340			1,030
Repurchases of common stock	(37,400		)	(173,537		)
Dividends paid	(16,750		)	(12,989		)
Deferred financing costs	(36		)	(14,375		)
Other, net	(119		)	(430		)
Net cash used in financing activities	(85,733		)	(169,002		)
Net cash used in operations before effect of exchange rate     changes on cash	(14,184		)	(83,077		)
Effect of exchange rate changes on cash	1,200			(262		)
Net decrease in cash and cash equivalents	(12,984		)	(83,339		)
Cash and cash equivalents at beginning of period	512,508			591,719
Cash and cash equivalents at end of period	$	499,524		$	508,380

6

THE WENDY’S COMPANY AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED

(In Thousands)

	Six Months Ended
	July 3, 2011			July 4, 2010
	(Unaudited)
Detail of cash and cash equivalents at end of period:
Cash and cash equivalents of continuing operations	$	492,448		$	508,380
Cash and cash equivalents of discontinued operations	7,076			—
	$	499,524		$	508,380
Detail of cash flows related to investments:
Operating investment adjustments, net:
Income on collection of DFR Notes	$	—		$	(4,909	)
Other net recognized gains	(145		)	(213		)
	$	(145	)	$	(5,122	)
Investment activities, net:
Proceeds from sales of investments	$	355		$	1,435
Proceeds from repayment of DFR Notes	—			30,752
Investment in international joint venture	(1,183		)	—
	$	(828	)	$	32,187
Supplemental cash flow information:
Cash paid during the period for:
Interest	$	61,050		$	67,665
Income taxes, net of refunds	$	7,018		$	10,845
Supplemental non-cash investing and financing activities:
Total capital expenditures	$	57,055		$	56,337
Cash capital expenditures	(55,966		)	(52,730		)
Non-cash capitalized lease and certain sales-leaseback obligations	$	1,089		$	3,607

See accompanying notes to condensed consolidated financial statements.

7

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In Thousands)

	July 3, 2011			January 2, 2011
ASSETS	(Unaudited)
Current assets:
Cash and cash equivalents	$	222,753		$	198,686
Accounts and notes receivable	70,052			83,352
Inventories	13,164			22,694
Prepaid expenses and other current assets	32,789			24,032
Deferred income tax benefit	43,276			45,067
Advertising funds restricted assets	74,472			76,553
Current assets of discontinued operations	66,325			—
Total current assets	522,831			450,384
Properties	1,141,567			1,541,853
Goodwill	877,643			888,921
Other intangible assets	1,318,242			1,358,574
Investments	106,195			102,406
Deferred costs and other assets	66,245			74,559
Noncurrent assets of discontinued operations	418,855			—
Total assets	$	4,451,578		$	4,416,697
LIABILITIES AND INVESTED EQUITY
Current liabilities:
Current portion of long-term debt	$	6,881		$	17,047
Accounts payable	61,074			81,148
Accrued expenses and other current liabilities	194,277			244,300
Advertising funds restricted liabilities	74,472			76,553
Current liabilities of discontinued operations	110,912			—
Total current liabilities	447,616			419,048
Long-term debt	1,336,055			1,542,684
Due to parent	24,603			30,808
Deferred income	18,810			11,460
Deferred income taxes	476,029			478,472
Other liabilities	97,831			157,595
Noncurrent liabilities of discontinued operations	245,711			—
Commitments and contingencies
Invested equity:
Member interest, $0.01 par value; 1,000 shares authorized, one share issued and outstanding	—			—
Other capital	2,429,621			2,423,459
Accumulated deficit	(485,586		)	(499,500		)
Advances to parent	(155,000		)	(155,000		)
Accumulated other comprehensive income	15,888			7,671
Total invested equity	1,804,923			1,776,630
Total liabilities and invested equity	$	4,451,578		$	4,416,697

See accompanying notes to condensed consolidated financial statements.

8

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In Thousands)

	Three Months Ended						Six Months Ended
	July 3, 2011			July 4, 2010			July 3, 2011			July 4, 2010
	(Unaudited)
Revenues:
Sales	$	544,237		$	532,411		$	1,053,523		$	1,045,158
Franchise revenues	78,222			75,023			151,401			146,990
	622,459			607,434			1,204,924			1,192,148
Costs and expenses:
Cost of sales	464,798			442,314			903,669			873,651
General and administrative	72,702			72,228			144,641			152,846
Retention program and other transaction related costs	4,692			—			5,971			—
Depreciation and amortization	29,783			30,915			59,632			62,881
Impairment of long-lived assets	365			482			8,262			482
Other operating expense, net	478			123			1,220			1,334
	572,818			546,062			1,123,395			1,091,194
Operating profit	49,641			61,372			81,529			100,954
Interest expense	(27,868		)	(29,171		)	(57,083		)	(59,897		)
Loss on early extinguishment of debt	—			(26,197		)	—			(26,197		)
Other income, net	189			482			402			765
Income from continuing operations before      income taxes	21,962			6,486			24,848			15,625
Provision for income taxes	(8,965		)	(2,411		)	(9,713		)	(3,399		)
Income from continuing operations	12,997			4,075			15,135			12,226
Discontinued operations:
Income (loss) from discontinued operations, net      of income taxes	3,672			5,300			2,559			(5,411		)
Loss on disposal of discontinued operations, net      of income tax benefit	(3,780		)	—			(3,780		)	—
Net (loss) income from discontinued operations	(108		)	5,300			(1,221		)	(5,411		)
Net income	$	12,889		$	9,375		$	13,914		$	6,815

See accompanying notes to condensed consolidated financial statements.

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

	Six Months Ended
	July 3, 2011			July 4, 2010
	(Unaudited)
Cash flows from operating activities:
Net income	$	13,914		$	6,815
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	81,745			90,338
Net receipt of deferred vendor incentives	19,764			19,676
Impairment of long-lived assets	9,820			14,015
Tax sharing payable to parent, net	6,715			980
Distributions received from joint venture	6,501			5,793
Share-based compensation provision	6,162			6,227
Accretion of long-term debt	4,163			11,015
Non-cash rent expense	4,114			4,945
Write-off and amortization of deferred financing costs	3,503			8,836
Provision for doubtful accounts	1,568			3,576
Deferred income tax benefit, net	(118		)	(3,433		)
Other operating transactions with parent	(1,097		)	(1,505		)
Equity in earnings in joint ventures, net	(5,100		)	(4,480		)
Tax sharing payment to parent	(13,078		)	—
Other, net	(1,352		)	71
Changes in operating assets and liabilities:
Accounts and notes receivable	(5,609		)	(6,767		)
Inventories	(750		)	616
Prepaid expenses and other current assets	(12,226		)	(7,801		)
Accounts payable	14,148			(12,936		)
Accrued expenses and other current liabilities	(7,405		)	(27,537		)
Net cash provided by operating activities	125,382			108,444
Cash flows from investing activities:
Capital expenditures	(55,966		)	(52,730		)
Business acquisitions	(6,613		)	—
Investment in international joint venture	(1,183		)	—
Proceeds from dispositions	2,565			4,111
Other, net	(225		)	876
Net cash used in investing activities	(61,422		)	(47,743		)
Cash flows from financing activities:
Proceeds from long-term debt	—			497,661
Repayments of long-term debt	(33,981		)	(458,576		)
Dividends paid to parent	—			(443,700		)
Deferred financing costs	(36		)	(14,375		)
Net cash used in financing activities	(34,017		)	(418,990		)
Net cash provided by (used in) operations before effect of exchange rate changes on cash	29,943			(358,289		)
Effect of exchange rate changes on cash	1,200			(262		)
Net increase (decrease) in cash and cash equivalents	31,143			(358,551		)
Cash and cash equivalents at beginning of period	198,686			538,864
Cash and cash equivalents at end of period	$	229,829		$	180,313

9

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED

(In Thousands)

	Six Months Ended
	July 3, 2011			July 4, 2010
	(Unaudited)
Detail of cash and cash equivalents at end of period:
Cash and cash equivalents of continuing operations	$	222,753		$	180,313
Cash and cash equivalents of discontinued operations	7,076			—
	$	229,829		$	180,313
Supplemental cash flow information:
Cash paid during the period for:
Interest	$	60,579		$	66,842
Income taxes, net of refunds	$	5,280		$	6,824
Supplemental non-cash investing and financing activities:
Total capital expenditures	$	57,055		$	56,337
Cash capital expenditures	(55,966		)	(52,730		)
Non-cash capitalized lease and certain sales-leaseback obligations	$	1,089		$	3,607

See accompanying notes to condensed consolidated financial statements.

10

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

(1) Basis of Presentation

On July 5, 2011, and as a result of the sale of Arby’s Restaurant Group, Inc. (“Arby’s”) as discussed in Note 2, Wendy’s/Arby’s Group, Inc. changed its name to The Wendy’s Company (“The Wendy’s Company” and, together with its subsidiaries, the “Company”) and Wendy’s/Arby’s Restaurants, LLC, a 100% owned subsidiary of The Wendy’s Company, changed its name to Wendy’s Restaurants, LLC (“Wendy’s Restaurants”).

The accompanying unaudited condensed consolidated financial statements (the “Financial Statements”) of The Wendy’s Company and Wendy’s Restaurants have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and, therefore, do not include all information and footnotes required by GAAP for complete financial statements. In our opinion, the Financial Statements contain all adjustments necessary to present fairly our financial position as of July 3, 2011 and the results of our operations for the three months and six months ended July 3, 2011 and July 4, 2010 and our cash flows for the six months ended July 3, 2011 and July 4, 2010. The results of operations for the three months and six months ended July 3, 2011 are not necessarily indicative of the results to be expected for the full 2011 fiscal year. These Financial Statements should be read in conjunction with the audited consolidated financial statements for The Wendy’s Company and Wendy’s Restaurants, and combined notes thereto, included in our Annual Report on Form 10-K for the fiscal year ended January 2, 2011 (the “Form 10-K”).

Following the sale of Arby’s, The Wendy’s Company and Wendy’s Restaurants (together, the “Companies”) manage and internally report their business in one segment: the operation and franchising of Wendy’s^® restaurants through a wholly owned subsidiary Wendy’s International, Inc. (“Wendy’s”), including its wholesale bakery operations. References herein to The Wendy’s Company corporate (“Corporate”) represent The Wendy’s Company parent company only functions and their effect on the Company’s consolidated results of operations and financial condition.

We report on a fiscal year consisting of 52 or 53 weeks ending on the Sunday closest to December 31. All three month and six month periods presented herein contain 13 weeks and 26 weeks, respectively. All references to years and quarters relate to fiscal periods rather than calendar periods.

(2) Discontinued Operations

On July 4, 2011, Wendy’s Restaurants completed the sale of 100% of the common stock of Arby’s, its wholly owned subsidiary, to ARG IH Corporation (“Buyer”), a wholly owned subsidiary of ARG Holding Corporation (“Buyer Parent”), for $130,000 in cash (subject to customary purchase price adjustments) and 18.5% of the common stock of Buyer Parent (through which Wendy’s Restaurants will indirectly retain an 18.5% interest in Arby’s and the preliminary fair value of which is estimated to be $19,000). Buyer and Buyer Parent were formed for purposes of this transaction. The Buyer also assumed approximately $190,000 of Arby’s debt, consisting primarily of capital lease and sale-leaseback obligations. The sale occurred pursuant to the terms of a Purchase and Sale Agreement by and among Wendy’s Restaurants, Buyer Parent and Buyer dated as of June 13, 2011. In accordance with the Purchase and Sale Agreement, The Wendy’s Company expects to make an election under §338(h)(10) of the Internal Revenue Code, which will have the effect of treating the transaction as a sale of assets and is expected to result in an approximate $240,000 ordinary loss for income tax purposes. If this election were not to be made, the sale of Arby’s common stock would result in a capital loss for income tax purposes.

Wendy’s Restaurants also entered into a Stockholders Agreement with Buyer Parent and ARG Investment Corporation, an entity affiliated with Buyer Parent, which sets forth certain agreements among the parties thereto concerning, among other things, the governance of Buyer Parent and transfer rights, information rights and registration rights with respect to the equity securities of Buyer Parent. In addition, Wendy’s Restaurants entered into a Transition Services Agreement with Buyer, pursuant to which it will provide and be reimbursed for continuing corporate and shared services to Buyer for a limited period of time; such services are currently anticipated to be completed by the end of 2011.

As a result of our sale of Arby’s on July 4, 2011, information related to Arby’s has been reflected in the accompanying condensed consolidated financial statements as follows:

• Balance sheets - Arby’s assets and liabilities have been aggregated and classified as assets and liabilities of discontinued operations in our July 3, 2011 balance sheet. Arby’s assets and liabilities have not been so reclassified on our January 2, 2011 balance sheet;

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

• Statements of income (loss) - Arby’s income (loss) from operations for all periods presented has been reclassified to discontinued operations (see further discussion below). Discontinued operations also includes our estimated loss on Arby’s disposal; and

• Statements of cash flows - Arby’s cash flows for all periods presented have been included in, and not separately reported from, all our cash flows.

The Companies do not expect to have continuing operational involvement in Arby’s after the sale and future Arby’s results of operations and cash flows will be eliminated from the Companies’ financial statements. As a result, we classified Arby’s results of operations as discontinued operations for all periods presented. The condensed consolidated statements of income for the three months and six months ended July 3, 2011 and July 4, 2010 include certain indirect corporate overhead costs in “General and administrative,” which for segment reporting purposes had previously been allocated to Arby’s. These indirect corporate overhead costs do not qualify for classification within discontinued operations, and therefore are included in “General and administrative” in continuing operations. Interest expense on Arby’s debt that has been assumed by Buyer is included in discontinued operations; interest expense on Wendy’s Restaurants’ credit agreement, which is not required to be repaid as a result of the sale, continues to be included in “Interest expense” in continuing operations.

The following table details Arby’s revenues and (loss) income from operations which have been reported in discontinued operations:

	Three Months Ended						Six Months Ended
	July 3, 2011			July 4, 2010			July 3, 2011			July 4, 2010
Revenues	$	281,094		$	269,587		$	546,453		$	522,320
(Loss) income from discontinued operations, net      of income taxes:
Income (loss) from discontinued operations before      income taxes	$	6,472		$	9,386		$	4,279		$	(6,943	)
(Provision for) benefit from income taxes	(2,800		)	(4,086		)	(1,720		)	1,532
	3,672			5,300			2,559			(5,411		)
Loss on disposal, net of income tax benefit	(3,780		)	—			(3,780		)	—
(Loss) income from discontinued operations	$	(108	)	$	5,300		$	(1,221	)	$	(5,411	)

The Companies have recorded an estimated pre-tax loss on disposal of Arby’s of $6,000 in the second quarter of 2011 based upon the preliminary valuation of our indirect retained interest and our current estimates of the transaction closing costs ($11,300) and post closing purchase price adjustments primarily related to working capital ($15,000). Such valuation and estimates are subject to change. The Companies have recognized a $2,220 tax benefit on the estimated pre-tax loss on disposal of Arby’s in the second quarter of 2011. In the third quarter of 2011, due to a permanent difference between the book and tax basis of Arby’s assets related to goodwill, the Companies will record a tax expense of approximately $5,500 in connection with completing the Arby’s sale.

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

The assets and liabilities of Arby’s are classified as assets and liabilities of discontinued operations as of July 3, 2011 as follows:

Cash and cash equivalents	$	7,076
Accounts and notes receivable	22,760
Inventories	10,373
Prepaid expenses and other current assets	15,328
Advertising fund restricted assets	10,788
Current assets of discontinued operations	$	66,325
Properties	$	366,825
Other intangible assets	26,782
Goodwill	17,617
Deferred costs and other assets	7,631
Noncurrent assets of discontinued operations	$	418,855
Current portion of long-term debt	$	9,687
Accounts payable	21,969
Accrued expenses and other current liabilities	68,468
Advertising fund restricted liabilities	10,788
Current liabilities of discontinued operations	$	110,912
Long-term debt	$	180,243
Deferred income	10,968
Other liabilities	54,500
Noncurrent liabilities of discontinued operations	$	245,711

The following table sets forth the effect of the sale of Arby’s on certain information of Wendy’s Restaurants as of January 2, 2011 as disclosed in the combined notes to our consolidated financial statements included in the Form 10-K:

	Applicable to
	Discontinued Operations		Continuing Operations
Total future operating lease commitments:
Rental payments	$	729,940	$	958,872
Rental receipts	33,016		52,516
Future rental receipts on owned properties	24,985		53,907
Pledged assets	325,774		2,557,456
Future purchase and capital commitments:
Beverage agreements	52,301		175,249
Capital expenditures	5,316		12,879

In addition and as a result of the sale, Arby’s guarantees and other commitments as of January 2, 2011 that are separately disclosed in the combined notes to our consolidated financial statements included in the Form 10-K are no longer obligations of the Companies.

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

(3) Acquisitions and Other Dispositions

During the first half of 2011, Wendy’s acquired the operating assets, net of liabilities assumed, of nine Wendy’s franchised restaurants in three separate acquisitions. The total consideration for these acquisitions before post closing adjustments was $7,673 consisting of (1) $6,613 of cash, net of $55 of cash acquired, and (2) the issuance of a note payable of $1,060. The total consideration was allocated to net tangible and identifiable intangible assets acquired, primarily property, and liabilities assumed based on their estimated fair values with the excess of $3,689 recognized as goodwill.

Other restaurant acquisitions and dispositions during the periods presented were not significant.

(4) DFR Notes

(The Wendy’s Company)

On June 9, 2010, pursuant to a March 2010 agreement between the Company and Deerfield Capital Corp. (“DFR”), we received cash proceeds of $31,330, including interest, in consideration for the repayment and cancellation of the series A senior notes (the “DFR Notes”) we received in December 2007 in connection with the sale of Deerfield & Company (the “Deerfield Sale”) to DFR. Additional information on the DFR Notes and the Deerfield Sale is discussed in the Form 10-K. The proceeds represented 64.1% of the $47,986 aggregate principal amount of the DFR Notes.

During the fourth quarter of 2008, we recognized an allowance for collectability of $21,227 to reduce the then carrying amount of the notes to $24,983. As a result, we recognized income of $4,909 during the three months and six months ended July 4, 2010, as the repayment proceeds exceeded the carrying value of the DFR Notes. This gain is included in “Investment income, net.”

(5) Investment in Joint Venture with Tim Hortons Inc.

Wendy’s is a partner in a Canadian restaurant real estate joint venture (“TimWen”) with Tim Hortons Inc. Wendy’s 50% share of the joint venture is accounted for using the equity method of accounting. Our equity in earnings from TimWen is included in “Other operating expense, net.”

Presented below is an unaudited summary of activity related to our portion of TimWen included in our condensed consolidated balance sheets and condensed consolidated statements of income:

	Six Months Ended
	July 3, 2011			July 4, 2010
Balance at beginning of period (a)	$	98,631		$	97,476
Equity in earnings for the period	6,588			5,913
Amortization of purchase price adjustments	(1,371		)	(1,433		)
	5,217			4,480
Distributions received	(6,501		)	(5,793		)
Currency translation adjustment included in “Comprehensive    income”	3,990			(592		)
Balance at end of period (a)	$	101,337		$	95,571
_____________________
(a) Included in “Investments.”

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

Presented below is a summary of unaudited financial information of TimWen as of and for the six months ended July 3, 2011 and July 4, 2010, respectively, in Canadian dollars. The summary balance sheet financial information does not distinguish between current and long-term assets and liabilities:

	July 3, 2011		July 4, 2010
Balance sheet information:
Properties	C$	76,837	C$	80,988
Cash and cash equivalents	2,503		1,244
Accounts receivable	5,103		4,258
Other	2,755		3,621
	C$	87,198	C$	90,111
Accounts payable and accrued liabilities	C$	951	C$	1,218
Other liabilities	9,100		8,926
Partners’ equity	77,147		79,967
	C$	87,198	C$	90,111

	Six Months Ended
	July 3, 2011		July 4, 2010
Income statement information:
Revenues	C$	18,985	C$	18,619
Income before income taxes and net income	13,219		12,014

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

(6) Fair Value of Financial Instruments

Below are the carrying amounts and estimated fair values of the Companies’ financial instruments for which the disclosure of fair values is required.

	July 3, 2011
	Wendy’s Restaurants		Corporate		The Wendy’s Company
Financial assets
Carrying Amount:
Cash and cash equivalents	$	222,753	$	269,695	$	492,448
Restricted cash equivalents:
Current - included in “Prepaid expenses and other      current assets”	769		—		769
Non-current - included in “Deferred costs and      other assets”	3,482		686		4,168
Non-current cost investments	3,792		4,590		8,382
Interest rate swaps	10,493		—		10,493
Fair Value:
Cash and cash equivalents (a)	$	222,753	$	269,695	$	492,448
Restricted cash equivalents (a):
Current	769		—		769
Non-current	3,482		686		4,168
Non-current cost investments (b)	5,596		14,002		19,598
Interest rate swaps (c)	10,493		—		10,493

	July 3, 2011
	Carrying Amount		Fair Value
Financial liabilities
Long-term debt, including current portion:
10% senior notes (d)	$	554,058	$	626,020
Wendy’s Restaurants term loan (d)	468,265		471,662
6.20% senior notes (d)	221,070		233,550
Sale-leaseback obligations (e)	1,488		1,518
Capitalized lease obligations (e)	15,224		15,608
7% debentures (d)	81,771		93,000
Other	1,060		1,073
Total Wendy’s Restaurants long-term debt, including current portion	1,342,936		1,442,431
6.54% aircraft term loan (e)	11,884		11,937
Total The Wendy’s Company long-term debt, including current portion	$	1,354,820	$	1,454,368

Guarantees of:
Franchisee loans obligations (f)	$	362	$	362

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

_______________

(a) The carrying amounts approximated fair value due to the short-term maturities of the cash equivalents or restricted cash equivalents.

(b) Fair value of these investments was based entirely on statements of account received from investment managers or investees which were principally based on quoted market or broker/dealer prices. To the extent that some of these investments, including the underlying investments in investment limited partnerships, do not have available quoted market or broker/dealer prices, the Companies relied on valuations performed by the investment managers or investees in valuing those investments or third-party appraisals.

(c) The fair values were based on information provided by the bank counterparties that is model-driven and whose inputs were observable or whose significant value drivers were observable.

(d) The fair values were based on quoted market prices.

(e) The fair values were determined by discounting the future scheduled principal payments using an interest rate assuming the same original issuance spread over a current U.S. Treasury bond yield for securities with similar durations.

(f) Wendy’s provided loan guarantees to various lenders on behalf of franchisees entering into pooled debt facility arrangements for new store development and equipment financing. Wendy’s has accrued a liability for the fair value of these guarantees, the calculation for which was based upon a weighted average risk percentage established at the inception of each program.

The carrying amounts of current accounts, notes receivable and non-current notes receivable approximated fair value due to the effect of related allowances for doubtful accounts and notes receivable. The carrying amounts of accounts payable and accrued expenses approximated fair value due to the short-term maturities of those items.

Valuation techniques under the accounting guidance related to fair value measurements were based on observable and unobservable inputs. Observable inputs reflected readily obtainable data from independent sources, while unobservable inputs reflected our market assumptions. These inputs are classified into the following hierarchy:

Level 1 Inputs - Quoted prices for identical assets or liabilities in active markets.

Level 2 Inputs - Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 Inputs - Pricing inputs are unobservable for the assets or liabilities and include situations where there is little, if any, market activity for the assets or liabilities. The inputs into the determination of fair value require significant management judgment or estimation.

The following table presents the Companies’ financial assets and liabilities (other than cash and cash equivalents) measured at fair value on a recurring basis as of July 3, 2011 by the valuation hierarchy as defined in the fair value guidance:

			Fair Value Measurements
	July 3, 2011		Level 1		Level 2		Level 3
Interest rate swaps (included in “Deferred costs and    other assets”)	$	10,493	$	—	$	10,493	$	—

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

The following table presents the fair values for those assets and liabilities of continuing operations measured at fair value during the six months ended July 3, 2011 on a non-recurring basis. Total losses include losses recognized from all non-recurring fair value measurements during the six months ended July 3, 2011. The carrying value of properties presented in the table below substantially represents the remaining carrying value of land for Wendy’s properties that were impaired. See Note 7 for more information on the impairment of our long-lived assets.

									Six Months Ended July 3, 2011 Total Losses
			Fair Value Measurements
	July 3, 2011		Level 1		Level 2		Level 3
Properties	$	575	$	—	$	—	$	575	$	6,449
Other intangible assets	—		—		—		—		1,813
	$	575	$	—	$	—	$	575	$	8,262

Derivative instruments

The Companies’ derivative instruments in the second quarter of 2011 included interest rate swaps with notional amounts totaling $225,000 that were all designated as fair value hedges on Wendy’s 6.20% senior notes. At July 3, 2011 and January 2, 2011, the fair value of these interest rate swaps of $10,493 and $9,623, respectively, has been included in “Deferred costs and other assets” and as an adjustment to the carrying amount of the Wendy’s 6.20% senior notes.

Interest income on interest rate swaps was $1,435 and $2,848 for the three months and six months ended July 3, 2011, respectively and $3,264 and $5,076 for the three months and six months ended July 4, 2010, respectively. In connection with the redemption of the Wendy’s 6.25% senior notes during the second quarter of 2010, we recognized a gain of $1,875 on the cancellation of four interest rate swaps with notional amounts totaling $175,000, which is included in the amounts above for the three months and six months ended July 4, 2010.

(7) Impairment of Long-Lived Assets

Wendy’s company-owned restaurant impairment losses included in the table below for the three months and six months ended July 3, 2011 predominantly reflected impairment charges on restaurant level assets resulting from the deterioration in operating performance of certain restaurants, and additional charges for capital improvements in restaurants impaired in prior years which did not subsequently recover.

These impairment losses represented the excess of the carrying amount over the fair value of the affected assets and are included in “Impairment of long-lived assets.”  The fair values of impaired assets in the table below were generally estimated based on the present values of the associated cash flows and on market value with respect to land (Level 3 inputs).

	Three Months Ended				Six Months Ended
	July 3, 2011		July 4, 2010		July 3, 2011		July 4, 2010
Impairment of company-owned restaurants:
Properties	$	365	$	75	$	6,449	$	75
Intangible assets	—		407		1,813		407
	$	365	$	482	$	8,262	$	482

Arby’s company-owned restaurant impairment losses of $1,932 and $13,533 for the three months and six months ended July 4, 2010, respectively, predominantly reflected impairment charges on restaurant level assets resulting from the deterioration in operating performance of certain restaurants, and additional charges for capital improvements in restaurants impaired in prior years which did not subsequently recover. These impairment losses represented the excess of the carrying amount over the fair value of the affected assets and are included in discontinued operations.

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

The fair values of impaired assets were generally estimated based on the present values of the associated cash flows and on market value with respect to land (Level 3 inputs). Arby’s impairment losses for the three months and six months ended July 3, 2011 were not significant. See Note 2 for more information on discontinued operations.

(8) Income Taxes

The Company’s effective tax rate for the three months ended July 3, 2011 and July 4, 2010 was 42.2% and 40.6%, respectively. Wendy’s Restaurants effective tax rate for the three months ended July 3, 2011 and July 4, 2010 was 40.8% and 37.2% , respectively. The Companies’ effective tax rates vary from the U.S. federal statutory rate of 35% due to the effect of (1) state income taxes, net of federal income tax benefit and (2) tax credits.

The Company’s effective tax rate for the six months ended July 3, 2011 and July 4, 2010 was 40.2% and 24.8%, respectively. Wendy’s Restaurants effective tax rate for the six months ended July 3, 2011 and July 4, 2010 was 39.1% and 21.8%, respectively. The Companies’ effective tax rates vary from the U.S. federal statutory rate of 35% due to the effect of (1) state income taxes, net of federal income tax benefit, (2) tax credits, and (3) a reduction in our state valuation allowances in 2010.

There were no significant changes to unrecognized tax benefits or related interest and penalties for either the Company or Wendy’s Restaurants for the six month periods ended July 3, 2011 and July 4, 2010.

Amounts payable for Federal and certain state income taxes are settled by Wendy’s Restaurants to The Wendy’s Company under a tax sharing agreement. During the six months ended July 3, 2011 and July 4, 2010, Wendy’s Restaurants made tax sharing payments to Wendy’s of $13,078 and $0, respectively.

As described in Note 2, Wendy’s Restaurants completed the sale of Arby’s on July 4, 2011. In the third quarter of 2011, as a result of the closing of the sale of Arby’s which then affects our state income tax apportionment factors, the Companies expect to record a deferred income tax expense of approximately $5,800.

(9) Income Per Share

(The Wendy’s Company)

Basic income per share for the three months and six months ended July 3, 2011 and July 4, 2010 was computed by dividing net income by the weighted average number of common shares outstanding.

The weighted average number of shares used to calculate basic and diluted income per share was as follows:

	Three Months Ended		Six Months Ended
	July 3, 2011	July 4, 2010	July 3, 2011	July 4, 2010
Common Stock:
Weighted average basic shares outstanding	417,676	425,594	418,098	434,460
Dilutive effect of stock options and restricted shares	1,563	973	1,317	1,068
Weighted average diluted shares outstanding	419,239	426,567	419,415	435,528

Diluted income per share for the three months and six months ended July 3, 2011 and July 4, 2010 was computed by dividing income by the weighted average number of basic shares outstanding plus the potential common share effect of dilutive stock options and of restricted shares, computed using the treasury stock method. For the three months and six months ended July 3, 2011, we excluded 15,250 and 18,295, respectively, of potential common shares from our diluted per share calculation as they would have had anti-dilutive effects. For the three months and six months ended July 4, 2010, we excluded 15,796 and 16,048, respectively, of potential common shares from our diluted per share calculation as they would have had anti-dilutive effects.

As of July 3, 2011, our potential common shares consisted of the following: (1) outstanding stock options which can be exercised into 31,420 shares of our Common Stock and (2) 4,107 restricted shares of our Common Stock.

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

(10) Debt and Equity

Debt

The Wendy’s Restaurants senior secured term loan facility (the “Term Loan”), which is part of the credit agreement entered into in May 2010 and is further described in the Form 10-K, requires prepayments of principal amounts resulting from certain events and on an annual basis from Wendy’s Restaurants excess cash flow as defined under the Term Loan. An excess cash flow payment for fiscal 2010 of $24,874 was paid in the first quarter of 2011. As set forth in the Term Loan, Wendy’s Restaurants currently anticipates that it will not be required to utilize any portion of the proceeds from the sale of Arby’s described in Note 2 as a Term Loan prepayment.

In the second quarter of 2010 the Companies recognized a loss on early extinguishment of debt of $26,197 related to the repayment of debt from the proceeds of the Term Loan as discussed above. This loss consisted of (1) a $14,953 premium payment required to redeem the Wendy’s 6.25% senior notes, (2) $5,477 for the write-off of the unaccreted discount of the Wendy’s 6.25% senior notes (recorded in connection with the Wendy’s merger), and (3) $5,767 for the write-off of deferred costs associated with the repayment of the Wendy’s Restaurants prior senior secured term loan.

Stockholders’ Equity

(The Wendy’s Company)

The following is a summary of the changes in stockholders’ equity:

	Six Months Ended
	July 3, 2011			July 4, 2010
Balance, beginning of year	$	2,163,174		$	2,336,339
Comprehensive income (a)	17,729			5,816
Share-based compensation	6,660			6,651
Exercises of stock options	3,283			923
Dividends paid	(16,750		)	(12,989		)
Repurchases of common stock for treasury	(46,622		)	(167,744		)
Other	(52		)	(512		)
Balance, end of the period	$	2,127,422		$	2,168,484

_______________

(a) The following is a summary of the components of comprehensive income, net of income taxes:

	Six Months Ended
	July 3, 2011			July 4, 2010
Net income	$	9,857		$	7,342
Net change in currency translation adjustment	7,918			(1,562		)
Net unrealized losses on available-for-sale securities	—			(59		)
Change in net unrecognized pension loss	(46		)	95
Other comprehensive income (loss)	7,872			(1,526		)
Comprehensive income	$	17,729		$	5,816

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

Invested Equity

(Wendy’s Restaurants)

The following is a summary of the changes in invested equity:

	Six Months Ended
	July 3, 2011		July 4, 2010
Balance, beginning of year	$	1,776,630	$	2,197,907
Comprehensive income (a)	22,131		5,264
Share-based compensation	6,162		6,227
Dividends paid to The Wendy’s Company	—		(443,700		)
Other	—		(76		)
Balance, end of the period	$	1,804,923	$	1,765,622

_______________

(a) The following is a summary of the components of comprehensive income, net of income taxes:

	Six Months Ended
	July 3, 2011		July 4, 2010
Net income	$	13,914	$	6,815
Net change in currency translation adjustment	7,918		(1,562		)
Change in net unrecognized pension loss (b)	299		11
Other comprehensive income (loss)	8,217		(1,551		)
Comprehensive income	$	22,131	$	5,264

(b) Includes the reclassification of the change in net unrecognized pension loss related to Arby’s pension liability to a subsidiary of The Wendy’s Company.

(11) Guarantees and Other Commitments and Contingencies

Except as related to the sale of Arby’s as discussed in Note 2 and as described below, the Companies did not have any significant changes to their guarantees, other commitments and contingencies as disclosed in the combined notes to our consolidated financial statements included in the Form 10-K.

Equipment for Systemwide Core Menu Initiative

In order to facilitate the purchase and related installation of equipment by franchisees required to implement a systemwide core menu initiative, Wendy’s has initiated the following programs:

• Wendy’s agreed with two lenders to partially subsidize interest rates for loans to qualified franchisees. Wendy’s will be required to pay the full interest subsidy amount in the fourth quarter of 2011. As of July 3, 2011, there is an accrued liability of $356 for the interest subsidy. Wendy’s has no other obligations related to these programs.

• For franchisees that will otherwise not be able to take advantage of the subsidized interest programs described above, Wendy’s will provide up to an aggregate of $3,000 of loan guarantees under an additional lender program. Wendy’s will have full recourse to its franchisees for any payments Wendy’s may be required to make under this program. As of July 3, 2011, Wendy’s had no guarantees outstanding under this program.

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THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

Loan funding to franchisees under the programs described above must be completed by September 30, 2011. Wendy’s maximum liability under these programs, including the full interest subsidy and the aggregate guaranteed loans which is dependent on the final amounts borrowed by franchisees, is not expected to exceed $5,000.

Breakfast Test Expansion

In order to encourage franchisees to participate in expanded testing of the breakfast daypart, Wendy’s has established the following programs:

• Wendy’s will continue to lease equipment to franchisees that are testing the breakfast program. At the time breakfast becomes a required program, the franchisees will be required to purchase the equipment from Wendy’s based on its then book value plus installation costs. The total amount of expenditures for equipment (including installation) leased to franchisees is expected to be no more than $7,000.

• Additionally, Wendy’s will provide loans to certain franchisees for the purchase and installation of equipment required to implement the breakfast program. The loans are expected to not exceed $25 per restaurant, carry no interest charge and be repayable in full 24 months after the installation is completed. Wendy’s will fund a maximum of $20,000 of these loans for early adopters of the breakfast program.    

As of July 3, 2011, no loans have been made under the above breakfast program. We have purchased equipment with a current net book value of approximately $1,900 that has been leased to franchisees. The above programs also have the following additional features:

• For the first three years of an early adopting franchisee’s participation in the breakfast program, a portion of franchise royalties (on a sliding scale) will not be payable to Wendy’s but will be required to be reinvested in local advertising and promotions for the breakfast program. Based on franchisee participation in the breakfast program, Wendy’s estimates the royalties not to be received under this program will approximate $6,000 over the three year period.     

• Contributions otherwise due to Wendy’s National Advertising Program, Inc. (“Wendy’s National Advertising Program”) based on breakfast sales will not be payable to Wendy’s National Advertising Program but will be required to be reinvested in local advertising and promotions for the breakfast program until Wendy’s National Advertising Program begins to purchase national advertising for the breakfast programs.    

North America Incentive Program

In order to promote new unit development, Wendy’s has established a franchisee assistance program for its North American franchisees that provides for reduced technical assistance fees and a sliding scale of royalties for the first two years of operation for qualifying locations opened between April 1, 2011 and December 31, 2013. While we are unable to project the number of locations to be opened under this program, we do not expect the effect on current or future franchise revenues to be material.

Canadian Lease Guarantee Program

Wendy’s Canadian subsidiary has established a lease guarantee program, which is to promote new unit development, for its Canadian franchisees for up to an aggregate of C$5,000 for periods of up to five years. Franchisees pay the Canadian subsidiary a nominal fee for the guarantee. As of July 3, 2011, the Canadian subsidiary had guaranteed C$249 under this program.

22

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

(12) Transactions with Related Parties

The following is a summary of ongoing transactions between the Companies and their related parties which are included in continuing operations and includes any updates and amendments since those reported in the Form 10-K:

	Six Months Ended
	July 3, 2011			July 4, 2010
SSG agreement (a)	$	(2,275	)	$	4,900
Subleases with related parties (b)	(82		)	(64		)
Advisory fees (c)	—			2,465
(The Wendy’s Company)
Advisory fees (c)	$	500		$	500
Sublease income (d)	(818		)	(823		)
Executive use of corporate aircraft (e)	(60		)	(60		)
Liquidation services agreement (f)	220			220

___________________

Transactions with Purchasing Cooperatives

(a) As agreed by its board of directors in March 2011, effective April 2011 the activities of Strategic Sourcing Group Co-op, LLC (“SSG”) were transferred to the Wendy’s independent purchasing cooperative, Quality Supply Chain Co-op (“QSCC”), and Arby’s independent purchasing cooperative (“ARCOP”), which, following the sale of Arby’s, is no longer a related party. Wendy’s Restaurants had committed to pay approximately $5,145 of SSG expenses, of which $4,900 was expensed in the first quarter of 2010, and was to be paid over a 24 month period through March 2012. During the first quarter of 2011, the remaining accrued commitment of $2,275 was reversed and credited to “General and administrative.”

(b) Wendy’s and QSCC entered into a sublease amendment, effective January 1, 2011, which increased the office space subleased to QSCC to 14,333 square feet for a one year period for a revised annual base rental of $176 with five one-year renewal options.

The Companies received $23 and $8 of sublease income from SSG and $59 and $56 of sublease income from QSCC during the first six months of 2011 and 2010, respectively.

Transactions with the Management Company

(c) The Companies paid approximately $2,465 in the second quarter of 2010 in fees for corporate finance advisory services in connection with the negotiation and execution of the Wendy’s Restaurants credit agreement.

In addition, The Wendy’s Company incurred service fees of $500 in the first six months of 2011 and 2010, which are included in “General and administrative.”

These fees were paid to a management company (the “Management Company”) which was formed by our Chairman, who was our former Chief Executive Officer, and our Vice Chairman, who was our former President and Chief Operating Officer, and a director, who was our former Vice Chairman, in connection with a services agreement which expired on June 30, 2011.

(d) The Wendy’s Company recognized income of $818 and $823 from the Management Company under subleases, which expire in May 2012, for office space on two of the floors of the Company’s former New York headquarters for the first six months of 2011 and 2010, respectively, which has been recorded as a reduction of “General and administrative.”

23

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

(e) On June 29, 2011, The Wendy’s Company and TASCO, LLC, an affiliate of the Management Company, entered into an agreement to extend an aircraft lease agreement for an additional one year period (expiring on June 30, 2012) for an increased monthly rent of $13. Under the extended lease agreement, TASCO, LLC continues to be responsible for operating costs related to the aircraft’s usage. The Wendy’s Company received lease income of $60 in the first half of 2011 and 2010, which is included as an offset to “General and administrative.” 

We intend to dispose of the Company-owned aircraft leased under the lease agreement discussed above as soon as practicable. As of July 3, 2011, the aircraft has a carrying value that approximates its fair value, is classified as held-for-sale, and is included in “Prepaid expenses and other current assets.”

(f) The Wendy’s Company paid the Management Company a fee of $900 in two installments in June 2009 and 2010, which was deferred and amortized through its June 30, 2011 expiration date for assistance in the sale, liquidation, or other disposition of certain of our investments. $220 was amortized and recorded in “General and administrative” in the first six months of 2011 and 2010.

(Wendy’s Restaurants)

The following is a summary of continuing transactions between Wendy’s Restaurants and The Wendy’s Company:

	Six Months Ended
	July 3, 2011		July 4, 2010
Dividends paid (g)	$	—	$	443,700
Other transactions:
Payments for Federal and state income tax (h)	13,078		—
Share-based compensation (i)	4,961		4,470
Expense under management service agreements (j)	2,521		2,509

_____________________

(g) Wendy’s Restaurants paid cash dividends to The Wendy’s Company which were charged to “Invested equity.”

(h) Wendy’s Restaurants made cash payments to The Wendy’s Company under a tax sharing agreement, as discussed in more detail in Note 8.

(i) Wendy’s Restaurants incurs share based compensation costs for The Wendy’s Company Common Stock awards issued to certain employees under The Wendy’s Company various equity plans. Such compensation cost is allocated by The Wendy’s Company to Wendy’s Restaurants and is correspondingly recorded as capital contributions from The Wendy’s Company.

(j) Wendy’s Restaurants incurred $2,521 and $2,509 for management services during the first six months of 2011 and 2010, respectively. Such fees are included in “General and administrative” and are settled through Wendy’s Restaurants’ intercompany account with The Wendy’s Company.

As a result of the sale of Arby’s, Arby’s and its affiliates are no longer considered related parties. Prior to the sale, the transactions between Arby’s and its non-consolidated affiliates were not material.

24

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

(13) Legal and Environmental Matters

We are involved in litigation and claims incidental to our current and prior businesses. We provide reserves for such litigation and claims when payment is probable and reasonably estimable. As of July 3, 2011, Wendy’s Restaurants had reserves for continuing operations for all of its legal and environmental matters aggregating $3,164, which are included in the total $3,193 accrued for continuing operations by The Wendy’s Company for all legal and environmental matters. We cannot estimate the aggregate possible range of loss due to most proceedings being in preliminary stages, with various motions either yet to be submitted or pending, discovery yet to occur, and significant factual matters unresolved. In addition, most cases seek an indeterminate amount of damages and many involve multiple parties. Predicting the outcomes of settlement discussions or judicial or arbitral decisions are thus inherently difficult. Based on currently available information, including legal defenses available to us, and given the aforementioned reserves and our insurance coverage, we do not believe that the outcome of these legal and environmental matters will have a material effect on our consolidated financial position or results of operations.

(14) Retention Program and Other Transaction Related Costs

During the three months and six months ended July 3, 2011, Wendy’s Restaurants incurred “Retention program and other transaction related costs” of $4,692 and $5,971, which are included in the total $5,039 and $6,923, both respectively, incurred by The Wendy’s Company for an employee retention program resulting from our strategic alternatives announcement regarding Arby’s, the elimination of a senior executive position and certain other professional fees. During the third quarter of 2011, the Companies will incur additional costs of approximately $5,100 under the retention program which were contingent upon the closing of the sale of Arby’s. Additional retention payments aggregating $700 to two corporate executives will be incurred in the third quarter of 2011 and will be expensed over the related service periods of six and nine months.

In the third quarter of 2011, the Companies will incur $1,780 in bonus costs upon the closing of the sale of Arby’s and will recognize $1,073 in compensation costs for accelerated vesting of stock options and restricted stock ($683 of such bonus costs and $891 of such compensation costs will be included in discontinued operations). In addition, we anticipate we will incur (i) employee relocation costs of approximately $2,400 related to the relocation of our corporate offices during the second half of 2011 and (ii) compensation costs of $1,500 due to the relocation of a corporate executive anticipated to take place during the third quarter of 2011 which, in accordance with its terms, will be expensed over the three year period following this executive’s relocation.

(15) Accounting Standards Not Yet Adopted

In May 2011, the Financial Accounting Standards Board (the “FASB”) issued amendments which provide additional guidance about how fair value should be determined under existing standards and expands existing disclosure requirements for certain fair value measurements. The purpose of these amendments is to improve and converge International Financial Reporting Standards and GAAP. The guidance is effective commencing with our 2012 fiscal year. We do not expect adoption of this amendment to have a material effect on our consolidated financial statements.

In June 2011, the FASB issued an amendment that requires companies to present comprehensive income in either a single statement or two consecutive statements reporting net income and other comprehensive income. The purpose of this amendment is to increase the prominence of other comprehensive income in financial statements. The guidance is effective commencing with our 2012 fiscal year. The guidance affects only the presentation of comprehensive income and does not change the composition or calculation of comprehensive income.

25

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

(16) Guarantor/Non-Guarantor

(Wendy’s Restaurants)

Wendy’s Restaurants is the issuer of, and certain of its domestic subsidiaries have guaranteed amounts outstanding under our 10% senior notes. Each of the guaranteeing subsidiaries, including Arby’s and its subsidiaries through the closing of the sale on July 4, 2011, is a direct or indirect 100% owned subsidiary of Wendy’s Restaurants and each has fully and unconditionally guaranteed the 10% senior notes on a joint and several basis. Information related to Arby’s has been reflected as discontinued operations in the accompanying condensed consolidating balance sheet as of July 3, 2011 and condensed consolidating statements of income for the three months and six months ended July 3, 2011 and July 4, 2010. Arby’s cash flows for all periods presented have been included in, and not separately reported from, all our cash flows.

The following are included in the presentation of our consolidating: (1) Condensed Consolidating Balance Sheets as of July 3, 2011 and January 2, 2011, (2) Condensed Consolidating Statements of Income for the three months and six months ended July 3, 2011 and July 4, 2010, and (3) Condensed Consolidating Statements of Cash Flows for the six months ended July 3, 2011 and July 4, 2010 to reflect:

(a)Wendy’s Restaurants (the “Parent”);

(b)the 10% senior notes guarantor subsidiaries as a group;

(c)the 10% senior notes non-guarantor subsidiaries as a group;

(d)elimination entries necessary to combine the Parent with the guarantor and non-guarantor subsidiaries; and

(e)Wendy’s Restaurants on a consolidated basis.

Substantially all of our domestic restricted subsidiaries are guarantors of the 10% senior notes. Certain of our subsidiaries, including our foreign subsidiaries and national advertising funds, do not guarantee the 10% senior notes.

As a result of the closing of the sale of Arby’s on July 4, 2011 as described in Note 2, Arby’s and its subsidiaries are no longer guarantors of the amounts outstanding under the 10% senior notes. Accordingly, condensed consolidating financial statements contained in our future periodic filings will be retroactively revised to reflect Arby’s and its subsidiaries as non-guarantors for all periods presented.

For purposes of presentation of such consolidating information, investments in subsidiaries are accounted for by the Parent on the equity method. The elimination entries are principally necessary to eliminate intercompany balances and transactions.

26

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

CONDENSED CONSOLIDATING BALANCE SHEET

July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries		Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	36,255		$	152,938		$	33,560	$	—		$	222,753
Accounts and notes receivable	3,677			61,896			4,491		(12		)	70,052
Inventories	—			11,963			1,201		—			13,164
Prepaid expenses and other current assets	4,720			26,479			1,590		—			32,789
Deferred income tax benefit	22,127			20,926			223		—			43,276
Advertising funds restricted assets	—			—			74,472		—			74,472
Current assets of discontinued operations	—			65,246			1,079		—			66,325
Total current assets	66,779			339,448			116,616		(12		)	522,831
Properties	11,477			1,070,660			59,430		—			1,141,567
Goodwill	—			827,228			50,415		—			877,643
Other intangible assets	18,973			1,272,425			26,844		—			1,318,242
Investments	—			—			106,195		—			106,195
Deferred costs and other assets	29,222			36,754			269		—			66,245
Noncurrent assets of discontinued operations	—			396,214			22,641		—			418,855
Net investment in subsidiaries	2,624,049			260,047			—		(2,884,096		)	—
Deferred income tax benefit	83,496			—			—		(83,496		)	—
Due from affiliate	51,593			—			—		(51,593		)	—
Total assets	$	2,885,589		$	4,202,776		$	382,410	$	(3,019,197	)	$	4,451,578
LIABILITIES AND INVESTED EQUITY
Current liabilities:
Current portion of long-term debt	$	5,692		$	909		$	280	$	—		$	6,881
Accounts payable	4,884			49,786			6,404		—			61,074
Accrued expenses and other current liabilities	47,757			139,103			7,417		—			194,277
Advertising funds restricted liabilities	—			—			74,472		—			74,472
Current liabilities of discontinued operations	—			110,636			288		(12		)	110,912
Total current liabilities	58,333			300,434			88,861		(12		)	447,616
Long-term debt	1,017,614			314,572			3,869		—			1,336,055
Due to affiliates	—			75,012			1,184		(51,593		)	24,603
Deferred income	—			18,378			432		—			18,810
Deferred income taxes	—			541,917			17,608		(83,496		)	476,029
Other liabilities	4,719			83,993			9,119		—			97,831
Noncurrent liabilities of discontinued operations	—			244,421			1,290		—			245,711
Invested equity:
Member interest, $0.01 par value; 1,000 shares authorized, one share issued and outstanding	—			—			—		—			—
Other capital	2,429,621			3,253,732			199,014		(3,452,746		)	2,429,621
(Accumulated deficit) retained earnings	(485,586		)	(490,571		)	45,145		445,426			(485,586		)
Advances to The Wendy’s Company	(155,000		)	(155,000		)	—		155,000			(155,000		)
Accumulated other comprehensive income	15,888			15,888			15,888		(31,776		)	15,888
Total invested equity	1,804,923			2,624,049			260,047		(2,884,096		)	1,804,923
Total liabilities and invested equity	$	2,885,589		$	4,202,776		$	382,410	$	(3,019,197	)	$	4,451,578

27

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

CONDENSED CONSOLIDATING BALANCE SHEET

January 2, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries		Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	79,355		$	88,936		$	30,395	$	—		$	198,686
Accounts and notes receivable	320			79,404			3,628		—			83,352
Inventories	—			21,558			1,136		—			22,694
Prepaid expenses and other current assets	3,900			19,446			686		—			24,032
Deferred income tax benefit	17,634			27,218			215		—			45,067
Advertising funds restricted assets	—			—			76,553		—			76,553
Total current assets	101,209			236,562			112,613		—			450,384
Properties	13,748			1,466,769			61,336		—			1,541,853
Goodwill	—			841,156			47,765		—			888,921
Other intangible assets	21,453			1,310,092			27,029		—			1,358,574
Investments	—			—			102,406		—			102,406
Deferred costs and other assets	32,610			41,274			675		—			74,559
Net investment in subsidiaries	2,559,526			246,578			—		(2,806,104		)	—
Deferred income tax benefit	86,423			—			97		(86,520		)	—
Due from affiliate	59,618			—			17,893		(77,511		)	—
Total assets	$	2,874,587		$	4,142,431		$	369,814	$	(2,970,135	)	$	4,416,697
LIABILITIES AND INVESTED EQUITY
Current liabilities:
Current portion of long-term debt	$	5,228		$	11,587		$	232	$	—		$	17,047
Accounts payable	4,624			70,901			5,623		—			81,148
Accrued expenses and other current liabilities	38,871			195,282			10,147		—			244,300
Advertising funds restricted liabilities	—			—			76,553		—			76,553
Total current liabilities	48,723			277,770			92,555		—			419,048
Long-term debt	1,043,623			495,505			3,556		—			1,542,684
Due to affiliates	—			108,319			—		(77,511		)	30,808
Deferred income	—			10,888			572		—			11,460
Deferred income taxes	—			548,088			16,904		(86,520		)	478,472
Other liabilities	5,611			142,335			9,649		—			157,595
Invested equity:
Member interest, $0.01 par value; 1,000 shares authorized, one share issued and outstanding	—			—			—		—			—
Other capital	2,423,459			3,244,488			199,014		(3,443,502		)	2,423,459
(Accumulated deficit) retained earnings	(499,500		)	(537,633		)	39,594		498,039			(499,500		)
Advances to The Wendy’s Company	(155,000		)	(155,000		)	—		155,000			(155,000		)
Accumulated other comprehensive income	7,671			7,671			7,970		(15,641		)	7,671
Total invested equity	1,776,630			2,559,526			246,578		(2,806,104		)	1,776,630
Total liabilities and invested equity	$	2,874,587		$	4,142,431		$	369,814	$	(2,970,135	)	$	4,416,697

28

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

CONDENSED CONSOLIDATING STATEMENT OF INCOME

For thethree months ended July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	482,024		$	62,213		$	—		$	544,237
Franchise revenues	—			73,265			4,957			—			78,222
	—			555,289			67,170			—			622,459
Costs and expenses:
Cost of sales	—			410,566			54,232			—			464,798
General and administrative	—			69,520			3,182			—			72,702
Retention program and other transaction     related costs	2,946			1,746			—			—			4,692
Depreciation and amortization	2,439			24,769			2,575			—			29,783
Impairment of long-lived assets	—			347			18			—			365
Other operating expense (income), net	—			2,871			(2,393		)	—			478
	5,385			509,819			57,614			—			572,818
Operating (loss) profit	(5,385		)	45,470			9,556			—			49,641
Interest expense	(22,188		)	(5,557		)	(123		)	—			(27,868		)
Other income (expense), net	—			4,233			(4,044		)	—			189
Equity in income of subsidiaries	33,676			4,356			—			(38,032		)	—
Income from continuing operations      before income taxes	6,103			48,502			5,389			(38,032		)	21,962
Benefit from (provision for) income taxes	10,566			(18,045		)	(1,486		)	—			(8,965		)
Income from continuing operations	16,669			30,457			3,903			(38,032		)	12,997
Discontinued operations:
Income from discontinued operations, net      of income taxes	—			3,219			453			—			3,672
Loss on disposal of discontinued operations, net      of income tax benefit	(3,780		)	—			—			—			(3,780		)
Net (loss) income from discontinued       operations	(3,780		)	3,219			453			—			(108		)
Net income	$	12,889		$	33,676		$	4,356		$	(38,032	)	$	12,889

29

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

CONDENSED CONSOLIDATING STATEMENT OF INCOME

For thethree months ended July 4, 2010

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	473,766		$	58,645		$	—		$	532,411
Franchise revenues	—			70,175			4,848			—			75,023
	—			543,941			63,493			—			607,434
Costs and expenses:
Cost of sales	—			392,089			50,225			—			442,314
General and administrative	—			70,020			2,208			—			72,228
Depreciation and amortization	3,054			25,467			2,394			—			30,915
Impairment of long-lived assets	—			482			—			—			482
Other operating expense (income), net	—			2,560			(2,437		)	—			123
	3,054			490,618			52,390			—			546,062
Operating (loss) profit	(3,054		)	53,323			11,103			—			61,372
Interest expense	(18,396		)	(10,699		)	(76		)	—			(29,171		)
Loss on early extinguishment of debt	—			(26,197		)	—			—			(26,197		)
Other income (expense), net	84			4,243			(3,845		)	—			482
Equity in income of subsidiaries	20,115			5,669			—			(25,784		)	—
(Loss) income from continuing operations  before income taxes	(1,251		)	26,339			7,182			(25,784		)	6,486
Benefit from (provision for) income taxes	10,626			(11,022		)	(2,015		)	—			(2,411		)
Income from continuing operations	9,375			15,317			5,167			(25,784		)	4,075
Discontinued operations:
Income from discontinued operations, net of income taxes	—			4,798			502			—			5,300
Net income	$	9,375		$	20,115		$	5,669		$	(25,784	)	$	9,375

30

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

CONDENSED CONSOLIDATING STATEMENT OF INCOME

For the six months ended July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	937,552		$	115,971		$	—		$	1,053,523
Franchise revenues	—			142,023			9,378			—			151,401
	—			1,079,575			125,349			—			1,204,924
Costs and expenses:
Cost of sales	—			800,591			103,078			—			903,669
General and administrative	—			138,012			6,629			—			144,641
Retention program and other transaction related costs	4,225			1,746			—			—			5,971
Depreciation and amortization	5,027			49,366			5,239			—			59,632
Impairment of long-lived assets	—			7,890			372			—			8,262
Other operating expense (income), net	—			5,545			(4,325		)	—			1,220
	9,252			1,003,150			110,993			—			1,123,395
Operating (loss) profit	(9,252		)	76,425			14,356			—			81,529
Interest expense	(45,524		)	(11,320		)	(239		)	—			(57,083		)
Other income (expense), net	—			8,031			(7,629		)	—			402
Equity in income of subsidiaries	47,062			5,551			—			(52,613		)	—
(Loss) income from continuing operations  before income taxes	(7,714		)	78,687			6,488			(52,613		)	24,848
Benefit from (provision for) income taxes	25,408			(33,324		)	(1,797		)	—			(9,713		)
Income from continuing operations	17,694			45,363			4,691			(52,613		)	15,135
Discontinued operations:
Income from discontinued operations, net      of income taxes	—			1,699			860			—			2,559
Loss on disposal of discontinued operations, net      of income tax benefit	(3,780		)	—			—			—			(3,780		)
Net (loss) income from discontinued       operations	(3,780		)	1,699			860			—			(1,221		)
Net income	$	13,914		$	47,062		$	5,551		$	(52,613	)	$	13,914

31

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

CONDENSED CONSOLIDATING STATEMENT OF INCOME

For the six months ended July 4, 2010

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	933,120		$	112,038		$	—		$	1,045,158
Franchise revenues	—			137,709			9,281			—			146,990
	—			1,070,829			121,319			—			1,192,148
Costs and expenses:
Cost of sales	—			776,337			97,314			—			873,651
General and administrative	—			146,067			6,779			—			152,846
Depreciation and amortization	6,225			51,586			5,070			—			62,881
Impairment of long-lived assets	—			482			—			—			482
Other operating expense (income), net	—			5,144			(3,810		)	—			1,334
	6,225			979,616			105,353			—			1,091,194
Operating (loss) profit	(6,225		)	91,213			15,966			—			100,954
Interest expense	(33,622		)	(26,120		)	(155		)	—			(59,897		)
Loss on early extinguishment of debt	—			(26,197		)	—			—			(26,197		)
Other income (expense), net	157			8,147			(7,539		)	—			765
Equity in income of subsidiaries	15,980			6,799			—			(22,779		)	—
(Loss) income from continuing operations  before income taxes	(23,710		)	53,842			8,272			(22,779		)	15,625
Benefit from (provision for) income taxes	30,525			(31,481		)	(2,443		)	—			(3,399		)
Income from continuing operations	6,815			22,361			5,829			(22,779		)	12,226
Discontinued operations:
(Loss) income from discontinued operations, net of income taxes	—			(6,381		)	970			—			(5,411		)
Net income	$	6,815		$	15,980		$	6,799		$	(22,779	)	$	6,815

32

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the six months ended July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Cash flows from operating activities:
Net income	$	13,914		$	47,062		$	5,551		$	(52,613	)	$	13,914
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in income from operations of subsidiaries	(47,062		)	(5,551		)	—			52,613			—
Depreciation and amortization	5,027			71,473			5,245			—			81,745
Net receipt of deferred vendor incentives	—			19,764			—			—			19,764
Impairment of long-lived assets	—			9,448			372			—			9,820
Tax sharing (receivable from) payable to affiliate, net	(26,857		)	33,572			—			—			6,715
Distributions received from joint venture	—			—			6,501			—			6,501
Share-based compensation provision	2,606			3,556			—			—			6,162
Accretion of long-term debt	1,087			3,076			—			—			4,163
Non-cash rent expense (credit)	—			4,265			(151		)	—			4,114
Write-off and amortization of deferred financing costs	3,503			—			—			—			3,503
Provision for (recovery of) doubtful accounts	—			1,659			(91		)	—			1,568
Tax sharing receipt from (payment to) affiliate, net	29,000			(29,000		)	—			—			—
Deferred income tax (benefit) provision, net	(1,121		)	1,003			—			—			(118		)
Other operating transactions with affiliates	51,211			(50,388		)	(1,920		)	—			(1,097		)
Equity in earnings in joint ventures, net	—						(5,100		)	—			(5,100		)
Tax sharing payment to The Wendy's Company	(13,078		)	—			—			—			(13,078		)
Other, net	(15		)	(295		)	(1,042		)	—			(1,352		)
Changes in operating assets and liabilities:
Accounts and notes receivable	22			(4,516		)	(1,115		)	—			(5,609		)
Inventories	—			(731		)	(19		)	—			(750		)
Prepaid expenses and other current assets	(977		)	(10,387		)	(862		)	—			(12,226		)
Accounts payable	1,343			10,930			1,875			—			14,148
Accrued expenses and other current liabilities	1,131			(5,799		)	(2,737		)	—			(7,405		)
Net cash provided by operating activities	19,734			99,141			6,507			—			125,382
Cash flows from investing activities:
Capital expenditures	(5,437		)	(47,862		)	(2,667		)	—			(55,966		)
Business acquisitions	—			(6,613		)	—			—			(6,613		)
Investment in international joint venture	—			—			(1,183		)	—			(1,183		)
Proceeds from dispositions	—			2,565			—			—			2,565
Other, net	—			(208		)	(17		)	—			(225		)
Net cash used in investing activities	(5,437		)	(52,118		)	(3,867		)	—			(61,422		)
Cash flows from financing activities:
Repayments of long-term debt	(27,361		)	(6,539		)	(81		)	—			(33,981		)
Capital contribution from Parent	(30,000		)	30,000			—			—			—
Deferred financing costs	(36		)	—			—			—			(36		)
Net cash (used in) provided by financing activities	(57,397		)	23,461			(81		)	—			(34,017		)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	(43,100		)	70,484			2,559			—			29,943
Effect of exchange rate changes on cash	—			—			1,200			—			1,200
Net (decrease) increase in cash and cash equivalents	(43,100		)	70,484			3,759			—			31,143
Cash and cash equivalents at beginning of period	79,355			88,936			30,395			—			198,686
Cash and cash equivalents at end of period	$	36,255		$	159,420		$	34,154		$	—		$	229,829

33

THE WENDY’S COMPANY AND SUBSIDIARIES

WENDY’S RESTAURANTS, LLC AND SUBSIDIARIES

COMBINED NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands Except Per Share Amounts)

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the six months ended July 4, 2010

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Cash flows from operating activities:
Net income	$	6,815		$	15,980		$	6,799		$	(22,779	)	$	6,815
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Equity in income from operations of subsidiaries	(15,980		)	(6,799		)	—			22,779			—
Depreciation and amortization	6,225			79,038			5,075			—			90,338
Net receipt of deferred vendor incentives	—			19,676			—			—			19,676
Impairment of long-lived assets	—			14,015			—			—			14,015
Accretion of long-term debt	734			10,281			—			—			11,015
Write-off and amortization of deferred financing costs	1,591			7,245			—			—			8,836
Share-based compensation provision	1,796			4,431			—			—			6,227
Distributions received from joint venture	—			—			5,793			—			5,793
Non-cash rent expense (credit)	—			5,096			(151		)	—			4,945
Provision for (recovery of) doubtful accounts	—			3,788			(212		)	—			3,576
Tax sharing receipt from (payment to) affiliate, net	32,000			(32,000		)	—			—			—
Tax sharing (receivable from) payable to affiliate, net	(25,735		)	26,715			—			—			980
Equity in earnings in joint venture	—			—			(4,480		)	—			(4,480		)
Deferred income tax benefit, net	—			(3,433		)	—			—			(3,433		)
Other operating transactions with affiliates	(37,830		)	36,476			(151		)	—			(1,505		)
Other, net	2,315			(529		)	(1,715		)	—			71
Changes in operating assets and liabilities net:													—
Accounts and notes receivable	(41		)	(6,793		)	67			—			(6,767		)
Inventories	—			552			64			—			616
Prepaid expenses and other current assets	(416		)	(6,505		)	(880		)	—			(7,801		)
Accounts payable	(229		)	(11,445		)	(1,262		)	—			(12,936		)
Accrued expenses and other current liabilities	(8,869		)	(14,406		)	(4,262		)	—			(27,537		)
Net cash (used in) provided by operating activities	(37,624		)	141,383			4,685			—			108,444
Cash flows from investing activities:
Capital expenditures	(7,918		)	(41,876		)	(2,936		)	—			(52,730		)
Proceeds from dispositions	—			4,111			—			—			4,111
Other, net	—			50			826			—			876
Net cash used in investing activities	(7,918		)	(37,715		)	(2,110		)	—			(47,743		)
Cash flows from financing activities:
Proceeds from long-term debt	497,500			161			—			—			497,661
Repayments of long-term debt	(107		)	(458,370		)	(99		)	—			(458,576		)
Deferred financing costs	(14,375		)	—			—			—			(14,375		)
Capital contributions from Parent	(474,569		)	474,569			—			—			—
Dividends paid to The Wendy’s Company	(148,700		)	(295,000		)	—			—			(443,700		)
Net cash used in financing activities	(140,251		)	(278,640		)	(99		)	—			(418,990		)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	(185,793		)	(174,972		)	2,476			—			(358,289		)
Effect of exchange rate changes on cash	—			—			(262		)	—			(262		)
Net (decrease) increase in cash and cash equivalents	(185,793		)	(174,972		)	2,214			—			(358,551		)
Cash and cash equivalents at beginning of period	237,607			268,762			32,495			—			538,864
Cash and cash equivalents at end of period	$	51,814		$	93,790		$	34,709		$	—		$	180,313

34

Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

Introduction

On July 5, 2011, as a result of the sale of Arby’s Restaurant Group, Inc. (“Arby’s”) described below under “Executive Overview- Sale of Arby’s,” Wendy’s/Arby’s Group, Inc. changed its name to The Wendy’s Company (“The Wendy’s Company” and, together with its subsidiaries, the “Company”) and Wendy’s/Arby’s Restaurants, LLC, a 100% owned subsidiary of The Wendy’s Company, changed its name to Wendy’s Restaurants, LLC (“Wendy’s Restaurants”).

This “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of The Wendy’s Company and Wendy’s Restaurants should be read in conjunction with the accompanying unaudited condensed consolidated financial statements included elsewhere herein and “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended January 2, 2011 (the “Form 10-K”).  There have been no material changes as of July 3, 2011 to the application of our critical accounting policies as described in Item 7 of the Form 10-K.  Certain statements we make under this Item 2 constitute “forward-looking statements” under the Private Securities Litigation Reform Act of 1995.  See “Special Note Regarding Forward-Looking Statements and Projections” in “Part II – Other Information” preceding “Item 1.”  You should consider our forward-looking statements in light of our unaudited condensed consolidated financial statements, related combined notes, and other financial information appearing elsewhere in this report, the Form 10-K and our other filings with the Securities and Exchange Commission.

The Wendy’s Company is the parent company of its 100% owned subsidiary holding company Wendy’s Restaurants. Wendy’s Restaurants is the parent company of Wendy’s International, Inc. (“Wendy’s”). Prior to its sale of Arby’s, Wendy’s Restaurants was also the parent company of Arby’s. Wendy’s and Arby’s are the owners and franchisors of the Wendy’s® and Arby’s® restaurant systems, respectively. Wendy’s Restaurants currently has no operations other than those of Wendy’s and its respective subsidiaries.

Arby’s operating results are classified as discontinued operations for all periods presented. Following the sale of Arby’s, The Wendy’s Company and Wendy’s Restaurants (together, the “Companies”) manage and internally report their business in one segment: the operation and franchising of Wendy’s restaurants, including its wholesale bakery operations. References herein to The Wendy’s Company corporate (“Corporate”) represent The Wendy’s Company parent company only functions and their effect on the Company’s consolidated results of operations and financial condition. The results of operations discussed below may not necessarily be indicative of future results.

Executive Overview

Sale of Arby’s

During January 2011, The Wendy’s Company decided to explore strategic alternatives for the Arby’s brand, which culminated in the sale of Arby’s, in order to focus on the development of the Wendy’s brand. On July 4, 2011, Wendy’s Restaurants completed the sale of 100% of the common stock of Arby’s to ARG IH Corporation (“Buyer”), a wholly owned subsidiary of ARG Holding Corporation (“Buyer Parent”), for $130 million in cash (subject to customary purchase price adjustments) and 18.5% of the common stock of Buyer Parent (through which Wendy’s Restaurants will indirectly retain an 18.5% interest in Arby’s and the preliminary fair value of which is estimated to be $19.0 million). Buyer and Buyer Parent were formed for purposes of this transaction. The Buyer also assumed approximately $190 million of Arby’s debt, consisting primarily of capital lease and sale-leaseback obligations. The sale occurred pursuant to the terms of a Purchase and Sale Agreement by and among Wendy’s Restaurants, Buyer Parent and Buyer dated as of June 13, 2011. In accordance with the Purchase and Sale Agreement, The Wendy’s Company expects to make an election under §338(h)(10) of the Internal Revenue Code, which will have the effect of treating the transaction as a sale of assets and is expected to result in an approximate $240.0 million ordinary loss for income tax purposes. If this election were not to be made, the sale of Arby’s common stock would result in a capital loss for income tax purposes.

The Companies have recorded an estimated pre-tax loss on disposal of Arby’s of $6.0 million in the second quarter of 2011 based upon the preliminary valuation of our indirect retained interest and our current estimates of the transaction closing costs ($11.3 million) and post closing purchase price adjustments primarily related to working capital ($15.0 million). Such valuation and estimates are subject to change. The Companies have recognized a $2.2 million tax benefit on the estimated pre-tax loss on disposal of Arby’s in the second quarter of 2011. In the third quarter of 2011, due to a permanent difference between the book and tax basis of Arby’s assets related to goodwill, the Companies will record a tax expense of approximately $5.5 million in connection with completing the Arby’s sale.

35

Wendy’s Restaurants also entered into a Stockholders Agreement with Buyer Parent and ARG Investment Corporation, an entity affiliated with Buyer Parent, which sets forth certain agreements among the parties thereto concerning, among other things, the governance of Buyer Parent and transfer rights, information rights and registration rights with respect to the equity securities of Buyer Parent. In addition, Wendy’s Restaurants entered into a Transition Services Agreement with Buyer, pursuant to which it will provide and be reimbursed for continuing corporate and shared services to Buyer for a limited period of time; such services are currently anticipated to be completed by the end of 2011.

Our Continuing Business

As of July 3, 2011, the Wendy’s restaurant system was comprised of 6,571 restaurants, of which 1,400 were owned and operated by the Companies. The company-owned restaurants are located principally in the United States and to a lesser extent in Canada (the “North America Restaurants”).

Wendy’s operating results have been impacted by a number of factors, including high unemployment, negative general economic trends and intense price competition, as well as increased commodity costs in the 2011 first half. These increased costs negatively affected cost of sales and restaurant margins. Wendy’s expects that significant increases in commodity costs as compared to 2010 will continue for the remainder of 2011. Wendy’s expects to offset a portion of these increases with strategic price increases.

Wendy’s long-term growth opportunities include (1) continuing to improve its core menu, (2) capturing incremental sales through daypart expansion, (3) upgrading our existing store base, (4) developing new restaurants within the United States, and (5) building the brand worldwide.

Wendy’s revenues for the first six months of 2011 include: (1) $1,016.1 million of sales from company-owned restaurants, (2) $37.4 million from the sale of bakery items and kids’ meal promotion items to our franchisees, (3) $139.2 million of royalty income from franchisees, and (4) $12.2 million of other franchise-related revenue and other revenues. During the first quarter of 2011, Wendy’s purchasing cooperative, Quality Supply Chain Co-op, Inc. (“QSCC”) began managing the operations for kids’ meal promotion items sold to franchisees. Sales of kids’ meal promotion items recorded during the first half of 2011 were from inventory on hand prior to QSCC’s management of the process. Therefore, in future quarters we do not expect to receive any revenue from sales of kids’ meal promotion items sold to franchisees. However, we do not expect the decrease in these revenues to have a material adverse effect on our results of operations or financial condition. Most of our Wendy’s royalty agreements provided for royalties of 4.0% of franchise revenues for the six months ended July 3, 2011.

Key Business Measures

We track our results of operations and manage our business using the following key business measures:

• Same-Store Sales

We report same-store sales commencing after a store has been open for at least 15 continuous months and as of the beginning of the previous fiscal year. This methodology is consistent with the metric used by our management for internal reporting and analysis.  Same-store sales exclude the impact of currency translation.

• Restaurant Margin

We define restaurant margin as sales from company-owned restaurants less cost of sales divided by sales from company-owned restaurants. Cost of sales includes food and paper, restaurant labor, and occupancy, advertising and other operating costs. Sales and cost of sales exclude amounts related to bakery items and kids’ meal promotion items sold to franchisees.  Restaurant margin is influenced by factors such as restaurant openings and closures, price increases, the effectiveness of our advertising and marketing initiatives, featured products, product mix, the level of our fixed and semi-variable costs, and fluctuations in food and labor costs.

36

Related Party Transactions

The Companies have entered into the following transactions with related parties since those reported in our Form 10-K:

SSG

As agreed by its board of directors in March 2011, effective April 2011 the activities of Strategic Sourcing Group Co-op, LLC (“SSG”) were transferred to QSCC, and Arby’s independent purchasing cooperative (“ARCOP”), which, following the sale of Arby’s, is no longer a related party. Wendy’s Restaurants had committed to pay approximately $5.2 million of SSG expenses, of which $4.9 million was expensed in the first quarter of 2010, and was to be paid over a 24 month period through March 2012. During the first quarter of 2011, the remaining accrued commitment of $2.3 million was reversed and credited to “General and administrative.”

QSCC Sublease

Wendy’s and QSCC entered into a sublease amendment, effective January 1, 2011, which increased the office space subleased to QSCC to 14,333 square feet for a one year period for a revised annual base rental of approximately $0.2 million with five one-year renewal options.

(The Wendy’s Company)

Aircraft Agreement

On June 29, 2011, The Wendy’s Company and TASCO, LLC, an affiliate of the management company (the “Management Company”) which was formed by our Chairman, who was our former Chief Executive Officer, and our Vice Chairman, who was our former President and Chief Operating Officer, and a director, who was our former Vice Chairman, entered into an agreement to extend an aircraft lease agreement for an additional one year period (expiring on June 30, 2012) for an increased monthly rent of $13 thousand. Under the extended lease agreement, TASCO, LLC continues to be responsible for operating costs related to the aircraft’s usage.  

We intend to dispose of the Company-owned aircraft leased under the lease agreement discussed above as soon as practicable. As of July 3, 2011, the aircraft has a carrying value that approximates its fair value, is classified as held-for-sale, and is included in “Prepaid expenses and other current assets.”

Franchisee-Related Equipment Purchase and Installation Programs

Equipment for Systemwide Core Menu Initiative

In order to facilitate the purchase and related installation of equipment by franchisees required to implement a systemwide core menu initiative, Wendy’s has initiated the following programs:

• Wendy’s agreed with two lenders to partially subsidize interest rates for loans to qualified franchisees. Wendy’s will be required to pay the full interest subsidy amount in the fourth quarter of 2011. As of July 3, 2011, there is an accrued liability of $0.4 million for the interest subsidy. Wendy’s has no other obligations related to these programs.

• For franchisees that will otherwise not be able to take advantage of the subsidized interest programs described above, Wendy’s will provide up to an aggregate of $3.0 million of loan guarantees under an additional lender program. Wendy’s will have full recourse to its franchisees for any payments Wendy’s may be required to make under this program. As of July 3, 2011, Wendy’s had no guarantees outstanding under this program.

Loan funding to franchisees under the programs described above must be completed by September 30, 2011. Wendy’s maximum liability under these programs, including the full interest subsidy and the aggregate guaranteed loans which is dependent on the final amounts borrowed by franchisees, is not expected to exceed $5.0 million.

37

Breakfast Test Expansion

In order to encourage franchisees to participate in expanded testing of the breakfast daypart, Wendy’s has established the following programs:

• Wendy’s will continue to lease equipment to franchisees that are testing the breakfast program. At the time breakfast becomes a required program, the franchisees will be required to purchase the equipment from Wendy’s based on its then book value plus installation costs. The total amount of expenditures for equipment (including installation) leased to franchisees is expected to be no more than $7.0 million.

• Additionally, Wendy’s will provide loans to certain franchisees for the purchase and installation of equipment required to implement the breakfast program. The loans are expected to not exceed $25 thousand per restaurant, carry no interest charge and be repayable in full 24 months after the installation is completed. Wendy’s will fund a maximum of $20.0 million of these loans for early adopters of the breakfast program.    

As of July 3, 2011, no loans have been made under the above breakfast program. We have purchased equipment with a current net book value of approximately $1.9 million that has been leased to franchisees. The above programs also have the following additional features:

• For the first three years of an early adopting franchisee’s participation in the breakfast program, a portion of franchise royalties (on a sliding scale) will not be payable to Wendy’s but will be required to be reinvested in local advertising and promotions for the breakfast program. Based on franchisee participation in the breakfast program, Wendy’s estimates the royalties not to be received under this program will approximate $6.0 million over the three year period.

• Contributions otherwise due to Wendy’s National Advertising Program, Inc. (“Wendy’s National Advertising Program”) based on breakfast sales will not be payable to Wendy’s National Advertising Program but will be required to be reinvested in local advertising and promotions for the breakfast program until Wendy’s National Advertising Program begins to purchase national advertising for the breakfast programs.    

North America Incentive Program

In order to promote new unit development, Wendy’s has established a franchisee assistance program for its North American franchisees that provides for reduced technical assistance fees and a sliding scale of royalties for the first two years of operation for qualifying locations opened between April 1, 2011 and December 31, 2013. While we are unable to project the number of locations to be opened under this program, we do not expect the effect on current or future franchise revenues to be material.

Canadian Lease Guarantee Program

Wendy’s Canadian subsidiary has established a lease guarantee program, which is to promote new unit development, for its Canadian franchisees for up to an aggregate of C$5.0 million for periods of up to five years. Franchisees pay the Canadian subsidiary a nominal fee for the guarantee. As of July 3, 2011, the Canadian subsidiary had guaranteed C$0.2 million under this program.

Presentation of Financial Information

The Companies report on a fiscal year consisting of 52 or 53 weeks ending on the Sunday closest to December 31. All quarters presented contain 13 weeks. All references to years and quarters relate to fiscal periods rather than calendar periods. Certain percentage changes between these years are considered not measurable or not meaningful (“n/m”).

38

Results of Operations

For each of The Wendy’s Company and Wendy’s Restaurants, the following tables included throughout this Item 2 set forth the consolidated results of operations for the three months ended July 3, 2011 and July 4, 2010 (dollars in millions):

(The Wendy’s Company)

	Three Months Ended
	July 3, 2011			July 4, 2010			$ Change			% Change
Revenues:
Sales	$	544.3		$	532.4		$	11.9		2.2	%
Franchise revenues	78.2			75.0			3.2			4.3
	622.5			607.4			15.1			2.5
Costs and expenses:
Cost of sales	464.8			442.3			22.5			5.1
General and administrative	74.5			74.1			0.4			0.5
Retention program and other transaction related costs	5.0			—			5.0			100.0
Depreciation and amortization	29.8			31.4			(1.6		)	(5.1	)
Impairment of long-lived assets	0.4			0.5			(0.1		)	(20.0	)
Other operating expense, net	0.6			0.2			0.4			n/m
	575.1			548.5			26.6			4.8
Operating profit	47.4			58.9			(11.5		)	(19.5	)
Interest expense	(28.1		)	(29.5		)	1.4			(4.7	)
Loss on early extinguishment of debt	—			(26.2		)	26.2			(100.0	)
Investment income, net	0.2			5.0			(4.8		)	(96.0	)
Other income, net	0.2			0.9			(0.7		)	(77.8	)
Income from continuing operations before      income taxes	19.7			9.1			10.6			n/m
Provision for income taxes	(8.3		)	(3.7		)	(4.6		)	n/m
Income from continuing operations	11.4			5.4			6.0			n/m
(Loss) income from discontinued operations, net      of income taxes	(0.1		)	5.3			(5.4		)	n/m
Net income	$	11.3		$	10.7		$	0.6		5.6	%

39

(Wendy’s Restaurants)

	Three Months Ended
	July 3, 2011			July 4, 2010			$ Change			% Change
Revenues:
Sales	$	544.3		$	532.4		$	11.9		2.2	%
Franchise revenues	78.2			75.0			3.2			4.3
	622.5			607.4			15.1			2.5
Costs and expenses:
Cost of sales	464.8			442.3			22.5			5.1
General and administrative	72.7			72.2			0.5			0.7
Retention program and other transaction related costs	4.7			—			4.7			100.0
Depreciation and amortization	29.8			30.9			(1.1		)	(3.6	)
Impairment of long-lived assets	0.4			0.5			(0.1		)	(20.0	)
Other operating expense, net	0.5			0.1			0.4			n/m
	572.9			546.0			26.9			4.9
Operating profit	49.6			61.4			(11.8		)	(19.2	)
Interest expense	(27.8		)	(29.2		)	1.4			(4.8	)
Loss on early extinguishment of debt	—			(26.2		)	26.2			(100.0	)
Other income, net	0.2			0.5			(0.3		)	(60.0	)
Income from continuing operations before      income taxes	22.0			6.5			15.5			n/m
Provision for income taxes	(9.0		)	(2.4		)	(6.6		)	n/m
Income from continuing operations	13.0			4.1			8.9			n/m
(Loss) income from discontinued operations, net      of income taxes	(0.1		)	5.3			(5.4		)	n/m
Net income	$	12.9		$	9.4		$	3.5		37.2	%

	Second Quarter 2011			Second Quarter 2010
Sales:
Wendy’s	$	525.7		$	506.2
Bakery and kids’ meal promotion items sold to franchisees (a)	18.6			26.2
Total sales	$	544.3		$	532.4
Cost of sales:			% of  Sales			% of  Sales
Wendy’s
Food and paper	$	176.3	33.5%	$	160.8	31.8%
Restaurant labor	155.4		29.6%	148.2		29.3%
Occupancy, advertising and other operating costs	120.9		23.0%	114.0		22.5%
Total Wendy’s cost of sales	452.6		86.1%	423.0		83.6%
Bakery and kids’ meal promotion items sold to franchisees	12.2		n/m	19.3		n/m
Total cost of sales	$	464.8	85.4%	$	442.3	83.1%

40

	Second Quarter 2011			Second Quarter 2010
Margin $:
Wendy’s	$	73.1		$	83.2
Bakery and kids’ meal promotion items sold to franchisees	6.4			6.9
Total margin	$	79.5		$	90.1
Restaurant margin %:
Wendy’s	13.9		%	16.4		%
(a) During the first quarter of 2011, QSCC began managing the operations for kids’ meal promotion items sold to franchisees. Sales of kids’ meal promotion items recorded during the second quarter of 2011 were from inventory on hand prior to QSCC’s management of the process.

Wendy’s restaurant statistics:
Same-store sales:			Second Quarter 2011		Second Quarter 2010
North America company-owned restaurants			2.3%		(2.9)%
North America franchised restaurants			2.3%		(1.4)%
North America systemwide			2.3%		(1.7)%
Restaurant count:	Company-owned		Franchised		Systemwide
Restaurant count at April 3, 2011	1,395		5,170		6,565
Opened	2		22		24
Closed	(4	)	(14	)	(18	)
Net purchased from (sold by) franchisees	7		(7	)	—
Restaurant count at July 3, 2011	1,400		5,171		6,571

Sales
	Change
Wendy’s	$	19.5
Bakery and kids’ meal promotion items sold to franchisees	(7.6		)
	$	11.9

The increase in sales for the 2011 second quarter was primarily due to (1) an increase in our average per customer check amount of 1.4% and (2) an increase of 0.9% in customer transactions. Wendy’s sales also include a $3.7 million benefit from Canadian foreign currency rates, which was partially offset by a decrease of $0.8 million primarily due to the continuing effect of higher sales taxes, which began in the 2010 third quarter, in two Canadian provinces. Wendy’s company-owned stores opened or acquired subsequent to the second quarter of 2010 resulted in incremental sales of $7.4 million in the 2011 second quarter, which were partially offset by a reduction in sales of $3.1 million from locations sold or closed after the 2010 second quarter.

Franchise Revenues
	Change
	$	3.2

Wendy’s North America franchise revenues increased during the second quarter of 2011 primarily due to a 2.3% increase in franchise restaurant same-store sales. We believe Wendy’s North America franchised restaurant same-store sales for the second quarter of 2011 were impacted by the same factors described above for company-owned restaurants.

41

Cost of Sales
	Change
Wendy’s
Food and paper	1.7%
Restaurant labor	0.3%
Occupancy, advertising and other operating costs	0.5%
	2.5%

The increases in Wendy’s food and paper costs in the 2011 second quarter were primarily due to a 1.8% point increase in commodity costs as a percent of sales. The increase in occupancy, advertising, and other operating expenses in the 2011 second quarter was primarily due to a 0.6% point increase in advertising expenses as a percent of sales associated with the expansion of Wendy’s breakfast test programs in additional markets.

Retention Program and Other Transaction Related Costs
	Change
	Wendy’s Restaurants		Corporate		The Wendy’s Company
Retention program	$	1.3	$	—	$	1.3
Severance	1.7		—		1.7
Other professional fees	1.7		0.3		2.0
	$	4.7	$	0.3	$	5.0

During the second quarter of 2011, the Companies incurred “Retention program and other transaction related costs” for (1) an employee retention program resulting from our strategic alternatives announcement regarding Arby’s, (2) severance costs related to the elimination of a senior executive position, and (3) certain other professional fees.

Depreciation and Amortization
	Change
Restaurants, primarily properties	$	(0.4	)
Shared services center assets	(0.7		)
Total Wendy’s Restaurants	(1.1		)
Corporate	(0.5		)
Total The Wendy’s Company	$	(1.6	)

The decrease in depreciation and amortization for Wendy’s Restaurants was primarily related to (1) previously impaired long-lived assets, (2) depreciation on properties in the second quarter of 2010 which have since been fully depreciated, and (3) the transfer of certain information technology equipment from our shared services center to Arby’s during the first half of 2011 (the depreciation of those assets is included in discontinued operations). Additionally, depreciation and amortization for Corporate decreased due to the classification of one of our corporate aircraft as held for sale during the second quarter of 2011. In accordance with applicable accounting guidance, no depreciation expense is recorded on assets held for sale.

42

Interest Expense
	Change
Wendy’s debt	$	(3.7	)
Interest rate swaps	1.8
Other	0.5
	$	(1.4	)

The decrease in interest expense in the 2011 second quarter was primarily due to the redemption of the Wendy’s 6.25% senior notes in the 2010 second quarter, partially offset by a $1.9 million gain on the cancellation of the interest rate swaps related to the Wendy’s 6.25% senior notes in connection with their redemption in the 2010 second quarter.

Loss on Early Extinguishment of Debt

The decrease in the loss on early extinguishment of debt of $26.2 million relates to amounts recorded in the 2010 second quarter comprised of (1) a $15.0 million premium payment required to redeem the Wendy’s 6.25% senior notes, (2) $5.5 million for the write-off of the unaccreted discount of the Wendy’s 6.25% senior notes (recorded in connection with the Wendy’s merger), and (3) $5.7 million for the write-off of deferred costs associated with the repayment of the Wendy’s Restaurants prior senior secured term loan.

Investment income, net

(The Wendy’s Company)

The decrease in investment income primarily relates to the recognition of income of $4.9 million on the repayment and cancellation of the series A senior notes of Deerfield Capital Corp. during the 2010 second quarter.

Benefit from Income Taxes
	Change
	Wendy’s Restaurants		The Wendy’s Company
Federal and state benefit on variance in income      from continuing operations before income taxes	$	6.1	$	4.2
Other	0.5		0.4
	$	6.6	$	4.6

Our income taxes were impacted by variations in income from continuing operations.

43

Loss from Discontinued Operations, Net of Income Taxes
	Change
Income from discontinued operations before     income taxes	$	(2.9	)
Provision for income taxes	1.3
	(1.6		)
Loss on disposal, net of income tax benefit	(3.8		)
	$	(5.4	)

Discontinued operations solely includes the results of Arby’s, which was sold on July 4, 2011 (the first day of our third quarter). Revenues from discontinued operations were $281.1 million in the second quarter of 2011 compared to $269.6 million in the second quarter of 2010. This increase was primarily due to an increase in company-owned same-store sales of 5.3% for the comparable periods. Income from discontinued operations in the second quarter of 2011 and 2010 was $3.7 million and $5.3 million, respectively, net of a provision for income taxes of $2.8 million and $4.1 million, respectively. The decrease in income from discontinued operations in the second quarter of 2011 compared to the 2010 second quarter was primarily due to a decline in restaurant margin resulting from increased commodity costs, partially offset by $2.1 million in lower impairment charges for the comparable periods. Discontinued operations for the second quarter of 2011 also includes an estimated loss on disposal of $6.0 million, net of a benefit from income taxes of $2.2 million.

44

Results of Operations

For each of The Wendy’s Company and Wendy’s Restaurants, the following tables included throughout this Item 2 set forth the consolidated results of operations for the six months ended July 3, 2011 and July 4, 2010 (dollars in millions):

(The Wendy’s Company)

	Six Months Ended
	July 3, 2011			July 4, 2010			$ Change			% Change
Revenues:
Sales	$	1,053.5		$	1,045.2		$	8.3		0.8	%
Franchise revenues	151.4			146.9			4.5			3.1
	1,204.9			1,192.1			12.8			1.1
Costs and expenses:
Cost of sales	903.7			873.7			30.0			3.4
General and administrative	149.1			156.4			(7.3		)	(4.7	)
Retention program and other transaction related costs	6.9			—			6.9			100.0
Depreciation and amortization	60.2			63.8			(3.6		)	(5.6	)
Impairment of long-lived assets	8.3			0.5			7.8			n/m
Other operating expense, net	1.3			1.1			0.2			18.2
	1,129.5			1,095.5			34.0			3.1
Operating profit	75.4			96.6			(21.2		)	(21.9	)
Interest expense	(57.5		)	(60.6		)	3.1			(5.1	)
Loss on early extinguishment of debt	—			(26.2		)	26.2			(100.0	)
Investment income, net	0.2			5.2			(5.0		)	(96.2	)
Other income, net	0.4			1.9			(1.5		)	(78.9	)
Income from continuing operations before      income taxes	18.5			16.9			1.6			9.5
Provision for income taxes	(7.4		)	(4.2		)	(3.2		)	76.2
Income from continuing operations	11.1			12.7			(1.6		)	(12.6	)
Loss from discontinued operations, net      of income taxes	(1.2		)	(5.4		)	4.2			(77.8	)
Net income	$	9.9		$	7.3		$	2.6		35.6	%

45

(Wendy’s Restaurants)

	Six Months Ended
	July 3, 2011			July 4, 2010			$ Change			% Change
Revenues:
Sales	$	1,053.5		$	1,045.2		$	8.3		0.8	%
Franchise revenues	151.4			146.9			4.5			3.1
	1,204.9			1,192.1			12.8			1.1
Costs and expenses:
Cost of sales	903.7			873.7			30.0			3.4
General and administrative	144.6			152.8			(8.2		)	(5.4	)
Retention program and other transaction related costs	6.0			—			6.0			100.0
Depreciation and amortization	59.6			62.9			(3.3		)	(5.2	)
Impairment of long-lived assets	8.3			0.5			7.8			n/m
Other operating expense, net	1.2			1.3			(0.1		)	(7.7	)
	1,123.4			1,091.2			32.2			3.0
Operating profit	81.5			100.9			(19.4		)	(19.2	)
Interest expense	(57.1		)	(59.9		)	2.8			(4.7	)
Loss on early extinguishment of debt	—			(26.2		)	26.2			(100.0	)
Other income, net	0.4			0.8			(0.4		)	(50.0	)
Income from continuing operations before      income taxes	24.8			15.6			9.2			59.0
Provision for income taxes	(9.7		)	(3.4		)	(6.3		)	n/m
Income from continuing operations	15.1			12.2			2.9			23.8
Loss from discontinued operations, net      of income taxes	(1.2		)	(5.4		)	4.2			(77.8	)%
Net income	$	13.9		$	6.8		$	7.1		n/m

	First Half 2011			First Half 2010
Sales:
Wendy’s	$	1,016.1		$	995.2
Bakery and kids’ meal promotion items sold to franchisees (a)	37.4			50.0
Total sales	$	1,053.5		$	1,045.2
Cost of sales:			% of  Sales			% of  Sales
Wendy’s
Food and paper	$	333.6	32.8%	$	313.2	31.5%
Restaurant labor	306.5		30.2%	296.7		29.8%
Occupancy, advertising and other operating costs	237.2		23.3%	227.0		22.8%
Total Wendy’s cost of sales	877.3		86.3%	836.9		84.1%
Bakery and kids’ meal promotion items sold to franchisees	26.4		n/m	36.8		n/m
Total cost of sales	$	903.7	85.8%	$	873.7	83.6%

46

	First Half 2011			First Half 2010
Margin $:
Wendy’s	$	138.8		$	158.3
Bakery and kids’ meal promotion items sold to franchisees	11.0			13.2
Total margin	$	149.8		$	171.5
Restaurant margin %:
Wendy’s	13.7		%	15.9		%
(a) During the first quarter of 2011, QSCC began managing the operations for kids’ meal promotion items sold to franchisees. Sales of kids’ meal promotion items recorded during the first half of 2011 were from inventory on hand prior to QSCC’s management of the process.

Wendy’s restaurant statistics:
Same-store sales:			First Half 2011		First Half 2010
North America company-owned restaurants			0.7%		(1.4)%
North America franchised restaurants			1.3%		(0.3)%
North America systemwide			1.2%		(0.5)%
Restaurant count:	Company-owned		Franchised		Systemwide
Restaurant count at January 2, 2011	1,394		5,182		6,576
Opened	3		31		34
Closed	(8	)	(31	)	(39	)
Net purchased from (sold by) franchisees	11		(11	)	—
Restaurant count at July 3, 2011	1,400		5,171		6,571

Sales
	Change
Wendy’s	$	20.9
Bakery and kids’ meal promotion items sold to franchisees	(12.6		)
	$	8.3

The increase in sales for the first half of 2011 was primarily due to an increase in our average per customer check amount of 0.7%. Customer transactions during the first half of 2011 were unchanged compared to the same period of 2010, but have improved since the first quarter of 2011. Sales in the first quarter of 2011 were impacted by severe winter weather. Wendy’s sales also include a $6.6 million benefit from Canadian foreign currency rates, which was partially offset by a decrease of $2.8 million primarily due to the continuing effect of higher sales taxes, which began in the 2010 third quarter, in two Canadian provinces. Wendy’s company-owned stores opened or acquired subsequent to the second half of 2010 resulted in incremental sales of $13.0 million in the first half of 2011, which were partially offset by a reduction in sales of $5.6 million from locations closed or sold after the 2010 second half.

47

Franchise Revenues
	Change
	$	4.5

Wendy’s North America franchise revenues increased during the first half of 2011 primarily due to a 1.3% increase in franchise restaurant same-store sales. We believe Wendy’s North America franchised restaurant same-store sales for the first half of 2011 were impacted by the same factors described above for company-owned restaurants; however, Wendy’s franchised restaurants have higher same-store sales year over year than Wendy’s company-owned restaurants, which we believe is due to differences in pricing during the first quarter of 2011.

Cost of Sales
	Change
Wendy’s
Food and paper	1.3%
Restaurant labor	0.4%
Occupancy, advertising and other operating costs	0.5%
	2.2%

Increases in Wendy’s food and paper costs in the first half of 2011 were primarily due to a 1.3% point increase in commodity costs as a percent of sales. The increase in occupancy, advertising, and other operating expenses in the first half of 2011 was primarily due to a 0.8% point increase in advertising expenses as a percent of sales associated with the expansion of Wendy’s breakfast test programs in additional markets partially offset by a 0.3% point decrease in employee health insurance costs as a percent of sales.

General and Administrative
	Change
	Wendy’s Restaurants			Corporate			The Wendy’s Company
SSG co-op funding	$	(7.2	)	$	—		$	(7.2	)
Wendy’s integration	(3.7		)	—			(3.7		)
Professional fees	2.1			(0.4		)	1.7
Other, net	0.6			1.3			1.9
	$	(8.2	)	$	0.9		$	(7.3	)

The decrease in general and administrative expenses in the first half of 2011 was primarily due to (1) expenses related to the formation of SSG incurred in the first quarter of 2010 combined with the reversal of the accrual for the remaining estimated SSG funding commitment during the first quarter of 2011 and (2) the completion of the Wendy’s integration efforts in early 2010. These decreases were partially offset by an increase in professional fees associated primarily with information technology projects. Certain Arby’s transaction related costs of $0.5 million included in general and administrative in the first quarter of 2011 were reclassified to discontinued operations.

48

Retention Program and Other Transaction Related Costs
	Change
	Wendy’s Restaurants		Corporate		The Wendy’s Company
Retention program	$	2.5	$	0.1	$	2.6
Severance	1.7		—		1.7
Other professional fees	1.8		0.8		2.6
	$	6.0	$	0.9	$	6.9

During the first half of 2011, the Companies incurred “Retention program and other transaction related costs” for (1) an employee retention program resulting from our strategic alternatives announcement regarding Arby’s, (2) severance costs incurred related to the elimination of a senior executive position, and (3) certain other professional fees.

Depreciation and Amortization
	Change
Restaurants, primarily properties	$	(2.1	)
Shared services center assets	(1.2		)
Total Wendy’s Restaurants	(3.3		)
Corporate	(0.3		)
Total The Wendy’s Company	$	(3.6	)

The decrease in depreciation and amortization for Wendy’s Restaurants was primarily related to (1) previously impaired long-lived assets, (2) depreciation on properties in the first half of 2010 which have since been fully depreciated, and (3) the transfer of certain information technology equipment from our shared services center to Arby’s during the first half of 2011 (the depreciation of those assets is included in discontinued operations). Additionally, depreciation and amortization for Corporate decreased due to the classification of one of our corporate aircraft as held for sale during the second quarter of 2011. In accordance with applicable accounting guidance, no depreciation expense is recorded on assets held for sale.

Impairment of Long-Lived Assets
	Change
Restaurants, primarily properties at underperforming locations	$	7.8

As a result of indications that the carrying amount of the Wendy’s long-lived assets may not be recoverable, we performed a test for impairment during the 2011 first quarter and recorded impairment charges primarily from certain underperforming Wendy’s restaurants. A similar test was not required during the 2011 second quarter or the first half of 2010. Wendy’s impairment charges in the 2011 first half primarily reflected impairment charges on restaurant level assets resulting from the deterioration in operating performance of certain restaurants, and additional charges for capital improvements in restaurants impaired in prior years which did not subsequently recover.

49

Interest Expense
	Change
Wendy’s debt	$	(7.5	)
Wendy’s Restaurants term loan	2.5
Interest rate swaps	2.2
Total Wendy’s Restaurants	(2.8		)
Other	(0.3		)
Total The Wendy’s Company	$	(3.1	)

The decrease in interest expense in the 2011 first half was primarily due to the redemption of the Wendy’s 6.25% senior notes in the 2010 second quarter. This decrease in interest expense was partially offset by (1) the Wendy’s Restaurants term loan’s higher average principal amounts outstanding during the 2011 first half partially offset by its lower effective interest rate as compared to the average principal amounts outstanding during the 2010 first half and the effective interest rate of the prior Arby’s credit agreement, and (2) a $1.9 million gain on the cancellation of the interest rate swaps related to the Wendy’s 6.25% senior notes in connection with their redemption in the 2010 second quarter.

Loss on Early Extinguishment of Debt

The decrease in the loss on early extinguishment of debt of $26.2 million relates to amounts recorded in the 2010 first half comprised of (1) a $15.0 million premium payment required to redeem the Wendy’s 6.25% senior notes, (2) $5.5 million for the write-off of the unaccreted discount of the Wendy’s 6.25% senior notes (recorded in connection with the Wendy’s merger), and (3) $5.7 million for the write-off of deferred costs associated with the repayment of the Wendy’s Restaurants prior senior secured term loan.

Investment income, net

(The Wendy’s Company)

The decrease in investment income primarily relates to the recognition of income of $4.9 million on the repayment and cancellation of the series A senior notes of Deerfield Capital Corp. during the 2010 first half.

Provision for Income Taxes
	Change
	Wendy’s Restaurants		The Wendy’s Company
Federal and state benefit on variance in income      from continuing operations before income taxes	$	3.7	$	0.9
Valuation allowance reduction	2.5		2.5
Other	0.1		(0.2		)
	$	6.3	$	3.2

Our income taxes were impacted by variations in income from continuing operations and a reduction in valuation allowances related to state tax matters.

50

Loss from Discontinued Operations, Net of Income Taxes
	Change
Income from discontinued operations before     income taxes	$	11.2
Provision for income taxes	(3.2		)
	8.0
Loss on disposal, net of income tax benefit	(3.8		)
	$	4.2

Discontinued operations solely includes the results of Arby’s, which was sold on July 4, 2011 (the first day of our third quarter). Revenues from discontinued operations were $546.5 million in the first six months of 2011 compared to $522.3 million in the first six months of 2010. This increase was primarily due to an increase in company-owned same-store sales of 6.0%. Income (loss) from discontinued operations in the first six months of 2011 and 2010 was $2.6 million and $(5.4) million, respectively, net of a (provision for) benefit from income taxes of $(1.7) million and $1.5 million, respectively. The increase in income from discontinued operations in the first six months of 2011 compared to the first six months of 2010 was primarily due to $12.0 million in lower impairment charges for the comparable periods. Discontinued operations for the second quarter of 2011 also includes an estimated loss on disposal of $6.0 million, net of a benefit from income taxes of $2.2 million.

Liquidity and Capital Resources

The Companies’ discussion below regarding its liquidity and capital resources includes the discontinued operations of Arby’s.

Net Cash Provided by Operating Activities

(The Wendy’s Company)

Cash provided by operating activities increased $30.3 million in the first half of 2011 as compared to the first half of 2010 primarily due to the following:

• a $28.6 million favorable impact in accounts payable resulting from an increase in accounts payable of $14.6 million during the first half 2011 compared to a decrease in accounts payable of $14.0 million during the first half of 2010, both as compared to the end of the respective prior fiscal year. The changes for each of the 2011 and 2010 comparable periods, respectively, were primarily due to the following: (1) an increase in amounts payable for marketing costs primarily related to the timing of receipt and payment of vendor invoices, (2) an increase in amounts payable for food purchases at both Wendy’s and Arby’s primarily due to an increase in Wendy’s and Arby’s sales combined with an increase in commodity costs, and (3) a decrease in amounts payable for Wendy’s kids’ meal promotion items as the management of the operations for kids’ meal promotion items sold to franchisees was transferred to QSCC in the first quarter of 2011;

• a $20.7 million favorable impact in accrued expenses and other current liabilities for the comparable periods. These favorable impacts were primarily due to the following: (1) a decrease in amounts paid in 2011 versus 2010 under incentive compensation plans for the 2010 and 2009 fiscal years, respectively, and an increase in amounts accrued for the 2011 fiscal year bonus plans versus 2010 due to improved operating performance as compared to plan in 2011, (2) payments to QSCC in the first quarter of 2010 which were accrued in 2009, (3) amounts accrued for severance and other transaction related costs in the first half of 2011 due to the sale of Arby’s as discussed above in “Executive Overview - Sale of Arby’s,” and (4) a decrease in interest payments in the first half of 2011 compared to the first half of 2010, partially offset by a decrease in accrued interest expense both primarily due to the redemption of the Wendy’s 6.25% senior notes in the second quarter of 2010. These favorable changes were partially offset by a decrease in current income tax accruals due to variations in taxable income of continuing and discontinued operations during the same comparable periods;

partially offset by:

• a $4.7 million increase in payments for prepaid expenses and other current assets for the comparable periods. The increase in cash outflows was primarily due to (1) increases in comparable expenditures for equipment and supplies related to new product development and (2) increases in prepaid expenses resulting from the nature and timing of the prepayment; and

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• a $13.2 million decrease in depreciation and amortization and impairment of long-lived assets in the first half of 2011 compared to the first half of 2010.

(Wendy’s Restaurants)

Cash provided by operating activities decreased $16.9 million in the first half of 2011 as compared to the first half of 2010 primarily due to the following:

• a $27.1 million favorable impact in accounts payable resulting from an increase in accounts payable of $14.1 million during the first half 2011 compared to a decrease in accounts payable of $12.9 million during the first half of 2010, both as compared to the end of the respective prior fiscal year. The changes for each of the 2011 and 2010 comparable periods, respectively, were primarily due to the following: (1) an increase in amounts payable for marketing costs primarily related to the timing of receipt and payment of vendor invoices, (2) an increase in amounts payable for food purchases at both Wendy’s and Arby’s primarily due to an increase in Wendy’s and Arby’s sales combined with an increase in commodity costs, and (3) a decrease in amounts payable for Wendy’s kids’ meal promotion items as the management of the operations for kids’ meal promotion items sold to franchisees was transferred to QSCC in the first quarter of 2011;

• a $20.1 million favorable impact in accrued expenses and other current liabilities for the comparable periods. These favorable impacts were primarily due to the following: (1) a decrease in amounts paid in 2011 versus 2010 under incentive compensation plans for the 2010 and 2009 fiscal years, respectively, and an increase in amounts accrued for the 2011 fiscal year bonus plans versus 2010 due to improved operating performance as compared to plan in 2011, (2) payments to QSCC in the first quarter of 2010 which were accrued in 2009, (3) amounts accrued for severance and other transaction related costs in the first half of 2011 due to the sale of Arby’s as discussed above in “Executive Overview - Sale of Arby’s,” and (4) a decrease in interest payments in the first half of 2011 compared to the first half of 2010, partially offset by a decrease in accrued interest expense both primarily due to the redemption of the Wendy’s 6.25% senior notes in the second quarter of 2010. These favorable changes were partially offset by a decrease in current income tax accruals due to variations in taxable income of continuing and discontinued operations during the same comparable periods;

partially offset by:

• $13.1 million in cash outflows related to tax payments made under a tax sharing agreement with The Wendy’s Company net of amounts accrued under this tax sharing agreement. No similar payments or accruals were made under this tax sharing agreement in the first half of 2010;

• a $4.4 million increase in payments for prepaid expenses and other current assets for the comparable periods. The increase in cash outflows was primarily due to (1) increases in comparable expenditures for equipment and supplies related to new product development and (2) increases in prepaid expenses resulting from the nature and timing of the prepayments; and

• a $12.8 million decrease in depreciation and amortization and impairment of long-lived assets in the first half of 2011 compared to the first half of 2010.

Additionally, for the six months ended July 3, 2011, the Companies had the following significant sources and uses of cash other than from operating activities:

• Repayments of long-term debt of $34.0 million, including an excess cash flow prepayment of $24.9 million as required by the Wendy’s Restaurants term loan;

• Cash capital expenditures totaling $56.0 million, which included $9.6 million for the remodeling of restaurants, $6.4 million for the construction of new restaurants, and $40.0 million for various capital projects;

(The Wendy’s Company)

• Dividend payments of $16.8 million; and

• Repurchases of Common Stock of $37.4 million, including commissions of $0.1 million and excluding $9.2 million of repurchases that were not settled until after the end of the second quarter.

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The net cash (used in) provided by our operations before the effect of exchange rate changes on cash was approximately $(14.2) million and $29.9 million for The Wendy’s Company and Wendy’s Restaurants, respectively.

Sources and Uses of Cash for the Remainder of 2011

Our anticipated consolidated sources of cash and cash requirements for the remainder of 2011 exclusive of operating cash flow requirements consist principally of:

• $103 million in net proceeds from the sale of Arby’s , after estimated transaction closing costs and customary purchase price adjustments primarily related to working capital;

• Cash capital expenditures of approximately $94 million, which would result in total cash capital expenditures for the year of approximately $150 million;

• Approximately $27 million which will be utilized for the franchisee-related breakfast equipment purchase and installation programs described above in “Executive Overview - Our Business;”

• Approximately $5.0 million for the retention program and other transaction related costs described in “Results of Operations - Retention Program and Other Transaction Related Costs;”

• Scheduled debt principal repayments aggregating $1.1 million;

• Any potential business acquisitions or dispositions;

(The Wendy’s Company)

• Quarterly cash dividends aggregating up to approximately $15.8 million as discussed below in “Dividends”;

• Potential repurchases of common stock of up to approximately $127.6 million as of August 5, 2011 under the currently authorized stock buyback program, including $75.5 million, excluding commissions of $0.2 million, already purchased in the third quarter through August 5, 2011; and

(Wendy’s Restaurants)

• Potential intercompany dividends and fees.

Based upon current levels of operations, the Companies expect that cash flows from Wendy’s operations and available cash will provide sufficient liquidity to meet operating cash requirements for the next 12 months.

Dividends

(The Wendy’s Company)

On March 15, 2011 and June 15, 2011, The Wendy’s Company paid quarterly cash dividends of $0.02 per share on its common stock, aggregating $16.8 million. On August 5, 2011, The Wendy’s Company declared dividends of $0.02 per share to be paid on September 15, 2011 to shareholders of record as of September 1, 2011. If The Wendy’s Company pays regular quarterly cash dividends for the remainder of 2011 at the same rate declared in our 2011 first half, The Wendy’s Company total cash requirement for dividends for the remainder of 2011 would be approximately $15.8 million based on the number of shares of its common stock outstanding at August 5, 2011. The Wendy’s Company currently intends to continue to declare and pay quarterly cash dividends; however, there can be no assurance that any quarterly dividends will be declared or paid in the future or of the amount or timing of such dividends, if any.

(Wendy’s Restaurants)

As of July 3, 2011, under the terms of the Wendy’s Restaurants’ credit agreement, there was $52.0 million available for the payment of dividends directly to The Wendy’s Company.

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Stock Repurchases

(The Wendy’s Company)

As of January 2, 2011, as previously approved by our Board of Directors, our management is currently authorized, when and if market conditions warrant and to the extent legally permissible, to repurchase up to $250 million of our common stock. No shares were repurchased in the first quarter of 2011. For the three months ended July 3, 2011, we repurchased 9.3 million shares with an aggregate purchase price of $46.5 million, excluding commissions of $0.1 million and including $9.2 million of repurchases that were not settled until after July 3, 2011. Subsequent to this period and through August 5, 2011, we repurchased an additional 14.3 million shares for an aggregate purchase price of $75.5 million, excluding commissions of $0.2 million and excluding the $9.2 million of repurchases that occurred prior to July 3, 2011 but were not settled until after July 3, 2011.

Contractual Obligations

The following table presents the expected payments under our outstanding contractual obligations as of January 2, 2011 (which was previously presented in the Form 10-K) as adjusted for the July 2011 sale of Arby’s:

	Fiscal Years
	2011		2012-2013		2014-2015		After 2015		Total
Long-term debt (a)	$	113.5	$	226.5	$	438.2	$	1,315.8	$	2,094.0
Sale-leaseback obligations (b)	0.1		0.2		0.2		2.8		3.3
Capitalized lease obligations (b)	2.7		4.4		4.3		19.1		30.5
Operating leases (c)	72.9		127.2		103.5		655.3		958.9
Purchase obligations (d)	68.9		49.8		39.9		63.8		222.4
Other (e)	4.1		0.7		—		—		4.8
Total Wendy’s Restaurants	262.2		408.8		586.1		2,056.8		3,313.9
Corporate long-term debt (a)	1.4		11.3		—		—		12.7
Corporate operating leases (c)	1.6		0.7		—		—		2.3
Other Corporate	0.2		0.1		—		—		0.3
Total The Wendy’s Company (f)	$	265.4	$	420.9	$	586.1	$	2,056.8	$	3,329.2
_______________

(a) Excludes sale-leaseback and capitalized lease obligations, which are shown separately in the table. The table above includes interest of approximately $708.8 million. The table above also reflects the effect of interest rate swaps entered into in 2009 which lowered our interest rate on our 6.20% Wendy’s senior notes. These amounts exclude the efforts of the original issue discount on our 10% senior notes and the fair value adjustments related to certain debt assumed in the Wendy’s merger.

(b) Excludes related sublease rental receipts of $0.5 million on sale-leaseback obligations and $0.8 million on capitalized lease obligations. The table above includes interest of approximately $1.9 million for sale-leaseback obligations and $15.8 million for capitalized lease obligations.

(c) Represents the minimum lease cash payments. Excludes related sublease rental receipts of $52.4 million for Wendy’s Restaurants and additional sublease rental receipts for The Wendy’s Company of $1.9 million.

(d) Includes (1) $163.4 million remaining for beverage purchase requirements for Wendy’s restaurants, (2) $28.1 million for capital expenditures and (3) $30.9 million of other purchase obligations.

(e) Represents (1) $0.3 million for funding for QSCC, (2) $3.0 million for funding related to SSG, (3) $1.4 million for potential additional capital investment requirements, and (4) $0.1 million and $0.3 million for severance for Wendy’s Restaurants and The Wendy’s Company.

(f) Excludes obligation for uncertain income tax positions of $26.3 million and $36.4 million for the Wendy’s Restaurants and The Wendy’s Company respectively. We are unable to predict when, and if cash payments on any of this accrual will be required.

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Seasonality

Our restaurant operations are moderately impacted by seasonality; Wendy’s restaurant revenues are normally higher during the summer months than during the winter months. Because our business is moderately seasonal, results for any future quarter will not necessarily be indicative of the results that may be achieved for any other quarter or for the full fiscal year.

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

There were no material changes from the information contained in the Companies’ Annual Report on Form 10-K as of July 3, 2011.

Item 4.  Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The management of The Wendy’s Company and Wendy’s Restaurants, under the supervision and with the participation of their Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of their disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of July 3, 2011. Based on such evaluations, the Chief Executive Officer and Chief Financial Officer concluded that as of July 3, 2011, the disclosure controls and procedures of The Wendy’s Company and Wendy’s Restaurants were effective in (1) recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by each company in the reports that it files or submits under the Exchange Act and (2) ensuring that information required to be disclosed by each company in such reports is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

There were no changes in the internal control over financial reporting of The Wendy’s Company and Wendy’s Restaurants during the second quarter of 2011 that materially affected, or are reasonably likely to materially affect, their internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls

There are inherent limitations in the effectiveness of any control system, including the potential for human error and the possible circumvention or overriding of controls and procedures.  Additionally, judgments in decision-making can be faulty and breakdowns can occur because of simple error or mistake.  An effective control system can provide only reasonable, not absolute, assurance that the control objectives of the system are adequately met.  Accordingly, the management of The Wendy’s Company and Wendy’s Restaurants, including their Chief Executive Officer and Chief Financial Officer, does not expect that the control system can prevent or detect all error or fraud.  Finally, projections of any evaluation or assessment of effectiveness of a control system to future periods are subject to the risks that, over time, controls may become inadequate because of changes in an entity’s operating environment or deterioration in the degree of compliance with policies or procedures.

55

Part II.                      OTHER INFORMATION

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND PROJECTIONS

This Quarterly Report on Form 10-Q and oral statements made from time to time by representatives of the Company may contain or incorporate by reference certain statements that are not historical facts, including, most importantly, information concerning possible or assumed future results of operations of the Companies.  Those statements, as well as statements preceded by, followed by, or that include the words “may,” “believes,” “plans,” “expects,” “anticipates,” or the negation thereof, or similar expressions, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Reform Act”).  All statements that address future operating, financial or business performance; strategies or expectations; future synergies, efficiencies or overhead savings; anticipated costs or charges; future capitalization; and anticipated financial impacts of recent or pending transactions are forward-looking statements within the meaning of the Reform Act.  The forward-looking statements are based on our expectations at the time such statements are made, speak only as of the dates they are made and are susceptible to a number of risks, uncertainties and other factors.  Our actual results, performance and achievements may differ materially from any future results, performance or achievements expressed or implied by our forward-looking statements.  For all of 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 the forward-looking statements contained herein.  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, the following:

• competition, including pricing pressures, aggressive marketing and the potential impact of competitors’ new unit openings on sales of Wendy’s restaurants;

• consumers’ perceptions of the relative quality, variety, affordability and value of the food products we offer;

• food safety events, including instances of food-borne illness (such as salmonella or E. coli) involving Wendy’s or its supply chain;

• consumer concerns over nutritional aspects of beef, poultry, French fries or other products we sell, or concerns regarding the effects of disease outbreaks such as “mad cow disease” and avian influenza or “bird flu”;

• success of operating and marketing initiatives, including advertising and promotional efforts and new product and concept development by us and our competitors;

• the impact of general economic conditions and high unemployment rates on consumer spending, particularly in geographic regions that contain a high concentration of Wendy’s restaurants;

• changes in consumer tastes and preferences, and in discretionary consumer spending;

• changes in spending patterns and demographic trends, such as the extent to which consumers eat meals away from home;

• certain factors affecting our franchisees, including the business and financial viability of franchisees, the timely payment of such franchisees’ obligations due to us or to national or local advertising organizations, and the ability of our franchisees to open new restaurants in accordance with their development commitments, including their ability to finance restaurant development and remodels;

• changes in commodity costs (including beef and chicken), labor, supply, fuel, utilities, distribution and other operating costs;

• availability, location and terms of sites for restaurant development by us and our franchisees;

• development costs, including real estate and construction costs;

• delays in opening new restaurants or completing remodels of existing restaurants;

• the timing and impact of acquisitions and dispositions of restaurants;

56

• our ability to successfully integrate acquired restaurant operations;

• anticipated or unanticipated restaurant closures by us and our franchisees;

• our ability to identify, attract and retain potential franchisees with sufficient experience and financial resources to develop and operate Wendy’s restaurants successfully;

•  availability of qualified restaurant personnel to us and to our franchisees, and the ability to retain such personnel;

• our ability, if necessary, to secure alternative distribution of supplies of food, equipment and other products to Wendy’s restaurants at competitive rates and in adequate amounts, and the potential financial impact of any interruptions in such distribution;

• availability and cost of insurance;

• adverse weather conditions;

• availability, terms (including changes in interest rates) and deployment of capital;

• changes in, and our ability to comply with, legal, regulatory or similar requirements, including franchising laws, accounting standards, payment card industry rules, overtime rules, minimum wage rates, wage and hour laws, government-mandated health care benefits, tax legislation and menu-board labeling requirements;

• the costs, uncertainties and other effects of legal, environmental and administrative proceedings;

• the effects of charges for impairment of goodwill or for the impairment of other long-lived assets due to deteriorating operating results;

•  the effects of war or terrorist activities; and

• other risks and uncertainties affecting us and our subsidiaries referred to in our Annual Report on Form 10-K for the fiscal year ended January 2, 2011 (see especially “Item 1A. Risk Factors” and “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations”) and in our other current and periodic filings with the Securities and Exchange Commission.

All future written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section.  New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us.  We assume no obligation to update any forward-looking statements after the date of this Quarterly Report on Form 10-Q as a result of new information, future events or developments, except as required by Federal securities laws.  In addition, it is our policy generally not to endorse any projections regarding future performance that may be made by third parties.

Item 1.  Legal Proceedings.

We are involved in litigation and claims incidental to our current and prior businesses.  We provide reserves for such litigation and claims when payment is probable and reasonably estimable. As of July 3, 2011, Wendy’s Restaurants had reserves for continuing operations for all of its legal and environmental matters aggregating $3.2 million, which are included in the total $3.2 million accrued for continuing operations by The Wendy’s Company for all legal and environmental matters. We cannot estimate the aggregate possible range of loss due to most proceedings being in preliminary stages, with various motions either yet to be submitted or pending, discovery yet to occur, and significant factual matters unresolved. In addition, most cases seek an indeterminate amount of damages and many involve multiple parties. Predicting the outcomes of settlement discussions or judicial or arbitral decisions are thus inherently difficult. Based on our currently available information, including legal defenses available to us, and given the aforementioned reserves and our insurance coverage, we do not believe that the outcome of these legal and environmental matters will have a material effect on our consolidated financial position or results of operations.

57

Item 1A.  Risk Factors.

In addition to the information contained in this report, you should carefully consider the risk factors disclosed in the Form 10-K, which could materially affect our business, financial condition or future results.  Except as described elsewhere in this report, there have been no material changes from the risk factors previously disclosed in the Form 10-K.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.

The following table provides information with respect to repurchases of shares of our common stock by us and our “affiliated purchasers” (as defined in Rule 10b-18(a)(3) under the Exchange Act) during the second fiscal quarter of 2011:

Issuer Repurchases of Equity Securities

Period	Total Number of Shares Purchased (1)	Average Price Paid per Share	Total Number of Shares Purchased as Part of Publicly Announced Plan	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plan
April 4, 2011 through May 8, 2011	1,529	$4.83	—	$249,517,373
May 9, 2011 through June 5, 2011	—	—	—	$249,517,373
June 6, 2011 through July 3, 2011	22,540	$5.02	9,260,700	$203,057,510
Total	24,069	$5.00	9,260,700	$203,057,510

(1) Includes 24,069 shares reacquired by The Wendy’s Company from holders of restricted stock awards to satisfy tax withholding requirements. The shares were valued at the average of the high and low trading prices of our common stock on the vesting date of such awards.

From July 4, 2011 through August 5, 2011, we repurchased 14.3 million shares for aggregate purchase price of $75.5 million, excluding commissions of $0.2 million.

Item 4. (Removed and Reserved).

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Item 6.  Exhibits.

EXHIBIT NO.	DESCRIPTION
2.1	Agreement and Plan of Merger, dated as of April 23, 2008, by and among Triarc Companies, Inc., Green Merger Sub, Inc. and Wendy’s International, Inc., incorporated herein by reference to Exhibit 2.1 to Triarc’s Current Report on Form 8-K dated April 29, 2008 (SEC file no. 001-02207).
2.2	Side Letter Agreement, dated August 14, 2008, by and among Triarc Companies, Inc., Green Merger Sub, Inc. and Wendy’s International, Inc., incorporated herein by reference to Exhibit 2.3 to Triarc’s Registration Statement on Form S-4, Amendment No.3, filed on August 15, 2008 (Reg. no. 333-151336).
2.3	Agreement and Plan of Merger, dated as of December 17, 2007, by and among Deerfield Triarc Capital Corp., DFR Merger Company, LLC, Deerfield & Company LLC and, solely for the purposes set forth therein, Triarc Companies, Inc. (in such capacity, the Sellers’ Representative), incorporated herein by reference to Exhibit 2.1 to Triarc’s Current Report on Form 8-K dated December 21, 2007 (SEC file No. 001-02207).
2.4	Purchase and Sale Agreement, dated as of June 13, 2011, by and among Wendy's/Arby's Restaurants, LLC, ARG Holding Corporation and ARG IH Corporation, incorporated herein by reference to Exhibit 2.1 of the Wendy's/Arby's Group, Inc. and Wendy's/Arby's Restaurants, LLC Current Reports on Form 8-K filed on June 13, 2011 (SEC file nos. 001-02207 and 333-161613, respectively).
2.5	Closing letter dated as of July 1, 2011 by and among Wendy’s/Arby’s Restaurants, LLC, ARG Holding Corporation, ARG IH Corporation, and Roark Capital Partners II, LP, incorporated by reference to Exhibit 2.2 of the Wendy’s/Arby’s Group, Inc. and Wendy’s/Arby’s Restaurants, LLC Current Reports on Form 8-K filed on July 8, 2011 (SEC file nos. 001-02207 and 333-161613, respectively).
3.1	Restated Certificate of Incorporation of Wendy's/Arby's Group, Inc., as filed with the Secretary of State of the State of Delaware on May 26, 2011, incorporated herein by reference to Exhibit 3.1 of the Wendy's/Arby's Group, Inc. Current Report on Form 8-K filed on May 31, 2011 ( SEC file no. 001-02207). (The Wendy's Company only.)
3.2	Certificate of Ownership and Merger of The Wendy's Company, incorporated herein by reference to Exhibit 3.1 of The Wendy's Company and Wendy's Restaurants, LLC Current Reports on Form 8-K filed on July 5, 2011 ( SEC file nos. 001-02207 and 333-161613, respectively). (The Wendy's Company only.)
3.3	By-Laws of The Wendy's Company, as amended and restated as of August 8, 2011.* (The Wendy's Company only.)
3.4	Certificate of Formation of Wendy's/Arby's Restaurants, LLC, as amended to date, incorporated by reference to Exhibit 3.1 to the Wendy's/Arby's Restaurants, LLC Registration Statement on Form S-4 filed on August 28, 2009 (Reg. No. 333-161613). (Wendy's Restaurants, LLC only.)
3.5	Certificate of Amendment of Wendy's Restaurants, LLC, incorporated herein by reference to Exhibit 3.2 of The Wendy's Company and Wendy's Restaurants, LLC Current Reports on Form 8-K filed on July 5, 2011 ( SEC file nos. 001-02207 and 333-161613, respectively). (Wendy's Restaurants, LLC only.)
3.6	Fourth Amended and Restated Limited Liability Company Operating Agreement of Wendy's Restaurants, LLC, incorporated herein by reference to Exhibit 3.3 of The Wendy's Company and Wendy's Restaurants, LLC Current Reports on Form 8-K filed on July 5, 2011 ( SEC file nos. 001-02207 and 333-161613, respectively). (Wendy's Restaurants, LLC only.)
10.1	Form of Long Term Performance Unit Award Agreement for 2011under the Wendy’s/Arby’s Group, Inc. 2010 Omnibus Award Plan.*
10.2	Amendment No. 2, dated as of June 29, 2011, to Aircraft Lease Agreement dated June 10, 2009 between Wendy's/Arby's Group, Inc. and TASCO, LLC.* (The Wendy's Company only.)
31.1	Certification of the Chief Executive Officer of The Wendy’s Company pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.2	Certification of the Chief Financial Officer of The Wendy’s Company pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.3	Certification of the Chief Executive Officer of Wendy’s Restaurants, LLC pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.4	Certification of the Chief Financial Officer of Wendy’s Restaurants, LLC pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
32.1	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished as an exhibit to this Form 10-Q.*
101.INS	XBRL Instance Document**
101.SCH	XBRL Taxonomy Extension Schema Document**
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document**

59

EXHIBIT NO.	DESCRIPTION
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document**
101.LAB	XBRL Taxonomy Extension Label Linkbase Document**
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document**

____________________

*	Filed herewith
**	In accordance with Regulation S-T, the XBRL-related information in Exhibit 101 to this Quarterly Report on Form 10-Q shall be deemed to be “furnished” and not “filed.”

60

SIGNATURES

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

	THE WENDY’S COMPANY (Registrant)
Date: August 11, 2011	By: /s/Stephen E. Hare
	Stephen E. Hare
	Senior Vice President and
	Chief Financial Officer
	(On behalf of the Company)
Date: August 11, 2011	By: /s/Steven B. Graham
	Steven B. Graham
	Senior Vice President and
	Chief Accounting Officer
	(Principal Accounting Officer)

	WENDY’S RESTAURANTS, LLC (Registrant)
Date: August 11, 2011	By: /s/Stephen E. Hare
	Stephen E. Hare
	Senior Vice President and
	Chief Financial Officer
	(On behalf of the Company)
Date: August 11, 2011	By: /s/Steven B. Graham
	Steven B. Graham
	Senior Vice President and
	Chief Accounting Officer
	(Principal Accounting Officer)

61

Exhibit Index

EXHIBIT NO.	DESCRIPTION
2.1	Agreement and Plan of Merger, dated as of April 23, 2008, by and among Triarc Companies, Inc., Green Merger Sub, Inc. and Wendy’s International, Inc., incorporated herein by reference to Exhibit 2.1 to Triarc’s Current Report on Form 8-K dated April 29, 2008 (SEC file no. 001-02207).
2.2	Side Letter Agreement, dated August 14, 2008, by and among Triarc Companies, Inc., Green Merger Sub, Inc. and Wendy’s International, Inc., incorporated herein by reference to Exhibit 2.3 to Triarc’s Registration Statement on Form S-4, Amendment No.3, filed on August 15, 2008 (Reg. no. 333-151336).
2.3	Agreement and Plan of Merger, dated as of December 17, 2007, by and among Deerfield Triarc Capital Corp., DFR Merger Company, LLC, Deerfield & Company LLC and, solely for the purposes set forth therein, Triarc Companies, Inc. (in such capacity, the Sellers’ Representative), incorporated herein by reference to Exhibit 2.1 to Triarc’s Current Report on Form 8-K dated December 21, 2007 (SEC file No. 001-02207).
2.4	Purchase and Sale Agreement, dated as of June 13, 2011, by and among Wendy's/Arby's Restaurants, LLC, ARG Holding Corporation and ARG IH Corporation, incorporated herein by reference to Exhibit 2.1 of the Wendy's/Arby's Group, Inc. and Wendy's/Arby's Restaurants, LLC Current Reports on Form 8-K filed on June 13, 2011 (SEC file nos. 001-02207 and 333-161613, respectively).
2.5	Closing letter dated as of July 1, 2011 by and among Wendy’s/Arby’s Restaurants, LLC, ARG Holding Corporation, ARG IH Corporation, and Roark Capital Partners II, LP, incorporated by reference to Exhibit 2.2 of the Wendy’s/Arby’s Group, Inc. and Wendy’s/Arby’s Restaurants, LLC Current Reports on Form 8-K filed on July 8, 2011 (SEC file nos. 001-02207 and 333-161613, respectively).
3.1	Restated Certificate of Incorporation of Wendy's/Arby's Group, Inc., as filed with the Secretary of State of the State of Delaware on May 26, 2011, incorporated herein by reference to Exhibit 3.1 of the Wendy's/Arby's Group, Inc. Current Report on Form 8-K filed on May 31, 2011 ( SEC file no. 001-02207). (The Wendy's Company only.)
3.2	Certificate of Ownership and Merger of The Wendy's Company, incorporated herein by reference to Exhibit 3.1 of The Wendy's Company and Wendy's Restaurants, LLC Current Reports on Form 8-K filed on July 5, 2011 ( SEC file nos. 001-02207 and 333-161613, respectively). (The Wendy's Company only.)
3.3	By-Laws of The Wendy's Company, as amended and restated as of August 8, 2011.* (The Wendy's Company only.)
3.4	Certificate of Formation of Wendy's/Arby's Restaurants, LLC, as amended to date, incorporated by reference to Exhibit 3.1 to the Wendy's/Arby's Restaurants, LLC Registration Statement on Form S-4 filed on August 28, 2009 (Reg. No. 333-161613). (Wendy's Restaurants, LLC only.)
3.5	Certificate of Amendment of Wendy's Restaurants, LLC, incorporated herein by reference to Exhibit 3.2 of The Wendy's Company and Wendy's Restaurants, LLC Current Reports on Form 8-K filed on July 5, 2011 ( SEC file nos. 001-02207 and 333-161613, respectively). (Wendy's Restaurants, LLC only.)
3.6	Fourth Amended and Restated Limited Liability Company Operating Agreement of Wendy's Restaurants, LLC, incorporated herein by reference to Exhibit 3.3 of The Wendy's Company and Wendy's Restaurants, LLC Current Reports on Form 8-K filed on July 5, 2011 ( SEC file nos. 001-02207 and 333-161613, respectively). (Wendy's Restaurants, LLC only.)
10.1	Form of Long Term Performance Unit Award Agreement for 2011under the Wendy’s/Arby’s Group, Inc. 2010 Omnibus Award Plan.*
10.2	Amendment No. 2, dated as of June 29, 2011, to Aircraft Lease Agreement dated June 10, 2009 between Wendy's/Arby's Group, Inc. and TASCO, LLC.* (The Wendy's Company only.)
31.1	Certification of the Chief Executive Officer of The Wendy’s Company pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.2	Certification of the Chief Financial Officer of The Wendy’s Company pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.3	Certification of the Chief Executive Officer of Wendy’s Restaurants, LLC pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.4	Certification of the Chief Financial Officer of Wendy’s Restaurants, LLC pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
32.1	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished as an exhibit to this Form 10-Q.*
101.INS	XBRL Instance Document**
101.SCH	XBRL Taxonomy Extension Schema Document**
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document**

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EXHIBIT NO.	DESCRIPTION
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document**
101.LAB	XBRL Taxonomy Extension Label Linkbase Document**
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document**

_______________________

*	Filed herewith
**	In accordance with Regulation S-T, the XBRL-related information in Exhibit 101 to this Quarterly Report on Form 10-Q shall be deemed to be “furnished” and not “filed.”

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EX-3.3

EXHIBIT 3.3

THE WENDY'S COMPANY

BY-LAWS

(as amended and restated through August 8, 2011)

ARTICLE I

OFFICES

SECTION 1.Registered Office in Delaware. The registered office of the Corporation (as defined in Article IX below) in the State of Delaware shall be located at 2711 Centerville Road, Suite 400, in the City of Wilmington, County of New Castle, and the name of the resident agent in charge thereof shall be Corporation Service Company.

SECTION 2.Executive Offices. The Corporation shall maintain an executive office in New York, New York, or such other location as the Board of Directors shall determine.

SECTION 3.Other Offices. In addition to the registered office in the State of Delaware and the principal executive office, the Corporation may have offices at such other places within and without the State of Delaware as the Board of Directors may from time to time determine or the business of the Corporation may require; provided, however, that the headquarters of the Wendy's brand will be located in the greater Columbus, Ohio area for a period of ten years from the date of the closing of the Agreement and Plan of Merger among the Corporation, Wendy's International, Inc., and Green Merger Sub, Inc., dated April 23, 2008, as such agreement may be amended from time to time.

ARTICLE II

MEETING OF STOCKHOLDERS

SECTION 1.Annual Meetings. The annual meeting of stockholders of the Corporation for the election of directors and the transaction of such other business as may be brought before the meeting in accordance with the Certificate of Incorporation (as defined in Article IX below) and these By-Laws shall be held on the date and at the time fixed from time to time within thirteen (13) months after the date of the preceding annual meeting by the Board of Directors, by a resolution adopted by the affirmative vote of a majority of the total number of directors determined from time to time by the Board of Directors pursuant to a resolution adopted pursuant to Section 3 of Article III of these By-Laws. The annual meeting of stockholders of the Corporation shall not be called or held otherwise than as provided in the Certificate of Incorporation or in these By-Laws.

SECTION 2.Special Meeting. Special meetings of stockholders of the Corporation may be called only at the direction of the Chairman of the Board of

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Directors (the “Chairman”), the Vice Chairman of the Board of Directors (the “Vice Chairman”), the Chief Executive Officer, or by resolution adopted by a majority of the Board of Directors.

SECTION 3.Place of Meeting. Annual and special meetings of stockholders of the Corporation shall be held at the registered office of the Corporation in the City of Wilmington, County of New Castle, State of Delaware, unless some other place within or without the State of Delaware shall have been fixed by a resolution adopted by the Board of Directors and designated in the notice of meeting.

SECTION 4.Notice of Meetings. Notice of every meeting of stockholders of the Corporation, annual or special, stating the time, place, if any, and, for special meetings, in general terms, the purpose or purposes thereof, shall be given by the Chairman, the Vice Chairman, the Chief Executive Officer or the Secretary of the Corporation to each stockholder of record entitled to vote at the meeting. Notice of the time, place, if any, and purposes of any annual or special meeting of stockholders may be dispensed with if every stockholder entitled to notice of and to vote at such meeting shall attend, either in person or by proxy, or if every absent stockholder entitled to such notice and vote shall, in a writing or writings or by electronic transmission filed with the records of the meeting either before or after the holding thereof, waive such notice.

SECTION 5.Means of Giving Notice. A notice of any annual or special meeting of stockholders of the Corporation may be given either personally or by mail or other means of written communication, charges prepaid, addressed to the stockholder at such stockholder's address appearing on the books of the Corporation or given by such stockholder to the Corporation for the purpose of notice. Notices given to stockholders may be given by electronic transmission in the manner provided by law.

SECTION 6.Time of Notice. Any required notice of any meeting of stockholders of the Corporation shall be sent to each stockholder entitled thereto not less than ten (10) nor more than sixty (60) days prior to the date of the meeting.

SECTION 7.Record Date. In order that the Corporation may determine the stockholders entitled to notice of or to vote at any meeting of stockholders, or to receive payment of any dividend or other distribution or allotment of any rights or to exercise any rights in respect of any change, conversion or exchange of stock or for the purpose of any other lawful action, the Board of Directors may fix a record date, which record date shall not precede the date on which the resolution fixing the record date is adopted and which record date shall not be more than sixty (60) or less than ten (10) days before the date of any meeting of stockholders, nor more than sixty (60) days prior to the time for such other action as hereinbefore described; provided, however, that if no record date is fixed by the Board of Directors, the record date for determining stockholders entitled to notice of or to vote at a meeting of stockholders shall be at the close of business on the day next preceding the day on which notice is given or, if notice is waived, at the close of business on the day next preceding the day on which the meeting is held, and, for determining stockholders entitled to receive payment of any dividend or

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other distribution or allotment of rights or to exercise any rights of change, conversion or exchange of stock or for any other purpose, the record date shall be at the close of business on the day on which the Board of Directors adopts a resolution relating thereto.

A determination of stockholders of record entitled to notice of or to vote at a meeting of stockholders shall apply to any adjournment of the meeting; provided, however, that the Board of Directors may fix a new record date for the adjourned meeting.

In order that the Corporation may determine the stockholders entitled to consent to corporate action in writing without a meeting (including by telegram, cablegram or other electronic transmission as permitted by law), the Board of Directors may fix a record date, which shall not precede the date upon which the resolution fixing the record date is adopted by the Board of Directors, and which record date shall be not more than ten (10) days after the date upon which the resolution fixing the record date is adopted. If no record date has been fixed by the Board of Directors and no prior action by the Board of Directors is required by the Delaware General Corporation Law, the record date shall be the first date on which a signed written consent setting forth the action taken or proposed to be taken is delivered to the Corporation in the manner prescribed by Article II, Section 14 hereof. If no record date has been fixed by the Board of Directors and prior action by the Board of Directors is required by the Delaware General Corporation Law with respect to the proposed action by written consent of the stockholders, the record date for determining stockholders entitled to consent to corporate action in writing shall be at the close of business on the day on which the Board of Directors adopts the resolution taking such prior action.

SECTION 8.List of Stockholders. A complete list of stockholders entitled to vote at any meeting of stockholders, arranged in alphabetical order for each class of stock and showing the address of each such stockholder and the number of shares registered in the name of such stockholder, shall be open to the examination of any such stockholder in the manner provided by law.

The stockholder list shall also be open to the examination of any stockholder during the whole time of the meeting as provided by law.

SECTION 9.Quorum. At any meeting of stockholders of the Corporation the presence in person or by proxy of the holders of a majority in voting power of the outstanding stock of the Corporation entitled to vote shall constitute a quorum for the transaction of business brought before the meeting in accordance with the Certificate of Incorporation and these By-Laws.When a quorum is present at any meeting of stockholders of the Corporation, the affirmative vote of the holders of a majority in voting power present in person or represented by proxy and entitled to vote shall be required to effect action by stockholders, unless the action is one upon which, by express provision of law, the Certificate of Incorporation, or these By-Laws, a different vote is required, in which case such provision will establish the vote required to effect such action. The stockholders present at any duly organized meeting of stockholders

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may continue to do business until adjournment, notwithstanding the withdrawal of enough stockholders to have less than a quorum.

SECTION 10.Adjournment. Any meeting of stockholders of the Corporation may be adjourned from time to time, without notice other than by announcement at the meeting by the chairman of the meeting at which such adjournment is taken, and at any such adjourned meeting at which a quorum shall be present any action may be taken that could have been taken at the meeting originally called; provided, however, that if the adjournment is for more than thirty (30) days, or if after the adjournment a new record date is fixed for the adjourned meeting, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the adjourned meeting.

SECTION 11.Organization. Subject to the Certificate of Incorporation, at every meeting of stockholders of the Corporation, the Chairman or, in the absence of the Chairman, the Vice Chairman, or in the absence of both the Chairman and the Vice Chairman, the Chief Executive Officer or, in the absence of all such persons, such individual as shall have been designated by a resolution adopted by the affirmative vote of a majority of the Board of Directors, shall act as chairman of the meeting. The Secretary of the Corporation or, in the absence of such officer, an Assistant Secretary in attendance or, in the absence of the Secretary and an Assistant Secretary, an individual appointed by the chairman of the meeting shall act as secretary of the meeting and keep a record of the proceedings of the meeting.

SECTION 12.Agenda and Rules of Order. The chairman of the meeting shall have sole authority to prescribe the agenda and rules of order for the conduct of any meeting of stockholders of the Corporation and to determine all questions arising thereat relating to the order of business and the conduct of the meeting, except as otherwise required by law.

SECTION 13.Conduct of Business at Meetings. Except as otherwise provided by law, at any annual or special meeting of stockholders only such business shall be conducted as shall have been properly brought before the meeting. Except as otherwise provided in this Article II or in the Certificate of Incorporation, in order to be properly brought before the meeting, such business must have either been:

(A)specified in the notice of the meeting (or any supplement thereto) given to stockholders of record on the record date for such meeting by or at the direction of the Board of Directors; or

(B)brought before the meeting at the direction of the Chairman, the Vice Chairman, the Chief Executive Officer or the Board of Directors.

SECTION 14.Stockholder Action by Consent. Any action required or permitted to be taken by the holders of the issued and outstanding stock of the Corporation may be effected at an annual or special meeting of stockholders or by the

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consent in writing of such stockholders or any of them, which writing shall be filed with the minutes of proceedings of the stockholders. A telegram, cablegram or other electronic transmission consenting to an action to be taken and transmitted by a stockholder shall be deemed to be in writing for purposes of this section to the extent permitted by law.

ARTICLE III

BOARD OF DIRECTORS

SECTION 1.Board of Directors. The business and affairs of the Corporation shall be managed by or under the direction of the Board of Directors.

SECTION 2.Qualification of Director. Each director shall be at least eighteen (18) years of age. Directors need not be stockholders of the Corporation.

SECTION 3.Number of Directors. The Board of Directors shall consist of not fewer than seven (7) nor more than fifteen (15) individuals, the exact number to be fixed from time to time by the Board of Directors pursuant to a resolution adopted by a majority of directors then in office.

SECTION 4.Election and Term of Office. The members of the Board of Directors shall be elected by the stockholders at the annual meeting of stockholders and each director shall hold office until the annual meeting of stockholders next succeeding his or her election and until his or her successor is elected and qualified, or until his or her earlier death, resignation, retirement, disqualification or removal. Except as otherwise required by the provisions of any class or series of Preferred Stock of the Corporation, each nominee for director shall be elected by the affirmative vote of the majority of the votes cast with respect to that nominee's election at any meeting for the election of directors at which a quorum is present, provided that if, as of the tenth (10th) day preceding the date the Corporation first mails its notice of meeting for such meeting to the stockholders of the Corporation, the number of nominees exceeds the number of directors to be elected (a “Contested Election”), the directors shall be elected by the vote of a plurality of the votes cast. If directors are to be elected by the plurality of the votes cast, stockholders shall not be permitted to vote against a nominee for director. For purposes of Article III of these By-Laws, a majority of votes cast shall mean that the number of votes cast “for” a nominee's election exceeds the number of votes cast “against” that nominee's election (with “abstentions” and “broker nonvotes” not counted as a vote cast either “for” or “against” that nominee's election).

SECTION 5.Vacancies. Any vacancy in the Board of Directors caused by death, resignation, retirement, disqualification or removal or any other cause (including an increase in the number of directors) may be filled solely by resolution adopted by the affirmative vote of a majority of the directors then in office, whether or not such majority constitutes less than a quorum, or by a sole remaining director. Any new director elected to fill a vacancy on the Board of Directors will serve for the remainder of the full term of the director for which the vacancy occurred. No decrease in

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the size of the Board of Directors shall have the effect of shortening the term of any incumbent director.

SECTION 6.Resignation of Directors. Any director may resign at any time. Such resignation shall be made in writing or by electronic transmission and shall take effect at the time specified therein or upon the happening of an event specified therein, and if no time or event be specified, shall take effect at the time of its receipt by the Chairman, the Vice Chairman, the Chief Executive Officer or the Secretary of the Corporation. The acceptance of a resignation shall not be necessary to make it effective, but no resignation shall discharge any accrued obligation or duty of a director.

SECTION 7.[Deleted.]

SECTION 8.Quorum of Directors. Except as otherwise required by law or by the Certificate of Incorporation or by these By-Laws, (i) a majority of the directors in office at the time of a duly assembled meeting shall constitute a quorum and be sufficient for the transaction of business, and (ii) any act of a majority of the directors present at a meeting at which there is a quorum shall be the act of the Board of Directors.

SECTION 9.Place of Meeting. Subject to the provisions of Section 10 of this Article III, the Board of Directors may hold any meeting at such place or places within or without the State of Delaware as it may determine.

SECTION 10.Organizational Meeting. After each annual meeting of stockholders of the Corporation, the Board of Directors shall meet immediately at the place where such meeting of stockholders was held for the purpose of organization, election of Executive Officers (as defined in Section 1 of Article V), and the transaction of other business.

SECTION 11.Regular Meetings. Regular meetings of the Board of Directors may be held at such times and at such places within or without the State of Delaware as the Board of Directors shall from time to time determine.

SECTION 12.Special Meetings. Special meetings of the Board of Directors may be called by the Chairman, the Vice Chairman, the Chief Executive Officer, or any two directors, and any such meeting shall be held at such time and at such place within or without the State of Delaware as shall be specified in the notice of meeting.

SECTION 13.Notice of Meetings. Subject to the provisions of Section 10 of this Article III, notice of the place, day and hour of every meeting of the Board of Directors shall be given to each director by mailing written notice at least two (2) days before the meeting to his or her last known address or by delivering such notice either by personal delivery, by telegraph, by telephone or by any other lawful means (including electronic transmission) to each director at least twenty-four (24) hours before the meeting.

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SECTION 14.Organization. The Chairman or, in the absence of the Chairman, the Vice Chairman, or in the absence of both the Chairman and Vice Chairman, the Chief Executive Officer, shall call meetings of the Board of Directors to order and shall act as the chairman thereof. In the absence of the Chairman, the Vice Chairman and the Chief Executive Officer, a majority of the directors present may elect as chairman of the meeting any director present. The Secretary of the Corporation or, in the absence of such officer, an Assistant Secretary in attendance or, in the absence of the Secretary and an Assistant Secretary, an individual appointed by the chairman of the meeting shall act as a secretary of the meeting and keep a record of the proceedings of the meeting.

SECTION 15.Order of Business. Unless otherwise determined by the Board of Directors the order of business and rules of order at any meeting of the Board of Directors shall be determined by the chairman of the meeting.

SECTION 16.Adjournment. Any meeting of the Board of Directors may be adjourned from time to time by a majority of the directors present, whether or not they shall constitute a quorum, and no notice shall be required of any adjourned meeting beyond the announcement of such adjournment at the meeting.

SECTION 17.Action by Board of Directors Without a Meeting. Unless otherwise restricted by the Certificate of Incorporation or these By-Laws, any action required or permitted to be taken at any meeting of the Board of Directors or any committee thereof may be taken without a meeting if all the members of the Board or the committee, as the case may be, consent thereto in writing or by electronic transmission, and the writing or writings or electronic transmission or transmissions are filed with the minutes of the proceedings of the Board of Directors or committee, as the case may be. Such filing shall be in paper form if the minutes are maintained in paper form and shall be in electronic form if the minutes are maintained in electronic form.

SECTION 18.Action by Conference Telephone. Unless otherwise restricted by the Certificate of Incorporation or these By-Laws, members of the Board of Directors or of any committee thereof may participate in a meeting of the Board of Directors or of such committee, as the case may be, by means of conference telephone or other communications equipment by means of which all persons participating in the meeting can hear each other, and participation in a meeting in such manner shall constitute presence in person at such a meeting.

SECTION 19.Compensation. Each director, in consideration of his or her serving as such, shall be entitled to receive from the Corporation such compensation as the Board of Directors shall from time to time determine, together with reimbursement for reasonable expenses incurred by him or her in attending meetings of the Board of Directors. Each director who shall serve as a member of any committee of the Board of Directors, in consideration of his or her serving as such, shall be entitled to such additional compensation as the Board of Directors shall from time to time determine, together with reimbursement for reasonable expenses incurred by him or her in attending

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meetings of such committee. Nothing herein contained shall be construed to preclude any director from serving the Corporation in any other capacity and receiving compensation therefor.

ARTICLE IV

COMMITTEES OF DIRECTORS

SECTION 1.Committees. The Board of Directors may appoint one or more committees, which may include as members directors only or directors and non-directors, as the Board of Directors may from time to time consider desirable, and such committees shall have such powers and duties as the Board of Directors shall determine and as shall be specified in the resolution of appointment; provided, however, that the powers and duties of any such committee whose members shall include non-directors shall be limited to making recommendations to the Board of Directors.

SECTION 2.Committee Vacancies. Any member of a committee appointed pursuant to this Article IV shall serve at the pleasure of the Board of Directors, which Board shall have the power at any time to remove any member, with or without cause, and to fill vacancies in the membership of a committee. No committee appointed pursuant to this Article IV shall have the power to fill any vacancy in the membership of such committee. Any committee appointed pursuant to Section 1 of this Article IV shall exist at the pleasure of the Board of Directors, which Board shall have the power at any time to change the powers and duties of any such committee or to dissolve it.

SECTION 3.Committee Meetings. Regular meetings of a committee appointed pursuant to this Article IV shall be held at such times and at such places within or without the State of Delaware as the Board of Directors or the committee shall from time to time determine, and no notice of such regular meetings shall be required. Special meetings of any committee may be called by the chairman of such committee or by the Chairman, the Vice Chairman or the Chief Executive Officer, and shall be called by the Secretary of the Corporation on the written request of any member of such committee. Notice of a special meeting of any committee shall be given to each member thereof by mailing such notice at least forty-eight (48) hours, or by delivering such notice either by personal delivery, by telegraph, by telephone or by any other lawful means (including electronic transmission) at least eighteen (18) hours, before the meeting. It shall not be requisite for the validity of any meeting of any committee that notice thereof shall have been given to any committee member who is present at the meeting or, if absent, waives notice thereof in writing filed with the records of the meeting either before or after the holding thereof. Members of a committee constituting at least fifty percent (50%) of such committee shall constitute a quorum for the transaction of committee business, and the act of a majority of the members present at any meeting at which there is a quorum shall be the act of the committee. A committee shall keep regular minutes of its meetings and all action taken or resolutions adopted shall be reported to the Board of Directors at the meeting of the Board next following such action.

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ARTICLE V

OFFICERS

SECTION 1.Executive Officers. At the organizational meeting of the Board of Directors following the annual meeting of stockholders (the “Organizational Meeting”), the Board of Directors shall elect as executive officers of the Corporation a Chief Executive Officer, a Secretary and a Treasurer, and may elect as executive officers of the Corporation a President, a Chief Operating Officer, Executive Vice Presidents, Senior Vice Presidents and Vice Presidents. All such executive officers elected by the Board of Directors are referred to in these By-Laws as “Executive Officers.” The Board of Directors may from time to time appoint such other officers and agents of the Corporation as the interests of the Corporation may require and may fix their duties and terms of office. To the extent permitted by law, any number of offices may be held by the same person.

SECTION 2.Other Officers. In addition to the Executive Officers elected by the Board of Directors pursuant to Section 1 of this Article V, the Chief Executive Officer may from time to time appoint such other officers of the Corporation, including, Vice Presidents, Assistant Vice Presidents, Staff Vice Presidents, Assistant Secretaries, Assistant Treasurers and Controllers, as the interests of the Corporation may require (the “Other Officers”); provided, however, that no Other Officer may be appointed to the office of President, Chief Operating Officer, Executive Vice President, Senior Vice President, Secretary or Treasurer. Each appointment of an Other Officer shall be in writing and shall set forth the duties of the Other Officer being appointed and, subject to Section 3 of this Article V, such officer's term of office.

SECTION 3.Term of Office. Each Executive Officer shall hold office until the Organizational Meeting following the annual meeting of stockholders next succeeding such officer's election and until such officer's successor is elected and qualified, or until such officer's earlier death, resignation, retirement or removal. Each Other Officer shall hold office for a term to be decided by the Chief Executive Officer; provided, however, that no such term shall be for a period longer than the term of office of the appointing Chief Executive Officer.

SECTION 4.Removal of Officers. Any Executive Officer or Other Officer may be removed from office with or without cause at any time by the affirmative vote of a majority of the Board of Directors. Any Other Officer may be removed from office at any time with or without cause by the Chief Executive Officer.

SECTION 5.Vacancies. A vacancy in any Executive Office or Other Office arising from any cause may be filled for the unexpired portion of the term by the Board of Directors. A vacancy in any Other Office arising from any cause may be filled for the unexpired portion of the term by the Chief Executive Officer.

SECTION 6.Compensation of Officers. The salaries or compensation, if any, of the Executive Officers shall be fixed by the Board of Directors or the

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Compensation Committee of the Board of Directors (and/or any subcommittee thereof), if there be one. The salaries or compensation of the Other Officers and division officers, if there be any, may be fixed from time to time by the Board of Directors (or the Compensation Committee and/or any subcommittee thereof if there be one), or by the Chief Executive Officer.

SECTION 7.Chairman of the Board. At the Organizational Meeting, the Board of Directors shall designate one member of the Board of Directors to serve as Chairman of the Board. The Chairman shall also serve as Chairman of the Executive Committee, if any. The Chairman shall preside at all meetings of stockholders of the Corporation and the Board of Directors at which the Chairman is present. The Chairman shall perform all duties as are properly required of him or her by the Board of Directors, and shall enjoy all other powers which are commonly incident to the position of Chairman, or are delegated to the Chairman from time to time by the Board of Directors or are or may at any time be authorized or required by law.

SECTION 8.Vice Chairman of the Board. At the Organizational Meeting, the Board of Directors shall designate one member of the Board of Directors to serve as Vice Chairman of the Board. The Vice Chairman shall also serve as Vice Chairman of the Executive Committee, if any. Subject to the Certificate of Incorporation, in the absence of the Chairman, the Vice Chairman shall preside at all meetings of stockholders of the Corporation and the Board of Directors at which the Vice Chairman is present. The Vice Chairman shall perform all duties as are properly required of him or her by the Board of Directors, and shall enjoy all other powers which are commonly incident to the position of Vice Chairman, or are delegated to the Vice Chairman from time to time by the Board of Directors or are or may at any time be authorized or required by law.

SECTION 9.Chief Executive Officer. The Chief Executive Officer shall be the chief executive officer of the Corporation and, subject to the control of the Board of Directors, shall have general charge and control of the business and affairs of the Corporation with power and authority, when acting in the ordinary course of business of the Corporation, in the name and on behalf of the Corporation and under its seal attested by the Secretary or an Assistant Secretary of the Corporation, or otherwise, to (i) execute and deliver agreements, contracts, certificates and other instruments, (ii) purchase and accept delivery of stocks, bonds, evidences of interest and indebtedness, rights and options to acquire the same, and all other securities, whether negotiable or non-negotiable, (iii) sell, assign, transfer and deliver all stocks, bonds, evidence of interest and indebtedness, rights and options to acquire the same, and all other securities, corporate or otherwise, now or hereafter standing in the name of or owned beneficially by the Corporation, (iv) open and maintain accounts with banking institutions, including investment banks and brokerage firms, and (v) borrow from banks and other financial institutions, including investment banks and brokerage firms, such sums of money for such periods of time and upon such terms as such officer shall deem necessary or appropriate, and execute and deliver notes, other evidences of indebtedness and

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agreements for the repayment of any sums so borrowed in the name and on behalf of the Corporation; provided, however, that no borrowing pursuant to this clause (v) shall have an original maturity of more than one year. Such officer shall perform all other duties and enjoy all other powers which are commonly incident to the office of Chief Executive Officer, or are delegated to such officer from time to time by the Board of Directors or are or may at any time be authorized or required by law.

SECTION 10.Chief Operating Officer. The Chief Operating Officer, if there be one, shall be responsible for directing, administering and coordinating the business operations of the Corporation in accordance with policies, goals and objectives established by the Board of Directors, the Chairman, the Vice Chairman, and the Chief Executive Officer with power and authority, when acting in the ordinary course of business of the Corporation, in the name and on behalf of the Corporation and under its seal attested by the Secretary or an Assistant Secretary of the Corporation, or otherwise, to, (i) execute and deliver agreements, contracts, certificates and other instruments, (ii) purchase and accept delivery of stocks, bonds, evidences of interest and indebtedness, rights and options to acquire the same, and all other securities, whether negotiable or non-negotiable, (iii) sell, assign, transfer and deliver stocks, bonds, evidences of interest and indebtedness, rights and options to acquire the same, and all other securities, corporate or otherwise, now or hereafter standing in the name of or owned beneficially by the Corporation, (iv) open and maintain accounts with banking institutions, including investment banks and brokerage firms, and (v) borrow from banks and other financial institutions, including investment banks and brokerage firms, such sums of money for such periods of time and upon such terms as such officer shall deem necessary or appropriate, and execute and deliver notes, other evidences of indebtedness and agreements for the repayment of any sums so borrowed in the name and on behalf of the Corporation; provided, however, that no borrowing pursuant to this clause (v) shall have an original maturity of more than one year. Such officer shall perform all other duties and enjoy all other powers which are commonly incident to the office of Chief Operating Officer or which are delegated to such officer by the Board of Directors, the Chairman, the Vice Chairman or the Chief Executive Officer. In the absence of the Chief Executive Officer, the Chief Operating Officer shall perform all duties and may exercise all powers of the Chief Executive Officer.

SECTION 11.President, Executive Vice Presidents, Senior Vice Presidents and Vice Presidents Elected by the Board. The President, the Executive Vice Presidents, the Senior Vice Presidents and the Vice Presidents elected by the Board of Directors pursuant to Section 1 of this Article V, if there be any, shall have such powers and perform such duties as may from time to time be assigned to them by the Board of Directors, the Chairman, the Vice Chairman or the Chief Executive Officer.

SECTION 12.Secretary. The Secretary shall record the proceedings of all meetings of stockholders of the Corporation and of the Board of Directors which such officer attends in a book or books to be kept for that purpose. Such officer shall attend to the giving and serving of all notices on behalf of the Corporation, shall have custody of

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the records and the seal of the Corporation and shall affix the seal to any instrument which requires the seal of the Corporation. Such officer shall, in general, perform all the duties and functions incident to the office of Secretary and shall also perform such other duties as may from time to time be assigned to such officer by the Board of Directors, the Chairman, the Vice Chairman or the Chief Executive Officer.

SECTION 13.Treasurer. The Treasurer shall have custody and control of all funds and securities of the Corporation, except as otherwise provided by the Board of Directors. Such officer shall keep full and accurate accounts of all receipts and disbursements of the Corporation in books to be kept for that purpose, shall deposit all money and other valuable effects in the name and to the credit of the Corporation in such depositories as may be designated by the Board of Directors, and shall render to the Chief Executive Officer, the Chief Operating Officer or the Board of Directors, whenever any of them may require it, an account of all such officer's transactions as Treasurer and an account of the financial condition of the Corporation. Such officer shall also perform such other duties as may from time to time be assigned to such officer by the Board of Directors or the Chief Executive Officer.

SECTION 14.Powers and Duties of Other Officers. The Other Officers shall have such powers and perform such duties as may from time to time be assigned to them by the Board of Directors or the Chief Executive Officer.

ARTICLE VI

CAPITAL STOCK

SECTION 1.Certificates. Each holder of stock represented by certificates shall be entitled to a certificate or certificates signed by or in the name of the Corporation by the Chairman, the Vice Chairman, the President, an Executive Vice President or a Senior Vice President, and by the Treasurer, an Assistant Treasurer, the Secretary or an Assistant Secretary, certifying the number of shares of stock of the Corporation owned by such stockholder. Any or all of the signatures on the certificates may be a facsimile.

In case any officer, Transfer Agent or Registrar who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such officer, Transfer Agent or Registrar before such certificate is issued, it may be issued by the Corporation with the same effect as if he, she or it was such officer, Transfer Agent or Registrar at the date of issue.

All certificates of each class or series shall be consecutively numbered and shall be entered in the books of the Corporation as they are issued. Every certificate shall certify the name of the Person owning the shares represented thereby, with the number of shares and the date of issue. The names and addresses of all Persons owning shares of the Corporation, with the number of shares owned by each and the date or dates of issue of the shares held by each, shall be entered in the books of the Corporation kept for that purpose by the proper officers, agents or employees of the Corporation.

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The Corporation shall be entitled to treat the holder of record of any share or shares of stock of the Corporation as the holder in fact thereof and, accordingly, shall not be bound to recognize any equitable or other claim to or interest in such share or shares on the part of any other Persons, whether or not it has actual or other notice thereof, except as provided by law.

SECTION 2.Cancellation of Certificates. All certificates surrendered to the Corporation shall be cancelled and, except in the case of lost, stolen or destroyed certificates, no new certificates shall be issued until the former certificate or certificates for the same number of shares of the same class of stock have been surrendered and cancelled.

SECTION 3.Lost, Stolen or Destroyed Certificates. The Board of Directors may direct a new certificate or certificates or one or more uncertificated shares (as applicable) to be issued in place of any certificate or certificates theretofore issued by the Corporation alleged to have been lost, stolen or destroyed, upon the making of an affidavit of the fact by the Person claiming the certificate or certificates to be lost, stolen or destroyed. In its discretion and as a condition precedent to the issuance of any such new certificate or certificates or one or more uncertificated shares, the Board of Directors may require that the owner of such lost, stolen or destroyed certificate or certificates, or such Person's legal representative, advertise the same in such manner as the Board shall require and/or give the Corporation and its Transfer Agent or Agents, Registrar or Registrars a bond in such form and amount as the Board of Directors may direct as indemnity against any claim that may be made against the Corporation and its Transfer Agent or Agents, Registrar or Registrars, and that the owner requesting such new certificate or certificates or one or more uncertificated shares obtain a final order or decree of a court of competent jurisdiction as such owner's right to receive such new certificate or certificates or one or more uncertificated shares.

SECTION 4.Transfer of Shares. Shares of stock represented by certificates shall be transferable on the books of the Corporation by the holder thereof, in person or by duly authorized attorney, upon the surrender for cancellation of the certificate or certificates representing the shares to be transferred, properly endorsed, with such proof or guarantee of the authenticity of the signature as the Corporation or its agents may reasonably require.

Upon the receipt of proper transfer instructions from the registered owner of uncertificated shares, issuance of new equivalent uncertificated shares or certificated shares (as applicable) shall be made to the stockholder entitled thereto and the transaction shall be recorded upon the books of the Corporation.

SECTION 5.Transfer Agents and Registrars. The Corporation may have one or more Transfer Agents and one or more Registrars of its stocks, whose respective duties the Board of Directors may define from time to time. No certificate representing shares of stock shall be valid until countersigned by a Transfer Agent, if the Corporation shall have a Transfer Agent, or until registered by the Registrar, if the Corporation shall

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have a Registrar. The duties of Transfer Agent and Registrar may be combined.

ARTICLE VII

CONTRACTS, CHECKS, DRAFTS, PROXIES

SECTION 1.Execution of Contracts. The Board of Directors may authorize any Executive Officer or Other Officer, agent or employee of the Corporation to enter into any contract or execute and deliver any instrument in the name or on behalf of the Corporation, and such authority may be general or confined to specific instances, and, unless so authorized by the Board of Directors, no Executive Officer or Other Officer, agent or employee except the Chief Executive Officer, the Chief Operating Officer, the President, or any Executive Vice President or Senior Vice President shall have any power or authority to bind the Corporation by any contract or to pledge its credit or to render it liable pecuniarily for any purpose or to any amount.

SECTION 2.Loans. Except as otherwise provided in these By-Laws, no loan shall be contracted in the name or on behalf of the Corporation, and no evidence of indebtedness shall be issued, endorsed or accepted in its name, or on its behalf, unless authorized by the Board of Directors. Such authority may be general or confined to specific instances. When so authorized, the Executive or Other Officer, agent or employee thereunto authorized may effect loans and advances at any time for the Corporation from any Person (including any bank, trust company or other institution) and for such loans and advances may make, execute and deliver promissory notes or other evidences of indebtedness of the Corporation, and, when authorized as aforesaid, as security for the payment of any and all loans and advances may make, execute and deliver promissory notes or other evidences of indebtedness and liabilities of the Corporation, may mortgage, pledge, hypothecate or transfer any real or personal property at any time owned or held by the Corporation, and to that end execute instruments of mortgage or pledge or otherwise transfer such property.

SECTION 3.Checks, Drafts, etc. All checks, drafts, bills of exchange or other orders for the payment of money, obligations, notes or other evidences of indebtedness, bills of lading, warehouse receipts and insurance certificates of the Corporation, shall be signed or endorsed by the Chief Executive Officer, the Chief Operating Officer, the President, any Executive Vice President or such other Executive Officer or Other Officer, agent, attorney, or employee of the Corporation as shall from time to time be determined by the Board of Directors, the Chief Executive Officer or the Chief Operating Officer.

SECTION 4.Proxies in Respect of Securities of Other Corporations. The Chief Executive Officer, the Chief Operating Officer, the President, any Executive Vice President or Senior Vice President, and such other Executive Officers or Other Officers as are designated by the Chief Executive Officer or the Chief Operating Officer are authorized to vote by casting a ballot in person or by voting by proxy on behalf of the Corporation the shares owned by the Corporation of the stock or other securities in any other corporation at meetings of the holders of the stock or other securities of such other

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corporation, or to consent in writing, in the name of the Corporation as such holder, to any action by such other corporation.

ARTICLE VIII

INDEMNIFICATION

SECTION 1.To the extent not prohibited by law, the Corporation shall indemnify any person who is or was made, or threatened to be made, a party to any threatened, pending or completed action, suit or proceeding (a “Proceeding”), whether civil, criminal, administrative or investigative, including, without limitation, an action by or in the right of the Corporation to procure a judgment in its favor, by reason of the fact that such person, or a person of whom such person is the legal representative, is or was a director or officer of the Corporation, or is or was serving in any capacity at the request of the Corporation for any other corporation, partnership, joint venture, trust, employee benefit plan or other enterprise (an “Other Entity”), against judgments, fines, penalties, excise taxes, amounts paid in settlement and costs, charges and expenses (including attorneys' fees and disbursements). Persons who are not directors or officers of the Corporation may be similarly indemnified in respect of service to the Corporation or to an Other Entity at the request of the Corporation to the extent the Board of Directors at any time specifies that such persons are entitled to the benefits of this Article VIII.

SECTION 2.The Corporation shall, from time to time, reimburse or advance to any director or officer or other person entitled to indemnification hereunder the funds necessary for payment of expenses, including attorneys' fees and disbursements, incurred in connection with any Proceeding, in advance of the final disposition of such Proceeding; provided, however, that, if required by the Delaware General Corporation Law, such expenses incurred by or on behalf of any director or officer or other person may be paid in advance of the final disposition of a Proceeding only upon receipt by the Corporation of an undertaking, by or on behalf of such director or officer (or other person indemnified hereunder), to repay any such amount so advanced if it shall ultimately be determined by final judicial decision from which there is no further right of appeal that such director, officer or other person is not entitled to be indemnified for such expenses.

SECTION 3.The rights to indemnification and reimbursement or advancement of expenses provided by, or granted pursuant to, this Article VIII shall not be deemed exclusive of any other rights to which a person seeking indemnification or reimbursement or advancement of expenses may have or hereafter be entitled under any statute, the Certificate of Incorporation, these By-Laws, any agreement, any vote of stockholders or disinterested directors or otherwise, both as to action in his or her official capacity and as to action in another capacity while holding such office.

SECTION 4.The rights to indemnification and reimbursement or advancement of expenses provided by, or granted pursuant to, this Article VIII shall continue as to a person who has ceased to be a director or officer (or other person indemnified hereunder) and shall inure to the benefit of the executors, administrators,

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legatees and distributees of such person.

SECTION 5.The Corporation shall have power to purchase and maintain insurance on behalf of any person who is or was a director, officer, employee or agent of the Corporation, or is or was serving at the request of the Corporation as a director, officer, employee or agent of an Other Entity, against any liability asserted against such person and incurred by such person in any such capacity, or arising out of such person's status as such, whether or not the Corporation would have the power to indemnify such person against such liability under the provisions of this Article VIII, the Certificate of Incorporation or under Section 145 of the Delaware General Corporation Law or any other provision of law.

SECTION 6.The provisions of this Article VIII shall be a contract between the Corporation, on the one hand, and each director and officer who serves in such capacity at any time while this Article VIII is in effect and any other person indemnified hereunder, on the other hand, pursuant to which the Corporation and each such director, officer, or other person intend to be legally bound. No repeal or modification of this Article VIII shall affect any rights or obligations with respect to any state of facts then or theretofore existing or thereafter arising or any proceeding theretofore or thereafter brought or threatened based in whole or in part upon any such state of facts.

SECTION 7.The rights to indemnification and reimbursement or advancement of expenses provided by, or granted pursuant to, this Article VIII shall be enforceable by any person entitled to such indemnification or reimbursement or advancement of expenses in any court of competent jurisdiction. The burden of proving that such indemnification or reimbursement or advancement of expenses is not appropriate shall be on the Corporation. Neither the failure of the Corporation (including its Board of Directors, its independent legal counsel and its stockholders) to have made a determination prior to the commencement of such action that such indemnification or reimbursement or advancement of expenses is proper in the circumstances nor an actual determination by the Corporation (including its Board of Directors, its independent legal counsel and its stockholders) that such person is not entitled to such indemnification or reimbursement or advancement of expenses shall constitute a defense to the action or create a presumption that such person is not so entitled. Such a person shall also be indemnified for any expenses incurred in connection with successfully establishing his or her right to such indemnification or reimbursement or advancement of expenses, in whole or in part, in any such proceeding.

SECTION 8.Any director or officer of the Corporation serving in any capacity (a) another corporation of which a majority of the shares entitled to vote in the election of its directors is held, directly or indirectly, by the Corporation or (b) any employee benefit plan of the Corporation or any corporation referred to in clause (a) shall be deemed to be doing so at the request of the Corporation.

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SECTION 9.Any person entitled to be indemnified or to reimbursement or advancement of expenses as a matter of right pursuant to this Article VIII may elect to have the right to indemnification or reimbursement or advancement of expenses interpreted on the basis of the applicable law in effect at the time of the occurrence of the event or events giving rise to the applicable Proceeding, to the extent permitted by law, or on the basis of the applicable law in effect at the time such indemnification or reimbursement or advancement of expenses is sought. Such election shall be made, by a notice in writing to the Corporation, at the time indemnification or reimbursement or advancement of expenses is sought; provided, however, that if no such notice is given, the right to indemnification or reimbursement or advancement of expenses shall be determined by the law in effect at the time indemnification or reimbursement or advancement of expenses is sought.

ARTICLE IX

DEFINITIONS

For purposes of these By-Laws, the following terms shall have the meanings set forth below:

“Certificate of Incorporation” shall mean the Certificate of Incorporation of the Corporation, as from time to time amended.

“Corporation” shall mean The Wendy's Company.

“Delaware Law” shall mean the General Corporation Law of the State of Delaware, as amended from time to time.

“Executive Officers” shall have the meaning set forth in Section 1 of Article V of these By-Laws.

“Indemnitee” shall have the meaning set forth in Section 1 of Article VIII of these By-Laws.

“Other Officers” shall have the meaning set forth in Section 2 of Article V of these By-Laws.

“Person” shall mean any individual, firm, corporation, limited liability company, partnership or other entity.

“Proceeding” shall have the meaning set forth in Section 1 of Article VIII of these By-Laws.

“Voting Shares” shall mean any issued and outstanding shares of capital stock of the Corporation entitled to vote generally in the election of directors.

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ARTICLE X

MISCELLANEOUS

SECTION 1.Books and Records. The books and records of the Corporation may be kept at such places within or without the State of Delaware as the Board of Directors may from time to time determine. The stock record books and the blank stock certificate books shall be kept by the Secretary or by any other officer or agent designated by the Board of Directors.

SECTION 2.Dividends and Reserves. The Board of Directors, from time to time, may determine whether any, and, if any, what part of the net profits of the Corporation, or of its net assets in excess of its capital, available therefor pursuant to law and the Certificate of Incorporation, shall be declared by it as dividends on the stock of the Corporation. The Board of Directors, in its discretion, in lieu of declaring any such dividend, may use and apply any of such net profits or net assets as a reserve for working capital, to meet contingencies, for the purpose of maintaining or increasing the property or business of the Corporation or for any other lawful purpose which it may think conducive to the best interests of the Corporation.

SECTION 3.Corporate Seal. The corporate seal of the Corporation shall be in the form of a circle and shall bear the name of the Corporation and the year and state of its incorporation.

SECTION 4.Fiscal Year. The fiscal year of the Corporation shall end on the Sunday that is closest to December 31 of each year unless the Board of Directors shall determine otherwise.

ARTICLE XI

AMENDMENTS

All By-laws of the Corporation shall be subject to alteration, amendment or repeal, in whole or in part, and new By-laws not inconsistent with Delaware law or any provision of the Certificate of Incorporation may be made by a vote of two-thirds of the entire Board of Directors that would be in office if no vacancy existed, whether or not present at a meeting; provided, however, that any By-laws made, amended or repealed by the Board of Directors may be amended or repealed, and any By-laws may be made, by the stockholders of the Corporation by vote of a majority of the holders of shares of stock of the Corporation entitled to vote in the election of directors of the Corporation.

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EX-10.1

EXHIBIT 10.1

WENDY'S/ARBY'S GROUP, INC.

LONG TERM PERFORMANCE UNIT AWARD AGREEMENT (the “Agreement”)

Wendy's/Arby's Group Inc. (the “Company”), pursuant to the provisions of the 2010 Omnibus Award Plan (the “Plan”), hereby irrevocably grants an Award (the “Award”) of Performance Units (the “Units”), on ________, 20__ as specified below:

Participant:	[______________________]
Performance Period:	__________, 20__ to __________, 20__
Target TSR Units:	[____________] (the “TSR Units”)

A Unit represents the right to receive one share of Common Stock provided that the performance goals are achieved. Capitalized terms used and not otherwise defined in this Award shall have the respective meanings assigned to them under the Plan.

1. Relative TSR Performance.

(a)Earning of Award. The extent to which the Participant will earn the TSR Units is based on the Company TSR Percentile Ranking for the Performance Period based on the following chart:

Company TSR Percentile Ranking	Percentage of TSR Units Earned
≥ 90th	200% (maximum)
75th	162.5%
50th	100% (target)
25th	37.5% (threshold)
<25th	0%

Linear interpolation shall be used to determine the percentage of TSR Units earned in the event the Company TSR Percentile Ranking falls between the 25^th and 50^th percentiles, the 50^th and 75^th percentiles or the 75^th and 90^th percentiles listed in the above chart. The Company TSR Percentile Ranking will be determined as set forth in Section 1(c) below.

(b)Calculation of TSR.

"TSR" =	Change in Stock Price + Dividends Paid
	Beginning Stock Price

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(i) Beginning Stock Price shall mean the average of the Closing Prices for each of the twenty (20) trading days immediately prior to the first trading day of the Performance Period;

(ii) Ending Stock Price shall mean the average of Closing Prices for each of the last twenty (20) trading days of the Performance Period;

(iii) Change in Stock Price shall equal the Ending Stock Price minus the Beginning Stock Price;

(iv) Dividends Paid shall mean the total of all dividends paid on one (1) share of stock during the Performance Period, provided that dividends shall be treated as though they are reinvested;

(v) Closing Price shall mean the last reported sale price on the applicable stock exchange or market of one share of Common Stock for a particular trading day; and

(vi) In all events, TSR shall be adjusted to give effect to any stock dividends, stock splits, reverse stock splits and similar transactions.

(c)Calculation of Company TSR Percentile Ranking. The Company shall determine (A) the Company's TSR for the Performance Period and (B) the TSR for the Performance Period of each company that was in the Restaurant Peer Group as set forth on Exhibit A (the “Peer Group”). If a company or companies in the Peer Group ceases to trade for more than 20 consecutive days on a national securities exchange due to bankruptcy at any point during the Performance Period, then such company or companies shall have the lowest ranking in the Peer Group. If a company or companies in the Peer Group ceases to trade for more than 20 consecutive days on a national securities exchange due to a going private transaction at any point during the Performance Period, then such company or companies shall be removed from the Peer Group. The Committee can make appropriate adjustments in the event that a company or companies in the Peer Group are acquired by another company. The Company TSR Percentile Ranking is the percentage of TSRs of the companies in the Peer Group (after reflecting adjustments as described in the preceding sentence) that are lower than the Company's TSR.

2.Form and Timing of Payments Under Award.

(a)Following the end of the Performance Period, the Committee shall determine whether and the extent to which the Company TSR Percentile Ranking (the “Performance Goal”) has been achieved for the Performance Period and shall determine the number of shares of Common Stock, if any, issuable to the Participant with respect to the level of achievement of the Performance Goal; provided that with respect to any Award to a “covered employee” within the meaning of Section 162(m) of the Code, the

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Committee shall have certified the achievement of the Performance Goal. The Committee's determinations with respect to the achievement of the Performance Goal shall be based on the Company's financial statements, subject to any adjustments made by the Committee in accordance with this Section 2.

(b)Notwithstanding satisfaction, achievement or completion of the Performance Goal (or any adjustments thereto as provided below), the number of shares of Common Stock issuable hereunder may be reduced or eliminated by the Committee on the basis of such further considerations as the Committee in its sole discretion shall determine. The Committee shall have the right to adjust or modify the calculation of the Performance Goal as permitted under the Plan.

(c) To the extent the Committee has determined that this Award is a Performance Compensation Award and is intended to comply with the performance-based exception to Section 162(m) of the Code, and the Participant is a “covered employee” within the meaning of Section 162(m) of the Code, all actions taken hereunder (including without limitation any adjustments of the Performance Goal) shall be made in a manner intended to comply with Section 162(m) of the Code, subject to Section 11(a) of the Plan.

(d)The Units earned pursuant to this Award shall be paid out to the Participant in shares of Common Stock as soon as reasonably practicable following the Committee's determination, but in no event later than __________, 20__. For the avoidance of doubt, fractional shares of Common Stock shall be rounded down to the nearest whole number without any payment therefor.

3.Termination of Employment or Service.  

(a)If the Participant ceases employment or service to the Company and its subsidiaries for any reason prior to the end of the Performance Period, the Units shall be immediately canceled and the Participant shall thereupon cease to have any right or entitlement to receive any Shares under the Award.

(b)Notwithstanding Sections 2(d) and 3(a), in the event of (A) the Participant's employment or service to the Company and its subsidiaries are terminated by the Company or its subsidiaries other than for Cause (and other than due to death or Disability), or by the Participant for Good Reason, in each case within 12 months following a Change in Control, or (B) the Participant's employment or service to the Company and its subsidiaries are terminated by the Company or its subsidiaries due to death or Disability, outstanding Units granted to such Participant shall become vested and the restrictions thereon shall immediately lapse as of the date of such termination of employment or service; provided, that the portion of any such Units that shall become fully vested and free from such restrictions shall be based on (x) actual performance through the date of termination as determined by the Committee, or (y) if the Committee determines that measurement of actual performance cannot be reasonably assessed, the assumed achievement of target performance as determined by the Committee, in each

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case prorated based on the time elapsed from the date of grant to the date of termination of employment or service. The Units earned in accordance with the foregoing shall be paid out to the Participant in shares of Common Stock as soon as practicable following the Committee's determination, but in no event later than 75 days following the last day of the fiscal year in which the termination of employment occurred.

4.Dividend Equivalent Rights. Each Unit shall also have a dividend equivalent right (a “Dividend Equivalent Right”). Each Dividend Equivalent Right represents the right to receive all of the ordinary cash dividends that are or would be payable with respect to the Units. With respect to each Dividend Equivalent Right, any such cash dividends shall be converted into additional Units based on the Fair Market Value of a share of Common Stock on the date such dividend is paid. Such additional Units shall be subject to the same terms and conditions applicable to the Unit to which the Dividend Equivalent Right relates, including, without limitation, the restrictions on transfer, forfeiture, vesting and payment provisions contained in this Agreement. In the event that a Unit is forfeited as provided in Sections 2 and 3 above, then the related Dividend Equivalent Right shall also be forfeited.

5.Withholding Taxes. The Participant shall be required to pay to the Company, and the Company shall have the right and is hereby authorized to withhold, from any cash, shares of Common Stock, other securities or other property deliverable under the Units or from any compensation or other amounts owing to a Participant, the amount (in cash, Common Stock, other securities or other property) of any required withholding taxes in respect of the Units, and to take such other action as may be necessary in the opinion of the Committee or the Company to satisfy all obligations for the payment of such withholding and taxes. In addition, the Committee may, in its sole discretion, permit a Participant to satisfy, in whole or in part, the foregoing withholding liability (but no more than the minimum required statutory withholding liability) by (A) the delivery of shares of Common Stock (which are not subject to any pledge or other security interest) owned by the Participant having a Fair Market Value equal to such withholding liability or (B) having the Company withhold from the number of shares of Common Stock otherwise issuable or deliverable pursuant to the settlement of the Units a number of shares with a Fair Market Value equal to such withholding liability. The obligations of the Company under this Agreement will be conditional on such payment or arrangements, and the Company will, to the extent permitted by law, have the right to deduct any such taxes from any payment of any kind otherwise due to Participant.

6.Securities Laws. The Participant agrees that the obligation of the Company to issue shares upon the achievement of the performance objectives shall also be subject, as conditions precedent, to compliance with applicable provisions of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, state securities or corporation laws, rules and regulations under any of the foregoing and applicable requirements of any securities exchange upon which the Company's securities shall be listed.

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7.Units Subject to Plan. The Units have been granted subject to the terms and conditions of the Plan, a copy of which has been provided to the Participant and which the Participant acknowledges having received and reviewed. Any conflict between this Agreement and the Plan shall be decided in favor of the provisions of the Plan. Any conflict between this Agreement and the terms of a written employment agreement for the Participant that has been approved, ratified or confirmed by the Board of Directors of the Company or the Committee shall be decided in favor of the provisions of such employment agreement. This Agreement may not be amended, altered, suspended, discontinued, cancelled or terminated in any manner that would materially and adversely affect the rights of the Participant except by a written agreement executed by the Participant and the Company.

8.Clawback. Notwithstanding anything to the contrary contained herein, in the event of a material restatement of the Company's issued financial statements, the Committee shall review the facts and circumstances underlying the restatement (including, without limitation any potential wrongdoing by the Participant and whether the restatement was the result of negligence or intentional or gross misconduct) and may in its sole discretion direct the Company to recover all or a portion of the Units or any gain realized on the settlement of the Units or the subsequent sale of Common Stock acquired upon settlement of the Units with respect to any fiscal year in which the Company's financial results are negatively impacted by such restatement. If the Committee directs the Company to recover any such amount from the Participant, then the Participant agrees to and shall be required to repay any such amount to the Company within 30 days after the Company demands repayment. In addition, if the Company is required by law to include an additional “clawback” or “forfeiture” provision to outstanding awards, then such clawback or forfeiture provision shall also apply to this Award as if it had been included on the date of grant and the Company shall promptly notify the Participant of such additional provision. In addition, if a court determines that a Participant has engaged or is engaged in Detrimental Activities after the Participant's employment or service with the Company or its subsidiaries has ceased, then the Participant, within 30 days after written demand by the Company, shall return the Units or any gain realized on the settlement of the Units or the subsequent sale of Common Stock acquired upon settlement of the Units.

9.Electronic Delivery. By executing this Agreement, the Participant hereby consents to the electronic delivery of prospectuses, annual reports and other information required to be delivered by Securities and Exchange Commission rules. This consent may be revoked in writing by the Participant at any time upon three business days' notice to the Company, in which case subsequent prospectuses, annual reports and other information will be delivered in hard copy to the Participant.

10.Notices. Notices and communications under this Agreement must be in writing and either personally delivered or sent by registered or certified United States mail, return receipt requested, postage prepaid. Notices to the Company must be addressed to Wendy's/Arby's Group, Inc., 1155 Perimeter Center West, Suite 1200, Atlanta, GA

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30338; Attn: Secretary, or any other address designated by the Company in a written notice to the Participant. Notices to the Participant will be directed to the address of the Participant then currently on file with the Company, or at any other address given by the Participant in a written notice to the Company.

11.No Contract of Employment. This grant does not constitute an employment contract. Nothing herein shall confer upon the Participant the right to continue to serve as a director or officer to, or to continue as an employee or service provider of, the Company during all or any portion of the Performance Period.

12.Section 409A. If any provision of this Agreement could cause the application of an accelerated or additional tax under Section 409A of the Code upon the vesting or settlement of the Units (or any portion thereof), such provision shall be restructured, to the minimum extent possible, in a manner determined by the Company (and reasonably acceptable to the Participant) that does not cause such an accelerated or additional tax. It is intended that this Agreement shall not be subject to Section 409A of the Code by reason of the short-term deferral rule under Treas. Reg. section 1.409A-1(b)(4) and this Agreement shall be interpreted accordingly.

13.Governing Law. The Plan shall be governed by and construed in accordance with the internal laws of the State of Delaware applicable to contracts made and performed wholly within the State of Delaware, without giving effect to the conflict of laws provisions thereof.

14.Validity of Agreement: This Agreement shall be valid, binding and effective upon the Company on the Grant Date. However, the Units contained in this Agreement shall be forfeited by the Participant and this Agreement shall have no force and effect if it is duly rejected. The Participant may reject this Agreement and forfeit the Units by notifying the Company or its designee in the manner prescribed by the Company and communicated to the Participant; provided that such rejections must be received by the Company or its designee no later than the earlier of (i) __________, 20__ and (ii) the date the Units first vest pursuant to Section 3 hereof.  If this Agreement is rejected on or prior to such date, the Units evidenced by this Agreement shall be forfeited, and neither the Participant nor the Participant's heirs, executors, administrators and successors shall have any rights with respect thereto.

IN WITNESS WHEREOF, the Company has caused this Agreement to be signed by an officer duly authorized thereto as of the __ day of __________, 20__.

WENDY'S/ARBY'S GROUP, INC.
By:
	Name:
	Title:

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Exhibit A

The Restaurant Peer Group consists of the following companies:

1.Biglari Holdings Inc.

2.BJ's Restaurants, Inc.

3.Bob Evans Farms Inc.

4.Brinker International Inc.

5.Buffalo Wild Wings Inc.

6.CEC Entertainment Inc.

7.Chipotle Mexican Grill, Inc.

8.Cracker Barrel OCS, Inc.

9.Darden Restaurants, Inc.

10.DineEquity, Inc.

11.Domino's Pizza, Inc.

12.Jack in the Box Inc.

13.McDonald's Corp.

14.Panera Bread Co.

15.Papa John's International Inc.

16.Peet's Coffee & Tea Inc.

17.PF Chang's China Bistro Inc.

18.Ruby Tuesday, Inc.

19.Sonic Corp.

20.Starbucks Corp.

21.Texas Roadhouse

22.The Cheesecake Factory Inc.

23.Yum! Brands, Inc.

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EX-10.2

Exhibit 10.2

AMENDMENT NO. 2 TO AIRCRAFT LEASE AGREEMENT

This AMENDMENT NO. 2 TO AIRCRAFT LEASE AGREEMENT (“Amendment No. 2”) dated as of June 29, 2011, is by and between Wendy's/Arby's Group, Inc., a Delaware corporation with its principal place of business at 1155 Perimeter Center West, Atlanta, Georgia 30338 (“Lessor”) and TASCO, LLC, a Delaware limited liability company with its principal place of business at 280 Park Avenue, New York, New York 10017-1216 (“Lessee”).

WHEREAS, Lessor and Lessee entered into that certain Aircraft Lease Agreement dated June10, 2009, as amended by Amendment No. 1 thereto dated June 24, 2010 (as so amended, the “Lease”), for the lease of a Gulfstream Aerospace G-IVSP aircraft bearing U.S. Registration Number N394TR and manufacturer's serial number 1252 and the two (2) Rolls Royce model Tay 611-8 engines installed thereon, bearing manufacturer's serial numbers 16623 and 16624, respectively, and all parts, instruments, avionics, attachments and appurtenances installed thereon or attached thereto (the “Aircraft”);

WHEREAS, the Lease for the Aircraft currently expires on June 30, 2011;

WHEREAS, Lessor and Lessee wish to renew the Lease for an additional twelve-month period and to modify the Rent payable under the Lease during such renewal period.

NOW, THEREFORE, in consideration of the mutual agreements herein contained and other valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:

Section 1:    AMENDMENT TO LEASE

1.1    Extension of Term. Lessor and Lessee agree to amend Section 2.1 of the Lease by deleting “June 30, 2011” and inserting in lieu thereof “June 30, 2012”.

1.2    Rent Modification. Lessor and Lessee agree to amend Section 3.1 of the Lease, effective as of July 1, 2011, by deleting “US$10,000” and inserting in lieu thereof “US$12,500”.

Section 2:    REPRESENTATION AND WARRANTY OF LESSEE

2.1    No Defaults. Lessee hereby represents and warrants that as of the date hereof no default by Lessee has occurred or is continuing under the Lease.

1

Section 3:EFFECTIVENESS OF LEASE

3.1Continuing Effect. Except as otherwise expressly amended by this Amendment No. 2, all other terms and conditions of the Lease shall remain in full force and effect as the legal, valid and binding rights and obligations of Lessor and Lessee.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 2 to be duly executed by their duly authorized officers as of the day and year first above written.

WENDY'S/ARBY'S GROUP, INC.	TASCO, LLC
By: /s/ Nils H. Okeson	By: /s/ Peter W. May
Name: Nils H. Okeson	Name: Peter W. May
Title: SVP, General Counsel & Secretary	Title: President

Trian Fund Management, L.P. (“Trian”) absolutely and unconditionally guarantees to Wendy's/Arby's Group, Inc. (the “Lessor”) the performance and observance of any and all of the obligations of TASCO, LLC (the “Lessee”) under the foregoing Amendment No. 2, including but not limited to the payment in full of all amounts due from Lessee to Lessor under the Lease, as amended. This Guarantee constitutes the direct, general and unconditional obligation of Trian, is irrevocable and with respect to the obligations of Lessee involving payment of amounts due to Lessor is a guarantee of payment and not of collection.

TRIAN FUND MANAGEMENT, L.P.

By: /s/ Peter W. May

Name: Peter W. May

Title: Member of its General Partner

2

EX-31.1

EXHIBIT 31.1

CERTIFICATIONS

I, Roland C. Smith, certify that:

1. I have reviewed this quarterly report on Form 10-Q of The Wendy’s Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 11, 2011

/s/ Roland C. Smith         

Roland C. Smith

President and Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATIONS

I, Stephen E. Hare, certify that:

1. I have reviewed this quarterly report on Form 10-Q of The Wendy’s Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 11, 2011

/s/ Stephen E. Hare         

Stephen E. Hare

Senior Vice President and Chief Financial Officer

EX-31.3

EXHIBIT 31.3

CERTIFICATIONS

I, Roland C. Smith, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Wendy’s Restaurants, LLC;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 11, 2011

/s/ Roland C. Smith         

Roland C. Smith

President and Chief Executive Officer

EX-31.4

EXHIBIT 31.4

CERTIFICATIONS

I, Stephen E. Hare, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Wendy’s Restaurants, LLC;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 11, 2011

/s/ Stephen E. Hare         

Stephen E. Hare

Senior Vice President and Chief Financial Officer

EX-32.1

EXHIBIT 32.1

Certification Pursuant to

18 U.S.C. Section 1350

As Adopted Pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), each of the undersigned officers of The Wendy’s Company, a Delaware corporation (the “Company”), does hereby certify, to the best of such officer’s knowledge, that:

The Quarterly Report on Form 10-Q for the quarter ended July 3, 2011 (the “Form 10-Q”) of the Company fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 11, 2011

/s/ Roland C. Smith               

Roland C. Smith

President and Chief Executive Officer

Date: August 11, 2011

/s/ Stephen E. Hare               

Stephen E. Hare

Senior Vice President and Chief Financial Officer

XML



(14) Retention and Other Transaction Costs (Details) (USD $) In Thousands	3 Months Ended		6 Months Ended
	Jul. 03, 2011	Jul. 04, 2010	Jul. 03, 2011	Jul. 04, 2010
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Bonus [Member]
Retention and Other Transaction Costs, Expected	$ 683
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Compensation Cost [Member]
Retention and Other Transaction Costs, Expected	891
The Wendy's Company [Member] | Segment, Continuing Operations [Member]
Retention program and other transaction related costs	5,039	0	6,923	0
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member]
Retention program and other transaction related costs	4,692		5,971
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Employee Relocation [Member]
Retention and Other Transaction Costs, Expected	2,400
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Compensation Related to Relocation [Member]
Retention and Other Transaction Costs, Expected	1,500
Segment, Continuing Operations [Member]
Retention program and other transaction related costs		0		0
Wendy's Restaurants, LLC [Member]
Retention and Other Transaction Costs, Expected	5,100
Wendy's Restaurants, LLC [Member] | Retention Program, Executive Compensation [Member]
Retention and Other Transaction Costs, Expected	700
Wendy's Restaurants, LLC [Member] | Bonus [Member]
Retention and Other Transaction Costs, Expected	1,780
Wendy's Restaurants, LLC [Member] | Compensation Cost [Member]
Retention and Other Transaction Costs, Expected	$ 1,073

XML



Statement of Financial Position (Parenthetical) Statement (Subsidiaries [Member], USD $)	Jul. 03, 2011	Jan. 02, 2011
Subsidiaries [Member]
Member interest, par value	$ 0.01	$ 0.01
Member interest, shares authorized	1,000	1,000
Member interest, shares issued	1	1
Member interest, shares authorized	1	1

XML



Condensed Consolidated Statements of Operations (USD $) In Thousands, except Per Share data	3 Months Ended		6 Months Ended
	Jul. 03, 2011	Jul. 04, 2010	Jul. 03, 2011	Jul. 04, 2010
The Wendy's Company [Member]
Depreciation and amortization			$ 82,269	$ 91,270
Impairment of long-lived assets			9,820	14,015
Net income	11,266	10,742	9,857	7,342
Basic and Diluted Earnings Per Share:
Earnings per share, basic and diluted	$ 0.03	$ 0.03	$ 0.02	$ 0.02
Dividends per share:	$ 0.02	$ 0.02	$ 0.04	$ 0.03
The Wendy's Company [Member] | Segment, Continuing Operations [Member]
Sales	544,237	532,411	1,053,523	1,045,158
Franchise revenues	78,222	75,023	151,401	146,990
Revenues	622,459	607,434	1,204,924	1,192,148
Cost of sales	464,798	442,314	903,669	873,651
General and administrative	74,456	74,081	149,141	156,421
Retention program and other transaction related costs	5,039	0	6,923	0
Depreciation and amortization	29,842	31,381	60,156	63,813
Impairment of long-lived assets	365	482	8,262	482
Other operating expense (income), net	525	229	1,322	1,173
Costs and expenses	575,025	548,487	1,129,473	1,095,540
Operating profit	47,434	58,947	75,451	96,608
Interest expense	(28,089)	(29,516)	(57,531)	(60,581)
Loss on early extinguishment of debt	0	(26,197)	0	(26,197)
Investment income (expense), net	148	5,048	185	5,177
Other income, net	189	885	405	1,953
Income from continuing operations before income taxes	19,682	9,167	18,510	16,960
(Provision for) benefit from income taxes	(8,308)	(3,725)	(7,432)	(4,207)
Income from continuing operations	11,374	5,442	11,078	12,753
Basic and Diluted Earnings Per Share:
Earnings per share, basic and diluted	$ 0.03	$ 0.02	$ 0.03	$ 0.03
The Wendy's Company [Member] | Segment, Discontinued Operations [Member]
Income (loss) from discontinued operations, net of income taxes	3,672	5,300	2,559	(5,411)
Loss on disposal of discontinued operations, net of income tax benefit	(3,780)	0	(3,780)	0
(Loss) income from discontinued operations, net of income taxes	(108)	5,300	(1,221)	(5,411)
Basic and Diluted Earnings Per Share:
Earnings per share, basic and diluted	$ 0.00	$ 0.01	$ (0.01)	$ (0.01)
Wendy's Restaurants, LLC [Member]
Depreciation and amortization			81,745	90,338
Impairment of long-lived assets			9,820	14,015
Net income	12,889	9,375	13,914	6,815
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member]
Sales	544,237	532,411	1,053,523	1,045,158
Franchise revenues	78,222	75,023	151,401	146,990
Revenues	622,459	607,434	1,204,924	1,192,148
Cost of sales	464,798	442,314	903,669	873,651
General and administrative	72,702	72,228	144,641	152,846
Retention program and other transaction related costs	4,692		5,971
Depreciation and amortization	29,783	30,915	59,632	62,881
Impairment of long-lived assets	365	482	8,262	482
Other operating expense (income), net	478	123	1,220	1,334
Costs and expenses	572,818	546,062	1,123,395	1,091,194
Operating profit	49,641	61,372	81,529	100,954
Interest expense	(27,868)	(29,171)	(57,083)	(59,897)
Loss on early extinguishment of debt	0	(26,197)	0	(26,197)
Other income, net	189	482	402	765
Income from continuing operations before income taxes	21,962	6,486	24,848	15,625
(Provision for) benefit from income taxes	(8,965)	(2,411)	(9,713)	(3,399)
Income from continuing operations	12,997	4,075	15,135	12,226
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member]
Income (loss) from discontinued operations, net of income taxes	3,672	5,300	2,559	(5,411)
Loss on disposal of discontinued operations, net of income tax benefit	(3,780)	0	(3,780)	0
(Loss) income from discontinued operations, net of income taxes	(108)	5,300	(1,221)	(5,411)
Segment, Continuing Operations [Member]
Retention program and other transaction related costs		$ 0		$ 0

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(16) Guarantor/Non-Guarantor Guarantor/Non-Guarantor - Statements of Cash Flows (Details) (USD $)	6 Months Ended
	Jul. 03, 2011	Jul. 04, 2010
Cash flows from investing activities:
Investment in international joint venture	$ (1,183,000)	$ 0
The Wendy's Company [Member]
Cash flows from operating activities:
Net income	9,857,000	7,342,000
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Depreciation and amortization	82,269,000	91,270,000
Net receipt of deferred vendor incentives	19,764,000	19,676,000
Impairment of long-lived assets	9,820,000	14,015,000
Distributions received from joint venture	6,501,000	5,793,000
Share-based compensation provision	6,660,000	6,651,000
Accretion of long-term debt	4,163,000	11,015,000
Non-cash rent expense (credit)	4,114,000	4,945,000
Write-off and amortization of deferred financing costs	3,509,000	8,846,000
Provision for (recovery of) doubtful accounts	1,568,000	3,576,000
Deferred income tax (benefit) provision, net	3,601,000	(4,053,000)
Changes in operating assets and liabilities:
Accounts and notes receivable	(5,575,000)	(7,016,000)
Inventories	(750,000)	616,000
Prepaid expenses and other current assets	(12,147,000)	(7,462,000)
Accounts payable	14,604,000	(14,006,000)
Net cash provided by operating activities	132,599,000	102,290,000
Cash flows from investing activities:
Capital expenditures	(55,966,000)	(52,730,000)
Business acquisitions	(6,613,000)	0
Proceeds from dispositions	2,565,000	4,111,000
Other, net	(208,000)	67,000
Net cash used in investing activities	(61,050,000)	(16,365,000)
Cash flows from financing activities:
Proceeds from long-term debt	0	497,661,000
Repayments of long-term debt	(34,768,000)	(466,362,000)
Deferred financing costs	(36,000)	(14,375,000)
Other, net	(119,000)	(430,000)
Net cash used in financing activities	(85,733,000)	(169,002,000)
Effect of exchange rate changes on cash	1,200,000	(262,000)
Net decrease in cash and cash equivalents	(12,984,000)	(83,339,000)
Cash and cash equivalents at beginning of period	512,508,000	591,719,000
Cash and cash equivalents at end of period	499,524,000	508,380,000
Wendy's Restaurants, LLC [Member]
Cash flows from operating activities:
Net income	13,914,000	6,815,000
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Equity in income from operations of subsidiaries	0	0
Depreciation and amortization	81,745,000	90,338,000
Net receipt of deferred vendor incentives	19,764,000	19,676,000
Impairment of long-lived assets	9,820,000	14,015,000
Tax sharing (receivable from) payable to parent, net	6,715,000	980,000
Distributions received from joint venture	6,501,000	5,793,000
Share-based compensation provision	6,162,000	6,227,000
Accretion of long-term debt	4,163,000	11,015,000
Non-cash rent expense (credit)	4,114,000	4,945,000
Write-off and amortization of deferred financing costs	3,503,000	8,836,000
Provision for (recovery of) doubtful accounts	1,568,000	3,576,000
Tax sharing receipt from (payment to) affiliate, net	0	0
Deferred income tax (benefit) provision, net	(118,000)	(3,433,000)
Other operating transactions with affiliates	(1,097,000)	(1,505,000)
Equity in earnings in joint venture	(5,100,000)	(4,480,000)
Tax sharing payment to The Wendy's Company	(13,078,000)	0
Other, net	(1,352,000)	71,000
Changes in operating assets and liabilities:
Accounts and notes receivable	(5,609,000)	(6,767,000)
Inventories	(750,000)	616,000
Prepaid expenses and other current assets	(12,226,000)	(7,801,000)
Accounts payable	14,148,000	(12,936,000)
Accrued expenses and other current liabilities	(7,405,000)	(27,537,000)
Net cash provided by operating activities	125,382,000	108,444,000
Cash flows from investing activities:
Capital expenditures	(55,966,000)	(52,730,000)
Business acquisitions	(6,613,000)	0
Investment in international joint venture	(1,183,000)	0
Proceeds from dispositions	2,565,000	4,111,000
Other, net	(225,000)	876,000
Net cash used in investing activities	(61,422,000)	(47,743,000)
Cash flows from financing activities:
Dividends paid to The Wendy's Company	0	(443,700,000)
Proceeds from long-term debt	0	497,661,000
Repayments of long-term debt	(33,981,000)	(458,576,000)
Capital contribution from Parent	0	0
Deferred financing costs	(36,000)	(14,375,000)
Net cash used in financing activities	(34,017,000)	(418,990,000)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	29,943,000	(358,289,000)
Effect of exchange rate changes on cash	1,200,000	(262,000)
Net decrease in cash and cash equivalents	31,143,000	(358,551,000)
Cash and cash equivalents at beginning of period	198,686,000	538,864,000
Cash and cash equivalents at end of period	229,829,000	180,313,000
Wendy's Restaurants, LLC [Member] | Parent [Member]
Cash flows from operating activities:
Net income	13,914,000	6,815,000
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Equity in income from operations of subsidiaries	(47,062,000)	(15,980,000)
Depreciation and amortization	5,027,000	6,225,000
Net receipt of deferred vendor incentives	0	0
Impairment of long-lived assets	0	0
Tax sharing (receivable from) payable to parent, net	(26,857,000)	(25,735,000)
Distributions received from joint venture	0	0
Share-based compensation provision	2,606,000	1,796,000
Accretion of long-term debt	1,087,000	734,000
Non-cash rent expense (credit)	0	0
Write-off and amortization of deferred financing costs	3,503,000	1,591,000
Provision for (recovery of) doubtful accounts	0	0
Tax sharing receipt from (payment to) affiliate, net	29,000,000	32,000,000
Deferred income tax (benefit) provision, net	(1,121,000)	0
Other operating transactions with affiliates	51,211,000	(37,830,000)
Equity in earnings in joint venture	0	0
Tax sharing payment to The Wendy's Company	(13,078,000)
Other, net	(15,000)	2,315,000
Changes in operating assets and liabilities:
Accounts and notes receivable	22,000	(41,000)
Inventories	0	0
Prepaid expenses and other current assets	(977,000)	(416,000)
Accounts payable	1,343,000	(229,000)
Accrued expenses and other current liabilities	1,131,000	(8,869,000)
Net cash provided by operating activities	19,734,000	(37,624,000)
Cash flows from investing activities:
Capital expenditures	(5,437,000)	(7,918,000)
Business acquisitions	0
Investment in international joint venture	0
Proceeds from dispositions	0	0
Other, net	0	0
Net cash used in investing activities	(5,437,000)	(7,918,000)
Cash flows from financing activities:
Dividends paid to The Wendy's Company		(148,700,000)
Proceeds from long-term debt		497,500,000
Repayments of long-term debt	(27,361,000)	(107,000)
Capital contribution from Parent	(30,000,000)	(474,569,000)
Deferred financing costs	(36,000)	(14,375,000)
Net cash used in financing activities	(57,397,000)	(140,251,000)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	(43,100,000)	(185,793,000)
Effect of exchange rate changes on cash	0	0
Net decrease in cash and cash equivalents	(43,100,000)	(185,793,000)
Cash and cash equivalents at beginning of period	79,355,000	237,607,000
Cash and cash equivalents at end of period	36,255,000	51,814,000
Wendy's Restaurants, LLC [Member] | Guarantor Subsidiaries [Member]
Cash flows from operating activities:
Net income	47,062,000	15,980,000
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Equity in income from operations of subsidiaries	(5,551,000)	(6,799,000)
Depreciation and amortization	71,473,000	79,038,000
Net receipt of deferred vendor incentives	19,764,000	19,676,000
Impairment of long-lived assets	9,448,000	14,015,000
Tax sharing (receivable from) payable to parent, net	33,572,000	26,715,000
Distributions received from joint venture	0	0
Share-based compensation provision	3,556,000	4,431,000
Accretion of long-term debt	3,076,000	10,281,000
Non-cash rent expense (credit)	4,265,000	5,096,000
Write-off and amortization of deferred financing costs	0	7,245,000
Provision for (recovery of) doubtful accounts	1,659,000	3,788,000
Tax sharing receipt from (payment to) affiliate, net	(29,000,000)	(32,000,000)
Deferred income tax (benefit) provision, net	1,003,000	(3,433,000)
Other operating transactions with affiliates	(50,388,000)	36,476,000
Equity in earnings in joint venture		0
Tax sharing payment to The Wendy's Company	0
Other, net	(295,000)	(529,000)
Changes in operating assets and liabilities:
Accounts and notes receivable	(4,516,000)	(6,793,000)
Inventories	(731,000)	552,000
Prepaid expenses and other current assets	(10,387,000)	(6,505,000)
Accounts payable	10,930,000	(11,445,000)
Accrued expenses and other current liabilities	(5,799,000)	(14,406,000)
Net cash provided by operating activities	99,141,000	141,383,000
Cash flows from investing activities:
Capital expenditures	(47,862,000)	(41,876,000)
Business acquisitions	(6,613,000)
Investment in international joint venture	0
Proceeds from dispositions	2,565,000	4,111,000
Other, net	(208,000)	50,000
Net cash used in investing activities	(52,118,000)	(37,715,000)
Cash flows from financing activities:
Dividends paid to The Wendy's Company		(295,000,000)
Proceeds from long-term debt		161,000
Repayments of long-term debt	(6,539,000)	(458,370,000)
Capital contribution from Parent	30,000,000	474,569,000
Deferred financing costs	0	0
Net cash used in financing activities	23,461,000	(278,640,000)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	70,484,000	(174,972,000)
Effect of exchange rate changes on cash	0	0
Net decrease in cash and cash equivalents	70,484,000	(174,972,000)
Cash and cash equivalents at beginning of period	88,936,000	268,762,000
Cash and cash equivalents at end of period	159,420,000	93,790,000
Wendy's Restaurants, LLC [Member] | Non-Guarantor Subsidiaries [Member]
Cash flows from operating activities:
Net income	5,551,000	6,799,000
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Equity in income from operations of subsidiaries	0	0
Depreciation and amortization	5,245,000	5,075,000
Net receipt of deferred vendor incentives	0	0
Impairment of long-lived assets	372,000	0
Tax sharing (receivable from) payable to parent, net	0	0
Distributions received from joint venture	6,501,000	5,793,000
Share-based compensation provision	0	0
Accretion of long-term debt	0	0
Non-cash rent expense (credit)	(151,000)	(151,000)
Write-off and amortization of deferred financing costs	0	0
Provision for (recovery of) doubtful accounts	(91,000)	(212,000)
Tax sharing receipt from (payment to) affiliate, net	0	0
Deferred income tax (benefit) provision, net	0	0
Other operating transactions with affiliates	(1,920,000)	(151,000)
Equity in earnings in joint venture	(5,100,000)	(4,480,000)
Tax sharing payment to The Wendy's Company	0
Other, net	(1,042,000)	(1,715,000)
Changes in operating assets and liabilities:
Accounts and notes receivable	(1,115,000)	67,000
Inventories	(19,000)	64,000
Prepaid expenses and other current assets	(862,000)	(880,000)
Accounts payable	1,875,000	(1,262,000)
Accrued expenses and other current liabilities	(2,737,000)	(4,262,000)
Net cash provided by operating activities	6,507,000	4,685,000
Cash flows from investing activities:
Capital expenditures	(2,667,000)	(2,936,000)
Business acquisitions	0
Investment in international joint venture	(1,183,000)
Proceeds from dispositions	0	0
Other, net	(17,000)	826,000
Net cash used in investing activities	(3,867,000)	(2,110,000)
Cash flows from financing activities:
Dividends paid to The Wendy's Company		0
Proceeds from long-term debt		0
Repayments of long-term debt	(81,000)	(99,000)
Capital contribution from Parent	0	0
Deferred financing costs	0	0
Net cash used in financing activities	(81,000)	(99,000)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	2,559,000	2,476,000
Effect of exchange rate changes on cash	1,200,000	(262,000)
Net decrease in cash and cash equivalents	3,759,000	2,214,000
Cash and cash equivalents at beginning of period	30,395,000	32,495,000
Cash and cash equivalents at end of period	34,154,000	34,709,000
Wendy's Restaurants, LLC [Member] | Consolidation, Eliminations [Member]
Cash flows from operating activities:
Net income	(52,613,000)	(22,779,000)
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities:
Equity in income from operations of subsidiaries	52,613,000	22,779,000
Depreciation and amortization	0	0
Net receipt of deferred vendor incentives	0	0
Impairment of long-lived assets	0	0
Tax sharing (receivable from) payable to parent, net	0	0
Distributions received from joint venture	0	0
Share-based compensation provision	0	0
Accretion of long-term debt	0	0
Non-cash rent expense (credit)	0	0
Write-off and amortization of deferred financing costs	0	0
Provision for (recovery of) doubtful accounts	0	0
Tax sharing receipt from (payment to) affiliate, net	0	0
Deferred income tax (benefit) provision, net	0	0
Other operating transactions with affiliates	0	0
Equity in earnings in joint venture	0	0
Tax sharing payment to The Wendy's Company	0
Other, net	0	0
Changes in operating assets and liabilities:
Accounts and notes receivable	0	0
Inventories	0	0
Prepaid expenses and other current assets	0	0
Accounts payable	0	0
Accrued expenses and other current liabilities	0	0
Net cash provided by operating activities	0	0
Cash flows from investing activities:
Capital expenditures	0	0
Business acquisitions	0
Investment in international joint venture	0
Proceeds from dispositions	0	0
Other, net	0	0
Net cash used in investing activities	0	0
Cash flows from financing activities:
Dividends paid to The Wendy's Company		0
Proceeds from long-term debt		0
Repayments of long-term debt	0	0
Capital contribution from Parent	0	0
Deferred financing costs	0	0
Net cash used in financing activities	0	0
Net cash (used in) provided by operations before effect of exchange rate changes on cash	0	0
Effect of exchange rate changes on cash	0	0
Net decrease in cash and cash equivalents	0	0
Cash and cash equivalents at beginning of period	0	0
Cash and cash equivalents at end of period	$ 0	$ 0

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(5) Investment in Joint Venture with Tim Horton's, Inc. (Tables)

6 Months Ended

Jul. 03, 2011

Investment in Joint Venture with Tim Horton's, Inc [Abstract]

Investment in Joint Venture with Tim Horton's, Inc.

	Six Months Ended
	July 3, 2011			July 4, 2010
Balance at beginning of period (a)	$	98,631		$	97,476
Equity in earnings for the period	6,588			5,913
Amortization of purchase price adjustments	(1,371		)	(1,433		)
	5,217			4,480
Distributions received	(6,501		)	(5,793		)
Currency translation adjustment included in “Comprehensive    income”	3,990			(592		)
Balance at end of period (a)	$	101,337		$	95,571
_____________________
(a) Included in “Investments.”

	July 3, 2011		July 4, 2010
Balance sheet information:
Properties	C$	76,837	C$	80,988
Cash and cash equivalents	2,503		1,244
Accounts receivable	5,103		4,258
Other	2,755		3,621
	C$	87,198	C$	90,111
Accounts payable and accrued liabilities	C$	951	C$	1,218
Other liabilities	9,100		8,926
Partners’ equity	77,147		79,967
	C$	87,198	C$	90,111

	Six Months Ended
	July 3, 2011		July 4, 2010
Income statement information:
Revenues	C$	18,985	C$	18,619
Income before income taxes and net income	13,219		12,014

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Document and Entity Information Document	6 Months Ended
	Jul. 03, 2011	Aug. 05, 2011
Entity Information [Line Items]
Entity Registrant Name	WENDY'S CO
Entity Central Index Key	0000030697
Current Fiscal Year End Date	--01-01
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Jul. 03, 2011
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		396,140,434
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Subsidiaries [Member]
Entity Information [Line Items]
Entity Registrant Name	WENDY'S RESTAURANTS, LLC
Entity Central Index Key	0001467974
Entity Filer Category	Non-accelerated Filer

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(12) Transactions with Related Parties (Details) (USD $)	3 Months Ended	6 Months Ended
	Jan. 02, 2011 sqft	Jul. 03, 2011 options		Jul. 04, 2010		Jan. 01, 2011
The Wendy's Company [Member] | Segment, Continuing Operations [Member] | General and Administrative Expense [Member] | The Management Company [Member]
Related Party Transaction [Line Items]
Subleases with related parties		$ (818,000)	[1]	$ (823,000)	[1]
Advisory fees		500,000	[2]	500,000	[2]
Liquidation services agreement, related party		220,000	[3]	220,000	[3]
Sublease, Number of Floors		2
Number of Installments		2
Liquidation Agreement Services, Amount Paid		900,000
The Wendy's Company [Member] | Segment, Continuing Operations [Member] | General and Administrative Expense [Member] | TASCO [Member]
Related Party Transaction [Line Items]
Executive use of corporate aircraft		(60,000)	[4]	(60,000)	[4]
Monthly Sublease Income, Revised		13,000
Extended Option for Aircraft Lease		1 year
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member]
Related Party Transaction [Line Items]
Subleases with related parties		(82,000)	[5]	(64,000)	[5]
Dividends paid		0	[6]	443,700,000	[6]
Tax sharing payment to parent		13,078,000	[7]	0	[7]
Share-based compensation		4,961,000	[8]	4,470,000	[8]
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | General and Administrative Expense [Member]
Related Party Transaction [Line Items]
Expense under management services agreement		2,521,000	[9]	2,509,000	[9]
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | General and Administrative Expense [Member] | SSG [Member]
Related Party Transaction [Line Items]
SSG Agreement		(2,275,000)	[10]	4,900,000	[10]
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | SSG [Member]
Related Party Transaction [Line Items]
Commitment to Pay Expenses		5,145,000
Commitment to pay expenses, commitment period, in months		24
Operating Leases, Income Statement, Sublease Revenue		23,000		8,000
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | QSCC [Member]
Related Party Transaction [Line Items]
Sublease, Date of Agreement						1/1/2011
Square Footage of Real Estate Property	14,333
Period of Lease (Years)		1 year
Revised Annual Base Rental						176,000
Number of Renewal Options, Lease		5
Operating Leases, Income Statement, Sublease Revenue		59,000		56,000
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | The Management Company [Member]
Related Party Transaction [Line Items]
Advisory fees		0	[2]	2,465,000	[2]
The Wendy's Company [Member]
Related Party Transaction [Line Items]
Share-based compensation		6,660,000		6,651,000
Wendy's Restaurants, LLC [Member]
Related Party Transaction [Line Items]
Dividends paid		0		443,700,000
Tax sharing payment to parent		13,078,000		0
Share-based compensation		$ 6,162,000		$ 6,227,000

[1] The Wendy’s Company recognized income of $818 and $823 from the Management Company under subleases, which expire in May 2012, for office space on two of the floors of the Company’s former New York headquarters for the first six months of 2011 and 2010, respectively, which has been recorded as a reduction of “General and administrative.”

[2] The Companies paid approximately $2,465 in the second quarter of 2010 in fees for corporate finance advisory services in connection with the negotiation and execution of the Wendy’s Restaurants credit agreement. In addition, The Wendy’s Company incurred service fees of $500 in the first six months of 2011 and 2010, which are included in “General and administrative.” These fees were paid to a management company (the “Management Company”) which was formed by our Chairman, who was our former Chief Executive Officer, and our Vice Chairman, who was our former President and Chief Operating Officer, and a director, who was our former Vice Chairman, in connection with a services agreement which expired on June 30, 2011.

[3] The Wendy’s Company paid the Management Company a fee of $900 in two installments in June 2009 and 2010, which was deferred and amortized through its June 30, 2011 expiration date for assistance in the sale, liquidation, or other disposition of certain of our investments. $220 was amortized and recorded in “General and administrative” in the first six months of 2011 and 2010.

[4] On June 29, 2011, The Wendy’s Company and TASCO, LLC, an affiliate of the Management Company, entered into an agreement to extend an aircraft lease agreement for an additional one year period (expiring on June 30, 2012) for an increased monthly rent of $13. Under the extended lease agreement, TASCO, LLC continues to be responsible for operating costs related to the aircraft’s usage. The Wendy’s Company received lease income of $60 in the first half of 2011 and 2010, which is included as an offset to “General and administrative.” We intend to dispose of the Company-owned aircraft leased under the lease agreement discussed above as soon as practicable. As of July 3, 2011, the aircraft has a carrying value that approximates its fair value, is classified as held-for-sale, and is included in “Prepaid expenses and other current assets.”

[5] Wendy’s and QSCC entered into a sublease amendment, effective January 1, 2011, which increased the office space subleased to QSCC to 14,333 square feet for a one year period for a revised annual base rental of $176 with five one-year renewal options.The Companies received $23 and $8 of sublease income from SSG and $59 and $56 of sublease income from QSCC during the first six months of 2011 and 2010, respectively.

[6] Wendy’s Restaurants paid cash dividends to The Wendy’s Company which were charged to “Invested equity.”

[7] Wendy’s Restaurants made cash payments to The Wendy’s Company under a tax sharing agreement, as discussed in more detail in Note 8.

[8] Wendy’s Restaurants incurs share based compensation costs for The Wendy’s Company Common Stock awards issued to certain employees under The Wendy’s Company various equity plans. Such compensation cost is allocated by The Wendy’s Company to Wendy’s Restaurants and is correspondingly recorded as capital contributions from The Wendy’s Company.

[9] Wendy’s Restaurants incurred $2,521 and $2,509 for management services during the first six months of 2011 and 2010, respectively. Such fees are included in “General and administrative” and are settled through Wendy’s Restaurants’ intercompany account with The Wendy’s Company.

[10] As agreed by its board of directors in March 2011, effective April 2011 the activities of Strategic Sourcing Group Co-op, LLC (“SSG”) were transferred to the Wendy’s independent purchasing cooperative, Quality Supply Chain Co-op (“QSCC”), and Arby’s independent purchasing cooperative (“ARCOP”), which, following the sale of Arby’s, is no longer a related party. Wendy’s Restaurants had committed to pay approximately $5,145 of SSG expenses, of which $4,900 was expensed in the first quarter of 2010, and was to be paid over a 24 month period through March 2012. During the first quarter of 2011, the remaining accrued commitment of $2,275 was reversed and credited to “General and administrative.”

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(9) Income Per Share (Tables)

6 Months Ended

Jul. 03, 2011

Loss Per Share [Abstract]

Number of shares used to calculate basic and diluted income per share

	Three Months Ended		Six Months Ended
	July 3, 2011	July 4, 2010	July 3, 2011	July 4, 2010
Common Stock:
Weighted average basic shares outstanding	417,676	425,594	418,098	434,460
Dilutive effect of stock options and restricted shares	1,563	973	1,317	1,068
Weighted average diluted shares outstanding	419,239	426,567	419,415	435,528

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(11) Guarantees and Other Commitments and Contingencies Commitment to Fund, Breakfast Expansion (Details) (Wendy's Restaurants, LLC [Member], USD $) In Thousands	Jul. 03, 2011
Wendy's Restaurants, LLC [Member]
Funding Commitment [Line Items]
Commitment to Fund, Per Restaurant	$ 25
Commitment to Fund Programs, Maximum	20,000
Loan Commitment, Outstanding	0
Expenditures for Equipment Leased to Franchisees	1,900
Expenditure Related to Breakfast Expansion Program, Expected	7,000
Royalties Required to be Reinvested, Expected	$ 6,000

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(7) Impairment of Long-Lived Assets

6 Months Ended

Jul. 03, 2011

Impairment of Long Lived Assets [Abstract]

Impairment of Long Lived Assets Held for Use

Impairment of Long-Lived Assets

Wendy’s company-owned restaurant impairment losses included in the table below for the three months and six months ended July 3, 2011 predominantly reflected impairment charges on restaurant level assets resulting from the deterioration in operating performance of certain restaurants, and additional charges for capital improvements in restaurants impaired in prior years which did not subsequently recover.

These impairment losses represented the excess of the carrying amount over the fair value of the affected assets and are included in “Impairment of long-lived assets.”  The fair values of impaired assets in the table below were generally estimated based on the present values of the associated cash flows and on market value with respect to land (Level 3 inputs).

	Three Months Ended				Six Months Ended
	July 3, 2011		July 4, 2010		July 3, 2011		July 4, 2010
Impairment of company-owned restaurants:
Properties	$	365	$	75	$	6,449	$	75
Intangible assets	—		407		1,813		407
	$	365	$	482	$	8,262	$	482

Arby’s company-owned restaurant impairment losses of $1,932 and $13,533 for the three months and six months ended July 4, 2010, respectively, predominantly reflected impairment charges on restaurant level assets resulting from the deterioration in operating performance of certain restaurants, and additional charges for capital improvements in restaurants impaired in prior years which did not subsequently recover. These impairment losses represented the excess of the carrying amount over the fair value of the affected assets and are included in discontinued operations.

The fair values of impaired assets were generally estimated based on the present values of the associated cash flows and on market value with respect to land (Level 3 inputs). Arby’s impairment losses for the three months and six months ended July 3, 2011 were not significant. See Note 2 for more information on discontinued operations.

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(10) Debt and Equity (Tables)

6 Months Ended

Jul. 03, 2011

The Wendy's Company [Member]

Entity Information [Line Items]

Summary of Stockholders' Equity

	Six Months Ended
	July 3, 2011			July 4, 2010
Balance, beginning of year	$	2,163,174		$	2,336,339
Comprehensive income (a)	17,729			5,816
Share-based compensation	6,660			6,651
Exercises of stock options	3,283			923
Dividends paid	(16,750		)	(12,989		)
Repurchases of common stock for treasury	(46,622		)	(167,744		)
Other	(52		)	(512		)
Balance, end of the period	$	2,127,422		$	2,168,484

_______________

(a) The following is a summary of the components of comprehensive income, net of income taxes:

	Six Months Ended
	July 3, 2011			July 4, 2010
Net income	$	9,857		$	7,342
Net change in currency translation adjustment	7,918			(1,562		)
Net unrealized losses on available-for-sale securities	—			(59		)
Change in net unrecognized pension loss	(46		)	95
Other comprehensive income (loss)	7,872			(1,526		)
Comprehensive income	$	17,729		$	5,816

Wendy's Restaurants, LLC [Member]

Entity Information [Line Items]

Summary of Invested Equity

	Six Months Ended
	July 3, 2011		July 4, 2010
Balance, beginning of year	$	1,776,630	$	2,197,907
Comprehensive income (a)	22,131		5,264
Share-based compensation	6,162		6,227
Dividends paid to The Wendy’s Company	—		(443,700		)
Other	—		(76		)
Balance, end of the period	$	1,804,923	$	1,765,622

_______________

(a) The following is a summary of the components of comprehensive income, net of income taxes:

	Six Months Ended
	July 3, 2011		July 4, 2010
Net income	$	13,914	$	6,815
Net change in currency translation adjustment	7,918		(1,562		)
Change in net unrecognized pension loss (b)	299		11
Other comprehensive income (loss)	8,217		(1,551		)
Comprehensive income	$	22,131	$	5,264

(b) Includes the reclassification of the change in net unrecognized pension loss related to Arby’s pension liability to a subsidiary of The Wendy’s Company.

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(10) Debt and Equity (Details) (USD $) In Thousands	6 Months Ended		3 Months Ended				6 Months Ended
	Jul. 03, 2011 Wendy's Restaurants, LLC [Member]	Jul. 04, 2010 Wendy's Restaurants, LLC [Member]	Apr. 03, 2011 Wendy's Restaurants, LLC [Member] Wendy's Restaurants term loan [Member] (d) Secured Debt [Member]	Jul. 04, 2010 Wendy's Restaurants, LLC [Member] Secured Debt [Member]	Jul. 04, 2010 Wendy's Restaurants, LLC [Member] Wendy's 6.25% Senior Notes [Member]	Jul. 04, 2010 Wendy's Restaurants, LLC [Member] Debt Instrument 10 [Member]	Jul. 03, 2011 The Wendy's Company [Member]	Jul. 04, 2010 The Wendy's Company [Member]
Debt Instrument [Line Items]
Repayments of long-term debt	$ 33,981	$ 458,576	$ 24,874				$ 34,768	$ 466,362
Loss on early extinguishment of debt				26,197
Required premium payment to redeem notes					14,953
Write-off of unaccreted discount					5,477
Write off of deferred debt issuance cost						$ 5,767

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(6) Fair Value of Financial Instruments Fair Value of Financial Instruments Measured on Nonrecurring Basis (Details) (Fair Value, Measurements, Nonrecurring [Member], USD $) In Thousands	6 Months Ended
	Jul. 03, 2011
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Properties	$ 575
Other intangible assets	0
Long-lived assets measured at fair value	575
Impairment of long-lived assets	8,262
Property, Plant and Equipment [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impairment of long-lived assets	6,449
Other Intangible Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impairment of long-lived assets	1,813
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Properties	0
Other intangible assets	0
Long-lived assets measured at fair value	0
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Properties	0
Other intangible assets	0
Long-lived assets measured at fair value	0
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Properties	575
Other intangible assets	0
Long-lived assets measured at fair value	$ 575

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(7) Impairment of Long-Lived Assets (Tables)

6 Months Ended

Jul. 03, 2011

Impairment of Long Lived Assets [Abstract]

Details of Impairment of Long-Lived Assets Held and Used by Asset

	Three Months Ended				Six Months Ended
	July 3, 2011		July 4, 2010		July 3, 2011		July 4, 2010
Impairment of company-owned restaurants:
Properties	$	365	$	75	$	6,449	$	75
Intangible assets	—		407		1,813		407
	$	365	$	482	$	8,262	$	482

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(12) Transactions with Related Parties

6 Months Ended

Jul. 03, 2011

Transactions with Related Parties [Abstract]

Related Party Transactions Disclosure [Text Block]

Transactions with Related Parties

The following is a summary of ongoing transactions between the Companies and their related parties which are included in continuing operations and includes any updates and amendments since those reported in the Form 10-K:

	Six Months Ended
	July 3, 2011			July 4, 2010
SSG agreement (a)	$	(2,275	)	$	4,900
Subleases with related parties (b)	(82		)	(64		)
Advisory fees (c)	—			2,465
(The Wendy’s Company)
Advisory fees (c)	$	500		$	500
Sublease income (d)	(818		)	(823		)
Executive use of corporate aircraft (e)	(60		)	(60		)
Liquidation services agreement (f)	220			220

___________________

Transactions with Purchasing Cooperatives

(a) As agreed by its board of directors in March 2011, effective April 2011 the activities of Strategic Sourcing Group Co-op, LLC (“SSG”) were transferred to the Wendy’s independent purchasing cooperative, Quality Supply Chain Co-op (“QSCC”), and Arby’s independent purchasing cooperative (“ARCOP”), which, following the sale of Arby’s, is no longer a related party. Wendy’s Restaurants had committed to pay approximately $5,145 of SSG expenses, of which $4,900 was expensed in the first quarter of 2010, and was to be paid over a 24 month period through March 2012. During the first quarter of 2011, the remaining accrued commitment of $2,275 was reversed and credited to “General and administrative.”

(b) Wendy’s and QSCC entered into a sublease amendment, effective January 1, 2011, which increased the office space subleased to QSCC to 14,333 square feet for a one year period for a revised annual base rental of $176 with five one-year renewal options.

The Companies received $23 and $8 of sublease income from SSG and $59 and $56 of sublease income from QSCC during the first six months of 2011 and 2010, respectively.

Transactions with the Management Company

(c) The Companies paid approximately $2,465 in the second quarter of 2010 in fees for corporate finance advisory services in connection with the negotiation and execution of the Wendy’s Restaurants credit agreement.

In addition, The Wendy’s Company incurred service fees of $500 in the first six months of 2011 and 2010, which are included in “General and administrative.”

These fees were paid to a management company (the “Management Company”) which was formed by our Chairman, who was our former Chief Executive Officer, and our Vice Chairman, who was our former President and Chief Operating Officer, and a director, who was our former Vice Chairman, in connection with a services agreement which expired on June 30, 2011.

(d) The Wendy’s Company recognized income of $818 and $823 from the Management Company under subleases, which expire in May 2012, for office space on two of the floors of the Company’s former New York headquarters for the first six months of 2011 and 2010, respectively, which has been recorded as a reduction of “General and administrative.”

(e) On June 29, 2011, The Wendy’s Company and TASCO, LLC, an affiliate of the Management Company, entered into an agreement to extend an aircraft lease agreement for an additional one year period (expiring on June 30, 2012) for an increased monthly rent of $13. Under the extended lease agreement, TASCO, LLC continues to be responsible for operating costs related to the aircraft’s usage. The Wendy’s Company received lease income of $60 in the first half of 2011 and 2010, which is included as an offset to “General and administrative.” 

We intend to dispose of the Company-owned aircraft leased under the lease agreement discussed above as soon as practicable. As of July 3, 2011, the aircraft has a carrying value that approximates its fair value, is classified as held-for-sale, and is included in “Prepaid expenses and other current assets.”

(f) The Wendy’s Company paid the Management Company a fee of $900 in two installments in June 2009 and 2010, which was deferred and amortized through its June 30, 2011 expiration date for assistance in the sale, liquidation, or other disposition of certain of our investments. $220 was amortized and recorded in “General and administrative” in the first six months of 2011 and 2010.

(Wendy’s Restaurants)

The following is a summary of continuing transactions between Wendy’s Restaurants and The Wendy’s Company:

	Six Months Ended
	July 3, 2011		July 4, 2010
Dividends paid (g)	$	—	$	443,700
Other transactions:
Payments for Federal and state income tax (h)	13,078		—
Share-based compensation (i)	4,961		4,470
Expense under management service agreements (j)	2,521		2,509

_____________________

(g) Wendy’s Restaurants paid cash dividends to The Wendy’s Company which were charged to “Invested equity.”

(h) Wendy’s Restaurants made cash payments to The Wendy’s Company under a tax sharing agreement, as discussed in more detail in Note 8.

(i) Wendy’s Restaurants incurs share based compensation costs for The Wendy’s Company Common Stock awards issued to certain employees under The Wendy’s Company various equity plans. Such compensation cost is allocated by The Wendy’s Company to Wendy’s Restaurants and is correspondingly recorded as capital contributions from The Wendy’s Company.

(j) Wendy’s Restaurants incurred $2,521 and $2,509 for management services during the first six months of 2011 and 2010, respectively. Such fees are included in “General and administrative” and are settled through Wendy’s Restaurants’ intercompany account with The Wendy’s Company.

As a result of the sale of Arby’s, Arby’s and its affiliates are no longer considered related parties. Prior to the sale, the transactions between Arby’s and its non-consolidated affiliates were not material.

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(3) Acquisitions and Dispositions

6 Months Ended

Jul. 03, 2011

Acquisitions and Dispositions [Abstract]

Acquisitions and Dispositions

Acquisitions and Other Dispositions

During the first half of 2011, Wendy’s acquired the operating assets, net of liabilities assumed, of nine Wendy’s franchised restaurants in three separate acquisitions. The total consideration for these acquisitions before post closing adjustments was $7,673 consisting of (1) $6,613 of cash, net of $55 of cash acquired, and (2) the issuance of a note payable of $1,060. The total consideration was allocated to net tangible and identifiable intangible assets acquired, primarily property, and liabilities assumed based on their estimated fair values with the excess of $3,689 recognized as goodwill.

Other restaurant acquisitions and dispositions during the periods presented were not significant.

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(6) Fair Value of Financial Instruments (Details) (USD $) In Thousands	Jul. 03, 2011
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	$ 222,753
Restricted cash equivalents: Current - included in 'Prepaid expenses and other current assets'	769
Restricted cash equivalents: Non-current - included in 'Deferred costs and other assets'	3,482
Non-current cost investments	3,792
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Fair Value Hedging [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Interest rate swaps	10,493
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	222,753	[1]
Restricted cash equivalents: Current - included in 'Prepaid expenses and other current assets'	769	[1]
Restricted cash equivalents: Non-current - included in 'Deferred costs and other assets'	3,482	[1]
Non-current cost investments	5,596	[2]
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Fair Value Hedging [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Interest rate swaps	10,493	[3]
The Wendy's Company [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	492,448
Restricted cash equivalents: Current - included in 'Prepaid expenses and other current assets'	769
Restricted cash equivalents: Non-current - included in 'Deferred costs and other assets'	4,168
Non-current cost investments	8,382
The Wendy's Company [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Fair Value Hedging [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Interest rate swaps	10,493
The Wendy's Company [Member] | Portion at Fair Value, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	492,448	[1]
Restricted cash equivalents: Current - included in 'Prepaid expenses and other current assets'	769	[1]
Restricted cash equivalents: Non-current - included in 'Deferred costs and other assets'	4,168	[1]
Non-current cost investments	19,598	[2]
Corporate [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	269,695
Restricted cash equivalents: Current - included in 'Prepaid expenses and other current assets'	0
Restricted cash equivalents: Non-current - included in 'Deferred costs and other assets'	686
Non-current cost investments	4,590
Corporate [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Fair Value Hedging [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Interest rate swaps	0
Corporate [Member] | Portion at Fair Value, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Cash and cash equivalents	269,695	[1]
Restricted cash equivalents: Current - included in 'Prepaid expenses and other current assets'	0	[1]
Restricted cash equivalents: Non-current - included in 'Deferred costs and other assets'	686	[1]
Non-current cost investments	14,002	[2]
Corporate [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | Fair Value Hedging [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Interest rate swaps	$ 0	[3]

[1] The carrying amounts approximated fair value due to the short-term maturities of the cash equivalents or restricted cash equivalents.

[2] Fair value of these investments was based entirely on statements of account received from investment managers or investees which were principally based on quoted market or broker/dealer prices. To the extent that some of these investments, including the underlying investments in investment limited partnerships, do not have available quoted market or broker/dealer prices, the Companies relied on valuations performed by the investment managers or investees in valuing those investments or third-party appraisals.

[3] The fair values were based on information provided by the bank counterparties that is model-driven and whose inputs were observable or whose significant value drivers were observable.

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(9) Income Per Share

6 Months Ended

Jul. 03, 2011

Loss Per Share [Abstract]

Income Per Share

Income Per Share

(The Wendy’s Company)

Basic income per share for the three months and six months ended July 3, 2011 and July 4, 2010 was computed by dividing net income by the weighted average number of common shares outstanding.

The weighted average number of shares used to calculate basic and diluted income per share was as follows:

	Three Months Ended		Six Months Ended
	July 3, 2011	July 4, 2010	July 3, 2011	July 4, 2010
Common Stock:
Weighted average basic shares outstanding	417,676	425,594	418,098	434,460
Dilutive effect of stock options and restricted shares	1,563	973	1,317	1,068
Weighted average diluted shares outstanding	419,239	426,567	419,415	435,528

Diluted income per share for the three months and six months ended July 3, 2011 and July 4, 2010 was computed by dividing income by the weighted average number of basic shares outstanding plus the potential common share effect of dilutive stock options and of restricted shares, computed using the treasury stock method. For the three months and six months ended July 3, 2011, we excluded 15,250 and 18,295, respectively, of potential common shares from our diluted per share calculation as they would have had anti-dilutive effects. For the three months and six months ended July 4, 2010, we excluded 15,796 and 16,048, respectively, of potential common shares from our diluted per share calculation as they would have had anti-dilutive effects.

As of July 3, 2011, our potential common shares consisted of the following: (1) outstanding stock options which can be exercised into 31,420 shares of our Common Stock and (2) 4,107 restricted shares of our Common Stock.

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(14) Retention and Other Transaction Costs

6 Months Ended

Jul. 03, 2011

Retention and Other Transaction Costs [Abstract]

Retention and Other Transaction Costs

Retention Program and Other Transaction Related Costs

During the three months and six months ended July 3, 2011, Wendy’s Restaurants incurred “Retention program and other transaction related costs” of $4,692 and $5,971, which are included in the total $5,039 and $6,923, both respectively, incurred by The Wendy’s Company for an employee retention program resulting from our strategic alternatives announcement regarding Arby’s, the elimination of a senior executive position and certain other professional fees. During the third quarter of 2011, the Companies will incur additional costs of approximately $5,100 under the retention program which were contingent upon the closing of the sale of Arby’s. Additional retention payments aggregating $700 to two corporate executives will be incurred in the third quarter of 2011 and will be expensed over the related service periods of six and nine months.

In the third quarter of 2011, the Companies will incur $1,780 in bonus costs upon the closing of the sale of Arby’s and will recognize $1,073 in compensation costs for accelerated vesting of stock options and restricted stock ($683 of such bonus costs and $891 of such compensation costs will be included in discontinued operations). In addition, we anticipate we will incur (i) employee relocation costs of approximately $2,400 related to the relocation of our corporate offices during the second half of 2011 and (ii) compensation costs of $1,500 due to the relocation of a corporate executive anticipated to take place during the third quarter of 2011 which, in accordance with its terms, will be expensed over the three year period following this executive’s relocation.

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(10) Debt and Equity

6 Months Ended

Jul. 03, 2011

Debt and Equity [Abstract]

Debt and Equity

Debt and Equity

Debt

The Wendy’s Restaurants senior secured term loan facility (the “Term Loan”), which is part of the credit agreement entered into in May 2010 and is further described in the Form 10-K, requires prepayments of principal amounts resulting from certain events and on an annual basis from Wendy’s Restaurants excess cash flow as defined under the Term Loan. An excess cash flow payment for fiscal 2010 of $24,874 was paid in the first quarter of 2011. As set forth in the Term Loan, Wendy’s Restaurants currently anticipates that it will not be required to utilize any portion of the proceeds from the sale of Arby’s described in Note 2 as a Term Loan prepayment.

In the second quarter of 2010 the Companies recognized a loss on early extinguishment of debt of $26,197 related to the repayment of debt from the proceeds of the Term Loan as discussed above. This loss consisted of (1) a $14,953 premium payment required to redeem the Wendy’s 6.25% senior notes, (2) $5,477 for the write-off of the unaccreted discount of the Wendy’s 6.25% senior notes (recorded in connection with the Wendy’s merger), and (3) $5,767 for the write-off of deferred costs associated with the repayment of the Wendy’s Restaurants prior senior secured term loan.

Stockholders’ Equity

(The Wendy’s Company)

The following is a summary of the changes in stockholders’ equity:

	Six Months Ended
	July 3, 2011			July 4, 2010
Balance, beginning of year	$	2,163,174		$	2,336,339
Comprehensive income (a)	17,729			5,816
Share-based compensation	6,660			6,651
Exercises of stock options	3,283			923
Dividends paid	(16,750		)	(12,989		)
Repurchases of common stock for treasury	(46,622		)	(167,744		)
Other	(52		)	(512		)
Balance, end of the period	$	2,127,422		$	2,168,484

_______________

(a) The following is a summary of the components of comprehensive income, net of income taxes:

	Six Months Ended
	July 3, 2011			July 4, 2010
Net income	$	9,857		$	7,342
Net change in currency translation adjustment	7,918			(1,562		)
Net unrealized losses on available-for-sale securities	—			(59		)
Change in net unrecognized pension loss	(46		)	95
Other comprehensive income (loss)	7,872			(1,526		)
Comprehensive income	$	17,729		$	5,816

Invested Equity

(Wendy’s Restaurants)

The following is a summary of the changes in invested equity:

	Six Months Ended
	July 3, 2011		July 4, 2010
Balance, beginning of year	$	1,776,630	$	2,197,907
Comprehensive income (a)	22,131		5,264
Share-based compensation	6,162		6,227
Dividends paid to The Wendy’s Company	—		(443,700		)
Other	—		(76		)
Balance, end of the period	$	1,804,923	$	1,765,622

_______________

(a) The following is a summary of the components of comprehensive income, net of income taxes:

	Six Months Ended
	July 3, 2011		July 4, 2010
Net income	$	13,914	$	6,815
Net change in currency translation adjustment	7,918		(1,562		)
Change in net unrecognized pension loss (b)	299		11
Other comprehensive income (loss)	8,217		(1,551		)
Comprehensive income	$	22,131	$	5,264

(b) Includes the reclassification of the change in net unrecognized pension loss related to Arby’s pension liability to a subsidiary of The Wendy’s Company.

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(3) Acquisitions and Dispositions (Details) (Franchised Restaurants [Member], USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jul. 03, 2011 acquisitions franchises
Franchised Restaurants [Member]
Business Acquisition [Line Items]
Significant Changes, Franchises Purchased During Period	9
Number of Acquisitions	3
Consideration for acquisition before post-closing adjustments	$ 7,673
Acquisition, cash paid	6,613
Acquisition, cash acquired	55
Acquisition, note payable issued	1,060
Business Acquisition, Purchase Price Allocation, Goodwill Amount	$ 3,689

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(8) Income Taxes (Notes)

6 Months Ended

Jul. 03, 2011

Income Taxes [Abstract]

Income Taxes

Income Taxes

The Company’s effective tax rate for the three months ended July 3, 2011 and July 4, 2010 was 42.2% and 40.6%, respectively. Wendy’s Restaurants effective tax rate for the three months ended July 3, 2011 and July 4, 2010 was 40.8% and 37.2% , respectively. The Companies’ effective tax rates vary from the U.S. federal statutory rate of 35% due to the effect of (1) state income taxes, net of federal income tax benefit and (2) tax credits.

The Company’s effective tax rate for the six months ended July 3, 2011 and July 4, 2010 was 40.2% and 24.8%, respectively. Wendy’s Restaurants effective tax rate for the six months ended July 3, 2011 and July 4, 2010 was 39.1% and 21.8%, respectively. The Companies’ effective tax rates vary from the U.S. federal statutory rate of 35% due to the effect of (1) state income taxes, net of federal income tax benefit, (2) tax credits, and (3) a reduction in our state valuation allowances in 2010.

There were no significant changes to unrecognized tax benefits or related interest and penalties for either the Company or Wendy’s Restaurants for the six month periods ended July 3, 2011 and July 4, 2010.

Amounts payable for Federal and certain state income taxes are settled by Wendy’s Restaurants to The Wendy’s Company under a tax sharing agreement. During the six months ended July 3, 2011 and July 4, 2010, Wendy’s Restaurants made tax sharing payments to Wendy’s of $13,078 and $0, respectively.

As described in Note 2, Wendy’s Restaurants completed the sale of Arby’s on July 4, 2011. In the third quarter of 2011, as a result of the closing of the sale of Arby’s which then affects our state income tax apportionment factors, the Companies expect to record a deferred income tax expense of approximately $5,800.

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(16) Guarantor/Non-Guarantor Guarantor/Non-Guarantor - Statements of Income (Details) (USD $) In Thousands	3 Months Ended		6 Months Ended
	Jul. 03, 2011	Jul. 04, 2010	Jul. 03, 2011	Jul. 04, 2010
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member]
Sales	$ 544,237	$ 532,411	$ 1,053,523	$ 1,045,158
Franchise revenues	78,222	75,023	151,401	146,990
Revenues	622,459	607,434	1,204,924	1,192,148
Cost of sales	464,798	442,314	903,669	873,651
General and administrative	72,702	72,228	144,641	152,846
Retention program and other transaction related costs	4,692		5,971
Depreciation and amortization	29,783	30,915	59,632	62,881
Impairment of long-lived assets	365	482	8,262	482
Other operating expense (income), net	478	123	1,220	1,334
Costs and expenses	572,818	546,062	1,123,395	1,091,194
Operating profit	49,641	61,372	81,529	100,954
Interest expense	(27,868)	(29,171)	(57,083)	(59,897)
Loss on early extinguishment of debt	0	(26,197)	0	(26,197)
Other income (expense), net	189	482	402	765
Equity in income of subsidiaries	0	0	0	0
Income from continuing operations before income taxes	21,962	6,486	24,848	15,625
(Provision for) benefit from income taxes	(8,965)	(2,411)	(9,713)	(3,399)
Income from continuing operations	12,997	4,075	15,135	12,226
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Parent [Member]
Sales	0	0	0	0
Franchise revenues	0	0	0	0
Revenues	0	0	0	0
Cost of sales	0	0	0	0
General and administrative	0	0	0	0
Retention program and other transaction related costs	2,946		4,225
Depreciation and amortization	2,439	3,054	5,027	6,225
Impairment of long-lived assets	0	0	0	0
Other operating expense (income), net	0	0	0	0
Costs and expenses	5,385	3,054	9,252	6,225
Operating profit	(5,385)	(3,054)	(9,252)	(6,225)
Interest expense	(22,188)	(18,396)	(45,524)	(33,622)
Loss on early extinguishment of debt		0		0
Other income (expense), net	0	84	0	157
Equity in income of subsidiaries	33,676	20,115	47,062	15,980
Income from continuing operations before income taxes	6,103	(1,251)	(7,714)	(23,710)
(Provision for) benefit from income taxes	10,566	10,626	25,408	30,525
Income from continuing operations	16,669	9,375	17,694	6,815
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Guarantor Subsidiaries [Member]
Sales	482,024	473,766	937,552	933,120
Franchise revenues	73,265	70,175	142,023	137,709
Revenues	555,289	543,941	1,079,575	1,070,829
Cost of sales	410,566	392,089	800,591	776,337
General and administrative	69,520	70,020	138,012	146,067
Retention program and other transaction related costs	1,746		1,746
Depreciation and amortization	24,769	25,467	49,366	51,586
Impairment of long-lived assets	347	482	7,890	482
Other operating expense (income), net	2,871	2,560	5,545	5,144
Costs and expenses	509,819	490,618	1,003,150	979,616
Operating profit	45,470	53,323	76,425	91,213
Interest expense	(5,557)	(10,699)	(11,320)	(26,120)
Loss on early extinguishment of debt		(26,197)		(26,197)
Other income (expense), net	4,233	4,243	8,031	8,147
Equity in income of subsidiaries	4,356	5,669	5,551	6,799
Income from continuing operations before income taxes	48,502	26,339	78,687	53,842
(Provision for) benefit from income taxes	(18,045)	(11,022)	(33,324)	(31,481)
Income from continuing operations	30,457	15,317	45,363	22,361
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Non-Guarantor Subsidiaries [Member]
Sales	62,213	58,645	115,971	112,038
Franchise revenues	4,957	4,848	9,378	9,281
Revenues	67,170	63,493	125,349	121,319
Cost of sales	54,232	50,225	103,078	97,314
General and administrative	3,182	2,208	6,629	6,779
Retention program and other transaction related costs	0		0
Depreciation and amortization	2,575	2,394	5,239	5,070
Impairment of long-lived assets	18	0	372	0
Other operating expense (income), net	(2,393)	(2,437)	(4,325)	(3,810)
Costs and expenses	57,614	52,390	110,993	105,353
Operating profit	9,556	11,103	14,356	15,966
Interest expense	(123)	(76)	(239)	(155)
Loss on early extinguishment of debt		0		0
Other income (expense), net	(4,044)	(3,845)	(7,629)	(7,539)
Equity in income of subsidiaries	0	0	0	0
Income from continuing operations before income taxes	5,389	7,182	6,488	8,272
(Provision for) benefit from income taxes	(1,486)	(2,015)	(1,797)	(2,443)
Income from continuing operations	3,903	5,167	4,691	5,829
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Consolidation, Eliminations [Member]
Sales	0	0	0	0
Franchise revenues	0	0	0	0
Revenues	0	0	0	0
Cost of sales	0	0	0	0
General and administrative	0	0	0	0
Retention program and other transaction related costs	0		0
Depreciation and amortization	0	0	0	0
Impairment of long-lived assets	0	0	0	0
Other operating expense (income), net	0	0	0	0
Costs and expenses	0	0	0	0
Operating profit	0	0	0	0
Interest expense	0	0	0	0
Loss on early extinguishment of debt		0		0
Other income (expense), net	0	0	0	0
Equity in income of subsidiaries	(38,032)	(25,784)	(52,613)	(22,779)
Income from continuing operations before income taxes	(38,032)	(25,784)	(52,613)	(22,779)
(Provision for) benefit from income taxes	0	0	0	0
Income from continuing operations	(38,032)	(25,784)	(52,613)	(22,779)
Segment, Continuing Operations [Member]
Retention program and other transaction related costs		0		0
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member]
Income (loss) from discontinued operations, net of income taxes	3,672	5,300	2,559	(5,411)
Loss on disposal of discontinued operations, net of income tax benefit	(3,780)	0	(3,780)	0
(Loss) income from discontinued operations, net of income taxes	(108)	5,300	(1,221)	(5,411)
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Parent [Member]
Income (loss) from discontinued operations, net of income taxes	0		0
Loss on disposal of discontinued operations, net of income tax benefit	(3,780)		(3,780)
(Loss) income from discontinued operations, net of income taxes	(3,780)	0	(3,780)	0
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Guarantor Subsidiaries [Member]
Income (loss) from discontinued operations, net of income taxes	3,219		1,699
Loss on disposal of discontinued operations, net of income tax benefit	0		0
(Loss) income from discontinued operations, net of income taxes	3,219	4,798	1,699	(6,381)
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Non-Guarantor Subsidiaries [Member]
Income (loss) from discontinued operations, net of income taxes	453		860
Loss on disposal of discontinued operations, net of income tax benefit	0		0
(Loss) income from discontinued operations, net of income taxes	453	502	860	970
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Consolidation, Eliminations [Member]
Income (loss) from discontinued operations, net of income taxes	0		0
Loss on disposal of discontinued operations, net of income tax benefit	0		0
(Loss) income from discontinued operations, net of income taxes	0	0	0	0
Wendy's Restaurants, LLC [Member]
Depreciation and amortization			81,745	90,338
Impairment of long-lived assets			9,820	14,015
Equity in income of subsidiaries			0	0
Net income	12,889	9,375	13,914	6,815
Wendy's Restaurants, LLC [Member] | Parent [Member]
Depreciation and amortization			5,027	6,225
Impairment of long-lived assets			0	0
Equity in income of subsidiaries			47,062	15,980
Net income	12,889	9,375	13,914	6,815
Wendy's Restaurants, LLC [Member] | Guarantor Subsidiaries [Member]
Depreciation and amortization			71,473	79,038
Impairment of long-lived assets			9,448	14,015
Equity in income of subsidiaries			5,551	6,799
Net income	33,676	20,115	47,062	15,980
Wendy's Restaurants, LLC [Member] | Non-Guarantor Subsidiaries [Member]
Depreciation and amortization			5,245	5,075
Impairment of long-lived assets			372	0
Equity in income of subsidiaries			0	0
Net income	4,356	5,669	5,551	6,799
Wendy's Restaurants, LLC [Member] | Consolidation, Eliminations [Member]
Depreciation and amortization			0	0
Impairment of long-lived assets			0	0
Equity in income of subsidiaries			(52,613)	(22,779)
Net income	$ (38,032)	$ (25,784)	$ (52,613)	$ (22,779)

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(1) Basis of Presentation

6 Months Ended

Jul. 03, 2011

Basis of Presentation [Abstract]

Basis of Presentation

Basis of Presentation

On July 5, 2011, and as a result of the sale of Arby’s Restaurant Group, Inc. (“Arby’s”) as discussed in Note 2, Wendy’s/Arby’s Group, Inc. changed its name to The Wendy’s Company (“The Wendy’s Company” and, together with its subsidiaries, the “Company”) and Wendy’s/Arby’s Restaurants, LLC, a 100% owned subsidiary of The Wendy’s Company, changed its name to Wendy’s Restaurants, LLC (“Wendy’s Restaurants”).

The accompanying unaudited condensed consolidated financial statements (the “Financial Statements”) of The Wendy’s Company and Wendy’s Restaurants have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and, therefore, do not include all information and footnotes required by GAAP for complete financial statements. In our opinion, the Financial Statements contain all adjustments necessary to present fairly our financial position as of July 3, 2011 and the results of our operations for the three months and six months ended July 3, 2011 and July 4, 2010 and our cash flows for the six months ended July 3, 2011 and July 4, 2010. The results of operations for the three months and six months ended July 3, 2011 are not necessarily indicative of the results to be expected for the full 2011 fiscal year. These Financial Statements should be read in conjunction with the audited consolidated financial statements for The Wendy’s Company and Wendy’s Restaurants, and combined notes thereto, included in our Annual Report on Form 10-K for the fiscal year ended January 2, 2011 (the “Form 10-K”).

Following the sale of Arby’s, The Wendy’s Company and Wendy’s Restaurants (together, the “Companies”) manage and internally report their business in one segment: the operation and franchising of Wendy’s^® restaurants through a wholly owned subsidiary Wendy’s International, Inc. (“Wendy’s”), including its wholesale bakery operations. References herein to The Wendy’s Company corporate (“Corporate”) represent The Wendy’s Company parent company only functions and their effect on the Company’s consolidated results of operations and financial condition.

We report on a fiscal year consisting of 52 or 53 weeks ending on the Sunday closest to December 31. All three month and six month periods presented herein contain 13 weeks and 26 weeks, respectively. All references to years and quarters relate to fiscal periods rather than calendar periods.

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(4) DFR Notes

6 Months Ended

Jul. 03, 2011

DFR Notes [Abstract]

DFR Notes

DFR Notes

(The Wendy’s Company)

On June 9, 2010, pursuant to a March 2010 agreement between the Company and Deerfield Capital Corp. (“DFR”), we received cash proceeds of $31,330, including interest, in consideration for the repayment and cancellation of the series A senior notes (the “DFR Notes”) we received in December 2007 in connection with the sale of Deerfield & Company (the “Deerfield Sale”) to DFR. Additional information on the DFR Notes and the Deerfield Sale is discussed in the Form 10-K. The proceeds represented 64.1% of the $47,986 aggregate principal amount of the DFR Notes.

During the fourth quarter of 2008, we recognized an allowance for collectability of $21,227 to reduce the then carrying amount of the notes to $24,983. As a result, we recognized income of $4,909 during the three months and six months ended July 4, 2010, as the repayment proceeds exceeded the carrying value of the DFR Notes. This gain is included in “Investment income, net.”

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(7) Impairment of Long-Lived Assets (Details) (USD $) In Thousands	3 Months Ended		6 Months Ended
	Jul. 03, 2011	Jul. 04, 2010	Jul. 03, 2011	Jul. 04, 2010
Wendy's Restaurants, LLC [Member] | Arby’s Restaurant Group, Inc [Member]
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets		$ 1,932		$ 13,533
Wendy's Restaurants, LLC [Member]
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets			9,820	14,015
Wendy's International, Inc. [Member]
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets	365	482	8,262	482
Wendy's International, Inc. [Member] | Properties [Member]
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of long-lived assets, Properties	365	75	6,449	75
Wendy's International, Inc. [Member] | Intangible Assets [Member]
Impaired Long-Lived Assets Held and Used [Line Items]
Impairment of intangible assets, Intangible assets	$ 0	$ 407	$ 1,813	$ 407

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(2) Discontinued Operations Effect of Discontinued Operations on Income Statement (Details) (Wendy's Restaurants, LLC [Member], USD $)	Jan. 02, 2011
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Rental payments	$ 958,872
Rental receipts	52,516
Future rental receipts on owned properties	53,907
Pledged assets	2,557,456
Beverage agreements	175,249
Capital expenditures	12,879
Arby’s Restaurant Group, Inc [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Rental payments	729,940
Rental receipts	33,016
Future rental receipts on owned properties	24,985
Pledged assets	325,774
Beverage agreements	52,301
Capital expenditures	$ 5,316

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(16) Guarantor/Non-Guarantor - Balance Sheets (Details) (USD $) In Thousands	Jul. 03, 2011	Jan. 02, 2011	Jul. 04, 2010	Jan. 02, 2010
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member]
Current assets:
Cash and cash equivalents at end of period	$ 222,753	$ 198,686
Accounts and notes receivable	70,052	83,352
Inventories	13,164	22,694
Prepaid expenses and other current assets	32,789	24,032
Deferred income tax benefit	43,276	45,067
Advertising funds restricted assets	74,472	76,553
Noncurrent assets
Properties	1,141,567	1,541,853
Goodwill	877,643	888,921
Other intangible assets	1,318,242	1,358,574
Investments	106,195	102,406
Deferred costs and other assets	66,245	74,559
Net investment in subsidiaries	0	0
Deferred income tax benefit	0	0
Due from affiliate	0	0
Current liabilities:
Current portion of long-term debt	6,881	17,047
Accounts payable	61,074	81,148
Accrued expenses and other current liabilities	194,277	244,300
Advertising fund restricted liabilities	74,472	76,553
Noncurrent liabilities
Long-term debt	1,336,055	1,542,684
Due to affiliates	24,603	30,808
Deferred income	18,810	11,460
Deferred income taxes	476,029	478,472
Other liabilities	97,831	157,595
Invested equity:
Member interest, $0.01 par value, 1,000 shares authorized, one share issued and outstanding	0	0
Other capital	2,429,621	2,423,459
(Accumulated deficit) retained earnings	(485,586)	(499,500)
Advances to The Wendy’s Company	(155,000)	(155,000)
Accumulated other comprehensive income	15,888	7,671
Total stockholders’ equity	1,804,923	1,776,630
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Parent [Member]
Current assets:
Cash and cash equivalents at end of period	36,255	79,355
Accounts and notes receivable	3,677	320
Inventories	0	0
Prepaid expenses and other current assets	4,720	3,900
Deferred income tax benefit	22,127	17,634
Advertising funds restricted assets	0	0
Noncurrent assets
Properties	11,477	13,748
Goodwill	0	0
Other intangible assets	18,973	21,453
Investments	0	0
Deferred costs and other assets	29,222	32,610
Net investment in subsidiaries	2,624,049	2,559,526
Deferred income tax benefit	83,496	86,423
Due from affiliate	51,593	59,618
Current liabilities:
Current portion of long-term debt	5,692	5,228
Accounts payable	4,884	4,624
Accrued expenses and other current liabilities	47,757	38,871
Advertising fund restricted liabilities	0	0
Noncurrent liabilities
Long-term debt	1,017,614	1,043,623
Due to affiliates	0	0
Deferred income	0	0
Deferred income taxes	0	0
Other liabilities	4,719	5,611
Invested equity:
Member interest, $0.01 par value, 1,000 shares authorized, one share issued and outstanding	0	0
Other capital	2,429,621	2,423,459
(Accumulated deficit) retained earnings	(485,586)	(499,500)
Advances to The Wendy’s Company	(155,000)	(155,000)
Accumulated other comprehensive income	15,888	7,671
Total stockholders’ equity	1,804,923	1,776,630
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Guarantor Subsidiaries [Member]
Current assets:
Cash and cash equivalents at end of period	152,938	88,936
Accounts and notes receivable	61,896	79,404
Inventories	11,963	21,558
Prepaid expenses and other current assets	26,479	19,446
Deferred income tax benefit	20,926	27,218
Advertising funds restricted assets	0	0
Noncurrent assets
Properties	1,070,660	1,466,769
Goodwill	827,228	841,156
Other intangible assets	1,272,425	1,310,092
Investments	0	0
Deferred costs and other assets	36,754	41,274
Net investment in subsidiaries	260,047	246,578
Deferred income tax benefit	0	0
Due from affiliate	0	0
Current liabilities:
Current portion of long-term debt	909	11,587
Accounts payable	49,786	70,901
Accrued expenses and other current liabilities	139,103	195,282
Advertising fund restricted liabilities	0	0
Noncurrent liabilities
Long-term debt	314,572	495,505
Due to affiliates	75,012	108,319
Deferred income	18,378	10,888
Deferred income taxes	541,917	548,088
Other liabilities	83,993	142,335
Invested equity:
Member interest, $0.01 par value, 1,000 shares authorized, one share issued and outstanding	0	0
Other capital	3,253,732	3,244,488
(Accumulated deficit) retained earnings	(490,571)	(537,633)
Advances to The Wendy’s Company	(155,000)	(155,000)
Accumulated other comprehensive income	15,888	7,671
Total stockholders’ equity	2,624,049	2,559,526
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Non-Guarantor Subsidiaries [Member]
Current assets:
Cash and cash equivalents at end of period	33,560	30,395
Accounts and notes receivable	4,491	3,628
Inventories	1,201	1,136
Prepaid expenses and other current assets	1,590	686
Deferred income tax benefit	223	215
Advertising funds restricted assets	74,472	76,553
Noncurrent assets
Properties	59,430	61,336
Goodwill	50,415	47,765
Other intangible assets	26,844	27,029
Investments	106,195	102,406
Deferred costs and other assets	269	675
Net investment in subsidiaries	0	0
Deferred income tax benefit	0	97
Due from affiliate	0	17,893
Current liabilities:
Current portion of long-term debt	280	232
Accounts payable	6,404	5,623
Accrued expenses and other current liabilities	7,417	10,147
Advertising fund restricted liabilities	74,472	76,553
Noncurrent liabilities
Long-term debt	3,869	3,556
Due to affiliates	1,184	0
Deferred income	432	572
Deferred income taxes	17,608	16,904
Other liabilities	9,119	9,649
Invested equity:
Member interest, $0.01 par value, 1,000 shares authorized, one share issued and outstanding	0	0
Other capital	199,014	199,014
(Accumulated deficit) retained earnings	45,145	39,594
Advances to The Wendy’s Company	0	0
Accumulated other comprehensive income	15,888	7,970
Total stockholders’ equity	260,047	246,578
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member] | Consolidation, Eliminations [Member]
Current assets:
Cash and cash equivalents at end of period	0	0
Accounts and notes receivable	(12)	0
Inventories	0	0
Prepaid expenses and other current assets	0	0
Deferred income tax benefit	0	0
Advertising funds restricted assets	0	0
Noncurrent assets
Properties	0	0
Goodwill	0	0
Other intangible assets	0	0
Investments	0	0
Deferred costs and other assets	0	0
Net investment in subsidiaries	(2,884,096)	(2,806,104)
Deferred income tax benefit	(83,496)	(86,520)
Due from affiliate	(51,593)	(77,511)
Current liabilities:
Current portion of long-term debt	0	0
Accounts payable	0	0
Accrued expenses and other current liabilities	0	0
Advertising fund restricted liabilities	0	0
Noncurrent liabilities
Long-term debt	0	0
Due to affiliates	(51,593)	(77,511)
Deferred income	0	0
Deferred income taxes	(83,496)	(86,520)
Other liabilities	0	0
Invested equity:
Member interest, $0.01 par value, 1,000 shares authorized, one share issued and outstanding	0	0
Other capital	(3,452,746)	(3,443,502)
(Accumulated deficit) retained earnings	445,426	498,039
Advances to The Wendy’s Company	155,000	155,000
Accumulated other comprehensive income	(31,776)	(15,641)
Total stockholders’ equity	(2,884,096)	(2,806,104)
Segment, Continuing Operations [Member]
Current assets:
Cash and cash equivalents at end of period	492,448		508,380
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member]
Current assets:
Cash and cash equivalents at end of period	7,076		0
Current assets of discontinued operations	66,325	0
Noncurrent assets
Noncurrent assets of discontinued operations	418,855	0
Current liabilities:
Current liabilities of discontinued operations	110,912	0
Noncurrent liabilities
Noncurrent liabilities of discontinued operations	245,711	0
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Parent [Member]
Current assets:
Current assets of discontinued operations	0
Noncurrent assets
Noncurrent assets of discontinued operations	0
Current liabilities:
Current liabilities of discontinued operations	0
Noncurrent liabilities
Noncurrent liabilities of discontinued operations	0
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Guarantor Subsidiaries [Member]
Current assets:
Current assets of discontinued operations	65,246
Noncurrent assets
Noncurrent assets of discontinued operations	396,214
Current liabilities:
Current liabilities of discontinued operations	110,636
Noncurrent liabilities
Noncurrent liabilities of discontinued operations	244,421
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Non-Guarantor Subsidiaries [Member]
Current assets:
Current assets of discontinued operations	1,079
Noncurrent assets
Noncurrent assets of discontinued operations	22,641
Current liabilities:
Current liabilities of discontinued operations	288
Noncurrent liabilities
Noncurrent liabilities of discontinued operations	1,290
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member] | Consolidation, Eliminations [Member]
Current assets:
Current assets of discontinued operations	0
Noncurrent assets
Noncurrent assets of discontinued operations	0
Current liabilities:
Current liabilities of discontinued operations	(12)
Noncurrent liabilities
Noncurrent liabilities of discontinued operations	0
Segment, Discontinued Operations [Member]
Current assets:
Cash and cash equivalents at end of period	7,076		0
Wendy's Restaurants, LLC [Member]
Current assets:
Cash and cash equivalents at end of period	229,829	198,686	180,313	538,864
Total current assets	522,831	450,384
Noncurrent assets
Total assets	4,451,578	4,416,697
Current liabilities:
Total current liabilities	447,616	419,048
Invested equity:
Total liabilities and invested equity	4,451,578	4,416,697
Wendy's Restaurants, LLC [Member] | Parent [Member]
Current assets:
Cash and cash equivalents at end of period	36,255	79,355	51,814	237,607
Total current assets	66,779	101,209
Noncurrent assets
Total assets	2,885,589	2,874,587
Current liabilities:
Total current liabilities	58,333	48,723
Invested equity:
Total liabilities and invested equity	2,885,589	2,874,587
Wendy's Restaurants, LLC [Member] | Guarantor Subsidiaries [Member]
Current assets:
Cash and cash equivalents at end of period	159,420	88,936	93,790	268,762
Total current assets	339,448	236,562
Noncurrent assets
Total assets	4,202,776	4,142,431
Current liabilities:
Total current liabilities	300,434	277,770
Invested equity:
Total liabilities and invested equity	4,202,776	4,142,431
Wendy's Restaurants, LLC [Member] | Non-Guarantor Subsidiaries [Member]
Current assets:
Cash and cash equivalents at end of period	34,154	30,395	34,709	32,495
Total current assets	116,616	112,613
Noncurrent assets
Total assets	382,410	369,814
Current liabilities:
Total current liabilities	88,861	92,555
Invested equity:
Total liabilities and invested equity	382,410	369,814
Wendy's Restaurants, LLC [Member] | Consolidation, Eliminations [Member]
Current assets:
Cash and cash equivalents at end of period	0	0	0	0
Total current assets	(12)	0
Noncurrent assets
Total assets	(3,019,197)	(2,970,135)
Current liabilities:
Total current liabilities	(12)	0
Invested equity:
Total liabilities and invested equity	$ (3,019,197)	$ (2,970,135)

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(5) Investment in Joint Venture with Tim Horton's, Inc.

6 Months Ended

Jul. 03, 2011

Investment in Joint Venture with Tim Horton's, Inc [Abstract]

Investment in Joint Venture with Tim Horton's, Inc.

Investment in Joint Venture with Tim Hortons Inc.

Wendy’s is a partner in a Canadian restaurant real estate joint venture (“TimWen”) with Tim Hortons Inc. Wendy’s 50% share of the joint venture is accounted for using the equity method of accounting. Our equity in earnings from TimWen is included in “Other operating expense, net.”

Presented below is an unaudited summary of activity related to our portion of TimWen included in our condensed consolidated balance sheets and condensed consolidated statements of income:

	Six Months Ended
	July 3, 2011			July 4, 2010
Balance at beginning of period (a)	$	98,631		$	97,476
Equity in earnings for the period	6,588			5,913
Amortization of purchase price adjustments	(1,371		)	(1,433		)
	5,217			4,480
Distributions received	(6,501		)	(5,793		)
Currency translation adjustment included in “Comprehensive    income”	3,990			(592		)
Balance at end of period (a)	$	101,337		$	95,571
_____________________
(a) Included in “Investments.”

Presented below is a summary of unaudited financial information of TimWen as of and for the six months ended July 3, 2011 and July 4, 2010, respectively, in Canadian dollars. The summary balance sheet financial information does not distinguish between current and long-term assets and liabilities:

	July 3, 2011		July 4, 2010
Balance sheet information:
Properties	C$	76,837	C$	80,988
Cash and cash equivalents	2,503		1,244
Accounts receivable	5,103		4,258
Other	2,755		3,621
	C$	87,198	C$	90,111
Accounts payable and accrued liabilities	C$	951	C$	1,218
Other liabilities	9,100		8,926
Partners’ equity	77,147		79,967
	C$	87,198	C$	90,111

	Six Months Ended
	July 3, 2011		July 4, 2010
Income statement information:
Revenues	C$	18,985	C$	18,619
Income before income taxes and net income	13,219		12,014

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(9) Income Per Share (Details) (The Wendy's Company [Member]) In Thousands	3 Months Ended		6 Months Ended
	Jul. 03, 2011	Jul. 04, 2010	Jul. 03, 2011	Jul. 04, 2010
Common Stock:
Basic shares - weighted average shares outstanding	417,676	425,594	418,098	434,460
Dilutive effect of stock options and restricted shares	1,563	973	1,317	1,068
Diluted shares	419,239	426,567	419,415	435,528
Potential common shares excluded from diluted per share calculation	15,250	15,796	18,295	16,048
Stock Options [Member]
Common Stock:
Potential Common Shares, Outstanding	31,420		31,420
Restricted Stock [Member]
Common Stock:
Potential Common Shares, Outstanding	4,107		4,107

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(12) Transactions with Related Parties (Tables)

6 Months Ended

Jul. 03, 2011

Transactions with Related Parties [Abstract]

Schedule of Related Party Transactions by Related Party [Table Text Block]

	Six Months Ended
	July 3, 2011			July 4, 2010
SSG agreement (a)	$	(2,275	)	$	4,900
Subleases with related parties (b)	(82		)	(64		)
Advisory fees (c)	—			2,465
(The Wendy’s Company)
Advisory fees (c)	$	500		$	500
Sublease income (d)	(818		)	(823		)
Executive use of corporate aircraft (e)	(60		)	(60		)
Liquidation services agreement (f)	220			220

___________________

Transactions with Purchasing Cooperatives

(a) As agreed by its board of directors in March 2011, effective April 2011 the activities of Strategic Sourcing Group Co-op, LLC (“SSG”) were transferred to the Wendy’s independent purchasing cooperative, Quality Supply Chain Co-op (“QSCC”), and Arby’s independent purchasing cooperative (“ARCOP”), which, following the sale of Arby’s, is no longer a related party. Wendy’s Restaurants had committed to pay approximately $5,145 of SSG expenses, of which $4,900 was expensed in the first quarter of 2010, and was to be paid over a 24 month period through March 2012. During the first quarter of 2011, the remaining accrued commitment of $2,275 was reversed and credited to “General and administrative.”

(b) Wendy’s and QSCC entered into a sublease amendment, effective January 1, 2011, which increased the office space subleased to QSCC to 14,333 square feet for a one year period for a revised annual base rental of $176 with five one-year renewal options.

The Companies received $23 and $8 of sublease income from SSG and $59 and $56 of sublease income from QSCC during the first six months of 2011 and 2010, respectively.

Transactions with the Management Company

(c) The Companies paid approximately $2,465 in the second quarter of 2010 in fees for corporate finance advisory services in connection with the negotiation and execution of the Wendy’s Restaurants credit agreement.

In addition, The Wendy’s Company incurred service fees of $500 in the first six months of 2011 and 2010, which are included in “General and administrative.”

These fees were paid to a management company (the “Management Company”) which was formed by our Chairman, who was our former Chief Executive Officer, and our Vice Chairman, who was our former President and Chief Operating Officer, and a director, who was our former Vice Chairman, in connection with a services agreement which expired on June 30, 2011.

(d) The Wendy’s Company recognized income of $818 and $823 from the Management Company under subleases, which expire in May 2012, for office space on two of the floors of the Company’s former New York headquarters for the first six months of 2011 and 2010, respectively, which has been recorded as a reduction of “General and administrative.”

(e) On June 29, 2011, The Wendy’s Company and TASCO, LLC, an affiliate of the Management Company, entered into an agreement to extend an aircraft lease agreement for an additional one year period (expiring on June 30, 2012) for an increased monthly rent of $13. Under the extended lease agreement, TASCO, LLC continues to be responsible for operating costs related to the aircraft’s usage. The Wendy’s Company received lease income of $60 in the first half of 2011 and 2010, which is included as an offset to “General and administrative.” 

We intend to dispose of the Company-owned aircraft leased under the lease agreement discussed above as soon as practicable. As of July 3, 2011, the aircraft has a carrying value that approximates its fair value, is classified as held-for-sale, and is included in “Prepaid expenses and other current assets.”

(f) The Wendy’s Company paid the Management Company a fee of $900 in two installments in June 2009 and 2010, which was deferred and amortized through its June 30, 2011 expiration date for assistance in the sale, liquidation, or other disposition of certain of our investments. $220 was amortized and recorded in “General and administrative” in the first six months of 2011 and 2010.

Summary of Continuing Transactions [Table Text Block]

The following is a summary of continuing transactions between Wendy’s Restaurants and The Wendy’s Company:

	Six Months Ended
	July 3, 2011		July 4, 2010
Dividends paid (g)	$	—	$	443,700
Other transactions:
Payments for Federal and state income tax (h)	13,078		—
Share-based compensation (i)	4,961		4,470
Expense under management service agreements (j)	2,521		2,509

_____________________

(g) Wendy’s Restaurants paid cash dividends to The Wendy’s Company which were charged to “Invested equity.”

(h) Wendy’s Restaurants made cash payments to The Wendy’s Company under a tax sharing agreement, as discussed in more detail in Note 8.

(i) Wendy’s Restaurants incurs share based compensation costs for The Wendy’s Company Common Stock awards issued to certain employees under The Wendy’s Company various equity plans. Such compensation cost is allocated by The Wendy’s Company to Wendy’s Restaurants and is correspondingly recorded as capital contributions from The Wendy’s Company.

(j) Wendy’s Restaurants incurred $2,521 and $2,509 for management services during the first six months of 2011 and 2010, respectively. Such fees are included in “General and administrative” and are settled through Wendy’s Restaurants’ intercompany account with The Wendy’s Company.

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(4) DFR Notes (Details) (The Wendy's Company [Member], Notes Receivable [Member], USD $) In Thousands, unless otherwise specified	0 Months Ended	3 Months Ended	6 Months Ended
	Jun. 09, 2010	Jul. 04, 2010	Jul. 04, 2010	Dec. 28, 2008
The Wendy's Company [Member] | Notes Receivable [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Proceeds from Collection of Notes Receivable, Including Interest	$ 31,330
Notes Receivable, Percentage of Aggregate Principal Amount Received	64.10%
Notes, Loans and Financing Receivable, Gross	47,986
Allowance for Notes, Loans and Financing Receivable				21,227
Notes, Loans and Financing Receivable, Net, Noncurrent				24,983
Income on collection of DFR Notes		$ 4,909	$ 4,909

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(8) Income Taxes (USD $)	3 Months Ended		6 Months Ended
	Jul. 03, 2011	Jul. 04, 2010	Jul. 03, 2011	Jul. 04, 2010
U.S. federal statutory rate	35.00%		35.00%
The Wendy's Company [Member]
Effective tax rate	42.20%	40.60%	40.20%	24.80%
Wendy's Restaurants, LLC [Member]
Effective tax rate	40.80%	37.20%	39.10%	21.80%
Unrecognized Tax Benefits, Period Increase (Decrease)			$ 0
Tax sharing payment to parent			13,078,000	0
Deferred Income Tax Expense (Benefit), Expected			$ 5,800,000

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(2) Discontinued Operations (Details) (USD $) In Thousands, unless otherwise specified	0 Months Ended	3 Months Ended	0 Months Ended		3 Months Ended		6 Months Ended		3 Months Ended
	Jul. 03, 2011 Wendy's Restaurants, LLC [Member]	Jul. 03, 2011 Wendy's Restaurants, LLC [Member]	Jul. 03, 2011 Wendy's Restaurants, LLC [Member] Arby’s Restaurant Group, Inc [Member]	Jun. 12, 2011 Wendy's Restaurants, LLC [Member] Arby’s Restaurant Group, Inc [Member]	Jul. 03, 2011 Wendy's Restaurants, LLC [Member] Arby’s Restaurant Group, Inc [Member]	Jul. 04, 2010 Wendy's Restaurants, LLC [Member] Arby’s Restaurant Group, Inc [Member]	Jul. 03, 2011 Wendy's Restaurants, LLC [Member] Arby’s Restaurant Group, Inc [Member]	Jul. 04, 2010 Wendy's Restaurants, LLC [Member] Arby’s Restaurant Group, Inc [Member]	Jul. 03, 2011 The Wendy's Company [Member] Arby’s Restaurant Group, Inc [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Date of Disposal			7/4/2011		7/4/2011		7/4/2011
Percentage of stock divested			100.00%		100.00%		100.00%
Proceeds from Divestiture of Businesses			$ 130,000
Proceeds from Divestiture of Business, Percentage of Buyer Stock Received			18.50%		18.50%		18.50%
Noncash or Part Noncash Divestiture, Preliminary Value of Consideration Received			19,000
Debt assumed by buyer			190,000		190,000		190,000
Date of execution of Purchase and Sale Agreement				Jun. 13, 2011
Discontinued Operation, Expected Tax Loss on Disposal of Discontinued Operation									240,000
Revenues					281,094	269,587	546,453	522,320
(Loss) income from discontinued operations, net of income taxes:
(Loss) income from discontinued operations before income taxes					6,472	9,386	4,279	(6,943)
(Provision for) benefit from income taxes					(2,800)	(4,086)	(1,720)	1,532
Income (loss) on discontinued operations					3,672	5,300	2,559	(5,411)
Loss on disposal, net of income tax benefit					(3,780)	0	(3,780)	0
(Loss) income from discontinued operations					(108)	5,300	(1,221)	(5,411)
Estimated loss on disposal	6,000
Estimated Transaction Closing Costs		11,300
Estimated Post Closing Purchase Price Adjustments		15,000
Discontinued Operation, Tax Effect of Income (Loss) from Disposal of Discontinued Operation		(2,220)
Expected Income Tax Expense (Benefit)		5,500
Cash and cash equivalents			7,076		7,076		7,076
Accounts and notes receivable			22,760		22,760		22,760
Inventories			10,373		10,373		10,373
Prepaid expenses and other current assets			15,328		15,328		15,328
Advertising fund restricted assets			10,788		10,788		10,788
Current assets of discontinued operations			66,325		66,325		66,325
Properties			366,825		366,825		366,825
Other intangible assets			26,782		26,782		26,782
Goodwill			17,617		17,617		17,617
Deferred costs and other assets			7,631		7,631		7,631
Noncurrent assets of discontinued operations			418,855		418,855		418,855
Current portion of long-term debt			9,687		9,687		9,687
Accounts payable			21,969		21,969		21,969
Accrued expenses and other current liabilities			68,468		68,468		68,468
Advertising fund restricted liabilities			10,788		10,788		10,788
Current liabilities of discontinued operations			110,912		110,912		110,912
Long-term debt			180,243		180,243		180,243
Deferred income			10,968		10,968		10,968
Other liabilities			54,500		54,500		54,500
Noncurrent liabilities of discontinued operations			$ 245,711		$ 245,711		$ 245,711

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(13) Legal and Environmental Matters

6 Months Ended

Jul. 03, 2011

Legal and Environmental Matters [Abstract]

Legal and Environmental Matters

Legal and Environmental Matters

We are involved in litigation and claims incidental to our current and prior businesses. We provide reserves for such litigation and claims when payment is probable and reasonably estimable. As of July 3, 2011, Wendy’s Restaurants had reserves for continuing operations for all of its legal and environmental matters aggregating $3,164, which are included in the total $3,193 accrued for continuing operations by The Wendy’s Company for all legal and environmental matters. We cannot estimate the aggregate possible range of loss due to most proceedings being in preliminary stages, with various motions either yet to be submitted or pending, discovery yet to occur, and significant factual matters unresolved. In addition, most cases seek an indeterminate amount of damages and many involve multiple parties. Predicting the outcomes of settlement discussions or judicial or arbitral decisions are thus inherently difficult. Based on currently available information, including legal defenses available to us, and given the aforementioned reserves and our insurance coverage, we do not believe that the outcome of these legal and environmental matters will have a material effect on our consolidated financial position or results of operations.

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(6) Fair Value of Financial Instruments

6 Months Ended

Jul. 03, 2011

Fair Value of Financial Instruments [Abstract]

Fair Value of Financial Instruments

Fair Value of Financial Instruments

Below are the carrying amounts and estimated fair values of the Companies’ financial instruments for which the disclosure of fair values is required.

	July 3, 2011
	Wendy’s Restaurants		Corporate		The Wendy’s Company
Financial assets
Carrying Amount:
Cash and cash equivalents	$	222,753	$	269,695	$	492,448
Restricted cash equivalents:
Current - included in “Prepaid expenses and other      current assets”	769		—		769
Non-current - included in “Deferred costs and      other assets”	3,482		686		4,168
Non-current cost investments	3,792		4,590		8,382
Interest rate swaps	10,493		—		10,493
Fair Value:
Cash and cash equivalents (a)	$	222,753	$	269,695	$	492,448
Restricted cash equivalents (a):
Current	769		—		769
Non-current	3,482		686		4,168
Non-current cost investments (b)	5,596		14,002		19,598
Interest rate swaps (c)	10,493		—		10,493

	July 3, 2011
	Carrying Amount		Fair Value
Financial liabilities
Long-term debt, including current portion:
10% senior notes (d)	$	554,058	$	626,020
Wendy’s Restaurants term loan (d)	468,265		471,662
6.20% senior notes (d)	221,070		233,550
Sale-leaseback obligations (e)	1,488		1,518
Capitalized lease obligations (e)	15,224		15,608
7% debentures (d)	81,771		93,000
Other	1,060		1,073
Total Wendy’s Restaurants long-term debt, including current portion	1,342,936		1,442,431
6.54% aircraft term loan (e)	11,884		11,937
Total The Wendy’s Company long-term debt, including current portion	$	1,354,820	$	1,454,368

Guarantees of:
Franchisee loans obligations (f)	$	362	$	362

_______________

(a) The carrying amounts approximated fair value due to the short-term maturities of the cash equivalents or restricted cash equivalents.

(b) Fair value of these investments was based entirely on statements of account received from investment managers or investees which were principally based on quoted market or broker/dealer prices. To the extent that some of these investments, including the underlying investments in investment limited partnerships, do not have available quoted market or broker/dealer prices, the Companies relied on valuations performed by the investment managers or investees in valuing those investments or third-party appraisals.

(c) The fair values were based on information provided by the bank counterparties that is model-driven and whose inputs were observable or whose significant value drivers were observable.

(d) The fair values were based on quoted market prices.

(e) The fair values were determined by discounting the future scheduled principal payments using an interest rate assuming the same original issuance spread over a current U.S. Treasury bond yield for securities with similar durations.

(f) Wendy’s provided loan guarantees to various lenders on behalf of franchisees entering into pooled debt facility arrangements for new store development and equipment financing. Wendy’s has accrued a liability for the fair value of these guarantees, the calculation for which was based upon a weighted average risk percentage established at the inception of each program.

The carrying amounts of current accounts, notes receivable and non-current notes receivable approximated fair value due to the effect of related allowances for doubtful accounts and notes receivable. The carrying amounts of accounts payable and accrued expenses approximated fair value due to the short-term maturities of those items.

Valuation techniques under the accounting guidance related to fair value measurements were based on observable and unobservable inputs. Observable inputs reflected readily obtainable data from independent sources, while unobservable inputs reflected our market assumptions. These inputs are classified into the following hierarchy:

Level 1 Inputs - Quoted prices for identical assets or liabilities in active markets.

Level 2 Inputs - Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 Inputs - Pricing inputs are unobservable for the assets or liabilities and include situations where there is little, if any, market activity for the assets or liabilities. The inputs into the determination of fair value require significant management judgment or estimation.

The following table presents the Companies’ financial assets and liabilities (other than cash and cash equivalents) measured at fair value on a recurring basis as of July 3, 2011 by the valuation hierarchy as defined in the fair value guidance:

			Fair Value Measurements
	July 3, 2011		Level 1		Level 2		Level 3
Interest rate swaps (included in “Deferred costs and    other assets”)	$	10,493	$	—	$	10,493	$	—

The following table presents the fair values for those assets and liabilities of continuing operations measured at fair value during the six months ended July 3, 2011 on a non-recurring basis. Total losses include losses recognized from all non-recurring fair value measurements during the six months ended July 3, 2011. The carrying value of properties presented in the table below substantially represents the remaining carrying value of land for Wendy’s properties that were impaired. See Note 7 for more information on the impairment of our long-lived assets.

									Six Months Ended July 3, 2011 Total Losses
			Fair Value Measurements
	July 3, 2011		Level 1		Level 2		Level 3
Properties	$	575	$	—	$	—	$	575	$	6,449
Other intangible assets	—		—		—		—		1,813
	$	575	$	—	$	—	$	575	$	8,262

Derivative instruments

The Companies’ derivative instruments in the second quarter of 2011 included interest rate swaps with notional amounts totaling $225,000 that were all designated as fair value hedges on Wendy’s 6.20% senior notes. At July 3, 2011 and January 2, 2011, the fair value of these interest rate swaps of $10,493 and $9,623, respectively, has been included in “Deferred costs and other assets” and as an adjustment to the carrying amount of the Wendy’s 6.20% senior notes.

Interest income on interest rate swaps was $1,435 and $2,848 for the three months and six months ended July 3, 2011, respectively and $3,264 and $5,076 for the three months and six months ended July 4, 2010, respectively. In connection with the redemption of the Wendy’s 6.25% senior notes during the second quarter of 2010, we recognized a gain of $1,875 on the cancellation of four interest rate swaps with notional amounts totaling $175,000, which is included in the amounts above for the three months and six months ended July 4, 2010.

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(16) Guarantor/Non-Guarantor

6 Months Ended

Jul. 03, 2011

Guarantor Non-Guarantor [Abstract]

Guarantor Non-Guarantor

Guarantor/Non-Guarantor

(Wendy’s Restaurants)

Wendy’s Restaurants is the issuer of, and certain of its domestic subsidiaries have guaranteed amounts outstanding under our 10% senior notes. Each of the guaranteeing subsidiaries, including Arby’s and its subsidiaries through the closing of the sale on July 4, 2011, is a direct or indirect 100% owned subsidiary of Wendy’s Restaurants and each has fully and unconditionally guaranteed the 10% senior notes on a joint and several basis. Information related to Arby’s has been reflected as discontinued operations in the accompanying condensed consolidating balance sheet as of July 3, 2011 and condensed consolidating statements of income for the three months and six months ended July 3, 2011 and July 4, 2010. Arby’s cash flows for all periods presented have been included in, and not separately reported from, all our cash flows.

The following are included in the presentation of our consolidating: (1) Condensed Consolidating Balance Sheets as of July 3, 2011 and January 2, 2011, (2) Condensed Consolidating Statements of Income for the three months and six months ended July 3, 2011 and July 4, 2010, and (3) Condensed Consolidating Statements of Cash Flows for the six months ended July 3, 2011 and July 4, 2010 to reflect:

(a)Wendy’s Restaurants (the “Parent”);

(b)the 10% senior notes guarantor subsidiaries as a group;

(c)the 10% senior notes non-guarantor subsidiaries as a group;

(d)elimination entries necessary to combine the Parent with the guarantor and non-guarantor subsidiaries; and

(e)Wendy’s Restaurants on a consolidated basis.

Substantially all of our domestic restricted subsidiaries are guarantors of the 10% senior notes. Certain of our subsidiaries, including our foreign subsidiaries and national advertising funds, do not guarantee the 10% senior notes.

As a result of the closing of the sale of Arby’s on July 4, 2011 as described in Note 2, Arby’s and its subsidiaries are no longer guarantors of the amounts outstanding under the 10% senior notes. Accordingly, condensed consolidating financial statements contained in our future periodic filings will be retroactively revised to reflect Arby’s and its subsidiaries as non-guarantors for all periods presented.

For purposes of presentation of such consolidating information, investments in subsidiaries are accounted for by the Parent on the equity method. The elimination entries are principally necessary to eliminate intercompany balances and transactions.

CONDENSED CONSOLIDATING BALANCE SHEET

July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries		Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	36,255		$	152,938		$	33,560	$	—		$	222,753
Accounts and notes receivable	3,677			61,896			4,491		(12		)	70,052
Inventories	—			11,963			1,201		—			13,164
Prepaid expenses and other current assets	4,720			26,479			1,590		—			32,789
Deferred income tax benefit	22,127			20,926			223		—			43,276
Advertising funds restricted assets	—			—			74,472		—			74,472
Current assets of discontinued operations	—			65,246			1,079		—			66,325
Total current assets	66,779			339,448			116,616		(12		)	522,831
Properties	11,477			1,070,660			59,430		—			1,141,567
Goodwill	—			827,228			50,415		—			877,643
Other intangible assets	18,973			1,272,425			26,844		—			1,318,242
Investments	—			—			106,195		—			106,195
Deferred costs and other assets	29,222			36,754			269		—			66,245
Noncurrent assets of discontinued operations	—			396,214			22,641		—			418,855
Net investment in subsidiaries	2,624,049			260,047			—		(2,884,096		)	—
Deferred income tax benefit	83,496			—			—		(83,496		)	—
Due from affiliate	51,593			—			—		(51,593		)	—
Total assets	$	2,885,589		$	4,202,776		$	382,410	$	(3,019,197	)	$	4,451,578
LIABILITIES AND INVESTED EQUITY
Current liabilities:
Current portion of long-term debt	$	5,692		$	909		$	280	$	—		$	6,881
Accounts payable	4,884			49,786			6,404		—			61,074
Accrued expenses and other current liabilities	47,757			139,103			7,417		—			194,277
Advertising funds restricted liabilities	—			—			74,472		—			74,472
Current liabilities of discontinued operations	—			110,636			288		(12		)	110,912
Total current liabilities	58,333			300,434			88,861		(12		)	447,616
Long-term debt	1,017,614			314,572			3,869		—			1,336,055
Due to affiliates	—			75,012			1,184		(51,593		)	24,603
Deferred income	—			18,378			432		—			18,810
Deferred income taxes	—			541,917			17,608		(83,496		)	476,029
Other liabilities	4,719			83,993			9,119		—			97,831
Noncurrent liabilities of discontinued operations	—			244,421			1,290		—			245,711
Invested equity:
Member interest, $0.01 par value; 1,000 shares authorized, one share issued and outstanding	—			—			—		—			—
Other capital	2,429,621			3,253,732			199,014		(3,452,746		)	2,429,621
(Accumulated deficit) retained earnings	(485,586		)	(490,571		)	45,145		445,426			(485,586		)
Advances to The Wendy’s Company	(155,000		)	(155,000		)	—		155,000			(155,000		)
Accumulated other comprehensive income	15,888			15,888			15,888		(31,776		)	15,888
Total invested equity	1,804,923			2,624,049			260,047		(2,884,096		)	1,804,923
Total liabilities and invested equity	$	2,885,589		$	4,202,776		$	382,410	$	(3,019,197	)	$	4,451,578

CONDENSED CONSOLIDATING BALANCE SHEET

January 2, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries		Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	79,355		$	88,936		$	30,395	$	—		$	198,686
Accounts and notes receivable	320			79,404			3,628		—			83,352
Inventories	—			21,558			1,136		—			22,694
Prepaid expenses and other current assets	3,900			19,446			686		—			24,032
Deferred income tax benefit	17,634			27,218			215		—			45,067
Advertising funds restricted assets	—			—			76,553		—			76,553
Total current assets	101,209			236,562			112,613		—			450,384
Properties	13,748			1,466,769			61,336		—			1,541,853
Goodwill	—			841,156			47,765		—			888,921
Other intangible assets	21,453			1,310,092			27,029		—			1,358,574
Investments	—			—			102,406		—			102,406
Deferred costs and other assets	32,610			41,274			675		—			74,559
Net investment in subsidiaries	2,559,526			246,578			—		(2,806,104		)	—
Deferred income tax benefit	86,423			—			97		(86,520		)	—
Due from affiliate	59,618			—			17,893		(77,511		)	—
Total assets	$	2,874,587		$	4,142,431		$	369,814	$	(2,970,135	)	$	4,416,697
LIABILITIES AND INVESTED EQUITY
Current liabilities:
Current portion of long-term debt	$	5,228		$	11,587		$	232	$	—		$	17,047
Accounts payable	4,624			70,901			5,623		—			81,148
Accrued expenses and other current liabilities	38,871			195,282			10,147		—			244,300
Advertising funds restricted liabilities	—			—			76,553		—			76,553
Total current liabilities	48,723			277,770			92,555		—			419,048
Long-term debt	1,043,623			495,505			3,556		—			1,542,684
Due to affiliates	—			108,319			—		(77,511		)	30,808
Deferred income	—			10,888			572		—			11,460
Deferred income taxes	—			548,088			16,904		(86,520		)	478,472
Other liabilities	5,611			142,335			9,649		—			157,595
Invested equity:
Member interest, $0.01 par value; 1,000 shares authorized, one share issued and outstanding	—			—			—		—			—
Other capital	2,423,459			3,244,488			199,014		(3,443,502		)	2,423,459
(Accumulated deficit) retained earnings	(499,500		)	(537,633		)	39,594		498,039			(499,500		)
Advances to The Wendy’s Company	(155,000		)	(155,000		)	—		155,000			(155,000		)
Accumulated other comprehensive income	7,671			7,671			7,970		(15,641		)	7,671
Total invested equity	1,776,630			2,559,526			246,578		(2,806,104		)	1,776,630
Total liabilities and invested equity	$	2,874,587		$	4,142,431		$	369,814	$	(2,970,135	)	$	4,416,697

CONDENSED CONSOLIDATING STATEMENT OF INCOME

For thethree months ended July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	482,024		$	62,213		$	—		$	544,237
Franchise revenues	—			73,265			4,957			—			78,222
	—			555,289			67,170			—			622,459
Costs and expenses:
Cost of sales	—			410,566			54,232			—			464,798
General and administrative	—			69,520			3,182			—			72,702
Retention program and other transaction     related costs	2,946			1,746			—			—			4,692
Depreciation and amortization	2,439			24,769			2,575			—			29,783
Impairment of long-lived assets	—			347			18			—			365
Other operating expense (income), net	—			2,871			(2,393		)	—			478
	5,385			509,819			57,614			—			572,818
Operating (loss) profit	(5,385		)	45,470			9,556			—			49,641
Interest expense	(22,188		)	(5,557		)	(123		)	—			(27,868		)
Other income (expense), net	—			4,233			(4,044		)	—			189
Equity in income of subsidiaries	33,676			4,356			—			(38,032		)	—
Income from continuing operations      before income taxes	6,103			48,502			5,389			(38,032		)	21,962
Benefit from (provision for) income taxes	10,566			(18,045		)	(1,486		)	—			(8,965		)
Income from continuing operations	16,669			30,457			3,903			(38,032		)	12,997
Discontinued operations:
Income from discontinued operations, net      of income taxes	—			3,219			453			—			3,672
Loss on disposal of discontinued operations, net      of income tax benefit	(3,780		)	—			—			—			(3,780		)
Net (loss) income from discontinued       operations	(3,780		)	3,219			453			—			(108		)
Net income	$	12,889		$	33,676		$	4,356		$	(38,032	)	$	12,889

CONDENSED CONSOLIDATING STATEMENT OF INCOME

For thethree months ended July 4, 2010

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	473,766		$	58,645		$	—		$	532,411
Franchise revenues	—			70,175			4,848			—			75,023
	—			543,941			63,493			—			607,434
Costs and expenses:
Cost of sales	—			392,089			50,225			—			442,314
General and administrative	—			70,020			2,208			—			72,228
Depreciation and amortization	3,054			25,467			2,394			—			30,915
Impairment of long-lived assets	—			482			—			—			482
Other operating expense (income), net	—			2,560			(2,437		)	—			123
	3,054			490,618			52,390			—			546,062
Operating (loss) profit	(3,054		)	53,323			11,103			—			61,372
Interest expense	(18,396		)	(10,699		)	(76		)	—			(29,171		)
Loss on early extinguishment of debt	—			(26,197		)	—			—			(26,197		)
Other income (expense), net	84			4,243			(3,845		)	—			482
Equity in income of subsidiaries	20,115			5,669			—			(25,784		)	—
(Loss) income from continuing operations  before income taxes	(1,251		)	26,339			7,182			(25,784		)	6,486
Benefit from (provision for) income taxes	10,626			(11,022		)	(2,015		)	—			(2,411		)
Income from continuing operations	9,375			15,317			5,167			(25,784		)	4,075
Discontinued operations:
Income from discontinued operations, net of income taxes	—			4,798			502			—			5,300
Net income	$	9,375		$	20,115		$	5,669		$	(25,784	)	$	9,375

CONDENSED CONSOLIDATING STATEMENT OF INCOME

For the six months ended July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	937,552		$	115,971		$	—		$	1,053,523
Franchise revenues	—			142,023			9,378			—			151,401
	—			1,079,575			125,349			—			1,204,924
Costs and expenses:
Cost of sales	—			800,591			103,078			—			903,669
General and administrative	—			138,012			6,629			—			144,641
Retention program and other transaction related costs	4,225			1,746			—			—			5,971
Depreciation and amortization	5,027			49,366			5,239			—			59,632
Impairment of long-lived assets	—			7,890			372			—			8,262
Other operating expense (income), net	—			5,545			(4,325		)	—			1,220
	9,252			1,003,150			110,993			—			1,123,395
Operating (loss) profit	(9,252		)	76,425			14,356			—			81,529
Interest expense	(45,524		)	(11,320		)	(239		)	—			(57,083		)
Other income (expense), net	—			8,031			(7,629		)	—			402
Equity in income of subsidiaries	47,062			5,551			—			(52,613		)	—
(Loss) income from continuing operations  before income taxes	(7,714		)	78,687			6,488			(52,613		)	24,848
Benefit from (provision for) income taxes	25,408			(33,324		)	(1,797		)	—			(9,713		)
Income from continuing operations	17,694			45,363			4,691			(52,613		)	15,135
Discontinued operations:
Income from discontinued operations, net      of income taxes	—			1,699			860			—			2,559
Loss on disposal of discontinued operations, net      of income tax benefit	(3,780		)	—			—			—			(3,780		)
Net (loss) income from discontinued       operations	(3,780		)	1,699			860			—			(1,221		)
Net income	$	13,914		$	47,062		$	5,551		$	(52,613	)	$	13,914

CONDENSED CONSOLIDATING STATEMENT OF INCOME

For the six months ended July 4, 2010

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	933,120		$	112,038		$	—		$	1,045,158
Franchise revenues	—			137,709			9,281			—			146,990
	—			1,070,829			121,319			—			1,192,148
Costs and expenses:
Cost of sales	—			776,337			97,314			—			873,651
General and administrative	—			146,067			6,779			—			152,846
Depreciation and amortization	6,225			51,586			5,070			—			62,881
Impairment of long-lived assets	—			482			—			—			482
Other operating expense (income), net	—			5,144			(3,810		)	—			1,334
	6,225			979,616			105,353			—			1,091,194
Operating (loss) profit	(6,225		)	91,213			15,966			—			100,954
Interest expense	(33,622		)	(26,120		)	(155		)	—			(59,897		)
Loss on early extinguishment of debt	—			(26,197		)	—			—			(26,197		)
Other income (expense), net	157			8,147			(7,539		)	—			765
Equity in income of subsidiaries	15,980			6,799			—			(22,779		)	—
(Loss) income from continuing operations  before income taxes	(23,710		)	53,842			8,272			(22,779		)	15,625
Benefit from (provision for) income taxes	30,525			(31,481		)	(2,443		)	—			(3,399		)
Income from continuing operations	6,815			22,361			5,829			(22,779		)	12,226
Discontinued operations:
(Loss) income from discontinued operations, net of income taxes	—			(6,381		)	970			—			(5,411		)
Net income	$	6,815		$	15,980		$	6,799		$	(22,779	)	$	6,815

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the six months ended July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Cash flows from operating activities:
Net income	$	13,914		$	47,062		$	5,551		$	(52,613	)	$	13,914
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in income from operations of subsidiaries	(47,062		)	(5,551		)	—			52,613			—
Depreciation and amortization	5,027			71,473			5,245			—			81,745
Net receipt of deferred vendor incentives	—			19,764			—			—			19,764
Impairment of long-lived assets	—			9,448			372			—			9,820
Tax sharing (receivable from) payable to affiliate, net	(26,857		)	33,572			—			—			6,715
Distributions received from joint venture	—			—			6,501			—			6,501
Share-based compensation provision	2,606			3,556			—			—			6,162
Accretion of long-term debt	1,087			3,076			—			—			4,163
Non-cash rent expense (credit)	—			4,265			(151		)	—			4,114
Write-off and amortization of deferred financing costs	3,503			—			—			—			3,503
Provision for (recovery of) doubtful accounts	—			1,659			(91		)	—			1,568
Tax sharing receipt from (payment to) affiliate, net	29,000			(29,000		)	—			—			—
Deferred income tax (benefit) provision, net	(1,121		)	1,003			—			—			(118		)
Other operating transactions with affiliates	51,211			(50,388		)	(1,920		)	—			(1,097		)
Equity in earnings in joint ventures, net	—						(5,100		)	—			(5,100		)
Tax sharing payment to The Wendy's Company	(13,078		)	—			—			—			(13,078		)
Other, net	(15		)	(295		)	(1,042		)	—			(1,352		)
Changes in operating assets and liabilities:
Accounts and notes receivable	22			(4,516		)	(1,115		)	—			(5,609		)
Inventories	—			(731		)	(19		)	—			(750		)
Prepaid expenses and other current assets	(977		)	(10,387		)	(862		)	—			(12,226		)
Accounts payable	1,343			10,930			1,875			—			14,148
Accrued expenses and other current liabilities	1,131			(5,799		)	(2,737		)	—			(7,405		)
Net cash provided by operating activities	19,734			99,141			6,507			—			125,382
Cash flows from investing activities:
Capital expenditures	(5,437		)	(47,862		)	(2,667		)	—			(55,966		)
Business acquisitions	—			(6,613		)	—			—			(6,613		)
Investment in international joint venture	—			—			(1,183		)	—			(1,183		)
Proceeds from dispositions	—			2,565			—			—			2,565
Other, net	—			(208		)	(17		)	—			(225		)
Net cash used in investing activities	(5,437		)	(52,118		)	(3,867		)	—			(61,422		)
Cash flows from financing activities:
Repayments of long-term debt	(27,361		)	(6,539		)	(81		)	—			(33,981		)
Capital contribution from Parent	(30,000		)	30,000			—			—			—
Deferred financing costs	(36		)	—			—			—			(36		)
Net cash (used in) provided by financing activities	(57,397		)	23,461			(81		)	—			(34,017		)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	(43,100		)	70,484			2,559			—			29,943
Effect of exchange rate changes on cash	—			—			1,200			—			1,200
Net (decrease) increase in cash and cash equivalents	(43,100		)	70,484			3,759			—			31,143
Cash and cash equivalents at beginning of period	79,355			88,936			30,395			—			198,686
Cash and cash equivalents at end of period	$	36,255		$	159,420		$	34,154		$	—		$	229,829

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the six months ended July 4, 2010

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Cash flows from operating activities:
Net income	$	6,815		$	15,980		$	6,799		$	(22,779	)	$	6,815
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Equity in income from operations of subsidiaries	(15,980		)	(6,799		)	—			22,779			—
Depreciation and amortization	6,225			79,038			5,075			—			90,338
Net receipt of deferred vendor incentives	—			19,676			—			—			19,676
Impairment of long-lived assets	—			14,015			—			—			14,015
Accretion of long-term debt	734			10,281			—			—			11,015
Write-off and amortization of deferred financing costs	1,591			7,245			—			—			8,836
Share-based compensation provision	1,796			4,431			—			—			6,227
Distributions received from joint venture	—			—			5,793			—			5,793
Non-cash rent expense (credit)	—			5,096			(151		)	—			4,945
Provision for (recovery of) doubtful accounts	—			3,788			(212		)	—			3,576
Tax sharing receipt from (payment to) affiliate, net	32,000			(32,000		)	—			—			—
Tax sharing (receivable from) payable to affiliate, net	(25,735		)	26,715			—			—			980
Equity in earnings in joint venture	—			—			(4,480		)	—			(4,480		)
Deferred income tax benefit, net	—			(3,433		)	—			—			(3,433		)
Other operating transactions with affiliates	(37,830		)	36,476			(151		)	—			(1,505		)
Other, net	2,315			(529		)	(1,715		)	—			71
Changes in operating assets and liabilities net:													—
Accounts and notes receivable	(41		)	(6,793		)	67			—			(6,767		)
Inventories	—			552			64			—			616
Prepaid expenses and other current assets	(416		)	(6,505		)	(880		)	—			(7,801		)
Accounts payable	(229		)	(11,445		)	(1,262		)	—			(12,936		)
Accrued expenses and other current liabilities	(8,869		)	(14,406		)	(4,262		)	—			(27,537		)
Net cash (used in) provided by operating activities	(37,624		)	141,383			4,685			—			108,444
Cash flows from investing activities:
Capital expenditures	(7,918		)	(41,876		)	(2,936		)	—			(52,730		)
Proceeds from dispositions	—			4,111			—			—			4,111
Other, net	—			50			826			—			876
Net cash used in investing activities	(7,918		)	(37,715		)	(2,110		)	—			(47,743		)
Cash flows from financing activities:
Proceeds from long-term debt	497,500			161			—			—			497,661
Repayments of long-term debt	(107		)	(458,370		)	(99		)	—			(458,576		)
Deferred financing costs	(14,375		)	—			—			—			(14,375		)
Capital contributions from Parent	(474,569		)	474,569			—			—			—
Dividends paid to The Wendy’s Company	(148,700		)	(295,000		)	—			—			(443,700		)
Net cash used in financing activities	(140,251		)	(278,640		)	(99		)	—			(418,990		)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	(185,793		)	(174,972		)	2,476			—			(358,289		)
Effect of exchange rate changes on cash	—			—			(262		)	—			(262		)
Net (decrease) increase in cash and cash equivalents	(185,793		)	(174,972		)	2,214			—			(358,551		)
Cash and cash equivalents at beginning of period	237,607			268,762			32,495			—			538,864
Cash and cash equivalents at end of period	$	51,814		$	93,790		$	34,709		$	—		$	180,313

XML



(6) Fair Value of Financial Instruments Derivative Instruments (Details) (USD $) In Thousands					3 Months Ended	6 Months Ended		3 Months Ended			3 Months Ended	6 Months Ended
	Jul. 03, 2011 The Wendy's Company [Member] Portion at Fair Value, Fair Value Disclosure [Member] Interest Rate Swap [Member] Designated as Hedging Instrument [Member] Debt Instrument 3 [Member] Fair Value Hedging [Member]		Jan. 02, 2011 Wendy's Restaurants, LLC [Member] Portion at Fair Value, Fair Value Disclosure [Member] Interest Rate Swap [Member] Designated as Hedging Instrument [Member] Debt Instrument 3 [Member] Fair Value Hedging [Member]	Jul. 03, 2011 Wendy's Restaurants, LLC [Member] Interest Rate Swap [Member] Debt Instrument 3 [Member]	Jul. 03, 2011 Interest Rate Swap [Member] Debt Instrument 3 [Member]	Jul. 03, 2011 Interest Rate Swap [Member] Debt Instrument 3 [Member]	Jul. 04, 2010 Wendy's Restaurants, LLC [Member] Debt Instrument 9 [Member]	Jul. 04, 2010 Interest Rate Swap [Member] Debt Instrument 9 [Member]	Jul. 03, 2011 Wendy's Restaurants, LLC [Member] Portion at Fair Value, Fair Value Disclosure [Member] Interest Rate Swap [Member] Designated as Hedging Instrument [Member] Fair Value Hedging [Member]		Jul. 04, 2010 Interest Rate Swap [Member]	Jul. 04, 2010 Interest Rate Swap [Member]
Derivatives, Fair Value [Line Items]
Notional amount of interest rate swaps				$ 225,000			$ 175,000
Fair value of interest rate swaps	10,493	[1]	9,623						10,493	[1]
Interest income on interest rate swaps					1,435	2,848					3,264	5,076
Gain on cancellation of interest rate swaps								$ 1,875

[1] The fair values were based on information provided by the bank counterparties that is model-driven and whose inputs were observable or whose significant value drivers were observable.

XML



(16) Guarantor/Non-Guarantor (Tables)

6 Months Ended

Jul. 03, 2011

Guarantor Non-Guarantor [Abstract]

Schedules of Condensed Consolidated Financial Information

CONDENSED CONSOLIDATING STATEMENT OF INCOME

For the six months ended July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	937,552		$	115,971		$	—		$	1,053,523
Franchise revenues	—			142,023			9,378			—			151,401
	—			1,079,575			125,349			—			1,204,924
Costs and expenses:
Cost of sales	—			800,591			103,078			—			903,669
General and administrative	—			138,012			6,629			—			144,641
Retention program and other transaction related costs	4,225			1,746			—			—			5,971
Depreciation and amortization	5,027			49,366			5,239			—			59,632
Impairment of long-lived assets	—			7,890			372			—			8,262
Other operating expense (income), net	—			5,545			(4,325		)	—			1,220
	9,252			1,003,150			110,993			—			1,123,395
Operating (loss) profit	(9,252		)	76,425			14,356			—			81,529
Interest expense	(45,524		)	(11,320		)	(239		)	—			(57,083		)
Other income (expense), net	—			8,031			(7,629		)	—			402
Equity in income of subsidiaries	47,062			5,551			—			(52,613		)	—
(Loss) income from continuing operations  before income taxes	(7,714		)	78,687			6,488			(52,613		)	24,848
Benefit from (provision for) income taxes	25,408			(33,324		)	(1,797		)	—			(9,713		)
Income from continuing operations	17,694			45,363			4,691			(52,613		)	15,135
Discontinued operations:
Income from discontinued operations, net      of income taxes	—			1,699			860			—			2,559
Loss on disposal of discontinued operations, net      of income tax benefit	(3,780		)	—			—			—			(3,780		)
Net (loss) income from discontinued       operations	(3,780		)	1,699			860			—			(1,221		)
Net income	$	13,914		$	47,062		$	5,551		$	(52,613	)	$	13,914

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries		Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	36,255		$	152,938		$	33,560	$	—		$	222,753
Accounts and notes receivable	3,677			61,896			4,491		(12		)	70,052
Inventories	—			11,963			1,201		—			13,164
Prepaid expenses and other current assets	4,720			26,479			1,590		—			32,789
Deferred income tax benefit	22,127			20,926			223		—			43,276
Advertising funds restricted assets	—			—			74,472		—			74,472
Current assets of discontinued operations	—			65,246			1,079		—			66,325
Total current assets	66,779			339,448			116,616		(12		)	522,831
Properties	11,477			1,070,660			59,430		—			1,141,567
Goodwill	—			827,228			50,415		—			877,643
Other intangible assets	18,973			1,272,425			26,844		—			1,318,242
Investments	—			—			106,195		—			106,195
Deferred costs and other assets	29,222			36,754			269		—			66,245
Noncurrent assets of discontinued operations	—			396,214			22,641		—			418,855
Net investment in subsidiaries	2,624,049			260,047			—		(2,884,096		)	—
Deferred income tax benefit	83,496			—			—		(83,496		)	—
Due from affiliate	51,593			—			—		(51,593		)	—
Total assets	$	2,885,589		$	4,202,776		$	382,410	$	(3,019,197	)	$	4,451,578
LIABILITIES AND INVESTED EQUITY
Current liabilities:
Current portion of long-term debt	$	5,692		$	909		$	280	$	—		$	6,881
Accounts payable	4,884			49,786			6,404		—			61,074
Accrued expenses and other current liabilities	47,757			139,103			7,417		—			194,277
Advertising funds restricted liabilities	—			—			74,472		—			74,472
Current liabilities of discontinued operations	—			110,636			288		(12		)	110,912
Total current liabilities	58,333			300,434			88,861		(12		)	447,616
Long-term debt	1,017,614			314,572			3,869		—			1,336,055
Due to affiliates	—			75,012			1,184		(51,593		)	24,603
Deferred income	—			18,378			432		—			18,810
Deferred income taxes	—			541,917			17,608		(83,496		)	476,029
Other liabilities	4,719			83,993			9,119		—			97,831
Noncurrent liabilities of discontinued operations	—			244,421			1,290		—			245,711
Invested equity:
Member interest, $0.01 par value; 1,000 shares authorized, one share issued and outstanding	—			—			—		—			—
Other capital	2,429,621			3,253,732			199,014		(3,452,746		)	2,429,621
(Accumulated deficit) retained earnings	(485,586		)	(490,571		)	45,145		445,426			(485,586		)
Advances to The Wendy’s Company	(155,000		)	(155,000		)	—		155,000			(155,000		)
Accumulated other comprehensive income	15,888			15,888			15,888		(31,776		)	15,888
Total invested equity	1,804,923			2,624,049			260,047		(2,884,096		)	1,804,923
Total liabilities and invested equity	$	2,885,589		$	4,202,776		$	382,410	$	(3,019,197	)	$	4,451,578

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the six months ended July 4, 2010

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Cash flows from operating activities:
Net income	$	6,815		$	15,980		$	6,799		$	(22,779	)	$	6,815
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Equity in income from operations of subsidiaries	(15,980		)	(6,799		)	—			22,779			—
Depreciation and amortization	6,225			79,038			5,075			—			90,338
Net receipt of deferred vendor incentives	—			19,676			—			—			19,676
Impairment of long-lived assets	—			14,015			—			—			14,015
Accretion of long-term debt	734			10,281			—			—			11,015
Write-off and amortization of deferred financing costs	1,591			7,245			—			—			8,836
Share-based compensation provision	1,796			4,431			—			—			6,227
Distributions received from joint venture	—			—			5,793			—			5,793
Non-cash rent expense (credit)	—			5,096			(151		)	—			4,945
Provision for (recovery of) doubtful accounts	—			3,788			(212		)	—			3,576
Tax sharing receipt from (payment to) affiliate, net	32,000			(32,000		)	—			—			—
Tax sharing (receivable from) payable to affiliate, net	(25,735		)	26,715			—			—			980
Equity in earnings in joint venture	—			—			(4,480		)	—			(4,480		)
Deferred income tax benefit, net	—			(3,433		)	—			—			(3,433		)
Other operating transactions with affiliates	(37,830		)	36,476			(151		)	—			(1,505		)
Other, net	2,315			(529		)	(1,715		)	—			71
Changes in operating assets and liabilities net:													—
Accounts and notes receivable	(41		)	(6,793		)	67			—			(6,767		)
Inventories	—			552			64			—			616
Prepaid expenses and other current assets	(416		)	(6,505		)	(880		)	—			(7,801		)
Accounts payable	(229		)	(11,445		)	(1,262		)	—			(12,936		)
Accrued expenses and other current liabilities	(8,869		)	(14,406		)	(4,262		)	—			(27,537		)
Net cash (used in) provided by operating activities	(37,624		)	141,383			4,685			—			108,444
Cash flows from investing activities:
Capital expenditures	(7,918		)	(41,876		)	(2,936		)	—			(52,730		)
Proceeds from dispositions	—			4,111			—			—			4,111
Other, net	—			50			826			—			876
Net cash used in investing activities	(7,918		)	(37,715		)	(2,110		)	—			(47,743		)
Cash flows from financing activities:
Proceeds from long-term debt	497,500			161			—			—			497,661
Repayments of long-term debt	(107		)	(458,370		)	(99		)	—			(458,576		)
Deferred financing costs	(14,375		)	—			—			—			(14,375		)
Capital contributions from Parent	(474,569		)	474,569			—			—			—
Dividends paid to The Wendy’s Company	(148,700		)	(295,000		)	—			—			(443,700		)
Net cash used in financing activities	(140,251		)	(278,640		)	(99		)	—			(418,990		)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	(185,793		)	(174,972		)	2,476			—			(358,289		)
Effect of exchange rate changes on cash	—			—			(262		)	—			(262		)
Net (decrease) increase in cash and cash equivalents	(185,793		)	(174,972		)	2,214			—			(358,551		)
Cash and cash equivalents at beginning of period	237,607			268,762			32,495			—			538,864
Cash and cash equivalents at end of period	$	51,814		$	93,790		$	34,709		$	—		$	180,313

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Revenues:
Sales	$	—		$	482,024		$	62,213		$	—		$	544,237
Franchise revenues	—			73,265			4,957			—			78,222
	—			555,289			67,170			—			622,459
Costs and expenses:
Cost of sales	—			410,566			54,232			—			464,798
General and administrative	—			69,520			3,182			—			72,702
Retention program and other transaction     related costs	2,946			1,746			—			—			4,692
Depreciation and amortization	2,439			24,769			2,575			—			29,783
Impairment of long-lived assets	—			347			18			—			365
Other operating expense (income), net	—			2,871			(2,393		)	—			478
	5,385			509,819			57,614			—			572,818
Operating (loss) profit	(5,385		)	45,470			9,556			—			49,641
Interest expense	(22,188		)	(5,557		)	(123		)	—			(27,868		)
Other income (expense), net	—			4,233			(4,044		)	—			189
Equity in income of subsidiaries	33,676			4,356			—			(38,032		)	—
Income from continuing operations      before income taxes	6,103			48,502			5,389			(38,032		)	21,962
Benefit from (provision for) income taxes	10,566			(18,045		)	(1,486		)	—			(8,965		)
Income from continuing operations	16,669			30,457			3,903			(38,032		)	12,997
Discontinued operations:
Income from discontinued operations, net      of income taxes	—			3,219			453			—			3,672
Loss on disposal of discontinued operations, net      of income tax benefit	(3,780		)	—			—			—			(3,780		)
Net (loss) income from discontinued       operations	(3,780		)	3,219			453			—			(108		)
Net income	$	12,889		$	33,676		$	4,356		$	(38,032	)	$	12,889

CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS

For the six months ended July 3, 2011

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries			Eliminations			Total
Cash flows from operating activities:
Net income	$	13,914		$	47,062		$	5,551		$	(52,613	)	$	13,914
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in income from operations of subsidiaries	(47,062		)	(5,551		)	—			52,613			—
Depreciation and amortization	5,027			71,473			5,245			—			81,745
Net receipt of deferred vendor incentives	—			19,764			—			—			19,764
Impairment of long-lived assets	—			9,448			372			—			9,820
Tax sharing (receivable from) payable to affiliate, net	(26,857		)	33,572			—			—			6,715
Distributions received from joint venture	—			—			6,501			—			6,501
Share-based compensation provision	2,606			3,556			—			—			6,162
Accretion of long-term debt	1,087			3,076			—			—			4,163
Non-cash rent expense (credit)	—			4,265			(151		)	—			4,114
Write-off and amortization of deferred financing costs	3,503			—			—			—			3,503
Provision for (recovery of) doubtful accounts	—			1,659			(91		)	—			1,568
Tax sharing receipt from (payment to) affiliate, net	29,000			(29,000		)	—			—			—
Deferred income tax (benefit) provision, net	(1,121		)	1,003			—			—			(118		)
Other operating transactions with affiliates	51,211			(50,388		)	(1,920		)	—			(1,097		)
Equity in earnings in joint ventures, net	—						(5,100		)	—			(5,100		)
Tax sharing payment to The Wendy's Company	(13,078		)	—			—			—			(13,078		)
Other, net	(15		)	(295		)	(1,042		)	—			(1,352		)
Changes in operating assets and liabilities:
Accounts and notes receivable	22			(4,516		)	(1,115		)	—			(5,609		)
Inventories	—			(731		)	(19		)	—			(750		)
Prepaid expenses and other current assets	(977		)	(10,387		)	(862		)	—			(12,226		)
Accounts payable	1,343			10,930			1,875			—			14,148
Accrued expenses and other current liabilities	1,131			(5,799		)	(2,737		)	—			(7,405		)
Net cash provided by operating activities	19,734			99,141			6,507			—			125,382
Cash flows from investing activities:
Capital expenditures	(5,437		)	(47,862		)	(2,667		)	—			(55,966		)
Business acquisitions	—			(6,613		)	—			—			(6,613		)
Investment in international joint venture	—			—			(1,183		)	—			(1,183		)
Proceeds from dispositions	—			2,565			—			—			2,565
Other, net	—			(208		)	(17		)	—			(225		)
Net cash used in investing activities	(5,437		)	(52,118		)	(3,867		)	—			(61,422		)
Cash flows from financing activities:
Repayments of long-term debt	(27,361		)	(6,539		)	(81		)	—			(33,981		)
Capital contribution from Parent	(30,000		)	30,000			—			—			—
Deferred financing costs	(36		)	—			—			—			(36		)
Net cash (used in) provided by financing activities	(57,397		)	23,461			(81		)	—			(34,017		)
Net cash (used in) provided by operations before effect of exchange rate changes on cash	(43,100		)	70,484			2,559			—			29,943
Effect of exchange rate changes on cash	—			—			1,200			—			1,200
Net (decrease) increase in cash and cash equivalents	(43,100		)	70,484			3,759			—			31,143
Cash and cash equivalents at beginning of period	79,355			88,936			30,395			—			198,686
Cash and cash equivalents at end of period	$	36,255		$	159,420		$	34,154		$	—		$	229,829

				Guarantor			Non-guarantor
	Parent			Subsidiaries			Subsidiaries		Eliminations			Total
ASSETS
Current assets:
Cash and cash equivalents	$	79,355		$	88,936		$	30,395	$	—		$	198,686
Accounts and notes receivable	320			79,404			3,628		—			83,352
Inventories	—			21,558			1,136		—			22,694
Prepaid expenses and other current assets	3,900			19,446			686		—			24,032
Deferred income tax benefit	17,634			27,218			215		—			45,067
Advertising funds restricted assets	—			—			76,553		—			76,553
Total current assets	101,209			236,562			112,613		—			450,384
Properties	13,748			1,466,769			61,336		—			1,541,853
Goodwill	—			841,156			47,765		—			888,921
Other intangible assets	21,453			1,310,092			27,029		—			1,358,574
Investments	—			—			102,406		—			102,406
Deferred costs and other assets	32,610			41,274			675		—			74,559
Net investment in subsidiaries	2,559,526			246,578			—		(2,806,104		)	—
Deferred income tax benefit	86,423			—			97		(86,520		)	—
Due from affiliate	59,618			—			17,893		(77,511		)	—
Total assets	$	2,874,587		$	4,142,431		$	369,814	$	(2,970,135	)	$	4,416,697
LIABILITIES AND INVESTED EQUITY
Current liabilities:
Current portion of long-term debt	$	5,228		$	11,587		$	232	$	—		$	17,047
Accounts payable	4,624			70,901			5,623		—			81,148
Accrued expenses and other current liabilities	38,871			195,282			10,147		—			244,300
Advertising funds restricted liabilities	—			—			76,553		—			76,553
Total current liabilities	48,723			277,770			92,555		—			419,048
Long-term debt	1,043,623			495,505			3,556		—			1,542,684
Due to affiliates	—			108,319			—		(77,511		)	30,808
Deferred income	—			10,888			572		—			11,460
Deferred income taxes	—			548,088			16,904		(86,520		)	478,472
Other liabilities	5,611			142,335			9,649		—			157,595
Invested equity:
Member interest, $0.01 par value; 1,000 shares authorized, one share issued and outstanding	—			—			—		—			—
Other capital	2,423,459			3,244,488			199,014		(3,443,502		)	2,423,459
(Accumulated deficit) retained earnings	(499,500		)	(537,633		)	39,594		498,039			(499,500		)
Advances to The Wendy’s Company	(155,000		)	(155,000		)	—		155,000			(155,000		)
Accumulated other comprehensive income	7,671			7,671			7,970		(15,641		)	7,671
Total invested equity	1,776,630			2,559,526			246,578		(2,806,104		)	1,776,630
Total liabilities and invested equity	$	2,874,587		$	4,142,431		$	369,814	$	(2,970,135	)	$	4,416,697

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Condensed Consolidated Statements of Cash Flows (USD $)	6 Months Ended
	Jul. 03, 2011		Jul. 04, 2010
Cash flows from investing activities:
Supplemental total of investment activities	$ (828,000)		$ 32,187,000
Operating investment adjustments, net:
Income on collection of DFR Notes	0		(4,909,000)
Other net recognized gains	(145,000)		(213,000)
Supplemental total of operating investment adjustments	(145,000)		(5,122,000)
Investment activities, net:
Proceeds from sales of investments	355,000		1,435,000
Proceeds from repayment of DFR Notes	0		30,752,000
Investment in international joint venture	(1,183,000)		0
Supplemental Cash Flow Information [Abstract]
Interest	61,050,000		67,665,000
Income taxes, net of refunds	7,018,000		10,845,000
Total capital expenditures	57,055,000		56,337,000
Cash capital expenditures	(55,966,000)		(52,730,000)
Non-cash capitalized lease and certain sales-leaseback obligations	1,089,000		3,607,000
The Wendy's Company [Member] | Segment, Continuing Operations [Member]
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	60,156,000		63,813,000
Impairment of long-lived assets	8,262,000		482,000
Cash flows from financing activities:
Cash and cash equivalents at beginning of period	512,508,000
Cash and cash equivalents at end of period	492,448,000
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member]
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	59,632,000		62,881,000
Impairment of long-lived assets	8,262,000		482,000
Share-based compensation provision	4,961,000	[1]	4,470,000	[1]
Tax sharing payment to parent	(13,078,000)	[2]	0	[2]
Cash flows from financing activities:
Dividends paid to The Wendy's Company	0	[3]	(443,700,000)	[3]
Cash and cash equivalents at beginning of period	198,686,000
Cash and cash equivalents at end of period	222,753,000
Segment, Continuing Operations [Member]
Cash flows from financing activities:
Cash and cash equivalents at end of period	492,448,000		508,380,000
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member]
Cash flows from financing activities:
Cash and cash equivalents at end of period	7,076,000		0
Segment, Discontinued Operations [Member]
Cash flows from financing activities:
Cash and cash equivalents at end of period	7,076,000		0
The Wendy's Company [Member]
Cash flows from operating activities:
Net income	9,857,000		7,342,000
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	82,269,000		91,270,000
Net receipt of deferred vendor incentives	19,764,000		19,676,000
Impairment of long-lived assets	9,820,000		14,015,000
Share-based compensation provision	6,660,000		6,651,000
Distributions received from joint venture	6,501,000		5,793,000
Accretion of long-term debt	4,163,000		11,015,000
Non-cash rent expense (credit)	4,114,000		4,945,000
Deferred income tax provision (benefit), net	3,601,000		(4,053,000)
Write-off and amortization of deferred financing costs	3,509,000		8,846,000
Provision for doubtful accounts	1,568,000		3,576,000
Operating investment adjustments, net (see below)	(145,000)		(5,122,000)
Equity in Earnings for the Period, Net of Amortization of Purchase Price adjustments	(5,100,000)		(4,480,000)
Other Noncash Income (Expense)	(1,498,000)		36,000
Changes in operating assets and liabilities, net:
Accounts and notes receivable	(5,575,000)		(7,016,000)
Inventories	(750,000)		616,000
Prepaid expenses and other current assets	(12,147,000)		(7,462,000)
Accounts payable	14,604,000		(14,006,000)
Accrued expenses and other current liabilities	(8,616,000)		(29,352,000)
Net cash provided by operating activities	132,599,000		102,290,000
Cash flows from investing activities:
Capital expenditures	(55,966,000)		(52,730,000)
Business acquisitions	(6,613,000)		0
Supplemental total of investment activities	(828,000)		32,187,000
Proceeds from dispositions	2,565,000		4,111,000
Other, net	(208,000)		67,000
Net cash used in investing activities	(61,050,000)		(16,365,000)
Cash flows from financing activities:
Proceeds from long-term debt	0		497,661,000
Repayments of long-term debt	(34,768,000)		(466,362,000)
Proceeds from stock option exercises	3,340,000		1,030,000
Repurchases of common stock	(37,400,000)		(173,537,000)
Dividends paid	(16,750,000)		(12,989,000)
Deferred financing costs	(36,000)		(14,375,000)
Other, net	(119,000)		(430,000)
Net cash used in financing activities	(85,733,000)		(169,002,000)
Net cash used in operations before effect of exchange rate changes on cash	(14,184,000)		(83,077,000)
Effect of exchange rate changes on cash	1,200,000		(262,000)
Net decrease in cash and cash equivalents	(12,984,000)		(83,339,000)
Cash and cash equivalents at beginning of period	512,508,000		591,719,000
Cash and cash equivalents at end of period	499,524,000		508,380,000
Wendy's Restaurants, LLC [Member]
Cash flows from operating activities:
Net income	13,914,000		6,815,000
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	81,745,000		90,338,000
Net receipt of deferred vendor incentives	19,764,000		19,676,000
Impairment of long-lived assets	9,820,000		14,015,000
Share-based compensation provision	6,162,000		6,227,000
Tax sharing payable to parent, net	6,715,000		980,000
Distributions received from joint venture	6,501,000		5,793,000
Accretion of long-term debt	4,163,000		11,015,000
Non-cash rent expense (credit)	4,114,000		4,945,000
Deferred income tax provision (benefit), net	(118,000)		(3,433,000)
Write-off and amortization of deferred financing costs	3,503,000		8,836,000
Provision for doubtful accounts	1,568,000		3,576,000
Other operating transactions with parent	(1,097,000)		(1,505,000)
Equity in Earnings for the Period, Net of Amortization of Purchase Price adjustments	(5,100,000)		(4,480,000)
Tax sharing payment to parent	(13,078,000)		0
Other, net	(1,352,000)		71,000
Changes in operating assets and liabilities, net:
Accounts and notes receivable	(5,609,000)		(6,767,000)
Inventories	(750,000)		616,000
Prepaid expenses and other current assets	(12,226,000)		(7,801,000)
Accounts payable	14,148,000		(12,936,000)
Accrued expenses and other current liabilities	(7,405,000)		(27,537,000)
Net cash provided by operating activities	125,382,000		108,444,000
Cash flows from investing activities:
Capital expenditures	(55,966,000)		(52,730,000)
Business acquisitions	(6,613,000)		0
Proceeds from dispositions	2,565,000		4,111,000
Other, net	(225,000)		876,000
Net cash used in investing activities	(61,422,000)		(47,743,000)
Cash flows from financing activities:
Proceeds from long-term debt	0		497,661,000
Repayments of long-term debt	(33,981,000)		(458,576,000)
Dividends paid to The Wendy's Company	0		(443,700,000)
Deferred financing costs	(36,000)		(14,375,000)
Net cash used in financing activities	(34,017,000)		(418,990,000)
Net cash used in operations before effect of exchange rate changes on cash	29,943,000		(358,289,000)
Effect of exchange rate changes on cash	1,200,000		(262,000)
Net decrease in cash and cash equivalents	31,143,000		(358,551,000)
Cash and cash equivalents at beginning of period	198,686,000		538,864,000
Cash and cash equivalents at end of period	229,829,000		180,313,000
Investment activities, net:
Investment in international joint venture	(1,183,000)		0
Supplemental Cash Flow Information [Abstract]
Interest	60,579,000		66,842,000
Income taxes, net of refunds	5,280,000		6,824,000
Total capital expenditures	57,055,000		56,337,000
Cash capital expenditures	(55,966,000)		(52,730,000)
Non-cash capitalized lease and certain sales-leaseback obligations	$ 1,089,000		$ 3,607,000

[1] Wendy’s Restaurants incurs share based compensation costs for The Wendy’s Company Common Stock awards issued to certain employees under The Wendy’s Company various equity plans. Such compensation cost is allocated by The Wendy’s Company to Wendy’s Restaurants and is correspondingly recorded as capital contributions from The Wendy’s Company.

[2] Wendy’s Restaurants made cash payments to The Wendy’s Company under a tax sharing agreement, as discussed in more detail in Note 8.

[3] Wendy’s Restaurants paid cash dividends to The Wendy’s Company which were charged to “Invested equity.”

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(2) Discontinued Operations (Tables)

6 Months Ended

Jul. 03, 2011

Discontinued Operations [Abstract]

Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block]

	Three Months Ended						Six Months Ended
	July 3, 2011			July 4, 2010			July 3, 2011			July 4, 2010
Revenues	$	281,094		$	269,587		$	546,453		$	522,320
(Loss) income from discontinued operations, net      of income taxes:
Income (loss) from discontinued operations before      income taxes	$	6,472		$	9,386		$	4,279		$	(6,943	)
(Provision for) benefit from income taxes	(2,800		)	(4,086		)	(1,720		)	1,532
	3,672			5,300			2,559			(5,411		)
Loss on disposal, net of income tax benefit	(3,780		)	—			(3,780		)	—
(Loss) income from discontinued operations	$	(108	)	$	5,300		$	(1,221	)	$	(5,411	)

The following table sets forth the effect of the sale of Arby’s on certain information of Wendy’s Restaurants as of January 2, 2011 as disclosed in the combined notes to our consolidated financial statements included in the Form 10-K:

	Applicable to
	Discontinued Operations		Continuing Operations
Total future operating lease commitments:
Rental payments	$	729,940	$	958,872
Rental receipts	33,016		52,516
Future rental receipts on owned properties	24,985		53,907
Pledged assets	325,774		2,557,456
Future purchase and capital commitments:
Beverage agreements	52,301		175,249
Capital expenditures	5,316		12,879

The assets and liabilities of Arby’s are classified as assets and liabilities of discontinued operations as of July 3, 2011 as follows:

Cash and cash equivalents	$	7,076
Accounts and notes receivable	22,760
Inventories	10,373
Prepaid expenses and other current assets	15,328
Advertising fund restricted assets	10,788
Current assets of discontinued operations	$	66,325
Properties	$	366,825
Other intangible assets	26,782
Goodwill	17,617
Deferred costs and other assets	7,631
Noncurrent assets of discontinued operations	$	418,855
Current portion of long-term debt	$	9,687
Accounts payable	21,969
Accrued expenses and other current liabilities	68,468
Advertising fund restricted liabilities	10,788
Current liabilities of discontinued operations	$	110,912
Long-term debt	$	180,243
Deferred income	10,968
Other liabilities	54,500
Noncurrent liabilities of discontinued operations	$	245,711

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(10) Debt and Equity Invested Equity/Stockholders' Equity (Details) (USD $)	6 Months Ended
	Jul. 03, 2011		Jul. 04, 2010
The Wendy's Company [Member]
Statement of Equity [Roll Forward]
Balance, beginning of period	$ 2,163,174,000		$ 2,336,339,000
Comprehensive income	17,729,000	[1]	5,816,000	[1]
Share-based compensation provision	6,660,000		6,651,000
Exercises of stock options	3,283,000		923,000
Dividends paid	(16,750,000)		(12,989,000)
Repurchases of common stock for treasury	46,622,000		167,744,000
Other	(52,000)		(512,000)
Balance, end of period	2,127,422,000		2,168,484,000
Wendy's Restaurants, LLC [Member]
Statement of Equity [Roll Forward]
Balance, beginning of year	1,776,630,000		2,197,907,000
Comprehensive income	22,131,000	[2]	5,264,000	[2]
Share-based compensation provision	6,162,000		6,227,000
Dividends paid to The Wendy's Company	0		(443,700,000)
Other	0		(76,000)
Balance, end of year	$ 1,804,923,000		$ 1,765,622,000

[1] The following is a summary of the components of comprehensive income, net of income taxes: Six Months Ended July 3, 2011 July 4, 2010Net income$9,857 $7,342Net change in currency translation adjustment7,918 (1,562)Net unrealized losses on available-for-sale securities— (59)Change in net unrecognized pension loss(46) 95    Other comprehensive income (loss)7,872 (1,526)       Comprehensive income$17,729 $5,816

[2] The following is a summary of the components of comprehensive income, net of income taxes: Six Months Ended July 3, 2011 July 4, 2010Net income$13,914 $6,815Net change in currency translation adjustment7,918 (1,562)Change in net unrecognized pension loss (b)299 11    Other comprehensive income (loss)8,217 (1,551)       Comprehensive income$22,131 $5,264(b)Includes the reclassification of the change in net unrecognized pension loss related to Arby’s pension liability to a subsidiary of The Wendy’s Company.

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(6) Fair Value of Financial Instruments (Tables)

6 Months Ended

Jul. 03, 2011

Fair Value of Financial Instruments [Abstract]

Carrying amounts and estimated fair values of financial information for fair value disclosure

	July 3, 2011
	Wendy’s Restaurants		Corporate		The Wendy’s Company
Financial assets
Carrying Amount:
Cash and cash equivalents	$	222,753	$	269,695	$	492,448
Restricted cash equivalents:
Current - included in “Prepaid expenses and other      current assets”	769		—		769
Non-current - included in “Deferred costs and      other assets”	3,482		686		4,168
Non-current cost investments	3,792		4,590		8,382
Interest rate swaps	10,493		—		10,493
Fair Value:
Cash and cash equivalents (a)	$	222,753	$	269,695	$	492,448
Restricted cash equivalents (a):
Current	769		—		769
Non-current	3,482		686		4,168
Non-current cost investments (b)	5,596		14,002		19,598
Interest rate swaps (c)	10,493		—		10,493

	July 3, 2011
	Carrying Amount		Fair Value
Financial liabilities
Long-term debt, including current portion:
10% senior notes (d)	$	554,058	$	626,020
Wendy’s Restaurants term loan (d)	468,265		471,662
6.20% senior notes (d)	221,070		233,550
Sale-leaseback obligations (e)	1,488		1,518
Capitalized lease obligations (e)	15,224		15,608
7% debentures (d)	81,771		93,000
Other	1,060		1,073
Total Wendy’s Restaurants long-term debt, including current portion	1,342,936		1,442,431
6.54% aircraft term loan (e)	11,884		11,937
Total The Wendy’s Company long-term debt, including current portion	$	1,354,820	$	1,454,368

Guarantees of:
Franchisee loans obligations (f)	$	362	$	362

_______________

(a) The carrying amounts approximated fair value due to the short-term maturities of the cash equivalents or restricted cash equivalents.

(b) Fair value of these investments was based entirely on statements of account received from investment managers or investees which were principally based on quoted market or broker/dealer prices. To the extent that some of these investments, including the underlying investments in investment limited partnerships, do not have available quoted market or broker/dealer prices, the Companies relied on valuations performed by the investment managers or investees in valuing those investments or third-party appraisals.

(c) The fair values were based on information provided by the bank counterparties that is model-driven and whose inputs were observable or whose significant value drivers were observable.

(d) The fair values were based on quoted market prices.

(e) The fair values were determined by discounting the future scheduled principal payments using an interest rate assuming the same original issuance spread over a current U.S. Treasury bond yield for securities with similar durations.

(f) Wendy’s provided loan guarantees to various lenders on behalf of franchisees entering into pooled debt facility arrangements for new store development and equipment financing. Wendy’s has accrued a liability for the fair value of these guarantees, the calculation for which was based upon a weighted average risk percentage established at the inception of each program.

Financial assets and liabilities (other than cash and cash equivalents) measured at fair value on a recurring basis

			Fair Value Measurements
	July 3, 2011		Level 1		Level 2		Level 3
Interest rate swaps (included in “Deferred costs and    other assets”)	$	10,493	$	—	$	10,493	$	—

Fair value of assets and liabilities (other than cash and cash equivalents) measure at fair value on a nonrecurring basis

									Six Months Ended July 3, 2011 Total Losses
			Fair Value Measurements
	July 3, 2011		Level 1		Level 2		Level 3
Properties	$	575	$	—	$	—	$	575	$	6,449
Other intangible assets	—		—		—		—		1,813
	$	575	$	—	$	—	$	575	$	8,262

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(2) Discontinued Operations

6 Months Ended

Jul. 03, 2011

Discontinued Operations [Abstract]

Discontinued Operations

Discontinued Operations

On July 4, 2011, Wendy’s Restaurants completed the sale of 100% of the common stock of Arby’s, its wholly owned subsidiary, to ARG IH Corporation (“Buyer”), a wholly owned subsidiary of ARG Holding Corporation (“Buyer Parent”), for $130,000 in cash (subject to customary purchase price adjustments) and 18.5% of the common stock of Buyer Parent (through which Wendy’s Restaurants will indirectly retain an 18.5% interest in Arby’s and the preliminary fair value of which is estimated to be $19,000). Buyer and Buyer Parent were formed for purposes of this transaction. The Buyer also assumed approximately $190,000 of Arby’s debt, consisting primarily of capital lease and sale-leaseback obligations. The sale occurred pursuant to the terms of a Purchase and Sale Agreement by and among Wendy’s Restaurants, Buyer Parent and Buyer dated as of June 13, 2011. In accordance with the Purchase and Sale Agreement, The Wendy’s Company expects to make an election under §338(h)(10) of the Internal Revenue Code, which will have the effect of treating the transaction as a sale of assets and is expected to result in an approximate $240,000 ordinary loss for income tax purposes. If this election were not to be made, the sale of Arby’s common stock would result in a capital loss for income tax purposes.

Wendy’s Restaurants also entered into a Stockholders Agreement with Buyer Parent and ARG Investment Corporation, an entity affiliated with Buyer Parent, which sets forth certain agreements among the parties thereto concerning, among other things, the governance of Buyer Parent and transfer rights, information rights and registration rights with respect to the equity securities of Buyer Parent. In addition, Wendy’s Restaurants entered into a Transition Services Agreement with Buyer, pursuant to which it will provide and be reimbursed for continuing corporate and shared services to Buyer for a limited period of time; such services are currently anticipated to be completed by the end of 2011.

As a result of our sale of Arby’s on July 4, 2011, information related to Arby’s has been reflected in the accompanying condensed consolidated financial statements as follows:

• Balance sheets - Arby’s assets and liabilities have been aggregated and classified as assets and liabilities of discontinued operations in our July 3, 2011 balance sheet. Arby’s assets and liabilities have not been so reclassified on our January 2, 2011 balance sheet;

• Statements of income (loss) - Arby’s income (loss) from operations for all periods presented has been reclassified to discontinued operations (see further discussion below). Discontinued operations also includes our estimated loss on Arby’s disposal; and

• Statements of cash flows - Arby’s cash flows for all periods presented have been included in, and not separately reported from, all our cash flows.

The Companies do not expect to have continuing operational involvement in Arby’s after the sale and future Arby’s results of operations and cash flows will be eliminated from the Companies’ financial statements. As a result, we classified Arby’s results of operations as discontinued operations for all periods presented. The condensed consolidated statements of income for the three months and six months ended July 3, 2011 and July 4, 2010 include certain indirect corporate overhead costs in “General and administrative,” which for segment reporting purposes had previously been allocated to Arby’s. These indirect corporate overhead costs do not qualify for classification within discontinued operations, and therefore are included in “General and administrative” in continuing operations. Interest expense on Arby’s debt that has been assumed by Buyer is included in discontinued operations; interest expense on Wendy’s Restaurants’ credit agreement, which is not required to be repaid as a result of the sale, continues to be included in “Interest expense” in continuing operations.

The following table details Arby’s revenues and (loss) income from operations which have been reported in discontinued operations:

	Three Months Ended						Six Months Ended
	July 3, 2011			July 4, 2010			July 3, 2011			July 4, 2010
Revenues	$	281,094		$	269,587		$	546,453		$	522,320
(Loss) income from discontinued operations, net      of income taxes:
Income (loss) from discontinued operations before      income taxes	$	6,472		$	9,386		$	4,279		$	(6,943	)
(Provision for) benefit from income taxes	(2,800		)	(4,086		)	(1,720		)	1,532
	3,672			5,300			2,559			(5,411		)
Loss on disposal, net of income tax benefit	(3,780		)	—			(3,780		)	—
(Loss) income from discontinued operations	$	(108	)	$	5,300		$	(1,221	)	$	(5,411	)

The Companies have recorded an estimated pre-tax loss on disposal of Arby’s of $6,000 in the second quarter of 2011 based upon the preliminary valuation of our indirect retained interest and our current estimates of the transaction closing costs ($11,300) and post closing purchase price adjustments primarily related to working capital ($15,000). Such valuation and estimates are subject to change. The Companies have recognized a $2,220 tax benefit on the estimated pre-tax loss on disposal of Arby’s in the second quarter of 2011. In the third quarter of 2011, due to a permanent difference between the book and tax basis of Arby’s assets related to goodwill, the Companies will record a tax expense of approximately $5,500 in connection with completing the Arby’s sale.

The assets and liabilities of Arby’s are classified as assets and liabilities of discontinued operations as of July 3, 2011 as follows:

Cash and cash equivalents	$	7,076
Accounts and notes receivable	22,760
Inventories	10,373
Prepaid expenses and other current assets	15,328
Advertising fund restricted assets	10,788
Current assets of discontinued operations	$	66,325
Properties	$	366,825
Other intangible assets	26,782
Goodwill	17,617
Deferred costs and other assets	7,631
Noncurrent assets of discontinued operations	$	418,855
Current portion of long-term debt	$	9,687
Accounts payable	21,969
Accrued expenses and other current liabilities	68,468
Advertising fund restricted liabilities	10,788
Current liabilities of discontinued operations	$	110,912
Long-term debt	$	180,243
Deferred income	10,968
Other liabilities	54,500
Noncurrent liabilities of discontinued operations	$	245,711

The following table sets forth the effect of the sale of Arby’s on certain information of Wendy’s Restaurants as of January 2, 2011 as disclosed in the combined notes to our consolidated financial statements included in the Form 10-K:

	Applicable to
	Discontinued Operations		Continuing Operations
Total future operating lease commitments:
Rental payments	$	729,940	$	958,872
Rental receipts	33,016		52,516
Future rental receipts on owned properties	24,985		53,907
Pledged assets	325,774		2,557,456
Future purchase and capital commitments:
Beverage agreements	52,301		175,249
Capital expenditures	5,316		12,879

In addition and as a result of the sale, Arby’s guarantees and other commitments as of January 2, 2011 that are separately disclosed in the combined notes to our consolidated financial statements included in the Form 10-K are no longer obligations of the Companies.

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(11) Guarantees and Other Commitments and Contingencies

6 Months Ended

Jul. 03, 2011

Guarantees and Other Commitments and Contingencies [Abstract]

Guarantees and Other Commitments and Contingecies

Guarantees and Other Commitments and Contingencies

Except as related to the sale of Arby’s as discussed in Note 2 and as described below, the Companies did not have any significant changes to their guarantees, other commitments and contingencies as disclosed in the combined notes to our consolidated financial statements included in the Form 10-K.

Equipment for Systemwide Core Menu Initiative

In order to facilitate the purchase and related installation of equipment by franchisees required to implement a systemwide core menu initiative, Wendy’s has initiated the following programs:

• Wendy’s agreed with two lenders to partially subsidize interest rates for loans to qualified franchisees. Wendy’s will be required to pay the full interest subsidy amount in the fourth quarter of 2011. As of July 3, 2011, there is an accrued liability of $356 for the interest subsidy. Wendy’s has no other obligations related to these programs.

• For franchisees that will otherwise not be able to take advantage of the subsidized interest programs described above, Wendy’s will provide up to an aggregate of $3,000 of loan guarantees under an additional lender program. Wendy’s will have full recourse to its franchisees for any payments Wendy’s may be required to make under this program. As of July 3, 2011, Wendy’s had no guarantees outstanding under this program.

Loan funding to franchisees under the programs described above must be completed by September 30, 2011. Wendy’s maximum liability under these programs, including the full interest subsidy and the aggregate guaranteed loans which is dependent on the final amounts borrowed by franchisees, is not expected to exceed $5,000.

Breakfast Test Expansion

In order to encourage franchisees to participate in expanded testing of the breakfast daypart, Wendy’s has established the following programs:

• Wendy’s will continue to lease equipment to franchisees that are testing the breakfast program. At the time breakfast becomes a required program, the franchisees will be required to purchase the equipment from Wendy’s based on its then book value plus installation costs. The total amount of expenditures for equipment (including installation) leased to franchisees is expected to be no more than $7,000.

• Additionally, Wendy’s will provide loans to certain franchisees for the purchase and installation of equipment required to implement the breakfast program. The loans are expected to not exceed $25 per restaurant, carry no interest charge and be repayable in full 24 months after the installation is completed. Wendy’s will fund a maximum of $20,000 of these loans for early adopters of the breakfast program.    

As of July 3, 2011, no loans have been made under the above breakfast program. We have purchased equipment with a current net book value of approximately $1,900 that has been leased to franchisees. The above programs also have the following additional features:

• For the first three years of an early adopting franchisee’s participation in the breakfast program, a portion of franchise royalties (on a sliding scale) will not be payable to Wendy’s but will be required to be reinvested in local advertising and promotions for the breakfast program. Based on franchisee participation in the breakfast program, Wendy’s estimates the royalties not to be received under this program will approximate $6,000 over the three year period.     

• Contributions otherwise due to Wendy’s National Advertising Program, Inc. (“Wendy’s National Advertising Program”) based on breakfast sales will not be payable to Wendy’s National Advertising Program but will be required to be reinvested in local advertising and promotions for the breakfast program until Wendy’s National Advertising Program begins to purchase national advertising for the breakfast programs.    

North America Incentive Program

In order to promote new unit development, Wendy’s has established a franchisee assistance program for its North American franchisees that provides for reduced technical assistance fees and a sliding scale of royalties for the first two years of operation for qualifying locations opened between April 1, 2011 and December 31, 2013. While we are unable to project the number of locations to be opened under this program, we do not expect the effect on current or future franchise revenues to be material.

Canadian Lease Guarantee Program

Wendy’s Canadian subsidiary has established a lease guarantee program, which is to promote new unit development, for its Canadian franchisees for up to an aggregate of C$5,000 for periods of up to five years. Franchisees pay the Canadian subsidiary a nominal fee for the guarantee. As of July 3, 2011, the Canadian subsidiary had guaranteed C$249 under this program.

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(5) Investment in Joint Venture with Tim Horton's, Inc. (Details) (Investment in Joint Venture with Tim Horton's, Inc. [Member]) In Thousands	6 Months Ended
	Jul. 03, 2011 USD ($)	Jul. 03, 2011 CAD	Jul. 04, 2010 USD ($)	Jul. 04, 2010 CAD
Investment in Joint Venture with Partner [Roll Forward]
Balance at beginning of period (a)	$ 98,631		$ 97,476
Equity in earnings for the period	6,588		5,913
Amortization of purchase price adjustments	(1,371)		(1,433)
Equity in earnings for the period, net of amortization of purchase price adjustment	5,217		4,480
Distributions	(6,501)		(5,793)
Currency translation adjustment included in Comprehensive income	3,990		(592)
Balance at end of period (a)	101,337		95,571
Equity Method Investment, Summarized Financial Information, Assets [Abstract]
Equity Method Investment, Summarized Financial Information, Properties		76,837		80,988
Equity Method Investment, Summarized Financial Information, Cash and Cash Equivalents		2,503		1,244
Equity Method Investment, Summarized Financial Information, Accounts Receivable		5,103		4,258
Equity Method Investment, Summarized Financial Information, Other Assets		2,755		3,621
Equity Method Investment, Summarized Financial Information, Assets		87,198		90,111
Equity Method Investment, Summarized Financial Information, Liabilities and Equity [Abstract]
Equity Method Investment, Summarized Financial Information, Accounts Payable and Accrued Liabillities		951		1,218
Equity Method Investment, Summarized Financial Information, Other Liabilities		9,100		8,926
Equity Method Investment, Summarized Financial Information, Equity or Capital		77,147		79,967
Equity Method Investment, Summarized Financial Information, Liabilities and Equity		87,198		90,111
Equity Method Investment, Summarized Financial Information, Income Statement [Abstract]
Revenues		18,985		18,619
Income before income taxes and net income		13,219		12,014

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(15) Accounting Standards

6 Months Ended

Jul. 03, 2011

Accounting Standards Not Yet Adopted [Abstract]

Description of New Accounting Pronouncements Not yet Adopted [Text Block]

Accounting Standards Not Yet Adopted

In May 2011, the Financial Accounting Standards Board (the “FASB”) issued amendments which provide additional guidance about how fair value should be determined under existing standards and expands existing disclosure requirements for certain fair value measurements. The purpose of these amendments is to improve and converge International Financial Reporting Standards and GAAP. The guidance is effective commencing with our 2012 fiscal year. We do not expect adoption of this amendment to have a material effect on our consolidated financial statements.

In June 2011, the FASB issued an amendment that requires companies to present comprehensive income in either a single statement or two consecutive statements reporting net income and other comprehensive income. The purpose of this amendment is to increase the prominence of other comprehensive income in financial statements. The guidance is effective commencing with our 2012 fiscal year. The guidance affects only the presentation of comprehensive income and does not change the composition or calculation of comprehensive income.

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Condensed Consolidated Balance Sheets (USD $) In Thousands	Jul. 03, 2011	Jan. 02, 2011
Current liabilities:
Commitments and contingencies
The Wendy's Company [Member]
Current assets:
Cash and cash equivalents	499,524	512,508
Total current assets	822,525	754,788
Total assets	4,751,632	4,732,654
Current liabilities:
Total current liabilities	456,494	421,486
Commitments and contingencies
Stockholders’ equity:
Total liabilities and invested equity	4,751,632	4,732,654
The Wendy's Company [Member] | Segment, Continuing Operations [Member]
Current assets:
Cash and cash equivalents	492,448	512,508
Accounts and notes receivable	70,962	84,258
Inventories	13,164	22,694
Prepaid expenses and other current assets	42,156	24,386
Deferred income tax benefit	62,998	34,389
Advertising funds restricted assets	74,472	76,553
Properties	1,141,675	1,551,261
Goodwill	872,366	883,644
Other intangible assets	1,318,242	1,358,574
Investments	110,785	107,223
Deferred costs and other assets	67,184	77,164
Current liabilities:
Current portion of long-term debt	8,180	18,415
Accounts payable	70,964	81,361
Accrued expenses and other current liabilities	191,966	245,157
Advertising funds restricted liabilities	74,472	76,553
Long-term debt	1,346,640	1,553,987
Deferred income	18,810	11,460
Deferred income taxes	445,897	412,293
Other liabilities	110,658	170,254
Stockholders’ equity:
Common stock	47,042	47,042
Additional paid-in capital	2,776,948	2,771,126
Accumulated deficit	(419,390)	(412,464)
Common stock held in treasury, at cost	(292,067)	(249,547)
Accumulated other comprehensive income	14,889	7,017
Total stockholders’ equity	2,127,422	2,163,174
The Wendy's Company [Member] | Segment, Discontinued Operations [Member]
Current assets:
Current assets of discontinued operations	66,325	0
Current liabilities:
Current liabilities of discontinued operations	110,912	0
Noncurrent liabilities of discontinued operations	245,711	0
Noncurrent assets of discontinued operations	418,855	0
Wendy's Restaurants, LLC [Member]
Current assets:
Cash and cash equivalents	229,829	198,686
Total current assets	522,831	450,384
Total assets	4,451,578	4,416,697
Current liabilities:
Total current liabilities	447,616	419,048
Stockholders’ equity:
Total liabilities and invested equity	4,451,578	4,416,697
Wendy's Restaurants, LLC [Member] | Segment, Continuing Operations [Member]
Current assets:
Cash and cash equivalents	222,753	198,686
Accounts and notes receivable	70,052	83,352
Inventories	13,164	22,694
Prepaid expenses and other current assets	32,789	24,032
Deferred income tax benefit	43,276	45,067
Advertising funds restricted assets	74,472	76,553
Properties	1,141,567	1,541,853
Goodwill	877,643	888,921
Other intangible assets	1,318,242	1,358,574
Investments	106,195	102,406
Deferred costs and other assets	66,245	74,559
Current liabilities:
Current portion of long-term debt	6,881	17,047
Accounts payable	61,074	81,148
Accrued expenses and other current liabilities	194,277	244,300
Advertising funds restricted liabilities	74,472	76,553
Long-term debt	1,336,055	1,542,684
Due to parent	24,603	30,808
Deferred income	18,810	11,460
Deferred income taxes	476,029	478,472
Other liabilities	97,831	157,595
Stockholders’ equity:
Common stock	0	0
Additional paid-in capital	2,429,621	2,423,459
Accumulated deficit	(485,586)	(499,500)
Advances to parent	(155,000)	(155,000)
Accumulated other comprehensive income	15,888	7,671
Total stockholders’ equity	1,804,923	1,776,630
Wendy's Restaurants, LLC [Member] | Segment, Discontinued Operations [Member]
Current assets:
Cash and cash equivalents	7,076
Current assets of discontinued operations	66,325	0
Current liabilities:
Current liabilities of discontinued operations	110,912	0
Noncurrent liabilities of discontinued operations	245,711	0
Noncurrent assets of discontinued operations	418,855	0
Segment, Continuing Operations [Member]
Current assets:
Cash and cash equivalents	492,448
Segment, Discontinued Operations [Member]
Current assets:
Cash and cash equivalents	$ 7,076

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(6) Fair Value of Financial Instruments Fair Value of Financial Instruments 2 (Details) (USD $) In Thousands	Jul. 03, 2011
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | Financial Guarantee [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Guarantees	$ 362
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | Financial Guarantee [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Guarantees	362	[1]
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | 10% senior notes (d) | Unsecured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	554,058
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | 10% senior notes (d) | Unsecured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	626,020	[2]
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | Wendy's Restaurants term loan [Member] (d) | Secured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	468,265
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | Wendy's Restaurants term loan [Member] (d) | Secured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	471,662	[2]
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | 6.20% senior notes (d) | Unsecured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	221,070
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | 6.20% senior notes (d) | Unsecured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	233,550	[2]
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | Sale-leaseback obligations [Member] (e) | Sale Leaseback [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	1,488
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | Sale-leaseback obligations [Member] (e) | Sale Leaseback [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	1,518	[3]
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | Capitalized lease obligations (e) | Capital Lease Obligations [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	15,224
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | Capitalized lease obligations (e) | Capital Lease Obligations [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	15,608	[3]
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | 7% debentures (d) | Unsecured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	81,771
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | 7% debentures (d) | Unsecured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	93,000	[2]
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | Other [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	1,060
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | Other [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	1,073
Corporate [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | 6.54% aircraft term loan (e) | Secured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	11,884
Corporate [Member] | Portion at Fair Value, Fair Value Disclosure [Member] | 6.54% aircraft term loan (e) | Secured Debt [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	11,937	[3]
The Wendy's Company [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	1,354,820
Wendy's Restaurants, LLC [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	1,342,936
The Wendy's Company [Member] | Portion at Fair Value, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	1,454,368
Wendy's Restaurants, LLC [Member] | Portion at Fair Value, Fair Value Disclosure [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, including current portion	$ 1,442,431

[1] Wendy’s provided loan guarantees to various lenders on behalf of franchisees entering into pooled debt facility arrangements for new store development and equipment financing. Wendy’s has accrued a liability for the fair value of these guarantees, the calculation for which was based upon a weighted average risk percentage established at the inception of each program.

[2] The fair values were based on quoted market prices.

[3] The fair values were determined by discounting the future scheduled principal payments using an interest rate assuming the same original issuance spread over a current U.S. Treasury bond yield for securities with similar durations.

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(13) Legal and Environmental Matters (Details) (Legal and Environmental Matters [Member], USD $) In Thousands	Jul. 03, 2011
The Wendy's Company [Member]
Loss Contingencies [Line Items]
Reserves for legal and environmental matters	$ 3,193
Wendy's Restaurants, LLC [Member]
Loss Contingencies [Line Items]
Reserves for legal and environmental matters	$ 3,164

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(10) Debt and Equity Components of Comprehensive Income (Details) (USD $) In Thousands	3 Months Ended		6 Months Ended
	Jul. 03, 2011	Jul. 04, 2010	Jul. 03, 2011		Jul. 04, 2010
Wendy's Restaurants, LLC [Member]
Net income	$ 12,889	$ 9,375	$ 13,914		$ 6,815
Net change in currency translation adjustment			7,918		(1,562)
Change in net unrecognized pension loss			299	[1]	11	[1]
Other comprehensive income			8,217		(1,551)
Comprehensive income			22,131	[2]	5,264	[2]
The Wendy's Company [Member]
Net income	11,266	10,742	9,857		7,342
Net change in currency translation adjustment			7,918		(1,562)
Net unrealized losses on available-for-sale securities			0		(59)
Change in net unrecognized pension loss			(46)		95
Other comprehensive income			7,872		(1,526)
Comprehensive income			$ 17,729	[3]	$ 5,816	[3]

[1] Includes the reclassification of the change in net unrecognized pension loss related to Arby’s pension liability to a subsidiary of The Wendy’s Company.

[2] The following is a summary of the components of comprehensive income, net of income taxes: Six Months Ended July 3, 2011 July 4, 2010Net income$13,914 $6,815Net change in currency translation adjustment7,918 (1,562)Change in net unrecognized pension loss (b)299 11    Other comprehensive income (loss)8,217 (1,551)       Comprehensive income$22,131 $5,264(b)Includes the reclassification of the change in net unrecognized pension loss related to Arby’s pension liability to a subsidiary of The Wendy’s Company.

[3] The following is a summary of the components of comprehensive income, net of income taxes: Six Months Ended July 3, 2011 July 4, 2010Net income$9,857 $7,342Net change in currency translation adjustment7,918 (1,562)Net unrealized losses on available-for-sale securities— (59)Change in net unrecognized pension loss(46) 95    Other comprehensive income (loss)7,872 (1,526)       Comprehensive income$17,729 $5,816

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(11) Guarantees and Other Commitments and Contingencies (Details) (Wendy's Restaurants, LLC [Member])	Jul. 03, 2011 Equipment, Purchase and Installation [Member] Payment Guarantee [Member] USD ($)	Jul. 03, 2011 Equipment, Purchase and Installation [Member] Interest Rate Subsidization [Member] USD ($)	Jul. 03, 2011 Equipment, Purchase and Installation [Member] Additional Financing for NonQualifying Franchises [Member] USD ($)	Jul. 03, 2011 Property Lease Guarantee [Member] CAD
Guarantor Obligations [Line Items]
Accrued liability		$ 356,000
Amount of loan guarantees	5,000,000		3,000,000	5,000,000
Guarantor obligations			$ 0	249,000

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(6) Fair Value of Financial Instruments Fair Value of Financial Instruments, Fair Value Measure on Recurring Basis (Details) (Interest Rate Swap [Member], Designated as Hedging Instrument [Member], Fair Value Hedging [Member], Fair Value, Measurements, Recurring [Member], USD $) In Thousands	Jul. 03, 2011
Estimate of Fair Value, Fair Value Disclosure [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps	$ 10,493
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps	0
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps	10,493
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps	$ 0