(12) Transactions with Related Parties (Tables)

6 Months Ended

Jul. 03, 2011

Transactions with Related Parties [Abstract]



	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

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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

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(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.