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(25) Transactions with Related Parties (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended 1 Months Ended 12 Months Ended 24 Months Ended 12 Months Ended 12 Months Ended 13 Months Ended 1 Months Ended 12 Months Ended 12 Months Ended 1 Months Ended 3 Months Ended 12 Months Ended 24 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended 1 Months Ended 12 Months Ended 7 Months Ended 12 Months Ended 12 Months Ended
Jan. 01, 2012
Jan. 02, 2011
Jan. 03, 2010
Jun. 30, 2009
The Management Company [Member]
Jan. 03, 2010
The Management Company [Member]
Dec. 28, 2008
The Management Company [Member]
Jun. 30, 2011
TASCO [Member]
Jan. 01, 2012
280 BT [Member]
Jan. 02, 2011
280 BT [Member]
Jan. 03, 2010
280 BT [Member]
Jan. 01, 2012
280 BT - Former Management of The Wendy's Company [Member]
Jan. 01, 2012
280 BT, Investors [Member]
Jan. 01, 2012
The Wendy's Company [Member]
Jan. 02, 2011
The Wendy's Company [Member]
Jan. 03, 2010
The Wendy's Company [Member]
Jan. 01, 2012
Wendy's Restaurants, LLC [Member]
Jan. 02, 2011
Wendy's Restaurants, LLC [Member]
Jan. 03, 2010
Wendy's Restaurants, LLC [Member]
Jan. 01, 2012
Wendy's Restaurants, LLC [Member]
SSG [Member]
Jan. 02, 2011
Wendy's Restaurants, LLC [Member]
SSG [Member]
Apr. 30, 2011
Wendy's Restaurants, LLC [Member]
SSG [Member]
sqft
Jan. 31, 2010
Wendy's Restaurants, LLC [Member]
QSCC [Member]
sqft
Dec. 31, 2011
Wendy's Restaurants, LLC [Member]
QSCC [Member]
sqft
Jan. 01, 2012
Wendy's Restaurants, LLC [Member]
QSCC [Member]
options
Jan. 02, 2011
Wendy's Restaurants, LLC [Member]
QSCC [Member]
Jan. 03, 2010
Wendy's Restaurants, LLC [Member]
QSCC [Member]
Jul. 05, 2011
Wendy's Restaurants, LLC [Member]
QSCC [Member]
Jan. 01, 2011
Wendy's Restaurants, LLC [Member]
QSCC [Member]
Jan. 01, 2012
Wendy's Restaurants, LLC [Member]
The Management Company [Member]
Jan. 02, 2011
Wendy's Restaurants, LLC [Member]
The Management Company [Member]
Jan. 03, 2010
Wendy's Restaurants, LLC [Member]
The Management Company [Member]
Jan. 01, 2012
Wendy's Restaurants, LLC [Member]
Management [Member]
stores
Jan. 02, 2011
Wendy's Restaurants, LLC [Member]
Management [Member]
stores
Jan. 03, 2010
Wendy's Restaurants, LLC [Member]
Management [Member]
stores
Jun. 30, 2010
General and administrative expense [Member]
The Management Company [Member]
Jun. 30, 2009
General and administrative expense [Member]
The Management Company [Member]
Jun. 30, 2009
General and administrative expense [Member]
The Management Company [Member]
Mar. 29, 2009
General and administrative expense [Member]
The Management Company [Member]
Dec. 31, 2008
General and administrative expense [Member]
The Management Company [Member]
Jun. 30, 2008
General and administrative expense [Member]
The Management Company [Member]
Mar. 31, 2008
General and administrative expense [Member]
The Management Company [Member]
Dec. 31, 2007
General and administrative expense [Member]
The Management Company [Member]
Jan. 01, 2012
General and administrative expense [Member]
The Management Company [Member]
installments
Jan. 02, 2011
General and administrative expense [Member]
The Management Company [Member]
Jan. 03, 2010
General and administrative expense [Member]
The Management Company [Member]
Jun. 30, 2009
General and administrative expense [Member]
The Management Company [Member]
Jun. 30, 2008
General and administrative expense [Member]
The Management Company [Member]
Jun. 30, 2009
General and administrative expense [Member]
The Management Company [Member]
floors
Jun. 30, 2012
General and administrative expense [Member]
TASCO [Member]
Jan. 01, 2012
General and administrative expense [Member]
TASCO [Member]
Jan. 02, 2011
General and administrative expense [Member]
TASCO [Member]
Jan. 03, 2010
General and administrative expense [Member]
TASCO [Member]
Jan. 01, 2012
General and administrative expense [Member]
Wendy's Restaurants, LLC [Member]
Jan. 02, 2011
General and administrative expense [Member]
Wendy's Restaurants, LLC [Member]
Jan. 03, 2010
General and administrative expense [Member]
Wendy's Restaurants, LLC [Member]
Jan. 01, 2012
General and administrative expense [Member]
Wendy's Restaurants, LLC [Member]
SSG [Member]
Jan. 02, 2011
General and administrative expense [Member]
Wendy's Restaurants, LLC [Member]
SSG [Member]
Jan. 03, 2010
General and administrative expense [Member]
Wendy's Restaurants, LLC [Member]
SSG [Member]
Jan. 03, 2010
Reimbursement of Cost [Member]
Corporate [Member]
The Management Company [Member]
Jan. 01, 2012
Lease Income [Member]
TASCO [Member]
Jan. 02, 2011
Lease Income [Member]
TASCO [Member]
Jan. 03, 2010
Lease Income [Member]
TASCO [Member]
Jan. 01, 2012
Cost of Sales [Member]
Wendy's Restaurants, LLC [Member]
QSCC [Member]
Jan. 02, 2011
Cost of Sales [Member]
Wendy's Restaurants, LLC [Member]
QSCC [Member]
Jan. 31, 2010
Initial term [Member]
Wendy's Restaurants, LLC [Member]
QSCC [Member]
Jun. 30, 2010
Initial term [Member]
General and administrative expense [Member]
TASCO [Member]
Jan. 31, 2010
Amendment [Member]
Wendy's Restaurants, LLC [Member]
QSCC [Member]
Jun. 30, 2012
Amendment [Member]
General and administrative expense [Member]
TASCO [Member]
Jan. 03, 2010
Investment Income (Expense), Net [Member]
The Management Company [Member]
Jan. 01, 2012
Investment Income (Expense), Net [Member]
The Management Company [Member]
Jan. 02, 2011
Investment Income (Expense), Net [Member]
The Management Company [Member]
Jan. 03, 2010
Investment Income (Expense), Net [Member]
The Management Company [Member]
Jan. 01, 2012
Franchised restaurants [Member]
Wendy's Restaurants, LLC [Member]
stores
Jan. 01, 2012
Franchised restaurants [Member]
Wendy's Restaurants, LLC [Member]
Affiliated Entity [Member]
Jan. 02, 2011
Franchised restaurants [Member]
Wendy's Restaurants, LLC [Member]
Affiliated Entity [Member]
Jan. 03, 2010
Franchised restaurants [Member]
Wendy's Restaurants, LLC [Member]
Affiliated Entity [Member]
Related Party Transaction [Line Items]                                                                                                                                                        
Cash dividends paid to Parent                         $ 0 $ 443,700 $ 115,000 $ 0 [1] $ 443,700 [1] $ 115,000 [1]                                                                                                                    
Wendy's Co-op Agreement                                               (2,033) [2] (1,238) [2] 15,500 [2]                                                                                                    
SSG agreement                                                                                                               (2,275) [3] 5,145 [3] 0 [3]                                    
Subleases with related parties                               (203) [4] (137) [4] 0 [4] (23) (24)       (180) (113)                                   (1,631) [5] (1,632) [5] (1,886) [5]                                                              
Reimbursement of costs, time share agreement                                                                                                                     (553)                                  
Advisory fees                                                         0 [6] 2,465 [6] 5,368 [6]                       500 [6] 1,000 [6] 500 [6]                                                              
Payments for quarterly fees         250                                                                                                                                              
Services Agreement                                                                         2 2 2 3 3 3 0 [7] 0 [7] 3,500 [7] 1,750 3,000                                                          
Aircraft lease income                                                                                                   (138) [8] (120) [8] (613) [8]               (138) (120) (60)                            
Withdrawal Fee, net of gain                                                                                                                                           0 [9] 0 [9] 3,220 [9]        
Liquidation services agreement, related party                                                                                     220 [10] 441 [10] 239 [10]                                                              
Distributions to co-investment shareholders (j)               0 [11] 0 [11] 795 [11]                                                                                                                                    
Payments related to supply chain expenses                                               305 15,195                                                                                                      
Supply chain co-op expenses, payroll and related                                                 (913)                                                                                                      
Patronage dividends                                                                                                                             2,033 325                        
Square footage of subleased property                                         2,300 9,333 14,333                                                                                                          
Sublease, date of agreement                                                       1/1/2011                                                                                                
Commitment to pay expense, commitment period                                     24 months         18 months                                                                                                        
Revised annual base rental                                                       176                                                                                                
Number of renewal options, lease                                               5                                                                                                        
Lease period, years                                                                                                                                 1 year 1 year 1 year 1 year                
Sublease, renewal date                                                     Jul. 05, 2011                                                                                                  
Sublease, number of floors                                                                                               2                                                        
Operating leases, income statement, monthly sublease revenue                                                                                         157                                                              
Monthly sublease income, aircraft             10                                                                                                                                          
Monthly sublease income, revised                                                                                                 13                                                      
Withdrawal Agreement                                                                                                                                               5,500        
Wtihdrawal from Equities Account           (47,000)                                                                                                                                            
Proceeds from sale of restricted investments       (37,401)                                                                                                                                                
Net proceeds from sale of Equities Account, Net of Withdrawal Fee       31,901                                                                                                                                                
Gain on investment from liquidation of restricted funds                                                                                                                                         2,280              
Liquidation agreement services, amount paid                                                                     900 1                                                                                
Number of installments                                                                                     2                                                                  
Distributions from subsidiary, portion attributable to noncontrolling interest               0 0 156                                                                                                                                    
Investment subsidiary, ownership percentage               80.10%     11.20% 8.70%                                                                                                                                
Number of restaurants                                                               150,000 146,000 133,000                                                                             5,177      
Royalty revenue                                                                                                                                                   (7,565) (7,315) (6,240)
Advertising fees                                                                                                                                                   (5,667) (5,471) (4,633)
Expenditures for remodeling incentive                                                                                                                                                     125 175
Expenditures related to funding for equipment                                                                                                                                                   186 774  
Cost allocation                                                                                                         0 [12] 0 [12] 34,085 [12]                                          
Tax sharing payment to parent                               (13,078) [13] 0 [13] (10,417) [13]                                                                                                                    
Share-based compensation 16,990 10,492 12,095                   1,021 914 1,555 15,967 [14] 9,575 [14] 10,358 [14]                                                                                                                    
Expense under management services agreement                                                                                                         2,521 [15] 5,017 [15] 5,017 [15]                                          
Cash settlement, support center costs                                   $ 20,526                                                                                                                    
[1] Wendy’s Restaurants paid cash dividends to The Wendy’s Company in 2010 and 2009 which were charged to “Invested equity.”
[2] During the 2009 fourth quarter, Wendy’s entered into a purchasing co-op relationship agreement (the “Wendy’s Co-op”) with its franchisees to establish QSCC. QSCC manages food and related product purchases and distribution services for the Wendy’s system in the U.S. and Canada. Through QSCC, Wendy’s and Wendy’s franchisees purchase food, proprietary paper and operating supplies under national contracts with pricing based upon total system volume. QSCC’s supply chain management facilitates continuity of supply and provides consolidated purchasing efficiencies while monitoring and seeking to minimize possible obsolete inventory throughout the Wendy’s supply chain in the U.S. and Canada. Prior to 2010, the system’s purchasing function was performed and paid for by Wendy’s. In order to facilitate the orderly transition of the 2010 purchasing function for operations in the U.S. and Canada, Wendy’s transferred certain contracts, assets and certain Wendy’s purchasing employees to QSCC in 2010. Pursuant to the terms of the Wendy’s Co-op, Wendy’s paid $15,500 to QSCC over an 18 month period through May 2011 in order to provide funding for start-up costs, operating expenses and cash reserves. The payments by Wendy’s under the Wendy’s Co-op were expensed in 2009 and included in “General and administrative.” Wendy’s made payments of $305 and $15,195 in 2011 and 2010, respectively. In connection with the ongoing operations of QSCC during 2010, QSCC reimbursed Wendy’s $913 for amounts Wendy’s had paid primarily for payroll-related expenses for certain Canadian QSCC purchasing employees.Since the third quarter of 2010, all QSCC members (including Wendy’s) pay sourcing fees to third party vendors on products which are sourced through QSCC. Such sourcing fees are remitted by these vendors to QSCC and are the primary means of funding QSCC’s operations. Should QSCC’s sourcing fees exceed its expected needs, QSCC’s board of directors may return some or all of the excess to its members in the form of a patronage dividend. Wendy’s recorded the anticipated cash portion of its share of patronage dividends of $2,033 and $325 in 2011 and 2010, respectively, which are included as a reduction of “Cost of sales.”
[3] On April 5, 2010, QSCC and the Arby’s independent purchasing cooperative (“ARCOP”) in consultation with Wendy’s Restaurants, established Strategic Sourcing Group Co-op, LLC (“SSG”). SSG was formed to manage and operate purchasing programs for certain non-perishable goods, equipment, and services. Wendy’s Restaurants had committed to pay approximately $5,145 of SSG expenses, which were expensed in 2010 and included in “General and administrative,” and were to be paid over a 24 month period through March 2012. However, in anticipation of the sale of Arby’s, effective April 2011, SSG was dissolved and its activities were transferred to QSCC and ARCOP and the remaining accrued commitment of $2,275 was reversed and credited to “General and administrative.”
[4] Effective January 4, 2010, QSCC subleased approximately 9,333 square feet of office space from Wendy’s. Effective January 1, 2011, Wendy’s and QSCC entered into a sublease amendment 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. On July 5, 2011, QSCC renewed the lease for a one year period ending December 31, 2012. During the period from April 2010 to April 2011, SSG leased 2,300 square feet of office space from a subsidiary of Wendy’s Restaurants. The Companies received $180 and $113 of sublease income from QSCC and $23 and $24 of sublease income from SSG during 2011 and 2010, respectively.
[5] In July 2008 and July 2007, The Wendy’s Company entered into agreements under which the Management Company is subleasing (the “Subleases”) office space on two of the floors of the Company’s former New York headquarters. Under the terms of the Subleases, the Management Company paid The Wendy’s Company approximately $157 per month in 2009, which included an amount equal to the rent The Wendy’s Company paid plus a fixed amount reflecting a portion of the increase in the then fair market value of The Wendy’s Company leasehold interest, as well as amounts for property taxes and the other costs related to the use of the space. During the second quarter of 2010, The Wendy’s Company and the Management Company entered into an amendment to the sublease, effective April 1, 2010, pursuant to which the Management Company’s early termination right was canceled in exchange for a reduction in rent. Under the terms of the amended sublease, which expires in May 2012, the sublease is not cancelable prior to the expiration of the prime lease in May 2012 and the Management Company pays rent to The Wendy’s Company in an amount that covers substantially all of the Company’s rent obligations under the prime lease for the subleased space. The Wendy’s Company recognized income of $1,631, $1,632, and $1,886 from the Management Company under such subleases in 2011, 2010 and 2009, respectively, which has been recorded as a reduction of “General and administrative.”
[6] The Wendy’s Company and the Management Company entered into a new services agreement (the “New Services Agreement”), which commenced on July 1, 2009 and expired on June 30, 2011. Under the New Services Agreement, the Management Company assisted us with strategic merger and acquisition consultation, corporate finance and investment banking services and related legal matters. The Companies paid approximately $2,465 and $5,368 in 2010 and 2009, respectively, in fees for corporate finance advisory services under the New Service Agreement in connection with the negotiation and execution of the Credit Agreement in 2010 and the issuance of the Senior Notes in 2009.In addition, The Wendy’s Company paid the Management Company a service fee of $250 per quarter, in connection with the New Services Agreement until it expired on June 30, 2011. The Wendy’s Company incurred service fees of $500, $1,000 and $500 in 2011, 2010 and 2009, respectively, which are included in “General and administrative.”
[7] In connection with its 2007 restructuring, The Wendy’s Company entered into an agreement with the Management Company for the provision of services under a two-year transition services agreement (the “Services Agreement”), effective June 30, 2007, pursuant to which the Management Company provided The Wendy’s Company with a range of professional and strategic services. Under the Services Agreement, which expired on June 30, 2009 and was superseded by the New Services Agreement, The Wendy’s Company paid the Management Company $3,000 per quarter for the first year of services and $1,750 per quarter for the second year of services. The Wendy’s Company incurred $3,500 of such service fees for 2009 which are included in “General and administrative.”
[8] In August 2007, The Wendy’s Company entered into time share agreements under which the Former Executives and the Management Company used two of The Wendy’s Company’s corporate aircraft in exchange for payment of certain incremental flight and related costs of such aircraft. Those time share agreements expired during the second quarter of 2009 and, in the third quarter of 2009, one of the aircraft was sold to an unrelated third party. Such reimbursements for 2009 amounted to $553 and have been recognized as a reduction of “General and administrative.” In June 2009, The Wendy’s Company and TASCO, LLC (an affiliate of the Management Company) (“TASCO”) entered into an aircraft lease agreement (the “Aircraft Lease Agreement”) for the other aircraft that was previously under the time share agreement mentioned above. The Aircraft Lease Agreement originally provided that The Wendy’s Company would lease such corporate aircraft to TASCO from July 1, 2009 until June 30, 2010. On June 24, 2010, The Wendy’s Company and TASCO renewed the Aircraft Lease Agreement for an additional one year period (expiring on June 30, 2011). Under the Aircraft Lease Agreement, TASCO paid $10 per month for such aircraft plus substantially all operating costs of the aircraft including all costs of fuel, inspection, servicing and certain storage, as well as operational and flight crew costs relating to the operation of the aircraft, and all transit maintenance costs and other maintenance costs required as a result of TASCO’s usage of the aircraft. The Wendy’s Company continued to be responsible for calendar-based maintenance and any extraordinary and unscheduled repairs and/or maintenance for the aircraft, as well as insurance and other costs. On June 29, 2011, The Wendy’s Company and TASCO entered into an agreement to extend the Aircraft Lease Agreement for an additional one year period (expiring on June 30, 2012) and an increased monthly rent of $13. The Wendy’s Company received lease income of $138, $120 and $60 in the 2011, 2010 and 2009, respectively, under this agreement, which is included as an offset to “General and administrative.” The Aircraft Lease Agreement may be terminated by The Wendy’s Company without penalty in the event it sells the aircraft to a third party, subject to a right of first refusal in favor of the Management Company with respect to such a sale. We intend to dispose of the Company-owned aircraft leased under the lease agreement discussed above as soon as practicable. As of January 1, 2012, 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.”
[9] On June 10, 2009, The Wendy’s Company and the Management Company entered into a withdrawal agreement (the “Withdrawal Agreement”) which provided that The Wendy’s Company would be permitted to withdraw all amounts in brokerage accounts (the “Equities Account”), which were managed by the Management Company, on an accelerated basis (the “Early Withdrawal”) effective no later than June 26, 2009. Prior to the Withdrawal Agreement and as a result of an investment management agreement with the Management Company, which was terminated on June 26, 2009, The Wendy’s Company had not been permitted to withdraw any amounts from the Equities Account until December 31, 2010, although $47,000 was released from the Equities Account in 2008 subject to an obligation to return that amount to the Equities Account by a specified date. In consideration for obtaining such Early Withdrawal right, The Wendy’s Company agreed to pay the Management Company $5,500 (the “Withdrawal Fee”), was not required to return the $47,000 referred to above and was no longer obligated to pay investment management and incentive fees to the Management Company. The Equities Account investments were liquidated in June 2009 for $37,401, of which $31,901 was received by The Wendy’s Company, net of the Withdrawal Fee, and for which The Wendy’s Company realized a gain of $2,280 in 2009. The Withdrawal Fee and the gain on the liquidation of the investments were included in “Investment income (expense), net.”
[10] On June 10, 2009, The Wendy’s Company and the Management Company entered into a liquidation services agreement (the “Liquidation Services Agreement”) pursuant to which the Management Company assisted us in the sale, liquidation or other disposition of our cost investments and DFR Notes (the “Legacy Assets”), which were not related to the Equities Account. The Liquidation Services Agreement required The Wendy’s Company to pay 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. Related amortization of $220, $441 and $239 was recorded in “General and administrative” in 2011, 2010 and 2009, respectively.
[11] As part of its overall retention efforts, The Wendy’s Company provided certain of its Former Executives and current and former employees, the opportunity to co-invest with The Wendy’s Company in certain investments. The Wendy’s Company and certain of its former management have one remaining co-investment, 280 BT, which is a limited liability holding company principally owned by The Wendy’s Company and former company management that, among other things, invested in operating companies. During 2009, The Wendy’s Company received distributions of $795 from the liquidation of certain of the investments owned by 280 BT; distributions of $156 in 2009 were further distributed to 280 BT’s minority shareholders. No distributions were received in 2011 or 2010. The ownership percentages in 280 BT as of January 1, 2012 for The Wendy’s Company, the former officers of The Wendy’s Company and other investors were 80.1%, 11.2% and 8.7%, respectively.
[12] For the first quarter of 2009, The Wendy’s Company charged Wendy’s and Arby’s $34,085 for support services. Prior to that date, Wendy’s and Arby’s had directly incurred such costs. These costs are included in “General and administrative.” During 2009, Wendy’s Restaurants settled $20,526 of such support center costs in cash through the intercompany account with The Wendy’s Company.On the first day of the second quarter of 2009, we established a shared service center in Atlanta, Georgia. As a result, support center costs from that date have been directly incurred by Wendy’s Restaurants and were allocated to Wendy’s and, prior to its sale, Arby’s, based on budgeted revenues.
[13] Wendy’s Restaurants made cash payments to The Wendy’s Company under a tax sharing agreement, as discussed in Note 14.
[14] 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 costs are allocated by The Wendy’s Company to Wendy’s Restaurants and is correspondingly recorded as capital contributions from The Wendy’s Company.
[15] Wendy’s Restaurants incurred $2,521, $5,017 and $5,017 for management services by The Wendy’s Company during 2011, 2010, and 2009, respectively. Such fees were included in “General and administrative” and were settled through Wendy’s Restaurants’ intercompany account with The Wendy’s Company. Effective upon the sale of Arby’s, the agreement for such management services was terminated.