Transaction Related and Other Costs

As a result of the sale of Arby’s in July 2011 and the related announcements (in July and December 2011) that the Companies’ Atlanta headquarters and restaurant support center would be relocated to Ohio, we expensed costs for severance, retention and other items during 2011 as detailed in the table below. Of such 2011 expenses, $20,806 (principally for required payments of $14,481 and vesting of previously issued stock awards of $6,325) was incurred by Wendy’s Restaurants in accordance with the termination provisions of the employment agreements for three senior executives.

The following table summarizes the Companies “Transaction related and other costs”:



Severance and stock compensation costs	$	28,680
Employee retention	8,495
Bonus	3,127
Other professional fees	2,090
Relocation (a)	1,670
Other	415
Total Wendy’s Restaurants	44,477
Other professional fees	845
Employee retention	159
Other	230
Total The Wendy’s Company	$	45,711

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(a)	Relocation costs are expensed as incurred. However, payments of $1,500 incurred during the third quarter of 2011 due to the relocation of a corporate executive will be expensed over the three year period following this executive’s relocation in accordance with the terms of the agreement.

We anticipate that our relocation activities will be substantially completed by the third quarter of 2012. Wendy’s Restaurants expects to expense costs aggregating approximately $23,000 in 2012 primarily related to (1) employee severance, retention, recruiting and relocation and (2) the operating lease for the Atlanta restaurant support center. Wendy’s may also incur redundant compensation costs in 2012 for staff overlap during the relocation transition.