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(6) Fair Value of Financial Instruments
6 Months Ended
Jul. 01, 2012
Fair Value of Financial Instruments [Abstract]  
Fair Value of Financial Instruments
Fair Value of Financial Instruments

Valuation techniques under the accounting guidance related to fair value measurements are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect 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.

As of July 1, 2012, the carrying amounts and estimated fair values of The Wendy’s Company’s financial instruments, for which the disclosure of fair values is required, are as follows:
 
Carrying
Amount
 
Fair
Value
 
Fair Value
Measurements
Financial assets
 
 
 
 
 
Non-current cost investments (a)
$
25,349

 
$
34,993

 
Level 3
Interest rate swaps (b)
10,254

 
10,254

 
Level 2
 
 
 
 
 
 
Financial liabilities
 
 
 
 
 
Long-term debt, including current portion:
 
 
 
 
 
Term Loan, due in 2019
$
619,691

 
$
621,941

 
Level 2
Senior Notes, repaid in July 2012
433,598

 
469,425

 
Level 2
6.20% senior notes, due in 2014
225,600

 
248,529

 
Level 2
7% debentures, due in 2025
82,917

 
89,300

 
Level 2
Capitalized lease obligations (c)
30,303

 
31,277

 
Level 3
Sale-leaseback obligations (c)
1,462

 
1,528

 
Level 3
Other
707

 
707

 
Level 3
Total long-term debt, including current portion
$
1,394,278

 
$
1,462,707

 
 
Guarantees of:
 
 
 
 
 
Franchisee loans obligations (d)
$
740

 
$
740

 
Level 3
_______________

(a)
The fair value of our indirect investment in Arby’s is based on its sale in July 2011 and our subsequent review of Arby’s current unaudited financial information. The fair value of the remaining investments 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, we relied on our review of valuations performed by the investment managers or investees or third-party appraisals.

(b)
The interest rate swaps (and cash and cash equivalents as described below) are the only financial assets and liabilities measured and recorded at fair value on a recurring basis.

(c)
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.

(d)
Wendy’s has 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 of which was based upon a weighted average risk percentage established at the inception of each program adjusted for a history of defaults.

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

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 1, 2012 on a non-recurring basis. Total losses include losses recognized from all non-recurring fair value measurements during the six months ended July 1, 2012. See Note 7 for more information on the impairment of our long-lived assets.
 
 
 
Fair Value Measurements
 
 
 
July 1,
2012
 
Level 1
 
Level 2
 
Level 3
 
Six Months Ended
 July 1, 2012
Total Losses
Properties (a)
$
4,604

 
$

 
$

 
$
4,604

 
$
6,150

Other intangible assets

 

 

 

 
3

Aircraft (b)
6,741

 

 

 
6,741

 
1,628

Total
$
11,345

 
$

 
$

 
$
11,345

 
$
7,781


_______________

(a)
The fair values of impaired assets were generally estimated based on the present values of the associated cash flows and market values with respect to land. The impaired assets consist of land and buildings, are classified as held-for-sale and included in “Prepaid expenses and other current assets.”

(b)
The carrying value of the aircraft, which reflects current market conditions, approximated its fair value.

Interest rate swaps

Our derivative instruments for the periods presented included interest rate swaps on our 6.20% senior notes with notional amounts totaling $225,000 that were all designated as fair value hedges. At July 1, 2012 and January 1, 2012, the fair value of these interest rate swaps of $10,254 and $11,695, respectively, was included in “Deferred costs and other assets” and as an adjustment to the carrying amount of our 6.20% senior notes. Interest income on the interest rate swaps was $1,404 and $2,730 for the three and six months ended July 1, 2012, respectively, and $1,435 and $2,848 for the three and six months ended July 3, 2011, respectively.