Facilities Relocation Costs and Other Transactions



	Year Ended
	2012		2011
Facilities relocation and other transition costs	$	28,990	$	5,527
Breakfast discontinuation	10,569		—
Arby’s transaction related costs	1,472		40,184
	$	41,031	$	45,711

Facilities Relocation and Other Transition Costs

As announced in December 2011, we commenced the relocation of the Company’s Atlanta restaurant support center to Ohio. The Company expects to record costs aggregating approximately $4,800 in 2013 related to its relocation and other transition activities which were substantially completed during 2012. The costs expected to be expensed in 2013 primarily relate to relocation, severance and consulting and professional fees.



	Year Ended					Total Incurred Since Inception		Total Expected to be Incurred
	2012		2011			Total Incurred Since Inception		Total Expected to be Incurred
Severance, retention and other payroll costs	$	9,952	$	5,345		$	15,297	$	16,577
Relocation costs	5,222		—			5,222		7,546
Atlanta facility closure costs	4,541		—			4,541		4,541
Consulting and professional fees	4,928		—			4,928		5,968
Other	2,126		14			2,140		2,250
	26,769		5,359			32,128		36,882
Accelerated depreciation expense	1,921		197			2,118		2,118
Share-based compensation	300		(29		)	271		271
Total	$	28,990	$	5,527		$	34,517	$	39,271

The tables below present a rollforward of our accruals for facility relocation costs, which are included in “Accrued expenses and other current liabilities” and “Other liabilities.”



	Balance January 1, 2012		Charges		Payments			Balance December 30, 2012
Severance, retention and other payroll costs	$	5,345	$	9,952	$	(11,176	)	$	4,121
Relocation costs	—		5,222		(4,722		)	500
Atlanta facility closure costs	—		4,541		(371		)	4,170
Consulting and professional fees	—		4,928		(4,848		)	80
Other	—		2,126		(2,117		)	9
	$	5,345	$	26,769	$	(23,234	)	$	8,880



	Balance January 2, 2011		Charges		Payments			Balance January 1, 2012
Severance, retention and other payroll costs	$	—	$	5,345	$	—		$	5,345
Other	—		14		(14		)	—
	$	—	$	5,359	$	(14	)	$	5,345

Breakfast Discontinuation

During the fourth quarter of 2012, the Company reflected costs totaling $10,569 resulting from the discontinuation of the breakfast daypart at certain restaurants consisting primarily of (1) the remaining net carrying value of $5,277 for certain breakfast equipment and (2) amounts advanced to franchisees of $3,544 for breakfast equipment which will not be reimbursed.

Arby’s Transaction Related Costs

As a result of the sale of Arby’s in July 2011, we expensed costs related to the Arby’s transaction during 2012 and 2011 as detailed in the table below.



	Year Ended				Total Incurred Since Inception		Total Expected to Be Incurred
	2012		2011		Total Incurred Since Inception		Total Expected to Be Incurred
Severance, retention and other payroll costs (a)	$	615	$	29,194	$	29,809	$	29,809
Relocation costs (b)	349		1,670		2,019		2,421
Consulting and professional fees	7		2,935		2,942		2,942
Other	278		288		566		566
	1,249		34,087		35,336		35,738
Share-based compensation (a)(b)	223		6,097		6,320		6,717
	$	1,472	$	40,184	$	41,656	$	42,455

_____________________


(a)	2011 transaction related costs included $20,806 of costs incurred by the Company in accordance with the termination provisions of the employment agreements for three senior executives (principally for required payments of $14,481 and vesting of previously issued stock awards of $6,325).

(b)

Relocation costs are expensed as incurred. However, payments of $750 made 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. The agreement also included a restricted share award with a grant date fair value of $750 which is being expensed over a three year requisite service period. These expenses are the only remaining Arby’s transaction related costs expected to be incurred.

The tables below present a rollforward of our accrual for Arby’s transaction related costs, which is included in “Accrued expenses and other current liabilities.”



	Balance January 1, 2012		Charges		Payments			Balance December 30, 2012
Severance, retention and other payroll costs	$	14,414	$	615	$	(14,333	)	$	696
Relocation costs	1,101		349		(1,450		)	—
Consulting and professional fees	—		7		(7		)	—
Other	—		278		(278		)	—
	$	15,515	$	1,249	$	(16,068	)	$	696



	Balance January 2, 2011		Charges		Payments			Balance January 1, 2012
Severance, retention and other payroll costs	$	—	$	29,194	$	(14,780	)	$	14,414
Relocation costs	—		1,670		(569		)	1,101
Consulting and professional fees	—		2,935		(2,935		)	—
Other	—		288		(288		)	—
	$	—	$	34,087	$	(18,572	)	$	15,515