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The Honolulu Advertiser
Posted on: Saturday, April 19, 2008

Wendy's chain rejects two offers for purchase

By Mark Williams
Associated Press

COLUMBUS, Ohio — A key shareholder of Wendy's International Inc. says the third-largest hamburger chain has rejected two offers to be purchased, prompting his firm to seek a special shareholder meeting to discuss the company's future.

Billionaire investor Nelson Peltz's Trian Partners said yesterday in a regulatory filing that it is concerned about Wendy's future.

Wendy's board formed a committee a year ago to determine how to increase its stock price. One option could include a possible sale.

In its own regulatory filing yesterday, Wendy's said it rejected both offers because they were inadequate and that Trian has been misleading investors. It also said the committee expects to make further announcements about its review soon. It did not say when.

Peltz controls 9.8 percent of Wendy's stock through Trian and with his allies, according to the Securities and Exchange Commission filing.

Meanwhile, Peltz's Triarc Cos. owns Arby's, which has more than 3,000 restaurants.

Peter May, president of Trian and vice chairman of Triac, said the firms learned Thursday that the special committee rejected two offers: One a combination of Arby's and Wendy's and the other a cash offer of more than $900 million plus stock. The statement was made in a letter to Wendy's chairman James Pickett.

"As a large shareholder of Wendy's, Trian is very concerned about the current direction of Wendy's," the letter said.

May said Trian plans to contact other shareholders for a meeting to vote on Wendy's future.

Peltz has previously told Wendy's chairman that Triac would be a natural buyer for the hamburger chain.

Pickett said in a letter to May that ever since Peltz expressed interest in buying Wendy's for up to $41 per share, May's "private actions and public statements have been inconsistent," according to Wendy's SEC filing.

Pickett said the proposal for a combination of Wendy's and Arby's puts a value on Wendy's "significantly below a level we had previously told you very clearly would be unacceptable."