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Triarc gets go-ahead to finish Wendy’s deal

ATLANTA Triarc Cos. Inc.’s attempt to form a two-brand quick-service powerhouse moved forward today when shareholders of the Arby’s parent and Wendy’s International Inc. separately approved a $2.34 billion merger. Under the deal that was put to a simultaneous vote at the meetings here and in Wendy’s headquarters city of Dublin, Ohio, Triarc will proceed to pay 4.25 shares of Class A common stock for each Wendy’s share it does not already own. The buyout is expected to be completed in about two weeks.

 

Approval of the acquisition by both company’s shareholders had been expected. The deal had earlier been recommended by the board of each party.

 

 

The company formed through Triarc’s absorption of Wendy’s, operator and franchisor of the nation’s third-largest burger chain, will be known as Wendy’s/Arby’s Group Inc. The new entity will operate 1,169 Arby’s and 1,402 Wendy’s restaurants, while franchisees will operate 2,550 Arby’s and 5,223 Wendy’s.

 

 

The new company will trade under the stock symbol “WEN” on the New York Stock Exchange. The deal, announced last April, remains subject to “customary closing conditions,” according to a statement from the parties.

 

 

Triarc had said earlier that Arby’s and Wendy’s would maintain their respective headquarters in Atlanta and Dublin, but that a consolidated support center would be opened in Georgia to oversee some shared functions. The company also has indicated that it plans to boost the sales of the combined entity by focusing on breakfast, snacks and international development.

 

 

Triarc chief executive Roland Smith, who is slated to become CEO of Wendy’s/Arby’s, said in a statement: "We are working on a comprehensive integration plan and organizational structure to support enhanced operating performance at both brands. We intend to share more detailed plans regarding the new company as soon as practicable after the transaction closes."

 

 

During Triarc’s shareholder meeting, the company re-elected 11 directors. After the meeting, the board elected to increase the number of seats to 12, while Russell V. Umphenour, Jr., a longtime veteran of the Arby’s system, resigned his seat. The board then appointed two of Wendy’s current directors, Janet Hill and J. Randolph Lewis, to fill the vacancies.

 

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