Tuesday, September 30, 2008

Triarc and Wendy’s Complete Merger Transaction

BUSINESS WIRE)--Triarc Companies, Inc. (NYSE: TRY; TRY.B), the parent company of Arby’s Restaurant Group, Inc., which is the franchisor of the Arby’s® restaurant system, and Wendy's International, Inc. (NYSE: WEN), announced September 29, 2008. that they have completed their merger transaction. Effective immediately, the combined company will be named Wendy’s/Arby’s Group, Inc.

Roland C. Smith, President and Chief Executive Officer of Wendy’s/Arby’s Group, said: “I am delighted to announce the completion of this merger, which creates a world-class company with the strength, scale and expertise necessary to thrive in a competitive restaurant environment. As one company, we are well-positioned to deliver long-term value to our stockholders through enhanced operational efficiencies, improved product offerings, shared services and strong human capital. We have worked together diligently to close this transaction over the past several months, and will push forward with that same intensity.”

Under the merger agreement, Wendy’s shareholders received 4.25 shares of Triarc’s Class A common stock for each common share of Wendy’s. In addition, each outstanding share of Triarc Class B common stock, Series 1, was converted into one share of Triarc Class A common stock, resulting in a post-merger company with a single class of common stock. Commencing on Tuesday, September 30, 2008, the combined company will trade under the symbol “WEN” on the New York Stock Exchange. In addition, the company will unveil a new corporate web site at www.wendysarbys.com concurrently with the opening of the stock market on that date.

Also effective today, the Company's Board of Directors was expanded from 11 to 12 members. As previously announced, Russell V. Umphenour, Jr. has resigned and two former Wendy’s directors, Janet Hill and J. Randolph Lewis, have been appointed to the Board of Directors. Additionally, Roland C. Smith has assumed the position of President and Chief Executive Officer of Wendy’s/Arby’s Group and Chief Executive Officer of Wendy’s, Thomas A. Garrett has assumed the role of President and Chief Executive Officer of Arby’s, Michael I. Lippert has assumed the role of Chief Operating Officer of Arby’s, J. David Karam has assumed the position of President of Wendy’s, Stephen D. Farrar has assumed the position of Chief Operating Officer of Wendy’s and Kenneth C. Calwell has assumed the position of Chief Marketing Officer of Wendy’s.

Nelson Peltz, non-executive Chairman of the Board of Directors of Wendy’s/Arby’s Group, said: "Our Board is very pleased to welcome Janet Hill and Randy Lewis and we look forward to working with them as we build our new restaurant company. We would also like to thank Russ Umphenour for his valuable contributions to the Triarc Board over the years. We wish him all the best in his future endeavors."

Wendy’s/Arby’s Group plans to hold a conference call for analysts and investors in early November to discuss third quarter financial results, as well as to provide an update on the progress of the combined company's merger integration activities.

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