Wendy's 2008 Annual Report Download - page 35

Country/Territory Company Franchise Company Franchise
Wendy’s Arby’s
Aruba.............................................. — 3 — —
Bahamas . . . ........................................ — 7 — —
Canada............................................. 138 235 — 114
Cayman Islands ..................................... — 3 — —
Costa Rica . ........................................ — 4 — —
Dominican Republic . ............................... — 2 — —
El Salvador . ........................................ — 14 — —
Guam.............................................. — 2 — —
Guatemala. . ........................................ — 7 — —
Honduras . . ........................................ — 29 — —
Indonesia. . . ........................................ — 23 — —
Jamaica ............................................ — 3 — —
Japan .............................................. — 75 — —
Malaysia . . . ........................................ — 7 — —
Mexico............................................. — 14 — —
New Zealand ....................................... — 15 — —
Panama ............................................ — 5 — —
Philippines . ........................................ — 31 — —
Puerto Rico ........................................ — 66 — —
Qatar .............................................. — — — 1
Turkey............................................. — — — 7
United Arab Emirate . ............................... — — — 1
Venezuela . . ........................................ — 40 — —
U.S. Virgin Islands . . ............................... — 2 — —
International Subtotal ............................. 138 587 — 123
Grand Total ................................... 1,406 5,224 1,176 2,580
Item 3. Legal Proceedings.
In November 2002, Access Now, Inc. and Edward Resnick, later replaced by Christ Soter Tavantzis, on
their own behalf and on the behalf of all those similarly situated, brought an action in the United States
District Court for the Southern District of Florida against RTM Operating Company (“RTM”), which became
a subsidiary of ours following our acquisition of the RTM Restaurant Group in July 2005. The complaint
alleged that the approximately 775 Arby’s restaurants owned by RTM and its affiliates failed to comply with
Title III of the ADA. The plaintiffs requested class certification and injunctive relief requiring RTM and such
affiliates to comply with the ADA in all of their restaurants. The complaint did not seek monetary damages,
but did seek attorneys’ fees. Without admitting liability, RTM entered into a settlement agreement with the
plaintiffs on a class-wide basis, which was approved by the court on August 10, 2006. The settlement
agreement calls for the restaurants owned by RTM and certain of its affiliates to be brought into ADA
compliance over an eight year period at a rate of approximately 100 restaurants per year. The settlement
agreement also applies to restaurants subsequently acquired by RTM and such affiliates. ARG estimates that it
will spend approximately $1.15 million per year of capital expenditures over a seven-year period commencing
in 2008 to bring the restaurants into compliance under the settlement agreement, in addition to paying certain
legal fees and expenses.
On April 25, 2008, a putative class action complaint was filed by Ethel Guiseppone, on behalf of herself
and others similarly situated, against Wendy’s, its directors, the Company (then known as Triarc Companies,
Inc.), and Trian Partners, in the Franklin County, Ohio Court of Common Pleas. A motion for leave to file an
amended complaint was filed on June 19, 2008. The proposed amended complaint alleged breach of fiduciary
duties arising out of the Wendy’s board of directors’ search for a merger partner and out of its approval of the
merger agreement on April 23, 2008, and failure to disclose material information related to the merger in
Amendment No. 3 to the Form S-4 under the Securities Act of 1933 (the “Form S-4”). The proposed amended
complaint sought certification of the proceeding as a class action; preliminary and permanent injunctions
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