Wendy's 2008 Annual Report Download - page 113

Pro Forma Operating Data (Unaudited)
The following unaudited supplemental pro forma consolidated summary operating data (the “As
Adjusted”) for 2008 and 2007 has been prepared by adjusting the historical data as set forth in the
accompanying consolidated statements of operations for the years ended December 28, 2008 and December 30,
2007 to give effect to the Wendy’s Merger and the Conversion as if they had been consummated as of the
beginning of each fiscal year:
As Reported As Adjusted As Reported As Adjusted
2008 2007
Revenues:
Sales....................................... $1,662,291 $3,279,504 $1,113,436 $3,273,461
Franchise revenues . . ........................ 160,470 383,551 86,981 374,950
Asset management and related fees ........... — — 63,300 —
Total revenues . ........................ 1,822,761 3,663,055 1,263,717 3,648,411
Operating (loss) profit . . . ........................ (413,650) (366,982) 19,900 150,437
Net (loss) income ............................... (479,741) (475,985) 16,081 80,856
Basic and diluted (loss) income per share:
Class A Common Stock: ................ (3.05) (1.01) .16 .17
Class B Common Stock: ................ (1.24) — .18 —
This unaudited pro forma information is provided for informational purposes only and does not purport to
be indicative of the results of operations that would have occurred if the merger had been completed on the
dates set forth above, nor is it necessarily indicative of the future operating results of the combined company.
The As Reported and As Adjusted amounts for Wendy’s include (1) the effect of $84,231 of Special
Committee costs incurred before the date of the Wendy’s Merger in 2008 and $24,670 in 2007, (2) $49,757 of
facilities relocation costs in 2007, and (3) $6,750 of impairment of other long-lived assets in 2007. The As
Adjusted income (loss) per share data for 2008 and 2007 assume the conversion of all Class B Common Stock
to Class A Common Stock occurred prior to 2007 and the As Adjusted data for 2007 excludes Deerfield.
Other Restaurant Acquisitions
2008
The Company completed the acquisitions of the operating assets, net of liabilities assumed, of 45 Arby’s
franchised restaurants, including 41 restaurants in the California market, in two separate transactions during
fiscal 2008. The total consideration, before post-closing adjustments, for the acquisitions was $15,891
consisting of (1) $8,934 of cash (before consideration of $45 of cash acquired), (2) the assumption of $6,239 of
debt and (3) $718 of related expenses. The aggregate purchase price of $16,378 also included $693 of losses
from the settlement of unfavorable franchise rights and a $1,180 gain on the termination of subleases both
included in “Other operating expense, net” in the accompanying consolidated statement of operations. Further,
we paid an additional $15 during 2008 for a finalized post-closing purchase price adjustment related to other
restaurant acquisitions in 2007 and reduced the amount of goodwill recognized related to the acquisition in
2005 of RTM Restaurant Group (the “RTM Acquisition”) by $385 primarily due to a change in the allocation
of certain assets and the tax basis of the assets acquired.
2007
The Company completed the acquisitions of the operating assets, net of liabilities assumed, of 12 Arby’s
franchised restaurants in seven separate transactions during the year ended December 30, 2007. The total
estimated consideration for the acquisitions was $4,142 consisting of (1) $3,000 of cash (before consideration of
$12 of cash acquired), (2) the assumption of $700 of debt and (3) $442 of related estimated expenses. The total
105
Wendy’s/Arby’s Group, Inc. and Subsidiaries
(Formerly Triarc Companies, Inc.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED
(In Thousands Except Per Share Amounts)