Wendy's 2008 Annual Report Download - page 38

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PART II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities.
The principal market for our Class A Common Stock is the New York Stock Exchange (symbol: WEN).
Prior to the Wendy’s Merger on September 29, 2008, the principal market for our Class A Common Stock and
Class B Common Stock was the New York Stock Exchange (symbols: TRY and TRY.B, respectively). In
connection with the Wendy’s Merger, our Class B Common Stock was converted to Class A Common Stock.
The high and low market prices for our Class A Common Stock and former Class B Common Stock, as
reported in the consolidated transaction reporting system, are set forth below:
Fiscal Quarters High Low High Low
Class A Class B
Market Price
2008
First Quarter ended March 30.................. $ 9.82 $ 6.47 $10.11 $ 6.76
Second Quarter ended June 29 ................. 7.35 5.88 7.91 5.90
Third Quarter ended September 28 . ............ 6.65 4.75 7.06 4.72
Fourth Quarter ended December 28 ............ 6.90 2.63 6.75 (a) 4.20 (a)
2007
First Quarter ended April 1.................... 21.99 18.13 20.55 16.65
Second Quarter ended July 1................... 19.74 15.64 18.99 15.25
Third Quarter ended September 30 . ............ 16.22 12.17 16.90 11.38
Fourth Quarter ended December 30 ............ 14.50 7.89 15.00 7.82
(a) In connection with the Wendy’s Merger effective September 29, 2008, Wendy’s/Arby’s stockholders
approved a charter amendment to convert each share of the then existing Triarc Class B common stock into
one share of Wendy’s/Arby’s Class A Common Stock. The prices for the fourth quarter of 2008 are for the
September 29 trading day only.
Our Class A Common Stock is entitled to one vote per share on all matters on which stockholders are
entitled to vote. Prior to the Wendy’s Merger, our Class B Common Stock was entitled to one-tenth of a vote
per share. Our Class B Common Stock was also entitled to vote as a separate class with respect to any merger or
consolidation in which the Company was a party unless each holder of a share of Class B Common Stock
received the same consideration as a holder of Class A Common Stock, other than consideration paid in shares
of common stock that differed as to voting rights, liquidation preference and dividend preference to the same
extent that our Class A and Class B Common Stock differed. In accordance with the Certificate of Designation
for our Class B Common Stock, and resolutions adopted by our board of directors on June 5, 2007, our Class B
Common Stock was entitled, through March 30, 2008, to receive regular quarterly cash dividends equal to at
least 110% of any regular quarterly cash dividends paid on our Class A Common Stock. Thereafter, each share
of our Class B Common Stock was entitled to at least 100% of the regular quarterly cash dividend paid on each
share of our Class A Common Stock. In addition, our Class B Common Stock had a $.01 per share preference
in the event of any liquidation, dissolution or winding up of the Company and, after each share of our Class A
Common Stock also received $.01 per share in any such liquidation, dissolution or winding up, our Class B
Common Stock would thereafter participate equally on a per share basis with our Class A Common Stock in
any remaining assets of the Company.
During our 2008 and 2007 fiscal years, we paid regular quarterly cash dividends of $0.08 and $0.09 per
share on our Class A Common Stock and Class B Common Stock, respectively, through June 16, 2008. The
dividend declared on September 19, 2008 and paid on October 3, 2008 for both Class A and Class B common
stock was for $0.08 per share. The dividend declared on December 1, 2008 and paid on December 15, 2008
was for $0.015 per share of Class A Common Stock.
The company declared a dividend of $0.015 per share of Class A Common Stock on March 13, 2009 with
a record date of March 20, 2009 and payment date of March 30, 2009.
Although we currently intend to continue to declare and pay regular quarterly cash dividends, there can
be no assurance that any additional regular quarterly cash dividends will be declared or paid or the amount or
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