Wendy's 2009 Annual Report Download - page 122

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April 2007, the Company announced that it would be closing its New York headquarters and combining the
corporate and restaurant operations in Atlanta, Georgia and completed this transfer of responsibilities in early
2008. Accordingly, to facilitate this transition, the Company had entered into contractual settlements (the
“Contractual Settlements”) with the Chairman and then Chief Executive Officer and the Vice Chairman and
then President and Chief Operation Officer of the Company (the “Former Executives”) evidencing the
termination of their employment agreements and providing for their resignation as executive officers as of
June 29, 2007 (the “Separation Date”). Under the terms of the Contractual Settlements, the Chairman and
former Chief Executive Officer agreed to a payment obligation consisting of cash and investments with a fair
value of $50,289 as of July 1, 2007 and the Vice Chairman and former President and Chief Operating Officer
agreed to a payment obligation (both payment obligations collectively, the “Payment Obligations”) consisting
of cash and investments with a fair value of $25,144 as of July 1, 2007, both subject to applicable withholding
taxes. The Company funded the Payment Obligations to the Former Executives, net of applicable withholding
taxes, by the transfer of cash and investments to deferred compensation trusts (the “2007 Trusts”) held by the
Company as of their separation date. The fair values of the 2007 Trusts at their distribution on December 30,
2007 were $47,429 for the Chairman and former Chief Executive Officer and $23,705 for the Vice Chairman
and former President and Chief Operating Officer. As the Company did not fund the applicable withholding
taxes on the Contractual Settlements until December 30, 2007 in an accommodation that provided us with
additional operating liquidity through the end of 2007, the Chairman and former Chief Executive Officer and
Vice Chairman and former President and Chief Operating Officer were paid additional amounts of $1,097 and
$548, respectively, in connection with the Contractual Settlements, net of applicable withholding taxes, on
December 30, 2007. The general corporate charge of $84,765 for the year ended December 30, 2007 includes
(1) the fair value of the Payment Obligations paid to the Former Executives, excluding the portion of the
Payment Obligations representing their 2007 bonus amounts of $2,349 and $1,150, respectively, which are
included in “General and administrative” but including related payroll taxes and the additional amounts, (2)
severance of $12,911 for two other former executives, excluding incentive compensation that is due to one of
them for his 2007 period of employment with the Company, both including applicable employer payroll taxes,
(3) severance and consulting fees of $1,739 with respect to other New York headquarters’ executives and
employees and (4) a loss of $835 on properties and other assets at the Company’s former New York
headquarters, principally reflecting assets for which the appraised value was less than book value, sold during
2007 to the Management Company, all as part of the Corporate Restructuring. The Corporate Restructuring
was completed in 2007.
115
Wendy’s/Arby’s Group, Inc. and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED
(In Thousands Except Per Share Amounts)