Wendy's 2010 Annual Report Download - page 122

WENDY’S/ARBY’S GROUP, INC. AND SUBSIDIARIES
WENDY’S/ARBY’S RESTAURANTS, LLC AND SUBSIDIARIES
COMBINED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED
(In Thousands Except Per Share Amounts)
(14) Stockholders’ Equity
(Wendy’s/Arby’s)
Our common stock and common stock held in treasury activity for 2010, 2009 and 2008 was as follows:
Common Stock Treasury Stock
2010 2009 2008 2010 2009 2008
Class B prior to September 29, 2008
Common Stock subsequent to
September 29, 2008
Common
Stock
Common
Stock
Common
Stock Class B
Number of shares at beginning of year ..... 470,424 470,424 64,025 17,492 1,220 667 174
Net effect of Class B conversion .......... — — 29,551 — — 2 (2)
Stock issuance related to Wendy’s
Merger ........................... — — 376,776 — — — —
Common shares issued:
Upon exercises of stock options, net . . — — — (383) (524) (5) —
Upon grant of restricted stock and for
director’s fees .................. — — 16 (470) (52) (63) (213)
Repurchase of common stock for
Treasury ......................... — — — 35,406 16,911 — —
Other .............................. — — 56 5 (63) 619 41
Number of shares at end of year ......... 470,424 470,424 470,424 52,050 17,492 1,220 —
Preferred Stock
There were 100,000 shares authorized and no shares issued of preferred stock throughout the 2010, 2009 and
2008 fiscal years.
Restricted Net Assets of Subsidiaries
Restricted net assets of consolidated subsidiaries were $1,776,630, representing approximately 82% of
Wendy’s/Arby’s consolidated stockholders’ equity as of January 2, 2011, and consisted of net assets of Wendy’s/
Arby’s restaurant business segments which were restricted as to transfer to Wendy’s/Arby’s in the form of cash
dividends, loans or advances under the covenants of the Credit Agreement. As of January 2, 2011, there was $25,622
available for the payment of dividends directly to Wendy’s/Arby’s from Wendy’s/Arby’s restricted subsidiaries.
(15) Share-Based Compensation
Wendy’s/Arby’s maintains several equity plans (the “Equity Plans”), including those assumed in the Wendy’s
Merger discussed below, which collectively provide or provided for the grant of stock options, restricted shares of
Wendy’s/Arby’s Common Stock, tandem stock appreciation rights, restricted share units and performance shares
(collectively, the “Grants”) to certain officers, other key employees, non-employee directors and
consultants. Wendy’s/Arby’s has not granted any tandem stock appreciation rights. Since the establishment of
Wendy’s/Arby’s Restaurants, substantially all Grants have been made to employees of Wendy’s/Arby’s Restaurants.
The Equity Plans also provide for the grant of shares of Wendy’s/Arby’s common stock to non-employee
directors. During 2010, Wendy’s/Arby’s implemented the 2010 Omnibus Award Plan (the “2010 Plan”) for the
issuance of equity instruments as described above. All equity grants during 2010 were issued from the 2010 Plan and
it is the only equity plan from which all future equity instruments may be granted. As of January 2, 2011 there were
approximately 66,133 shares of Common Stock available for future grants under the 2010 Plan.
Effective with the Wendy’s Merger, Wendy’s/Arby’s also assumed the existing Wendy’s equity plans (the
“Wendy’s Plans”) which collectively provided for the grant of stock options, restricted shares, stock appreciation rights
or restricted stock units for certain employees and non-employee directors to acquire common shares of
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