The Wendy’s Company (the “Company”) announced today that Wendy’s Restaurants, LLC, its wholly-owned subsidiary (“Wendy’s Restaurants”), is amending the terms of its previously announced tender offer to purchase for cash any and all of its outstanding 10.00% Senior Notes due 2016 (the “Notes”) (CUSIP No. 95058TAB3). In connection with the tender offer, Wendy’s Restaurants is soliciting consents (“Consents”) from holders of the Notes to certain proposed amendments to the indenture governing the Notes and the Notes (the “Proposed Amendments”). Wendy’s Restaurants is now offering to pay the total consideration, including the early tender premium/consent payment, to holders who validly tender their Notes and deliver their Consents on or prior to the Expiration Date (as defined below). The total consideration is $1,081.25 per $1,000 principal amount of Notes, which includes an early tender premium/consent payment of $20.00 per $1,000 principal amount of Notes. Except as set forth above, the terms and conditions of the tender offer and consent solicitation (collectively, the “Offer”) remain unchanged.
As of the early tender deadline of 5:00 p.m., New York City time, on April 30, 2012 (the “Early Tender Deadline”), Wendy’s Restaurants has been advised by Global Bondholder Services Corporation, the depositary for the Offer, that it has received tenders of $95,701,000 aggregate principal amount, or approximately 16.9%, of the outstanding $565,000,000 aggregate principal amount of Notes.
The withdrawal time for the Offer occurred at 5:00 p.m., New York City time, on April 30, 2012. Notes that were tendered and Consents that were delivered at or prior to the withdrawal time, and Notes that are tendered and Consents that are delivered after the withdrawal time, may not be withdrawn or revoked, except as required by law or in certain other limited circumstances. The Offer is scheduled to expire at the end of the day, 12:00 midnight, New York City time, on May 14, 2012, unless extended or earlier terminated (the “Expiration Date”).