Wendy's/Arby's Group Announces Definitive Agreement to Sell Arby's to Roark Capital Group

Wendy's/Arby's Group, Inc.

, today announced a definitive agreement for the sale of Arby's Restaurant Group, Inc. to a buyer formed by Roark Capital Group. Wendy's/Arby's Group will retain an 18.5% ownership interest in the Arby's® business. Atlanta-based Arby's is the second largest quick-service sandwich chain in the U.S. with more than 3,600 restaurants systemwide. Roark Capital Group is an Atlanta-based private equity firm that focuses on investing in franchise, brand management and restaurant companies. Wendy's/Arby's Group had previously announced that it was exploring strategic alternatives for Arby's. The aggregate transaction value is estimated to be $430 million. The terms of the agreement provide for Wendy's/Arby's Group to receive at closing approximately $130 million of cash, subject to customary adjustments, and retain an 18.5% common stock interest in the Arby's business expected to be valued at approximately $30 million. The buyer will assume approximately $190 million of Arby's-related debt, consisting primarily of capital lease and sale-leaseback obligations. The terms of the transaction will trigger an income tax benefit to Wendy's/Arby's Group valued at an estimated $80 million, which Wendy's/Arby's Group currently expects to realize over the next few years.