WSJ : Wendy’s Rejects Trian’s $1.4 Billion Takeover Offer Company backs its own

Wendy’s Rejects Trian’s $1.4 Billion Takeover Offer
Company backs its own turnaround bid instead of being taken private by Nelson Peltz’s hedge fund

Wendy’s WEN 0.52%increase; green up pointing triangle has rejected an unsolicited $1.4 billion bid led by Nelson Peltz’s Trian Fund Management to buy the struggling burger chain, and adopted policies to protect the chain from further hostile takeover attempts.

The Ohio-based restaurant chain said Thursday that its board had unanimously rejected the investor group’s offer last week to buy out the company for $7.35 a share in cash. The company’s board said it is confident in new Chief Executive Bob Wright and his turnaround strategy, which is showing some early results. It also said the Trian proposal undervalues the company.

“Our confidence rests firmly in Bob Wright’s proven track record,” said Art Winkleblack, Wendy’s board chairman and a member of an independent committee that reviewed Trian’s proposal.

Wendy’s shares rose slightly.

Wendy’s, once the second-largest burger chain by U.S. sales, has been in a funk since last year. The company has had four CEOs since early 2024. In May, it appointed Wright, the chain’s former chief operating officer who previously served as CEO of sandwich chain Potbelly.

Peltz, a longtime Wendy’s shareholder who previously served as board chairman, said earlier this year that Trian had spoken to potential investors about strategic options for the burger chain. But in August, Trian said it was walking away from those efforts, which resulted in a decline in the company’s share price.

Trian and related parties hold a roughly 16% stake in Wendy’s. Peltz’s son, Bradley, sits on its board and operates Wendy’s restaurants.

Restaurant operator Flynn Group and the investment firms BlueFive Capital and Sixth Street Partners joined Trian in advancing its proposal last week. At that time, the Trian-led $1.4 billion proposal offered shareholders a 20% premium. Wendy’s had a valuation of around $1.46 billion as of Wednesday.