The Wendy’s Company has turned down an unsolicited, non-binding cash takeover bid of $7.35 per share from an investor consortium, which it received last week.
The takeover proposal sought to acquire all outstanding common stock across the business.
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The bidding group included Wendy’s shareholder Trian Fund Management (Trian Partners), Flynn Group, BlueFive Capital, and Sixth Street Partners.
Following an assessment, an independent committee formed by the restaurant operator’s board of directors concluded that the offer price “substantially undervalues the company”.
The committee further established that proceeding with the transaction would run counter to the best interests of Wendy’s and its equity holders.
Wendy’s Board of Directors chairman Art Winkleblack said: “The independent committee thoroughly evaluated this proposal and unanimously concluded that it substantially undervalues Wendy’s standalone prospects and long-term earnings potential.”
The board also approved a shareholder Rights Plan to safeguard investor interests.
A statement from Wendy’s said: “The Rights Plan is intended to reduce the likelihood that any person or group gains actual or negative control of the company without paying all shareholders an appropriate premium for that control, and to ensure that all shareholders receive fair and equal treatment in the event of any proposed takeover of the company.”
It will also provide the board committee “sufficient time and opportunity” to make informed judgments, the statement added.
The Wendy’s Company also reported its third quarter 2026 results.
For the quarter ended 27 September, the group’s global systemwide sales fell 5.9%, due to lower same-restaurant sales in the US.
Wendy’s restaurant count in the country also dropped. Net income slumped 65.9% to $15.1m, down from $44.3m in Q3 2025.
Total quarterly revenues also eased from $549.5m to $547m year-on-year.
