AMENDMENT NO. 2 TO AMENDED AND RESTATED RIGHTS AGREEMENTRights Agreement • April 29th, 2008 • Wendys International Inc • Retail-eating places • Ohio
This AMENDMENT NO. 2 (this “Amendment”) to the Amended and Restated Rights Agreement, dated as of December 8, 1997, between Wendy’s International, Inc., an Ohio corporation (the “Company”), and American Stock Transfer and Trust Company, as rights agent (the “Rights Agent”), as amended by Amendment No. 1 to Amended and Restated Rights Agreement, dated as of January 26, 2001 (as so amended, the “Rights Agreement”), is by and between the Company and the Rights Agent and is entered into as of April 23, 2008. Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Rights Agreement.
AGREEMENT AND PLAN OF MERGER among TRIARC COMPANIES, INC., GREEN MERGER SUB, INC. and WENDY’S INTERNATIONAL, INC. Dated as of April 23, 2008Merger Agreement • April 29th, 2008 • Wendys International Inc • Retail-eating places • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of April 23, 2008 (this “Agreement”), among Triarc Companies, Inc., a Delaware corporation (“Triarc”), Green Merger Sub, Inc. an Ohio corporation and a direct wholly-owned subsidiary of Triarc (“Merger Sub”), and Wendy’s International, Inc., an Ohio corporation (“Wendy’s”).
