Wendy's International (WEN)

Debt Repayments and Covenants

Our total scheduled long-term debt and notes payable repayments during 2007 are $21.0 million consisting of $6.2 million under our Term Loans, $4.0 million expected to be paid under our revolving note, $3.2 million under our secured bank term loan, $2.9 million expected to be paid under our notes payable, $2.7 million relating to capitalized leases, $1.9 million relating to sale-leaseback obligations and $0.1 million under our leasehold notes.

Our Credit Agreement contains various covenants relating to our restaurant segment, the most restrictive of which (1) require periodic financial reporting, (2) require meeting certain leverage and interest coverage ratio tests and (3) restrict, among other matters, (a) the incurrence of indebtedness, (b) certain asset dispositions, (c) certain affiliate transactions, (d) certain investments, (e) certain capital expenditures and (f) the payment of dividends indirectly to Triarc. We were in compliance with all of these covenants as of December 31, 2006. During 2006 we made the Term Loan Prepayments aggregating $51.0 million from excess cash. We may make additional prepayments of the Term Loan during 2007 under certain circumstances, including if those payments would be necessary for continued compliance with the Credit Agreement. As of December 31, 2006 there was $26.9 million available for the payment of dividends indirectly to Triarc under the covenants of the Credit Agreement.

A significant number of the underlying leases for our sale-leaseback obligations and our capitalized lease obligations, as well as our operating leases, require or required periodic financial reporting of certain subsidiary entities within our restaurant segment or of individual restaurants, which in many cases has not been prepared or reported. We have negotiated waivers and alternative covenants with our most significant lessors which substitute consolidated financial reporting of our restaurant segment for that of individual subsidiary entities and which modify restaurant level reporting requirements for more than half of the affected leases. Nevertheless, as of December 31, 2006, we were not in compliance, and remain not in compliance, with the reporting requirements under those leases for which waivers and alternative financial reporting covenants have not been negotiated. However, none of the lessors has asserted that we are in default of any of those lease agreements. We do not believe that this non-compliance will have a material adverse effect on our consolidated financial position or results of operations.

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Debt Repayments and Covenants

       Our total scheduled long-term debt and notes payable repayments during 2006, are $24.1 million consisting of $7.2 million under our secured promissory note, $6.2 million under our Term Loan, $5.1 million expected to be paid under our notes payable, $3.2 million under our secured bank term loan, $1.3 million relating to sale-leaseback obligations, $1.0 million relating to capitalized leases and $0.1 million under our leasehold notes.

       Our Credit Agreement contains various covenants relating to our restaurant segment, the most restrictive of which (1) require periodic financial reporting, (2) require meeting certain leverage and interest coverage ratio tests and (3) restrict, among other matters, (a) the incurrence of indebtedness, (b) certain asset dispositions, (c) certain affiliate transactions, (d) certain investments, (e) certain capital expenditures and (f) the payment of dividends to Triarc. We were in compliance with all of these covenants as of January 1, 2006. As of January 1, 2006 there was $9.1 million available for the payment of dividends indirectly to Triarc under the covenants of the Credit Agreement.

       A significant number of the underlying leases for our sale-leaseback obligations, capitalized lease obligations and operating leases, require periodic financial reporting of certain subsidiary entities within our restaurant business segment or of individual restaurants, which in many cases has not been prepared or reported. Accordingly, we were not in compliance with such reporting requirements under those lease agreements as of January 1, 2006, and we remain not in compliance with a substantial number of these leases, although none of the lessors have asserted that we are in default of any of those lease agreements. We are in the process of negotiating alternative covenants with our most significant lessors which, if successful, principally would substitute consolidated financial reporting of our restaurant segment for that of our subsidiary entities and would modify restaurant level reporting requirements. We do not believe that this non-compliance will have a material adverse effect on our consolidated financial position or results of operations.