Wendy's Co (WEN) · Material Event (8-K) SEC Filing

EX-99.1 2 d130352dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 THE WENDY S COMPANY REPORTS SECOND QUARTER 2026 RESULTS New leadership shares initial assessment while formulating comprehensive turnaround plan Generated revenue of $571 million and global systemwide sales of approximately $3.4 billion Generated net income of $32.6 million and adjusted EBITDA of $124.1 million Company withdraws 2026 outlook and announces a reduction in its dividend to support the turnaround Dublin, Ohio (August 7, 2026) - The Wendy s Company (Nasdaq: WEN) today reported unaudited results for the second quarter ended June 28, 2026. Key highlights for the quarter ended June 28, 2026, compared to June 29, 2025: Global systemwide sales decreased 6.5%, driven by an 8.2% decline in the U.S., partially offset by 3.4% growth in international U.S. same-restaurant sales decreased 7.0% and international same-restaurant sales decreased 2.3% Net income was $32.6 million and adjusted EBITDA was $124.1 million Reported diluted earnings per share was $0.17 and adjusted earnings per share was $0.18 Net cash provided by operating activities was $160.0 million for the first half of the year and free cash flow was $120.3 million for the first half of the year Wendy s is an iconic brand with exceptional assets. Today we are clearly not performing at our potential. I returned to Wendy s because I believe we can fix our issues and I am excited to work with our team and our franchisees to drive a strong turnaround, said Bob Wright, President and Chief Executive Officer of The Wendy s Company. Our traffic, our value proposition and franchisee economics are not meeting our expectations. We have already begun taking action across five areas that we ve identified to drive the turnaround: rebuilding a quality menu at compelling value, marketing that drives demand, operational excellence, a digital experience that builds frequency, and restaurants as an engine for growth. We are updating our capital allocation to provide flexibility to support our turnaround across these actions and fund our plan for growth. Wendy s quality heritage provides a strong foundation for the turnaround and I am confident we can translate that equity into a proposition that s relevant to today s fast-evolving QSR landscape. 1 Operational Highlights 2025 2026 Second Quarter US Intl Global US Intl Global Systemwide Sales Growth (1) (2) (3.3)% 8.7% (1.8)% (8.2)% 3.4% (6.5)% Same-Restaurant Sales Growth (1) (2) (3.6)% 1.8% (2.9)% (7.0)% (2.3)% (6.3)% Systemwide Sales (In US$ Millions) (2) (3) $3,131.3 $528.9 $3,660.2 $2,875.8 $546.7 $3,422.5 Restaurant Openings - Total / Net 21 / 9 23 / 17 44 / 26 21 / (81) 27 / 10 48 / (71) Quarter End Restaurant Count 5,967 1,367 7,334 5,724 1,456 7,180 Year-to-Date US Intl Global US Intl Global Systemwide Sales Growth (1) (2) (3.0)% 8.8% (1.4)% (7.7)% 4.6% (6.0)% Same-Restaurant Sales Growth (1) (2) (3.2)% 2.1% (2.5)% (7.4)% (1.4)% (6.5)% Systemwide Sales (In US$ Millions) (2) (3) $6,047.4 $1,002.1 $7,049.5 $5,578.7 $1,064.7 $6,643.4 Restaurant Openings - Total / Net 49 / 34 69 / 60 118 / 94 44 / (245) 54 / 28 98 / (217) (1) Systemwide sales growth and same-restaurant sales growth are calculated on a constant currency basis and include sales by both Company-operated and franchise restaurants. (2) Excludes Argentina. (3) Systemwide sales include sales at both Company-operated and franchise restaurants. Financial Highlights Second Quarter Year-to-Date 2025 2026 B / (W) 2025 2026 B / (W) ($ In Millions Except Per Share Amounts) (Unaudited) Total Revenues $ 560.9 $ 570.6 1.7 % $ 1,084.4 $ 1,111.2 2.5 % Adjusted Revenues (1) $ 449.6 $ 443.2 (1.4 )% $ 872.7 $ 875.4 0.3 % U.S. Company-Operated Restaurant Margin 16.2 % 13.8 % (240 )bps 15.6 % 12.7 % (290 )bps General and Administrative Expense $ 59.5 $ 66.2 (11.3 )% $ 127.7 $ 139.0 (8.8 )% Operating Profit $ 104.3 $ 79.3 (24.0 )% $ 187.4 $ 144.2 (23.1 )% Net Income $ 55.1 $ 32.6 (40.8 )% $ 94.3 $ 55.3 (41.4 )% Adjusted EBITDA (1) $ 146.6 $ 124.1 (15.4 )% $ 271.2 $ 235.4 (13.2 )% Reported Diluted Earnings Per Share $ 0.29 $ 0.17 (41.4 )% $ 0.48 $ 0.29 (39.6 )% Adjusted Earnings Per Share (1) $ 0.29 $ 0.18 (37.9 )% $ 0.49 $ 0.30 (38.8 )% Cash Flow from Operations $ 146.0 $ 160.0 9.6 % Free Cash Flow (1) $ 109.5 $ 120.3 9.9 % (1) See Disclosure Regarding Non-GAAP Financial Measures and the reconciliation tables that accompany this release for a discussion and reconciliation of the non-GAAP financial measures included in this release. Second Quarter Financial Highlights Systemwide Sales The decrease in global systemwide sales was primarily driven by lower U.S. same-restaurant sales and a decrease in the number of restaurants in the U.S. Total Revenues The increase in total reported revenues resulted primarily from higher advertising funds revenue due to local advertising funds being reallocated to U.S. national advertising and non-recurring vendor incentives, and higher Company-operated restaurant sales reflecting the Company s acquisition of franchise-operated restaurants during the third quarter of 2025. These were partially offset by lower franchise royalty revenue and franchise rental income. 2 U.S. Company-Operated Restaurant Margin The decrease in U.S. Company-operated restaurant margin was primarily due to commodity inflation, a decline in traffic, and labor rate inflation. These were partially offset by an increase in average check and labor efficiencies. General and Administrative Expense The increase in general and administrative expense was primarily due to investments in professional services and employee compensation and benefits. Operating Profit The decrease in operating profit was primarily due to lower franchise royalty revenue, an increase in general and administrative expense, a decrease in U.S. Company-operated restaurant margin, and lower net franchise fees. Net Income The decrease in reported net income was primarily due to a decrease in operating profit and an increase in interest expense, partially offset by lower income taxes. Adjusted EBITDA The decrease in adjusted EBITDA was primarily driven by lower franchise royalty revenue, an increase in general and administrative expense, a decrease in U.S. Company-operated restaurant margin, and lower net franchise fees, primarily due to an increase in the provision for doubtful accounts. Adjusted Earnings Per Share The decrease in adjusted earnings per share was primarily driven by a decrease in adjusted EBITDA. Year to Date Free Cash Flow The increase in free cash flow was driven by a decrease in cash taxes, capital expenditures, and investments associated with the Company s franchise development fund, partially offset by lower net income adjusted for non-cash items. Company Declares Quarterly Dividend The Company announced today a reduction to its dividend to create additional flexibility to invest in initiatives in support of its turnaround. The updated annualized rate is $0.28 per share. The Company announced today the declaration of a quarterly cash dividend payment of $0.07 per share. The dividend is payable on September 15, 2026, to shareholders of record as of September 1, 2026. Share Repurchases The Company did not repurchase any shares in the second quarter of 2026 and has not repurchased any shares in the third quarter of 2026 as of the date of this release. As of July 31, approximately $35.0 million remained available under the Company s existing share repurchase authorization that expires in February 2027. 2026 Outlook The Company is withdrawing its 2026 financial outlook. The Company s new leadership is taking the opportunity to fully assess the business opportunities and formulate a comprehensive turnaround plan, including the optimal deployment of capital. Conference Call and Webcast The Company will host a conference call today, Friday, August 7, at 8:30 a.m. ET, with a simultaneous webcast from the Company s Investor Relations website at www.irwendys.com. The related presentation materials are now available on the Company s Investor Relations website. The live conference call will be available by telephone at (833) 461-5787 for North American callers and (585) 542-9983 for international callers, both using event ID 791 958 064. A replay of the webcast will be available on the Company s Investor Relations website. 3 About Wendy s The Wendy s Company (Nasdaq: WEN) and Wendy s® franchisees employ hundreds of thousands of people across more than 7,000 restaurants worldwide. Founded in 1969, Wendy s is committed to the promise of Fresh Famous Food, Made Right, For You, delivered to customers through its craveable menu including made-to-order square hamburgers using fresh beef*, and fan favorites like the Spicy Chicken Sandwich and nuggets, Baconator®, and the Frosty® dessert. Wendy s supports the Dave Thomas Foundation for Adoption®, established by its founder, which seeks to dramatically increase the number of adoptions of children waiting in North America s foster care system. Learn more about Wendy s at www.wendys.com. For details on franchising, visit www.wendys.com/franchising. Connect with Wendy s on X, Instagram and Facebook. *Fresh beef available in the contiguous U.S. and Alaska, as well as Canada, Mexico, Puerto Rico, the UK, and other select international markets. Investor Contact: Aaron Broholm Head of Investor Relations (614) 764-3345; [email protected] Media Contact: Heidi Schauer Vice President Communications, Public Affairs & Customer Care (614) 764-3368; [email protected] 4 Forward-Looking Statements This release contains certain statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the Reform Act ). Generally, forward-looking statements include the words may, believes, plans, expects, anticipates, intends, estimate, goal, upcoming, annualized, outlook, guidance or the negation thereof, or similar expressions. In addition, all statements that address future operating, financial or business performance, strategies or initiatives, future efficiencies or savings, anticipated costs or charges, future capitalization, anticipated impacts of recent or pending investments or transactions and statements expressing general views about future results or brand health are forward-looking statements within the meaning of the Reform Act. Forward-looking statements are based on the Company s expectations at the time such statements are made, speak only as of the dates they are made and are susceptible to a number of risks, uncertainties and other factors. For all such forward-looking statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Reform Act. The Company s actual results, performance and achievements may differ materially from any future results, performance or achievements expressed or implied by the Company s forward-looking statements. Many important factors could affect the Company s future results and cause those results to differ materially from those expressed in or implied by the Company s forward-looking statements. Such factors include, but are not limited to, the following: (1) the impact of competition or poor customer experiences at Wendy s restaurants; (2) adverse economic conditions or volatility or disruptions, including in regions with a high concentration of Wendy s restaurants; (3) changes in discretionary consumer spending and consumer tastes and preferences; (4) conditions beyond the Company s control, such as adverse weather conditions, natural disasters, hostilities, social unrest, health epidemics or pandemics or other catastrophic events; (5) impacts to the Company s corporate reputation or the value and perception of the Company s brand; (6) the effectiveness of the Company s marketing and advertising programs and new product development; (7) the Company s ability to manage the impact of social or digital media; (8) the Company s ability to protect its intellectual property; (9) food safety events or health concerns involving the Company s products; (10) the Company s ability to successfully implement important strategic initiatives, effectively managing or maintaining growth and market share across its dayparts or executing strategic transactions; (11) the Company s ability to grow its business through new restaurant development; (12) the Company s ability to effectively manage the acquisition and disposition of restaurants and other restaurant activity; (13) risks associated with leasing and owning significant amounts of real estate, including environmental matters; (14) risks associated with the Company s international operations, including the ability to execute its international growth strategy; (15) changes in commodity and other operating costs; (16) shortages or interruptions in the supply or distribution of the Company s products and other risks associated with the Company s independent supply chain purchasing co-op; (17) the impact of increased labor costs or labor shortages; (18) the continued succession and retention of key personnel and the effectiveness of the Company s leadership and organizational structure; (19) risks associated with the Company s digital commerce strategy, platforms and technologies, including its ability to adapt to changes in industry trends and consumer preferences; (20) the Company s and its franchisees dependence on computer systems and information technology, including risks associated with the failure or interruption of its systems or technology or the occurrence of cybersecurity incidents or deficiencies; (21) risks associated with the Company s securitized financing facility and other debt agreements, including compliance with operational and financial covenants, restrictions on its ability to raise additional capital, the impact of its overall debt levels and the Company s ability to generate sufficient cash flow to meet its debt service obligations and operate its business; (22) risks associated with the Company s capital allocation policy, including the amount and timing of equity and debt repurchases and dividend payments; (23) risks associated with complaints and litigation, compliance with legal and regulatory requirements and a focus on corporate responsibility issues; (24) risks associated with the availability and cost of insurance, the recognition of impairment or other charges, changes in tax rates or tax laws and fluctuations in foreign currency exchange rates; (25) risks associated with the Company s predominantly franchised business model; (26) Trian Fund Management, L.P. and certain of its affiliates filed a Schedule 13D/A with the Securities and Exchange Commission on February 18, 2026 indicating, among other things, that they intend to explore and evaluate the possibility of participating, alone or with third parties, in certain potential transactions with respect to the Company to enhance stockholder value; there can be no assurance that (i) any such potential transactions will occur or result in additional value for the Company s stockholders or (ii) that the exploration of potential transactions will not have an adverse impact on the Company s business; and (27) other risks and uncertainties cited in the Company s releases, public statements and/or filings with the Securities and Exchange Commission, including those identified in the Risk Factors sections of the Company s Forms 10-K and 10-Q. 5 All future written and oral forward-looking statements attributable to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements contained or referred to above. New risks and uncertainties arise from time to time, and factors that the Company currently deems immaterial may become material, and it is impossible for the Company to predict these events or how they may affect the Company. The Company assumes no obligation to update any forward-looking statements after the date of this release as a result of new information, future events or developments, except as required by federal securities laws, although the Company may do so from time to time. The Company does not endorse any projections regarding future performance that may be made by third parties. Disclosure Regarding Non-GAAP Financial Measures In addition to the financial measures presented in this release in accordance with U.S. Generally Accepted Accounting Principles ( GAAP ), the Company has included certain non-GAAP financial measures in this release, including adjusted revenue, adjusted EBITDA, adjusted earnings per share, and free cash flow. The Company uses adjusted revenue, adjusted EBITDA and adjusted earnings per share as internal measures of business operating performance and as performance measures for benchmarking against the Company s peers and competitors. Adjusted EBITDA is also used by the Company in establishing performance goals for purposes of executive compensation. The Company believes its presentation of adjusted revenue, adjusted EBITDA and adjusted earnings per share provides a meaningful perspective of the underlying operating performance of our current business and enables investors to better understand and evaluate our historical and prospective operating performance. The Company believes these non-GAAP financial measures are important supplemental measures of operating performance because they eliminate items that vary from period to period without correlation to our core operating performance and highlight trends in our business that may not otherwise be apparent when relying solely on GAAP financial measures. Due to the nature and/or size of the items being excluded, such items do not reflect future gains, losses, expenses or benefits and are not indicative of our future operating performance. The Company believes investors, analysts and other interested parties use adjusted revenue, adjusted EBITDA, and adjusted earnings per share in evaluating issuers, and the presentation of these measures facilitates a comparative assessment of the Company s operating performance in addition to the Company s performance based on GAAP results. This release also includes disclosure regarding the Company s free cash flow. Free cash flow is a non-GAAP financial measure that is used by the Company as an internal measure of liquidity. The Company defines free cash flow as cash flows from operations minus (i) capital expenditures, (ii) expenditures related to the Company s franchise development fund and (iii) the net change in the restricted operating assets and liabilities of the advertising funds and any excess/deficit of advertising funds revenue over advertising funds expense included in net income, as reported under GAAP. The impact of our advertising funds is excluded because the funds are used solely for advertising and are not available for the Company s working capital needs. The Company may also make additional adjustments for certain non-recurring or unusual items to the extent identified in the reconciliation tables that accompany this release. The Company believes free cash flow is an important liquidity measure for investors and other interested persons because it communicates how much cash flow is available for working capital needs or to be used for repurchasing shares, paying dividends, repaying or refinancing debt, financing possible acquisitions or investments or other uses of cash. 6 Adjusted revenue, adjusted EBITDA, adjusted earnings per share, and free cash flow are not recognized terms under GAAP, and the Company s presentation of these non-GAAP financial measures does not replace the presentation of the Company s financial results in accordance with GAAP. Because all companies do not calculate adjusted revenue, adjusted EBITDA, adjusted earnings per share, and free cash flow (and similarly titled financial measures) in the same way, those measures as used by other companies may not be consistent with the way the Company calculates such measures. The non-GAAP financial measures included in this release should not be construed as substitutes for or better indicators of the Company s performance than the most directly comparable GAAP financial measures. See the reconciliation tables that accompany this release for additional information regarding certain of the non-GAAP financial measures included herein. Key Business Measures The Company tracks its results of operations and manages its business using certain key business measures, including same-restaurant sales, systemwide sales and Company-operated restaurant margin, which are measures commonly used in the quick-service restaurant industry that are important to understanding Company performance. Same-restaurant sales and systemwide sales each include sales by both Company-operated and franchise restaurants. The Company reports same-restaurant sales for new restaurants after they have been open for 15 continuous months and for reimaged restaurants as soon as they reopen. Restaurants temporarily closed for more than one fiscal week are excluded from same-restaurant sales. Franchise restaurant sales are reported by our franchisees and represent their revenues from sales at franchised Wendy s restaurants. Sales by franchise restaurants are not recorded as Company revenues and are not included in the Company s consolidated financial statements. However, the Company s royalty revenues are computed as percentages of sales made by Wendy s franchisees and, as a result, sales by franchisees have a direct effect on the Company s royalty revenues and profitability. Same-restaurant sales and systemwide sales exclude sales from Argentina due to the highly inflationary economy of that country. The Company calculates same-restaurant sales and systemwide sales growth on a constant currency basis. Constant currency results exclude the impact of foreign currency translation and are derived by translating current year results at prior year average exchange rates. The Company believes excluding the impact of foreign currency translation provides better year over year comparability. U.S. Company-operated restaurant margin is defined as sales from U.S. Company-operated restaurants less cost of sales divided by sales from U.S. Company-operated restaurants. Cost of sales includes food and paper, restaurant labor and occupancy, advertising and other operating costs. Cost of sales excludes certain costs that support restaurant operations that are not allocated to individual restaurants, which are included in General and administrative. Cost of sales also excludes depreciation and amortization expense and impairment of long-lived assets. Therefore, as restaurant margin as presented excludes certain costs as described above, its usefulness may be limited and may not be comparable to other similarly titled measures of other companies in our industry. 7 The Wendy s Company and Subsidiaries Condensed Consolidated Statements of Operations Three and Six Month Periods Ended June 29, 2025 and June 28, 2026 (In Thousands Except Per Share Amounts) (Unaudited) Three Months Ended Six Months Ended 2025 2026 2025 2026 Revenues: Sales $ 232,853 $ 240,016 $ 452,363 $ 465,513 Franchise royalty revenue 132,233 123,574 253,908 239,764 Franchise fees 24,067 26,197 47,540 57,902 Franchise rental income 60,411 53,363 118,865 112,267 Advertising funds revenue 111,365 127,421 211,725 235,762 560,929 570,571 1,084,401 1,111,208 Costs and expenses: Cost of sales 196,521 207,275 384,690 408,324 Franchise support and other costs 17,069 22,566 33,665 44,557 Franchise rental expense 32,630 28,039 63,331 58,215 Advertising funds expense 111,374 127,879 212,902 236,494 General and administrative 59,485 66,161 127,689 139,004 Depreciation and amortization (exclusive of amortization of cloud computing arrangements shown separately below) 36,990 38,061 73,539 78,636 Amortization of cloud computing arrangements 4,056 4,577 8,223 9,339 System optimization gains, net (387 ) (667 ) (297 ) (2,292 ) Reorganization and realignment costs 174 10 (518 ) (152 ) Impairment of long-lived assets 1,686 3,120 3,107 5,692 Other operating income, net (2,929 ) (5,734 ) (9,316 ) (10,814 ) 456,669 491,287 897,015 967,003 Operating profit 104,260 79,284 187,386 144,205 Interest expense, net (30,945 ) (33,850 ) (62,422 ) (67,956 ) Investment loss, net (1,718 ) Other income, net 2,585 3,133 7,571 6,483 Income before income taxes 75,900 48,567 130,817 82,732 Provision for income taxes (20,790 ) (15,951 ) (36,475 ) (27,404 ) Net income $ 55,110 $ 32,616 $ 94,342 $ 55,328 Basic and diluted net income per share $ .29 $ .17 $ .48 $ .29 Number of shares used to calculate basic income per share 191,949 190,426 196,296 190,359 Number of shares used to calculate diluted income per share 192,714 191,212 197,166 191,055 8 The Wendy s Company and Subsidiaries Condensed Consolidated Balance Sheets As of December 28, 2025 and June 28, 2026 (In Thousands Except Par Value) (Unaudited) December 28,2025 June 28,2026 ASSETS Current assets: Cash and cash equivalents $ 300,833 $ 341,211 Restricted cash 39,207 38,786 Accounts and notes receivable, net 117,333 109,247 Inventories 7,387 7,036 Prepaid expenses and other current assets 55,412 78,922 Advertising funds restricted assets 97,867 102,897 Total current assets 618,039 678,099 Properties 937,795 895,598 Finance lease assets 312,844 319,808 Operating lease assets 642,589 582,630 Goodwill 774,088 773,119 Other intangible assets 1,170,671 1,147,228 Investments 25,227 22,988 Net investment in sales-type and direct financing leases 284,891 276,853 Other assets 190,417 187,893 Total assets $ 4,956,561 $ 4,884,216 LIABILITIES AND STOCKHOLDERS EQUITY Current liabilities: Current portion of long-term debt $ 29,750 $ 29,750 Current portion of finance lease liabilities 26,673 27,538 Current portion of operating lease liabilities 51,119 51,953 Accounts payable 30,450 21,440 Accrued expenses and other current liabilities 116,655 124,713 Advertising funds restricted liabilities 96,454 102,078 Total current liabilities 351,101 357,472 Long-term debt 2,730,502 2,719,239 Long-term finance lease liabilities 646,715 647,637 Long-term operating lease liabilities 660,257 596,408 Deferred income taxes 287,753 289,268 Deferred franchise fees 87,956 81,671 Other liabilities 74,894 72,054 Total liabilities 4,839,178 4,763,749 Commitments and contingencies Stockholders equity: Common stock, $0.10 par value; 1,500,000 shares authorized;470,424 shares issued; 190,324 and 190,639 shares outstanding, respectively 47,042 47,042 Additional paid-in capital 2,986,150 2,990,095 Retained earnings 435,124 437,099 Common stock held in treasury, at cost; 280,100 and 279,785 shares, respectively (3,286,965 ) (3,283,017 ) Accumulated other comprehensive loss (63,968 ) (70,752 ) Total stockholders equity 117,383 120,467 Total liabilities and stockholders equity $ 4,956,561 $ 4,884,216 9 The Wendy s Company and Subsidiaries Condensed Consolidated Statements of Cash Flows Six Month Periods Ended June 29, 2025 and June 28, 2026 (In Thousands) (Unaudited) Six Months Ended 2025 2026 Cash flows from operating activities: Net income $ 94,342 $ 55,328 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization (exclusive of amortization ofcloud computing arrangements shown separately below) 73,539 78,636 Amortization of cloud computing arrangements 8,223 9,339 Share-based compensation 10,704 8,187 Impairment of long-lived assets 3,107 5,692 Deferred income tax 822 1,375 Non-cash rental expense, net 21,406 25,938 Change in operating lease liabilities (24,482 ) (25,247 ) Net receipt of deferred vendor incentives 8,421 9,781 System optimization gains, net (297 ) (2,292 ) Distributions received from joint ventures, net of equity in earnings 1,679 1,221 Long-term debt-related activities, net 3,744 3,612 Cloud computing arrangements expenditures (9,335 ) (10,241 ) Changes in operating assets and liabilities and other, net (45,865 ) (1,372 ) Net cash provided by operating activities 146,008 159,957 Cash flows from investing activities: Capital expenditures (39,050 ) (31,439 ) Franchise development fund (16,518 ) (10,998 ) Dispositions 1,355 4,664 Notes receivable, net 1,949 Net cash used in investing activities (52,264 ) (37,773 ) Cash flows from financing activities: Proceeds from long-term debt 23,500 17,800 Repayments of long-term debt (23,125 ) (32,675 ) Repayments of finance lease liabilities (10,666 ) (12,106 ) Repurchases of common stock (186,516 ) (1,922 ) Dividends (76,243 ) (53,316 ) Proceeds from stock option exercises 1,717 Payments related to tax withholding for share-based compensation (1,354 ) (449 ) Net cash used in financing activities (272,687 ) (82,668 ) Net cash (used in) provided by operations before effect of exchange rate changes on cash (178,943 ) 39,516 Effect of exchange rate changes on cash 5,437 (2,408 ) Net (decrease) increase in cash, cash equivalents and restricted cash (173,506 ) 37,108 Cash, cash equivalents and restricted cash at beginning of period 503,608 357,672 Cash, cash equivalents and restricted cash at end of period $ 330,102 $ 394,780 10 The Wendy s Company and Subsidiaries Reconciliations of Net Income to Adjusted EBITDA and Revenues to Adjusted Revenues Three and Six Month Periods Ended June 29, 2025 and June 28, 2026 (In Thousands) (Unaudited) Three Months Ended Six Months Ended 2025 2026 2025 2026 Net income $ 55,110 $ 32,616 $ 94,342 $ 55,328 Provision for income taxes 20,790 15,951 36,475 27,404 Income before income taxes 75,900 48,567 130,817 82,732 Other income, net (2,585 ) (3,133 ) (7,571 ) (6,483 ) Investment loss, net 1,718 Interest expense, net 30,945 33,850 62,422 67,956 Operating profit 104,260 79,284 187,386 144,205 Plus (less): Advertising funds revenue (111,365 ) (127,421 ) (211,725 ) (235,762 ) Advertising funds expense (a) 111,225 127,126 211,441 235,738 Depreciation and amortization (exclusive of amortization of cloud computing arrangements shown separately below) 36,990 38,061 73,539 78,636 Amortization of cloud computing arrangements 4,056 4,577 8,223 9,339 System optimization gains, net (387 ) (667 ) (297 ) (2,292 ) Reorganization and realignment costs 174 10 (518 ) (152 ) Impairment of long-lived assets 1,686 3,120 3,107 5,692 Adjusted EBITDA $ 146,639 $ 124,090 $ 271,156 $ 235,404 Revenues $ 560,929 $ 570,571 $ 1,084,401 $ 1,111,208 Less: Advertising funds revenue (111,365 ) (127,421 ) (211,725 ) (235,762 ) Adjusted revenues $ 449,564 $ 443,150 $ 872,676 $ 875,446 (a) Excludes advertising funds expense of $183 and $342 for the three and six months ended June 29, 2025 related to the Company s funding of incremental advertising. There was no funding of incremental advertising during the three and six months ended June 28, 2026. In addition, excludes other international-related advertising surplus (deficit) of $34 and $(1,119) for the three and six months ended June 29, 2025, respectively, and $(753) and $(756) for the three and six months ended June 28, 2026, respectively. 11 The Wendy s Company and Subsidiaries Reconciliation of Net Income and Diluted Earnings Per Share to Adjusted Income and Adjusted Earnings Per Share Three and Six Month Periods Ended June 29, 2025 and June 28, 2026 (In Thousands Except Per Share Amounts) (Unaudited) Three Months Ended Six Months Ended 2025 2026 2025 2026 Net income $ 55,110 $ 32,616 $ 94,342 $ 55,328 Plus (less): Advertising funds revenue (111,365 ) (127,421 ) (211,725 ) (235,762 ) Advertising funds expense (a) 111,225 127,126 211,441 235,738 System optimization gains, net (387 ) (667 ) (297 ) (2,292 ) Reorganization and realignment costs 174 10 (518 ) (152 ) Impairment of long-lived assets 1,686 3,120 3,107 5,692 Total adjustments 1,333 2,168 2,008 3,224 Income tax impact on adjustments (b) (371 ) (588 ) (580 ) (780 ) Total adjustments, net of income taxes 962 1,580 1,428 2,444 Adjusted income $ 56,072 $ 34,196 $ 95,770 $ 57,772 Diluted earnings per share $ .29 $ .17 $ .48 $ .29 Total adjustments per share, net of income taxes .01 .01 .01 Adjusted earnings per share $ .29 $ .18 $ .49 $ .30 (a) Excludes advertising funds expense of $183 and $342 for the three and six months ended June 29, 2025 related to the Company s funding of incremental advertising. There was no funding of incremental advertising during the three and six months ended June 28, 2026. In addition, excludes other international-related advertising surplus (deficit) of $34 and $(1,119) for the three and six months ended June 29, 2025, respectively, and $(753) and $(756) for the three and six months ended June 28, 2026, respectively. (b) Adjustments relate to the tax effect of non-GAAP adjustments, which were determined based on the nature of the underlying non-GAAP adjustments and their relevant jurisdictional tax rates. 12 The Wendy s Company and Subsidiaries Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow Six Month Periods Ended June 29, 2025 and June 28, 2026 (In Thousands) (Unaudited) Six Months Ended 2025 2026 Net cash provided by operating activities $ 146,008 $ 159,957 Plus (less): Capital expenditures (39,050 ) (31,439 ) Franchise development fund (16,518 ) (10,998 ) Advertising funds impact (a) 19,065 2,759 Free cash flow $ 109,505 $ 120,279 (a) Represents the net change in the restricted operating assets and liabilities of our advertising funds, which is included in Changes in operating assets and liabilities and other, net, and the excess of advertising funds expense over advertising funds revenue, which is included in Net income. 13