Filing Flows › Wendy's (WEN) › Takeover & LBO
Is Wendy's (WEN) a takeover target?
A leveraged buyout at today's price plus 30% ($9.37 a share) would return about 5% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $3.77 a share (−48% against today's $7.21). Historically 6.8% of companies with its figures were bought within a year (1.36× the average). Latest signal (2026-11-06): Wendy's Rejects Trian's $1.4B Takeover Bid.
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $9.37 | today's $7.21 plus 30% |
| × shares | 191.8 million | |
| = Equity value | $1.8B | |
| + Debt refinanced | $2.7B | |
| − Cash | $374M | |
| = Enterprise value | $4.2B | 9.9× EBITDA of $423M |
| Fees | $83.3M | 2% of the price |
| New debt | $2.3B | 5.5× EBITDA at 7.65% a year; the limit that binds: 5.5× EBITDA |
| Buyer's own money | $1.9B | 45% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $2.2B | $422M | $178M | $132M | $2.2B |
| Year 2 | $2.2B | $424M | $168M | $139M | $2.1B |
| Year 3 | $2.2B | $429M | $157M | $148M | $1.9B |
| Year 4 | $2.3B | $439M | $146M | $160M | $1.7B |
| Year 5 | $2.4B | $452M | $134M | $174M | $1.6B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 8.9× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $4.0B | |
| − Debt left | $1.6B | |
| = Buyer's equity | $2.4B | |
| Money multiple | 1.27× | on $1.9B put in |
| Buyer's yearly return (IRR) | 4.8% |
Price against return
What the buyer makes at other premiums over today's $7.21; the IRR reaches 20% at $3.77 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $7.93 | 8.2% |
| 20% | $8.65 | 6.4% |
| 30% | $9.37 | 4.8% |
| 40% | $10.09 | 3.4% |
| 50% | $10.81 | 2.0% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $2.2B | |
| EBITDA, last 12 months | $423M | 19.2% of revenue |
| Depreciation and amortization | $159M | |
| Capital spending | $86.6M | |
| Debt | $2.7B | |
| Cash | $374M | |
| Share price | $7.21 | on Oct 30, 2026 |
Fixed rules, the same as the interactive view's starting point: the shares are bought at today's price plus 30%, the company's debt is refinanced and fees take 2%. New debt is the least of 5.5× EBITDA, 65% of the price and the amount whose interest EBITDA covers 2 times, at 7.65% a year (SOFR 3.89% plus the high-yield B spread 3.26% plus 0.5%, rates of Oct 15, 2026). Revenue grows -0.3% in the first year — the company's own rate, held between −3% and +8% — fading to 3% by year 5; the EBITDA margin, depreciation and capital spending stay at today's share of revenue; working capital takes 10% of each year's added revenue; tax is 30% of profit after interest. Every dollar of free cash flow repays debt. After 5 years the buyer sells at today's multiple of EBITDA.
What a takeover could cost
Takeovers on record paid a median premium of 32.5% over the share price before the deal (the middle half 20% to 51.8%), according to the 1,437 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Wendy's would cost about $9.55 a share, $1.8B for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $8.65 | $1.7B |
| Median | 32.5% | $9.55 | $1.8B |
| High end (a quarter paid more) | 51.8% | $10.94 | $2.1B |
The odds, from history
Historically 6.8% of companies with its figures were bought within a year (1.36× the average). Its figures put it in decile 9 of 10 (10 = the most likely to be bought). The odds come from a model of every merger proxy, tender-offer response and going-private statement filed on EDGAR since 2011, set against each company's size, margins, debt, cash flow and growth the year before.
Rumors and deal signals
- 2026-11-06 · news · Wendy's Rejects Trian's $1.4B Takeover Bid
- 2026-11-06 · news · Wendy's rejects a $1.4 billion takeover offer from billionaire Nelson Peltz's investor group and adopts a
- 2026-11-06 · news · Wendy’s rejects $7.35 per share takeover proposal
- 2026-11-06 · news · Wendy's Rejects $1.4 Billion Takeover Bid Led by Peltz's Trian, Adopts "Poison Pill" in Defense
- 2026-11-06 · news · Wendy’s rejects $1.4bn Nelson Peltz takeover bid
- 2026-11-06 · news · Wendy's rejects 1.4bn dollar takeover bid from Trian
- 2026-11-06 · news · American billionaire Nelson Peltz faces Wendy's rejection as $1.4 billion takeover bid hits wall
- 2026-11-05 · news · Wendy's Rejects Takeover Bid From Trian to Take It Private
- 2026-11-05 · news · Wendy's rejects Trian-led $1.4 billion buyout offer, adopts 'poison pill' plan
- 2026-11-05 · news · Wendy’s rejects Trian-led buyout offer, adopts ‘poison pill’ plan
Wendy's latest quarter
Wendy's, Q3 2026: revenue $547M (-0.5% year over year), operating margin 10.2%, net earnings $15.1M, operating cash flow $79.0M. The chart follows the revenue to costs, profit and cash.
Questions
Is Wendy's being acquired?
The latest signal on file is from 2026-11-06: Wendy's Rejects Trian's $1.4B Takeover Bid. A headline is not a deal; Filing Flows lists the news, 8-K filings and 13D filings about a sale.
Could private equity buy Wendy's?
A leveraged buyout at today's price plus 30% ($9.37 a share) would return about 5% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $3.77 a share (−48% against today's $7.21).
What would a takeover of Wendy's cost?
Takeovers on record paid a median premium of 32.5% over the share price before the deal (the middle half 20% to 51.8%), according to the 1,437 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Wendy's would cost about $9.55 a share, $1.8B for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.