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Trian-led group bids US$1.4bn to take Wendy's private

Nelson Peltz returns with franchisee Flynn Group and two investment firms, offering a 20% premium for a burger chain whose sales have slumped.

M&A News deals deskConsumer / Restaurants · United States, Americas28 Oct 2026

Wendy's said on 28 October 2026 that an investor group led by Trian Fund Management had proposed buying the shares it does not already own for US$7.35 each in cash, a bid that values the company at about US$1.4bn.

Why Investor group led by Trian Fund Management (with Flynn Group, BlueFive Capital and Sixth Street Partners) is buying The Wendy's Company

The proposal comes after a difficult year for Wendy's: US same-store sales fell 7% in the second quarter, the company closed 289 US restaurants in the first half, withdrew its full-year outlook and cut its dividend.

Deal terms and financing

The letter, signed by Trian chief executive Nelson Peltz and Flynn Group chairman Greg Flynn, offers US$7.35 per share, about 20% above the 27 October close, based on 194.0m fully diluted shares. Trian intends to roll over its roughly 16.3% stake. Equity would come from Trian, Flynn Group, BlueFive Capital, Sixth Street Partners and others; the group said the deal would need no new debt and would not be subject to a financing condition. A merger would require approval by a majority of outstanding shares.

Regulatory approvals and timing

The proposal is non-binding. Wendy's said a committee of independent directors not affiliated with the investor group will evaluate it and that there is no assurance a transaction will result. The investor group said it was confident definitive agreements could be negotiated over the coming weeks.

Market context

Trian explored a deal for Wendy's in 2022 before abandoning it in 2023. Wendy's shares rose about 14% to around US$7.01 on 28 October, still below the offer price. The company is due to report third-quarter results on 5 November.

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