Wendy's rejects offers, says Peltz "misleading"

By Lisa Baertlein

LOS ANGELES (Reuters) - Wendy's International Inc (WEN.N: Quote, Profile, Research) rejected a cash and stock takeover bid and an offer to combine with Arby's, billionaire Nelson Peltz's businesses said on Friday as the hamburger chain argued both offers were low.

Wendy's board has been weighing a sale since last June and on Friday said Peltz was misleading shareholders.

The activist with just under 10 percent of shares has pressed for better financial performance from the No. 3 hamburger chain, which is losing ground to McDonald's Corp (MCD.N: Quote, Profile, Research) and Burger King Holdings Inc (BKC.N: Quote, Profile, Research).

Peltz's Triarc Cos Inc (TRY.N: Quote, Profile, Research) and Trian Fund Management on Friday said they proposed combining Wendy's and Arby's, a sandwich chain owned by Triarc.

They also offered to buy 100 percent of Wendy's "for over $900 million in cash with the balance in stock," Peter May, an executive at both Triarc and Trian, said in a letter addressed to Wendy's Chairman James Pickett and included in a regulatory filing on Friday.

But Pickett said Trian and Triarc failed to reveal how the proposed deals would value Wendy's.

"We believe that is very misleading to our shareholders unless they also know that the value you ascribed to Wendy's in such proposal was significantly below a level we had previously told you very clearly would be unacceptable," he said in a letter addressed to May and filed with U.S. securities regulators.

Analysts said there was not enough information about offer prices to make a judgment on whether the company's directors did the right thing.