Meritage Hospitality Group Inc.
Meritage Hospitality Group Inc. is a Michigan for-profit corporation with Michigan entity ID 800322593. GLEIF has validated that number against the Michigan LARA Corporations Division (LEI 549300L6L7D6HY13O486) and gives 8 August 1986 as the formation date. The company’s own OTCQX annual report says it was incorporated under Michigan law in August 1986. Its principal office is in Grand Rapids, Michigan. The company runs restaurants: it is one of the largest franchisees of the Wendy’s hamburger chain, and it also operates casual-dining concepts of its own. SEC EDGAR lists Thomas Edison Inns as a former name.
On 17 September 2026 Meritage Hospitality Group Inc. filed a voluntary Chapter 11 petition in the US Bankruptcy Court for the Western District of Michigan (case no. 26-02947). Its lenders and its Wendy’s franchisor had served notices of default in the fourth quarter of 2025. The franchisor maintains that the franchise agreements were terminated on 16 September 2026. The company disputes this in adversary proceeding no. 26-80079. This profile could not read the Michigan register itself, so the register’s current status entry is unverified.
The fiscal 2025 annual report covers the 52 weeks to 28 December 2025. At that date the company operated 364 restaurants in 15 states. Of these, 355 were Wendy’s restaurants run under franchise agreements with Quality Is Our Recipe, LLC. The other nine were independent restaurants in Michigan: six Morning Belle breakfast-and-brunch restaurants and three Blue Porch Bar & Grill restaurants. It left the Taco John’s franchise system in 2024. In July 2025 it signed a development agreement with Bojangles to build 15 restaurants by April 2031, and it opened the first one in February 2026. It reported about 10,000 employees, of whom about 2,300 were full-time.
Consolidated food and beverage revenue was $617.7 million in fiscal 2025, down 7.6% from $668.8 million in fiscal 2024. The company made a net loss of $31.5 million, against net income of $8.0 million the year before. The auditor, BDO USA, P.C., added a going-concern paragraph to its report dated 30 March 2026. These are consolidated figures. Trade press reports from September 2026 put the business at 314 Wendy’s restaurants, one Bojangles and five Morning Belle locations, after about 60 closures earlier in 2026.
The common shares of Meritage Hospitality Group Inc. are quoted on OTC Markets’ OTCQX tier under the symbol MHGU (CUSIP 59000K309). Its Series B convertible preferred shares trade as MHGUP. The company was listed on the American Stock Exchange until January 2007. It then went private through a 1-for-300 reverse split and ended its SEC registration with a Form 15 filed on 23 January 2007.
Sources
- GLEIF LEI record 549300L6L7D6HY13O486 (registeredAs 800322593, RA000616; legal form U7HC): https://api.gleif.org/api/v1/lei-records/549300L6L7D6HY13O486 (last updated 7 May 2026; retrieved 21 Oct 2026)
- Meritage Hospitality Group Inc., Fiscal 2025 OTCQX Annual Report and audited consolidated financial statements: https://www.meritagehospitality.com/documents/67/Fiscal_2025_OTCQX_Annual_Report_12.28.2025.pdf (auditor’s report dated 30 Mar 2026; retrieved 21 Oct 2026)
- US Bankruptcy Court, W.D. Michigan, case 26-02947, Voluntary Petition (Doc. 1), via the CourtListener RECAP archive: https://storage.courtlistener.com/recap/gov.uscourts.miwb.406601/gov.uscourts.miwb.406601.1.0.pdf (filed 17 Sep 2026; retrieved 21 Oct 2026)
- SEC EDGAR, CIK 0000808219 filings index: https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0000808219 (Form 25 filed 12 Jan 2007; Form 8-K and Form 15 filed 23 Jan 2007; retrieved 21 Oct 2026)
- Restaurant Dive, “Inside Meritage Hospitality Group’s Wendy’s bankruptcy”: https://www.restaurantdive.com/news/nside-meritage-hospitality-group-wendys-bankruptcy-causes/830916/ (22 Sep 2026; retrieved 21 Oct 2026)
- Nation’s Restaurant News, “Giant Wendy’s franchisee Meritage Hospitality Group files for bankruptcy”: https://www.nrn.com/restaurant-franchising/giant-wendy-s-franchisee-meritage-hospitality-group-files-for-bankruptcy (18 Sep 2026; retrieved 21 Oct 2026)
Registration details
Officers
Directors and officers of Meritage Hospitality Group Inc.
The 2026 proxy statement (23 March 2026) named six director nominees: Robert E. Schermer, Jr., Gary A. Rose, Dirk J. Pruis, Chris A. Armbruster, John W. Inwright and Michael A. Ruggeri. Robert E. Schermer, Jr. signed the notice as Chairman of the Board. The board’s written consent of 16 September 2026, which authorised the Chapter 11 filing, was signed by five directors: Robert E. Schermer, Jr., Gary A. Rose, Dirk J. Pruis, Chris A. Armbruster and John W. Inwright. Michael A. Ruggeri, a director since 2025, did not sign it. No public source seen states whether he is still on the board.
The company discloses three executive officers:
- Robert E. Schermer, Jr.: Chief Executive Officer since 1998 and a director since 1996.
- Gary A. Rose: President since May 2016, Chief Operating Officer since 2006 and a director since 2017.
- Tracey A. Smith: Vice President, Chief Financial Officer and Treasurer since May 2016, and Secretary since May 2017.
The company website lists further management roles, such as President of Wendy’s Operations and the heads of accounting, legal and risk, human resources, IT and marketing. These are managers, not corporate officers named in the filings.
Recent officer changes
- 20 October 2026: the bankruptcy court approved Kevin Cleary of Fort Dearborn Partners, Inc. as Chief Restructuring Officer, effective 17 September 2026. The company had already named him CRO in its May 2026 annual-meeting report.
- 2025: Michael A. Ruggeri joined the board.
- May 2024 and March 2025: former directors Peter D. Wierenga and Joseph L. Maggini, Sr. left the board in May 2024, and Duane F. Kluting left in March 2025.
Data availability
Partial. The Michigan LARA register could not be reached for this profile (the TLS connection was refused), so no register officer list was checked. The list above comes from the company’s OTCQX disclosure, its proxy statement and the bankruptcy filings. None of these sources records nationality, which is therefore not disclosed.
Sources
- Meritage Hospitality Group Inc., 2026 Notice of Annual Meeting and Proxy Statement: https://www.meritagehospitality.com/documents/70/2026_Proxy_and_Annex.pdf (23 Mar 2026; retrieved 21 Oct 2026)
- Meritage Hospitality Group Inc., Fiscal 2025 OTCQX Annual Report, Item 11: https://www.meritagehospitality.com/documents/67/Fiscal_2025_OTCQX_Annual_Report_12.28.2025.pdf (period ended 28 Dec 2025; retrieved 21 Oct 2026)
- US Bankruptcy Court, W.D. Michigan, case 26-02947, Doc. 1 (omnibus written consent, 16 Sep 2026): https://storage.courtlistener.com/recap/gov.uscourts.miwb.406601/gov.uscourts.miwb.406601.1.0.pdf (retrieved 21 Oct 2026)
- US Bankruptcy Court, W.D. Michigan, case 26-02947, Doc. 291 (order on CRO retention, 20 Oct 2026), docket via the CourtListener RECAP API: https://www.courtlistener.com/api/rest/v4/search/?type=rd&court=miwb&docket_number=26-02947 (retrieved 21 Oct 2026)
- Meritage Hospitality Group Inc., 2026 Annual Meeting CEO Report: https://www.meritagehospitality.com/documents/71/2026_Annual_Meeting_CEO_Report.pdf (19 May 2026; retrieved 21 Oct 2026)
- Meritage Hospitality Group Inc., Meet Our Team: https://www.meritagehospitality.com/contact/meet-our-team/ (retrieved 21 Oct 2026)
Group Structure
Group structure of Meritage Hospitality Group Inc.
Meritage Hospitality Group Inc. is the parent company of its group, and no public filing names a corporate parent above it. The ownership statement filed in its Chapter 11 case on 17 September 2026 lists two layers of subsidiaries:
- Directly 100% owned: MHG Food Service, Inc., OCM Development, LLC, Inspired by Opportunity, LLC, Uncommon Hospitality, LLC and Chicken Ventures, LLC.
- Held through MHG Food Service, Inc.: the Wendy’s operating entities, Wen Carolinas, Wen Georgia, Wen Ohio, Wen Oklahoma, Wen South, Wen Tennessee and Wen Virginia, each 100% owned, plus WM Limited Partnership-1998 at 99.9%.
The fiscal 2025 annual report also lists We Love Tacos LLC as a wholly owned subsidiary, RDG-MHG, LLC as a 98.5%-owned subsidiary (itself a 15% partner in TRG-Meritage Bahamas, LLC), and Restaurant Holdings, LLC. Restaurant Holdings is a variable interest entity that is consolidated but not owned by the company. Its owners are related parties, not the group. Fifteen group entities, including the parent, filed Chapter 11 petitions together on 17 September 2026.
Verified corporate relationships
| Entity | Country | Registration number | Relationship | Ownership | Status | Information date |
|---|---|---|---|---|---|---|
| MHG Food Service, Inc. | United States | Not verified | Direct subsidiary | 100% | Chapter 11 debtor (26-02948) | 17 Sep 2026 |
| OCM Development, LLC | United States (Michigan) | MI 801245900 (GLEIF) | Direct subsidiary | 100% | Chapter 11 debtor (26-02961) | 17 Sep 2026 |
| Inspired by Opportunity, LLC | United States (Michigan) | MI 802131675 (GLEIF) | Direct subsidiary | 100% | Chapter 11 debtor (26-02950) | 17 Sep 2026 |
| Uncommon Hospitality, LLC | United States | Not verified | Direct subsidiary | 100% | Chapter 11 debtor (26-02956) | 17 Sep 2026 |
| Chicken Ventures, LLC | United States | Not verified | Direct subsidiary | 100% | Chapter 11 debtor (26-02962) | 17 Sep 2026 |
| Wen South, LLC | United States (Florida) | FL L09000007938 (GLEIF) | Indirect subsidiary, via MHG Food Service | 100% | Chapter 11 debtor (26-02954) | 17 Sep 2026 |
| Wen Georgia, LLC | United States (Michigan) | MI 801615751 (GLEIF) | Indirect subsidiary, via MHG Food Service | 100% | Chapter 11 debtor (26-02958) | 17 Sep 2026 |
| Wen Carolinas, LLC | United States (Michigan) | MI 801656747 (GLEIF) | Indirect subsidiary, via MHG Food Service | 100% | Chapter 11 debtor (26-02953) | 17 Sep 2026 |
| Wen Virginia, LLC | United States (Michigan) | MI 801667701 (GLEIF) | Indirect subsidiary, via MHG Food Service | 100% | Chapter 11 debtor (26-02960) | 17 Sep 2026 |
| Wen Ohio, LLC | United States | Not verified | Indirect subsidiary, via MHG Food Service | 100% | Chapter 11 debtor (26-02952) | 17 Sep 2026 |
| Wen Oklahoma, LLC | United States | Not verified | Indirect subsidiary, via MHG Food Service | 100% | Chapter 11 debtor (26-02957) | 17 Sep 2026 |
| Wen Tennessee, LLC | United States | Not verified | Indirect subsidiary, via MHG Food Service | 100% | Chapter 11 debtor (26-02949) | 17 Sep 2026 |
| WM Limited Partnership-1998 | United States (Michigan) | MI 801923542 (GLEIF) | Indirect subsidiary, via MHG Food Service | 99.9%, plus 0.1% held by RES Management, LLC | Chapter 11 debtor (26-02959) | 17 Sep 2026 |
| RDG-MHG, LLC | United States | Not verified | Subsidiary (annual report) | 98.5% | Named in the debtor list footnote of Doc. 1 | 28 Dec 2025 |
| Restaurant Holdings, LLC | United States | Not verified | Consolidated variable interest entity, owned by related parties | Not owned by the company | Not a debtor | 28 Dec 2025 |
Recent structural changes
- 17 September 2026: the parent and 14 affiliated entities filed Chapter 11 petitions in the US Bankruptcy Court for the Western District of Michigan, with joint administration requested under case 26-02947.
- 21 October 2026: the debtors filed a motion to sell their Tennessee market (Doc. 295).
- November 2024: the Taco John’s franchise and development agreements were terminated, after the seven Taco John’s restaurants closed in September 2024.
Data availability
Partial. The subsidiary list and ownership percentages come from the company’s Chapter 11 ownership statement and its fiscal 2025 annual report. Registration numbers are given only where GLEIF has validated them against a state register. Michigan’s register could not be reached. The provider group tree on this page omits half of these entities. It labels Wen South, LLC’s Florida document number as a Michigan number, and it includes a “Crooked Goose” node that appears in neither the subsidiary list nor the bankruptcy filings.
Sources
- US Bankruptcy Court, W.D. Michigan, case 26-02947, Doc. 1 (Schedule 1 and consolidated corporate ownership statement): https://storage.courtlistener.com/recap/gov.uscourts.miwb.406601/gov.uscourts.miwb.406601.1.0.pdf (17 Sep 2026; retrieved 21 Oct 2026)
- CourtListener RECAP search API, W.D. Michigan Chapter 11 cases filed 17 Sep 2026 (debtor case numbers; Doc. 295 in case 26-02947): https://www.courtlistener.com/api/rest/v4/search/?type=r&court=miwb&filed_after=2026-09-16&filed_before=2026-09-19 (retrieved 21 Oct 2026)
- Meritage Hospitality Group Inc., Fiscal 2025 OTCQX Annual Report, Item 8 and Notes 1, 15, 16 and 18: https://www.meritagehospitality.com/documents/67/Fiscal_2025_OTCQX_Annual_Report_12.28.2025.pdf (period ended 28 Dec 2025; retrieved 21 Oct 2026)
- GLEIF LEI records searched by registration number, e.g. https://api.gleif.org/api/v1/lei-records?filter[entity.registeredAs]=801615751 (retrieved 21 Oct 2026)
Data-provider feed — rows as supplied to Zavia for Michigan LARA — Corporations Division, including entries the profile above does not cover. These rows are not a verbatim copy of the register: they have been found to duplicate the same person under different spellings and to keep a status of Active after an appointment ended. Where they disagree with the profile above, the profile is the checked version.
Meritage Hospitality Group Inc.
United States
Frequently asked questions
What does Meritage Hospitality Group Inc. do?
Meritage Hospitality Group Inc. is a Michigan corporation (Michigan ID 800322593, incorporated August 1986) based in Grand Rapids that operates Wendy's restaurants as one of the brand's largest franchisees, plus its own Morning Belle and Blue Porch Bar & Grill restaurants. It filed for Chapter 11 in the US Bankruptcy Court for the Western District of Michigan on 17 September 2026 (case 26-02947).
Who owns Meritage Hospitality Group Inc.?
The 2026 proxy statement lists Robert E. Schermer, Jr. (34.5%), Gary A. Rose (15.8%), the estate of Robert E. Schermer, Sr. (8.3%), Peter D. Wierenga (8.1%) and the estate of Joseph L. Maggini, Sr. (5.4%) as the largest beneficial owners as of 23 March 2026, measured under SEC Rule 13d-3 including options and convertible preferred shares. No other holder of 5% or more is disclosed.
Who is Meritage Hospitality Group Inc.'s UBO (Ultimate Beneficial Owner)?
No public filing identifies a controlling beneficial owner; the largest disclosed beneficial owner is Robert E. Schermer, Jr. at 34.5% on a Rule 13d-3 basis (23 March 2026), which is not a share of voting capital. Michigan has no public beneficial-ownership register.
What is Meritage Hospitality Group Inc.'s company registration number?
Meritage Hospitality Group Inc. is registered with the Michigan LARA Corporations Division under entity ID 800322593, a number GLEIF has validated against that register (LEI 549300L6L7D6HY13O486).
Is Meritage Hospitality Group Inc. still an active company?
Meritage Hospitality Group Inc. filed a voluntary Chapter 11 petition in the US Bankruptcy Court for the Western District of Michigan on 17 September 2026 (case no. 26-02947). The Michigan register's own current status entry could not be read, so it is not verified.
When was Meritage Hospitality Group Inc. incorporated?
GLEIF gives 8 August 1986 as the formation date, and the company's OTCQX annual report says it was incorporated under Michigan law in August 1986.
What is Meritage Hospitality Group Inc.'s registered address?
The company's principal office is in Grand Rapids, Michigan. A registered-office address was not verified from the Michigan register.
What legal structure is Meritage Hospitality Group Inc. registered as?
It is a Michigan for-profit corporation whose common shares are quoted on the OTCQX tier of OTC Markets.
What is Meritage Hospitality Group Inc.'s revenue?
Consolidated food and beverage revenue was $617.7 million in fiscal 2025 (52 weeks to 28 December 2025), down 7.6% from $668.8 million, with a net loss of $31.5 million; the audited statements carry a going-concern paragraph.
Is Meritage Hospitality Group Inc. listed on a stock exchange?
Its common shares are quoted on OTC Markets (OTCQX) under the symbol MHGU, and its Series B convertible preferred shares under MHGUP. It left the American Stock Exchange and deregistered with the SEC in January 2007.
Who are the officers/directors of Meritage Hospitality Group Inc.?
Robert E. Schermer, Jr. is Chairman and Chief Executive Officer, Gary A. Rose is President and Chief Operating Officer, and Tracey A. Smith is Vice President, Chief Financial Officer, Treasurer and Secretary. Kevin Cleary serves as Chief Restructuring Officer, approved by the bankruptcy court effective 17 September 2026.
Does Meritage Hospitality Group Inc. have a parent company or subsidiaries?
Meritage Hospitality Group Inc. is the top company of its group; its Chapter 11 ownership statement lists five wholly owned direct subsidiaries, including MHG Food Service, Inc., which owns the Wen-named Wendy's operating LLCs and 99.9% of WM Limited Partnership-1998. Fifteen group entities filed Chapter 11 on 17 September 2026.
Does any single shareholder control Meritage Hospitality Group?
No shareholder is disclosed as owning a majority. The 2026 proxy statement puts the largest beneficial owner at 34.5% on an SEC Rule 13d-3 basis, and all 11 directors, officers and principal shareholders together at 60.6% on the same basis as of 23 March 2026.
Is Meritage Hospitality Group owned by another company?
No. It is the parent company of its group, and no public filing names a corporate parent above it.
Which Meritage subsidiaries operate its Wendy's restaurants?
The Wendy's operating entities (Wen Carolinas, Wen Georgia, Wen Ohio, Wen Oklahoma, Wen South, Wen Tennessee and Wen Virginia) are each 100% owned through MHG Food Service, Inc., which also holds 99.9% of WM Limited Partnership-1998, per the Chapter 11 ownership statement of 17 September 2026.
Is Restaurant Holdings, LLC owned by Meritage?
No. The fiscal 2025 annual report treats Restaurant Holdings, LLC as a variable interest entity that is consolidated but not owned by the company; its owners are related parties, and it is not a Chapter 11 debtor.
How many Meritage group companies are in Chapter 11?
Fifteen group entities, the parent and 14 affiliates, filed Chapter 11 petitions together on 17 September 2026, with joint administration requested under case 26-02947.
Can Zavia monitor changes to Meritage Hospitality Group Inc.'s ownership over time?
This profile reflects a point-in-time snapshot. Zavia's monitoring API can track changes to Meritage Hospitality Group Inc.'s registered shareholders, officers, and group structure going forward, flagging updates as they're filed rather than requiring a manual recheck.
Can I access Meritage Hospitality Group Inc.'s data through an API?
Yes. Zavia's API connects directly to official government ownership registries across 195 countries and territories, including United States, so records like Meritage Hospitality Group Inc.'s registration, shareholder, UBO, and group-structure data can be queried programmatically instead of viewed one page at a time.
Where does this company information come from, and how current is it?
This profile of Meritage Hospitality Group Inc. was researched by Zavia from primary sources (official registers, filings and the company's own publications), each cited in the sections above, and was last checked on 21 October 2026.