Restaurant Brands International Inc. Reports Second Quarter 2016 Results

OAKVILLE, ON, Aug. 4, 2016 (hospitalitybusinessnews.com) – Restaurant Brands International Inc. today reported financial results for second quarter ended June 30, 2016

Daniel Schwartz, Chief Executive Officer of Restaurant Brands International Inc. (“RBI”) commented, “We ended the second quarter with solid system-wide sales growth at both of our iconic brands, TIM HORTONS and BURGER KING, driven by growth in our global restaurant footprint and compelling product launches. We continued to achieve strong earnings growth versus prior year results and believe that the execution of our brand-specific strategies by our franchisees and employees will drive sustainable value for years to come.”

Second Quarter 2016 Highlights:

  • RBI Total Revenues of $1,040.2 million versus $1,042.2 million in prior year period
  • RBI Net Income Attributable to Common Shareholders of $90.9 million versus $11.0 million in prior year period
  • RBI Diluted EPS of $0.38 versus $0.05 in prior year period
  • Tim Hortons (“TH”) comparable sales increased 2.7% and Burger King (“BK”) comparable sales increased 0.6% in constant currency
  • Restaurant count increased 3.3% at TH and 3.9% at BK year-over-year
  • System-wide sales grew 4.8% at TH and 5.9% at BK in constant currency
  • RBI Adjusted EBITDA of $479.1 million was up 16.2% on an organic basis versus prior year results
  • RBI Adjusted Diluted EPS of $0.41 was up 38.3% versus prior year results
  • RBI declared a dividend of $0.16 per common share and partnership exchangeable unit of Restaurant Brands International Limited Partnership for the third quarter of 2016

 

Consolidated Operational Highlights

Three Months Ended June 30,

2016

2015

(unaudited)

Comparable Sales Growth(1)

TH

2.7%

5.5%

BK

0.6%

6.7%

System Net Restaurant Growth (NRG)

TH (2)

26

23

BK

92

141

System-wide Sales Growth(1)

TH 

4.8%

8.4%

BK

5.9%

11.6%

System-wide Sales (3)(in US$ millions)

TH 

$

1,667.9

$

1,657.6

BK

$

4,544.1

$

4,406.1

 

(1)

Comparable sales growth and system-wide sales growth are calculated on a constant currency basis and include sales at franchise restaurants and company-owned restaurants.

(2)

Restaurant count excludes 420 and 454 limited service kiosks as of June 30, 2016 and 2015, respectively. NRG excludes limited service kiosks for the three months ended June 30, 2016 and 2015. Commencing in the fourth quarter of 2015, we revised our presentation of restaurant counts to exclude limited service kiosks, with the revision applied retrospectively to the earliest period presented to provide period-to-period comparability.

(3)

System-wide sales are primarily driven by sales at franchise restaurants, as approximately 100% of current restaurants are franchised. We do not record franchise sales as revenue; however, our franchise revenues include royalties based on a percentage of franchise sales.

 

Consolidated Financial Highlights

Three Months Ended June 30,

(in US$ millions, except per share data)

2016

2015 (7)

(unaudited)

RBI Total Revenues

$

1,040.2

$

1,042.2

RBI Net Income Attributable to 

Common Shareholders

$

90.9

$

11.0

RBI Dilutive Net Income Attributable to Common 

Shareholders and Noncontrolling Interests (4)

$

179.2

$

25.3

RBI Diluted Earnings per Share

$

0.38

$

0.05

TH Adjusted EBITDA (5)

$

279.0

$

234.9

BK Adjusted EBITDA (5)

$

200.1

$

192.9

RBI Adjusted EBITDA (6)

$

479.1

$

427.8

RBI Adjusted Net Income (6)(8)

$

192.4

$

141.0

RBI Adjusted Diluted Earnings per Share (6)(8)

$

0.41

$

0.30

 

(4)

Includes net income available to common shareholders and net income available to noncontrolling interests related to the Class B exchangeable limited partnership units of Restaurant Brands International Limited Partnership.

(5)

TH Adjusted EBITDA and BK Adjusted EBITDA are our measures of segment profitability.

(6)

RBI Adjusted EBITDA, RBI Adjusted Net Income, and RBI Adjusted Diluted Earnings per Share are non-GAAP financial measures. Please refer to “Non-GAAP Financial Measures” for further detail.

(7)

TH results for the three months ended June 30, 2015 have been retrospectively adjusted to reflect the final purchase price allocation for Tim Hortons.

(8)

Commencing in the first quarter of 2016, we revised our presentation of Adjusted Net Income and Adjusted Diluted Earnings per Share to include share-based compensation and non-cash incentive compensation expense, with the revision applied retrospectively to the earliest period presented to provide period-to-period comparability.

 

RBI Total Revenues for the quarter were $1,040.2 million compared to $1,042.2 million in the prior year period primarily as a result of unfavorable FX movements, partially offset by system-wide sales growth at both TH and BK. On a GAAP basis, RBI reported Net Income Attributable to Common Shareholders of $90.9 million in the second quarter, versus $11.0 million in the prior year, and Diluted Earnings per Share of $0.38, compared to $0.05 in the prior year, primarily due to the non-recurrence of one-time expenses arising from the 2015 debt refinancing, effective cost management, and the non-recurrence of one-time expenses arising from the Tim Hortons transaction. Adjusted EBITDA growth of 16.2%, excluding the impact of FX movements, was driven by organic growth at both brands combined with cost discipline.

TH Segment Results

Three Months Ended June 30,

(in US$ millions)

2016

2015 (7)

(unaudited)

Comparable Sales Growth (1)

2.7%

5.5%

System-wide Sales Growth (1)

4.8%

8.4%

System-wide Sales (3)

$

1,667.9

$

1,657.6

System Net Restaurant Growth (NRG) (2)

26

23

System Restaurant Count at Period End (2)

4,464

4,322

Sales

$

535.5

$

539.0

Franchise and Property Revenues

$

224.3

$

225.0

TH Total Revenues

$

759.8

$

764.0

Cost of Sales 

$

415.5

$

449.8

Franchise & Property Expenses

$

79.6

$

88.6

Segment SG&A (9)

$

15.1

$

23.0

Segment Depreciation and Amortization (10)

$

26.1

$

29.6

TH Adjusted EBITDA (5) (11) 

$

279.0

$

234.9

 

(9)

Segment selling, general and administrative expenses consists of segment selling expenses and segment management general and administrative expenses.

(10)

Segment depreciation and amortization consists of depreciation and amortization included in cost of sales and franchise and property expenses.

(11)

TH Adjusted EBITDA for the three months ended June 30, 2016 includes $3.3 million of cash distributions received from equity method investments. TH Adjusted EBITDA for the three months ended June 30, 2015 includes ($1.0) million of acquisition accounting impact on cost of sales and $3.7 million of cash distributions received from equity method investments.

 

At TH, year-over-year restaurant count growth of 3.3% combined with comparable sales growth of 2.7% resulted in system-wide sales growth of 4.8% in constant currency. Impactful new product launches drove favorable comparable sales at TH. TH ended the second quarter with 4,464 restaurants, opening 26 net new restaurants during the period.

TH experienced a 4.2% FX headwind to Total Revenues for the second quarter. Compared to prior year results, TH Total Revenues of $759.8 million declined 0.5% but grew 3.8% excluding the impact of FX movements. TH Adjusted EBITDA of $279.0 million grew 18.8% and 24.1% excluding the impact of FX movements, primarily driven by system-wide sales growth and cost discipline.

BK Segment Results

Three Months Ended June 30,

(in US$ millions)

2016

2015

(unaudited)

Comparable Sales Growth (1)

0.6%

6.7%

System-wide Sales Growth (1)

5.9%

11.6%

System-wide Sales(3)

$

4,544.1

$

4,406.1

System Net Restaurant Growth (NRG)

92

141

System Restaurant Count at Period End

15,100

14,528

Sales

$

23.1

$

28.8

Franchise and Property Revenues

$

257.3

$

249.4

BK Total Revenues

$

280.4

$

278.2

Cost of Sales

$

20.3

$

25.0

Franchise & Property Expenses

$

34.5

$

33.1

Segment SG&A (9)

$

37.4

$

39.2

Segment Depreciation and Amortization (10)

$

11.9

$

12.0

BK Adjusted EBITDA (5)

$

200.1

$

192.9

 

At BK, system-wide sales grew 5.9% year-over-year in constant currency. Strength in Asia Pacific (“APAC”) and Latin America and the Caribbean (“LAC”), partially offset by softness in the U.S. and Canada (“US&C”), contributed to comparable sales growth of 0.6% at BK. Year-over-year, BK achieved restaurant count growth of 3.9% with 92 net new restaurants added during the quarter, ending the quarter with 15,100 restaurants.

BK experienced a 2.0% FX headwind to Total Revenues for the second quarter. Compared to prior year results, BK Total Revenues of $280.4 million grew 0.8% and 2.8% excluding the impact of FX movements. BK Adjusted EBITDA of $200.1 million grew 3.7% and 6.5% excluding the impact of FX movements, driven by system-wide sales growth and discipline on costs.

Cash and Liquidity

As of June 30, 2016, total debt was $8.9 billion, and net debt, excluding total cash and cash equivalents of $1.0 billion, was $7.9 billion. On August 3, 2016, the RBI Board of Directors declared a dividend of $0.16 per common share and Class B exchangeable partnership unit of Restaurant Brands International Limited Partnership for the third quarter of 2016. The dividend will be payable on October 4, 2016 to shareholders and unitholders of record at the close of business on September 6, 2016.

On August 2, 2016, the RBI Board of Directors approved a share repurchase authorization whereby RBI may purchase up to $300 million of its common shares over the next 5 years. Repurchases under the company’s new authorization will be made in the open market or through privately negotiated transactions.

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(In millions of U.S. dollars, except per share data)

(Unaudited)

Three Months Ended June 30,

2016

2015

Revenues:

Sales

$

558.6

$

567.8

Franchise and property revenues

481.6

474.4

Total revenues                                                 

1,040.2

1,042.2

Cost of sales

435.8

474.8

Franchise and property expenses

114.1

121.7

Selling, general and administrative expenses

73.1

102.0

(Income) loss from equity method investments

4.5

6.4

Other operating expenses (income), net

(11.3)

35.2

Total operating costs and expenses

616.2

740.1

Income from operations

424.0

302.1

Interest expense, net

117.2

123.2

(Gain) loss on early extinguishment of debt

39.9

Income before income taxes

306.8

139.0

Income tax expense

59.2

45.2

Net income

247.6

93.8

Net income attributable to noncontrolling interests

89.2

15.3

Preferred share dividends

67.5

67.5

Net income attributable to common shareholders

$

90.9

$

11.0

Earnings per common share:

Basic

$

0.39

$

0.05

Diluted

$

0.38

$

0.05

Weighted average shares outstanding

Basic

233.5

202.4

Diluted

470.1

476.4

Cash dividends declared per common share

$

0.15

$

0.10

 

Memo: Basic earnings per common share is determined by dividing net income attributable to common shareholders by the weighted average number of common shares outstanding during the period. For the three months ended June 30, 2016, diluted EPS of $0.38 per share includes $90.9 million net income attributable to common shareholders and $88.3 million net income attributable to noncontrolling interests related to the Class B exchangeable limited partnership units of Restaurant Brands International Limited Partnership (“Partnership exchangeable units”) and assumes conversion of Partnership exchangeable units to RBI common shares. For the three months ended June 30, 2015, diluted EPS of $0.05 per share includes $11.0 million net income attributable to common shareholders and $14.3 million net income attributable to noncontrolling interests related to the Partnership exchangeable units and assumes conversion of Partnership exchangeable units to RBI common shares. The diluted earnings per share calculation assumes conversion of 100% of the Partnership exchangeable units under the “if converted” method.

 

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(In millions of U.S. dollars, except per share data)

(Unaudited)

Six Months Ended June 30,

2016

2015

Revenues:

Sales

$

1,049.1

$

1,067.3

Franchise and property revenues

909.6

908.2

Total revenues                                              

1,958.7

1,975.5

Cost of sales

824.0

908.0

Franchise and property expenses

218.3

250.8

Selling, general and administrative expenses 

146.3

213.0

(Income) loss from equity method investments

(14.0)

4.7

Other operating expenses (income), net 

29.5

72.8

Total operating costs and expenses

1,204.1

1,449.3

Income from operations

754.6

526.2

Interest expense, net

232.3

246.3

(Gain) loss on early extinguishment of debt

39.6

Income before income taxes

522.3

240.3

Income tax expense

106.4

95.9

Net income

415.9

144.4

Net income attributable to noncontrolling interests

140.0

5.5

Preferred share dividends

135.0

136.2

Net income attributable to common shareholders

$

140.9

$

2.7

Earnings per common share:

Basic

$

0.61

$

0.01

Diluted

$

0.59

$

0.01

Weighted average shares outstanding

Basic

231.8

202.3

Diluted

469.2

476.4

Cash dividends declared per common share

$

0.29

$

0.19

 

Memo: Basic earnings per common share is determined by dividing net income attributable to common shareholders by the weighted average number of common shares outstanding during the period. For the six months ended June 30, 2016, diluted EPS of $0.59 per share includes $140.9 million net income attributable to common shareholders and $138.2 million net income attributable to noncontrolling interests related to the Class B exchangeable limited partnership units of Restaurant Brands International Limited Partnership (“Partnership exchangeable units”) and assumes conversion of Partnership exchangeable units to RBI common shares. For the six months ended June 30, 2015, diluted EPS of $0.01 per share includes $2.7 million net income attributable to common shareholders and $3.5 million net income attributable to noncontrolling interests related to the Partnership exchangeable units and assumes conversion of Partnership exchangeable units to RBI common shares. The diluted earnings per share calculation assumes conversion of 100% of the Partnership exchangeable units under the “if converted” method.

 

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In millions of U.S. dollars, except share data)

(Unaudited)

As of

June 30, 2016

December 31, 2015

ASSETS

Current assets:

Cash and cash equivalents

$

998.1

$

757.8

Trade and notes receivable, net of allowance of $13.9 million and

$14.2 million, respectively

380.2

422.0

Inventories and other current assets, net

217.5

132.2

Advertising fund restricted assets

44.7

57.5

Total current assets

1,640.5

1,369.5

Property and equipment, net of accumulated depreciation of

$413.0 million and $339.3 million, respectively

2,140.5

2,150.6

Intangible assets, net

9,541.2

9,147.8

Goodwill

4,815.7

4,574.4

Net investment in property leased to franchisees

106.5

117.2

Other assets, net

877.4

1,051.6

Total assets

$

19,121.8

$

18,411.1

LIABILITIES, REDEEMABLE PREFERRED SHARES AND
SHAREHOLDERS’ EQUITY

Current liabilities:

Accounts and drafts payable

$

359.9

$

361.5

Other accrued liabilities

473.2

441.3

Gift card liability

131.4

168.5

Advertising fund liabilities

87.3

93.6

Current portion of long term debt and capital leases

94.9

56.1

Total current liabilities

1,146.7

1,121.0

Term debt, net of current portion

8,425.2

8,462.3

Capital leases, net of current portion

211.6

203.4

Other liabilities, net

891.7

795.9

Deferred income taxes, net

1,631.2

1,618.8

Total liabilities

12,306.4

12,201.4

Redeemable preferred shares; $43.775848 par value; 68,530,939

shares authorized, issued and outstanding at June 30, 2016 and

December 31, 2015

3,297.0

3,297.0

Shareholders’ Equity:

Common shares; no par value; unlimited shares authorized

at June 30, 2016 and December 31, 2015;

233,740,606 shares issued and outstanding at June 30, 2016;

225,707,588 shares issued and outstanding at December 31, 2015;

1,923.2

1,824.5

Retained earnings

318.8

245.8

Accumulated other comprehensive income (loss)

(540.4)

(733.7)

Total Restaurant Brands International Inc. shareholders’ equity

1,701.6

1,336.6

Noncontrolling interests

1,816.8

1,576.1

Total shareholders’ equity

3,518.4

2,912.7

Total liabilities, redeemable preferred shares and shareholders’ equity

$

19,121.8

$

18,411.1

 

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows 

(In millions of U.S. dollars)

(Unaudited)

Six Months Ended June 30,

2016

2015

Cash flows from operating activities:

Net income

$

415.9

$

144.4

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

85.7

94.7

(Gain) loss on early extinguishment of debt

39.6

Amortization of deferred financing costs and debt issuance discount

19.3

15.3

(Income) loss from equity method investments

(14.0)

4.7

Loss (gain) on remeasurement of foreign denominated transactions

19.0

27.5

Amortization of defined benefit pension and postretirement items

(1.2)

(0.1)

Net losses (gains) on derivatives

9.4

46.6

Net losses (gains) on refranchisings and dispositions of assets

9.0

(0.6)

Bad debt expense (recoveries), net

(0.7)

0.7

Share-based compensation expense

16.1

22.5

Acquisition accounting impact on cost of sales

0.8

Deferred income taxes

10.5

(83.3)

Changes in current assets and liabilities, excluding acquisitions and dispositions:

Reclassification of restricted cash to cash and cash equivalents

79.2

Trade and notes receivable

21.4

59.9

Inventories and other current assets

(69.4)

5.0

Accounts and drafts payable

7.4

39.3

Accrued advertising

(15.8)

6.2

Other accrued liabilities

(17.5)

36.9

Other long-term assets and liabilities

10.2

(31.1)

Net cash provided by operating activities

505.3

508.2

Cash flows from investing activities:

Payments for property and equipment

(12.8)

(57.0)

Proceeds from refranchisings, disposition of assets and restaurant closures

13.2

10.7

Return of investment on direct financing leases

8.1

8.0

Settlement of derivatives, net

1.5

11.5

Other investing activities, net

1.8

2.3

Net cash provided by (used for) investing activities

11.8

(24.5)

Cash flows from financing activities:

Proceeds from Senior Notes

1,250.0

Repayments of term debt, Tim Hortons Notes and capital leases

(34.6)

(2,592.4)

Payment of financing costs

(81.3)

Dividends paid on common shares and preferred shares

(260.2)

(124.5)

Proceeds from stock option exercises

10.7

1.6

Proceeds from issuance of shares

2.1

Other financing activities

1.1

(0.7)

Net cash provided by (used for) financing activities

(283.0)

(1,545.2)

Effect of exchange rates on cash and cash equivalents

6.2

(52.8)

Increase (decrease) in cash and cash equivalents

240.3

(1,114.3)

Cash and cash equivalents at beginning of period

757.8

1,803.2

Cash and cash equivalents at end of period

$

998.1

$

688.9

Supplemental cashflow disclosures:

Interest paid

$

199.7

$

224.8

Income taxes paid

$

76.6

$

79.6

Non-cash investing and financing activities:

Acquisition of property with capital lease obligations

$

8.3

$

7.9

 

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES
Key Business Metrics

We evaluate our restaurants and assess our business based on the following operating metrics.

System-wide sales growth refers to the change in sales at all company-owned and franchise restaurants in one period from the same period in the prior year. Comparable sales growth refers to the change in restaurant sales in one period from the same prior year period for restaurants that have been open for thirteen months or longer. Company-owned restaurants refranchised during a quarterly period are included with franchise restaurants for the purpose of calculating comparable sales growth for the quarter. Comparable sales and sales growth are measured on a constant currency basis, which means that results exclude the effect of foreign currency translation and are calculated by translating prior year results at current year monthly average exchange rates. We analyze key operating metrics on a constant currency basis as this helps identify underlying business trends, without distortion from the effects of currency movements.

System-wide sales represent sales at all company-owned restaurants and franchise restaurants. We do not record franchise sales as revenues; however, our franchise revenues include royalties based on a percentage of franchise sales.

Key Business Metrics by Brand Market

 Three Months Ended June 30, 

Key Business Metrics

2016

2015

System-wide Sales Growth

TH – Canada

4.4 %

8.1 %

TH – US

6.1 %

10.6 %

TH – International

33.5 %

12.6 %

BK – US&C

0.0 %

7.9 %

BK – EMEA

10.7 %

15.4 %

BK – APAC

18.4 %

14.8 %

BK – LAC

15.7 %

18.3 %

Comparable Sales Growth

TH – Canada

2.3 %

5.4 %

TH – US

5.9 %

7.0 %

TH – International

(3.3)%

(3.2)%

BK – US&C

(0.8)%

7.9 %

BK – EMEA

0.8 %

5.1 %

BK – APAC

5.3 %

2.3 %

BK – LAC

4.9 %

8.5 %

System NRG

TH – Canada

25

17

TH – US

2

TH – International

(1)

6

BK – US&C

(15)

11

BK – EMEA

51

80

BK – APAC

46

45

BK – LAC

10

5

System Restaurant Count

TH – Canada

3,692

3,600

TH – US

658

657

TH – International

114

65

BK – US&C

7,366

7,390

BK – EMEA

4,149

3,901

BK – APAC

1,796

1,534

BK – LAC

1,789

1,703

 

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Supplemental Disclosure

(Unaudited)

Selling, general and administrative expenses

Three Months Ended June 30,

Six Months Ended June 30,

(in US$ millions)

2016

2015

2016

2015

Selling expenses

$

1.4

$

3.5

$

2.8

$

8.3

Management general and administrative expenses

51.1

58.7

107.9

118.6

Share-based compensation and non-cash incentive

compensation expense

11.3

8.1

19.2

22.0

Depreciation and amortization

5.5

4.3

10.4

8.7

TH transaction and restructuring costs

27.4

55.4

Integration costs

3.8

6.0

Total general and administrative expenses

71.7

98.5

143.5

204.7

Selling, general and administrative expenses

$

73.1

$

102.0

$

146.3

$

213.0

Three Months Ended June 30,

Six Months Ended June 30,

(in US$ millions)

2016

2015

2016

2015

Net losses (gains) on disposal of assets, restaurant

closures and refranchisings (1)

$

1.0

$

(3.9)

$

16.3

$

(3.4)

Litigation settlements and reserves, net

0.9

0.3

1.6

1.9

Net losses (gains) on derivatives (2)

25.9

38.8

Net losses (gains) on foreign exchange (3)

(12.1)

11.8

12.0

34.3

Other, net

(1.1)

1.1

(0.4)

1.2

Other operating expenses (income), net

$

(11.3)

$

35.2

$

29.5

$

72.8

 

(1) Net losses (gains) on disposal of assets, restaurant closures and refranchisings for the six months ended June 30, 2016 primarily reflects losses in connection with refranchisings in our TH business.

(2) Net losses (gains) on derivatives for the three and six months ended June 30, 2015 is primarily due to changes in fair value related to interest rate swaps not designated for hedge accounting. These interest rate swaps were settled during May 2015.

(3) Net losses (gains) on foreign exchange is primarily related to revaluation of foreign denominated assets and liabilities.

 

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES
Non-GAAP Financial Measures
(Unaudited)

Below, we define the non-GAAP financial measures, provide a reconciliation of each non-GAAP financial measure to the most directly comparable financial measure calculated in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), and discuss the reasons that we believe this information is useful to management and may be useful to investors. These measures may differ from similarly captioned measures of other companies in our industry.

Non-GAAP Measures

To spplement our condensed consolidated financial statements presented on a GAAP basis, RBI reports the following non-GAAP financial measures: EBITDA, Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted Earnings per Share (“Adjusted Diluted EPS”), Organic revenue growth and Organic Adjusted EBITDA growth. We believe that these non-GAAP measures are useful to investors in assessing our operating performance, as it provides them with the same tools that management uses to evaluate our performance and is responsive to questions we receive from both investors and analysts.  By disclosing these non-GAAP measures, we intend to provide investors with a consistent comparison of our operating results and trends for the periods presented.

EBITDA is defined as earnings (net income or loss) before interest, (gain) loss on early extinguishment of debt, taxes, and depreciation and amortization and is used by management to measure operating performance of the business.

Adjusted EBITDA is defined as EBITDA excluding the non-cash impact of share-based compensation and non-cash incentive compensation expense and (income) loss from equity method investments, net of cash distributions received from equity method investments, as well as other operating expenses (income), net. Other specifically identified costs associated with non-recurring projects are also excluded from Adjusted EBITDA, including acquisition accounting impact on cost of sales, Tim Hortons transaction and restructuring costs and integration costs, each of which is associated with the acquisition of Tim Hortons. Adjusted EBITDA is used by management to measure operating performance of the business, excluding these non-cash and other specifically identified items that management believes are not relevant to management’s assessment of operating performance or the performance of an acquired business. Adjusted EBITDA, as defined above, also represents our measure of segment income.

Adjusted Net Income is defined as net income excluding (i) franchise agreement amortization, which is a non-cash expense arising as a result of acquisition accounting that may hinder the comparability of our operating results to our industry peers, (ii) amortization of deferred financing costs and original issue discount, a non-cash component of interest expense, and (gains) losses on early extinguishment of debt, which are non-cash charges that vary by the timing, terms and size of debt financing transactions, (iii) (income) loss from equity method investments, net of cash distributions received from equity method investments, (iv) other operating expenses (income), net, and (v) other specifically identified costs associated with non-recurring projects. Adjusted Net Income includes preferred share dividends.

Adjusted Diluted EPS is calculated by dividing Adjusted Net Income by the number of diluted shares of RBI during the reporting period. Adjusted Net Income and Adjusted Diluted EPS are used by management to evaluate the operating performance of the business, excluding certain non-cash and other specifically identified items that management are not relevant to management’s assessment of operating performance or the performance of an acquired business.

Revenue growth and Adjusted EBITDA growth, on an organic basis, are non-GAAP measures that exclude the impact of FX movements. Management believes that organic growth is an important metric for measuring the operating performance of our business as it excludes the impact of changes in foreign currency exchange rates. We calculate the impact of FX movements by translating current year results at prior year monthly average exchange rates.

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Organic Growth in Revenue and Adjusted EBITDA

Three Months Ended June 30, 2016

(Unaudited)

Impact of FX

Actual

Q2 ’16 vs. Q2 ’15

Movements

Organic Growth

(in US$ millions)

Q2 ’16

Q2 ’15

$

%

$

$

%

Calculation:

A

B

C

B-C=D

D/A

Revenue

TH

$

759.8

$

764.0

$

(4.2)

(0.5)%

$

(33.4)

$

29.2

3.8%

BK

$

280.4

$

278.2

$

2.2

0.8 %

$

(5.7)

$

7.9

2.8%

RBI             

$

1,040.2

$

1,042.2

$

(2.0)

(0.2)%

$

(39.1)

$

37.1

3.6%

Adjusted EBITDA

TH

$

279.0

$

234.9

$

44.1

18.8%

$

(12.4)

$

56.5

24.1%

BK

$

200.1

$

192.9

$

7.2

3.7%

$

(5.4)

$

12.6

6.5%

RBI

$

479.1

$

427.8

$

51.3

12.0%

$

(17.8)

$

69.1

16.2%

 

RESTAURANT BRANDS INTERNATIONAL, INC. AND SUBSIDIARIES

Non-GAAP Financial Measures

Reconciliation of EBITDA and Adjusted EBITDA to Net Income

(Unaudited)

(in US$ millions)

Three Months Ended June 30,

2016

2015

Segment Income:

TH

$

279.0

$

234.9

BK

200.1

192.9

Adjusted EBITDA                                            

479.1

427.8

Share-based compensation and non-cash incentive

compensation expense (1)

11.3

8.1

Acquisition accounting impact on cost of sales

(1.0)

TH transaction and restructuring costs (2)

27.4

Integration costs (3)

3.8

Impact of equity method investments (4)

7.8

10.1

Other operating expenses (income), net

(11.3)

35.2

EBITDA

467.5

348.0

Depreciation and amortization

43.5

45.9

Income from operations

424.0

302.1

Interest expense, net

117.2

123.2

(Gain) loss on early extinguishment of debt

39.9

Income tax expense

59.2

45.2

Net income

$

247.6

$

93.8

RESTAURANT BRANDS INTERNATIONAL, INC. AND SUBSIDIARIES

Non-GAAP Financial Measures

Reconciliation of EBITDA and Adjusted EBITDA to Net Income

(Unaudited)

(in US$ millions)

Six Months Ended June 30,

2016

2015

Segment Income:

TH

$

506.8

$

419.3

BK

380.1

363.6

Adjusted EBITDA

886.9

782.9

Share-based compensation and non-cash incentive

compensation expense (1)

19.2

22.0

Acquisition accounting impact on cost of sales

0.8

TH transaction and restructuring costs (2)

55.4

Integration costs (3)

6.0

Impact of equity method investments (4)

(7.9)

11.0

Other operating expenses (income), net

29.5

72.8

EBITDA

840.1

620.9

Depreciation and amortization

85.5

94.7

Income from operations

754.6

526.2

Interest expense, net

232.3

246.3

(Gain) loss on early extinguishment of debt

39.6

Income tax expense

106.4

95.9

Net income

$

415.9

$

144.4

 

RESTAURANT BRANDS INTERNATIONAL, INC. AND SUBSIDIARIES

Non-GAAP Financial Measures

Reconciliation of Net Income to Adjusted Net Income and Adjusted Diluted EPS

(Unaudited)

(in US$ millions, except per share data)

Three Months Ended June 30,

2016

2015 (7)

Net income

$

247.6

$

93.8

Income tax expense

59.2

45.2

Income before income taxes

306.8

139.0

Adjustments:

Franchise agreement amortization

6.8

6.8

Amortization of deferred financing costs and original issue discount

9.6

8.3

Interest expense and loss on extinguished debt (5)

3.1

44.8

Acquisition accounting impact on cost of sales

(1.0)

TH transaction and restructuring costs (2)

27.4

Integration costs (3)

3.8

Impact of equity method investments (4)

7.8

10.1

Other operating expenses (income), net

(11.3)

35.2

Total adjustments

19.8

131.6

Adjusted income before income taxes

326.6

270.6

Adjusted income tax expense (6)

66.7

62.1

Adjusted net income before preferred share dividends

259.9

208.5

Preferred share dividends

67.5

67.5

Adjusted net income

$

192.4

$

141.0

Adjusted diluted earnings per share

$

0.41

$

0.30

Diluted average shares outstanding

470.1

476.4

RESTAURANT BRANDS INTERNATIONAL, INC. AND SUBSIDIARIES

Non-GAAP Financial Measures

Reconciliation of Net Income to Adjusted Net Income and Adjusted Diluted EPS

(Unaudited)

(in US$ millions, except per share data)

Six Months Ended June 30,

2016

2015 (7)

Net income

$

415.9

$

144.4

Income tax expense

106.4

95.9

Income before income taxes

522.3

240.3

Adjustments:

Franchise agreement amortization

13.5

13.7

Amortization of deferred financing costs and original issue discount

19.3

15.3

Interest expense and loss on extinguished debt (5)

6.3

46.4

Acquisition accounting impact on cost of sales

0.8

TH transaction and restructuring costs (2)

55.4

Integration costs (3)

6.0

Impact of equity method investments (4)

(7.9)

11.0

Other operating expenses (income), net

29.5

72.8

Total adjustments

66.7

215.4

Adjusted income before income taxes

589.0

455.7

Adjusted income tax expense (6)

119.5

104.6

Adjusted net income before preferred share dividends

469.5

351.1

Preferred share dividends

135.0

136.2

Adjusted net income

$

334.5

$

214.9

Adjusted diluted earnings per share

$

0.71

$

0.45

Diluted average shares outstanding

469.2

476.4

 

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