Supplemental Financial Information | 3 Months Ended |
Mar. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Financial Information | Note 21. Supplemental Financial Information |
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On October 27, 2014, 1011778 B.C Unlimited Liability Company (the “Parent Issuer”) and New Red Finance Inc. (the “Co-Issuer” and together with the Parent Issuer, the “Issuers”) entered into a Credit Agreement (the “2014 Credit Agreement”) that provides for obligations under the 2014 Credit Facilities. On October 8, 2014 the Issuers entered into an Indenture (the “2014 Senior Notes Indenture”) with respect to the 2014 Senior Notes. |
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The 2014 Credit Agreement and the 2014 Senior Notes Indenture allow the financial reporting obligation of the Parent Issuer to be satisfied through the reporting of Partnership’s consolidated financial information, provided that the consolidated financial information of the Parent Issuer and its restricted subsidiaries is presented on a standalone basis. |
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The following represents the condensed consolidating financial information for the Parent Issuer and its restricted subsidiaries (“Borrowers”) on a consolidated basis, together with eliminations, as of and for the periods indicated. The condensed consolidating financial information of Partnership is combined with the financial information of its wholly-owned subsidiaries that are also parent entities of the Parent Issuer and presented in a single column under the heading “RBILP”. The consolidating financial information may not necessarily be indicative of the financial position, results of operations or cash flows had the Issuers and Partnership operated as independent entities. |
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RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES |
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Condensed Consolidating Balance Sheets |
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(In millions) |
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As of March 31, 2015 |
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| | Borrowers | | | RBILP | | | Eliminations | | | Consolidated | |
ASSETS | | | | | | | | | | | | | | | | |
Current assets: | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 1,021.60 | | | $ | — | | | $ | — | | | $ | 1,021.60 | |
Restricted cash and cash equivalents | | | — | | | | — | | | | — | | | | — | |
Trade and notes receivable, net | | | 361.5 | | | | — | | | | — | | | | 361.5 | |
Inventories and other current assets, net | | | 196.5 | | | | — | | | | — | | | | 196.5 | |
Advertising fund restricted assets | | | 44.4 | | | | — | | | | — | | | | 44.4 | |
Deferred income taxes, net | | | 96.8 | | | | — | | | | — | | | | 96.8 | |
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Total current assets | | | 1,720.80 | | | | — | | | | — | | | | 1,720.80 | |
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Property and equipment, net | | | 2,400.50 | | | | — | | | | — | | | | 2,400.50 | |
Intangible assets, net | | | 8,819.70 | | | | — | | | | — | | | | 8,819.70 | |
Goodwill | | | 5,360.20 | | | | — | | | | — | | | | 5,360.20 | |
Net investment in property leased to franchisees | | | 135.1 | | | | — | | | | — | | | | 135.1 | |
Intercompany receivable | | | — | | | | 3,000.40 | | | | (3,000.4 | ) | | | — | |
Investment in subsidiaries | | | — | | | | 3,937.80 | | | | (3,937.8 | ) | | | — | |
Other assets, net | | | 937.6 | | | | — | | | | — | | | | 937.6 | |
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Total assets | | $ | 19,373.90 | | | $ | 6,938.20 | | | $ | (6,938.2 | ) | | $ | 19,373.90 | |
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LIABILITIES, PARTNERSHIP PREFERRED UNITS AND EQUITY | | | | | | | | | | | | | |
Current liabilities: | | | | | | | | | | | | | | | | |
Accounts and drafts payable | | $ | 233.9 | | | $ | — | | | $ | — | | | $ | 233.9 | |
Accrued advertising | | | 35.7 | | | | — | | | | — | | | | 35.7 | |
Other accrued liabilities | | | 339 | | | | 124.5 | | | | — | | | | 463.5 | |
Gift card liability | | | 125.9 | | | | — | | | | — | | | | 125.9 | |
Advertising fund liabilities | | | 40.2 | | | | — | | | | — | | | | 40.2 | |
Current portion of long term debt and capital leases | | | 39.1 | | | | — | | | | — | | | | 39.1 | |
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Total current liabilities | | | 813.8 | | | | 124.5 | | | | — | | | | 938.3 | |
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Term debt, net of current portion | | | 8,961.00 | | | | — | | | | — | | | | 8,961.00 | |
Capital leases, net of current portion | | | 161.5 | | | | — | | | | — | | | | 161.5 | |
Other liabilities, net | | | 743.1 | | | | — | | | | — | | | | 743.1 | |
Payables to affiliates | | | 3,000.40 | | | | — | | | | (3,000.4 | ) | | | — | |
Deferred income taxes, net | | | 1,756.30 | | | | — | | | | — | | | | 1,756.30 | |
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Total liabilities | | | 15,436.10 | | | | 124.5 | | | | (3,000.4 | ) | | | 12,560.20 | |
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Partnership preferred units | | | — | | | | 3,297.00 | | | | — | | | | 3,297.00 | |
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Partners’ capital: | | | | | | | | | | | | | | | | |
Class A Common Units | | | — | | | | 1,967.60 | | | | — | | | | 1,967.60 | |
Partnership exchangeable units | | | — | | | | 2,561.50 | | | | — | | | | 2,561.50 | |
Common shares | | | 5,057.60 | | | | — | | | | (5,057.6 | ) | | | — | |
(Accumulated deficit) retained earnings | | | (107.4 | ) | | | — | | | | 107.4 | | | | — | |
Accumulated other comprehensive income (loss) | | | (1,014.7 | ) | | | (1,014.7 | ) | | | 1,014.70 | | | | (1,014.7 | ) |
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Total Partners’ capital/shareholders’ equity | | | 3,935.50 | | | | 3,514.40 | | | | (3,935.5 | ) | | | 3,514.40 | |
Noncontrolling interests | | | 2.3 | | | | 2.3 | | | | (2.3 | ) | | | 2.3 | |
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Total equity | | | 3,937.80 | | | | 3,516.70 | | | | (3,937.8 | ) | | | 3,516.70 | |
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Total liabilities, Partnership preferred units and equity | | $ | 19,373.90 | | | $ | 6,938.20 | | | $ | (6,938.2 | ) | | $ | 19,373.90 | |
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RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES |
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Condensed Consolidating Statements of Operations |
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(In millions) |
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Three Months Ended March 31, 2015 |
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| | Borrowers | | | RBILP | | | Eliminations | | | Consolidated | |
Revenues: | | | | | | | | | | | | | | | | |
Sales | | $ | 499.5 | | | $ | — | | | $ | — | | | $ | 499.5 | |
Franchise and property revenues | | | 432.5 | | | | — | | | | — | | | | 432.5 | |
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Total revenues | | | 932 | | | | — | | | | — | | | | 932 | |
Cost of sales | | | 436.5 | | | | — | | | | — | | | | 436.5 | |
Franchise and property expenses | | | 130 | | | | — | | | | — | | | | 130 | |
Selling, general and administrative expenses | | | 111 | | | | — | | | | — | | | | 111 | |
(Income) loss from equity method investments | | | (2.8 | ) | | | — | | | | — | | | | (2.8 | ) |
Other operating (income) expenses, net | | | 35.5 | | | | — | | | | — | | | | 35.5 | |
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Total operating costs and expenses | | | 710.2 | | | | — | | | | — | | | | 710.2 | |
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Income (loss) from operations | | | 221.8 | | | | — | | | | — | | | | 221.8 | |
Interest expense, net | | | 123.9 | | | | — | | | | — | | | | 123.9 | |
Loss on early extinguishment of debt | | | (0.3 | ) | | | — | | | | — | | | | (0.3 | ) |
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Income (loss) before income taxes | | | 98.2 | | | | — | | | | — | | | | 98.2 | |
Income tax expense (benefit) | | | 47.3 | | | | — | | | | — | | | | 47.3 | |
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Net income (loss) | | | 50.9 | | | | — | | | | — | | | | 50.9 | |
Equity in earnings of consolidated subsidiaries | | | — | | | | 50.9 | | | | (50.9 | ) | | | — | |
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Net income (loss) | | | 50.9 | | | | 50.9 | | | | (50.9 | ) | | | 50.9 | |
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Net income attributable to noncontrolling interests | | | 1 | | | | 1 | | | | (1.0 | ) | | | 1 | |
Partnership preferred unit distributions | | | — | | | | 68.7 | | | | — | | | | 68.7 | |
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Net income (loss) attributable to common unitholders / shareholders | | $ | 49.9 | | | $ | (18.8 | ) | | $ | (49.9 | ) | | $ | (18.8 | ) |
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Total comprehensive income (loss) | | $ | (707.2 | ) | | $ | (707.2 | ) | | $ | 707.2 | | | $ | (707.2 | ) |
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RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES |
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Condensed Consolidating Statements of Cash Flows |
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(In millions) |
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Three Months Ended March 31, 2015 |
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| | Borrowers | | | RBILP | | | Eliminations | | | Consolidated | |
Cash flows from operating activities: | | | | | | | | | | | | | | | | |
Net income (loss) | | $ | 50.9 | | | $ | 50.9 | | | $ | (50.9 | ) | | $ | 50.9 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | | | | | | | | | | |
Equity in loss (earnings) of consolidated subsidiaries | | | — | | | | (50.9 | ) | | | 50.9 | | | | — | |
Depreciation and amortization | | | 50.9 | | | | — | | | | — | | | | 50.9 | |
(Gain) loss on early extinguishment of debt | | | (0.3 | ) | | | — | | | | — | | | | (0.3 | ) |
Amortization of deferred financing costs and debt issuance discount | | | 7 | | | | — | | | | — | | | | 7 | |
(Income) loss from equity method investments | | | (2.8 | ) | | | — | | | | — | | | | (2.8 | ) |
Loss (gain) on remeasurement of foreign denominated transactions | | | 18.1 | | | | — | | | | — | | | | 18.1 | |
Amortization of defined benefit pension and postretirement items | | | — | | | | — | | | | — | | | | — | |
Net losses (gains) on derivatives | | | 15 | | | | — | | | | — | | | | 15 | |
Net losses (gains) on refranchisings and dispositions of assets | | | 1.2 | | | | — | | | | — | | | | 1.2 | |
Bad debt expense (recoveries), net | | | 2.2 | | | | — | | | | — | | | | 2.2 | |
Share-based compensation expense | | | 15.5 | | | | — | | | | — | | | | 15.5 | |
Amortization of costs of sales step-up | | | 4.7 | | | | — | | | | — | | | | 4.7 | |
Deferred income taxes | | | (38.0 | ) | | | — | | | | — | | | | (38.0 | ) |
Changes in current assets and liabilities, excluding acquisitions and dispositions: | | | | | | | | | | | | | | | | |
Reclassification of restricted cash to cash and cash equivalents | | | 79.2 | | | | — | | | | — | | | | 79.2 | |
Trade and notes receivable | | | 55.6 | | | | — | | | | — | | | | 55.6 | |
Inventories and other current assets | | | (0.8 | ) | | | — | | | | — | | | | (0.8 | ) |
Accounts and drafts payable | | | 24.4 | | | | — | | | | — | | | | 24.4 | |
Accrued advertising | | | (0.2 | ) | | | — | | | | — | | | | (0.2 | ) |
Other accrued liabilities | | | 4.3 | | | | — | | | | — | | | | 4.3 | |
Other long-term assets and liabilities | | | (25.1 | ) | | | | | | | — | | | | (25.1 | ) |
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Net cash provided by operating activities | | | 261.8 | | | | — | | | | — | | | | 261.8 | |
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Cash flows from investing activities: | | | | | | | | | | | | | | | | |
Payments for property and equipment | | | (29.4 | ) | | | — | | | | — | | | | (29.4 | ) |
Proceeds from refranchisings, disposition of assets and restaurant closures | | | 4.5 | | | | — | | | | — | | | | 4.5 | |
Return of investment on direct financing leases | | | 4 | | | | — | | | | — | | | | 4 | |
Settlement of derivatives | | | 52.1 | | | | — | | | | — | | | | 52.1 | |
Other investing activities | | | 1.5 | | | | — | | | | — | | | | 1.5 | |
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Net cash provided by (used for) investing activities | | | 32.7 | | | | — | | | | — | | | | 32.7 | |
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Cash flows from financing activities: | | | | | | | | | | | | | | | | |
Repayments of term debt, Senior Notes, Discount Notes and capital leases | | | (1,020.6 | ) | | | — | | | | | | | | (1,020.6 | ) |
Capital contribution from RBI Inc. | | | — | | | | 2.1 | | | | — | | | | 2.1 | |
Other financing activities | | | 1.4 | | | | — | | | | — | | | | 1.4 | |
Intercompany financing | | | 2.1 | | | | (2.1 | ) | | | — | | | | — | |
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Net cash provided by (used for) financing activities | | | (1,017.1 | ) | | | — | | | | — | | | | (1,017.1 | ) |
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Effect of exchange rates on cash and cash equivalents | | | (59.0 | ) | | | — | | | | — | | | | (59.0 | ) |
Increase (decrease) in cash and cash equivalents | | | (781.6 | ) | | | — | | | | — | | | | (781.6 | ) |
Cash and cash equivalents at beginning of period | | | 1,803.20 | | | | — | | | | — | | | | 1,803.20 | |
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Cash and cash equivalents at end of period | | $ | 1,021.60 | | | $ | — | | | $ | — | | | $ | 1,021.60 | |
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