Supplemental Financial Information | Note 19. Supplemental Financial Information On May 22, 2015, 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 the 2015 Amended Credit Agreement. On May 22, 2015, the Issuers entered into an indenture (the “2015 Senior Notes Indenture”) with respect to the 2015 Senior Notes. On October 8, 2014, the Issuers entered into an indenture (the “2014 Senior Notes Indenture”) with respect to the 2014 Senior Notes. The 2015 Amended Credit Agreement, the 2015 Senior Notes Indenture 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. The following represents the condensed consolidating financial information for the Parent Issuer and its restricted subsidiaries (“Consolidated 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. RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Balance Sheets (In millions) As of March 31, 2016 Consolidated RBILP Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 811.5 $ — $ — $ 811.5 Trade and notes receivable, net 366.1 — — 366.1 Inventories and other current assets, net 229.4 — — 229.4 Advertising fund restricted assets 50.9 — — 50.9 Total current assets 1,457.9 — — 1,457.9 Property and equipment, net 2,169.6 — — 2,169.6 Intangible assets, net 9,539.5 — — 9,539.5 Goodwill 4,797.7 — — 4,797.7 Net investment in property leased to franchisees 111.2 — — 111.2 Intercompany receivable — 131.9 (131.9 ) — Investment in subsidiaries — 6,636.1 (6,636.1 ) — Other assets, net 877.4 — — 877.4 Total assets $ 18,953.3 $ 6,768.0 $ (6,768.0 ) $ 18,953.3 LIABILITIES, REDEEMABLE PREFERRED UNITS AND EQUITY Current liabilities: Accounts and drafts payable $ 360.7 $ — $ — $ 360.7 Other accrued liabilities 344.7 131.9 — 476.6 Gift card liability 132.5 — — 132.5 Advertising fund liabilities 78.7 — — 78.7 Current portion of long term debt and capital leases 57.6 — — 57.6 Total current liabilities 974.2 131.9 — 1,106.1 Term debt, net of current portion 8,465.6 — — 8,465.6 Capital leases, net of current portion 213.6 — — 213.6 Other liabilities, net 918.5 — — 918.5 Payables to affiliates 131.9 — (131.9 ) — Deferred income taxes, net 1,613.4 — — 1,613.4 Total liabilities 12,317.2 131.9 (131.9 ) 12,317.2 Partnership preferred units — 3,297.0 — 3,297.0 Partners’ capital: Class A common units — 3,122.2 — 3,122.2 Partnerhsip exchangeable units — 1,314.2 — 1,314.2 Common shares 7,206.9 — (7,206.9 ) — Retained earnings 526.5 — (526.5 ) — Accumulated other comprehensive income (loss) (1,101.8 ) (1,101.8 ) 1,101.8 (1,101.8 ) Total Partners’ capital/shareholders’ equity 6,631.6 3,334.6 (6,631.6 ) 3,334.6 Noncontrolling interests 4.5 4.5 (4.5 ) 4.5 Total equity 6,636.1 3,339.1 (6,636.1 ) 3,339.1 Total liabilities, Partnership preferred units and equity $ 18,953.3 $ 6,768.0 $ (6,768.0 ) $ 18,953.3 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Balance Sheets (In millions) As of December 31, 2015 Consolidated RBILP Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 753.7 $ — $ — $ 753.7 Trade and notes receivable, net 421.7 — — 421.7 Inventories and other current assets, net 132.2 — — 132.2 Advertising fund restricted assets 57.5 — — 57.5 Total current assets 1,365.1 — — 1,365.1 Property and equipment, net 2,150.6 — — 2,150.6 Intangible assets, net 9,147.8 — — 9,147.8 Goodwill 4,574.4 — — 4,574.4 Net investment in property leased to franchisees 117.2 — — 117.2 Intercompany receivable — 128.3 (128.3 ) — Investment in subsidiaries — 6,210.1 (6,210.1 ) — Other assets, net 1,053.4 — — 1,053.4 Total assets $ 18,408.5 $ 6,338.4 $ (6,338.4 ) $ 18,408.5 LIABILITIES, REDEEMABLE PREFERRED UNITS AND EQUITY Current liabilities: Accounts and drafts payable $ 361.5 $ — $ — $ 361.5 Other accrued liabilities 310.0 128.3 — 438.3 Gift card liability 168.5 — — 168.5 Advertising fund liabilities 93.6 — — 93.6 Current portion of long term debt and capital leases 56.1 — — 56.1 Total current liabilities 989.7 128.3 — 1,118.0 Term debt, net of current portion 8,462.3 — — 8,462.3 Capital leases, net of current portion 203.4 — — 203.4 Other liabilities, net 795.9 — — 795.9 Payables to affiliates 128.3 — (128.3 ) — Deferred income taxes, net 1,618.8 — — 1,618.8 Total liabilities 12,198.4 128.3 (128.3 ) 12,198.4 Partnership preferred units — 3,297.0 — 3,297.0 Partners’ capital: Class A common units — 2,876.7 — 2,876.7 Partnerhsip exchangeable units — 1,503.5 — 1,503.5 Common shares 7,318.1 — (7,318.1 ) — Retained earnings 359.1 — (359.1 ) — Accumulated other comprehensive income (loss) (1,467.8 ) (1,467.8 ) 1,467.8 (1,467.8 ) Total Partners’ capital/shareholders’ equity 6,209.4 2,912.4 (6,209.4 ) 2,912.4 Noncontrolling interests 0.7 0.7 (0.7 ) 0.7 Total equity 6,210.1 2,913.1 (6,210.1 ) 2,913.1 Total liabilities, Partnership preferred units and equity $ 18,408.5 $ 6,338.4 $ (6,338.4 ) $ 18,408.5 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In millions) Three Months Ended March 31, 2016 Consolidated RBILP Eliminations Consolidated Revenues: Sales $ 490.5 $ — $ — $ 490.5 Franchise and property revenues 428.0 — — 428.0 Total revenues 918.5 — — 918.5 Cost of sales 388.2 — — 388.2 Franchise and property expenses 104.2 — — 104.2 Selling, general and administrative expenses 73.2 — — 73.2 (Income) loss from equity method investments (18.5 ) — — (18.5 ) Other operating expenses (income), net 40.8 — — 40.8 Total operating costs and expenses 587.9 — — 587.9 Income from operations 330.6 — — 330.6 Interest expense, net 115.1 — — 115.1 Income before income taxes 215.5 — — 215.5 Income tax expense 47.2 — — 47.2 Net income 168.3 — — 168.3 Equity in earnings of consolidated subsidiaries — 168.3 (168.3 ) — Net income 168.3 168.3 (168.3 ) 168.3 Net income attributable to noncontrolling interests 0.9 0.9 (0.9 ) 0.9 Partnership preferred unit distributions — 67.5 — 67.5 Net income (loss) attributable to common unitholders / shareholders $ 167.4 $ 99.9 $ (167.4 ) $ 99.9 Total comprehensive income (loss) $ 534.3 $ 534.3 $ (534.3 ) $ 534.3 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In millions) Three Months Ended March 31, 2015 Consolidated RBILP Eliminations Consolidated Revenues: Sales $ 499.5 $ — $ — $ 499.5 Franchise and property revenues 433.8 — — 433.8 Total revenues 933.3 — — 933.3 Cost of sales 433.2 — — 433.2 Franchise and property expenses 129.1 — — 129.1 Selling, general and administrative expenses 111.0 — — 111.0 (Income) loss from equity method investments (1.7 ) — — (1.7 ) Other operating expenses (income), net 37.6 — — 37.6 Total operating costs and expenses 709.2 — — 709.2 Income from operations 224.1 — — 224.1 Interest expense, net 123.1 — — 123.1 (Gain) loss on early extinguishment of debt (0.3 ) — — (0.3 ) Income before income taxes 101.3 — — 101.3 Income tax expense 50.7 — — 50.7 Net income 50.6 — — 50.6 Equity in earnings of consolidated subsidiaries — 50.6 (50.6 ) — Net income 50.6 50.6 (50.6 ) 50.6 Net income attributable to noncontrolling interests 1.0 1.0 (1.0 ) 1.0 Partnership preferred unit distributions — 68.7 — 68.7 Net income (loss) attributable to common unitholders / shareholders $ 49.6 $ (19.1 ) $ (49.6 ) $ (19.1 ) Total comprehensive income (loss) $ (707.5 ) $ (707.5 ) $ 707.5 $ (707.5 ) RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In millions) Three Months Ended March 31, 2016 Consolidated RBILP Eliminations Consolidated Cash flows from operating activities: Net income $ 168.3 $ 168.3 $ (168.3 ) $ 168.3 Adjustments to reconcile net income to net cash provided by operating activities: Equity in loss (earnings) of consolidated subsidiaries — (168.3 ) 168.3 — Depreciation and amortization 42.1 — — 42.1 Amortization of deferred financing costs and debt issuance discount 9.7 — — 9.7 (Income) loss from equity method investments (18.5 ) — — (18.5 ) Loss (gain) on remeasurement of foreign denominated transactions 28.0 — — 28.0 Amortization of defined pension and postretirement benefits (0.6 ) — — (0.6 ) Net losses (gains) on derivatives 3.5 — — 3.5 Net losses (gains) on refranchisings and dispositions of assets 9.4 — — 9.4 Bad debt expense (recoveries), net (0.3 ) — — (0.3 ) Share-based compensation expense 6.4 — — 6.4 Changes in current assets and liabilities, excluding acquisitions and dispositions: Trade and notes receivable 34.1 — — 34.1 Inventories and other current assets (78.6 ) — — (78.6 ) Accounts and drafts payable (6.6 ) — — (6.6 ) Accrued advertising (15.7 ) — — (15.7 ) Other accrued liabilities 0.6 — — 0.6 Other long-term assets and liabilities (8.8 ) — — (8.8 ) Net cash provided by operating activities 173.0 — — 173.0 Cash flows from investing activities: Payments for property and equipment (5.6 ) — — (5.6 ) Proceeds from refranchisings, disposition of assets and restaurant closures 7.2 — — 7.2 Return of investment on direct financing leases 4.1 — — 4.1 Settlement of derivatives, net (1.1 ) — — (1.1 ) Other investing activities, net 2.2 — — 2.2 Net cash provided by (used for) investing activities 6.8 — — 6.8 Cash flows from financing activities: Repayments of term debt and capital leases (17.2 ) — (17.2 ) Distributions on partnership units — (128.3 ) — (128.3 ) Capital contribution from RBI Inc. — 6.5 — 6.5 Other financing activities, net 3.1 — — 3.1 Intercompany financing (121.8 ) 121.8 — — Net cash provided by (used for) financing activities (135.9 ) — — (135.9 ) Effect of exchange rates on cash and cash equivalents 13.9 — — 13.9 Increase (decrease) in cash and cash equivalents 57.8 — — 57.8 Cash and cash equivalents at beginning of period 753.7 — — 753.7 Cash and cash equivalents at end of period $ 811.5 $ — $ — $ 811.5 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In millions) Three Months Ended March 31, 2015 Consolidated RBILP Eliminations Consolidated Cash flows from operating activities: Net income $ 50.6 $ 50.6 $ (50.6 ) $ 50.6 Adjustments to reconcile net income to net cash provided by operating activities: Equity in loss (earnings) of consolidated subsidiaries — (50.6 ) 50.6 — Depreciation and amortization 48.8 — — 48.8 Loss on early extinguishment of debt (0.3 ) — — (0.3 ) Amortization of deferred financing costs and debt issuance discount 7.0 — — 7.0 (Income) loss from equity method investments (1.7 ) — — (1.7 ) Loss (gain) on remeasurement of foreign denominated transactions 18.1 — — 18.1 Net losses (gains) on derivatives 15.0 — — 15.0 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 Acquisition accounting impact on cost of sales 1.8 1.8 Deferred income taxes (30.6 ) — — (30.6 ) 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 53.0 — — 53.0 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 8.6 — — 8.6 Other long-term assets and liabilities (30.0 ) — (30.0 ) Net cash provided by operating activities 261.8 — — 261.8 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 4.0 — — 4.0 Settlement of derivatives, net 52.1 — — 52.1 Other investing activities 1.5 — — 1.5 Net cash provided by (used for) investing activities 32.7 — — 32.7 Cash flows from financing activities: Repayments of term debt, Tim Hortons 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 ) — — Net cash provided by (used for) financing activities (1,017.1 ) — — (1,017.1 ) 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 1,803.2 — — 1,803.2 Cash and cash equivalents at end of period $ 1,021.6 $ — $ — $ 1,021.6 |