Supplemental Financial Information | Supplemental Financial Information 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 an amended credit agreement, as amended from time to time, that provides for obligations under the Credit Facilities. The Issuers entered into the 3.875% First Lien Senior Notes Indenture with respect to the 3.875% First Lien Senior Notes due 2028. The Issuers entered into the 5.75% First Lien Senior Notes Indenture with respect to the 5.75% First Lien Senior Notes due 2025. The Issuers entered into the 3.50% First Lien Senior Notes Indenture with respect to the 3.50% First Lien Senior Notes due 2029. The Issuers entered into the 4.375% Second Lien Senior Notes Indenture with respect to the 4.375% Second Lien Senior Notes due 2028. The Issuers entered into the 4.00% Second Lien Senior Notes Indenture with respect to the 4.00% Second Lien Senior Notes Due 2030. The agreement governing our Credit Facilities, the 3.875% First Lien Senior Notes Indenture, the 5.75% First Lien Senior Notes Indenture, the 3.50% First Lien Senior Notes Indenture, the 4.375% Second Lien Senior Notes Indenture and the 4.00% Second Lien 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 of U.S. dollars) As of December 31, 2021 Consolidated RBILP Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 1,087 $ — $ — $ 1,087 Accounts and notes receivable, net 547 — — 547 Inventories, net 96 — — 96 Prepaids and other current assets 86 — — 86 Total current assets 1,816 — — 1,816 Property and equipment, net 2,035 — — 2,035 Operating lease assets, net 1,130 — — 1,130 Intangible assets, net 11,417 — — 11,417 Goodwill 6,006 — — 6,006 Net investment in property leased to franchisees 80 — — 80 Intercompany receivable — 241 (241) — Investment in subsidiaries — 3,853 (3,853) — Other assets, net 762 — — 762 Total assets $ 23,246 $ 4,094 $ (4,094) $ 23,246 LIABILITIES AND EQUITY Current liabilities: Accounts and drafts payable $ 614 $ — $ — $ 614 Other accrued liabilities 706 241 — 947 Gift card liability 221 — — 221 Current portion of long term debt and finance leases 96 — — 96 Total current liabilities 1,637 241 — 1,878 Term debt, net of current portion 12,916 — — 12,916 Finance leases, net of current portion 333 — — 333 Operating lease liabilities, net of current portion 1,070 — — 1,070 Other liabilities, net 1,822 — — 1,822 Payables to affiliates 241 — (241) — Deferred income taxes, net 1,374 — — 1,374 Total liabilities 19,393 241 (241) 19,393 Partners’ capital: Class A common units — 8,421 — 8,421 Partnership exchangeable units — (3,547) — (3,547) Common shares 2,635 — (2,635) — Retained earnings 2,239 — (2,239) — Accumulated other comprehensive income (loss) (1,024) (1,024) 1,024 (1,024) Total Partners’ capital/shareholders’ equity 3,850 3,850 (3,850) 3,850 Noncontrolling interests 3 3 (3) 3 Total equity 3,853 3,853 (3,853) 3,853 Total liabilities and equity $ 23,246 $ 4,094 $ (4,094) $ 23,246 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Balance Sheets (In millions of U.S. dollars) As of December 31, 2020 Consolidated RBILP Eliminations Consolidated ASSETS Current assets: Cash and cash equivalents $ 1,560 $ — $ — $ 1,560 Accounts and notes receivable, net 536 — — 536 Inventories, net 96 — — 96 Prepaids and other current assets 72 — — 72 Total current assets 2,264 — — 2,264 Property and equipment, net 2,031 — — 2,031 Operating lease assets, net 1,152 — — 1,152 Intangible assets, net 10,701 — — 10,701 Goodwill 5,739 — — 5,739 Net investment in property leased to franchisees 66 — — 66 Intercompany receivable — 239 (239) — Investment in subsidiaries — 3,721 (3,721) — Other assets, net 824 — — 824 Total assets $ 22,777 $ 3,960 $ (3,960) $ 22,777 LIABILITIES AND EQUITY Current liabilities: Accounts and drafts payable $ 464 $ — $ — $ 464 Other accrued liabilities 596 239 — 835 Gift card liability 191 — — 191 Current portion of long term debt and finance leases 111 — — 111 Total current liabilities 1,362 239 — 1,601 Term debt, net of current portion 12,397 — — 12,397 Finance leases, net of current portion 315 — — 315 Operating lease liabilities, net of current portion 1,082 — — 1,082 Other liabilities, net 2,236 — — 2,236 Payables to affiliates 239 — (239) — Deferred income taxes, net 1,425 — — 1,425 Total liabilities 19,056 239 (239) 19,056 Partners’ capital: Class A common units — 7,994 — 7,994 Partnership exchangeable units — (3,002) — (3,002) Common shares 3,026 — (3,026) — Retained earnings 1,966 — (1,966) — Accumulated other comprehensive income (loss) (1,275) (1,275) 1,275 (1,275) Total Partners’ capital/shareholders’ equity 3,717 3,717 (3,717) 3,717 Noncontrolling interests 4 4 (4) 4 Total equity 3,721 3,721 (3,721) 3,721 Total liabilities and equity $ 22,777 $ 3,960 $ (3,960) $ 22,777 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In millions of U.S. dollars) 2021 Consolidated RBILP Eliminations Consolidated Revenues: Sales $ 2,378 $ — $ — $ 2,378 Franchise and property revenues 2,452 — — 2,452 Advertising revenues 909 — — 909 Total revenues 5,739 — — 5,739 Operating costs and expenses: Cost of sales 1,890 — — 1,890 Franchise and property expenses 489 — — 489 Advertising expenses 962 — — 962 General and administrative expenses 508 — — 508 (Income) loss from equity method investments 4 — — 4 Other operating expenses (income), net 7 — — 7 Total operating costs and expenses 3,860 — — 3,860 Income from operations 1,879 — — 1,879 Interest expense, net 505 — — 505 Loss on early extinguishment of debt 11 — — 11 Income before income taxes 1,363 — — 1,363 Income tax expense 110 — — 110 Net income 1,253 — — 1,253 Equity in earnings of consolidated subsidiaries — 1,253 (1,253) — Net income (loss) 1,253 1,253 (1,253) 1,253 Net income (loss) attributable to noncontrolling interests 4 4 (4) 4 Net income (loss) attributable to common unitholders $ 1,249 $ 1,249 $ (1,249) $ 1,249 Total comprehensive income (loss) $ 1,504 $ 1,504 $ (1,504) $ 1,504 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In millions of U.S. dollars) 2020 Consolidated RBILP Eliminations Consolidated Revenues: Sales $ 2,013 $ — $ — $ 2,013 Franchise and property revenues 2,121 — — 2,121 Advertising revenues 834 — — 834 Total revenues 4,968 — — 4,968 Operating costs and expenses: Cost of sales 1,610 — — 1,610 Franchise and property expenses 515 — — 515 Advertising expenses 870 — — 870 General and administrative expenses 407 — — 407 (Income) loss from equity method investments 39 — — 39 Other operating expenses (income), net 105 — — 105 Total operating costs and expenses 3,546 — — 3,546 Income from operations 1,422 — — 1,422 Interest expense, net 508 — — 508 Loss on early extinguishment of debt 98 — — 98 Income before income taxes 816 — — 816 Income tax expense 66 — — 66 Net income 750 — — 750 Equity in earnings of consolidated subsidiaries — 750 (750) — Net income (loss) 750 750 (750) 750 Net income (loss) attributable to noncontrolling interests 2 2 (2) 2 Net income (loss) attributable to common unitholders $ 748 $ 748 $ (748) $ 748 Total comprehensive income (loss) $ 653 $ 653 $ (653) $ 653 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Operations (In millions of U.S. dollars) 2019 Consolidated RBILP Eliminations Consolidated Revenues: Sales $ 2,362 $ — $ — $ 2,362 Franchise and property revenues 2,381 — — 2,381 Advertising revenues 860 — — 860 Total revenues 5,603 — — 5,603 Operating costs and expenses: Cost of sales 1,813 — — 1,813 Franchise and property expenses 533 — — 533 Advertising expenses 865 — — 865 General and administrative expenses 406 — — 406 (Income) loss from equity method investments (11) — — (11) Other operating expenses (income), net (10) — — (10) Total operating costs and expenses 3,596 — — 3,596 Income from operations 2,007 — — 2,007 Interest expense, net 532 — — 532 Loss on early extinguishment of debt 23 — — 23 Income before income taxes 1,452 — — 1,452 Income tax expense 341 — — 341 Net income 1,111 — — 1,111 Equity in earnings of consolidated subsidiaries — 1,111 (1,111) — Net income (loss) 1,111 1,111 (1,111) 1,111 Net income (loss) attributable to noncontrolling interests 2 2 (2) 2 Net income (loss) attributable to common unitholders $ 1,109 $ 1,109 $ (1,109) $ 1,109 Total comprehensive income (loss) $ 1,370 $ 1,370 $ (1,370) $ 1,370 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In millions of U.S. dollars) 2021 Consolidated RBILP Eliminations Consolidated Cash flows from operating activities: Net income $ 1,253 $ 1,253 $ (1,253) $ 1,253 Adjustments to reconcile net income to net cash provided by operating activities: Equity in loss (earnings) of consolidated subsidiaries — (1,253) 1,253 — Depreciation and amortization 201 — — 201 Premiums paid and non-cash loss on early extinguishment of debt 11 — — 11 Amortization of deferred financing costs and debt issuance discount 27 — — 27 (Income) loss from equity method investments 4 — — 4 Loss (gain) on remeasurement of foreign denominated transactions (76) — — (76) Net (gains) losses on derivatives 87 — — 87 Share-based compensation and non-cash incentive compensation expense 102 — — 102 Deferred income taxes (5) — — (5) Other (16) — — (16) Changes in current assets and liabilities, excluding acquisitions and dispositions: Accounts and notes receivable 8 — — 8 Inventories and prepaids and other current assets 12 — — 12 Accounts and drafts payable 149 — — 149 Other accrued liabilities and gift card liability 67 — — 67 Tenant inducements paid to franchisees (20) — — (20) Other long-term assets and liabilities (78) — — (78) Net cash provided by operating activities 1,726 — — 1,726 Cash flows from investing activities: Payments for property and equipment (106) — — (106) Net proceeds from disposal of assets, restaurant closures and refranchisings 16 — — 16 Net payment for purchase of Firehouse Subs, net of cash acquired (1,004) — — (1,004) Settlement/sale of derivatives, net 5 — — 5 Other investing activities, net (14) — — (14) Net cash used for investing activities (1,103) — — (1,103) Cash flows from financing activities: Proceeds from revolving line of credit and long-term debt 1,335 — — 1,335 Repayments of revolving line of credit, long-term debt and finance leases (889) — — (889) Payment of financing costs (19) — — (19) Distributions on Class A and Partnership exchangeable units — (974) — (974) Distributions to RBI for repurchase of RBI common shares — (551) — (551) Capital contribution from RBI 60 — — 60 Distributions from subsidiaries (1,525) 1,525 — — (Payments) proceeds from derivatives (51) — — (51) Other financing activities, net (4) — — (4) Net cash used for financing activities (1,093) — — (1,093) Effect of exchange rates on cash and cash equivalents (3) — — (3) Increase (decrease) in cash and cash equivalents (473) — — (473) Cash and cash equivalents at beginning of period 1,560 — — 1,560 Cash and cash equivalents at end of period $ 1,087 $ — $ — $ 1,087 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In millions of U.S. dollars) 2020 Consolidated RBILP Eliminations Consolidated Cash flows from operating activities: Net income $ 750 $ 750 $ (750) $ 750 Adjustments to reconcile net income to net cash provided by operating activities: Equity in loss (earnings) of consolidated subsidiaries — (750) 750 — Depreciation and amortization 189 — — 189 Premiums paid and non-cash loss on early extinguishment of debt 97 — — 97 Amortization of deferred financing costs and debt issuance discount 26 — — 26 (Income) loss from equity method investments 39 — — 39 Loss (gain) on remeasurement of foreign denominated transactions 100 — — 100 Net (gains) losses on derivatives 32 — — 32 Share-based compensation and non-cash incentive compensation expense 84 — — 84 Deferred income taxes (208) — — (208) Other 28 — — 28 Changes in current assets and liabilities, excluding acquisitions and dispositions: Accounts and notes receivable (30) — — (30) Inventories and prepaids and other current assets (10) — — (10) Accounts and drafts payable (183) — — (183) Other accrued liabilities and gift card liability 6 — — 6 Tenant inducements paid to franchisees (22) — — (22) Other long-term assets and liabilities 23 — — 23 Net cash provided by operating activities 921 — — 921 Cash flows from investing activities: Payments for property and equipment (117) — — (117) Net proceeds from disposal of assets, restaurant closures and refranchisings 12 — — 12 Settlement/sale of derivatives, net 33 — — 33 Other investing activities, net (7) — — (7) Net cash used for investing activities (79) — — (79) Cash flows from financing activities: Proceeds from revolving line of credit and long-term debt 5,235 — — 5,235 Repayments of revolving line of credit, long-term debt and finance leases (4,708) — — (4,708) Payment of financing costs (43) — — (43) Distributions on Class A and Partnership exchangeable units — (959) — (959) Repurchase of Partnership exchangeable units — (380) — (380) Capital contribution from RBI 82 — — 82 Distributions from subsidiaries (1,339) 1,339 — — (Payments) proceeds from derivatives (46) — — (46) Other financing activities, net (2) — — (2) Net cash used for financing activities (821) — — (821) Effect of exchange rates on cash and cash equivalents 6 — — 6 Increase (decrease) in cash and cash equivalents 27 — — 27 Cash and cash equivalents at beginning of period 1,533 — — 1,533 Cash and cash equivalents at end of period $ 1,560 $ — $ — $ 1,560 RESTAURANT BRANDS INTERNATIONAL LIMITED PARTNERSHIP AND SUBSIDIARIES Condensed Consolidating Statements of Cash Flows (In millions of U.S. dollars) 2019 Consolidated RBILP Eliminations Consolidated Cash flows from operating activities: Net income $ 1,111 $ 1,111 $ (1,111) $ 1,111 Adjustments to reconcile net income to net cash provided by operating activities: Equity in loss (earnings) of consolidated subsidiaries — (1,111) 1,111 — Depreciation and amortization 185 — — 185 Premiums paid and non-cash loss on early extinguishment of debt 16 — — 16 Amortization of deferred financing costs and debt issuance discount 29 — — 29 (Income) loss from equity method investments (11) — — (11) Loss (gain) on remeasurement of foreign denominated transactions (14) — — (14) Net (gains) losses on derivatives (49) — — (49) Share-based compensation and non-cash incentive compensation expense 74 — — 74 Deferred income taxes 58 — — 58 Other 6 — — 6 Changes in current assets and liabilities, excluding acquisitions and dispositions: Accounts and notes receivable (53) — — (53) Inventories and prepaids and other current assets (15) — — (15) Accounts and drafts payable 112 — — 112 Other accrued liabilities and gift card liability (57) — — (57) Tenant inducements paid to franchisees (54) — — (54) Other long-term assets and liabilities 138 — — 138 Net cash provided by operating activities 1,476 — — 1,476 Cash flows from investing activities: Payments for property and equipment (62) — — (62) Net proceeds from disposal of assets, restaurant closures and refranchisings 8 — — 8 Settlement/sale of derivatives, net 24 — — 24 Net cash used for investing activities (30) — — (30) Cash flows from financing activities: Proceeds from revolving line of credit and long-term debt 2,250 — — 2,250 Repayments of revolving line of credit, long-term debt and finance leases (2,266) — — (2,266) Payment of financing costs (50) — — (50) Distributions on Class A and Partnership exchangeable units — (901) — (901) Capital contribution from RBI 102 — — 102 Distributions from subsidiaries (901) 901 — — (Payments) proceeds from derivatives 23 — — 23 Net cash used for financing activities (842) — — (842) Effect of exchange rates on cash and cash equivalents 16 — — 16 Increase (decrease) in cash and cash equivalents 620 — — 620 Cash and cash equivalents at beginning of period 913 — — 913 Cash and cash equivalents at end of period $ 1,533 $ — $ — $ 1,533 |