Document and Entity Information
Document and Entity Information - shares | 8 Months Ended | |
Aug. 31, 2016 | Nov. 14, 2016 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Yum China Holdings, Inc. | |
Entity Central Index Key | 1,673,358 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Trading Symbol | YUMC | |
Amendment Flag | false | |
Document Period End Date | Aug. 31, 2016 | |
Entity Common Stock Shares Outstanding | 383,141,924.42 |
Condensed Combined Statements o
Condensed Combined Statements of Income - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | |||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | ||
Revenues | |||||
Company sales | $ 1,848 | $ 1,935 | $ 4,684 | $ 4,778 | |
Franchise fees and income | 35 | 34 | 90 | 83 | |
Total revenues | 1,883 | 1,969 | 4,774 | 4,861 | |
Costs and Expenses, Net | |||||
Food and paper | 514 | 611 | 1,361 | 1,518 | |
Payroll and employee benefits | 376 | 356 | 963 | 933 | |
Occupancy and other operating expenses | 602 | 650 | 1,562 | 1,632 | |
Company restaurant expenses | 1,492 | 1,617 | 3,886 | 4,083 | |
General and administrative expenses | 101 | 90 | 271 | 258 | |
Franchise expenses | 20 | 20 | 51 | 49 | |
Closures and impairment expenses, net | 5 | 3 | 36 | 22 | |
Refranchising gain, net | (4) | (3) | (8) | (7) | |
Other income, net | (17) | (13) | (44) | (27) | |
Total costs and expenses, net | 1,597 | 1,714 | 4,192 | 4,378 | |
Operating Profit | 286 | 255 | 582 | 483 | |
Interest income, net | [1] | 3 | 2 | 7 | 4 |
Income Before Income Taxes | 289 | 257 | 589 | 487 | |
Income tax provision | (87) | (65) | (165) | (130) | |
Net income – including noncontrolling interests | 202 | 192 | 424 | 357 | |
Net income – noncontrolling interests | 10 | 5 | 10 | 5 | |
Net Income – Yum China Holdings, Inc. | $ 192 | $ 187 | $ 414 | $ 352 | |
[1] | Amounts have not been allocated to any segment for performance reporting purposes. |
Condensed Combined Statements 3
Condensed Combined Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income - including noncontrolling interests | $ 202 | $ 192 | $ 424 | $ 357 |
Other comprehensive loss, net of tax: | ||||
Foreign currency losses arising during the period | (28) | (61) | (57) | (60) |
Comprehensive Income - including noncontrolling interests | 174 | 131 | 367 | 297 |
Comprehensive Income - noncontrolling interests | 8 | 4 | 9 | 3 |
Comprehensive Income - Yum China Holdings, Inc. | $ 166 | $ 127 | $ 358 | $ 294 |
Condensed Combined Statements 4
Condensed Combined Statements of Cash Flows - USD ($) $ in Millions | 8 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Cash Flows – Operating Activities | ||
Net income - including noncontrolling interests | $ 424 | $ 357 |
Depreciation and amortization | 272 | 285 |
Closures and impairment expenses, net | 36 | 22 |
Refranchising gain | (8) | (7) |
Deferred income taxes | (26) | (11) |
Equity income from investments in unconsolidated affiliates | (44) | (31) |
Distributions of income received from unconsolidated affiliates | 18 | 9 |
Excess tax benefits from share-based compensation | (2) | (3) |
Share-based compensation expense | 9 | 8 |
Changes in accounts receivable | (15) | (3) |
Changes in inventories | (35) | 64 |
Changes in prepaid expenses and other current assets | 12 | |
Changes in accounts payable and other current liabilities | 149 | 155 |
Changes in income taxes payable | 54 | 62 |
Other, net | (22) | 11 |
Net Cash Provided by Operating Activities | 822 | 918 |
Cash Flows – Investing Activities | ||
Capital spending | (268) | (357) |
Proceeds from refranchising of restaurants | 19 | 14 |
Proceeds from disposal of aircraft | 19 | |
Other, net | (2) | (2) |
Net Cash Used in Investing Activities | (232) | (345) |
Cash Flows – Financing Activities | ||
Net transfers to Parent | (243) | (194) |
Payment of capital lease obligation | (3) | (2) |
Excess tax benefits from share-based compensation | 2 | 3 |
Other, net | (3) | |
Net Cash Used in Financing Activities | (247) | (193) |
Effect of Exchange Rates on Cash and Cash Equivalents | (18) | (15) |
Net Increase in Cash and Cash Equivalents | 325 | 365 |
Cash and Cash Equivalents - Beginning of Period | 425 | 238 |
Cash and Cash Equivalents - End of Period | $ 750 | $ 603 |
Condensed Combined Balance Shee
Condensed Combined Balance Sheets - USD ($) $ in Millions | Aug. 31, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 750 | $ 425 |
Accounts receivable, net | 110 | 76 |
Inventories | 218 | 189 |
Prepaid expenses and other current assets | 80 | 109 |
Total Current Assets | 1,158 | 799 |
Property, plant and equipment, net | 1,707 | 1,841 |
Goodwill | 82 | 85 |
Intangible assets, net | 96 | 107 |
Investments in unconsolidated affiliates | 64 | 61 |
Other assets | 217 | 192 |
Deferred income taxes | 139 | 116 |
Total Assets | 3,463 | 3,201 |
Current Liabilities | ||
Accounts payable and other current liabilities | 1,019 | 926 |
Income taxes payable | 73 | 22 |
Total Current Liabilities | 1,092 | 948 |
Capital lease obligations | 29 | 34 |
Other liabilities and deferred credits | 232 | 234 |
Total Liabilities | 1,353 | 1,216 |
Redeemable Noncontrolling Interest | 6 | |
Equity | ||
Parent Company investment | 1,971 | 1,791 |
Accumulated other comprehensive income | 73 | 130 |
Total Equity – Yum China Holdings, Inc. | 2,044 | 1,921 |
Noncontrolling interests | 66 | 58 |
Total Equity | 2,110 | 1,979 |
Total Liabilities, Redeemable Noncontrolling Interest and Equity | $ 3,463 | $ 3,201 |
Description of the Business
Description of the Business | 8 Months Ended |
Aug. 31, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of the Business | Note 1 – Description of the Business Yum China Holdings, Inc. (the “Company”) owns, franchises or has ownership in entities that own and operate restaurants under the KFC, Pizza Hut Casual Dining, Pizza Hut Home Service, East Dawning and Little Sheep concepts (collectively, the “Concepts”). The Company was incorporated in Delaware on April 1, 2016. The Company separated from Yum! Brands, Inc. (“YUM” or the “Parent”) on October 31, 2016, becoming an independent publicly traded company as a result of a pro rata distribution to shareholders of YUM. YUM’s Board of Directors approved the distribution of its shares of the Company on September 23, 2016 and the Company’s Registration Statement was declared effective by the U.S. Securities and Exchange Commission (“SEC”) on October 7, 2016. On October 31, 2016, YUM’s shareholders of record as of October 19, 2016 received one share of the Company’s common stock for every one share of YUM’s common stock held as of the record date. The Company began trading “regular way” under the ticker symbol “YUMC” on the New York Stock Exchange on November 1, 2016. References to the Company throughout these Condensed Combined Financial Statements are made using the first person notations of “we,” “us” or “our.” In connection with the separation of the Company from YUM, Yum! Restaurants Asia Pte. Ltd., a wholly-owned indirect subsidiary of YUM, and Yum Restaurants Consulting (Shanghai) Company Limited (“YCCL”), a wholly-owned indirect subsidiary of the Company, entered into a 50-year master license agreement with automatic renewals for additional consecutive renewal terms of 50 years each, subject only to YCCL being in “good standing” and unless YCCL gives notice of its intent not to renew, for the exclusive right to use and sublicense the use of intellectual property owned by YUM and its subsidiaries for the development and operation of the KFC, Pizza Hut Casual Dining and Pizza Hut Home Services brands and their related marks and other intellectual property rights for restaurant services in the People’s Republic of China (the “PRC” or “China”). In addition, subject to certain agreed-upon milestones, the Company has an exclusive license under the master license agreement to operate and develop Taco Bell restaurants and use the related marks in the PRC. In exchange, we pay a license fee to YUM equal to 3% of net sales from both our Company and franchise restaurants. We own the East Dawning and Little Sheep intellectual property and pay no license fee related to these concepts. The operations of each Concept represent an operating segment of the Company within these Condensed Combined Financial Statements. We have two reportable segments: KFC and Pizza Hut Casual Dining. Our remaining operating segments, including the operations of Pizza Hut Home Service, East Dawning and Little Sheep, are combined and referred to as All Other Segments, as those operating segments are insignificant both individually and in the aggregate. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 8 Months Ended |
Aug. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Basis of Presentation These accompanying Condensed Combined Financial Statements have been prepared on a standalone basis and are derived from YUM’s Condensed Consolidated Financial Statements and underlying accounting records as if the Company had been a part of YUM for all periods presented. The unaudited Condensed Combined Financial Statements reflect the Company’s financial position, results of operations and cash flows as the business was operated as part of YUM prior to the distribution, in conformity with Generally Accepted Accounting Principles in the United States (“GAAP”). The Condensed Combined Financial Statements include all revenues, costs, assets and liabilities directly attributable to the Company either through specific identification or allocation. The Condensed Combined Statements of Income include allocations for certain of YUM’s Corporate functions that provided a direct benefit to the Company. These costs have been allocated based on Company system sales relative to YUM’s global system sales. System sales includes the sales results of all restaurants regardless of ownership. All allocated costs have been deemed to have been paid to YUM in the period in which the costs were recorded. The Company considers the cost allocation methodology and results to be reasonable for all periods presented. However, the allocations may not be indicative of the actual expense that would have been incurred had the Company operated as an independent, publicly traded company for the periods presented. See Note 3 for further discussion. We have prepared the unaudited Condensed Combined Financial Statements in accordance with the rules and regulations of the SEC for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. These statements should be read in conjunction with the Combined Financial Statements and notes thereto included in the Company’s Information Statement filed as Exhibit 99.1 to the Company’s Registration Statement on Form 10 as filed with the SEC, which became effective on October 7, 2016 (the “Information Statement”). Our preparation of the accompanying Condensed Combined Financial Statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the Condensed Combined Financial Statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Transactions between the Company and YUM that were not cash settled were considered to be effectively settled at the time the transactions were recorded. The accompanying Condensed Combined Financial Statements include all normal and recurring adjustments considered necessary to present fairly, when read in conjunction with the Combined Financial Statements and notes thereto included in the Information Statement, our financial position as of August 31, 2016, and the results of our operations and comprehensive income for the quarters and years to date ended August 31, 2016 and August 31, 2015, and cash flows for the years to date ended August 31, 2016 and August 31, 2015. Our results of operations, comprehensive income and cash flows for these interim periods are not necessarily indicative of the results to be expected for the full year. Our fiscal year ends on December 31. The Company operates on a fiscal monthly calendar, with two months in the first quarter, three months in the second and third quarters and four months in the fourth quarter. PRC Value-Added Tax On January 1, 2012, the Chinese State Council officially launched a pilot value-added tax (“VAT”) reform program, applicable to businesses in selected industries, whereby entities in these industries would pay VAT instead of business tax (“BT”). Since January 1, 2012, the Chinese government has gradually expanded the scope of the VAT reform to cover most service sectors. Effective as of May 1, 2016, the Chinese government completed the last step in its extensive BT to VAT reform by extending the pilot program nationwide to all remaining sectors still subject to BT. The Company has been subject to VAT within the normal course of its restaurant business nationwide since May 1, 2016. Entities that are VAT general taxpayers are permitted to offset qualified input VAT paid to suppliers against their revenue output VAT liabilities upon receipt of appropriate supplier VAT invoices on an entity by entity basis. When the output VAT exceeds the input VAT, the difference is remitted to tax authorities, usually on a monthly basis; whereas when the input VAT exceeds the output VAT, the difference is treated as an input VAT credit asset which can be carried forward indefinitely to offset future net VAT payables. VAT related to purchases and sales which have not been settled at the balance sheet date is disclosed separately as an asset and liability, respectively, in the Condensed Combined Balance Sheets. At each balance sheet date, the Company reviews the outstanding balance of any input VAT credit asset for recoverability. As of August 31, 2016, an input VAT credit asset of $36 million and payable of $3 million were recorded in Other assets and Accounts |
Transactions with YUM
Transactions with YUM | 8 Months Ended |
Aug. 31, 2016 | |
Related Party Transactions [Abstract] | |
Transactions with YUM | Note 3 – Transactions with YUM Allocation of Corporate Expenses YUM has historically performed centralized corporate functions on our behalf. Accordingly, certain YUM costs have been allocated to the Company and reflected as expenses in these Condensed Combined Financial Statements. Management considers the allocation methodologies used to be reasonable and appropriate reflections of the historical YUM expenses attributable to the Company. The expenses reflected in the Condensed Combined Financial Statements may not be indicative of the actual expenses that would have been incurred during the periods presented if we had operated as a separate, standalone entity. Corporate expense allocations primarily relate to centralized corporate functions, including finance, accounting, treasury, tax, legal, internal audit and risk management functions. In addition, corporate expense allocations include, among other costs, IT maintenance, professional fees for legal services and expenses related to litigation, investigations, or similar matters. Corporate allocations of $3 million and $4 million were allocated to the Company during each of the quarters ended August 31, 2016 and August 31, 2015, respectively, while $9 million and $10 million were allocated to the Company during each of the years to date ended August 31, 2016 and August 31, 2015, respectively, and have been included in General and administrative (“G&A”) expenses in the Condensed Combined Statements of Income. All of the corporate allocations of costs are deemed to have been incurred and settled through Parent Company investment in the Condensed Combined Balance Sheet in the period which the costs were recorded. License Fee The Condensed Combined Statements of Income include a fee that was historically paid to YUM comprised of initial fees and continuing fees equal to 3% of our Company and franchise sales. License fees due to YUM for our Company-owned stores are included within restaurant margin in Occupancy and other operating expenses in the Condensed Combined Statements of Income. License fees due to YUM on franchise sales are included in Franchise expenses. Total license fees paid during the quarters and years to date ended August 31, 2016 and August 31, 2015, respectively, are reflected in the table below: Quarter ended Year to date 2016 2015 2016 2015 Initial fees - Company $ 3 $ 3 $ 7 $ 9 Initial fees - Franchise — — 1 1 Continuing Fees - Company 53 59 135 142 Continuing Fees - Franchise 13 13 35 33 Total $ 69 $ 75 $ 178 $ 185 Cash Management and Treasury The Company funds its operations through cash generated from the operation of its Company-owned stores, franchise operations and dividend payments from its unconsolidated affiliates. Excess cash has historically been repatriated to YUM through intercompany loans or dividends. Transfers of cash both to and from YUM are included within Parent Company investment in the Condensed Combined Balance Sheets. YUM has issued debt for general corporate purposes but in no case has any such debt been guaranteed or assumed by the Company or otherwise secured by the assets of the Company. As YUM’s debt and related interest is not directly attributable to the Company, no such amounts have been allocated to these Condensed Combined Financial Statements. |
Items Affecting Comparability o
Items Affecting Comparability of Net Income and Cash Flows | 8 Months Ended |
Aug. 31, 2016 | |
Items Affecting Comparability Of Net Income And Cash Flows [Abstract] | |
Comparability of Prior Year Financial Data | Note 4 – Items Affecting Comparability of Net Income and Cash Flows Refranchising Gain, net The Refranchising gain, net by reportable segment and All Other Segments is presented below. We do not allocate such gains and losses to our segments for performance reporting purposes. Quarter ended Year to date 2016 2015 2016 2015 KFC $ 4 $ 3 $ 8 $ 5 Pizza Hut Casual Dining — — — 1 All Other Segments — — — 1 Total Company $ 4 $ 3 $ 8 $ 7 Store Closure and Impairment Activity Store closure income (costs) and Store impairment charges by reportable segment and All Other Segments are presented below: Quarter ended Year to date 2016 2016 Total Company KFC Pizza Hut Casual Dining All Other Segments Total Company KFC Pizza Hut Casual Dining All Other Segments Store closure income (a) $ 1 $ 1 $ — $ — $ 7 $ 5 $ 1 $ 1 Store impairment charges (6 ) (5 ) — (1 ) (43 ) (30 ) (11 ) (2 ) Closure and impairment expenses $ (5 ) $ (4 ) $ — $ (1 ) $ (36 ) $ (25 ) $ (10 ) $ (1 ) Quarter ended Year to date 2015 2015 Total Company KFC Pizza Hut Casual Dining All Other Segments Total Company KFC Pizza Hut Casual Dining All Other Segments Store closure income (costs) (a) $ 2 $ 2 $ 1 $ (1 ) $ 5 $ 6 $ 2 $ (3 ) Store impairment charges (5 ) (4 ) (1 ) — (27 ) (23 ) (3 ) (1 ) Closure and impairment expenses $ (3 ) $ (2 ) $ — $ (1 ) $ (22 ) $ (17 ) $ (1 ) $ (4 ) (a) Store closure income (costs) include proceeds from forced store closures, lease reserves established when we cease using a property under an operating lease and subsequent adjustments to those reserves and other facility-related expenses from previously closed stores. Remaining lease obligations for closed stores were not material at August 31, 2016 or December 31, 2015. |
Other Income, Net
Other Income, Net | 8 Months Ended |
Aug. 31, 2016 | |
Other Income And Expenses [Abstract] | |
Other Income, Net | Note 5 – Other Income, net Quarter ended Year to date 2016 2015 2016 2015 Equity income from investments in unconsolidated affiliates $ 18 $ 15 $ 44 $ 31 Foreign exchange net loss and other (1 ) (2 ) — (4 ) Other income, net $ 17 $ 13 $ 44 $ 27 |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information | 8 Months Ended |
Aug. 31, 2016 | |
Supplemental Balance Sheet Information Disclosure [Abstract] | |
Supplemental Balance Sheet Information | Note 6 – Supplemental Balance Sheet Information The Company’s receivables are primarily generated from ongoing business relationships with our franchisees as a result of franchise and lease agreements. Trade receivables consisting of royalties from franchisees are generally due within 30 days of the period in which the corresponding sales occur and are classified as Accounts receivable on our Condensed Combined Balance Sheets. Accounts Receivable, net 8/31/2016 12/31/2015 Accounts receivable, gross $ 112 $ 78 Allowance for doubtful accounts (2 ) (2 ) Accounts receivable, net $ 110 $ 76 Prepaid Expenses and Other Current Assets 8/31/2016 12/31/2015 Assets held for sale (a) $ — $ 18 Prepaid rent 38 53 Other prepaid expenses and current assets 42 38 Prepaid expenses and other current assets $ 80 $ 109 (a) Reflects the carrying value of a corporate aircraft. Property, Plant and Equipment 8/31/2016 12/31/2015 Buildings and improvements $ 2,161 $ 2,231 Capital leases, primarily buildings 31 35 Machinery and equipment 1,110 1,171 Property, plant and equipment, gross 3,302 3,437 Accumulated depreciation and amortization (1,595 ) (1,596 ) Property, plant and equipment, net $ 1,707 $ 1,841 Accounts Payable and Other Current Liabilities 8/31/2016 12/31/2015 Accounts payable $ 521 $ 438 Accrued capital expenditures 123 153 Accrued compensation and benefits 193 180 Other current liabilities 182 155 Accounts payable and other current liabilities $ 1,019 $ 926 Other Liabilities and Deferred Credits 8/31/2016 12/31/2015 Deferred escalating minimum rent $ 160 $ 162 Other noncurrent liabilities and deferred credits 72 72 Other liabilities and deferred credits $ 232 $ 234 Noncontrolling Interests Noncontrolling interests represent the ownership interests of minority shareholders of the entities that operate KFC restaurants in Beijing and Shanghai, China. At December 31, 2015, the redeemable noncontrolling interest comprised the 7% ownership interest in Little Sheep held by the Little Sheep founding shareholders, and was classified outside of permanent equity on our Combined Balance Sheets due to redemption rights held by the founding Little Sheep shareholders. During the quarter ended May 31, 2016, the Little Sheep founding shareholders sold their remaining 7% Little Sheep ownership interest to the Company pursuant to their redemption rights. The difference between the purchase price of less than $1 million, which was determined using a non-fair value based formula pursuant to the agreement governing the redemption rights, and the carrying value of their redeemable noncontrolling interest was recorded as an $8 million loss attributable to noncontrolling interests during the quarter ended May 31, 2016. Consistent with our 2012 gain on the acquisition of Little Sheep and subsequent impairments of Little Sheep goodwill and intangibles in 2013 and 2014, the loss attributable to noncontrolling interests is not being allocated to any segment operating results. A reconciliation of the beginning and ending carrying amount of the equity attributable to noncontrolling interests is as follows: Noncontrolling Interests Redeemable Noncontrolling Interest Balance at December 31, 2015 $ 58 $ 6 Net income (loss) – noncontrolling interests 17 1 Noncontrolling interest loss upon redemption — (8 ) Dividends declared (7 ) — Currency translation adjustments (2 ) 1 Balance at August 31, 2016 $ 66 $ — |
Fair Value Measurements
Fair Value Measurements | 8 Months Ended |
Aug. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 7 – Fair Value Measurements As of August 31, 2016 the carrying values of cash and cash equivalents, accounts receivable and accounts payable approximated their fair values because of the short-term nature of these instruments. In addition, certain of the Company’s assets, such as property, plant and equipment, goodwill and intangible assets, are measured at fair value on a non-recurring basis if determined to be impaired. During the quarter and year to date ended August 31, 2016, we recorded restaurant-level impairment (Level 3) of $2 million and $35 million, respectively. During the quarter and year to date ended August 31, 2015, we recorded restaurant-level impairment (Level 3) of nil and $12 million, respectively. The remaining net book value of the assets measured at fair value as of August 31, 2016, subsequent to these impairments, was not significant. |
Income Taxes
Income Taxes | 8 Months Ended |
Aug. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 8 – Income Taxes Quarter ended Year to date 2016 2015 2016 2015 Income tax provision $ 87 $ 65 $ 165 $ 130 Effective tax rate 29.8 % 25.2 % 28.0 % 26.5 % Our effective tax rate is generally lower than the U.S. federal statutory rate of 35% due to the majority of our income being earned in China where the tax rate is lower than the U.S. rate. Our third quarter and year to date effective tax rates were higher than the prior year primarily due to the write-off of deferred tax assets resulting from a change in our decision not to pursue certain deductions and the increased cost of repatriating current year foreign earnings. |
Reportable Operating Segments
Reportable Operating Segments | 8 Months Ended |
Aug. 31, 2016 | |
Segment Reporting [Abstract] | |
Reportable Operating Segments | Note 9 – Reportable Operating Segments We have two reportable segments: KFC and Pizza Hut Casual Dining. We also have three non-reportable operating segments, Pizza Hut Home Service, East Dawning and Little Sheep, which are combined and referred to as All Other Segments, as these operating segments are insignificant both individually and in aggregate. The following tables summarize Revenues and Operating Profit for each of our reportable operating segments: Quarter ended Year to date Revenues 2016 2015 2016 2015 KFC $ 1,297 $ 1,377 $ 3,325 $ 3,338 Pizza Hut Casual Dining 511 509 1,253 1,301 All Other Segments 75 83 196 222 Total $ 1,883 $ 1,969 $ 4,774 $ 4,861 Quarter ended Year to date Operating Profit 2016 2015 2016 2015 KFC (a) $ 239 $ 222 $ 539 $ 431 Pizza Hut Casual Dining 78 64 130 146 All Other Segments (2 ) (4 ) (5 ) (7 ) Unallocated and corporate expenses (b) (35 ) (30 ) (96 ) (94 ) Unallocated Other income (b) 2 — 6 — Unallocated Refranchising gain (b) 4 3 8 7 Operating Profit $ 286 $ 255 $ 582 $ 483 Interest expense, net (b) 3 2 7 4 Income Before Income Taxes $ 289 $ 257 $ 589 $ 487 (a) Includes equity income from investments in unconsolidated affiliates of $18 million and $15 million for the quarters ended August 31, 2016 and August 31, 2015, respectively, and equity income from investments in unconsolidated affiliates of $44 million and $31 million for the years to date ended August 31, 2016 and August 31, 2015, respectively. (b) Amounts have not been allocated to any segment for performance reporting purposes. |
Contingencies
Contingencies | 8 Months Ended |
Aug. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Contingencies | Note 10 – Contingencies Indemnification of China Tax on Indirect Transfers of Assets In February 2015, the Chinese State Administration of Taxation (“SAT”) issued Bulletin 7 on Income arising from Indirect Transfers of Assets by Non-Resident Enterprises. Pursuant to Bulletin 7, an “indirect transfer” of Chinese taxable assets, including equity interests in a Chinese resident enterprise (“Chinese interests”), by a non-resident enterprise, may be recharacterized and treated as a direct transfer of Chinese taxable assets, if such arrangement does not have reasonable commercial purpose and the transferor has avoided payment of Chinese enterprise income tax. As a result, gains derived from such an indirect transfer may be subject to Chinese enterprise income tax at a rate of 10%. YUM has informed us that it believes that it is more likely than not that YUM will not be subject to this tax with respect to the distribution. However, given how recently Bulletin 7 was promulgated, there are significant uncertainties regarding what constitutes a reasonable commercial purpose, how the safe harbor provisions for group restructurings are to be interpreted and how the taxing authorities will ultimately view the distribution. As a result, YUM’s position could be challenged by Chinese tax authorities resulting in a 10% tax assessed on the difference between the fair market value and the tax basis of the separated China business. As YUM’s tax basis in the China business is minimal, the amount of such a tax could be significant. Any tax liability arising from the application of Bulletin 7 to the distribution is expected to be settled in accordance with the Tax Matters Agreement between the Company and YUM. Pursuant to the Tax Matters Agreement, to the extent any Chinese indirect transfer tax pursuant to Bulletin 7 is imposed, such tax and related losses will be allocated between YUM and the Company in proportion to their respective share of the combined market capitalization of YUM and the Company during the thirty trading days after the separation. Such a settlement could be significant and have a material adverse effect on our results of operations and our financial condition. Unconsolidated Affiliates Guarantees From time to time we have guaranteed certain lines of credit and loans of unconsolidated affiliates. As of August 31, 2016, there are no guarantees outstanding for unconsolidated affiliates. Our unconsolidated affiliates had total revenues of approximately $304 million and $787 million for the quarter and year to date ended August 31, 2016, respectively, and assets and debt of approximately $323 million and $13 million, respectively, at August 31, 2016. Legal Proceedings We are subject to lawsuits, administrative proceedings and claims that arise in the ordinary course of our business. These matters typically involve claims from landlords, customers, employees and others related to operational issues common to the restaurant industry. While the resolution of a lawsuit, proceeding or claim may have an impact on our financial results for the period in which it is resolved, we believe that the final disposition of the lawsuits, proceedings and claims in which we are involved as of the date of issuance of this report, either individually or in the aggregate, will not have a material adverse effect on our financial position, results of operations or liquidity. |
Subsequent Events
Subsequent Events | 8 Months Ended |
Aug. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 11 – Subsequent Events The Company evaluates subsequent events in accordance with ASC Topic 855, Subsequent Events. Investment Agreements With Strategic Investors On September 1, 2016, YUM and the Company entered into investment agreements with each of Pollos Investment L.P., an affiliate of Primavera Capital Group (“Primavera”), and API (Hong Kong) Investment Limited, an affiliate of Zhejiang Ant Small and Micro Financial Services Group Co., Ltd. (“Ant Financial” and, together with Primavera, the “Investors”). Pursuant to the investment agreements, on November 1, 2016, Primavera and Ant Financial invested $410 million and $50 million, respectively, for a collective $460 million investment (the “Investment”) in the Company in exchange for: (i) shares of the Company’s common stock representing in the aggregate 5% of the Company’s common stock issued and outstanding immediately following the separation subject to potential adjustment for a final aggregate ownership between 4.3% and 5.9% in the Company and (ii) two tranches of warrants (the “Warrants”), which will be issued to the Investors approximately 70 days after the separation, exercisable by the Investors for an approximate additional 4% ownership, in the aggregate, of the Company’s common stock issued and outstanding after the separation, taking into account the shares previously issued to the Investors. In connection with and at the closing of the Investment, on November 1, 2016, the Company and the Investors entered into a shareholders agreement, relating to rights and obligations of the Investors as holders of the Company’s common stock and Warrants. Under the terms of the shareholders agreement, after the closing of the Investment, Primavera will be entitled to designate one member of the Company’s board of directors and have the right to designate one non-voting board observer to the Company’s board of directors. In addition, if certain shareholding requirements are met by both Primavera and Ant Financial, Ant Financial will also have the right to designate one non-voting board observer to the Company’s board of directors. If Primavera no longer meets certain shareholding requirements, then three years after such time, Ant Financial will lose its right to designate a board observer (unless such right has been previously terminated pursuant to the terms of the shareholders agreement). Long Term Incentive Plan Effective October 31, 2016, the Company adopted the Yum China Holdings, Inc. Long Term Incentive Plan (the “2016 Plan”). The Company has reserved for issuance under the 2016 Plan of 45,000,000 shares of our common stock. Potential awards to employees and non-employee directors under the 2016 Plan include stock options, incentive options, SARs, restricted stock, stock units, restricted stock units (“RSUs”), performance shares, performance units, and cash incentive awards. We have issued only stock options, SARs and RSUs under the 2016 Plan as of the date of issuance of this report. While awards under the 2016 Plan can have varying vesting provisions and exercise periods, outstanding awards under the 2016 Plan vest in periods ranging from three to five years. Stock options and SARs expire ten years after grant. New Credit Facilities Subsequent to August 31, 2016, the Company determined it would not renew its existing three-year credit facility. In addition, on October 31, 2016, the Company entered into three new revolving credit facilities of RMB700 million, RMB300 million and RMB200 million (approximately $180 million in the aggregate). The credit facilities have terms ranging from 1 to 3 years. Each credit facility bears interest based on the prevailing rate stipulated by the People’s Bank of China and contains financial covenants including, among other things, limitations on certain additional indebtedness and liens, and certain other transactions specified in the respective agreement. Each credit facility contains cross-default provision whereby our failure to make any payment on a principal amount from any credit facility will constitute a default on the respective agreement. Interest on any outstanding borrowings is due at least monthly. No amounts are outstanding under these credit facilities as of the date of issuance of this report. |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Policies) | 8 Months Ended |
Aug. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These accompanying Condensed Combined Financial Statements have been prepared on a standalone basis and are derived from YUM’s Condensed Consolidated Financial Statements and underlying accounting records as if the Company had been a part of YUM for all periods presented. The unaudited Condensed Combined Financial Statements reflect the Company’s financial position, results of operations and cash flows as the business was operated as part of YUM prior to the distribution, in conformity with Generally Accepted Accounting Principles in the United States (“GAAP”). The Condensed Combined Financial Statements include all revenues, costs, assets and liabilities directly attributable to the Company either through specific identification or allocation. The Condensed Combined Statements of Income include allocations for certain of YUM’s Corporate functions that provided a direct benefit to the Company. These costs have been allocated based on Company system sales relative to YUM’s global system sales. System sales includes the sales results of all restaurants regardless of ownership. All allocated costs have been deemed to have been paid to YUM in the period in which the costs were recorded. The Company considers the cost allocation methodology and results to be reasonable for all periods presented. However, the allocations may not be indicative of the actual expense that would have been incurred had the Company operated as an independent, publicly traded company for the periods presented. See Note 3 for further discussion. We have prepared the unaudited Condensed Combined Financial Statements in accordance with the rules and regulations of the SEC for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. These statements should be read in conjunction with the Combined Financial Statements and notes thereto included in the Company’s Information Statement filed as Exhibit 99.1 to the Company’s Registration Statement on Form 10 as filed with the SEC, which became effective on October 7, 2016 (the “Information Statement”). Our preparation of the accompanying Condensed Combined Financial Statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the Condensed Combined Financial Statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Transactions between the Company and YUM that were not cash settled were considered to be effectively settled at the time the transactions were recorded. The accompanying Condensed Combined Financial Statements include all normal and recurring adjustments considered necessary to present fairly, when read in conjunction with the Combined Financial Statements and notes thereto included in the Information Statement, our financial position as of August 31, 2016, and the results of our operations and comprehensive income for the quarters and years to date ended August 31, 2016 and August 31, 2015, and cash flows for the years to date ended August 31, 2016 and August 31, 2015. Our results of operations, comprehensive income and cash flows for these interim periods are not necessarily indicative of the results to be expected for the full year. Our fiscal year ends on December 31. The Company operates on a fiscal monthly calendar, with two months in the first quarter, three months in the second and third quarters and four months in the fourth quarter. |
PRC value added tax | PRC Value-Added Tax On January 1, 2012, the Chinese State Council officially launched a pilot value-added tax (“VAT”) reform program, applicable to businesses in selected industries, whereby entities in these industries would pay VAT instead of business tax (“BT”). Since January 1, 2012, the Chinese government has gradually expanded the scope of the VAT reform to cover most service sectors. Effective as of May 1, 2016, the Chinese government completed the last step in its extensive BT to VAT reform by extending the pilot program nationwide to all remaining sectors still subject to BT. The Company has been subject to VAT within the normal course of its restaurant business nationwide since May 1, 2016. Entities that are VAT general taxpayers are permitted to offset qualified input VAT paid to suppliers against their revenue output VAT liabilities upon receipt of appropriate supplier VAT invoices on an entity by entity basis. When the output VAT exceeds the input VAT, the difference is remitted to tax authorities, usually on a monthly basis; whereas when the input VAT exceeds the output VAT, the difference is treated as an input VAT credit asset which can be carried forward indefinitely to offset future net VAT payables. VAT related to purchases and sales which have not been settled at the balance sheet date is disclosed separately as an asset and liability, respectively, in the Condensed Combined Balance Sheets. At each balance sheet date, the Company reviews the outstanding balance of any input VAT credit asset for recoverability. As of August 31, 2016, an input VAT credit asset of $36 million and payable of $3 million were recorded in Other assets and Accounts |
Transactions with Parent (Table
Transactions with Parent (Tables) | 8 Months Ended |
Aug. 31, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of License Fees Paid | Total license fees paid during the quarters and years to date ended August 31, 2016 and August 31, 2015, respectively, are reflected in the table below: Quarter ended Year to date 2016 2015 2016 2015 Initial fees - Company $ 3 $ 3 $ 7 $ 9 Initial fees - Franchise — — 1 1 Continuing Fees - Company 53 59 135 142 Continuing Fees - Franchise 13 13 35 33 Total $ 69 $ 75 $ 178 $ 185 |
Items Affecting Comparability19
Items Affecting Comparability of Net Income and Cash Flows (Tables) | 8 Months Ended |
Aug. 31, 2016 | |
Refranchising Gain, Net [Member] | |
Facility Actions [Line Items] | |
Facility Actions | Refranchising Gain, net The Refranchising gain, net by reportable segment and All Other Segments is presented below. We do not allocate such gains and losses to our segments for performance reporting purposes. Quarter ended Year to date 2016 2015 2016 2015 KFC $ 4 $ 3 $ 8 $ 5 Pizza Hut Casual Dining — — — 1 All Other Segments — — — 1 Total Company $ 4 $ 3 $ 8 $ 7 |
Closures and Impairment (Income) Expenses [Member] | |
Facility Actions [Line Items] | |
Facility Actions | Store Closure and Impairment Activity Store closure income (costs) and Store impairment charges by reportable segment and All Other Segments are presented below: Quarter ended Year to date 2016 2016 Total Company KFC Pizza Hut Casual Dining All Other Segments Total Company KFC Pizza Hut Casual Dining All Other Segments Store closure income (a) $ 1 $ 1 $ — $ — $ 7 $ 5 $ 1 $ 1 Store impairment charges (6 ) (5 ) — (1 ) (43 ) (30 ) (11 ) (2 ) Closure and impairment expenses $ (5 ) $ (4 ) $ — $ (1 ) $ (36 ) $ (25 ) $ (10 ) $ (1 ) Quarter ended Year to date 2015 2015 Total Company KFC Pizza Hut Casual Dining All Other Segments Total Company KFC Pizza Hut Casual Dining All Other Segments Store closure income (costs) (a) $ 2 $ 2 $ 1 $ (1 ) $ 5 $ 6 $ 2 $ (3 ) Store impairment charges (5 ) (4 ) (1 ) — (27 ) (23 ) (3 ) (1 ) Closure and impairment expenses $ (3 ) $ (2 ) $ — $ (1 ) $ (22 ) $ (17 ) $ (1 ) $ (4 ) (a) Store closure income (costs) include proceeds from forced store closures, lease reserves established when we cease using a property under an operating lease and subsequent adjustments to those reserves and other facility-related expenses from previously closed stores. Remaining lease obligations for closed stores were not material at August 31, 2016 or December 31, 2015. |
Other Income, Net (Tables)
Other Income, Net (Tables) | 8 Months Ended |
Aug. 31, 2016 | |
Other Income And Expenses [Abstract] | |
Other Income, Net Table | Quarter ended Year to date 2016 2015 2016 2015 Equity income from investments in unconsolidated affiliates $ 18 $ 15 $ 44 $ 31 Foreign exchange net loss and other (1 ) (2 ) — (4 ) Other income, net $ 17 $ 13 $ 44 $ 27 |
Supplemental Balance Sheet In21
Supplemental Balance Sheet Information (Tables) | 8 Months Ended |
Aug. 31, 2016 | |
Supplemental Balance Sheet Information Disclosure [Abstract] | |
Accounts Receivable, Net | Accounts Receivable, net 8/31/2016 12/31/2015 Accounts receivable, gross $ 112 $ 78 Allowance for doubtful accounts (2 ) (2 ) Accounts receivable, net $ 110 $ 76 |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets 8/31/2016 12/31/2015 Assets held for sale (a) $ — $ 18 Prepaid rent 38 53 Other prepaid expenses and current assets 42 38 Prepaid expenses and other current assets $ 80 $ 109 (a) Reflects the carrying value of a corporate aircraft. |
Property, Plant and Equipment | Property, Plant and Equipment 8/31/2016 12/31/2015 Buildings and improvements $ 2,161 $ 2,231 Capital leases, primarily buildings 31 35 Machinery and equipment 1,110 1,171 Property, plant and equipment, gross 3,302 3,437 Accumulated depreciation and amortization (1,595 ) (1,596 ) Property, plant and equipment, net $ 1,707 $ 1,841 |
Accounts Payable and Other Current Liabilities | Accounts Payable and Other Current Liabilities 8/31/2016 12/31/2015 Accounts payable $ 521 $ 438 Accrued capital expenditures 123 153 Accrued compensation and benefits 193 180 Other current liabilities 182 155 Accounts payable and other current liabilities $ 1,019 $ 926 |
Other Liabilities and Deferred Credits | Other Liabilities and Deferred Credits 8/31/2016 12/31/2015 Deferred escalating minimum rent $ 160 $ 162 Other noncurrent liabilities and deferred credits 72 72 Other liabilities and deferred credits $ 232 $ 234 |
Equity Attributable to Noncontrolling Interests, rollforward | A reconciliation of the beginning and ending carrying amount of the equity attributable to noncontrolling interests is as follows: Noncontrolling Interests Redeemable Noncontrolling Interest Balance at December 31, 2015 $ 58 $ 6 Net income (loss) – noncontrolling interests 17 1 Noncontrolling interest loss upon redemption — (8 ) Dividends declared (7 ) — Currency translation adjustments (2 ) 1 Balance at August 31, 2016 $ 66 $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 8 Months Ended |
Aug. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Tax And Effective Tax Rate | Quarter ended Year to date 2016 2015 2016 2015 Income tax provision $ 87 $ 65 $ 165 $ 130 Effective tax rate 29.8 % 25.2 % 28.0 % 26.5 % |
Reportable Operating Segments (
Reportable Operating Segments (Tables) | 8 Months Ended |
Aug. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following tables summarize Revenues and Operating Profit for each of our reportable operating segments: Quarter ended Year to date Revenues 2016 2015 2016 2015 KFC $ 1,297 $ 1,377 $ 3,325 $ 3,338 Pizza Hut Casual Dining 511 509 1,253 1,301 All Other Segments 75 83 196 222 Total $ 1,883 $ 1,969 $ 4,774 $ 4,861 Quarter ended Year to date Operating Profit 2016 2015 2016 2015 KFC (a) $ 239 $ 222 $ 539 $ 431 Pizza Hut Casual Dining 78 64 130 146 All Other Segments (2 ) (4 ) (5 ) (7 ) Unallocated and corporate expenses (b) (35 ) (30 ) (96 ) (94 ) Unallocated Other income (b) 2 — 6 — Unallocated Refranchising gain (b) 4 3 8 7 Operating Profit $ 286 $ 255 $ 582 $ 483 Interest expense, net (b) 3 2 7 4 Income Before Income Taxes $ 289 $ 257 $ 589 $ 487 (a) Includes equity income from investments in unconsolidated affiliates of $18 million and $15 million for the quarters ended August 31, 2016 and August 31, 2015, respectively, and equity income from investments in unconsolidated affiliates of $44 million and $31 million for the years to date ended August 31, 2016 and August 31, 2015, respectively. (b) Amounts have not been allocated to any segment for performance reporting purposes. |
Description of the Business (De
Description of the Business (Details) | Oct. 31, 2016 | Aug. 31, 2016 | Aug. 31, 2016 | Aug. 31, 2016operating_segments | Aug. 31, 2016Segment |
Segment Reporting Information [Line Items] | |||||
Entity, date of incorporation | Apr. 1, 2016 | ||||
Entity incorporation, state name | Delaware | ||||
Expiration term of master license agreement | 50 years | ||||
Additional consecutive renewal terms of license agreement | 50 years | ||||
Percentage of license fees on net sales | 3.00% | ||||
Number of reportable segments | 2 | 2 | |||
Yum Brands, Inc. [Member] | Subsequent Event [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Exchange ratio of shares | 1 |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Details) $ in Millions | Aug. 31, 2016USD ($) |
Other Assets [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Input VAT credit asset | $ 36 |
Accounts Payable And Other Current Liabilities [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
VAT payable | $ 3 |
Transactions With YUM (Details)
Transactions With YUM (Details) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | |
Related Party Transaction [Line Items] | ||||
Percentage of initial fees and continuing fees to company and franchise sales | 3.00% | |||
General and administrative expenses [Member] | ||||
Related Party Transaction [Line Items] | ||||
Corporate expense allocations | $ 3 | $ 4 | $ 9 | $ 10 |
Transactions With YUM (Details
Transactions With YUM (Details 2) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | |
Transactions With Parent [Abstract] | ||||
Initial fees - Company | $ 3 | $ 3 | $ 7 | $ 9 |
Initial fees - Franchise | 1 | 1 | ||
Continuing Fees - Company | 53 | 59 | 135 | 142 |
Continuing Fees - Franchise | 13 | 13 | 35 | 33 |
Total | $ 69 | $ 75 | $ 178 | $ 185 |
Items Affecting Comparability28
Items Affecting Comparability of Net Income and Cash Flows (Details) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | |
Refranchising gain, net | $ 4 | $ 3 | $ 8 | $ 7 |
KFC [Member] | ||||
Refranchising gain, net | $ 4 | $ 3 | $ 8 | 5 |
Pizza Hut Casual Dining [Member] | ||||
Refranchising gain, net | 1 | |||
All Other Segments [Member] | ||||
Refranchising gain, net | $ 1 |
Items Affecting Comparability29
Items Affecting Comparability of Net Income and Cash Flows (Details 2) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | |||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | ||
Facility Actions [Line Items] | |||||
Store closure income (costs) | [1] | $ 1 | $ 2 | $ 7 | $ 5 |
Store impairment charges | (6) | (5) | (43) | (27) | |
Closure and impairment expenses | (5) | (3) | (36) | (22) | |
KFC [Member] | |||||
Facility Actions [Line Items] | |||||
Store closure income (costs) | [1] | 1 | 2 | 5 | 6 |
Store impairment charges | (5) | (4) | (30) | (23) | |
Closure and impairment expenses | (4) | (2) | (25) | (17) | |
Pizza Hut Casual Dining [Member] | |||||
Facility Actions [Line Items] | |||||
Store closure income (costs) | [1] | 1 | 1 | 2 | |
Store impairment charges | (1) | (11) | (3) | ||
Closure and impairment expenses | (10) | (1) | |||
All Other Segments [Member] | |||||
Facility Actions [Line Items] | |||||
Store closure income (costs) | [1] | (1) | 1 | (3) | |
Store impairment charges | (1) | (2) | (1) | ||
Closure and impairment expenses | $ (1) | $ (1) | $ (1) | $ (4) | |
[1] | Store closure income (costs) include proceeds from forced store closures, lease reserves established when we cease using a property under an operating lease and subsequent adjustments to those reserves and other facility-related expenses from previously closed stores. Remaining lease obligations for closed stores were not material at August 31, 2016 or December 31, 2015. |
Other Income, Net (Details)
Other Income, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | |
Other Income And Expenses [Abstract] | ||||
Equity income from investments in unconsolidated affiliates | $ 18 | $ 15 | $ 44 | $ 31 |
Foreign exchange net loss and other | (1) | (2) | (4) | |
Other income, net | $ 17 | $ 13 | $ 44 | $ 27 |
Supplemental Balance Sheet In31
Supplemental Balance Sheet Information (Details) - USD ($) | 8 Months Ended | ||
Aug. 31, 2016 | Dec. 31, 2015 | ||
Accounts Receivable, net | |||
Number of days trade receivables due within after sales occur | 30 days | ||
Accounts receivable, gross | $ 112,000,000 | $ 78,000,000 | |
Allowance for doubtful accounts | (2,000,000) | (2,000,000) | |
Accounts receivable, net | 110,000,000 | 76,000,000 | |
Prepaid Expenses and Other Current Assets | |||
Assets held for sale | [1] | 18,000,000 | |
Prepaid rent | 38,000,000 | 53,000,000 | |
Other prepaid expenses and current assets | 42,000,000 | 38,000,000 | |
Prepaid expenses and other current assets | 80,000,000 | 109,000,000 | |
Accounts Payable and Other Current Liabilities | |||
Accounts payable | 521,000,000 | 438,000,000 | |
Accrued capital expenditures | 123,000,000 | 153,000,000 | |
Accrued compensation and benefits | 193,000,000 | 180,000,000 | |
Other current liabilities | 182,000,000 | 155,000,000 | |
Accounts payable and other current liabilities | 1,019,000,000 | 926,000,000 | |
Other Liabilities and Deferred Credits | |||
Deferred escalating minimum rent | 160,000,000 | 162,000,000 | |
Other noncurrent liabilities and deferred credits | 72,000,000 | 72,000,000 | |
Other liabilities and deferred credits | $ 232,000,000 | $ 234,000,000 | |
[1] | Reflects the carrying value of a corporate aircraft. |
Supplemental Balance Sheet In32
Supplemental Balance Sheet Information (Details 2) - USD ($) $ in Millions | Aug. 31, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 3,302 | $ 3,437 |
Accumulated depreciation and amortization | (1,595) | (1,596) |
Property, plant and equipment, net | 1,707 | 1,841 |
Buildings and Improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,161 | 2,231 |
Capital Leases, Primarily Buildings [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 31 | 35 |
Machinery and Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,110 | $ 1,171 |
Supplemental Balance Sheet In33
Supplemental Balance Sheet Information (Details 3) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | ||||
Aug. 31, 2016 | May 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | Dec. 31, 2015 | |
Noncontrolling Interest [Line Items] | ||||||
Stockholders' Equity Attributable to Noncontrolling Interest, Beginning Balance | $ 58 | |||||
Net income (loss) – noncontrolling interests | $ (10) | $ (5) | (10) | $ (5) | ||
Stockholders' Equity Attributable to Noncontrolling Interest, Ending Balance | 66 | 66 | ||||
Redeemable Noncontrolling Interest [Member] | ||||||
Noncontrolling Interest [Line Items] | ||||||
Noncontrolling interest loss upon redemption | (8) | |||||
Redeemable Noncontrolling Interest, Equity, Common, Carrying Amount, Beginning Balance | 6 | |||||
Net Income (loss) - noncontrolling interests | 1 | |||||
Currency translation adjustments | 1 | |||||
Noncontrolling Interest [Member] | ||||||
Noncontrolling Interest [Line Items] | ||||||
Stockholders' Equity Attributable to Noncontrolling Interest, Beginning Balance | 58 | |||||
Net income (loss) – noncontrolling interests | 17 | |||||
Dividends declared | (7) | |||||
Currency translation adjustments | (2) | |||||
Stockholders' Equity Attributable to Noncontrolling Interest, Ending Balance | $ 66 | $ 66 | ||||
Little Sheep [Member] | Redeemable Noncontrolling Interest [Member] | ||||||
Noncontrolling Interest [Line Items] | ||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 7.00% | 7.00% | ||||
Noncontrolling interest loss upon redemption | $ (8) | |||||
Little Sheep [Member] | Redeemable Noncontrolling Interest [Member] | Maximum [Member] | ||||||
Noncontrolling Interest [Line Items] | ||||||
Redeemable Noncontrolling Interest, Purchase Price | $ 1 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | |
Fair Value, Measurements, Nonrecurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Impairment of Long-Lived Assets Held-for-use | $ 2 | $ 0 | $ 35 | $ 12 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Income tax provision | $ 87 | $ 65 | $ 165 | $ 130 |
Effective tax rate | 29.80% | 25.20% | 28.00% | 26.50% |
Effective Income Tax Rate - Federal Statutory Income Tax Rate, Percent | 35.00% |
Reportable Operating Segments36
Reportable Operating Segments (Details) - 8 months ended Aug. 31, 2016 | operating_segments | Segment |
Segment Reporting [Abstract] | ||
Number of reportable segments | 2 | 2 |
Number of non-reportable operating segments | 3 |
Reportable Operating Segments37
Reportable Operating Segments (Details 2) - USD ($) $ in Millions | 3 Months Ended | 8 Months Ended | |||
Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | ||
Segment Reporting Information [Line Items] | |||||
Revenues | $ 1,883 | $ 1,969 | $ 4,774 | $ 4,861 | |
Operating Profit | 286 | 255 | 582 | 483 | |
Interest expense, net | [1] | 3 | 2 | 7 | 4 |
Income Before Income Taxes | 289 | 257 | 589 | 487 | |
Equity income from investments in unconsolidated affiliates | 18 | 15 | 44 | 31 | |
Unallocated and Corporate Expenses [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Profit | [1] | (35) | (30) | (96) | (94) |
Unallocated Other Income [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Profit | [1] | 2 | 6 | ||
Unallocated Refranchising Gain [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating Profit | [1] | 4 | 3 | 8 | 7 |
KFC [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 1,297 | 1,377 | 3,325 | 3,338 | |
Operating Profit | [2] | 239 | 222 | 539 | 431 |
Pizza Hut Casual Dining [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 511 | 509 | 1,253 | 1,301 | |
Operating Profit | 78 | 64 | 130 | 146 | |
All Other Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 75 | 83 | 196 | 222 | |
Operating Profit | $ (2) | $ (4) | $ (5) | $ (7) | |
[1] | Amounts have not been allocated to any segment for performance reporting purposes. | ||||
[2] | Includes equity income from investments in unconsolidated affiliates of $18 million and $15 million for the quarters ended August 31, 2016 and August 31, 2015, respectively, and equity income from investments in unconsolidated affiliates of $44 million and $31 million for the years to date ended August 31, 2016 and August 31, 2015, respectively. |
Contingencies (Details)
Contingencies (Details) - USD ($) | Feb. 28, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | Aug. 31, 2016 | Aug. 31, 2015 | Dec. 31, 2015 |
Loss Contingencies [Line Items] | ||||||
Income tax rate on gains derived from indirect transfer of assets | 10.00% | |||||
Percentage of tax assessed on difference between fair market value and tax basis | 10.00% | |||||
Guarantees outstanding of unconsolidated affiliates | $ 0 | $ 0 | ||||
Revenues | 1,883,000,000 | $ 1,969,000,000 | 4,774,000,000 | $ 4,861,000,000 | ||
Assets | 3,463,000,000 | 3,463,000,000 | $ 3,201,000,000 | |||
Debt | 1,353,000,000 | 1,353,000,000 | $ 1,216,000,000 | |||
Unconsolidated Affiliates [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Revenues | 304,000,000 | 787,000,000 | ||||
Assets | 323,000,000 | 323,000,000 | ||||
Debt | $ 13,000,000 | $ 13,000,000 |
Subsequent Events (Details)
Subsequent Events (Details) | Nov. 01, 2016USD ($)Tranche | Oct. 31, 2016USD ($)shares | Aug. 31, 2016 | Oct. 31, 2016CNY (¥)shares |
Subsequent Event [Line Items] | ||||
Shareholder's agreement terms | Under the terms of the shareholders agreement, after the closing of the Investment, Primavera will be entitled to designate one member of the Company’s board of directors and have the right to designate one non-voting board observer to the Company’s board of directors. In addition, if certain shareholding requirements are met by both Primavera and Ant Financial, Ant Financial will also have the right to designate one non-voting board observer to the Company’s board of directors. | |||
Revolving Credit Facility [Member] | ||||
Subsequent Event [Line Items] | ||||
Credit facility terms | The credit facilities have terms ranging from 1 to 3 years. Each credit facility bears interest based on the prevailing rate stipulated by the People’s Bank of China and contains financial covenants including, among other things, limitations on certain additional indebtedness and liens, and certain other transactions specified in the respective agreement. Each credit facility contains cross-default provision whereby our failure to make any payment on a principal amount from any credit facility will constitute a default on the respective agreement. Interest on any outstanding borrowings is due at least monthly. | |||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Investment agreements, consideration received | $ 460,000,000 | |||
Stock options and stock application rights expiration period | 10 years | |||
Subsequent Event [Member] | Revolving Credit Facility [Member] | ||||
Subsequent Event [Line Items] | ||||
Number of new revolving credit facilities | 3 | 3 | ||
Credit facility maximum borrowing amount | $ 180,000,000 | |||
Subsequent Event [Member] | Revolving Credit Facility 1 [Member] | ||||
Subsequent Event [Line Items] | ||||
Credit facility maximum borrowing amount | ¥ | ¥ 700,000,000 | |||
Credit facility outstanding amount | 0 | |||
Subsequent Event [Member] | Revolving Credit Facility 2 [Member] | ||||
Subsequent Event [Line Items] | ||||
Credit facility maximum borrowing amount | ¥ | 300,000,000 | |||
Credit facility outstanding amount | 0 | |||
Subsequent Event [Member] | Revolving Credit Facility 3 [Member] | ||||
Subsequent Event [Line Items] | ||||
Credit facility maximum borrowing amount | ¥ | ¥ 200,000,000 | |||
Credit facility outstanding amount | $ 0 | |||
Subsequent Event [Member] | Long-term incentive plan [Member] | ||||
Subsequent Event [Line Items] | ||||
Reserved for issuance of common stock | shares | 45,000,000 | 45,000,000 | ||
Subsequent Event [Member] | Primavera [Member] | ||||
Subsequent Event [Line Items] | ||||
Investment agreements, consideration received | 410,000,000 | |||
Subsequent Event [Member] | Ant Financial [Member] | ||||
Subsequent Event [Line Items] | ||||
Investment agreements, consideration received | $ 50,000,000 | |||
Subsequent Event [Member] | Primavera & Ant Financial Groups [Member] | ||||
Subsequent Event [Line Items] | ||||
Number of tranches of warrants | Tranche | 2 | |||
Warrants issuable minimum period after separation | 70 days | |||
Warrants additional ownership percentage exercisable by investors | 4.00% | |||
Subsequent Event [Member] | Primavera & Ant Financial Groups [Member] | Common Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Aggregate shares percentage of common stock | 5.00% | |||
Subsequent Event [Member] | Minimum [Member] | Revolving Credit Facility [Member] | ||||
Subsequent Event [Line Items] | ||||
Credit facility expiration period | 1 year | |||
Subsequent Event [Member] | Minimum [Member] | Long-term incentive plan [Member] | ||||
Subsequent Event [Line Items] | ||||
Stock option vesting, provisions and exercise, outstanding awards period | 3 years | |||
Subsequent Event [Member] | Minimum [Member] | Primavera & Ant Financial Groups [Member] | ||||
Subsequent Event [Line Items] | ||||
Beneficial ownership percentage with voting stock | 4.30% | |||
Subsequent Event [Member] | Maximum [Member] | Revolving Credit Facility [Member] | ||||
Subsequent Event [Line Items] | ||||
Credit facility expiration period | 3 years | |||
Subsequent Event [Member] | Maximum [Member] | Long-term incentive plan [Member] | ||||
Subsequent Event [Line Items] | ||||
Stock option vesting, provisions and exercise, outstanding awards period | 5 years | |||
Subsequent Event [Member] | Maximum [Member] | Primavera & Ant Financial Groups [Member] | ||||
Subsequent Event [Line Items] | ||||
Beneficial ownership percentage with voting stock | 5.90% |