Biglari 10-Q 6 Nov 15 2015 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 02, 2015
Document And Entity Information
Entity Registrant Name	BIGLARI HOLDINGS INC.
Entity Central Index Key	93,859
Document Type	10-Q
Document Period End Date	Sep. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer	No
Is Entity a Voluntary Filer	No
Is Entity's Reporting Status Current	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		2,066,691
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,015

CONSOLIDATED BALANCE SHEETS (Un

CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 50,417	$ 129,669
Investments	21,079	10,800
Receivables	13,318	19,003
Inventories	6,928	7,255
Deferred taxes	12,704	12,019
Other current assets	9,087	7,707
Total current assets	113,533	186,453
Property and equipment	339,985	353,875
Goodwill	40,164	40,164
Other intangible assets	21,894	22,756
Investment partnerships	538,920	697,982
Other assets	11,742	13,561
Total assets	1,066,238	1,314,791
Current liabilities:
Accounts payable	34,738	39,996
Accrued expenses	68,360	65,476
Current portion of notes payable and other borrowings	8,887	9,315
Total current liabilities	111,985	114,787
Long-term notes payable and other borrowings	305,507	312,595
Deferred taxes	150,115	150,732
Other liabilities	10,890	11,126
Total liabilities	578,497	589,240
Shareholders' equity
Common stock - 2,066,691 and 2,065,586 and shares outstanding	1,071	1,071
Additional paid-in capital	391,853	391,877
Retained earnings	451,132	431,825
Accumulated other comprehensive loss	(2,850)	(783)
Treasury stock, at cost	(353,465)	(98,439)
Biglari Holdings Inc. shareholders' equity	487,741	725,551
Total liabilities and shareholders' equity	$ 1,066,238	$ 1,314,791

CONSOLIDATED BALANCE SHEETS (U3

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - shares	Sep. 30, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Common stock, shares outstanding	2,066,691	2,065,586

CONSOLIDATED STATEMENTS OF EARN

CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Revenues
Restaurant operations	$ 208,348	$ 201,537	$ 616,715	$ 587,972
Insurance premiums and other	4,391	2,834	11,762	5,715
Media advertising and other	5,704	3,742	17,750	9,941
Total Revenues	218,443	208,113	646,227	603,628
Cost and expenses
Restaurant cost of sales	160,079	157,494	473,845	455,747
Insurance losses and underwriting expenses	3,097	2,188	8,620	4,172
Media cost of sales	8,476	7,544	27,077	19,399
Selling, general and administrative	31,735	37,285	100,391	99,511
Depreciation and amortization	6,106	6,331	18,876	18,837
Total cost and expenses	209,493	210,842	628,809	597,666
Other income (expenses)
Interest and dividends	1	0	9	619
Interest expense	(2,966)	(3,018)	(8,969)	(8,895)
Interest on obligations under leases	(2,237)	(2,436)	(7,122)	(7,287)
Investment gains (including contributions)	0	0	0	29,524
Investment partnership gains (losses)	5,302	21,099	22,710	(9,438)
Total other income (expenses)	100	15,645	6,628	4,523
Earnings (loss) before income taxes	9,050	12,916	24,046	10,485
Income tax expense (benefit)	(248)	4,468	4,739	704
Net earnings	$ 9,298	$ 8,448	$ 19,307	$ 9,781
Earnings per share
Basic earnings per common share	$ 7.36	$ 4.87	$ 11.66	$ 5.71
Diluted earnings per common share	$ 7.35	$ 4.86	$ 11.65	$ 5.70
Weighted average shares and equivalents
Basic	1,263,320	1,735,651	1,655,532	1,714,257
Diluted	1,265,328	1,738,167	1,657,786	1,717,287

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Consolidated Statements Of Comprehensive Income
Net earnings	$ 9,298	$ 8,448	$ 19,307	$ 9,781
Other comprehensive (loss) income:
Net change in unrealized gains and losses on investments	(9)	(226)	(549)	(11,470)
Applicable income taxes	4	82	201	4,352
Reclassification of investment (appreciation) depreciation in net earnings	7	3	62	(54)
Applicable income taxes	(2)	(1)	(21)	18
Reclassification of investment appreciation on contribution to investment partnerships	0	0	0	(29,524)
Applicable income taxes	0	0	0	11,219
Foreign currency translation	(1,888)	(618)	(1,760)	(871)
Other comprehensive loss, net	(1,888)	(760)	(2,067)	(26,330)
Total comprehensive income (loss)	$ 7,410	$ 7,688	$ 17,240	$ (16,549)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Operating activities
Net earnings	$ 19,307	$ 9,781
Adjustments to reconcile net earnings to operating cash flows:
Depreciation and amortization	18,876	18,837
Provision for deferred income taxes	(1,073)	2,541
Asset impairments and other non-cash expenses	446	3,091
Loss on disposal of assets	1,086	815
Realized investment (gains) losses	62	(29,578)
Investment partnership (gains) losses	(22,710)	9,438
Gain on contributions to investment partnerships	0	0
Distributions from investment partnerships	15,000	8,871
Changes in receivables and inventories	6,021	(5,217)
Changes in other assets	(502)	(1,806)
Changes in accounts payable and accrued expenses	(1,932)	3,382
Net cash provided by operating activities	34,581	20,155
Investing activities
Additions of property and equipment	(8,416)	(30,529)
Proceeds from property and equipment disposals	137	2,122
Acquisitions of businesses, net of cash acquired	0	(40,143)
Purchases of investments	(111,485)	(112,530)
Sales of investments and redemptions of fixed maturity securities	12,157	11,986
Changes in restricted assets	(4)	3,098
Net cash used in investing activities	(107,611)	(165,996)
Financing activities
Proceeds from revolving credit facility	0	4,700
Payments on revolving credit facility	(149)	(10,700)
Borrowings on long-term debt	0	217,800
Principal payments on long-term debt	(1,650)	(105,912)
Deferred financing costs	0	(4,754)
Principal payments on direct financing lease obligations	(4,642)	(5,294)
Proceeds from stock rights offering	0	85,873
Proceeds from exercise of stock options	222	24
Net cash (used in) provided by financing activities	(6,219)	181,737
Effect of exchange rate changes on cash	(3)	(305)
(Decrease) increase in cash and cash equivalents	(79,252)	35,591
Cash and cash equivalents at beginning of year	129,669	85,477
Cash and cash equivalents at end of third quarter	$ 50,417	$ 121,068

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY (Unaudited) - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Treasury Stock	Total
Balance at Dec. 31, 2013	$ 899	$ 269,810	$ 367,287	$ 25,805	$ (75,916)	$ 587,885
Net earnings			9,781			9,781
Other comprehensive income, net				(26,330)		(26,330)
Adjustment to Treasury stock for holdings in investment partnerships					(18,594)	(18,594)
Issuance of stock for rights offering	172	122,069	(36,368)			85,873
Exercise of stock options		(1)			25	24
Balance at Sep. 30, 2014	1,071	391,878	340,700	(525)	(94,485)	638,639
Balance at Dec. 31, 2014	1,071	391,877	431,825	(783)	(98,439)	725,551
Net earnings			19,307			19,307
Other comprehensive income, net				(2,067)		(2,067)
Adjustment to Treasury stock for holdings in investment partnerships					(255,272)	(255,272)
Issuance of stock for rights offering						0
Exercise of stock options		(24)			246	222
Balance at Sep. 30, 2015	$ 1,071	$ 391,853	$ 451,132	$ (2,850)	$ (353,465)	$ 487,741

Note 1. Summary of Significant

Note 1. Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Note 1. Summary of Significant Accounting Policies	Description of Business The accompanying unaudited consolidated financial statements of Biglari Holdings Inc. (“Biglari Holdings” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America applicable to interim financial information and with the instructions to form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States of America for complete financial statements. In our opinion, all adjustments considered necessary to present fairly the results of the interim periods have been included and consist only of normal recurring adjustments. The results for the interim periods shown are not necessarily indicative of results for the entire fiscal year. The financial statements contained herein should be read in conjunction with the consolidated financial statements and notes thereto included in our transition report on form 10-K for the period September 25, 2014 to December 31, 2014. Biglari Holdings Inc. is a holding company owning subsidiaries engaged in a number of diverse business activities, including media, property and casualty insurance, and restaurants. The Company’s largest operating subsidiaries are involved in the franchising and operating of restaurants. Biglari Holdings is founded and led by Sardar Biglari, Chairman and Chief Executive Officer of Biglari Holdings and its major operating subsidiaries. The Company’s long-term objective is to maximize per-share intrinsic value. All major operating, investment, and capital allocation decisions are made for the Company and its subsidiaries by Mr. Biglari. Tender Offer On July 1, 2015, The Lion Fund II, L.P. completed a tender offer for common stock of Biglari Holdings. The Lion Fund II, L.P. purchased 616,312 shares at a purchase price of $420.00 per share in cash. As a result of the tender offer, Mr. Biglari beneficially owns approximately 49.5% of the outstanding common stock. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries including Steak n Shake Inc. (“Steak n Shake”), Western Sizzlin Corporation (“Western”), Maxim Inc. (“Maxim”) and First Guard Insurance Company and its agency, 1st Guard Corporation (collectively “First Guard”). Intercompany accounts and transactions have been eliminated in consolidation. Fiscal Year On October 16, 2014, the Company’s Board of Directors approved a change in the Company’s fiscal year end, moving from the last Wednesday in September to December 31 of each year. As a result of the change in year end, the third quarter for 2015 includes the period from July 1, 2015 to September 30, 2015. For comparative purposes, the third quarter for 2014 includes the period from July 1, 2014 to September 30, 2014. The comparative quarter is derived from the books and records of the Company. In the opinion of management, the comparative quarter reflects all adjustments necessary to present the financial position as well as the results of operations in accordance with generally accepted accounting principles (“GAAP”). After the year-end change, Steak n Shake continues to operate on a 52/53 week year, which ends on the last Wednesday of the calendar year. For the third quarters of 2015 and 2014, Steak n Shake’s financial information included the period from July 2, 2015 to September 30, 2015, and July 3, 2014 to October 1, 2014, respectively. For the first nine months of 2015 and 2014, Steak n Shake’s financial information included the period from January 1, 2015 to September 30, 2015, and January 2, 2014 to October 1, 2014 respectively. There were no significant transactions in the intervening periods. Business Acquisitions On February 27, 2014 the Company acquired certain assets and liabilities of Maxim. Maxim is a brand management company whose business lies in media, both in print and in digital, and in licensing of products and services. On March 19, 2014, the Company acquired the stock of First Guard, a direct underwriter of commercial trucking insurance, selling physical damage and nontrucking liability insurance to truckers. These acquisitions were not material, individually or in aggregate, to the Company. The fair value of the assets and liabilities acquired — other than investments, goodwill and intangibles — was not material.

Note 2. New Accounting Standard

Note 2. New Accounting Standards	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Note 2. New Accounting Standards	In April 2015, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidations Analysis In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements-Going Concern In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) In April 2014, the FASB issued ASU 2014-08, Reporting of Discontinued Operations and Disclosures of Disposals of Components of an Entity

Note 3. Earnings Per Share

Note 3. Earnings Per Share	9 Months Ended
	Sep. 30, 2015
Earnings per share
Note 3. Earnings Per Share	Earnings per share of common stock is based on the weighted average number of shares outstanding during the year. During September 2014, Biglari Holdings completed an offering of transferable subscription rights. The offering was oversubscribed and 344,261 new shares of common stock were issued. The Company received net proceeds of $85,873 from the offering. Earnings per share for the third quarter and first nine months of 2014 have been retroactively restated to account for the rights offering. The shares of Company stock attributable to our limited partner interest in The Lion Fund, L.P. and The Lion Fund II, L.P. — based on our proportional ownership during this period — are considered treasury stock on the consolidated balance sheet and thereby deemed not to be included in the calculation of weighted average common shares outstanding. However, these shares are legally outstanding. On July 1, 2015, The Lion Fund II, L.P. completed a tender offer for common stock of Biglari Holdings by purchasing 616,312 shares at a purchase price of $420.00 per share. All of the shares purchased in the tender offer remain legally outstanding. 584,179 of the shares purchased were deemed treasury stock on the consolidated balance sheet and not included in the calculation of weighted average common shares outstanding. The following table presents a reconciliation of basic and diluted weighted average common shares. Third Quarter First Nine Months 2015 2014 2015 2014 Basic earnings per share: Weighted average common shares 1,263,320 1,735,651 1,655,532 1,714,257 Diluted earnings per share: Weighted average common shares 1,263,320 1,735,651 1,655,532 1,714,257 Dilutive effect of stock awards 2,008 2,516 2,254 3,030 Weighted average common and incremental shares 1,265,328 1,738,167 1,657,786 1,717,287 Number of share-based awards excluded from the calculation - - - - The Company’s common stock is $0.50 stated value. The following table presents shares authorized, issued and outstanding. September 30, December 31, 2014 Common stock authorized 2,500,000 2,500,000 Common stock issued 2,142,202 2,142,202 Treasury stock held by the Company (75,511) (76,616) Outstanding shares 2,066,691 2,065,586 Proportional ownership of the Company's common stock in investment partnerships (805,875) (197,533) Net outstanding shares for financial reporting purposes 1,260,816 1,868,053

Note 4. Investments

Note 4. Investments	9 Months Ended
	Sep. 30, 2015
Schedule of Investments [Abstract]
Note 4. Investments	Investments consisted of the following. September 30, December 31, 2014 Cost $ 21,822 $ 11,056 Gross unrealized gains 10 11 Gross unrealized losses (753) (267) Fair value $ 21,079 $ 10,800 Investment gains/losses are recognized when investments are sold (as determined on a specific identification basis) or as otherwise required by GAAP. The timing of realized gains and losses from sales can have a material effect on periodic earnings. However, such realized gains or losses usually have little, if any, impact on total shareholders’ equity because the investments are carried at fair value with any unrealized gains/losses included as a component of accumulated other comprehensive income in shareholders’ equity. We believe that realized investment gains/losses are often meaningless in terms of understanding reported results. Short-term investment gains/losses have caused and may continue to cause significant volatility in our results. The Company recognized a pre-tax gain of $29,524 ($18,305 net of tax) on a contribution of $74,418 in securities to the investment partnerships (as defined below) during the second quarter of 2014. The gain had a material accounting effect on the Company’s 2014 earnings. However, the gain had no impact on total shareholders’ equity because the investments were carried at fair value prior to the contribution, with the unrealized gain included as a component of accumulated other comprehensive income. In connection with the acquisition of First Guard during 2014, we acquired $15,043 of investments.

Note 5. Investment Partnerships

Note 5. Investment Partnerships	9 Months Ended
	Sep. 30, 2015
Note 5. Investment Partnerships
Note 5. Investment Partnerships	The Company reports on the limited partnership interests in The Lion Fund, L.P. and The Lion Fund II, L.P. (collectively the “investment partnerships”) under the equity method of accounting. We record our proportional share of equity in the investment partnerships but exclude Company common stock held by said partnerships. The Company’s pro-rata share of its common stock held by the investment partnerships is recorded as treasury stock even though they are legally outstanding. The Company records gains/losses from investment partnerships (inclusive of the investment partnerships’ unrealized gains and losses on their securities) in the consolidated statements of earnings based on our carrying value of these partnerships. The fair value is calculated net of the general partner’s accrued incentive fees. Gains and losses on Company common stock included in the earnings of these partnerships are eliminated because they are recorded as treasury stock. The fair value and adjustment for Company common stock held by the investment partnerships to determine carrying value of our partnership interest is presented below. Fair Value Company Common Stock Carrying Value Partnership interest at December 31, 2014 $ 776,899 $ 78,917 $ 697,982 Investment partnership (losses) gains (16,313) (39,023) 22,710 Contributions (net of distributions) to investment partnerships 73,500 - 73,500 Increase in proportionate share of Company stock held - 255,272 (255,272) Partnership interest at September 30, 2015 $ 834,086 $ 295,166 $ 538,920 The carrying value of the investment partnerships net of deferred taxes is presented below. September 30, December 31, 2014 Carrying value of investment partnerships $ 538,920 $ 697,982 Deferred tax liability related to investment partnerships (141,723) (141,836) Carrying value of investment partnerships net of deferred taxes $ 397,197 $ 556,146 The Company’s proportionate share of Company stock held by investment partnerships at cost is $332,437 and $77,165 at September 30, 2015 and December 31, 2014, respectively, and is recorded as treasury stock. The carrying value of the partnership interest approximates fair value adjusted by changes in the value of held Company stock. Fair value is according to our proportional ownership interest of the fair value of investments held by the investment partnerships. The fair value measurement is classified as level 3 within the fair value hierarchy. During the third quarters of 2015 and 2014, the Company recorded $5,302 and $21,099 of gains, respectively, from investment partnerships. During the first nine months of 2015 and 2014 we recorded $22,710 of gains and $9,438 of losses, respectively, from investment partnerships. As the general partner of the investment partnerships, Biglari Capital Corp. (“Biglari Capital”) on December 31 of each year will earn an incentive reallocation fee for the Company’s investments equal to 25% of the net profits over an annual hurdle rate of 6% above the previous high-water mark. Our policy is to accrue an estimated incentive fee throughout the year; however, no fees are reallocated until the end of the calendar year. As of September 30, 2015, the Company’s accrued incentive fee for Biglari Capital was $413. No amount was accrued as of September 30, 2014, because the net profits did not exceed the hurdle. Our investments in these partnerships are committed on a rolling 5-year basis. Summarized financial information for The Lion Fund, L.P. and The Lion Fund II, L.P. is presented below. Equity in Investment Partnerships Lion Fund Lion Fund II Current and total assets as of September 30, 2015 $ 176,064 $ 938,029 Current and total liabilities as of September 30, 2015 $ 368 $ 160,168 Revenue for the first nine months ending September 30, 2015 $ (14,112) $ (6,634) Earnings for the first nine months ending September 30, 2015 $ (14,199) $ (8,389) Biglari Holdings’ Ownership Interest 60.9% 93.5% Current and total assets as of September 30, 2014 $ 154,561 $ 548,923 Current and total liabilities as of September 30, 2014 $ 58 $ 25 Revenue for the first nine months ending September 30, 2014 $ (37,003) $ (10,426) Earnings for the first nine months ending September 30, 2014 $ (37,084) $ (10,454) Biglari Holdings’ Ownership Interest 61.6% 95.8% The investments held by the investment partnerships are largely concentrated in the common stock of one investee, Cracker Barrel Old Country Store, Inc.

Note 6. Property and Equipment

Note 6. Property and Equipment	9 Months Ended
	Sep. 30, 2015
Property, Plant and Equipment [Abstract]
Note 6. Property and Equipment	Property and equipment is composed of the following. September 30, December 31, 2014 Land $ 161,557 $ 162,731 Buildings 158,240 159,799 Land and leasehold improvements 161,891 162,887 Equipment 202,776 221,880 Construction in progress 8,533 5,307 692,997 712,604 Less accumulated depreciation and amortization (353,012) (358,729) Property and equipment, net $ 339,985 $ 353,875

Note 7. Goodwill and Other Inta

Note 7. Goodwill and Other Intangibles	9 Months Ended
	Sep. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Note 7. Goodwill and Other Intangibles	Goodwill Goodwill consists of the excess of the purchase price over the fair value of the net assets acquired in connection with business acquisitions. A reconciliation of the change in the carrying value of goodwill is as follows. Restaurants Other Total Goodwill at December 31, 2014 $ 28,251 $ 11,913 $ 40,164 Acquisitions during first nine months 2015 - - - Goodwill at September 30, 2015 $ 28,251 $ 11,913 $ 40,164 We are required to assess goodwill and any indefinite-lived intangible assets for impairment annually, or more frequently if circumstances indicate impairment may have occurred. The analysis of potential impairment of goodwill requires a two-step approach. The first is the estimation of fair value of each reporting unit. If step one indicates that impairment potentially exists, the second step is performed to measure the amount of impairment, if any. Goodwill impairment occurs when the estimated fair value of goodwill is less than its carrying value. The valuation methodology and underlying financial information included in our determination of fair value require significant management judgments. We use both market and income approaches to derive fair value. The judgments in these two approaches include, but are not limited to, comparable market multiples, long-term projections of future financial performance, and the selection of appropriate discount rates used to determine the present value of future cash flows. Changes in such estimates or the application of alternative assumptions could produce significantly different results. No impairment charges for goodwill were recorded in the first nine months of 2015 or 2014. Other Intangibles Other intangibles are composed of the following. September 30, 2015 December 31, 2014 Gross carrying amount Accumulated amortization Total Gross carrying amount Accumulated amortization Total Franchise agreement $ 5,310 $ (2,921) $ 2,389 $ 5,310 $ (2,523) $ 2,787 Other 810 (657) 153 810 (624) 186 Total 6,120 (3,578) 2,542 6,120 (3,147) 2,973 Intangible assets with indefinite lives: Trade names 15,876 - 15,876 15,876 - 15,876 Other assets with indefinite lives 3,476 - 3,476 3,907 - # 3,907 Total intangible assets $ 25,472 $ (3,578) $ 21,894 $ 25,903 $ (3,147) $ 22,756 Intangible assets subject to amortization consist of franchise agreements connected with the purchase of Western as well as rights to favorable leases related to prior acquisitions. These intangible assets are being amortized over their estimated weighted average of useful lives ranging from eight to twelve years. Amortization expense for the first nine months of 2015 and 2014 was $431 and $521, respectively. Total annual amortization expense for each of the next five years will approximate $508. The Company acquired Maxim and First Guard during the first quarter of 2014. Portions of the purchase prices were allocated to intangible assets with indefinite lives. Intangible assets with indefinite lives consist of trade names, franchise rights as well as lease rights.

Note 8. Restaurant Operations R

Note 8. Restaurant Operations Revenues	9 Months Ended
	Sep. 30, 2015
Note 8. Restaurant Operations Revenues
Note 8. Restaurant Operations Revenues	Restaurant operations revenues were as follows. Third Quarter First Nine Months 2015 2014 2015 2014 Net sales $ 203,503 $ 196,823 $ 601,951 $ 573,477 Franchise royalties and fees 4,017 3,946 12,093 12,065 Other 828 768 2,671 2,430 $ 208,348 $ 201,537 $ 616,715 $ 587,972

Note 9. Borrowings

Note 9. Borrowings	9 Months Ended
	Sep. 30, 2015
Debt Disclosure [Abstract]
Note 9. Borrowings	Notes payable and other borrowings include the following. Current portion of notes payable and other borrowings September 30, December 31, 2014 Notes payable $ 2,200 $ 2,200 Unamortized original issue discount (295) (287) Obligations under leases 6,151 6,422 Western revolver 831 980 Total current portion of notes payable and other borrowings $ 8,887 $ 9,315 Long-term notes payable and other borrowings Notes payable $ 214,500 $ 216,150 Unamortized original issue discount (1,478) (1,694) Obligations under leases 92,485 98,139 Total long-term notes payable and other borrowings $ 305,507 $ 312,595 Steak n Shake Credit Facility On March 19, 2014, Steak n Shake and its subsidiaries entered into a new credit agreement. This credit agreement provides for a senior secured term loan facility in an aggregate principal amount of $220,000 and a senior secured revolving credit facility in an aggregate principal amount of up to $30,000. The term loan is scheduled to mature on March 19, 2021. It amortizes at an annual rate of 1.0% in equal quarterly installments, beginning June 30, 2014, at 0.25% of the original principal amount of the term loan, subject to mandatory prepayments from excess cash flow, asset sales and other events described in the credit agreement. The balance will be due at maturity. The revolver will be available on a revolving basis until March 19, 2019. Steak n Shake has the right to request an incremental term loan facility from participating lenders and/or eligible assignees at any time, up to an aggregate total principal amount not to exceed $70,000 if certain customary conditions within the credit agreement are met. Borrowings bear interest at a rate per annum equal to a base rate or a Eurodollar rate (minimum of 1%) plus an applicable margin. Interest on the term loan is based on a Eurodollar rate plus an applicable margin of 3.75% or on the prime rate plus an applicable margin of 2.75%. Interest on loans under the revolver is based on a Eurodollar rate plus an applicable margin ranging from 2.75% to 4.25% or on the prime rate plus an applicable margin ranging from 1.75% to 3.25%. The applicable margins on revolver loans are contingent on Steak n Shake’s total leverage ratio. The revolver also carries a commitment fee ranging from 0.40% to 0.50% per annum, depending on Steak n Shake’s total leverage ratio, on the unused portion of the revolver. The interest rate on the term loan was 4.75% on September 30, 2015. The credit agreement includes customary affirmative and negative covenants and events of default, as well as a financial maintenance covenant, solely with respect to the revolver, relating to the maximum total leverage ratio. Both the term loan and the revolver have been secured by first priority security interests in substantially all the assets of Steak n Shake. Biglari Holdings is not a guarantor under the credit facility. Approximately $118,589 of the proceeds of the term loan were used to repay all outstanding amounts under Steak n Shake’s former credit facility and to pay related fees and expenses, $50,000 of such proceeds were used to pay a cash dividend to Biglari Holdings, and the remaining term loan proceeds of approximately $51,411 are being used by Steak n Shake for working capital and general corporate purposes. As of September 30, 2015, $216,700 was outstanding under the term loan, and no amount was outstanding under the revolver. Interest Rate Swap During 2013, Steak n Shake entered into an interest rate swap for a notional amount of $65,000 which matured on September 30, 2015. During 2011, Steak n Shake entered into an interest rate swap agreement which matures on February 15, 2016. The notional amount of the interest rate swap was $2,000 on September 30, 2015. The carrying amounts for debt reported in the consolidated balance sheet did not differ materially from their fair values at September 30, 2015 and December 31, 2014. The fair value was determined to be a Level 3 fair value measurement.

Note 10. Accumulated Other Comp

Note 10. Accumulated Other Comprehensive Income	9 Months Ended
	Sep. 30, 2015
Equity [Abstract]
Note 10. Accumulated Other Comprehensive Income	During the first nine months of 2015 and 2014, the changes in the balances of each component of accumulated other comprehensive income, net of tax, were as follows. 2015 2014 Foreign Currency Translation Adjustments Investment Gain (Loss) Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments Investment Gain (Loss) Accumulated Other Comprehensive Income (Loss) Beginning Balance $ (620) $ (163) $ (783) $ 295 $ 25,510 $ 25,805 Other comprehensive income (loss) before reclassifications (1,760) (348) (2,108) (871) (7,118) (7,989) Reclassification to (earnings) loss 41 41 (18,341) (18,341) Ending Balance $ (2,380) $ (470) $ (2,850) $ (576) $ 51 $ (525) During the first nine months of 2015 and 2014, the following reclassifications were made from accumulated other comprehensive income to the consolidated statement of earnings. Reclassifications from Accumulated Other Comprehensive Income 2015 2014 Affected Line Item in the Investment gain $ (62) $ 54 Insurance premiums and other - 29,524 Investment gains (including contributions) (21) 11,237 Income tax expense (benefit) $ (41) $ 18,341 Net of tax During the third quarters of 2015 and 2014, the changes in the balances of each component of accumulated other comprehensive income, net of tax, were as follows. Third Quarter 2015 Third Quarter 2014 Foreign Currency Translation Adjustments Investment Gain (Loss) Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments Investment Gain (Loss) Accumulated Other Comprehensive Income (Loss) Beginning Balance $ (492) $ (470) $ (962) $ 42 $ 193 $ 235 Other comprehensive income (loss) before reclassifications (1,888) (5) (1,893) (618) (144) (762) Reclassification to (earnings) loss 5 5 2 2 Ending Balance $ (2,380) $ (470) $ (2,850) $ (576) $ 51 $ (525) During the third quarters of 2015 and 2014, the following reclassifications were made from accumulated other comprehensive income to the consolidated statement of earnings. Reclassifications from Accumulated Other Comprehensive Income Third Quarter 2015 Third Quarter 2014 Affected Line Item in the Investment gain $ (7) $ (3) Insurance premiums and other - - Investment gains (including contributions) (2) (1) Income tax expense (benefit) $ (5) $ (2) Net of tax

Note 11. Income Taxes

Note 11. Income Taxes	9 Months Ended
	Sep. 30, 2015
Income Tax Disclosure [Abstract]
Note 11. Income Taxes	In determining the quarterly provision for income taxes, the Company uses an estimated annual effective tax rate based on expected annual income, statutory tax rates, and available tax planning opportunities in the various jurisdictions in which the Company operates. Unusual or infrequently occurring items are separately recognized during the quarter in which they occur. Income tax for the third quarter of 2015 was a benefit of $248 compared to an expense of $4,468 for the third quarter of 2014. Income tax expense for the first nine months of 2015 was $4,739 compared to an income tax expense of $704 in 2014. The variance in income tax expense between 2015 and 2014 is primarily attributable to tax expense on income from investment partnerships. Income from the partnerships in 2015 is primarily composed of dividend income that is taxed at significantly lower rates than our statutory tax rates. As of September 30, 2015 and December 31, 2014, we had approximately $312 and $453, respectively, of unrecognized tax benefits, which are included in other liabilities in the consolidated balance sheets.

Note 12. Commitments and Contin

Note 12. Commitments and Contingencies	9 Months Ended
	Sep. 30, 2015
Commitments and Contingencies Disclosure [Abstract]
Note 12. Commitments and Contingencies	We are involved in various legal proceedings and have certain unresolved claims pending. We believe, based on examination of these matters and experiences to date, that the ultimate liability, if any, in excess of amounts already provided in our consolidated financial statements is not likely to have a material effect on our results of operations, financial position or cash flows. In 2013 two shareholders of the Company filed derivative actions putatively on behalf of the Company against the members of our Board of Directors in the United States District Courts for the Southern District of Indiana and the Western District of Texas. The actions were consolidated in the Southern District of Indiana in 2014. On March 18, 2015, the United States District Court for the Southern District of Indiana granted a motion to dismiss the derivative actions in favor of the Company. In addition, the Court issued judgment on all counts in favor of the Company and its directors. The two shareholders have appealed the Court’s decision.

Note 13. Fair Value of Financia

Note 13. Fair Value of Financial Assets and Liabilities	9 Months Ended
	Sep. 30, 2015
Fair Value Disclosures [Abstract]
Note 13. Fair Value of Financial Assets and Liabilities	The fair values of substantially all of our financial instruments were measured using market or income approaches. Considerable judgment may be required in interpreting market data used to develop the estimates of fair value. Accordingly, the fair values presented are not necessarily indicative of the amounts that could be realized in an actual current market exchange. The use of alternative market assumptions and/or estimation methodologies may have a material effect on the estimated fair value. The hierarchy for measuring fair value consists of Levels 1 through 3, which are described below. · Level 1 – Inputs represent unadjusted quoted prices for identical assets or liabilities exchanged in active markets. · Level 2 – Inputs include directly or indirectly observable inputs (other than Level 1 inputs) such as quoted prices for similar assets or liabilities exchanged in active or inactive markets; quoted prices for identical assets or liabilities exchanged in inactive markets; other inputs that may be considered in fair value determinations of the assets or liabilities, such as interest rates and yield curves, volatilities, prepayment speeds, loss severities, credit risks and default rates; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Pricing evaluations generally reflect discounted expected future cash flows, which incorporate yield curves for instruments with similar characteristics, such as credit ratings, estimated durations and yields for other instruments of the issuer or entities in the same industry sector. · Level 3 – Inputs include unobservable inputs used in the measurement of assets and liabilities. Management is required to use its own assumptions regarding unobservable inputs because there is little, if any, market activity in the assets or liabilities and we may be unable to corroborate the related observable inputs. Unobservable inputs require management to make certain projections and assumptions about the information that would be used by market participants in pricing assets or liabilities. The following methods and assumptions were used to determine the fair value of each class of the following assets and liabilities recorded at fair value in the consolidated balance sheet: Cash equivalents: Equity securities: Bonds: Non-qualified deferred compensation plan investments: Interest rate swaps: As of September 30, 2015 and December 31, 2014, the fair values of financial assets and liabilities were as follows. September 30, 2015 December 31, 2014 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 2,281 $ - $ - $ 2,281 $ 11,227 $ - $ - $ 11,227 Equity securities: Insurance 5,344 - - 5,344 5,781 - - 5,781 Bonds - 18,364 - 18,364 - 7,644 - 7,644 Non-qualified deferred compensation plan investments 2,115 - - 2,115 1,958 - - 1,958 Total assets at fair value $ 9,740 $ 18,364 $ - $ 28,104 $ 18,966 $ 7,644 $ - $ 26,610 Liabilities Interest rate swaps $ - $ 7 $ - $ 7 $ - $ 175 $ - $ 175 Total liabilities at fair value $ - $ 7 $ - $ 7 $ - $ 175 $ - $ 175 There were no changes in our valuation techniques used to measure fair values on a recurring basis.

Note 14. Related Party Transact

Note 14. Related Party Transactions	9 Months Ended
	Sep. 30, 2015
Related Party Transactions [Abstract]
Note 14. Related Party Transactions	In 2013 Biglari Holdings entered into the following agreements with Mr. Biglari, its Chairman and Chief Executive Officer: (i) a Stock Purchase Agreement for the sale of Biglari Capital to Mr. Biglari (the “Biglari Capital Transaction”); (ii) a Shared Services Agreement with Biglari Capital, and (iii) a First Amendment to the Amended and Restated Incentive Bonus Agreement with Mr. Biglari (the “Incentive Agreement Amendment”). The transactions contemplated thereby were unanimously approved by the independent Governance, Compensation and Nominating Committee of the Board of Directors of the Company (the “Committee”), which retained separate counsel, tax/accounting advisors, an independent compensation consultant, and a financial advisor to assist the Committee in the structuring, evaluation, and negotiation of such transactions. Shared Services Agreement Investments in The Lion Fund, L.P. and The Lion Fund II, L.P. As the general partner of the investment partnerships, Biglari Capital on December 31 of each year will earn an incentive reallocation fee for the Company’s investments equal to 25% of the net profits over an annual hurdle rate of 6% above the previous high-water mark. Our policy is to accrue an estimated incentive fee throughout the year; however, no fees are reallocated until the end of the calendar year. As of September 30, 2015, the Company’s accrued incentive fee for Biglari Capital was $413. No amount was accrued as of September 30, 2014, because the net profits did not exceed the hurdle. Also in connection with the Biglari Capital Transaction, Biglari Holdings and Mr. Biglari entered into the Incentive Agreement Amendment which amends the Amended and Restated Incentive Bonus Agreement with Mr. Biglari to reflect and give effect to the Biglari Capital Transaction, which excludes earnings by the investment partnerships from the calculation of Mr. Biglari’s incentive bonus. License Agreement In 2013 the Company entered into a Trademark License Agreement (the “License Agreement”) with Mr. Biglari. The License Agreement was unanimously approved by the Committee. In addition, the license under the License Agreement is provided on a royalty-free basis in the absence of specified extraordinary events described below. Accordingly, the Company and its subsidiaries have paid no royalties to Mr. Biglari under the License Agreement since its inception. Under the License Agreement, Mr. Biglari granted to the Company an exclusive license to use the Biglari and Biglari Holdings names (the “Licensed Marks”) in association with various products and services (collectively the “Products and Services”). Upon (a) the expiration of twenty years from the date of the License Agreement (subject to extension as provided in the License Agreement), (b) Mr. Biglari’s death, (c) the termination of Mr. Biglari’s employment by the Company for Cause (as defined in the License Agreement), or (d) Mr. Biglari’s resignation from his employment with the Company absent an Involuntary Termination Event (as defined in the License Agreement), the Licensed Marks for the Products and Services will transfer from Mr. Biglari to the Company, without any compensation, if the Company is continuing to use the Licensed Marks in the ordinary course of its business. Otherwise, the rights will revert to Mr. Biglari. If (i) a Change of Control (as defined in the License Agreement) of the Company; (ii) the termination of Mr. Biglari’s employment by the Company without Cause; or (iii) Mr. Biglari’s resignation from his employment with the Company due to an Involuntary Termination Event (each, a “Triggering Event”) were to occur, Mr. Biglari would be entitled to receive a 2.5% royalty on “Revenues” with respect to the “Royalty Period.” The royalty payment to Mr. Biglari would not apply to all revenues received by Biglari Holdings and its subsidiaries nor would it apply retrospectively ( i.e. “Revenues” means all revenues received, on an accrual basis under GAAP, by the Company, its subsidiaries and affiliates from the following: (1) all Products and Services covered by the License Agreement bearing or associated with the names Biglari and Biglari Holdings at any time (whether prior to or after a Triggering Event). This category would include, without limitation, the use of Biglari or Biglari Holdings in the public name of a business providing any covered Product or Service; and (2) all covered Products, Services and businesses that the Company has specifically identified, prior to a Triggering Event, will bear, use or be associated with the name Biglari or Biglari Holdings. The Committee unanimously approved the association of the Biglari name and mark with all of Steak n Shake’s restaurants (including Company operated and franchised locations), products and brands. On May 14, 2013, the Company, Steak n Shake, LLC and Steak n Shake Enterprises, Inc. entered into a Trademark Sublicense Agreement in connection therewith. Accordingly, revenues received by the Company, its subsidiaries and affiliates from Steak n Shake’s restaurants, products and brands would come within the definition of Revenues for purposes of the License Agreement. The “Royalty Period” is a defined period of time, after the Triggering Event, calculated as follows: (i) if, following three months after a Triggering Event, the Company or any of its subsidiaries or affiliates continues to use the Biglari or Biglari Holdings name in connection with any covered product or service, or continues to use Biglari as part of its corporate or public company name, then the “Royalty Period” will equal (a) the period of time during which the Company or any of its subsidiaries or affiliates continues any such use, plus (b) a period of time after the Company, its subsidiaries and affiliates have ceased all uses of the names Biglari and Biglari Holdings equal to the length of the term of the License Agreement prior to the Triggering Event, plus three years. As an example, if a Triggering Event occurs five years after the date of the License Agreement, and the Company ceases all uses of the Biglari and Biglari Holdings names two years after the Triggering Event, the Royalty Period will equal a total of ten years (the sum of two years after the Triggering Event during which the Biglari and Biglari Holdings names are being used, plus a period of time equal to the five years prior to the Triggering Event, plus three years); or (ii) if the Company, its subsidiaries and affiliates cease all uses of the Biglari and Biglari Holdings names within three months after a Triggering Event, then the “Royalty Period” will equal the length of the term of the License Agreement prior to the Triggering Event, plus three years. As an example, if a Triggering Event occurs five years after the date of the License Agreement, and the Company ceases all uses of the Biglari and Biglari Holdings names two months after the Triggering Event, the Royalty Period will equal a total of eight years (the sum of the period of time equal to the five years prior to the Triggering Event, plus three years). Notwithstanding the above methods of determining the Royalty Period, the minimum Royalty Period is five years after a Triggering Event.

Note 15. Business Segment Repor

Note 15. Business Segment Reporting	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
Note 15. Business Segment Reporting	Our restaurant operations include Steak n Shake and Western. As a result of the acquisitions of Maxim and First Guard, the Company reports segment information for these businesses. Other business activities not specifically identified with reportable business segments are presented in other. Revenue by segment for the third quarters and first nine months of 2015 and 2014 were as follows. Third Quarter First Nine Months 2015 2014 2015 2014 Operating Businesses: Restaurant Operations: Steak n Shake $ 204,837 $ 198,157 $ 606,138 $ 578,375 Western 3,511 3,380 10,577 9,597 Total Restaurant Operations 208,348 201,537 616,715 587,972 First Guard 4,391 2,834 11,762 5,715 Maxim 5,704 3,742 17,750 9,941 $ 218,443 $ 208,113 $ 646,227 $ 603,628 Earnings (losses) before income taxes by segment for the third quarters and first nine months of 2015 and 2014 were as follows. Third Quarter First Nine Months 2015 2014 2015 2014 Operating Businesses: Restaurant Operations: Steak n Shake $ 10,826 $ 437 $ 30,876 $ 17,197 Western 708 283 1,806 1,436 Total Restaurant Operations 11,534 720 32,682 18,633 First Guard 1,302 626 3,101 1,461 Maxim (4,211) (6,969) (14,270) (15,981) Other 108 2,583 255 2,512 Total Operating Businesses 8,733 (3,040) 21,768 6,625 Corporate and Investments: Corporate (2,019) (2,125) (11,463) (7,331) Investment gains (including contributions) - - - 29,524 Investment partnership gains (losses) 5,302 21,099 22,710 (9,438) Total corporate and Investments 3,283 18,974 11,247 12,755 Interest expense on notes payable and other borrowings (2,966) (3,018) (8,969) (8,895) $ 9,050 $ 12,916 $ 24,046 $ 10,485

Note 1. Summary of Significan23

Note 1. Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Description of Business	The accompanying unaudited consolidated financial statements of Biglari Holdings Inc. (“Biglari Holdings” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America applicable to interim financial information and with the instructions to form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States of America for complete financial statements. In our opinion, all adjustments considered necessary to present fairly the results of the interim periods have been included and consist only of normal recurring adjustments. The results for the interim periods shown are not necessarily indicative of results for the entire fiscal year. The financial statements contained herein should be read in conjunction with the consolidated financial statements and notes thereto included in our transition report on form 10-K for the period September 25, 2014 to December 31, 2014. Biglari Holdings Inc. is a holding company owning subsidiaries engaged in a number of diverse business activities, including media, property and casualty insurance, and restaurants. The Company’s largest operating subsidiaries are involved in the franchising and operating of restaurants. Biglari Holdings is founded and led by Sardar Biglari, Chairman and Chief Executive Officer of Biglari Holdings and its major operating subsidiaries. The Company’s long-term objective is to maximize per-share intrinsic value. All major operating, investment, and capital allocation decisions are made for the Company and its subsidiaries by Mr. Biglari.
Tender Offer	On July 1, 2015, The Lion Fund II, L.P. completed a tender offer for common stock of Biglari Holdings. The Lion Fund II, L.P. purchased 616,312 shares at a purchase price of $420.00 per share in cash. As a result of the tender offer, Mr. Biglari beneficially owns approximately 49.5% of the outstanding common stock.
Principles of Consolidation	The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries including Steak n Shake Inc. (“Steak n Shake”), Western Sizzlin Corporation (“Western”), Maxim Inc. (“Maxim”) and First Guard Insurance Company and its agency, 1st Guard Corporation (collectively “First Guard”). Intercompany accounts and transactions have been eliminated in consolidation.
Fiscal Year	On October 16, 2014, the Company’s Board of Directors approved a change in the Company’s fiscal year end, moving from the last Wednesday in September to December 31 of each year. As a result of the change in year end, the third quarter for 2015 includes the period from July 1, 2015 to September 30, 2015. For comparative purposes, the third quarter for 2014 includes the period from July 1, 2014 to September 30, 2014. The comparative quarter is derived from the books and records of the Company. In the opinion of management, the comparative quarter reflects all adjustments necessary to present the financial position as well as the results of operations in accordance with generally accepted accounting principles (“GAAP”). After the year-end change, Steak n Shake continues to operate on a 52/53 week year, which ends on the last Wednesday of the calendar year. For the third quarters of 2015 and 2014, Steak n Shake’s financial information included the period from July 2, 2015 to September 30, 2015, and July 3, 2014 to October 1, 2014, respectively. For the first nine months of 2015 and 2014, Steak n Shake’s financial information included the period from January 1, 2015 to September 30, 2015, and January 2, 2014 to October 1, 2014 respectively. There were no significant transactions in the intervening periods.
Business Acquisitions	On February 27, 2014 the Company acquired certain assets and liabilities of Maxim. Maxim is a brand management company whose business lies in media, both in print and in digital, and in licensing of products and services. On March 19, 2014, the Company acquired the stock of First Guard, a direct underwriter of commercial trucking insurance, selling physical damage and nontrucking liability insurance to truckers. These acquisitions were not material, individually or in aggregate, to the Company. The fair value of the assets and liabilities acquired — other than investments, goodwill and intangibles — was not material.

Note 3. Earnings Per Share (Tab

Note 3. Earnings Per Share (Tables)	9 Months Ended
	Sep. 30, 2015
Earnings per share
Reconciliation of basic and diluted weighted average common shares	Third Quarter First Nine Months 2015 2014 2015 2014 Basic earnings per share: Weighted average common shares 1,263,320 1,735,651 1,655,532 1,714,257 Diluted earnings per share: Weighted average common shares 1,263,320 1,735,651 1,655,532 1,714,257 Dilutive effect of stock awards 2,008 2,516 2,254 3,030 Weighted average common and incremental shares 1,265,328 1,738,167 1,657,786 1,717,287 Number of share-based awards excluded from the calculation - - - -
Summary of outstanding shares	September 30, December 31, 2014 Common stock authorized 2,500,000 2,500,000 Common stock issued 2,142,202 2,142,202 Treasury stock held by the Company (75,511) (76,616) Outstanding shares 2,066,691 2,065,586 Proportional ownership of the Company's common stock in investment partnerships (805,875) (197,533) Net outstanding shares for financial reporting purposes 1,260,816 1,868,053

Note 4. Investments (Tables)

Note 4. Investments (Tables)	9 Months Ended
	Sep. 30, 2015
Schedule of Investments [Abstract]
Schedule of fair value of Investments	September 30, December 31, 2014 Cost $ 21,822 $ 11,056 Gross unrealized gains 10 11 Gross unrealized losses (753) (267) Fair value $ 21,079 $ 10,800

Note 5. Investment Partnershi26

Note 5. Investment Partnerships (Tables)	9 Months Ended
	Sep. 30, 2015
Note 5. Investment Partnerships
Fair value and carrying value of our partnership interest	Fair Value Company Common Stock Carrying Value Partnership interest at December 31, 2014 $ 776,899 $ 78,917 $ 697,982 Investment partnership (losses) gains (16,313) (39,023) 22,710 Contributions (net of distributions) to investment partnerships 73,500 - 73,500 Increase in proportionate share of Company stock held - 255,272 (255,272) Partnership interest at September 30, 2015 $ 834,086 $ 295,166 $ 538,920
Carrying value of investment partnerships net of deferred taxes	September 30, December 31, 2014 Carrying value of investment partnerships $ 538,920 $ 697,982 Deferred tax liability related to investment partnerships (141,723) (141,836) Carrying value of investment partnerships net of deferred taxes $ 397,197 $ 556,146
Summarized financial information for Equity in Investment Partnerships	Equity in Investment Partnerships Lion Fund Lion Fund II Current and total assets as of September 30, 2015 $ 176,064 $ 938,029 Current and total liabilities as of September 30, 2015 $ 368 $ 160,168 Revenue for the first nine months ending September 30, 2015 $ (14,112) $ (6,634) Earnings for the first nine months ending September 30, 2015 $ (14,199) $ (8,389) Biglari Holdings’ Ownership Interest 60.9% 93.5% Current and total assets as of September 30, 2014 $ 154,561 $ 548,923 Current and total liabilities as of September 30, 2014 $ 58 $ 25 Revenue for the first nine months ending September 30, 2014 $ (37,003) $ (10,426) Earnings for the first nine months ending September 30, 2014 $ (37,084) $ (10,454) Biglari Holdings’ Ownership Interest 61.6% 95.8%

Note 6. Property and Equipment

Note 6. Property and Equipment (Tables)	9 Months Ended
	Sep. 30, 2015
Property, Plant and Equipment [Abstract]
Schedule of Property, Plant and Equipment	September 30, December 31, 2014 Land $ 161,557 $ 162,731 Buildings 158,240 159,799 Land and leasehold improvements 161,891 162,887 Equipment 202,776 221,880 Construction in progress 8,533 5,307 692,997 712,604 Less accumulated depreciation and amortization (353,012) (358,729) Property and equipment, net $ 339,985 $ 353,875

Note 7. Goodwill and Other In28

Note 7. Goodwill and Other Intangibles (Tables)	9 Months Ended
	Sep. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	Restaurants Other Total Goodwill at December 31, 2014 $ 28,251 $ 11,913 $ 40,164 Acquisitions during first nine months 2015 - - - Goodwill at September 30, 2015 $ 28,251 $ 11,913 $ 40,164
Schedule of Other Intangibles	September 30, 2015 December 31, 2014 Gross carrying amount Accumulated amortization Total Gross carrying amount Accumulated amortization Total Franchise agreement $ 5,310 $ (2,921) $ 2,389 $ 5,310 $ (2,523) $ 2,787 Other 810 (657) 153 810 (624) 186 Total 6,120 (3,578) 2,542 6,120 (3,147) 2,973 Intangible assets with indefinite lives: Trade names 15,876 - 15,876 15,876 - 15,876 Other assets with indefinite lives 3,476 - 3,476 3,907 - # 3,907 Total intangible assets $ 25,472 $ (3,578) $ 21,894 $ 25,903 $ (3,147) $ 22,756

Note 8. Restaurant Operations29

Note 8. Restaurant Operations Revenues (Tables)	9 Months Ended
	Sep. 30, 2015
Note 8. Restaurant Operations Revenues
Summary of restaurant operations revenues	Third Quarter First Nine Months 2015 2014 2015 2014 Net sales $ 203,503 $ 196,823 $ 601,951 $ 573,477 Franchise royalties and fees 4,017 3,946 12,093 12,065 Other 828 768 2,671 2,430 $ 208,348 $ 201,537 $ 616,715 $ 587,972

Note 9. Borrowings (Tables)

Note 9. Borrowings (Tables)	9 Months Ended
	Sep. 30, 2015
Debt Disclosure [Abstract]
Schedule of notes payable and other borrowings	Current portion of notes payable and other borrowings September 30, December 31, 2014 Notes payable $ 2,200 $ 2,200 Unamortized original issue discount (295) (287) Obligations under leases 6,151 6,422 Western revolver 831 980 Total current portion of notes payable and other borrowings $ 8,887 $ 9,315 Long-term notes payable and other borrowings Notes payable $ 214,500 $ 216,150 Unamortized original issue discount (1,478) (1,694) Obligations under leases 92,485 98,139 Total long-term notes payable and other borrowings $ 305,507 $ 312,595

Note 10. Accumulated Other Co31

Note 10. Accumulated Other Comprehensive Income (Tables)	9 Months Ended
	Sep. 30, 2015
Equity [Abstract]
Component of accumulated other comprehensive income	During the first nine months of 2015 and 2014, the changes in the balances of each component of accumulated other comprehensive income, net of tax, were as follows. 2015 2014 Foreign Currency Translation Adjustments Investment Gain (Loss) Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments Investment Gain (Loss) Accumulated Other Comprehensive Income (Loss) Beginning Balance $ (620) $ (163) $ (783) $ 295 $ 25,510 $ 25,805 Other comprehensive income (loss) before reclassifications (1,760) (348) (2,108) (871) (7,118) (7,989) Reclassification to (earnings) loss 41 41 (18,341) (18,341) Ending Balance $ (2,380) $ (470) $ (2,850) $ (576) $ 51 $ (525) During the third quarters of 2015 and 2014, the changes in the balances of each component of accumulated other comprehensive income, net of tax, were as follows. Third Quarter 2015 Third Quarter 2014 Foreign Currency Translation Adjustments Investment Gain (Loss) Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments Investment Gain (Loss) Accumulated Other Comprehensive Income (Loss) Beginning Balance $ (492) $ (470) $ (962) $ 42 $ 193 $ 235 Other comprehensive income (loss) before reclassifications (1,888) (5) (1,893) (618) (144) (762) Reclassification to (earnings) loss 5 5 2 2 Ending Balance $ (2,380) $ (470) $ (2,850) $ (576) $ 51 $ (525)
Reclassifications from accumulated other comprehensive income (loss)	During the first nine months of 2015 and 2014, the following reclassifications were made from accumulated other comprehensive income to the consolidated statement of earnings. Reclassifications from Accumulated Other Comprehensive Income 2015 2014 Affected Line Item in the Investment gain $ (62) $ 54 Insurance premiums and other - 29,524 Investment gains (including contributions) (21) 11,237 Income tax expense (benefit) $ (41) $ 18,341 Net of tax During the third quarters of 2015 and 2014, the following reclassifications were made from accumulated other comprehensive income to the consolidated statement of earnings. Reclassifications from Accumulated Other Comprehensive Income Third Quarter 2015 Third Quarter 2014 Affected Line Item in the Investment gain $ (7) $ (3) Insurance premiums and other - - Investment gains (including contributions) (2) (1) Income tax expense (benefit) $ (5) $ (2) Net of tax

Note 13. Fair Value of Financ32

Note 13. Fair Value of Financial Assets and Liabilities (Tables)	9 Months Ended
	Sep. 30, 2015
Fair Value Disclosures [Abstract]
Schedule Of Fair Value Assets And Liabilities	September 30, 2015 December 31, 2014 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Cash equivalents $ 2,281 $ - $ - $ 2,281 $ 11,227 $ - $ - $ 11,227 Equity securities: Insurance 5,344 - - 5,344 5,781 - - 5,781 Bonds - 18,364 - 18,364 - 7,644 - 7,644 Non-qualified deferred compensation plan investments 2,115 - - 2,115 1,958 - - 1,958 Total assets at fair value $ 9,740 $ 18,364 $ - $ 28,104 $ 18,966 $ 7,644 $ - $ 26,610 Liabilities Interest rate swaps $ - $ 7 $ - $ 7 $ - $ 175 $ - $ 175 Total liabilities at fair value $ - $ 7 $ - $ 7 $ - $ 175 $ - $ 175

Note 15. Business Segment Rep33

Note 15. Business Segment Reporting (Tables)	9 Months Ended
	Sep. 30, 2015
Segment Reporting [Abstract]
Schedule Of Revenue by Segment	Third Quarter First Nine Months 2015 2014 2015 2014 Operating Businesses: Restaurant Operations: Steak n Shake $ 204,837 $ 198,157 $ 606,138 $ 578,375 Western 3,511 3,380 10,577 9,597 Total Restaurant Operations 208,348 201,537 616,715 587,972 First Guard 4,391 2,834 11,762 5,715 Maxim 5,704 3,742 17,750 9,941 $ 218,443 $ 208,113 $ 646,227 $ 603,628
Schedule of reconciliation of segments earnings to consolidated	Third Quarter First Nine Months 2015 2014 2015 2014 Operating Businesses: Restaurant Operations: Steak n Shake $ 10,826 $ 437 $ 30,876 $ 17,197 Western 708 283 1,806 1,436 Total Restaurant Operations 11,534 720 32,682 18,633 First Guard 1,302 626 3,101 1,461 Maxim (4,211) (6,969) (14,270) (15,981) Other 108 2,583 255 2,512 Total Operating Businesses 8,733 (3,040) 21,768 6,625 Corporate and Investments: Corporate (2,019) (2,125) (11,463) (7,331) Investment gains (including contributions) - - - 29,524 Investment partnership gains (losses) 5,302 21,099 22,710 (9,438) Total corporate and Investments 3,283 18,974 11,247 12,755 Interest expense on notes payable and other borrowings (2,966) (3,018) (8,969) (8,895) $ 9,050 $ 12,916 $ 24,046 $ 10,485

Note 3. Earnings Per Share (Det

Note 3. Earnings Per Share (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Basic earnings per share:
Weighted average common shares	1,263,320	1,735,651	1,655,532	1,714,257
Diluted earnings per share:
Weighted average common shares	1,263,320	1,735,651	1,655,532	1,714,257
Dilutive effect of stock awards	2,008	2,516	2,254	3,030
Weighted average common and incremental shares	1,265,328	1,738,167	1,657,786	1,717,287
Number of share-based awards excluded from the calculation	0	0	0	0

Note 3. Earnings Per Share (D35

Note 3. Earnings Per Share (Details 1) - shares	Sep. 30, 2015	Dec. 31, 2014
Notes to Financial Statements
Common stock authorized	2,500,000	2,500,000
Common stock issued	2,142,202	2,142,202
Treasury stock held by the Company	(75,511)	(76,616)
Outstanding shares	2,066,691	2,065,586
Proportional ownership of the Company's common stock in The Lion Fund, L.P.	(805,875)	(197,533)
Net outstanding shares for financial reporting purposes	1,260,816	1,868,053

Note 4. Investments (Details)

Note 4. Investments (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2014
Schedule of Investments [Abstract]
Cost	$ 21,822	$ 11,056
Gross unrealized gains	10	11
Gross unrealized losses	(753)	(267)
Fair value	$ 21,079	$ 10,800

Note 5. Investment Partnershi37

Note 5. Investment Partnerships (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Investment partnership (losses) gains	$ 5,302	$ 21,099	$ 22,710	$ (9,438)
Fair Value
Partnership interest, beginning			776,899
Investment partnership (losses) gains			(16,313)
Contributions (net of distributions)			73,500
Increase in proportionate share of Company stock held			0
Partnership interest, ending	834,086		834,086
Company common Stock
Partnership interest, beginning			78,917
Investment partnership (losses) gains			(39,023)
Contributions (net of distributions)			0
Increase in proportionate share of Company stock held			255,272
Partnership interest, ending	295,166		295,166
Carrying Value
Partnership interest, beginning			697,982
Investment partnership (losses) gains			22,710
Contributions (net of distributions)			73,500
Increase in proportionate share of Company stock held			(255,272)
Partnership interest, ending	$ 538,920		$ 538,920

Note 5. Investment Partnershi38

Note 5. Investment Partnerships (Details 1) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Note 5. Investment Partnerships
Carrying value of investment partnerships	$ 538,920	$ 697,982
Deferred tax liability related to investment partnerships	(141,723)	(141,836)
Carrying value of investment partnerships net of deferred taxes	$ 397,197	$ 556,146

Note 5. Investment Partnershi39

Note 5. Investment Partnerships (Details 2) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Earnings for nine months period	$ 5,302	$ 21,099	$ 22,710	$ (9,438)
Lion Fund
Current and Total Assets	176,064	154,561	176,064	154,561
Current and Total Liabilities	$ 368	$ 58	368	58
Revenue for nine months period			(14,112)	(37,003)
Earnings for nine months period			$ (14,199)	$ (37,084)
Biglari Holding's Ownership Interest	60.90%	61.60%	60.90%	61.60%
Lion Fund II
Current and Total Assets	$ 938,029	$ 548,923	$ 938,029	$ 548,923
Current and Total Liabilities	$ 160,168	$ 25	160,168	25
Revenue for nine months period			(6,634)	(10,426)
Earnings for nine months period			$ (8,389)	$ (10,454)
Biglari Holding's Ownership Interest	93.50%	95.80%	93.50%	95.80%

Note 5. Investment Partnershi40

Note 5. Investment Partnerships (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Note 5. Investment Partnerships
Investment partnership gains (losses)	$ 5,302	$ 21,099	$ 22,710	$ (9,438)
Proportionate share of Company stock held by investment partnerships at cost	$ 332,437		332,437		$ 77,165
Accrued incentive fee			$ 413	$ 0

Note 6. Property and Equipmen41

Note 6. Property and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Property, Plant and Equipment [Abstract]
Land	$ 161,557	$ 162,731
Buildings	158,240	159,799
Land and leasehold improvements	161,891	162,887
Equipment	202,776	221,880
Construction in progress	8,533	5,307
Property and equipment, gross	692,997	712,604
Less accumulated depreciation and amortization	(353,012)	(358,729)
Property and equipment, net	$ 339,985	$ 353,875

Note 7. Schedule of Goodwill (D

Note 7. Schedule of Goodwill (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)
Balance at beginning of year	$ 40,164
Acquisition during period	0
Balance at end of period	40,164
Restaurant
Balance at beginning of year	28,251
Acquisition during period	0
Balance at end of period	28,251
Other
Balance at beginning of year	11,913
Acquisition during period	0
Balance at end of period	$ 11,913

Note 7. Goodwill and Other In43

Note 7. Goodwill and Other Intangibles (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Gross carrying amount	$ 25,472	$ 25,903
Accumulated amortization	(3,578)	(3,147)
Total intangible assets	21,894	22,756
Finite-Lived Intangible Assets [Member]
Gross carrying amount	6,120	6,120
Accumulated amortization	(3,578)	(3,147)
Total intangible assets	2,542	2,973
Franchise Agreement | Finite-Lived Intangible Assets [Member]
Gross carrying amount	5,310	5,310
Accumulated amortization	(2,921)	(2,523)
Total intangible assets	2,389	2,787
Other | Finite-Lived Intangible Assets [Member]
Gross carrying amount	810	810
Accumulated amortization	(657)	(624)
Total intangible assets	153	186
Other | Indefinite-lived Intangible Assets [Member]
Gross carrying amount	3,476	3,907
Accumulated amortization	0	0
Total intangible assets	3,476	3,907
Trade names [Member] | Indefinite-lived Intangible Assets [Member]
Gross carrying amount	15,876	15,876
Accumulated amortization	0	0
Total intangible assets	$ 15,876	$ 15,876

Note 7. Goodwill and Other In44

Note 7. Goodwill and Other Intangibles (Details Narrative) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense	$ 431	$ 521
Future amortization expense for each of the next five years	$ 508

Note 8. Restaurant Operations45

Note 8. Restaurant Operations Revenues (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Note 8. Restaurant Operations Revenues
Net sales	$ 203,503	$ 196,823	$ 601,951	$ 573,477
Franchise royalties and fees	4,017	3,946	12,093	12,065
Other	828	768	2,671	2,430
Restaurant operations revenue	$ 208,348	$ 201,537	$ 616,715	$ 587,972

Note 9. Borrowings (Details)

Note 9. Borrowings (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Debt Disclosure [Abstract]
Notes payable	$ 2,200	$ 2,200
Unamortized original issue discount	(295)	(287)
Obligations under leases	6,151	6,422
Western revolver	831	980
Total current portion of notes payable and other borrowings	8,887	9,315
Notes payable	214,500	216,150
Unamortized original issue discount	(1,478)	(1,694)
Obligations under leases	92,485	98,139
Total long-term notes payable and other borrowings	$ 305,507	$ 312,595

Note 9. Borrowings (Details Nar

Note 9. Borrowings (Details Narrative) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Fair value of the interest rate swap liability	$ 7	$ 175
Term Loan
Interest rate	4.75%
Steak n Shake Agreement 2013 [Member]
Outstanding debt	$ 216,700
Fair value of the interest rate swap liability		132
Notional amount of the interest rate swap	$ 2,000
Steak n Shake Agreement 2011 [Member]
Fair value of the interest rate swap liability		$ 43

Note 10. Accumulated Other Co48

Note 10. Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Beginning Balance	$ (962)	$ 235	$ (783)	$ 25,805
Other comprehensive income (loss) before reclassifications	(1,893)	(762)	(2,108)	(7,989)
Reclassification to (earnings) loss	5	2	41	(18,341)
Ending Balance	(2,850)	(525)	(2,850)	(525)
Foreign Currency Translation Adjustments
Beginning Balance	(492)	42	(620)	295
Other comprehensive income (loss) before reclassifications	(1,888)	(618)	(1,760)	(871)
Reclassification to (earnings) loss	0	0	0	0
Ending Balance	(2,380)	(576)	(2,380)	(576)
Investment Gain (Loss)
Beginning Balance	(470)	193	(163)	25,510
Other comprehensive income (loss) before reclassifications	(5)	(144)	(348)	(7,118)
Reclassification to (earnings) loss	5	2	41	(18,341)
Ending Balance	$ (470)	$ 51	$ (470)	$ 51

Note 10. Accumulated Other Co49

Note 10. Accumulated Other Comprehensive Income (Details 1) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Reclassifications from Accumulated Other Comprehensive Income (Loss)	$ (5)	$ (2)	$ (41)	$ 18,341
Insurance Premiums and other [Member]
Reclassifications from Accumulated Other Comprehensive Income (Loss)	(7)	(3)	(62)	54
Investment gains (including contribution)
Reclassifications from Accumulated Other Comprehensive Income (Loss)	0	0	0	29,524
Income Tax Expense (benefit) [Member]
Reclassifications from Accumulated Other Comprehensive Income (Loss)	$ (2)	$ (1)	$ (21)	$ 11,237

Note 11. Income Taxes (Details

Note 11. Income Taxes (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Income Tax Disclosure [Abstract]
Income taxes	$ (248)	$ 4,468	$ 4,739	$ 704
Unrecognized tax benefits	$ 312		$ 312		$ 453

Note 13. Fair Value of Financ51

Note 13. Fair Value of Financial Assets and Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Assets
Cash equivalents	$ 2,281	$ 11,227
Equity securities	5,344	5,781
Bonds	18,364	7,644
Non-qualified deferred compensation plan investments	2,115	1,958
Total assets at fair value	28,104	26,610
Liabilities
Interest rate swaps	7	175
Total liabilities at fair value	7	175
Level 1
Assets
Cash equivalents	2,281	11,227
Equity securities	5,344	5,781
Bonds	0	0
Non-qualified deferred compensation plan investments	2,115	1,958
Total assets at fair value	9,740	18,966
Liabilities
Interest rate swaps	0	0
Total liabilities at fair value	0	0
Level 2
Assets
Cash equivalents	0	0
Equity securities	0	0
Bonds	18,364	7,644
Non-qualified deferred compensation plan investments	0	0
Total assets at fair value	18,364	7,644
Liabilities
Interest rate swaps	7	175
Total liabilities at fair value	7	175
Level 3
Assets
Cash equivalents	0	0
Equity securities	0	0
Bonds	0	0
Non-qualified deferred compensation plan investments	0	0
Total assets at fair value	0	0
Liabilities
Interest rate swaps	0	0
Total liabilities at fair value	$ 0	$ 0

Note 15. Business Segment Rep52

Note 15. Business Segment Reporting (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Steak n Shake
Revenue	$ 204,837	$ 198,157	$ 606,138	$ 578,375
Western
Revenue	3,511	3,380	10,577	9,597
Total Restaurant Operations
Revenue	208,348	201,537	616,715	587,972
First Guard
Revenue	4,391	2,834	11,762	5,715
Maxim
Revenue	5,704	3,742	17,750	9,941
Total Revenue
Revenue	$ 218,443	$ 208,113	$ 646,227	$ 603,628

Note 15. Business Segment Rep53

Note 15. Business Segment Reporting (Details 1) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Earnings before income taxes and noncontrolling interests	$ 9,050	$ 12,916	$ 24,046	$ 10,485
Restaurant | Steak n Shake
Earnings before income taxes and noncontrolling interests	10,826	437	30,876	17,197
Restaurant | Western
Earnings before income taxes and noncontrolling interests	708	283	1,806	1,436
Restaurant | Total Restaurant Operations
Earnings before income taxes and noncontrolling interests	11,534	720	32,682	18,633
Operating Business
Earnings before income taxes and noncontrolling interests	8,733	(3,040)	21,768	6,625
Operating Business | First Guard
Earnings before income taxes and noncontrolling interests	1,302	626	3,101	1,461
Operating Business | Maxim
Earnings before income taxes and noncontrolling interests	(4,211)	(6,969)	(14,270)	(15,981)
Operating Business | Other
Earnings before income taxes and noncontrolling interests	108	2,583	255	2,512
Corporate | Corporate
Earnings before income taxes and noncontrolling interests	(2,019)	(2,125)	(11,463)	(7,331)
Corporate | Investment Gains (Including Contributions)
Earnings before income taxes and noncontrolling interests	0	0	0	29,524
Corporate | Investment Partnership Gains (Losses) [Member]
Earnings before income taxes and noncontrolling interests	5,302	21,099	22,710	(9,438)
Corporate | Total Corporate And Investments [Member]
Earnings before income taxes and noncontrolling interests	3,283	18,974	11,247	12,755
Reconciliation Of Segments | Interest Expense [Member]
Earnings before income taxes and noncontrolling interests	$ (2,966)	$ (3,018)	$ (8,969)	$ (8,895)