Dine Brands Global, Inc. (DIN) FY 2024 MD&A
This page reproduces the company's own Item 7 MD&A text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.
General
The following discussion provides analyses of our results of operations and reasons for material changes for 2024 as compared to 2023 and should be read together with the financial statements included in this Annual Report on Form 10-K. For a detailed discussion of year-to-year comparisons between fiscal 2023 and fiscal 2022, please refer to the applicable portion of “Management's Discussion and Analysis of Financial Condition and Results of Operations” contained in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 28, 2024, which is hereby incorporated by reference.
The financial tables appearing in Management's Discussion and Analysis present amounts in millions of dollars that are rounded from our consolidated financial statements presented in thousands of dollars. As a result, the tables may not foot or cross foot due to rounding.
The first International House of Pancakes restaurant opened in 1958 in Toluca Lake, California. Shortly thereafter, the Company's predecessor began developing and franchising additional restaurants. The Company was incorporated under the laws of the State of Delaware in 1976 with the name IHOP Corp. In November 2007, the Company completed the acquisition of Applebee's International, Inc., which became a wholly-owned subsidiary of the Company. Effective June 2, 2008, the name of the Company was changed to DineEquity, Inc. and on February 20, 2018, the name of the Company was changed to Dine Brands Global, Inc.® (“Dine Brands Global,” “we” or “our”). Through various subsidiaries (see Exhibit 21, Subsidiaries of Dine Brands Global, Inc.), we own and franchise the Applebee's Neighborhood Grill + Bar® (“Applebee's”) concept in the American full-service restaurant segment within the casual dining category of the restaurant industry and we own and franchise the International House of Pancakes® (“IHOP”) concept in the midscale full-service restaurant segment within the family dining category of the restaurant industry. In December 2022, we acquired the Fuzzy's Taco Shop® (“Fuzzy's”) concept in the Mexican limited-service restaurant segment within the fast-casual dining category of the restaurant industry. References herein to Applebee's®, IHOP® and Fuzzy's Taco Shop® restaurants are to these three restaurant concepts, whether operated by franchisees, by area licensees and their sub-licensees (collectively, "area licensees") or by us.
Domestically, IHOP and Applebee's restaurants are located in 49 states and the District of Columbia, while Fuzzy's restaurants are located in 15 states. Internationally, IHOP restaurants are in two United States territories and 14 countries, while Applebee's restaurants are in two United States territories and 15 countries. With over 3,500 restaurants combined, we believe we are one of the largest full-service restaurant companies in the world. The June 2024 issue of Nation's Restaurant News reported that IHOP was the largest restaurant chain in the midscale family-style segment and Applebee's was one of the largest restaurant chains in the casual dining segment, in terms of United States system-wide sales during 2023.
We have a 52/53 week fiscal year ending on the Sunday nearest to December 31 of each year. For convenience, in this Annual Report on Form 10-K, we refer to all fiscal years as ending on December 31 and all interim fiscal quarters as ending on March 31, June 30 and September 30 of the respective fiscal year. There were 52 calendar weeks in our 2024, 2023, and 2022 fiscal year that ended December 29, 2024, December 31, 2023, and January 1, 2023, respectively.
Executive Summary of 2024 Results
•We reported net income of $64.9 million, or $4.22 per diluted share, in 2024 compared to $97.2 million, or $6.22 per diluted share, in 2023 that was primarily due to lower gross profit;
•Applebee's reported system-wide sales were lower by 5.5% in 2024 driven by a 4.2% decrease in domestic same-restaurant sales and a 2.2% decrease in the number of effective restaurants;
•IHOP's reported system-wide sales were slightly lower by 1.1% in 2024 driven by a 2.0% decrease in domestic same-restaurant sales offset by a 0.9% increase in effective franchise restaurants;
•Fuzzy's reported system-wide sales were lower by 14.7% driven by a 9.3% decrease in domestic same-restaurant sales and a 9.6% decrease in number of effective franchise restaurants;
•The combined system-wide sales of all brands declined to $8.0 billion, a 3.9% decrease compared to 2023;
•We generated cash from operating activities of $108.2 million and adjusted free cash flow (cash provided by operating activities, plus receipts from notes and equipment contract receivables, less additions to property and equipment) of $106.4 million in 2024;
•We returned approximately $43.4 million to our stockholders, comprised of $31.3 million in cash dividends and $12.1 million in the form of stock repurchases;
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•We acquired 56 Applebee's restaurants from franchisees and simultaneously refranchised nine to a different franchisee in November 2024 for a $1.8 million gain on sale of disposition of assets; and
•We incurred impairment charges of $7.1 million related to Fuzzy's goodwill in the fourth quarter of 2024.
Overview of 2024 Performance
Key Performance Indicators
In evaluating the performance of each restaurant concept, we consider the key performance indicators to be the system-wide sales percentage change, the percentage change in domestic system-wide same-restaurant sales (“domestic same-restaurant sales”), net franchise restaurant development/reduction and the change in total effective restaurants. Changes in both domestic same-restaurant sales and in the number of Applebee's, IHOP and Fuzzy's restaurants will impact our reported retail sales that drive franchise royalty revenues and, where applicable, rental payments under leases that partially may be based on a percentage of their sales. Net franchise restaurant development/reduction also impacts franchise revenues in the form of initial franchise fees and, in the case of IHOP and Fuzzy's restaurants, sales of proprietary products.
Our key performance indicators for the year ended December 31, 2024 were as follows:
| Applebee's | IHOP | Fuzzy's | ||||||
|---|---|---|---|---|---|---|---|---|
| Sales percentage decrease in reported system-wide sales - 2024 vs 2023 | (5.5) | % | (1.1) | % | (14.7) | % | ||
| % Decrease in domestic system-wide same-restaurant sales | (4.2) | % | (2.0) | % | (9.3) | % | ||
| Net franchise restaurant (reduction)/addition(1) | (28) | 10 | (15) | |||||
| Net (decrease) increase in global effective restaurants(2) | (37) | 16 | (13) |
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(1) Franchise and area license restaurant closings, net of openings during the year ended December 31, 2024.
(2) Change in the weighted average number of franchise, area license and company-operated restaurants open during the year ended December 31, 2024, compared to the weighted average number of those open during the same period of 2023.
A summary of our financial summary for the years ended December 31, 2024 and 2023 is as follows:
| Financial Summary | Favorable (Unfavorable) | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||||||
| (In thousands, except per share amounts) | ||||||||||
| Income before income taxes | $ | 89,543 | $ | (22,160) | $ | 111,703 | ||||
| Income tax provision | (24,653) | (10,126) | (14,527) | |||||||
| Net income | $ | 64,890 | $ | (32,286) | $ | 97,176 | ||||
| Effective tax rate | 27.5 | % | (14.5) | % | 13.0 | % | ||||
| Net income per diluted share | $ | 4.22 | $ | (2.00) | $ | 6.22 | ||||
| Weighted average diluted shares (in millions) | 14.9 | (0.3) | 15.2 |
The primary reasons for the variances in income before income taxes are summarized as follows:
| 2024 vs. 2023 | ||
|---|---|---|
| (In millions) | ||
| Decrease in gross profit: | ||
| Franchise operations | $ | (15.9) |
| Company restaurant operations | (0.7) | |
| Rental and financing operations | (4.9) | |
| Total gross profit decrease | (21.5) | |
| Increase in closure and impairment charges | (5.6) | |
| Decrease in General & Administrative (“G&A”) expenses | 1.4 | |
| Change in (gain) loss on disposition of assets | 5.5 | |
| Increase in interest expense, net | (2.1) | |
| All other | 0.1 | |
| Decrease in income before income taxes | $ | (22.2) |
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The decrease in income before income taxes in fiscal 2024 compared to fiscal 2023 was due to the decrease in gross profit, the increase in closure and impairment charges and higher net interest expense, partially offset by a favorable change in gain/loss on disposition of assets and lower G&A expenses. The decrease in gross profit in fiscal 2024 compared to fiscal 2023 was primarily due to decreases in restaurant system sales and the number of Applebee's and Fuzzy's effective restaurants, partially offset by the increase in the number of IHOP effective restaurants positively impacting franchise operations; and the decrease in rental operations primarily resulting from lease buyouts in the prior year. The increase in closure and impairment charges was primarily related to the impairment charge to Fuzzy's goodwill incurred in the fourth quarter of 2024. The increase in interest expense, net was primarily related to higher-rate securitized notes. The decrease in G&A expenses was primarily attributable to costs related to the stopping of our IHOP Flip'd initiative in the prior year, a decrease in professional services, and a decrease in occupancy costs, partially offset by an increase in depreciation expense and organization restructuring costs. The favorable change in gain/loss on disposition of assets is due to the gains primarily attributable to the refranchising of nine Applebee's restaurants and the sale of one IHOP property in 2024 as compared to the prior year losses primarily related to the disposition of certain IHOP Flip'd assets.
Our 2024 effective tax rate of 27.5% applied to pretax book income was different than the statutory Federal income tax rate of 21% primarily due to state and local taxes and a lower tax deduction related to stock-based compensation. See Note 16 - Income Taxes, of the Notes to the Consolidated Financial Statements included in this report, for reconciliations between our effective rate and the statutory Federal income tax rate.
Domestic Same-Restaurant Sales
Restaurant Data - System-wide Sales and Domestic Same-Restaurant Sales
The following table sets forth for each of the past three years the number of Global Effective Restaurants in the Applebee’s, IHOP and Fuzzy's systems and information regarding the percentage change in sales at those restaurants compared to the same periods in the prior two years. Sales at restaurants that are owned by franchisees and area licensees are not attributable to the Company and, as such, the percentage changes in sales at Effective Restaurants presented below are based on internal sales data. However, we believe that presentation of this information is useful in analyzing our revenues because franchisees and area licensees pay us royalties and advertising fees that are generally based on a percentage of their sales, and, where applicable, rental payments under leases that partially may be based on a percentage of their sales. Management also uses this information to make decisions about future plans for the development of additional restaurants as well as evaluation of current operations.
| Applebee's Restaurant Data | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Year Ended December 31, | ||||||||||
| Global Effective Restaurants:(a) | 2024 | 2023 | 2022 | |||||||
| Franchise | 1,616 | 1,659 | 1,617 | |||||||
| Company | 6 | — | 56 | |||||||
| Total | 1,622 | 1,659 | 1,673 | |||||||
| System-wide:(b) | ||||||||||
| Domestic sales percentage change(c) | (5.5) | % | (0.1) | % | 4.7 | % | ||||
| Domestic same-restaurant sales percentage change(d) | (4.2) | % | 0.6 | % | 5.1 | % | ||||
| Franchise:(b) | ||||||||||
| Domestic sales percentage change(c)(e) | (5.7) | % | 2.9 | % | 5.3 | % | ||||
| Domestic same-restaurant sales percentage change(d) | (4.1) | % | 0.6 | % | 5.1 | % | ||||
| Domestic average weekly unit sales (in thousands) | $ | 52.3 | $ | 54.0 | $ | 53.7 |
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| IHOP Restaurant Data | Year Ended December 31, | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Global Effective Restaurants:(a) | 2024 | 2023 | 2022 | |||||||
| Franchise | 1,646 | 1,629 | 1,597 | |||||||
| Area license | 155 | 156 | 156 | |||||||
| Total | 1,801 | 1,785 | 1,753 | |||||||
| System-wide:(b) | ||||||||||
| Sales percentage change(c) | (1.1) | % | 6.0 | % | 7.7 | % | ||||
| Domestic same-restaurant sales percentage change, including area license restaurants(d) | (2.0) | % | 3.5 | % | 5.8 | % | ||||
| Franchise:(b) | ||||||||||
| Sales percentage change(c) | (0.9) | % | 6.1 | % | 7.7 | % | ||||
| Domestic same-restaurant sales percentage change(d) | (1.9) | % | 3.6 | % | 5.7 | % | ||||
| Average weekly unit sales (in thousands) | $ | 37.7 | $ | 38.5 | $ | 37.0 | ||||
| Area License:(b) | ||||||||||
| IHOP sales percentage change(c) | (2.8) | % | 4.3 | % | 7.9 | % | ||||
| Fuzzy's Restaurant Data | ||||||||||
| Global Effective Restaurants:(a), (f) | ||||||||||
| Franchise | 122 | 135 | n/a | |||||||
| Company | 1 | 1 | n/a | |||||||
| Total | 123 | 136 | n/a | |||||||
| System-wide:(b) | ||||||||||
| Sales percentage change(c) | (14.7) | % | (2.4) | % | n/a | |||||
| Domestic same-restaurant sales percentage change(d) | (9.3) | % | (4.2) | % | n/a | |||||
| Franchise:(b) | ||||||||||
| Sales percentage change(c) | (14.4) | % | (1.5) | % | n/a | |||||
| Domestic same-restaurant sales percentage change(d) | (9.2) | % | (4.2) | % | n/a | |||||
| Domestic average weekly unit sales (in thousands) | $ | 29.1 | $ | 30.6 | n/a |
_________________________________
(a)“Effective Restaurants” are the weighted average number of restaurants open in each fiscal period, adjusted to account for restaurants open for only a portion of the period. Information is presented for all Effective Restaurants in the Applebee’s, IHOP and Fuzzy's systems, which consists of restaurants owned by franchisees and area licensees as well as those owned by the Company. Effective Restaurants do not include units operated as ghost kitchens (small kitchens with no store-front presence, used to fill off-premise orders).
(b)“System-wide sales” are retail sales at Applebee’s and Fuzzy's restaurants operated by franchisees and IHOP restaurants operated by franchisees and area licensees, as reported to the Company, in addition to retail sales at company-operated Applebee's and Fuzzy's restaurants. System-wide sales do not include retail sales of ghost kitchens. Sales at restaurants that are owned by franchisees and area licensees are not attributable to the Company. An increase in franchisees' reported sales will result in a corresponding increase in our royalty revenue, while a decrease in franchisees' reported sales will result in a corresponding decrease in our royalty revenue. Unaudited reported sales for Applebee's and Fuzzy's franchise restaurants, Applebee's and Fuzzy's company-operated restaurants, IHOP franchise restaurants and IHOP area license restaurants for the years ended December 31, 2024, 2023 and 2022 were as follows:
| Year Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Reported retail sales | 2024 | 2023 | 2022 | |||||||
| (In millions) | ||||||||||
| Applebee's franchise restaurant sales | $ | 4,242.1 | $ | 4,500.1 | $ | 4,367.1 | ||||
| Applebee's company-operated restaurants | 8.2 | — | 126.7 | |||||||
| IHOP franchise restaurant sales | 3,229.1 | 3,258.3 | 3,070.0 | |||||||
| IHOP area license restaurant sales | 296.9 | 305.3 | 292.7 | |||||||
| Fuzzy's franchise restaurant sales(f) | 184.0 | 214.8 | n/a | |||||||
| Fuzzy's company-operated restaurants(f) | 1.1 | 2.1 | n/a | |||||||
| Total | $ | 7,961.4 | $ | 8,280.6 | $ | 7,856.5 |
(c)“Sales percentage change” reflects, for each category of restaurants, the percentage change in sales in any given fiscal period compared to the prior period for all restaurants in that category.
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(d)“Domestic same-restaurant sales percentage change” reflects the percentage change in sales in any given fiscal period, compared to the same weeks in the prior period, for domestic restaurants that have been operated during both periods that are being compared and have been open for at least 18 months. Because of new restaurant openings and restaurant closures, the domestic restaurants open throughout both fiscal periods being compared may be different from period to period.
(e)The franchise sales percentage change for 2024 was impacted by the acquisition of 47 franchise restaurants in November 2024 now reported as company-operated.
(f)The Company acquired Fuzzy's on December 13, 2022; thus, no data is presented for 2022.
Domestic Same-Restaurant Sales Trends
Applebee’s system-wide domestic same-restaurant sales decreased 4.7% for the three months ended December 31, 2024 and decreased 4.2% for the year ended December 31, 2024, as compared to the same respective periods of 2023. The decrease for the three months ended December 31, 2024 was primarily due to a decrease in traffic, offset by an increase in average check. The decrease for the year ended December 31, 2024 was primarily due to a decrease in traffic, offset by an increase in average check resulting from menu price increases by franchisees.
Based on data from Black Box Intelligence, a restaurant sales reporting firm (“Black Box”), Applebee's same-restaurant sales for the three and twelve months ended December 31, 2024 underperformed the casual dining segment of the restaurant industry (excluding Applebee's) as compared with the same respective periods of 2023. The casual dining segment experienced a higher increase in average customer check than Applebee's, contributing to the casual dining segment's stronger comp sales.
| Applebee's Off-Premise Sales Data | Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | |||||||||||||||||
| Off-premise sales (in millions)(1) | $ | 210.0 | $ | 215.4 | $ | 250.7 | $ | 882.5 | $ | 944.1 | $ | 1,088.7 | ||||||||||
| % sales mix | 21.6 | % | 20.8 | % | 23.8 | % | 21.7 | % | 22.0 | % | 25.3 | % |
(1) Primarily to-go, delivery and catering sales.
Applebee's off-premise sales dollars for the three and twelve months ended December 31, 2024 decreased as compared with the same respective periods of 2023, primarily due to our delivery service partners performing below our native channels.
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IHOP’s domestic same-restaurant sales decreased 2.8% for the three months ended December 31, 2024 and decreased 2.0% for the year ended December 31, 2024, as compared to the same respective periods of 2023. Most of the decline in both periods was due to a decrease in traffic, offset by an increase in average check. The increase in average check was primarily due to an increase in menu prices, partially offset by the introduction of promotional value deals in the fourth quarter.
Based on data from Black Box, IHOP same-restaurant sales underperformed the family dining segment of the restaurant industry (excluding IHOP) for the three and twelve months ended December 31, 2024, as compared with the same respective periods of 2023. According to Black Box, the family dining segment also experienced increases in same-restaurant sales resulting from an increase in average customer check, partially offset by a decline in customer traffic.
| IHOP Off-Premise Sales Data | Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | 2024 | 2023 | 2022 | |||||||||||||||||
| Off-premise sales (in millions)(1) | $ | 154.3 | $ | 155.9 | $ | 160.9 | $ | 600.5 | $ | 616.5 | $ | 627.4 | ||||||||||
| % sales mix | 20.4 | % | 20.4 | % | 21.7 | % | 20.2 | % | 20.6 | % | 22.0 | % |
(1) Primarily to-go, delivery and catering sales.
IHOP's off-premise sales dollars for the three and twelve months ended December 31, 2024 decreased as compared to the same respective periods of 2023.
Domestic Same-Restaurant Sales - Fuzzy's
Fuzzy's system-wide domestic same-restaurant sales decreased 10.3% for the three months ended December 31, 2024 and decreased 9.3% for the year ended December 31, 2024, as compared to the same respective periods of 2023. The decrease for the three months ended December 31, 2024 was primarily due to a decrease in traffic, and a modest decrease in average check. The decrease for the year ended December 31, 2024 was primarily due to a decrease in traffic, offset by an increase in average check resulting from the successful promotional food and beverage offerings and menu price increases by franchisees.
Based on data from Black Box, Fuzzy's same-restaurant sales underperformed the fast casual segment of the restaurant industry (excluding Fuzzy's) for the three and twelve months ended December 31, 2024, as compared with the same respective periods of 2023. According to Black Box, the fast casual segment also experienced an increase in average customer check, partially offset by a decline in customer traffic.
| Fuzzy's Off-Premise Sales Data | Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||||||||||
| Off-premise sales (in millions)(1) | $ | 13.8 | $ | 17.4 | $ | 69.0 | $ | 77.1 | ||||||||
| % sales mix | 36.5 | % | 41.2 | % | 39.0 | % | 39.4 | % |
(1) Primarily to-go, delivery and catering sales.
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Fuzzy's off-premise sales dollars and percentage of sales mix for the three and twelve months ended December 31, 2024 decreased as compared to the same respective periods of 2023, primarily due to changing guest behavior.
Restaurant Development
Restaurant closures can occur for a variety of reasons that may differ for each restaurant and for each franchisee. Closures generally fall into one of two categories: restaurants in older locations whose retail, residential and traffic demographics have changed unfavorably over time, and restaurants with non-viable unit economics. Our franchisees are independent businesses and their decisions to close restaurants, both temporarily and permanently, can be impacted by numerous factors that are outside of our control, including but not limited to, franchisees' agreements with their lenders and landlords.
The total number of Applebee's restaurants (domestic and international) open at December 31, 2024 declined 1.7% from the number open at December 31, 2023, as franchisees opened 17 new restaurants but closed 45 restaurants. The total number of IHOP restaurants (domestic and international) open at December 31, 2024 increased 0.6% from the number open at December 31, 2023, as IHOP franchisees and area licensees opened 48 restaurants and closed 38 restaurants, resulting in net development of 10 restaurants. The total number of Fuzzy's restaurants (domestic only) open at December 31, 2024 declined 11.4% from the number open at December 31, 2023, as franchisees opened three new restaurants but closed 18 restaurants.
Internationally, the number of Applebee's and IHOP restaurants increased 8.5% from the number open at December 31, 2023. Franchisees of both brands opened 35 restaurants and closed 16, a net increase of 19 international restaurants. The international development activity is included in the total activity for each brand cited above.
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The following tables present Applebee's, IHOP and Fuzzy's net restaurant development activity over the past three years:
| Year Ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||
| Applebee's Restaurant Development Activity | ||||||||
| Summary - beginning of period: | ||||||||
| Franchise | 1,642 | 1,678 | 1,611 | |||||
| Company | — | — | 69 | |||||
| Total Applebee's restaurants, beginning of period | 1,642 | 1,678 | 1,680 | |||||
| Domestic | 1,536 | 1,569 | 1,578 | |||||
| International | 106 | 109 | 102 | |||||
| Franchise restaurants opened: | ||||||||
| Domestic | — | 3 | 4 | |||||
| International | 17 | 7 | 12 | |||||
| Total franchise restaurants opened | 17 | 10 | 16 | |||||
| Franchise restaurants permanently closed: | ||||||||
| Domestic | (35) | (36) | (13) | |||||
| International | (10) | (10) | (5) | |||||
| Total franchise restaurants permanently closed | (45) | (46) | (18) | |||||
| Net franchise restaurant reduction | (28) | (36) | (2) | |||||
| Refranchised from company restaurants | 9 | — | 69 | |||||
| Net franchise restaurant (reduction)/addition | (19) | (36) | 67 | |||||
| Franchise restaurants acquired by the Company | (56) | — | — | |||||
| Net franchise restaurant (reductions)/additions | (75) | (36) | 67 | |||||
| Summary - end of period: | ||||||||
| Franchise | 1,567 | 1,642 | 1,678 | |||||
| Company restaurants(a) | 47 | — | — | |||||
| Total Applebee's restaurants, end of period | 1,614 | 1,642 | 1,678 | |||||
| Domestic | 1,501 | 1,536 | 1,569 | |||||
| International | 113 | 106 | 109 | |||||
| % Decrease in total Applebee's restaurants from prior year | (1.7) | % | (2.1) | % | (0.1) | % |
| Year Ended December 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | |||||
| IHOP Restaurant Development Activity | |||||||
| Summary - beginning of period: | |||||||
| Franchise | 1,657 | 1,625 | 1,595 | ||||
| Area license | 157 | 156 | 156 | ||||
| Company | — | — | — | ||||
| Total IHOP restaurants, beginning of period | 1,814 | 1,781 | 1,751 | ||||
| Domestic | 1,696 | 1,677 | 1,657 | ||||
| International | 118 | 104 | 94 | ||||
| Franchise/area license restaurants opened: | |||||||
| Domestic franchise | 29 | 43 | 34 |
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| Year Ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||
| Domestic area license | 1 | 3 | 3 | |||||
| International franchise | 18 | 16 | 14 | |||||
| Total franchise/area license restaurants opened | 48 | 62 | 51 | |||||
| Franchise/area license restaurants permanently closed: | ||||||||
| Domestic franchise | (28) | (25) | (14) | |||||
| Domestic area license | (4) | (2) | (3) | |||||
| International franchise | (6) | (2) | (4) | |||||
| Total franchise/area license restaurants permanently closed | (38) | (29) | (21) | |||||
| Net franchise/area license restaurant addition | 10 | 33 | 30 | |||||
| Summary - end of period: | ||||||||
| Franchise | 1,670 | 1,657 | 1,625 | |||||
| Area license | 154 | 157 | 156 | |||||
| Company | — | — | — | |||||
| Total IHOP restaurants, end of period | 1,824 | 1,814 | 1,781 | |||||
| Domestic | 1,694 | 1,696 | 1,677 | |||||
| International | 130 | 118 | 104 | |||||
| % Increase in total IHOP restaurants from prior year | 0.6 | % | 1.9 | % | 1.7 | % | ||
| Fuzzy's Restaurant Development Activity(b) | ||||||||
| Summary - beginning of period: | ||||||||
| Franchise | 131 | 134 | n/a | |||||
| Company | 1 | 3 | n/a | |||||
| Total Fuzzy's restaurants, beginning of period | 132 | 137 | n/a | |||||
| Franchise restaurants opened: | ||||||||
| Domestic | 3 | 4 | n/a | |||||
| Franchise restaurants permanently closed: | ||||||||
| Domestic | (18) | (9) | n/a | |||||
| Net franchise restaurant reduction | (15) | (5) | n/a | |||||
| Refranchised from Company restaurants | — | 2 | n/a | |||||
| Net franchise restaurant reduction | (15) | (3) | n/a | |||||
| Summary - end of period: | ||||||||
| Franchise | 116 | 131 | 134 | |||||
| Company | 1 | 1 | 3 | |||||
| Total Fuzzy's restaurants, end of period | 117 | 132 | 137 | |||||
| Domestic | 117 | 132 | 137 | |||||
| International | — | — | — | |||||
| % Decrease in total Fuzzy's restaurants from prior year | (11.4) | % | (3.6) | % | n/a |
(a)In November 2024, the Company acquired 56 Applebee's restaurants from franchisees and simultaneously refranchised nine to a different franchisee.
(b)The Company acquired Fuzzy's on December 13, 2022, thus no data is presented for 2022.
The restaurant counts and activity presented above include 18 dual-branded international Applebee's and IHOP restaurants as of December 31, 2024, and seven dual-branded international Applebee's and IHOP restaurants as of December 31, 2023, which are separately counted in each of our brands' restaurant counts and activity. Dual-branded restaurants are defined as
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restaurants that reside in one location and operate two of our concepts under two separate franchise agreements. In addition, the restaurant counts and activity presented above do not include ghost kitchens (small kitchens with no store-front presence, used to fill off-premise orders).
The closures presented in the tables above represent permanent closures of restaurants. Temporary closures, which can occur for a variety of reasons, are not reflected as reductions in these tables and temporarily closed restaurants are included in the summary counts at the beginning and end of each period shown. However, temporary closures are reflected in the weighted calculation of Global Effective Restaurants presented in the preceding Restaurant Data tables.
Closures of Applebee's, IHOP and Fuzzy's restaurants adversely impact our system-wide retail sales that drive our franchise royalty revenues as well as, in the case of IHOP and Fuzzy's restaurants, sales of each brand's proprietary products. Further, with certain restaurants, we own or lease the underlying property and sublease it to the applicable franchisee. Thus, our rental income also could be adversely affected due to our obligation to make rental or other payments for such properties.
Consolidated Results of Operations - Fiscal 2024, 2023 and 2022
The tables in the following section of this Form 10-K present information from our Consolidated Statements of Comprehensive Income for our 2024, 2023 and 2022 fiscal years. The discussion of year-to-year comparisons between fiscal 2024 and fiscal 2023 can be found below.
For a detailed discussion of year-to-year comparisons between fiscal 2023 and fiscal 2022 as well as between fiscal 2022 and fiscal 2021, please refer to the applicable portion of “Management's Discussion and Analysis of Financial Condition and Results of Operations” contained in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, which is hereby incorporated by reference.
Events Impacting Comparability of Financial Information
Acquisition of Franchise Restaurants and Refranchising of Company-Operated Restaurants
In November 2024, we acquired 56 Applebee's restaurants across Georgia, Texas, Arkansas, Illinois, Kentucky, Tennessee, Mississippi and Missouri from franchisees, of which nine in Texas were simultaneously refranchised to a different franchisee. We operated these remaining 47 restaurants for approximately six weeks in 2024.
While we currently intend to own and operate these restaurants for the near term, we will assess and monitor opportunities to refranchise these restaurants under favorable circumstances. From time to time, we may acquire a small number of restaurants from franchisees for a variety of reasons which is consistent with and should not be considered a change in our business strategy to operate as a highly franchised company.
Impairment of Fuzzy's Goodwill and Tradename
We performed a quantitative test for impairment of Fuzzy's goodwill and indefinite-lived intangible assets in the fourth quarter of 2024. As a result of performing the quantitative test, we recognized an impairment of Fuzzy's goodwill of $7.1 million.
Refer to additional discussion of these impairments under the heading "Financial Review - Impairment of Goodwill and Intangible Assets."
Financial Review
| Favorable (Unfavorable) | Favorable (Unfavorable) | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Revenue | 2024 | 2023 | 2022 | |||||||||||||||
| (In millions) | ||||||||||||||||||
| Franchise operations | $ | 686.0 | $ | (20.4) | $ | 706.4 | $ | 44.0 | $ | 662.4 | ||||||||
| Company restaurant operations | 9.3 | 7.2 | 2.1 | (124.8) | 126.9 | |||||||||||||
| Rental operations | 115.3 | (4.7) | 120.0 | 3.5 | 116.5 | |||||||||||||
| Financing operations | 1.8 | (0.8) | 2.6 | (1.0) | 3.6 | |||||||||||||
| Total revenue | $ | 812.3 | $ | (18.8) | $ | 831.1 | $ | (78.3) | $ | 909.4 | ||||||||
| % Increase | (2.3) | % | (8.6) | % |
Our 2024 total revenue decreased $18.8 million compared to 2023, primarily due to the decrease in franchise and rental operations revenue, partially offset by an increase in company restaurant operations revenue. The decrease in franchise
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operations revenue was primarily attributable to the decrease in domestic same-restaurant sales and the decrease in the number of Applebee's and Fuzzy's effective restaurants, partially offset by increases in the number of effective restaurants and proprietary product sales at IHOP. The decrease in rental operations revenue was primarily attributable to prior year lease buyouts and operating lease terminations. Company restaurant operations revenue increased primarily due to the operation of 47 Applebee's restaurants, as discussed above under Events Impacting Comparability of Financial Information.
| Favorable (Unfavorable) | Favorable (Unfavorable) | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Gross Profit | 2024 | 2023 | 2022 | |||||||||||||||
| (In millions) | ||||||||||||||||||
| Franchise operations | $ | 346.1 | $ | (15.9) | $ | 362.0 | $ | 21.5 | $ | 340.5 | ||||||||
| Company restaurant operations | (0.7) | (0.7) | 0.0 | (5.1) | 5.1 | |||||||||||||
| Rental operations | 28.4 | (4.1) | 32.5 | 4.0 | 28.5 | |||||||||||||
| Financing operations | 1.5 | (0.7) | 2.2 | (1.0) | 3.2 | |||||||||||||
| Total gross profit | $ | 375.3 | $ | (21.4) | $ | 396.7 | $ | 19.4 | $ | 377.3 | ||||||||
| % Increase | (5.4) | % | 5.1 | % |
Our 2024 total gross profit decreased $21.4 million compared to 2023, primarily due to the decreases in franchise and rental operations gross profit resulting from the related revenue decreases cited above. In addition, franchise operations gross profit was partially impacted by the recognition of an advertising fund deficit.
| Franchise Operations | Favorable (Unfavorable) | Favorable (Unfavorable) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||
| (In millions, except number of restaurants) | ||||||||||||||||||
| Global Effective Franchise Restaurants:(1) | ||||||||||||||||||
| Applebee’s | 1,616 | (43) | 1,659 | 42 | 1,617 | |||||||||||||
| IHOP | 1,801 | 16 | 1,785 | 32 | 1,753 | |||||||||||||
| Fuzzy's | 1 | — | 1 | n/a | n/a | |||||||||||||
| Franchise Revenue: | ||||||||||||||||||
| Applebee's | $ | 166.3 | $ | (7.3) | $ | 173.5 | $ | 0.3 | $ | 173.2 | ||||||||
| IHOP | 217.2 | (1.3) | 218.5 | 19.2 | 199.3 | |||||||||||||
| Advertising | 290.4 | (10.4) | 300.8 | 11.5 | 289.3 | |||||||||||||
| Fuzzy's | 12.0 | (1.5) | 13.6 | 13.0 | 0.6 | |||||||||||||
| Total franchise revenue | 686.0 | (20.4) | 706.4 | 44.0 | 662.4 | |||||||||||||
| Franchise Expenses: | ||||||||||||||||||
| Applebee’s | 4.4 | 0.3 | 4.7 | (0.4) | 4.3 | |||||||||||||
| IHOP | 36.3 | 1.3 | 37.6 | (7.1) | 30.5 | |||||||||||||
| Advertising | 295.3 | 5.7 | 301.0 | (13.9) | 287.1 | |||||||||||||
| Fuzzy's | 3.9 | (2.8) | 1.1 | (1.1) | 0.0 | |||||||||||||
| Total franchise expenses | 339.9 | 4.5 | 344.4 | (22.5) | 321.9 | |||||||||||||
| Franchise Gross Profit: | ||||||||||||||||||
| Applebee’s | 161.9 | (6.9) | 168.8 | (0.1) | 168.9 | |||||||||||||
| IHOP | 180.9 | — | 180.9 | 12.1 | 168.8 | |||||||||||||
| Advertising | (4.8) | (4.6) | (0.2) | (2.4) | 2.2 | |||||||||||||
| Fuzzy's | 8.1 | (4.4) | 12.5 | 11.9 | 0.6 | |||||||||||||
| Total franchise segment profit | $ | 346.1 | $ | (15.9) | $ | 362.0 | $ | 21.5 | $ | 340.5 | ||||||||
| Gross profit as % of total revenue | 50.5 | % | 51.3 | % | 51.4 | % | ||||||||||||
| Gross profit as % of franchise fees(2)(3) | 88.7 | % | 89.3 | % | 90.7 | % |
_________________________________
(1) Effective Franchise Restaurants are the weighted average number of franchise and area license restaurants open in a given fiscal period, adjusted to account for franchise and area license restaurants open for only a portion of the period.
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(2) Total franchise revenue excluding advertising.
(3) From time to time, advertising fee revenue may be different from advertising expenses in a given accounting period. Over the long term, advertising activity should not generate gross profit or loss.
Our total franchise revenue decreased $20.4 million in 2024 compared to 2023, due to the following changes:
•Advertising revenue decreased $10.4 million compared to 2023, due to the decreases in domestic same-restaurant sales and development activity as noted above.
•Applebee's franchise revenue decreased $7.3 million compared to 2023 primarily due to the unfavorable impact on royalties of a 4.2% decrease in domestic same-restaurant sales and a decrease in the number of effective franchise restaurants, partially offset by an increase in accelerated franchise fee revenue recognition due to restaurant closures.
•Fuzzy's franchise revenue decreased $1.5 million compared to 2023 due to 9.3% decrease in same-restaurant sales and a decrease in the number of effective franchise restaurants, partially offset by an increase in termination fees.
•IHOP franchise revenue decreased $1.3 million, or 0.6%, compared to 2023, primarily due to a 2.0% decrease in domestic franchise same-restaurant sales and a decrease in licensing and virtual brand revenue, partially offset by an increase in proprietary product sales and an increase in the number of effective franchise restaurants.
Our 2024 total franchise expenses decreased $4.5 million compared to 2023 due to changes in the following components:
•Advertising expenses decreased $5.7 million, primarily due to a corresponding decrease in advertising revenue partially offset the recognition of an advertising fund deficit in 2024.
•IHOP franchise expenses decreased $1.3 million compared to 2023, primarily due to a decrease in franchise IT support costs, a decrease in cost of proprietary sales, a decrease in virtual brand expense and a decrease in bad debt expense, partially offset by an increase in franchisor advertising contribution.
•Applebee's franchise expenses decreased $0.3 million compared to 2023 primarily due to a decrease in bad debt expense, partially offset by an increase in franchisor advertising contribution.
•Fuzzy's franchise expenses increased $2.8 million compared to 2023 primarily due to an increase in franchisor advertising contribution and an increase in bad debt expense.
Advertising revenue and expense by brand for fiscal 2024, 2023 and 2022 were as follows:
| Favorable (Unfavorable) | Favorable (Unfavorable) | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||
| (In millions) | ||||||||||||||||||
| Advertising Revenues | ||||||||||||||||||
| Applebee's | $ | 171.2 | $ | (8.8) | $ | 180.0 | $ | 2.6 | $ | 177.4 | ||||||||
| IHOP | 115.6 | (1.4) | 117.0 | 5.3 | 111.7 | |||||||||||||
| Fuzzy's | 3.6 | (0.2) | 3.8 | 3.6 | 0.2 | |||||||||||||
| Total advertising revenues | $ | 290.4 | $ | (10.4) | $ | 300.8 | $ | 11.5 | $ | 289.3 | ||||||||
| Advertising Expenses | ||||||||||||||||||
| Applebee’s | $ | 176.0 | $ | 4.1 | $ | 180.1 | $ | (5.5) | $ | 174.6 | ||||||||
| IHOP | 115.6 | 1.5 | 117.1 | (4.8) | 112.3 | |||||||||||||
| Fuzzy's | 3.7 | 0.1 | 3.8 | (3.6) | 0.2 | |||||||||||||
| Total advertising expenses | $ | 295.3 | $ | 5.7 | $ | 301.0 | $ | (13.9) | $ | 287.1 |
Applebee's advertising revenue for 2024 decreased 4.9% compared to 2023, primarily due to a decrease of 4.1% in domestic franchise same-restaurant sales and a decrease in the number of effective franchise restaurants (note that advertising contributions to the NAF by company-operated restaurants are not reflected in this financial statement line item), partially offset by a $1.6 million increase due to favorable collectability. The decrease in Applebee's advertising expenses was lower than the decrease in advertising revenue primarily because of the recognition of an advertising fund deficit in 2024. IHOP's advertising revenue for 2024 decreased by 1.2%, compared to 2023, primarily due to the decrease of 2.0% in domestic franchise same-restaurant sales offset by an increase in the number of effective franchise restaurants. The increase in IHOP advertising expenses was greater than the increase in advertising revenue due to a prior year recognition of a deficit in the international advertising fund.
It is our accounting policy to recognize any deficiency in advertising fee revenue compared to advertising expenditure, or
43
recovery of a previously recognized deficiency in advertising fee revenue compared to advertising expenditures, in the fourth quarter of our fiscal year.
| Rental Operations | Favorable (Unfavorable) | Favorable (Unfavorable) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||
| (In millions) | ||||||||||||||||||
| Rental revenues | $ | 115.3 | $ | (4.7) | $ | 120.0 | $ | 3.5 | $ | 116.5 | ||||||||
| Rental expenses | 86.9 | 0.6 | 87.5 | 0.5 | 88.0 | |||||||||||||
| Rental operations segment profit | $ | 28.4 | $ | (4.1) | $ | 32.5 | $ | 4.0 | $ | 28.5 | ||||||||
| Gross profit as % of revenue(1) | 24.6 | % | 27.1 | % | 24.5 | % |
___________________________________________________
(1) Percentages calculated on actual amounts, not rounded amounts shown above.
Rental operations relate primarily to IHOP franchise restaurants that were developed under the Previous IHOP Business Model described under Item 1. - Business. Rental income includes revenue from operating leases and interest income from real estate leases. Rental expenses are costs of prime operating leases and interest expense on prime finance leases on certain franchise restaurants.
Rental operations segment profit for the year ended December 31, 2024 decreased compared to the same period of the prior year primarily due to lease buyouts during the prior year and operating lease terminations.
| Company Restaurant and Financing Operations | Favorable (Unfavorable) | Favorable (Unfavorable) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||
| (In millions) | ||||||||||||||||||
| Effective Company Restaurants | ||||||||||||||||||
| Applebee's | 6 | 6 | — | (56) | 56 | |||||||||||||
| Average weekly unit sales (in thousands) | $ | 27.5 | 27.5 | $ | — | (43.6) | $ | 43.6 | ||||||||||
| Fuzzy's(1) | 1 | — | 1 | n/a | n/a | |||||||||||||
| Average weekly unit sales (in thousands)(1) | $ | 20.8 | (4.9) | $ | 25.7 | n/a | n/a | |||||||||||
| (In millions) | ||||||||||||||||||
| Company Restaurant Operations | ||||||||||||||||||
| Company restaurant sales(2) | $ | 9.3 | $ | 7.2 | $ | 2.1 | $ | (124.8) | $ | 126.9 | ||||||||
| Company restaurant expenses(2) | 9.9 | (7.8) | 2.1 | 119.6 | 121.7 | |||||||||||||
| Total company restaurants operations | $ | (0.6) | $ | (0.6) | $ | 0.0 | $ | (5.2) | $ | 5.2 | ||||||||
| (In millions) | ||||||||||||||||||
| Financing Operations | ||||||||||||||||||
| Financing revenues | $ | 1.8 | $ | (0.8) | $ | 2.6 | $ | (1.0) | $ | 3.6 | ||||||||
| Financing expenses | 0.3 | 0.1 | 0.4 | 0.0 | 0.4 | |||||||||||||
| Total financing operations | $ | 1.5 | $ | (0.7) | $ | 2.2 | $ | (1.0) | $ | 3.2 |
___________________________________________________
(1) The Company acquired Fuzzy's on December 13, 2022, thus no data is presented for 2022.
(2) Company restaurant sales are retail sales at company-operated restaurants. Company restaurant expenses are operating expenses at company-operated restaurants and include food, beverage, labor, benefits, utilities, rent, depreciation and other operating costs.
From time to time, we may acquire restaurants from franchisees that we subsequently refranchise. These restaurants may or may not be operated by us on a temporary basis until refranchised.
As discussed above under “Events Impacting Comparability of Financial Information,” over the past two years we have entered into transactions impacting the company-operated restaurants of both brands. In October 2022, we sold 69 Applebee's restaurants in North Carolina and South Carolina to an Applebee's franchisee. In December 2022, we acquired Fuzzy's Taco Shop including three company-operated restaurants. In April 2023, we refranchised two of the three company-operated Fuzzy's restaurants. In November 2024, we acquired 56 Applebee's restaurants and simultaneously refranchised nine resulting in the operations of the 47 Applebee's company-operated restaurants across Georgia, Arkansas, Illinois, Kentucky, Tennessee,
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Mississippi and Missouri. The table above reflects our operation of 47 Applebee's restaurants for six weeks in 2024, the operations of one Fuzzy's restaurant in 2024 and 2023, the operations of two additional Fuzzy's restaurants for four months in 2023, the operations of three Fuzzy's restaurants for two weeks in 2022 and the operations of 69 Applebee's restaurants for approximately ten months in 2022. As a result, comparisons of revenues and expenses between those years are not meaningful and the amount of gross profit and loss generated in any year was not significant.
We held no acquired IHOP restaurants at or during the years ended December 31, 2024, 2023 and 2022.
Financing operations relate primarily to IHOP franchise restaurants that were developed under the Previous IHOP Business Model described under Item 1. - Business. Financing operations revenue primarily consists of interest income from the financing of IHOP equipment leases and franchise fees, as well as from notes receivable from franchisees. Financing expenses are the cost of taxes related to IHOP equipment leases.
Financing revenues decreased $0.8 million in 2024 compared to 2023. The decrease was primarily attributable to the continued amortization of the IHOP franchise fees and equipment lease portfolios.
| General and Administrative Expenses | Favorable (Unfavorable) | Favorable (Unfavorable) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||
| (In millions) | ||||||||||||||||||
| G&A expenses | $ | 196.7 | $ | 1.4 | $ | 198.1 | $ | (7.4) | $ | 190.7 |
G&A expenses for 2024 decreased 0.7% compared to 2023, primarily due to the stopping of the IHOP Flip'd initiative in the prior year as well as decreases in professional services fees and occupancy costs. This was partially offset by an increase in depreciation expense and organization restructuring costs in 2024.
| Closure and Impairment Charges | Favorable (Unfavorable) | Favorable (Unfavorable) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||
| (In millions) | ||||||||||||||||||
| Closure charges | $ | 2.2 | $ | (0.6) | $ | 1.6 | $ | 0.1 | $ | 1.7 | ||||||||
| Goodwill impairment | 7.1 | (7.1) | — | — | — | |||||||||||||
| Long-lived asset impairment | 0.0 | 2.0 | 2.0 | (0.6) | 1.4 | |||||||||||||
| Total | $ | 9.2 | $ | (5.7) | $ | 3.6 | $ | (0.5) | $ | 3.1 |
Closure Charges
The closure charges of $2.2 million for the year ended December 31, 2024 comprised of $1.5 million for revisions to existing closure reserves, including accretion, for approximately 21 IHOP restaurants closed prior to 2023, and $0.6 million related to the conversion of approximately 20,000 square feet of office space in the Leawood, Kansas restaurant support center to a remote work model in February 2024. The closure charges of $1.6 million for the year ended December 31, 2023 primarily comprised of revisions to existing closure reserves, including accretion, for approximately 40 IHOP restaurants closed prior to 2022.
Impairment Charges
The Company evaluates its goodwill and the indefinite-lived assets for impairment annually in the fourth quarter of each year or on an interim basis if events or changes in circumstances between annual tests indicate a potential impairment. Definite-lived intangible assets and long-lived tangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable based on estimated undiscounted future cash flows.
The Company performed a quantitative assessment of the Fuzzy’s goodwill and tradename as of December 31, 2024, the annual testing date. For additional details regarding the methodology and assumptions utilized refer to Note 6 - Goodwill and Note 7 - Other Intangible Assets of the Notes to the Consolidated Financial Statements for additional information. As a result of the quantitative assessment performed, the Company recognized a goodwill impairment of $7.1 million for the year ended December 31, 2024 was related to Fuzzy's goodwill. The long-lived asset impairment of $2.0 million for the year ended December 31, 2023 was comprised of $1.7 million related to the four IHOP subleased restaurants for which the carrying amount exceeded the undiscounted cash flows, $0.2 million related to the stopping of the IHOP Flip'd initiative, and $0.1 million related to two Fuzzy's company restaurants in Texas that were refranchised in April 2023.
45
| Other Income and Expense Items | Favorable (Unfavorable) | Favorable (Unfavorable) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||
| (In millions) | ||||||||||||||||||
| Interest expense, net | $ | 72.1 | $ | (2.1) | $ | 70.0 | $ | (9.3) | $ | 60.7 | ||||||||
| Amortization of intangible assets | 10.8 | 0.1 | 10.9 | (0.3) | 10.6 | |||||||||||||
| (Gain) loss on disposition of assets | (3.2) | 5.6 | 2.4 | (4.9) | (2.5) | |||||||||||||
| Loss on extinguishment of debt | — | 0.0 | 0.0 | (0.2) | (0.2) | |||||||||||||
| Total | $ | 79.7 | $ | 3.6 | $ | 83.3 | $ | (14.7) | $ | 68.6 |
Interest expense, net and loss on extinguishment of debt
Interest expense, net, increased $2.1 million in 2024 compared to 2023, primarily due to the higher interest rate on our refinanced securitized notes as well as on our 2022-1 Variable Funding Senior Notes, Class A-1 (the "Credit Facility"), partially offset by the increase in interest income from improved yields. See the “Liquidity and Capital Resources of the Company” section for additional discussion related to borrowings under our Credit Facility.
On August 12, 2022, the Company established a new revolving financing facility and the debt financing costs related to the previous credit facility were expensed for the year ended December 31, 2022. For additional details, please refer to Note 7, Long-Term Debt, in the Notes to the Consolidated Financial Statements.
The Company repaid the entire outstanding balance of approximately $585.1 million of its 2019 Class A-2-I Notes during the year ended December 31, 2023 and recognized a $1.7 million loss on extinguishment of debt from the write-off of the related remaining issuance costs. This loss was offset by a $1.7 million gain on extinguishment of debt from the purchase of $67.9 million of its 2019 Class A-2-I Notes under par value during the year ended December 31, 2023.
Amortization of Intangible Assets
Amortization of intangible assets primarily relates to franchising rights arising from the November 2007 acquisition of Applebee's, acquired franchise rights arising from the December 2018 acquisition of 69 Applebee's restaurants from a former franchisee, franchising rights arising from the December 2022 acquisition of Fuzzy's, and acquired franchise rights arising from the November 2024 acquisition of 47 Applebee's restaurants from franchisees as discussed under Events Impacting Comparability of Financial Information. See Note 7 - Other Intangible Assets, in the Notes to the Consolidated Financial Statements for additional information.
Loss (Gain) on Disposition of Assets
The gain on disposition of assets for the year ended December 31, 2024 primarily related to the refranchising of nine Applebee's restaurants simultaneously acquired with 47 Applebee's restaurants from a franchisee and the sale of one IHOP property. The loss on disposition of assets for the year ended December 31, 2023 primarily related to the disposition of certain IHOP Flip'd assets.
| Income Tax Provision | Favorable (Unfavorable) | Favorable (Unfavorable) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2022 | ||||||||||||||||
| (In millions) | ||||||||||||||||||
| Income tax provision | $ | 24.7 | $ | (10.2) | $ | 14.5 | $ | 19.2 | $ | 33.7 | ||||||||
| Effective tax rate | 27.5 | % | (14.5) | % | 13.0 | % | 16.3 | % | 29.3 | % |
The income tax provision will vary from period to period for two primary reasons: a change in pretax book income and a change in the effective tax rate. Changes in our pretax book income between 2024 and 2023 are addressed in the preceding sections of “Consolidated Results of Operations - Fiscal 2024, 2023 and 2022.”
The fiscal year 2024 effective tax rate of 27.5% applied to pretax book income was different than the statutory Federal income tax rate of 21% primarily due to state and local taxes and a lower tax deduction related to stock-based compensation.
The fiscal year 2023 effective tax rate of 13.0% applied to pretax book income was different than the statutory Federal income tax rate of 21% primarily due to the conclusion of a state income tax audit settlement, resulting in an income tax benefit of $15.1 million.
46
As of each reporting date, we consider new evidence, both positive and negative, that could impact our view with regards to future realization of deferred tax assets. We believe that the future realizability of benefits arising from foreign tax credit carryforwards and certain state net operating loss carryforwards does not meet the more-likely-than-not threshold. In recognition of this risk, there is a valuation allowance of $5.0 million as of December 31, 2024.
Liquidity and Capital Resources of the Company
Our total cash balances, net of revolving credit facility borrowings, at December 31, 2024, 2023 and 2022 were as follows:
| December 31, 2024 | December 31, 2023 | December 31, 2022 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| (In millions) | |||||||||||
| Cash and cash equivalents | $ | 186.7 | $ | 146.0 | $ | 269.7 | |||||
| Restricted cash, current | 42.4 | 35.1 | 38.9 | ||||||||
| Restricted cash, non-current | 19.5 | 19.5 | 16.4 | ||||||||
| Total cash, restricted cash and cash equivalents | 248.6 | 200.6 | 325.0 | ||||||||
| Less: Revolving credit facility borrowing | (100.0) | (100.0) | (100.0) | ||||||||
| Total cash, restricted cash and cash equivalents, net | $ | 148.6 | $ | 100.6 | $ | 225.0 |
At December 31, 2024, we had contractual obligations to repay debt, make payments under operating leases, finance leases and financing obligations, and to purchase certain goods and services. Material cash requirements to satisfy these obligations were as follows:
| Obligation | Due in Fiscal 2025 | Due Thereafter | Total | Reference(1) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (in millions) | ||||||||||||||
| Long-term debt (principal) | $ | 100.0 | $ | 1,094.0 | $ | 1,194.0 | Note 8 - Long-term Debt | |||||||
| Long-term debt (interest) | 71.5 | 150.9 | 222.4 | Note 8 - Long-term Debt | ||||||||||
| Operating leases | 87.2 | 387.5 | 474.7 | Note 10 - Leases | ||||||||||
| Finance leases | 7.6 | 44.8 | 52.4 | Note 10 - Leases | ||||||||||
| Financing obligations | 4.1 | 29.3 | 33.4 | Note 9 - Financing Obligations | ||||||||||
| Purchase commitments | 94.7 | 34.6 | 129.3 | Note 11 - Commitments and Contingencies | ||||||||||
| Total | $ | 365.1 | $ | 1,741.1 | $ | 2,106.2 |
_________________________________
(1) See referenced note of Notes to the Consolidated Financial Statements for additional information about the obligation.
See Note 11 - Commitments and Contingencies, of the Notes to the Consolidated Financial Statements, for a description of the Company's lease guarantees.
We believe that our unrestricted cash and cash equivalents on hand, cash flow from operations and the borrowing capacity available under our Credit Facility will provide us with adequate liquidity for at least the next twelve months.
Long-Term Debt
Key provisions of our long-term debt potentially impacting liquidity are summarized below. See Note 8 - Long-Term Debt, of the Notes to the Consolidated Financial Statements, for additional detail on long-term debt, including the balances outstanding at December 31, 2024 and 2023.
Instruments
Our long-term debt includes two series of fixed rate senior secured notes, the Series 2019-1 4.723% Fixed Rate Senior Secured Notes in an initial aggregate principal amount of $600 million (the “2019 Class A-2-II Notes”) and the Series 2023-1 7.824% Fixed Rate Senior Secured Notes, Class A-2 in an initial aggregate principal amount of $500 million (the “2023 Class A-2 Notes” and, together with the 2019 Class A-2-II Notes, the “Class A-2 Notes”). The Series 2019-1 4.194% Fixed Rate Senior Secured Notes, Class A-2-I (the “Class A-2-I Notes”) were voluntarily repaid in full on April 17, 2023. For a description of the 2019 Class A-2-I Notes, refer to Note 8 - Long-Term Debt of the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.
Our long-term debt also includes a revolving financing facility, the Credit Facility that allows for drawings up to $325 million of variable funding notes on a revolving basis and the issuance of letters of credit.
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Maturity
The final maturity of the 2019 Class A-2-II Notes is in June 2049, but it is anticipated that, unless repaid earlier, the 2019 Class A-2-II Notes will be repaid in June 2026.
The final maturity of the 2023 Class A-2 Notes is in March 2053, but it is anticipated that, unless repaid earlier, to the extent permitted under the Indenture, the 2023 Class A-2 Notes will be repaid in June 2029.
The renewal date of the Credit Facility is June 2027, subject to two additional one-year extensions at the option of the Company upon the satisfaction of certain conditions.
Payment of Principal and Interest
While the Class A-2 Notes are outstanding, payment of principal and interest is required to be made on the Class A-2 Notes on a quarterly basis. The payment of principal on the Class A-2 Notes may be suspended when the leverage ratio for the Company and its subsidiaries is less than or equal to 5.25x. As of December 31, 2024, our leverage ratio was approximately 4.1x. Therefore, quarterly principal payments are not required.
Exceeding the leverage ratio of 5.25x does not violate any covenant related to the Class A-2 Notes.
On February 16, 2023, our Company's Board of Directors authorized a debt repurchase program of up to $100 million. Repurchases of the Company's debt, if any, are expected to reduce future cash interest payments, as well as future amounts due at maturity or upon redemption. Under the authorization, the Company may make repurchases of the Company's debt from time to time in the open market or in privately negotiated transactions upon such terms and at such prices as management may determine.
Make-whole Premiums
We may voluntarily repay the Class A-2 Notes at any time; however, if repaid prior to certain dates we would be required to pay make-whole premiums. As of December 31, 2024, there was no make-whole premium associated with voluntary prepayment of the 2019 Class A-2-II Notes. As of December 31, 2024, the make-whole premium associated with voluntary prepayment of the 2023 Class A-2 Notes was approximately $28.0 million. We also would be subject to a make-whole premium in the event of a mandatory prepayment required following certain rapid amortization events or certain asset dispositions. The mandatory make-whole premium requirements are considered embedded derivatives that must be bifurcated for separate valuation. We estimated the fair value of these derivatives to be immaterial as of December 31, 2024, based on the probability-weighted discounted cash flows associated with either event.
Covenants and Restrictions
Our long-term debt is subject to a series of covenants and restrictions customary for transactions of this type, including maintenance of a debt service coverage ratio ("DSCR"). In general, the DSCR ratio is net cash flow for the four quarters preceding the calculation date divided by the total debt service payments of the preceding four quarters. The complete definitions of the DSCR and all calculation elements are contained in the indenture, and subsequent amendments thereto, under which the Class A-2 Notes were issued.
Failure to maintain a prescribed DSCR can trigger the following events:
•DSCR less than 1.75x - Cash Flow Sweeping Event
•DSCR less than 1.20x - Rapid Amortization Event
•Interest-only DSCR less than 1.20x - Manager Termination Event
•Interest-only DSCR less than 1.10x - Default Event
Our DSCR for the reporting period ended December 31, 2024 was approximately 3.4x.
Credit Facility
In August 2022, the Co-Issuers entered into the Credit Facility that allows for drawings up to $325 million of variable funding notes on a revolving basis and the issuance of letters of credit. The applicable interest rate under the Credit Facility depends on the type of borrowing by the Co-Issuers. The applicable interest rate for advances is generally calculated at a per annum rate equal to the commercial paper funding rate or one-, two-, three- or six-month Secured Overnight Financing Rate (“SOFR”), in either case, plus 2.50%. The applicable interest rate for swingline advances and unreimbursed draws on outstanding letters of credit is a per annum base rate equal to the sum of (a) the greatest of (i) the prime rate in effect from time
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to time; (ii) the federal funds rate in effect from time to time plus 0.50%; and (iii) SOFR for a one-month tenor in effect at such time plus 0.50% plus (b) 2.00%.
In August 2022, the Company borrowed $100 million against the Credit Facility, all of which was outstanding at December 31, 2024. The amount of $0.6 million was pledged against the Credit Facility for outstanding letters of credit, leaving $224.4 million of the Credit Facility available for borrowing at December 31, 2024. It is anticipated that any principal and interest on the Credit Facility outstanding will be repaid in full on or prior to the quarterly payment date in June 2027, subject to two additional one-year extensions at the option of the Company upon the satisfaction of certain conditions. The letters of credit are used primarily to satisfy insurance-related collateral requirements. The weighted average interest rate on Credit Facility borrowings for the period outstanding during the year ended December 31, 2024 was 7.78%.
Cash Flows
In summary, our cash flows for the years ended December 31, 2024 and 2023 were as follows:
| Year Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | Variance | ||||||||
| (In millions) | ||||||||||
| Net cash provided by operating activities | $ | 108.2 | $ | 131.1 | $ | (23.0) | ||||
| Net cash used in investing activities | (8.5) | (30.1) | 21.6 | |||||||
| Net cash used in financing activities | (51.7) | (225.4) | 173.7 | |||||||
| Net increase (decrease) in cash, cash equivalents and restricted cash | $ | 48.0 | $ | (124.4) | $ | 172.4 |
Operating Activities
Cash provided by operating activities is primarily driven by revenues earned and collected from our franchisees, and profit from our rental operations, financing operations and our company restaurants. Cash provided by operating activities decreased $23.0 million during the year ended December 31, 2024 compared to the same period of the prior year. This decrease was primarily attributable to the decrease in gross segment profit, partially offset by a decrease in G&A expenses as discussed in the preceding sections of this MD&A, as well as a decrease in working capital primarily due to tenant improvement reimbursements received in 2023 offset by timing of rental and other payments impacted by our fiscal year end dates.
Investing Activities
Investing activities used net cash of $8.5 million for the year ended December 31, 2024 compared to using net cash of $30.1 million for the year ended December 31, 2023, a favorable change of $21.6 million. Net cash used in investing activities in the current year included the Company's acquisition of 56 Applebee's restaurants (see Note 19 - Business Acquisition of the Notes to the Consolidated Financial Statements) and the simultaneous refranchising and sale of nine of those Applebee's restaurants (see Note 20 - Refranchising of Company-Operated Restaurants of the Notes to the Consolidated Financial Statements) as well as proceeds from the sale of one IHOP property. In addition, capital expenditures compared to the same period of the prior year decreased $23.1 million and principal receipts from notes and equipment contracts receivables increased $2.9 million. The Company increased spending in information technology and other projects in fiscal year 2023.
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The following table represents the timing of principal receipts from the Company's long-term receivables for equipment, real estate leases receivable, and other notes receivable from franchisees as of December 31, 2024:
| Principal Receipts Due By Period | ||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter | Total | ||||||||||||||||||||
| (In millions) | ||||||||||||||||||||||||||
| Equipment leases(1) | $ | 5.6 | $ | 4.2 | $ | 2.3 | $ | 0.8 | $ | 0.4 | $ | — | $ | 13.2 | ||||||||||||
| Real estate leases receivable(2) | 1.4 | 1.5 | 1.6 | 1.7 | 1.7 | 10.4 | 18.3 | |||||||||||||||||||
| Other notes(3) | 1.8 | 1.6 | 1.5 | 1.5 | 1.4 | 6.2 | 14.0 | |||||||||||||||||||
| Total | $ | 8.8 | $ | 7.3 | $ | 5.4 | $ | 4.0 | $ | 3.5 | $ | 16.6 | $ | 45.5 |
__________________________________________
(1)Equipment leases receivable extend through the year 2029.
(2)Real estate leases receivable extend through the year 2045.
(3)Other notes receivable extend through the year 2031.
Financing Activities
Financing activities used net cash of $51.7 million for the year ended December 31, 2024. The decrease in cash used by financing activities of $173.7 million was primarily due to the repayment and issuance of long-term debt of $159.8 million including payment of debt issuance costs during the year ended December 31, 2023 and a $14.1 million decrease in repurchases of common stock. There were no repayment or issuance of long-term debt during the year ended December 31, 2024.
Adjusted Free Cash Flow
We define “adjusted free cash flow” for a given period as cash provided by operating activities, plus receipts from notes and equipment contract receivables, less additions to property and equipment. Management uses this liquidity measure in its periodic assessments of, among other things, the amount of cash dividends per share of common stock and repurchases of common stock and we believe it is important for investors to have the same measure used by management for that purpose. Adjusted free cash flow does not represent residual cash flow available for discretionary purposes.
Adjusted free cash flow is a non-U.S. GAAP measure. This non-U.S. GAAP measure is not defined in the same manner by all companies and may not be comparable to other similarly titled measures of other companies. Non-U.S. GAAP measures should be considered in addition to, and not as a substitute for, the U.S. GAAP information contained within our financial statements. Reconciliation of the cash provided by operating activities to adjusted free cash flow is as follows:
| Favorable (Unfavorable) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||||||
| (In millions) | ||||||||||
| Cash flows provided by operating activities | $ | 108.2 | $ | (22.9) | $ | 131.1 | ||||
| Net receipts from notes and equipment receivables | 12.3 | 3.0 | 9.3 | |||||||
| Additions to property and equipment | (14.1) | 23.1 | (37.2) | |||||||
| Adjusted free cash flow | $ | 106.4 | $ | 3.2 | $ | 103.3 |
The increase in adjusted free cash flow in 2024 compared to 2023 was primarily due to the decrease in additions to property and equipment and the decrease in cash provided by operating activities which was discussed in preceding section of this MD&A.
Capital Allocation
Dividends
During the fiscal years ended December 31, 2024, 2023 and 2022, we declared and paid dividends on common stock as shown in Note 12 - Stockholders' Deficit, of the Notes to the Consolidated Financial Statements included in this report. On February 20, 2025, our Board of Directors declared a first quarter 2025 cash dividend of $0.51 per share of common stock, payable on April 4, 2025 to the stockholders of record as of the close of business on March 17, 2025.
Share Repurchases
On February 17, 2022, our Board of Directors authorized a new share repurchase program, effective April 1, 2022, of up to $250 million (the "2022 Repurchase Program"). In connection with the approval of the 2022 Repurchase Program, the 2019 Share Repurchase Program terminated effective April 1, 2022.
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A summary of shares repurchased under the 2022 Repurchase Program, during the year ended December 31, 2024 and cumulatively, is as follows:
| Shares | Cost of shares | ||||
|---|---|---|---|---|---|
| (In millions) | |||||
| 2022 Repurchase Program | |||||
| Repurchased during the year ended December 31, 2024 | 269,621 | $ | 12.0 | ||
| Cumulative (life-of-program) repurchases | 1,865,399 | $ | 116.8 | ||
| Remaining dollar value of shares that may be repurchased | n/a | $ | 133.2 |
See Note 12 - Stockholders' Deficit, of the Notes to the Consolidated Financial Statements included in this report for shares repurchased in fiscal 2024, 2023 and 2022.
From time to time, we also repurchase shares owned and tendered by employees to satisfy tax withholding obligations on the vesting of restricted stock awards. Shares are deemed purchased at the closing price of our common stock on the vesting date. See Part II, Item 5 - Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities for detail on this stock repurchase activity during the twelve months ended December 31, 2024.
Critical Accounting Estimates
We prepare our consolidated financial statements in accordance with United States generally accepted accounting principles (“U.S. GAAP”). Our significant accounting policies are comprehensively described in Note 2 - Basis of Presentation and Significant Accounting Policies, of the Notes to the Consolidated Financial Statements contained in Part II, Item 8 of this 10-K. We believe the accounting policies discussed below are particularly important to the understanding of our consolidated financial statements and require higher degree of judgment and/or complexity in the preparation of those consolidated financial statements. In exercising those judgments, we make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures. On an ongoing basis, we evaluate our estimates based on historical experience, current conditions and various other assumptions that we believe to be reasonable under the circumstances. We adjust such estimates and assumptions when facts and circumstances dictate. Accounting assumptions and estimates are inherently uncertain and actual results may differ materially from our estimates. Changes in estimates and judgments could significantly affect our results of operations, financial condition and cash flow in the future.
Goodwill and Intangible Assets
Goodwill and intangible assets considered to have an indefinite life are evaluated throughout the year to determine if indicators of impairment exist. Such indicators include, but are not limited to, events or circumstances such as a significant adverse change in our business, in the overall climate of the business, unanticipated competition, a loss of key personnel, adverse legal or regulatory developments or a significant decline in the market price of our common stock.
If no indicators of impairment have been noted during these preliminary assessments, we perform an assessment of goodwill and intangible assets annually in the fourth fiscal quarter. We first assess qualitatively whether it is more-likely-than-not that an impairment does not exist. Significant factors considered in this assessment include, but are not limited to, macro-economic conditions, market and industry conditions, cost considerations, the competitive environment, share price fluctuations, overall financial performance and results of past impairment tests. If we do not qualitatively determine that it is more-likely-than-not that an impairment does not exist, we perform a quantitative impairment test. Additionally, in any given year, we may elect to perform a quantitative assessment of impairment.
In performing a quantitative test for impairment of goodwill, we primarily use the income approach method of valuation that includes the discounted cash flow method and the market approach that includes the guideline public company method to determine the fair value of goodwill and intangible assets. Significant assumptions made by management in estimating fair value under the discounted cash flow model include restaurant sales trends, future development plans, restaurant closures, cost of revenues, operating expenses, and an appropriate discount rate. based on our estimated cost of equity capital and after-tax cost of debt. Significant assumptions used to determine fair value under the guideline public company method include the selection of guideline companies and the valuation multiples applied.
In the process of a quantitative test, if necessary, of the Applebee's and Fuzzy's tradename intangible asset, we primarily use the relief of royalty method under the income approach method of valuation. Significant assumptions used to determine fair value under the relief of royalty method include future trends in sales, a royalty rate, and a discount rate to be applied to the forecast revenue stream.
There is an inherent degree of uncertainty in preparing any forecast of future results. Future trends in system-wide sales are dependent to a significant extent on national, regional and local economic conditions, and, to a lesser extent, on global economic conditions, particularly those conditions affecting the demographics of the guests that frequently patronize our
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restaurants. There are numerous potential events that could reasonably be expected to negatively affect the forecast of system-wide sales, including a decrease in customers' disposable income available for discretionary spending or a decrease in the perceived wealth of customers, as well as unexpected events such as a global pandemic. As a result, our restaurants could experience a decline in sales and/or customer traffic as potential customers choose lower-cost alternatives (such as quick-service restaurants) or other alternatives to dining out. Any decreases in customer traffic or average customer check due to these or other reasons could reduce gross sales at franchise restaurants, resulting in lower royalty and other payments from franchisees. This could reduce the profitability of franchise restaurants, potentially impacting the ability of franchisees to make royalty payments owed to us when due, which could adversely impact our current cash flow from franchise operations, and negatively impacting franchisees’ ability to develop new restaurants, which could adversely impact our future cash flows from franchise operations. Any decreases in customer traffic or average customer check also could reduce the profitability of our company-operated restaurants. Significant increases in the discount rate also could adversely impact estimated fair values used in quantitative tests for impairment.
During the year ended December 31, 2024, we performed a quantitative test on Fuzzy's goodwill using the approach described above. We concluded it was more likely than not that the fair value of Fuzzy's goodwill did not exceed its respective carrying amount and recorded an impairment charge of $7.1 million during the year ended December 31, 2024.
Long-Lived Assets
On a regular basis, we assess whether events or changes in circumstances have occurred that potentially indicate the carrying value of long-lived tangible assets (primarily assets related to properties and equipment leased or subleased to franchisees, including operating lease right-of-use assets recorded upon adoption of ASC 842) may not be recoverable. We test impairment using historical cash flows and other relevant facts and circumstances as the primary basis for our estimates of future cash flows. Significant factors considered include, but are not limited to, current and forecast sales, current and forecast cash flows, its remaining lease life, and other factors which apply on a case-by-case basis. The analysis is performed at the individual restaurant level for indicators of impairment. Recoverability of the Company's assets is measured by comparing the assets' carrying value to the undiscounted cash flows expected to be generated over the assets' remaining useful life or remaining lease term, whichever is less. This assessment requires the use of estimates and assumptions as to future cash flows of individual restaurants and properties, which are subject to a high degree of judgment and are unique to each property. If assumptions as to future cash flows decrease in the future, we may be required to record impairment charges for these assets. See Note 13 - Closure and Long-lived Tangible Asset Impairment Charges, of the Notes to the Consolidated Financial Statements for additional information on impairments of long-lived tangible assets.
On a regular basis, we assess whether events or changes in circumstances have occurred that potentially indicate the carrying value of intangible assets with finite lives, primarily assets related to Applebee's franchise rights, may not be recoverable. Recoverability of the asset is measured by comparing the assets' carrying value to the discounted future cash flows expected to be generated over the asset's remaining useful life. Significant factors considered include, but are not limited to, current and forecast sales, current and forecast cash flows and a discount rate to be applied to the forecast revenue stream.
Current Expected Credit Losses (“CECL”)
The CECL reserve methodology requires companies to measure expected credit losses on financial instruments based on the total estimated amount to be collected over the lifetime of the instrument. Under the CECL model, reserves may be established against financial asset balances even if the risk of loss is remote or has not yet manifested itself.
We estimate credit loss reserves in the following manner. We record specific reserves against account balances of franchisees deemed “at-risk” when a potential loss is likely or imminent as a result of prolonged payment delinquency (greater than 90 days past due) and where notable credit deterioration has become evident. For financial assets that are not currently deemed “at-risk,” an allowance is recorded based on expected loss rates that consider four components - historical losses, current conditions, reasonable and supportable forecasts and a reversion to history, if applicable.
The majority of our allowance for credit losses is comprised of specific reserves related to individual franchisees. These reserves are subject to a high degree of judgment and are unique to each franchisee. Changes in circumstances relating to each franchisee may result in increases or decreases to the allowance for credit losses in the future. Since adoption of the CECL methodology, the portion of the allowance based on expected loss rates has not been a material component of the total allowance for credit losses.
Income Taxes
We provide for income taxes based on our estimate of federal and state income tax liabilities. We make certain estimates and judgments in the calculation of tax expense and the resulting tax liabilities and in the recoverability of deferred tax assets that arise from temporary differences between the tax and financial statement recognition of revenue and expense. Tax laws are complex and subject to different interpretations by the taxpayers and respective governmental authorities. We review our tax positions quarterly and adjust the balances as new information becomes available.
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We recognize deferred tax assets and liabilities using the enacted tax rates for the effect of temporary differences between the financial reporting basis and the tax basis of recorded assets and liabilities. Deferred tax accounting requires that deferred tax assets be reduced by a valuation allowance if it is more likely than not that some portions or all the net deferred tax assets will not be realized. This test requires projection of our taxable income into future years to determine if there will be taxable income sufficient to realize the tax assets. The preparation of the projections requires considerable judgment and is subject to change to reflect future events and changes in the tax laws. When we establish or reduce the valuation allowance against our deferred tax assets, our income tax expense will increase or decrease, respectively, in the period such determination is made.
FASB ASC Topic 740-10 requires that a position taken or expected to be taken in a tax return be recognized in the financial statement when it is more likely than not (i.e., a likelihood of more than 50 percent) that the position would be sustained upon examination by taxing authorities including all appeals or litigation processes, based on its technical merits. A recognized tax position is then measured on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution. For each reporting period, management applies a consistent methodology to measure and adjust all uncertain tax positions based on the available information.
Business Acquisitions
We allocate the purchase price of acquired companies to the assets acquired and liabilities assumed based on estimated fair values at the acquisition date, with the excess of purchase price over the estimated fair value of the identifiable net assets acquired recorded as goodwill. The allocation of the purchase price requires us to make significant estimates and assumptions to determine the fair value of assets acquired and liabilities assumed and the related useful lives of the acquired assets, when applicable, as of the acquisition date.
Examples of assets we have acquired or may acquire in the future that required the use of critical estimates in valuations include, but are not limited to, tradenames and franchising rights. We engage third-party valuation specialists to assist in determining the fair value associated with our business combinations and related identifiable intangible assets. These estimates are inherently uncertain and unpredictable due to the sensitivity of the assumptions used, which may include, among others, the future expected cash flows and discount rates.
Changes in the judgments, assumptions and estimates that are used in our acquisition valuations and intangible asset and goodwill impairment testing, including discount rates or future operating results and related cash flow projections, could result in significantly different estimates of the fair values in the future. An increase in discount rates, a reduction in projected cash flows or a combination of the two could lead to a reduction in the estimated fair values, which may result in impairment charges that could materially affect our financial statements in any given year.
Accounting Standards Adopted in the Current Fiscal Year
See Note 2 - Basis of Presentation and Summary of Significant Accounting Policies, of the Notes to the Consolidated Financial Statements included in this report for a description of accounting standards we adopted in fiscal 2024.
Newly Issued Accounting Standards Not Yet Adopted
See Note 2 - Basis of Presentation and Summary of Significant Accounting Policies, of the Notes to the Consolidated Financial Statements included in this report, for a description of newly issued accounting standards that may impact us in the future.