Restaurant Brands International

Restaurant Brands International Inc. (RBI) is a Canadian-American multinational fast food holding company. Formed in 2014 by the $12.5 billion merger between American fast food restaurant chain Burger King and Canadian coffee shop and restaurant chain Tim Hortons, and expanded by the 2017 purchase of American fast food chain Popeyes Louisiana Kitchen, the company is the fifth-largest operator of fast food restaurants in the world behind Subway, McDonald's, Starbucks and Yum! Brands. The company is based alongside Tim Hortons in Toronto (previously Oakville, Ontario).[4] For tax purposes, Burger King and Popeyes retain their existing operations and headquarters, both in Miami. The 2014 merger focused primarily on expanding the international reach of the Tim Hortons brand, and providing financial efficiencies for both companies.

Restaurant Brands International Inc.
TypePublic
IndustryFoodservice
FoundedDecember 15, 2014 (2014-12-15)
HeadquartersToronto, Ontario, Canada
Number of locations
25,744 (December 31, 2018)
Area served
Worldwide
Key people
Alex Behring
(Co-Chairman)
Daniel Schwartz
(Co-Chairman)
José Cil
(CEO)
Revenue US$5.603 billion (2019)
US$2.007 billion (2019)
US$1.111 billion (2019)
Total assets US$22.360 billion (2019)
Total equity US$4.259 billion (2019)
Owners3G Capital (~32%)
Capital World Investors (10.59%)
[1]
Number of employees
6,000
SubsidiariesBurger King
Tim Hortons
Popeyes
Websitewww.rbi.com
Footnotes / references
[2][3]

3G Restaurant Brands Holdings LP, an affiliate of the Brazilian investment company 3G Capital, owns a 32% stake[5] in Restaurant Brands International. The company is publicly traded on the New York Stock Exchange and the Toronto Stock Exchange.

In January 2019, Jose Cil was named the CEO of Restaurant Brands International and Schwartz was named the executive chairman of the company.[6]

History

On August 24, 2014, American fast-food chain Burger King announced that it was in negotiations to merge with the Canadian coffee shop and restaurant chain Tim Hortons.[7] The proposed merger would involve a tax inversion into Canada, with a new holding company majority-owned by Burger King's current majority-owner, 3G Capital, and the remaining shares in the company held by current Burger King and Tim Hortons shareholders. A Tim Hortons representative stated that the proposed merger would allow Tim Hortons to leverage Burger King's resources for international growth; the two chains would retain separate operations post-merger.[8] News of the proposal caused Tim Hortons' shares to increase in value by 28 percent.[9]

On August 25, 2014, Burger King officially confirmed its intent to acquire Tim Hortons Inc. in a deal totaling CDN$12.5 billion (US$11.4 billion).[10] 3G Capital purchased the company at $65.50 per-share, and existing shareholders received $65.50 in cash and 0.8025 shares in the new holding company: per-share—all-cash ($88.50) and all-shares (3.0879) options would also be available. Due to its iconic status in Canadian culture, CEO Marc Caira reassured the integrity of Tim Hortons following the purchase, stating that the acquisition would "enable us to move more quickly and efficiently to bring Tim Hortons' iconic Canadian brand to a new global customer base".[9][11]

Although tax inversions, a process in which a company moves its headquarters to a country with a lower tax rate, but maintains the majority of their operations in their previous location, had been a recent financial trend, it did not have as much of an impact on Burger King's reincorporation in Canada. The corporate tax rate in the United States was at the time 39.1% (since then lowered to 21%), while Canada's corporate tax rate is only 26%; however, Burger King had already used various sheltering techniques to reduce its tax rate to 27.5%. As a high-profile instance of tax inversion, news of the merger was criticized by U.S. politicians, who felt that the move would result in a loss of tax revenue to foreign interests, and could result in further government pressure against inversions (which had, until the Burger King merger, been primarily invoked by pharmaceutical firms).[12][13][8][10] 3G Capital co-founder Alex Behring denied that the merger was tax-related, stating that it was "fundamentally about growth and creating value through accelerated expansion".[14]

The deal was approved in Canada by the Competition Bureau on October 28, 2014, ruling that the deal was "unlikely to result in a substantial lessening or prevention of competition".[15] The deal was approved by Minister of Industry James Moore on December 4, 2014; the two companies agreed to conditions, requiring that the Burger King and Tim Hortons chains retain separate operations, not combine locations in Canada and the United States, maintain "significant employment levels" at the Oakville headquarters, and ensure that Canadians make up at least 30% of Tim Hortons' board of directors.[16] Tim Hortons shareholders approved the merger on December 9, 2014; the same day, it was announced that the new holding company would be known as Restaurant Brands International, and trade under the ticker symbol QSR. Vice-chairman Marc Caira felt that the merger was the "next chapter" for Tim Hortons, envisioning a "bolder, more assertive, and dynamic Tim Hortons in the future" alongside its prospects for international expansion.[14][17]

Popeyes acquisition

On February 21, 2017, Restaurant Brands International announced its intent to acquire Popeyes Louisiana Kitchen for US$1.8 billion at US$79 per share.[18] On March 27, 2017, the deal closed with RBI purchasing Popeyes at $79 per share via Orange, Inc, an indirect subsidiary of RBI.[19]

Finances
Year Revenue
in mil. USD$		 Net income
in mil. USD$		 Total Assets
in mil. USD$		 Employees (company owned only) Systemwide restaurants
2014 1,198.8 −269.3 21,343 4,600 19,043
2015 4,052.2 511.7 18,411.1 4,300 19,416
2016 4,145.8 955.9 19,124.9 4,300 20,351
2017 4,576.1 1,235.3 21,223.5 6,200 24,407

[20]

Ownership and leadership

3G Capital (which held a 71% majority stake in Burger King) holds a 32% stake in Restaurant Brands International.[5] Berkshire Hathaway, which partially funded the merger, held a 4.8% stake in the mid to late 2010s.[21] Until early 2019, Daniel Schwartz served as CEO of the company, with previous Tim Hortons CEO Marc Caira being vice-chairman and director. In January 2019, Jose Cil was named the CEO of Restaurant Brands International and Schwartz was named the executive chairman of the company.[6]

In August 2020, it was revealed that Berkshire Hathaway had completely sold its stake in RBI.[22]

See also

References
  1. "QSR Major Holders - Restaurant Brands International Stock - Yahoo Finance". finance.yahoo.com. Retrieved January 14, 2021.
  2. https://s26.q4cdn.com/317237604/files/doc_financials/2020/ar/Restaurant-Brands-International-%E2%80%93-2019-SEC-Form-10-K-Annual-Report.pdf
  3. "RESTAURANT BRANDS INTERNATIONAL INC. 2019 Form 10-K" (PDF).
  4. Kalinowski, Tess (April 17, 2018). "Tim Hortons to move its Canadian head office". Toronto Star. Retrieved April 17, 2018.
  5. "3G Capital selling $3 billion shares in Burger King owner". Reuters.
  6. Singh, Shradha (January 23, 2019). "Restaurant Brands names Burger King boss Jose Cil as CEO". Reuters. Retrieved March 20, 2019.
  7. Sieniuc, Kat; Atkins, Eric (August 24, 2014). "Burger King in talks to acquire Tim Hortons". The Globe and Mail. Retrieved August 25, 2014.
  8. Hoffman, Liz; Mattioli, Dana (August 25, 2014). "Burger King in Talks to Buy Tim Hortons in Canada Tax Deal". Retrieved August 25, 2014.
  9. Evans, Pete (August 26, 2014). "Tim Hortons, Burger King agree to merger deal". CBC News. Retrieved August 26, 2014.
  10. De La Merced, Michael (August 26, 2014). "Burger King to Buy Tim Hortons for $11.4 Billion". The New York Times. Retrieved August 26, 2014.
  11. Atkins, Eric; Nelson, Jacqueline (August 24, 2014). "Burger King, Tim Hortons ink merger deal for $12.5-billion". The Globe and Mail. Retrieved August 26, 2014.
  12. Puzzanghera, Jim (August 25, 2014). "Burger King, Tim Hortons talks could turn up heat on tax inversions". Los Angeles Times. Retrieved August 26, 2014.
  13. McKinnon, John D.; Paletta, Damian (August 25, 2014). "Burger King-Tim Hortons Merger Raises Tax-Inversion Issue". Wall Street Journal. Retrieved August 26, 2014.
  14. Shaw, Hollie (December 9, 2014). "Tim Hortons enters 'next chapter' as shareholders approve Burger King's $12.5 billion takeover". Financial Post. Retrieved December 10, 2014.
  15. Evans, Pete (October 28, 2014). "Tim Hortons, Burger King deal OK'd by Competition Bureau". CBC News. Retrieved December 10, 2014.
  16. Shaw, Hollie (December 4, 2014). "Burger King promises to ramp up Tim Hortons' U.S. expansion as Ottawa approves takeover". Financial Post. Retrieved December 10, 2014.
  17. "Tim Hortons, Burger King finalize merger to form Restaurant Brands International". Edmonton Journal. Canadian Press. December 12, 2014. Archived from the original on December 16, 2014. Retrieved December 13, 2014.
  18. Evans, Pete (February 21, 2017). "Restaurant Brands to Add Popeyes to Tim Hortons and Burger King". CBC News. Retrieved February 22, 2017.
  19. Inc., Restaurant Brands International. "Restaurant Brands International Inc. Announces Successful Completion of its Tender Offer to Purchase All of the Outstanding Shares of Popeyes Louisiana Kitchen, Inc". www.prnewswire.com.
  20. "Restaurant Brands Financial Statements 2012-2020 | QSR". www.macrotrends.net.
  21. Buhayar, Noah (December 15, 2014). "Berkshire to Hold Larger Stake in Burger King-Tim Hortons Parent". Bloomberg Businessweek. Retrieved December 15, 2014.
  22. "Warren Buffett's Berkshire Hathaway Sells Off Its Restaurant Brands Stake". NASDAQ. Retrieved October 4, 2020.
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