10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2018

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-36786

RESTAURANT BRANDS INTERNATIONAL INC.

(Exact Name of Registrant as Specified in its Charter)

Canada	98-1202754
(State or Other Jurisdiction of	(I.R.S. Employer
Incorporation or Organization)	Identification No.)
226 Wyecroft Road Oakville, Ontario	L6K 3X7
(Address of Principal Executive Offices)	(Zip Code)

(905) 845-6511

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (check one);

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐  (Do not check if a smaller reporting company)	Smaller reporting company	☐
Emerging growth company  ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

As of April 19, 2018, there were 249,161,445 common shares of the Registrant outstanding.

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

TABLE OF CONTENTS

		Page
PART I – Financial Information
Item 1.	Financial Statements	3
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	29
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	40
Item 4.	Controls and Procedures	40
PART II – Other Information
Item 5.	Other Information	42
Item 6.	Exhibits	43
	Signatures	44

2

PART I — Financial Information

Item 1. Financial Statements

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In millions of U.S. dollars, except share data)

(Unaudited)

	As of
	March 31, 2018			December 31, 2017
ASSETS
Current assets:
Cash and cash equivalents	$	852.4		$	1,097.4
Accounts and notes receivable, net of allowance of $19.5 and $16.4, respectively	467.6			488.8
Inventories, net	74.6			78.0
Prepaids and other current assets	87.8			85.4
Total current assets	1,482.4			1,749.6
Property and equipment, net of accumulated depreciation and amortization of $651.7 and $623.3, respectively	2,072.7			2,133.3
Intangible assets, net	10,904.6			11,062.2
Goodwill	5,693.5			5,782.3
Net investment in property leased to franchisees	66.9			71.3
Other assets, net	539.4			424.8
Total assets	$	20,759.5		$	21,223.5
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	416.4		$	496.2
Other accrued liabilities	636.6			865.7
Gift card liability	107.3			214.9
Current portion of long term debt and capital leases	78.8			78.2
Total current liabilities	1,239.1			1,655.0
Term debt, net of current portion	11,788.1			11,800.9
Capital leases, net of current portion	236.6			243.8
Other liabilities, net	1,820.4			1,455.1
Deferred income taxes, net	1,432.9			1,508.1
Total liabilities	16,517.1			16,662.9
Shareholders’ equity:
Common shares, no par value; unlimited shares authorized at March 31, 2018 and December 31, 2017; 249,101,633 shares issued and outstanding at March 31, 2018; 243,899,476 shares issued and outstanding at December 31, 2017	2,096.6			2,051.5
Retained earnings	553.9			650.6
Accumulated other comprehensive income (loss)	(572.5		)	(475.7		)
Total Restaurant Brands International Inc. shareholders’ equity	2,078.0			2,226.4
Noncontrolling interests	2,164.4			2,334.2
Total shareholders’ equity	4,242.4			4,560.6
Total liabilities and shareholders’ equity	$	20,759.5		$	21,223.5

See accompanying notes to condensed consolidated financial statements.

3

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(In millions of U.S. dollars, except per share data)

(Unaudited)

	Three Months Ended March 31,
	2018			2017
Revenues:
Sales	$	547.8		$	550.4
Franchise and property revenues (Note 4)	706.0			450.2
Total revenues	1,253.8			1,000.6
Operating costs and expenses:
Cost of sales	429.1			423.4
Franchise and property expenses	104.4			111.0
Selling, general and administrative expenses (Note 4)	301.3			121.9
(Income) loss from equity method investments	(14.3		)	(5.7		)
Other operating expenses (income), net	12.7			13.8
Total operating costs and expenses	833.2			664.4
Income from operations	420.6			336.2
Interest expense, net	140.1			111.4
Loss on early extinguishment of debt	—			20.4
Income before income taxes	280.5			204.4
Income tax expense	1.7			37.8
Net income	278.8			166.6
Net income attributable to noncontrolling interests (Note 11)	131.0			48.9
Preferred share dividends	—			67.5
Net income attributable to common shareholders	$	147.8		$	50.2
Earnings per common share
Basic	$	0.60		$	0.21
Diluted	$	0.59		$	0.21
Weighted average shares outstanding
Basic	245.9			234.7
Diluted	473.9			476.5
Cash dividends declared per common share	$	0.45		$	0.18

See accompanying notes to condensed consolidated financial statements.

4

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income (Loss)

(In millions of U.S. dollars)

(Unaudited)

	Three Months Ended March 31,
	2018			2017
Net income	$	278.8		$	166.6
Foreign currency translation adjustment	(215.6		)	105.8
Net change in fair value of net investment hedges, net of tax of $(8.6) and $10.7	2.5			(43.5		)
Net change in fair value of cash flow hedges, net of tax of $(9.1) and $0.9	24.9			(2.6		)
Amounts reclassified to earnings of cash flow hedges, net of tax of $(2.1) and $(1.3)	5.7			3.7
Gain (loss) recognized on defined benefit pension plans, net of tax of $0.0 and $0.3	0.2			(0.3		)
Other comprehensive income (loss)	(182.3		)	63.1
Comprehensive income (loss)	96.5			229.7
Comprehensive income (loss) attributable to noncontrolling interests	45.4			79.9
Comprehensive income attributable to preferred shareholders	—			67.5
Comprehensive income (loss) attributable to common shareholders	$	51.1		$	82.3

See accompanying notes to condensed consolidated financial statements.

5

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Shareholders’ Equity

(In millions of U.S. dollars, except shares)

(Unaudited)

	Issued Common Shares			Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interest			Total
	Shares	Amount
Balances at December 31, 2017	243,899,476	$	2,051.5	$	650.6		$	(475.7	)	$	2,334.2		$	4,560.6
Cumulative effect adjustment (Note 4)	—	—		(132.0		)	—			(117.8		)	(249.8		)
Stock option exercises	5,058,992	25.2		—			—			—			25.2
Share-based compensation	—	13.6		—			—			—			13.6
Issuance of shares	113,733	5.5		—			—			—			5.5
Dividends declared on common shares	—	—		(112.1		)	—			—			(112.1		)
Dividend equivalents declared on restricted stock units	—	0.4		(0.4		)	—			—			—
Distributions declared by Partnership on Partnership exchangeable units (Note 11)	—	—		—			—			(98.0		)	(98.0		)
Exchange of Partnership exchangeable units for RBI common shares	29,432	0.4		—			(0.1		)	(0.3		)	—
Restaurant VIE contributions (distributions)	—	—		—			—			0.9			0.9
Net income	—	—		147.8			—			131.0			278.8
Other comprehensive income (loss)	—	—		—			(96.7		)	(85.6		)	(182.3		)
Balances at March 31, 2018	249,101,633	$	2,096.6	$	553.9		$	(572.5	)	$	2,164.4		$	4,242.4

See accompanying notes to condensed consolidated financial statements.

6

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(In millions of U.S. dollars)

(Unaudited)

	Three Months Ended March 31,
	2018			2017
Cash flows from operating activities:
Net income	$	278.8		$	166.6
Adjustments to reconcile net income to net cash (used for) provided by operating activities:
Depreciation and amortization	47.0			43.4
Premiums paid and non-cash loss on early extinguishment of debt	—			17.9
Amortization of deferred financing costs and debt issuance discount	7.2			8.5
(Income) loss from equity method investments	(14.3		)	(5.7		)
Loss (gain) on remeasurement of foreign denominated transactions	16.4			10.4
Net losses on derivatives	1.9			5.8
Share-based compensation expense	13.3			16.5
Deferred income taxes	(19.0		)	15.3
Other	3.7			3.6
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Accounts and notes receivable	15.4			47.8
Inventories and prepaids and other current assets	(7.0		)	7.8
Accounts and drafts payable	(72.8		)	38.9
Other accrued liabilities and gift card liability	(374.7		)	(82.6		)
Other long-term assets and liabilities	(6.9		)	(5.3		)
Net cash (used for) provided by operating activities	(111.0		)	288.9
Cash flows from investing activities:
Payments for property and equipment	(7.0		)	(4.1		)
Proceeds from disposal of assets, restaurant closures, and refranchisings	1.6			6.8
Net payment for purchase of Popeyes, net of cash acquired	—			(1,635.9		)
Return of investment on direct financing leases	4.2			4.1
Settlement/sale of derivatives, net	3.0			5.2
Other investing activities, net	0.1			(0.8		)
Net cash provided by (used for) investing activities	1.9			(1,624.7		)
Cash flows from financing activities:
Proceeds from issuance of long-term debt	—			1,300.0
Repayments of long-term debt and capital leases	(21.7		)	(319.9		)
Payment of financing costs	—			(31.8		)
Payment of dividends on common and preferred shares and distributions on Partnership exchangeable units	(96.9		)	(145.9		)
Payments in connection with redemption of preferred shares	(33.6		)	—
Proceeds from stock option exercises	25.2			8.0
Other financing activities, net	(0.6		)	(1.1		)
Net cash (used for) provided by financing activities	(127.6		)	809.3
Effect of exchange rates on cash and cash equivalents	(8.3		)	3.3
Increase (decrease) in cash and cash equivalents	(245.0		)	(523.2		)
Cash and cash equivalents at beginning of period	1,097.4			1,475.8
Cash and cash equivalents at end of period	$	852.4		$	952.6
Supplemental cash flow disclosures:
Interest paid	$	128.9		$	80.1
Income taxes paid	$	304.0		$	24.1

See accompanying notes to condensed consolidated financial statements.

7

RESTAURANT BRANDS INTERNATIONAL INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 1. Description of Business and Organization

Restaurant Brands International Inc. (the “Company,” “RBI,” “we,” “us” or “our”) was formed on August 25, 2014 and continued under the laws of Canada. The Company serves as the sole general partner of Restaurant Brands International Limited Partnership (the “Partnership”). We franchise and operate quick service restaurants serving premium coffee and other beverage and food products under the Tim Hortons® brand (“Tim Hortons” or “TH”), fast food hamburgers principally under the Burger King® brand (“Burger King” or “BK”), and chicken under the Popeyes® brand (“Popeyes” or “PLK”). We are one of the world’s largest quick service restaurant, or QSR, companies as measured by total number of restaurants. As of March 31, 2018, we franchised or owned 4,774 Tim Hortons restaurants, 16,859 Burger King restaurants, and 2,926 Popeyes restaurants, for a total of 24,559 restaurants, and operate in more than 100 countries and U.S. territories. Approximately 100% of current system-wide restaurants are franchised.

All references to “$” or “dollars” are to the currency of the United States unless otherwise indicated. All references to Canadian dollars or C$ are to the currency of Canada unless otherwise indicated.

Note 2. Basis of Presentation and Consolidation

We have prepared the accompanying unaudited condensed consolidated financial statements (the “Financial Statements”) in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. Therefore, the Financial Statements should be read in conjunction with the audited consolidated financial statements contained in our Annual Report on Form 10-K filed with the SEC and Canadian securities regulatory authorities on February 23, 2018.

The Financial Statements include our accounts and the accounts of entities in which we have a controlling financial interest, the usual condition of which is ownership of a majority voting interest. All material intercompany balances and transactions have been eliminated in consolidation. Investments in other affiliates that are owned 50% or less where we have significant influence are accounted for by the equity method.

We are the sole general partner of Partnership and, as such we have the exclusive right, power and authority to manage, control, administer and operate the business and affairs and to make decisions regarding the undertaking and business of Partnership, subject to the terms of the amended and restated limited partnership agreement of Partnership (the “partnership agreement”) and applicable laws. As a result, we consolidate the results of Partnership and record a noncontrolling interest in our consolidated balance sheets and statements of operations with respect to the remaining economic interest in Partnership we do not hold.

We also consider for consolidation entities in which we have certain interests, where the controlling financial interest may be achieved through arrangements that do not involve voting interests. Such an entity, known as a variable interest entity (“VIE”), is required to be consolidated by its primary beneficiary.

Tim Hortons has historically entered into certain arrangements in which an operator acquires the right to operate a restaurant, but Tim Hortons owns the restaurant’s assets. We perform an analysis to determine if the legal entity in which operations are conducted is a VIE and consolidate a VIE entity if we also determine Tim Hortons is the entity’s primary beneficiary (“Restaurant VIEs”). As of March 31, 2018 and December 31, 2017, we determined that we are the primary beneficiary of 23 and 31 Restaurant VIEs, respectively. As Tim Hortons, Burger King, and Popeyes franchise and master franchise arrangements provide the franchise and master franchise entities the power to direct the activities that most significantly impact their economic performance, we do not consider ourselves the primary beneficiary of any such entity that might be a VIE.

In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation have been included in the Financial Statements. The results for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the full year.

8

The preparation of consolidated financial statements in conformity with U.S. GAAP and related rules and regulations of the SEC requires our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the related disclosure of contingent assets and liabilities. Actual results could differ from these estimates.

Certain prior year amounts in the accompanying Financial Statements and notes to the Financial Statements have been reclassified in order to be comparable with the current year classifications. These consist of the December 31, 2017 reclassification of Advertising fund restricted assets to Cash and cash equivalents, Accounts and notes receivable, net and Prepaids and other current assets and the reclassification of Advertising fund liabilities to Accounts and drafts payable and Other accrued liabilities as detailed below (in millions). These reclassifications had no effect on previously reported net income.

	December 31, 2017					December 31, 2017
	As Reported		Reclassification			As Adjusted
Current assets:
Cash and cash equivalents	$	1,073.4	$	24.0		$	1,097.4
Accounts and notes receivable, net	455.9		32.9			488.8
Inventories, net	78.0		—			78.0
Advertising fund restricted assets	83.3		(83.3		)	—
Prepaids and other current assets	59.0		26.4			85.4
Total current assets	$	1,749.6	$	—		$	1,749.6
Current liabilities:
Accounts and drafts payable	$	412.9	$	83.3		$	496.2
Other accrued liabilities	838.2		27.5			865.7
Gift card liability	214.9		—			214.9
Advertising fund liabilities	110.8		(110.8		)	—
Current portion of long term debt and capital leases	78.2		—			78.2
Total current liabilities	$	1,655.0	$	—		$	1,655.0

Note 3. New Accounting Pronouncements

Revenue Recognition – In May 2014, the Financial Accounting Standards Board (the “FASB”) issued a new single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. We adopted this new guidance on January 1, 2018. See Note 4, Revenue Recognition, for further information about our transition to this new revenue recognition model using the modified retrospective transition method.

Lease Accounting – In February 2016, the FASB issued new guidance on leases. The new guidance requires lessees to recognize on the balance sheet the assets and liabilities for the rights and obligations created by finance and operating leases with lease terms of more than 12 months, as well as enhanced disclosures, and is effective commencing in 2019. The amendment required a modified retrospective transition approach with application in all comparative periods presented. In March 2018, the FASB approved an amendment to permit a company to use its effective date as the date of initial application without restating comparative period financial statements. We expect this new guidance to cause a material increase to our assets and liabilities on our consolidated balance sheet since we have a significant number of operating lease arrangements for which we are the lessee. We are currently evaluating the impact that adoption of this guidance will have on our consolidated statements of operations and the transition approach to use. We do not expect the adoption of this new guidance to have a material impact on our cash flows and liquidity.

Goodwill Impairment – In January 2017, the FASB issued guidance to simplify how an entity measures goodwill impairment by removing the second step of the two-step quantitative goodwill impairment test. An entity will no longer perform a hypothetical purchase price allocation to measure goodwill impairment. Instead, impairment will be measured at the amount by which the carrying value exceeds the fair value of a reporting unit; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The amendment requires prospective adoption and is effective commencing in 2020 with early adoption permitted.

9

Hedge Accounting – In August 2017, the FASB issued an accounting standards update to improve the transparency and understandability of information conveyed to financial statement users about an entity's risk management activities and simplify the application of hedge accounting by preparers. We adopted this guidance on January 1, 2018 (the “Adoption Date”).

The new guidance eliminates the requirement to separately measure and report hedge ineffectiveness for cash flow and net investment hedges that are deemed effective. Most notably, for our cross-currency swaps designated as net investment hedges, the new guidance permits the exclusion of the interest component (the “Excluded Component”) from the accounting hedge without affecting net investment hedge designation. The initial value of the Excluded Component may be recognized in earnings on a systematic and rational basis over the life of the derivative instrument.

Subsequent to the Adoption Date, we changed the method of assessing effectiveness for net investment hedges using derivatives from the forward method to the spot method. We de-designated the cross currency-swaps and re-designated them as of March 15, 2018 (the "Re-designation Date"). As a result of adopting the new guidance and the re-designation of our cross- currency-swaps, we will recognize a benefit from the amortization of the initial value of the Excluded Component as a component of Interest expense, net in our condensed consolidated statements of operations rather than as a component of other comprehensive income. All changes in fair value of the instruments related to currency fluctuations will continue to be recognized within other comprehensive income.

The impact of adoption did not have a material effect on our Financial Statements as of the Adoption Date. We recorded a $3.6 million net benefit to Interest expense, net from the Re-designation Date through March 31, 2018 in our condensed consolidated statements of operations for the amortization of the initial value of the Excluded Component, as described above. We believe the new guidance better portrays the economic results of our risk management activities and net investment hedges in our Financial Statements.

Reclassification of Certain Tax Effects – In February 2018, the FASB issued guidance which allows a reclassification from accumulated other comprehensive income to retained earnings for the tax effects of items within accumulated other comprehensive income. The amendment is effective commencing in 2019 with early adoption permitted. We are currently evaluating the impact that the adoption of this new guidance will have on our Financial Statements.

Note 4. Revenue Recognition

Revenue from Contracts with Customers

We transitioned to FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue From Contracts with Customers (“ASC 606”), from ASC Topic 605, Revenue Recognition and ASC Subtopic 952-605, Franchisors - Revenue Recognition (together, the “Previous Standards”) on January 1, 2018 using the modified retrospective transition method. Our Financial Statements reflect the application of ASC 606 guidance beginning in 2018, while our consolidated financial statements for prior periods were prepared under the guidance of Previous Standards. The $249.8 million cumulative effect of our transition to ASC 606 is reflected as an adjustment to January 1, 2018 Shareholders' equity.

Our transition to ASC 606 represents a change in accounting principle. ASC 606 eliminates industry-specific guidance and provides a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of ASC 606 is that a reporting entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the reporting entity expects to be entitled for the exchange of those goods or services.

10

Revenue Recognition Significant Accounting Policies under ASC 606

Our revenues are comprised of sales and franchise and property revenues, which are detailed as follows:

Sales

Sales consist primarily of supply chain sales, which represent sales of products, supplies and restaurant equipment to franchisees, as well as sales to retailers. Orders placed by customers specify the goods to be delivered and transaction prices for supply chain sales. Revenue is recognized upon transfer of control over ordered items, generally upon delivery to the customer, which is when the customer obtains physical possession of the goods, legal title is transferred, the customer has all risks and rewards of ownership and an obligation to pay for the goods is created. Shipping and handling costs associated with outbound freight for supply chain sales after control of a product has transferred to a customer are accounted for as a fulfillment costs and classified as cost of sales.

Commencing on January 1, 2018, we classify all sales of restaurant equipment to franchisees as Sales and related cost of equipment sold as Cost of sales. In periods prior to January 1, 2018, we classified sales of restaurant equipment at establishment of a restaurant and in connection with renewal or renovation as Franchise and property revenues and related costs as Franchise and property expense.

To a much lesser extent, sales also include Company restaurant sales (including Restaurant VIEs), which consist of sales to restaurant guests. Revenue from Company restaurant sales is recognized at the point of sale. Taxes assessed by a governmental authority that we collect are excluded from revenue.

Franchise and Property Revenues

Franchise revenues

Franchise revenues consist primarily of royalties, advertising fund contributions, initial and renewal franchise fees and upfront fees from development agreements and master franchise and development agreements (“MFDAs”). Our performance obligations under franchise agreements consist of (a) a franchise license, including a license to use one of our brands and, where our subsidiaries manage an advertising fund, advertising and promotion management, (b) pre-opening services, such as training and inspections, and (c) ongoing services, such as development of training materials and menu items and restaurant monitoring and inspections. These performance obligations are highly interrelated so we do not consider them to be individually distinct and therefore account for them under ASC 606 as a single performance obligation, which is satisfied by providing a right to use our intellectual property over the term of each franchise agreement.

Royalties, including franchisee contributions to advertising funds managed by our subsidiaries, are calculated as a percentage of franchise restaurant sales over the term of the franchise agreement. Under our franchise agreements, advertising contributions paid by franchisees must be spent on advertising, product development, marketing and related activities. Initial and renewal franchise fees are payable by the franchisee upon a new restaurant opening or renewal of an existing franchise agreement. Our franchise agreement royalties, inclusive of advertising fund contributions, represent sales-based royalties that are related entirely to our performance obligation under the franchise agreement and are recognized as franchise sales occur. Additionally, under ASC 606, initial and renewal franchise fees are recognized as revenue on a straight-line basis over the term of the respective agreement. Under the Previous Standards, initial franchise fees were recognized as revenue when the related restaurant commenced operations and our completion of all material services and conditions. Renewal franchise fees were recognized as revenue upon execution of a new franchise agreement. Our performance obligation under development agreements other than MFDAs generally consists of an obligation to grant exclusive development rights over a stated term. These development rights are not distinct from franchise agreements, so upfront fees paid by franchisees for exclusive development rights are deferred and apportioned to each franchise restaurant opened by the franchisee. The pro rata amount apportioned to each restaurant is accounted for as an initial franchise fee.

We have a distinct performance obligation under our MFDAs to grant subfranchising rights over a stated term. Under the terms of MFDAs, we typically either receive an upfront fee paid in cash or receive noncash consideration in the form of an equity interest in the master franchisee or an affiliate of the master franchisee. We previously accounted for noncash consideration as a nonmonetary exchange and did not record revenue or a basis in the equity interest received in arrangements where we received noncash consideration. These transactions now fall within the scope of ASC 606, which requires us to record investments in the applicable equity method investee and recognize revenue in an amount equal to the fair value of the equity interest received. Upfront fees from master franchisees, including the fair value of noncash consideration, are deferred and amortized over the MFDA term on a straight-line basis.

11

The portion of gift cards sold to customers which are never redeemed is commonly referred to as gift card breakage. Under ASC 606, we recognize gift card breakage income proportionately as each gift card is redeemed using an estimated breakage rate based on our historical experience. Under the Previous Standards, we recognized gift card breakage income for each gift card's remaining balance when redemption of that balance was deemed remote.

Property Revenues

Property revenues are accounted for in accordance with applicable accounting guidance for leases and are excluded from the scope of ASC 606. See Note 2, Significant Accounting Policies, to our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 for our property revenue accounting policies.

Contract Liabilities

Contract liabilities consist of deferred revenue resulting from initial and renewal franchise fees paid by franchisees, as well as upfront fees paid by master franchisees, which are generally recognized on a straight-line basis over the term of the underlying agreement. We classify these contract liabilities as Other liabilities, net in our condensed consolidated balance sheets. The following table reflects the change in contract liabilities between the date of adoption (January 1, 2018) and March 31, 2018 (in millions):

	Contract Liabilities
Balance at January 1, 2018	$	455.0
Revenue recognized that was included in the contract liability balance at the beginning of the year	(12.2		)
Increase, excluding amounts recognized as revenue during the period	14.3
Impact of foreign currency translation	0.6
Balance at March 31, 2018	$	457.7

The following table illustrates estimated revenues expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of March 31, 2018 (in millions):

Contract liabilities expected to be recognized in	Amount
2018	$	24.7
2019	32.4
2020	31.7
2021	31.1
2022	30.4
Thereafter	307.4
Total	$	457.7

Disaggregation of Total Revenues

Total revenues consist of the following (in millions):

	Three Months Ended March 31,
	2018		2017
Sales	$	547.8	$	550.4
Royalties	510.4		242.0
Property revenues	177.8		175.0
Franchise fees and other revenue	17.8		33.2
Total revenues	$	1,253.8	$	1,000.6

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Financial Statement Impact of Transition to ASC 606

As noted above, we transitioned to ASC 606 using the modified retrospective method on January 1, 2018. The cumulative effect of this transition to applicable contracts with customers that were not completed as of January 1, 2018 was recorded as an adjustment to Shareholders' equity as of this date. As a result of applying the modified retrospective method to transition to ASC 606, the following adjustments were made to the consolidated balance sheet as of January 1, 2018 (in millions):

	As Reported			Total			Adjusted
	December 31, 2017			Adjustments			January 1, 2018
ASSETS
Current assets:
Cash and cash equivalents	$	1,097.4		$	—		$	1,097.4
Accounts and notes receivable, net	488.8			—			488.8
Inventories, net	78.0			—			78.0
Prepaids and other current assets	85.4			(23.0		)	62.4
Total current assets	1,749.6			(23.0		)	1,726.6
Property and equipment, net	2,133.3			—			2,133.3
Intangible assets, net	11,062.2			—			11,062.2
Goodwill	5,782.3			—			5,782.3
Net investment in property leased to franchisees	71.3			—			71.3
Other assets, net	424.8			106.6			531.4
Total assets	$	21,223.5		$	83.6		$	21,307.1
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	496.2		$	—		$	496.2
Other accrued liabilities	865.7			8.9			874.6
Gift card liability	214.9			(43.0		)	171.9
Current portion of long term debt and capital leases	78.2			—			78.2
Total current liabilities	1,655.0			(34.1		)	1,620.9
Term debt, net of current portion	11,800.9			—			11,800.9
Capital leases, net of current portion	243.8			—			243.8
Other liabilities, net	1,455.1			425.7			1,880.8
Deferred income taxes, net	1,508.1			(58.2		)	1,449.9
Total liabilities	16,662.9			333.4			16,996.3
Shareholders’ equity:
Common shares	2,051.5			—			2,051.5
Retained earnings	650.6			(132.0		)	518.6
Accumulated other comprehensive income (loss)	(475.7		)	—			(475.7		)
Total RBI shareholders’ equity	2,226.4			(132.0		)	2,094.4
Noncontrolling interests	2,334.2			(117.8		)	2,216.4
Total shareholders’ equity	4,560.6			(249.8		)	4,310.8
Total liabilities and shareholders’ equity	$	21,223.5		$	83.6		$	21,307.1

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Franchise Fees

The cumulative adjustment for franchise fees consists of the following:

• A $320.7 million increase in Other liabilities, net for the cumulative reversal and deferral of previously recognized franchise fees related to franchise agreements in effect at January 1, 2018 that were entered into subsequent to the acquisitions of BK in 2010, TH in 2014 and PLK in 2017 (net of the cumulative revenue attributable for the period through January 1, 2018), with a corresponding decrease to Shareholders’ equity.

• A $106.6 million increase in Other assets, net for the previously unrecognized value of equity interests received in connection with MFDA arrangements. This increase resulted in a corresponding increase in Other liabilities, net of $105.0 million and an adjustment to Shareholders' equity of $1.6 million for the cumulative effect of revenue attributable for the period between the inception of each such arrangement and January 1, 2018.

• A $67.1 million decrease to Deferred income taxes, net for the tax effects of the two adjustments noted above, with a corresponding increase to Shareholders' equity.

Advertising Funds

The cumulative adjustment for advertising funds reflects the recognition of cumulative advertising expenditures temporarily in excess of cumulative advertising fund contributions as of January 1, 2018, which is reflected as a $23.0 million decrease in Prepaids and other current assets and a $23.0 million decrease to Shareholders’ equity.

Gift Card Breakage

The adjustment for gift card breakage reflects the impact of the change to recognize gift card breakage proportionately as gift card balances are used rather than when it is deemed remote that the unused gift card balance would be redeemed, as done under the Previous Standards. The cumulative effect of applying ASC 606 accounting to gift card balances outstanding at January 1, 2018 is reflected as a $43.0 million decrease in Gift card liability, an $8.9 million increase in Other accrued liabilities, an $8.9 million increase in Deferred income taxes, net and a $25.2 million increase in January 1, 2018 Shareholders' equity.

Comparison to Amounts if Previous Standards Had Been in Effect

The following tables reflect the impact of adoption of ASC 606 on our condensed consolidated statements of operations and cash flows from operating activities for the three months ended March 31, 2018 and our condensed consolidated balance sheet as of March 31, 2018 and the amounts as if the Previous Standards were in effect (“Amounts Under Previous Standards”) (in millions):

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Condensed Consolidated Statement of Operations

				Total			Amounts Under
	As Reported			Adjustments			Previous Standards
Revenues:
Sales	$	547.8		$	—		$	547.8
Franchise and property revenues	706.0			(182.0		)	524.0
Total revenues	1,253.8			(182.0		)	1,071.8
Operating costs and expenses:
Cost of sales	429.1			—			429.1
Franchise and property expenses	104.4			(0.2		)	104.2
Selling, general and administrative expenses	301.3			(190.5		)	110.8
(Income) loss from equity method investments	(14.3		)	—			(14.3		)
Other operating expenses (income), net	12.7			—			12.7
Total operating costs and expenses	833.2			(190.7		)	642.5
Income from operations	420.6			8.7			429.3
Interest expense, net	140.1			0.5			140.6
Income before income taxes	280.5			8.2			288.7
Income tax expense	1.7			2.1			3.8
Net income	278.8			6.1			284.9
Net income attributable to noncontrolling interests	131.0			2.9			133.9
Net income attributable to common shareholders	$	147.8		$	3.2		$	151.0
Earnings per common share:
Basic	$	0.60					$	0.61
Diluted	$	0.59					$	0.60

Condensed Consolidated Statement of Cash Flows

				Total			Amounts Under
	As Reported			Adjustments			Previous Standards
Cash flows from operating activities:
Net income	$	278.8		$	6.1		$	284.9
Adjustments to reconcile net income to net cash (used for) provided by operating activities:
Depreciation and amortization	47.0			—			47.0
Amortization of deferred financing costs and debt issuance discount	7.2			—			7.2
(Income) loss from equity method investments	(14.3		)	—			(14.3		)
Loss (gain) on remeasurement of foreign denominated transactions	16.4			—			16.4
Net losses on derivatives	1.9			—			1.9
Share-based compensation expense	13.3			—			13.3
Deferred income taxes	(19.0		)	2.1			(16.9		)
Other	3.7			—			3.7
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Accounts and notes receivable	15.4			—			15.4
Inventories and prepaids and other current assets	(7.0		)	(4.7		)	(11.7		)
Accounts and drafts payable	(72.8		)	1.9			(70.9		)
Other accrued liabilities and gift card liability	(374.7		)	(0.9		)	(375.6		)
Other long-term assets and liabilities	(6.9		)	(4.5		)	(11.4		)
Net cash (used for) provided by operating activities	$	(111.0	)	$	—		$	(111.0	)

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Condensed Consolidated Balance Sheet

				Total			Amounts Under
	As Reported			Adjustments			Previous Standards
ASSETS
Current assets:
Cash and cash equivalents	$	852.4		$	—		$	852.4
Accounts and notes receivable, net	467.6			—			467.6
Inventories, net	74.6			—			74.6
Prepaids and other current assets	87.8			27.7			115.5
Total current assets	1,482.4			27.7			1,510.1
Property and equipment, net	2,072.7			—			2,072.7
Intangible assets, net	10,904.6			—			10,904.6
Goodwill	5,693.5			—			5,693.5
Net investment in property leased to franchisees	66.9			—			66.9
Other assets, net	539.4			(106.6		)	432.8
Total assets	$	20,759.5		$	(78.9	)	$	20,680.6
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	416.4		$	1.9		$	418.3
Other accrued liabilities	636.6			(10.4		)	626.2
Gift card liability	107.3			43.6			150.9
Current portion of long term debt and capital leases	78.8			—			78.8
Total current liabilities	1,239.1			35.1			1,274.2
Term debt, net of current portion	11,788.1			—			11,788.1
Capital leases, net of current portion	236.6			—			236.6
Other liabilities, net	1,820.4			(430.2		)	1,390.2
Deferred income taxes, net	1,432.9			60.3			1,493.2
Total liabilities	16,517.1			(334.8		)	16,182.3
Shareholders’ equity:
Common shares	2,096.6			—			2,096.6
Retained earnings	553.9			136.6			690.5
Accumulated other comprehensive income (loss)	(572.5		)	—			(572.5		)
Total RBI shareholders’ equity	2,078.0			136.6			2,214.6
Noncontrolling interests	2,164.4			119.3			2,283.7
Total shareholders’ equity	4,242.4			255.9			4,498.3
Total liabilities and shareholders’ equity	$	20,759.5		$	(78.9	)	$	20,680.6

The following summarizes the adjustments to our condensed consolidated statement of operations for the three months ended March 31, 2018 to reflect our condensed consolidated statement of operations as if we had continued to recognize revenue under the Previous Standards:

• As described above, our transition to ASC 606 resulted in the deferral of franchise fees, recognition of franchise fees in connection with MFDAs where we received an equity interest in the equity method investee, and a change in the timing of recognizing gift card breakage income. The adjustments for the three months ended March 31, 2018 to reflect the recognition of this revenue as if the Previous Standards were in effect consists of a $3.9 million increase in Franchise and property revenue and a $1.1 million increase in Income tax expense.

• As described above, under the Previous Standards our statement of operations did not reflect gross presentations of advertising fund revenue and expenses. Our transition to ASC 606 requires the presentation of advertising fund contributions and advertising fund expenses on a gross basis. The adjustments for the three months ended March 31,

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2018 to reflect advertising fund contributions and expenses as if the Previous Standards were in effect consist of a $185.9 million decrease in Franchise and property revenues, a $0.2 million decrease in Franchise and property expenses, a $190.5 million decrease in Selling, general and administrative expenses, a $0.5 million increase in Interest expense, net and a $1.0 million increase in Income tax expense.

The transition to ASC 606 had no net impact on our cash used for operating activities and no impact on our cash provided by investing activities or cash used for financing activities during the three months ended March 31, 2018.

Note 5. Earnings per Share

An economic interest in Partnership common equity is held by the holders of Class B exchangeable limited partnership units (the “Partnership exchangeable units”), which is reflected as a noncontrolling interest in our equity. See Note 11, Shareholders’ Equity.

Basic and diluted earnings per share is computed using the weighted average number of shares outstanding for the period. We apply the treasury stock method to determine the dilutive weighted average common shares represented by Partnership exchangeable units and outstanding equity awards, unless the effect of their inclusion is anti-dilutive. The diluted earnings per share calculation assumes conversion of 100% of the Partnership exchangeable units under the “if converted” method. Accordingly, the numerator is also adjusted to include the earnings allocated to the holders of noncontrolling interests.

The following table summarizes the basic and diluted earnings per share calculations (in millions, except per share amounts):

	Three Months Ended March 31,
	2018		2017
Numerator:
Net income attributable to common shareholders - basic	$	147.8	$	50.2
Add: Net income attributable to noncontrolling interests	130.8		48.5
Net income available to common shareholders and noncontrolling interests - diluted	$	278.6	$	98.7
Denominator:
Weighted average common shares - basic	245.9		234.7
Exchange of noncontrolling interests for common shares (Note 11)	217.7		226.9
Effect of other dilutive securities	10.3		14.9
Weighted average common shares - diluted	473.9		476.5
Basic earnings per share	$	0.60	$	0.21
Diluted earnings per share	$	0.59	$	0.21
Anti-dilutive securities outstanding	5.9		3.5

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Note 6. Intangible Assets, net and Goodwill

Intangible assets, net and goodwill consist of the following (in millions):

	As of
	March 31, 2018							December 31, 2017
	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net
Identifiable assets subject to amortization:
Franchise agreements	$	724.7	$	(176.5	)	$	548.2	$	724.7	$	(168.0	)	$	556.7
Favorable leases	448.4		(200.8		)	247.6		455.7		(193.7		)	262.0
Subtotal	1,173.1		(377.3		)	795.8		1,180.4		(361.7		)	818.7
Indefinite lived intangible assets:
Tim Hortons brand	$	6,574.3	$	—		$	6,574.3	$	6,727.1	$	—		$	6,727.1
Burger King brand	2,179.6		—			2,179.6		2,161.5		—			2,161.5
Popeyes brand	1,354.9		—			1,354.9		1,354.9		—			1,354.9
Subtotal	10,108.8		—			10,108.8		10,243.5		—			10,243.5
Intangible assets, net						$	10,904.6						$	11,062.2
Goodwill
Tim Hortons segment	$	4,232.0						$	4,325.8
Burger King segment	615.7							610.7
Popeyes segment	845.8							845.8
Total	$	5,693.5						$	5,782.3

Amortization expense on intangible assets totaled $18.0 million for the three months ended March 31, 2018 and $17.5 million for the same period in the prior year. The change in the brands and goodwill balances during the three months ended March 31, 2018 was due to the impact of foreign currency translation.

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Note 7. Equity Method Investments

The aggregate carrying amount of our equity method investments was $272.2 million and $155.1 million as of March 31, 2018 and December 31, 2017, respectively, and is included as a component of Other assets, net in our accompanying condensed consolidated balance sheets. The increase in the carrying amount of our equity method investments as of March 31, 2018 compared to December 31, 2017 is primarily attributable to the recognition of investments received in connection with master franchise and development arrangements as a result of our transition to ASC 606. See Note 4, Revenue Recognition. TH and BK both have equity method investments. PLK does not have any equity method investments.

With respect to our TH business, the most significant equity method investment is our 50% joint venture interest with The Wendy’s Company (the “TIMWEN Partnership”), which jointly holds real estate underlying Canadian combination restaurants. Distributions received from this joint venture were $2.9 million and $2.4 million during the three months ended March 31, 2018 and 2017, respectively.

The aggregate market value of our 20.7% equity interest in Carrols Restaurant Group, Inc. (“Carrols”) based on the quoted market price on March 31, 2018 was approximately $105.4 million. The aggregate market value of our 10.1% equity interest in BK Brasil Operação e Assessoria a Restaurantes S.A. based on the quoted market price on March 31, 2018 was approximately $107.6 million. No quoted market prices are available for our other equity method investments.

We have equity interests in entities that own or franchise Tim Hortons or Burger King restaurants. Franchise and property revenues recognized from franchisees that are owned or franchised by entities in which we have an equity interest consist of the following (in millions):

	Three Months Ended March 31,
	2018		2017
Revenues from affiliates:
Royalties	$	68.2	$	38.5
Property revenues	8.8		6.3
Franchise fees and other revenue	2.3		5.7
Total	$	79.3	$	50.5

We recognized $4.5 million and $4.5 million of rent expense associated with the TIMWEN Partnership during the three months ended March 31, 2018 and 2017, respectively.

At March 31, 2018 and December 31, 2017, we had $33.5 million and $31.9 million, respectively, of accounts receivable, net from our equity method investments which were recorded in accounts and notes receivable, net in our condensed consolidated balance sheets.

(Income) loss from equity method investments reflects our share of investee net income or loss, non-cash dilution gains or losses from changes in our ownership interests in equity method investees and basis difference amortization. During the three months ended March 31, 2018 we recorded an increase to the carrying value of our equity method investment balance and a non-cash dilution gain of $20.4 million on the initial public offering by one of our equity method investees.

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Note 8. Other Accrued Liabilities and Other Liabilities, net

Other accrued liabilities (current) and other liabilities, net (noncurrent) consist of the following (in millions):

	As of
	March 31, 2018		December 31, 2017
Current:
Dividend payable	$	210.0	$	96.9
Interest payable	93.0		88.6
Accrued compensation and benefits	36.6		66.6
Taxes payable	112.3		401.0
Deferred income	28.7		42.9
Accrued advertising expenses	27.9		27.5
Closed property reserve	12.4		10.8
Restructuring and other provisions	11.2		12.0
Other	104.5		119.4
Other accrued liabilities	$	636.6	$	865.7
Noncurrent:
Derivatives liabilities	$	458.1	$	498.5
Taxes payable	478.3		495.6
Contract liabilities, net	457.7		10.0
Unfavorable leases	236.9		251.8
Accrued pension	70.3		72.0
Accrued lease straight-lining liability	48.5		46.4
Deferred income	23.6		27.4
Other	47.0		53.4
Other liabilities, net	$	1,820.4	$	1,455.1

Note 9. Long-Term Debt

Long-term debt consists of the following (in millions):

	As of
	March 31, 2018			December 31, 2017
Term Loan Facility (due February 17, 2024)	$	6,372.6		$	6,388.7
2017 4.25% Senior Notes (due May 15, 2024)	1,500.0			1,500.0
2015 4.625% Senior Notes (due January 15, 2022)	1,250.0			1,250.0
2017 5.00% Senior Notes (due October 15, 2025)	2,800.0			2,800.0
Other	85.2			89.1
Less: unamortized deferred financing costs and deferred issue discount	(163.1		)	(170.1		)
Total debt, net	11,844.7			11,857.7
Less: current maturities of debt	(56.6		)	(56.8		)
Total long-term debt	$	11,788.1		$	11,800.9

Revolving Credit Facility

As of March 31, 2018, we had no amounts outstanding under our senior secured revolving credit facility (the "Revolving Credit Facility"). Funds available under the Revolving Credit Facility may be used to repay other debt, finance debt or share repurchases, fund acquisitions or capital expenditures and for other general corporate purposes. We have a $125.0 million letter of credit sublimit as part of the Revolving Credit Facility, which reduces our borrowing availability thereunder by the

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cumulative amount of outstanding letters of credit. As of March 31, 2018, we had $4.6 million of letters of credit issued against the Revolving Credit Facility, and our borrowing availability was $495.4 million.

Fair Value Measurement

The fair value of our variable rate term debt and senior notes is estimated using inputs based on bid and offer prices that are Level 2 inputs and was $11.7 billion and $12.0 billion at March 31, 2018 and December 31, 2017, respectively, compared to a principal carrying amount of $11.9 billion and $11.9 billion, respectively, on the same dates.

Interest Expense, net

Interest expense, net consists of the following (in millions):

	Three Months Ended March 31,
	2018			2017
Debt	$	129.4		$	100.0
Capital lease obligations	6.1			5.0
Amortization of deferred financing costs and debt issuance discount	7.2			8.5
Interest income	(2.6		)	(2.1		)
Interest expense, net	$	140.1		$	111.4

Note 10. Income Taxes

Our effective tax rate was 0.6% for the three months ended March 31, 2018. The effective tax rate during this period was primarily a result of benefits from stock option exercises that reduced the effective tax rate by 22.7% and the benefit from reserve releases due to audit settlements.

Our effective tax rate was 18.5% for the three months ended March 31, 2017. The effective tax rate during this period was primarily a result of the mix of income from multiple tax jurisdictions, the favorable impact of our financing structure and benefits from stock option exercises that reduced the effective tax rate by 3.9%, partially offset by non-deductible transaction related costs.

Note 11. Shareholders’ Equity

Noncontrolling Interests

The holders of Partnership exchangeable units held an economic interest of approximately 46.6% and 47.2% in Partnership common equity through the ownership of 217,679,492 and 217,708,924 Partnership exchangeable units as of March 31, 2018 and December 31, 2017, respectively.

During the three months ended March 31, 2018, Partnership exchanged 29,432 Partnership exchangeable units, pursuant to exchange notices received. In accordance with the terms of the partnership agreement, Partnership satisfied the exchange notices by exchanging these Partnership exchangeable units for the same number of newly issued RBI common shares. The exchanges represented increases in our ownership interest in Partnership and were accounted for as equity transactions, with no gain or loss recorded in the accompanying condensed consolidated statement of operations. Pursuant to the terms of the partnership agreement, upon the exchange of Partnership exchangeable units, each such Partnership exchangeable unit was cancelled concurrently with the exchange.

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Accumulated Other Comprehensive Income (Loss)

The following table displays the changes in the components of accumulated other comprehensive income (loss) (“AOCI”) (in millions):

	Derivatives			Pensions			Foreign Currency Translation			Accumulated Other Comprehensive Income (Loss)
Balances at December 31, 2017	$	96.8		$	(15.3	)	$	(557.2	)	$	(475.7	)
Foreign currency translation adjustment	—			—			(215.6		)	(215.6		)
Net change in fair value of derivatives, net of tax	27.4			—			—			27.4
Amounts reclassified to earnings of cash flow hedges, net of tax	5.7			—			—			5.7
Pension and post-retirement benefit plans, net of tax	—			0.2			—			0.2
Other comprehensive income attributable to noncontrolling interests	(15.6		)	(0.1		)	101.2			85.5
Balances at March 31, 2018	$	114.3		$	(15.2	)	$	(671.6	)	$	(572.5	)

Note 12. Derivative Instruments

Disclosures about Derivative Instruments and Hedging Activities

We enter into derivative instruments for risk management purposes, including derivatives designated as cash flow hedges, derivatives designated as net investment hedges and those utilized as economic hedges. We use derivatives to manage our exposure to fluctuations in interest rates and currency exchange rates.

Interest Rate Swaps

During 2015, we entered into a series of receive-variable, pay-fixed interest rate swaps with a notional value of $2,500.0 million to hedge the variability in the interest payments on a portion of our senior secured term loan facility (the "Term Loan Facility") beginning May 28, 2015 through the expiration of the final swap on March 31, 2021, resetting each March 31. At inception, these interest rate swaps were designated as cash flow hedges for hedge accounting. The unrealized changes in market value are recorded in AOCI and reclassified into earnings during the period in which the hedged forecasted transaction affects earnings.

During 2015, we settled certain interest rate swaps and recognized a net unrealized loss of $84.6 million in AOCI at the date of settlement. This amount will be reclassified into Interest expense, net as the original hedged forecasted transaction affects earnings. The amount of pre-tax losses in AOCI as of March 31, 2018 that we expect to be reclassified into interest expense within the next 12 months is $12.3 million.

Cross-Currency Rate Swaps

To protect the value of our investments in our foreign operations against adverse changes in foreign currency exchange rates, we hedge a portion of our net investment in one or more of our foreign subsidiaries by using cross-currency rate swaps. At March 31, 2018, we had outstanding cross-currency rate swap contracts between the Canadian dollar and U.S. dollar and the Euro and U.S. dollar that have been designated as net investment hedges of a portion of our equity in foreign operations in those currencies. The component of the gains and losses on our net investment in these designated foreign operations driven by changes in foreign exchange rates are economically offset by movements in the fair value of our cross-currency swap contracts. The fair value of the swaps is calculated each period with changes in fair value reported in AOCI, net of tax.

We terminated and settled our previous cross-currency rate swaps in June 2017, with an aggregate notional value of $5,000.0 million, between the Canadian dollar and U.S. dollar. In connection with this termination, we received $763.5 million which was reflected as a source of cash provided by investing activities in the condensed consolidated statement of cash flows. The unrealized gains totaled $533.4 million, net of tax, as of the termination date and will remain in AOCI until the complete or substantially complete liquidation of our investment in the underlying foreign operations. Additionally, we entered into new fixed-to-fixed cross-currency rate swaps to partially hedge the net investment in our Canadian subsidiaries. At inception, these cross-currency rate swaps were designated as a hedge and are accounted for as net investment hedges. These swaps are contracts to exchange quarterly fixed-rate interest payments we make on the Canadian dollar notional amount of C$6,753.5 million for quarterly fixed-rate interest payments we receive on the U.S. dollar notional amount of $5,000.0 million through the maturity date of June 30, 2023. In making such changes, we effectively realigned our Canadian dollar hedges to reflect our current cash flow mix and capital structure maturity profile.

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At March 31, 2018, we also had outstanding a cross-currency rate swap in which we pay quarterly fixed-rate interest payments on the Euro notional value of €1,107.8 million and receive quarterly fixed-rate interest payments on the U.S. dollar notional value of $1,200.0 million through the maturity date of March 31, 2021. At inception, this cross-currency rate swap was designated as a hedge and is accounted for as a net investment hedge.

The fixed to fixed cross-currency rate swaps hedging Canadian dollar and Euro net investments utilized the forward method of effectiveness assessment prior to March 15, 2018. On March 15, 2018, we dedesignated and subsequently redesignated the outstanding fixed to fixed cross-currency rate swaps to prospectively use the spot method of hedge effectiveness assessment. We also elected to amortize the excluded component over the life of the derivative instrument. The amortization of the excluded component is recognized in Interest expense, net in the condensed consolidated statement of operations. The change in fair value that is not related to the excluded component is recorded in AOCI and will be reclassified to earnings when the foreign subsidiaries are sold or substantially liquidated. See Note 3, New Accounting Pronouncements, for further information on the adoption of this new guidance.

Foreign Currency Exchange Contracts

We use foreign exchange derivative instruments to manage the impact of foreign exchange fluctuations on U.S. dollar purchases and payments, such as coffee purchases made by our Canadian Tim Hortons operations. At March 31, 2018, we had outstanding forward currency contracts to manage this risk in which we sell Canadian dollars and buy U.S. dollars with a notional value of $188.0 million with maturities to July 2019. We have designated these instruments as cash flow hedges, and as such, the unrealized changes in market value of effective hedges are recorded in AOCI and are reclassified into earnings during the period in which the hedged forecasted transaction affects earnings.

Credit Risk

By entering into derivative contracts, we are exposed to counterparty credit risk. Counterparty credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is in an asset position, the counterparty has a liability to us, which creates credit risk for us. We attempt to minimize this risk by selecting counterparties with investment grade credit ratings and regularly monitoring our market position with each counterparty.

Credit-Risk Related Contingent Features

Our derivative instruments do not contain any credit-risk related contingent features.

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Quantitative Disclosures about Derivative Instruments and Fair Value Measurements

The following tables present the required quantitative disclosures for our derivative instruments, including their estimated fair values (all estimated using Level 2 inputs) and their location on our condensed consolidated balance sheets (in millions):

	Gain or (Loss) Recognized in Other Comprehensive Income (Loss)
	Three Months Ended March 31,
	2018		2017
Derivatives designated as cash flow hedges(1)
Interest rate swaps	$	28.7	$	(5.0	)
Forward-currency contracts	$	5.3	$	1.5
Derivatives designated as net investment hedges
Cross-currency rate swaps	$	11.1	$	(54.2	)

(1) We did not exclude any components from the cash flow hedge relationships presented in this table.

	Location of Gain or (Loss) Reclassified from AOCI into Earnings	Gain or (Loss) Reclassified from AOCI into Earnings
		Three Months Ended March 31,
		2018			2017
Derivatives designated as cash flow hedges(1)
Interest rate swaps	Interest expense, net	$	(5.5	)	$	(5.9	)
Forward-currency contracts	Cost of sales	$	(2.3	)	$	0.9
	Location of Gain or (Loss) Recognized in Earnings (Amount Excluded from Effectiveness Testing)	Gain or (Loss) Recognized in Earnings (Amount Excluded from Effectiveness Testing)
		Three Months Ended March 31,
		2018			2017
Derivatives designated as net investment hedges
Cross-currency rate swaps	Interest expense, net	$	3.6		$	—

	Fair Value as of
	March 31, 2018		December 31, 2017		Balance Sheet Location
Assets:
Derivatives designated as cash flow hedges
Foreign currency	$	4.2	$	0.5	Prepaids and other current assets
Total assets at fair value	$	4.2	$	0.5
Liabilities:
Derivatives designated as cash flow hedges
Interest rate	$	10.9	$	42.1	Other liabilities, net
Foreign currency	1.2		5.1		Other accrued liabilities
Derivatives designated as net investment hedges
Foreign currency	447.2		456.4		Other liabilities, net
Total liabilities at fair value	$	459.3	$	503.6

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Note 13. Other Operating Expenses (Income), net

Other operating expenses (income), net consist of the following (in millions):

	Three Months Ended March 31,
	2018			2017
Net losses (gains) on disposal of assets, restaurant closures, and refranchisings	$	1.7		$	2.9
Litigation settlements (gains) and reserves, net	(6.1		)	—
Net losses (gains) on foreign exchange	16.4			10.4
Other, net	0.7			0.5
Other operating expenses (income), net	$	12.7		$	13.8

Net losses (gains) on disposal of assets, restaurant closures, and refranchisings represent sales of properties and other costs related to restaurant closures and refranchisings. Gains and losses recognized in the current period may reflect certain costs related to closures and refranchisings that occurred in previous periods.

The current year litigation settlement gain primarily reflects proceeds received from the successful resolution of a legacy BK litigation.

Net losses (gains) on foreign exchange is primarily related to revaluation of foreign denominated assets and liabilities.

Note 14. Commitments and Contingencies

Litigation

From time to time, we are involved in legal proceedings arising in the ordinary course of business relating to matters including, but not limited to, disputes with franchisees, suppliers, employees and customers, as well as disputes over our intellectual property.

On June 19, 2017, a claim was filed in the Ontario Superior Court of Justice. The plaintiff, a franchisee of two Tim Hortons restaurants, seeks to certify a class of all persons who have carried on business as a Tim Hortons franchisee in Canada at any time after December 15, 2014. The claim alleges various causes of action against the defendants in relation to the purported misuse of amounts paid by members of the proposed class to the Tim Hortons Canada advertising fund (the “Ad Fund”). The plaintiff seeks to have the Ad Fund franchisee contributions held in trust for the benefit of members of the proposed class, an accounting of the Ad Fund, as well as damages for breach of contract, breach of trust, breach of the statutory duty of fair dealing, and breach of fiduciary duties.

On October 6, 2017, a claim was filed in the Ontario Superior Court of Justice. The plaintiffs, two franchisees of Tim Hortons restaurants, seek to certify a class of all persons who have carried on business as a Tim Hortons franchisee at any time after March 8, 2017. The claim alleges various causes of action against the defendants in relation to the purported adverse treatment of member and potential member franchisees of the Great White North Franchisee Association. The plaintiffs seek damages for, among other things, breach of contract, breach of the statutory duty of fair dealing, and breach of the franchisees’ statutory right of association.

While we believe the claims are without merit and we intend to vigorously defend against both lawsuits, we are unable to predict the ultimate outcome of these cases or estimate the range of possible loss, if any.

Note 15. Segment Reporting

As stated in Note 1, Description of Business and Organization, we manage three brands. Under the Tim Hortons brand, we operate in the donut/coffee/tea category of the quick service segment of the restaurant industry. Under the Burger King brand, we operate in the fast food hamburger restaurant category of the quick service segment of the restaurant industry. Under the Popeyes brand, we operate in the chicken category of the quick service segment of the restaurant industry. Our business generates revenue from the following sources: (i) franchise revenues, consisting primarily of royalties based on a percentage of sales reported by franchise restaurants and franchise fees paid by franchisees; (ii) property revenues from properties we lease or

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sublease to franchisees; and (iii) sales at Company restaurants. In addition, our TH business generates revenue from sales to franchisees related to our supply chain operations, including manufacturing, procurement, warehousing and distribution, as well as sales to retailers.

Each brand is managed by a brand president that reports directly to our Chief Executive Officer, who is our Chief Operating Decision Maker. Therefore, we have three operating segments: (1) TH, which includes all operations of our Tim Hortons brand, (2) BK, which includes all operations of our Burger King brand, and (3) PLK, which includes all operations of our Popeyes brand. Our three operating segments represent our reportable segments.

As stated in Note 4, Revenue Recognition, we transitioned to ASC 606 on January 1, 2018 using the modified retrospective transition method. Our Financial Statements reflect the application of ASC 606 guidance beginning in 2018, while our Financial Statements for prior periods were prepared under the guidance of Previous Standards. For comparability purposes, we have disclosed 2018 total revenues by operating segment under Previous Standards as well as segment income with a reconciliation to net income under Previous Standards. See Note 4, Revenue Recognition, for further details of the effects of this change in accounting principle on total revenues and net income.

The following table presents revenues, by segment and by country (in millions):

	Three Months Ended March 31,
	2018 As Reported		2018 Amounts Under Previous Standards		2017
Revenues by operating segment:
TH	$	763.5	$	711.8	$	733.6
BK	389.9		292.8		267.0
PLK	100.4		67.2		—
Total revenues	$	1,253.8	$	1,071.8	$	1,000.6

	Three Months Ended March 31,
	2018		2017
Revenues by country (a):
Canada	$	692.4	$	657.0
United States	420.7		232.4
Other	140.7		111.2
Total revenues	$	1,253.8	$	1,000.6

(a) Only Canada and the United States represented 10% or more of our total revenues in each period presented.

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Our measure of segment income is Adjusted EBITDA. Adjusted EBITDA represents earnings (net income or loss) before interest expense, net, (gain) loss on early extinguishment of debt, income tax expense, and depreciation and amortization, adjusted to exclude the non-cash impact of share-based compensation and non-cash incentive compensation expense and (income) loss from equity method investments, net of cash distributions received from equity method investments, as well as other operating expenses (income), net. Other specifically identified costs associated with non-recurring projects are also excluded from Adjusted EBITDA, including fees and expenses associated with the Popeyes Acquisition (“PLK Transaction costs”), and Corporate restructuring and tax advisory fees related to the interpretation and implementation of comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act enacted by the U.S. government on December 22, 2017. Adjusted EBITDA is used by management to measure operating performance of the business, excluding these non-cash and other specifically identified items that management believes are not relevant to management’s assessment of operating performance or the performance of an acquired business. A reconciliation of segment income to net income (loss) consists of the following (in millions):

	Three Months Ended March 31,
	2018 As Reported			2018 Amounts Under Previous Standards			2017
Segment income:
TH	$	245.2		$	250.5		$	256.2
BK	214.1			215.0			187.1
PLK	38.5			40.8			—
Adjusted EBITDA	497.8			506.3			443.3
Share-based compensation and non-cash incentive compensation expense	15.3			15.3			18.5
PLK Transaction costs	5.1			5.1			34.4
Corporate restructuring and tax advisory fees	7.1			7.1			—
Impact of equity method investments (a)	(10.0		)	(10.0		)	(2.9		)
Other operating expenses (income), net	12.7			12.7			13.8
EBITDA	467.6			476.1			379.5
Depreciation and amortization	47.0			46.8			43.3
Income from operations	420.6			429.3			336.2
Interest expense, net	140.1			140.6			111.4
Loss on early extinguishment of debt	—			—			20.4
Income tax expense	1.7			3.8			37.8
Net income	$	278.8		$	284.9		$	166.6

(a) Represents (i) (income) loss from equity method investments and (ii) cash distributions received from our equity method investments. Cash distributions received from our equity method investments are included in segment income.

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Note 16. Subsequent Events

Dividends

On April 2, 2018, we paid a cash dividend of $0.45 per common share to common shareholders of record on March 15, 2018. On such date, Partnership also made a distribution in respect of each Partnership exchangeable unit in the amount of $0.45 per exchangeable unit to holders of record on March 15, 2018.

On April 24, 2018, our board of directors declared a cash dividend of $0.45 per common share, which will be paid on July 3, 2018, to common shareholders of record on May 15, 2018. Partnership will also make a distribution in respect of each Partnership exchangeable unit in the amount of $0.45 per Partnership exchangeable unit, and the record date and payment date for distributions on Partnership exchangeable units are the same as the record date and payment date set forth above.

*****

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Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion together with our unaudited condensed consolidated financial statements and the related notes thereto included in Part I, Item 1 “Financial Statements” of this report.

The following discussion includes information regarding future financial performance and plans, targets, aspirations, expectations, and objectives of management, which constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and forward-looking information within the meaning of Canadian securities laws as described in further detail under “Special Note Regarding Forward-Looking Statements” set forth below. Actual results may differ materially from the results discussed in the forward-looking statements. Please refer to the risks and further discussion in the “Special Note Regarding Forward-Looking Statements” below.

We prepare our financial statements in accordance with accounting principles generally accepted in the United States (“U.S. GAAP” or “GAAP”). However, this Management’s Discussion and Analysis of Financial Condition and Results of Operations also contains certain non-GAAP financial measures to assist readers in understanding our performance. Non-GAAP financial measures either exclude or include amounts that are not reflected in the most directly comparable measure calculated and presented in accordance with GAAP. Where non-GAAP financial measures are used, we have provided the most directly comparable measures calculated and presented in accordance with U.S. GAAP, a reconciliation to GAAP measures and a discussion of the reasons why management believes this information is useful to it and may be useful to investors.

Operating results for any one quarter are not necessarily indicative of results to be expected for any other quarter or for the fiscal year and our key business measures, as discussed below, may decrease for any future period. Unless the context otherwise requires, all references in this section to “RBI,” the “Company,” “we,” “us,” or “our” are to the Company and its subsidiaries, collectively.

Overview

We are a Canadian corporation originally formed on August 25, 2014 to serve as the indirect holding company for Tim Hortons and its consolidated subsidiaries and for Burger King and its consolidated subsidiaries. On March 27, 2017, we acquired Popeyes Louisiana Kitchen, Inc. and its consolidated subsidiaries. We are one of the world’s largest quick service restaurant (“QSR”) companies with more than $30 billion in system-wide sales and over 24,000 restaurants in more than 100 countries and U.S. territories as of March 31, 2018. Our Tim Hortons®, Burger King®, and Popeyes® brands have similar franchised business models with complementary daypart mixes and product platforms. Our three iconic brands are managed independently while benefiting from global scale and sharing of best practices.

Tim Hortons restaurants are quick service restaurants with a menu that includes premium blend coffee, tea, espresso-based hot and cold specialty drinks, fresh baked goods, including donuts, Timbits®, bagels, muffins, cookies and pastries, grilled paninis, classic sandwiches, wraps, soups, and more. Burger King restaurants are quick service restaurants that feature flame-grilled hamburgers, chicken and other specialty sandwiches, french fries, soft drinks, and other affordably-priced food items. Popeyes restaurants are quick service restaurants featuring a unique “Louisiana” style menu that includes spicy chicken, chicken tenders, fried shrimp and other seafood, red beans and rice, and other regional items.

We have three operating and reportable segments: (1) Tim Hortons (“TH”); (2) Burger King (“BK”); and (3) Popeyes Louisiana Kitchen (“PLK”). Our business generates revenue from the following sources: (i) franchise revenues, consisting primarily of royalties based on a percentage of sales reported by franchise restaurants and franchise fees paid by franchisees; (ii) property revenues from properties we lease or sublease to franchisees; and (iii) sales at restaurants owned by us (“Company restaurants”). In addition, our Tim Hortons business generates revenue from sales to franchisees related to our supply chain operations, including manufacturing, procurement, warehousing and distribution, as well as sales to retailers.

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Operating Metrics

We evaluate our restaurants and assess our business based on the following operating metrics:

• System-wide sales growth refers to the percentage change in sales at all franchise restaurants and Company restaurants in one period from the same period in the prior year.

• Comparable sales refers to the percentage change in restaurant sales in one period from the same prior year period for restaurants that have been open for 13 months or longer for TH and BK and 17 months or longer for PLK.

• System-wide sales growth and comparable sales are measured on a constant currency basis, which means the results exclude the effect of foreign currency translation (“FX Impact”). For system-wide sales growth and comparable sales, we calculate the FX Impact by translating prior year results at current year monthly average exchange rates.

• Unless otherwise stated, system-wide sales growth, system-wide sales and comparable sales are presented on a system-wide basis, which means they include franchise restaurants and Company restaurants. System-wide results are driven by our franchise restaurants, as approximately 100% of current system-wide restaurants are franchised. Franchise sales represent sales at all franchise restaurants and are revenues to our franchisees. We do not record franchise sales as revenues; however, our royalty revenues are calculated based on a percentage of franchise sales.

• Net restaurant growth reflects the percentage change in restaurant count (openings, net of closures) over a trailing twelve month period, divided by the restaurant count at the beginning of the trailing twelve month period.

Recent Events and Factors Affecting Comparability

Transition to New Revenue Recognition Accounting Standard

We transitioned to Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (“ASC 606”), effective January 1, 2018 using the modified retrospective method. Our consolidated financial statements for 2018 reflect the application of ASC 606 guidance, while our consolidated financial statements for 2017 were prepared under the guidance of previously applicable accounting standards.

The most significant effects of this transition that affect comparability of our results of operations between 2018 and 2017 include the following:

• Franchise fee revenue for franchise agreements entered into subsequent to the acquisitions of BK in 2010, TH in 2014 and PLK in 2017 are deferred and amortized over the franchise agreement term beginning in 2018 compared to upfront recognition in 2017 under previously applicable accounting standards. Franchise fees associated with acquired franchise agreements are not included in franchise fee revenue under ASC 606. Consequently, we expect the impact to be greater in those periods in which more openings occur.

• Advertising fund contributions and advertising fund expenses are reflected on a gross basis in our 2018 statement of operations and there may be a difference in timing for recognition of advertising fund contributions and advertising fund expenses beginning in 2018. Under previously applicable accounting standards, our statement of operations did not reflect gross advertising fund contributions and advertising fund expenses and temporary net differences between contributions and expenses due to the timing of expenses were reflected as current assets or current liabilities on our consolidated balance sheet.

• The portion of gift cards sold to customers which are never redeemed is commonly referred to as gift card breakage. Under ASC 606, we recognize gift card breakage income proportionately as each gift card is redeemed using an estimated breakage rate based on our historical experience. Under the Previous Standards, we recognized gift card breakage income for each gift card’s remaining balance when redemption of that balance was deemed remote. This change may impact the timing of when gift card breakage income is recognized.

Please refer to Note 4, Revenue Recognition, to the accompanying unaudited condensed consolidated financial statements for further details of the effects of this change in accounting principle.

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Popeyes Acquisition

On March 27, 2017, we completed the acquisition of Popeyes (the “Popeyes Acquisition”). The changes in our results of operations for the three months ended March 31, 2018 as compared to the three months ended March 31, 2017 are partially driven by the inclusion of the results of operations of PLK in 2018. The PLK statement of operations data for the three months ended March 31, 2018 is summarized as follows:

PLK Segment (in millions of U.S. dollars)	Three months ended March 31, 2018
Revenues:
Sales	$	20.8
Franchise and property revenues	79.6
Total revenues	100.4
Cost of sales	16.8
Franchise and property expenses	2.4
Segment SG&A	45.4
Segment depreciation and amortization (a)	2.7
Segment income	38.5

(a) Segment depreciation and amortization consists of depreciation and amortization included in cost of sales and franchise and property expenses.

PLK Transaction Costs

In connection with the Popeyes Acquisition, we incurred certain non-recurring fees and expenses (“PLK Transaction costs”) totaling $5.1 million and $34.4 million during the three months ended March 31, 2018 and 2017, respectively, consisting primarily of professional fees and compensation related expenses, all of which are classified as selling, general and administrative expenses in the condensed consolidated statements of operations. We expect to incur additional PLK Transaction costs in 2018 as we complete the integration of the operations of PLK.

Tax Reform

On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”) that significantly revises the U.S. tax code generally effective January 1, 2018 by, among other changes, lowering the corporate income tax rate from 35% to 21%, limiting deductibility of interest expense and performance based incentive compensation and implementing a modified territorial tax system. As a Canadian entity, we generally would be classified as a foreign entity (and, therefore, a non-U.S. tax resident) under general rules of U.S. federal income taxation. However, we have subsidiaries subject to U.S. federal income taxation and therefore the Tax Act impacted our consolidated results of operations in the current period, and is expected to continue to impact our consolidated results of operations in future periods.

Also on December 22, 2017, the Securities and Exchange Commission (the “SEC”) staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. SAB 118 provides that companies (i) should record the effects of the changes from the Tax Act for which accounting is complete (not provisional), (ii) should record provisional amounts for the effects of the changes from the Tax Act for which accounting is not complete, and for which reasonable estimates can be determined, in the period they are identified, and (iii) should not record provisional amounts if reasonable estimates cannot be made for the effects of the changes from the Tax Act, and should continue to apply guidance based on the tax law in effect prior to the enactment on December 22, 2017. In addition, SAB 118 established a one-year measurement period (through December 22, 2018) where a provisional amount could be subject to adjustment, and requires certain qualitative and quantitative disclosures related to provisional amounts and accounting during the measurement period.

We recorded $7.1 million of costs associated with corporate restructuring initiatives and professional advisory and consulting services related to the interpretation and implementation of the Tax Act (“Corporate restructuring and tax advisory fees”) during the three months ended March 31, 2018. We expect to continue to incur additional Corporate restructuring and tax advisory fees related to the Tax Act in 2018.

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Results of Operations for the Three Months Ended March 31, 2018 and 2017

Tabular amounts in millions of U.S. dollars unless noted otherwise.

Consolidated	Three Months Ended March 31,						Variance			FX Impact (b)			Variance Excluding FX Impact
	2018			2017			Favorable / (Unfavorable)
Revenues:
Sales	$	547.8		$	550.4		$	(2.6	)	$	21.7		$	(24.3	)
Franchise and property revenues	706.0			450.2			255.8			15.9			239.9
Total revenues	1,253.8			1,000.6			253.2			37.6			215.6
Operating costs and expenses:
Cost of sales	429.1			423.4			(5.7		)	(16.6		)	10.9
Franchise and property expenses	104.4			111.0			6.6			(3.9		)	10.5
Selling, general and administrative expenses	301.3			121.9			(179.4		)	(2.8		)	(176.6		)
(Income) loss from equity method investments	(14.3		)	(5.7		)	8.6			(0.1		)	8.7
Other operating expenses (income), net	12.7			13.8			1.1			(1.3		)	2.4
Total operating costs and expenses	833.2			664.4			(168.8		)	(24.7		)	(144.1		)
Income from operations	420.6			336.2			84.4			12.9			71.5
Interest expense, net	140.1			111.4			(28.7		)	(0.2		)	(28.5		)
Loss on early extinguishment of debt	—			20.4			20.4			—			20.4
Income before income taxes	280.5			204.4			76.1			12.7			63.4
Income tax expense	1.7			37.8			36.1			(1.3		)	37.4
Net income	$	278.8		$	166.6		$	112.2		$	11.4		$	100.8
TH Segment	Three Months Ended March 31,						Variance			FX Impact (b)			Variance Excluding FX Impact
	2018			2017			Favorable / (Unfavorable)
Revenues:
Sales	$	508.3		$	527.4		$	(19.1	)	$	21.4		$	(40.5	)
Franchise and property revenues	255.2			206.2			49.0			8.4			40.6
Total revenues	763.5			733.6			29.9			29.8			0.1
Cost of sales	395.9			402.5			6.6			(16.4		)	23.0
Franchise and property expenses	69.5			77.7			8.2			(3.2		)	11.4
Segment SG&A	82.3			25.1			(57.2		)	(0.7		)	(56.5		)
Segment depreciation and amortization(a)	26.3			25.1			(1.2		)	(1.0		)	(0.2		)
Segment income (c)	245.2			256.2			(11.0		)	10.6			(21.6		)
BK Segment	Three Months Ended March 31,						Variance			FX Impact (b)			Variance Excluding FX Impact
	2018			2017			Favorable / (Unfavorable)
Revenues:
Sales	$	18.7		$	23.0		$	(4.3	)	$	0.3		$	(4.6	)
Franchise and property revenues	371.2			244.0			127.2			7.5			119.7
Total revenues	389.9			267.0			122.9			7.8			115.1
Cost of sales	16.4			20.9			4.5			(0.2		)	4.7
Franchise and property expenses	32.5			33.3			0.8			(0.7		)	1.5
Segment SG&A	140.3			38.2			(102.1		)	(1.4		)	(100.7		)
Segment depreciation and amortization (a)	12.2			12.5			0.3			(0.3		)	0.6
Segment income (d)	214.1			187.1			27.0			5.8			21.2

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(b) For items included in our results of operations, we calculate the FX Impact by translating prior year results at current year monthly average exchange rates. We analyze these results on a constant currency basis as this helps identify underlying business trends, without distortion from the effects of currency movements.

(c) TH segment income includes $3.1 million and $2.8 million of cash distributions received from equity method investments for the three months ended March 31, 2018 and 2017, respectively.

(d) BK segment income includes $1.2 million of cash distributions received from equity method investments for the three months ended March 31, 2018.

	Three Months Ended March 31,
Key Business Metrics	2018			2017
System-wide sales growth
TH	2.1		%	3.3		%
BK	11.3		%	6.2		%
PLK (e)	10.9		%	6.1		%
System-wide sales
TH	$	1,607.7		$	1,514.0
BK	$	5,148.9		$	4,477.0
PLK (e)	$	903.7		$	835.8
Comparable sales
TH	(0.3		)%	(0.1		)%
BK	3.8		%	(0.1		)%
PLK (e)	3.2		%	(0.2		)%
	As of
	March 31, 2018			March 31, 2017
Net restaurant growth
TH	2.8		%	4.6		%
BK	6.9		%	5.1		%
PLK (f)	6.7		%	5.8		%
Restaurant count
TH	4,774			4,644
BK	16,859			15,768
PLK (f)	2,926			2,743

(e) For 2017, PLK figures are shown for informational purposes only and are consistent with PLK's former fiscal calendar. Consequently, results for 2018 may not be comparable to those of 2017.

(f) For 2017, PLK net restaurant growth is for the period from April 17, 2016 through March 27, 2017.

Comparable Sales

TH comparable sales of (0.3)% during the three months ended March 31, 2018 was primarily driven by relatively flat Canada comparable sales and softness in the U.S. Our first quarter results in Canada reflect softness in coffee sales, partially offset by growth in our breakfast foods.

BK comparable sales of 3.8% during the three months ended March 31, 2018 was primarily driven by U.S. comparable sales of 4.2% and continued growth in many of our large international markets. In the U.S., our sales growth was a result of impactful marketing, product innovation and balanced menu offerings. Internationally, our comparable sales were strong in many of our largest markets around the world, including Brazil, Russia, Spain and the U.K., which was driven by a balance of compelling value offerings as well as innovative limited time offers that resonated well with our guests.

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PLK comparable sales of 3.2% during the three months ended March 31, 2018 was primarily driven by U.S. comparable sales of 2.3% and continued sales momentum internationally. Our results in the U.S. reflect a better balance between value and premium offerings than we had during prior quarters.

Sales and Cost of Sales

Sales include TH supply chain sales and sales from Company restaurants. TH supply chain sales represent sales of products, supplies and restaurant equipment, as well as sales to retailers. In periods prior to January 1, 2018, we classified revenues derived from sales of equipment packages at the establishment of a restaurant and in connection with renewal or renovation as franchise and property revenues. Sales from Company restaurants, including sales by our consolidated TH Restaurant VIEs, represent restaurant-level sales to our guests.

Cost of sales includes costs associated with the management of our TH supply chain, including cost of goods, direct labor and depreciation, as well as the cost of products sold to retailers. Cost of sales also includes food, paper and labor costs of Company restaurants. In periods prior to January 1, 2018, we classified costs related to sales of equipment packages at the establishment of a restaurant and in connection with renewal or renovation as franchise and property expenses.

During the three months ended March 31, 2018, the decrease in sales was driven by a $40.5 million decrease in our TH segment and a decrease of $4.6 million in our BK segment, partially offset by the inclusion of $20.8 million from our PLK segment and a favorable FX Impact of $21.7 million. The decrease in our TH segment was driven by a $25.0 million decrease in supply chain sales, including a lapping of last year's roll-out of espresso equipment and related espresso inventory which benefited our results in the first quarter of 2017, and a $15.5 million decrease in our TH Company restaurant revenue, primarily from the conversion of Restaurant VIEs to franchise restaurants.

During the three months ended March 31, 2018, the increase in cost of sales was driven primarily by the inclusion of $16.8 million from our PLK segment and a $16.6 million unfavorable FX Impact, partially offset by a $23.0 million decrease in our TH segment and a $4.7 million decrease in our BK segment. The decrease in our TH segment was primarily due to a $9.6 million decrease in supply chain cost of sales driven by the decrease in supply chain sales described above and a $13.4 million decrease in Company restaurant cost of sales, primarily from the conversion of Restaurant VIEs to franchise restaurants.

Franchise and Property

Franchise and property revenues consist primarily of royalties earned on franchise sales, rents from real estate leased or subleased to franchisees, franchise fees, and other revenue. Franchise and property expenses consist primarily of depreciation of properties leased to franchisees, rental expense associated with properties subleased to franchisees, amortization of franchise agreements, and bad debt expense (recoveries). In periods prior to January 1, 2018, franchise and property revenues and franchise and property expenses included revenues and cost of sales, respectively, related to equipment packages sold at establishment of a restaurant and in connection with renewals or renovations.

During the three months ended March 31, 2018, the increase in franchise and property revenues was driven by a $119.7 million increase in our BK segment, the inclusion of $79.6 million from our PLK segment, a $40.6 million increase in our TH segment, and a $15.9 million favorable FX Impact. The increase in our BK and TH segments was primarily due to the inclusion of advertising fund contributions from franchisees as a result of the application of ASC 606 beginning January 1, 2018 and, to a lesser degree, an increase in royalties driven by system-wide sales growth. The increase in our TH segment was partially offset by the inclusion of revenue in connection with sale of equipment packages in the prior year period within franchise and property revenues that was included in sales beginning January 1, 2018.

During the three months ended March 31, 2018, the decrease in franchise and property expenses was driven by an $11.4 million decrease in our TH segment and a $1.5 million decrease in our BK segment, partially offset by the inclusion of $2.4 million from our PLK segment and a $3.9 million unfavorable FX Impact. The decrease in our TH segment was primarily due to the inclusion of expenses in connection with sale of equipment packages in the prior year period within franchise and property expenses that was included in cost of sales beginning January 1, 2018.

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Selling, General and Administrative Expenses

Our selling, general and administrative expenses were comprised of the following:

	Three Months Ended March 31,				Variance
					$
	2018		2017		Favorable / (Unfavorable)
Segment SG&A:
TH	$	82.3	$	25.1	$	(57.2	)
BK	140.3		38.2		(102.1		)
PLK	45.4		—		(45.4		)
Share-based compensation and non-cash incentive compensation expense	15.3		18.5		3.2
Depreciation and amortization	5.8		5.7		(0.1		)
PLK Transaction costs	5.1		34.4		29.3
Corporate restructuring and tax advisory fees	7.1		—		(7.1		)
Selling, general and administrative expenses	$	301.3	$	121.9	$	(179.4	)

Upon our transition to ASC 606 on January 1, 2018, segment selling, general and administrative expenses (“Segment SG&A”) include segment selling expenses, which consist primarily of advertising fund expenses, and segment general and administrative expenses, which are comprised primarily of salary and employee-related costs for non-restaurant employees, professional fees, information technology systems, and general overhead for our corporate offices. Prior to our transition to ASC 606 on January 1, 2018, our statement of operations did not reflect advertising fund contributions or advertising fund expenses, since such amounts were netted under previously applicable accounting standards. Segment SG&A excludes share-based compensation and non-cash incentive compensation expense, depreciation and amortization, PLK Transaction costs and Corporate restructuring and tax advisory fees.

During the three months ended March 31, 2018, TH and BK Segment SG&A increased primarily due to the inclusion of advertising fund expenses from the application of ASC 606 beginning January 1, 2018 and an unfavorable FX Impact.

During the three months ended March 31, 2018, the decrease in share-based compensation and non-cash incentive compensation expense was due primarily to a decrease in equity award modifications and a decrease related to the remeasurement of liability-classified and non-employee equity awards to fair value.

(Income) Loss from Equity Method Investments

(Income) loss from equity method investments reflects our share of investee net income or loss, non-cash dilution gains or losses from changes in our ownership interests in equity method investees, and basis difference amortization.

The change in (income) loss from equity method investments during the three months ended March 31, 2018 was primarily driven by the current year recognition of a $20.4 million non-cash dilution gain on the initial public offering by one of our equity method investees, partially offset by an increase in equity method investment net losses that we recognized during the current year.

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Other Operating Expenses (Income), net

Our other operating expenses (income), net were comprised of the following:

	Three Months Ended March 31,
	2018			2017
Net losses (gains) on disposal of assets, restaurant closures, and refranchisings	$	1.7		$	2.9
Litigation settlements (gains) and reserves, net	(6.1		)	—
Net losses (gains) on foreign exchange	16.4			10.4
Other, net	0.7			0.5
Other operating expenses (income), net	$	12.7		$	13.8

Net losses (gains) on disposal of assets, restaurant closures, and refranchisings represent sales of properties and other costs related to restaurant closures and refranchisings. Gains and losses recognized in the current period may reflect certain costs related to closures and refranchisings that occurred in previous periods.

The current year litigation settlement gain primarily reflects proceeds received from the successful resolution of a legacy BK litigation.

Net losses (gains) on foreign exchange is primarily related to revaluation of foreign denominated assets and liabilities.

Interest Expense, net

Our interest expense, net and the weighted average interest rate on our long-term debt were as follows:

	Three Months Ended March 31,
	2018			2017
Interest expense, net	$	140.1		$	111.4
Weighted average interest rate on long-term debt	4.6		%	5.0		%

During the three months ended March 31, 2018, interest expense, net increased primarily due to higher outstanding debt from incremental term loans and the issuance of senior notes during 2017, partially offset by a decrease in the weighted average interest rate and a $3.6 million benefit for the period from March 15 through March 31 from our adoption of a new hedge accounting standard. Subject to foreign exchange rate movements and other factors, we expect a benefit to continue during 2018.

Loss on Early Extinguishment of Debt

During the three months ended March 31, 2017, we recorded a $20.4 million loss on early extinguishment of debt, which primarily reflects the write-off of unamortized debt issuance costs and discounts in connection with the refinancing of our senior secured term loan facility.

Income Tax Expense

Our effective tax rate was 0.6% for the three months ended March 31, 2018 and 18.5% for the three months ended March 31, 2017. The effective tax rate was reduced by 22.7% and 3.9% for the three months ended March 31, 2018 and 2017, respectively, as a result of benefits from stock option exercises. Additionally, our effective tax rate for the three months ended March 31, 2018 benefited from reserve releases due to audit settlements.

Net Income

We reported net income of $278.8 million for the three months ended March 31, 2018, compared to net income of $166.6 million for the three months ended March 31, 2017. The increase in net income is primarily due to the inclusion of $38.5 million of PLK segment income, a $36.1 million decrease in income tax expense, a $29.3 million decrease in PLK Transaction costs, a $27.0 million increase in BK segment income and the non-recurrence of $20.4 million of loss on early extinguishment

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of debt. These factors were partially offset by a $28.7 million increase in interest expense, net, and an $11.0 million decrease in TH segment income.

Non-GAAP Reconciliations

The table below contains information regarding EBITDA and Adjusted EBITDA, which are non-GAAP measures. These non-GAAP measures do not have a standardized meaning under U.S. GAAP and may differ from similar captioned measures of other companies in our industry. We believe that these non-GAAP measures are useful to investors in assessing our operating performance, as it provides them with the same tools that management uses to evaluate our performance and is responsive to questions we receive from both investors and analysts. By disclosing these non-GAAP measures, we intend to provide investors with a consistent comparison of our operating results and trends for the periods presented. EBITDA is defined as earnings (net income or loss) before interest expense, net, loss on early extinguishment of debt, income tax expense, and depreciation and amortization and is used by management to measure operating performance of the business. Adjusted EBITDA is defined as EBITDA excluding the non-cash impact of share-based compensation and non-cash incentive compensation expense and (income) loss from equity method investments, net of cash distributions received from equity method investments, as well as other operating expenses (income), net. Other specifically identified costs associated with non-recurring projects are also excluded from Adjusted EBITDA, including PLK Transaction costs associated with the Popeyes Acquisition and Corporate restructuring and tax advisory fees related to the interpretation and implementation of the Tax Act. Adjusted EBITDA is used by management to measure operating performance of the business, excluding these non-cash and other specifically identified items that management believes are not relevant to management’s assessment of operating performance or the performance of an acquired business. Adjusted EBITDA, as defined above, also represents our measure of segment income for each of our three operating segments.

	Three Months Ended March 31,						Variance
							$			%
	2018			2017			Favorable / (Unfavorable)
Segment income:
TH	$	245.2		$	256.2		$	(11.0	)	(4.3	)%
BK	214.1			187.1			27.0			14.4	%
PLK	38.5			—			38.5			NM
Adjusted EBITDA	497.8			443.3			54.5			12.3	%
Share-based compensation and non-cash incentive compensation expense	15.3			18.5			3.2			17.3	%
PLK Transaction costs	5.1			34.4			29.3			85.2	%
Corporate restructuring and tax advisory fees	7.1			—			(7.1		)	NM
Impact of equity method investments (a)	(10.0		)	(2.9		)	7.1			NM
Other operating expenses (income), net	12.7			13.8			1.1			8.0	%
EBITDA	467.6			379.5			88.1			23.2	%
Depreciation and amortization	47.0			43.3			(3.7		)	(8.5	)%
Income from operations	420.6			336.2			84.4			25.1	%
Interest expense, net	140.1			111.4			(28.7		)	(25.8	)%
Loss on early extinguishment of debt	—			20.4			20.4			NM
Income tax expense	1.7			37.8			36.1			95.5	%
Net income	$	278.8		$	166.6		$	112.2		67.3	%

NM - not meaningful

(a) Represents (i) (income) loss from equity method investments and (ii) cash distributions received from our equity method investments. Cash distributions received from our equity method investments are included in segment income.

The increase in Adjusted EBITDA for the three months ended March 31, 2018 reflects the inclusion of PLK segment income and the increase in segment income in our BK segment, partially offset by a decrease in segment income in our TH segment.

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The increase in EBITDA for the three months ended March 31, 2018 is primarily due to the inclusion of PLK segment income, an increase in segment income in our BK segment, and a decrease in PLK Transaction costs, partially offset by a decrease in segment income in our TH segment.

Liquidity and Capital Resources

Our primary sources of liquidity are cash on hand, cash generated by operations, and borrowings available under our Revolving Credit Facility (as defined below). We have used, and may in the future use, our liquidity to make required interest and/or principal payments, to repurchase our common shares, to repurchase Class B exchangeable limited partnership units of Partnership (“Partnership exchangeable units”), to voluntarily prepay and repurchase our or one of our affiliate’s outstanding debt, to fund our investing activities and to pay dividends on our common shares and make distributions on the Partnership exchangeable units. As a result of our borrowings, we are highly leveraged. Our liquidity requirements are significant, primarily due to debt service requirements.

As of March 31, 2018, we had cash and cash equivalents of $852.4 million and working capital of $243.3 million and borrowing availability of $495.4 million under our Revolving Credit Facility. Based on our current level of operations and available cash, we believe our cash flow from operations, combined with availability under our Revolving Credit Facility, will provide sufficient liquidity to fund our current obligations, debt service requirements and capital spending over the next twelve months.

Prior to the Tax Act, we provided deferred taxes on certain undistributed foreign earnings. Under our transition to a modified territorial tax system whereby all previously untaxed undistributed foreign earnings are subject to a transition tax charge at reduced rates and future repatriations of foreign earnings will generally be exempt from U.S. tax, we wrote off the existing deferred tax liability on undistributed foreign earnings and recorded the impact of the new transition tax charge on foreign earnings during the fourth quarter of 2017. We will continue to monitor available evidence and our plans for foreign earnings and expect to continue to provide any applicable deferred taxes based on the tax liability or withholding taxes that would be due upon repatriation of amounts not considered permanently reinvested.

On August 2, 2016, our board of directors approved a share repurchase authorization that allows us to purchase up to $300.0 million of our common shares through July 2021. Repurchases under the Company’s authorization will be made in the open market or through privately negotiated transactions. On August 2, 2017, we announced that the Toronto Stock Exchange (the “TSX”) had accepted the notice of our intention to renew the normal course issuer bid. Under this normal course issuer bid, we are permitted to repurchase up to 19,215,980 common shares for the one-year period commencing on August 8, 2017 and ending on August 7, 2018, or earlier if we complete the repurchases prior to such date. Share repurchases under the normal course issuer bid will be made through the facilities of the TSX, the New York Stock Exchange (the “NYSE”) and/or other exchanges and alternative Canadian or foreign trading systems, if eligible, or by such other means as may be permitted by the TSX and/or the NYSE under applicable law. Shareholders may obtain a copy of the notice, free of charge, by contacting us. As of the date of this report, there have been no share repurchases under the normal course issuer bid.

Debt Instruments and Debt Service Requirements

As of March 31, 2018, our long-term debt is comprised primarily of borrowings under our Credit Facilities, amounts outstanding under our 2017 4.25% Senior Notes, 2015 4.625% Senior Notes, and 2017 5.00% Senior Notes (each as defined below), and obligations under capital leases. For further information about our long-term debt, see Note 9 to the accompanying unaudited condensed consolidated financial statements included in this report.

Credit Facilities

As of March 31, 2018, there was $6,372.6 million outstanding principal amount under our senior secured term loan facility (the "Term Loan Facility") with a weighted average interest rate of 4.29%. Based on the amounts outstanding under the Term Loan Facility and LIBOR as of March 31, 2018, subject to a floor of 1.00%, required debt service for the next twelve months is estimated to be approximately $276.8 million in interest payments and $51.1 million in principal payments. In addition, based on LIBOR as of March 31, 2018, net cash settlements that we expect to pay on our $2,500.0 million interest rate swap are estimated to be approximately $7.8 million for the next twelve months.

As of March 31, 2018, we had no amounts outstanding under our senior secured revolving credit facility (the "Revolving Credit Facility" and together with the Term Loan Facility, the "Credit Facilities"), had $4.6 million of letters of credit issued against the facility, and our borrowing availability was $495.4 million. Funds available under the Revolving Credit Facility may be used to repay other debt, finance debt or share repurchases, fund acquisitions or capital expenditures, and for other general corporate purposes. We have a $125.0 million letter of credit sublimit as part of the Revolving Credit Facility, which reduces our borrowing availability thereunder by the cumulative amount of outstanding letters of credit.

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The interest rate applicable to borrowings under our Credit Facilities is, at our option, either (i) a base rate plus an applicable margin equal to 1.25% for the Term Loan Facility and ranging from 0.25% to 1.00%, depending on our leverage ratio, for the Revolving Credit Facility, or (ii) a Eurocurrency rate plus an applicable margin of 2.25% for the Term Loan Facility and ranging from 1.25% to 2.00%, depending on our leverage ratio, for the Revolving Credit Facility. Borrowings are subject to a floor of 2.00% for base rate borrowings and 1.00% for Eurocurrency rate borrowings.

Senior Notes

Two of our subsidiaries (the "Borrowers") are party to (i) an indenture (the “2017 4.25% Senior Notes Indenture”) in connection with the issuance of $1,500.0 million of 4.25% first lien senior secured notes due May 15, 2024 (the “2017 4.25% Senior Notes”), (ii) an indenture (the “2015 4.625% Senior Notes Indenture”) in connection with the issuance of $1,250.0 million of 4.625% first lien senior notes due January 15, 2022 (the “2015 4.625% Senior Notes”) and (iii) an indenture (the “2017 5.00% Senior Notes Indenture”) in connection with the issuance of $2,800.0 million of 5.00% second lien senior secured notes due October 15, 2025 (the “2017 5.00% Senior Notes”). No principal payments are due on the 2017 4.25% Senior Notes, 2015 4.625% Senior Notes and 2017 5.00% Senior Notes until maturity and interest is paid semi-annually.

Based on the amounts outstanding at March 31, 2018, required debt service for the next twelve months on all of the Senior Notes outstanding is approximately $261.6 million in interest payments.

Restrictions and Covenants

As of March 31, 2018, we were in compliance with all debt covenants under the Credit Facilities, 2017 4.25% Senior Notes Indenture, 2017 5.00% Senior Notes Indenture and 2015 4.625% Senior Notes Indenture, and there were no limitations on our ability to draw on the remaining availability under our Revolving Credit Facility.

Cash Dividends

On April 2, 2018, we paid a dividend of $0.45 per common share and Partnership made a distribution in respect of each Partnership exchangeable unit in the amount of $0.45 per Partnership exchangeable unit.

On April 24, 2018, our board of directors declared a cash dividend of $0.45 per common share, which will be paid on July 3, 2018, to common shareholders of record on May 15, 2018. Partnership will also make a distribution in respect of each Partnership exchangeable unit in the amount of $0.45 per Partnership exchangeable unit, and the record date and payment date for distributions on Partnership exchangeable units are the same as the record date and payment date set forth above.

In addition, because we are a holding company, our ability to pay cash dividends on our common shares may be limited by restrictions under our debt agreements. Although we do not have a formal dividend policy, our board of directors may, subject to compliance with the covenants contained in our debt agreements and other considerations, determine to pay dividends in the future. We expect to pay all dividends from cash generated from our operations.

Outstanding Security Data

As of April 19, 2018, we had outstanding 249,161,445 common shares and one special voting share. The special voting share is held by a trustee, entitling the trustee to that number of votes on matters on which holders of common shares are entitled to vote equal to the number of Partnership exchangeable units outstanding. The trustee is required to cast such votes in accordance with voting instructions provided by holders of Partnership exchangeable units. At any shareholder meeting of the Company, holders of our common shares vote together as a single class with the special voting share except as otherwise provided by law. For information on our share-based compensation and our outstanding equity awards, see Note 15 to the audited consolidated financial statements in Part II, Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2017, filed with the SEC and Canadian securities regulatory authorities on February 23, 2018.

There were 217,654,367 Partnership exchangeable units outstanding as of April 19, 2018. Since December 12, 2015, the holders of Partnership exchangeable units have had the right to require Partnership to exchange all or any portion of such holder’s Partnership exchangeable units for our common shares at a ratio of one share for each Partnership exchangeable unit, subject to our right as the general partner of Partnership to determine to settle any such exchange for a cash payment in lieu of our common shares.

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Comparative Cash Flows

Operating Activities

Cash used for operating activities was $111.0 million during the three months ended March 31, 2018, compared to cash provided by operating activities of $288.9 million during the same period in the prior year. The change in operating activities was driven by an increase in income tax payments, primarily due to the payment of accrued income taxes related to the 2017 redemption of preferred shares, an increase in interest payments, an increase in cash used by changes in working capital, and a decrease in TH segment income. These factors were partially offset by the inclusion of PLK segment income and increases in BK segment income in 2018.

Investing Activities

Cash provided by investing activities was $1.9 million for the three months ended March 31, 2018, compared to cash used for investing activities of $1,624.7 million during the same period in the prior year. The change in investing activities was driven primarily by net cash used for the acquisition of Popeyes during 2017.

Financing Activities

Cash used for financing activities was $127.6 million for the three months ended March 31, 2018, compared to cash provided by financing activities of $809.3 million during the same period in the prior year. The change in financing activities was driven primarily by proceeds from our incremental term loan in 2017 and the 2018 payment of accrued withholding taxes made in connection with the 2017 redemption of preferred shares. These factors were partially offset by proceeds from stock option exercises in 2018, the repayment of a portion of our term loan in 2017, the repayment of debt assumed in connection with the acquisition of Popeyes in 2017, payment of financing costs in 2017, and preferred dividend payments in 2017.

New Accounting Pronouncements

See Note 3 – New Accounting Pronouncements in the notes to the accompanying unaudited condensed consolidated financial statements.

Item 3.Quantitative and Qualitative Disclosures about Market Risk

There were no material changes during the three months ended March 31, 2018 to the disclosures made in Part II, Item 7A of our Annual Report on Form 10-K for the year ended December 31, 2017 filed with the SEC and Canadian securities regulatory authorities on February 23, 2018.

Item 4.Controls and Procedures

Evaluation of Disclosure Controls and Procedures

An evaluation was conducted under the supervision and with the participation of management, including the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and Exchange Act Rules 15d-15(e)) as of March 31, 2018. Based on that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of such date.

Changes in Internal Controls

Beginning January 1, 2018, we integrated Popeyes into our overall internal control over financial reporting framework.

Internal Control Over Financial Reporting

The Company’s management, including the CEO and CFO, confirm that, other than changes in internal controls disclosed above, there were no changes in the Company’s internal control over financial reporting during the three months ended March 31, 2018 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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Special Note Regarding Forward-Looking Statements

Certain information contained in this report, including information regarding future financial performance and plans, targets, aspirations, expectations, and objectives of management, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and forward-looking information within the meaning of Canadian securities laws. We refer to all of these as forward-looking statements. Forward-looking statements are forward-looking in nature and, accordingly, are subject to risks and uncertainties. These forward-looking statements can generally be identified by the use of words such as “believe”, “anticipate”, “expect”, “intend”, “estimate”, “plan”, “continue”, “will”, “may”, “could”, “would”, “target”, “potential” and other similar expressions and include, without limitation, statements regarding our expectations or beliefs regarding (i) our future financial obligations, including annual debt service requirements, capital expenditures and dividend payments, our ability to meet such obligations and the source of funds used to satisfy such obligations; (ii) the amount and timing of additional general and administrative expenses associated with the Popeyes Acquisition and the timing of completing the integration of our PLK operations; (iii) the amount and timing of additional Corporate restructuring and tax advisory fees related to the Tax Act; (iv) our estimates with respect to tax matters as a result of the Tax Act, including our effective tax rate for 2018, the impacts of the Tax Act, and the anticipated timing of finalizing our estimates; and (v) certain accounting and tax matters.

Our forward-looking statements, included in this report and elsewhere,represent management’s expectations as of the date that they are made. Our forward-looking statements are based on assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances. However, these forward-looking statements are subject to a number of risks and uncertainties and actual results may differ materially from those expressed or implied in such statements. Important factors that could cause actual results, level of activity, performance or achievements to differ materially from those expressed or implied by these forward-looking statements include, among other things, risks related to: (1) our substantial indebtedness, which could adversely affect our financial condition and prevent us from fulfilling our obligations; (2) global economic or other business conditions that may affect the desire or ability of our customers to purchase our products such as inflationary pressures, high unemployment levels, declines in median income growth, consumer confidence and consumer discretionary spending and changes in consumer perceptions of dietary health and food safety; (3) our ability to successfully manage our franchisee relationships, including our relationship with our Tim Hortons franchisees, and to effectively counter any adverse impact on guest perceptions due to negative publicity; (4) the success of our franchisees, including the financial and operational impact of the new “Winning Together Plan” on Tim Hortons franchisees; and risks related to our fully franchised business model; (5) the effectiveness of our marketing and advertising programs and franchisee support of these programs; (6) significant and rapid fluctuations in interest rates and in the currency exchange markets and the effectiveness of our hedging activity; (7) our ability to successfully implement our domestic and international growth strategy for our brands and risks related to our international operations; (8) our reliance on master franchisees and subfranchisees to accelerate restaurant growth; (9) the ability of the counterparties to our credit facilities and derivatives to fulfill their commitments and/or obligations; and (10) changes in applicable tax laws or interpretations thereof. We operate in a very competitive and rapidly changing environment and our inability to successfully manage any of the above risks may permit our competitors to increase their market share and may decrease our profitability New risk factors emerge from time to time and it is not possible for our management to predict all risk factors, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

We operate in a very competitive and rapidly changing environment. New risk factors emerge from time to time and it is not possible for our management to predict all risk factors, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Finally, our future results will depend upon various other risks and uncertainties, including, but not limited to, those detailed in Part I, Item 1A “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2017 filed with the SEC and Canadian securities regulatory authorities on February 23, 2018, as well as other materials that we from time to time file with, or furnish to, the SEC or file with Canadian securities regulatory authorities. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements in this section and elsewhere in this report. Other than as required under securities laws, we do not assume a duty to update these forward-looking statements, whether as a result of new information, subsequent events or circumstances, changes in expectations or otherwise.

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Part II – Other Information

Item 5. Other Information

Item 5.02 Departure of Directors or Certain Officers; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(e)

On January 16, 2018, the Compensation Committee of the board of directors of RBI (the “Compensation Committee”) approved the threshold, target and maximum performance levels for the 2018 Annual Bonus Program and, as in prior years, approved Organic Adjusted EBITDA growth as the measure for Business Achievement. In prior years, RBI was required to achieve at least 80% of the Organic Adjusted EBITDA growth target for RBI for payments to be made under the Annual Bonus Plan. For 2018, however, RBI must achieve at least 50% of the Organic Adjusted EBITDA growth target for RBI in order for payments to be made under the 2018 Annual Bonus Program. For each participant, the “threshold” level represents a 50% payout, the “target” level represents a 100% payout and the “maximum” level represents a 150% payout (rather than a 120% payout as in prior years), and a global multiplier will be applied to calculate the bonus for all participants. The change in threshold and maximum performance levels was made to more closely tie the achievement of budgeted Organic Adjusted EBITDA growth to the bonus payout percentages. Except as set forth above, the terms of the 2018 Bonus Program approved by the Compensation Committee were substantially the same as the 2017 Annual Bonus Program. On January 16, 2018, the Compensation Committee also approved the program document for the Annual Bonus Plan, a copy of which is attached as Exhibit 10.48 to this report.

Pursuant to RBI’s Bonus Swap Program, RBI provides eligible employees, including its named executive officers, or NEOs, the ability to invest a portion of their net cash bonus into RBI common shares (“Investment Shares”) and leverage the investment through the issuance of matching restricted share units (“RSUs”). The terms of the 2017 Bonus Swap Program are substantially the same as the terms of the 2015 Bonus Swap Program, which are described in our quarterly report on Form 10-Q for the three months ended March 31, 2016. All of RBI’s NEOs elected to participate in the 2017 Bonus Swap Program and to purchase Investment Shares. On January 16, 2018, the Compensation Committee approved the grants of matching RSUs to the participants in the 2017 Bonus Swap Program. On February 23, 2018, our NEOs received the following number of matching RSUs: Daniel Schwartz, 29,594; Joshua Kobza, 17,111; Jose Cil, 15,894; Alexandre Santoro, 9,640; and Jill Granat, 9,748. The matching RSUs will cliff vest on December 31, 2022. All of the matching RSUs will be forfeited if an NEO’s employment is terminated for any reason (other than death or disability) prior to December 31, 2019. If an NEO sells more than 50% of the Investment Shares before the vesting date, he or she will forfeit 100% of the matching RSUs. An NEO who sells 50% or less of the Investment Shares before the vesting date will forfeit 50% of the matching RSUs and a proportional amount of the remaining matching RSUs. On January 16, 2018, the Compensation Committee approved the 2018 Bonus Swap Program on substantially the same terms as the 2017 Bonus Swap Program.

On January 16, 2018, the Compensation Committee approved discretionary awards of 250,000 and 220,000 performance based RSUs, or “PBRSUs”, to Mr. Schwartz and Mr. Cil, respectively, for retention purposes based on the prior vesting of a significant portion of each executive’s equity awards. The performance measure for purposes of determining the number of units earned by Messrs. Schwartz and Cil is RBI’s compound annual growth of organic Adjusted EBITDA for the period beginning on January 1, 2015 and ending on December 31, 2018. The Compensation Committee established an 80% of target threshold, below which no shares are earned. If 80% of the performance target is achieved, Messrs. Schwartz and Cil will receive a maximum of 150,000 and 132,000 shares, respectively; if the performance target is achieved, Messrs. Schwartz and Cil will receive a maximum of 250,000 and 220,000 shares, respectively; and if 120% of the performance target is achieved, Messrs. Schwartz and Cil will receive a maximum of 300,000 and 264,000 shares, respectively. If achievement falls between the threshold level and the target level or between the target level and the maximum level, the number of shares earned by Messrs. Schwartz and Cil would be calculated on a linear basis. Once earned, the PBRSUs will cliff vest on February 23, 2023. Messrs. Schwartz and Cil are required to maintain ownership of 750,000 and 617,762 common shares and Partnership exchangeable units (and any combination thereof), respectively, through the end of the vesting period. If an executive fails to comply with these holding requirements, he will forfeit all of the PBRSUs. In addition, if an executive’s employment is terminated (other than due to death or disability) prior to February 23, 2021, he will forfeit the entire award. Each of Messrs. Schwartz and Cil entered into a Performance Award Agreement substantially in the form as previously filed.

42

Item 6. Exhibits

Exhibit Number	Description
10.48*	Restaurant Brands International Inc. Annual Bonus Program Plan Document
10.49(a)*	Employment and Post-Employment Covenants Agreement dated as of February 9, 2015 by and between The TDL Group Corp. and Jill Granat.
10.49(b)*	Employment and Post-Employment Covenants Agreement dated as of February 9, 2015 by and between Restaurant Brands International Inc. and Jill Granat.
10.49(c)*	Employment and Post-Employment Covenants Agreement dated as of February 9, 2015 by and between Burger King Corporation and Jill Granat.
31.1	Certification of Chief Executive Officer of Restaurant Brands International Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer of Restaurant Brands International Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer of Restaurant Brands International Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Chief Financial Officer of Restaurant Brands International Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

* Management contract or compensatory plan or arrangement.

43

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	RESTAURANT BRANDS INTERNATIONAL INC. (Registrant)
Date: April 24, 2018	By:	/s/ Matthew Dunnigan
		Name:	Matthew Dunnigan, principal financial officer
		Title:	Chief Financial Officer (principal financial officer) (duly authorized officer)

44

EX-10.48

EXHIBIT 10.48

RESTAURANT BRANDS INTERNATIONAL INC.

ANNUAL BONUS PROGRAM

Confidential and Proprietary Information. This Plan Document is for the exclusive use of employees of Restaurant Brands International Inc. None of the material contained herein may be copied or utilized in any form or by any means without the express written authorization of an Officer of Restaurant Brands International Inc.

CONTENTS

1.	Objective..........................................................................................................................................................................	12
2.	Terminology......................................................................................................................................................................	12
3.	Bonus Payout Eligibility Rules........................................................................................................................	14
	3.1 Changes in Job or Employment Status; Brand Transfers..........................................................................	14
	3.2 Termination Due to Death or Retirement................................................................................................	16
4.	Qualifiers.........................................................................................................................................................................	16
5.	Haircut.............................................................................................................................................................................	17
6.	Bonus Payout Calculation..............................................................................................................................	17
	6.1 Target Bonus............................................................................................................................................	17
	6.2 Achievement Percentage.........................................................................................................................	17
	6.3 Multiplier.................................................................................................................................................	17
7.	Payment Distribution.....................................................................................................................................	18
8.	US Taxpayers..................................................................................................................................................	18
9.	Plan Administrators.......................................................................................................................................	18
10.	General Provisions.........................................................................................................................................	18
11.	Data Privacy...................................................................................................................................................	19
12.	Governing Law...............................................................................................................................................	19

1. Objective

The objective of this Annual Bonus Program (the “Program”) is to set forth the terminology, process and rules used to determine payment, if any, under the Program.

2. Terminology

ACHIEVEMENT PERCENTAGE is defined in Section 6.2.

ANNUAL BASE PAY is the Participant’s annual base salary on September 30 of the Plan Year considered for the Target Bonus calculation. For purposes of clarity, the term Annual Base Pay does not include any bonuses, holiday pay or thirteenth month salaries that may be paid to a Participant.

BONUS PAYMENT DATE is the date the bonus is paid, to be determined by the Company in its sole discretion. For U.S. Participants, the Bonus Payment Date will be a date during the calendar year following the close of the applicable Plan Year but in no event later than the 15^th day of the third calendar month of such following calendar year.

BRAND refers to one of the restaurant brands directly or indirectly owned by the Company, and “Brands” refers to all of them.

BUSINESS ACHIEVEMENT is defined in Section 6.2.

COMPANY isRestaurant Brands International, Inc., including the subsidiaries directly and directly controlled by it and the Brands.

CONTROL means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether through the ownership of voting securities or other equity interest, representation on its board of directors or body performing similar functions, by contract or otherwise (and the terms "controlling” and "controlled" having corollary meanings).

DEPARTMENT is defined as all employees supervised by the terminated employee or, in case of employees without direct reports, all direct reports of the terminated employee’s supervisor.

EBITDA meansearnings before interest, taxes, depreciation and amortization. It is a metric to evaluate profitability and is determined by the Company, in its sole discretion.

ENTITY means an organizational unit with a clear owner or responsible person. It groups employees under a common set of goals, activities and management. It can be a function at the corporate level such as “Finance” or “Legal”; a region structure such as “EMEA” or “North America”; a country such as “Canada”; a division such as “Western Canada”; or a business unit such as “Retail”.

HAIRCUT is a penalty or reduction of a Participant’s total bonus amount if a specific Company-wide or individual metric is not achieved.

INDIVIDUAL ACHIEVEMENT is defined in Section 6.2.

KPI means Key Performance Indicator and is the definition of a particular goal or project that measures the achievement of an MBO.

KPI FINAL ACHIEVEMENT is the percentage of accomplishment of a “KPI” target.

KPI SCORE is the KPI Final Achievement and its contribution to the final result. It is calculated by using the following formula:

KPI weight (%) X Final Achievement (%) = KPI Score

L1 means direct reports to the Company’s Chief Executive Officer.

L2 meansdirect reports to L1.

L3 means direct reports to L2.

LINE OF SIGHT (LOS) represents the Entities most impacted by an employee’s position. The LOS is used to calculate the Business Achievement portion of the Annual Bonus. The LOS principles can be found in the LOS Policy on RBI Connect.

MANAGEMENT BY OBJECTIVES or MBO is a process of defining and aligning objectives within the Company so that the performance of all employees can be objectively measured. The MBO process ensures focus on main initiatives and helps to prioritize actions to support achievement of Company results. MBO has also been used to refer to main business objectives (i.e. individual objectives or goals).

MBO COMMITTEE is the committee responsible for reviewing, establishing targets and approving all KPI changes requested during the Plan Year. It is also responsible for determining Final Achievement for each KPI.

MULTIPLIER is defined in Section 6.3.

PARTICIPANTS means those Company employees who are eligible to earn and receive a bonus payout under this Program, as defined in section 3.1.

PLAN YEAR means the year that performance is measured and for which bonus payments, if any, are calculated.

QUALIFIERS means the conditions that must be met in order for a bonus to be payable under the Program.

RETIREMENT means a termination of service by an employee on or after the later of (i) an employee’s 55th birthday and (ii) completion of five years of service with the Company.

TARGET is the value of the goal to be reached within one KPI; it also represents the expected level of performance.

TARGET BONUS is defined in Section 4.1.

TARGET BONUS PERCENTAGE means the percentage established by the Company which will be multiplied by the Participant’s Annual Base Pay to determine the Participant’s Target Bonus. The Target Bonus Percentage is generally tied to an employee’s pay band.

3. Bonus Payout Eligibility Rules

Restaurant-level employees and employees who are eligible for participation in another incentive or bonus plan are not eligible for participation in the Program, unless otherwise stated. Interns, contractors, and other temporary workers are also not eligible for participation in the Program.

Bonuses will be earned, if at all, on the Bonus Payment Date, except as otherwise required by applicable law. Participants must be actively employed on the Bonus Payment Date to be eligible to receive a bonus payout; provided, however, for Participants who are not actively employed on Bonus Payment Date and who do not fall within those circumstances described in Sections 3.1 through 3.2, the following rules apply:

i. Participants who are involuntarily terminated by the Company before September 30^th of the Plan Year will not be eligible for bonus payout for the Plan Year (or any future Plan Year).

ii. Participants who are involuntarily terminated by the Company after September 30^th of the Plan Year are eligible to receive a bonus payout for that Plan Year and will be scored based on their Individual Achievement as approved by the MBO Committee. Where the Individual Achievement cannot be measured, the Participant will be scored at 75% or the average achievement score of the department they last worked in, whichever is less. Such Participants will not be eligible for a bonus payout for any future Plan Year.

iii. Participants who voluntarily terminate their employment with the Company prior to Bonus Payment Date are ineligible for bonus payout under this Program.

NOTICE TO EMPLOYEES OUTSIDE THE U.S.

For purposes of clarity, even if an employee is terminated without cause or is otherwise found by a court of competent jurisdiction to have been wrongfully terminated prior to the Bonus Payment Date, the employee will receive no incentive bonus payout or pro-rated bonus payout under the Program (except as set forth in item (ii) above) unless he/she was actively employed on the Bonus Payment Date, and (i) the notice or pay in lieu of notice that the employee receives will not have any component for damages representing any bonus payout over any period of notice and (ii) the employee will not be eligible for a bonus payout under the Program or any other bonus payout for such period, except as required by applicable employment standards legislation, in which case such minimum prescribed period under the applicable employment standards legislation shall apply.

3.1. Changes in Job or Employment Status; Brand Transfers

a) New employees who become eligible for participation in the Program after September 30^th will not be entitled to a bonus payout for that Plan Year.

b) New employees who become eligible for participation in the Program on or before March 31^st will have the full Plan Year considered for their bonus calculation.

c) New employees who become eligible for participation in the Program between April 1^st and September 30^th; Participants who change jobs between April 1^st and September 30^th; and Participants who are involuntarily terminated after September 30^th will have their bonus payment pro-rated based on the pro-rating event date as defined on the table below:

Date of pro-rating event	From 1st through 15th day of month	From 16th through last day of month
Newly eligible Participant during year	Month counted	Month not counted
Change in Target Bonus during year	New Target Incentive Percentage applies as of month in which change occurs	New Target Incentive Percentage applies as of month following month in which change occurs
Termination after September 30	Month not counted	Month counted

d) Participants who change jobs (including by taking a position with a different brand within the Company) on or before March 31^st will not have their bonus pro-rated. The calculation will consider Participant’s full year with Participant’s second position characteristics (e.g. Final Achievement, Annual Base Pay, Target Bonus, and Line of Sight).

e) Participants who change jobs (including by taking a position with a different brand within the Company) after September 30^th will not have their bonus pro-rated. The calculation will consider Participant’s full

year with Participant’s prior position characteristics (e.g. Final Achievement, Annual Base Pay, Target Bonus, and Line of Sight).

f) The Individual Achievement of Participants covered by the GBS Excellence Program will be based on their Excellence Program Score. If a Participant transfers to GBS during the Plan Year, then their Individual Achievement will be based on their Excellence Program Score for the number of quarters covered by the GBS Excellence Program and weighted in accordance with the rules of such program. The Individual Achievement for the remaining quarters will be weighted equally based on MBO achievement.

g) If Participant is absent from work for any reason such as illness, disability, service in the armed forces, or is able to work only part-time during the year, the Company will determine if Participant is entitled to a bonus applying the following rules:

Leave of Absence up to THREE months during the plan year	Leave of Absence over THREE months AND up to NINE months during the plan year	Leave of Absence over nine months during the plan year
Annual Base Pay will be used to calculate bonus payout, if any. No pro-ration will apply.	Annual Base Pay used to calculate bonus payout, if any, will be pro-rated based on the number of months by which the Participant’s leave exceeds three months during the Plan Year.	Participant is ineligible to earn a bonus under the Program for the Plan Year if Participant is on leave for nine (9) months or more during that Plan Year.

For purposes of leave of absences, proration will be based on actual days worked and not the proration method described in Section 3.1 c. Time absent will be tracked based on the Plan year and reset at the beginning of the following year.

To the extent the bonus payout adversely affects a participant’s short-term or long-term disability benefits, the participant may request to receive the bonus payout no later than 30 days following his or her return to active employment status or following termination of employment, whichever occurs first.

Each case under this Section 3.1(f) will be handled on the basis of its own circumstances and in compliance with all applicable laws.

Participants who are on leave before the end of the Plan Year, will be scored based on their Individual Achievement as measured by the MBO Committee. Where the Individual Achievement cannot be measured, the Participant will be scored at 75% or the average achievement score of the department they last worked in, whichever is less.

3.2. Termination Due to Death or Retirement

In the event of the death or Retirement of a Participant prior to the Bonus Payment Date, any bonus payout earned while actively employed will be paid on a pro-rata basis, from the beginning of the Plan Year through the date of death or Retirement, as applicable.

4. Qualifiers

Qualifiers are hurdles that even if all other conditions for a bonus payout are met, must be accomplished for a bonus to be paid. It represents minimum prerequisites that must be met for business success. The current qualifiers are as follows:

a. Achievement of at least 80% of targeted growth in RBI Worldwide EBITDA*;

b. Achieve RBI Worldwide total ZBB;

c. Achieve Entity ZBB, Entity G&A or Budget;

d. Achieve L2 Entity ZBB, Entity G&A or Budget, if applicable; and

e. For each Participant, minimum 50% individual achievement.

* Exception: At the discretion of the MBO Committee, the Company may consider a RBI Multiplier of up to 60% for Entities that achieve 100% or more of the Business Achievement Target. Other exceptions may be made on Upper Line of Sight business achievement for Regions/Sub-Regions/Countries that achieve 100% or more on their Business Achievement Target. The MBO Committee may also add qualifiers through the year as business needs arise.

5. Haircut

A haircut may be applied to a Participant’s entire Bonus Payout. Each Plan Year, the Company will establish the haircuts for that Plan Year and applicable penalty for each.     

6. Bonus Payout Calculation

The three key components in determining the annual bonus payout, subject to any applicable pro-ration rules set out above are:

Target Bonus X Achievement Percentage X  Multiplier = Bonus Payout

6.1. Target Bonus

A Participant’s Target Bonus is his or her Annual Base Pay, multiplied by his or her Target Bonus Percentage.

6.2. Achievement Percentage

The Achievement Percentage is the sum of the Individual Achievement and Business Achievement, each of which accounts for 50% of the Achievement Percentage, divided by 2.

i) Individual Achievement: Individual Achievement is measured by the sum of all KPI scores. It accounts for 50% of the Achievement Percentage.

ii) Business Achievement: Business Achievement is calculated based on the financial performance (EBITDA growth) of the Participant’s Line of Sight (LOS) Entities. It accounts for the other 50% of the Achievement Percentage. The LOS Principles can be found in the LOS Policy on RBI Connect.

6.3. Multiplier

The Multiplier is based on the Company’s EBITDA growth and may increase (or decrease) any bonus payout from 50% - 150%. The multiplier starts from a threshold of 50% and it increases linearly according to performance until reaching the maximum of 150%. The Multiplier will be 0 if the minimum threshold is not met.

The following table outlines the weighting and score ranges for all performance components of the bonus calculation:

Component	Weight	Threshold	Maximum	Max Potential as a % of Target
Individual	50%	50%	100%	172.5%
Upper Entity	20%	50%	100%
Lower Entity	30%	50%	150%
Global Multiplier	0	50%	150%

For example, if an employee with a target bonus of $20,000 achieves 90% on their Individual Performance, 100% of their Business Achievement and 110% achievement on their Global Multiplier, their bonus payout will be calculated as follows:

Target Bonus	X	Achievement Percentage*	X	Multiplier	=	Bonus Payout
$20,000	X	(90% + 100%) 2	X	110%	=	$20,900

* The Achievement percentage is made up of a Business Achievement component which is weighted 50% and consists of an Upper Line of Sight Achievement (20%) and a Lower Line of Sight Achievement (30%).

7. Payment Distribution

Bonus payouts will be made in the form of direct deposit (or a cheque where required and approved), separate from the regular payroll deposit, and will be subject to normal deductions and withholdings as required by law.

8. US Taxpayers

For U.S. taxpayers: All compensation payable under this Plan is intended to comply with the requirements of Section 409A of the Internal Revenue Code or any exceptions or exemptions to such requirements. The parties intend that to the maximum extent permitted this Plan and any related agreements shall be interpreted in accordance with such intent. The Company shall have no liability to any Participant if this Plan or any amounts paid or payable hereunder are subject to Code Section 409A or the additional tax thereunder.

9. Plan Administration

This Program is authorized under the Restaurant Brands International Inc. Amended and Restated 2014 Omnibus Incentive Plan (the “Omnibus Plan”), and all bonus payouts are considered cash-based awards under the Omnibus Plan. This Program shall be administered by the Compensation Committee and the Company Chief Executive Officer as provided herein, provided that the Program shall be administered on a day-to-day basis by the Company’s Total Rewards Department and/or MBO Committee. This plan document governs all plan interpretations and Participant eligibility.

10. General Provisions

The Company’s obligations and/or the financial and performance objectives under this Program may be modified in such manner and to such extent as the Company, in its sole discretion, deems necessary, or as may be necessary to comply with applicable law. The payment of a bonus in one year does not give a Participant the right to receive a bonus payout in any future years. Additionally, the Company reserves the right to amend or terminate the Program at any time before the end of a Plan Year and, if so terminated, the Company will be liable for payment of a bonus under the Program only up to the date of termination and only if the measures used to evaluate Business Achievement have been achieved. This Program may not be succeeded by similar programs in future years and an employee may not necessarily participate in any future bonus programs that the Company may establish. The Program is not a contract of employment between a Participant and the Company. The Program does not grant any rights of continued employment to any Participant. In the event of a conflict between the terms of the Program and a Participant’s employment agreement or offer, promotion or confirmation letter with the Company or one of its Affiliates (an “Employment Agreement”), the terms of the Employment Agreement will control. All bonus payouts will be made at the discretion of the Company’s Chief Executive Officer and Board of Directors and will reflect the Company’s desire to reward not only performance, but also our “quality of earnings”, the Participant’s compliance with the Company’s accounting and financial policies, Code of Business Ethics and Conduct, and other Company policies and procedures. The Company reserves the right to reduce or deny a bonus payout on this basis. If a Participant has received this plan document or any other document related to the Program translated into a language other than English and if the translated version is different than the English version, the English version will control.

11. Data Privacy

By accepting a bonus payout under the Program, (a) the Participant consents to the collection, use and transfer, in electronic or other form, of his or her personal data as described in this document by and among, as applicable, the Participant’s employer, the Company, its subsidiaries and its affiliates for the exclusive purpose of implementing, administering and managing (“Administering”) the Program; (b) the Participant acknowledges that

the Company and the Participant’s employer may hold certain personal information about the Participant, including, but not limited to, the Participant’s name, home address and telephone number, date of birth, social insurance number or other identification number, salary, nationality, job title, details of any entitlement to a payout under the Program (“Data”), for the purpose of Administering the Program and Participant agrees that Data may be transferred to any third parties assisting in Administering the Program, that these recipients may be located in the Participant’s country, or elsewhere, and that the Participant’s country may have different data privacy laws and protections than the country in which the Data is received, used, retained or transferred; (c) Participant agrees that Participant may request a list with the names and addresses of any potential recipients of the Data by contacting his or her local human resources representative; (d) Participant authorizes the recipients to receive, use, retain and transfer the Data, in electronic or other form, for the purposes of Administering the Program; (e) Participant understands and acknowledges that Data will be held only as long as is necessary for Administering Participant’s participation in the Program, that Participant may, at any time, view Data, request information about storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing the Participant’s local human resources representative; and that refusal or withdrawal of consent may affect Participant’s ability to participate in the Program. For more information on the consequences of Participant’s refusal to consent or withdrawal of consent, Participant may contact his or her local People Business Partner.

12. Governing Law

The Plan will be governed by and construed in accordance with the laws of the Country, province and/or state in which the Participant is employed

EX-10.49(A)

EXHIBIT 10.49(a)

EMPLOYMENT AND POST-EMPLOYMENT COVENANTS AGREEMENT

This EMPLOYMENT AND POST-EMPLOYMENT COVENANTS AGREEMENT (this “Agreement”) dated as of February 9, 2015, is entered into by and between The TDL Group Corp., a British Columbia corporation (together with any Successor thereto, the “Company”), and Jill Granat (“Executive”).

WITNESSETH:

WHEREAS, Executive commenced employment with an Affiliate of the Company on November 9, 1998;

WHEREAS, the Company desires to employ and secure the services of Executive on the terms and conditions set forth in this Agreement, including with respect to the protection of the Company’s competitively sensitive, confidential, proprietary and trade secret information relating to the current and planned business of the Company and its Affiliates during Executive’s employment and following the termination thereof;

WHEREAS, Executive desires to accept such employment on such terms and conditions; and

WHEREAS, Executive currently is a party to the Original Agreement and Executive and the Company desire to have the Original Agreement superseded by the terms of this Agreement.

NOW, THEREFORE, in consideration of the premises and the mutual covenants and promises contained herein, and for other good and valuable consideration, the Company and Executive hereby agree as follows:

1.Amendment and Restatement of Original Agreement. This Agreement shall serve as a complete amendment and restatement of the Original Agreement. All terms of the Original Agreement shall be superseded by the terms of this Agreement and, upon execution of this Agreement, the Original Agreement shall be of no further force and effect.

2.Term; Position and Responsibilities; Location.

(a)Term of Employment. Commencing on the Commencement Date, the Company shall employ Executive on the terms and subject to the conditions of this Agreement. The Company may change the terms and conditions of Executive’s employment relationship at any time. Additionally, both Executive and the Company retain the right to terminate the employment relationship at any time, with or without Cause so long as notice of the termination or pay in lieu of notice, and, if applicable, severance pay, as required by law is provided. The Company acknowledges that Executive is a party to an employment agreement with one or more of the Company’s Affiliates (collectively, the “Affiliate Agreements”). The Company and Executive agree that (i) Executive’s employment by the Company pursuant to this Agreement and by one (1) or more of the Affiliates pursuant to the Affiliate Agreements shall be on an exclusive basis; and (ii) they will work together to properly allocate the time spent by Executive providing services to the Company and such Affiliate(s), such that the percentage of time used to calculate Executive’s Base Salary and corresponding payments due hereunder and under the Affiliate Agreements totals One Hundred percent (100%).

(b)Position and Responsibilities. During the Employment Period, Executive shall serve as General Counsel and shall have such duties and responsibilities as are customarily assigned to individuals serving in such position and such other duties consistent with Executive’s title and position as the Company specifies from time to time (it being understood by the parties that, notwithstanding the foregoing, the Company is free, at any time and from time to time, to reorganize its business operations, and that Executive’s duties and scope of responsibility may change in connection with such reorganization). Executive shall devote all of Executive’s skill, knowledge, commercial efforts and business time to the conscientious and good faith performance of Executive’s duties and responsibilities for the Company and its Affiliates to the best of Executive’s ability.

(a)Location. During the Employment Period, Executive’s services shall be performed primarily in the Oakville, Ontario metropolitan area. However, Executive may be required to travel in and outside of Oakville, Ontario as the needs of the Company’s business dictate. Notwithstanding the foregoing, due to the Executive’s provision of services to one or more of the Affiliates pursuant to the Affiliate Agreements, the Company acknowledges and agrees that Executive will travel between the Affiliates’ offices, the Company’s offices and other locations where each transacts business. Accordingly, all such travel expenses constitute business expenses and will be paid or reimbursed in accordance with the Company’s policies.

(b)Changes to Employment. Executive agrees that the Company has the right from time to time to set or alter the duties of the job, to transfer, reassign or suspend Executive, exclude Executive from the Company’s premises or require Executive to work from home, in the Company’s sole discretion from time to time without notice or compensation in lieu of notice.

3.Base Salary. During the Employment Period, the Company shall pay Executive a base salary at an annualized rate equal to US$400,000, multiplied by the percentage of Executive’s working hours spent on the provision of services pursuant to this Agreement, payable in installments on the Company’s regular payroll dates. Executive’s salary may be subject to such merit increases as the Company may determine in its sole and exclusive discretion from time to time. The annual base salary payable to Executive from time to time under this Section 3 shall hereinafter be referred to as the “Base Salary.” The Company and Executive acknowledge and agree that while the Company is responsible for the payment of all compensation and other benefits due to Executive under this Agreement, the Company may make any or all of such payments through an Affiliate designated by the Company and that all such payments shall be made to Executive’s bank account in the United States, in US Dollars, until and unless the Company and Executive agree otherwise.

4.Annual Incentive Compensation. Executive will be eligible to participate in the annual bonus program or such other annual incentive plan to be adopted and maintained by the Company for similarly situated employees that the Company designates, in its sole discretion (any such plan, the “Bonus Plan”), in accordance with the terms of such plan as in effect from time to time. Executive’s target bonus with respect to 2015 shall be One Hundred Twenty percent (120%) of Executive’s Base Salary, which target bonus may be increased or decreased by the Company during the Employment Period. The Annual Bonus for each year shall be payable in cash at the same time as bonuses are paid to other senior executives of the Company in accordance with the terms of the applicable Bonus Plan. The Bonus Plan (including Executive’s target bonus rate under such Bonus Plan) is a discretionary, non-contractual benefit, which the Company reserves the right to amend or withdraw at any time.

5.Employee Benefits. During the Employment Period, Executive will be eligible to participate in the employee benefit plans and programs maintained by the Company from time to time in which employees of the Company at Executive’s grade level are eligible to participate, including to the extent maintained by the Company, life, medical, dental, accidental and disability insurance plans and retirement, deferred compensation and savings plans, in accordance with the terms and conditions thereof as in effect from time to time. Executive’s participation in and coverage under these plans will terminate when Executive ceases to be deemed actively employed under provincial employment legislation. Notwithstanding the foregoing, if any or all of Executive’s Base Salary payments are made through an Affiliate, the Company and Executive acknowledge and agree that in lieu of eligibility to participate in the employee benefit plans and programs of the Company, Executive will be eligible to participate in the Affiliate’s employee benefit plans and programs for employees at Executive’s grade level, in accordance with the terms and conditions thereof as in effect from time to time.

6.Tax Equalization / Tax Preparation.

(a)Tax Equalization. Executive will be provided tax equalization as described in Attachment 1 to help ensure that Executive does not gain or lose financially due to the different tax and social security implications or consequences of Executive’s employment under this Agreement and the Affiliate Agreements. Executive’s burden in respect of the foregoing will remain at a similar level as if Executive were employed solely in Executive’s home country, which for purposes of this Agreement is the United States (the “Home Country”). This is achieved by: (i) deducting a “hypothetical tax” from Executive’s total pay related to Executive’s employment with the Company under this Agreement and any Affiliates under the Affiliate Agreements, and (ii) the Company paying Executive’s actual income tax and social taxes on the total income paid to Executive in connection with Executive’s employment with

the Company under this Agreement and any Affiliates under the Affiliate Agreements. Notwithstanding anything in this Agreement to the contrary, any payments made to Executive in connection with the foregoing tax equalization shall be made no later than the end of the second taxable year beginning after the taxable year in which Executive’s U.S. Federal income tax return is required to be filed (including any extensions) for the year to which the compensation subject to such tax equalization payment relates, or, if later, the second taxable year beginning after the latest such taxable year in which Executive’s foreign tax return or payment is required to be filed or made for the year to which the compensation subject to the tax equalization payment relates. The tax equalization described in this subsection (a) and in Attachment 1 and all of Executive’s obligations thereunder shall survive the termination of this Agreement.

(b)Tax Preparation. The Company and its Affiliates will provide tax preparation services via a designated tax service provider to assist Executive with any required income tax preparation services in both the Home Country and Canada with respect to any tax years falling within the Employment Period.

7.Termination of Employment.

(a)Termination Without Cause. In the event of a termination of Executive’s employment other than for Cause (as such term is defined below), including a termination due to Executive’s death or frustration of Executive’s employment as a result of disability, the provisions of the Company’s policies relating to termination of employment applicable to employees at Executive’s grade level as in effect at the time of termination, including if applicable, the Company’s severance policy, or provincial employment standards legislation, if such legislation provides for greater severance benefits, will apply.

(a)Termination for Cause. Executive’s employment with the Company may be terminated by the Company at any time for Cause and without any obligation owing by the Company. In the event of termination for Cause, Executive shall have no right to receive any further compensation or benefits (including notice of termination, payment in lieu of notice or severance pay), other than the Accrued Payments. If, subsequent to Executive’s termination of employment hereunder without Cause, it is determined in good faith by the Company that Executive’s employment could have been terminated for Cause, Executive’s employment shall, at the election of the Company, be deemed to have been terminated for Cause, effective as of the date the events giving rise to Cause occurred. Upon such determination, (i) Executive shall be obligated to immediately repay to the Company any amounts theretofore paid to Executive pursuant to paragraph 7(a) or otherwise in connection with Executive’s termination (other than any Accrued Payments), (ii) Executive shall not be entitled to any further payments or benefits pursuant to paragraph 7(a), and (iii) the penultimate sentence of Section 12 shall apply.

(b)Termination by Executive. Executive may terminate Executive’s employment at any time by providing 30 days’ prior written notice to the Company. Executive agrees that any notice of termination provided by Executive shall also constitute notice of termination of Executive’s employment with all Affiliates which also employ Executive, such termination to be effective on the earlier of (i) the date specified in Executive’s notice to the Company described in this subsection (c) and (ii) if Executive provided a separate notice of termination to any one (1) or more of the Affiliates, the earliest date set forth in any such separate notice(s). In the event of termination of employment by Executive, Executive shall have no right to receive any further compensation or benefits (including notice of termination, payment in lieu of notice or severance pay), other than the Accrued Payments. The Company may waive Executive’s written notice by providing Executive payment in lieu of such written notice.

(c)Resignation upon Termination. Effective as of the date of Executive’s termination of employment with the Company, Executive shall resign, in writing, from all board and board committee memberships and other positions then held by him, or to which he has been appointed, designated or nominated, with the Company and its Affiliates.

8.Restrictive Covenants. Each of the Company and Executive agrees that the Executive will have a prominent role in the management of the business, and the development of the goodwill of the Company and its Affiliates, and will establish and develop relations and contacts with the principal franchisees, customers and suppliers

of the Company and its Affiliates throughout the world, all of which constitute valuable goodwill of, and could be used by Executive to compete unfairly with, the Company and its Affiliates. In addition, Executive recognizes that Executive will have access to and become familiar with or be exposed to Confidential Information (as such term is defined below), in particular, trade secrets, proprietary information, customer lists, and other valuable business information of the Company pertaining or related to the quick service restaurant business.  Executive agrees that Executive could cause grave harm to the Company if Executive, among other things, worked for the Company’s competitors, solicited the Company’s employees away from the Company or solicited the Company’s franchisees upon the termination of Executive’s employment with the Company or misappropriated or divulged the Company’s Confidential Information, and that as such, the Company has legitimate business interests in protecting its goodwill and Confidential Information, and these legitimate business interests therefore justify the following restrictive covenants:

(a)Confidentiality. Executive agrees that during Executive’s employment with the Company and thereafter, Executive will not, directly or indirectly (A) disclose any Confidential Information to any Person (other than, only with respect to the period that Executive is employed by the Company, to an employee or outside advisor of the Company who requires such information to perform his or her duties for the Company), or (B) use any Confidential Information for Executive’s own benefit or the benefit of any third party. The foregoing obligation shall not apply to any Confidential Information that has been previously disclosed to the public or is in the public domain (other than by reason of a breach of Executive’s obligations to hold such Confidential Information confidential). If Executive is required or requested by a court or governmental agency to disclose Confidential Information, Executive must notify the General Counsel of the Company of such disclosure obligation or request no later than three (3) business days after Executive learns of such obligation or request, and permit the Company to take all lawful steps it deems appropriate to prevent or limit the required disclosure.

(b)Non-Competition. Executive agrees that during the Employment Period, Executive shall devote all of Executive’s skill, knowledge, commercial efforts and business time to the conscientious and good faith performance of Executive’s duties and responsibilities to the Company to the best of Executive’s ability and Executive shall not, directly or indirectly, be employed by, render services for, engage in business with or serve as an agent or consultant to any Person other than the Company. Executive further agrees that during the Employment Period and for the one (1) year period following Executive’s termination of employment with the Company, Executive shall not directly or indirectly engage in any activities that are competitive with the quick service restaurant business conducted by the Company, and Executive shall not, directly or indirectly, become employed by, render services for, engage in business with, serve as an agent or consultant to, or become a partner, member, principal, stockholder or other owner of, any Person or entity that engages in the quick serve restaurant business in any jurisdiction or country where the Company or any of its Affiliates has business operations at the time of Executive’s termination, including any franchisee of the Company or any if its Affiliates, provided that Executive shall be permitted to hold a one percent (1%) or less interest in the equity or debt securities of any publicly traded company. Executive’s duties and responsibilities involve, and/or will affect, the operation and management of the Company on a worldwide basis.  Executive will obtain Confidential Information that will affect the Company’s operations throughout the world.  Accordingly, Executive acknowledges that the Company has legitimate business interests in requiring a worldwide geographic scope and application of this non-compete provision and agrees that this non-compete provision applies on a worldwide basis.

(c)Non-Solicitation of Employees and Franchisees. During Employment Period and for the one (1) year period following Executive’s termination of employment with the Company, Executive shall not, directly or indirectly, by herself or through any third party, whether on Executive’s own behalf or on behalf of any other Person or entity, (i) solicit or induce or endeavor to solicit or induce, divert, employ or retain, (ii) interfere with the relationship of the Company or any of its Affiliates with, or (iii) attempt to establish a business relationship of a nature that is competitive with the business of the Company with, any Person that is or was (during the last twelve (12) months of Executive’s employment with the Company) (A) an employee of the Company or any of its Affiliates, (B) engaged to provide services to the Company or any of its Affiliates, including vendors who provide or have provided advertising, marketing or other services to the Company or any of its Affiliates, or (C) a franchisee of the Company or any of its Affiliates.

9.Work Product. Executive agrees that all of Executive’s work product (created solely or jointly with others, and including any intellectual property or moral rights in such work product), given, disclosed, created, developed or prepared in connection with Executive’s employment with the Company, whether ensuing during or after

the Employment Period (“Work Product”) shall exclusively vest in and be the sole and exclusive property of the Company. In the event that any such Work Product does not vest by operation of law in the Company, Executive hereby irrevocably assigns, transfers and conveys to the Company, exclusively and perpetually, all right, title and interest which Executive may have or acquire in and to such Work Product throughout the world, including without limitation any copyrights and patents, and the right to secure registrations, renewals, reissues, and extensions thereof. The Company and its Affiliates or their designees shall have the exclusive right to make full and complete use of, and make changes to all Work Product without restrictions or liabilities of any kind, and Executive shall not have the right to use any such materials, other than within the legitimate scope and purpose of Executive’s employment with the Company. Executive shall promptly disclose to the Company the creation or existence of any Work Product and shall take whatever additional lawful action may be necessary, and sign whatever documents the Company may require, in order to secure and vest in the Company or its designee all right, title and interest in and to all Work Product and any intellectual property rights therein (including full cooperation in support of any Company applications for patents and copyright or trademark registrations).

10.Compliance With Company Policies. During the Employment Period, Executive shall be governed by and be subject to, and Executive hereby agrees to comply with, all Policies.

11.Data Protection & Privacy.

(a)Executive acknowledges that the Company, directly or through its Affiliates, collects and processes data (including personal sensitive data and information retained in email) relating to Executive. Executive hereby agrees to such collection and processing and further agrees to execute The TDL Group Corp. Employee Consent to Collection and Processing of Personal Information, a copy of which is attached to this Agreement as Attachment 2.

(b)To ensure regulatory compliance and for the protection of its workers, customers, suppliers and business, the Company reserves the right to monitor, intercept, review and access telephone logs, internet usage, voicemail, email and other communication facilities provided by the Company which Executive may use during Executive’s employment with the Company. The Company will use this right of access reasonably, but it is important that Executive is aware that all communications and activities on Company equipment or premises cannot be presumed to be private.

12.Injunctive Relief with Respect to Covenants. Executive acknowledges and agrees that a breach by Executive of any of Section 8, 9 or 10 is a material breach of this Agreement and that remedies at law may be inadequate to protect the Company and its Affiliates in the event of such breach, and, without prejudice to any other rights and remedies otherwise available to the Company, Executive agrees to the granting of injunctive relief in the Company’s favor in connection with any such breach or violation without proof of irreparable harm, plus attorneys’ fees and costs to enforce these provisions. Executive further acknowledges and agrees that the Company’s obligations to pay Executive any amount or provide Executive with any benefit or right pursuant to Section 7 is subject to Executive’s compliance with Executive’s obligations under Sections 8 through 10 inclusive, and that in the event of a breach by Executive of any of Section 8, 9 or 10, the Company shall immediately cease paying such benefits and Executive shall be obligated to immediately repay to the Company all amounts theretofore paid to Executive pursuant to Section 7. In addition, if not repaid, the Company shall have the right to set off from any amounts otherwise due to Executive any amounts previously paid pursuant to Section 7 (other than the Accrued Obligations), in accordance with applicable law, and Executive further agrees that the foregoing is appropriate for any such breach inasmuch as actual damages cannot be readily calculated, the amount is fair and reasonable under the circumstances, and the Company would suffer irreparable harm if any of these Sections were breached. All disputes not relating to any request or application for injunctive relief in accordance with this Section 12 shall be resolved by arbitration in accordance with Section 15(b).

13.Entire Agreement. This Agreement constitutes the entire agreement among the parties hereto with respect to the subject matter hereof. All prior correspondence and proposals (including but not limited to summaries of proposed terms) and all prior promises, representations, understandings, arrangements and agreements relating to such subject matter (including but not limited to those made to or with Executive by any other Person and those contained in any prior employment, consulting or similar agreement, including the Original Agreement, entered into

by Executive and the Company or any predecessor thereto or Affiliate thereof) are merged herein and superseded hereby.

14.Survival. The following Sections shall survive the termination of Executive’s employment with the Company and of this Agreement: 6, 7, 8, 9, 11, 12, 14 and 15.

15.Miscellaneous.

(a)Binding Effect; Assignment. This Agreement shall be binding on and inure to the benefit of the Company and its Successors and permitted assigns. This Agreement shall also be binding on and inure to the benefit of Executive and Executive’s heirs, executors, administrators and legal representatives. This Agreement shall not be assignable by any party hereto without the prior written consent of the other parties hereto, provided, however, that the Company may effect such an assignment without prior written approval of Executive upon the transfer of all or substantially all of its business and/or assets (by whatever means).

(b)Arbitration. If any dispute or controversy arises relating to the Agreement, Executive and the Company agree to seek to resolve the dispute or controversy through arbitration. Each party to the dispute may serve notice on the other party of its desire to resolve a particular dispute by arbitration. The parties shall agree upon an arbitrator to be selected from The American Arbitration Association’s list of arbitrators. In the event the parties cannot agree upon an arbitrator within five days after receipt of the notice of intention to arbitrate, the arbitrator will be appointed by ADR Chambers. The costs of the arbitration shall be shared equally by the parties. The arbitration must proceed expeditiously, and must be completed within six months of the date on which a party referred the dispute or controversy to arbitration. The arbitration shall be held in Oakville, Ontario and shall proceed in accordance with the provisions of the Arbitration Act (Ontario). The parties agree that the laws of the Province of Ontario and the laws of Canada applicable in the Province of Ontario will be used to evaluate the matters at issue in the arbitration. The arbitration shall not impair either party’s right to request injunctive or other equitable relief in accordance with Section 12 of this Agreement.

(c)Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable in the Province of Ontario.

(d)Amendments. No provision of this Agreement may be modified, waived or discharged unless such modification, waiver or discharge is approved in writing by the Board of Directors of the Company or a Person authorized thereby and is agreed to in writing by Executive. No waiver by any party hereto at any time of any breach by any other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. No waiver of any provision of this Agreement shall be implied from any course of dealing between or among the parties hereto or from any failure by any party hereto to assert its rights hereunder on any occasion or series of occasions.

(e)Severability. In the event that any one or more of the provisions of this Agreement shall be or become invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not be affected thereby. In the event that one or more terms or provisions of this Agreement are deemed invalid or unenforceable by the laws of any state, province or jurisdiction in which it is to be enforced, by reason of being vague or unreasonable as to duration or geographic scope of activities restricted, or for any other reason, the provision in question shall be immediately amended or reformed to the extent necessary to make it valid and enforceable by the court of such jurisdiction charged with interpreting and/or enforcing such provision. Executive agrees and acknowledges that the provision in question, as so amended or reformed, shall be valid and enforceable as though the invalid or unenforceable portion had never been included herein.

(f)Taxes.The Company may withhold from any payments made under this Agreement all applicable taxes, including but not limited to income, employment and social insurance taxes, as shall be required by law.

(g)Notices. Any notice or other communication required or permitted to be delivered under this Agreement shall be (i) in writing, (ii) delivered personally, by courier service or by certified or registered mail, first-class postage prepaid and return receipt requested, (iii) deemed to have been received on the date of delivery or, if mailed, on the third business day after the mailing thereof, and (iv) addressed as follows (or to such other address as the party entitled to notice shall hereafter designate in accordance with the terms hereof):

(A)If to the Company, to it at:with a copy to:

The TDL Group Corp.Restaurant Brands International Inc.

226 Wyecroft Road226 Wyecroft Road

Oakville, Ontario, Canada L6K 3S3Oakville, Ontario, Canada L6K 3S3

Attention: Chief People OfficerAttention: General Counsel

(B)if to Executive, to Executive’s residential address as currently on file with the Company.

(h)Acknowledgements. Executive acknowledges and agrees that (i) Executive has had sufficient time to review and consider this Agreement thoroughly; (ii) Executive has read and understands the terms of this Agreement and Executive’s obligations hereunder; (iii) Executive has been given an opportunity to obtain independent legal advice, or such other advice as Executive may desire, concerning the interpretation and effect of this Agreement; and (iv) this Agreement is entered into voluntarily and without any pressure.

(i)Voluntary Agreement; No Conflicts. Executive represents that Executive is entering into this Agreement voluntarily and that Executive’s employment hereunder and compliance with the terms and conditions of this Agreement will not conflict with or result in the breach by Executive of any agreement to which Executive is a party or by which Executive or Executive’s properties or assets may be bound.

(j)Counterparts/Facsimile. This Agreement may be executed in counterparts (including by facsimile), each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

(k)Headings. The section and other headings contained in this Agreement are for the convenience of the parties only and are not intended to be a part hereof or to affect the meaning or interpretation hereof.

(l)Definitions.

“Accrued Payments” means accrued salary, accrued but unused vacation pay, and approved but unreimbursed business expenses that are owed to Executive as of the date of Executive’s termination of Employment by the Company.

“Affiliate” with respect to any Person, means any other Person that, directly or indirectly through one or more intermediaries, Controls, is Controlled by, or is under common Control with the first Person, including but not limited to a Subsidiary of any such Person.

“Affiliate Agreements” has the meaning ascribed to it in Section 2(a) of this Agreement.

“Base Salary” has the meaning ascribed to it in Section 3 of this Agreement.

“Bonus Plan” has the meaning ascribed to it in Section 4 of this Agreement.

“Cause” means (i) a material breach by Executive of any provision of this Agreement; (ii) a material violation by Executive of any of the Policies, (iii) the failure by Executive to reasonably and substantially perform Executive’s duties under this Agreement (other than as a result of physical or mental illness or injury); (iv) Executive’s willful misconduct or gross negligence that has caused or is reasonably expected to result in demonstrable injury to the business, reputation or prospects of the Company or any of its Affiliates; (v) Executive’s fraud or misappropriation of funds; or (vi) the commission by Executive of an offence under the Criminal Code or other serious crime involving moral turpitude.

“Code” meansthe United States Internal Revenue Code of 1986, as amended.

“Commencement Date” means February 9, 2015.

“Confidential Information” means confidential, proprietary or commercially sensitive information relating to (Y) the Company or its Affiliates, or members of their respective management or boards or (Z) any third parties who do business with the Company or its Affiliates, including franchisees and suppliers. Confidential Information includes, without limitation, marketing plans, business plans, financial information and records, operation methods, personnel information, drawings, designs, information regarding product development, other commercial or business information and any other information not available to the public generally.

“Control” (including, with correlative meanings, the terms “Controlling”, “Controlled by” and “under common Control with”): with respect to any Person, shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities, by contract or otherwise.

“Employment Period” means the period during which Executive is employed by the Company pursuant to this Agreement.

“Original Agreement” means any and all agreements, offer letters and any other contracts Executive may have with the Company or any of its Affiliates dated prior to the date of this Agreement, other than any of the Affiliate Agreements, as such agreements, offer letters or contracts may have been amended from time to time, that govern the terms and conditions of Executive’s employment with the Company or any of its Affiliates, as amended.

“Person” means any natural person, firm, partnership, limited liability company, association, corporation, company, trust, business trust, governmental authority or other entity.

“Policies” means Company policies, procedures, rules and regulations applicable to employees generally or to employees at Executive’s grade level, including without limitation, the Company’s Code of Business Ethics and Conduct, in each case, as they may be amended from time to time in the Company’s sole discretion.

“Subsidiary” means, with respect to any Person, each corporation or other Person in which the first Person owns or Controls, directly or indirectly, capital stock or other ownership interests representing fifty percent (50%) or more of the combined voting power of the outstanding voting stock or other ownership interests of such corporation or other Person.

“Successor” of a Person means a Person that succeeds to the first Person’s assets and liabilities by merger, liquidation, dissolution or otherwise by operation of law, or a Person to which all or substantially all the assets and/or business of the first Person are transferred.

“Work Product” has the meaning ascribed to it in Section 9 of this Agreement.

20.Section 409A Compliance.

(a)The intent of the parties hereto is that payments and benefits under this Agreement be exempt from or comply with Section 409A of the Code and the regulations and guidance promulgated thereunder and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be in compliance therewith.

(b)All reimbursements and in-kind benefits provided under this Agreement (including without limitation Sections 5 and 7 of this Agreement) are intended to be made or provided in accordance with the requirements of Section 409A of the Code to the extent that such reimbursements or in-kind benefits are subject to Section 409A of the Code. All expenses or other reimbursements paid pursuant to this Agreement that are taxable income to Executive shall in no event be paid later than the end of the calendar year next following the calendar year in which Executive incurs such expense. With regard to any provision herein that provides for reimbursement of costs and expenses or in-kind benefits, except as permitted by Section 409A of the Code, (A) the right to reimbursement or in-kind benefits shall not be subject to liquidation or exchange for another benefit and (B) the

amount of expenses eligible for reimbursement, or in-kind benefits provided, during any taxable year shall not affect the expenses eligible for reimbursement, or in-kind benefits to be provided, in any other taxable year.

IN WITNESS WHEREOF, the Company has duly executed this Agreement by its authorized representatives, and Executive has hereunto set Executive’s hand, in each case effective as of the date first above written.

THE TDL GROUP CORP.

By: /s/ Daniel Schwartz

Name:

Title:

Executive:

/s/ Jill Granat

JILL GRANAT

EX-10.49(B)

EXHIBIT 10.49(b)

EMPLOYMENT AND POST-EMPLOYMENT COVENANTS AGREEMENT

This EMPLOYMENT AND POST-EMPLOYMENT COVENANTS AGREEMENT (this “Agreement”) dated as of February 9, 2015, is entered into by and between Restaurant Brands International Inc., a Canada corporation (together with any Successor thereto, the “Company”), and Jill Granat (“Executive”).

WITNESSETH:

WHEREAS, Executive commenced employment with an Affiliate of the Company on November 9, 1998;

WHEREAS, the Company desires to employ and secure the services of Executive on the terms and conditions set forth in this Agreement, including with respect to the protection of the Company’s competitively sensitive, confidential, proprietary and trade secret information relating to the current and planned business of the Company and its Affiliates during Executive’s employment and following the termination thereof;

WHEREAS, Executive desires to accept such employment on such terms and conditions; and

WHEREAS, Executive currently is a party to the Original Agreement and Executive and the Company desire to have the Original Agreement superseded by the terms of this Agreement.

NOW, THEREFORE, in consideration of the premises and the mutual covenants and promises contained herein, and for other good and valuable consideration, the Company and Executive hereby agree as follows:

1.Amendment and Restatement of Original Agreement. This Agreement shall serve as a complete amendment and restatement of the Original Agreement. All terms of the Original Agreement shall be superseded by the terms of this Agreement and, upon execution of this Agreement, the Original Agreement shall be of no further force and effect.

2.Term; Position and Responsibilities; Location.

(a)Term of Employment. Commencing on the Commencement Date, the Company shall employ Executive on the terms and subject to the conditions of this Agreement. The Company may change the terms and conditions of Executive’s employment relationship at any time. Additionally, both Executive and the Company retain the right to terminate the employment relationship at any time, with or without Cause so long as notice of the termination or pay in lieu of notice, and, if applicable, severance pay, as required by law is provided. The Company acknowledges that Executive is a party to an employment agreement with one or more of the Company’s Affiliates (collectively, the “Affiliate Agreements”). The Company and Executive agree that (i) Executive’s employment by the Company pursuant to this Agreement and by one (1) or more of the Affiliates pursuant to the Affiliate Agreements shall be on an exclusive basis; and (ii) they will work together to properly allocate the time spent by Executive providing services to the Company and such Affiliate(s), such that the percentage of time used to calculate Executive’s Base Salary and corresponding payments due hereunder and under the Affiliate Agreements totals One Hundred percent (100%).

(b)Position and Responsibilities. During the Employment Period, Executive shall serve as General Counsel and shall have such duties and responsibilities as are customarily assigned to individuals serving in such position and such other duties consistent with Executive’s title and position as the Company specifies from time to time (it being understood by the parties that, notwithstanding the foregoing, the Company is free, at any time and from time to time, to reorganize its business operations, and that Executive’s duties and scope of responsibility may change in connection with such reorganization). Executive shall devote all of Executive’s skill, knowledge, commercial efforts and business time to the conscientious and good faith performance of Executive’s duties and responsibilities for the Company and its Affiliates to the best of Executive’s ability.

(c)Location. During the Employment Period, Executive’s services shall be performed primarily in the Oakville, Ontario metropolitan area. However, Executive may be required to travel in and outside of Oakville, Ontario as the needs of the Company’s business dictate. Notwithstanding the foregoing, due to the Executive’s provision of services to one or more of the Affiliates pursuant to the Affiliate Agreements, the Company acknowledges and agrees that Executive will travel between the Affiliates’ offices, the Company’s offices and other locations where each transacts business. Accordingly, all such travel expenses constitute business expenses and will be paid or reimbursed in accordance with the Company’s policies.

(d)Changes to Employment. Executive agrees that the Company has the right from time to time to set or alter the duties of the job, to transfer, reassign or suspend Executive, exclude Executive from the Company’s premises or require Executive to work from home, in the Company’s sole discretion from time to time without notice or compensation in lieu of notice.

3.Base Salary. During the Employment Period, the Company shall pay Executive a base salary at an annualized rate equal to US$400,000, multiplied by the percentage of Executive’s working hours spent on the provision of services pursuant to this Agreement, payable in installments on the Company’s regular payroll dates. Executive’s salary may be subject to such merit increases as the Company may determine in its sole and exclusive discretion from time to time. The annual base salary payable to Executive from time to time under this Section 3 shall hereinafter be referred to as the “Base Salary.” The Company and Executive acknowledge and agree that while the Company is responsible for the payment of all compensation and other benefits due to Executive under this Agreement, the Company may make any or all of such payments through an Affiliate designated by the Company and that all such payments shall be made to Executive’s bank account in the United States, in US Dollars, until and unless the Company and Executive agree otherwise.

4.Annual Incentive Compensation. Executive will be eligible to participate in the annual bonus program or such other annual incentive plan to be adopted and maintained by the Company for similarly situated employees that the Company designates, in its sole discretion (any such plan, the “Bonus Plan”), in accordance with the terms of such plan as in effect from time to time. Executive’s target bonus with respect to 2015 shall be One Hundred Twenty percent (120%) of Executive’s Base Salary, which target bonus may be increased or decreased by the Company during the Employment Period. The Annual Bonus for each year shall be payable in cash at the same time as bonuses are paid to other senior executives of the Company in accordance with the terms of the applicable Bonus Plan. The Bonus Plan (including Executive’s target bonus rate under such Bonus Plan) is a discretionary, non-contractual benefit, which the Company reserves the right to amend or withdraw at any time.

5.Employee Benefits. During the Employment Period, Executive will be eligible to participate in the employee benefit plans and programs maintained by the Company from time to time in which employees of the Company at Executive’s grade level are eligible to participate, including to the extent maintained by the Company, life, medical, dental, accidental and disability insurance plans and retirement, deferred compensation and savings plans, in accordance with the terms and conditions thereof as in effect from time to time. Executive’s participation in and coverage under these plans will terminate when Executive ceases to be deemed actively employed under provincial employment legislation. Notwithstanding the foregoing, if any or all of Executive’s Base Salary payments are made through an Affiliate, the Company and Executive acknowledge and agree that in lieu of eligibility to participate in the employee benefit plans and programs of the Company, Executive will be eligible to participate in the Affiliate’s employee benefit plans and programs for employees at Executive’s grade level, in accordance with the terms and conditions thereof as in effect from time to time.

6.Tax Equalization / Tax Preparation.

(a)Tax Equalization. Executive will be provided tax equalization as described in Attachment 1 to help ensure that Executive does not gain or lose financially due to the different tax and social security implications or consequences of Executive’s employment under this Agreement and the Affiliate Agreements. Executive’s burden in respect of the foregoing will remain at a similar level as if Executive were employed solely in Executive’s home country, which for purposes of this agreement is the United States (the “Home Country”). This is achieved by: (i) deducting a “hypothetical tax” from Executive’s total pay related to Executive’s employment with the Company under

this Agreement and any Affiliates under the Affiliate Agreements, and (ii) the Company paying Executive’s actual income tax and social taxes on the total income paid to Executive in connection with Executive’s employment with the Company under this Agreement and any Affiliates under the Affiliate Agreements. Notwithstanding anything in this Agreement to the contrary, any payments made to Executive in connection with the foregoing tax equalization shall be made no later than the end of the second taxable year beginning after the taxable year in which Executive’s U.S. Federal income tax return is required to be filed (including any extensions) for the year to which the compensation subject to such tax equalization payment relates, or, if later, the second taxable year beginning after the latest such taxable year in which Executive’s foreign tax return or payment is required to be filed or made for the year to which the compensation subject to the tax equalization payment relates. The tax equalization described in this subsection (a) and in Attachment 1 and all of Executive’s obligations thereunder shall survive the termination of this Agreement.

(b)Tax Preparation. The Company and its Affiliates will provide tax preparation services via a designated tax service provider to assist Executive with any required income tax preparation services in both the Home Country and Canada with respect to any tax years falling within the Employment Period.

7.    Termination of Employment.

(a)    Termination Without Cause. In the event of a termination of Executive’s employment other than for Cause (as such term is defined below), including a termination due to Executive’s death or frustration of Executive’s employment as a result of disability, the provisions of the Company’s policies relating to termination of employment applicable to employees at Executive’s grade level as in effect at the time of termination, including if applicable, the Company’s severance policy, or provincial employment standards legislation, if such legislation provides for greater severance benefits, will apply.

(b)Termination for Cause. Executive’s employment with the Company may be terminated by the Company at any time for Cause and without any obligation owing by the Company. In the event of termination for Cause, Executive shall have no right to receive any further compensation or benefits (including notice of termination, payment in lieu of notice or severance pay), other than the Accrued Payments. If, subsequent to Executive’s termination of employment hereunder without Cause, it is determined in good faith by the Company that Executive’s employment could have been terminated for Cause, Executive’s employment shall, at the election of the Company, be deemed to have been terminated for Cause, effective as of the date the events giving rise to Cause occurred. Upon such determination, (i) Executive shall be obligated to immediately repay to the Company any amounts theretofore paid to Executive pursuant to paragraph 7(a) or otherwise in connection with Executive’s termination (other than any Accrued Payments), (ii) Executive shall not be entitled to any further payments or benefits pursuant to paragraph 7(a), and (iii) the penultimate sentence of Section 12 shall apply.

(c)Termination by Executive. Executive may terminate Executive’s employment at any time by providing 30 days’ written notice to the Company. Executive agrees that any such notice provided by Executive shall also constitute notice of termination of Executive’s employment with all Affiliates which also employ Executive, such termination to be effective on the earlier of (i) the date specified in Executive’s notice to the Company described in this subsection (c) and (ii) if Executive provided a separate notice of termination to any one (1) or more of the Affiliates, the earliest date set forth in any such separate notices. In the event of termination of employment by Executive, Executive shall have no right to receive any further compensation or benefits (including notice of termination, payment in lieu of notice or severance pay), other than the Accrued Payments. The Company may waive Executive’s written notice by providing Executive payment in lieu of such written notice.

(d)Resignation upon Termination. Effective as of the date of Executive’s termination of employment with the Company, Executive shall resign, in writing, from all board and board committee memberships and other positions then held by him, or to which he has been appointed, designated or nominated, with the Company and its Affiliates.

8.Restrictive Covenants. Each of the Company and Executive agrees that the Executive will have a prominent role in the management of the business, and the development of the goodwill of the Company and its Affiliates, and will establish and develop relations and contacts with the principal franchisees, customers and suppliers

of the Company and its Affiliates throughout the world, all of which constitute valuable goodwill of, and could be used by Executive to compete unfairly with, the Company and its Affiliates. In addition, Executive recognizes that Executive will have access to and become familiar with or be exposed to Confidential Information (as such term is defined below), in particular, trade secrets, proprietary information, customer lists, and other valuable business information of the Company pertaining or related to the quick service restaurant business.  Executive agrees that Executive could cause grave harm to the Company if Executive, among other things, worked for the Company’s competitors, solicited the Company’s employees away from the Company or solicited the Company’s franchisees upon the termination of Executive’s employment with the Company or misappropriated or divulged the Company’s Confidential Information, and that as such, the Company has legitimate business interests in protecting its goodwill and Confidential Information, and these legitimate business interests therefore justify the following restrictive covenants:

(a)Confidentiality. Executive agrees that during Executive’s employment with the Company and thereafter, Executive will not, directly or indirectly (A) disclose any Confidential Information to any Person (other than, only with respect to the period that Executive is employed by the Company, to an employee or outside advisor of the Company who requires such information to perform his or her duties for the Company), or (B) use any Confidential Information for Executive’s own benefit or the benefit of any third party. The foregoing obligation shall not apply to any Confidential Information that has been previously disclosed to the public or is in the public domain (other than by reason of a breach of Executive’s obligations to hold such Confidential Information confidential). If Executive is required or requested by a court or governmental agency to disclose Confidential Information, Executive must notify the General Counsel of the Company of such disclosure obligation or request no later than three (3) business days after Executive learns of such obligation or request, and permit the Company to take all lawful steps it deems appropriate to prevent or limit the required disclosure.

(b)Non-Competition. Executive agrees that during the Employment Period, Executive shall devote all of Executive’s skill, knowledge, commercial efforts and business time to the conscientious and good faith performance of Executive’s duties and responsibilities to the Company to the best of Executive’s ability and Executive shall not, directly or indirectly, be employed by, render services for, engage in business with or serve as an agent or consultant to any Person other than the Company. Executive further agrees that during the Employment Period and for the one (1) year period following Executive’s termination of employment with the Company, Executive shall not directly or indirectly engage in any activities that are competitive with the quick service restaurant business conducted by the Company, and Executive shall not, directly or indirectly, become employed by, render services for, engage in business with, serve as an agent or consultant to, or become a partner, member, principal, stockholder or other owner of, any Person or entity that engages in the quick serve restaurant business in any jurisdiction or country where the Company or any of its Affiliates has business operations at the time of Executive’s termination, including any franchisee of the Company or any if its Affiliates, provided that Executive shall be permitted to hold a one percent (1%) or less interest in the equity or debt securities of any publicly traded company. Executive’s duties and responsibilities involve, and/or will affect, the operation and management of the Company on a worldwide basis.  Executive will obtain Confidential Information that will affect the Company’s operations throughout the world.  Accordingly, Executive acknowledges that the Company has legitimate business interests in requiring a worldwide geographic scope and application of this non-compete provision and agrees that this non-compete provision applies on a worldwide basis.

(c)Non-Solicitation of Employees and Franchisees. During Employment Period and for the one (1) year period following Executive’s termination of employment with the Company, Executive shall not, directly or indirectly, by herself or through any third party, whether on Executive’s own behalf or on behalf of any other Person or entity, (i) solicit or induce or endeavor to solicit or induce, divert, employ or retain, (ii) interfere with the relationship of the Company or any of its Affiliates with, or (iii) attempt to establish a business relationship of a nature that is competitive with the business of the Company with, any Person that is or was (during the last twelve (12) months of Executive’s employment with the Company) (A) an employee of the Company or any of its Affiliates, (B) engaged to provide services to the Company or any of its Affiliates, including vendors who provide or have provided advertising, marketing or other services to the Company or any of its Affiliates, or (C) a franchisee of the Company or any of its Affiliates.

9.Work Product. Executive agrees that all of Executive’s work product (created solely or jointly with others, and including any intellectual property or moral rights in such work product), given, disclosed, created, developed or prepared in connection with Executive’s employment with the Company, whether ensuing during or after

the Employment Period (“Work Product”) shall exclusively vest in and be the sole and exclusive property of the Company. In the event that any such Work Product does not vest by operation of law in the Company, Executive hereby irrevocably assigns, transfers and conveys to the Company, exclusively and perpetually, all right, title and interest which Executive may have or acquire in and to such Work Product throughout the world, including without limitation any copyrights and patents, and the right to secure registrations, renewals, reissues, and extensions thereof. The Company and its Affiliates or their designees shall have the exclusive right to make full and complete use of, and make changes to all Work Product without restrictions or liabilities of any kind, and Executive shall not have the right to use any such materials, other than within the legitimate scope and purpose of Executive’s employment with the Company. Executive shall promptly disclose to the Company the creation or existence of any Work Product and shall take whatever additional lawful action may be necessary, and sign whatever documents the Company may require, in order to secure and vest in the Company or its designee all right, title and interest in and to all Work Product and any intellectual property rights therein (including full cooperation in support of any Company applications for patents and copyright or trademark registrations).

10.Compliance With Company Policies. During the Employment Period, Executive shall be governed by and be subject to, and Executive hereby agrees to comply with, all Policies.

11.Data Protection & Privacy.

(a)Executive acknowledges that the Company, directly or through its Affiliates, collects and processes data (including personal sensitive data and information retained in email) relating to Executive. Executive hereby agrees to such collection and processing and further agrees to execute the Restaurant Brands International Inc. Employee Consent to Collection and Processing of Personal Information, a copy of which is attached to this Agreement as Attachment 2.

(b)To ensure regulatory compliance and for the protection of its workers, customers, suppliers and business, the Company reserves the right to monitor, intercept, review and access telephone logs, internet usage, voicemail, email and other communication facilities provided by the Company which Executive may use during Executive’s employment with the Company. The Company will use this right of access reasonably, but it is important that Executive is aware that all communications and activities on Company equipment or premises cannot be presumed to be private.

12.Injunctive Relief with Respect to Covenants. Executive acknowledges and agrees that a breach by Executive of any of Section 8, 9 or 10 is a material breach of this Agreement and that remedies at law may be inadequate to protect the Company and its Affiliates in the event of such breach, and, without prejudice to any other rights and remedies otherwise available to the Company, Executive agrees to the granting of injunctive relief in the Company’s favor in connection with any such breach or violation without proof of irreparable harm, plus attorneys’ fees and costs to enforce these provisions. Executive further acknowledges and agrees that the Company’s obligations to pay Executive any amount or provide Executive with any benefit or right pursuant to Section 7 is subject to Executive’s compliance with Executive’s obligations under Sections 8 through 10 inclusive, and that in the event of a breach by Executive of any of Section 8, 9 or 10, the Company shall immediately cease paying such benefits and Executive shall be obligated to immediately repay to the Company all amounts theretofore paid to Executive pursuant to Section 7. In addition, if not repaid, the Company shall have the right to set off from any amounts otherwise due to Executive any amounts previously paid pursuant to Section 7 (other than the Accrued Obligations), in accordance with applicable law, and Executive further agrees that the foregoing is appropriate for any such breach inasmuch as actual damages cannot be readily calculated, the amount is fair and reasonable under the circumstances, and the Company would suffer irreparable harm if any of these Sections were breached. All disputes not relating to any request or application for injunctive relief in accordance with this Section 12 shall be resolved by arbitration in accordance with Section 15(b).

13.Entire Agreement. This Agreement constitutes the entire agreement among the parties hereto with respect to the subject matter hereof. All prior correspondence and proposals (including but not limited to summaries of proposed terms) and all prior promises, representations, understandings, arrangements and agreements relating to such subject matter (including but not limited to those made to or with Executive by any other Person and those contained in any prior employment, consulting or similar agreement, including the Original Agreement, entered into

by Executive and the Company or any predecessor thereto or Affiliate thereof) are merged herein and superseded hereby.

14.Survival. The following Sections shall survive the termination of Executive’s employment with the Company and of this Agreement: 6, 7, 8, 9, 11, 12, 14 and 15.

15.Miscellaneous.

(a)Binding Effect; Assignment. This Agreement shall be binding on and inure to the benefit of the Company and its Successors and permitted assigns. This Agreement shall also be binding on and inure to the benefit of Executive and Executive’s heirs, executors, administrators and legal representatives. This Agreement shall not be assignable by any party hereto without the prior written consent of the other parties hereto, provided, however, that the Company may effect such an assignment without prior written approval of Executive upon the transfer of all or substantially all of its business and/or assets (by whatever means).

(b)Arbitration. If any dispute or controversy arises relating to the Agreement, Executive and the Company agree to seek to resolve the dispute or controversy through arbitration. Each party to the dispute may serve notice on the other party of its desire to resolve a particular dispute by arbitration. The parties shall agree upon an arbitrator to be selected from The American Arbitration Association’s list of arbitrators. In the event the parties cannot agree upon an arbitrator within five days after receipt of the notice of intention to arbitrate, the arbitrator will be appointed by ADR Chambers. The costs of the arbitration shall be shared equally by the parties. The arbitration must proceed expeditiously, and must be completed within six months of the date on which a party referred the dispute or controversy to arbitration. The arbitration shall be held in Oakville, Ontario and shall proceed in accordance with the provisions of the Arbitration Act (Ontario). The parties agree that the laws of the Province of Ontario and the laws of Canada applicable in the Province of Ontario will be used to evaluate the matters at issue in the arbitration. The arbitration shall not impair either party’s right to request injunctive or other equitable relief in accordance with Section 12 of this Agreement.

(c)Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable in the Province of Ontario.

(d)Amendments. No provision of this Agreement may be modified, waived or discharged unless such modification, waiver or discharge is approved in writing by the Board of Directors of the Company or a Person authorized thereby and is agreed to in writing by Executive. No waiver by any party hereto at any time of any breach by any other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. No waiver of any provision of this Agreement shall be implied from any course of dealing between or among the parties hereto or from any failure by any party hereto to assert its rights hereunder on any occasion or series of occasions.

(e)Severability. In the event that any one or more of the provisions of this Agreement shall be or become invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not be affected thereby. In the event that one or more terms or provisions of this Agreement are deemed invalid or unenforceable by the laws of any state, province or jurisdiction in which it is to be enforced, by reason of being vague or unreasonable as to duration or geographic scope of activities restricted, or for any other reason, the provision in question shall be immediately amended or reformed to the extent necessary to make it valid and enforceable by the court of such jurisdiction charged with interpreting and/or enforcing such provision. Executive agrees and acknowledges that the provision in question, as so amended or reformed, shall be valid and enforceable as though the invalid or unenforceable portion had never been included herein.

(f)Taxes.The Company may withhold from any payments made under this Agreement all applicable taxes, including but not limited to income, employment and social insurance taxes, as shall be required by law.

(g)Notices. Any notice or other communication required or permitted to be delivered under this Agreement shall be (i) in writing, (ii) delivered personally, by courier service or by certified or registered mail, first-class postage prepaid and return receipt requested, (iii) deemed to have been received on the date of delivery or, if mailed, on the third business day after the mailing thereof, and (iv) addressed as follows (or to such other address as the party entitled to notice shall hereafter designate in accordance with the terms hereof):

(A)If to the Company, to it at:with a copy to:

Restaurant Brands International Inc.Restaurant Brands International Inc.

226 Wyecroft Road226 Wyecroft Road

Oakville, Ontario, Canada L6K 3S3Oakville, Ontario, Canada L6K 3S3

Attention: Chief People Officer Attention: General Counsel

(B)if to Executive, to Executive’s residential address as currently on file with the Company.

(h)Acknowledgements. Executive acknowledges and agrees that (i) Executive has had sufficient time to review and consider this Agreement thoroughly; (ii) Executive has read and understands the terms of this Agreement and Executive’s obligations hereunder; (iii) Executive has been given an opportunity to obtain independent legal advice, or such other advice as Executive may desire, concerning the interpretation and effect of this Agreement; and (iv) this Agreement is entered into voluntarily and without any pressure.

(i)Voluntary Agreement; No Conflicts. Executive represents that Executive is entering into this Agreement voluntarily and that Executive’s employment hereunder and compliance with the terms and conditions of this Agreement will not conflict with or result in the breach by Executive of any agreement to which Executive is a party or by which Executive or Executive’s properties or assets may be bound.

(j)Counterparts/Facsimile. This Agreement may be executed in counterparts (including by facsimile), each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

(k)Headings. The section and other headings contained in this Agreement are for the convenience of the parties only and are not intended to be a part hereof or to affect the meaning or interpretation hereof.

(l)Definitions.

“Accrued Payments” means accrued salary, accrued but unused vacation pay, and approved but unreimbursed business expenses that are owed to Executive as of the date of Executive’s termination of Employment by the Company.

“Affiliate” with respect to any Person, means any other Person that, directly or indirectly through one or more intermediaries, Controls, is Controlled by, or is under common Control with the first Person, including but not limited to a Subsidiary of any such Person.

“Affiliate Agreements” has the meaning ascribed to it in Section 2(a) of this Agreement.

“Base Salary” has the meaning ascribed to it in Section 3 of this Agreement.

“Bonus Plan” has the meaning ascribed to it in Section 4 of this Agreement.

“Cause” means (i) a material breach by Executive of any provision of this Agreement; (ii) a material violation by Executive of any of the Policies, (iii) the failure by Executive to reasonably and substantially perform Executive’s duties under this Agreement (other than as a result of physical or mental illness or injury); (iv) Executive’s willful misconduct or gross negligence that has caused or is reasonably expected to result in demonstrable injury to the business, reputation or prospects of the Company or any of its Affiliates; (v) Executive’s fraud or misappropriation of funds; or (vi) the commission by Executive of an offence under the Criminal Code or other serious crime involving moral turpitude.

“Code” meansthe United States Internal Revenue Code of 1986, as amended.

“Commencement Date” means February 9, 2015.

“Confidential Information” means confidential, proprietary or commercially sensitive information relating to (Y) the Company or its Affiliates, or members of their respective management or boards or (Z) any third parties who do business with the Company or its Affiliates, including franchisees and suppliers. Confidential Information includes, without limitation, marketing plans, business plans, financial information and records, operation methods, personnel information, drawings, designs, information regarding product development, other commercial or business information and any other information not available to the public generally.

“Control” (including, with correlative meanings, the terms “Controlling”, “Controlled by” and “under common Control with”): with respect to any Person, shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities, by contract or otherwise.

“Employment Period” means the period during which Executive is employed by the Company pursuant to this Agreement.

“Original Agreement” means any and all agreements, offer letters and any other contracts Executive may have with the Company or any of its Affiliates dated prior to the date of this Agreement, other than any of the Affiliate Agreements, as such agreements, offer letters or contracts may have been amended from time to time, that govern the terms and conditions of Executive’s employment with the Company or any of its Affiliates, as amended.

“Person” means any natural person, firm, partnership, limited liability company, association, corporation, company, trust, business trust, governmental authority or other entity.

“Policies” means Company policies, procedures, rules and regulations applicable to employees generally or to employees at Executive’s grade level, including without limitation, the Company’s Code of Business Ethics and Conduct, in each case, as they may be amended from time to time in the Company’s sole discretion.

“Subsidiary” means, with respect to any Person, each corporation or other Person in which the first Person owns or Controls, directly or indirectly, capital stock or other ownership interests representing fifty percent (50%) or more of the combined voting power of the outstanding voting stock or other ownership interests of such corporation or other Person.

“Successor” of a Person means a Person that succeeds to the first Person’s assets and liabilities by merger, liquidation, dissolution or otherwise by operation of law, or a Person to which all or substantially all the assets and/or business of the first Person are transferred.

“Work Product” has the meaning ascribed to it in Section 9 of this Agreement.

20.Section 409A Compliance.

(a)The intent of the parties hereto is that payments and benefits under this Agreement be exempt from or comply with Section 409A of the Code and the regulations and guidance promulgated thereunder and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be in compliance therewith.

(b)All reimbursements and in-kind benefits provided under this Agreement (including without limitation Sections 5 and 7 of this Agreement) are intended to be made or provided in accordance with the requirements of Section 409A of the Code to the extent that such reimbursements or in-kind benefits are subject to Section 409A of the Code. All expenses or other reimbursements paid pursuant to this Agreement that are taxable income to Executive shall in no event be paid later than the end of the calendar year next following the calendar year in which Executive incurs such expense. With regard to any provision herein that provides for reimbursement of costs and expenses or in-kind benefits, except as permitted by Section 409A of the Code, (A) the right to

reimbursement or in-kind benefits shall not be subject to liquidation or exchange for another benefit and (B) the amount of expenses eligible for reimbursement, or in-kind benefits provided, during any taxable year shall not affect the expenses eligible for reimbursement, or in-kind benefits to be provided, in any other taxable year.

IN WITNESS WHEREOF, the Company has duly executed this Agreement by its authorized representatives, and Executive has hereunto set Executive’s hand, in each case effective as of the date first above written.

RESTAURANT BRANDS INTERNATIONAL INC.

By: /s/ Daniel Schwartz

Name:

Title:

Executive:

/s/ Jill Granat

JILL GRANAT

EX-10.49(C)

EXHIBIT 10.49(c)

EMPLOYMENT AND POST-EMPLOYMENT COVENANTS AGREEMENT

This EMPLOYMENT AND POST-EMPLOYMENT COVENANTS AGREEMENT (this “Agreement”) dated as of February 9, 2015, is entered into by and between Burger King Corporation, a Florida corporation (together with any Successor thereto, the “Company”), and Jill Granat (“Executive”).

WITNESSETH:

WHEREAS, Executive commenced employment with the Company on November 9, 1998;

WHEREAS, the Company desires to employ and secure the services of Executive on the terms and conditions set forth in this Agreement, including with respect to the protection of the Company’s competitively sensitive, confidential, proprietary and trade secret information relating to the current and planned business of the Company and its Affiliates during Executive’s employment and following the termination thereof;

WHEREAS, Executive desires to accept such employment on such terms and conditions; and

WHEREAS, Executive currently is a party to the Original Agreement and Executive and the Company desire to have the Original Agreement superseded by the terms of this Agreement.

NOW, THEREFORE, in consideration of the premises and the mutual covenants and promises contained herein, and for other good and valuable consideration, the Company and Executive hereby agree as follows:

1.    Amendment and Restatement of Original Agreement. This Agreement shall serve as a complete amendment and restatement of the Original Agreement. All terms of the Original Agreement shall be superseded by the terms of this Agreement and, upon execution of this Agreement, the Original Agreement shall be of no further force and effect.

2.    Term; Position and Responsibilities; Location.

(a)    Term of Employment. Commencing on the Commencement Date, the Company shall employ Executive on the terms and subject to the conditions of this Agreement. The Company may change the terms and conditions of Executive’s employment relationship at any time. Additionally, both Executive and the Company retain the right to terminate the employment relationship at any time, with or without Cause. The Company acknowledges that Executive is a party to an employment agreement with one or more of the Company’s Affiliates (collectively, the “Affiliate Agreements”). The Company and Executive agree that (i) Executive’s employment by the Company pursuant to this Agreement and by one (1) or more of the Affiliates pursuant to the Affiliate Agreements shall be on an exclusive basis; and (ii) they will work together to properly allocate the time spent by Executive providing services to the Company and such Affiliate(s), such that the percentage of time used to calculate Executive’s Base Salary and corresponding payments due hereunder and under the Affiliate Agreements totals One Hundred percent (100%).

(b)    Position and Responsibilities. During the Employment Period, Executive shall serve General Counsel and shall have such duties and responsibilities as are customarily assigned to individuals serving in such position and such other duties consistent with Executive’s title and position as the Company specifies from time to time (it being understood by the parties that, notwithstanding the foregoing, the Company is free, at any time and from time to time, to reorganize its business operations, and that Executive’s duties and scope of responsibility may change in connection with such reorganization). Executive shall devote all of Executive’s skill, knowledge, commercial efforts and business time to the conscientious and good faith performance of Executive’s duties and responsibilities for the Company and its Affiliates to the best of Executive’s ability.

(c)Location. During the Employment Period, Executive’s services shall be performed primarily in the Miami Dade metropolitan area. However, Executive may be required to travel in and outside of Miami Dade as the

needs of the Company’s business dictate. Notwithstanding the foregoing, due to the Executive’s provision of services to one or more of the Affiliates pursuant to the Affiliate Agreements, the Company acknowledges and agrees that Executive will travel between the Affiliates’ offices, the Company’s offices and other locations where each transacts business. Accordingly, all such travel expenses constitute business expenses and will be paid or reimbursed in accordance with the Company’s policies.

(d)Changes to Employment. Executive agrees that the Company has the right from time to time to set or alter the duties of the job, to transfer, reassign or suspend Executive, exclude Executive from the Company’s premises or require Executive to work from home, in the Company’s sole discretion from time to time without notice or compensation in lieu of notice.

3.Base Salary. During the Employment Period, the Company shall pay Executive a base salary at an annualized rate equal to US$400,000, multiplied by the percentage of Executive’s working hours spent on the provision of services pursuant to this Agreement, payable in installments on the Company’s regular payroll dates. Executive’s salary may be subject to such merit increases as the Company may determine in its sole and exclusive discretion from time to time. The annual base salary payable to Executive from time to time under this Section 3 shall hereinafter be referred to as the “Base Salary.” The Company and Executive acknowledge and agree that while the Company is responsible for the payment of all compensation and other benefits due to Executive under this Agreement, the Company may make any or all of such payments through an Affiliate designated by the Company and that all such payments shall be made to Executive’s bank account in the United States, in US Dollars, until and unless the Company and Executive agree otherwise.

4.Annual Incentive Compensation. Executive will be eligible to participate in the annual bonus program or such other annual incentive plan to be adopted and maintained by the Company for similarly situated employees that the Company designates, in its sole discretion (any such plan, the “Bonus Plan”), in accordance with the terms of such plan as in effect from time to time. Executive’s target bonus with respect to 2015 shall be One Hundred Twenty percent (120%) of Executive’s Base Salary, which target bonus may be increased or decreased by the Company during the Employment Period. The Annual Bonus for each year shall be payable in cash at the same time as bonuses are paid to other senior executives of the Company in accordance with the terms of the applicable Bonus Plan. The Bonus Plan (including Executive’s target bonus rate under such Bonus Plan) is a discretionary, non-contractual benefit, which the Company reserves the right to amend or withdraw at any time.

5.Employee Benefits. During the Employment Period, Executive will be eligible to participate in the employee benefit plans and programs maintained by the Company from time to time in which employees of the Company at Executive’s grade level are eligible to participate, including to the extent maintained by the Company, life, medical, dental, accidental and disability insurance plans and retirement, deferred compensation and savings plans, in accordance with the terms and conditions thereof as in effect from time to time. Notwithstanding anything herein to the contrary, the benefits provided for under this Section are subject to Section 16(c) of this Agreement, and are also subject to, and contingent upon, Executive’s continued employment with the Company.

6.Tax Equalization / Tax Preparation.

(a)Tax Equalization. Executive will be provided tax equalization as described in Attachment 1 to help ensure that Executive does not gain or lose financially due to the different tax and social security implications or consequences of Executive’s employment under this Agreement and the Affiliate Agreements. Executive’s burden in respect of the foregoing will remain at a similar level as if Executive were employed solely in Executive’s home country, which for purposes of this agreement is the United States (the “Home Country”). This is achieved by: (i) deducting a “hypothetical tax” from Executive’s total pay related to Executive’s employment with the Company under this Agreement and any Affiliates under the Affiliate Agreements, and (ii) the Company paying Executive’s actual income tax and social taxes on the total income paid to Executive in connection with Executive’s employment with the Company under this Agreement and any Affiliates under the Affiliate Agreements. Notwithstanding anything in this Agreement to the contrary, any payments made to Executive in connection with the foregoing tax equalization shall be made no later than the end of the second taxable year beginning after the taxable year in which Executive’s U.S. Federal income tax return is required to be filed (including any extensions) for the year to which the compensation

subject to such tax equalization payment relates, or, if later, the second taxable year beginning after the latest such taxable year in which Executive’s foreign tax return or payment is required to be filed or made for the year to which the compensation subject to the tax equalization payment relates. The tax equalization described in this subsection (a) and in Attachment 1 and all of Executive’s obligations thereunder shall survive the termination of this Agreement.

(b)Tax Preparation. The Company and its Affiliates will provide tax preparation services via a designated tax service provider to assist Executive with any required income tax preparation services in both the Home Country and Canada with respect to any tax years falling within the Employment Period.

7.    Termination of Employment.

(a)    Termination Without Cause. In the event of a termination of Executive’s employment other than for Cause (as such term is defined below), including a termination due to Executive’s death or frustration of Executive’s employment as a result of disability, the provisions of the Company’s policies relating to termination of employment applicable to employees at Executive’s grade level as in effect at the time of termination, including if applicable, the Company’s severance policy, will apply.

(b)Termination for Cause. Executive’s employment with the Company may be terminated by the Company at any time for Cause and without any obligation owing by the Company. In the event of termination for Cause, Executive shall have no right to receive any further compensation or benefits (including notice of termination, payment in lieu of notice or severance pay), other than the Accrued Payments. If, subsequent to Executive’s termination of employment hereunder without Cause, it is determined in good faith by the Company that Executive’s employment could have been terminated for Cause, Executive’s employment shall, at the election of the Company, be deemed to have been terminated for Cause, effective as of the date the events giving rise to Cause occurred. Upon such determination, (i) Executive shall be obligated to immediately repay to the Company any amounts theretofore paid to Executive pursuant to paragraph 7(a) or otherwise in connection with Executive’s termination (other than any Accrued Payments), (ii) Executive shall not be entitled to any further payments or benefits pursuant to paragraph 7(a), and (iii) the penultimate sentence of Section 12 shall apply.

(c)Termination by Executive. Executive may terminate Executive’s employment at any time by providing 30 days’ written notice to the Company. Executive agrees that any such notice provided by Executive shall also constitute notice of termination of Executive’s employment with all Affiliates which also employ Executive, such termination to be effective on the earlier of (i) the date specified in Executive’s notice to the Company described in this subsection (c) and (ii) if Executive provided a separate notice of termination to any one (1) or more of the Affiliates, the earliest date set forth in any such separate notices. In the event of termination of employment by Executive, Executive shall have no right to receive any further compensation or benefits (including notice of termination, payment in lieu of notice or severance pay), other than the Accrued Payments. The Company may waive Executive’s written notice by providing Executive payment in lieu of such written notice.

(d)Resignation upon Termination. Effective as of the date of Executive’s termination of employment with the Company, Executive shall resign, in writing, from all board and board committee memberships and other positions then held by him, or to which he has been appointed, designated or nominated, with the Company and its Affiliates.

8.Restrictive Covenants. Each of the Company and Executive agrees that the Executive will have a prominent role in the management of the business, and the development of the goodwill of the Company and its Affiliates, and will establish and develop relations and contacts with the principal franchisees, customers and suppliers of the Company and its Affiliates throughout the world, all of which constitute valuable goodwill of, and could be used by Executive to compete unfairly with, the Company and its Affiliates. In addition, Executive recognizes that Executive will have access to and become familiar with or be exposed to Confidential Information (as such term is defined below), in particular, trade secrets, proprietary information, customer lists, and other valuable business information of the Company pertaining or related to the quick service restaurant business.  Executive agrees that Executive could cause grave harm to the Company if Executive, among other things, worked for the Company’s competitors, solicited the Company’s employees away from the Company or solicited the Company’s franchisees upon the termination of

Executive’s employment with the Company or misappropriated or divulged the Company’s Confidential Information, and that as such, the Company has legitimate business interests in protecting its goodwill and Confidential Information, and these legitimate business interests therefore justify the following restrictive covenants:

(a)Confidentiality. Executive agrees that during Executive’s employment with the Company and thereafter, Executive will not, directly or indirectly (A) disclose any Confidential Information to any Person (other than, only with respect to the period that Executive is employed by the Company, to an employee or outside advisor of the Company who requires such information to perform his or her duties for the Company), or (B) use any Confidential Information for Executive’s own benefit or the benefit of any third party. The foregoing obligation shall not apply to any Confidential Information that has been previously disclosed to the public or is in the public domain (other than by reason of a breach of Executive’s obligations to hold such Confidential Information confidential). If Executive is required or requested by a court or governmental agency to disclose Confidential Information, Executive must notify the General Counsel of the Company of such disclosure obligation or request no later than three (3) business days after Executive learns of such obligation or request, and permit the Company to take all lawful steps it deems appropriate to prevent or limit the required disclosure.

(b)Non-Competition. Executive agrees that during the Employment Period, Executive shall devote all of Executive’s skill, knowledge, commercial efforts and business time to the conscientious and good faith performance of Executive’s duties and responsibilities to the Company to the best of Executive’s ability and Executive shall not, directly or indirectly, be employed by, render services for, engage in business with or serve as an agent or consultant to any Person other than the Company. Executive further agrees that during the Employment Period and for the one (1) year period following Executive’s termination of employment with the Company, Executive shall not directly or indirectly engage in any activities that are competitive with the quick service restaurant business conducted by the Company, and Executive shall not, directly or indirectly, become employed by, render services for, engage in business with, serve as an agent or consultant to, or become a partner, member, principal, stockholder or other owner of, any Person or entity that engages in the quick serve restaurant business in any jurisdiction or country where the Company or any of its Affiliates has business operations at the time of Executive’s termination, including any franchisee of the Company or any if its Affiliates, provided that Executive shall be permitted to hold a one percent (1%) or less interest in the equity or debt securities of any publicly traded company. Executive’s duties and responsibilities involve, and/or will affect, the operation and management of the Company on a worldwide basis.  Executive will obtain Confidential Information that will affect the Company’s operations throughout the world.  Accordingly, Executive acknowledges that the Company has legitimate business interests in requiring a worldwide geographic scope and application of this non-compete provision and agrees that this non-compete provision applies on a worldwide basis.

(c)Non-Solicitation of Employees and Franchisees. During Employment Period and for the one (1) year period following Executive’s termination of employment with the Company, Executive shall not, directly or indirectly, by herself or through any third party, whether on Executive’s own behalf or on behalf of any other Person or entity, (i) solicit or induce or endeavor to solicit or induce, divert, employ or retain, (ii) interfere with the relationship of the Company or any of its Affiliates with, or (iii) attempt to establish a business relationship of a nature that is competitive with the business of the Company with, any Person that is or was (during the last twelve (12) months of Executive’s employment with the Company) (A) an employee of the Company or any of its Affiliates, (B) engaged to provide services to the Company or any of its Affiliates, including vendors who provide or have provided advertising, marketing or other services to the Company or any of its Affiliates, or (C) a franchisee of the Company or any of its Affiliates.

9.Work Product. Executive agrees that all of Executive’s work product (created solely or jointly with others, and including any intellectual property or moral rights in such work product), given, disclosed, created, developed or prepared in connection with Executive’s employment with the Company, whether ensuing during or after the Employment Period (“Work Product”) shall exclusively vest in and be the sole and exclusive property of the Company and shall constitute “work made for hire” (as that term is defined under Section 101 of the U.S. Copyright Act, 17 U.S.C. § 101) with the Company being the person for whom the work was prepared. In the event that any such Work Product is deemed not to be a “work made for hire” or does not vest by operation of law in the Company, Executive hereby irrevocably assigns, transfers and conveys to the Company, exclusively and perpetually, all right, title and interest which Executive may have or acquire in and to such Work Product throughout the world, including without limitation any copyrights and patents, and the right to secure registrations, renewals, reissues, and extensions

thereof. The Company and its Affiliates or their designees shall have the exclusive right to make full and complete use of, and make changes to all Work Product without restrictions or liabilities of any kind, and Executive shall not have the right to use any such materials, other than within the legitimate scope and purpose of Executive’s employment with the Company. Executive shall promptly disclose to the Company the creation or existence of any Work Product and shall take whatever additional lawful action may be necessary, and sign whatever documents the Company may require, in order to secure and vest in the Company or its designee all right, title and interest in and to all Work Product and any intellectual property rights therein (including full cooperation in support of any Company applications for patents and copyright or trademark registrations).

10.Compliance With Company Policies. During the Employment Period, Executive shall be governed by and be subject to, and Executive hereby agrees to comply with, all Policies.

11.Data Protection & Privacy.

(a)Executive acknowledges that the Company, directly or through its Affiliates, collects and processes data (including personal sensitive data and information retained in email) relating to Executive. Executive hereby agrees to such collection and processing and further agrees to execute the Burger King Corporation Employee Consent to Collection and Processing of Personal Information, a copy of which is attached to this Agreement as Attachment 2.

(b)To ensure regulatory compliance and for the protection of its workers, customers, suppliers and business, the Company reserves the right to monitor, intercept, review and access telephone logs, internet usage, voicemail, email and other communication facilities provided by the Company which Executive may use during Executive’s employment with the Company. The Company will use this right of access reasonably, but it is important that Executive is aware that all communications and activities on Company equipment or premises cannot be presumed to be private.

12.Injunctive Relief with Respect to Covenants. Executive acknowledges and agrees that a breach by Executive of any of Section 8, 9 or 10 is a material breach of this Agreement and that remedies at law may be inadequate to protect the Company and its Affiliates in the event of such breach, and, without prejudice to any other rights and remedies otherwise available to the Company, Executive agrees to the granting of injunctive relief in the Company’s favor in connection with any such breach or violation without proof of irreparable harm, plus attorneys’ fees and costs to enforce these provisions. Executive further acknowledges and agrees that the Company’s obligations to pay Executive any amount or provide Executive with any benefit or right pursuant to Section 7 is subject to Executive’s compliance with Executive’s obligations under Sections 8 through 10 inclusive, and that in the event of a breach by Executive of any of Section 8, 9 or 10, the Company shall immediately cease paying such benefits and Executive shall be obligated to immediately repay to the Company all amounts theretofore paid to Executive pursuant to Section 7. In addition, if not repaid, the Company shall have the right to set off from any amounts otherwise due to Executive any amounts previously paid pursuant to Section 7 (other than the Accrued Obligations), in accordance with applicable law, and Executive further agrees that the foregoing is appropriate for any such breach inasmuch as actual damages cannot be readily calculated, the amount is fair and reasonable under the circumstances, and the Company would suffer irreparable harm if any of these Sections were breached. All disputes not relating to any request or application for injunctive relief in accordance with this Section 12 shall be resolved by arbitration in accordance with Section 15(b).

13.Entire Agreement. This Agreement constitutes the entire agreement among the parties hereto with respect to the subject matter hereof. All prior correspondence and proposals (including but not limited to summaries of proposed terms) and all prior promises, representations, understandings, arrangements and agreements relating to such subject matter (including but not limited to those made to or with Executive by any other Person and those contained in any prior employment, consulting or similar agreement, including the Original Agreement, entered into by Executive and the Company or any predecessor thereto or Affiliate thereof) are merged herein and superseded hereby.

14.Survival. The following Sections shall survive the termination of Executive’s employment with the Company and of this Agreement: 6, 7, 8, 9, 11, 12, 14 and 15.

15.Miscellaneous.

(a)Binding Effect; Assignment. This Agreement shall be binding on and inure to the benefit of the Company and its Successors and permitted assigns. This Agreement shall also be binding on and inure to the benefit of Executive and Executive’s heirs, executors, administrators and legal representatives. This Agreement shall not be assignable by any party hereto without the prior written consent of the other parties hereto, provided, however, that the Company may effect such an assignment without prior written approval of Executive upon the transfer of all or substantially all of its business and/or assets (by whatever means).

(b)Arbitration. The Company and Executive agree that any dispute or controversy arising under or in connection with this Agreement shall be resolved by final and binding arbitration before the American Arbitration Association (“AAA”). The arbitration shall be conducted in accordance with AAA’s National Rules for the Resolution of Employment Disputes then in effect at the time of the arbitration. The arbitration shall be held in Miami, Florida. The dispute shall be heard and determined by one arbitrator selected from a list of arbitrators who are members of AAA’s Regional Employment Dispute Resolution roster. If the parties cannot agree upon a mutually acceptable arbitrator from the list, each party shall number the names in order of preference and return the list to AAA within ten (10) days from the date of the list. A party may strike a name from the list only for good cause. The arbitrator receiving the highest ranking by the parties shall be selected. Depositions, if permitted by the arbitrator, shall be limited to a maximum of two (2) per party and to a maximum of four (4) hours in duration. The arbitration shall not impair either party’s right to request injunctive or other equitable relief in accordance with Section 7 of this Agreement.

(c)Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida without reference to principles of conflicts of laws.

(d)Amendments. No provision of this Agreement may be modified, waived or discharged unless such modification, waiver or discharge is approved in writing by the Board of Directors of the Company or a Person authorized thereby and is agreed to in writing by Executive. No waiver by any party hereto at any time of any breach by any other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. No waiver of any provision of this Agreement shall be implied from any course of dealing between or among the parties hereto or from any failure by any party hereto to assert its rights hereunder on any occasion or series of occasions.

(e)Severability. In the event that any one or more of the provisions of this Agreement shall be or become invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not be affected thereby. In the event that one or more terms or provisions of this Agreement are deemed invalid or unenforceable by the laws of Florida or any other state or jurisdiction in which it is to be enforced, by reason of being vague or unreasonable as to duration or geographic scope of activities restricted, or for any other reason, the provision in question shall be immediately amended or reformed to the extent necessary to make it valid and enforceable by the court of such jurisdiction charged with interpreting and/or enforcing such provision. Executive agrees and acknowledges that the provision in question, as so amended or reformed, shall be valid and enforceable as though the invalid or unenforceable portion had never been included herein.

(f)Taxes.The Company may withhold from any payments made under this Agreement all applicable taxes, including but not limited to income, employment and social security taxes, as shall be required by law.

(g)Notices. Any notice or other communication required or permitted to be delivered under this Agreement shall be (i) in writing, (ii) delivered personally, by courier service or by certified or registered mail, first-class postage prepaid and return receipt requested, (iii) deemed to have been received on the date of delivery or, if mailed, on the third business day after the mailing thereof, and (iv) addressed as follows (or to such other address as the party entitled to notice shall hereafter designate in accordance with the terms hereof):

(A)If to the Company, to it at:with a copy to:

Burger King CorporationRestaurant Brands International Inc.

5505 Blue Lagoon Drive226 Wyecroft Road

Miami, Florida 33126Oakville, Ontario, Canada L6K 3S3

Attention: Chief People OfficerAttention: General Counsel

(B)if to Executive, to Executive’s residential address as currently on file with the Company.

(h)Acknowledgements. Executive acknowledges and agrees that (i) Executive has had sufficient time to review and consider this Agreement thoroughly; (ii) Executive has read and understands the terms of this Agreement and Executive’s obligations hereunder; (iii) Executive has been given an opportunity to obtain independent legal advice, or such other advice as Executive may desire, concerning the interpretation and effect of this Agreement; and (iv) this Agreement is entered into voluntarily and without any pressure.

(i)Voluntary Agreement; No Conflicts. Executive represents that Executive is entering into this Agreement voluntarily and that Executive’s employment hereunder and compliance with the terms and conditions of this Agreement will not conflict with or result in the breach by Executive of any agreement to which Executive is a party or by which Executive or Executive’s properties or assets may be bound.

(j)Counterparts/Facsimile. This Agreement may be executed in counterparts (including by facsimile), each of which shall be deemed an original and all of which together shall constitute one and the same instrument.

(k)Headings. The section and other headings contained in this Agreement are for the convenience of the parties only and are not intended to be a part hereof or to affect the meaning or interpretation hereof.

(l)Definitions.

“Accrued Payments” means accrued salary, accrued but unused vacation pay, and approved but unreimbursed business expenses that are owed to Executive as of the date of Executive’s termination of Employment by the Company.

“Affiliate” with respect to any Person, means any other Person that, directly or indirectly through one or more intermediaries, Controls, is Controlled by, or is under common Control with the first Person, including but not limited to a Subsidiary of any such Person.

“Affiliate Agreements” has the meaning ascribed to it in Section 2(a) of this Agreement.

“Base Salary” has the meaning ascribed to it in Section 3 of this Agreement.

“Bonus Plan” has the meaning ascribed to it in Section 4 of this Agreement.

“Cause” means (i) a material breach by Executive of any provision of this Agreement; (ii) a material violation by Executive of any of the Policies, (iii) the failure by Executive to reasonably and substantially perform Executive’s duties under this Agreement (other than as a result of physical or mental illness or injury); (iv) Executive’s willful misconduct or gross negligence that has caused or is reasonably expected to result in demonstrable injury to the business, reputation or prospects of the Company or any of its Affiliates; (v) Executive’s fraud or misappropriation of funds; or (vi) the commission by Executive of an offence under the Criminal Code or other serious crime involving moral turpitude.

“Code” meansthe United States Internal Revenue Code of 1986, as amended.

“Commencement Date” means February 9, 2015.

“Confidential Information” means confidential, proprietary or commercially sensitive information relating to (Y) the Company or its Affiliates, or members of their respective management or boards or (Z) any third

parties who do business with the Company or its Affiliates, including franchisees and suppliers. Confidential Information includes, without limitation, marketing plans, business plans, financial information and records, operation methods, personnel information, drawings, designs, information regarding product development, other commercial or business information and any other information not available to the public generally.

“Control” (including, with correlative meanings, the terms “Controlling”, “Controlled by” and “under common Control with”): with respect to any Person, shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities, by contract or otherwise.

“Employment Period” means the period during which Executive is employed by the Company pursuant to this Agreement.

“Original Agreement” means any and all agreements, offer letters and any other contracts Executive may have with the Company or any of its Affiliates dated prior to the date of this Agreement, other than any of the Affiliate Agreements, as such agreements, offer letters or contracts may have been amended from time to time, that govern the terms and conditions of Executive’s employment with the Company or any of its Affiliates, as amended.

“Person” means any natural person, firm, partnership, limited liability company, association, corporation, company, trust, business trust, governmental authority or other entity.

“Policies” means Company policies, procedures, rules and regulations applicable to employees generally or to employees at Executive’s grade level, including without limitation, the Company’s Code of Business Ethics and Conduct, in each case, as they may be amended from time to time in the Company’s sole discretion.

“Subsidiary” means, with respect to any Person, each corporation or other Person in which the first Person owns or Controls, directly or indirectly, capital stock or other ownership interests representing fifty percent (50%) or more of the combined voting power of the outstanding voting stock or other ownership interests of such corporation or other Person.

“Successor” of a Person means a Person that succeeds to the first Person’s assets and liabilities by merger, liquidation, dissolution or otherwise by operation of law, or a Person to which all or substantially all the assets and/or business of the first Person are transferred.

“Work Product” has the meaning ascribed to it in Section 9 of this Agreement.

20.Section 409A Compliance.

(a)The intent of the parties hereto is that payments and benefits under this Agreement be exempt from or comply with Section 409A of the Code and the regulations and guidance promulgated thereunder and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be in compliance therewith.

(b)All reimbursements and in-kind benefits provided under this Agreement (including without limitation Sections 5 and 7 of this Agreement) are intended to be made or provided in accordance with the requirements of Section 409A of the Code to the extent that such reimbursements or in-kind benefits are subject to Section 409A of the Code. All expenses or other reimbursements paid pursuant to this Agreement that are taxable income to Executive shall in no event be paid later than the end of the calendar year next following the calendar year in which Executive incurs such expense. With regard to any provision herein that provides for reimbursement of costs and expenses or in-kind benefits, except as permitted by Section 409A of the Code, (A) the right to reimbursement or in-kind benefits shall not be subject to liquidation or exchange for another benefit and (B) the amount of expenses eligible for reimbursement, or in-kind benefits provided, during any taxable year shall not affect the expenses eligible for reimbursement, or in-kind benefits to be provided, in any other taxable year.

IN WITNESS WHEREOF, the Company has duly executed this Agreement by its authorized representatives, and Executive has hereunto set Executive’s hand, in each case effective as of the date first above written.

BURGER KING CORPORATION

By: /s/ Daniel Schwartz

Name:

Title:

Executive:

/s/ Jill Granat

JILL GRANAT

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Daniel Schwartz, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Restaurant Brands International Inc.:

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:  

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ Daniel Schwartz

Daniel Schwartz

Chief Executive Officer

Dated: April 24, 2018

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Matthew Dunnigan, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Restaurant Brands International Inc.:

2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ Matthew Dunnigan

Matthew Dunnigan

Chief Financial Officer

Dated: April 24, 2018

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Restaurant Brands International Inc. (the “Company”) for the quarter ended March 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Daniel Schwartz, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Daniel Schwartz

Daniel Schwartz

Chief Executive Officer

Dated: April 24, 2018

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Restaurant Brands International Inc. (the “Company”) for the quarter ended March 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Matthew Dunnigan, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Matthew Dunnigan

Matthew Dunnigan

Chief Financial Officer

Date: April 24, 2018

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	Apr. 19, 2018
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2018
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q1
Trading Symbol	QSR
Entity Registrant Name	Restaurant Brands International Inc.
Entity Central Index Key	0001618756
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		249,161,445

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Mar. 31, 2018	Jan. 01, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 852.4	$ 1,097.4	$ 1,097.4	$ 952.6	$ 1,475.8
Accounts and notes receivable, net of allowance of $19.5 and $16.4, respectively	467.6	488.8	488.8
Inventories, net	74.6	78.0	78.0
Prepaids and other current assets	87.8	62.4	85.4
Total current assets	1,482.4	1,726.6	1,749.6
Property and equipment, net of accumulated depreciation and amortization of $651.7 and $623.3, respectively	2,072.7	2,133.3	2,133.3
Intangible assets, net	10,904.6	11,062.2	11,062.2
Goodwill	5,693.5	5,782.3	5,782.3
Net investment in property leased to franchisees	66.9	71.3	71.3
Other assets, net	539.4	531.4	424.8
Total assets	20,759.5	21,307.1	21,223.5
Current liabilities:
Accounts and drafts payable	416.4	496.2	496.2
Other accrued liabilities	636.6	874.6	865.7
Gift card liability	107.3	171.9	214.9
Current portion of long term debt and capital leases	78.8	78.2	78.2
Total current liabilities	1,239.1	1,620.9	1,655.0
Term debt, net of current portion	11,788.1	11,800.9	11,800.9
Capital leases, net of current portion	236.6	243.8	243.8
Other liabilities, net	1,820.4	1,880.8	1,455.1
Deferred income taxes, net	1,432.9	1,449.9	1,508.1
Total liabilities	16,517.1	16,996.3	16,662.9
Shareholders’ equity:
Common shares, no par value; unlimited shares authorized at March 31, 2018 and December 31, 2017; 249,101,633 shares issued and outstanding at March 31, 2018; 243,899,476 shares issued and outstanding at December 31, 2017	2,096.6	2,051.5	2,051.5
Retained earnings	553.9	518.6	650.6
Accumulated other comprehensive income (loss)	(572.5)	(475.7)	(475.7)
Total Restaurant Brands International Inc. shareholders’ equity	2,078.0	2,094.4	2,226.4
Noncontrolling interests	2,164.4	2,216.4	2,334.2
Total shareholders’ equity	4,242.4	4,310.8	4,560.6
Total liabilities and shareholders’ equity	$ 20,759.5	$ 21,307.1	$ 21,223.5

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Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Allowances for accounts and notes receivable	$ 19.5	$ 16.4
Property and equipment, accumulated depreciation and amortization	$ 651.7	$ 623.3
Common stock, par value (in usd per share)
Common stock, shares authorized	Unlimited	Unlimited
Common stock, shares issued	249,101,633	243,899,476
Common stock, shares outstanding	249,101,633	243,899,476

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Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues:
Sales	$ 547.8	$ 550.4
Franchise and property revenues (Note 4)	706.0	450.2
Total revenues	1,253.8	1,000.6
Operating costs and expenses:
Cost of sales	429.1	423.4
Franchise and property expenses	104.4	111.0
Selling, general and administrative expenses (Note 4)	301.3	121.9
(Income) loss from equity method investments	(14.3)	(5.7)
Other operating expenses (income), net	12.7	13.8
Total operating costs and expenses	833.2	664.4
Income from operations	420.6	336.2
Interest expense, net	140.1	111.4
Loss on early extinguishment of debt	0.0	20.4
Income before income taxes	280.5	204.4
Income tax expense	1.7	37.8
Net income	278.8	166.6
Net income attributable to noncontrolling interests (Note 11)	131.0	48.9
Preferred share dividends	0.0	67.5
Net income attributable to common shareholders	$ 147.8	$ 50.2
Earnings per common share
Basic (in usd per share)	$ 0.60	$ 0.21
Diluted (in usd per share)	$ 0.59	$ 0.21
Weighted average shares outstanding
Basic (shares)	245.9	234.7
Diluted (shares)	473.9	476.5
Cash dividends declared per common share (in usd per share)	$ 0.45	$ 0.18

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Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Statement of Comprehensive Income [Abstract]
Net income	$ 278.8	$ 166.6
Foreign currency translation adjustment	(215.6)	105.8
Net change in fair value of net investment hedges, net of tax of $(8.6) and $10.7	2.5	(43.5)
Net change in fair value of cash flow hedges, net of tax of $(9.1) and $0.9	24.9	(2.6)
Amounts reclassified to earnings of cash flow hedges, net of tax of $(2.1) and $(1.3)	5.7	3.7
Gain (loss) recognized on defined benefit pension plans, net of tax of $0.0 and $0.3	0.2	(0.3)
Other comprehensive income (loss)	(182.3)	63.1
Comprehensive income (loss)	96.5	229.7
Comprehensive income (loss) attributable to noncontrolling interests	45.4	79.9
Comprehensive income attributable to preferred shareholders	0.0	67.5
Comprehensive income (loss) attributable to common shareholders	$ 51.1	$ 82.3

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Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Statement of Comprehensive Income [Abstract]
Tax effect on change in fair value of investment hedges	$ (8.6)	$ 10.7
Tax effect of changes in fair value of cash flow hedges	(9.1)	0.9
Tax effect on amounts reclassified to earnings of cash flow hedges	(2.1)	(1.3)
Tax effect on gain (loss) recognized on defined benefit pension plans	$ 0.0	$ 0.3

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Condensed Consolidated Statements of Shareholders' Equity - 3 months ended Mar. 31, 2018 - USD ($) $ in Millions	Total	Issued Common Shares	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interest
Beginning balances, shares at Dec. 31, 2017	243,899,476	243,899,476
Beginning balances at Dec. 31, 2017	$ 4,560.6	$ 2,051.5	$ 650.6	$ (475.7)	$ 2,334.2
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock option exercises, shares		5,058,992
Stock option exercises	25.2	$ 25.2
Share-based compensation	13.6	$ 13.6
Issuance of shares, shares		113,733
Issuance of shares	5.5	$ 5.5
Dividends declared on common shares	(112.1)		(112.1)
Dividend equivalents declared on restricted stock units		$ 0.4	(0.4)
Distributions declared by Partnership on Partnership exchangeable units (Note 11)	(98.0)				(98.0)
Exchange of partnership exchangeable units for RBI common shares, shares		29,432
Exchange of Partnership exchangeable units for RBI common shares		$ 0.4		(0.1)	(0.3)
Restaurant VIE contributions (distributions)	0.9				0.9
Net income	278.8		147.8		131.0
Other comprehensive income (loss)	$ (182.3)			(96.7)	(85.6)
Ending balances, shares at Mar. 31, 2018	249,101,633	249,101,633
Ending balances at Mar. 31, 2018	$ 4,242.4	$ 2,096.6	553.9	$ (572.5)	2,164.4
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Cumulative effect adjustment (Note 4) | Accounting Standards Update 2014-09	$ (249.8)		$ (132.0)		$ (117.8)

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Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash flows from operating activities:
Net income	$ 278.8	$ 166.6
Adjustments to reconcile net income to net cash (used for) provided by operating activities:
Depreciation and amortization	47.0	43.4
Premiums paid and non-cash loss on early extinguishment of debt	0.0	17.9
Amortization of deferred financing costs and debt issuance discount	7.2	8.5
(Income) loss from equity method investments	(14.3)	(5.7)
Loss (gain) on remeasurement of foreign denominated transactions	16.4	10.4
Net losses on derivatives	1.9	5.8
Share-based compensation expense	13.3	16.5
Deferred income taxes	(19.0)	15.3
Other	3.7	3.6
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Accounts and notes receivable	15.4	47.8
Inventories and prepaids and other current assets	(7.0)	7.8
Accounts and drafts payable	(72.8)	38.9
Other accrued liabilities and gift card liability	(374.7)	(82.6)
Other long-term assets and liabilities	(6.9)	(5.3)
Net cash (used for) provided by operating activities	(111.0)	288.9
Cash flows from investing activities:
Payments for property and equipment	(7.0)	(4.1)
Proceeds from disposal of assets, restaurant closures, and refranchisings	1.6	6.8
Net payment for purchase of Popeyes, net of cash acquired	0.0	(1,635.9)
Return of investment on direct financing leases	4.2	4.1
Settlement/sale of derivatives, net	3.0	5.2
Other investing activities, net	0.1	(0.8)
Net cash provided by (used for) investing activities	1.9	(1,624.7)
Cash flows from financing activities:
Proceeds from issuance of long-term debt	0.0	1,300.0
Repayments of long-term debt and capital leases	(21.7)	(319.9)
Payment of financing costs	0.0	(31.8)
Payment of dividends on common and preferred shares and distributions on Partnership exchangeable units	(96.9)	(145.9)
Payments in connection with redemption of preferred shares	(33.6)	0.0
Proceeds from stock option exercises	25.2	8.0
Other financing activities, net	(0.6)	(1.1)
Net cash (used for) provided by financing activities	(127.6)	809.3
Effect of exchange rates on cash and cash equivalents	(8.3)	3.3
Increase (decrease) in cash and cash equivalents	(245.0)	(523.2)
Cash and cash equivalents at beginning of period	1,097.4	1,475.8
Cash and cash equivalents at end of period	852.4	952.6
Supplemental cash flow disclosures:
Interest paid	128.9	80.1
Income taxes paid	$ 304.0	$ 24.1

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Description of Business and Organization

3 Months Ended

Mar. 31, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business and Organization

Description of Business and Organization

Restaurant Brands International Inc. (the “Company,” “RBI,” “we,” “us” or “our”) was formed on August 25, 2014 and continued under the laws of Canada. The Company serves as the sole general partner of Restaurant Brands International Limited Partnership (the “Partnership”). We franchise and operate quick service restaurants serving premium coffee and other beverage and food products under the Tim Hortons® brand (“Tim Hortons” or “TH”), fast food hamburgers principally under the Burger King® brand (“Burger King” or “BK”), and chicken under the Popeyes® brand (“Popeyes” or “PLK”). We are one of the world’s largest quick service restaurant, or QSR, companies as measured by total number of restaurants. As of March 31, 2018, we franchised or owned 4,774 Tim Hortons restaurants, 16,859 Burger King restaurants, and 2,926 Popeyes restaurants, for a total of 24,559 restaurants, and operate in more than 100 countries and U.S. territories. Approximately 100% of current system-wide restaurants are franchised.

All references to “$” or “dollars” are to the currency of the United States unless otherwise indicated. All references to Canadian dollars or C$ are to the currency of Canada unless otherwise indicated.

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Basis of Presentation and Consolidation

3 Months Ended

Mar. 31, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation and Consolidation

Basis of Presentation and Consolidation

We have prepared the accompanying unaudited condensed consolidated financial statements (the “Financial Statements”) in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. Therefore, the Financial Statements should be read in conjunction with the audited consolidated financial statements contained in our Annual Report on Form 10-K filed with the SEC and Canadian securities regulatory authorities on February 23, 2018.

The Financial Statements include our accounts and the accounts of entities in which we have a controlling financial interest, the usual condition of which is ownership of a majority voting interest. All material intercompany balances and transactions have been eliminated in consolidation. Investments in other affiliates that are owned 50% or less where we have significant influence are accounted for by the equity method.

We are the sole general partner of Partnership and, as such we have the exclusive right, power and authority to manage, control, administer and operate the business and affairs and to make decisions regarding the undertaking and business of Partnership, subject to the terms of the amended and restated limited partnership agreement of Partnership (the “partnership agreement”) and applicable laws. As a result, we consolidate the results of Partnership and record a noncontrolling interest in our consolidated balance sheets and statements of operations with respect to the remaining economic interest in Partnership we do not hold.

We also consider for consolidation entities in which we have certain interests, where the controlling financial interest may be achieved through arrangements that do not involve voting interests. Such an entity, known as a variable interest entity (“VIE”), is required to be consolidated by its primary beneficiary.

Tim Hortons has historically entered into certain arrangements in which an operator acquires the right to operate a restaurant, but Tim Hortons owns the restaurant’s assets. We perform an analysis to determine if the legal entity in which operations are conducted is a VIE and consolidate a VIE entity if we also determine Tim Hortons is the entity’s primary beneficiary (“Restaurant VIEs”). As of March 31, 2018 and December 31, 2017, we determined that we are the primary beneficiary of 23 and 31 Restaurant VIEs, respectively. As Tim Hortons, Burger King, and Popeyes franchise and master franchise arrangements provide the franchise and master franchise entities the power to direct the activities that most significantly impact their economic performance, we do not consider ourselves the primary beneficiary of any such entity that might be a VIE.

In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation have been included in the Financial Statements. The results for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the full year.

The preparation of consolidated financial statements in conformity with U.S. GAAP and related rules and regulations of the SEC requires our management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and the related disclosure of contingent assets and liabilities. Actual results could differ from these estimates.

Certain prior year amounts in the accompanying Financial Statements and notes to the Financial Statements have been reclassified in order to be comparable with the current year classifications. These consist of the December 31, 2017 reclassification of Advertising fund restricted assets to Cash and cash equivalents, Accounts and notes receivable, net and Prepaids and other current assets and the reclassification of Advertising fund liabilities to Accounts and drafts payable and Other accrued liabilities as detailed below (in millions). These reclassifications had no effect on previously reported net income.

	December 31, 2017					December 31, 2017
	As Reported		Reclassification			As Adjusted
Current assets:
Cash and cash equivalents	$	1,073.4	$	24.0		$	1,097.4
Accounts and notes receivable, net	455.9		32.9			488.8
Inventories, net	78.0		—			78.0
Advertising fund restricted assets	83.3		(83.3		)	—
Prepaids and other current assets	59.0		26.4			85.4
Total current assets	$	1,749.6	$	—		$	1,749.6
Current liabilities:
Accounts and drafts payable	$	412.9	$	83.3		$	496.2
Other accrued liabilities	838.2		27.5			865.7
Gift card liability	214.9		—			214.9
Advertising fund liabilities	110.8		(110.8		)	—
Current portion of long term debt and capital leases	78.2		—			78.2
Total current liabilities	$	1,655.0	$	—		$	1,655.0

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New Accounting Pronouncements

3 Months Ended

Mar. 31, 2018

Accounting Changes and Error Corrections [Abstract]

New Accounting Pronouncements

New Accounting Pronouncements

Revenue Recognition – In May 2014, the Financial Accounting Standards Board (the “FASB”) issued a new single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. We adopted this new guidance on January 1, 2018. See Note 4, Revenue Recognition, for further information about our transition to this new revenue recognition model using the modified retrospective transition method.

Lease Accounting – In February 2016, the FASB issued new guidance on leases. The new guidance requires lessees to recognize on the balance sheet the assets and liabilities for the rights and obligations created by finance and operating leases with lease terms of more than 12 months, as well as enhanced disclosures, and is effective commencing in 2019. The amendment required a modified retrospective transition approach with application in all comparative periods presented. In March 2018, the FASB approved an amendment to permit a company to use its effective date as the date of initial application without restating comparative period financial statements. We expect this new guidance to cause a material increase to our assets and liabilities on our consolidated balance sheet since we have a significant number of operating lease arrangements for which we are the lessee. We are currently evaluating the impact that adoption of this guidance will have on our consolidated statements of operations and the transition approach to use. We do not expect the adoption of this new guidance to have a material impact on our cash flows and liquidity.

Goodwill Impairment – In January 2017, the FASB issued guidance to simplify how an entity measures goodwill impairment by removing the second step of the two-step quantitative goodwill impairment test. An entity will no longer perform a hypothetical purchase price allocation to measure goodwill impairment. Instead, impairment will be measured at the amount by which the carrying value exceeds the fair value of a reporting unit; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The amendment requires prospective adoption and is effective commencing in 2020 with early adoption permitted.

Hedge Accounting – In August 2017, the FASB issued an accounting standards update to improve the transparency and understandability of information conveyed to financial statement users about an entity's risk management activities and simplify the application of hedge accounting by preparers. We adopted this guidance on January 1, 2018 (the “Adoption Date”).

The new guidance eliminates the requirement to separately measure and report hedge ineffectiveness for cash flow and net investment hedges that are deemed effective. Most notably, for our cross-currency swaps designated as net investment hedges, the new guidance permits the exclusion of the interest component (the “Excluded Component”) from the accounting hedge without affecting net investment hedge designation. The initial value of the Excluded Component may be recognized in earnings on a systematic and rational basis over the life of the derivative instrument.

Subsequent to the Adoption Date, we changed the method of assessing effectiveness for net investment hedges using derivatives from the forward method to the spot method. We de-designated the cross currency-swaps and re-designated them as of March 15, 2018 (the "Re-designation Date"). As a result of adopting the new guidance and the re-designation of our cross- currency-swaps, we will recognize a benefit from the amortization of the initial value of the Excluded Component as a component of Interest expense, net in our condensed consolidated statements of operations rather than as a component of other comprehensive income. All changes in fair value of the instruments related to currency fluctuations will continue to be recognized within other comprehensive income.

The impact of adoption did not have a material effect on our Financial Statements as of the Adoption Date. We recorded a $3.6 million net benefit to Interest expense, net from the Re-designation Date through March 31, 2018 in our condensed consolidated statements of operations for the amortization of the initial value of the Excluded Component, as described above. We believe the new guidance better portrays the economic results of our risk management activities and net investment hedges in our Financial Statements.

Reclassification of Certain Tax Effects – In February 2018, the FASB issued guidance which allows a reclassification from accumulated other comprehensive income to retained earnings for the tax effects of items within accumulated other comprehensive income. The amendment is effective commencing in 2019 with early adoption permitted. We are currently evaluating the impact that the adoption of this new guidance will have on our Financial Statements.

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Revenue Recognition

3 Months Ended

Mar. 31, 2018

Revenue From Contract With Customer [Abstract]

Revenue Recognition

Revenue Recognition

Revenue from Contracts with Customers

We transitioned to FASB Accounting Standards Codification (“ASC”) Topic 606, Revenue From Contracts with Customers (“ASC 606”), from ASC Topic 605, Revenue Recognition and ASC Subtopic 952-605, Franchisors - Revenue Recognition (together, the “Previous Standards”) on January 1, 2018 using the modified retrospective transition method. Our Financial Statements reflect the application of ASC 606 guidance beginning in 2018, while our consolidated financial statements for prior periods were prepared under the guidance of Previous Standards. The $249.8 million cumulative effect of our transition to ASC 606 is reflected as an adjustment to January 1, 2018 Shareholders' equity.

Our transition to ASC 606 represents a change in accounting principle. ASC 606 eliminates industry-specific guidance and provides a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of ASC 606 is that a reporting entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the reporting entity expects to be entitled for the exchange of those goods or services.

Revenue Recognition Significant Accounting Policies under ASC 606

Our revenues are comprised of sales and franchise and property revenues, which are detailed as follows:

Sales

Sales consist primarily of supply chain sales, which represent sales of products, supplies and restaurant equipment to franchisees, as well as sales to retailers. Orders placed by customers specify the goods to be delivered and transaction prices for supply chain sales. Revenue is recognized upon transfer of control over ordered items, generally upon delivery to the customer, which is when the customer obtains physical possession of the goods, legal title is transferred, the customer has all risks and rewards of ownership and an obligation to pay for the goods is created. Shipping and handling costs associated with outbound freight for supply chain sales after control of a product has transferred to a customer are accounted for as a fulfillment costs and classified as cost of sales.

Commencing on January 1, 2018, we classify all sales of restaurant equipment to franchisees as Sales and related cost of equipment sold as Cost of sales. In periods prior to January 1, 2018, we classified sales of restaurant equipment at establishment of a restaurant and in connection with renewal or renovation as Franchise and property revenues and related costs as Franchise and property expense.

To a much lesser extent, sales also include Company restaurant sales (including Restaurant VIEs), which consist of sales to restaurant guests. Revenue from Company restaurant sales is recognized at the point of sale. Taxes assessed by a governmental authority that we collect are excluded from revenue.

Franchise and Property Revenues

Franchise revenues

Franchise revenues consist primarily of royalties, advertising fund contributions, initial and renewal franchise fees and upfront fees from development agreements and master franchise and development agreements (“MFDAs”). Our performance obligations under franchise agreements consist of (a) a franchise license, including a license to use one of our brands and, where our subsidiaries manage an advertising fund, advertising and promotion management, (b) pre-opening services, such as training and inspections, and (c) ongoing services, such as development of training materials and menu items and restaurant monitoring and inspections. These performance obligations are highly interrelated so we do not consider them to be individually distinct and therefore account for them under ASC 606 as a single performance obligation, which is satisfied by providing a right to use our intellectual property over the term of each franchise agreement.

Royalties, including franchisee contributions to advertising funds managed by our subsidiaries, are calculated as a percentage of franchise restaurant sales over the term of the franchise agreement. Under our franchise agreements, advertising contributions paid by franchisees must be spent on advertising, product development, marketing and related activities. Initial and renewal franchise fees are payable by the franchisee upon a new restaurant opening or renewal of an existing franchise agreement. Our franchise agreement royalties, inclusive of advertising fund contributions, represent sales-based royalties that are related entirely to our performance obligation under the franchise agreement and are recognized as franchise sales occur. Additionally, under ASC 606, initial and renewal franchise fees are recognized as revenue on a straight-line basis over the term of the respective agreement. Under the Previous Standards, initial franchise fees were recognized as revenue when the related restaurant commenced operations and our completion of all material services and conditions. Renewal franchise fees were recognized as revenue upon execution of a new franchise agreement. Our performance obligation under development agreements other than MFDAs generally consists of an obligation to grant exclusive development rights over a stated term. These development rights are not distinct from franchise agreements, so upfront fees paid by franchisees for exclusive development rights are deferred and apportioned to each franchise restaurant opened by the franchisee. The pro rata amount apportioned to each restaurant is accounted for as an initial franchise fee.

We have a distinct performance obligation under our MFDAs to grant subfranchising rights over a stated term. Under the terms of MFDAs, we typically either receive an upfront fee paid in cash or receive noncash consideration in the form of an equity interest in the master franchisee or an affiliate of the master franchisee. We previously accounted for noncash consideration as a nonmonetary exchange and did not record revenue or a basis in the equity interest received in arrangements where we received noncash consideration. These transactions now fall within the scope of ASC 606, which requires us to record investments in the applicable equity method investee and recognize revenue in an amount equal to the fair value of the equity interest received. Upfront fees from master franchisees, including the fair value of noncash consideration, are deferred and amortized over the MFDA term on a straight-line basis.

The portion of gift cards sold to customers which are never redeemed is commonly referred to as gift card breakage. Under ASC 606, we recognize gift card breakage income proportionately as each gift card is redeemed using an estimated breakage rate based on our historical experience. Under the Previous Standards, we recognized gift card breakage income for each gift card's remaining balance when redemption of that balance was deemed remote.

Property Revenues

Property revenues are accounted for in accordance with applicable accounting guidance for leases and are excluded from the scope of ASC 606. See Note 2, Significant Accounting Policies, to our consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 for our property revenue accounting policies.

Contract Liabilities

Contract liabilities consist of deferred revenue resulting from initial and renewal franchise fees paid by franchisees, as well as upfront fees paid by master franchisees, which are generally recognized on a straight-line basis over the term of the underlying agreement. We classify these contract liabilities as Other liabilities, net in our condensed consolidated balance sheets. The following table reflects the change in contract liabilities between the date of adoption (January 1, 2018) and March 31, 2018 (in millions):

	Contract Liabilities
Balance at January 1, 2018	$	455.0
Revenue recognized that was included in the contract liability balance at the beginning of the year	(12.2		)
Increase, excluding amounts recognized as revenue during the period	14.3
Impact of foreign currency translation	0.6
Balance at March 31, 2018	$	457.7

The following table illustrates estimated revenues expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of March 31, 2018 (in millions):

Contract liabilities expected to be recognized in	Amount
2018	$	24.7
2019	32.4
2020	31.7
2021	31.1
2022	30.4
Thereafter	307.4
Total	$	457.7

Disaggregation of Total Revenues

Total revenues consist of the following (in millions):

	Three Months Ended March 31,
	2018		2017
Sales	$	547.8	$	550.4
Royalties	510.4		242.0
Property revenues	177.8		175.0
Franchise fees and other revenue	17.8		33.2
Total revenues	$	1,253.8	$	1,000.6

Financial Statement Impact of Transition to ASC 606

As noted above, we transitioned to ASC 606 using the modified retrospective method on January 1, 2018. The cumulative effect of this transition to applicable contracts with customers that were not completed as of January 1, 2018 was recorded as an adjustment to Shareholders' equity as of this date. As a result of applying the modified retrospective method to transition to ASC 606, the following adjustments were made to the consolidated balance sheet as of January 1, 2018 (in millions):

	As Reported			Total			Adjusted
	December 31, 2017			Adjustments			January 1, 2018
ASSETS
Current assets:
Cash and cash equivalents	$	1,097.4		$	—		$	1,097.4
Accounts and notes receivable, net	488.8			—			488.8
Inventories, net	78.0			—			78.0
Prepaids and other current assets	85.4			(23.0		)	62.4
Total current assets	1,749.6			(23.0		)	1,726.6
Property and equipment, net	2,133.3			—			2,133.3
Intangible assets, net	11,062.2			—			11,062.2
Goodwill	5,782.3			—			5,782.3
Net investment in property leased to franchisees	71.3			—			71.3
Other assets, net	424.8			106.6			531.4
Total assets	$	21,223.5		$	83.6		$	21,307.1
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	496.2		$	—		$	496.2
Other accrued liabilities	865.7			8.9			874.6
Gift card liability	214.9			(43.0		)	171.9
Current portion of long term debt and capital leases	78.2			—			78.2
Total current liabilities	1,655.0			(34.1		)	1,620.9
Term debt, net of current portion	11,800.9			—			11,800.9
Capital leases, net of current portion	243.8			—			243.8
Other liabilities, net	1,455.1			425.7			1,880.8
Deferred income taxes, net	1,508.1			(58.2		)	1,449.9
Total liabilities	16,662.9			333.4			16,996.3
Shareholders’ equity:
Common shares	2,051.5			—			2,051.5
Retained earnings	650.6			(132.0		)	518.6
Accumulated other comprehensive income (loss)	(475.7		)	—			(475.7		)
Total RBI shareholders’ equity	2,226.4			(132.0		)	2,094.4
Noncontrolling interests	2,334.2			(117.8		)	2,216.4
Total shareholders’ equity	4,560.6			(249.8		)	4,310.8
Total liabilities and shareholders’ equity	$	21,223.5		$	83.6		$	21,307.1

Franchise Fees

The cumulative adjustment for franchise fees consists of the following:

• A $320.7 million increase in Other liabilities, net for the cumulative reversal and deferral of previously recognized franchise fees related to franchise agreements in effect at January 1, 2018 that were entered into subsequent to the acquisitions of BK in 2010, TH in 2014 and PLK in 2017 (net of the cumulative revenue attributable for the period through January 1, 2018), with a corresponding decrease to Shareholders’ equity.

• A $106.6 million increase in Other assets, net for the previously unrecognized value of equity interests received in connection with MFDA arrangements. This increase resulted in a corresponding increase in Other liabilities, net of $105.0 million and an adjustment to Shareholders' equity of $1.6 million for the cumulative effect of revenue attributable for the period between the inception of each such arrangement and January 1, 2018.

• A $67.1 million decrease to Deferred income taxes, net for the tax effects of the two adjustments noted above, with a corresponding increase to Shareholders' equity.

Advertising Funds

The cumulative adjustment for advertising funds reflects the recognition of cumulative advertising expenditures temporarily in excess of cumulative advertising fund contributions as of January 1, 2018, which is reflected as a $23.0 million decrease in Prepaids and other current assets and a $23.0 million decrease to Shareholders’ equity.

Gift Card Breakage

The adjustment for gift card breakage reflects the impact of the change to recognize gift card breakage proportionately as gift card balances are used rather than when it is deemed remote that the unused gift card balance would be redeemed, as done under the Previous Standards. The cumulative effect of applying ASC 606 accounting to gift card balances outstanding at January 1, 2018 is reflected as a $43.0 million decrease in Gift card liability, an $8.9 million increase in Other accrued liabilities, an $8.9 million increase in Deferred income taxes, net and a $25.2 million increase in January 1, 2018 Shareholders' equity.

Comparison to Amounts if Previous Standards Had Been in Effect

The following tables reflect the impact of adoption of ASC 606 on our condensed consolidated statements of operations and cash flows from operating activities for the three months ended March 31, 2018 and our condensed consolidated balance sheet as of March 31, 2018 and the amounts as if the Previous Standards were in effect (“Amounts Under Previous Standards”) (in millions):

Condensed Consolidated Statement of Operations

				Total			Amounts Under
	As Reported			Adjustments			Previous Standards
Revenues:
Sales	$	547.8		$	—		$	547.8
Franchise and property revenues	706.0			(182.0		)	524.0
Total revenues	1,253.8			(182.0		)	1,071.8
Operating costs and expenses:
Cost of sales	429.1			—			429.1
Franchise and property expenses	104.4			(0.2		)	104.2
Selling, general and administrative expenses	301.3			(190.5		)	110.8
(Income) loss from equity method investments	(14.3		)	—			(14.3		)
Other operating expenses (income), net	12.7			—			12.7
Total operating costs and expenses	833.2			(190.7		)	642.5
Income from operations	420.6			8.7			429.3
Interest expense, net	140.1			0.5			140.6
Income before income taxes	280.5			8.2			288.7
Income tax expense	1.7			2.1			3.8
Net income	278.8			6.1			284.9
Net income attributable to noncontrolling interests	131.0			2.9			133.9
Net income attributable to common shareholders	$	147.8		$	3.2		$	151.0
Earnings per common share:
Basic	$	0.60					$	0.61
Diluted	$	0.59					$	0.60

Condensed Consolidated Statement of Cash Flows

				Total			Amounts Under
	As Reported			Adjustments			Previous Standards
Cash flows from operating activities:
Net income	$	278.8		$	6.1		$	284.9
Adjustments to reconcile net income to net cash (used for) provided by operating activities:
Depreciation and amortization	47.0			—			47.0
Amortization of deferred financing costs and debt issuance discount	7.2			—			7.2
(Income) loss from equity method investments	(14.3		)	—			(14.3		)
Loss (gain) on remeasurement of foreign denominated transactions	16.4			—			16.4
Net losses on derivatives	1.9			—			1.9
Share-based compensation expense	13.3			—			13.3
Deferred income taxes	(19.0		)	2.1			(16.9		)
Other	3.7			—			3.7
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Accounts and notes receivable	15.4			—			15.4
Inventories and prepaids and other current assets	(7.0		)	(4.7		)	(11.7		)
Accounts and drafts payable	(72.8		)	1.9			(70.9		)
Other accrued liabilities and gift card liability	(374.7		)	(0.9		)	(375.6		)
Other long-term assets and liabilities	(6.9		)	(4.5		)	(11.4		)
Net cash (used for) provided by operating activities	$	(111.0	)	$	—		$	(111.0	)

Condensed Consolidated Balance Sheet

				Total			Amounts Under
	As Reported			Adjustments			Previous Standards
ASSETS
Current assets:
Cash and cash equivalents	$	852.4		$	—		$	852.4
Accounts and notes receivable, net	467.6			—			467.6
Inventories, net	74.6			—			74.6
Prepaids and other current assets	87.8			27.7			115.5
Total current assets	1,482.4			27.7			1,510.1
Property and equipment, net	2,072.7			—			2,072.7
Intangible assets, net	10,904.6			—			10,904.6
Goodwill	5,693.5			—			5,693.5
Net investment in property leased to franchisees	66.9			—			66.9
Other assets, net	539.4			(106.6		)	432.8
Total assets	$	20,759.5		$	(78.9	)	$	20,680.6
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	416.4		$	1.9		$	418.3
Other accrued liabilities	636.6			(10.4		)	626.2
Gift card liability	107.3			43.6			150.9
Current portion of long term debt and capital leases	78.8			—			78.8
Total current liabilities	1,239.1			35.1			1,274.2
Term debt, net of current portion	11,788.1			—			11,788.1
Capital leases, net of current portion	236.6			—			236.6
Other liabilities, net	1,820.4			(430.2		)	1,390.2
Deferred income taxes, net	1,432.9			60.3			1,493.2
Total liabilities	16,517.1			(334.8		)	16,182.3
Shareholders’ equity:
Common shares	2,096.6			—			2,096.6
Retained earnings	553.9			136.6			690.5
Accumulated other comprehensive income (loss)	(572.5		)	—			(572.5		)
Total RBI shareholders’ equity	2,078.0			136.6			2,214.6
Noncontrolling interests	2,164.4			119.3			2,283.7
Total shareholders’ equity	4,242.4			255.9			4,498.3
Total liabilities and shareholders’ equity	$	20,759.5		$	(78.9	)	$	20,680.6

The following summarizes the adjustments to our condensed consolidated statement of operations for the three months ended March 31, 2018 to reflect our condensed consolidated statement of operations as if we had continued to recognize revenue under the Previous Standards:

• As described above, our transition to ASC 606 resulted in the deferral of franchise fees, recognition of franchise fees in connection with MFDAs where we received an equity interest in the equity method investee, and a change in the timing of recognizing gift card breakage income. The adjustments for the three months ended March 31, 2018 to reflect the recognition of this revenue as if the Previous Standards were in effect consists of a $3.9 million increase in Franchise and property revenue and a $1.1 million increase in Income tax expense.

• As described above, under the Previous Standards our statement of operations did not reflect gross presentations of advertising fund revenue and expenses. Our transition to ASC 606 requires the presentation of advertising fund contributions and advertising fund expenses on a gross basis. The adjustments for the three months ended March 31, 2018 to reflect advertising fund contributions and expenses as if the Previous Standards were in effect consist of a $185.9 million decrease in Franchise and property revenues, a $0.2 million decrease in Franchise and property expenses, a $190.5 million decrease in Selling, general and administrative expenses, a $0.5 million increase in Interest expense, net and a $1.0 million increase in Income tax expense.

The transition to ASC 606 had no net impact on our cash used for operating activities and no impact on our cash provided by investing activities or cash used for financing activities during the three months ended March 31, 2018.

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Earnings per Share

3 Months Ended

Mar. 31, 2018

Earnings Per Share [Abstract]

Earnings per Share

Earnings per Share

An economic interest in Partnership common equity is held by the holders of Class B exchangeable limited partnership units (the “Partnership exchangeable units”), which is reflected as a noncontrolling interest in our equity. See Note 11, Shareholders’ Equity.

Basic and diluted earnings per share is computed using the weighted average number of shares outstanding for the period. We apply the treasury stock method to determine the dilutive weighted average common shares represented by Partnership exchangeable units and outstanding equity awards, unless the effect of their inclusion is anti-dilutive. The diluted earnings per share calculation assumes conversion of 100% of the Partnership exchangeable units under the “if converted” method. Accordingly, the numerator is also adjusted to include the earnings allocated to the holders of noncontrolling interests.

The following table summarizes the basic and diluted earnings per share calculations (in millions, except per share amounts):

	Three Months Ended March 31,
	2018		2017
Numerator:
Net income attributable to common shareholders - basic	$	147.8	$	50.2
Add: Net income attributable to noncontrolling interests	130.8		48.5
Net income available to common shareholders and noncontrolling interests - diluted	$	278.6	$	98.7
Denominator:
Weighted average common shares - basic	245.9		234.7
Exchange of noncontrolling interests for common shares (Note 11)	217.7		226.9
Effect of other dilutive securities	10.3		14.9
Weighted average common shares - diluted	473.9		476.5
Basic earnings per share	$	0.60	$	0.21
Diluted earnings per share	$	0.59	$	0.21
Anti-dilutive securities outstanding	5.9		3.5

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Intangible Assets, net and Goodwill

3 Months Ended

Mar. 31, 2018

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets, net and Goodwill

Intangible Assets, net and Goodwill

Intangible assets, net and goodwill consist of the following (in millions):

	As of
	March 31, 2018							December 31, 2017
	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net
Identifiable assets subject to amortization:
Franchise agreements	$	724.7	$	(176.5	)	$	548.2	$	724.7	$	(168.0	)	$	556.7
Favorable leases	448.4		(200.8		)	247.6		455.7		(193.7		)	262.0
Subtotal	1,173.1		(377.3		)	795.8		1,180.4		(361.7		)	818.7
Indefinite lived intangible assets:
Tim Hortons brand	$	6,574.3	$	—		$	6,574.3	$	6,727.1	$	—		$	6,727.1
Burger King brand	2,179.6		—			2,179.6		2,161.5		—			2,161.5
Popeyes brand	1,354.9		—			1,354.9		1,354.9		—			1,354.9
Subtotal	10,108.8		—			10,108.8		10,243.5		—			10,243.5
Intangible assets, net						$	10,904.6						$	11,062.2
Goodwill
Tim Hortons segment	$	4,232.0						$	4,325.8
Burger King segment	615.7							610.7
Popeyes segment	845.8							845.8
Total	$	5,693.5						$	5,782.3

Amortization expense on intangible assets totaled $18.0 million for the three months ended March 31, 2018 and $17.5 million for the same period in the prior year. The change in the brands and goodwill balances during the three months ended March 31, 2018 was due to the impact of foreign currency translation.

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Equity Method Investments

3 Months Ended

Mar. 31, 2018

Equity Method Investments and Joint Ventures [Abstract]

Equity Method Investments

Equity Method Investments

The aggregate carrying amount of our equity method investments was $272.2 million and $155.1 million as of March 31, 2018 and December 31, 2017, respectively, and is included as a component of Other assets, net in our accompanying condensed consolidated balance sheets. The increase in the carrying amount of our equity method investments as of March 31, 2018 compared to December 31, 2017 is primarily attributable to the recognition of investments received in connection with master franchise and development arrangements as a result of our transition to ASC 606. See Note 4, Revenue Recognition. TH and BK both have equity method investments. PLK does not have any equity method investments.

With respect to our TH business, the most significant equity method investment is our 50% joint venture interest with The Wendy’s Company (the “TIMWEN Partnership”), which jointly holds real estate underlying Canadian combination restaurants. Distributions received from this joint venture were $2.9 million and $2.4 million during the three months ended March 31, 2018 and 2017, respectively.

The aggregate market value of our 20.7% equity interest in Carrols Restaurant Group, Inc. (“Carrols”) based on the quoted market price on March 31, 2018 was approximately $105.4 million. The aggregate market value of our 10.1% equity interest in BK Brasil Operação e Assessoria a Restaurantes S.A. based on the quoted market price on March 31, 2018 was approximately $107.6 million. No quoted market prices are available for our other equity method investments.

We have equity interests in entities that own or franchise Tim Hortons or Burger King restaurants. Franchise and property revenues recognized from franchisees that are owned or franchised by entities in which we have an equity interest consist of the following (in millions):

	Three Months Ended March 31,
	2018		2017
Revenues from affiliates:
Royalties	$	68.2	$	38.5
Property revenues	8.8		6.3
Franchise fees and other revenue	2.3		5.7
Total	$	79.3	$	50.5

We recognized $4.5 million and $4.5 million of rent expense associated with the TIMWEN Partnership during the three months ended March 31, 2018 and 2017, respectively.

At March 31, 2018 and December 31, 2017, we had $33.5 million and $31.9 million, respectively, of accounts receivable, net from our equity method investments which were recorded in accounts and notes receivable, net in our condensed consolidated balance sheets.

(Income) loss from equity method investments reflects our share of investee net income or loss, non-cash dilution gains or losses from changes in our ownership interests in equity method investees and basis difference amortization. During the three months ended March 31, 2018 we recorded an increase to the carrying value of our equity method investment balance and a non-cash dilution gain of $20.4 million on the initial public offering by one of our equity method investees.

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Other Accrued Liabilities and Other Liabilities, net

3 Months Ended

Mar. 31, 2018

Other Liabilities Disclosure [Abstract]

Other Accrued Liabilities and Other Liabilities, net

Other Accrued Liabilities and Other Liabilities, net

Other accrued liabilities (current) and other liabilities, net (noncurrent) consist of the following (in millions):

	As of
	March 31, 2018		December 31, 2017
Current:
Dividend payable	$	210.0	$	96.9
Interest payable	93.0		88.6
Accrued compensation and benefits	36.6		66.6
Taxes payable	112.3		401.0
Deferred income	28.7		42.9
Accrued advertising expenses	27.9		27.5
Closed property reserve	12.4		10.8
Restructuring and other provisions	11.2		12.0
Other	104.5		119.4
Other accrued liabilities	$	636.6	$	865.7
Noncurrent:
Derivatives liabilities	$	458.1	$	498.5
Taxes payable	478.3		495.6
Contract liabilities, net	457.7		10.0
Unfavorable leases	236.9		251.8
Accrued pension	70.3		72.0
Accrued lease straight-lining liability	48.5		46.4
Deferred income	23.6		27.4
Other	47.0		53.4
Other liabilities, net	$	1,820.4	$	1,455.1

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Long-Term Debt

3 Months Ended

Mar. 31, 2018

Debt Disclosure [Abstract]

Long-Term Debt

Long-Term Debt

Long-term debt consists of the following (in millions):

	As of
	March 31, 2018			December 31, 2017
Term Loan Facility (due February 17, 2024)	$	6,372.6		$	6,388.7
2017 4.25% Senior Notes (due May 15, 2024)	1,500.0			1,500.0
2015 4.625% Senior Notes (due January 15, 2022)	1,250.0			1,250.0
2017 5.00% Senior Notes (due October 15, 2025)	2,800.0			2,800.0
Other	85.2			89.1
Less: unamortized deferred financing costs and deferred issue discount	(163.1		)	(170.1		)
Total debt, net	11,844.7			11,857.7
Less: current maturities of debt	(56.6		)	(56.8		)
Total long-term debt	$	11,788.1		$	11,800.9

Revolving Credit Facility

As of March 31, 2018, we had no amounts outstanding under our senior secured revolving credit facility (the "Revolving Credit Facility"). Funds available under the Revolving Credit Facility may be used to repay other debt, finance debt or share repurchases, fund acquisitions or capital expenditures and for other general corporate purposes. We have a $125.0 million letter of credit sublimit as part of the Revolving Credit Facility, which reduces our borrowing availability thereunder by the cumulative amount of outstanding letters of credit. As of March 31, 2018, we had $4.6 million of letters of credit issued against the Revolving Credit Facility, and our borrowing availability was $495.4 million.

Fair Value Measurement

The fair value of our variable rate term debt and senior notes is estimated using inputs based on bid and offer prices that are Level 2 inputs and was $11.7 billion and $12.0 billion at March 31, 2018 and December 31, 2017, respectively, compared to a principal carrying amount of $11.9 billion and $11.9 billion, respectively, on the same dates.

Interest Expense, net

Interest expense, net consists of the following (in millions):

	Three Months Ended March 31,
	2018			2017
Debt	$	129.4		$	100.0
Capital lease obligations	6.1			5.0
Amortization of deferred financing costs and debt issuance discount	7.2			8.5
Interest income	(2.6		)	(2.1		)
Interest expense, net	$	140.1		$	111.4

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Income Taxes

3 Months Ended

Mar. 31, 2018

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

Our effective tax rate was 0.6% for the three months ended March 31, 2018. The effective tax rate during this period was primarily a result of benefits from stock option exercises that reduced the effective tax rate by 22.7% and the benefit from reserve releases due to audit settlements.

Our effective tax rate was 18.5% for the three months ended March 31, 2017. The effective tax rate during this period was primarily a result of the mix of income from multiple tax jurisdictions, the favorable impact of our financing structure and benefits from stock option exercises that reduced the effective tax rate by 3.9%, partially offset by non-deductible transaction related costs.

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Shareholders' Equity

3 Months Ended

Mar. 31, 2018

Equity [Abstract]

Shareholders' Equity

Shareholders’ Equity

Noncontrolling Interests

The holders of Partnership exchangeable units held an economic interest of approximately 46.6% and 47.2% in Partnership common equity through the ownership of 217,679,492 and 217,708,924 Partnership exchangeable units as of March 31, 2018 and December 31, 2017, respectively.

During the three months ended March 31, 2018, Partnership exchanged 29,432 Partnership exchangeable units, pursuant to exchange notices received. In accordance with the terms of the partnership agreement, Partnership satisfied the exchange notices by exchanging these Partnership exchangeable units for the same number of newly issued RBI common shares. The exchanges represented increases in our ownership interest in Partnership and were accounted for as equity transactions, with no gain or loss recorded in the accompanying condensed consolidated statement of operations. Pursuant to the terms of the partnership agreement, upon the exchange of Partnership exchangeable units, each such Partnership exchangeable unit was cancelled concurrently with the exchange.

Accumulated Other Comprehensive Income (Loss)

The following table displays the changes in the components of accumulated other comprehensive income (loss) (“AOCI”) (in millions):

	Derivatives			Pensions			Foreign Currency Translation			Accumulated Other Comprehensive Income (Loss)
Balances at December 31, 2017	$	96.8		$	(15.3	)	$	(557.2	)	$	(475.7	)
Foreign currency translation adjustment	—			—			(215.6		)	(215.6		)
Net change in fair value of derivatives, net of tax	27.4			—			—			27.4
Amounts reclassified to earnings of cash flow hedges, net of tax	5.7			—			—			5.7
Pension and post-retirement benefit plans, net of tax	—			0.2			—			0.2
Other comprehensive income attributable to noncontrolling interests	(15.6		)	(0.1		)	101.2			85.5
Balances at March 31, 2018	$	114.3		$	(15.2	)	$	(671.6	)	$	(572.5	)

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Derivative Instruments

3 Months Ended

Mar. 31, 2018

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments

Derivative Instruments

Disclosures about Derivative Instruments and Hedging Activities

We enter into derivative instruments for risk management purposes, including derivatives designated as cash flow hedges, derivatives designated as net investment hedges and those utilized as economic hedges. We use derivatives to manage our exposure to fluctuations in interest rates and currency exchange rates.

Interest Rate Swaps

During 2015, we entered into a series of receive-variable, pay-fixed interest rate swaps with a notional value of $2,500.0 million to hedge the variability in the interest payments on a portion of our senior secured term loan facility (the "Term Loan Facility") beginning May 28, 2015 through the expiration of the final swap on March 31, 2021, resetting each March 31. At inception, these interest rate swaps were designated as cash flow hedges for hedge accounting. The unrealized changes in market value are recorded in AOCI and reclassified into earnings during the period in which the hedged forecasted transaction affects earnings.

During 2015, we settled certain interest rate swaps and recognized a net unrealized loss of $84.6 million in AOCI at the date of settlement. This amount will be reclassified into Interest expense, net as the original hedged forecasted transaction affects earnings. The amount of pre-tax losses in AOCI as of March 31, 2018 that we expect to be reclassified into interest expense within the next 12 months is $12.3 million.

Cross-Currency Rate Swaps

To protect the value of our investments in our foreign operations against adverse changes in foreign currency exchange rates, we hedge a portion of our net investment in one or more of our foreign subsidiaries by using cross-currency rate swaps. At March 31, 2018, we had outstanding cross-currency rate swap contracts between the Canadian dollar and U.S. dollar and the Euro and U.S. dollar that have been designated as net investment hedges of a portion of our equity in foreign operations in those currencies. The component of the gains and losses on our net investment in these designated foreign operations driven by changes in foreign exchange rates are economically offset by movements in the fair value of our cross-currency swap contracts. The fair value of the swaps is calculated each period with changes in fair value reported in AOCI, net of tax.

We terminated and settled our previous cross-currency rate swaps in June 2017, with an aggregate notional value of $5,000.0 million, between the Canadian dollar and U.S. dollar. In connection with this termination, we received $763.5 million which was reflected as a source of cash provided by investing activities in the condensed consolidated statement of cash flows. The unrealized gains totaled $533.4 million, net of tax, as of the termination date and will remain in AOCI until the complete or substantially complete liquidation of our investment in the underlying foreign operations. Additionally, we entered into new fixed-to-fixed cross-currency rate swaps to partially hedge the net investment in our Canadian subsidiaries. At inception, these cross-currency rate swaps were designated as a hedge and are accounted for as net investment hedges. These swaps are contracts to exchange quarterly fixed-rate interest payments we make on the Canadian dollar notional amount of C$6,753.5 million for quarterly fixed-rate interest payments we receive on the U.S. dollar notional amount of $5,000.0 million through the maturity date of June 30, 2023. In making such changes, we effectively realigned our Canadian dollar hedges to reflect our current cash flow mix and capital structure maturity profile.

At March 31, 2018, we also had outstanding a cross-currency rate swap in which we pay quarterly fixed-rate interest payments on the Euro notional value of €1,107.8 million and receive quarterly fixed-rate interest payments on the U.S. dollar notional value of $1,200.0 million through the maturity date of March 31, 2021. At inception, this cross-currency rate swap was designated as a hedge and is accounted for as a net investment hedge.

The fixed to fixed cross-currency rate swaps hedging Canadian dollar and Euro net investments utilized the forward method of effectiveness assessment prior to March 15, 2018. On March 15, 2018, we dedesignated and subsequently redesignated the outstanding fixed to fixed cross-currency rate swaps to prospectively use the spot method of hedge effectiveness assessment. We also elected to amortize the excluded component over the life of the derivative instrument. The amortization of the excluded component is recognized in Interest expense, net in the condensed consolidated statement of operations. The change in fair value that is not related to the excluded component is recorded in AOCI and will be reclassified to earnings when the foreign subsidiaries are sold or substantially liquidated. See Note 3, New Accounting Pronouncements, for further information on the adoption of this new guidance.

Foreign Currency Exchange Contracts

We use foreign exchange derivative instruments to manage the impact of foreign exchange fluctuations on U.S. dollar purchases and payments, such as coffee purchases made by our Canadian Tim Hortons operations. At March 31, 2018, we had outstanding forward currency contracts to manage this risk in which we sell Canadian dollars and buy U.S. dollars with a notional value of $188.0 million with maturities to July 2019. We have designated these instruments as cash flow hedges, and as such, the unrealized changes in market value of effective hedges are recorded in AOCI and are reclassified into earnings during the period in which the hedged forecasted transaction affects earnings.

Credit Risk

By entering into derivative contracts, we are exposed to counterparty credit risk. Counterparty credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is in an asset position, the counterparty has a liability to us, which creates credit risk for us. We attempt to minimize this risk by selecting counterparties with investment grade credit ratings and regularly monitoring our market position with each counterparty.

Credit-Risk Related Contingent Features

Our derivative instruments do not contain any credit-risk related contingent features.

Quantitative Disclosures about Derivative Instruments and Fair Value Measurements

The following tables present the required quantitative disclosures for our derivative instruments, including their estimated fair values (all estimated using Level 2 inputs) and their location on our condensed consolidated balance sheets (in millions):

	Gain or (Loss) Recognized in Other Comprehensive Income (Loss)
	Three Months Ended March 31,
	2018		2017
Derivatives designated as cash flow hedges(1)
Interest rate swaps	$	28.7	$	(5.0	)
Forward-currency contracts	$	5.3	$	1.5
Derivatives designated as net investment hedges
Cross-currency rate swaps	$	11.1	$	(54.2	)

(1) We did not exclude any components from the cash flow hedge relationships presented in this table.

	Location of Gain or (Loss) Reclassified from AOCI into Earnings	Gain or (Loss) Reclassified from AOCI into Earnings
		Three Months Ended March 31,
		2018			2017
Derivatives designated as cash flow hedges(1)
Interest rate swaps	Interest expense, net	$	(5.5	)	$	(5.9	)
Forward-currency contracts	Cost of sales	$	(2.3	)	$	0.9
	Location of Gain or (Loss) Recognized in Earnings (Amount Excluded from Effectiveness Testing)	Gain or (Loss) Recognized in Earnings (Amount Excluded from Effectiveness Testing)
		Three Months Ended March 31,
		2018			2017
Derivatives designated as net investment hedges
Cross-currency rate swaps	Interest expense, net	$	3.6		$	—

	Fair Value as of
	March 31, 2018		December 31, 2017		Balance Sheet Location
Assets:
Derivatives designated as cash flow hedges
Foreign currency	$	4.2	$	0.5	Prepaids and other current assets
Total assets at fair value	$	4.2	$	0.5
Liabilities:
Derivatives designated as cash flow hedges
Interest rate	$	10.9	$	42.1	Other liabilities, net
Foreign currency	1.2		5.1		Other accrued liabilities
Derivatives designated as net investment hedges
Foreign currency	447.2		456.4		Other liabilities, net
Total liabilities at fair value	$	459.3	$	503.6

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Other Operating Expenses (Income), net

3 Months Ended

Mar. 31, 2018

Other Income and Expenses [Abstract]

Other Operating Expenses (Income), net

Other Operating Expenses (Income), net

Other operating expenses (income), net consist of the following (in millions):

	Three Months Ended March 31,
	2018			2017
Net losses (gains) on disposal of assets, restaurant closures, and refranchisings	$	1.7		$	2.9
Litigation settlements (gains) and reserves, net	(6.1		)	—
Net losses (gains) on foreign exchange	16.4			10.4
Other, net	0.7			0.5
Other operating expenses (income), net	$	12.7		$	13.8

Net losses (gains) on disposal of assets, restaurant closures, and refranchisings represent sales of properties and other costs related to restaurant closures and refranchisings. Gains and losses recognized in the current period may reflect certain costs related to closures and refranchisings that occurred in previous periods.

The current year litigation settlement gain primarily reflects proceeds received from the successful resolution of a legacy BK litigation.

Net losses (gains) on foreign exchange is primarily related to revaluation of foreign denominated assets and liabilities.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2018

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Litigation

From time to time, we are involved in legal proceedings arising in the ordinary course of business relating to matters including, but not limited to, disputes with franchisees, suppliers, employees and customers, as well as disputes over our intellectual property.

On June 19, 2017, a claim was filed in the Ontario Superior Court of Justice. The plaintiff, a franchisee of two Tim Hortons restaurants, seeks to certify a class of all persons who have carried on business as a Tim Hortons franchisee in Canada at any time after December 15, 2014. The claim alleges various causes of action against the defendants in relation to the purported misuse of amounts paid by members of the proposed class to the Tim Hortons Canada advertising fund (the “Ad Fund”). The plaintiff seeks to have the Ad Fund franchisee contributions held in trust for the benefit of members of the proposed class, an accounting of the Ad Fund, as well as damages for breach of contract, breach of trust, breach of the statutory duty of fair dealing, and breach of fiduciary duties.

On October 6, 2017, a claim was filed in the Ontario Superior Court of Justice. The plaintiffs, two franchisees of Tim Hortons restaurants, seek to certify a class of all persons who have carried on business as a Tim Hortons franchisee at any time after March 8, 2017. The claim alleges various causes of action against the defendants in relation to the purported adverse treatment of member and potential member franchisees of the Great White North Franchisee Association. The plaintiffs seek damages for, among other things, breach of contract, breach of the statutory duty of fair dealing, and breach of the franchisees’ statutory right of association.

While we believe the claims are without merit and we intend to vigorously defend against both lawsuits, we are unable to predict the ultimate outcome of these cases or estimate the range of possible loss, if any.

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Segment Reporting

3 Months Ended

Mar. 31, 2018

Segment Reporting [Abstract]

Segment Reporting

Segment Reporting

As stated in Note 1, Description of Business and Organization, we manage three brands. Under the Tim Hortons brand, we operate in the donut/coffee/tea category of the quick service segment of the restaurant industry. Under the Burger King brand, we operate in the fast food hamburger restaurant category of the quick service segment of the restaurant industry. Under the Popeyes brand, we operate in the chicken category of the quick service segment of the restaurant industry. Our business generates revenue from the following sources: (i) franchise revenues, consisting primarily of royalties based on a percentage of sales reported by franchise restaurants and franchise fees paid by franchisees; (ii) property revenues from properties we lease or sublease to franchisees; and (iii) sales at Company restaurants. In addition, our TH business generates revenue from sales to franchisees related to our supply chain operations, including manufacturing, procurement, warehousing and distribution, as well as sales to retailers.

Each brand is managed by a brand president that reports directly to our Chief Executive Officer, who is our Chief Operating Decision Maker. Therefore, we have three operating segments: (1) TH, which includes all operations of our Tim Hortons brand, (2) BK, which includes all operations of our Burger King brand, and (3) PLK, which includes all operations of our Popeyes brand. Our three operating segments represent our reportable segments.

As stated in Note 4, Revenue Recognition, we transitioned to ASC 606 on January 1, 2018 using the modified retrospective transition method. Our Financial Statements reflect the application of ASC 606 guidance beginning in 2018, while our Financial Statements for prior periods were prepared under the guidance of Previous Standards. For comparability purposes, we have disclosed 2018 total revenues by operating segment under Previous Standards as well as segment income with a reconciliation to net income under Previous Standards. See Note 4, Revenue Recognition, for further details of the effects of this change in accounting principle on total revenues and net income.

The following table presents revenues, by segment and by country (in millions):

	Three Months Ended March 31,
	2018 As Reported		2018 Amounts Under Previous Standards		2017
Revenues by operating segment:
TH	$	763.5	$	711.8	$	733.6
BK	389.9		292.8		267.0
PLK	100.4		67.2		—
Total revenues	$	1,253.8	$	1,071.8	$	1,000.6

	Three Months Ended March 31,
	2018		2017
Revenues by country (a):
Canada	$	692.4	$	657.0
United States	420.7		232.4
Other	140.7		111.2
Total revenues	$	1,253.8	$	1,000.6

(a) Only Canada and the United States represented 10% or more of our total revenues in each period presented.

Our measure of segment income is Adjusted EBITDA. Adjusted EBITDA represents earnings (net income or loss) before interest expense, net, (gain) loss on early extinguishment of debt, income tax expense, and depreciation and amortization, adjusted to exclude the non-cash impact of share-based compensation and non-cash incentive compensation expense and (income) loss from equity method investments, net of cash distributions received from equity method investments, as well as other operating expenses (income), net. Other specifically identified costs associated with non-recurring projects are also excluded from Adjusted EBITDA, including fees and expenses associated with the Popeyes Acquisition (“PLK Transaction costs”), and Corporate restructuring and tax advisory fees related to the interpretation and implementation of comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act enacted by the U.S. government on December 22, 2017. Adjusted EBITDA is used by management to measure operating performance of the business, excluding these non-cash and other specifically identified items that management believes are not relevant to management’s assessment of operating performance or the performance of an acquired business. A reconciliation of segment income to net income (loss) consists of the following (in millions):

	Three Months Ended March 31,
	2018 As Reported			2018 Amounts Under Previous Standards			2017
Segment income:
TH	$	245.2		$	250.5		$	256.2
BK	214.1			215.0			187.1
PLK	38.5			40.8			—
Adjusted EBITDA	497.8			506.3			443.3
Share-based compensation and non-cash incentive compensation expense	15.3			15.3			18.5
PLK Transaction costs	5.1			5.1			34.4
Corporate restructuring and tax advisory fees	7.1			7.1			—
Impact of equity method investments (a)	(10.0		)	(10.0		)	(2.9		)
Other operating expenses (income), net	12.7			12.7			13.8
EBITDA	467.6			476.1			379.5
Depreciation and amortization	47.0			46.8			43.3
Income from operations	420.6			429.3			336.2
Interest expense, net	140.1			140.6			111.4
Loss on early extinguishment of debt	—			—			20.4
Income tax expense	1.7			3.8			37.8
Net income	$	278.8		$	284.9		$	166.6

(a) Represents (i) (income) loss from equity method investments and (ii) cash distributions received from our equity method investments. Cash distributions received from our equity method investments are included in segment income.

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Subsequent Events

3 Months Ended

Mar. 31, 2018

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

Dividends

On April 2, 2018, we paid a cash dividend of $0.45 per common share to common shareholders of record on March 15, 2018. On such date, Partnership also made a distribution in respect of each Partnership exchangeable unit in the amount of $0.45 per exchangeable unit to holders of record on March 15, 2018.

On April 24, 2018, our board of directors declared a cash dividend of $0.45 per common share, which will be paid on July 3, 2018, to common shareholders of record on May 15, 2018. Partnership will also make a distribution in respect of each Partnership exchangeable unit in the amount of $0.45 per Partnership exchangeable unit, and the record date and payment date for distributions on Partnership exchangeable units are the same as the record date and payment date set forth above.

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New Accounting Pronouncements (Policies)

3 Months Ended

Mar. 31, 2018

Accounting Changes and Error Corrections [Abstract]

New Accounting Pronouncements

Revenue Recognition – In May 2014, the Financial Accounting Standards Board (the “FASB”) issued a new single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. We adopted this new guidance on January 1, 2018. See Note 4, Revenue Recognition, for further information about our transition to this new revenue recognition model using the modified retrospective transition method.

Lease Accounting – In February 2016, the FASB issued new guidance on leases. The new guidance requires lessees to recognize on the balance sheet the assets and liabilities for the rights and obligations created by finance and operating leases with lease terms of more than 12 months, as well as enhanced disclosures, and is effective commencing in 2019. The amendment required a modified retrospective transition approach with application in all comparative periods presented. In March 2018, the FASB approved an amendment to permit a company to use its effective date as the date of initial application without restating comparative period financial statements. We expect this new guidance to cause a material increase to our assets and liabilities on our consolidated balance sheet since we have a significant number of operating lease arrangements for which we are the lessee. We are currently evaluating the impact that adoption of this guidance will have on our consolidated statements of operations and the transition approach to use. We do not expect the adoption of this new guidance to have a material impact on our cash flows and liquidity.

Goodwill Impairment – In January 2017, the FASB issued guidance to simplify how an entity measures goodwill impairment by removing the second step of the two-step quantitative goodwill impairment test. An entity will no longer perform a hypothetical purchase price allocation to measure goodwill impairment. Instead, impairment will be measured at the amount by which the carrying value exceeds the fair value of a reporting unit; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The amendment requires prospective adoption and is effective commencing in 2020 with early adoption permitted.

Hedge Accounting – In August 2017, the FASB issued an accounting standards update to improve the transparency and understandability of information conveyed to financial statement users about an entity's risk management activities and simplify the application of hedge accounting by preparers. We adopted this guidance on January 1, 2018 (the “Adoption Date”).

The new guidance eliminates the requirement to separately measure and report hedge ineffectiveness for cash flow and net investment hedges that are deemed effective. Most notably, for our cross-currency swaps designated as net investment hedges, the new guidance permits the exclusion of the interest component (the “Excluded Component”) from the accounting hedge without affecting net investment hedge designation. The initial value of the Excluded Component may be recognized in earnings on a systematic and rational basis over the life of the derivative instrument.

Subsequent to the Adoption Date, we changed the method of assessing effectiveness for net investment hedges using derivatives from the forward method to the spot method. We de-designated the cross currency-swaps and re-designated them as of March 15, 2018 (the "Re-designation Date"). As a result of adopting the new guidance and the re-designation of our cross- currency-swaps, we will recognize a benefit from the amortization of the initial value of the Excluded Component as a component of Interest expense, net in our condensed consolidated statements of operations rather than as a component of other comprehensive income. All changes in fair value of the instruments related to currency fluctuations will continue to be recognized within other comprehensive income.

The impact of adoption did not have a material effect on our Financial Statements as of the Adoption Date. We recorded a $3.6 million net benefit to Interest expense, net from the Re-designation Date through March 31, 2018 in our condensed consolidated statements of operations for the amortization of the initial value of the Excluded Component, as described above. We believe the new guidance better portrays the economic results of our risk management activities and net investment hedges in our Financial Statements.

Reclassification of Certain Tax Effects – In February 2018, the FASB issued guidance which allows a reclassification from accumulated other comprehensive income to retained earnings for the tax effects of items within accumulated other comprehensive income. The amendment is effective commencing in 2019 with early adoption permitted. We are currently evaluating the impact that the adoption of this new guidance will have on our Financial Statements.

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Basis of Presentation and Consolidation (Tables)

3 Months Ended

Mar. 31, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Reclassification of assets

These consist of the December 31, 2017 reclassification of Advertising fund restricted assets to Cash and cash equivalents, Accounts and notes receivable, net and Prepaids and other current assets and the reclassification of Advertising fund liabilities to Accounts and drafts payable and Other accrued liabilities as detailed below (in millions). These reclassifications had no effect on previously reported net income.

	December 31, 2017					December 31, 2017
	As Reported		Reclassification			As Adjusted
Current assets:
Cash and cash equivalents	$	1,073.4	$	24.0		$	1,097.4
Accounts and notes receivable, net	455.9		32.9			488.8
Inventories, net	78.0		—			78.0
Advertising fund restricted assets	83.3		(83.3		)	—
Prepaids and other current assets	59.0		26.4			85.4
Total current assets	$	1,749.6	$	—		$	1,749.6
Current liabilities:
Accounts and drafts payable	$	412.9	$	83.3		$	496.2
Other accrued liabilities	838.2		27.5			865.7
Gift card liability	214.9		—			214.9
Advertising fund liabilities	110.8		(110.8		)	—
Current portion of long term debt and capital leases	78.2		—			78.2
Total current liabilities	$	1,655.0	$	—		$	1,655.0

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Revenue Recognition (Tables)

3 Months Ended

Mar. 31, 2018

Revenue From Contract With Customer [Abstract]

Change in contract liabilities

The following table reflects the change in contract liabilities between the date of adoption (January 1, 2018) and March 31, 2018 (in millions):

	Contract Liabilities
Balance at January 1, 2018	$	455.0
Revenue recognized that was included in the contract liability balance at the beginning of the year	(12.2		)
Increase, excluding amounts recognized as revenue during the period	14.3
Impact of foreign currency translation	0.6
Balance at March 31, 2018	$	457.7

Schedule of estimated revenues expected to be recognized

The following table illustrates estimated revenues expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of March 31, 2018 (in millions):

Contract liabilities expected to be recognized in	Amount
2018	$	24.7
2019	32.4
2020	31.7
2021	31.1
2022	30.4
Thereafter	307.4
Total	$	457.7

Disaggregation of total revenues

Total revenues consist of the following (in millions):

	Three Months Ended March 31,
	2018		2017
Sales	$	547.8	$	550.4
Royalties	510.4		242.0
Property revenues	177.8		175.0
Franchise fees and other revenue	17.8		33.2
Total revenues	$	1,253.8	$	1,000.6

Schedule of balance sheet adjustments

As a result of applying the modified retrospective method to transition to ASC 606, the following adjustments were made to the consolidated balance sheet as of January 1, 2018 (in millions):

	As Reported			Total			Adjusted
	December 31, 2017			Adjustments			January 1, 2018
ASSETS
Current assets:
Cash and cash equivalents	$	1,097.4		$	—		$	1,097.4
Accounts and notes receivable, net	488.8			—			488.8
Inventories, net	78.0			—			78.0
Prepaids and other current assets	85.4			(23.0		)	62.4
Total current assets	1,749.6			(23.0		)	1,726.6
Property and equipment, net	2,133.3			—			2,133.3
Intangible assets, net	11,062.2			—			11,062.2
Goodwill	5,782.3			—			5,782.3
Net investment in property leased to franchisees	71.3			—			71.3
Other assets, net	424.8			106.6			531.4
Total assets	$	21,223.5		$	83.6		$	21,307.1
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	496.2		$	—		$	496.2
Other accrued liabilities	865.7			8.9			874.6
Gift card liability	214.9			(43.0		)	171.9
Current portion of long term debt and capital leases	78.2			—			78.2
Total current liabilities	1,655.0			(34.1		)	1,620.9
Term debt, net of current portion	11,800.9			—			11,800.9
Capital leases, net of current portion	243.8			—			243.8
Other liabilities, net	1,455.1			425.7			1,880.8
Deferred income taxes, net	1,508.1			(58.2		)	1,449.9
Total liabilities	16,662.9			333.4			16,996.3
Shareholders’ equity:
Common shares	2,051.5			—			2,051.5
Retained earnings	650.6			(132.0		)	518.6
Accumulated other comprehensive income (loss)	(475.7		)	—			(475.7		)
Total RBI shareholders’ equity	2,226.4			(132.0		)	2,094.4
Noncontrolling interests	2,334.2			(117.8		)	2,216.4
Total shareholders’ equity	4,560.6			(249.8		)	4,310.8
Total liabilities and shareholders’ equity	$	21,223.5		$	83.6		$	21,307.1

Condensed Consolidated Balance Sheet

				Total			Amounts Under
	As Reported			Adjustments			Previous Standards
ASSETS
Current assets:
Cash and cash equivalents	$	852.4		$	—		$	852.4
Accounts and notes receivable, net	467.6			—			467.6
Inventories, net	74.6			—			74.6
Prepaids and other current assets	87.8			27.7			115.5
Total current assets	1,482.4			27.7			1,510.1
Property and equipment, net	2,072.7			—			2,072.7
Intangible assets, net	10,904.6			—			10,904.6
Goodwill	5,693.5			—			5,693.5
Net investment in property leased to franchisees	66.9			—			66.9
Other assets, net	539.4			(106.6		)	432.8
Total assets	$	20,759.5		$	(78.9	)	$	20,680.6
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	416.4		$	1.9		$	418.3
Other accrued liabilities	636.6			(10.4		)	626.2
Gift card liability	107.3			43.6			150.9
Current portion of long term debt and capital leases	78.8			—			78.8
Total current liabilities	1,239.1			35.1			1,274.2
Term debt, net of current portion	11,788.1			—			11,788.1
Capital leases, net of current portion	236.6			—			236.6
Other liabilities, net	1,820.4			(430.2		)	1,390.2
Deferred income taxes, net	1,432.9			60.3			1,493.2
Total liabilities	16,517.1			(334.8		)	16,182.3
Shareholders’ equity:
Common shares	2,096.6			—			2,096.6
Retained earnings	553.9			136.6			690.5
Accumulated other comprehensive income (loss)	(572.5		)	—			(572.5		)
Total RBI shareholders’ equity	2,078.0			136.6			2,214.6
Noncontrolling interests	2,164.4			119.3			2,283.7
Total shareholders’ equity	4,242.4			255.9			4,498.3
Total liabilities and shareholders’ equity	$	20,759.5		$	(78.9	)	$	20,680.6

Schedule of income statement adjustments

The following tables reflect the impact of adoption of ASC 606 on our condensed consolidated statements of operations and cash flows from operating activities for the three months ended March 31, 2018 and our condensed consolidated balance sheet as of March 31, 2018 and the amounts as if the Previous Standards were in effect (“Amounts Under Previous Standards”) (in millions):

Condensed Consolidated Statement of Operations

				Total			Amounts Under
	As Reported			Adjustments			Previous Standards
Revenues:
Sales	$	547.8		$	—		$	547.8
Franchise and property revenues	706.0			(182.0		)	524.0
Total revenues	1,253.8			(182.0		)	1,071.8
Operating costs and expenses:
Cost of sales	429.1			—			429.1
Franchise and property expenses	104.4			(0.2		)	104.2
Selling, general and administrative expenses	301.3			(190.5		)	110.8
(Income) loss from equity method investments	(14.3		)	—			(14.3		)
Other operating expenses (income), net	12.7			—			12.7
Total operating costs and expenses	833.2			(190.7		)	642.5
Income from operations	420.6			8.7			429.3
Interest expense, net	140.1			0.5			140.6
Income before income taxes	280.5			8.2			288.7
Income tax expense	1.7			2.1			3.8
Net income	278.8			6.1			284.9
Net income attributable to noncontrolling interests	131.0			2.9			133.9
Net income attributable to common shareholders	$	147.8		$	3.2		$	151.0
Earnings per common share:
Basic	$	0.60					$	0.61
Diluted	$	0.59					$	0.60

Schedule of cash flow adjustments

Condensed Consolidated Statement of Cash Flows

				Total			Amounts Under
	As Reported			Adjustments			Previous Standards
Cash flows from operating activities:
Net income	$	278.8		$	6.1		$	284.9
Adjustments to reconcile net income to net cash (used for) provided by operating activities:
Depreciation and amortization	47.0			—			47.0
Amortization of deferred financing costs and debt issuance discount	7.2			—			7.2
(Income) loss from equity method investments	(14.3		)	—			(14.3		)
Loss (gain) on remeasurement of foreign denominated transactions	16.4			—			16.4
Net losses on derivatives	1.9			—			1.9
Share-based compensation expense	13.3			—			13.3
Deferred income taxes	(19.0		)	2.1			(16.9		)
Other	3.7			—			3.7
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Accounts and notes receivable	15.4			—			15.4
Inventories and prepaids and other current assets	(7.0		)	(4.7		)	(11.7		)
Accounts and drafts payable	(72.8		)	1.9			(70.9		)
Other accrued liabilities and gift card liability	(374.7		)	(0.9		)	(375.6		)
Other long-term assets and liabilities	(6.9		)	(4.5		)	(11.4		)
Net cash (used for) provided by operating activities	$	(111.0	)	$	—		$	(111.0	)

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Earnings per Share (Tables)

3 Months Ended

Mar. 31, 2018

Earnings Per Share [Abstract]

Basic and Diluted Earnings Per Share

The following table summarizes the basic and diluted earnings per share calculations (in millions, except per share amounts):

	Three Months Ended March 31,
	2018		2017
Numerator:
Net income attributable to common shareholders - basic	$	147.8	$	50.2
Add: Net income attributable to noncontrolling interests	130.8		48.5
Net income available to common shareholders and noncontrolling interests - diluted	$	278.6	$	98.7
Denominator:
Weighted average common shares - basic	245.9		234.7
Exchange of noncontrolling interests for common shares (Note 11)	217.7		226.9
Effect of other dilutive securities	10.3		14.9
Weighted average common shares - diluted	473.9		476.5
Basic earnings per share	$	0.60	$	0.21
Diluted earnings per share	$	0.59	$	0.21
Anti-dilutive securities outstanding	5.9		3.5

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Intangible Assets, net and Goodwill (Tables)

3 Months Ended

Mar. 31, 2018

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets, Net and Goodwill

Intangible assets, net and goodwill consist of the following (in millions):

	As of
	March 31, 2018							December 31, 2017
	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net
Identifiable assets subject to amortization:
Franchise agreements	$	724.7	$	(176.5	)	$	548.2	$	724.7	$	(168.0	)	$	556.7
Favorable leases	448.4		(200.8		)	247.6		455.7		(193.7		)	262.0
Subtotal	1,173.1		(377.3		)	795.8		1,180.4		(361.7		)	818.7
Indefinite lived intangible assets:
Tim Hortons brand	$	6,574.3	$	—		$	6,574.3	$	6,727.1	$	—		$	6,727.1
Burger King brand	2,179.6		—			2,179.6		2,161.5		—			2,161.5
Popeyes brand	1,354.9		—			1,354.9		1,354.9		—			1,354.9
Subtotal	10,108.8		—			10,108.8		10,243.5		—			10,243.5
Intangible assets, net						$	10,904.6						$	11,062.2
Goodwill
Tim Hortons segment	$	4,232.0						$	4,325.8
Burger King segment	615.7							610.7
Popeyes segment	845.8							845.8
Total	$	5,693.5						$	5,782.3

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Equity Method Investments (Tables)

3 Months Ended

Mar. 31, 2018

Equity Method Investments and Joint Ventures [Abstract]

Summary of Franchise and Property Revenues

Franchise and property revenues recognized from franchisees that are owned or franchised by entities in which we have an equity interest consist of the following (in millions):

	Three Months Ended March 31,
	2018		2017
Revenues from affiliates:
Royalties	$	68.2	$	38.5
Property revenues	8.8		6.3
Franchise fees and other revenue	2.3		5.7
Total	$	79.3	$	50.5

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Other Accrued Liabilities and Other Liabilities, net (Tables)

3 Months Ended

Mar. 31, 2018

Other Liabilities Disclosure [Abstract]

Schedule of Other Accrued Liabilities (Current) and Other Liabilities (Non-Current), Net

Other accrued liabilities (current) and other liabilities, net (noncurrent) consist of the following (in millions):

	As of
	March 31, 2018		December 31, 2017
Current:
Dividend payable	$	210.0	$	96.9
Interest payable	93.0		88.6
Accrued compensation and benefits	36.6		66.6
Taxes payable	112.3		401.0
Deferred income	28.7		42.9
Accrued advertising expenses	27.9		27.5
Closed property reserve	12.4		10.8
Restructuring and other provisions	11.2		12.0
Other	104.5		119.4
Other accrued liabilities	$	636.6	$	865.7
Noncurrent:
Derivatives liabilities	$	458.1	$	498.5
Taxes payable	478.3		495.6
Contract liabilities, net	457.7		10.0
Unfavorable leases	236.9		251.8
Accrued pension	70.3		72.0
Accrued lease straight-lining liability	48.5		46.4
Deferred income	23.6		27.4
Other	47.0		53.4
Other liabilities, net	$	1,820.4	$	1,455.1

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Long-Term Debt (Tables)

3 Months Ended

Mar. 31, 2018

Debt Disclosure [Abstract]

Summary of Long-Term Debt

Long-term debt consists of the following (in millions):

	As of
	March 31, 2018			December 31, 2017
Term Loan Facility (due February 17, 2024)	$	6,372.6		$	6,388.7
2017 4.25% Senior Notes (due May 15, 2024)	1,500.0			1,500.0
2015 4.625% Senior Notes (due January 15, 2022)	1,250.0			1,250.0
2017 5.00% Senior Notes (due October 15, 2025)	2,800.0			2,800.0
Other	85.2			89.1
Less: unamortized deferred financing costs and deferred issue discount	(163.1		)	(170.1		)
Total debt, net	11,844.7			11,857.7
Less: current maturities of debt	(56.6		)	(56.8		)
Total long-term debt	$	11,788.1		$	11,800.9

Schedule of Interest Expense, Net

Interest expense, net consists of the following (in millions):

	Three Months Ended March 31,
	2018			2017
Debt	$	129.4		$	100.0
Capital lease obligations	6.1			5.0
Amortization of deferred financing costs and debt issuance discount	7.2			8.5
Interest income	(2.6		)	(2.1		)
Interest expense, net	$	140.1		$	111.4

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Shareholders' Equity (Tables)

3 Months Ended

Mar. 31, 2018

Equity [Abstract]

Summary of Change in Components of Accumulated Other Comprehensive Income (Loss) ("AOCI")

The following table displays the changes in the components of accumulated other comprehensive income (loss) (“AOCI”) (in millions):

	Derivatives			Pensions			Foreign Currency Translation			Accumulated Other Comprehensive Income (Loss)
Balances at December 31, 2017	$	96.8		$	(15.3	)	$	(557.2	)	$	(475.7	)
Foreign currency translation adjustment	—			—			(215.6		)	(215.6		)
Net change in fair value of derivatives, net of tax	27.4			—			—			27.4
Amounts reclassified to earnings of cash flow hedges, net of tax	5.7			—			—			5.7
Pension and post-retirement benefit plans, net of tax	—			0.2			—			0.2
Other comprehensive income attributable to noncontrolling interests	(15.6		)	(0.1		)	101.2			85.5
Balances at March 31, 2018	$	114.3		$	(15.2	)	$	(671.6	)	$	(572.5	)

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Derivative Instruments (Tables)

3 Months Ended

Mar. 31, 2018

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Quantitative disclosures of derivative instruments

The following tables present the required quantitative disclosures for our derivative instruments, including their estimated fair values (all estimated using Level 2 inputs) and their location on our condensed consolidated balance sheets (in millions):

	Gain or (Loss) Recognized in Other Comprehensive Income (Loss)
	Three Months Ended March 31,
	2018		2017
Derivatives designated as cash flow hedges(1)
Interest rate swaps	$	28.7	$	(5.0	)
Forward-currency contracts	$	5.3	$	1.5
Derivatives designated as net investment hedges
Cross-currency rate swaps	$	11.1	$	(54.2	)

(1) We did not exclude any components from the cash flow hedge relationships presented in this table.

	Location of Gain or (Loss) Reclassified from AOCI into Earnings	Gain or (Loss) Reclassified from AOCI into Earnings
		Three Months Ended March 31,
		2018			2017
Derivatives designated as cash flow hedges(1)
Interest rate swaps	Interest expense, net	$	(5.5	)	$	(5.9	)
Forward-currency contracts	Cost of sales	$	(2.3	)	$	0.9
	Location of Gain or (Loss) Recognized in Earnings (Amount Excluded from Effectiveness Testing)	Gain or (Loss) Recognized in Earnings (Amount Excluded from Effectiveness Testing)
		Three Months Ended March 31,
		2018			2017
Derivatives designated as net investment hedges
Cross-currency rate swaps	Interest expense, net	$	3.6		$	—

Summary of fair value measurements

	Fair Value as of
	March 31, 2018		December 31, 2017		Balance Sheet Location
Assets:
Derivatives designated as cash flow hedges
Foreign currency	$	4.2	$	0.5	Prepaids and other current assets
Total assets at fair value	$	4.2	$	0.5
Liabilities:
Derivatives designated as cash flow hedges
Interest rate	$	10.9	$	42.1	Other liabilities, net
Foreign currency	1.2		5.1		Other accrued liabilities
Derivatives designated as net investment hedges
Foreign currency	447.2		456.4		Other liabilities, net
Total liabilities at fair value	$	459.3	$	503.6

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Other Operating Expenses (Income), net (Tables)

3 Months Ended

Mar. 31, 2018

Other Income and Expenses [Abstract]

Other Operating Expenses (Income), Net

Other operating expenses (income), net consist of the following (in millions):

	Three Months Ended March 31,
	2018			2017
Net losses (gains) on disposal of assets, restaurant closures, and refranchisings	$	1.7		$	2.9
Litigation settlements (gains) and reserves, net	(6.1		)	—
Net losses (gains) on foreign exchange	16.4			10.4
Other, net	0.7			0.5
Other operating expenses (income), net	$	12.7		$	13.8

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Segment Reporting (Tables)

3 Months Ended

Mar. 31, 2018

Segment Reporting [Abstract]

Revenues by Operating Segment and Country

The following table presents revenues, by segment and by country (in millions):

	Three Months Ended March 31,
	2018 As Reported		2018 Amounts Under Previous Standards		2017
Revenues by operating segment:
TH	$	763.5	$	711.8	$	733.6
BK	389.9		292.8		267.0
PLK	100.4		67.2		—
Total revenues	$	1,253.8	$	1,071.8	$	1,000.6

	Three Months Ended March 31,
	2018		2017
Revenues by country (a):
Canada	$	692.4	$	657.0
United States	420.7		232.4
Other	140.7		111.2
Total revenues	$	1,253.8	$	1,000.6

(a) Only Canada and the United States represented 10% or more of our total revenues in each period presented.

Reconciliation of Segment Income to Net Income (Loss)

A reconciliation of segment income to net income (loss) consists of the following (in millions):

	Three Months Ended March 31,
	2018 As Reported			2018 Amounts Under Previous Standards			2017
Segment income:
TH	$	245.2		$	250.5		$	256.2
BK	214.1			215.0			187.1
PLK	38.5			40.8			—
Adjusted EBITDA	497.8			506.3			443.3
Share-based compensation and non-cash incentive compensation expense	15.3			15.3			18.5
PLK Transaction costs	5.1			5.1			34.4
Corporate restructuring and tax advisory fees	7.1			7.1			—
Impact of equity method investments (a)	(10.0		)	(10.0		)	(2.9		)
Other operating expenses (income), net	12.7			12.7			13.8
EBITDA	467.6			476.1			379.5
Depreciation and amortization	47.0			46.8			43.3
Income from operations	420.6			429.3			336.2
Interest expense, net	140.1			140.6			111.4
Loss on early extinguishment of debt	—			—			20.4
Income tax expense	1.7			3.8			37.8
Net income	$	278.8		$	284.9		$	166.6

(a) Represents (i) (income) loss from equity method investments and (ii) cash distributions received from our equity method investments. Cash distributions received from our equity method investments are included in segment income.

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Description of Business and Organization - Additional Information (Details)	Mar. 31, 2018 Restaurant Country
Basis Of Presentation [Line Items]
Number of restaurants in operation	24,559
Number of countries in which company and franchise restaurants operated (more than) | Country	100
Percentage of franchised Tim Hortons and Burger King restaurants	100.00%
Tim Hortons
Basis Of Presentation [Line Items]
Number of restaurants in operation	4,774
Burger King
Basis Of Presentation [Line Items]
Number of restaurants in operation	16,859
Popeyes
Basis Of Presentation [Line Items]
Number of restaurants in operation	2,926

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Basis of Presentation and Consolidation - Additional Information (Details) - Restaurant	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Summary Of Accounting Policies [Line Items]
Equity method investment ownership percentage	50.00%
Restaurant VIEs
Summary Of Accounting Policies [Line Items]
Number of consolidated restaurants	23	31

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Basis of Presentation and Consolidation - Reclassification of certain assets (Details) - USD ($) $ in Millions	Mar. 31, 2018	Jan. 01, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 852.4	$ 1,097.4	$ 1,097.4	$ 952.6	$ 1,475.8
Accounts and notes receivable, net	467.6	488.8	488.8
Inventories, net	74.6	78.0	78.0
Advertising fund restricted assets			0.0
Prepaids and other current assets	87.8	62.4	85.4
Total current assets	1,482.4	1,726.6	1,749.6
Current liabilities:
Accounts and drafts payable	416.4	496.2	496.2
Other accrued liabilities	636.6	874.6	865.7
Gift card liability	107.3	171.9	214.9
Advertising fund liabilities			0.0
Current portion of long term debt and capital leases	78.8	78.2	78.2
Total current liabilities	$ 1,239.1	$ 1,620.9	1,655.0
As Reported
Current assets:
Cash and cash equivalents			1,073.4
Accounts and notes receivable, net			455.9
Inventories, net			78.0
Advertising fund restricted assets			83.3
Prepaids and other current assets			59.0
Total current assets			1,749.6
Current liabilities:
Accounts and drafts payable			412.9
Other accrued liabilities			838.2
Gift card liability			214.9
Advertising fund liabilities			110.8
Current portion of long term debt and capital leases			78.2
Total current liabilities			1,655.0
Reclassification
Current assets:
Cash and cash equivalents			24.0
Accounts and notes receivable, net			32.9
Inventories, net			0.0
Advertising fund restricted assets			(83.3)
Prepaids and other current assets			26.4
Total current assets			0.0
Current liabilities:
Accounts and drafts payable			83.3
Other accrued liabilities			27.5
Gift card liability			0.0
Advertising fund liabilities			(110.8)
Current portion of long term debt and capital leases			0.0
Total current liabilities			$ 0.0

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New Accounting Pronouncements - Narrative (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2018	Mar. 31, 2017
Accounting Changes and Error Corrections [Abstract]
Interest expense, net	$ 3.6	$ (140.1)	$ (111.4)

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Revenue Recognition Narrative (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2018	Mar. 31, 2017	Jan. 01, 2018	Dec. 31, 2017
Deferred Revenue Arrangement [Line Items]
Retained earnings	$ 553.9	$ 553.9		$ 518.6	$ 650.6
Other liabilities, net	1,820.4	1,820.4		1,880.8	1,455.1
Other assets, net	539.4	539.4		531.4	424.8
Shareholders' Equity	4,242.4	4,242.4		4,310.8	4,560.6
Deferred income taxes, net	1,432.9	1,432.9		1,449.9	1,508.1
Prepaids and other current assets	87.8	87.8		62.4	85.4
Gift card liability	107.3	107.3		171.9	214.9
Franchise and property revenues		706.0	$ 450.2
Income tax expense		1.7	37.8
Franchise fees		104.4	111.0
Selling, general and administrative expenses		301.3	121.9
Interest expense, net	3.6	(140.1)	$ (111.4)
Difference between Revenue Guidance in Effect before and after Topic 606
Deferred Revenue Arrangement [Line Items]
Franchise fees		(0.2)
Selling, general and administrative expenses		(190.5)
Interest expense, net		(0.5)
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606
Deferred Revenue Arrangement [Line Items]
Retained earnings	136.6	136.6		249.8	(132.0)
Other liabilities, net	(430.2)	(430.2)			425.7
Other assets, net	(106.6)	(106.6)		106.6	106.6
Shareholders' Equity	255.9	255.9			(249.8)
Deferred income taxes, net	60.3	60.3			(58.2)
Prepaids and other current assets	27.7	27.7			(23.0)
Gift card liability	$ 43.6	43.6			$ (43.0)
Franchise and property revenues		(182.0)
Income tax expense		2.1
Franchise fees		(0.2)
Selling, general and administrative expenses		(190.5)
Interest expense, net		(0.5)
Franchise Fees | Difference between Revenue Guidance in Effect before and after Topic 606
Deferred Revenue Arrangement [Line Items]
Franchise and property revenues		3.9
Income tax expense		1.1
Franchise Fees | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606
Deferred Revenue Arrangement [Line Items]
Other liabilities, net				320.7
Deferred income taxes, net				(67.1)
MFDA Arrangements | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606
Deferred Revenue Arrangement [Line Items]
Other liabilities, net				105.0
Shareholders' Equity				1.6
Advertising Funds | Difference between Revenue Guidance in Effect before and after Topic 606
Deferred Revenue Arrangement [Line Items]
Franchise and property revenues		(185.9)
Income tax expense		$ 1.0
Advertising Funds | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606
Deferred Revenue Arrangement [Line Items]
Shareholders' Equity				(23.0)
Prepaids and other current assets				(23.0)
Gift Cards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606
Deferred Revenue Arrangement [Line Items]
Shareholders' Equity				(25.2)
Deferred income taxes, net				(8.9)
Gift card liability				(43.0)
Other accrued liabilities				$ 8.9

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Revenue Recognition - Change in contract liabilities (Details) $ in Millions	3 Months Ended
	Mar. 31, 2018 USD ($)
Change In Contract With Customer Liability [Roll Forward]
Beginning balance	$ 455.0
Revenue recognized that was included in the contract liability balance at the beginning of the year	(12.2)
Increase, excluding amounts recognized as revenue during the period	14.3
Impact of foreign currency translation	0.6
Ending balance	$ 457.7

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Revenue Recognition - Estimated revenue recognition (Details) $ in Millions	Mar. 31, 2018 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing Of Satisfaction [Line Items]
Contract liabilities expected to be recognized	$ 457.7
2018
Revenue, Remaining Performance Obligation, Expected Timing Of Satisfaction [Line Items]
Contract liabilities expected to be recognized	24.7
2019
Revenue, Remaining Performance Obligation, Expected Timing Of Satisfaction [Line Items]
Contract liabilities expected to be recognized	32.4
2020
Revenue, Remaining Performance Obligation, Expected Timing Of Satisfaction [Line Items]
Contract liabilities expected to be recognized	31.7
2021
Revenue, Remaining Performance Obligation, Expected Timing Of Satisfaction [Line Items]
Contract liabilities expected to be recognized	31.1
2022
Revenue, Remaining Performance Obligation, Expected Timing Of Satisfaction [Line Items]
Contract liabilities expected to be recognized	30.4
Thereafter
Revenue, Remaining Performance Obligation, Expected Timing Of Satisfaction [Line Items]
Contract liabilities expected to be recognized	$ 307.4

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Revenue Recognition - Disaggregation of total revenues (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenues	$ 1,253.8	$ 1,000.6
Sales
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenues	547.8	550.4
Royalties
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenues	510.4	242.0
Property revenues
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenues	177.8	175.0
Franchise fees and other revenue
Revenue Recognition, Multiple-deliverable Arrangements [Line Items]
Revenues	$ 17.8	$ 33.2

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Revenue Recognition - Adjustments to balance sheet due to Topic 606 and Pro Forma adjustments (Details) - USD ($) $ in Millions	Mar. 31, 2018	Jan. 01, 2018	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 852.4	$ 1,097.4	$ 1,097.4	$ 952.6	$ 1,475.8
Accounts and notes receivable, net	467.6	488.8	488.8
Inventories, net	74.6	78.0	78.0
Prepaids and other current assets	87.8	62.4	85.4
Total current assets	1,482.4	1,726.6	1,749.6
Property and equipment, net	2,072.7	2,133.3	2,133.3
Intangible assets, net	10,904.6	11,062.2	11,062.2
Goodwill	5,693.5	5,782.3	5,782.3
Net investment in property leased to franchisees	66.9	71.3	71.3
Other assets, net	539.4	531.4	424.8
Total assets	20,759.5	21,307.1	21,223.5
Current liabilities:
Accounts and drafts payable	416.4	496.2	496.2
Other accrued liabilities	636.6	874.6	865.7
Gift card liability	107.3	171.9	214.9
Current portion of long term debt and capital leases	78.8	78.2	78.2
Total current liabilities	1,239.1	1,620.9	1,655.0
Term debt, net of current portion	11,788.1	11,800.9	11,800.9
Capital leases, net of current portion	236.6	243.8	243.8
Other liabilities, net	1,820.4	1,880.8	1,455.1
Deferred income taxes, net	1,432.9	1,449.9	1,508.1
Total liabilities	16,517.1	16,996.3	16,662.9
Shareholders’ equity:
Common shares	2,096.6	2,051.5	2,051.5
Retained earnings	553.9	518.6	650.6
Accumulated other comprehensive income (loss)	(572.5)	(475.7)	(475.7)
Total Restaurant Brands International Inc. shareholders’ equity	2,078.0	2,094.4	2,226.4
Noncontrolling interests	2,164.4	2,216.4	2,334.2
Total shareholders’ equity	4,242.4	4,310.8	4,560.6
Total liabilities and shareholders’ equity	20,759.5	21,307.1	21,223.5
Total Adjustments | Accounting Standards Update 2014-09
Current assets:
Cash and cash equivalents	0.0		0.0
Accounts and notes receivable, net	0.0		0.0
Inventories, net	0.0		0.0
Prepaids and other current assets	27.7		(23.0)
Total current assets	27.7		(23.0)
Property and equipment, net	0.0		0.0
Intangible assets, net	0.0		0.0
Goodwill	0.0		0.0
Net investment in property leased to franchisees	0.0		0.0
Other assets, net	(106.6)	106.6	106.6
Total assets	(78.9)		83.6
Current liabilities:
Accounts and drafts payable	1.9		0.0
Other accrued liabilities	(10.4)		8.9
Gift card liability	43.6		(43.0)
Current portion of long term debt and capital leases	0.0		0.0
Total current liabilities	35.1		(34.1)
Term debt, net of current portion	0.0		0.0
Capital leases, net of current portion	0.0		0.0
Other liabilities, net	(430.2)		425.7
Deferred income taxes, net	60.3		(58.2)
Total liabilities	(334.8)		333.4
Shareholders’ equity:
Common shares	0.0		0.0
Retained earnings	136.6	$ 249.8	(132.0)
Accumulated other comprehensive income (loss)	0.0		0.0
Total Restaurant Brands International Inc. shareholders’ equity	136.6		(132.0)
Noncontrolling interests	119.3		(117.8)
Total shareholders’ equity	255.9		(249.8)
Total liabilities and shareholders’ equity	(78.9)		$ 83.6
Amounts Under Previous Standards
Current assets:
Cash and cash equivalents	852.4
Accounts and notes receivable, net	467.6
Inventories, net	74.6
Prepaids and other current assets	115.5
Total current assets	1,510.1
Property and equipment, net	2,072.7
Intangible assets, net	10,904.6
Goodwill	5,693.5
Net investment in property leased to franchisees	66.9
Other assets, net	432.8
Total assets	20,680.6
Current liabilities:
Accounts and drafts payable	418.3
Other accrued liabilities	626.2
Gift card liability	150.9
Current portion of long term debt and capital leases	78.8
Total current liabilities	1,274.2
Term debt, net of current portion	11,788.1
Capital leases, net of current portion	236.6
Other liabilities, net	1,390.2
Deferred income taxes, net	1,493.2
Total liabilities	16,182.3
Shareholders’ equity:
Common shares	2,096.6
Retained earnings	690.5
Accumulated other comprehensive income (loss)	(572.5)
Total Restaurant Brands International Inc. shareholders’ equity	2,214.6
Noncontrolling interests	2,283.7
Total shareholders’ equity	4,498.3
Total liabilities and shareholders’ equity	$ 20,680.6

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Revenue Recognition - Pro Forma adjustments to income statement (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2018	Mar. 31, 2017
Revenues:
Sales		$ 547.8	$ 550.4
Franchise and property revenues		706.0	450.2
Total revenues		1,253.8	1,000.6
Operating costs and expenses:
Cost of sales		429.1	423.4
Franchise and property expenses		104.4	111.0
Selling, general and administrative expenses (Note 4)		301.3	121.9
(Income) loss from equity method investments		(14.3)	(5.7)
Other operating expenses (income), net		12.7	13.8
Total operating costs and expenses		833.2	664.4
Income from operations		420.6	336.2
Interest expense, net	$ (3.6)	140.1	111.4
Income before income taxes		280.5	204.4
Income tax expense		1.7	37.8
Net income		278.8	166.6
Net income attributable to noncontrolling interests		131.0	48.9
Net income attributable to common shareholders		$ 147.8	$ 50.2
Earnings Per Share, Basic and Diluted [Abstract]
Basic (in usd per share)		$ 0.60	$ 0.21
Diluted (in usd per share)		$ 0.59	$ 0.21
Total Adjustments
Operating costs and expenses:
Franchise and property expenses		$ (0.2)
Selling, general and administrative expenses (Note 4)		(190.5)
Interest expense, net		0.5
Amounts Under Previous Standards
Revenues:
Sales		547.8
Franchise and property revenues		524.0
Total revenues		1,071.8
Operating costs and expenses:
Cost of sales		429.1
Franchise and property expenses		104.2
Selling, general and administrative expenses (Note 4)		110.8
(Income) loss from equity method investments		(14.3)
Other operating expenses (income), net		12.7
Total operating costs and expenses		642.5
Income from operations		429.3
Interest expense, net		140.6
Income before income taxes		288.7
Income tax expense		3.8
Net income		284.9
Net income attributable to noncontrolling interests		133.9
Net income attributable to common shareholders		$ 151.0
Earnings Per Share, Basic and Diluted [Abstract]
Basic (in usd per share)		$ 0.61
Diluted (in usd per share)		$ 0.60
Accounting Standards Update 2014-09 | Total Adjustments
Revenues:
Sales		$ 0.0
Franchise and property revenues		(182.0)
Total revenues		(182.0)
Operating costs and expenses:
Cost of sales		0.0
Franchise and property expenses		(0.2)
Selling, general and administrative expenses (Note 4)		(190.5)
(Income) loss from equity method investments		0.0
Other operating expenses (income), net		0.0
Total operating costs and expenses		(190.7)
Income from operations		8.7
Interest expense, net		0.5
Income before income taxes		8.2
Income tax expense		2.1
Net income		6.1
Net income attributable to noncontrolling interests		2.9
Net income attributable to common shareholders		$ 3.2

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Revenue Recognition - Pro Forma adjustments to cash flow statement (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash flows from operating activities:
Net income	$ 278.8	$ 166.6
Adjustments to reconcile net income to net cash (used for) provided by operating activities:
Depreciation and amortization	47.0	43.4
Amortization of deferred financing costs and debt issuance discount	7.2	8.5
(Income) loss from equity method investments	(14.3)	(5.7)
Loss (gain) on remeasurement of foreign denominated transactions	16.4	10.4
Net losses on derivatives	1.9	5.8
Share-based compensation expense	13.3	16.5
Deferred income taxes	(19.0)	15.3
Other	3.7	3.6
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Accounts and notes receivable	15.4	47.8
Inventories and prepaids and other current assets	(7.0)	7.8
Accounts and drafts payable	(72.8)	38.9
Other accrued liabilities and gift card liability	(374.7)
Other long-term assets and liabilities	(6.9)	(5.3)
Net cash (used for) provided by operating activities	(111.0)	$ 288.9
Total Adjustments | Accounting Standards Update 2014-09
Cash flows from operating activities:
Net income	6.1
Adjustments to reconcile net income to net cash (used for) provided by operating activities:
Depreciation and amortization	0.0
Amortization of deferred financing costs and debt issuance discount	0.0
(Income) loss from equity method investments	0.0
Loss (gain) on remeasurement of foreign denominated transactions	0.0
Net losses on derivatives	0.0
Share-based compensation expense	0.0
Deferred income taxes	2.1
Other	0.0
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Accounts and notes receivable	0.0
Inventories and prepaids and other current assets	(4.7)
Accounts and drafts payable	1.9
Other accrued liabilities and gift card liability	(0.9)
Other long-term assets and liabilities	(4.5)
Net cash (used for) provided by operating activities	0.0
Amounts Under Previous Standards
Cash flows from operating activities:
Net income	284.9
Adjustments to reconcile net income to net cash (used for) provided by operating activities:
Depreciation and amortization	47.0
Amortization of deferred financing costs and debt issuance discount	7.2
(Income) loss from equity method investments	(14.3)
Loss (gain) on remeasurement of foreign denominated transactions	16.4
Net losses on derivatives	1.9
Share-based compensation expense	13.3
Deferred income taxes	(16.9)
Other	3.7
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Accounts and notes receivable	15.4
Inventories and prepaids and other current assets	(11.7)
Accounts and drafts payable	(70.9)
Other accrued liabilities and gift card liability	(375.6)
Other long-term assets and liabilities	(11.4)
Net cash (used for) provided by operating activities	$ (111.0)

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Earnings Per Share - Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Numerator:
Net income attributable to common shareholders - basic	$ 147.8	$ 50.2
Add: Net income attributable to noncontrolling interests	130.8	48.5
Net income available to common shareholders and noncontrolling interests - diluted	$ 278.6	$ 98.7
Denominator:
Weighted average common shares - basic (shares)	245.9	234.7
Exchange of noncontrolling interests for common shares (Note 11)	217.7	226.9
Effect of other dilutive securities (shares)	10.3	14.9
Weighted average common shares - diluted (shares)	473.9	476.5
Basic earnings per share (in usd per share)	$ 0.60	$ 0.21
Diluted earnings per share (in usd per share)	$ 0.59	$ 0.21
Anti-dilutive securities outstanding (shares)	5.9	3.5

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Intangible Assets, Net and Goodwill - Schedule of Intangible Assets, Net and Goodwill (Details) - USD ($) $ in Millions	Mar. 31, 2018	Jan. 01, 2018	Dec. 31, 2017
Finite And Indefinite Lived Intangible Assets [Line Items]
Identifiable assets, Gross	$ 1,173.1		$ 1,180.4
Identifiable assets, accumulated amortization	(377.3)		(361.7)
Identifiable assets, Net	795.8		818.7
Intangible assets, net	10,904.6	$ 11,062.2	11,062.2
Goodwill	5,693.5	$ 5,782.3	5,782.3
Trade Names
Finite And Indefinite Lived Intangible Assets [Line Items]
Indefinite lived intangible assets:	10,108.8		10,243.5
Tim Hortons
Finite And Indefinite Lived Intangible Assets [Line Items]
Goodwill	4,232.0		4,325.8
Tim Hortons | Trade Names
Finite And Indefinite Lived Intangible Assets [Line Items]
Indefinite lived intangible assets:	6,574.3		6,727.1
Burger King
Finite And Indefinite Lived Intangible Assets [Line Items]
Goodwill	615.7		610.7
Burger King | Trade Names
Finite And Indefinite Lived Intangible Assets [Line Items]
Indefinite lived intangible assets:	2,179.6		2,161.5
Popeyes
Finite And Indefinite Lived Intangible Assets [Line Items]
Goodwill	845.8		845.8
Popeyes | Trade Names
Finite And Indefinite Lived Intangible Assets [Line Items]
Indefinite lived intangible assets:	1,354.9		1,354.9
Franchise agreements
Finite And Indefinite Lived Intangible Assets [Line Items]
Identifiable assets, Gross	724.7		724.7
Identifiable assets, accumulated amortization	(176.5)		(168.0)
Identifiable assets, Net	548.2		556.7
Favorable leases
Finite And Indefinite Lived Intangible Assets [Line Items]
Identifiable assets, Gross	448.4		455.7
Identifiable assets, accumulated amortization	(200.8)		(193.7)
Identifiable assets, Net	$ 247.6		$ 262.0

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Intangible Assets, Net and Goodwill - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense on intangible assets	$ 18.0	$ 17.5

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Equity Method Investments - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Schedule of Equity Method Investments [Line Items]
Joint-venture interest	50.00%
Increase to carrying value of equity method investment	$ 20.4
Equity Method Investee
Schedule of Equity Method Investments [Line Items]
Accounts receivable from equity method investments	33.5		$ 31.9
Wendy's Company TIMWEN Partnership | Tim Hortons
Schedule of Equity Method Investments [Line Items]
Cash distributions	2.9	$ 2.4
Contingent rent expense	4.5	$ 4.5
Carrols Restaurant Group, Inc.
Schedule of Equity Method Investments [Line Items]
Quoted market price	$ 105.4
BK Brasil
Schedule of Equity Method Investments [Line Items]
Joint-venture interest	10.10%
Quoted market price	$ 107.6
Other assets
Schedule of Equity Method Investments [Line Items]
Equity method investments	$ 272.2		$ 155.1
Canada | Wendy's Company TIMWEN Partnership
Schedule of Equity Method Investments [Line Items]
Joint-venture interest	50.00%
United States | Carrols Restaurant Group, Inc.
Schedule of Equity Method Investments [Line Items]
Joint-venture interest	20.70%

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Equity Method Investments - Summary of Franchise and Property Revenues (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues from affiliates:
Total	$ 706.0	$ 450.2
Affiliates
Revenues from affiliates:
Royalties	68.2	38.5
Property revenues	8.8	6.3
Franchise fees and other revenue	2.3	5.7
Total	$ 79.3	$ 50.5

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Other Accrued Liabilities and Other Liabilities, Net - Schedule of Other Accrued Liabilities (Current) and Other Liabilities (Noncurrent), Net (Detail) - USD ($) $ in Millions	Mar. 31, 2018	Jan. 01, 2018	Dec. 31, 2017
Current:
Dividend payable	$ 210.0		$ 96.9
Interest payable	93.0		88.6
Accrued compensation and benefits	36.6		66.6
Taxes payable	112.3		401.0
Deferred income	28.7		42.9
Accrued advertising expenses	27.9		27.5
Closed property reserve	12.4		10.8
Restructuring and other provisions	11.2		12.0
Other	104.5		119.4
Other accrued liabilities	636.6	$ 874.6	865.7
Noncurrent:
Derivatives liabilities	458.1		498.5
Taxes payable	478.3		495.6
Contract liabilities, net	457.7		10.0
Unfavorable leases	236.9		251.8
Accrued pension	70.3		72.0
Accrued lease straight-lining liability	48.5		46.4
Deferred income	23.6		27.4
Other	47.0		53.4
Other liabilities, net	$ 1,820.4	$ 1,880.8	$ 1,455.1

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Long-Term Debt - Summary of Long-Term Debt (Detail) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Jan. 01, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Other	$ 85.2		$ 89.1
Less: unamortized deferred financing costs and deferred issue discount	(163.1)		(170.1)
Total debt, net	11,844.7		11,857.7
Less: current maturities of debt	(56.6)		(56.8)
Total long-term debt	11,788.1	$ 11,800.9	11,800.9
Term Loan Facility (due February 17, 2024)
Debt Instrument [Line Items]
Term Loan Facility (due February 17, 2024)	$ 6,372.6		6,388.7
Maturity dates	Feb. 17, 2024
2017 4.25% Senior Notes (due May 15, 2024)
Debt Instrument [Line Items]
Senior notes	$ 1,500.0		1,500.0
Maturity dates	May 15, 2024
2015 4.625% Senior Notes (due January 15, 2022)
Debt Instrument [Line Items]
Senior notes	$ 1,250.0		1,250.0
Maturity dates	Jan. 12, 2022
2017 5.00% Senior Notes (due October 15, 2025)
Debt Instrument [Line Items]
Senior notes	$ 2,800.0		$ 2,800.0
Maturity dates	Oct. 15, 2025

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Long-Term Debt - Revolving Credit Facility - Additional Information (Detail) - Revolving credit facility	Mar. 31, 2018 USD ($)
Line of Credit Facility [Line Items]
Amount outstanding under credit facility	$ 0
Letter of credit sublimit as part of revolving credit facility	125,000,000
Letters of credit issued against credit facility	4,600,000
Remaining borrowing capacity	$ 495,400,000

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Long-Term Debt - Fair Value Measurement - Additional Information (Detail) - USD ($) $ in Billions	Mar. 31, 2018	Dec. 31, 2017
Debt Disclosure [Abstract]
Fair value of variable rate term debt and bonds	$ 11.7	$ 12.0
Long-term debt, gross	$ 11.9	$ 11.9

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Long-Term Debt - Schedule of Interest Expense, Net and Other (Detail) - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2018	Mar. 31, 2017
Debt Disclosure [Abstract]
Debt		$ 129.4	$ 100.0
Capital lease obligations		6.1	5.0
Amortization of deferred financing costs and debt issuance discount		7.2	8.5
Interest income		(2.6)	(2.1)
Interest expense, net	$ (3.6)	$ 140.1	$ 111.4

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Income Taxes - Additional Information (Details)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Effective income tax rate	0.60%	18.50%

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Shareholders' Equity - Additional Information (Details) - shares	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Partnerships Exchangeable Units
Stockholders Equity [Line Items]
Exchange of partnership exchangeable units for RBI common shares, shares	29,432
Restaurant Brands International Limited Partnership
Stockholders Equity [Line Items]
Partnership exchangeable units economic interest	46.60%	47.20%
Partnership exchangeable units economic interest, shares	217,679,492	217,708,924

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Shareholders' Equity - Summary of Change in Components of AOCI (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balances	$ 2,226.4
Foreign currency translation adjustment	(215.6)	$ 105.8
Net change in fair value of derivatives, net of tax	27.4
Amounts reclassified to earnings of cash flow hedges, net of tax	5.7	3.7
Pension and post-retirement benefit plans, net of tax	0.2	$ (0.3)
Other comprehensive income attributable to noncontrolling interests	85.5
Ending balances	2,078.0
Accumulated Other Comprehensive Income (Loss)
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balances	(475.7)
Ending balances	(572.5)
Derivatives
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balances	96.8
Net change in fair value of derivatives, net of tax	27.4
Amounts reclassified to earnings of cash flow hedges, net of tax	(5.7)
Other comprehensive income attributable to noncontrolling interests	(15.6)
Ending balances	114.3
Pensions
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balances	(15.3)
Pension and post-retirement benefit plans, net of tax	0.2
Other comprehensive income attributable to noncontrolling interests	(0.1)
Ending balances	(15.2)
Foreign Currency Translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balances	(557.2)
Foreign currency translation adjustment	(215.6)
Other comprehensive income attributable to noncontrolling interests	101.2
Ending balances	$ (671.6)

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Derivative Instruments - Additional Information (Details) $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2018 USD ($)	Jun. 30, 2017 USD ($)	Dec. 31, 2015 USD ($)	Mar. 31, 2018 EUR (€)	Jun. 30, 2017 CAD ($)
Maximum
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Interest rate swaps	$ 188,000,000.0
Interest rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of pre-tax losses in AOCI expect to be reclassified into interest expense	12,300,000
Interest rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Interest rate swaps			$ 2,500,000,000
Cross-currency rate swaps, maturity date			Mar. 31, 2021
Interest rate swaps | Interest rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Net unrealized loss remaining in AOCI			$ 84,600,000
Cross currency interest rate contract
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Cash received on hedge		$ 763,500,000
Net unrealized gains as of termination date		533,400,000
Cross currency interest rate contract | Fixed income interest rate
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Interest rate swaps		5,000,000,000			$ 6,753.5
Cross currency interest rate contract | Fixed income interest rate | Hedge Funds
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Interest rate swaps	$ 1,200,000,000			€ 1,107,800,000.0
Cross currency interest rate contract | United States dollar
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Interest rate swaps		$ 5,000,000,000
Interest Rate Swaps outstanding | Interest rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Type of interest rate paid on swap			fixed

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Derivative Instruments - Quantitative Disclosures of Derivative Instruments (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain or (Loss) Reclassified from AOCI into Earnings	$ (1.9)	$ (5.8)
Derivatives designated as cash flow hedges | Interest rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss) (Effective Portion)	28.7	(5.0)
Derivatives designated as cash flow hedges | Interest rate swaps | Reclassification out of accumulated other comprehensive income
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain or (Loss) Reclassified from AOCI into Earnings	(5.5)	(5.9)
Derivatives designated as cash flow hedges | Forward-currency contracts
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss) (Effective Portion)	5.3	1.5
Derivatives designated as cash flow hedges | Forward-currency contracts | Reclassification out of accumulated other comprehensive income
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain or (Loss) Reclassified from AOCI into Earnings	(2.3)	0.9
Derivatives designated as net investment hedges | Cross-currency rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain (Loss) Recognized in Other Comprehensive Income (Loss) (Effective Portion)	11.1	(54.2)
Derivatives designated as net investment hedges | Cross-currency rate swaps | Interest rate swaps
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gain or (Loss) Recognized in Earnings (Amount Excluded from Effectiveness Testing)	$ 3.6	$ 0.0

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Derivative Instruments - Summary of Fair Value Measurements (Details) - USD ($) $ in Millions	Mar. 31, 2018	Dec. 31, 2017
Derivative [Line Items]
Derivatives assets designated as cash flow hedges	$ 4.2	$ 0.5
Derivatives liabilities designated as cash flow hedges	459.3	503.6
Derivatives designated as cash flow hedges | Foreign currency | Prepaids and other current assets
Derivative [Line Items]
Derivatives assets designated as cash flow hedges	4.2	0.5
Derivatives designated as cash flow hedges | Foreign currency | Other accrued liabilities
Derivative [Line Items]
Derivatives liabilities designated as cash flow hedges	1.2	5.1
Derivatives designated as cash flow hedges | Interest rate | Other liabilities, net
Derivative [Line Items]
Derivatives liabilities designated as cash flow hedges	10.9	42.1
Derivatives designated as net investment hedges | Foreign currency | Other liabilities, net
Derivative [Line Items]
Derivatives liabilities designated as cash flow hedges	$ 447.2	$ 456.4

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Other Operating Expenses (Income), net - Other Operating Expenses (Income), Net (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Other Income and Expenses [Abstract]
Net losses (gains) on disposal of assets, restaurant closures, and refranchisings	$ 1.7	$ 2.9
Litigation settlements (gains) and reserves, net	(6.1)	0.0
Net losses (gains) on foreign exchange	16.4	10.4
Other, net	0.7	0.5
Other operating expenses (income), net	$ 12.7	$ 13.8

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Commitments and Contingencies (Details) - plaintiff	Oct. 06, 2017	Jun. 19, 2017
Pending litigation
Loss Contingencies [Line Items]
Number of plaintiffs	2	2

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Segment Reporting - Additional Information (Details)	3 Months Ended
	Mar. 31, 2018 Segment Brand
Segment Reporting, Revenue Reconciling Item [Line Items]
Number of brands | Brand	3
Tim Hortons Burger King And Popeyes Brand
Segment Reporting, Revenue Reconciling Item [Line Items]
Number of operating segments	3
Number of reportable segments	3

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Segment Reporting - Revenues by Operating Segment and Country (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenue, Major Customer [Line Items]
Total revenues	$ 1,253.8	$ 1,000.6
Canada
Revenue, Major Customer [Line Items]
Total revenues	692.4	657.0
United States
Revenue, Major Customer [Line Items]
Total revenues	420.7	232.4
Other
Revenue, Major Customer [Line Items]
Total revenues	140.7	111.2
Tim Hortons
Revenue, Major Customer [Line Items]
Total revenues	763.5	733.6
Burger King
Revenue, Major Customer [Line Items]
Total revenues	389.9	267.0
Popeyes
Revenue, Major Customer [Line Items]
Total revenues	100.4	$ 0.0
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606
Revenue, Major Customer [Line Items]
Total revenues	(182.0)
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606
Revenue, Major Customer [Line Items]
Total revenues	1,071.8
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | Tim Hortons
Revenue, Major Customer [Line Items]
Total revenues	711.8
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | Burger King
Revenue, Major Customer [Line Items]
Total revenues	292.8
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | Popeyes
Revenue, Major Customer [Line Items]
Total revenues	$ 67.2

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Segment Reporting - Reconciliation of Segment Income to Net Income (Loss) (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2018	Mar. 31, 2017
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted EBITDA		$ 497.8	$ 443.3
Impact of equity method investments		(14.3)	(5.7)
Other operating expenses (income), net		12.7	13.8
EBITDA		467.6	379.5
Depreciation and amortization		47.0	43.3
Income from operations		420.6	336.2
Interest expense, net	$ (3.6)	140.1	111.4
Loss on early extinguishment of debt		0.0	20.4
Income tax expense		1.7	37.8
Net income		278.8	166.6
Popeyes Acquisition
Segment Reporting, Revenue Reconciling Item [Line Items]
PLK Transaction costs		5.1	34.4
Unallocated Management G&A
Segment Reporting, Revenue Reconciling Item [Line Items]
Share-based compensation and non-cash incentive compensation expense		15.3	18.5
Corporate restructuring and tax advisory fees		7.1	0.0
Impact of equity method investments		(10.0)	(2.9)
Other operating expenses (income), net		12.7	13.8
Tim Hortons | Operating Segments
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted EBITDA		245.2	256.2
Burger King | Operating Segments
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted EBITDA		214.1	187.1
Popeyes | Operating Segments
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted EBITDA		38.5	$ 0.0
Difference between Revenue Guidance in Effect before and after Topic 606
Segment Reporting, Revenue Reconciling Item [Line Items]
Interest expense, net		0.5
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606
Segment Reporting, Revenue Reconciling Item [Line Items]
Impact of equity method investments		0.0
Other operating expenses (income), net		0.0
Income from operations		8.7
Interest expense, net		0.5
Income tax expense		2.1
Net income		6.1
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted EBITDA		506.3
EBITDA		476.1
Depreciation and amortization		46.8
Income from operations		429.3
Interest expense, net		140.6
Loss on early extinguishment of debt		0.0
Income tax expense		3.8
Net income		284.9
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | Popeyes Acquisition
Segment Reporting, Revenue Reconciling Item [Line Items]
PLK Transaction costs		5.1
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | Unallocated Management G&A
Segment Reporting, Revenue Reconciling Item [Line Items]
Share-based compensation and non-cash incentive compensation expense		15.3
Corporate restructuring and tax advisory fees		7.1
Impact of equity method investments		(10.0)
Other operating expenses (income), net		12.7
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | Tim Hortons | Operating Segments
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted EBITDA		250.5
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | Burger King | Operating Segments
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted EBITDA		215.0
2018 Amounts Under Previous Standards | Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | Popeyes | Operating Segments
Segment Reporting, Revenue Reconciling Item [Line Items]
Adjusted EBITDA		$ 40.8

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Subsequent Events - Dividends (Details) - $ / shares			3 Months Ended
	Apr. 24, 2018	Apr. 02, 2018	Mar. 31, 2018	Mar. 31, 2017
Subsequent Event [Line Items]
Cash dividend declared by board (in usd per share)			$ 0.45	$ 0.18
Subsequent Event
Subsequent Event [Line Items]
Cash dividend paid per common share (in usd per share)		$ 0.45
Dividend payable record date	May 15, 2018	Mar. 15, 2018
Cash dividend declared by board (in usd per share)	$ 0.45
Dividend to be paid date	Jul. 03, 2018
Subsequent Event | Partnerships Exchangeable Units
Subsequent Event [Line Items]
Partnership exchangeable unit (in usd per unit)	$ 0.45	$ 0.45