CHILI'S RESTAURANT ACQUISITION

3 Months Ended

Sep. 29, 2021

Business Combinations [Abstract]

Chili's Restaurant Acquisition

On September 2, 2021, we completed the acquisition of certain assets and liabilities related to 23 previously franchised Chili’s restaurants located in the Mid-Atlantic region of the United States. Pro-forma financial information of the acquisition is not presented due to the immaterial impact of the financial results of the acquired restaurants in the Consolidated Financial Statements (Unaudited).

The total purchase price of $48.0 million, excluding post-closing adjustments, was funded with borrowings from our existing credit facility and proceeds from a sale leaseback transaction completed simultaneously with the acquisition (refer to Note 9 - Leases for further details on the sale leaseback transaction). We accounted for this acquisition as a business combination. The assets and liabilities of these restaurants were recorded at their preliminary fair values and are subject to revision as more detailed analyses are completed and additional information about the fair value of assets acquired and liabilities assumed becomes available. The final purchase price allocation is expected to be completed during the second quarter of fiscal 2022. The results of operations, and assets and liabilities, of these restaurants are included in the Consolidated Financial Statements (Unaudited) from the date of acquisition.

The fair value of tangible and intangible assets acquired was primarily based on significant inputs not observable in an active market, including estimates of replacement costs, future cash flows and discount rates. These inputs represent Level 3 fair value measurements as defined under GAAP. The preliminary amounts recorded for the fair value of acquired assets and liabilities at the acquisition date are as follows:

	Fair Value September 2, 2021
Current assets	$	1.4
Property and equipment(2)	46.2
Operating lease assets(2)	23.6
Reacquired franchise rights(1)	4.7
Current liabilities	(1.4)
Finance lease liabilities, less current portion	(3.7)
Operating lease liabilities, less current portion(2)	(23.1)
Net assets acquired(3)	$	47.7

(1)Reacquired franchise rights have a weighted average amortization period of approximately 15 years.

(2)Refer to Note 9 - Leases for further details.

(3)Net assets acquired at fair value are equal to the total purchase price of $48.0 million, less $0.3 million of closing adjustments.