Acquisition (Tables)

6 Months Ended

Jun. 30, 2019

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]

The following table summarizes the preliminary allocation of the aggregate purchase price for the Cambridge Merger reflected in the condensed consolidated balance sheets as of June 30, 2019.



Inventory	$	2,865
Prepaid expenses	3,074
Other assets	2,230
Land and buildings	19,746
Restaurant equipment	26,729
Right-of-use assets	250,544
Leasehold improvements	3,941
Franchise fees	7,308
Franchise rights	144,499
Goodwill	67,639
Operating lease liabilities	(255,015		)
Accounts payable	(5,229		)
Accrued payroll, related taxes and benefits	(2,990		)
Other liabilities	(7,816		)
Net assets acquired	$	257,525

The following table summarizes the preliminary allocation of the aggregate purchase price for the 2019 acquisitions reflected in the condensed consolidated balance sheets as of June 30, 2019.



Inventory	$	147
Restaurant equipment	706
Restaurant equipment - subject to finance leases	150
Right-of-use assets	9,515
Leasehold improvements	6,205
Franchise fees	358
Franchise rights	8,849
Goodwill	55
Operating lease liabilities	(9,968		)
Finance lease liabilities for restaurant equipment	(185		)
Accounts payable	(44		)
Net assets acquired	$	15,788

Schedule of Business Acquisitions, by Acquisition [Table Text Block]

Since the beginning of 2018, the Company has acquired an aggregate of 222 Burger King restaurants and 55 Popeyes restaurants from other franchisees in the following transactions, some of which were acquired pursuant to the exercise of the ROFR (in thousands, except number of restaurants):



Closing Date		Number of Restaurants	Purchase Price		Market Location
2018 Acquisitions:
February 13, 2018	(1)	1	$	—	New York
August 21, 2018	(2)	2	1,666		Detroit, Michigan
September 5, 2018	(2)	31	25,930		Western Virginia
October 2, 2018		10	10,506		South Carolina and Georgia
		44	38,102
2019 Acquisitions:
April 30, 2019	(3)	220	257,525		Southeastern states
June 11, 2019		13	15,788		Baltimore, Maryland
Total 2018 and 2019 Acquisitions		277	$	311,415


(1)	The Company recorded a bargain purchase gain because the fair value of assets acquired, largely representing a franchise right asset of $0.3 million, exceeded the total fair value of consideration paid by $0.2 million.


(2)	Acquisitions resulting from the exercise of the ROFR with Burger King.


(3)	During the second quarter of 2019, the Company completed the merger with New CFH, LLC (“Cambridge”) and acquired 165 Burger King restaurants and 55 Popeyes restaurants. See further discussion below.

The following table summarizes the final allocation of the aggregate purchase price for the 2018 acquisitions reflected in the condensed consolidated balance sheets as of December 30, 2018.



Inventory	$	401
Restaurant equipment	2,092
Restaurant equipment - subject to finance leases	43
Leasehold improvements	1,329
Franchise fees	1,264
Franchise rights	31,275
Favorable leases	587
Deferred income taxes	346
Goodwill	1,677
Finance lease liabilities for restaurant equipment	(49		)
Unfavorable leases	(624		)
Accounts payable	(9		)
Net assets acquired	$	38,332

Business Acquisition, Pro Forma Information [Table Text Block]

The following table summarizes the Company's unaudited pro forma operating results:



	Three Months Ended					Six Months Ended
	June 30, 2019			July 1, 2018		June 30, 2019			July 1, 2018
Restaurant sales	$	397,213		$	394,283	$	764,014		$	750,412
Net income (loss)	$	(926	)	$	13,535	$	(8,440	)	$	14,655
Basic and diluted net income (loss) per share	$	(0.02	)	$	0.30	$	(0.22	)	$	0.32