Burger King 2011 Annual Report Download - page 28

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Table of Contents
Part II
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Market for Our Common Stock
Prior to our acquisition by 3G, our common stock was listed on the New York Stock Exchange under the ticker symbol “BKC”. As a result of the
acquisition, our common stock is no longer traded on the New York Stock Exchange. Our Senior Notes Indenture requires that we continue to file periodic
reports with the SEC as if we were subject to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). See Note 8 to our
audited Consolidated Financial Statements included in Part II, Item 8 “Financial Statements and Supplementary Data”.
Dividend Policy
As a wholly-owned subsidiary of Burger King Worldwide Holdings, Inc., we will from time to time declare and pay dividends to our parent whenever our
Board approves such dividend. Our ability to declare and pay a dividend is subject to certain restrictions under Florida law and to the covenants in our credit
facility. Please see Note 14 to our audited Consolidated Financial Statements included in Part II, Item 8 “Financial Statements and Supplementary Data” for a
discussion of amounts paid as a dividend to our parent during the year ended December 31, 2011.
Item 6. Selected Financial Data
On October 19, 2010 (the “Acquisition Date”), we were acquired by an affiliate of 3G Capital in a transaction accounted for as a business combination
(the “Acquisition”). Unless the context otherwise requires, all references to “we”, “us”, “our” and “Successor” refer to Burger King Holdings, Inc. and all its
subsidiaries, including BKC, for the periods subsequent to the Acquisition. All references to our “Predecessor” refer to Burger King Holdings, Inc. and all its
subsidiaries, including BKC, for all periods prior to the Acquisition, which operated under a different ownership and capital structure. In addition, the
Acquisition was accounted for under the acquisition method of accounting, which resulted in purchase price allocations that affect the comparability of results of
operations for periods before and after the Acquisition.
The following tables present selected consolidated financial and other data for us and our Predecessor for each of the periods indicated. All references to
2011 in this section are to year ended December 31, 2011 and have been derived from our audited consolidated financial statements and notes thereto included in
this report. All references to the Transition Period in this section are to the six months ended December 31, 2010, derived by adding the results of operations of
our Predecessor from July 1, 2010 to October 18, 2010 to our results of operations from October 19, 2010 to December 31, 2010 and have been derived from our
audited consolidated financial statements and notes thereto included in this report. The selected historical financial data as of December 31, 2011 and 2010 have
been derived from our audited consolidated financial statements and notes thereto included in this report. All references to Fiscal 2010, 2009, 2008 and 2007
refer to the Predecessors fiscal years ended June 30, 2010, 2009, 2008 and 2007. The selected historical financial data for our Predecessor as of June 30, 2010
and for the period July 1, 2010 to October 18, 2010 and Fiscal 2010 and 2009 have been derived from our Predecessors audited consolidated financial
statements and the notes thereto included in this report. The selected historical financial data for our Predecessor as of June 30, 2009, 2008 and 2007 and for
Fiscal 2008 and 2007 have been derived from the audited consolidated financial statements and the notes thereto of our Predecessor, which are not included in
this report.
The combined financial data for the Transition Period has been derived from the audited consolidated financial statements of our Predecessor and us, but
has not been audited on a combined basis. This data does not comply with generally accepted accounting principles and is not intended to represent what our
operating results would have been if the Acquisition had occurred at the beginning of the period because the periods being combined are under two different
bases of accounting as a result of the Acquisition.
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Source: Burger King Holdings Inc, 10-K, March 14, 2012 Powered by Morningstar® Document Research