Restaurant Brands International Inc.
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Item 1. Business
Company Overview
We are one of the world’s largest quick service restaurant (“QSR”) companies with nearly $47 billion in annual system-wide sales and over 33,000 restaurants in more than 120 countries and territories as of December 31, 2025. As of the date of this Annual Report on Form 10-K, over 95% of system-wide restaurants were franchised restaurants. Our remaining restaurants are Company restaurants, primarily restaurants we acquired as a part of the Carrols Acquisition, the vast majority of which we plan to refranchise over the coming years. We also operate some other Company restaurants as test locations for new initiatives and to develop operational talent.
Brand Overview
We own and franchise four iconic brands, Tim Hortons®, Burger King®, Popeyes®, and Firehouse Subs®. Our four iconic brands have complementary daypart mixes and product platforms that benefit from global scale and sharing of best practices while preserving the independence and rich heritage of each brand.
Tim Hortons® - Founded in 1964, Tim Hortons is one of the largest coffee and baked goods restaurant chains in North America and the largest in Canada as measured by total number of restaurants. Tim Hortons restaurants also serve a variety of hot and cold specialty beverages alongside delicious breakfast, lunch, and dinner offerings including sandwiches, wraps, flatbread pizzas, and more.
Burger King® - Founded in 1954, Burger King is the world’s second largest quick service hamburger restaurant chain, as measured by total number of restaurants, and is the Home of the Whopper®. Burger King restaurants feature flame-grilled hamburgers, chicken, and other specialty sandwiches.
Popeyes® - Founded in 1972, Popeyes is the world’s second largest quick service chicken concept, as measured by total number of restaurants, and delivers guests a unique “Louisiana” style menu featuring fried bone-in chicken, chicken tenders, chicken sandwiches, wings, and regional items.
Firehouse Subs® - Founded in 1994, Firehouse Subs is a leading player in the sandwich category in North America delivering guests hot and hearty subs piled high with quality steamed meats and cheese, as well as chili, soups, and other sides.
The following is a summary of our brands as of and for the year ended December 31, 2025:
| Number of Restaurants | |||||||||||||||||||||||||||||
| Brand | U.S. and Canada | International | Global | Number of Countries and Territories | Global System Wide Sales ($ in millions) | ||||||||||||||||||||||||
| Tim Hortons | 4,586 | 1,646 | 6,232 | 21 | $ | 8,248 | |||||||||||||||||||||||
| Burger King | 7,025 | 12,875 | 19,900 | 126 | $ | 29,368 | |||||||||||||||||||||||
| Popeyes | 3,578 | 1,835 | 5,413 | 51 | $ | 7,789 | |||||||||||||||||||||||
| Firehouse Subs | 1,449 | 47 | 1,496 | 9 | $ | 1,357 | |||||||||||||||||||||||
| Consolidated | 16,638 | 16,403 | 33,041 | $ | 46,762 | ||||||||||||||||||||||||
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Our Business Strategy
Our strategic focus is centered on delivering three core pillars – Quality, Service, and Convenience – which we believe resonate with guests, franchisees, and the broader market and will allow us to deliver financial growth to our franchisees and our shareholders.
•High Quality Food and Experienced Franchisees
◦We are dedicated to consistently serving our guests high-quality food and beverages, both through everyday menu items and innovative limited-time promotions. We believe the development of new products is a key driver of the long-term success of our brands. Based on guest feedback, we seek to drive innovation designed to increase traffic, expand our guest base, strengthen underutilized dayparts and continue to build brand leadership in food quality and taste. We seek to recruit experienced and motivated franchisees, provide them a quality business model and work with them to increase restaurant sales and profitability, as we believe that franchisee profitability is critical to growing our brands around the world.
•Service Excellence is at the Heart of the Guest Experience
◦We believe that promoting consistent service excellence, across all of our brands and restaurants, is vital to our growth. We are working to enhance the guest experience through comprehensive training programs, modernized restaurant operations that leverage innovative technology and digital solutions and reimaged restaurants that improve both aesthetics and operational efficiency. Enhancing capabilities such as loyalty programs and digital ordering platforms including kiosks, allows us to provide more seamless and personalized interactions with guests.
•Increasing Convenience
◦We are committed to increasing convenience for our guests by expanding our global footprint through accelerated net restaurant growth, renovating existing restaurants, and strengthening drive-thru and delivery channels. We believe that refreshed, renovated restaurants enhance our brands’ images and drive franchisee profitability, and we work collaboratively with our franchisees to upgrade the image of our brands.
We believe that our focus on these three pillars will not only enhance profitability for our business and our franchisees, but also reinforce our commitment to the local communities where our restaurants operate.
Operating Segments
We report our results under the following six operating and reportable segments:
1.Tim Hortons - Operations of our Tim Hortons brand in Canada and the U.S. (“TH”);
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Financial statements
data from SEC XBRL filings. Values are as-reported; restatements supersede originals. Values reported in .
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following Management’s Discussion and Analysis (“MD&A”) should be read in conjunction with the unaudited condensed consolidated financial statements and the related notes thereto (“Financial Statements”) in Item 1 and the Special Note Regarding Forward-Looking Statements later in this Item 2. All Note references herein refer to the Notes to the Financial Statements. Tabular amounts are displayed in millions of U.S. dollars except per share and unit count amounts, or as otherwise specifically identified. All references to “Canadian dollars” or “C$” are to the currency of Canada unless otherwise indicated. Percentages may not recompute due to rounding.
Overview
We are one of the world’s largest quick service restaurant (“QSR”) companies with nearly $49 billion in annual system-wide sales and over 33,000 restaurants, over 95% of which are franchised, in more than 120 countries and territories as of June 30, 2026. We own and franchise four iconic brands, Tim Hortons®, Burger King®, Popeyes®, and Firehouse Subs®. Our brands have complementary daypart mixes and product platforms that benefit from global scale and the sharing of best practices while preserving the independence and rich heritage of each brand.
We have six operating and reportable segments, including four franchisor segments for our Tim Hortons, Burger King, Popeyes, and Firehouse Subs brands in the U.S. and Canada (“TH”, “BK”, “PLK”, and “FHS”, respectively) and a fifth franchisor segment for all of our brands in the rest of the world (“INTL”). Additionally, we have a sixth operating and reportable segment, Restaurant Holdings (“RH”), which includes the operations of Burger King restaurants acquired as part of our acquisition of Carrols Restaurant Group Inc. (the “Carrols Acquisition”), as well as our acquisition of Popeyes China (“PLK China”) (“PLK China Acquisition”) and Firehouse Subs Brazil (“FHS Brazil”) restaurants.
RBI maintains the franchisor dynamics in its TH, BK, PLK, FHS, and INTL segments (“five franchisor segments”) to report results consistent with how the business will be managed long-term. This approach reflects RBI’s intent to refranchise the vast majority of the Carrols Burger King restaurants and to find new partners for PLK China and new investors for FHS Brazil and sunset the RH segment. RH results include Company restaurant sales and expenses, including expenses associated with royalties, rent, and advertising. These expenses are recognized, as applicable, as revenues in the respective franchisor segments (BK for the Carrols Burger King restaurants and INTL for PLK China and FHS Brazil restaurants) and eliminated upon consolidation.
Adjusted Operating Income represents our measure of segment income for each of our reportable segments and is used by management to measure operating performance. See Note 3, “Segment Reporting” of the Financial Statements for additional information about our operating and reportable segments and our measure of segment income.
On February 14, 2025, we acquired substantially all the remaining equity interests in Pangaea Foods (China) Holdings Ltd. (“BK China”). Following the acquisition, we ceased accounting for our interest in BK China as an equity method investment and ceased recognition of franchise revenue. BK China met the criteria to be classified as held for sale and was reported as discontinued operations. On January 30, 2026, we established a joint venture with CPE Alder Investment Limited, a fund managed by CPE (“CPE”), with respect to the operations of BK China (the “BK China JV”). CPE invested $350 million of primary capital into the BK China JV. Following the transaction, we deconsolidated BK China, began accounting for our remaining 17% equity interest in the BK China JV under the equity method of accounting, and resumed recognizing franchise revenue, primarily related to royalties, from the BK China JV within our INTL segment. We refer to the acquisition of BK China and the subsequent establishment of the BK China JV collectively as the “BK China Transactions.” See Note 5, “BK China” of the Financial Statements and Note 6, “Equity Method Investments” of the Financial Statements for additional information.
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Key Operating Metrics
Key performance indicators (“KPIs”) are shown for RBI's five franchisor segments. The KPIs for the Carrols Burger King restaurants are included in the BK segment, and the KPIs for the BK China, PLK China, and FHS Brazil restaurants are included in the INTL segment.
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 franchised restaurants and Company restaurants (referred to as system-wide sales) in one period from the same period in the prior year on a constant currency basis, which means the results exclude the effect of foreign currency translation (“FX Impact”). We calculate the FX Impact by translating prior year results at current year monthly average exchange rates. System-wide sales is reported on a nominal basis.
•Comparable sales refers to the percentage change in restaurant sales in one period from the same prior year period on a constant currency basis for restaurants that have been open for an initial consecutive period, typically at least 13 months. Additionally, if a restaurant is closed for a significant portion of a month, the restaurant is excluded from the monthly comparable sales calculation.
•Unless otherwise stated, system-wide sales growth, system-wide sales, and comparable sales are presented on a system-wide basis, which means they include franchised restaurants and Company restaurants. System-wide results are driven by our franchised restaurants, as over 95% of system-wide restaurants are franchised. Franchise sales represent sales at all franchised restaurants and are revenues to our franchisees. We do not record franchise sales as revenues; however, our royalty revenues and advertising fund contributions are calculated based on a percentage of franchise sales.
•Net restaurant growth refers to the net change in restaurant count (openings, net of permanent closures) over a trailing twelve-month period, divided by the restaurant count at the beginning of the trailing twelve-month period. In determining whether a restaurant meets our definition of a restaurant that will be included in our net restaurant growth, we consider factors such as scope of operations, format and image, separate franchise agreement, and minimum sales thresholds. We refer to restaurants that do not meet our definition as “alternative formats” and we believe these are helpful to build brand awareness, test new concepts and provide convenience in certain markets.
These metrics are important indicators of the overall direction of our business, including trends in sales and the effectiveness of marketing, operations, and growth initiatives.
The following tables present our consolidated key operating metrics for each of the periods indicated, which have been derived from our internal records. We evaluate our restaurants and assess our business based on these operating metrics. These metrics may differ from those used by other companies in our industry, who may define these metrics differently.
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||
| Consolidated Key Operating Metrics | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||
| System-wide Sales Growth (a) | 6.4 | % | 5.3 | % | 6.3 | % | 4.1 | % | ||||||||||||||
| System-wide Sales (in US$ millions) (a) | $ | 12,702 | $ | 11,853 | $ | 24,213 | $ | 22,349 | ||||||||||||||
| Comparable Sales | 3.8 | % | 2.4 | % | 3.5 | % | 1.3 | % | ||||||||||||||
| Net Restaurant Growth | 2.9 | % | 2.9 | % | 2.9 | % | 2.9 | % | ||||||||||||||
| System Restaurant Count at Period End | 33,156 | 32,229 | 33,156 | 32,229 | ||||||||||||||||||
(a)System-wide sales growth is calculated on a constant currency basis and therefore will not recalculate to the percentage change in system-wide sales, which is reported on a nominal basis.
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Results of Operations for the Three and Six Months Ended June 30, 2026 and 2025
Tabular amounts in millions of U.S. dollars unless noted otherwise. Totals, variances, and percentage changes may not calculate exactly due to rounding.
| Consolidated | Three Months Ended June 30, | Variance | FX Impact (a) | Variance Excluding FX Impact | Six Months Ended June 30, | Variance | FX Impact (a) | Variance Excluding FX Impact | ||||||||||||||||||||||||||||||||||||||||||||||||
| 2026 | 2025 | Favorable / (Unfavorable) | 2026 | 2025 | Favorable / (Unfavorable) | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Revenues: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Supply chain sales | $ | 788 | $ | 732 | $ | 56 | $ | — | $ | 56 | $ | 1,474 | $ | 1,343 | $ | 131 | $ | 24 | $ | 107 | ||||||||||||||||||||||||||||||||||||
| Company restaurant sales | 617 | 600 | 17 | 1 | 16 | 1,176 | 1,158 | 18 | 1 | 17 | ||||||||||||||||||||||||||||||||||||||||||||||
| Franchise and property revenues | 793 | 760 | 33 | 3 | 30 | 1,515 | 1,423 | 92 | 26 | 66 | ||||||||||||||||||||||||||||||||||||||||||||||
| Advertising revenues and other services | 322 | 318 | 4 | — | 4 | 619 | 595 | 24 | 5 | 19 | ||||||||||||||||||||||||||||||||||||||||||||||
| Total revenues | 2,520 | 2,410 | 110 | 4 | 106 | 4,784 | 4,519 | 265 | 56 | 209 | ||||||||||||||||||||||||||||||||||||||||||||||
| Operating costs and expenses: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Supply chain cost of sales | 635 | 589 | (46) | 1 | (47) | 1,199 | 1,085 | (114) | (19) | (95) | ||||||||||||||||||||||||||||||||||||||||||||||
| Company restaurant expenses | 508 | 498 | (10) | (1) | (9) | 985 | 966 | (19) | (1) | (18) | ||||||||||||||||||||||||||||||||||||||||||||||
| Franchise and property expenses | 139 | 144 | 5 | — | 5 | 258 | 274 | 16 | (4) | 20 | ||||||||||||||||||||||||||||||||||||||||||||||
| Advertising expenses and other services | 369 | 364 | (5) | (2) | (3) | 710 | 675 | (35) | (7) | (28) | ||||||||||||||||||||||||||||||||||||||||||||||
| General and administrative expenses | 181 | 188 | 7 | (2) | 9 | 361 | 379 | 18 | (7) | 25 | ||||||||||||||||||||||||||||||||||||||||||||||
| (Income) loss from equity method investments | (2) | (5) | (3) | — | (3) | (4) | (10) | (6) | — | (6) | ||||||||||||||||||||||||||||||||||||||||||||||
| Other operating expenses (income), net | (26) | 149 | 175 | (2) | 177 | (47) | 232 | 279 | (8) | 287 | ||||||||||||||||||||||||||||||||||||||||||||||
| Total operating costs and expenses | 1,804 | 1,927 | 123 | (6) | 129 | 3,462 | 3,601 | 139 | (46) | 185 | ||||||||||||||||||||||||||||||||||||||||||||||
| Income from operations | 716 | 483 | 233 | (2) | 235 | 1,322 | 918 | 404 | 10 | 394 | ||||||||||||||||||||||||||||||||||||||||||||||
| Interest expense, net | 124 | 132 | 8 | — | 8 | 247 | 262 | 15 | — | 15 | ||||||||||||||||||||||||||||||||||||||||||||||
| Income from continuing operations before income taxes | 592 | 351 | 241 | (2) | 243 | 1,075 | 656 | 419 | 10 | 409 | ||||||||||||||||||||||||||||||||||||||||||||||
| Income tax (benefit) expense from continuing operations | (73) | 87 | 160 | (1) | 161 | (35) | 169 | 204 | (2) | 206 | ||||||||||||||||||||||||||||||||||||||||||||||
| Net income from continuing operations | 665 | 264 | 401 | (3) | 404 | 1,110 | 487 | 623 | 8 | 615 | ||||||||||||||||||||||||||||||||||||||||||||||
Net loss from discontinued operations (net of tax of $0) | — | 1 | 1 | — | 1 | — | 3 | 3 | — | 3 | ||||||||||||||||||||||||||||||||||||||||||||||
| Net income | $ | 665 | $ | 263 | $ | 402 | $ | (3) | $ | 405 | $ | 1,110 | $ | 484 | $ | 626 | $ | 8 | $ | 618 | ||||||||||||||||||||||||||||||||||||
(a)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.
Our operating results are impacted by a number of external factors, including consumer spending levels and general economic conditions.
During the three and six months ended June 30, 2026, the increases in Total revenues were primarily driven by higher Supply chain sales and increased system-wide sales across our INTL, BK, TH, and FHS segments. Results also reflect a favorable FX Impact.
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During the three and six months ended June 30, 2026, the increases in Income from operations were primarily driven by a net gain on foreign exchange arising from remeasurement of foreign denominated assets and liabilities, primarily related to intercompany financing, compared to a net loss in the prior year, as well as higher segment income across our INTL, BK, TH, and FHS segments.
During the three and six months ended June 30, 2026, the increases in Net income from continuing operations were primarily driven by an increase in Income from operations and an Income tax benefit from continuing operations compared to Income tax expense from continuing operations in the prior year.
General and Administrative Expenses
Our general and administrative expenses were comprised of the following:
| Three Months Ended June 30, | Variance | FX Impact (a) | Variance Excluding FX Impact | Six Months Ended June 30, | Variance | FX Impact (a) | Variance Excluding FX Impact | |||||||||||||||||||||||||||||||||||||||||||||||||
| 2026 | 2025 | Favorable / (Unfavorable) | 2026 | 2025 | Favorable / (Unfavorable) | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Segment G&A (b): | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| TH | $ | 34 | $ | 34 | $ | — | $ | — | $ | — | $ | 68 | $ | 71 | $ | 3 | $ | (1) | $ | 4 | ||||||||||||||||||||||||||||||||||||
| BK | 31 | 31 | — | — | — | 64 | 67 | 3 | — | 3 | ||||||||||||||||||||||||||||||||||||||||||||||
| PLK | 18 | 19 | — | — | — | 36 | 40 | 4 | — | 4 | ||||||||||||||||||||||||||||||||||||||||||||||
| FHS | 12 | 13 | — | — | — | 25 | 27 | 1 | — | 1 | ||||||||||||||||||||||||||||||||||||||||||||||
| INTL | 52 | 47 | (5) | (1) | (4) | 103 | 98 | (4) | (5) | — | ||||||||||||||||||||||||||||||||||||||||||||||
| RH | 27 | 23 | (3) | — | (3) | 51 | 48 | (3) | — | (3) | ||||||||||||||||||||||||||||||||||||||||||||||
| RH and BK China Transaction costs | 3 | 16 | 13 | — | 13 | 9 | 22 | 13 | — | 13 | ||||||||||||||||||||||||||||||||||||||||||||||
| Corporate restructuring and advisory fees | 2 | 5 | 3 | — | 3 | 4 | 6 | 2 | — | 2 | ||||||||||||||||||||||||||||||||||||||||||||||
| General and administrative expenses | $ | 181 | $ | 188 | $ | 8 | $ | (2) | $ | 9 | $ | 361 | $ | 379 | $ | 18 | $ | (7) | $ | 24 | ||||||||||||||||||||||||||||||||||||
(b)Segment G&A excludes expenses from non-recurring projects and non-operating activities, such as RH and BK China Transaction costs, and Corporate restructuring and advisory fees (as defined below).
In connection with (a) the Carrols Acquisition, the PLK China Acquisition, and the BK China Transactions, and (b) the anticipated refranchising of restaurants held in the RH segment, primarily those acquired in the Carrols Acquisition, in connection with the planned sunset of the RH segment, we incurred non-recurring fees and expenses, consisting primarily of professional fees, compensation-related expenses, and integration costs, all of which are classified as general and administrative expenses in the condensed consolidated statements of operations (“RH and BK China Transaction costs”). We expect to incur additional RH and BK China Transaction costs in 2026.
In connection with certain transformational corporate restructuring initiatives that rationalize our structure and optimize cash movement within our structure, as well as services related to significant tax reform legislation and regulations, we incurred non-operating expenses primarily from professional advisory and consulting services (“Corporate restructuring and advisory fees”).
During the three and six months ended June 30, 2026, the decreases in general and administrative expenses were primarily driven by decreases in RH and BK China Transaction costs and Corporate restructuring and advisory fees. For the three months ended June 30, 2026, these factors were partially offset by increases in Segment G&A in our INTL and RH segments, primarily due to higher compensation-related expenses. For the six months ended June 30, 2026, results also reflect lower Segment G&A in our PLK, TH, BK, and FHS segments, primarily due to lower compensation-related expenses, partially offset by higher Segment G&A in our RH segment, primarily due to higher compensation-related expenses. Results also reflect an unfavorable FX Impact.
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(Income) Loss from Equity Method Investments
(Income) loss from equity method investments reflects our share of investee net income or loss, as well as gains or losses from changes in our ownership interests in equity investees.
Recent insider activity
| Date | Insider | Role | Action | Shares | Price | Value |
|---|---|---|---|---|---|---|
| 2026-09-04 | Schwan Axel | Pres., Tim Hortons US & Canada | Sell | -57,574 | $81.14 | -$4,671,716 |
| 2026-08-21 | CURTIS THOMAS BENJAMIN | Pres., BK US & CA | Sell | -64,000 | $80.72 | -$5,166,048 |
Source: SEC Form 4 filings.
Next expected filings
- ~2026-10-29 10-Q expected by 2026-11-02 (in 46 days)
- ~2027-02-19 10-K expected by 2027-02-27 (in 159 days)
- ~2027-05-05 10-Q expected by 2027-05-09 (in 234 days)
- ~2027-08-05 10-Q expected by 2027-08-09 (in 326 days)
Predicted from historical filing cadence; not an SEC commitment.
Recent SEC filings
- 2026-08-06 8-K Earnings Release; Financial Statements and Exhibits
- 2026-08-06 10-Q Quarterly Report
- 2026-05-06 8-K Earnings Release; Financial Statements and Exhibits
- 2026-05-06 10-Q Quarterly Report
- 2026-04-23 DEF 14A Proxy Statement
- 2026-02-20 10-K Annual Report
- 2026-02-12 8-K Earnings Release; Financial Statements and Exhibits
- 2025-11-14 8-K Material Agreement Entered; Regulation FD Disclosure; Financial Statements and Exhibits
- 2025-11-10 8-K Material Impairments; Regulation FD Disclosure; Other Events; Financial Statements and Exhibits
- 2025-10-30 10-Q Quarterly Report
- 2025-10-30 8-K Earnings Release; Financial Statements and Exhibits
- 2025-08-07 10-Q Quarterly Report
- 2025-08-07 8-K Earnings Release; Financial Statements and Exhibits
- 2025-05-08 10-Q Quarterly Report
- 2025-05-08 8-K Earnings Release; Financial Statements and Exhibits