What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2021-04-30 compared with 2020-10-30 · 368 added, 481 removed, 498 unchanged (63% of the section changed)

2 unchanged sentences

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA, UNAUDITED)

SEPTEMBER 27, 2020 DECEMBER 29, 2019

MARCH 28, 2021 DECEMBER 27, 2020

Current assets

19 unchanged sentences

Non-current operating lease liabilities 1,212,656 1,217,921

Deferred income tax liabilities, net — 13,777

Long-term debt, net 951,534 997,770

5 unchanged sentences

Preferred stock, $ 0.01 par value, 25,000,000 shares authorized;

no shares issued and outstanding as of September 27, 2020 and December 29, 2019

no shares issued and outstanding as of March 28, 2021 and December 27, 2020

Common stock, $ 0.01 par value, 475,000,000 shares authorized;

87,572,904 and 86,945,869 shares issued and outstanding as of September 27, 2020 and December 29, 2019, respectively

88,854,861 and 87,855,571 shares issued and outstanding as of March 28, 2021 and December 27, 2020, respectively

Additional paid-in capital 1,097,639 1,132,808

7 unchanged sentences

BLOOMIN’ BRANDS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(IN THOUSANDS, EXCEPT PER SHARE DATA, UNAUDITED)

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

THIRTEEN WEEKS ENDED

MARCH 28, 2021 MARCH 29, 2020

Restaurant sales $ 979,451 $ 996,237

9 unchanged sentences

Total costs and expenses 896,475 1,049,905

(Loss) income from operations ( 14,255 ) 21,958 ( 167,735 ) 147,912

Loss on modification of debt — — ( 237 ) —

Income (loss) from operations 90,998 ( 41,568 )

Other income (expense), net 21 ( 793 )

Interest expense, net ( 14,628 ) ( 11,708 )

(Loss) income before (benefit) provision for income taxes ( 32,554 ) 8,713 ( 214,830 ) 110,882

(Benefit) provision for income taxes ( 14,776 ) ( 660 ) ( 70,210 ) 6,051

Net (loss) income ( 17,778 ) 9,373 ( 144,620 ) 104,831

net (loss) income attributable to noncontrolling interests ( 141 ) 125 ( 116 ) 2,262

Net (loss) income attributable to Bloomin’ Brands

Income (loss) before provision (benefit) for income taxes 76,391 ( 54,069 )

Provision (benefit) for income taxes 6,593 ( 19,655 )

Net income (loss) 69,798 ( 34,414 )

net income attributable to noncontrolling interests 936 197

Net income (loss) attributable to Bloomin’ Brands

68,862 ( 34,611 )

Redemption of preferred stock in excess of carrying value — ( 3,496 )

Net (loss) income attributable to common stockholders $ ( 17,637 ) $ 9,248 $ ( 148,000 ) $ 102,569

Net (loss) income $ ( 17,778 ) $ 9,373 $ ( 144,620 ) $ 104,831

Other comprehensive (loss) income:

Net income (loss) attributable to common stockholders $ 68,862 $ ( 38,107 )

Net income (loss) $ 69,798 $ ( 34,414 )

Other comprehensive income (loss):

Foreign currency translation adjustment ( 6,575 ) ( 7,961 )

Unrealized gain (loss) on derivatives, net of tax 261 ( 2,036 ) ( 14,631 ) ( 13,656 )

Reclassification of adjustment for loss on derivatives included in Net (loss) income, net of tax 2,962 812 6,943 578

Comprehensive (loss) income ( 18,650 ) ( 1,984 ) ( 193,510 ) 78,899

comprehensive (loss) income attributable to noncontrolling interests ( 141 ) 297 ( 780 ) 2,450

Comprehensive (loss) income attributable to Bloomin’ Brands $ ( 18,509 ) $ ( 2,281 ) $ ( 192,730 ) $ 76,449

(Loss) earnings per share attributable to common stockholders:

Unrealized loss on derivatives, net of tax ( 42 ) ( 13,336 )

Reclassification of adjustment for loss on derivatives included in Net income (loss), net of tax 3,003 1,396

Comprehensive income (loss) 66,184 ( 54,315 )

comprehensive income (loss) attributable to noncontrolling interests 936 ( 467 )

Comprehensive income (loss) attributable to Bloomin’ Brands $ 65,248 $ ( 53,848 )

Earnings (loss) per share attributable to common stockholders:

Basic $ 0.78 $ ( 0.44 )

12 unchanged sentences

SHARES AMOUNT

Balance, June 28, 2020 87,534 $ 875 $ 1,123,613 $ ( 886,248 ) $ ( 217,130 ) $ 8,088 $ 29,198

Net loss — — — ( 17,637 ) — ( 141 ) ( 17,778 )

Other comprehensive loss, net of tax — — — — ( 872 ) — ( 872 )

Stock-based compensation — — 2,712 — — — 2,712

Common stock issued under stock plans (1) 39 — ( 179 ) — — — ( 179 )

Distributions to noncontrolling interests — — — — — ( 745 ) ( 745 )

Contributions from noncontrolling interests — — — — — 219 219

Balance, September 27, 2020 87,573 $ 875 $ 1,126,146 $ ( 903,885 ) $ ( 218,002 ) $ 7,421 $ 12,555

Balance, December 27, 2020 87,856 $ 879 $ 1,132,808 $ ( 918,096 ) $ ( 211,446 ) $ 6,812 $ 10,957

Cumulative-effect from a change in accounting principle, net of tax — — ( 47,323 ) 4,370 — — ( 42,953 )

Net loss — — — ( 144,504 ) — ( 116 ) ( 144,620 )

Net income — — — 68,862 — 936 69,798

Other comprehensive loss, net of tax — — — — ( 3,614 ) — ( 3,614 )

Cash dividends declared, $ 0.20 per common share

— — ( 17,480 ) — — — ( 17,480 )

Stock-based compensation — — 4,726 — — — 4,726

Consideration for preferred stock in excess of carrying value, net of tax — — ( 3,496 ) — 517 1,261 ( 1,718 )

Common stock issued under stock plans (1) 999 10 7,428 — — — 7,438

Purchase of noncontrolling interests — — ( 58 ) — — 1 ( 57 )

Distributions to noncontrolling interests — — — — — ( 1,458 ) ( 1,458 )

Contributions from noncontrolling interests — — — — — 511 511

Equity component value of convertible note issuance, net of tax of $ 650

— — 64,367 — — — 64,367

Sale of common stock warrant — — 46,690 — — — 46,690

Purchase of convertible note hedge — — ( 66,240 ) — — — ( 66,240 )

Balance, September 27, 2020 87,573 $ 875 $ 1,126,146 $ ( 903,885 ) $ ( 218,002 ) $ 7,421 $ 12,555

(CONTINUED...)

BLOOMIN’ BRANDS, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(IN THOUSANDS, EXCEPT PER SHARE DATA, UNAUDITED)

Balance, March 28, 2021 88,855 $ 889 $ 1,097,639 $ ( 844,864 ) $ ( 215,060 ) $ 6,801 $ 45,405

BLOOMIN’ BRANDS, INC.

3 unchanged sentences

SHARES AMOUNT

Balance, June 30, 2019 86,827 $ 868 $ 1,099,598 $ ( 792,341 ) $ ( 157,346 ) $ 7,814 $ 158,593

Net income — — — 9,248 — 125 9,373

Other comprehensive (loss) income, net of tax — — — — ( 11,529 ) 172 ( 11,357 )

Cash dividends declared, $ 0.10 per common share

— — ( 8,674 ) — — — ( 8,674 )

Stock-based compensation — — 4,613 — — — 4,613

Common stock issued under stock plans (1) 29 1 ( 155 ) — — — ( 154 )

Distributions to noncontrolling interests — — — — — ( 1,221 ) ( 1,221 )

Contributions from noncontrolling interests — — — — — 401 401

Balance, September 29, 2019 86,856 $ 869 $ 1,095,382 $ ( 783,093 ) $ ( 168,875 ) $ 7,291 $ 151,574

Balance, December 29, 2019 86,946 $ 869 $ 1,094,338 $ ( 755,089 ) $ ( 169,776 ) $ 7,139 $ 177,481

Cumulative-effect from a change in accounting principle, net of tax — — — ( 4,292 ) — — ( 4,292 )

Net income — — — 102,569 — 2,262 104,831

Other comprehensive (loss) income, net of tax — — — — ( 26,154 ) 222 ( 25,932 )

Net (loss) income — — — ( 34,611 ) — 197 ( 34,414 )

Other comprehensive loss, net of tax — — — — ( 19,754 ) ( 147 ) ( 19,901 )

Cash dividends declared, $ 0.20 per common share

— — ( 17,480 ) — — — ( 17,480 )

Repurchase and retirement of common stock ( 5,469 ) ( 55 ) — ( 106,937 ) — — ( 106,992 )

Stock-based compensation — 3,289 — — — 3,289

Consideration for preferred stock in excess of carrying value, net of tax — — ( 3,496 ) — 517 1,261 ( 1,718 )

Common stock issued under stock plans (1) 471 5 ( 2,513 ) — — — ( 2,508 )

2 unchanged sentences

Contributions from noncontrolling interests — — — — — 53 53

Balance, September 29, 2019 86,856 $ 869 $ 1,095,382 $ ( 783,093 ) $ ( 168,875 ) $ 7,291 $ 151,574

Balance, March 29, 2020 87,417 $ 874 $ 1,074,081 $ ( 793,992 ) $ ( 189,013 ) $ 8,193 $ 100,143

________________

4 unchanged sentences

(DOLLARS IN THOUSANDS, UNAUDITED)

THIRTY-NINE WEEKS ENDED

SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

THIRTEEN WEEKS ENDED

MARCH 28, 2021 MARCH 29, 2020

Cash flows provided by operating activities:

Net (loss) income $ ( 144,620 ) $ 104,831

Adjustments to reconcile Net (loss) income to cash provided by operating activities:

Net income (loss) $ 69,798 $ ( 34,414 )

Adjustments to reconcile Net income (loss) to cash provided by operating activities:

Depreciation and amortization 41,226 48,268

6 unchanged sentences

Stock-based and other non-cash compensation expense 4,726 3,289

Deferred income tax benefit ( 80,201 ) ( 1,982 )

Loss on sale of a business or subsidiary — 206

Loss on modification of debt 237 —

Loss (gain) on disposal of property, fixtures and equipment 1,055 ( 3,217 )

Deferred income tax expense (benefit) 1,571 ( 10,940 )

Loss on disposal of property, fixtures and equipment 434 796

Other, net ( 1,165 ) 1,655

2 unchanged sentences

Cash flows used in investing activities:

Proceeds from disposal of property, fixtures and equipment 2,088 16,418

Proceeds from sale-leaseback transactions, net — 3,052

Capital expenditures ( 17,411 ) ( 34,229 )

5 unchanged sentences

(DOLLARS IN THOUSANDS, UNAUDITED)

THIRTY-NINE WEEKS ENDED

SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

Cash flows provided by (used in) financing activities:

THIRTEEN WEEKS ENDED

MARCH 28, 2021 MARCH 29, 2020

Cash flows (used in) provided by financing activities:

Repayments of long-term debt and finance lease obligations $ ( 9,656 ) $ ( 6,657 )

1 unchanged sentence

Repayments of borrowings on revolving credit facilities ( 107,000 ) ( 129,000 )

Financing fees ( 3,096 ) —

Proceeds from issuance of convertible senior notes 230,000 —

Proceeds from issuance of warrants 46,690 —

Purchase of convertible note hedge ( 66,240 ) —

Issuance costs related to convertible senior notes ( 8,416 ) —

(Payments of taxes) proceeds from share-based compensation, net ( 3,041 ) 1,266

Proceeds (payments of taxes) from share-based compensation, net 7,438 ( 2,508 )

Distributions to noncontrolling interests ( 1,458 ) ( 310 )

2 unchanged sentences

Payments for partner equity plan ( 1,747 ) ( 5,701 )

Repurchase of common stock — ( 106,992 )

Cash dividends paid on common stock — ( 17,480 )

Redemption of subsidiary preferred stock — ( 1,007 )

Net cash provided by (used in) financing activities 99,853 ( 106,444 )

Net cash (used in) provided by financing activities ( 96,912 ) 342,333

Effect of exchange rate changes on cash and cash equivalents ( 1,246 ) 424

Net increase (decrease) in cash, cash equivalents and restricted cash 95,369 ( 20,415 )

Net increase in cash, cash equivalents and restricted cash 26,250 336,250

Cash, cash equivalents and restricted cash as of the beginning of the period 110,408 67,145

6 unchanged sentences

Leased assets obtained in exchange for new finance lease liabilities 15 473

(Decrease) increase in liabilities from the acquisition of property, fixtures and equipment ( 7,174 ) 2,655

Increase (decrease) in liabilities from the acquisition of property, fixtures and equipment 2,005 ( 1,950 )

The accompanying notes are an integral part of these consolidated financial statements.

6 unchanged sentences

Additional Outback Steakhouse, Carrabba’s Italian Grill and Bonefish Grill restaurants in which the Company has no direct investment are operated under franchise agreements.

Basis of Presentation - The accompanying interim unaudited consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).

Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States (“U.S.

3 unchanged sentences

These financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 27, 2020.

Risks and Uncertainties - In March 2020, the World Health Organization declared the novel strain of coronavirus (“COVID-19”) a global pandemic and recommended containment and mitigation measures worldwide.

In response to COVID-19, the Company temporarily closed all restaurant dining rooms in the U.S.

as of March 20, 2020 and shifted operations to provide only take-out and delivery service, resulting in significantly reduced traffic in its restaurants.

In early May 2020, the Company began to reopen its restaurant dining rooms with limited seating capacity in compliance with state and local regulations.

As of September 27, 2020, the Company’s restaurant dining rooms have reopened but many are still subject to seating capacity restrictions.

The temporary closure of the Company’s dining rooms and the limitations on seating capacity in its reopened dining rooms have resulted in significantly reduced traffic in the Company’s restaurants.

The negative effect of COVID-19 on the Company’s business was significant during the thirteen and thirty-nine weeks ended September 27, 2020.

See Note 2 - COVID-19 Charges for details regarding certain charges resulting from the COVID-19 pandemic.

The duration of the COVID-19 pandemic and its long-term impact on the Company’s business are uncertain at this time.

Given the daily evolution of the pandemic and the global responses to curb its spread, the Company may be unable to accurately estimate the effects of the pandemic on its results of operations, financial condition, or liquidity for the foreseeable future.

Recently Adopted Financial Accounting Standards - On December 28, 2020, the Company adopted Accounting Standards Update (“ASU”) No.

2016-13, “Financial Instruments – Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments,” (“ASU No.

2016-13”), which requires measurement and recognition of losses for financial instruments under the current expected credit loss model versus incurred losses under previous guidance.

The Company’s adoption of ASU No.

2016-13 and its related amendments (“the new credit loss standard”) resulted in a cumulative-effect debit adjustment to the beginning balance of Accumulated deficit of $ 4.3 million, including $ 4.8 million of contingent lease liabilities related to lease guarantees and $ 1.0 million of incremental reserve for credit losses, net of a $ 1.5 million increase in deferred tax assets.

Measurement processes and related controls have been implemented by the Company to ensure compliance with the new credit loss standard.

See Note 18 - Allowance for Expected Credit Losses for additional details regarding the Company’s allowance for expected credit losses.

On December 30, 2019, the Company adopted ASU No.

2018-15, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40):

Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract,” (“ASU No.

2018-15”), which clarifies the accounting for implementation

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

costs in cloud computing arrangements.

Under ASU No.

2018-15, implementation costs incurred by customers in cloud computing arrangements are deferred and recognized over the term of the arrangement similar to internal-use software guidance.

The Company contracts with 3 rd party information technology providers for various service arrangements including software, platform and information technology infrastructure.

The capitalized implementation costs are recorded within Other assets, net on the Company’s Consolidated Balance Sheets and are amortized on a straight-line basis over the term of the hosting arrangements, including reasonably certain renewal periods, within the same financial statement line as the related hosting fees.

The amortization of the Company’s current arrangements is recorded in General and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

The Company’s prospective adoption of ASU No.

2018-15 did not have a material effect on its consolidated financial statements.

In March 2020, the Financial Accounting Standards Board (the “FASB”) issued ASU No.

2020-04, “Reference Rate Reform (Topic 848):

Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” (“ASU No.

The new guidance provides optional expedients and exceptions for applying U.S.

GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met.

2020-04 was effective beginning March 12, 2020 and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022.

The Company has elected to apply the hedge accounting expedients related to hedge effectiveness for future LIBOR-indexed cash flows, which enables the Company to continue to apply hedge accounting to hedging relationships impacted by reference rate reform.

Application of these expedients allows for presentation of derivatives consistent with the Company’s historical presentation.

The Company continues to evaluate the impact of the guidance and may apply other elections, as applicable.

Recently Issued Financial Accounting Standards Not Yet Adopted - In August 2020, the FASB issued ASU No.

2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40):

Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity,” (“ASU No.

2020-06”), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts in an entity’s own equity.

Specifically, ASU No.

2020-06 removes the separation models for convertible debt with a cash conversion feature or convertible instruments with a beneficial conversion feature.

As a result, after adopting ASU No.

2020-06, the Company will no longer separately present the embedded conversion feature of its convertible debt within stockholders’ equity.

2020-06 is effective for the Company in the first quarter of 2022, with early adoption permitted and may be adopted using either a full or modified retrospective approach.

Upon adoption interest expense is expected to decrease due to the elimination of debt discount amortization.

The Company is currently evaluating the full effect adopting ASU No.

2020-06 will have on its consolidated financial statements, including the timing and adoption approach.

2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity,” (“ASU No.

2020-06”) which removes the separation models for convertible debt with a cash conversion feature or convertible instruments with a beneficial conversion feature.

2020-06 also requires the application of the if-converted method for calculating diluted earnings per share and the treasury stock method is no longer permitted for convertible instruments.

The Company adopted ASU No.

2020-06 using the modified retrospective approach which resulted in a cumulative-effect adjustment that increased (decreased) the following Consolidated Balance Sheet accounts during the first quarter of 2021:

ADJUSTMENT CONSOLIDATED BALANCE SHEET CLASSIFICATION AMOUNT

(in millions)

Deferred tax impact of cumulative-effect adjustment Deferred income tax assets, net $ 14.9

Debt discount reclassification Long-term debt, net $ 59.9

Equity issuance costs reclassification Long-term debt, net $ ( 2.1 )

Debt discount amortization reclassification, net of tax Accumulated deficit $ 4.4

Reversal of separated equity component, net of tax Additional paid-in capital $ ( 47.3 )

After adopting ASU No.

2020-06, the Company’s convertible senior notes due 2025 (the “2025 Notes”) are reflected entirely as a liability since the embedded conversion feature is no longer separately presented within stockholders’ equity.

During 2020, the Company recognized debt discount amortization of $ 6.3 million within Interest expense, net related to its 2025 Notes.

In February 2021, the Company made an irrevocable election under the indenture to require the principal portion of its 2025 Notes to be settled in cash and any excess in shares.

Following the irrevocable notice, only the amounts settled in excess of the principal will be considered in diluted earnings per share under the if-converted method.

BLOOMIN’ BRANDS, INC.

2 unchanged sentences

COVID-19 Charges

In March 2020, the Company temporarily closed all restaurant dining rooms in the U.S.

to comply with state and local regulations in response to the COVID-19 pandemic (“COVID-19”), which significantly impacted operating results during the thirteen weeks ended March 29, 2020.

Following is a summary of the charges recorded in connection with the COVID-19 pandemic for the period indicated (dollars in thousands):

CHARGES CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME CLASSIFICATION THIRTY-NINE WEEKS ENDED

SEPTEMBER 27, 2020

CHARGES CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) CLASSIFICATION THIRTEEN WEEKS ENDED

MARCH 29, 2020

Inventory obsolescence and spoilage Food and beverage costs $ 6,182

Compensation for idle employees (1) Labor and other related 16,186

Other operating charges Other restaurant operating 2,467

Lease guarantee contingent liabilities (2) General and administrative 4,188

5 unchanged sentences

________________

(1) Represents relief pay for hourly employees impacted by the closure of dining rooms, net of $ 14.4 million of employee retention tax credits earned.

(2) Represents additional contingent liabilities recorded for lease guarantees related to certain former restaurant locations now operated by franchisees or other third parties.

(3) Includes additional reserves based on the Company’s increase in expected credit losses, primarily related to franchise receivables.

(4) Includes impairments resulting from the remeasurement of assets utilizing projected future cash flows revised for current economic conditions, restructuring charges and the closure of certain restaurants.

See Note 4 - Impairments, Exit Costs and Disposals for details regarding COVID-19 Restructuring costs.

(1) Represents relief pay for hourly employees impacted by the closure of dining rooms.

(2) Represents contingent liabilities recorded for lease guarantees related to certain former restaurant locations now operated by franchisees or other third parties.

(3) Includes reserves to reflect an increase in expected credit losses, primarily related to franchise receivables.

(4) Includes impairments resulting from the remeasurement of assets utilizing projected future cash flows revised for then current economic conditions and the closure of certain restaurants.

(5) Includes impairment of goodwill for the Company’s Hong Kong subsidiary.

See Note 9 - Goodwill and Intangible Assets, Net for details regarding impairment of goodwill.

Revenue Recognition

The following table includes the categories of revenue included in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

The following table includes the categories of revenue included in the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss) for the periods indicated:

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Restaurant sales $ 979,451 $ 996,237

7 unchanged sentences

(UNAUDITED) - Continued

The following tables include the disaggregation of Restaurant sales and Franchise revenue, by restaurant concept and major international market, for the periods indicated:

The following table includes disaggregation of Restaurant sales and Franchise revenue, by restaurant concept and major international market, for the periods indicated:

THIRTEEN WEEKS ENDED

SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

(dollars in thousands) RESTAURANT SALES FRANCHISE REVENUE RESTAURANT SALES FRANCHISE REVENUE

Outback Steakhouse $ 443,286 $ 1,422 $ 499,903 $ 9,143

Carrabba’s Italian Grill 124,019 359 137,912 592

Bonefish Grill 100,410 44 132,267 186

Fleming’s Prime Steakhouse & Wine Bar 49,846 — 64,542 —

Other 1,845 — 1,129 —

total $ 719,406 $ 1,825 $ 835,753 $ 9,921

International

Outback Steakhouse Brazil $ 32,485 $ — $ 94,430 $ —

Other (1) 14,596 2,391 21,633 2,505

International total $ 47,081 $ 2,391 $ 116,063 $ 2,505

Total $ 766,487 $ 4,216 $ 951,816 $ 12,426

________________

(1) Includes Restaurant sales for the Company’s Abbraccio concept in Brazil.

THIRTY-NINE WEEKS ENDED

SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

MARCH 28, 2021 MARCH 29, 2020

(dollars in thousands) RESTAURANT SALES FRANCHISE REVENUE RESTAURANT SALES FRANCHISE REVENUE

11 unchanged sentences

________________

(1) Brazil Restaurant sales are reported on a one-month lag and are presented on a calendar basis.

Restaurant sales for Brazil during the first quarter of 2020 (through February 29, 2020) were not materially impacted by the COVID-19 pandemic.

(2) Includes Restaurant sales for the Company’s Abbraccio concept in Brazil.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

The following table includes a detail of assets and liabilities from contracts with customers included on the Company’s Consolidated Balance Sheets as of the periods indicated:

(dollars in thousands) SEPTEMBER 27, 2020 DECEMBER 29, 2019

(dollars in thousands) MARCH 28, 2021 DECEMBER 27, 2020

Other current assets, net

8 unchanged sentences

The following table is a rollforward of deferred gift card sales commissions for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Balance, beginning of period $ 19,300 $ 18,554

3 unchanged sentences

Balance, end of period $ 13,502 $ 13,049

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

The following table is a rollforward of unearned gift card revenue for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Balance, beginning of period $ 373,048 $ 358,757

3 unchanged sentences

Balance, end of period $ 306,075 $ 277,518

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

Impairments, Exit Costs and Disposals

Impairments and Exit Costs

The components of Provision for impaired assets and restaurant closings are as follows for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Impairment losses

3 unchanged sentences

Total impairment losses $ 2,142 $ 40,424

Restaurant closure (benefits) expenses

Restaurant closure charges

(1) $ 58 $ 721

International (1) — 173

Total restaurant closure (benefits) expenses $ ( 418 ) $ ( 157 ) $ 1,517 $ ( 45 )

Total restaurant closure charges $ 58 $ 894

Provision for impaired assets and restaurant closings $ 2,200 $ 41,318

________________

and international impairment and closure charges for the thirteen and thirty-nine weeks ended September 27, 2020 primarily relate to the COVID-19 pandemic (including charges related to the COVID-19 Restructuring discussed below).

and international impairment and closure charges for the thirteen weeks ended March 29, 2020 primarily relate to the COVID-19 pandemic.

See Note 2 - COVID-19 Charges for details regarding the impact of the COVID-19 pandemic on the Company’s financial results.

(2) Includes goodwill impairment charges of $ 2.0 million during the thirty-nine weeks ended September 27, 2020.

See Note 9 - Goodwill and Intangible Assets, Net for details regarding impairment of goodwill.

(3) Corporate impairment charges primarily relate to transformational initiatives.

COVID-19 Restructuring - During the thirty-nine weeks ended September 27, 2020, the Company recognized pre-tax asset impairments and closure costs in connection with the closure of 22 restaurants and from the update of certain cash flow assumptions, including lease renewal considerations (the “COVID-19 Restructuring”).

Following is a summary of the COVID-19 Restructuring charges recognized in the Consolidated Statements of Operations and Comprehensive (Loss) Income for the period indicated (dollars in thousands):

LOCATION OF CHARGE IN THE CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME THIRTY-NINE WEEKS ENDED

DESCRIPTION SEPTEMBER 27, 2020

Property, fixtures and equipment impairments Provision for impaired assets and restaurant closings $ 16,932

Lease right-of-use asset impairments and closing costs Provision for impaired assets and restaurant closings 4,008

Severance and other expenses General and administrative 1,021

Impairment and closure charges during the thirteen and thirty-nine weeks ended September 29, 2019 resulted primarily from locations identified for remodel, relocation or closure and certain other assets.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

Accrued Facility Closure and Other Costs Rollforward - The following table summarizes the Company’s accrual activity related to certain closure and restructuring initiatives, for the period indicated:

THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020

(2) Includes goodwill impairment charges of $ 2.0 million during the thirteen weeks ended March 29, 2020.

(3) Corporate impairment charges for the thirteen weeks ended March 29, 2020 primarily relate to transformational initiatives.

Accrued Facility Closure and Other Costs Rollforward - The following table is a rollforward of the Company’s closed facility lease liabilities and other accrued costs associated with the closure and restructuring initiatives, for the period indicated:

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021

Balance, beginning of the period $ 12,879

Additions 2,103

Cash payments ( 1,171 )

3 unchanged sentences

________________

(1) As of September 27, 2020, the Company had exit-related accruals related to certain closure and restructuring initiatives of $ 4.4 million recorded in Accrued and other current liabilities and $ 10.1 million recorded in Non-current operating lease liabilities on its Consolidated Balance Sheet.

Refranchising - During the thirteen weeks ended March 31, 2019, the Company completed the sale of 18 of its existing U.S.

Company-owned Carrabba’s Italian Grill locations to an existing franchisee for cash proceeds of $ 3.6 million, net of certain purchase price adjustments.

The Company remains contingently liable on certain real estate lease agreements assigned to the buyer.

See Note 20 - Commitments and Contingencies for additional details regarding lease guarantees .

Surplus Property Disposals - During the thirteen weeks ended September 29, 2019, the Company completed the sale of five of its U.S.

surplus properties for cash proceeds of $ 12.7 million, net of certain purchase price adjustments.

The transaction resulted in a net gain of $ 3.6 million, recorded within Other restaurant operating expense in the Consolidated Statements of Operations and Comprehensive (Loss) Income.

(1) As of March 28, 2021, the Company had exit-related accruals related to certain closure and restructuring initiatives of $ 3.8 million recorded in Accrued and other current liabilities and $ 8.0 million recorded in Non-current operating lease liabilities on its Consolidated Balance Sheet.

BLOOMIN’ BRANDS, INC.

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(UNAUDITED) - Continued

(Loss) Earnings Per Share

The following table presents the computation of basic and diluted (loss) earnings per share attributable to common stockholders for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(in thousands, except per share data) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

Net (loss) income attributable to Bloomin’ Brands

Earnings (Loss) Per Share

The dilutive effect of the 2025 Notes is calculated using the if-converted method which was required upon the Company’s adoption of ASU No.

To the extent the Company has the ability to settle its 2025 Notes in shares of its common stock, the principal and conversion spread on the 2025 Notes will have a dilutive impact on diluted earnings per share when the average market price of the Company’s common stock for a given period exceeds the conversion price of $ 11.89 per share of common stock.

In February 2021, the Company provided the trustee of its 2025 Notes notice of the Company’s irrevocable election to settle the principal portion of the 2025 Notes in cash and any excess in shares.

As a result, subsequent to the election, only the amounts in excess of the principal amount are considered in diluted earnings per share under the if-converted method.

In connection with the offering of the 2025 Notes, the Company entered into the Convertible Note Hedge Transactions and Warrant Transactions described in Note 10 - Convertible Senior Notes.

However, the Convertible Note Hedge Transactions are not considered when calculating dilutive shares given its impact is anti-dilutive.

The impact of the Convertible Note Hedge Transactions would offset the dilutive impact of the shares underlying the 2025 Notes.

The Warrant Transactions have a dilutive effect on the Company’s common stock to the extent that the price of its common stock exceeds the $ 16.64 strike price of the Warrant Transactions.

See Note 10 - Convertible Senior Notes for additional information regarding the 2025 Notes, Convertible Note Hedge Transactions and Warrant Transactions .

The following table presents the computation of basic and diluted earnings (loss) per share attributable to common stockholders for the periods indicated:

THIRTEEN WEEKS ENDED

(in thousands, except per share data) MARCH 28, 2021 MARCH 29, 2020

Net income (loss) attributable to Bloomin’ Brands

$ 68,862 $ ( 34,611 )

Redemption of preferred stock in excess of carrying value (1) — ( 3,496 )

Net (loss) income attributable to common stockholders $ ( 17,637 ) $ 9,248 $ ( 148,000 ) $ 102,569

Net income (loss) attributable to common stockholders 68,862 ( 38,107 )

Convertible senior notes if-converted method interest adjustment, net of tax (2) 1,381 —

Diluted net income (loss) attributable to common stockholders $ 70,243 $ ( 38,107 )

Basic weighted average common shares outstanding 88,367 87,129

Effect of diluted securities:

Effect of dilutive securities:

Stock options 709 —

1 unchanged sentence

Nonvested performance-based share units 94 —

Convertible senior notes (2) 15,193 —

Warrants 5,775 —

Diluted weighted average common shares outstanding 110,641 87,129

Basic (loss) earnings per share attributable to common stockholders $ ( 0.20 ) $ 0.11 $ ( 1.69 ) $ 1.15

Diluted (loss) earnings per share attributable to common stockholders $ ( 0.20 ) $ 0.11 $ ( 1.69 ) $ 1.14

Basic earnings (loss) per share attributable to common stockholders $ 0.78 $ ( 0.44 )

Diluted earnings (loss) per share attributable to common stockholders $ 0.63 $ ( 0.44 )

________________

(1) Consideration paid in excess of carrying value for the redemption of preferred stock is considered a deemed dividend and, for purposes of calculating earnings per share, reduces net income attributable to common stockholders for the thirty-nine weeks ended September 27, 2020.

See Note 12 - Stockholders’ Equity for additional details.

Weighted-average securities outstanding not included in the computation of net (loss) earnings per share attributable to common stockholders because their effect was antidilutive were as follows, for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(shares in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

Stock options 5,381 5,408 5,133 4,336

Nonvested restricted stock units 797 209 813 210

Nonvested performance-based share units 628 337 595 309

Convertible senior notes and warrants 38,696 — 20,695 —

There are approximately 19.348 million shares of the Company’s common stock that underlie its senior convertible notes based on the initial conversion rate and full principal amount.

The conversion spread on the Company’s convertible senior notes will have a dilutive impact on diluted earnings per share when the average market price of the Company’s common stock for a given period exceeds the conversion price of $ 11.89 per share of common stock.

The Company expects to settle the principal amount of its outstanding convertible senior notes in cash and any excess in shares.

As a result, upon conversion of the convertible senior notes, only the amounts in excess of the principal amount are considered in diluted earnings per share under the treasury stock method, if applicable.

For the thirteen and thirty-nine weeks ended September 27, 2020, the convertible senior notes have been excluded from the computation of diluted earnings per share as the effect would be antidilutive given the Company’s net loss.

Warrants to purchase approximately 19.348 million shares of the Company’s common shares at $ 16.64 per share were outstanding as of September 27, 2020 but were excluded from the computation of diluted earnings per share since the warrants’ strike price was greater than the average market price of the Company’s common stock during the period.

See Note 12 - Convertible Senior Notes for additional information regarding the Company’s convertible senior notes.

(2) Adjustment relates to the 2025 Notes weighted for the portion of the period prior to the Company’s election under the 2025 Notes indenture to settle the principal portion of its 2025 Notes in cash.

Effective with the Company’s election, there will be no further numerator adjustments for interest or denominator adjustments for shares required to settle the principal portion.

BLOOMIN’ BRANDS, INC.

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(UNAUDITED) - Continued

Share-based compensation-related weighted-average securities outstanding not included in the computation of net earnings (loss) per share attributable to common stockholders because their effect was antidilutive were as follows, for the periods indicated:

THIRTEEN WEEKS ENDED

(shares in thousands) MARCH 28, 2021 MARCH 29, 2020

Stock options 1,364 4,665

Nonvested restricted stock units 73 651

Nonvested performance-based share units 431 533

Stock-based Compensation Plans

The Company recognized stock-based compensation expense as follows for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Stock options $ 865 $ 832

2 unchanged sentences

$ 4,700 $ 3,214

During the thirty-nine weeks ended September 27, 2020, the Company made grants of 0.1 million stock options, 0.5 million time-based restricted stock units and 0.5 million performance-based share units.

Assumptions used in the Black-Scholes option pricing model and the weighted-average fair value of option awards granted were as follows for the periods indicated:

THIRTY-NINE WEEKS ENDED

SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

Weighted-average risk-free interest rate (1) 0.90 % 2.34 %

Dividend yield (2) 4.34 % 1.94 %

Expected term (3) 5.5 years 4.8 years

Weighted-average volatility (4) 30.43 % 31.05 %

Weighted-average grant date fair value per option $ 3.12 $ 5.07

In February 2021, the Company granted 0.3 million performance-based share units (“PSUs”) subject to final payout modification by a Relative Total Shareholder Return (“Relative TSR”) modifier.

These PSUs maintain a three-year cliff vesting period and the underlying adjusted earnings per share performance metric can range from zero to 200 % of the annual target grant.

The grants additionally included a Relative TSR modifier to the final payout outcome, which can adjust the payout by 75 %, 100 % or 125 % of the achieved performance metric, with the overall payout capped at 200 % of the annual target grant.

The Relative TSR is measured by comparing the Company’s Relative TSR to the constituents of the S&P 1500 Restaurants index.

The fair value of PSUs granted was estimated using the Monte Carlo simulation model.

The Monte Carlo simulation model utilizes multiple input variables to estimate the probability that the market conditions will be achieved and was applied to the trading price of the Company’s common stock on the date of the grant.

Assumptions used in the Monte Carlo simulation model and the grant date fair value of PSUs granted were as follows for the period indicated:

THIRTEEN WEEKS ENDED

MARCH 28, 2021

Risk-free interest rate (1) 0.20 %

Volatility (2) 48.45 %

Grant date fair value per unit (3) $ 29.73

________________

(1) Risk-free interest rate is the U.S.

Treasury yield curve in effect as of the grant date for periods within the expected term of the option.

(2) Dividend yield is the level of dividends expected to be paid on the Company’s common stock over the expected term of the option.

The dividend yield for the thirty-nine weeks ended September 27, 2020 relates to options granted prior the Company’s Amended Credit Agreement which restricts the payment of dividends.

See Note 11 - Long-term Debt, Net for dividend restriction details.

(3) Expected term represents the period of time that the options are expected to be outstanding.

The Company estimates the expected term based on historical exercise experience for its stock options.

(4) Based on the historical volatility of the Company’s stock.

The following represents unrecognized stock compensation expense and the remaining weighted-average vesting period as of September 27, 2020:

Treasury yield curve in effect as of the grant date for the performance period of the unit.

(2) Based on the historical volatility of the Company’s stock over the last seven years.

(3) Represents a 14.3 % premium above the per share value of the Company’s common stock as of the grant date.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

The following represents unrecognized stock-based compensation expense and the remaining weighted-average vesting period as of March 28, 2021:

UNRECOGNIZED COMPENSATION EXPENSE

3 unchanged sentences

Performance-based share units $ 14,790 2.1

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

Other Current Assets, Net

Other current assets, net, consisted of the following as of the periods indicated:

(dollars in thousands) SEPTEMBER 27, 2020 DECEMBER 29, 2019

(dollars in thousands) MARCH 28, 2021 DECEMBER 27, 2020

Prepaid expenses $ 21,081 $ 12,148

7 unchanged sentences

$ 82,426 $ 151,518

Property, Fixtures and Equipment, Net

Property, fixtures and equipment, net, consisted of the following as of the periods indicated:

(dollars in thousands) SEPTEMBER 27, 2020 DECEMBER 29, 2019

Land $ 40,728 $ 42,570

Buildings 1,152,012 1,202,434

Furniture and fixtures 445,536 458,169

Equipment 616,780 665,815

Construction in progress 28,286 24,477

accumulated depreciation ( 1,382,459 ) ( 1,357,388 )

________________

Goodwill and Intangible Assets, Net

Goodwill - The following table is a rollforward of goodwill:

(dollars in thousands) U.S.

INTERNATIONAL CONSOLIDATED

Balance as of December 29, 2019 $ 170,657 $ 117,782 $ 288,439

Translation adjustments — ( 16,728 ) ( 16,728 )

Impairment charges — ( 1,973 ) ( 1,973 )

Balance as of September 27, 2020 $ 170,657 $ 99,081 $ 269,738

T he COVID-19 outbreak was considered a triggering event during the thirteen weeks ended March 29, 2020, indicating that the carrying amount of goodwill may not be recoverable.

As a result, the Company performed a quantitative assessment for all reporting units to determine whether a reporting unit was impaired.

Based on this assessment, which utilized a discounted cash flow analysis, the Company recorded full impairment of goodwill related to its Hong Kong reporting unit of $ 2.0 million, within the international segment, during the thirteen weeks ended March 29, 2020.

Impairment was not recorded for any of the Company’s other reporting units as a result of the quantitative assessment.

Annual Goodwill and Intangible Asset Impairment Assessment - The Company performs its annual assessment for impairment of goodwill and other indefinite-lived intangible assets as of the first day of its second fiscal quarter.

Since the Company performed a quantitative assessment on the last day of the first fiscal quarter of 2020, as described above, the Company utilized the same assumptions and analysis in performing a quantitative annual

(1) See Note 16 - Allowance for Expected Credit Losses for a rollforward of the related allowance for expected credit losses.

Accrued and Other Current Liabilities

Accrued and other current liabilities consisted of the following as of the periods indicated:

(dollars in thousands) MARCH 28, 2021 DECEMBER 27, 2020

Accrued rent and current operating lease liabilities $ 188,272 $ 192,369

Accrued payroll and other compensation (1) 107,833 79,291

Accrued insurance 21,972 20,648

Other current liabilities (2) 110,207 96,013

$ 428,284 $ 388,321

________________

(1) During the thirteen weeks ended March 28, 2021, the Company reclassified $ 27.3 million of payroll taxes deferred under the Coronavirus, Aid, Relief and Economic Security Act (“CARES Act”) to current.

(2) During the thirteen weeks ended March 28, 2021, sales tax payable increased $ 9.2 million due to increased sales during the period.

BLOOMIN’ BRANDS, INC.

1 unchanged sentence

(UNAUDITED) - Continued

assessment in its second fiscal quarter and concluded that no additional impairment was required.

In 2019, the Company performed a qualitative assessment and did no t record any impairment charges.

Other Assets, Net

Other assets, net, consisted of the following as of the periods indicated:

(dollars in thousands) SEPTEMBER 27, 2020 DECEMBER 29, 2019

Company-owned life insurance (1) $ 50,887 $ 60,126

Deferred debt issuance costs (2) 5,301 4,893

Liquor licenses 24,250 24,289

Other assets 18,561 27,802

$ 98,999 $ 117,110

________________

(1) During the thirty-nine weeks ended September 27, 2020, the Company utilized $ 9.3 million of Company-owned life insurance policies to pay deferred compensation obligations.

(2) Net of accumulated amortization of $ 8.4 million and $ 6.8 million as of September 27, 2020 and December 29, 2019, respectively.

Long-term Debt, Net

Following is a summary of outstanding long-term debt, as of the periods indicated:

SEPTEMBER 27, 2020 DECEMBER 29, 2019

MARCH 28, 2021 DECEMBER 27, 2020

(dollars in thousands) OUTSTANDING BALANCE INTEREST RATE OUTSTANDING BALANCE INTEREST RATE

3 unchanged sentences

Total Senior Secured Credit Facility $ 770,625 $ 872,000

Convertible Senior Notes (3) 230,000 5.00 % —

2025 Notes (2) 230,000 5.00 % 230,000 5.00 %

Finance lease liabilities 2,093 2,405

Other — 50 2.18 %

unamortized debt discount and issuance costs (3) ( 9,170 ) ( 67,704 )

finance lease interest ( 185 ) ( 221 )

Total debt, net $ 993,363 $ 1,036,480

2 unchanged sentences

________________

(1) Interest rate represents the weighted-average interest rate for the respective periods.

(2) Subsequent to September 27, 2020, the Company made a payment of $ 23.0 million on its revolving credit facility.

(3) See Note 12 - Convertible Senior Notes for details regarding the convertible senior notes and related hedge and warrant transactions .

Amended Credit Agreement - On May 4, 2020, the Company and its wholly-owned subsidiary OSI Restaurant Partners, LLC (“OSI”), as co-borrowers, entered into an amendment to the existing credit agreement, dated November 30, 2017 (the “Amended Credit Agreement”), which provides relief for the financial covenant to maintain a specified quarterly Total Net Leverage Ratio (“TNLR”).

Without such amendment, violation of financial covenants under the original credit agreement could have resulted in default.

TNLR is the ratio of Consolidated Total Debt (Current portion of long-term debt and Long-term debt, net of cash, excluding the convertible senior notes) to Consolidated EBITDA (earnings before interest, taxes, depreciation and amortization and certain other adjustments as defined in the Amended Credit Agreement).

(1) Interest rate represents the weighted-average interest rate as of the respective periods.

(2) See Note 10 - Convertible Senior Notes for details regarding the 2025 Notes and related hedge and warrant transactions .

(3) In connection with the adoption of ASU No.

2020-06, debt discount of $ 59.9 million related to the 2025 Notes was de-recognized and $ 2.1 million of equity issuance costs were reclassified as debt issuance costs during the thirteen weeks ended March 28, 2021.

As of March 28, 2021 and December 27, 2020, the Company was in compliance with its debt covenants.

2029 Notes - Subsequent to March 28, 2021, the Company and its wholly-owned subsidiary OSI Restaurant Partners, LLC (“OSI”), as co-issuers, issued $ 300.0 million aggregate principal amount of senior unsecured notes due 2029 (the “2029 Notes”).

The 2029 Notes were issued pursuant to an Indenture, dated April 16, 2021 (the “Indenture”), by and among the Company, the guarantors named therein, and Wells Fargo Bank, National Association, as trustee.

The 2029 Notes will be guaranteed by each of the Company’s existing and future domestic restricted subsidiaries (other than OSI) that are guarantors or borrowers under its New Senior Secured Credit Facilities (as defined below) or certain other indebtedness.

The 2029 Notes will mature on April 15, 2029 , unless earlier redeemed or purchased by the Company.

The 2029 Notes bear cash interest at an annual rate of 5.125 % payable semi-annually in arrears on April 15 and October 15 of each year, beginning on October 15, 2021.

The Company may redeem some or all of the 2029 Notes at any time on or after April 15, 2024, at the redemption prices set forth in the Indenture, plus accrued and unpaid interest.

The Company may also redeem up to 40 % of the 2029 Notes in an amount not greater than the proceeds of certain equity offerings completed before April 15, 2024, at a redemption price equal to 105.125 % of the principal amount thereof, plus accrued and unpaid interest.

In addition, at any time prior to April 15, 2024, the Company may redeem some or all of the 2029 Notes at a price equal to 100 % of the principal amount, plus a “make-whole” premium, plus accrued and unpaid interest.

The Indenture contains restrictive covenants that limit the ability of the Company and its restricted subsidiaries to, among other things, incur additional indebtedness or issue certain preferred stock;

pay dividends, redeem stock or make other distributions;

make certain investments;

create restrictions on the ability of the Company’s restricted subsidiaries to pay dividends or make other payments to the Company;

create certain liens;

transfer or sell certain assets;

merge or consolidate;

enter into certain transactions with the Company’s affiliates;

and designate subsidiaries

BLOOMIN’ BRANDS, INC.

1 unchanged sentence

(UNAUDITED) - Continued

The Amended Credit Agreement waives the TNLR requirement for the remainder of fiscal year 2020 and requires a TNLR based on a seasonally annualized calculation of Consolidated EBITDA not to exceed the following thresholds for the periods indicated:

as unrestricted subsidiaries.

These covenants are subject to a number of important exceptions and qualifications as set forth in the Indenture.

The Indenture contains customary events of default, including, without limitation, failure to make required payments, failure to comply with certain agreements or covenants, cross-acceleration to certain other indebtedness in excess of specified amounts, certain events of bankruptcy and insolvency, and failure to pay certain judgments.

The net proceeds from the 2029 Notes, after deducting the initial purchaser’s discount and the Company’s offering expenses, were used to repay a portion of the Company’s outstanding Term loan A and revolving credit facility in conjunction with the refinancing of its Senior Secured Credit Facility.

Second Amended and Restated Credit Agreement - On April 16, 2021, the Company and OSI, as co-borrowers, entered into the Second Amended and Restated Credit Agreement (the “Second Amended and Restated Credit Agreement”), which provides for senior secured financing of up to $ 1.0 billion consisting of a $ 200.0 million Term loan A and an $ 800.0 million revolving credit facility (the “New Senior Secured Credit Facility”).

The New Senior Secured Credit Facility matures on April 16, 2026 and replaces the Company’s prior senior secured financing of up to $ 1.5 billion (the “Senior Secured Credit Facility”).

The commitments under the New Senior Secured Credit Facility may be increased in an aggregate principal amount of up to:

(i) $ 425.0 million or (ii) at the Company’s option, up to an unlimited amount of incremental facilities, so long as the Consolidated Senior Secured Net Leverage Ratio (“CSSNLR”), as defined in the Second Amended and Restated Credit Agreement, is no more than 3.00 to 1.00 as of the last day of the most recent period of four consecutive fiscal quarters ended.

The Company may elect an interest rate at each reset period based on the Base Rate or the Eurocurrency Rate, plus an applicable spread.

The Base Rate option is the highest of:

(i) the prime rate of Wells Fargo Bank, National Association, (ii) the federal funds effective rate plus 0.5 of 1.0% or (iii) the Eurocurrency rate with a one-month interest period plus 1.0 % (the “Base Rate”).

The Eurocurrency Rate option is the seven, 30, 60, 90 or 180-day Eurocurrency rate, subject to a 0 % floor (the “Eurocurrency Rate”).

The interest rates are as follows:

BASE RATE ELECTION EUROCURRENCY RATE ELECTION

Term loan A and revolving credit facility 50 to 150 basis points over the Base Rate

150 to 250 basis points over the Eurocurrency Rate

Fees on letters of credit and daily unused availability under the revolving credit facility will be 150 to 250 basis points and 25 to 40 basis points, respectively.

The following is a summary of required amortization payments for the Term loan A (dollars in thousands):

SCHEDULED QUARTERLY PAYMENT DATES TERM LOAN A

September 26, 2021 through June 30, 2024 $ 2,500

September 29, 2024 through June 29, 2025 $ 3,750

September 28, 2025 and December 28, 2025 $ 5,000

The New Senior Secured Credit Facility contains mandatory prepayment requirements for the Term loan A.

The Company is required to prepay outstanding amounts under these loans with 50 % of its annual excess cash flow, as defined in the Second Amended and Restated Credit Agreement, commencing with the fiscal year ending December 25, 2022.

The amount of outstanding loans required to be prepaid in accordance with the debt covenants may vary based on the Company’s CSSNLR and year end results.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

Total Net Leverage Ratio (“TNLR”) is the ratio of Consolidated Total Debt (Current portion of long-term debt and Long-term debt, net of cash, excluding the 2025 Notes) to Consolidated EBITDA (earnings before interest, taxes, depreciation and amortization and certain other adjustments as defined in the Second Amended and Restated Credit Agreement).

The Second Amended and Restated Credit Agreement requires a TNLR not to exceed the following thresholds for the periods indicated:

QUARTERLY PERIOD ENDED MAXIMUM RATIO

March 28, 2021 (1) 5.50 to 1.00

June 27, 2021 (1) 5.00 to 1.00

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________________

(1) Seasonally annualized Consolidated EBITDA calculated as Consolidated EBITDA for the fiscal quarter ending March 28, 2021 divided by 34.1 %.

(1) Seasonally annualized Consolidated EBITDA calculated as Consolidated EBITDA for the two consecutive quarters ending June 27, 2021 divided by 58.5 %.

(2) Seasonally annualized Consolidated EBITDA calculated as Consolidated EBITDA for the three consecutive quarters ending September 26, 2021 divided by 77.0 %.

The Company is also required to meet a minimum monthly liquidity threshold of $ 125.0 million through March 28, 2021, calculated as the sum of available capacity under the Company’s revolving credit facility, unrestricted domestic cash on hand and up to $ 25.0 million of unrestricted cash held by foreign subsidiaries.

Under the Amended Credit Agreement, the Company is limited to $ 100.0 million of aggregate capital expenditures for the four fiscal quarters through March 28, 2021.

The Company is also prohibited from making certain restricted payments, investments or acquisitions until after September 26, 2021, with an exception for investments in the Company’s foreign subsidiaries which are capped at $ 27.5 million.

Repurchasing shares of the Company’s outstanding common stock and paying dividends are also restricted until after September 26, 2021 and the Company is compliant with its financial covenants under the terms of the Amended Credit Agreement.

Interest rates under the Amended Credit Agreement are 275 and 175 basis points above the Eurocurrency Rate and Base Rate, respectively, and letter of credit fees and fees for the daily unused availability under the revolving credit facility are 2.75 % and 0.40 %, respectively, subject to reversion to rates under the original credit agreement when the Company is in compliance with the TNLR covenant for the test period ending September 26, 2021.

The Company is also subject to a 0 % Eurocurrency floor under the Amended Credit Agreement.

Deferred Debt Issuance Costs - The Company deferred $ 2.9 million of debt issuance costs incurred in connection with the Amended Credit Agreement.

Deferred debt issuance costs of $ 2.0 million associated with the revolving credit facility portion of the Amended Credit Agreement were recorded in Other assets, net and all other deferred debt issuance costs were recorded in Long-term debt, net during the thirteen weeks ended June 28, 2020.

As of September 27, 2020 and December 29, 2019, the Company was in compliance with its debt covenants.

The Second Amended and Restated Credit Agreement limits, subject to certain exceptions, the Company’s ability and the ability of its subsidiaries to:

incur additional indebtedness;

make significant payments;

pay dividends and other restricted payments;

make certain investments;

acquire certain assets;

effect mergers and similar transactions;

and effect certain other transactions with affiliates.

The Company is also limited to $ 200.0 million of aggregate capital expenditures during the year ended December 26, 2021.

The Second Amended and Restated Credit Agreement also prohibits the Company from paying certain dividends and making certain restricted payments and acquisitions until the Company is in compliance with its TNLR covenant for the period ended September 26, 2021.

Subsequent to its refinancing of the Senior Secured Credit Facility, the Company made payments of $ 20.0 million on its new revolving credit facility, which had an outstanding balance of $ 251.0 million as of April 30, 2021.

Convertible Senior Notes

Convertible Senior Notes - On May 8, 2020, the Company completed a $ 200.0 million principal amount private offering of 5.00 % convertible senior notes due 2025 and on May 12, 2020, issued an additional $ 30.0 million principal amount in connection with the option granted to the initial purchasers as part of the offering (collectively, the “2025 Notes”).

Convertible Senior Notes - In May 2020, the Company completed a $ 230.0 million principal amount private offering of 5.00 % convertible senior notes due in 2025.

The 2025 Notes are governed by the terms of an indenture between the Company and Wells Fargo Bank, National Association, as the Trustee.

The 2025 Notes will mature on May 1, 2025 , unless earlier converted, redeemed or purchased by the Company.

The 2025 Notes bear cash interest at an annual rate of 5.00 %, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on November 1, 2020.

The 2025 Notes are unsecured obligations and do not contain any financial covenants or restrictions on incurring additional indebtedness, paying dividends or issuing or repurchasing any securities.

Events of default under the

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

indenture for the 2025 Notes include, among other things, a default in the payment when due of the principal of, or the redemption price for, any note and a default for 30 days in the payment when due of interest on any note.

If an event of default, the principal amount of, and all accrued and unpaid interest on, all of the notes then outstanding will immediately become due and payable.

The 2025 Notes bear cash interest at an annual rate of 5.00 %, payable semi-annually in arrears on May 1 and November 1 of each year.

Net proceeds from the 2025 Notes offering were approximately $ 221.6 million, after deducting the initial purchaser’s discounts and commissions and the Company’s offering expenses.

The initial conversion rate applicable to the 2025 Notes is 84.122 shares of common stock per $ 1,000 principal amount of 2025 Notes, or a total of approximately 19.348 million shares for the total $ 230.0 million principal amount.

1 unchanged sentence

The conversion rate is subject to adjustment upon the occurrence of certain specified events.

Noteholders may convert their notes at their option only in the circumstances described in the indenture.

The Company will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company’s election, based on the applicable conversion rate.

Net proceeds from the 2025 Notes offering were approximately $ 221.6 million, after deducting the initial purchaser’s discounts and commissions and the Company’s offering expenses.

Upon issuance, the principal amount was separated into a liability and an equity component, such that interest expense reflects the Company’s nonconvertible debt interest rate.

The initial carrying value of the 2025 Notes, excluding the discounts upon original issuance and third-party offering costs allocated to the liability, and recorded during the thirteen weeks ended June 28, 2020, is as follows (dollars in thousands):

Liability component

Prior to the close of business on the business day immediately preceding November 1, 2024, holders may convert all or a portion of their 2025 Notes under the following circumstances:

(i) during any calendar quarter commencing after the calendar quarter ending on June 30, 2020, if the last reported sale price per share of the Company’s common stock exceeds 130 % of the conversion price for each of at least 20 trading days during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter;

(ii) during the five consecutive business days immediately after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of 2025 Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price per share of the Company’s common stock and the conversion rate on each such trading day;

(iii) upon the occurrence of specified corporate

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

events or distributions on the Company’s common stock;

(iv) if the Company calls the 2025 Notes for redemption, and (v) at any time from, and including November 1, 2024 until the close of business on the second scheduled trading day immediately before the maturity date.

The 2025 Notes will be redeemable by the Company, in whole or in part, at the Company’s option at any time, and from time to time, on or after May 1, 2023 and on or before the 40 th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the 2025 Notes to be redeemed, plus accrued and unpaid interest, but only if the last reported sale price per share of the Company’s common stock exceeds 130 % of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice;

and (ii) the trading day immediately before the date the Company sends such notice.

In addition, calling any of the 2025 Notes for redemption will constitute a make-whole fundamental change with respect to that note, in which case the conversion rate applicable to the conversion of the 2025 Notes will be increased in certain circumstances if it is converted after it is called for redemption.

If a fundamental change occurs prior to the maturity date, holders may require the Company to repurchase all or a portion of their 2025 Notes for cash at a price equal to 100 % of the principal amount of the 2025 Notes to be repurchased, plus accrued and unpaid interest.

Holders of 2025 Notes who convert their 2025 Notes in connection with a notice of a redemption or a make-whole fundamental change may be entitled to a premium in the form of an increase in the conversion rate of the 2025 Notes .

The following table includes the outstanding principal amount and carrying value of the 2025 Notes as of the periods indicated:

(dollars in thousands) MARCH 28, 2021 DECEMBER 27, 2020

Long-term debt, net

Principal $ 230,000 $ 230,000

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________________

(1) Debt discount and issuance costs are amortized to interest expense using the effective interest method over the expected life of the 2025 Notes.

(2) Recorded in Additional paid-in capital on the Consolidated Balance Sheet.

Includes $ 2.4 million of equity issuance costs and net deferred tax assets of $ 0.6 million.

Convertible Note Hedge and Warrant Transactions - In connection with the offering of the 2025 Notes , the Company entered into convertible note hedge transactions (the “Convertible Note Hedge Transactions”) with certain of the initial purchasers of the 2025 Notes and/or their respective affiliates and other financial institutions (in this capacity, the “Hedge Counterparties”).

Concurrently with the Company’s entry into the Convertible Note Hedge Transactions, the Company also entered into separate, warrant transactions with the Hedge Counterparties collectively relating to the same number of shares of the Company’s common stock, subject to customary anti-dilution adjustments, and for which the Company received proceeds that partially offset the cost of entering into the Convertible Note Hedge Transactions (the “Warrant Transactions”).

The Convertible Note Hedge Transactions cover, subject to customary anti-dilution adjustments, the number of shares of the Company’s common stock that initially underlie the 2025 Notes , and are expected generally to reduce the potential equity dilution, and/or offset any cash payments in excess of the principal amount due, as the case may be, upon conversion of the 2025 Notes .

The Warrant Transactions could have a dilutive effect on the Company’s common stock to the extent that the price of its common stock exceeds the strike price of the Warrant Transactions.

(1) In connection with the adoption of ASU No.

2020-06, debt discount and the equity component of the 2025 Notes were de-recognized and $ 2.1 million of issuance costs that were previously allocated to the equity component were reclassified as debt issuance costs during the thirteen weeks ended March 28, 2021.

(2) Debt issuance costs are amortized to Interest expense, net using the effective interest method over the expected life of the 2025 Notes.

The effective rate of the 2025 Notes over their expected life is 5.85 %.

Following is a summary of interest expense for the 2025 Notes, by component, for the period indicated:

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021

Coupon interest $ 2,875

Deferred issuance cost amortization 381

Total interest expense $ 3,256

Based on the daily closing prices of the Company’s stock during the quarter ended March 28, 2021, holders of the 2025 Notes are eligible to convert their 2025 Notes during the second quarter of 2021.

In February 2021, the Company provided the trustee of the 2025 Notes notice of its irrevocable election under the 2025 Notes indenture to settle the principal portion of the 2025 Notes upon conversion in cash and any excess in shares.

BLOOMIN’ BRANDS, INC.

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(UNAUDITED) - Continued

The strike price will initially be $ 16.64 per share and is subject to certain adjustments under the terms of the Warrant Transactions.

The portion of the net proceeds to the Company from the offering of the 2025 Notes that was used to pay the premium on the Convertible Note Hedge Transactions, net of the proceeds to the Company from the Warrant Transactions, was approximately $ 19.6 million.

The net costs incurred in connection with the Convertible Note Hedge Transactions and Warrant Transactions were recorded as a reduction to Additional paid-in capital on the Company’s Consolidated Balance Sheet during the thirteen weeks ended June 28, 2020.

As these transactions meet certain accounting criteria, the Convertible Note Hedge Transactions and Warrant Transactions were recorded in stockholders’ equity, not accounted for as derivatives and are not remeasured each reporting period.

The Convertible Note Hedge Transactions cover, subject to customary anti-dilution adjustments, the number of shares of the Company’s common stock that initially underlie the 2025 Notes , and are expected generally to reduce the potential equity dilution in excess of the principal amount due upon conversion of the 2025 Notes .

The Warrant Transactions have a dilutive effect on the Company’s common stock to the extent that the price of its common stock exceeds the strike price of the Warrant Transactions.

The strike price is initially $ 16.64 per share and is subject to certain adjustments under the terms of the Warrant Transactions.

The Convertible Note Hedge Transactions are exercisable upon conversion of the 2025 Notes .

The Convertible Note Hedge Transactions expire upon maturity of the 2025 Notes .

The Warrant Transactions are exercisable on the expiration dates included in the related forms of confirmation.

Other Long-term Liabilities, Net

Other long-term liabilities, net, consisted of the following as of the periods indicated:

(dollars in thousands) SEPTEMBER 27, 2020 DECEMBER 29, 2019

(dollars in thousands) MARCH 28, 2021 DECEMBER 27, 2020

Accrued insurance liability $ 31,902 $ 32,128

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_______________

(1) Deferred payroll tax liabilities as allowed for in the Coronavirus, Aid, Relief and Economic Security Act (“CARES Act”).

See Note 19 - Income Taxes for details regarding the CARES Act.

(2) The increase in Other long-term liabilities during the thirty-nine weeks ended September 27, 2020, primarily relates to $ 8.7 million of additional contingent lease liabilities subsequent to the adoption of ASU No.

2016-13 and $ 2.8 million of additional interest rate swap liabilities.

See Note 20 - Commitments and Contingencies and Note 15 - Derivative Instruments and Hedging Activities , respectively, for details regarding these increases.

(1) During the thirteen weeks ended March 28, 2021, the Company reclassified $ 27.3 million of payroll taxes deferred under the CARES Act to current.

Stockholders’ Equity

Dividends - The Company declared and paid dividends per share during fiscal year 2020 as follows:

(in thousands, except per share data) DIVIDENDS PER SHARE AMOUNT

First fiscal quarter $ 0.20 $ 17,480

Redeemable Preferred Stock - In connection with the development of its Abbraccio Cucina Italiana (“Abbraccio”) concept in 2015, the Company entered into an investment agreement (the “Abbraccio Investment Agreement”) to sell preferred shares of its Abbraccio subsidiary (“Abbraccio Shares”) to certain investors.

The Abbraccio Investment Agreement included a call option for the purchase of the Abbraccio Shares (the “Abbraccio Call Option”).

During the thirteen weeks ended March 29, 2020, the Company exercised the Abbraccio Call Option to purchase all outstanding Abbraccio Shares for $ 1.0 million and recorded a reduction to Accumulated deficit and an increase in Net loss applicable to common stockholders of $ 3.5 million for the consideration paid in excess of the Abbraccio Shares’ carrying value.

Redeemable Preferred Stock - In connection with the development of its Abbraccio Cucina Italiana (“Abbraccio”) concept in 2015, the Company sold preferred shares of its Abbraccio subsidiary (“Abbraccio Shares”) to certain investors.

During the thirteen weeks ended March 29, 2020, the Company exercised a call option to purchase all outstanding Abbraccio Shares for $ 1.0 million and recorded a reduction to Accumulated deficit and an increase in Net loss applicable to common stockholders of $ 3.5 million for the consideration paid in excess of the Abbraccio Shares’ carrying value.

BLOOMIN’ BRANDS, INC.

2 unchanged sentences

Accumulated Other Comprehensive Loss (“AOCL”) - Following are the components of AOCL as of the periods indicated:

(dollars in thousands) SEPTEMBER 27, 2020 DECEMBER 29, 2019

(dollars in thousands) MARCH 28, 2021 DECEMBER 27, 2020

Foreign currency translation adjustment $ ( 195,458 ) $ ( 188,883 )

2 unchanged sentences

Following are the components of Other comprehensive loss attributable to Bloomin’ Brands for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Foreign currency translation adjustment $ ( 6,575 ) $ ( 7,297 )

Unrealized gain (loss) on derivatives, net of tax (1) $ 261 $ ( 2,036 ) $ ( 14,631 ) $ ( 13,656 )

Reclassification of adjustments for loss on derivatives included in Net (loss) income, net of tax (2) 2,962 812 6,943 578

Unrealized loss on derivatives, net of tax (1) $ ( 42 ) $ ( 13,336 )

Reclassification of adjustments for loss on derivatives included in Net income (loss), net of tax (2) 3,003 1,396

Total unrealized gain (loss) on derivatives, net of tax $ 2,961 $ ( 11,940 )

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________________

(1) Unrealized gain (loss) on derivatives is net of tax of $ 0.1 million and $( 0.7 ) million for the thirteen weeks ended September 27, 2020 and September 29, 2019 and $( 5.1 ) million and $( 4.7 ) million for the thirty-nine weeks ended September 27, 2020 and September 29, 2019, respectively.

(1) Unrealized loss on derivatives is net of tax of $ 4.6 million for the thirteen weeks ended March 29, 2020.

(2) Reclassifications of adjustments for loss on derivatives are net of tax.

1 unchanged sentence

Derivative Instruments and Hedging Activities

Cash Flow Hedges of Interest Rate Risk - On October 24, 2018 and October 25, 2018 , the Company entered into variable-to-fixed interest rate swap agreements with 12 counterparties to hedge a portion of the cash flows of the Company’s variable rate debt.

Cash Flow Hedges of Interest Rate Risk - In October 2018, the Company entered into variable-to-fixed interest rate swap agreements with 12 counterparties to hedge a portion of the cash flows of the Company’s variable rate debt.

The swap agreements have an aggregate notional amount of $ 550.0 million and mature on November 30, 2022 .

1 unchanged sentence

The Company’s swap agreements have been designated and qualify as cash flow hedges, are recognized on its Consolidated Balance Sheets at fair value and are classified based on the instruments’ maturity dates.

The Company estimates $ 16.0 million will be reclassified to interest expense over the next 12 fiscal months.

As of March 28, 2021, the Company estimated $ 10.4 million will be reclassified to Interest expense, net over the next 12 fiscal months.

The following table presents the fair value and classification of the Company’s swap agreements, as of the periods indicated:

(dollars in thousands) SEPTEMBER 27, 2020 DECEMBER 29, 2019 CONSOLIDATED BALANCE SHEET CLASSIFICATION

(dollars in thousands) MARCH 28, 2021 DECEMBER 27, 2020 CONSOLIDATED BALANCE SHEET CLASSIFICATION

Interest rate swaps - liability $ 14,814 $ 14,855 Accrued and other current liabilities

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(UNAUDITED) - Continued

On May 4, 2020 , concurrent with entering into the Amended Credit Agreement, the Company de-designated its interest rate swap hedge relationship and modified its hedge documentation to more closely align with certain terms of the Amended Credit Agreement.

On May 6, 2020, the Company re-designated the cash flow hedge relationship for the original $ 550.0 million notional amount, resulting in no impact to the Company’s consolidated financial statements as a result of the hedge activity.

The following table summarizes the effects of the swap agreements on Net (loss) income for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

The following table summarizes the effects of the swap agreements on Net income (loss) for the periods indicated:

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Interest rate swap expense recognized in Interest expense, net $ ( 4,044 ) $ ( 1,880 )

Income tax benefit recognized in (Benefit) provision for income taxes 1,029 283 2,410 201

Total effects of the interest rate swaps on Net (loss) income $ ( 2,962 ) $ ( 812 ) $ ( 6,943 ) $ ( 578 )

Income tax benefit recognized in Provision (benefit) for income taxes 1,041 484

Total effects on Net income (loss) $ ( 3,003 ) $ ( 1,396 )

By utilizing the interest rate swaps, the Company is exposed to credit-related losses in the event that the counterparty fails to perform under the terms of the derivative contract.

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The Company continually assesses the creditworthiness of its counterparties.

As of September 27, 2020 , all counterparties to the interest rate swaps had performed in accordance with their contractual obligations.

As of March 28, 2021, all counterparties to the interest rate swaps had performed in accordance with their contractual obligations.

The Company has agreements with each of its derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if the repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on indebtedness.

As of September 27, 2020 and December 29, 2019 , the fair value of the Company’s interest rate swaps was in a net liability position, including accrued interest but excluding any adjustment for nonperformance risk, of $ 36.5 million and $ 24.8 million, respectively.

As of September 27, 2020 and December 29, 2019 , the Company has not posted any collateral related to these agreements.

If the Company had breached any of these provisions as of September 27, 2020 and December 29, 2019 , it could have been required to settle its obligations under the agreements at their termination value of $ 36.5 million and $ 24.8 million, respectively.

In April 2020, the FASB issued a question and answer document focused on the application of lease accounting guidance to lease concessions provided as a result of COVID-19 (the “Lease Modification Q&A”).

The Lease Modification Q&A provides entities with the option to elect to account for lease concessions as though the enforceable rights and obligations existed in the original lease when the total cash flows resulting from the modified lease are substantially similar to the cash flows in the original lease.

The Company elected this practical expedient for COVID-19-related rent concessions, primarily rent deferrals or rent abatements, and has elected not to remeasure the related lease liability and right-of-use asset for those leases.

Rent deferrals are accrued with no impact to straight-line rent expense.

Rent abatements are recognized as a reduction of variable rent expense in the month they occur.

This election will continue while these concessions are in effect.

As of March 28, 2021 and December 27, 2020, the fair value of the Company’s interest rate swaps was in a net liability position, including accrued interest but excluding any adjustment for nonperformance risk, of $ 28.2 million and $ 32.2 million, respectively.

As of March 28, 2021 and December 27, 2020, the Company has not posted any collateral related to these agreements.

If the Company had breached any of these provisions as of March 28, 2021 and December 27, 2020, it could have been required to settle its obligations under the agreements at their termination value of $ 28.2 million and $ 32.2 million, respectively.

In connection with the refinancing of its Senior Secured Credit Facility, on April 16, 2021 the Company terminated its variable-to-fixed interest rate swap agreements with seven counterparties having an aggregate notional amount of $ 275.0 million for a payment of approximately $ 13.3 million, including accrued interest.

Following these terminations, $ 13.4 million of unrealized losses related to the terminated swap agreements included in AOCL will be amortized on a straight-line basis to Interest expense, net over the remaining original term of the terminated swaps.

BLOOMIN’ BRANDS, INC.

2 unchanged sentences

The following table includes a detail of lease assets and liabilities included on the Company’s Consolidated Balance Sheets as of the periods indicated:

(dollars in thousands) CONSOLIDATED BALANCE SHEET CLASSIFICATION SEPTEMBER 27, 2020 DECEMBER 29, 2019

(dollars in thousands) CONSOLIDATED BALANCE SHEET CLASSIFICATION MARCH 28, 2021 DECEMBER 27, 2020

Operating lease right-of-use assets Operating lease right-of-use assets $ 1,165,947 $ 1,172,910

7 unchanged sentences

________________

(1) Net of accumulated amortization of $ 2.1 million and $ 1.3 million as of September 27, 2020 and December 29, 2019, respectively.

(2) Excludes COVID-19-related deferred rent accruals of $ 14.4 million as of September 27, 2020 and accrued contingent percentage rent of $ 2.6 million and $ 2.4 million, as of September 27, 2020 and December 29, 2019, respectively.

Following is a summary of expenses and income related to leases recognized in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income for the periods indicated:

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME CLASSIFICATION THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

(1) Net of accumulated amortization of $ 2.6 million and $ 2.3 million as of March 28, 2021 and December 27, 2020, respectively.

(2) Excludes COVID-19-related deferred rent accruals of $ 7.6 million and $ 12.8 million as of March 28, 2021 and December 27, 2020, respectively, and accrued contingent percentage rent of $ 3.8 million and $ 2.7 million, as of March 28, 2021 and December 27, 2020, respectively.

(3) Excludes COVID-19-related non-current deferred rent accruals of $ 1.0 million and $ 1.2 million as of March 28, 2021 and December 27, 2020, respectively.

Following is a summary of expenses and income related to leases recognized in the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss) for the periods indicated:

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) CLASSIFICATION THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Operating leases (1) Other restaurant operating $ 44,792 $ 45,882

6 unchanged sentences

________________

(1) Excludes rent expense for office facilities and Company-owned closed or subleased properties of $ 3.6 million and $ 3.8 million for the thirteen weeks ended September 27, 2020 and September 29, 2019, respectively, and $ 10.4 million and $ 11.0 million for the thirty-nine weeks ended September 27, 2020 and September 29, 2019, respectively, which is included in General and administrative expense.

Also excludes certain supply chain related rent expense of $ 0.3 million for the thirteen weeks ended September 27, 2020 and September 29, 2019 and $ 1.0 million and $ 0.9 million for the thirty-nine weeks ended September 27, 2020 and September 29, 2019, respectively, which is included in Food and beverage costs.

(2) Excludes rental income from Company-owned properties of $ 0.4 million for the thirteen weeks ended September 29, 2019 and $ 0.3 million and $ 1.8 million for the thirty-nine weeks ended September 27, 2020 and September 29, 2019, respectively.

(1) Excludes rent expense for office facilities and Company-owned closed or subleased properties of $ 3.5 million and $ 3.6 million for the thirteen weeks ended March 28, 2021 and March 29, 2020, respectively, which is included in General and administrative expense.

Also excludes certain supply chain related rent expense of $ 0.3 million for the thirteen weeks ended March 28, 2021 and March 29, 2020 which is included in Food and beverage costs.

(2) Includes COVID-19-related rent abatement for the thirteen weeks ended March 28, 2021 .

(3) Excludes rental income from Company-owned properties of $ 0.1 million and $ 0.2 million for the thirteen weeks ended March 28, 2021 and March 29, 2020, respectively.

The following table is a summary of other impacts to the Company’s Consolidated Financial Statements related to its leases for the periods indicated:

THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Cash flows from operating activities:

10 unchanged sentences

Fair Value Measurements on a Recurring Basis - The following table summarizes the Company’s financial assets and liabilities measured at fair value by hierarchy level on a recurring basis as of the periods indicated:

SEPTEMBER 27, 2020 DECEMBER 29, 2019

MARCH 28, 2021 DECEMBER 27, 2020

(dollars in thousands) TOTAL LEVEL 1 LEVEL 2 TOTAL LEVEL 1 LEVEL 2

17 unchanged sentences

The Company also considers its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements.

As of September 27, 2020 and December 29, 2019, the Company has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives.

As of March 28, 2021 and December 27, 2020, the Company has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives.

Fair Value Measurements on a Nonrecurring Basis - Assets and liabilities that are measured at fair value on a nonrecurring basis relate primarily to property, fixtures and equipment, operating lease right-of-use assets, goodwill and other intangible assets, which are remeasured when carrying value exceeds fair value.

Carrying value after

BLOOMIN’ BRANDS, INC.

1 unchanged sentence

(UNAUDITED) - Continued

Carrying value after impairment approximates fair value.

The following table summarizes the Company’s assets measured at fair value by hierarchy level on a nonrecurring basis, for the periods indicated:

impairment approximates fair value.

The following table summarizes the Company’s assets measured at fair value by hierarchy level on a nonrecurring basis, for the period indicated:

THIRTEEN WEEKS ENDED

SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

(dollars in thousands) REMAINING CARRYING VALUE TOTAL IMPAIRMENT REMAINING CARRYING VALUE TOTAL IMPAIRMENT

Assets held for sale (1)

$ — $ — $ 900 $ 100

Operating lease right-of-use assets (2)

— ( 24 ) 293 622

Property, fixtures and equipment (3)

207 388 395 826

$ 207 $ 364 $ 1,588 $ 1,548

THIRTY-NINE WEEKS ENDED

SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

(dollars in thousands) REMAINING CARRYING VALUE TOTAL IMPAIRMENT REMAINING CARRYING VALUE TOTAL IMPAIRMENT

MARCH 29, 2020

(dollars in thousands) REMAINING CARRYING VALUE TOTAL IMPAIRMENT

Assets held for sale (1)

$ 1,182 $ 75 $ 2,049 $ 315

Operating lease right-of-use assets (1)

5 unchanged sentences

____________________

(1) Assets generally measured using third-party market appraisals or executed sales contracts (Level 2).

(2) Carrying values measured using Level 2 inputs to estimate fair value totaled $ 0.2 million during the thirty-nine weeks ended September 29, 2019.

All other assets were valued using Level 3 inputs.

Third-party market appraisals (Level 2) and discounted cash flow models (Level 3) were used to estimate fair value.

(3) Carrying values measured using Level 2 inputs to estimate fair value totaled $ 2.2 million during the thirty-nine weeks ended September 27, 2020.

(1) Asset carrying values measured using discounted cash flow models (Level 3).

(2) Carrying values measured using Level 2 inputs to estimate fair value totaled $ 2.5 million.

All other assets were valued using Level 3 inputs.

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(3) Other assets generally measured using the quoted market value of comparable assets (Level 2).

See Note 4 - Impairments, Exit Costs and Disposals for information regarding impairment charges resulting from the fair value measurement performed on a nonrecurring basis during the thirteen and thirty-nine weeks ended September 27, 2020.

See Note 4 - Impairments and Exit Costs for information regarding impairment charges resulting from the fair value measurement performed on a nonrecurring basis during the thirteen weeks ended March 29, 2020.

Projected future cash flows, including discount rate and growth rate assumptions, are derived from current economic conditions, expectations of management and projected trends of current operating results.

4 unchanged sentences

In order to calculate the present value of those future cash flows, the Company discounted cash flow estimates at its weighted-average cost of capital applicable to the country in which the measured assets reside.

The following table presents quantitative information related to certain unobservable inputs used in the Company’s Level 3 fair value measurements of Operating lease right-of-use assets and Property, fixtures and equipment for the impairment losses incurred for the period indicated:

THIRTEEN WEEKS ENDED

UNOBSERVABLE INPUTS MARCH 29, 2020

Weighted-average cost of capital 10.4 %

Long-term growth rate 1.5 % to 2.0 %

Interim Disclosures about Fair Value of Financial Instruments - The Company’s non-derivative financial instruments consist of cash equivalents, accounts receivable, accounts payable and current and long-term debt.

The fair values of cash equivalents, accounts receivable and accounts payable approximate their carrying amounts reported on its Consolidated Balance Sheets due to their short duration.

BLOOMIN’ BRANDS, INC.

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(UNAUDITED) - Continued

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

UNOBSERVABLE INPUTS SEPTEMBER 27, 2020 SEPTEMBER 27, 2020

Weighted-average cost of capital 11.3 % 10.4 % to 11.3 %

Long-term growth rate 1.5 % to 2.0 % 1.5 % to 2.0 %

The fair values of cash equivalents, accounts receivable and accounts payable approximate their carrying amounts reported on its Consolidated Balance Sheets due to their short duration.

Debt is carried at amortized cost;

1 unchanged sentence

The following table includes the carrying value and fair value of the Company’s debt by hierarchy level as of the periods indicated:

SEPTEMBER 27, 2020 DECEMBER 29, 2019

MARCH 28, 2021 DECEMBER 27, 2020

CARRYING VALUE FAIR VALUE LEVEL 2 CARRYING VALUE FAIR VALUE LEVEL 2

3 unchanged sentences

Revolving credit facility $ 355,000 $ 337,243 $ 447,000 $ 419,612

Convertible Senior Notes $ 230,000 $ 349,455 $ — $ —

2025 Notes $ 230,000 $ 592,280 $ 230,000 $ 413,818

Allowance for Expected Credit Losses

The following is a rollforward of the allowance for trade receivable expected credit losses for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 27, 2020

Allowance for credit losses, beginning of period $ 4,566 $ 199

The following table is a rollforward of the Company’s trade receivables allowance for expected credit losses for the periods indicated:

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Allowance for expected credit losses, beginning of period $ 4,095 $ 199

Adjustment for adoption of ASU No.

2 unchanged sentences

Charge-off of accounts ( 98 ) —

Allowance for credit losses, end of period $ 4,539 $ 4,539

The Company is exposed to credit losses through its trade accounts receivable consisting primarily of amounts due for gift card, credit card, vendor, franchise and other receivables.

Gift card, vendor and other receivables consist primarily of amounts due from gift card resellers and vendor rebates.

Amounts due from franchisees consist of initial franchise fees, royalty income, and advertising fees.

See Note 7 - Other Current Assets, Net for disclosure of trades receivables by category as of September 27, 2020 and December 29, 2019.

Domestic credit card receivables are recorded within Cash and cash equivalents based on their short duration and reasonably assured settlement.

The Company evaluates the collectability of trade receivables based on historical loss experience and risk pool and records periodic adjustments for factors such as deterioration of economic conditions, specific customer circumstances and changes in the aging of accounts receivable balances.

For risk pools where there was no

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED) - Continued

established loss history, S&P speculative-grade default rates are utilized to calculate an estimated loss rate.

Losses are charged off in the period in which they are determined to be uncollectable.

Allowance for expected credit losses, end of period $ 3,997 $ 4,551

The financial condition of the Company’s franchisees is largely dependent on the underlying business trends of its brands and market conditions within the casual dining restaurant industry.

3 unchanged sentences

See Note 18 - Commitments and Contingencies for details regarding these lease guarantees.

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

(Loss) income before (benefit) provision for income taxes $ ( 32,554 ) $ 8,713 $ ( 214,830 ) $ 110,882

(Benefit) provision for income taxes $ ( 14,776 ) $ ( 660 ) $ ( 70,210 ) $ 6,051

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Income (loss) before provision (benefit) for income taxes $ 76,391 $ ( 54,069 )

Provision (benefit) for income taxes $ 6,593 $ ( 19,655 )

Effective income tax rate 8.6 % 36.4 %

On March 27, 2020, the President of the United States signed into law the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”).

Accordingly, the applicable provisions of the CARES Act have been reflected in the Company’s tax provision for the thirteen and thirty-nine weeks ended September 27, 2020.

The CARES Act, among other items, includes U.S.

corporate tax provisions related to the deferment of employer social security payments, employee retention credits, net operating loss (“NOL”) carryback periods, alternative minimum tax credits, modifications to interest deduction limitations and technical corrections on tax depreciation methods for qualified improvement property (“QIP”).

The effective income tax rate for the thirteen and thirty-nine weeks ended September 27, 2020 increased by 53.0 and 27.2 percentage points as compared to the thirteen and thirty-nine weeks ended September 29, 2019.

These increases were primarily due to the benefit of the tax credits for FICA taxes on certain employees’ tips, the forecasted 2020 pre-tax book loss and changes to the estimate of the forecasted full-year effective tax rate relative to prior quarters in 2020.

The effective income tax rate for the thirteen weeks ended March 28, 2021 decreased by 27.8 percentage points as compared to the thirteen weeks ended March 29, 2020.

The decrease was primarily due to the benefit of FICA tax credits on certain employees’ tips reducing the effective tax rate in 2021 as a result of forecasted pre-tax book income as compared to increasing the effective tax rate in 2020 as a result of forecasted pre-tax book loss.

As of December 27, 2020, the Company had $ 155.3 million in general business tax credits carryforwards, which have a 20-year carryforward period and are utilized on a first-in, first-out basis.

The Company expects to increase its general business credit carryforwards in 2020 by approximately $ 20 million to $ 30 million as a result of additional credits generated in 2020 and the application of the QIP technical correction enacted as part of the CARES Act.

The Company currently expects to utilize these tax credit carryforwards within a 10 year period.

However, the Company’s ability to utilize these tax credits could be adversely impacted by, among other items, a future “ownership change” as defined under Section 382 of the Internal Revenue Code.

The Company has a blended federal and state statutory rate of approximately 26 %.

The effective income tax rate for the thirteen and thirty-nine weeks ended September 27, 2020 was higher than the statutory rate primarily due to the benefit of tax credits for FICA taxes on certain employees’ tips.

Deferred Taxes - During the thirty-nine weeks ended September 27, 2020, Deferred income tax assets, net increased by $ 73.3 million primarily as a result of losses incurred during the period and tax credits for FICA taxes on certain employees’ tips.

The Company expects to increase its general business credit carryforwards in 2021 by approximately $ 15 million to $ 25 million.

The Company currently

BLOOMIN’ BRANDS, INC.

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(UNAUDITED) - Continued

expects to utilize these tax credit carryforwards within a 10 year period.

However, the Company’s ability to utilize these tax credits could be adversely impacted by, among other items, a future ownership change as defined under Section 382 of the Internal Revenue Code.

The Company has a blended federal and state statutory rate of approximately 26 %.

The effective income tax rate for the thirteen weeks ended March 28, 2021 was lower than the statutory rate primarily due to the benefit of FICA tax credits on certain employees’ tips.

Commitments and Contingencies

Litigation and Other Matters - The Company had $ 5.2 million and $ 3.0 million of liabilities recorded for various legal matters as of September 27, 2020 and December 29, 2019, respectively.

Litigation and Other Matters - The Company had $ 4.0 million and $ 4.6 million of liabilities recorded for various legal matters as of March 28, 2021 and December 27, 2020, respectively.

The Company is subject to legal proceedings, claims and liabilities, such as liquor liability, slip and fall cases, wage-and-hour and other employment-related litigation, which arise in the ordinary course of business and are generally covered by insurance if they exceed specified retention or deductible amounts.

2 unchanged sentences

These leases have varying terms, the latest of which expires in 2032.

As of September 27, 2020, the undiscounted payments that the Company could be required to make in the event of non-payment by the primary lessees was approximately $ 29.0 million.

The present value of these potential payments discounted at the Company’s incremental borrowing rate as of September 27, 2020 was approximately $ 20.7 million.

As of March 28, 2021, the undiscounted payments that the Company could be required to make in the event of non-payment by the primary lessees was approximately $ 27.3 million.

The present value of these potential payments discounted at the Company’s incremental borrowing rate as of March 28, 2021 was approximately $ 21.6 million.

In the event of default, the indemnity clauses in the Company’s purchase and sale agreements govern its ability to pursue and recover damages incurred.

In March 2020, the Company recorded $ 4.2 million of additional contingent lease liability in response to the economic impact of the COVID-19 pandemic.

As of September 27, 2020, the Company’s recorded contingent lease liability was $ 9.7 million.

See Note 2 - COVID-19 Charges for details regarding the impact of the COVID-19 pandemic on the Company’s financial results.

During the third quarter of 2020, the Company received notices of default pertaining to three leases of divested restaurant properties in circumstances where the Company is contingently liable for the unpaid rent of the current operators.

The Company is in communication with these operators and has encouraged the operators to negotiate with their landlords to defer or resolve payments.

The Company believes losses above its recorded reserve are not probable at this time but will continue to closely monitor and assess this situation.

As of March 28, 2021, the Company’s recorded contingent lease liability was $ 9.3 million.

Segment Reporting

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(1) Includes franchise locations.

Segment accounting policies are the same as those described in Note 2 - Summary of Significant Accounting Policies in the Company’s Annual Report on Form 10-K for the year ended December 27, 2020.

Revenues for all segments include only transactions with customers and exclude intersegment revenues.

Excluded from Income from

BLOOMIN’ BRANDS, INC.

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(UNAUDITED) - Continued

Segment accounting policies are the same as those described in Note 2 - Summary of Significant Accounting Policies in the Company’s Annual Report on Form 10-K for the year ended December 29, 2019.

Revenues for all segments include only transactions with customers and exclude intersegment revenues.

Excluded from Income (loss) from operations for U.S.

operations for U.S.

and international are certain legal and corporate costs not directly related to the performance of the segments, most stock-based compensation expenses and certain bonus expenses.

During the thirteen and thirty-nine weeks ended September 27, 2020, the Company recorded $ 4.2 million and $ 28.8 million, respectively, of pre-tax charges as a part of transformational initiatives implemented in connection with its previously announced review of strategic alternatives.

These costs were primarily recorded within General and administrative expense and Provision for impaired assets and restaurant closings and were not allocated to the Company’s segments since the Company’s CODM does not consider the impact of transformational initiatives when assessing segment performance.

The following table is a summary of Total revenue by segment, for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

The following table is a summary of Total revenues by segment, for the periods indicated:

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Total revenues

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Total revenues $ 987,473 $ 1,008,337

The following table is a reconciliation of Segment income (loss) from operations to (Loss) income before (benefit) provision for income taxes, for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

Segment income (loss) from operations

The following table is a reconciliation of Segment income from operations to Income (loss) before provision (benefit) for income taxes, for the periods indicated:

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Segment income from operations

$ 121,735 $ 11,379

International 3,537 6,787

Total segment income (loss) from operations 21,648 60,868 ( 40,177 ) 273,346

Total segment income from operations 125,272 18,166

Unallocated corporate operating expense (1) ( 34,274 ) ( 59,734 )

Total (loss) income from operations ( 14,255 ) 21,958 ( 167,735 ) 147,912

Loss on modification of debt — — ( 237 ) —

Total income (loss) from operations 90,998 ( 41,568 )

Other income (expense), net 21 ( 793 )

Interest expense, net ( 14,628 ) ( 11,708 )

(Loss) income before (benefit) provision for income taxes $ ( 32,554 ) $ 8,713 $ ( 214,830 ) $ 110,882

Income (loss) before provision (benefit) for income taxes $ 76,391 $ ( 54,069 )

____________________

(1) The thirteen weeks ended March 29, 2020 includes $ 22.2 million of charges that were not allocated to the Company’s segments related to its transformational initiatives, primarily recorded within General and administrative expense and Provision for impaired assets and restaurant closings.

The following table is a summary of Depreciation and amortization expense by segment for the periods indicated:

THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED

(dollars in thousands) SEPTEMBER 27, 2020 SEPTEMBER 29, 2019 SEPTEMBER 27, 2020 SEPTEMBER 29, 2019

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Depreciation and amortization

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Total depreciation and amortization $ 41,226 $ 48,268

The following table is a summary of capital expenditures by segment for the periods indicated:

THIRTEEN WEEKS ENDED

(dollars in thousands) MARCH 28, 2021 MARCH 29, 2020

Capital expenditures

$ 16,741 $ 23,034

International 2,486 7,834

Corporate 204 1,884

Total capital expenditures $ 19,431 $ 32,752

BLOOMIN’ BRANDS, INC.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements