Bloomin' Brands, Inc. 10-Q

Item 1. Financial Statements CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA) JUNE 25, 2023 DECEMBER 25, 2022 (UNAUDITED) ASSETS Current assets Cash and cash equivalents $ 88,794 $ 84,735 Inventories 62,327 78,124 Other current assets, net 96,770 183,718 Total current assets 247,891 346,577 Property, fixtures and equipment, net 975,986 914,142 Operating lease right-of-use assets 1,089,218 1,103,083 Goodwill 274,629 273,032 Intangible assets, net 445,630 448,326 Deferred income tax assets, net 152,387 153,118 Other assets, net 87,391 82,147 Total assets $ 3,273,132 $ 3,320,425 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities Accounts payable $ 202,207 $ 183,715 Current operating lease liabilities 185,362 183,510 Accrued and other current liabilities 211,481 217,427 Unearned revenue 312,556 394,215 Total current liabilities 911,606 978,867 Non-current operating lease liabilities 1,132,015 1,148,607 Long-term debt, net 763,998 828,507 Other long-term liabilities, net 93,645 90,535 Total liabilities 2,901,264 3,046,516 Commitments and contingencies (Note 13) Stockholders’ equity Bloomin’ Brands stockholders’ equity Preferred stock, $ 0.01 par value, 25,000,000 shares authorized; no shares issued and outstanding as of June 25, 2023 and December 25, 2022 — — Common stock, $ 0.01 par value, 475,000,000 shares authorized; 87,339,455 and 87,696,200 shares issued and outstanding as of June 25, 2023 and December 25, 2022, respectively 873 877 Additional paid-in capital 1,132,732 1,161,912 Accumulated deficit ( 582,738 ) ( 706,109 ) Accumulated other comprehensive loss ( 181,943 ) ( 185,311 ) Total Bloomin’ Brands stockholders’ equity 368,924 271,369 Noncontrolling interests 2,944 2,540 Total stockholders’ equity 371,868 273,909 Total liabilities and stockholders’ equity $ 3,273,132 $ 3,320,425 The accompanying notes are an integral part of these unaudited consolidated financial statements. 3 Table of Contents BLOOMIN’ BRANDS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (IN THOUSANDS, EXCEPT PER SHARE DATA, UNAUDITED) THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Revenues Restaurant sales $ 1,137,330 $ 1,108,918 $ 2,365,564 $ 2,232,493 Franchise and other revenues 15,364 16,244 31,876 33,204 Total revenues 1,152,694 1,125,162 2,397,440 2,265,697 Costs and expenses Food and beverage 351,226 364,459 735,440 723,829 Labor and other related 325,934 308,759 667,476 621,270 Other restaurant operating 273,338 263,529 556,265 522,639 Depreciation and amortization 47,565 41,257 93,867 83,032 General and administrative 63,358 59,246 129,162 117,920 Provision for impaired assets and restaurant closings 1,827 193 5,151 2,032 Total costs and expenses 1,063,248 1,037,443 2,187,361 2,070,722 Income from operations 89,446 87,719 210,079 194,975 Loss on extinguishment and modification of debt — ( 107,630 ) — ( 107,630 ) Loss on fair value adjustment of derivatives, net — ( 17,685 ) — ( 17,685 ) Interest expense, net ( 12,961 ) ( 12,548 ) ( 25,405 ) ( 26,181 ) Income (loss) before provision for income taxes 76,485 ( 50,144 ) 184,674 43,479 Provision for income taxes 6,483 11,536 21,244 27,465 Net income (loss) 70,002 ( 61,680 ) 163,430 16,014 Less: net income attributable to noncontrolling interests 1,725 1,955 3,842 4,138 Net income (loss) attributable to Bloomin’ Brands $ 68,277 $ ( 63,635 ) $ 159,588 $ 11,876 Net income (loss) $ 70,002 $ ( 61,680 ) $ 163,430 $ 16,014 Other comprehensive income (loss): Foreign currency translation adjustment 4,502 11,940 3,368 23,223 Unrealized gain on derivatives, net of tax — — — 573 Reclassification of adjustments for loss on derivatives included in Net income (loss), net of tax — 273 — 954 Impact of terminated interest rate swaps included in Net income (loss), net of tax — 2,164 — 5,185 Comprehensive income (loss) 74,504 ( 47,303 ) 166,798 45,949 Less: comprehensive income attributable to noncontrolling interests 1,725 1,955 3,842 4,138 Comprehensive income (loss) attributable to Bloomin’ Brands $ 72,779 $ ( 49,258 ) $ 162,956 $ 41,811 Earnings (loss) per share: Basic $ 0.77 $ ( 0.72 ) $ 1.80 $ 0.13 Diluted $ 0.70 $ ( 0.72 ) $ 1.63 $ 0.12 Weighted average common shares outstanding: Basic 88,559 88,898 88,838 89,127 Diluted 97,401 88,898 97,706 102,045 The accompanying notes are an integral part of these unaudited consolidated financial statements. 4 Table of Contents BLOOMIN’ BRANDS, INC. CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (IN THOUSANDS, EXCEPT PER SHARE DATA, UNAUDITED) BLOOMIN’ BRANDS, INC. COMMON STOCK ADDITIONAL PAID-IN CAPITAL ACCUM- ULATED DEFICIT ACCUMULATED OTHER COMPREHENSIVE LOSS NON-CONTROLLING INTERESTS TOTAL SHARES AMOUNT Balance, March 26, 2023 87,465 $ 875 $ 1,141,017 $ ( 635,451 ) $ ( 186,445 ) $ 2,845 $ 322,841 Net income — — — 68,277 — 1,725 70,002 Other comprehensive income — — — — 4,502 — 4,502 Cash dividends declared, $ 0.24 per common share — — ( 20,990 ) — — — ( 20,990 ) Repurchase and retirement of common stock, including excise tax of $ 31 ( 619 ) ( 6 ) — ( 15,564 ) — — ( 15,570 ) Stock-based compensation — — 5,138 — — — 5,138 Common stock issued under stock plans (1) 493 4 7,567 — — — 7,571 Distributions to noncontrolling interests — — — — — ( 2,085 ) ( 2,085 ) Contributions from noncontrolling interests — — — — — 459 459 Balance, June 25, 2023 87,339 $ 873 $ 1,132,732 $ ( 582,738 ) $ ( 181,943 ) $ 2,944 $ 371,868 Balance, December 25, 2022 87,696 $ 877 $ 1,161,912 $ ( 706,109 ) $ ( 185,311 ) $ 2,540 $ 273,909 Net income — — — 159,588 — 3,842 163,430 Other comprehensive income — — — — 3,368 — 3,368 Cash dividends declared, $ 0.48 per common share — — ( 42,004 ) — — — ( 42,004 ) Repurchase and retirement of common stock, including excise tax of $ 48 ( 1,482 ) ( 15 ) — ( 36,217 ) — — ( 36,232 ) Stock-based compensation — — 8,042 — — — 8,042 Common stock issued under stock plans (1) 1,125 11 4,782 — — — 4,793 Distributions to noncontrolling interests — — — — — ( 4,640 ) ( 4,640 ) Contributions from noncontrolling interests — — — — — 1,202 1,202 Balance, June 25, 2023 87,339 $ 873 $ 1,132,732 $ ( 582,738 ) $ ( 181,943 ) $ 2,944 $ 371,868 (CONTINUED...) 5 Table of Contents BLOOMIN’ BRANDS, INC. CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (IN THOUSANDS, EXCEPT PER SHARE DATA, UNAUDITED) BLOOMIN’ BRANDS, INC. COMMON STOCK ADDITIONAL PAID-IN CAPITAL ACCUM- ULATED DEFICIT ACCUMULATED OTHER COMPREHENSIVE LOSS NON-CONTROLLING INTERESTS TOTAL SHARES AMOUNT Balance, March 27, 2022 89,185 $ 892 $ 1,115,458 $ ( 634,356 ) $ ( 190,431 ) $ 1,694 $ 293,257 Net (loss) income — — — ( 63,635 ) — 1,955 ( 61,680 ) Other comprehensive income, net of tax — — — — 14,377 — 14,377 Cash dividends declared, $ 0.14 per common share — — ( 12,418 ) — — — ( 12,418 ) Repurchase and retirement of common stock ( 1,761 ) ( 17 ) — ( 35,732 ) — — ( 35,749 ) Stock-based compensation — — 4,959 — — — 4,959 Common stock issued under stock plans (1) 414 4 1,118 — — — 1,122 Purchase of noncontrolling interests, net of tax of $ 1,142 — — ( 3,301 ) — — 539 ( 2,762 ) Distributions to noncontrolling interests — — — — — ( 2,513 ) ( 2,513 ) Contributions from noncontrolling interests — — — — — 244 244 Retirement of convertible senior note hedges — — 112,956 — — — 112,956 Retirement of warrants — — ( 97,617 ) — — — ( 97,617 ) Issuance of common stock from repurchase of convertible senior notes 2,313 23 48,542 — — — 48,565 Balance, June 26, 2022 90,151 $ 902 $ 1,169,697 $ ( 733,723 ) $ ( 176,054 ) $ 1,919 $ 262,741 Balance, December 26, 2021 89,253 $ 893 $ 1,119,728 $ ( 698,171 ) $ ( 205,989 ) $ 6,389 $ 222,850 Net income — — — 11,876 — 4,138 16,014 Other comprehensive income, net of tax — — — — 29,935 — 29,935 Cash dividends declared, $ 0.28 per common share — — ( 24,977 ) — — — ( 24,977 ) Repurchase and retirement of common stock ( 2,312 ) ( 23 ) — ( 47,428 ) — — ( 47,451 ) Stock-based compensation — — 9,802 — — — 9,802 Common stock issued under stock plans (1) 897 9 1,998 — — — 2,007 Purchase of noncontrolling interests, net of tax of $ 254 — — ( 735 ) — — ( 3,915 ) ( 4,650 ) Distributions to noncontrolling interests — — — — — ( 5,154 ) ( 5,154 ) Contributions from noncontrolling interests — — — — — 461 461 Retirement of convertible senior note hedges — — 112,956 — — — 112,956 Retirement of warrants — — ( 97,617 ) — — — ( 97,617 ) Issuance of common stock from repurchase of convertible senior notes 2,313 23 48,542 — — — 48,565 Balance, June 26, 2022 90,151 $ 902 $ 1,169,697 $ ( 733,723 ) $ ( 176,054 ) $ 1,919 $ 262,741 ________________ (1) Net of forfeitures and shares withheld for employee taxes. The accompanying notes are an integral part of these unaudited consolidated financial statements. 6 Table of Contents BLOOMIN’ BRANDS, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (DOLLARS IN THOUSANDS, UNAUDITED) TWENTY-SIX WEEKS ENDED JUNE 25, 2023 JUNE 26, 2022 Cash flows provided by operating activities: Net income $ 163,430 $ 16,014 Adjustments to reconcile Net income to cash provided by operating activities: Depreciation and amortization 93,867 83,032 Amortization of debt discounts and issuance costs 1,532 2,025 Amortization of deferred gift card sales commissions 13,180 13,458 Provision for impaired assets and restaurant closings 5,151 2,032 Non-cash interest expense from terminated interest rate swaps — 6,980 Non-cash operating lease costs 42,884 41,336 Stock-based compensation expense 8,042 9,802 Deferred income tax (benefit) expense ( 1,164 ) 8,329 Loss on extinguishment and modification of debt — 107,630 Loss on fair value adjustment of derivatives, net — 17,685 Other, net ( 3,515 ) 4,935 Change in assets and liabilities ( 36,114 ) ( 94,440 ) Net cash provided by operating activities 287,293 218,818 Cash flows used in investing activities: Capital expenditures ( 142,153 ) ( 76,901 ) Other investments, net 1,502 1,163 Net cash used in investing activities ( 140,651 ) ( 75,738 ) Cash flows used in financing activities: Repayments of long-term debt and finance lease obligations ( 816 ) ( 195,733 ) Proceeds from borrowings on revolving credit facilities 448,000 624,500 Repayments of borrowings on revolving credit facilities ( 513,000 ) ( 304,500 ) Financing fees — ( 853 ) Principal settlements and repurchase of convertible senior notes ( 214 ) ( 196,919 ) Proceeds from retirement of convertible senior note hedges — 131,869 Payments for retirement of warrants — ( 114,825 ) Proceeds from share-based compensation, net 4,793 2,007 Distributions to noncontrolling interests ( 4,640 ) ( 5,154 ) Contributions from noncontrolling interests 1,202 461 Purchase of noncontrolling interests ( 100 ) ( 4,904 ) Payments for partner equity plan — ( 5,743 ) Repurchase of common stock ( 36,435 ) ( 46,151 ) Cash dividends paid on common stock ( 42,004 ) ( 24,977 ) Net cash used in financing activities ( 143,214 ) ( 140,922 ) Effect of exchange rate changes on cash and cash equivalents 631 4,232 Net increase in cash, cash equivalents and restricted cash 4,059 6,390 Cash, cash equivalents and restricted cash as of the beginning of the period 84,735 89,057 Cash, cash equivalents and restricted cash as of the end of the period $ 88,794 $ 95,447 Supplemental disclosures of cash flow information: Cash paid for interest $ 16,951 $ 18,862 Cash paid for income taxes, net of refunds $ 15,356 $ 17,191 Supplemental disclosures of non-cash investing and financing activities: Leased assets obtained in exchange for new operating lease liabilities $ 30,249 $ 26,415 Leased assets obtained in exchange for new finance lease liabilities $ 5,367 $ 2,417 Increase in liabilities from the acquisition of property, fixtures and equipment $ 7,522 $ 2,545 The accompanying notes are an integral part of these unaudited consolidated financial statements. 7 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. Description of the Business and Basis of Presentation Description of the Business - Bloomin’ Brands (“Bloomin’ Brands” or the “Company”) owns and operates casual, upscale casual and fine dining restaurants. The Company’s restaurant portfolio has four concepts: Outback Steakhouse, Carrabba’s Italian Grill, Bonefish Grill and Fleming’s Prime Steakhouse & Wine Bar. 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 condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States (“U.S. GAAP”) for complete financial statements. In the opinion of the Company, all adjustments necessary for fair financial statement presentation for the periods presented have been included and are of a normal, recurring nature. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. 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 25, 2022. Recently Issued Financial Accounting Standards Not Yet Adopted - Recent accounting guidance not discussed herein is not applicable, did not have or is not expected to have a material impact to the Company. Reclassifications - The Company reclassified certain items in the accompanying consolidated financial statements for prior periods to be comparable with the classification for the current period, including, but not limited to, finance lease liabilities presented within other liabilities that were formerly presented within long-term debt, the separate presentation of current operating lease liabilities on the face of the Consolidated Balance Sheets and the presentation of certain items within the Condensed Consolidated Statements of Cash Flows. These reclassifications had no effect on previously reported net income. 2. Revenue Recognition 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 TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Revenues Restaurant sales $ 1,137,330 $ 1,108,918 $ 2,365,564 $ 2,232,493 Franchise and other revenues Franchise revenues 12,568 12,596 26,091 26,002 Other revenues 2,796 3,648 5,785 7,202 Total Franchise and other revenues 15,364 16,244 31,876 33,204 Total revenues $ 1,152,694 $ 1,125,162 $ 2,397,440 $ 2,265,697 8 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued The following tables include the disaggregation of Restaurant sales and franchise revenues, by restaurant concept and major international market, for the periods indicated: THIRTEEN WEEKS ENDED JUNE 25, 2023 JUNE 26, 2022 (dollars in thousands) RESTAURANT SALES FRANCHISE REVENUES RESTAURANT SALES FRANCHISE REVENUES U.S. Outback Steakhouse $ 576,989 $ 8,219 $ 573,563 $ 8,156 Carrabba’s Italian Grill 176,666 758 170,190 797 Bonefish Grill 143,458 95 145,472 173 Fleming’s Prime Steakhouse & Wine Bar 92,851 — 93,933 — Other 3,474 10 2,769 8 U.S. total 993,438 9,082 985,927 9,134 International Outback Steakhouse - Brazil (1) 119,295 — 100,647 — Other (1)(2) 24,597 3,486 22,344 3,462 International total 143,892 3,486 122,991 3,462 Total $ 1,137,330 $ 12,568 $ 1,108,918 $ 12,596 TWENTY-SIX WEEKS ENDED JUNE 25, 2023 JUNE 26, 2022 (dollars in thousands) RESTAURANT SALES FRANCHISE REVENUES RESTAURANT SALES FRANCHISE REVENUES U.S. Outback Steakhouse $ 1,205,172 $ 16,763 $ 1,168,956 $ 16,615 Carrabba’s Italian Grill 364,708 1,553 345,818 1,458 Bonefish Grill 301,147 266 296,888 350 Fleming’s Prime Steakhouse & Wine Bar 195,624 — 191,595 — Other 7,356 25 6,305 13 U.S. total 2,074,007 18,607 2,009,562 18,436 International Outback Steakhouse - Brazil (1) 241,311 — 185,948 — Other (1)(2) 50,246 7,484 36,983 7,566 International total 291,557 7,484 222,931 7,566 Total $ 2,365,564 $ 26,091 $ 2,232,493 $ 26,002 ________________ (1) Restaurant sales in Brazil increased $ 9.6 million and $ 19.2 million during the thirteen and twenty-six weeks ended June 25, 2023, respectively, in connection with value added tax exemptions resulting from tax legislation. See Note 12 - Income Taxes for details regarding the Brazil tax legislation. (2) Includes Restaurant sales for Company-owned Outback Steakhouse restaurants outside of Brazil and Abbraccio restaurants in Brazil. Franchise revenues primarily include revenues from franchised Outback Steakhouse restaurants. 9 Table of Contents 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) JUNE 25, 2023 DECEMBER 25, 2022 Other current assets, net Deferred gift card sales commissions $ 12,694 $ 17,755 Unearned revenue Deferred gift card revenue $ 304,942 $ 386,495 Deferred loyalty revenue 5,391 5,628 Deferred franchise fees - current 472 460 Other 1,751 1,632 Total Unearned revenue $ 312,556 $ 394,215 Other long-term liabilities, net Deferred franchise fees - non-current $ 4,132 $ 4,126 The following table is a rollforward of deferred gift card sales commissions for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Balance, beginning of the period $ 13,403 $ 13,033 $ 17,755 $ 17,793 Deferred gift card sales commissions amortization ( 5,383 ) ( 5,441 ) ( 13,180 ) ( 13,458 ) Deferred gift card sales commissions capitalization 5,340 5,436 9,743 9,605 Other ( 666 ) ( 690 ) ( 1,624 ) ( 1,602 ) Balance, end of the period $ 12,694 $ 12,338 $ 12,694 $ 12,338 The following table is a rollforward of unearned gift card revenue for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Balance, beginning of the period $ 314,096 $ 314,974 $ 386,495 $ 387,945 Gift card sales 65,338 65,174 118,343 115,454 Gift card redemptions ( 70,175 ) ( 72,428 ) ( 188,458 ) ( 189,050 ) Gift card breakage ( 4,317 ) ( 4,176 ) ( 11,438 ) ( 10,805 ) Balance, end of the period $ 304,942 $ 303,544 $ 304,942 $ 303,544 10 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued 3. Earnings (Loss) Per Share The following table presents the computation of basic and diluted earnings (loss) per share for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (in thousands, except per share data) JUNE 25, 2023 JUNE 26, 2022 (1) JUNE 25, 2023 JUNE 26, 2022 Net income (loss) attributable to Bloomin’ Brands $ 68,277 $ ( 63,635 ) $ 159,588 $ 11,876 Basic weighted average common shares outstanding 88,559 88,898 88,838 89,127 Effect of dilutive securities: Stock options 395 — 398 305 Nonvested restricted stock units 132 — 201 192 Nonvested performance-based share units — — 143 143 Convertible senior notes (2) 5,002 — 4,917 8,253 Warrants (2) 3,313 — 3,209 4,025 Diluted weighted average common shares outstanding 97,401 88,898 97,706 102,045 Basic earnings (loss) per share $ 0.77 $ ( 0.72 ) $ 1.80 $ 0.13 Diluted earnings (loss) per share $ 0.70 $ ( 0.72 ) $ 1.63 $ 0.12 ______________ (1) Due to the Company’s net loss during the thirteen weeks ended June 26, 2022, the effect of dilutive securities was excluded from the computation of diluted earnings per share as their effect would be antidilutive. (2) During the thirteen weeks ended June 26, 2022, the Company repurchased $ 125.0 million of the convertible notes due in 2025 and settled the corresponding portion of the related note hedges and warrants (the “2025 Notes Partial Repurchase”). Share-based compensation-related weighted average securities outstanding not included in the computation of earnings (loss) per share because their effect was antidilutive were as follows for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (shares in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Stock options 689 2,563 707 1,870 Nonvested restricted stock units 21 485 70 299 Nonvested performance-based share units 581 596 463 475 4. Stock-based Compensation Plans The Company recognized stock-based compensation expense, net of capitalized expense, as follows for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Performance-based share units $ 2,297 $ 2,840 $ 3,220 $ 5,459 Restricted stock units 1,985 2,027 3,948 3,837 Stock options 835 55 835 432 Total stock-based compensation expense, net $ 5,117 $ 4,922 $ 8,003 $ 9,728 In February 2023, the Company granted performance-based share units (“PSUs”) subject to final payout modification by a Relative Total Shareholder Return (“Relative TSR”) modifier. This Relative TSR modifier can adjust the final payout outcome by 75 %, 100 % or 125 % of the achieved performance metric, with the overall payout capped at 200 % of the annual target grant. These PSUs have a three-year cliff vesting period and their fair value was estimated using the Monte Carlo simulation model. 11 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued The following table presents a summary of the Company’s PSU activity: (in thousands, except per unit data) PERFORMANCE-BASED SHARE UNITS WEIGHTED AVERAGE GRANT DATE FAIR VALUE PER UNIT AGGREGATE INTRINSIC VALUE (1) Outstanding as of December 25, 2022 874 $ 24.83 $ 18,323 Granted 301 $ 29.01 Performance adjustment (2) 154 $ 19.84 Vested ( 470 ) $ 19.84 Forfeited ( 32 ) $ 26.39 Outstanding as of June 25, 2023 827 $ 26.92 $ 21,308 Expected to vest as of June 25, 2023 (3) 1,067 $ 27,486 ________________ (1) Based on the $ 20.96 and $ 25.76 share price of the Company’s common stock on December 23, 2022 and June 23, 2023, the last trading day of the year ended December 25, 2022 and the twenty-six weeks ended June 25, 2023, respectively. (2) Represents adjustment to 148 % payout for PSUs granted during 2020. (3) Estimated number of units to be issued upon the vesting of outstanding PSU awards based on Company performance projections of performance criteria set forth in the 2021, 2022 and 2023 PSU award agreements. Assumptions used in the Monte Carlo simulation model and the grant date fair value of PSUs granted were as follows for the periods indicated: TWENTY-SIX WEEKS ENDED JUNE 25, 2023 JUNE 26, 2022 Assumptions: Risk-free interest rate (1) 4.26 % 1.64 % Dividend yield (2) 3.47 % 2.31 % Volatility (3) 51.02 % 49.11 % Grant date fair value per unit (4) $ 29.01 $ 26.10 ________________ (1) Risk-free interest rate is the U.S. Treasury yield curve in effect as of the grant date for the performance period of the unit. (2) Dividend yield is the level of dividends expected to be paid on the Company’s common stock over the expected term. (3) Based on the historical volatility of the Company’s stock over the last seven years. (4) Represents a premium above the grant date per share value of the Company’s common stock for the Relative TSR modifier of 2.7 % and 7.9 % during the twenty-six weeks ended June 25, 2023 and June 26, 2022, respectively. The following represents unrecognized stock-based compensation expense and the remaining weighted average vesting period as of June 25, 2023: UNRECOGNIZED COMPENSATION EXPENSE (dollars in thousands) REMAINING WEIGHTED AVERAGE VESTING PERIOD (in years) Performance-based share units $ 14,306 1.7 Restricted stock units $ 11,917 2.0 12 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued 5. Other Current Assets, Net Other current assets, net, consisted of the following as of the periods indicated: (dollars in thousands) JUNE 25, 2023 DECEMBER 25, 2022 Prepaid expenses $ 24,387 $ 29,343 Accounts receivable - gift cards, net 15,754 85,606 Accounts receivable - vendors, net 15,638 25,385 Accounts receivable - franchisees, net 3,993 2,550 Accounts receivable - other, net 18,094 18,408 Deferred gift card sales commissions 12,694 17,755 Other current assets, net 6,210 4,671 $ 96,770 $ 183,718 6. Goodwill and Intangible Assets, Net Annual Goodwill and Intangible Assets Impairment Assessment - The Company performs its annual assessment for impairment of goodwill and other indefinite-lived intangible assets during its second fiscal quarter. The Company’s 2023 assessment was quantitative and the 2022 assessment was qualitative. In connection with these assessments, the Company did no t record any impairment charges. 7. Long-term Debt, Net Following is a summary of outstanding Long-term debt, net, as of the periods indicated: JUNE 25, 2023 DECEMBER 25, 2022 (dollars in thousands) OUTSTANDING BALANCE INTEREST RATE OUTSTANDING BALANCE INTEREST RATE Senior secured credit facility - revolving credit facility (1) $ 365,000 6.77 % $ 430,000 5.79 % 2025 Notes 104,786 5.00 % 105,000 5.00 % 2029 Notes 300,000 5.13 % 300,000 5.13 % Less: unamortized debt discount and issuance costs ( 5,788 ) ( 6,493 ) Long-term debt, net $ 763,998 $ 828,507 ________________ (1) Interest rate represents the weighted average interest rate as of the respective periods. Debt Covenants - As of June 25, 2023 and December 25, 2022, the Company was in compliance with its debt covenants. 8. Convertible Senior Notes 2025 Notes - In connection with dividends paid during the twenty-six weeks ended June 25, 2023, the conversion rate for the Company’s remaining convertible senior notes due 2025 (the “2025 Notes”) decreased to approximately $ 11.37 per share, which represents 87.962 shares of common stock per $ 1,000 principal amount of the 2025 Notes, or a total of approximately 9.217 million shares. 13 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued The following table includes the outstanding principal amount and carrying value of the 2025 Notes as of the periods indicated: (dollars in thousands) JUNE 25, 2023 DECEMBER 25, 2022 Principal $ 104,786 $ 105,000 Less: debt issuance costs ( 1,542 ) ( 1,939 ) Net carrying amount $ 103,244 $ 103,061 Following is a summary of interest expense for the 2025 Notes by component for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Coupon interest $ 1,310 $ 2,597 $ 2,622 $ 5,472 Debt issuance cost amortization 198 370 394 774 Total interest expense (1) $ 1,508 $ 2,967 $ 3,016 $ 6,246 ________________ (1) The effective rate of the 2025 Notes over their expected life is 5.85 %. The decrease in interest expense during the thirteen and twenty-six weeks ended June 25, 2023 relates to the 2025 Notes Partial Repurchase in May 2022. Based on the daily closing prices of the Company’s stock during the quarter ended June 25, 2023, the remaining holders of the 2025 Notes are eligible to convert their notes during the third quarter of 2023. 9. Stockholders’ Equity Share Repurchases - On February 7, 2023, the Company’s Board of Directors (the “Board”) approved a share repurchase program (the “2023 Share Repurchase Program”) under which the Company is authorized to repurchase up to $ 125.0 million of its outstanding common stock. The 2023 Share Repurchase Program will expire on August 7, 2024. As of June 25, 2023, $ 103.8 million remained available for repurchase under the 2023 Share Repurchase Program. Following is a summary of the shares repurchased during fiscal year 2023: (in thousands, except per share data) NUMBER OF SHARES AVERAGE REPURCHASE PRICE PER SHARE AMOUNT First fiscal quarter 863 $ 23.92 $ 20,645 Second fiscal quarter 619 $ 25.11 15,539 Total common stock repurchases (1) 1,482 $ 24.42 $ 36,184 ________________ (1) Excludes excise tax on share repurchases. Subsequent to June 25, 2023, the Company repurchased 269 thousand shares of its common stock for $ 7.3 million under a Rule 10b5-1 plan. Dividends - The Company declared and paid dividends per share during fiscal year 2023 as follows: (dollars in thousands, except per share data) DIVIDENDS PER SHARE AMOUNT First fiscal quarter $ 0.24 $ 21,014 Second fiscal quarter 0.24 20,990 Total cash dividends declared and paid $ 0.48 $ 42,004 In July 2023, the Board declared a quarterly cash dividend of $ 0.24 per share, payable on August 25, 2023 to shareholders of record at the close of business on August 14, 2023 . 14 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued Accumulated Other Comprehensive Loss (“AOCL”) - AOCL consisted of foreign currency translation adjustments as of June 25, 2023 and December 25, 2022. Following are the components of Other comprehensive income attributable to Bloomin’ Brands for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Foreign currency translation adjustment $ 4,502 $ 11,940 $ 3,368 $ 23,223 Unrealized gain on derivatives, net of tax — — — 573 Reclassification of adjustments for loss on derivatives included in Net income (loss), net of tax — 273 — 954 Impact of terminated interest rate swaps included in Net income (loss), net of tax — 2,164 — 5,185 Total gain on derivatives, net of tax — 2,437 — 6,712 Other comprehensive income attributable to Bloomin’ Brands $ 4,502 $ 14,377 $ 3,368 $ 29,935 10. Leases 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 JUNE 25, 2023 DECEMBER 25, 2022 Operating lease right-of-use assets Operating lease right-of-use assets $ 1,089,218 $ 1,103,083 Finance lease right-of-use assets (1) Property, fixtures and equipment, net 10,045 4,679 Total lease assets, net $ 1,099,263 $ 1,107,762 Current operating lease liabilities Current operating lease liabilities $ 185,362 $ 183,510 Current finance lease liabilities Accrued and other current liabilities 2,508 1,636 Non-current operating lease liabilities (2) Non-current operating lease liabilities 1,131,843 1,148,379 Non-current finance lease liabilities Other long-term liabilities, net 8,037 3,149 Total lease liabilities $ 1,327,750 $ 1,336,674 ________________ (1) Net of accumulated amortization of $ 3.5 million and $ 3.6 million as of June 25, 2023 and December 25, 2022, respectively. (2) Excludes immaterial COVID-19-related deferred rent accruals. 15 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued 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 TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Operating lease cost (1) Other restaurant operating $ 46,237 $ 45,579 $ 91,984 $ 90,940 Variable lease cost Other restaurant operating 1,629 1,619 3,353 3,502 Finance lease costs: Amortization of leased assets Depreciation and amortization 549 356 1,037 693 Interest on lease liabilities Interest expense, net 174 44 310 76 Sublease revenue Franchise and other revenues ( 1,635 ) ( 2,436 ) ( 3,343 ) ( 4,994 ) Lease costs, net $ 46,954 $ 45,162 $ 93,341 $ 90,217 ________________ (1) Excludes rent expense for office facilities and Company-owned closed or subleased properties of $ 3.0 million and $ 3.1 million for the thirteen weeks ended June 25, 2023 and June 26, 2022, respectively, and $ 6.0 million and $ 6.1 million for the twenty-six weeks ended June 25, 2023 and June 26, 2022, respectively, which is included in General and administrative expense. The following table is a summary of cash flow impacts to the Company’s Consolidated Financial Statements related to its leases for the periods indicated: TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 Cash flows from operating activities: Cash paid for amounts included in the measurement of operating lease liabilities $ 97,804 $ 97,255 11. Fair Value Measurements Fair value is the price that would be received for an asset or paid to transfer a liability, or the exit price, in an orderly transaction between market participants on the measurement date. Fair value is categorized into one of the following three levels based on the lowest level of significant input: Level 1 Unadjusted quoted market prices in active markets for identical assets or liabilities Level 2 Observable inputs available at measurement date other than quoted prices included in Level 1 Level 3 Unobservable inputs that cannot be corroborated by observable market data Fair Value Measurements on a Recurring Basis - The following table summarizes the Company’s financial assets measured at fair value by hierarchy level on a recurring basis as of the periods indicated: JUNE 25, 2023 DECEMBER 25, 2022 (dollars in thousands) TOTAL LEVEL 1 TOTAL LEVEL 1 Assets (1): Cash equivalents: Fixed income funds $ 11,715 $ 11,715 $ 3,301 $ 3,301 Money market funds 8,880 8,880 4,786 4,786 Total asset recurring fair value measurements $ 20,595 $ 20,595 $ 8,087 $ 8,087 ________________ (1) Carrying value approximates fair value because maturities are less than three months. Interim Disclosures about Fair Value of Financial Instruments - The Company’s financial instruments consist of cash equivalents, accounts receivable, accounts payable 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. 16 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued Debt is carried at amortized cost; however, the Company estimates the fair value of debt for disclosure purposes. The following table includes the carrying value and fair value of the Company’s debt by hierarchy level as of the periods indicated: JUNE 25, 2023 DECEMBER 25, 2022 (dollars in thousands) CARRYING VALUE FAIR VALUE LEVEL 2 CARRYING VALUE FAIR VALUE LEVEL 2 Senior secured credit facility - revolving credit facility $ 365,000 $ 365,000 $ 430,000 $ 430,000 2025 Notes $ 104,786 $ 241,722 $ 105,000 $ 198,843 2029 Notes $ 300,000 $ 269,343 $ 300,000 $ 260,265 12. Income Taxes THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Income (loss) before provision for income taxes $ 76,485 $ ( 50,144 ) $ 184,674 $ 43,479 Provision for income taxes $ 6,483 $ 11,536 $ 21,244 $ 27,465 Effective income tax rate 8.5 % ( 23.0 ) % 11.5 % 63.2 % The effective income tax rate for the thirteen weeks ended June 25, 2023 changed by 31.5 percentage points as compared to the thirteen weeks ended June 26, 2022. This change is primarily due to the non-deductible losses associated with the 2025 Notes Partial Repurchase which, relative to the Loss before provision for income taxes during the thirteen weeks ended June 26, 2022, resulted in a negative effective income tax rate. This change was partially offset by a reduction in the effective tax rate during the thirteen weeks ended June 25, 2023 from benefits of Brazil tax legislation that include a temporary reduction in the Brazilian income tax rate from 34 % to 0 % and the revaluation of Brazilian deferred tax assets and liabilities as a result of the May 2023 Brazil tax legislation, as defined and further discussed below. The effective income tax rate for the twenty-six weeks ended June 25, 2023 decreased by 51.7 percentage points as compared to the twenty-six weeks ended June 26, 2022. This decrease was primarily due to the benefits of Brazil tax legislation that include a temporary reduction in the Brazilian income tax rate from 34 % to 0 % for the twenty-six weeks ended June 25, 2023, and the non-deductible losses associated with the 2025 Notes Partial Repurchase recorded during the twenty-six weeks ended June 26, 2022. In September 2022, the Company’s Brazilian subsidiary received a preliminary injunction authorizing it to benefit from the exemptions enacted by Law 14,148/2021 which provides for emergency and temporary actions that grant certain industries a 100 % exemption from income tax (IRPJ and CSLL) and federal value added taxes (PIS and COFINS) for a five-year period. The injunction was issued as part of an ongoing lawsuit initiated by the Company’s Brazilian subsidiary due to the uncertainty regarding the restaurant industry’s eligibility for the exemptions under this legislation. In May 2023, Brazil enacted tax legislation that prospectively limits the Company’s ability to benefit from the 100 % exemption from income tax (IRPJ and CSLL) and federal value added taxes (PIS and COFINS) for the full five-year period (the “May 2023 Brazil tax legislation”). As a result of this legislation, the Company expects to be subject to PIS and COFINS and CSLL beginning in the fourth quarter of 2023 and IRPJ beginning in 2024. A restaurant company employer may claim a credit against its federal income taxes for FICA taxes paid on certain tipped wages (the “FICA tax credit”). The level of FICA tax credits is primarily driven by U.S. Restaurant sales and is not impacted by costs incurred that may reduce Income before provision for income taxes. 17 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued The effective income tax rates for the thirteen and twenty-six weeks ended June 25, 2023 were lower than the Company’s blended federal and state statutory rate of approximately 26 % primarily due to the benefit of FICA tax credits on certain tipped wages, benefits of Brazil tax legislation that include a temporary reduction in the Brazilian income tax rate from 34 % to 0 %, and the revaluation of Brazilian deferred tax assets and liabilities as a result of the May 2023 Brazil tax legislation. The effective income tax rate for the thirteen weeks ended June 26, 2022 was lower than the Company’s blended federal and state statutory rate of approximately 26 %. The income tax rate includes the impact of non-deductible losses associated with the 2025 Notes Partial Repurchase which, relative to the Loss before provision for income taxes during the quarter, resulted in a negative effective income tax rate. The effective income tax rate for the twenty-six weeks ended June 26, 2022 was higher than the statutory rate primarily due to the non-deductible losses associated with the 2025 Notes Partial Repurchase recorded during the twenty-six weeks ended June 26, 2022. 13. Commitments and Contingencies Litigation and Other Matters - 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. A reserve is recorded when it is both: (i) probable that a loss has occurred and (ii) the amount of loss can be reasonably estimated. There may be instances in which an exposure to loss exceeds the recorded reserve. The Company evaluates, on a quarterly basis, developments in legal proceedings that could cause an increase or decrease in the amount of the reserve that has been previously recorded, or a revision to the disclosed estimated range of possible losses, as applicable. The Company’s legal proceedings range from cases brought by a single plaintiff to threatened class actions with many putative class members. While some matters pending against the Company specify the damages claimed by the plaintiff or class, many seek unspecified amounts or are at very early stages of the legal process. Even when the amount of damages claimed against the Company are stated, the claimed amount may be exaggerated, unsupported or unrelated to possible outcomes, and as such, are not meaningful indicators of the Company’s potential liability or financial exposure. As a result, some matters have not yet progressed sufficiently through discovery or development of important factual information and legal issues to enable the Company to estimate an amount of loss or a range of possible loss. The Company intends to defend itself in legal matters. Some of these matters may be covered, at least in part, by insurance if they exceed specified retention or deductible amounts. However, it is possible that claims may be denied by the Company’s insurance carriers, the Company may be required by its insurance carriers to contribute to the payment of claims, or the Company’s insurance coverage may not continue to be available on acceptable terms or in sufficient amounts. The Company records receivables from third party insurers when recovery has been determined to be probable. The Company believes that the ultimate determination of liability in connection with legal claims pending against the Company, if any, in excess of amounts already provided for such matters in the consolidated financial statements, will not have a material adverse effect on its business, annual results of operations, liquidity or financial position. However, it is possible that the Company’s business, results of operations, liquidity, or financial condition could be materially affected in a particular future reporting period by the unfavorable resolution of one or more matters or contingencies during such period. The Company recorded reserves of $ 16.4 million and $ 15.1 million for certain of its outstanding legal proceedings as of June 25, 2023 and December 25, 2022, respectively, within Accrued and other current liabilities on its Consolidated Balance Sheets. While the Company believes that additional losses beyond these accruals are 18 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued reasonably possible, it cannot estimate a possible loss contingency or range of reasonably possible loss contingencies beyond these accruals. Lease Guarantees - The Company assigned its interest, and is contingently liable, under certain real estate leases. These leases have varying terms, the latest of which expires in 2032. As of June 25, 2023, the undiscounted payments that the Company could be required to make in the event of non-payment by the primary lessees was approximately $ 21.9 million. The present value of these potential payments discounted at the Company’s incremental borrowing rate as of June 25, 2023 was approximately $ 16.5 million. In the event of default, the indemnity clauses in the Company’s purchase and sale agreements generally govern its ability to pursue and recover damages incurred. As of June 25, 2023 and December 25, 2022, the Company’s recorded contingent lease liability was $ 5.6 million and $ 6.2 million, respectively. 14. Segment Reporting The following is a summary of reporting segments: REPORTABLE SEGMENT (1) CONCEPT GEOGRAPHIC LOCATION U.S. Outback Steakhouse United States of America Carrabba’s Italian Grill Bonefish Grill Fleming’s Prime Steakhouse & Wine Bar International Outback Steakhouse Brazil, Hong Kong/China Carrabba’s Italian Grill (Abbraccio) Brazil _________________ (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 25, 2022. Revenues for all segments include only transactions with customers and exclude intersegment revenues. Excluded from Income from 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, certain insurance expenses and certain bonus expenses. The following table is a summary of revenues by segment for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Revenues U.S. $ 1,005,229 $ 998,627 $ 2,098,225 $ 2,035,034 International 147,465 126,535 299,215 230,663 Total revenues $ 1,152,694 $ 1,125,162 $ 2,397,440 $ 2,265,697 19 Table of Contents BLOOMIN’ BRANDS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) - Continued The following table is a reconciliation of segment income from operations to Income (loss) before provision for income taxes for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Segment income from operations U.S. $ 103,008 $ 104,620 $ 236,251 $ 236,846 International 20,486 14,126 44,994 23,010 Total segment income from operations 123,494 118,746 281,245 259,856 Unallocated corporate operating expense ( 34,048 ) ( 31,027 ) ( 71,166 ) ( 64,881 ) Total income from operations 89,446 87,719 210,079 194,975 Loss on extinguishment and modification of debt — ( 107,630 ) — ( 107,630 ) Loss on fair value adjustment of derivatives, net — ( 17,685 ) — ( 17,685 ) Interest expense, net ( 12,961 ) ( 12,548 ) ( 25,405 ) ( 26,181 ) Income (loss) before provision for income taxes $ 76,485 $ ( 50,144 ) $ 184,674 $ 43,479 The following table is a summary of Depreciation and amortization expense by segment for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 Depreciation and amortization U.S. $ 39,375 $ 33,544 $ 77,538 $ 68,303 International 6,126 6,019 12,045 11,556 Corporate 2,064 1,694 4,284 3,173 Total depreciation and amortization $ 47,565 $ 41,257 $ 93,867 $ 83,032 Geographic Areas - International assets are defined as assets residing in a country other than the U.S. The following table details long-lived assets, excluding goodwill, operating lease right-of-use assets, intangible assets and deferred tax assets, by major geographic area as of the periods indicated: (dollars in thousands) JUNE 25, 2023 DECEMBER 25, 2022 U.S. $ 945,616 $ 891,379 International Brazil 108,791 93,972 Other 8,970 10,938 Total long-lived assets $ 1,063,377 $ 996,289 International revenues are defined as revenues generated from restaurant sales originating in a country other than the U.S. The following table details Total revenues by major geographic area for the periods indicated: THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED (dollars in thousands) JUNE 25, 2023 JUNE 26, 2022 JUNE 25, 2023 JUNE 26, 2022 U.S. $ 1,005,229 $ 998,627 $ 2,098,225 $ 2,035,034 International Brazil 126,245 106,505 265,239 196,605 Other 21,220 20,030 33,976 34,058 Total revenues $ 1,152,694 $ 1,125,162 $ 2,397,440 $ 2,265,697 20 Table of Contents BLOOMIN’ BRANDS, INC. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS