What changed in this filing

/stocks — the workspaceLOADING

Item 8. Financial Statements and Supplementary Data

2025-02-26 compared with 2024-02-28 · 659 added, 560 removed, 924 unchanged (57% of the section changed)

4 unchanged sentences

Consolidated Balance Sheets — December 29, 2024 and December 31, 2023

Consolidated Statements of Operations and Comprehensive Income —

Consolidated Statements of Operations and Comprehensive ( Loss) Income —

For Fiscal Years 202 4 , 202 3 and 20 2 2

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We have audited the accompanying consolidated balance sheets of Bloomin’ Brands, Inc.

and its subsidiaries (the “Company”) as of December 31, 2023 and December 25, 2022, and the related consolidated statements of operations and comprehensive income, of changes in stockholders’ equity and of cash flows for each of the three years in the period ended December 31, 2023, including the related notes (collectively referred to as the “consolidated financial statements”).

and its subsidiaries (the “Company”) as of December 29, 2024 and December 31, 2023 and the related consolidated statements of operations and comprehensive (loss) income, of changes in stockholders’ equity and of cash flows for each of the three years in the period ended December 29, 2024, including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company’s internal control over financial reporting as of December 29, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

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Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 29, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Change in Accounting Principle

As discussed in Note 2 to the consolidated financial statements, the Company changed the manner in which it accounts for convertible instruments and contracts in an entity’s own equity in 2021.

Basis for Opinions

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We believe that our audits provide a reasonable basis for our opinions.

BLOOMIN’ BRANDS, INC.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

A company’s internal control over financial reporting

BLOOMIN’ BRANDS, INC.

includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

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These procedures included testing the effectiveness of controls relating to the valuation of insurance reserves.

These procedures also included, among others, (i) evaluating management’s process for developing the insurance reserves, (ii) evaluating the appropriateness of management’s actuarial methods used, (iii) evaluating the reasonableness of the actuarial assumptions related to economic conditions and the frequency and severity of claims, and (iv) testing the completeness and accuracy of underlying

BLOOMIN’ BRANDS, INC.

data used in the valuation.

Evaluating the actuarial assumptions related to economic conditions and the frequency and severity of claims involved evaluating whether the assumptions were reasonable considering inflation and the environment, and whether these assumptions were consistent with evidence obtained in other areas of the audit.

Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of management’s actuarial methods used in determining the insurance reserves and evaluating the reasonableness of assumptions related to economic c onditions.

Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of

BLOOMIN’ BRANDS, INC.

management’s actuarial methods used in determining the insurance reserves and evaluating the reasonableness of assumptions related to economic c onditions.

/s/ PricewaterhouseCoopers LLP

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Other current assets, net 158,775 137,898

Current assets of discontinued operations held for sale 22,989 28,095

Total current assets 320,519 343,314

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Other assets, net 74,471 60,090

Non-current assets of discontinued operations held for sale 200,501 259,830

Total assets $ 3,384,805 $ 3,424,081

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Unearned revenue 374,099 380,154

Current liabilities of discontinued operations held for sale 87,956 104,902

Total current liabilities 952,336 1,002,335

Non-current operating lease liabilities 1,088,518 1,087,353

Deferred income tax liabilities, net 33,822 —

Long-term debt, net 1,027,398 780,719

Other long-term liabilities, net 93,420 83,026

Non-current liabilities of discontinued operations held for sale 49,865 58,645

Total liabilities 3,245,359 3,012,078

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BLOOMIN’ BRANDS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME

(IN THOUSANDS, EXCEPT PER SHARE DATA)

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Income from operations 139,808 282,769 306,082

Loss on extinguishment and modification of debt — ( 107,630 ) ( 2,073 )

Loss on extinguishment of debt ( 136,022 ) — ( 107,630 )

Loss on fair value adjustment of derivatives, net — — ( 17,685 )

Interest expense, net ( 62,593 ) ( 51,582 ) ( 53,364 )

Income before provision for income taxes 272,975 151,907 249,297

Provision for income taxes 18,561 42,704 26,384

Net income 254,414 109,203 222,913

(Loss) income before (benefit) provision for income taxes ( 58,807 ) 231,187 127,403

(Benefit) provision for income taxes ( 12,134 ) 18,402 34,253

Net (loss) income from continuing operations ( 46,673 ) 212,785 93,150

Net (loss) income from discontinued operations, net of tax ( 75,982 ) 41,629 16,053

Net (loss) income ( 122,655 ) 254,414 109,203

net income attributable to noncontrolling interests 5,363 7,028 7,296

Net income attributable to Bloomin’ Brands

Net (loss) income attributable to Bloomin’ Brands

$ ( 128,018 ) $ 247,386 $ 101,907

Net income $ 254,414 $ 109,203 $ 222,913

Other comprehensive income:

Foreign currency translation adjustment 7,622 10,169 ( 6,597 )

Net (loss) gain on derivatives, including the impact of terminated swap agreements, net of tax ( 615 ) 10,509 12,054

Comprehensive income 261,421 129,881 228,370

Net (loss) income $ ( 122,655 ) $ 254,414 $ 109,203

Other comprehensive (loss) income:

Foreign currency translation, net of reclassification adjustments ( 34,483 ) 7,622 10,169

Net (loss) gain on derivatives, net of tax ( 6 ) ( 615 ) 10,509

Comprehensive (loss) income ( 157,144 ) 261,421 129,881

comprehensive income attributable to noncontrolling interests 5,363 7,028 7,296

Comprehensive income attributable to Bloomin’ Brands $ 254,393 $ 122,585 $ 221,012

Earnings per share:

Basic $ 2.84 $ 1.15 $ 2.42

Diluted $ 2.56 $ 1.03 $ 2.00

Comprehensive (loss) income attributable to Bloomin’ Brands $ ( 162,507 ) $ 254,393 $ 122,585

Basic (loss) earnings per share:

Continuing operations $ ( 0.61 ) $ 2.36 $ 0.97

Discontinued operations ( 0.88 ) 0.48 0.18

Net basic (loss) earnings per share $ ( 1.49 ) $ 2.84 $ 1.15

Diluted (loss) earnings per share:

Continuing operations $ ( 0.61 ) $ 2.13 $ 0.87

Discontinued operations ( 0.88 ) 0.43 0.16

Net diluted (loss) earnings per share $ ( 1.49 ) $ 2.56 $ 1.03

Weighted average common shares outstanding:

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(IN THOUSANDS, EXCEPT PER SHARE DATA)

BLOOMIN’ BRANDS

BLOOMIN’ BRANDS, INC.

COMMON STOCK ADDITIONAL PAID-IN CAPITAL ACCUM-

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December 26, 2021 89,253 $ 893 $ 1,119,728 $ ( 698,171 ) $ ( 205,989 ) $ 6,389 $ 222,850

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

Net income — — — 101,907 — 7,296 109,203

Other comprehensive income, net of tax — — — 100 20,678 — 20,778

Cash dividends declared, $ 0.56 per common share

— — ( 49,736 ) — — — ( 49,736 )

Repurchase and retirement of common stock ( 5,429 ) ( 54 ) — ( 109,945 ) — — ( 109,999 )

Stock-based compensation — — 16,514 — — — 16,514

Common stock issued under stock plans (1) 1,559 15 12,940 — — — 12,955

Purchase of noncontrolling interests — — 2 — — ( 5 ) ( 3 )

Purchase of noncontrolling interests, net of tax of $ 489

— — ( 1,415 ) — — ( 3,400 ) ( 4,815 )

Distributions to noncontrolling interests — — — — — ( 9,127 ) ( 9,127 )

Contributions from noncontrolling interests — — — — — 1,382 1,382

Issuance of common stock from repurchase of convertible senior notes 2,313 23 48,542 — — — 48,565

Retirement of convertible senior note hedges — — 112,956 — — — 112,956

Retirement of warrants — — ( 97,617 ) — — — ( 97,617 )

December 25, 2022 87,696 $ 877 $ 1,161,912 $ ( 706,109 ) $ ( 185,311 ) $ 2,540 $ 273,909

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— — ( 83,742 ) — — — ( 83,742 )

Repurchase and retirement of common stock ( 5,429 ) ( 54 ) — ( 109,945 ) — — ( 109,999 )

Repurchase and retirement of common stock, including excise tax of $ 136

( 2,807 ) ( 28 ) — ( 70,108 ) — — ( 70,136 )

Stock-based compensation — — 11,911 — — — 11,911

Common stock issued under stock plans (1) 2,080 21 25,306 — — — 25,327

Purchase of noncontrolling interests, net of tax of $ 489

— — ( 1,415 ) — — ( 3,400 ) ( 4,815 )

Distributions to noncontrolling interests — — — — — ( 8,684 ) ( 8,684 )

Contributions from noncontrolling interests — — — — — 1,997 1,997

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

December 31, 2023 86,969 $ 870 $ 1,115,387 $ ( 528,831 ) $ ( 178,304 ) $ 2,881 $ 412,003

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(IN THOUSANDS, EXCEPT PER SHARE DATA)

BLOOMIN’ BRANDS

BLOOMIN’ BRANDS, INC.

COMMON STOCK ADDITIONAL PAID-IN CAPITAL ACCUM-

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December 31, 2023 86,969 $ 870 $ 1,115,387 $ ( 528,831 ) $ ( 178,304 ) $ 2,881 $ 412,003

Net income — — — 247,386 — 7,028 254,414

Other comprehensive income, net of tax — — — — 7,007 — 7,007

Net (loss) income — — — ( 128,018 ) — 5,363 ( 122,655 )

Other comprehensive loss, net of tax — — — — ( 34,489 ) — ( 34,489 )

Cash dividends declared, $ 0.96 per common share

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Contributions from noncontrolling interests — — — — — 2,805 2,805

Issuance of common stock from repurchase of convertible senior notes 7,489 74 216,078 — — — 216,152

Retirement of convertible senior note hedges ( 289 ) ( 3 ) 126,543 ( 8,343 ) — — 118,197

Retirement of warrants — — ( 102,213 ) — — — ( 102,213 )

December 29, 2024 84,855 $ 849 $ 1,273,288 $ ( 925,834 ) $ ( 212,793 ) $ 3,936 $ 139,446

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Cash flows provided by operating activities:

Net income $ 254,414 $ 109,203 $ 222,913

Adjustments to reconcile Net income to cash provided by operating activities:

Net (loss) income $ ( 122,655 ) $ 254,414 $ 109,203

Net (loss) income from discontinued operations, net of tax ( 75,982 ) 41,629 16,053

Net (loss) income from continuing operations ( 46,673 ) 212,785 93,150

Adjustments to reconcile Net (loss) income from continuing operations to cash provided by operating activities of continuing operations:

Depreciation and amortization 175,580 169,266 149,900

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Non-cash interest expense from terminated interest rate swaps — — 12,215

Non-cash operating lease costs 84,104 83,254 78,272

(Benefit) provision for expected credit losses and contingent lease liabilities ( 864 ) ( 1,117 ) 946

Benefit for expected credit losses and contingent lease liabilities ( 549 ) ( 864 ) ( 1,054 )

Stock-based compensation expense 7,484 11,690 16,282

Deferred income tax (benefit) expense ( 30,337 ) ( 8,411 ) 11,457

Loss on extinguishment and modification of debt — 107,630 2,073

Loss on extinguishment of debt 136,022 — 107,630

Loss on fair value adjustment of derivatives, net — — 17,685

Gain on foreign currency forward contracts ( 15,728 ) — —

Other, net ( 2,943 ) ( 3,115 ) 3,209

Change in assets and liabilities:

Decrease (increase) in inventories 2,361 1,036 ( 18,210 )

Decrease (increase) in other current assets 9,572 ( 40,370 ) ( 58,397 )

Increase in other assets ( 1,177 ) ( 6,670 ) ( 2,073 )

Decrease in operating right-of-use assets, net — 277 160

Increase (decrease) in accounts payable and accrued and other current liabilities 26,688 ( 40,679 ) 25,619

(Decrease) increase in unearned revenue

(Increase) decrease in inventories ( 7,484 ) 2,797 1,823

(Increase) decrease in other current assets ( 43,170 ) 10,511 ( 44,460 )

(Increase) decrease in other assets ( 3,954 ) 3,523 ( 2,300 )

(Decrease) increase in accounts payable and accrued and other current liabilities ( 30,930 ) 13,738 ( 42,277 )

Decrease in unearned revenue

( 6,059 ) ( 13,009 ) ( 5,025 )

Decrease in operating lease liabilities ( 93,576 ) ( 82,540 ) ( 90,387 )

(Decrease) increase in operating lease liabilities ( 11,096 ) ( 9,525 ) 782

Increase (decrease) in other long-term liabilities 6,218 4,396 ( 4,278 )

Net cash provided by operating activities of continuing operations 216,000 454,166 348,332

Net cash provided by operating activities of discontinued operations 12,132 78,255 42,590

Net cash provided by operating activities $ 228,132 $ 532,421 $ 390,922

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Capital expenditures ( 220,737 ) ( 282,229 ) ( 192,791 )

Proceeds from foreign currency forward contracts 15,070 — —

Other investments, net 650 1,174 827

Net cash used in investing activities of continuing operations ( 199,282 ) ( 275,080 ) ( 174,265 )

Net cash used in investing activities of discontinued operations ( 39,744 ) ( 42,026 ) ( 26,873 )

Net cash used in investing activities $ ( 239,026 ) $ ( 317,106 ) $ ( 201,138 )

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Cash flows used in financing activities:

Proceeds from issuance of long-term debt $ — $ — $ 200,000

Repayments of long-term debt and finance lease obligations ( 1,862 ) ( 196,447 ) ( 431,166 )

Proceeds from borrowings on revolving credit facilities $ 2,265,000 $ 1,079,000 $ 1,239,500

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Financing fees ( 8,985 ) — ( 1,205 )

Proceeds from issuance of senior notes — — 300,000

Issuance costs related to senior notes — — ( 5,546 )

Repayments of long-term debt and finance lease obligations ( 1,777 ) ( 1,593 ) ( 196,296 )

Principal settlements and repurchase of convertible senior notes ( 2,335 ) ( 214 ) ( 196,919 )

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Payments for retirement of warrants ( 102,213 ) — ( 114,825 )

Proceeds from share-based compensation, net 25,327 12,955 9,850

(Payment of taxes) proceeds from share-based compensation, net ( 1,728 ) 25,327 12,955

Distributions to noncontrolling interests ( 7,113 ) ( 8,684 ) ( 9,127 )

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Cash dividends paid on common stock ( 82,574 ) ( 83,742 ) ( 49,736 )

Net cash used in financing activities of continuing operations ( 22,518 ) ( 186,856 ) ( 195,350 )

Net cash used in financing activities of discontinued operations ( 990 ) ( 269 ) ( 151 )

Net cash used in financing activities ( 23,508 ) ( 187,125 ) ( 195,501 )

Effect of exchange rate changes on cash and cash equivalents ( 9,915 ) 1,448 1,395

Net increase (decrease) in cash, cash equivalents and restricted cash 29,638 ( 4,322 ) ( 21,351 )

Net (decrease) increase in cash, cash equivalents and restricted cash ( 44,317 ) 29,638 ( 4,322 )

Cash, cash equivalents and restricted cash as of the beginning of the period 114,373 84,735 89,057

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Leased assets obtained in exchange for new finance lease liabilities $ 4,038 $ 6,480 $ 4,066

Increase in liabilities from the acquisition of property, fixtures and equipment $ 3,428 $ 12,762 $ 2,344

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

(Decrease) increase in liabilities from the acquisition of property, fixtures and equipment $ ( 8,367 ) $ 3,428 $ 12,762

Shares issued on settlement of convertible senior notes $ 216,152 $ — $ —

Shares received and retired on exercise of call option under bond hedge upon settlement of convertible senior notes $ ( 8,346 ) $ — $ —

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

BLOOMIN’ BRANDS, INC.

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OSI Restaurant Partners, LLC (“OSI”) is the Company’s primary operating entity.

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.

The Company owns and operates casual, polished casual and fine dining restaurants.

The Company’s restaurant portfolio includes 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.

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Basis of Presentation - The Company’s consolidated financial statements include the accounts and operations of Bloomin’ Brands and its subsidiaries.

To ensure timely reporting, the Company consolidates the results of its Brazil operations on a one-month calendar lag.

There were no intervening events that would materially affect the Company’s consolidated financial position, results of operations or cash flows as of and for the year ended December 31, 2023.

During 2021, the recovery of in-restaurant dining from the COVID-19 pandemic (“COVID-19”) continued while the Company retained a significant portion of the incremental off-premises volume it achieved during 2020.

Internationally, COVID-19-related capacity constraints continued in 2021 during periods of increased case counts and new variants until the middle of 2022 when in-restaurant dining was operating without COVID-19-related capacity constraints.

Principles of Consolidation - All intercompany accounts and transactions have been eliminated in consolidation.

The Company consolidates variable interest entities where it has been determined that the Company is the primary beneficiary of those entities’ operations.

The Company is a franchisor of 291 restaurants as of December 31, 2023, but does not possess any ownership interests in its franchisees and does not provide material direct financial support to its franchisees.

As of December 29, 2024, the Company franchised 291 restaurants but did not possess any ownership interests in its franchisees and did not provide material direct financial support to its franchisees.

These franchise relationships are not deemed variable interest entities and are not consolidated.

Investments in entities the Company does not control, but where the Company’s interest is between 20 % and 50 % and the Company has the ability to exercise significant influence over the entity, are accounted for under the equity method.

See Equity Method Investments below for the Company’s equity method investment accounting policies.

To ensure timely reporting, the Company consolidates the results of its Brazil operations on a one-month calendar lag.

On December 30, 2024, the Company completed the sale of 67 % of its Brazil operations, with the Company retaining a 33 % interest accounted for under the equity method of accounting.

The balance sheets, results of operations and cash flows of the Company’s Brazil operations are reported as discontinued operations for all periods presented and accounted for under the equity method of accounting following the sale.

Unless otherwise noted, disclosures within these Notes to Consolidated Financial Statements relate solely to the Company’s continuing operations.

For additional information regarding the Brazil sale and discontinued operations, see Note 3 - Discontinued Operations.

Fiscal Year - The Company utilizes a 52-53-week year ending on the last Sunday in December.

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Fiscal year 2023 consisted of 53 weeks and fiscal years 2024 and 2022 consisted of 52 weeks.

The additional operating week of 2023 resulted in increases of $ 83.5 million of Total revenues and $ 0.15 of GAAP diluted earnings per share in the Consolidated Statements of Operations and Comprehensive Income.

Use of Estimates - The preparation of the accompanying consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

Actual results could differ from those estimated.

Cash and Cash Equivalents - Cash equivalents consist of investments that are readily convertible to cash with an original maturity date of three months or less.

Cash and cash equivalents include $ 56.2 million and $ 41.5 million, as

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

of December 31, 2023 and December 25, 2022, respectively, for amounts in transit from credit card companies since settlement is reasonably assured.

Cash and Cash Equivalents - Cash equivalents consist of investments that are readily convertible to cash with an original maturity date of three months or less.

Cash and cash equivalents include $ 49.1 million and $ 56.2 million, as of December 29, 2024 and December 31, 2023, respectively, for amounts in transit from credit card companies since settlement is reasonably assured.

Restricted Cash - From time to time, the Company may have short-term restricted cash balances consisting of amounts pledged for settlement of deferred compensation plan obligations.

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

See Note 7 - Other Current Assets, Net for disclosure of trade receivables by category as of December 31, 2023 and December 25, 2022.

See Note 8 - Supplemental Balance Sheet Information - Other current assets, net for disclosure of trade receivables by category as of December 29, 2024 and December 31, 2023.

Financial instruments that potentially subject the Company to concentrations of counterparty risk are cash and cash equivalents and derivatives.

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Allowance for Expected Credit Losses - The Company evaluates the collectability of credit card and trade receivables based on historical loss experience by 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.

In instances where there is no established loss history, S&P speculative-grade default rates are utilized as an estimated expected credit loss rate.

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

See Note 16 - Allowance for Expected Credit Losses for a discussion of the Company’s allowance for expected credit losses.

In instances where there is no established loss history, S&P speculative-grade default rates are utilized as an estimated expected credit loss rate.

The Company assigned its interest, and is contingently liable, under certain real estate leases, primarily related to divested restaurant properties.

The Company assigns its interest, and is contingently liable, under certain real estate leases, primarily related to divested restaurant properties.

Contingent lease liabilities related to these guarantees are calculated based on management’s estimate of exposure to losses which includes historical analysis of credit losses, including known instances of default, and existing economic conditions.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Cloud-Based Computing Arrangements - The Company defers costs incurred under the application development stage for cloud-based computing arrangements and amortizes those costs over the related service agreement.

Capitalized cloud computing implementation costs were $ 4.6 million, net of accumulated amortization, as of December 29, 2024, primarily related to human resource management systems, and are included in Other current assets, net and Other assets, net on the Company’s Consolidated Balance Sheets.

Capitalized cloud computing implementation costs were immaterial as of December 31, 2023.

Related amortization expense is included in General and administrative expenses in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income and was immaterial for all periods presented.

Property, Fixtures and Equipment - Property, fixtures and equipment are stated at cost, net of accumulated depreciation.

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____________________

(1) Includes improvements to leased properties which are depreciated over the shorter of their useful life or the reasonably certain lease term, including renewal periods that are reasonably certain.

(1) Includes improvements to leased properties which are depreciated over the shorter of their useful life or reasonably certain lease term, including reasonably certain renewal periods.

Repair and maintenance costs that maintain the appearance and functionality of the restaurant, but do not extend the useful life of any restaurant asset, are expensed as incurred.

The Company suspends depreciation and amortization for assets held for sale.

The cost and related accumulated depreciation of assets sold or disposed of are removed from the Company’s Consolidated Balance Sheets, and any resulting gain or loss is generally recognized in Other restaurant operating expense in its Consolidated Statements of Operations and Comprehensive Income.

Depreciation and repair and maintenance expense are as follows for the periods indicated:

(dollars in thousands) 2024 2023 2022

Depreciation expense $ 171,755 $ 165,190 $ 145,961

Repair and maintenance expense $ 113,245 $ 114,768 $ 107,369

The Company capitalizes direct and indirect internal costs associated with the acquisition, development, design and construction of Company-owned restaurant locations as these costs have a future benefit to the Company.

Upon restaurant opening, these costs are depreciated and charged to Depreciation and amortization expense over the reasonably certain lease term.

Internal costs of $ 5.4 million, $ 4.1 million and $ 3.7 million were capitalized during 2023, 2022 and 2021, respectively.

Upon restaurant opening, these costs are charged to Depreciation and amortization expense over the reasonably certain lease term.

Internal costs of $ 5.3 million and $ 4.9 million were capitalized during 2024 and 2023, respectively.

For 2024 and 2023, computer equipment and software costs of $ 8.1 million and $ 10.8 million, respectively, were capitalized.

As of December 29, 2024 and December 31, 2023, there was $ 11.4 million and $ 12.5 million, respectively, of unamortized computer equipment and software included in Property, fixtures and equipment, net on the Company’s Consolidated Balance Sheets.

Equity Method Investments - Revenue and expenses of equity method investees are not consolidated into the Company’s financial statements.

The Company’s proportionate share of earnings or losses is recorded in Income from operations of unconsolidated affiliates in its Consolidated Statements of Operations and Comprehensive (Loss) Income and as an adjustment to the carrying value in the Company’s Consolidated Balance Sheets.

Equity method investments are evaluated for impairment when facts and circumstances indicate that the carrying value may not be recoverable.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Goodwill and Intangible Assets - Goodwill represents the excess of the purchase price over the fair value of net assets acquired in business combinations and is assigned to the reporting unit in which the acquired business will operate.

The Company’s indefinite-lived intangible assets consist of trade names and are recorded at fair value as of the date of acquisition.

The Company’s indefinite-lived intangible assets consist of trade names recorded at fair value as of the date of acquisition.

Goodwill and indefinite-lived intangible assets are tested for impairment annually, as of the first day of the second fiscal quarter, or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

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The carrying value of the reporting unit is compared to its calculated fair value, with any excess of carrying value over fair value deemed to be an impairment.

Definite-lived intangible assets, which consist of trademarks and reacquired franchise rights, are recorded at fair value as of the date of acquisition, amortized over their estimated useful lives and tested for impairment, using the relief from royalty method and discounted cash flows model, respectively, whenever events or changes in circumstances indicate that the carrying value may not be recoverable.

Definite-lived intangible assets, which consist of trademarks, are recorded at fair value as of the date of acquisition, amortized over their estimated useful lives and tested for impairment, using the relief from royalty method, whenever events or changes in circumstances indicate that the carrying value may not be recoverable.

See Note 9 - Goodwill and Intangible Assets, Net for goodwill, indefinite-lived intangibles and definite-lived intangibles balances by reporting unit.

Derivatives - The Company records all derivatives on the balance sheet at fair value.

The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges.

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The Company has elected to record cash flows from interest rate swaps within operating activities, the same category as the items being hedged, in its Consolidated Statements of Cash Flows.

The Company has elected not to offset derivative positions in the balance sheet with the same counterparty under the same agreement.

The Company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.

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Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings.

The Company has elected not to offset derivative positions in the balance sheet with the same counterparty under the same agreement.

During 2024, the Company entered into foreign currency forward contracts not designated as hedges to mitigate a portion of the exchange rate risk associated with purchase price installment payments in connection with the sale of the majority ownership of its Brazil operations.

The change in fair value of the foreign currency forward contracts is recorded in General and administrative expense, consistent with the related underlying exposure.

See Note 13 - Derivative Instruments and Hedging Activities for additional details regarding the foreign currency forward contracts.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Deferred Debt Issuance Costs - For its revolving credit facility, the Company records deferred debt issuance costs related to the issuance of debt obligations in Other assets, net on its Consolidated Balance Sheets.

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Reserves recorded for workers’ compensation and general liability claims are discounted using the average of the one-year and five-year risk-free rate of monetary assets that have comparable maturities.

Share Repurchase - The par value of the repurchased shares is deducted from common stock and the excess of the purchase price over the par value of the shares, including broker commissions and excises taxes, is recorded to Accumulated deficit.

Share Repurchase - The par value of the repurchased shares is deducted from common stock and the excess of the purchase price over the par value of the shares, including broker commissions, certain transaction related costs and excises taxes, are recorded to Accumulated deficit.

All shares of common stock acquired through share repurchase programs are retired and restored to authorized but unissued shares of common stock.

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Revenue Recognition - The Company records food and beverage revenues, net of discounts and taxes, upon delivery to the customer.

Franchise-related revenues are included in Franchise and other revenues in the Company’s

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Consolidated Statements of Operations and Comprehensive Income.

Royalties, which are generally a percentage of net sales of the franchisee, are recognized as revenue in the period in which the sales are reported to have occurred provided collectability is reasonably assured.

Franchise-related revenues are included in Franchise and other revenues in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

Royalties, which are generally a percentage of net sales of the franchisee, are recognized as revenue in the period in which they occurred provided collectability is reasonably assured.

Proceeds from the sale of gift cards, which do not have expiration dates, are recorded as deferred revenue and recognized as revenue upon redemption by the customer.

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The Company periodically updates its estimates used for breakage.

Breakage revenue is recorded as a component of Restaurant sales in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Breakage revenue is recorded as a component of Restaurant sales in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

Approximately 84 % of deferred gift card revenue is expected to be recognized within 12 months of inception.

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See Note 4 - Revenue Recognition for rollforwards of deferred gift card sales commissions and unearned gift card revenue.

Advertising fees charged to franchisees are recognized in Franchise and other revenues in the Company’s Consolidated Statements of Operations and Comprehensive Income provided collectability is reasonably assured.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Advertising fees charged to franchisees are recognized in Franchise and other revenues in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income provided collectability is reasonably assured.

Initial franchise and renewal fees are recognized over the term of the franchise agreement and renewal period, respectively.

The weighted average remaining term of franchise agreements and renewal periods was approximately 11 years as of December 29, 2024.

On December 30, 2024, in connection with the sale of a majority ownership of the Company’s Brazil operations, the Company entered into 20-year franchise agreements for its existing restaurants in that market.

The Company maintains a customer loyalty program, Dine Rewards, in the U.S., where customers earn a reward after attaining qualified spend amounts.

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The Company applies the practical expedient to exclude disclosures regarding loyalty program remaining performance obligations, which have original expected durations of less than one year.

The Company collects and remits sales, food and beverage, alcoholic beverage and hospitality taxes on transactions with customers and reports revenue net of taxes in its Consolidated Statements of Operations and Comprehensive Income.

Leases - The Company’s determination of whether an arrangement contains a lease is based on an evaluation of whether the arrangement conveys the right to use and control specific property or equipment.

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Subsequent changes in the index are recorded as variable rental payments.

Variable rental payments are expensed as incurred in the Company’s Consolidated Statements of Operations and Comprehensive Income and future variable rent obligations are not included within the lease liabilities on the Consolidated Balance Sheets.

Variable rental payments are expensed as incurred in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income and future variable rent obligations are not included within the lease liabilities on the Consolidated Balance Sheets.

The depreciable life of lease assets and leasehold improvements are limited by the expected lease term.

None of the Company’s leases contain any material residual value guarantees or restrictive covenants.

Upon the 2019 adoption of ASC Topic 842 - Leases , the Company elected the practical expedient to not separate U.S.

Upon the 2019 adoption of ASC Topic 842 - Leases (“ASC 842”), the Company elected the practical expedient to not separate U.S.

lease and non-lease components for real estate leases entered into after adoption.

Additionally, for certain equipment leases, the Company applies a portfolio approach to account for the lease assets and liabilities.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

with an initial term of 12 months or less are not recorded on its Consolidated Balance Sheets and are recognized on a straight-line basis over the lease term within Other restaurant operating expense in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Additionally, for certain equipment leases, the Company applies a portfolio approach to account for lease assets and liabilities.

Leases with an initial term of 12 months or less are not recorded on its Consolidated Balance Sheets and are recognized on a straight-line basis over the lease term within Other restaurant operating expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

Rent expense for the Company’s operating leases, which generally have escalating rentals over the term of the lease and may include rent holidays, is recorded on a straight-line basis over the initial lease term and those renewal periods that are reasonably certain.

Operating lease rent expense for open Company-owned restaurants is recorded in Other restaurant operating expense in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Operating lease rent expense for open Company-owned restaurants is recorded in Other restaurant operating expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

Payments received from landlords as incentives for leasehold improvements are recorded as a reduction of the right-of-use asset and amortized on a straight-line basis over the term of the lease as a reduction of rent expense.

Pre-Opening Expenses - Non-capital expenditures associated with opening new restaurants are expensed as incurred and are included in Other restaurant operating expense in the Company’s Consolidated Statements of Operations and Comprehensive Income.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Consideration Received from Vendors - The Company receives consideration for a variety of vendor-sponsored programs, such as volume rebates, promotions and advertising allowances.

Advertising allowances are intended to offset the Company’s costs of promoting and selling menu items in its restaurants.

Vendor consideration is recorded as a reduction of Food and beverage cost or Other restaurant operating expense when recognized in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Impairment of Long-Lived Assets and Costs Associated with Exit Activities - Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable.

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If the total future undiscounted cash flows of the asset are less than its carrying amount, recoverability is measured by comparing the fair value of the assets to the carrying amount.

An impairment loss is recognized in earnings when the asset’s carrying value exceeds its estimated fair value.

An impairment loss is recognized in earnings when the asset’s carrying value exceeds its fair value.

Fair value is generally estimated using a discounted cash flow model.

Restaurant closure costs, including lease termination fees, are expensed as incurred.

When the Company ceases using the property rights under a non-cancelable operating lease, it records a liability for the net present value of any remaining non-rent lease-related obligations, less the estimated subtenant cost recovery that can reasonably be obtained for the property.

restaurant facility leases executed subsequent to the adoption of ASC 842, the Company accounts for fixed lease and non-lease components as a single lease component included within the lease liability at least commencement.

For all leases executed prior to such date, when the Company ceases using the property rights under a non-cancelable operating lease, it records a liability for the net present value of any remaining non-rent lease-related obligations, less the estimated subtenant cost recovery that can reasonably be obtained for the property.

Any subsequent adjustment to that liability as a result of lease termination or changes in estimates of cost recovery is recorded in the period incurred.

The associated expense is recorded in Provision for impaired assets and restaurant closings in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Restaurant sites and certain other assets to be sold are included in assets held for sale when certain criteria are met, including the requirement that the likelihood of selling the assets within one year is probable.

The associated expense is recorded in Provision for impaired assets and restaurant closings in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

Held for Sale and Discontinued Operations - Restaurant sites and certain other assets to be sold are included in assets held for sale when certain criteria are met, including the requirement that the likelihood of selling the assets within one year is probable.

Assets and liabilities classified as held for sale are presented separately within the Consolidated Balance Sheets at the lower of its carrying value or fair value less costs to sell.

Depreciation of property, plant and equipment and amortization of intangible and right-of-use assets are not recorded while these assets are classified as held for sale.

The Company reports the results of operations of a business as discontinued operations if a disposal represents a strategic shift that will have a major effect on its operations and financial results.

The results of discontinued operations are reported as Net (loss) income from discontinued operations, net of tax in the Consolidated Statements of Operations and Comprehensive (Loss) Income for the current and prior periods beginning in the period in which the held for sale criteria are met.

Advertising Costs - Advertising production costs are expensed in the period when the advertising first occurs.

All other advertising costs are expensed in the period in which the costs are incurred.

Advertising expense of $ 115.6 million, $ 94.0 million and $ 59.7 million for 2023, 2022 and 2021, respectively, was recorded in Other restaurant operating expense in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Advertising expense of $ 111.3 million, $ 96.2 million and $ 80.1 million for 2024, 2023 and 2022, respectively, was recorded in Other restaurant operating expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

Legal Costs - Settlement costs for employment litigation are recorded to Other restaurant operating expense when they are deemed probable and reasonably estimable.

Legal fees are recognized as incurred and are reported in General and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Legal fees are recognized as incurred and are reported in General and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Research and Development Expenses (“R&D”) - R&D is expensed as incurred in General and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Research and Development Expenses (“R&D”) - R&D is expensed as incurred in General and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

R&D primarily consists of payroll and benefit costs.

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The Company accrues for these obligations using current and historical restaurant performance information.

Most field-level compensation is recorded in Labor and other related expense, with compensation for multi-unit supervisors recorded in General and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Many of the Company’s international operators are given the option to purchase participation interests in the cash distributions of the restaurants they manage.

The amount, terms and availability vary by country.

Stock-based Compensation - Stock-based compensation awards are measured at fair value at the date of grant and expensed over their vesting or service periods.

Stock-based compensation expense is recognized only for those awards expected to vest.

The expense, net of forfeitures, is recognized using the straight-line method.

The expense is recognized using the straight-line method and recorded in General and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

Forfeitures of share-based compensation awards are recognized as they occur.

Performance-based share units (“PSUs”) issued by the Company include a relative total shareholder return (“Relative TSR”) modifier to the final payout outcome, which can adjust the payout percentage based on the achieved performance metric.

Performance-based share units (“PSUs”) issued by the Company may include a relative total shareholder return (“Relative TSR”) modifier to the final payout outcome, which can adjust the payout percentage based on the achieved performance metric.

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

Basic and Diluted Earnings per Share - The Company computes basic earnings per share based on the weighted average number of common shares that were outstanding during the period.

Except where the result would be antidilutive, diluted earnings per share includes the dilutive effect of common stock equivalents, consisting of stock options, restricted stock units, PSUs and warrants, measured using the treasury stock method, and the Company’s convertible senior notes, measured using the if-converted method.

Basic and Diluted (Loss) Earnings per Share - The Company computes basic (loss) earnings per share based on the weighted average number of common shares that were outstanding during the period.

Except where the result would be antidilutive, diluted (loss) earnings per share includes the dilutive effect of common stock equivalents, consisting of stock options, restricted stock units, PSUs and warrants, measured using the treasury stock method, and the Company’s convertible senior notes, measured using the if-converted method.

PSUs are considered dilutive when the related performance criterion has been met.

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Results of operations are translated using the average exchange rates for the reporting period.

Foreign currency exchange transaction losses are recorded in General and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive Income.

Foreign currency exchange transaction losses are recorded in General and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

Income Taxes - Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis.

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Liabilities for unrecognized tax benefits are recorded as a reduction of Deferred income tax assets, net and within Other long-term liabilities, net, with related interest and penalties recorded in Other long-term liabilities, net, on the Company’s Consolidated Balance Sheets.

Interest and penalties recognized on liabilities for unrecognized tax benefits are included in Provision for income taxes.

Interest and penalties recognized on liabilities for unrecognized tax benefits are included in (Benefit) provision for income taxes.

Recently Adopted Financial Accounting Standards - On December 29, 2024, the Company adopted Accounting Standards Update (“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 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 the diluted earnings per share impact of the 2025 Notes.

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

(dollars 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 2025 Notes are reflected entirely as a liability since the embedded conversion feature is no longer separately presented within stockholders’ equity.

Recently Issued Financial Accounting Standards Not Yet Adopted - In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No.

2023-07, “Segment Reporting (Topic 280):

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2023-07 also allows for multiple measures of segment profit (loss) if the CODM utilizes such measures to allocate resources or assess performance.

2023-07 is effective for the Company beginning with the 2024 Form 10-K, with early adoption permitted.

The Company is currently evaluating the impact ASU No.

2023-07 will have on its disclosures.

In December 2023, the FASB issued ASU No.

The adoption of ASU No.

2023-07 did not impact the Company’s results of operations, cash flows, or financial condition.

See Note 19 - Segment Reporting for the Company’s segment disclosures.

Recently Issued Financial Accounting Standards Not Yet Adopted - In December 2023, the Financial Accounting Standards Board (“FASB”) issued ASU No.

2023-09, “Income Taxes (Topic 740):

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2023-09 will have on its disclosures.

In November 2024, the FASB issued ASU No.

2024-03, “Income Statement - Reporting Comprehensive Income (Subtopic 220-40):

Disaggregation of Income Statement Expenses,” (“ASU No.

2024-03”) which requires detailed disclosures in the notes to financial statements of expense categories within relevant income statement captions including purchases of inventory, employee compensation, depreciation and intangible asset amortization.

2024-03 is effective for the Company beginning with the 2027 Form 10-K, with early adoption permitted, and may be applied either prospectively for reporting periods after the effective date or retrospectively to prior periods presented.

The Company is currently evaluating the impact ASU No.

2024-03 will have on its disclosures.

Recent accounting guidance not discussed herein is not applicable, did not have or is not expected to have a material impact to the Company.

(i) finance lease liabilities presented within other liabilities that were formerly presented within long-term debt, (ii) the separate presentation of current operating lease liabilities on the face of the Consolidated Balance Sheets, (iii) amounts previously reported in Other (expense) income, net, on the face the Consolidated Statements of Operations and Comprehensive Income were combined with Interest expense, net and (iv) the combined presentation of the

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 presentation of certain items within consolidated statements of cash flows and the notes to the consolidated financial statements.

These reclassifications had no effect on previously reporte d net income.

Discontinued Operations

On November 6, 2024, an indirect wholly owned subsidiary of the Company (the “Seller”) entered into a Quota Purchase Agreement and Other Covenants (the “Purchase Agreement”) with a fund managed by an affiliate of Vinci Partners Investments Ltd.

(the “Buyer”) for the sale of 67 % of its business in Brazil (the “Disposal Group”).

The sale (the “Brazil Sale Transaction”) closed on December 30, 2024 (the “Closing Date”).

The aggregate consideration paid to the Seller consists of 67 % of the enterprise valuation of the Disposal Group in the amount of R$ 2.06 billion Brazilian Reais, which equals R$ 1.4 billion Brazilian Reais (approximately $ 225.3 million in U.S.

Dollars based on the exchange rate on the Closing Date), subject to customary adjustments, and withholding for Brazilian taxes (the “Purchase Price”).

On December 30, 2024 the Company received cash proceeds, net of withheld income taxes, of $ 103.9 million, in U.S.

dollars based on the exchange rate on the Closing Date, representing 52 % of the Purchase Price.

The proceeds were applied to the Company’s revolving credit facility

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Other comprehensive income impact of interest rate swaps on the face of the Consolidated Statements of Operations and Comprehensive Income.

These reclassifications had no effect on previously reporte d net income.

during the thirteen weeks ended March 30, 2025.

The second installment payment, representing 48 % of the Purchase Price is due on the first anniversary of the Closing Date (based on the exchange rate on the date of payment) and will generate interest income based on the interbank deposit rate in Brazil until paid.

Following the closing, the Brazil restaurants began operating as unconsolidated franchisees.

The sale represents a strategic shift to a primarily franchised model for the Company’s international operations.

The assets and liabilities of the Disposal Group are classified as held for sale on the Company’s Consolidated Balance Sheets as of December 29, 2024 and December 31, 2023.

For fiscal years 2024, 2023 and 2022, all sales, direct costs and expenses and income taxes attributable to restaurants classified as discontinued operations have been aggregated to a single caption titled (Loss) income from discontinued operations, net of tax in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income for all periods presented.

The Company entered into foreign exchange forward contracts to mitigate most of the exchange rate risk associated with the Purchase Price installment payments.

See Note 13 - Derivative Instruments and Hedging Activities for details regarding the foreign exchange forward contracts.

On the Closing Date, the Seller and the Buyer entered into a shareholders agreement (the “Shareholders Agreement”), pursuant to which Buyer and Seller will have representation on a board of directors and in executive management based on their respective equity interests.

During the thirteen weeks ended December 29, 2024, the Company recorded $ 68.3 million of impairment in connection with the Brazil Sale Transaction within (Loss) income from discontinued operations, net of tax in its Consolidated Statements of Operations and Comprehensive (Loss) Income.

The impairment represents the difference between the estimated fair value of the Disposal Group and its carrying value, which included $ 212.2 million of cumulative currency translation adjustment losses and the impact of measurement of the Company’s 33 % retained interest.

As of the Closing Date, the fair value of the Company’s retained interest was $ 59.9 million based on the proportional enterprise valuation of the Disposal Group negotiated as a part of the Purchase Agreement, adjusted for debt used by the Buyer to fund a portion of the Purchase Price and to be pushed down to the operating entity subsequent to the Closing Date.

Under the Shareholders Agreement, the Buyer may cause the Seller to sell or the Seller may cause the Buyer to purchase the totality of the remaining interest in the Disposal Group for a period between October 1, 2028 and December 31, 2028 at a defined multiple of earnings less net indebtedness.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The following table presents the carrying amounts of the major classes of assets and liabilities of the Disposal Group classified as held for sale on the Company’s Consolidated Balance Sheets as of the periods indicated:

(dollars in thousands) DECEMBER 29, 2024 DECEMBER 31, 2023

Current assets

Inventories $ 7,872 $ 12,991

Other current assets, net 15,117 15,104

Total current assets of disposal group classified as held for sale $ 22,989 $ 28,095

Non-current assets

Property, fixtures and equipment, net $ 99,532 $ 103,757

Operating lease right-of-use assets 43,884 53,679

Goodwill 51,906 62,995

Intangible assets, net 6,841 10,069

Deferred income tax assets, net 2,056 4,233

Other assets, net 64,553 25,097

Total non-current assets 268,772 259,830

Impairment of disposal group assets ( 68,271 ) —

Net non-current assets of disposal group classified as held for sale $ 200,501 $ 259,830

Current liabilities

Accounts Payable $ 24,168 $ 33,328

Current operating lease liabilities 10,109 11,718

Accrued and other current liabilities 52,442 58,133

Unearned revenue 1,237 1,723

Total current liabilities of disposal group classified as held for sale $ 87,956 $ 104,902

Non-current liabilities

Non-current operating lease liabilities $ 36,297 $ 44,286

Other long-term liabilities, net 13,568 14,359

Total non-current liabilities of disposal group classified as held for sale $ 49,865 $ 58,645

Included in discontinued operations are benefits from a law in Brazil that provided a 100 % exemption from income tax (IRPJ and CSLL) and federal value added taxes (PIS and COFINS).

These exemptions impacted GAAP diluted earnings per share from discontinued operations by approximately $ 0.25 for 2023.

After receipt of an unfavorable court ruling in January 2024, a cash judicial deposit of $ 42.9 million, inclusive of principal, interest and potential penalties, was made during 2024 to appeal the unfavorable court ruling.

During 2024, new tax legislation granted certain industries additional exemptions from income and federal value added taxes for varying timeframes resulting in a benefit of $ 0.15 GAAP diluted earnings per share from discontinued operations during 2024.

Following closing of the Brazil Sale Transaction, the Company retained certain rights to favorable resolution of the ongoing litigation and recorded a contingent consideration asset at fair value on the Closing Date.

See Contingent Consideration Assets and Indemnification Liabilities section below for details.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

(Loss) income from discontinued operations, net of tax in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income includes the following for the periods indicated:

(dollars in thousands) 2024 2023 2022

Restaurant sales $ 525,216 $ 529,619 $ 428,801

Other revenue

Total revenues 525,268 529,671 428,840

Costs and expenses

Food and beverage 167,741 169,164 146,214

Labor and other related 109,853 105,500 84,834

Other restaurant operating (1)

165,492 163,816 131,916

Depreciation and amortization 22,191 21,905 19,717

General and administrative 28,744 26,911 21,820

Provision for impaired assets and restaurant closings 1,577 — —

Impairment of assets held for sale 68,271 — —

Total costs and expenses 563,869 487,296 404,501

(Loss) income from operations

( 38,601 ) 42,375 24,339

Interest income (expense), net

1,545 ( 587 ) 165

(Loss) income before provision for income taxes

( 37,056 ) 41,788 24,504

Provision for income taxes

38,926 159 8,451

(Loss) income from discontinued operations, net of tax $ ( 75,982 ) $ 41,629 $ 16,053

____________________

(1) Includes royalty expense of $ 25.9 million, $ 26.4 million and $ 21.6 million for fiscal years 2024, 2023 and 2022, respectively, eliminated in consolidation prior to the Brazil Sale Transaction, with the corresponding royalty revenues recorded within Franchise and other revenues from continuing operations in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income.

On December 30, 2024, the Company entered into franchise agreements that include royalty rates that are lower than its historical intercompany rates and on the low end of its international franchisee royalty percentage range.

Contingent Consideration Assets and Indemnification Liabilities - Subsequent to December 29, 2024 , the Company recognized contingent consideration assets of $ 29.3 million and indemnifications liabilities of $ 6.9 million within Other assets, net and Other long-term liabilities, net, respectively, on the Company’s Consolidated Balance Sheet in connection with the Brazil Sale Transaction.

Contingent consideration assets relate to supervening rights to certain tax benefits, including from judicial deposits paid prior to the sale.

Collection of amounts in connection with these assets will be net of applicable taxes and related costs incurred.

Indemnification liabilities primarily relate to known labor and tax exposures.

Contingent consideration assets and indemnification liabilities were valued utilizing a probability-adjusted discounted cash flow model using inputs not observable in the market.

The key internally developed assumptions used in these models are:

(i) the probabilities of outcomes, (ii) interest rates for contingencies entitled to interest, (iii) discount rates and (iv) the anticipated timing of recognition.

The Company utilized discount rates of approximately 13 %, in its calculations of the estimated fair values of its contingent assets and liabilities as of the Closing Date .

Subsequent measurement of contingent consideration assets is based on ASC 450 gain contingency guidance and indemnification liabilities under ASC 460 guarantees guidance.

Any subsequent recognition and measurement of contingent consideration and indemnification liabilities will be presented within discontinued operations.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Revenue Recognition

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

The following table includes the disaggregation of Restaurant sales and franchise revenues by restaurant concept and segment for the periods indicated:

2024 2023 2022

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total 3,812,604 34,623 4,005,053 35,908 3,863,016 35,067

International

Outback Steakhouse - Brazil (1) 501,128 — 405,866 — 258,997 —

International Franchise (1) — 39,490 — 41,524 — 36,202

Other (2) 53,740 — 72,736 — 60,878 —

International total 602,355 15,163 489,679 14,620 346,245 12,706

Total $ 3,866,344 $ 74,113 $ 4,077,789 $ 77,432 $ 3,923,894 $ 71,269

____________________

(1) Restaurant sales in Brazil includes $ 30.2 million and $ 7.7 million during 2023 and 2022, respectively, in connection with value added tax exemptions resulting from tax legislation.

See Note 20 - 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.

(1) Includes revenues from franchised restaurants and intercompany royalties from Brazil.

(2) Includes Restaurant sales for Company-owned restaurants in Hong Kong and China.

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:

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Deferred franchise fees - non-current $ 3,901 $ 4,036

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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

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Balance, end of the period $ 16,935 $ 18,081 $ 17,755

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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

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The 2023 Resolution Agreement ends on December 27, 2026 or upon the earlier occurrence of certain specified events, including the sale of all or substantially all of the assets or equity of Out West, bankruptcy or a liquidation event.

The 2023 Resolution Agreement amends and supersedes the original Holistic Resolution Agreement dated December 27, 2020 (the “Original Resolution Agreement”).

The terms of the 2023 Resolution Agreement are materially consistent with the Original Resolution Agreement and include similar agreements between Out West and its lenders prioritizing rents, royalties, national advertising fees and local marketing expenditures, and provides a mechanism to settle its obligations with its lenders and provide for capital expenditures, within certain limitations.

The 2023 Resolution Agreement includes agreements between Out West and its lenders prioritizing rents, royalties, national advertising fees and local marketing expenditures, and provides a mechanism to settle its obligations with its lenders and provide for capital expenditures, within certain limitations.

Impairments and Exit Costs

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(1) $ 33,947 $ 39,812 $ 3,942

International 600 1,537 1,186

Corporate — — 7

Other (2) 12,488 600 1,537

Total impairment losses 46,435 40,412 5,486

Restaurant closure (benefit) charges

Restaurant closure charges (benefit)

(1) 14,045 ( 7,143 ) 478

International 305 — ( 86 )

Total restaurant closure (benefit) charges ( 6,838 ) 478 336

Other (2) 3,811 305 —

Total restaurant closure charges (benefit) 17,856 ( 6,838 ) 478

Provision for impaired assets and restaurant closings $ 64,291 $ 33,574 $ 5,964

________________

(1) Primarily includes charges related to the 2023 Restaurant Closures and the Q4 2024 Restaurant Impairment, as discussed below.

(2) Primarily includes charges related to the 2024 closure of nine restaurants in Hong Kong.

2023 Restaurant Closures - During 2023, the Company closed three U.S.

and two Hong Kong Aussie Grill restaurants and made the decision to close 36 predominantly older, underperforming U.S.

restaurants (the “2023 Restaurant Closures”).

Following is a summary of 2023 Restaurant Closures expenses recognized in the Consolidated Statements of Operations and Comprehensive (Loss) Income for the periods indicated (dollars in thousands):

DESCRIPTION CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME CLASSIFICATION FISCAL YEAR

Asset impairments and closure charges Provision for impaired assets and restaurant closings $ 12,034 $ 34,200

Severance and other expenses General and administrative 3,798 622

Closure-related labor costs Labor and other related 434 —

Lease remeasurement gains Other restaurant operating — ( 2,450 )

Total $ 16,266 $ 32,372

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

2023 Closure Initiative - During the fourteen weeks ended December 31, 2023, the Company recognized asset impairments and closure charges in connection with the closure of three U.S.

and two international Aussie Grill restaurants and the decision to close 36 predominantly older, underperforming U.S.

restaurants (the “2023 Closure Initiative”).

All remaining restaurant closures under the 2023 Closure Initiative were completed in February 2024, with an estimated $ 8 million to $ 11 million of related severance and closure charges to be recorded during the thirteen weeks ended March 31, 2024.

Following is a summary of the 2023 Closure Initiative charges recognized in the Consolidated Statements of Operations and Comprehensive Income for the periods indicated (dollars in thousands):

DESCRIPTION CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME CLASSIFICATION FOURTEEN WEEKS AND FISCAL YEAR ENDED

DECEMBER 31, 2023

Property, fixtures and equipment impairments Provision for impaired assets and restaurant closings $ 23,934

Lease right-of-use asset impairments and closure charges Provision for impaired assets and restaurant closings 10,266

Severance and other expenses General and administrative 622

Lease remeasurement gains

Other restaurant operating ( 2,450 )

During 2023, the Company recognized a lease termination gain of $ 6.7 million, net of related asset impairments, in connection with the closure of one U.S.

The remaining impairment and closure charges during the periods presented resulted primarily from locations identified for closure or relocation.

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

(dollars in thousands) 2023

Balance, beginning of the period $ 5,476

Additions 3,340

Cash payments ( 1,142 )

Accretion 317

Adjustments ( 1,737 )

Balance, end of the period $ 6,254

Earnings Per Share

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 of average market price of the Company’s common stock exceeding conversion price is to be settled 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.

Q4 2024 Restaurant Impairment - During the thirteen weeks ended December 29, 2024, the Company recorded asset impairment charges of $ 25.5 million primarily related to 41 older, underperforming U.S.

restaurants based on an assessment of each restaurant’s historical operating performance and trends, combined with updated expected cash flow projections over the respective remaining lease term (the “Q4 2024 Restaurant Impairment”).

The projections considered, among other factors, continued challenging operating and macroeconomic conditions since these restaurants tend to underperform Company-wide averages for sales and operating income.

The remaining impairment and closure charges during the periods presented resulted primarily from locations identified for closure, including the closure of all Company-owned U.S.

Aussie Grill rest aurants.

(Loss) Earnings Per Share

In connection with the offering of the 2025 Notes, the Company entered into the Convertible Note Hedge Transactions and Warrant Transactions described in Note 11 - Convertible Senior Notes.

2 unchanged sentences

See Note 11 - Convertible Senior Notes for additional information regarding the 2025 Notes, Convertible Note Hedge Transactions and Warrant Transactions.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The following table presents the computation of basic and diluted earnings per share for the periods indicated:

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

(in thousands, except per share data) 2024 2023 2022

Net income attributable to Bloomin’ Brands

Net (loss) income attributable to Bloomin’ Brands

$ ( 128,018 ) $ 247,386 $ 101,907

Convertible senior notes if-converted method interest adjustment, net of tax (1) — — 345

Diluted net income attributable to Bloomin’ Brands $ 247,386 $ 101,907 $ 215,900

Net (loss) income from discontinued operations, net of tax ( 75,982 ) 41,629 16,053

Net (loss) income attributable to Bloomin’ Brands from continuing operations $ ( 52,036 ) $ 205,757 $ 85,854

Basic weighted average common shares outstanding 85,905 87,230 88,846

Effect of dilutive securities:

Stock options 381 261 779

Nonvested restricted stock units 203 182 355

Nonvested performance-based share units 183 180 61

Stock-based compensation awards — 767 623

Convertible senior notes (1) — 5,067 6,089

1 unchanged sentence

Diluted weighted average common shares outstanding 85,905 96,453 98,512

Basic earnings per share $ 2.84 $ 1.15 $ 2.42

Diluted earnings per share $ 2.56 $ 1.03 $ 2.00

Basic (loss) earnings per share:

Continuing operations $ ( 0.61 ) $ 2.36 $ 0.97

Discontinued operations ( 0.88 ) 0.48 0.18

Net basic (loss) earnings per share $ ( 1.49 ) $ 2.84 $ 1.15

Diluted (loss) earnings per share:

Continuing operations $ ( 0.61 ) $ 2.13 $ 0.87

Discontinued operations ( 0.88 ) 0.43 0.16

Net diluted (loss) earnings per share $ ( 1.49 ) $ 2.56 $ 1.03

Antidilutive stock-based compensation awards 1,706 924 2,502

________________

(1) Adjustment for interest related 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 the 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.

(1) During 2024, the Company repurchased $ 83.6 million of the 2025 Notes and settled the corresponding portion of the related warrants.

See Note 11 - Convertible Senior Notes for additional details.

Share-based compensation-related weighted average securities outstanding not included in the computation of earnings per share because their effect was antidilutive were as follows for the periods indicated:

(shares in thousands) 2023 2022 2021

Stock options 521 1,849 751

Nonvested restricted stock units 35 192 128

Nonvested performance-based share units 368 461 377

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Stock-based and Deferred Compensation Plans

Stock-based Compensation Plans

The Company recognized stock-based compensation expense, net of capitalized expense, as follows for the periods indicated:

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

(dollars in thousands) 2024 2023 2022

Performance-based share units (1) $ 3,089 $ 8,176 $ 13,821

Restricted stock units 7,910 7,687 8,184

Stock options 835 503 2,286

Total stock-based compensation expense, net of capitalized expense $ 11,834 $ 16,366 $ 24,291

Stock-based compensation expense, net of capitalized expense (1) $ 7,415 $ 11,613 $ 16,134

________________

(1) For 2023 and 2022, includes a cumulative life-to-date adjustment to decrease expense for PSUs granted in fiscal years 2022 and 2020, respectively, based on revised Company projections of performance criteria set forth in the award agreements.

For 2021, includes a cumulative life-to-date adjustment to increase expense for PSUs granted in fiscal years 2019, 2020 and 2021 based on Company performance against criteria set forth in the award agreements.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Performance-based Share Units - The number of PSUs that vest is determined for each year based on the achievement of certain performance criteria as set forth in the award agreement and may range from zero to 200 % of the annual target grant.

(1) For 2024, 2023 and 2022, includes a cumulative life-to-date adjustment to decrease expense for PSUs granted in fiscal years 2024 and 2023, 2022 and 2020, respectively, based on updated assumptions regarding the criteria set forth in the award agreements.

PSUs and Restricted Stock Units (“RSUs”) - The number of PSUs that vest is determined for each year based on the achievement of certain performance criteria as set forth in the award agreement and may range from zero to 200 % of the annual target grant.

The PSUs are settled in shares of common stock, with holders receiving one share of common stock for each performance-based share unit that vests.

Compensation expense for PSUs is recognized over the vesting period when it is probable the performance criteria will be achieved.

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)

RSUs generally vest over a period of three years in an equal number of shares each year.

The following table presents a summary of the Company’s PSU and RSU activity:

WEIGHTED AVERAGE GRANT DATE FAIR VALUE PER UNIT AGGREGATE INTRINSIC VALUE (1)

(in thousands, except per unit data) PSUs RSUs PSUs RSUs PSUs RSUs

Outstanding as of December 31, 2023 818 631 $ 26.92 $ 23.58 $ 23,026 $ 17,757

6 unchanged sentences

________________

(1) Based on the $ 20.96 and $ 28.15 share price of the Company’s common stock on December 23, 2022 and December 29, 2023, the last trading day of 2022 and 2023, respectively.

(1) Based on the $ 28.15 and $ 12.27 share price of the Company’s common stock on December 29, 2023 and December 27, 2024, the last trading day of the years ended December 31, 2023 and December 29, 2024, respectively.

(2) Represents adjustment to 200 % payout for PSUs granted during 2021.

(3) Estimated number of units to be issued upon the vesting of outstanding PSUs based on Company performance projections of performance criteria set forth in the 2021, 2022 and 2023 PSU award agreements.

The Company grants PSUs subject to final payout modification by a Relative TSR modifier.

(3) For PSUs, estimated number of units to be issued upon the vesting of outstanding PSUs based on Company performance projections of performance criteria set forth in the 2022, 2023 and 2024 PSU award agreements.

The Company granted PSUs subject to final payout modification by a Relative TSR modifier for all periods presented.

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.

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

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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

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Volatility (3) 51.41 % 51.02 % 49.11 %

Grant date fair value per unit (4) $ 29.01 $ 26.10 $ 29.73

________________

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(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 %, 7.9 % and 14.3 % for grants during 2023, 2022 and 2021, respectively.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The following represents PSU compensation information for the periods indicated:

(dollars in thousands) 2023 2022 2021

Intrinsic value for PSUs vested $ 12,908 $ 7,626 $ 3,768

Grant date fair value of PSUs vested $ 9,332 $ 6,646 $ 3,401

Tax benefits for PSU compensation expense $ 745 $ 348 $ 134

Unrecognized PSU expense $ 6,520

Remaining weighted average vesting period 1.2 years

Restricted Stock Units (“RSUs”) - RSUs generally vest over a period of three years in an equal number of shares each year.

Following is a summary of the Company’s RSU activity:

(in thousands, except per unit data) RESTRICTED STOCK UNITS WEIGHTED AVERAGE GRANT DATE FAIR VALUE PER UNIT AGGREGATE INTRINSIC VALUE (1)

Outstanding as of December 25, 2022 657 $ 21.72 $ 13,776

Granted 406 $ 24.18

Vested ( 393 ) $ 21.02

Forfeited ( 39 ) $ 24.15

Outstanding as of December 31, 2023 (2) 631 $ 23.58 $ 17,757

The following represents PSU and RSU compensation information for the periods indicated:

2024 2023 2022

(1) Based on the $ 20.96 and $ 28.15 share price of the Company’s common stock on December 23, 2022 and December 29, 2023, the last trading day of 2022 and 2023, respectively.

(2) All RSUs outstanding as of December 31, 2023 are expected to vest.

The following represents RSU compensation information for the periods indicated:

(dollars in thousands, except grant date fair value data) 2023 2022 2021

Weighted average grant date fair value for RSUs granted (1) $ 24.18 $ 21.59 $ 25.93

Intrinsic value of RSUs vested $ 10,275 $ 9,070 $ 13,482

Grant date fair value of RSUs vested $ 8,257 $ 8,025 $ 9,434

Tax benefits for RSU compensation expense $ 1,528 $ 1,113 $ 1,592

Unrecognized RSU expense $ 9,315

Remaining weighted average vesting period 1.9 years

(dollars in thousands, except per unit data)

PSUs RSUs PSUs RSUs PSUs RSUs

Grant date fair value per unit (1) $ 27.26 $ 18.76 $ 29.01 $ 24.18 $ 26.10 $ 21.59

Intrinsic value for vested units $ 12,593 $ 8,072 $ 12,908 $ 10,275 $ 7,626 $ 9,070

Grant date fair value of vested units $ 12,025 $ 7,603 $ 9,332 $ 8,257 $ 6,646 $ 8,025

Tax benefits for compensation expense $ 622 $ 1,152 $ 745 $ 1,528 $ 348 $ 1,113

Unrecognized expense

$ 2,595 $ 14,309

(1) The weighted average dividend yield was 3.63 % and 2.43 % for 2023 and 2022, respectively.

There were no dividends in 2021.

Remaining weighted average vesting period 2.2 years 2.0 years

________________

(1) For PSUs, represents a (discount) premium above the grant date per share value of the Company’s common stock for the Relative TSR modifier of ( 1.6 )%, 2.7 % and 7.9 % for grants during 2024, 2023 and 2022, respectively.

For RSUs, the weighted average dividend yield was 4.83 %, 3.63 % and 2.43 % for 2024, 2023 and 2022, respectively.

Stock Options - Stock options generally vest and become exercisable over a period of four years in an equal number of shares each year.

1 unchanged sentence

The Company settles stock option exercises with authorized but unissued shares of the Company’s common stock.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The following table presents a summary of the Company’s stock option activity:

8 unchanged sentences

(1) No stock options were granted during 2024.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The following represents stock option compensation information for the periods indicated:

11 unchanged sentences

The deferred compensation plan is unsecured and funded through the Company’s voluntary contributions.

Other Current Assets, Net

Supplemental Balance Sheet Information

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

10 unchanged sentences

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

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Property, Fixtures and Equipment, Net

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

7 unchanged sentences

$ 948,521 $ 928,165

Depreciation and repair and maintenance expense are as follows for the periods indicated:

(dollars in thousands) 2023 2022 2021

Depreciation expense $ 185,187 $ 163,445 $ 157,386

Repair and maintenance expense $ 125,492 $ 116,318 $ 104,209

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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

(dollars in thousands) DECEMBER 29, 2024 DECEMBER 31, 2023

Company-owned life insurance $ 31,971 $ 28,018

Deferred debt issuance costs - revolving credit facility (1) 10,743 3,813

Liquor licenses 22,422 23,125

Other assets 9,335 5,134

$ 74,471 $ 60,090

________________

(1) Net of accumulated amortization of $ 0.6 million and $ 11.7 million as of December 29, 2024 and December 31, 2023, respectively.

During 2024, the Company recorded $ 9.0 million of deferred debt issuance costs in connection with the Third Amended and Restated Credit Agreement, as defined and discussed in more detail within Note 10 - Long-term Debt, Net below.

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

(dollars in thousands) DECEMBER 29, 2024 DECEMBER 31, 2023

Accrued payroll and other compensation $ 64,522 $ 71,848

Accrued insurance 19,527 19,310

Other current liabilities 94,265 106,523

$ 178,314 $ 197,681

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

(dollars in thousands) DECEMBER 29, 2024 DECEMBER 31, 2023

Accrued insurance $ 33,519 $ 26,616

Deferred compensation obligations 32,597 27,283

Other long-term liabilities 27,304 29,127

$ 93,420 $ 83,026

Goodwill and Intangible Assets, Net

Goodwill - The following table is a rollforward of goodwill for the periods indicated:

Goodwill - The following table is a rollforward of goodwill and the related accumulated impairment losses for the periods indicated:

(dollars in thousands) U.S.

INTERNATIONAL CONSOLIDATED

Balance as of December 26, 2021 $ 170,657 $ 97,787 $ 268,444

Translation adjustments — 4,588 4,588

INTERNATIONAL FRANCHISE (1)

Balance as of December 31, 2023

Translation adjustments — 3,285 3,285

Goodwill, gross $ 838,827 $ 162,549 $ 1,001,376

Accumulated impairment losses ( 668,170 ) ( 119,883 ) ( 788,053 )

Goodwill, net 170,657 42,666 213,323

Changes in goodwill — — —

Balance as of December 29, 2024

The following table is a summary of the Company’s gross goodwill balances and accumulated impairments as of the periods indicated:

DECEMBER 31, 2023 DECEMBER 25, 2022 DECEMBER 26, 2021

(dollars in thousands) GROSS CARRYING AMOUNT ACCUMULATED IMPAIRMENTS GROSS CARRYING AMOUNT ACCUMULATED IMPAIRMENTS GROSS CARRYING AMOUNT ACCUMULATED IMPAIRMENTS

Goodwill, gross 838,827 162,549 1,001,376

Accumulated impairment losses ( 668,170 ) ( 119,883 ) ( 788,053 )

Goodwill, net $ 170,657 $ 42,666 $ 213,323

________________

International 225,543 ( 119,883 ) 222,258 ( 119,883 ) 217,670 ( 119,883 )

Total goodwill $ 1,064,370 $ ( 788,053 ) $ 1,061,085 $ ( 788,053 ) $ 1,056,497 $ ( 788,053 )

The Company performs its annual assessment for impairment of goodwill and other indefinite-lived intangible assets each year during the second quarter.

The Company’s 2023 assessment was quantitative and the 2022 and 2021 assessments were qualitative.

As a result of these assessments, the Company did no t record any goodwill asset impairment charges during 2023, 2022 or 2021.

(1) Excludes $ 51.9 million and $ 63.0 million of Goodwill, net as of December 29, 2024 and December 31, 2023, respectively, classified as held for sale.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The Company performs its annual assessment for impairment of goodwill and other indefinite-lived intangible assets during its second fiscal quarter.

The Company’s 2024 and 2022 assessments were qualitative and its 2023 assessment was quantitative.

In connection with these assessments, the Company did no t record any goodwill asset impairment charges during the periods presented.

Intangible Assets, net - Intangible assets, net, consisted of the following as of the periods indicated:

WEIGHTED AVERAGE REMAINING AMORTIZATION PERIOD

(in years) DECEMBER 31, 2023 DECEMBER 25, 2022

WEIGHTED AVERAGE REMAINING AMORTIZATION PERIOD (in years) DECEMBER 29, 2024 DECEMBER 31, 2023

(dollars in thousands) GROSS CARRYING VALUE ACCUMULATED AMORTIZATION NET CARRYING VALUE GROSS CARRYING VALUE ACCUMULATED AMORTIZATION NET CARRYING VALUE

1 unchanged sentence

Trademarks 4 81,952 $ ( 67,577 ) 14,375 81,952 $ ( 63,752 ) 18,200

Reacquired franchise rights (1) 8 36,506 ( 26,437 ) 10,069 34,602 ( 23,269 ) 11,333

Total intangible assets $ 496,668 $ ( 67,577 ) $ 429,091 $ 496,668 $ ( 63,752 ) $ 432,916

________________

(1) Included within Outback Steakhouse - Brazil.

The Company did no t record any intangible asset impairment charges during the periods presented.

7 unchanged sentences

total 170,657 356,000 14,375 170,657 356,000 18,200

Outback Steakhouse - Brazil 62,994 — — 59,709 — 252

International Franchise 42,666 58,716 — 42,666 58,716 —

International total 105,660 58,716 — 102,375 58,716 252

Total $ 213,323 $ 414,716 $ 14,375 $ 213,323 $ 414,716 $ 18,200

Definite-lived intangible assets are amortized on a straight-line basis.

The following table presents the aggregate expense related to the amortization of the Company’s trademarks and reacquired franchise rights for the periods indicated:

The following table presents the aggregate expense related to the amortization of the Company’s trademarks for the periods indicated:

(dollars in thousands) 2024 2023 2022

2 unchanged sentences

(dollars in thousands) 2025 2026 2027 2028 2029

Amortization of intangible assets $ 3,825 $ 3,825 $ 2,292 $ 995 $ 995

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Other Assets, Net

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

(dollars in thousands) DECEMBER 31, 2023 DECEMBER 25, 2022

Company-owned life insurance $ 28,018 $ 27,789

Deferred debt issuance costs - revolving credit facility (1) 3,813 5,505

Liquor licenses 23,125 23,454

Other assets 30,231 25,399

$ 85,187 $ 82,147

________________

(1) Net of accumulated amortization of $ 11.7 million and $ 10.1 million as of December 31, 2023 and December 25, 2022, respectively.

Accrued and Other Current Liabilities

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

(dollars in thousands) DECEMBER 31, 2023 DECEMBER 25, 2022

Accrued payroll and other compensation $ 98,903 $ 84,075

Accrued insurance 19,310 20,932

Other current liabilities (1) 137,601 112,420

$ 255,814 $ 217,427

________________

(1) During 2023, other current liabilities increased primarily due to increased accrued advertising expense.

Long-term Debt, Net

3 unchanged sentences

Senior secured credit facility - revolving credit facility (1)(2) $ 710,000 6.52 % $ —

Former credit facility - revolving credit facility (2) — 381,000 6.96 %

2025 Notes (3)(4) 20,724 5.00 % 104,786 5.00 %

2029 Notes 300,000 5.13 % 300,000 5.13 %

Long-term debt 1,030,724 785,786

unamortized debt discount and issuance costs (3) ( 3,326 ) ( 5,067 )

1 unchanged sentence

________________

(1) Subsequent to December 29, 2024, the Company repaid $ 140.0 million on its revolving credit facility, primarily with proceeds from the Brazil Sale Transaction.

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

(3) During 2024, the Company repurchased $ 83.6 million of the 2025 Notes and as a result, wrote off $ 0.8 million of debt issuance costs.

See Note 11 - Convertible Senior Notes for additional details.

(4) Obligations under the 2025 Notes, which mature on May 1, 2025, have been classified as long-term, reflecting the Company’s intent and ability to refinance these notes through borrowings on its existing revolving credit facility.

Bloomin’ Brands, Inc.

is a holding company and conducts its operations through its subsidiaries, certain of which have incurred indebtedness as described below.

Credit Agreement - On April 16, 2021, the Company and OSI, as co-borrowers, entered into the Second Amended and Restated Credit Agreement (the “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 “Senior Secured Credit Facility”).

The Senior Secured Credit Facility matures on April 16, 2026 .

On April 26, 2022, the Company and OSI entered into the First Amendment to the Second Amended and Restated Credit Agreement and Incremental Amendment (the “Amended Credit Agreement”), which included an increase of the Company’s existing revolving credit facility from $ 800.0 million to $ 1.0 billion and a transition from the London Inter-Bank Offered Rate (“LIBOR”) to the Secured Overnight Financing Rate (“SOFR”) as the benchmark rate for purposes of calculating interest under the Senior Secured Credit Facility.

At closing, an incremental

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

$ 192.5 million was drawn on the revolving credit facility to fully repay the outstanding balance of Term loan A.

The total indebtedness of the Company remained unchanged as a result of the Amended Credit Agreement.

Under the Amended Credit Agreement, the Company may elect an interest rate at each reset period based on the Base Rate or Adjusted Term SOFR, plus an applicable spread.

Credit Agreement – On September 19, 2024, the Company and OSI, as co-borrowers, entered into the Third Amended and Restated Credit Agreement (the “Credit Agreement”), which provides for senior secured financing of up to $ 1.2 billion consisting of a revolving credit facility (the “Senior Secured Credit Facility”).

The Senior Secured Credit Facility matures on September 19, 2029 and replaced the Company’s prior senior secured financing of up to $ 1.0 billion (the “Former Credit Facility”).

The total indebtedness of the Company and interest rate applied to the Company’s borrowings remained unchanged as a result of the Credit Agreement.

The commitments under the Credit Agreement may be increased in an aggregate principal amount of up to;

(i) $ 550.0 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, as defined in the 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, after giving effect to any such incurrence on a pro forma basis.

Under the Third Amended and Restated Credit Agreement, the Company may elect an interest rate at each reset period based on the Base Rate or Term SOFR, plus an applicable spread.

The Term SOFR rate is the forward-looking term rate based on the secured overnight financing rate (“SOFR”) that is published by CME Group Benchmark Administration Limited (“Term SOFR”).

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 Adjusted Term SOFR with a one-month interest period plus 1.0 % (the “Base Rate”).

The Adjusted Term SOFR option is the 30, 90 or 180-day SOFR, plus a term SOFR adjustment of 0.10 %, subject to a 0 % floor (the “Adjusted Term SOFR”).

(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 one-month Term SOFR plus a 0.10 % Term SOFR Adjustment, plus 1.0 % (the “Base Rate”).

The Adjusted Term SOFR option is the Term SOFR rate plus a 0.10 % Term SOFR Adjustment, subject to a 0 % floor.

The interest rate spreads are as follows:

2 unchanged sentences

150 to 250 basis points over the Adjusted Term SOFR

The transition to SOFR did not materially impact the interest rate applied to the Company’s borrowings.

No other material changes were made to the terms of the Company’s Credit Agreement as a result of the Amended Credit Agreement.

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

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

(i) $ 225.0 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, as defined in the Amended 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 Amended 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 above certain thresholds and other restricted payments;

make certain investments;

acquire certain assets;

effect mergers and similar transactions;

and effect certain other transactions with affiliates.

The Amended Credit Agreement requires a Total Net Leverage Ratio (“TNLR”) not to exceed 4.50 to 1.00.

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 Amended Credit Agreement).

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The Third Amended and Restated Credit Agreement requires a Total Net Leverage Ratio (“TNLR”) not to exceed 4.50 to 1.00 (with a limited ability to temporarily increase TNLR to 5.00 to 1.00 in connection with material acquisitions).

As of December 29, 2024 and December 31, 2023, the Company was in compliance with its debt covenants.

4 unchanged sentences

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.

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.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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 Company may redeem some or all of the 2029 Notes at the redemption prices set forth in the Indenture, 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;

9 unchanged sentences

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 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 former credit facility.

Maturities - Following is a summary of principal payments of the Company’s total consolidated debt outstanding as of the period indicated:

(dollars in thousands) DECEMBER 31, 2023

Thereafter 300,000

Total payments 785,786

unamortized debt discount and issuance costs ( 5,067 )

Total principal payments $ 780,719

Maturities - Following is a summary of principal payments of the Company’s total consolidated debt outstanding as of December 29, 2024:

(dollars in thousands) 2025

THEREAFTER TOTAL

Debt repayments $ 20,724 $ — $ — $ — $ 1,010,000 $ — $ 1,030,724

Convertible Senior Notes

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

2025 Notes - In May 2020, the Company completed a $ 230.0 million principal amount private offering of 5.00 % convertible senior unsecured notes due in 2025 (the “2025 Notes”).

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

4 unchanged sentences

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

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 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

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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 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.

Holders may convert all or a portion of their 2025 Notes at any time prior to the close of business on the second scheduled trading day immediately before the maturity date.

The 2025 Notes are redeemable by the Company, in whole or in part, at the Company’s option at any time, and from time to time, 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:

4 unchanged sentences

Holders of 2025 Notes who convert their 2025 Notes in connection with a notice of 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.

Based on the daily closing prices of the Company’s stock during the quarter ended December 31, 2023, holders of the 2025 Notes are eligible to convert their 2025 Notes during the first quarter of 2024.

The Company has 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.

On May 25, 2022, the Company entered into exchange agreements (the “Exchange Agreements”) with certain holders (the “Noteholders”) of the 2025 Notes.

The Noteholders agreed to exchange $ 125.0 million in aggregate principal amount of the Company’s outstanding 2025 Notes for $ 196.9 million in cash, plus accrued interest, and approximately 2.3 million shares of the Company’s common stock (the “2025 Notes Partial Repurchase”).

On May 25, 2022, the Company entered into exchange agreements (the “2022 Exchange Agreements”) with certain holders of the 2025 Notes.

These holders agreed to exchange $ 125.0 million in aggregate principal amount of the Company’s outstanding 2025 Notes for $ 196.9 million in cash, plus accrued interest, and approximately 2.3 million shares of the Company’s common stock (the “First 2025 Notes Partial Repurchase”).

Under the 2022 Exchange Agreements, the total amount of cash paid and number of shares of common stock issued by the Company were based upon the volume-weighted average price per share of the Company’s common stock during a ten-trading day averaging period ending on June 14, 2022.

Upon entering into the 2022 Exchange Agreements, the conversion feature related to the 2025 Notes repurchased, as well as the settlements of the related convertible senior note hedges and warrants, were subject to derivative accounting.

In connection with the 2025 Notes Partial Repurchase, the Company recognized a loss on extinguishment of debt of $ 104.7 million and a loss on fair value adjustment of derivatives, net of $ 17.7 million, and recorded a $ 48.5 million increase to Additional paid-in capital during 2022.

In connection with dividends paid during 2023, the conversion rate for the remaining 2025 Notes decreased to approximately $ 11.14 per share, which represents 89.730 shares of common stock per $ 1,000 principal amount of the 2025 Notes, or a total of approximately 9.402 million shares.

In connection with the First 2025 Notes Partial Repurchase, the Company recognized a loss on extinguishment of debt of $ 104.7 million and a loss on fair value adjustment of derivatives, net of $ 17.7 million, and recorded a $ 48.5 million increase to Additional paid-in capital during 2022.

On February 29, 2024, the Company entered into exchange agreements (the “2024 Exchange Agreements”) with certain holders of the 2025 Notes.

The 2024 Exchange Agreements provided for the Company to deliver and pay at the closing of the transactions on March 5, 2024, an aggregate of approximately 7.5 million shares of its common stock and $ 3.3 million in cash, including accrued interest, in exchange for $ 83.6 million in aggregate principal amount of the Company’s outstanding 2025 Notes (the “Second 2025 Notes Partial Repurchase”).

In connection with the Second 2025 Notes Partial Repurchase, the Company recognized a loss on extinguishment of debt of $ 135.8 million and recorded a $ 216.1 million increase to Additional paid-in capital during 2024.

In connection with dividends paid during 2024, the conversion rate for the Company’s remaining 2025 Notes decreased to approximately $ 10.60 per share, which represents 94.360 shares of common stock per $ 1,000 principal amount of the 2025 Notes, or a total of approximately 1.956 million shares.

BLOOMIN’ BRANDS, INC.

5 unchanged sentences

Net carrying amount $ 20,668 $ 103,648

________________

(1) During 2024, the Company wrote off $ 0.8 million of debt issuance costs as a result of the Second 2025 Notes Partial Repurchase.

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

10 unchanged sentences

The strike price was 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 Convertible Note Hedge Transactions are exercisable upon conversion of the 2025 Notes and expire upon maturity of the 2025 Notes.

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

In connection with the 2025 Notes Partial Repurchase, the Company entered into partial unwind agreements with certain financial institutions relating to a portion of the convertible note hedge transactions (the “Note Hedge Early Termination Agreements”) and a portion of the Warrant Transactions (the “Warrant Early Termination Agreements”) that were previously entered into by the Company in connection with the issuance of the 2025 Notes.

In connection with the First 2025 Notes Partial Repurchase, the Company entered into partial unwind agreements with certain financial institutions relating to a portion of the convertible note hedge transactions (the “2022 Note Hedge Early Termination Agreements”) and a portion of the Warrant Transactions (the “2022 Warrant Early Termination Agreements”).

Upon settlement, the Company received $ 131.9 million for the 2022 Note Hedge Early Termination Agreements and paid $ 114.8 million for the 2022 Warrant Early Termination Agreements.

In connection with the 2022 Note Hedge Early Termination Agreements and the 2022 Warrant Early Termination Agreements the Company recorded a $ 113.0 million increase and a $ 97.6 million decrease, respectively, to Additional paid-in capital during 2022.

The remaining 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.

In connection with dividends paid during 2023, the strike price for the remaining Warrant Transactions decreased to $ 15.60 .

In connection with the Second 2025 Notes Partial Repurchase, the Company entered into partial unwind agreements with certain financial institutions relating to a portion of the convertible note hedge transactions (the “2024 Note Hedge Early Termination Agreements”) and a portion of the warrant transactions (the “2024 Warrant Early Termination Agreements”, together the “2024 Early Termination Agreements”), that were previously entered into

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Other Long-term Liabilities, Net

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

(dollars in thousands) DECEMBER 31, 2023 DECEMBER 25, 2022

Accrued insurance liability $ 26,616 $ 28,133

Deferred compensation obligations 34,800 31,608

Other long-term liabilities 35,969 30,794

$ 97,385 $ 90,535

by the Company in connection with the issuance of the 2025 Notes.

Pursuant to the 2024 Early Termination Agreements, the Company received a termination payment which consisted of approximately $ 118.2 million in cash and 0.3 million shares of common stock, and the Company made a termination payment in an aggregate amount of approximately $ 102.2 million in cash.

In connection with the 2024 Early Termination Agreements, the Company recorded a $ 126.5 million increase and a $ 102.2 million decrease, respectively, to Additional paid-in capital during 2024.

The Company also recorded an $ 8.3 million increase to Accumulated deficit in connection with the 2024 Note Hedge Early Termination Agreements.

The remaining 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.

In connection with dividends paid during 2024, the strike price for the remaining Warrant Transactions decreased to $ 14.84 .

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.

Share Repurchases - In February 2024, the Company’s Board of Directors (the “Board”) canceled the remaining $ 57.5 million under the Company’s former share repurchase authorization and approved a new $ 350.0 million share repurchase authorization (the “2024 Share Repurchase Program”).

The 2024 Share Repurchase Program includes capacity above the Company’s normal repurchase activity to provide flexibility in retiring the 2025 Notes at or prior to their maturity.

The 2024 Share Repurchase Program will expire on August 13, 2025 .

As of December 31, 2023, $ 70.0 million remained available for repurchase under the 2023 Share Repurchase Program.

On March 1, 2024, the Company entered into an accelerated share repurchase agreement (the “ASR Agreement”), in connection with the 2024 Share Repurchase Program, with Wells Fargo Bank, National Association (“Wells Fargo”) to repurchase $ 220.0 million of the Company’s common stock.

Under the ASR Agreement, the Company repurchased 7.9 million shares of common stock through April 23, 2024 based generally on the average of the daily volume-weighted average price per share of common stock during the repurchase period, subject to discounts and certain adjustments.

The repurchase resulted in a $ 214.3 million increase in Accumulated deficit.

The Company funded the payment under the ASR Agreement, together with the cash portion of the amounts payable under the 2024 Exchange Agreements, primarily with borrowings under the revolving credit facility and net proceeds from the 2024 Early Termination Agreements.

Following is a summary of the shares repurchased during fiscal year 2024:

3 unchanged sentences

Third fiscal quarter 969 $ 18.78 18,195

Fourth fiscal quarter 735 $ 24.29 17,860

Total common stock repurchases 10,073 $ 26.38 265,695

________________

(1) Excludes $ 0.1 million of excise tax on share repurchases.

Subsequent to December 31, 2023, the Company repurchased 473 thousand shares of its common stock for $ 12.5 million under the 2023 Share Repurchase Program under a Rule 10b5-1 plan.

In February 2024, the Company’s Board canceled the remaining $ 57.5 million of authorization under the 2023 Share Repurchase Program and approved a new $ 350.0 million authorization (the “2024 Share Repurchase Program”).

The 2024 Share Repurchase Program includes capacity above the Company’s normal repurchase activity to provide flexibility in retiring the 2025 Notes at or prior to their May 2025 maturity.

The 2024 Share Repurchase Program will expire on August 13, 2025.

Share repurchase-related ASR Agreement fees and excise taxes 728

Total 10,073 $ 266,423

Dividends - The Company declared and paid dividends per share during the periods presented as follows:

7 unchanged sentences

Total cash dividends declared and paid $ 0.96 $ 0.96 $ 82,574 $ 83,742

In February 2024, the Board declared a quarterly cash dividend of $ 0.24 per share, payable on March 20, 2024 to shareholders of record at the close of business on March 6, 2024 .

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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

(dollars in thousands) DECEMBER 31, 2023 DECEMBER 25, 2022

Foreign currency translation adjustment $ ( 177,689 ) $ ( 185,311 )

Unrealized loss on derivatives, net of tax ( 615 ) —

Accumulated other comprehensive loss $ ( 178,304 ) $ ( 185,311 )

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

In February 2025, the Board declared a quarterly cash dividend of $ 0.15 per share, payable on March 26, 2025 to shareholders of record at the close of business on March 11, 2025 .

Accumulated Other Comprehensive Loss (“AOCL”) - The following table is a rollforward of the components of AOCL for the periods indicated:

(dollars in thousands) 2024 2023 2022

Foreign currency translation:

Balance, beginning of the period $ ( 177,689 ) $ ( 185,311 ) $ ( 195,480 )

Foreign currency translation adjustment ( 35,178 ) 7,622 10,169

Reclassification of foreign currency translation adjustments related to the liquidation of foreign entities 695 — —

Balance, end of the period $ ( 212,172 ) $ ( 177,689 ) $ ( 185,311 )

(Loss) gain on derivatives, net of tax:

Balance, beginning of the period $ ( 615 ) $ — $ ( 10,509 )

Change in fair value of derivatives, net of tax 1,527 ( 606 ) 573

Reclassification realized in Net income, net of tax (1) ( 9 ) 954 7,392

Reclassification realized in Net (loss) income, net of tax ( 1,533 ) ( 9 ) 954

Impact of terminated interest rate swaps included in Net income, net of tax — — 8,982

(Loss) gain on derivatives, net of tax ( 615 ) 10,509 12,054

Other comprehensive income attributable to Bloomin’ Brands $ 7,007 $ 20,678 $ 5,457

________________

(1) See Note 16 - Derivative Instruments and Hedging Activities for the tax impact of reclassifications and the terminated swaps.

Balance, end of the period $ ( 621 ) $ ( 615 ) $ —

Accumulated other comprehensive loss:

Balance beginning of the period $ ( 178,304 ) $ ( 185,311 ) $ ( 205,989 )

Other comprehensive (loss) income attributable to Bloomin' Brands ( 34,489 ) 7,007 20,678

Balance, end of the period $ ( 212,793 ) $ ( 178,304 ) $ ( 185,311 )

Derivative Instruments and Hedging Activities

2 unchanged sentences

To accomplish this objective, the Company uses interest rate swaps.

Currency Exchange Rate Risk - The Company is exposed to foreign currency exchange rate risk arising from transactions and balances denominated in currencies other than the U.S.

The Company may use foreign currency forward contracts to manage certain foreign currency exposures.

Designated Hedges

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 “2018 Swap Agreements”).

The 2018 Swap Agreements had an aggregate notional amount of $ 550.0 million and matured on November 30, 2022 .

Under the terms of the 2018 Swap Agreements, the Company paid a weighted average fixed rate of 3.04 % on the notional amount and received payments from the counterparties based on the one-month LIBOR rate.

During 2021 and 2022, Company terminated its 2018 Swap Agreements for aggregate payments of approximately $ 18.3 million, excluding accrued interest.

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

On December 5, 2023, OSI entered into six interest rate swap agreements with five counterparties (the “2023 Swap Transactions”) to manage its exposure to fluctuations in variable interest rates.

Cash Flow Hedges of Interest Rate Risk - In March 2024 and December 2023, OSI entered into 11 interest rate swap agreements with ten counterparties (the “Swap Transactions”) to manage its exposure to fluctuations in variable interest rates.

The Swap Transactions have an aggregate notional amount of $ 375.0 million and include one and two-year tenors with the following terms:

2 unchanged sentences

100,000,000 4.34 % December 29, 2023 December 31, 2025

175,000,000 4.40 % March 29, 2024 March 31, 2026

$ 375,000,000 4.52 %

(1) The weighted averaged fixed interest rate excludes the term SOFR adjustment and interest rate spread described below.

____________________

(1) The weighted average fixed interest rate excludes the term SOFR adjustment and interest rate spread described below.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

In connection with the 2023 Swap Transactions, the Company effectively converted $ 200 million of its outstanding indebtedness from the SOFR, plus a term SOFR adjustment of 0.10 % and a spread of 150 to 250 basis points to the weighted average fixed interest rates within the table above, plus a term SOFR adjustment of 0.10 % and a spread of 150 to 250 basis points.

The 2023 Swap Transactions have an emb edded floor of minus 0.10 %.

The 2023 Swap Transactions were designated and qualified as cash flow hedges, recognized on the Company’s Consolidated Balance Sheet at fair value as of December 31, 2023 and classified based on the instruments’ maturity dates.

As of December 31, 2023, the Company estimated $ 0.1 million of interest income will be reclassified to Interest expense, net over the next 12 months related to the 2023 Swap Transactions.

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

(dollars in thousands) DECEMBER 31, 2023 CONSOLIDATED BALANCE SHEET CLASSIFICATION

In connection with the Swap Transactions, the Company converted $ 375.0 million of its outstanding indebtedness from SOFR, plus a term SOFR adjustment of 0.10 % and a spread of 150 to 250 basis points to the weighted average fixed interest rates within the table above, plus a term SOFR adjustment of 0.10 % and a spread of 150 to 250 basis points.

The Swap Transactions have an embedded floor of minus 0.10 %.

The Swap Transactions have been designated and qualify as cash flow hedges, are recognized on the Company’s Consolidated Balance Sheets at fair value as of December 29, 2024 and are classified based on the instruments’ maturity dates.

The Company estimates $ 0.7 million of interest expense will be reclassified from AOCL to Interest expense, net over the next 12 months related to the Swap Transactions.

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

(dollars in thousands) CONSOLIDATED BALANCE SHEET CLASSIFICATION DECEMBER 29, 2024 DECEMBER 31, 2023

Interest rate swaps - asset (1) Other current assets, net $ — $ 320

1 unchanged sentence

Interest rate swaps - liability Other long-term liabilities, net 255 893

Total fair value of derivative instruments - liability (1) $ 1,146

Total fair value of derivative instruments - liabilities (1) $ 834 $ 1,146

____________________

(1) See Note 15 - Fair Value Measurements for fair value discussion of the interest rate swaps.

The Company’s interest rate swaps are subject to master netting arrangements.

As of December 31, 2023, the Company elected not to offset derivative positions in the balance sheet with the same counterparty under the same agreement.

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

(dollars in thousands) 2022 2021

Interest rate swap agreements:

Interest rate swap expense recognized in Interest expense, net $ ( 1,284 ) $ ( 9,951 )

Income tax benefit recognized in Provision for income taxes 330 2,559

Net effects of interest rate swap agreements $ ( 954 ) $ ( 7,392 )

Terminated interest rate swap agreements:

Terminated interest rate swap expense recognized in Interest expense, net

$ ( 12,115 ) $ ( 6,160 )

Income tax benefit recognized in Provision for income taxes 3,133 1,584

Net effects of terminated interest rate swap agreements $ ( 8,982 ) $ ( 4,576 )

Total net effects on Net income $ ( 9,936 ) $ ( 11,968 )

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

To mitigate this risk, the Company entered into derivative contracts with major financial institutions based upon credit ratings and other factors.

The Company continually assessed the creditworthiness of its counterparties.

As of December 31, 2023, all counterparties to the interest rate swaps 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.

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.

To mitigate this risk, the Company enters into derivative contracts with major financial institutions based upon credit ratings and other factors.

The Company continually assesses the creditworthiness of its counterparties.

As of December 29, 2024, all counterparties to the Swap Transactions performed in accordance with their contractual obligations.

As of December 29, 2024 and December 31, 2023, the fair value of the Company’s Swap Transactions was in a net liability position, including accrued interest but excluding any adjustment for nonperformance risk, of $ 0.8 million.

As of December 29, 2024 and December 31, 2023, the Company has not posted any collateral related to the Swap Transactions.

The Swap Transactions contain provisions whereby 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.

If the Company had breached any of these provisions as of December 29, 2024 and December 31, 2023, it could have been required to settle its obligations under the Swap Transactions at their termination value of $ 0.8 million.

Non-Designated Hedges

During the fourth quarter of 2024, the Company entered into foreign currency forward contracts to partially offset the foreign currency exchange gains and losses generated by the Brazilian Reais rate risk associated with the purchase price installment payments from the Brazil Sale Transaction.

As of December 29, 2024, the Company had $ 184.6 million of outstanding notional amounts related to its foreign currency forward contracts.

Subsequent to December 29, 2024, the outstanding notional amounts related to the Company’s foreign currency forward contracts decreased to $ 107.7 million following the collection of the first installment payment from the Brazil Sale Transaction.

As of December 29, 2024, the Company has not posted any collateral related to the foreign currency forward contracts.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

As of December 31, 2023, 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 $ 0.8 million.

As of December 31, 2023, the Company has not posted any collateral related to these agreements.

If the Company had breached any of these provisions as of December 31, 2023, it could have been required to settle its obligations under the agreements at their termination valu e of $ 0.8 million.

The following table presents the fair value and classification of the Company’s foreign exchange forward contracts as of the period indicated:

(dollars in thousands) CONSOLIDATED BALANCE SHEET CLASSIFICATION DECEMBER 29, 2024

Foreign currency forward contracts - asset (1) Other current assets, net $ 304

____________________

(1) See Note 15 - Fair Value Measurements for fair value discussion of the interest rate swaps.

The following table summarizes the effects of the Company’s foreign exchange forward contracts on the Consolidated Statements of Operations and Comprehensive (Loss) Income for the period indicated:

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME CLASSIFICATION FISCAL YEAR

(dollars in thousands) 2024

Gains on foreign currency forward contracts General and administrative $ 15,728

The Company’s interest rate swaps and foreign currency forward contracts are subject to master netting arrangements.

As of December 29, 2024, the Company elected not to offset derivative positions in the balance sheet with the same counterparty under the sam e agree ment.

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

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(1) Net of accumulated amortization of $ 4.0 million and $ 3.5 million as December 29, 2024 and December 31, 2023, respectively.

(2) For 2022, excludes immaterial COVID-19-related deferred rent accruals.

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

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME CLASSIFICATION FISCAL YEAR

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 FISCAL YEAR

(dollars in thousands) 2024 2023 2022

8 unchanged sentences

(1) Excludes rent expense for office facilities and Company-owned closed or subleased properties of $ 14.3 million, $ 12.1 million and $ 11.9 million for 2024, 2023 and 2022, respectively, which is included in General and administrative expense.

Also excludes certain immaterial supply chain related rent expense included in Food and beverage costs for 2021.

(2) Includes COVID-19-related rent abatements in 2021.

BLOOMIN’ BRANDS, INC.

15 unchanged sentences

The following table is a summary of the weighted average remaining lease terms and weighted average discount rates of the Company’s leases as of the periods indicated:

DECEMBER 31, 2023 DECEMBER 25, 2022

FINANCE LEASES OPERATING LEASES

DECEMBER 29, 2024 DECEMBER 31, 2023 DECEMBER 29, 2024 DECEMBER 31, 2023

Weighted average remaining lease term (1):

Operating leases 13.1 years 13.2 years

Finance leases 9.5 years 5.4 years

9.1 years 10.5 years 13.4 years 13.3 years

Weighted average discount rate (2):

Operating leases 8.50 % 8.44 %

Finance leases 8.11 % 6.63 %

7.70 % 7.80 % 8.22 % 8.33 %

____________________

(1) Includes lease renewal options that are reasonably certain of exercise.

(2) Based on the Company’s incremental borrowing rate at lease commencement or lease remeasurement.

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:

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

(dollars in thousands) 2024 2023 2022

1 unchanged sentence

Cash paid for amounts included in the measurement of operating lease liabilities $ 184,969 $ 185,861 $ 183,817

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Fair Value Measurements

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:

DECEMBER 31, 2023 DECEMBER 25, 2022

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

Cash equivalents:

Fixed income funds $ 12,837 $ 12,837 $ — $ 3,301 $ 3,301

Money market funds 11,083 11,083 — 4,786 4,786

Restricted cash equivalents:

Money market funds 2,854 2,854 — — —

Other current assets, net:

Derivative instruments - interest rate swaps 320 — 320 — —

Total asset recurring fair value measurements $ 27,094 $ 26,774 $ 320 $ 8,087 $ 8,087

Accrued and other current liabilities:

Derivative instruments - interest rate swaps $ 253 $ — $ 253 $ — $ —

Other long-term liabilities:

Derivative instruments - interest rate swaps 893 — 893 — —

Total liability recurring fair value measurements $ 1,146 $ — $ 1,146 $ — $ —

CONSOLIDATED BALANCE SHEET CLASSIFICATION MEASUREMENT LEVEL FAIR VALUE

(dollars in thousands) DECEMBER 29, 2024 DECEMBER 31, 2023

Short-term investments Cash and cash equivalents Level 1 $ 11,868 $ 23,920

Short-term investments Restricted cash and cash equivalents Level 1 $ — $ 2,854

Interest rate swaps Other current assets, net Level 2 $ — $ 320

Foreign currency forward contracts Other current assets, net Level 2 $ 304 $ —

Interest rate swaps Accrued and other current liabilities Level 2 $ 579 $ 253

Interest rate swaps Other long-term liabilities Level 2 $ 255 $ 893

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Fair value of each class of financial instruments is determined based on the following:

FINANCIAL INSTRUMENT METHODS AND ASSUMPTIONS

Fixed income funds and Money market funds Carrying value approximates fair value because maturities are less than three months.

Derivative instruments The Company’s derivative instruments include interest rate swaps.

Short-term investments Carrying value approximates fair value because maturities are less than three months.

Derivative instruments The Company’s derivative instruments include interest rate swaps and foreign currency forward contracts.

Fair value measurements are based on the contractual terms of the derivatives and observable market-based inputs.

The interest rate swaps are valued using a discounted cash flow analysis on the expected cash flows of each derivative using observable inputs including interest rate curves and credit spreads.

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

As of December 31, 2023, the Company determined that the credit valuation adjustments were not significant to the overall valuation of its derivatives.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Interest rate swaps are valued using a discounted cash flow analysis on the expected cash flows of each derivative using observable inputs including interest rate curves and credit spreads.

Foreign currency forwards are valued by comparing the contracted forward exchange rate to the current market forward exchange rate.

Key inputs for the valuation of the foreign currency forwards are spot rates, foreign currency forward rates, and the interest rate curve of the domestic currency.

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

As of December 29, 2024 and December 31, 2023, the Company determined that the credit valuation adjustments were 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.

5 unchanged sentences

Property, fixtures and equipment (2) 17,096 22,540 4,623 30,202 2,807 4,253

Goodwill and other assets (3) — — — — — 1,006

$ 31,149 $ 46,435 $ 8,680 $ 40,412 $ 5,026 $ 5,486

1 unchanged sentence

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

Refer to Note 4 - Impairments and Exit Costs for a more detailed discussion of impairments.

(2) Carrying values measured using Level 2 inputs to estimate fair value totaled $ 1.2 million and $ 1.4 million for 2023 and 2021, respectively.

(2) Carrying values measured using Level 2 inputs to estimate fair value totaled $ 1.2 million for 2024 and 2023.

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 the fair value.

Refer to Note 4 - Impairments and Exit Costs for a more detailed discussion of impairments.

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

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

See Note 5 - Impairments and Exit Costs for information regarding impairment charges during 2024 and 2023.

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.

As a result, the Company has determined that the majority of the inputs used to value its long-lived assets held and used are unobservable inputs that fall within Level 3 of the fair value hierarchy.

In the assessment of impairment for operating locations, the Company determines the fair values of individual operating locations using an income approach, which requires discounting projected future cash flows.

When determining the stream of projected future cash flows associated with an individual operating location, management makes assumptions, including highest and best use and inputs from restaurant operations, where necessary, and about key variables including the following unobservable inputs:

revenue growth rates, controllable and uncontrollable expenses, and asset residual values.

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

Unobservable inputs, including weighted average cost of capital of 12 %, were 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 during 2024.

Fair Value of Financial Instruments - The Company’s non-derivative 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.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Debt is carried at amortized cost;

16 unchanged sentences

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

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The following table presents the domestic and foreign components of Income before provision for income taxes for the periods indicated:

The following table presents the domestic and foreign components of (Loss) income before (benefit) provision for income taxes for the periods indicated:

(dollars in thousands) 2024 2023 2022

1 unchanged sentence

Foreign ( 4,886 ) ( 4,170 ) ( 7,062 )

Income before provision for income taxes $ 272,975 $ 151,907 $ 249,297

Provision for income taxes consisted of the following for the periods indicated:

(Loss) income before (benefit) provision for income taxes $ ( 58,807 ) $ 231,187 $ 127,403

(Benefit) provision for income taxes consisted of the following for the periods indicated:

(dollars in thousands) 2024 2023 2022

9 unchanged sentences

( 30,337 ) ( 8,411 ) 11,457

Provision for income taxes $ 18,561 $ 42,704 $ 26,384

(Benefit) provision for income taxes $ ( 12,134 ) $ 18,402 $ 34,253

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Effective Income Tax Rate - The reconciliation of income taxes calculated at the United States federal tax statutory rate to the Company’s effective income tax rate is as follows for the periods indicated.

Due to the pre-tax book loss for 2024, a positive percentage change for such year in the effective tax rate table reflects a favorable income tax benefit, whereas a negative percentage change in the effective tax rate table reflects an unfavorable income tax expense:

2024 2023 2022

1 unchanged sentence

State and local income taxes, net of federal benefit ( 7.8 ) 3.8 8.5

Employment-related credits, net ( 13.5 ) ( 22.4 ) ( 13.2 )

Brazil tax legislation ( 7.7 ) 0.2 —

Income tax exemption on certain Brazil state value added tax benefits ( 1.8 ) — —

Non-deductible loss on 2025 Notes Partial Repurchases ( 49.5 ) — 21.4

Net changes in deferred tax valuation allowances ( 5.3 ) ( 0.9 ) ( 2.0 )

Non-deductible loss on 2025 Notes Partial Repurchase — 18.0 —

Non-deductible expenses 2.7 2.8 2.3

Foreign tax rate differential ( 2.7 ) 0.1 0.2

tax on foreign earnings - GILTI 1.8 1.6 —

Non-deductible compensation ( 2.2 ) 1.0 1.1

Other non-deductible expenses ( 2.2 ) 0.3 ( 0.1 )

Change in foreign tax law ( 2.0 ) ( 1.1 ) 3.8

Statute expiration on foreign net operating losses ( 0.3 ) 1.1 0.9

Tax settlements and related adjustments ( 0.1 ) 0.1 0.2

Employment-related credits, net 58.9 ( 15.9 ) ( 26.7 )

Non-taxable gains on foreign currency forward contracts 6.9 — —

Non-controlling interests 1.9 ( 0.6 ) ( 1.2 )

Net life insurance expense 1.4 ( 0.3 ) 0.7

tax impact on foreign income 1.2 ( 0.9 ) ( 0.9 )

Other, net 1.4 0.3 —

Total 20.6 % 8.0 % 26.9 %

The net decrease in the effective income tax rate in 2023 as compared to 2022 was primarily a result of the 2022 non-deductible losses associated with the 2025 Notes Partial Repurchase and the 2023 benefits of Brazil tax legislation, which includes a temporary reduction in the Brazilian income tax rate from 34 % to 0 %.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The net increase in the effective income tax rate in 2022 as compared to 2021 was primarily due to the non-deductible losses associated with the 2025 Notes Partial Repurchase recorded during 2022.

In the U.S., 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.

Restaurant sales and is not impacted by costs incurred that may reduce (Loss) income before (benefit) provision for income taxes.

The net increase in the effective income tax rate in 2024 as compared to 2023 was primarily a result of the benefit of FICA tax credits on certain tipped wages, partially offset by the 2024 non-deductible losses associated with the Second 2025 Notes Partial Repurchase, relative to the 2024 pre-tax book loss.

The net decrease in the effective income tax rate in 2023 as compared to 2022 was primarily a result of the non-deductible losses recorded during 2022 associated with the First 2025 Notes Partial Repurchase.

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

The effective income tax rate for 2023 was lower than the blended federal and state statutory rate primarily due to the benefit of FICA tax credits on certain tipped wages and benefits of Brazil tax legislation, which includes a temporary reduction in the Brazilian income tax rate from 34 % to 0 %.

The effective income tax rate for 2024 was lower than the blended federal and state statutory rate primarily due to the federal and state impact of nondeductible losses associated with the Second 2025 Notes Partial Repurchase, partially offset by the FICA tax credits on certain tipped wages, relative to the 2024 pre-tax book loss.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Deferred Tax Assets and Liabilities - The income tax effects of temporary differences that give rise to significant portions of deferred income tax assets and liabilities are as follows as of the periods indicated:

15 unchanged sentences

intangible asset basis differences ( 100,227 ) ( 97,656 )

foreign outside basis differences ( 33,822 ) —

Deferred income tax assets, net $ 151,700 $ 155,172

Deferred income tax assets $ 159,405 $ 153,118

Deferred income tax liabilities (included in Other long-term liabilities, net) — ( 1,784 )

Net deferred tax assets $ 159,405 $ 151,334

________________

3 unchanged sentences

The Company will maintain the valuation allowances in each applicable tax jurisdiction until it determines it is more likely than not the deferred tax assets will be realized.

The net change in the deferred tax valuation allowance in 2023 is primarily attributable to net operating loss carryforwards in certain foreign jurisdictions with full valuation allowances recorded that expired or are no longer available to the Company.

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

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Brazilian subsidiary due to the uncertainty regarding the restaurant industry’s eligibility for the exemptions under this legislation.

The benefits of the Brazil tax legislation include an increase in revenues as a result of not being required to remit certain PIS and COFINS during the exemption period.

The increase in revenues is partially offset by higher costs in several financial statement line items that were previously reduced by PIS and COFINS tax credits that were generated during the exemption period.

Benefits of this legislation also initially included a reduction in the Brazilian income tax rate from 34 % to 0 % for a period of five years on certain income earned in Brazil.

Benefits began in the thirteen weeks ended December 25, 2022.

The tax benefit attributable to the Brazil tax legislation, including both income tax and PIS and COFINS, was appro ximately $ 23.6 million for the year ended December 31, 2023.

The benefit of the Brazil tax legislation on GAAP diluted earnings per share was approximately $ 0.25 for the year ended December 31, 2023.

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 is subject to PIS and COFINS and CSLL beginning in the fourth quarter of 2023 and IRPJ beginning in 2024.

On January 24, 2024, the Company’s Brazilian subsidiary received an unfavorable second level court ruling related to its ongoing litigation regarding its eligibility for tax exemptions under the Brazil tax legislation.

The Company will appeal this ruling and in connection with the appeal anticipates making a cash judicial deposit of approximately $ 45.0 million to $ 50.0 million during the first half of 2024, which includes the disputed amounts through December 31, 2023.

The judicial deposit will be recorded in Other assets, net, on the Company’s Consolidated Balance Sheet.

The Company believes that it will more likely than not prevail in this appeal and accordingly has not recorded any expense or liability for the disputed amounts.

Undistributed Earnings - As of December 31, 2023, the Company had aggregate undistributed foreign earnings of approximately $ 42.6 million.

These earnings may be repatriated to the U.S.

without additional material U.S.

federal income tax.

These amounts are not considered indefinitely reinvested in the Company’s foreign subsidiaries.

The Company has not recorded a deferred tax liability on the financial statement carrying amount over the tax basis of its investments in foreign subsidiaries because the Company continues to assert that it is indefinitely reinvested in its underlying investments in foreign subsidiaries.

The net change in the deferred tax valuation allowance in 2024 is primarily attributable to additional net operating loss carryforwards in certain foreign jurisdictions with full valuation allowances recorded that are available to the Company.

In connection with the Brazil Sale Transaction, the Company no longer asserts that is it is indefinitely reinvested in its Brazil operations and has recorded a deferred tax liability of $ 33.8 million.

The deferred tax liability is related to the financial statement carrying amount over the respective tax basis of the Company’s investment in the Brazil operations.

Except for the Brazil operations, the Company has no t recorded a deferred tax liability on the financial statement carrying amount over the tax basis of its investments in foreign subsidiaries because the Company continues to assert that it is indefinitely reinvested in its underlying investments in foreign subsidiaries.

The determination of any unrecorded deferred tax liability on this amount is not practicable due to the uncertainty of how these investments would be recovered.

As of December 29, 2024, the Company did no t have aggregate undistributed foreign earnings from its consolidated foreign subsidiaries.

Tax Carryforwards - The amount and expiration dates of tax loss carryforwards and credit carryforwards as of December 29, 2024 are as follows:

3 unchanged sentences

Foreign credit carryforwards Indefinite $ 864

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

As of December 29, 2024, the Company had $ 213.7 million in general business tax credit carryforwards, which have a 20-year carryforward period and are utilized on a first-in, first-out basis.

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

Unrecognized Tax Benefits - As of December 29, 2024 and December 31, 2023, the liability for unrecognized tax benefits was $ 17.5 million and $ 17.1 million, respectively.

Of the total amount of unrecognized tax benefits, including accrued interest and penalties, $ 17.1 million and $ 16.6 million, respectively, if recognized, would impact the Company’s effective income tax rate.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The following table summarizes the activity related to the Company’s unrecognized tax benefits for the periods indicated:

The following table summarizes the activity related to the Company’s unrecognized tax benefits for the period indicated:

(dollars in thousands) 2024

3 unchanged sentences

Additions for tax positions taken during the current period 941

Settlements with taxing authorities — ( 375 ) ( 2,674 )

Lapses in the applicable statutes of limitations ( 596 )

Translation adjustments 3 6 ( 7 )

Balance, end of the period $ 17,479

The Company had approximately $ 0.7 million and $ 0.5 million accrued for the payment of interest and penalties as of December 29, 2024 and December 31, 2023, respectively.

The Company recognized immaterial interest and penalties related to uncertain tax positions in the Provision for income taxes, for all periods presented.

The Company recognized immaterial interest and penalties related to uncertain tax positions in the (Benefit) provision for income taxes, for all periods presented.

In many cases, the Company’s uncertain tax positions are related to tax years that remain subject to examination by relevant taxable authorities.

Based on the outcome of these examinations, or a result of the expiration of the statute of limitations for specific jurisdictions, it is reasonably possible that the related recorded unrecognized tax benefits for tax positions taken on previously filed tax returns will change by approximately $ 0.5 million to $ 1.0 million within the next 12 months.

Open Tax Years - Following is a summa ry of the open audit years by jurisdiction as of December 31, 2023:

Open Tax Years - Following is a summary of the open audit years by jurisdiction as of December 29, 2024:

OPEN AUDIT YEARS

3 unchanged sentences

Commitments and Contingencies

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.

Lease Guarantees - The Company assigned its interest, and is contingently liable, under certain real estate leases, the latest of which expires in 2032.

As of December 29, 2024, the undiscounted payments the Company could be required to make in the event of non-payment by the primary lessees was approximately $ 10.4 million.

2 unchanged sentences

As of December 29, 2024 and December 31, 2023, the Company’s recorded contingent lease liability was $ 1.6 million and $ 5.3 million, respectively.

Purchase Obligations - Purchase obligations were $ 196.8 million and $ 226.6 million as of December 31, 2023 and December 25, 2022, respectively.

These purchase obligations are primarily due within three years , however commitments with various vendors extend through December 2030.

Outstanding commitments consist primarily of inventory, fixtures and equipment and technology.

In 2023, the Company purchased:

(i) more than 95 % of its U.S.

beef raw materials from four beef suppliers that represent a significant portion of the total beef marketplace in the U.S and (ii) more than 80 % of its Brazil pork raw materials from four pork suppliers that represent more than 45 % of the total pork marketplace in Brazil.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Purchase Obligations - Purchase obligations were $ 168.5 million and $ 165.1 million as of December 29, 2024 and December 31, 2023, respectively.

These purchase obligations are primarily due within three years , however commitments with various vendors extend through December 2030.

Outstanding commitments consist primarily of inventory, technology, store-level services and fixtures and equipment.

In 2024, the Company purchased more than 90 % of its U.S.

beef raw materials from four beef suppliers that represent a significant portion of the total beef marketplace in the U.S.

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.

13 unchanged sentences

In recent years, certain subsidiaries of the Company were named in collective actions alleging violations of the Fair Labor Standards Act and state wage and hour laws.

For these and other matters, the Company recorded reserves of $ 13.3 million and $ 15.1 million for certain of its outstanding legal proceedings as of December 31, 2023 and December 25, 2022, respectively, within Accrued and other current liabilities on its Consolidated Balance Sheets.

For these and other matters, the Company recorded reserves of $ 2.3 million and $ 10.5 million as of December 29, 2024 and December 31, 2023, respectively, within Accrued and other current liabilities on its Consolidated Balance Sheets.

While the Company believes that additional losses beyond these accruals are reasonably possible, it cannot estimate a possible loss contingency or range of reasonably possible loss contingencies beyond these accruals.

During 2023, 2022 and 2021, the Company recognized ($ 0.2 ) million, $ 9.4 million and $ 5.4 million, respectively, in Other restaurant operating expense in the Company’s Consolidated Statements of Operations and Comprehensive Income for certain legal reserves and settlements.

Royalty Termination - On August 2, 2021, wholly-owned subsidiaries of the Company entered into the Purchase and Sale of Royalty Payment Stream and Termination of Royalty Agreement (the “Royalty Termination Agreement”) with the Carrabba’s Italian Grill founders (the “Carrabba’s Founders”), pursuant to which the Company’s obligation to pay future royalties on U.S.

Carrabba’s Italian Grill restaurant sales and lump sum royalty fees on Carrabba’s Italian Grill (and Abbraccio) restaurants opened outside the U.S.

was terminated.

Upon execution of the Royalty Termination Agreement, the Company made a cash payment of $ 61.9 million to the Carrabba’s Founders, which was recorded in Other restaurant operating expense in its Consolidated Statements of Operations and Comprehensive Income during 2021.

During 2024, 2023 and 2022, the Company recognized $( 0.9 ) million, $( 0.2 ) million and $ 9.4 million, respectively, in Other restaurant operating expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income for certain legal reserves and settlements.

Insurance - As of December 29, 2024, the future undiscounted payments the Company expects for workers’ compensation, general liability and health insurance claims are as follows:

(dollars in thousands) 2025 2026 2027 2028 2029 THEREAFTER TOTAL

Undiscounted payments $ 19,872 $ 13,113 $ 9,891 $ 5,735 $ 3,088 $ 7,708 $ 59,407

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

Insurance - As of December 31, 2023, the future undiscounted payments the Company expects for workers’ compensation, general liability and health insurance claims are as follows:

(dollars in thousands)

2024 $ 19,689

Thereafter 7,715

The following is a reconciliation of the expected aggregate undiscounted reserves to the discounted reserves for insurance claims recognized on the Company’s Consolidated Balance Sheets as of the periods indicated:

10 unchanged sentences

Segment Reporting

The Company considers each of its restaurant concepts and international markets as operating segments, which reflects how the Company manages its business, reviews operating performance and allocates resources.

The Company considers each of its U.S.

restaurant concepts and its international franchise business as operating segments, which reflects how the Company manages its business, reviews operating performance and allocates resources.

All other operating segments, which include the Company’s operations in Hong Kong and China do not meet the quantitative thresholds for determining reportable operating segments.

Resources are allocated and performance is assessed by the Company’s Chief Executive Officer, whom the Company has determined to be its CODM.

The Company aggregates its operating segments into two reportable segments, U.S.

and international.

The Company aggregates its U.S.

operating segments into a U.S.

reportable segment.

segment includes all restaurants operating in the U.S.

while restaurants operating outside the U.S.

are included in the international segment.

The following is a summary of reporting segments:

while franchised restaurants operating outside the U.S.

are included in the international franchise segment.

The following is a summary of reportable segments:

REPORTABLE SEGMENT CONCEPT GEOGRAPHIC LOCATION

3 unchanged sentences

Fleming’s Prime Steakhouse & Wine Bar

International Outback Steakhouse Brazil, Hong Kong/China

Carrabba’s Italian Grill (Abbraccio) Brazil

International Franchise Outback Steakhouse 12 Franchise Markets

Carrabba’s Italian Grill (Abbraccio)

_________________

3 unchanged sentences

Excluded from Income from operations for U.S.

and international are certain legal and corporate costs not directly

are certain legal and corporate costs not directly related to the performance of the segment, most stock-based compensation expenses, a portion of insurance expenses and certain bonus expenses.

Operating income is utilized by the Company’s CODM as the primary segment profit or loss measure.

The Company’s CODM utilizes the segment profit or loss measures to manage the business, review operating performance and allocate resources.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

related to the performance of the segments, most stock-based compensation expenses, a portion of insurance expenses and certain bonus expenses.

The following table details Total revenues by segment and major geographic area for the periods indicated:

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

(dollars in thousands) 2024 2023 2022

$ 3,857,134 $ 4,053,599 $ 3,911,870

International (1)

Brazil 529,670 448,411 297,167

Other 88,201 56,227 65,237

International Franchise 39,490 41,524 36,202

Total segment revenues 3,896,624 4,095,123 3,948,072

All other revenues (1) 53,851 73,037 61,178

Total revenues $ 3,950,475 $ 4,168,160 $ 4,009,250

____________________

(1) International revenues are defined as revenues generated from restaurant sales originating in a country other than the U.S.

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

(1) Includes revenues related to the Company’s Hong Kong and China subsidiaries.

The following table presents segment operating income and significant segment expense information for the periods indicated:

(dollars in thousands) 2024 2023 2022

Depreciation and amortization

Total revenues $ 3,857,134 $ 4,053,599 $ 3,911,870

Food and beverage 1,132,678 1,219,141 1,217,774

Labor and other related 1,183,227 1,203,170 1,131,844

Other restaurant operating 970,119 964,308 917,401

Other (1) 321,060 289,446 236,991

Total segment expenses $ 3,607,084 $ 3,676,065 $ 3,504,010

Income from operations $ 250,050 $ 377,534 $ 407,860

International Franchise

Total revenues $ 39,490 $ 41,524 $ 36,202

Total segment expenses (2) 1,529 2,317 1,986

Income from operations

$ 37,961 $ 39,207 $ 34,216

International 25,430 23,397 22,649

Corporate 7,863 7,050 6,499

Total depreciation and amortization $ 191,171 $ 169,617 $ 163,391

The following table is a reconciliation of segment income from operations to Income before provision for income taxes for the periods indicated:

(dollars in thousands) 2023 2022 2021

Segment income from operations

Total segment

Total revenues $ 3,896,624 $ 4,095,123 $ 3,948,072

Total segment expenses 3,608,613 3,678,382 3,505,996

Total segment income from operations

$ 288,011 $ 416,741 $ 442,076

International 83,948 57,333 16,657

_________________

(1) Includes depreciation and amortization, general and administrative and impairment expense.

(2) Includes amortization and general and administrative expense.

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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

(dollars in thousands) 2024 2023 2022

Total segment income from operations $ 288,011 $ 416,741 $ 442,076

Unallocated corporate operating expense ( 130,769 ) ( 134,057 ) ( 132,837 )

Other (loss) income from operations (1) ( 17,434 ) 85 ( 3,157 )

Total income from operations 139,808 282,769 306,082

Loss on extinguishment and modification of debt — ( 107,630 ) ( 2,073 )

Loss on extinguishment of debt ( 136,022 ) — ( 107,630 )

Loss on fair value adjustment of derivatives, net — — ( 17,685 )

Interest expense, net ( 62,593 ) ( 51,582 ) ( 53,364 )

Income before provision for income taxes $ 272,975 $ 151,907 $ 249,297

(Loss) income before (benefit) provision for income taxes $ ( 58,807 ) $ 231,187 $ 127,403

____________________

(1) Includes net (loss) income from operations related to the Company’s Hong Kong and China subsidiaries.

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

(dollars in thousands) 2024 2023 2022

Depreciation and amortization

$ 165,140 $ 157,878 $ 139,170

International Franchise — 252 114

Total segment depreciation and amortization 165,140 158,130 139,284

Corporate 8,568 7,611 6,936

Other 1,872 3,525 3,680

Total depreciation and amortization $ 175,580 $ 169,266 $ 149,900

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

2 unchanged sentences

$ 210,792 $ 276,660 $ 196,163

International 45,542 28,647 14,074

Corporate 7,303 11,961 11,709

Other 734 612 857

Discontinued operations 37,323 44,930 27,790

Total capital expenditures $ 256,152 $ 334,163 $ 236,519

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

The following table sets forth Total assets by segment as of the periods indicated:

1 unchanged sentence

$ 2,735,251 $ 2,703,751

International 457,692 400,052

International Franchise 103,242 103,545

Total segment assets 2,838,493 2,807,296

Corporate 306,560 291,540

Other 16,262 37,320

Assets of discontinued operations held for sale 223,490 287,925

Total assets $ 3,384,805 $ 3,424,081

BLOOMIN’ BRANDS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued

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) DECEMBER 29, 2024 DECEMBER 31, 2023

1 unchanged sentence

International 4,683 7,524

Brazil 128,854 93,972

Other 7,524 10,938

Total long-lived assets $ 1,022,992 $ 988,255

Selected Quarterly Financial Data (Unaudited)

2024 FISCAL QUARTERS FISCAL YEAR 2024

(dollars in thousands, except per share data) FIRST (1) SECOND (1) THIRD (1) FOURTH (1)

Total revenues $ 1,069,073 $ 999,369 $ 910,013 $ 972,020 $ 3,950,475

Income from operations 70,917 44,052 8,642 16,197 139,808

Net (loss) income from continuing operations ( 85,198 ) 25,976 ( 36 ) 12,585 ( 46,673 )

Net (loss) income from continuing operations attributable to Bloomin’ Brands ( 86,780 ) 24,748 ( 665 ) 10,661 ( 52,036 )

(Loss) earnings per share from continuing operations:

Basic $ ( 1.00 ) $ 0.29 $ ( 0.01 ) $ 0.13 $ ( 0.61 )

Diluted $ ( 1.00 ) $ 0.28 $ ( 0.01 ) $ 0.12 $ ( 0.61 )

2023 FISCAL QUARTERS FISCAL YEAR 2023

(dollars in thousands, except per share data) FIRST SECOND THIRD FOURTH (2)

Total revenues $ 1,122,066 $ 1,032,755 $ 941,625 $ 1,071,714 $ 4,168,160

Income from operations 107,132 78,741 47,296 49,600 282,769

Net income from continuing operations 81,989 60,270 32,502 38,024 212,785

Net income from continuing attributable to Bloomin’ Brands 79,872 58,545 31,599 35,741 205,757

Earnings per share from continuing operations:

Basic $ 0.90 $ 0.66 $ 0.36 $ 0.41 $ 2.36

Diluted $ 0.81 $ 0.60 $ 0.32 $ 0.37 $ 2.13

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(1) Income from operations in the first, second, third and fourth quarters include expense of $ 13.0 million, $ 16.2 million, $ 5.1 million and $ 30.6 million, respectively, primarily related to asset impairment, closure costs and severance in connection with the 2023 Restaurant Closures, the closure of nine Hong Kong restaurants and the Q4 2024 Restaurant Impairment.

Net loss in the first quarter includes losses in connection with the Second 2025 Notes Partial Repurchase.

(2) Total revenues includes $ 83.5 million for the 53rd week.

Income from operations includes expense of $ 32.4 million, primarily related to asset impairments, closure costs and severance partially offset by lease remeasurement gains in connection with the 2023 Restaurant Closures.

Includes $ 0.15 of additional diluted earnings per share from a 53 rd opera ting week.

BLOOMIN’ BRANDS, INC.

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What changed 10-K

Item 8. Financial Statements and Supplementary Data