Item 1. Financial Statements
Item 1. Financial Statements
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CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
YUM! BRANDS, INC. AND SUBSIDIARIES
(in millions, except per share data)
Quarter ended Year to date
Revenues 6/30/2026 6/30/2025 6/30/2026 6/30/2025
Company sales $ 837 $ 669 $ 1,622 $ 1,277
Franchise and property revenues 895 835 1,751 1,620
Franchise contributions for advertising and other services 438 428 856 823
Total revenues 2,169 1,933 4,228 3,720
Costs and Expenses, Net
Company restaurant expenses 700 560 1,378 1,081
General and administrative expenses 324 302 646 604
Franchise and property expenses 41 39 85 73
Franchise advertising and other services expense 444 428 863 824
Refranchising (gain) loss ( 1 ) ( 11 ) ( 2 ) ( 16 )
Other (income) expense 6 ( 7 ) ( 39 ) ( 15 )
Total costs and expenses, net 1,514 1,311 2,930 2,550
Operating Profit 655 622 1,299 1,170
Investment (income) expense, net ( 6 ) — ( 6 ) ( 1 )
Other pension (income) expense — ( 1 ) — ( 1 )
Interest expense, net 128 123 257 243
Income Before Income Taxes 533 499 1,049 929
Income tax (benefit) provision ( 320 ) 125 ( 236 ) 301
Net Income $ 853 $ 374 $ 1,285 $ 628
Basic Earnings Per Common Share $ 3.10 $ 1.34 $ 4.65 $ 2.25
Diluted Earnings Per Common Share $ 3.08 $ 1.33 $ 4.62 $ 2.23
Dividends Declared Per Common Share $ 0.75 $ 0.71 $ 1.50 $ 1.42
See accompanying Notes to Condensed Consolidated Financial Statements.
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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
YUM! BRANDS, INC. AND SUBSIDIARIES
(in millions)
Quarter ended Year to date
6/30/2026 6/30/2025 6/30/2026 6/30/2025
Net Income $ 853 $ 374 $ 1,285 $ 628
Other comprehensive income (loss), net of tax
Translation adjustments and gains (losses) from intra-entity transactions of a long-term investment nature
Adjustments and gains (losses) arising during the period
2 51 ( 2 ) 76
Reclassification of adjustments and (gains) losses into Net Income — — — —
2 51 ( 2 ) 76
Tax (expense) benefit
— — — —
2 51 ( 2 ) 76
Changes in pension and post-retirement benefits
Unrealized gains (losses) arising during the period
— — — —
Reclassification of (gains) losses into Net Income
1 — 2 2
1 — 2 2
Tax (expense) benefit
— — ( 1 ) —
1 — 1 2
Changes in derivative instruments
Unrealized gains (losses) arising during the period
10 3 21 4
Reclassification of (gains) losses into Net Income
4 ( 3 ) ( 2 ) ( 11 )
14 — 19 ( 7 )
Tax (expense) benefit
( 4 ) — ( 5 ) 2
10 — 14 ( 5 )
Other comprehensive income (loss), net of tax
13 51 13 73
Comprehensive Income $ 866 $ 426 $ 1,298 $ 701
See accompanying Notes to Condensed Consolidated Financial Statements.
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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
YUM! BRANDS, INC. AND SUBSIDIARIES
(in millions)
Year to date
6/30/2026 6/30/2025
Cash Flows – Operating Activities
Net Income $ 1,285 $ 628
Depreciation and amortization 119 89
Refranchising (gain) loss ( 2 ) ( 16 )
Deferred income taxes ( 411 ) 12
Share-based compensation expense 35 37
Changes in accounts and notes receivable 16 34
Changes in prepaid expenses and other current assets ( 43 ) ( 47 )
Changes in accounts payable and other current liabilities ( 71 ) ( 42 )
Changes in income taxes payable ( 17 ) 21
Other, net 12 134
Net Cash Provided by Operating Activities 923 850
Cash Flows – Investing Activities
Capital spending ( 175 ) ( 142 )
Acquisitions of franchise restaurants
( 5 ) ( 98 )
Proceeds from refranchising of restaurants 1 32
Maturities (purchases) of Short term investments, net — 91
Other, net 10 ( 13 )
Net Cash Used in Investing Activities ( 169 ) ( 130 )
Cash Flows – Financing Activities
Repayments of long-term debt ( 14 ) ( 12 )
Revolving credit facility, three months or less, net 375 50
Repurchase shares of Common Stock ( 674 ) ( 338 )
Dividends paid on Common Stock ( 413 ) ( 395 )
Other, net ( 31 ) ( 46 )
Net Cash Used in Financing Activities
( 757 ) ( 741 )
Effect of Exchange Rates on Cash and Cash Equivalents ( 4 ) 31
Net (Decrease) Increase in Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, including Balances Classified within Assets held for sale ( 7 ) 11
Less: Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents Classified within Assets held for sale ( 32 ) —
Net Increase (Decrease) in Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents ( 39 ) 11
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents - Beginning of Period 923 807
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents - End of Period $ 884 $ 818
See accompanying Notes to Condensed Consolidated Financial Statements.
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CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
YUM! BRANDS, INC. AND SUBSIDIARIES
(in millions)
6/30/2026
12/31/2025
ASSETS
Current Assets
Cash and cash equivalents $ 674 $ 709
Accounts and notes receivable, net 623 841
Prepaid expenses and other current assets 498 489
Assets held for sale 746 1
Total Current Assets 2,541 2,040
Property, plant and equipment, net 1,614 1,605
Goodwill 716 969
Intangible assets, net 807 909
Other assets 1,629 1,708
Deferred income taxes 1,373 965
Total Assets $ 8,682 $ 8,197
LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current Liabilities
Accounts payable and other current liabilities $ 1,191 $ 1,433
Income taxes payable 26 46
Short-term borrowings 2,813 38
Liabilities held for sale 262 —
Total Current Liabilities 4,292 1,516
Long-term debt 9,462 11,872
Other liabilities and deferred credits 2,035 2,133
Total Liabilities 15,789 15,521
Shareholders’ Deficit
Common Stock, no par value, 750 shares authorized; 273 shares issued in 2026 and 277 shares issued in 2025
— —
Accumulated deficit ( 6,809 ) ( 7,014 )
Accumulated other comprehensive loss ( 298 ) ( 311 )
Total Shareholders’ Deficit ( 7,107 ) ( 7,325 )
Total Liabilities and Shareholders’ Deficit $ 8,682 $ 8,197
See accompanying Notes to Condensed Consolidated Financial Statements.
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CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT (Unaudited)
YUM! BRANDS, INC. AND SUBSIDIARIES
Quarters and years to date ended June 30, 2026 and 2025
(in millions)
Yum! Brands, Inc.
Issued Common Stock Accumulated Deficit Accumulated Other Comprehensive Loss
Total Shareholders' Deficit
Shares Amount
Balance at March 31, 2026
276 $ — $ ( 6,971 ) $ ( 312 ) $ ( 7,283 )
Net Income 853 853
Translation adjustments and gains (losses) from intra-entity transactions of a long-term investment nature 2 2
Pension and post-retirement benefit plans 1 1
Derivative instruments (net of tax impact of $ 4 million)
10 10
Comprehensive Income 866
Dividends declared ( 206 ) ( 206 )
Repurchase of shares of Common Stock (1)
( 3 ) ( 6 ) ( 484 ) ( 490 )
Employee share-based award exercises — ( 6 ) ( 6 )
Share-based compensation events 12 12
Balance at June 30, 2026
273 $ — $ ( 6,809 ) $ ( 298 ) $ ( 7,107 )
Balance at December 31, 2025
277 $ — $ 7,014 $ ( 311 ) $ ( 7,325 )
Net Income 1,285 1,285
Translation adjustments and gains (losses) from intra-entity transactions of a long-term investment nature ( 2 ) ( 2 )
Pension and post-retirement benefit plans (net of tax impact of $ 1 million)
1 1
Derivative instruments (net of tax impact of $ 5 million)
14 14
Comprehensive Income 1,298
Dividends declared ( 414 ) ( 414 )
Repurchase of shares of Common Stock (1)
( 4 ) ( 11 ) ( 665 ) ( 676 )
Employee share-based award exercises 1 ( 29 ) ( 29 )
Share-based compensation events 40 40
Balance at June 30, 2026
273 $ — $ ( 6,809 ) $ ( 298 ) $ ( 7,107 )
Balance at March 31, 2025
278 $ — $ ( 7,434 ) $ ( 371 ) $ ( 7,804 )
Net Income 374 374
Translation adjustments and gains (losses) from intra-entity transactions of a long-term investment nature 51 51
Comprehensive Income 426
Dividends declared ( 198 ) ( 198 )
Repurchase of shares of Common Stock (1)
( 1 ) ( 4 ) ( 105 ) ( 109 )
Employee share-based award exercises — ( 13 ) — ( 13 )
Share-based compensation events 17 17
Balance at June 30, 2025
278 $ — $ ( 7,361 ) $ ( 319 ) $ ( 7,680 )
Balance at December 31, 2024
279 $ — $ ( 7,256 ) $ ( 392 ) $ ( 7,648 )
Net Income 628 628
Translation adjustments and gains (losses) from intra-entity transactions of a long-term investment nature 76 76
Pension and post-retirement benefit plans
2 2
Derivative instruments (net of tax impact of $ 2 million)
( 5 ) ( 5 )
Comprehensive Income 701
Dividends declared ( 397 ) ( 397 )
Repurchase of shares of Common Stock (1)
( 2 ) ( 4 ) ( 334 ) ( 338 )
Employee share-based award exercises 1 ( 39 ) ( 3 ) ( 42 )
Share-based compensation events 43 43
Balance at June 30, 2025
278 $ — $ ( 7,361 ) $ ( 319 ) $ ( 7,680 )
(1) Includes excise tax on share repurchases
See accompanying Notes to Condensed Consolidated Financial Statements.
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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
(Tabular amounts in millions, except per share data)
Note 1 - Financial Statement Presentation
We have prepared our accompanying unaudited Condensed Consolidated Financial Statements (“Financial Statements”) in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by Generally Accepted Accounting Principles in the United States (“GAAP”) for complete financial statements. Therefore, we suggest that the accompanying Financial Statements be read in conjunction with the Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (“2025 Form 10-K”).
Yum! Brands, Inc. and its Subsidiaries (collectively referred to herein as the “Company,” “YUM,” “we,” “us” or “our”) franchise or operate a system of over 64,000 restaurants in 157 countries and territories. As of June 30, 2026, 97 % of these restaurants were owned and operated by franchisees. The Company’s KFC, Taco Bell and Pizza Hut brands are global leaders of the chicken, Mexican-inspired and pizza categories, respectively. The Habit Burger & Grill is a fast-casual restaurant concept specializing in made-to-order chargrilled burgers, sandwiches and more.
As of June 30, 2026, YUM consisted of four operating segments:
• The KFC Division which includes our worldwide operations of the KFC concept
• The Taco Bell Division which includes our worldwide operations of the Taco Bell concept
• The Pizza Hut Division which includes our worldwide operations of the Pizza Hut concept
• The Habit Burger & Grill Division which includes our worldwide operations of the Habit Burger & Grill concept
In 2025, we began a review of strategic options for the Pizza Hut brand. The objective of the review was to create value for YUM, Pizza Hut and its franchise partners by determining the optimal approach to best capitalize on Pizza Hut's structural advantages — strong brand equity, experienced franchise partners and meaningful scale — in the highly fragmented pizza market. In June 2026, we entered into two definitive agreements to sell the Pizza Hut brand thereby completing this review (see Note 3 for discussion regarding the agreements).
YUM's fiscal year begins on January 1 and ends December 31 of each year, with each quarter comprised of three months. The majority of our U.S. subsidiaries and certain international subsidiaries operate on a weekly periodic calendar where the first three quarters of each fiscal year consist of 12 weeks and the fourth quarter consists of 16 weeks in fiscal years with 52 weeks and 17 weeks in fiscal years with 53 weeks. Our remaining international subsidiaries operate on a monthly calendar similar to that on which YUM operates.
Our preparation of the accompanying Financial Statements in conformity with GAAP requires us to make estimates and assumptions that affect reported amounts of assets and liabilities, 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 these estimates.
The accompanying Financial Statements include all normal and recurring adjustments considered necessary to present fairly, when read in conjunction with our 2025 Form 10-K, the results of the interim periods presented. Our results of operations, comprehensive income, cash flows and changes in shareholders' deficit for these interim periods are not necessarily indicative of the results to be expected for the full year.
Our significant interim accounting policies include the recognition of advertising and marketing costs, generally in proportion to revenue, and the recognition of income taxes using an estimated annual effective tax rate.
We have reclassified certain items in the Financial Statements for the prior periods to be comparable with the classification for the quarter ended June 30, 2026. These reclassifications had no effect on previously reported Net Income.
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Note 2 - Restaurant Acquisitions
During 2026 and throughout 2025, we completed various restaurant acquisitions from franchisees, the most significant of which was the Taco Bell Southeast U.S. restaurant acquisition referenced below. In each transaction, t he acquisition was accounted for as a business combination using the acquisition method of accounting. The allocation of the purchase price for each acquisition was based on management's analysis, which may have included analysis performed by third party valuation specialists, as of the respective acquisition dates.
The financial results of all acquired restaurants have been included in our Condensed Consolidated Financial Statements since the respective dates of the acquisitions, which individually and in the aggregate, did not materially impact our results for the quarters and years to date ended June 30, 2026 and 2025, respectively. Pro forma financial information for the periods prior to acquisition is not presented due to the immaterial impact of the restaurant acquisitions on our Condensed Consolidated Financial Statements for both the 2026 and 2025 reporting periods.
Taco Bell Southeast U.S. Restaurant Acquisition
During the fourth quarter of 2025, we completed the acquisition of 128 Taco Bell restaurants across the Southeast U.S. from a franchisee. The acquisition provided YUM with an opportunity to improve and accelerate Taco Bell profitability, expand strategic leadership within the Taco Bell system and unlock significant unit development in the region. The purchase price to be allocated for accounting purposes was $ 666 million, which consisted of cash in the amount of $ 667 million, offset by the settlement of a net liability of $ 1 million related to our preexisting contractual relationship with the franchisee.
During the quarter ended June 30, 2026, we finalized our preliminary estimate of the fair value of identifiable net assets acquired. The cumulative adjustments to the preliminary estimate of identifiable net assets acquired (as recorded in the December 31, 2025 quarter of acquisition) were not significant.
Note 3 - Pizza Hut Divestitures
On June 16, 2026, we entered into definitive agreements to sell Pizza Hut in two separate transactions. Pizza Hut excluding Mainland China (“Pizza Hut Ex-China”) will be acquired by LongRange Capital, a private equity firm, and Pizza Hut in Mainland China will be acquired by Yum China Holdings, Inc., which will remain YUM’s master franchisee for KFC and Taco Bell in Mainland China.
We anticipate both transactions will close in August 2026, subject to customary closing conditions, including receipt of required regulatory approvals. Across the two transactions, we expect to receive approximately $ 2.3 billion of net proceeds after taxes, closing adjustments and transaction-contingent fees. Additionally, YUM has the opportunity to receive an earn-out from LongRange Capital of $ 75 million by 2030. We will continue to provide Byte by Yum!, our proprietary technology platform, to Pizza Hut Ex-China subsequent to the sale. Additionally, following the closing of the transaction, we will provide certain enterprise technology and finance services to Pizza Hut Ex-China under a transition services agreement.
During the quarter ended June 30, 2026, we determined that certain assets and liabilities met the criteria for classification as held for sale as a result of the signing of the definitive agreements. The planned sale of Pizza Hut does not represent a strategic shift that will have a major effect on YUM’s operations and financial results and, therefore, has not been presented as a discontinued operation. We suspend certain depreciation and amortization on assets that are held for sale, the impact of which was not significant during the quarter ended June 30, 2026.
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The detail of assets and liabilities related to Pizza Hut that were classified as assets and liabilities held for sale in the Condensed Consolidated Balance Sheets are presented below.
6/30/2026
Assets held for sale
Cash and cash equivalents $ 25
Accounts and notes receivable, net 197
Prepaid expenses and other current assets 45
Property, plant and equipment, net 26
Goodwill 255
Intangible assets, net 77
Other assets 104
Total Assets held for sale $ 730
Liabilities held for sale
Accounts payable and other current liabilities $ 155
Other liabilities and deferred credits 107
Total Liabilities held for sale $ 262
Note 4 - Earnings Per Common Share (“EPS”)
Quarter ended Year to date
2026 2025 2026 2025
Net Income $ 853 $ 374 $ 1,285 $ 628
Weighted-average common shares outstanding (for basic calculation) 275 279 276 279
Effect of dilutive share-based employee compensation 2 2 2 2
Weighted-average common and dilutive potential common shares outstanding (for diluted calculation) 277 281 278 282
Basic EPS $ 3.10 $ 1.34 $ 4.65 $ 2.25
Diluted EPS $ 3.08 $ 1.33 $ 4.62 $ 2.23
Unexercised employee SARs, RSUs, PSUs and stock options (in millions) excluded from the diluted EPS computation (a)
1.2 1.5 1.1 1.5
(a) These unexercised employee stock appreciation rights (“SARs”), restricted stock units (“RSUs”), performance share units (“PSUs”) and stock options were not included in the computation of diluted EPS because to do so would have been antidilutive for the periods presented.
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Note 5 - Shareholders' Deficit
Under the authority of our Board of Directors, we repurchased shares of our Common Stock during the years to date ended June 30, 2026 and 2025 as indicated below. All amounts exclude applicable transaction fees and excise taxes on share repurchases.
Shares Repurchased
(thousands) Dollar Value of Shares
Repurchased Remaining Dollar Value of Shares that may be Repurchased
Authorization Date 2026 2025 2026 2025 2026
May 2024
4,345 2,296 $ 670 $ 336 $ 389
June 2026 — — — — 4,000
Total 4,345
2,296
$ 670
$ 336
$ 4,389
In May 2024, our Board of Directors authorized share repurchases of up to $ 2 billion (excluding applicable transaction fees and excise taxes) of our outstanding Common Stock through December 31, 2026. As of June 30, 2026 we have remaining capacity to repurchase up to $ 0.4 billion of Common Stock under the May 2024 authorization. In June 2026, our Board of Directors authorized share repurchases of up to $ 4 billion (excluding applicable transaction fees and excise taxes) of our outstanding Common Stock from the earlier of the exhaustion or expiration of the May 2024 authorization through June 30, 2028.
Changes in Accumulated other comprehensive loss (“AOCI”) are presented below.
Translation Adjustments and Gains (Losses) From Intra-Entity Transactions of a Long-Term Investment Nature Pension and Post-Retirement Benefits Derivative Instruments Total
Balance at March 31, 2026, net of tax
$ ( 166 ) $ ( 132 ) $ ( 14 ) $ ( 312 )
OCI, net of tax
Gains (losses) arising during the period classified into AOCI, net of tax
2 — 7 9
(Gains) losses reclassified from AOCI, net of tax
— 1 3 4
2 1 10 13
Balance at June 30, 2026, net of tax
$ ( 163 ) $ ( 131 ) $ ( 4 ) $ ( 298 )
Balance at December 31, 2025, net of tax
$ ( 161 ) $ ( 132 ) $ ( 18 ) $ ( 311 )
OCI, net of tax
Gains (losses) arising during the period classified into AOCI, net of tax
( 2 ) ( 1 ) 15 12
(Gains) losses reclassified from AOCI, net of tax
— 2 ( 1 ) 1
( 2 ) 1 14 13
Balance at June 30, 2026, net of tax $ ( 163 ) $ ( 131 ) $ ( 4 ) $ ( 298 )
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Note 6 - Other (Income) Expense
Quarter ended Year to date
6/30/2026 6/30/2025 6/30/2026 6/30/2025
Foreign exchange net (gain) loss $ 4 $ ( 3 ) $ 4 $ ( 7 )
Impairment and closure expense 8 1 9 1
Other (a)
( 6 ) ( 4 ) ( 52 ) ( 9 )
Other (income) expense $ 6 $ ( 7 ) $ ( 39 ) $ ( 15 )
(a) The year to date ended June 30, 2026, includes income of approximately $ 44 million related to a credit card interchange fee litigation settlement, net of legal expenses, in which we were a plaintiff. This settlement was recorded to Unallocated Other income.
Note 7 - Supplemental Balance Sheet Information
Accounts and Notes Receivable, net
The Company’s receivables are primarily generated from ongoing business relationships with our franchisees as a result of franchise and lease agreements. Trade receivables consisting of royalties from franchisees are generally due within 30 days of the period in which the corresponding sales occur and are classified as Accounts and notes receivable, net in our Condensed Consolidated Balance Sheets. Accounts and notes receivable, net also includes receivables generated from advertising cooperatives that we consolidate.
6/30/2026 12/31/2025
Accounts and notes receivable, gross $ 667 $ 901
Allowance for doubtful accounts ( 45 ) ( 60 )
Accounts and notes receivable, net $ 623 $ 841
Prepaid Expenses and Other Current Assets
6/30/2026 12/31/2025
Income tax receivable
$ 111 $ 114
Restricted cash
187 192
Prepaid expenses
127 119
Other current assets
72 64
Prepaid expenses and other current assets
$ 498 $ 489
Property, Plant and Equipment, net
6/30/2026 12/31/2025
Property, plant and equipment, gross $ 3,109 $ 3,091
Accumulated depreciation and amortization ( 1,495 ) ( 1,485 )
Property, plant and equipment, net $ 1,614 $ 1,605
Other Assets 6/30/2026 12/31/2025
Operating lease right-of-use assets (a)
$ 1,177 $ 1,213
Franchise incentives 172 209
Other 281 286
Other assets $ 1,629 $ 1,708
(a) Non-current operating lease liabilities of $ 1,139 million and $ 1,174 million as of June 30, 2026 and December 31, 2025, respectively, are included in Other liabilities and deferred credits in our Condensed Consolidated Balance Sheets.
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Reconciliation of Cash and Cash Equivalents for Condensed Consolidated Statements of Cash Flows
6/30/2026 12/31/2025
Cash and cash equivalents as presented in Condensed Consolidated Balance Sheets $ 674 $ 709
Restricted cash included in Prepaid expenses and other current assets (a)
187 192
Restricted cash and restricted cash equivalents included in Other assets (b)
22 23
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents as presented in Condensed Consolidated Statements of Cash Flows $ 884 $ 923
(a) Restricted cash within Prepaid expenses and other current assets reflects the cash related to advertising cooperatives which we consolidate that can only be used to settle obligations of the respective cooperatives and cash held in reserve for Taco Bell Securitization interest payments.
(b) Primarily trust accounts related to our self-insurance program.
Note 8 - Income Taxes
Quarter ended Year to date
2026 2025 2026 2025
Income tax (benefit) provision $ ( 320 ) $ 125 $ ( 236 ) $ 301
Effective tax rate ( 60.1 ) % 25.1 % ( 22.5 ) % 32.4 %
Our second quarter and year to date 2026 effective tax rate was impacted by:
• A net deferred tax benefit of $ 359 million recorded in the quarter ended June 30, 2026, reflecting the recognition of certain tax basis in entities that are expected to be sold with the Pizza Hut business. Such recognition was triggered upon entering into definitive agreements during the quarter ended June 30, 2026 to sell Pizza Hut. The Pizza Hut sales are expected to close at significant book gains in the quarter ended September 30, 2026 resulting in the utilization of these deferred tax benefits.
• Tax benefits of $ 91 million and $ 113 million in the quarter and year to date ended June 30, 2026, respectively, associated with the continued internal reorganization to consolidate the Pizza Hut legal entities and assets into two isolated ownership structures by aligning the legal ownership, simplifying the organizational footprint and consolidating the Pizza Hut domestic and international businesses. The tax benefits were the result of establishing deferred tax assets associated with a step-up in amortizable tax basis in intellectual property rights that were transferred to international subsidiaries as well as releasing valuation allowances against tax attributes which will be utilized to partially offset the taxable gains recognized in such transfers.
• Favorable impacts from newly effective provisions of the One Big Beautiful Bill Act.
Our second quarter and year to date 2025 effective tax rate was impacted by $ 10 million and $ 102 million of tax expense, respectively, related to a reserve associated with a Mexican subsidiary's ability to utilize certain losses to offset recapture gains.
Note 9 - Revenue Recognition
Disaggregation of Total Revenues
The following tables disaggregate revenue by Concept, for our two most significant markets based on Operating Profit and for all other markets. We believe this disaggregation best reflects the extent to which the nature, amount, timing and uncertainty of our revenues and cash flows are impacted by economic factors.
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Quarter ended 6/30/2026
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division
Total
U.S.
Company sales $ 28 $ 393 $ 13 $ 135 $ 569
Franchise revenues 43 245 58 2 348
Property revenues 3 8 1 1 13
Franchise contributions for advertising and other services 11 180 64 1 256
China
Franchise revenues 73 — 18 — 92
Other
Company sales 247 3 18 — 268
Franchise revenues 346 18 66 — 429
Property revenues 12 — — — 13
Franchise contributions for advertising and other services 160 5 16 — 181
$ 924 $ 853 $ 254 $ 139 $ 2,169
Quarter ended 6/30/2025
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division
Total
U.S.
Company sales $ 24 $ 285 $ 7 $ 130 $ 446
Franchise revenues 43 225 63 2 332
Property revenues 3 8 1 1 13
Franchise contributions for advertising and other services 11 173 67 1 252
China
Franchise revenues 65 — 17 — 82
Other
Company sales 222 2 — — 224
Franchise revenues 315 15 67 — 397
Property revenues 11 — — — 11
Franchise contributions for advertising and other services 156 3 17 — 177
$ 849 $ 711 $ 239 $ 134 $ 1,933
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Year to date 6/30/2026
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division
Total
U.S.
Company sales $ 53 $ 762 $ 26 $ 260 $ 1,101
Franchise revenues 85 472 114 4 675
Property revenues 6 16 2 2 25
Franchise contributions for advertising and other services 22 351 129 2 505
China
Franchise revenues 150 — 38 — 188
Other
Company sales 477 7 37 — 521
Franchise revenues 673 34 131 — 838
Property revenues 24 — 1 — 25
Franchise contributions for advertising and other services 312 9 30 — 351
$ 1,802 $ 1,650 $ 507 $ 269 $ 4,228
Year to date 6/30/2025
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division
Total
U.S.
Company sales $ 47 $ 546 $ 10 $ 255 $ 858
Franchise revenues 85 436 126 4 650
Property revenues 6 17 2 2 27
Franchise contributions for advertising and other services 20 330 136 1 488
China
Franchise revenues 134 — 34 — 168
Other
Company sales 415 4 — — 419
Franchise revenues 598 29 128 — 755
Property revenues 21 — 1 — 22
Franchise contributions for advertising and other services 296 6 33 — 335
$ 1,622 $ 1,368 $ 470 $ 262 $ 3,721 (a)
(a) Does not include a charge of $ 1 million to Unallocated Franchise revenues during the year to date ended June 30, 2025.
Contract Liabilities
Our contract liabilities are comprised of unamortized upfront fees received from franchisees and are presented within Accounts payable and other current liabilities and Other liabilities and deferred credits in our Condensed Consolidated Balance Sheets. A summary of significant changes to the contract liability balance during 2026 is presented below.
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Deferred Franchise Fees
Balance at December 31, 2025
$ 443
Revenue recognized that was included in unamortized upfront fees received from franchisees at the beginning of the period ( 43 )
Increase for upfront fees associated with contracts that became effective during the period, net of amounts recognized as revenue during the period 30
Deferred franchise fees related to Pizza Hut reclassified to Liabilities held for sale (see Note 3) ( 61 )
Other (a)
( 1 )
Balance at June 30, 2026
$ 367
(a) Primarily includes the impact of foreign currency translation.
We expect to recognize contract liabilities as revenue over the remaining term of the associated franchise agreement as follows:
Less than 1 year $ 62
1 - 2 years 55
2 - 3 years 49
3 - 4 years 43
4 - 5 years 37
Thereafter 121
Total $ 367
Note 10 - Reportable Operating Segments
The Company's operating segments maintain separate financial information, and our Chief Operating Decision Maker (“CODM”), the Company's Chief Executive Officer, evaluates the operating segments' operating results on a regular basis in deciding how to allocate resources among the segments and in assessing segment performance. The CODM evaluates the performance of the Company's segments based on Divisional Operating Profit and is involved in determining and reviewing forecasted Divisional Operating Profit as part of the annual plan process. Throughout the year, the CODM considers forecast to actual results and variances on a monthly and quarterly basis to allocate resources for the segments' operations. The CODM also considers this information in determining how to prioritize capital allocation, including investments in restaurant development, technology and human capital, while maintaining a strong and flexible balance sheet, offering a competitive dividend and returning excess cash to shareholders. Our CODM manages assets on a consolidated basis. Accordingly, segment assets are not reported to our CODM or used in his decisions to allocate resources or assess performance of the segments. Therefore, total segment assets and long-lived assets have not been disclosed. The significant expense categories and amounts presented in the tables below align with the segment-level information that is regularly provided to the CODM.
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Quarter ended 6/30/2026
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division Total
Company Sales
$ 275 $ 396 $ 31 $ 135 $ 837
Franchise and property revenues
477 271 143 3 895
Franchise contributions for advertising and other services
172 185 80 1 438
924 853 254 139 2,169
Less:
Company restaurant expenses 242 294 30 121 687
General and administrative expenses 88 53 56 12 210
Franchise and property expenses 18 9 13 1 41
Franchise advertising and other services expense 169 187 87 1 444
Other (income) expense ( 2 ) ( 1 ) ( 3 ) 6 —
Division Operating Profit (Loss)
$ 410 $ 311 $ 70 $ ( 4 ) $ 787
Unallocated amounts: (a)
Corporate and unallocated G&A expenses (b)
$ ( 114 )
Unallocated Company restaurant expenses (c)
( 13 )
Unallocated Refranchising gain (loss) 1
Unallocated Other income (expense) ( 6 )
Consolidated Operating Profit 655
Investment income (expense), net 6
Other pension income (expense) —
Interest expense, net ( 128 )
Income before income taxes $ 533
Other Segment Disclosures
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division Corporate and Unallocated Total
Depreciation and Amortization (e)
$ 13 $ 29 $ 5 $ 7 $ 6 $ 60
Capital Spending 25 39 2 20 13 100
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Quarter ended 6/30/2025
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division Total
Company Sales
$ 245 $ 287 $ 7 $ 130 $ 669
Franchise and property revenues
437 248 147 3 835
Franchise contributions for advertising and other services
167 176 85 1 428
849 711 239 134 1,933
Less:
Company restaurant expenses 216 217 7 116 557
General and administrative expenses 89 49 54 13 205
Franchise and property expenses 20 7 10 1 39
Franchise advertising and other services expense 162 176 90 1 428
Other (income) expense — — ( 3 ) — ( 3 )
Division Operating Profit (Loss)
$ 363 $ 262 $ 80 $ 3 $ 707
Unallocated amounts: (a)
Corporate and unallocated G&A expenses (b)
$ ( 97 )
Unallocated Company restaurant expenses (c)
( 4 )
Unallocated Refranchising gain (loss) 11
Unallocated Other income (expense)
4
Consolidated Operating Profit 622
Investment income (expense), net
—
Other pension income (expense) 1
Interest expense, net ( 123 )
Income before income taxes $ 499
Other Segment Disclosures
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division Corporate and Unallocated Total
Depreciation and Amortization (e)
$ 11 $ 16 $ 4 $ 6 $ 6 $ 44
Capital Spending
19 18 10 12 12 71
19
Year to Date 6/30/2026
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division Total
Company Sales
$ 530 $ 768 $ 63 $ 260 $ 1,622
Franchise and property revenues
938 522 285 6 1,751
Franchise contributions for advertising and other services
334 360 159 2 856
1,802 1,650 507 269 4,228
Less:
Company restaurant expenses 471 578 62 242 1,353
General and administrative expenses 174 106 116 25 421
Franchise and property expenses 37 15 31 2 85
Franchise advertising and other services expense 329 361 171 2 863
Other (income) expense ( 2 ) — ( 6 ) 8 —
Division Operating Profit (Loss) $ 793 $ 591 $ 135 $ ( 11 ) $ 1,507
Unallocated amounts: (a)
Corporate and unallocated G&A expenses (b)
$ ( 225 )
Unallocated Company restaurant expenses (c)
( 25 )
Unallocated Refranchising gain (loss) 2
Unallocated Other income (expense) (d)
39
Consolidated Operating Profit 1,299
Investment income (expense), net 6
Other pension income (expense) —
Interest expense, net ( 257 )
Income before income taxes $ 1,049
Other Segment Disclosures
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division Corporate and Unallocated Total
Depreciation and Amortization (e)
$ 26 $ 57 $ 11 $ 14 $ 12 $ 119
Capital Spending 50 61 4 35 25 175
20
Year to Date 6/30/2025
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division Total
Company Sales
$ 461 $ 550 $ 10 $ 255 $ 1,277
Franchise and property revenues
844 482 290 5 1,621
Franchise contributions for advertising and other services
316 336 169 1 823
1,622 1,368 470 262 3,721
Less:
Company restaurant expenses 411 421 11 230 1,074
General and administrative expenses 169 98 109 26 401
Franchise and property expenses 36 13 21 2 73
Franchise advertising and other services expense 311 333 179 1 824
Other (income) expense — — ( 5 ) — ( 4 )
Division Operating Profit (Loss)
$ 694 $ 502 $ 155 $ 2 $ 1,353
Unallocated amounts: (a)
Corporate and unallocated G&A expenses (b)
$ ( 202 )
Unallocated Company restaurant expenses (c)
( 7 )
Unallocated Franchise and property revenues
( 1 )
Unallocated Refranchising gain (loss) 16
Unallocated Other income (expense)
10
Consolidated Operating Profit 1,170
Investment income (expense), net 1
Other pension income (expense) 1
Interest expense, net ( 243 )
Income before income taxes $ 929
Other Segment Disclosures
KFC Division Taco Bell Division Pizza Hut Division Habit Burger & Grill Division Corporate and Unallocated Total
Depreciation and Amortization (e)
$ 22 $ 32 $ 9 $ 13 $ 14 $ 89
Capital Spending
37 49 15 18 23 142
21
Revenues by Country (f )
Quarter ended Year to date
2026 2025 2026 2025
United States $ 1,186 $ 1,043 $ 2,306 $ 2,023
United Kingdom 269 232 523 438
Other 714 658 1,399 1,259
$ 2,169 $ 1,933 $ 4,228 $ 3,720
(a) Amounts have not been allocated to any segment for performance reporting purposes.
(b) Corporate and unallocated G&A expenses include charges of $ 44 million and $ 81 million in the quarter and year to date ended June 30, 2026, respectively, related to our Pizza Hut strategic options review. Corporate and unallocated G&A expenses include charges of $ 14 million and $ 32 million in the quarter and year to date ended June 30, 2025, respectively, related to our resource optimization program and charges of $ 10 million during the quarter ended June 30, 2025 and $ 1 million and $ 17 million for the years to date ended June 30, 2026 and 2025, respectively, related to our brand headquarters consolidation.
(c) Unallocated Company restaurant expenses include amortization of reacquired franchise rights.
(d) Unallocated Other income (expense) includes income of $ 44 million, net of legal expenses, in the year to date ended June 30, 2026, related to a credit card interchange fee litigation settlement in which we were a plaintiff.
(e) The amounts of depreciation and amortization disclosed by reportable segment are primarily included within the segment expense captions of Company restaurant expenses and G&A expenses .
(f) The United States and United Kingdom represented 10% or more of our total revenues for all periods presented.
Note 11 - Pension Benefits
We sponsor qualified and supplemental (non-qualified) noncontributory defined benefit pension plans covering certain full-time salaried and hourly U.S. employees. The most significant of these plans, the YUM Retirement Plan (the “Plan”), is funded. We fund our other U.S. plans as benefits are paid. Our two significant U.S. plans, including the Plan and a supplemental plan, were previously amended such that any salaried employee hired or rehired by YUM after September 30, 2001, is not eligible to participate in those plans. Additionally, these two plans in the U.S. are currently closed to new hourly participants.
The components of net periodic benefit cost associated with our U.S. pension plans are as follows:
Quarter ended Year to date
2026 2025 2026 2025
Service cost $ 1 $ 1 $ 2 $ 2
Interest cost 11 11 21 22
Expected return on plan assets ( 12 ) ( 14 ) ( 24 ) ( 27 )
Amortization of net (gain) / loss — 1 1 1
Amortization of prior service costs — 1 — 1
Net periodic benefit cost (income)
$ — $ — $ — $ ( 1 )
Additional loss recognized due to settlements (a)
$ — $ — $ — $ 1
(a) Loss is a result of settlement transactions which exceeded the sum of annual service and interest costs for the applicable plan. This loss was recorded in Other pension (income) expense .
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Note 12 - Short-term Borrowings and Long-term Debt
Short-term Borrowings 6/30/2026 12/31/2025
Current maturities of long-term debt $ 2,823 $ 39
Other
— 2
2,823 41
Less current portion of debt issuance costs and discounts ( 10 ) ( 3 )
Short-term borrowings $ 2,813 $ 38
Long-term Debt
Securitization Notes $ 4,306 $ 4,306
Subsidiary Senior Unsecured Notes 750 750
Revolving Facility 675 300
Term Loan A Facility 488 494
Term Loan B Facility 1,421 1,429
YUM Senior Unsecured Notes 4,550 4,550
Finance lease obligations 146 148
$ 12,336 $ 11,976
Less long-term portion of debt issuance costs and discounts ( 52 ) ( 66 )
Less current maturities of long-term debt ( 2,823 ) ( 39 )
Long-term debt $ 9,462 $ 11,872
The Term Loan A Facility and the Revolving Facility will mature on the earliest of (i) April 26, 2029, (ii) the date that is 91 days prior to the March 15, 2028 maturity of the existing Term Loan B Facility if more than $250 million of such Term Loan B remains outstanding as of such date or (iii) the date that is 91 days prior to the June 1, 2027 maturity of the existing Subsidiary Senior Unsecured Notes if more than $250 million of such Subsidiary Senior Unsecured Notes remain outstanding as of such date. Given the $750 million in Subsidiary Senior Unsecured Notes outstanding at June 30, 2026, the maturity date of the Term Loan A Facility and Revolving Facility will occur less than 12 months from the balance sheet date of these Condensed Consolidated Financial Statements if the Company has not paid nor refinanced at least $500 million of the Subsidiary Senior Unsecured Notes 91 days prior to June 1, 2027. As such, the outstanding borrowings of the Term Loan A Facility and the Revolving Facility have been classified as Short-term borrowings in the Condensed Consolidated Balance Sheets as of June 30, 2026.
Details of our Short-term borrowings and Long-term debt as of December 31, 2025 can be found within our 2025 Form 10-K.
Cash paid for interest during the years to date ended June 30, 2026 and 2025, was $ 267 million and $ 256 million, respectively.
Note 13 - Derivative Instruments
We use derivative instruments to manage certain of our market risks related to fluctuations in foreign currency exchange rates, interest rates and deferred compensation liabilities. As a result of the use of derivative instruments, the Company is exposed to risk that the counterparties will fail to meet their contractual obligations. To mitigate the counterparty credit risk, we only enter into contracts with major financial institutions carefully selected based upon their credit ratings and other factors, and continually assess the creditworthiness of counterparties. At June 30, 2026, all of the counterparties to our derivative instruments had investment grade ratings according to the three major ratings agencies. To date, all counterparties have performed in accordance with their contractual obligations.
Foreign Currency Contracts
We utilized foreign currency forward contracts with a U.S. dollar notional amount of approximately $ 75 million to reduce the foreign currency exposure relating to our net investment in certain Indian rupee functional currency operations during the quarter ended June 30, 2026. These forward contracts are designated as a net investment hedge and the related mark-to-market adjustments are being recorded as a cumulative translation adjustment within AOCI. These foreign currency forward contracts did not have a material impact on our Condensed Consolidated Financial Statements for the quarter or year to date ended June 30, 2026.
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Interest Rate Swaps
We have utilized interest rate swaps to fix the interest rate on $ 1.5 billion of borrowings, primarily under our Term Loan B Facility, through March 2028. The interest rate swaps have been designated as a cash flow hedge and to date have been highly effective. The current rate on the swapped portion of the Term Loan B Facility (excluding debt issuance costs) is 5.09 %.
Gains or losses on the interest rate swaps are reported as a component of AOCI and reclassified into Interest expense, net in our Condensed Consolidated Statements of Income in the same period or periods during which the related hedged interest payments affect earnings.
Gains and losses on these interest rate swaps recognized in OCI and reclassifications from AOCI into Net Income were as follows:
Quarter ended Year to date
Gains/(Losses) Recognized in OCI (Gains)/Losses Reclassified from AOCI into Net Income Gains/(Losses) Recognized in OCI (Gains)/Losses Reclassified from AOCI into Net Income
2026 2025 2026 2025 2026 2025 2026 2025
Interest rate swaps $ 10 $ 5 $ ( 1 ) $ ( 3 ) $ 20 $ 6 $ ( 3 ) $ ( 8 )
Income tax benefit/(expense) ( 3 ) ( 1 ) — 1 ( 5 ) ( 1 ) 1 2
As of June 30, 2026, the estimated net gain included in AOCI related to our interest rate swaps that will be reclassified into earnings in the next 12 months is $ 9 million, based on current Secured Overnight Financing (“SOFR”) interest rates.
Total Return Swaps
We have entered into total return swap derivative contracts, with the objective of reducing our exposure to market-driven changes in certain of the liabilities associated with compensation deferrals into our Executive Income Deferral (“EID”) plan. While these total return swaps represent economic hedges, we have not designated them as hedges for accounting purposes. As a result, the changes in the fair value of these derivatives are recognized immediately in earnings within General and administrative expenses in our Condensed Consolidated Statements of Income largely offsetting the changes in the associated EID liabilities. The fair value associated with the total return swaps as of both June 30, 2026 and December 31, 2025, was not significant.
See Note 14 for the fair value of our derivative assets and liabilities.
Note 14 - Fair Value Disclosures
As of June 30, 2026, the carrying values of cash and cash equivalents, restricted cash, accounts receivable, short-term borrowings, accounts payable and borrowings under our Revolving Facility approximated their fair values because of the short-term nature of these instruments. The fair value of our notes receivable, net of allowances, and lease guarantees, less reserves for expected losses, approximates their carrying value. The following table presents the carrying value and estimated fair value of the Company’s debt obligations:
6/30/2026 12/31/2025
Carrying Value Fair Value (Level 2) Carrying Value Fair Value (Level 2)
Securitization Notes (a)
$ 4,306 $ 4,157 $ 4,306 $ 4,160
Subsidiary Senior Unsecured Notes (b)
750 751 750 753
Term Loan A Facility (b)
488 486 494 492
Term Loan B Facility (b)
1,421 1,430 1,429 1,440
YUM Senior Unsecured Notes (b)
4,550 4,494 4,550 4,581
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(a) We estimated the fair value of the Securitization Notes using market quotes and calculations. The markets in which the Securitization Notes trade are not considered active markets.
(b) We estimated the fair value of the YUM and Subsidiary Senior Unsecured Notes, Term Loan A Facility and Term Loan B Facility using market quotes and calculations based on market rates.
Recurring Fair Value Measurements
The Company has interest rate swaps which are required to be measured at fair value on a recurring basis (see Note 13 for discussion regarding derivative instruments). The following table presents the fair values for those interest rate swaps measured at fair value on a recurring basis and the level within the fair value hierarchy in which the measurements fall.
Fair Value
Condensed Consolidated Balance Sheet Level 6/30/2026 12/31/2025
Assets
Interest Rate Swaps Prepaid expenses and other current assets 2 $ 9 $ 1
Interest Rate Swaps Other assets 2 7 —
Liabilities
Interest Rate Swaps Other liabilities and deferred credits 2 — ( 3 )
The fair value of the Company's interest rate swaps was determined based on the present value of expected future cash flows considering the risks involved, including nonperformance risk, and using discount rates appropriate for the duration based on observable inputs.
Note 15 - Contingencies
Internal Revenue Service Proposed Adjustment
Following an Internal Revenue Service (“IRS”) audit for the 2013 to 2015 fiscal years, we were unable to resolve underpayments of tax that the IRS proposed resulting from that audit using the IRS Appeals process, a pre-litigation, alternative dispute resolution tool. The IRS asserts an underpayment of tax of approximately $2.1 billion plus $418 million in penalties for fiscal year 2014. Both amounts are subject to interest, with interest of approximately $2.3 billion accruing through June 30, 2026. Those amounts relate primarily to a series of reorganizations that we undertook in 2014 in connection with the business realignment of our corporate and management reporting structure along brand lines. The IRS asserts that these transactions resulted in taxable distributions of approximately $6.0 billion.
We disagree with the IRS’s position and are contesting that position vigorously. On June 4, 2025, we filed a petition in the United States Tax Court disputing the IRS's position as set forth in a Notice of Deficiency. The IRS filed its Answer on September 12, 2025. The litigation is ongoing.
The Company does not expect resolution of this matter within twelve months and cannot predict with certainty the timing of such resolution. The Company believes that it is more likely than not the Company’s tax position will be sustained; therefore, no reserve is recorded with respect to this matter.
An unfavorable resolution of this matter could have a material, adverse impact on our Condensed Consolidated Financial Statements in future periods.
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Lease Guarantees
As a result of having assigned our interest in obligations under real estate leases as a condition to the refranchising of certain Company-owned restaurants, and guaranteeing certain other leases, we are frequently secondarily liable on lease agreements. These leases have varying terms, the latest of which expires in 2065 . As of June 30, 2026, the potential amount of undiscounted payments we could be required to make in the event of non-payment by the primary lessee was approximately $ 300 million. The present value of these potential payments discounted at our pre-tax cost of debt at June 30, 2026, was approximately $ 250 million. Our franchisees are the primary lessees under the vast majority of these leases. We generally have cross-default provisions with these franchisees that would put them in default of their franchise agreement in the event of non-payment under the lease. We believe these cross-default provisions significantly reduce the risk that we will be required to make payments under these leases, although such risk may not be reduced in the context of a bankruptcy or other similar restructuring of a large franchisee or group of franchisees. The liability recorded for our expected losses under such leases as of June 30, 2026, was not material.
Legal Proceedings
We are subject to various claims and contingencies related to lawsuits, real estate, environmental and other matters arising in the normal course of business. An accrual is recorded with respect to claims or contingencies for which a loss is determined to be probable and reasonably estimable.
India Regulatory Matter
Yum! Restaurants India Private Limited (“YRIPL”), a YUM subsidiary that operates KFC and Pizza Hut restaurants in India, is the subject of a regulatory enforcement action in India (the “Action”). The Action alleges, among other things, that KFC International Holdings, Inc. and Pizza Hut International failed to satisfy certain conditions imposed by the Secretariat for Industrial Approval in 1993 and 1994 when those companies were granted permission for foreign investment and operation in India. The conditions at issue include an alleged minimum investment commitment and store build requirements as well as limitations on the remittance of fees outside of India.
The Action originated with a complaint and show cause notice filed in 2009 against YRIPL by the Deputy Director of the Directorate of Enforcement (“DOE”) of the Indian Ministry of Finance following an income tax audit for the years 2002 and 2003. The matter was argued at various hearings in 2015, but no order was issued. Following a change in the incumbent official holding the position of Special Director of DOE (the “Special Director”), the matter resumed in 2018 and several additional hearings were conducted.
On January 29, 2020, the Special Director issued an order imposing a penalty on YRIPL and certain former directors of approximately Indian Rupee 11 billion, or approximately $120 million. Of this amount, $115 million relates to the alleged failure to invest a total of $80 million in India within an initial seven-year period. We have been advised by external counsel that the order is flawed and have filed a writ petition with the Delhi High Court, which granted an interim stay of the penalty order on March 5, 2020. In November 2022, YRIPL was notified that an administrative tribunal bench had been constituted to hear an appeal by DOE of certain findings of the January 2020 order, including claims that certain charges had been wrongly dropped and that an insufficient amount of penalty had been imposed. Hearings before an administrative tribunal as well as the Delhi High Court have been continued and rescheduled, and the stay order remains in effect. We deny liability and intend to continue vigorously defending this matter. We do not consider the risk of any significant loss arising from this order to be probable.
Other Matters
We are currently engaged in various other legal proceedings and have certain unresolved claims pending, the ultimate liability for which, if any, cannot be determined at this time. However, based upon consultation with legal counsel, we are of the opinion that such proceedings and claims are not expected to have a material adverse effect, individually or in the aggregate, on our Condensed Consolidated Financial Statements.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.