Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) August 6, 2024

BLOOMIN’ BRANDS, INC.

(Exact name of registrant as specified in its charter)


Delaware	001-35625	20-8023465
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2202 North West Shore Boulevard, Suite 500, Tampa, FL 33607

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (813) 282-1225

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock

$0.01 par value

BLMN

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On August 6, 2024, Bloomin’ Brands, Inc. (the “Company”) issued a press release reporting its financial results for the thirteen weeks ended June 30, 2024. A copy of the release is attached as Exhibit 99.1.

The information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.


			Exhibit Number						Description

			99.1						Press Release of Bloomin’ Brands, Inc. dated August 6 , 2024
			104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


			BLOOMIN’ BRANDS, INC.
			(Registrant)

Date:	August 6, 2024	By:	/s/ W. Michael Healy
			W. Michael Healy
			Executive Vice President and Chief Financial Officer (Principal Financial Officer)

NEWS

Exhibit 99.1

Tara Kurian

VP, Corporate Finance and Investor Relations

(813) 830-5311

Bloomin’ Brands Announces 2024 Q2 Financial Results

Q2 Diluted EPS of $0.32 and Q2 Adjusted Diluted EPS of $0.51

Updates Full Year 2024 Guidance

TAMPA, Fla., August 6, 2024 - Bloomin’ Brands, Inc. (Nasdaq: BLMN) today reported results for the second quarter 2024 (“Q2 2024”) compared to the second quarter 2023 (“Q2 2023”).

CEO Comments

“In the second quarter, the casual dining industry was softer than anticipated,” said David Deno, CEO. “While our comparable sales growth outpaced the industry in Q2, we did not meet our expectations. We are very focused on developing a path to sustainable growth at Outback and are making progress in improving the guest experience, providing meaningful value, and enhancing customer and digital capabilities. Our full year guidance has been updated to reflect current industry trends and our teams remain focused on delivering long-term sustainable growth.”

Diluted EPS and Adjusted Diluted EPS

The following table reconciles Diluted earnings per share to Adjusted diluted earnings per share for the periods indicated (unaudited):


	Q2
	2024		2023		CHANGE
Diluted earnings per share	$	0.32	$	0.70	$	(0.38)
Adjustments (1)	0.19		—		0.19
Adjusted diluted earnings per share (1)	$	0.51	$	0.70	$	(0.19)

___________________

(1)Adjusted diluted earnings per share for the thirteen weeks ended June 25, 2023 has been recast to remove the previously included non-GAAP adjustment of 5.0 million diluted weighted average common shares outstanding related to the convertible note hedge contracts entered into at the issuance of the 2025 Notes. See non-GAAP Measures later in this release. Also see Tables Four, Six and Seven for details regarding the nature of diluted earnings per share adjustments for the periods presented.

Second Quarter Financial Results


(dollars in millions, unaudited)	Q2 2024			Q2 2023			CHANGE
Total revenues	$	1,118.9		$	1,152.7		(2.9)	%

GAAP operating income margin	4.1		%	7.8		%	(3.7)	%
Adjusted operating income margin (1)(2)	5.7		%	7.8		%	(2.1)	%

Restaurant-level operating margin (2)	14.3		%	16.4		%	(2.1)	%

___________________

(1)See Table Six for details regarding the nature of operating income margin adjustments.

(2)See non-GAAP Measures later in this release.

•The decrease in Total revenues was primarily due to: (i) lower comparable restaurant sales, (ii) the net impact of restaurant closures and openings, and (iii) the benefit from the Brazil value added tax exemptions during 2023.

•GAAP operating income margin decreased from Q2 2023 primarily due to: (i) a decrease in restaurant-level operating margin, as detailed below, (ii) higher impairment and closure costs, and (iii) higher depreciation and amortization expense.

•Restaurant-level operating margin decreased from Q2 2023 primarily due to: (i) lower restaurant sales, as discussed above, (ii) higher labor, operating and commodity costs, primarily due to inflation, (iii) unfavorable product mix and (iv) higher advertising expense. These decreases were offset by an increase in average check per person and the impact of certain cost-saving and productivity initiatives.

•Adjusted income from operations primarily excludes impairment and closure costs primarily in connection with the decision to close nine restaurants in Hong Kong and the Q4 2023 decision to close 36 older, predominately underperforming restaurants.

Second Quarter Comparable Restaurant Sales(1)


THIRTEEN WEEKS ENDED JUNE 30, 2024	COMPANY-OWNED
Comparable restaurant sales (stores open 18 months or more):
U.S.
Outback Steakhouse	(0.1)	%
Carrabba’s Italian Grill	2.0	%
Bonefish Grill	(2.0)	%
Fleming’s Prime Steakhouse & Wine Bar	(1.1)	%
Combined U.S.	(0.1)	%

International
Outback Steakhouse - Brazil (2)	(1.1)	%

___________________

(1)For Q2 2024, comparable restaurant sales compare the thirteen weeks from April 1, 2024 through June 30, 2024 to the thirteen weeks from April 3, 2023 through July 2, 2023. See Table Ten for details regarding our fiscal and comparable basis calendars.

(2)Excludes the effect of fluctuations in foreign currency rates and the benefit of Brazil value added tax exemptions. Includes trading day impact from calendar period reporting.

Dividend Declaration and Share Repurchases

On July 23, 2024, our Board of Directors declared a quarterly cash dividend of $0.24 per share, payable on September 4, 2024 to stockholders of record at the close of business on August 20, 2024.

Year to date through August 2, 2024, we repurchased 9.9 million shares for a total of $263.1 million during 2024 and had $99.4 million of share repurchase authorization remaining under the 2024 Share Repurchase Program.

Fiscal 2024 Financial Outlook

The table below presents our updated expectations for selected 2024 financial operating results. We are reaffirming all other aspects of our full-year financial guidance as previously communicated.

Financial Results:

Prior Outlook

Current Outlook

U.S. comparable restaurant sales

Flat to +2%

Down 1% to Flat

Capital expenditures

$270M to $290M

$260M to $270M

GAAP effective tax rate

29% to 31%

26% to 28%

Adjusted effective tax rate

14% to 16%

8% to 10%

GAAP diluted earnings per share (1)

$0.79 to $0.94

$0.25 to $0.45

Adjusted diluted earnings per share (1)

$2.51 to $2.66

$2.10 to $2.30

___________________

(1)Assumes diluted weighted average shares of approximately 90 million.

Q3 2024 Financial Outlook

The table below presents our expectations for selected fiscal Q3 2024 financial operating results.

Financial Results:

Q3 2024 Outlook

U.S. comparable restaurant sales

Down 2% to Flat

GAAP diluted earnings per share (1)

$0.15 to $0.23

Adjusted diluted earnings per share (1)

$0.17 to $0.25

___________________

(1)Assumes diluted weighted average shares of approximately 87 million.

Conference Call

The Company will host a conference call today, August 6, 2024 at 8:15 AM EDT. The conference call will be webcast live from the Company’s website at http://www.bloominbrands.com under the Investors section. A replay of this webcast will be available on the Company’s website after the call.

About Bloomin’ Brands, Inc.

Bloomin’ Brands, Inc. is one of the largest casual dining restaurant companies in the world with a portfolio of leading, differentiated restaurant concepts. The Company has four founder-inspired brands: Outback Steakhouse, Carrabba’s Italian Grill, Bonefish Grill and Fleming’s Prime Steakhouse & Wine Bar. The Company owns and operates more than 1,450 restaurants in 46 states, Guam and 13 countries, some of which are franchise locations. For more information, please visit www.bloominbrands.com.

Non-GAAP Measures

In addition to the results provided in accordance with GAAP, this press release and related tables include certain non-GAAP measures, which present operating results on an adjusted basis. These are supplemental measures of performance that are not required by or presented in accordance with GAAP and include: (i) Restaurant-level operating income, adjusted restaurant-level operating income and their corresponding margins, (ii) Adjusted income from operations and the corresponding margin, (iii) Adjusted segment income from operations and the corresponding margin, (iv) Adjusted net income and (v) Adjusted diluted earnings per share.

Restaurant-level operating margin is a non-GAAP financial measure widely regarded in the industry as a useful metric to evaluate restaurant-level operating efficiency and performance of ongoing restaurant-level operations, and we use it for these purposes, overall and particularly within our two segments.

We believe that our use of non-GAAP financial measures permits investors to assess the operating performance of our business relative to our performance based on GAAP results and relative to other companies within the restaurant industry by isolating the effects of certain items that may vary from period to period without correlation to core operating performance or that vary widely among similar companies. However, our inclusion of these adjusted measures should not be construed as an indication that our future results will be unaffected by unusual or infrequent items or that the items for which we have made adjustments are unusual or infrequent or will not recur. We believe that the disclosure of these non-GAAP measures is useful to investors as they form part of the basis for how our management team and Board of Directors evaluate our operating performance, allocate resources and administer employee incentive plans.

These non-GAAP financial measures are not intended to replace GAAP financial measures, and they are not necessarily standardized or comparable to similarly titled measures used by other companies. We maintain internal guidelines with respect to the types of adjustments we include in our non-GAAP measures. These guidelines endeavor to differentiate between types of gains and expenses that are reflective of our core operations in a period, and those that may vary from period to period without correlation to our core performance in that period. However, implementation of these guidelines necessarily involves the application of judgment, and the treatment of any items not directly addressed by, or changes to, our guidelines will be considered by our disclosure committee. You should refer to the reconciliations of non-GAAP measures in Tables Four, Five, Six and Seven included later in this release for descriptions of the actual adjustments made in the current period and the corresponding prior period.

Forward-Looking Statements

Certain statements contained herein, including statements under the headings “CEO Comments”, “Fiscal 2024 Financial Outlook” and “Q3 2024 Financial Outlook” are not based on historical fact and are “forward-looking statements” within the meaning of applicable securities laws. Generally, these statements can be identified by the use of words such as “guidance,” “believes,” “estimates,” “anticipates,” “expects,” “on track,” “feels,” “forecasts,” “seeks,” “projects,” “intends,” “plans,” “may,” “will,” “should,” “could,” “would” and similar expressions intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements include all matters that are not historical facts. By their nature, forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from the Company’s forward-looking statements. These risks and uncertainties include, but are not limited to: consumer reaction to public health and food safety issues; increases in labor costs and fluctuations in the availability of employees; increases in unemployment rates and taxes; competition; interruption or breach of our systems or loss of consumer or employee information; price and availability of commodities and other impacts of inflation; our dependence on a limited number of suppliers and distributors; political, social and legal conditions in international markets and their effects on foreign operations and foreign currency exchange rates; the impact of the strategic review process for our Brazil operations or any resulting action or inaction; our ability to address corporate citizenship and sustainability matters and investor expectations; local, regional, national and international economic conditions; changes in patterns of consumer traffic, consumer tastes and dietary habits; the effects of changes in tax laws; costs, diversion of management attention and reputational damage from any claims or litigation; government actions and policies; challenges associated with our remodeling, relocation and expansion plans; our ability to preserve the value of and grow our brands; consumer confidence and spending patterns; the effects of a health pandemic, weather, acts of God and other disasters and the ability or success in executing related business continuity plans; the Company’s ability to make debt payments and planned investments and the Company’s compliance with debt covenants; the cost and availability of credit; interest rate changes; and any impairments in the carrying value of goodwill and other assets. Further information on potential factors that could affect the financial results of the Company and its forward-looking statements is included in its most recent Form 10-K and subsequent filings with the Securities and Exchange Commission. The Company assumes no obligation to update any forward-looking statement, except as may be required by law. These forward-looking statements speak only as of the date of this release. All forward-looking statements are qualified in their entirety by this cautionary statement.

Note: Numerical figures included in this release have been subject to rounding adjustments.


TABLE ONE
BLOOMIN’ BRANDS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)

	THIRTEEN WEEKS ENDED				TWENTY-SIX WEEKS ENDED
(in thousands, except per share data)	JUNE 30, 2024		JUNE 25, 2023		JUNE 30, 2024		JUNE 25, 2023

Revenues
Restaurant sales	$	1,103,565	$	1,137,330	$	2,283,052	$	2,365,564
Franchise and other revenues	15,301		15,364		31,141		31,876
Total revenues	1,118,866		1,152,694		2,314,193		2,397,440
Costs and expenses
Food and beverage	336,063		351,226		693,892		735,440
Labor and other related	328,913		325,934		672,115		667,476
Other restaurant operating	280,821		273,338		571,093		556,265
Depreciation and amortization	49,525		47,565		98,807		93,867
General and administrative	61,152		63,358		127,928		129,162
Provision for impaired assets and restaurant closings	16,261		1,827		27,134		5,151

Total costs and expenses	1,072,735		1,063,248		2,190,969		2,187,361
Income from operations	46,131		89,446		123,224		210,079
Loss on extinguishment of debt	—		—		(135,797)		—


Interest expense, net	(14,802)		(12,961)		(28,418)		(25,405)
Income (loss) before provision for income taxes	31,329		76,485		(40,991)		184,674
Provision for income taxes	1,698		6,483		11,668		21,244
Net income (loss)	29,631		70,002		(52,659)		163,430
Less: net income attributable to noncontrolling interests	1,228		1,725		2,810		3,842
Net income (loss) attributable to Bloomin’ Brands	$	28,403	$	68,277	$	(55,469)	$	159,588





Earnings (loss) per share:
Basic	$	0.33	$	0.77	$	(0.64)	$	1.80
Diluted	$	0.32	$	0.70	$	(0.64)	$	1.63

Weighted average common shares outstanding:
Basic	86,688		88,559		86,856		88,838




Diluted	88,632		97,401		86,856		97,706


TABLE TWO
BLOOMIN’ BRANDS, INC.
SEGMENT RESULTS
(UNAUDITED)

(dollars in thousands)	THIRTEEN WEEKS ENDED				TWENTY-SIX WEEKS ENDED
U.S. Segment	JUNE 30, 2024		JUNE 25, 2023		JUNE 30, 2024		JUNE 25, 2023

Revenues
Restaurant sales	$	962,088	$	993,438	$	1,992,984	$	2,074,007
Franchise and other revenues	12,085		11,791		24,293		24,218
Total revenues	$	974,173	$	1,005,229	$	2,017,277	$	2,098,225



International Segment
Revenues
Restaurant sales (1)	$	141,477	$	143,892	$	290,068	$	291,557
Franchise and other revenues	3,216		3,573		6,848		7,658
Total revenues	$	144,693	$	147,465	$	296,916	$	299,215



Reconciliation of Segment Income (Loss) from Operations to Consolidated Income from Operations
Segment income (loss) from operations
U.S.	$	79,677	$	103,008	$	177,161	$	236,251
International	(874)		20,486		14,888		44,994
Total segment income from operations	78,803		123,494		192,049		281,245
Unallocated corporate operating expense	(32,672)		(34,048)		(68,825)		(71,166)
Total income from operations	$	46,131	$	89,446	$	123,224	$	210,079

________________

(1)Includes $9.6 million and $19.2 million of Restaurant sales during the thirteen and twenty-six weeks ended June 25, 2023, respectively, in connection with value added tax exemptions resulting from Brazil tax legislation.


TABLE THREE
BLOOMIN’ BRANDS, INC.
SUPPLEMENTAL BALANCE SHEET INFORMATION
	JUNE 30, 2024		DECEMBER 31, 2023
(dollars in thousands)	(UNAUDITED)
Cash and cash equivalents	$	117,919	$	111,519
Net working capital (deficit) (1)	$	(567,059)	$	(659,021)
Total assets	$	3,394,168	$	3,424,081
Total debt, net	$	1,001,982	$	780,719
Total stockholders’ equity	$	289,693	$	412,003

_________________

(1)We have, and in the future may continue to have, negative working capital balances (as is common for many restaurant companies). We operate successfully with negative working capital because cash collected on restaurant sales is typically received before payment is due on our current liabilities, and our inventory turnover rates require relatively low investment in inventories. Additionally, ongoing cash flows from restaurant operations and gift card sales are typically used to service debt obligations and to make capital expenditures.


TABLE FOUR
BLOOMIN’ BRANDS, INC.
RESTAURANT-LEVEL AND ADJUSTED RESTAURANT-LEVEL OPERATING INCOME AND MARGINS NON-GAAP RECONCILIATIONS
(UNAUDITED)
Consolidated	THIRTEEN WEEKS ENDED						TWENTY-SIX WEEKS ENDED
(dollars in thousands)	JUNE 30, 2024			JUNE 25, 2023			JUNE 30, 2024			JUNE 25, 2023
Income from operations	$	46,131		$	89,446		$	123,224		$	210,079
Operating income margin	4.1		%	7.8		%	5.3		%	8.8		%
Less:
Franchise and other revenues	15,301			15,364			31,141			31,876
Plus:
Depreciation and amortization	49,525			47,565			98,807			93,867
General and administrative	61,152			63,358			127,928			129,162
Provision for impaired assets and restaurant closings	16,261			1,827			27,134			5,151
Restaurant-level operating income (1)	$	157,768		$	186,832		$	345,952		$	406,383
Restaurant-level operating margin	14.3		%	16.4		%	15.2		%	17.2		%
Adjustments:


Asset impairments and closure-related charges	—			—			434			—

Total restaurant-level operating income adjustments	—			—			434			—
Adjusted restaurant-level operating income	$	157,768		$	186,832		$	346,386		$	406,383
Adjusted restaurant-level operating margin	14.3		%	16.4		%	15.2		%	17.2		%

_________________

(1)The following categories of revenue and operating expenses are not included in restaurant-level operating income and the corresponding margin because we do not consider them reflective of operating performance at the restaurant-level within a period:

(a)Franchise and other revenues, which are earned primarily from franchise royalties and other non-food and beverage revenue streams, such as rental and sublease income.

(b)Depreciation and amortization, which, although substantially all of which is related to restaurant-level assets, represent historical sunk costs rather than cash outlays for the restaurants.

(c)General and administrative expense, which includes primarily non-restaurant-level costs associated with support of the restaurants and other activities at our corporate offices.

(d)Asset impairment charges and restaurant closing costs, which are not reflective of ongoing restaurant performance in a period.


U.S.	THIRTEEN WEEKS ENDED						TWENTY-SIX WEEKS ENDED
(dollars in thousands)	JUNE 30, 2024			JUNE 25, 2023			JUNE 30, 2024			JUNE 25, 2023
Income from operations	$	79,677		$	103,008		$	177,161		$	236,251
Operating income margin	8.2		%	10.2		%	8.8		%	11.3		%
Less:
Franchise and other revenues	12,085			11,791			24,293			24,218
Plus:
Depreciation and amortization	40,616			39,376			80,584			77,539
General and administrative	26,112			22,436			51,908			47,941
Provision for impaired assets and restaurant closings	2,135			1,827			13,071			5,151
Restaurant-level operating income	$	136,455		$	154,856		$	298,431		$	342,664
Restaurant-level operating margin	14.2		%	15.6		%	15.0		%	16.5		%
Adjustments:


Asset impairments and closure-related charges	—			—			434			—

Total restaurant-level operating income adjustments	—			—			434			—
Adjusted restaurant-level operating income	$	136,455		$	154,856		$	298,865		$	342,664
Adjusted restaurant-level operating margin	14.2		%	15.6		%	15.0		%	16.5		%


International	THIRTEEN WEEKS ENDED						TWENTY-SIX WEEKS ENDED
(dollars in thousands)	JUNE 30, 2024			JUNE 25, 2023			JUNE 30, 2024			JUNE 25, 2023
(Loss) income from operations	$	(874)		$	20,486		$	14,888		$	44,994
Operating (loss) income margin	(0.6)		%	13.9		%	5.0		%	15.0		%
Less:
Franchise and other revenues	3,216			3,573			6,848			7,658
Plus:
Depreciation and amortization	6,695			6,125			13,956			12,044
General and administrative	5,313			6,635			13,142			14,308
Provision for impaired assets and restaurant closings	14,126			—			14,063			—
Restaurant-level operating income	$	22,044		$	29,673		$	49,201		$	63,688
Restaurant-level operating margin	15.6		%	20.6		%	17.0		%	21.8		%


TABLE FIVE
BLOOMIN’ BRANDS, INC.
CONSOLIDATED RESTAURANT-LEVEL OPERATING MARGIN NON-GAAP RECONCILIATIONS
(UNAUDITED)
	THIRTEEN WEEKS ENDED					FAVORABLE (UNFAVORABLE) CHANGE QUARTER TO DATE
	JUNE 30, 2024		JUNE 25, 2023
	REPORTED AND ADJUSTED			REPORTED AND ADJUSTED
Restaurant sales	100.0	%		100.0	%

Food and beverage	30.5	%		30.9	%		0.4	%
Labor and other related	29.8	%		28.7	%		(1.1)	%
Other restaurant operating	25.4	%		24.0	%		(1.4)	%

Restaurant-level operating margin	14.3	%		16.4	%		(2.1)	%






	TWENTY-SIX WEEKS ENDED					FAVORABLE (UNFAVORABLE) CHANGE YEAR TO DATE
	JUNE 30, 2024		JUNE 25, 2023
	REPORTED AND ADJUSTED (1)			REPORTED AND ADJUSTED
Restaurant sales	100.0	%		100.0	%

Food and beverage	30.4	%		31.1	%		0.7	%
Labor and other related	29.4	%		28.2	%		(1.2)	%
Other restaurant operating	25.0	%		23.5	%		(1.5)	%

Restaurant-level operating margin	15.2	%		17.2	%		(2.0)	%

_________________

(1)See Table Four Restaurant-level and Adjusted Restaurant-Level Operating Income and Margins Non-GAAP Reconciliations for details regarding restaurant-level operating margin adjustments. All restaurant-level operating margin adjustments for the periods presented were recorded within Labor and other related expense.


TABLE SIX
BLOOMIN’ BRANDS, INC.
ADJUSTED INCOME FROM OPERATIONS AND MARGIN NON-GAAP RECONCILIATIONS
(UNAUDITED)
(dollars in thousands)	THIRTEEN WEEKS ENDED						TWENTY-SIX WEEKS ENDED
Consolidated	JUNE 30, 2024			JUNE 25, 2023			JUNE 30, 2024			JUNE 25, 2023
Income from operations	$	46,131		$	89,446		$	123,224		$	210,079
Operating income margin	4.1		%	7.8		%	5.3		%	8.8		%
Adjustments:
Total restaurant-level operating income adjustments (1)	—			—			434			—
Asset impairments and closure-related charges (2)	16,225			—			28,746			—



Strategic initiative fees (3)	1,000			—			1,000			—
Total income from operations adjustments	17,225			—			30,180			—
Adjusted income from operations	$	63,356		$	89,446		$	153,404		$	210,079
Adjusted operating income margin	5.7		%	7.8		%	6.6		%	8.8		%

U.S. Segment
Income from operations	$	79,677		$	103,008		$	177,161		$	236,251
Operating income margin	8.2		%	10.2		%	8.8		%	11.3		%
Adjustments:
Total restaurant-level operating income adjustments (1)	—			—			434			—
Asset impairments and closure-related charges (4)	2,173			—			13,858			—
Strategic initiative fees (3)	1,000			—			1,000			—

Total income from operations adjustments	3,173			—			15,292			—
Adjusted income from operations	$	82,850		$	103,008		$	192,453		$	236,251
Adjusted operating income margin	8.5		%	10.2		%	9.5		%	11.3		%

International Segment
(Loss) income from operations	$	(874)		$	20,486		$	14,888		$	44,994
Operating (loss) income margin	(0.6)		%	13.9		%	5.0		%	15.0		%

Adjustments:
Asset impairments and closure-related charges (5)	14,051			—			14,100			—


Total income (loss) from operations adjustments	14,051			—			14,100			—
Adjusted income from operations	$	13,177		$	20,486		$	28,988		$	44,994
Adjusted operating income margin	9.1		%	13.9		%	9.8		%	15.0		%

_________________

(1)See Table Four Restaurant-level and Adjusted Restaurant-Level Operating Income and Margins Non-GAAP Reconciliations for details regarding restaurant-level operating income adjustments.

(2)Includes asset impairment, closure costs and severance primarily in connection with the Q2 2024 decision to close nine restaurants in Hong Kong and the Q4 2023 decision to close 36 older, predominately underperforming U.S. restaurants.

(3)Represents fees incurred in connection with a project-based strategic initiative. The costs incurred represent third-party consulting fees related to a strategic initiative to develop revenue growth management capabilities for Outback Steakhouse and are included in General and administrative expense. We expect to incur additional fees for this project for the remainder of 2024. Given the expected magnitude and scope of this initiative and that it is not expected to recur in the foreseeable future after 2024, we consider these incremental expenses to be distinct from other consulting fees that we incur in the ordinary course of business and not reflective of the ongoing costs to operate our business or operating performance in the period.

(4)Includes asset impairment, closure costs and severance in connection with the Q4 2023 decision to close 36 older, predominately underperforming restaurants.

(5)Includes asset impairment and closure costs primarily in connection with the decision to close nine restaurants in Hong Kong.


TABLE SEVEN
BLOOMIN’ BRANDS, INC.
ADJUSTED NET INCOME AND ADJUSTED DILUTED EARNINGS PER SHARE NON-GAAP RECONCILIATIONS
(UNAUDITED)

	THIRTEEN WEEKS ENDED				TWENTY-SIX WEEKS ENDED
(in thousands, except per share data)	JUNE 30, 2024		JUNE 25, 2023		JUNE 30, 2024		JUNE 25, 2023
Net income (loss) attributable to Bloomin’ Brands	$	28,403	$	68,277	$	(55,469)	$	159,588


Adjustments:
Income from operations adjustments (1)	17,225		—		30,180		—
Loss on extinguishment of debt (2)	—		—		135,797		—

Total adjustments, before income taxes	17,225		—		165,977		—
Adjustment to provision for income taxes (3)	(602)		—		(1,968)		—
Net adjustments	16,623		—		164,009		—
Adjusted net income	$	45,026	$	68,277	$	108,540	$	159,588

Diluted earnings (loss) per share	$	0.32	$	0.70	$	(0.64)	$	1.63
Adjusted diluted earnings per share (4)(5)	$	0.51	$	0.70	$	1.18	$	1.63







Diluted weighted average common shares outstanding (5)	88,632		97,401		86,856		97,706
Adjusted diluted weighted average common shares outstanding (4)(5)	88,632		97,401		92,004		97,706

________________

(1)See Table Six Adjusted Income from Operations and Margin Non-GAAP Reconciliations above for details regarding Income from operations adjustments.

(2)Includes losses in connection with the partial repurchase of the 2025 Notes.

(3)Includes the tax effects of non-GAAP adjustments determined based on the nature of the underlying non-GAAP adjustments and their relevant jurisdictional tax rates for all periods presented. The difference between GAAP and adjusted effective income tax rates during the thirteen weeks ended June 30, 2024 primarily relates to asset impairment and closure costs in Hong Kong with no corresponding tax benefit as a result of a full valuation allowance against deferred tax assets in that jurisdiction. The difference between GAAP and adjusted effective income tax rates for the twenty-six weeks ended June 30, 2024 primarily relates to nondeductible losses and other tax costs associated with the partial repurchase of the 2025 Notes.

(4)Adjusted diluted weighted average common shares outstanding for the thirteen weeks ended June 30, 2024 and June 25, 2023 and the twenty-six weeks ended June 30, 2024 and June 25, 2023 were calculated including the effect of 1.0 million, 5.0 million, 2.7 million and 4.9 million dilutive securities, respectively, for outstanding 2025 Notes and the effect of 0.6 million, 3.3 million, 1.9 million and 3.2 million dilutive securities, respectively, for the Warrant Transactions, as defined below. In connection with the offering of the 2025 Notes, we entered into convertible note hedge transactions (the “Convertible Note Hedge Transactions”) and concurrently entered into warrant transactions relating to the same number of shares of our common stock (the “Warrant Transactions”). If our stock price is in excess of the conversion price of the 2025 Notes ($10.94 and $11.37 as of June 30, 2024 and June 25, 2023, respectively), the Convertible Note Hedge Transactions deliver shares to offset dilution from the 2025 Notes, which, in combination with the warrant transactions, effectively offset dilution from the 2025 Notes up to the strike price of the Warrant Transactions ($15.32 and $15.92 as of June 30, 2024 and June 25, 2023, respectively). Adjusted diluted earnings per share and adjusted diluted weighted average common shares outstanding for the thirteen and twenty-six weeks ended June 25, 2023 have been recast to remove the 5.0 million and 4.9 million share benefit, respectively, of the Convertible Note Hedge Transactions which was previously included as a non-GAAP share adjustment.

(5)Due to a GAAP net loss, antidilutive securities are excluded from diluted weighted average common shares outstanding for the twenty-six weeks ended June 30, 2024. However, considering the adjusted net income position, adjusted diluted weighted average common shares outstanding incorporates securities that would have been dilutive for GAAP.

Following is a summary of the financial statement line item classification of the net income (loss) adjustments:


	THIRTEEN WEEKS ENDED				TWENTY-SIX WEEKS ENDED
(dollars in thousands)	JUNE 30, 2024		JUNE 25, 2023		JUNE 30, 2024		JUNE 25, 2023


Labor and other related	$	—	$	—	$	434	$	—


General and administrative	1,547		—		3,974		—
Provision for impaired assets and restaurant closings	15,678		—		25,772		—
Loss on extinguishment of debt	—		—		135,797		—



Provision for income taxes	(602)		—		(1,968)		—
Net adjustments	$	16,623	$	—	$	164,009	$	—


TABLE EIGHT
BLOOMIN’ BRANDS, INC.
COMPARATIVE RESTAURANT INFORMATION
(UNAUDITED)
Number of restaurants:	MARCH 31, 2024	OPENINGS	CLOSURES	JUNE 30, 2024
U.S.
Outback Steakhouse
Company-owned	544	5	—	549
Franchised	125	—	—	125
Total	669	5	—	674
Carrabba’s Italian Grill
Company-owned	192	—	—	192
Franchised	18	—	—	18
Total	210	—	—	210
Bonefish Grill
Company-owned	162	—	—	162
Franchised	4	—	—	4
Total	166	—	—	166
Fleming’s Prime Steakhouse & Wine Bar
Company-owned	64	—	(1)	63
Aussie Grill
Company-owned	4	—	—	4
Franchised	2	—	—	2
Total	6	—	—	6
U.S. total (1)	1,115	5	(1)	1,119
International
Company-owned
Outback Steakhouse - Brazil (2)	159	6	—	165

Other (2)(3)	37	1	—	38
Franchised
Outback Steakhouse - South Korea (1)	92	2	(1)	93
Other (3)	48	2	—	50
International total	336	11	(1)	346
System-wide total	1,451	16	(2)	1,465
System-wide total - Company-owned	1,162	12	(1)	1,173
System-wide total - Franchised	289	4	(1)	292

____________________

(1)Excludes three off-premises only kitchens as of June 30, 2024. One location was Company-owned in the U.S and all others were franchised in South Korea as of June 30, 2024.

(2)The restaurant counts for Brazil, including Abbraccio and Aussie Grill restaurants within International Company-owned Other, are reported as of February 29, 2024 and May 31, 2024, respectively, to correspond with the balance sheet dates of this subsidiary.

(3)International Company-owned Other and International Franchised Other included two and six Aussie Grill locations, respectively, as of June 30, 2024.


TABLE NINE
BLOOMIN’ BRANDS, INC.
COMPARABLE RESTAURANT SALES INFORMATION
(UNAUDITED)
	THIRTEEN WEEKS ENDED				TWENTY-SIX WEEKS ENDED


	JUNE 30, 2024 (1)		JUNE 25, 2023			JUNE 30, 2024 (1)		JUNE 25, 2023
Year over year percentage change:
Comparable restaurant sales (restaurants open 18 months or more):
U.S. (2)
Outback Steakhouse	(0.1)	%	0.6	%		(0.7)	%	2.8	%
Carrabba’s Italian Grill	2.0	%	3.5	%		1.2	%	5.1	%
Bonefish Grill	(2.0)	%	0.5	%		(3.5)	%	3.4	%
Fleming’s Prime Steakhouse & Wine Bar	(1.1)	%	(2.5)	%		(1.5)	%	0.4	%
Combined U.S.	(0.1)	%	0.8	%		(0.9)	%	3.1	%
International
Outback Steakhouse - Brazil (3)(4)	(1.1)	%	4.1	%		(1.0)	%	9.1	%

Traffic:
U.S.
Outback Steakhouse	(4.1)	%	(5.4)	%		(4.1)	%	(3.5)	%
Carrabba’s Italian Grill	(1.8)	%	(0.8)	%		(2.3)	%	0.5	%
Bonefish Grill	(4.8)	%	(4.4)	%		(6.0)	%	(2.0)	%
Fleming’s Prime Steakhouse & Wine Bar	(8.2)	%	(2.3)	%		(6.5)	%	(1.1)	%
Combined U.S.	(3.8)	%	(4.2)	%		(4.1)	%	(2.4)	%
International
Outback Steakhouse - Brazil (3)	(2.7)	%	(4.0)	%		(3.3)	%	(0.9)	%

Average check per person (5):
U.S.
Outback Steakhouse	4.0	%	6.0	%		3.4	%	6.3	%
Carrabba’s Italian Grill	3.8	%	4.3	%		3.5	%	4.6	%
Bonefish Grill	2.8	%	4.9	%		2.5	%	5.4	%
Fleming’s Prime Steakhouse & Wine Bar	7.1	%	(0.2)	%		5.0	%	1.5	%
Combined U.S.	3.7	%	5.0	%		3.2	%	5.5	%
International
Outback Steakhouse - Brazil (3)	1.0	%	8.5	%		1.8	%	10.0	%

____________________

(1)For Q2 2024, comparable restaurant sales, traffic and average check per person compare the thirteen weeks from April 1, 2024 through June 30, 2024 to the thirteen weeks from April 3, 2023 through July 2, 2023, and for the twenty-six weeks from January 1, 2024 through June 30, 2024 to the twenty-six weeks from January 2, 2023 through July 2, 2023. See Table Ten for details regarding our fiscal and comparable basis calendars.

(2)Relocated restaurants closed more than 60 days are excluded from comparable restaurant sales until at least 18 months after reopening.

(3)Excludes the effect of fluctuations in foreign currency rates and the benefit of the Brazil value added tax exemptions.

(4)Includes trading day impact from calendar period reporting.

(5)Includes the impact of menu pricing changes, product mix and discounts.

TABLE TEN

BLOOMIN’ BRANDS, INC.

FISCAL AND COMPARABLE CALENDAR CALCULATION DATES

(UNAUDITED)

Fiscal Calendar Basis

Comparable Calendar Basis

January 1, 2024 - March 31, 2024

vs.

December 26, 2022 - March 26, 2023

January 2, 2023 - April 2, 2023

April 1, 2024 - June 30, 2024

vs.

March 27, 2023 - June 25, 2023

April 3, 2023 - July 2, 2023

July 1, 2024 - September 29, 2024

vs.

June 26, 2023 - September 24, 2023

July 3, 2023 - October 1, 2023

September 30, 2024 - December 29, 2024

vs.

September 25, 2023 - December 31, 2023

October 2, 2023 - December 31, 2023

Total Year

January 1, 2024 - December 29, 2024

vs.

December 26, 2022 - December 31, 2023

January 2, 2023 - December 31, 2023

____________________

Note: Financial statements for 2024 are reported on a Fiscal Calendar Basis. Due to the 53rd week in Fiscal Year 2023, our financial statement comparisons are one week different year over year. Comparable restaurant sales are reported on a Comparable Calendar Basis. We believe this provides the most accurate assessment of comparable sales.

SOURCE: Bloomin’ Brands, Inc.

Document and Entity Information	Aug. 06, 2024 $ / shares
Document and Entity Information [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 06, 2024
Entity Registrant Name	BLOOMIN’ BRANDS, INC.
Entity Incorporation, State Code	DE
Entity File Number	001-35625
Entity Tax Identification Number	20-8023465
Entity Address, Address Line One	2202 North West Shore Boulevard
Entity Address, Address Line Two	Suite 500
Entity Address, City	Tampa
Entity Address, State	FL
Entity Address, Postal Zip Code	33607
City Area Code	813
Local Phone Number	282-1225
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Security Trading Currency	USD
Title of 12(b) Security	Common Stock
Par Value Per Share	$ 0.01
Trading Symbol	BLMN
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0001546417