10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

þ ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2012

or

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

For the transition period from              to             

Commission file number: 001-35511

BURGER KING WORLDWIDE, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware	45-5011014
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
5505 Blue Lagoon Drive, Miami, Florida	33126
(Address of Principal Executive Offices)	(Zip Code)

(305) 378-3000

Registrant’s telephone number, including area code

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

Title of each class	Name of each exchange on which registered
Common Stock, Par Value $0.01 per Share	New York Stock Exchange

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

None

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes        ¨  No  þ

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes        ¨  No  þ

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes        þ  No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes        þ  No  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer  ¨	Accelerated filer  ¨	Non-accelerated filer  þ	Smaller reporting company   ¨
	(Do not check if a smaller reporting company)

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes        ¨  No  þ

The aggregate market value of the common equity held by non-affiliates of the registrant on June 30, 2012, computed by reference to the closing price for such stock on the New York Stock Exchange on such date, was $928,916,314.

The number of shares outstanding of the registrant’s common stock as of February 11, 2013 was 350,332,742 shares.

DOCUMENTS INCORPORATED BY REFERENCE:

Portions of the registrant’s definitive proxy statement for the 2013 Annual Meeting of Stockholders, which is to be filed no later than 120 days after December 31, 2012, are incorporated by reference into Part III of this Form 10-K.

BURGER KING WORLDWIDE, INC.

2012 FORM 10-K ANNUAL REPORT

TABLE OF CONTENTS

		Page
PART I
Item 1.	Business		3
Item 1A.	Risk Factors		15
Item 1B.	Unresolved Staff Comments		29
Item 2.	Properties		30
Item 3.	Legal Proceedings		30
Item 4.	Mine Safety Disclosure		30
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		31
Item 6.	Selected Financial Data		32
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		35
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk		63
Item 8.	Financial Statements and Supplementary Data		65
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure		142
Item 9A.	Controls and Procedures		142
PART III
Item 10.	Directors, Executive Officers and Corporate Governance		142
Item 11.	Executive Compensation		144
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		144
Item 13.	Certain Relationships and Related Transactions, and Director Independence		144
Item 14.	Principal Accounting Fees and Services		144
PART IV
Item 15.	Exhibits and Financial Statement Schedules		144

Burger King^® and Whopper^® are trademarks of Burger King Corporation. References to Fiscal 2010 and Fiscal 2009 in this Form 10-K are to the fiscal years ended June 30, 2010 and 2009, respectively, references to the Transition Period are to the six months ended December 31, 2010 and references to 2012 and 2011 are to the fiscal years ended December 31, 2012 and 2011, respectively. Unless the context otherwise requires, all references to “we”, “us”, “our” and “Company” refer to Burger King Worldwide, Inc. and its subsidiaries.

In this document, we rely on and refer to information regarding the restaurant industry, the quick service restaurant segment and the fast food hamburger restaurant category that has been prepared by the industry research firm The NPD Group, Inc. (which prepares and disseminates Consumer Reported Eating Share Trends, or CREST^® data) or compiled from market research reports, analyst reports and other publicly available information. All industry and market data that are not cited as being from a specified source are from internal analysis based upon data available from known sources or other proprietary research and analysis.

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Item 1. Business

Overview

Burger King Worldwide, Inc. (“BKW”, the “Company” or “we”) is a Delaware corporation formed on April 2, 2012 and the indirect parent of Burger King Corporation (“BKC”), a Florida corporation that franchises and operates fast food hamburger restaurants, principally under the Burger King^® brand. We are the world’s second largest fast food hamburger restaurant, or FFHR, chain as measured by the total number of restaurants. As of December 31, 2012, we owned or franchised a total of 12,997 restaurants in 86 countries and U.S. territories. Of these restaurants, 418 were Company restaurants and 12,579, or approximately 97% of all Burger King restaurants, were owned by our franchisees. Our restaurants are limited service restaurants that feature flame-grilled hamburgers, chicken and other specialty sandwiches, french fries, soft drinks and other affordably-priced food items. We believe our restaurants appeal to a broad spectrum of consumers, with multiple day parts appealing to different customer groups. During our more than 50 years of operating history, we have developed a scalable and cost-efficient quick service hamburger restaurant model that offers customers fast, delicious food at affordable prices.

We generate revenues from three sources: (1) franchise revenues, consisting primarily of royalties based on a percentage of sales reported by franchise restaurants and fees paid by franchisees, (2) property income from properties that we lease or sublease to franchisees and (3) retail sales at Company restaurants.

We believe that we can deliver value to our shareholders and enhance the Burger King brand by focusing our efforts on the stewardship of our brand. We currently have a higher percentage of franchise restaurants than our major competitors in the FFHR category, and our goal is to transition to a nearly 100% franchised business model. We believe that our franchise-dominated business model will increase our profitability and cash flow since the capital required to expand our restaurant portfolio and re-image and maintain existing Burger King restaurants will principally be provided by our franchisees. Furthermore, we believe that our shift away from significant restaurant ownership will permit us to focus on narrowing the average restaurant sales gap with our peers, through menu innovation, franchisee operational support and brand development.

Our History

We were founded in 1954 when James McLamore and David Edgerton opened the first Burger King restaurant in Miami, Florida and in 1957 we introduced our signature Whopper^® sandwich. In October 2010 we were acquired by 3G Capital Special Situations Fund II, L.P. (“3G”), which is controlled by 3G Capital Partners, Ltd., an investment firm based in New York (“3G Capital”). On June 20, 2012, upon our merger with a subsidiary of Justice Holdings Limited (“Justice”), we changed our name to Burger King Worldwide, Inc. and listed our shares on the New York Stock Exchange under the symbol “BKW”.

Our Industry

We operate in the FFHR category of the quick service restaurant, or QSR, segment of the restaurant industry. In the United States, the QSR segment is the largest segment of the restaurant industry and has demonstrated steady growth over a long period of time. According to The NPD Group, Inc. (“NPD Group”), which prepares and disseminates CREST^® data, QSR consumer spending has grown at an annual rate of 3% over the past 10 years, totaling approximately $248 billion for the 12-month period ended November 2012.

According to NPD Group, the FFHR category is the largest category in the QSR segment, generating consumer spending of $72.0 billion in the United States for the 12-month period ended November 2012, representing 29% of total QSR consumer spending. According to NPD Group, for the 12-month period ended November 2012, Burger King accounted for approximately 12% of total FFHR consumer spending in the United States.

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Our Business Strategy

We believe there are significant growth opportunities for our Company and the Burger King system by:

• Driving Sales and Traffic in the U.S. and Canada:    We have identified the four priorities, or “pillars,” that we believe will enable us to drive future sales and traffic in the U.S. and Canada.

• Menu.    The strength of our menu has been built on our distinct flame-grilled cooking platform to make better tasting burgers. During 2012, we launched four new menu platforms (salads, wraps, smoothies and desserts) and expanded our chicken, coffee and ancillary menu platforms. We will continue to optimize our menu by focusing on our core products, such as our flagship Whopper sandwich, while broadening the depth and breadth of our menu to appeal to a broader range of consumers.

• Marketing Communications.    We have established a data driven marketing process which is focused on driving restaurant sales and traffic, while targeting a broader consumer base with more inclusive messaging to reach women, parties with children and seniors. We have launched a new food-centric marketing strategy with the tagline “Taste is King”, which we believe will refocus our consumers on our food, which is our core asset. We believe that this food-centric marketing strategy will allow us to strike a balance between value promotions and premium limited time offerings to drive profitable restaurant sales and traffic.

• Operations.    We believe that improving restaurant operations and enhancing the customer experience are key components to increasing the profitability of the Burger King system. As part of our franchisee-focused approach to our business, we have implemented standardized restaurant crew training and restructured our field teams to significantly increase our field presence and more closely align the compensation of these field teams with restaurant performance.

• Image.    We believe that re-imaged Burger King restaurants increase curb appeal and result in increased customer sales. Our goal is to have 40% of our U.S. and Canada Burger King restaurants on a modern image by 2015. We have lowered the cost of remodeling restaurants by improving the supply chain and providing franchisees with financial incentives and access to a third-party financing program to assist them in their remodeling efforts. Re-imaged restaurants have experienced a sales uplift of approximately 10-15% on average, enabling our franchisees the opportunity to achieve an attractive return on their investment.

• Accelerating international development:    We believe that international development will be one of the principal drivers of long-term growth of the business and value for our shareholders. We seek to accelerate our international growth by:

• creating strategic joint ventures with accelerated development targets, in which we retain a significant minority equity interest without deploying new capital; and

• entering into master franchise and development agreements with experienced local operators.

Generally, these strategic arrangements grant one or more franchisees the exclusive right to develop and manage Burger King restaurants in a specific country or region. We expect to focus our international expansion plans predominantly in high-growth emerging markets where we believe our current penetration is low relative to our potential. We believe this strategy will permit us to capitalize on under-penetrated markets and rising middle class consumer spending.

During 2012, we entered into joint venture agreements for China, Russia, South Africa and Central America and granted master franchise and development rights for each market. We also entered into an agreement with our largest franchisee in Mexico to establish a joint venture in that country, which we expect will close in 2013. In each joint venture, we typically pair a proven local operator with a strong financial partner while retaining an equity stake and board seats. Also during 2012, we entered into development agreements with franchisees in Singapore, Malaysia, Vietnam, Korea, the Nordic countries (Norway, Sweden and Denmark) and Colombia, and we are actively seeking strategic partners to accelerate our international expansion in other countries.

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• Continuing to Implement our Refranchising Initiative:    As part of our goal to approach a nearly 100% franchised business model, we continue to focus on refranchising Company restaurants to new and existing franchisees. We believe that our refranchising strategy will continue to enhance our cash flow, accelerate our re-imaging initiative and strengthen relationships with key franchisees.

Once we have reached a nearly 100% franchise system, we believe we will be one of the few pure franchise and real estate companies in our QSR peer group. During 2012, we refranchised 871 Company restaurants, of which 752 were located in the United States and 119 were located in other countries, bringing our system to 97% franchised. As a result of our refranchising activity, we have achieved significant progress towards our goal and, as of December 31, 2012, had 12,579 Burger King franchise restaurants and 418 Company restaurants, as compared to 11,217 and 1,295, respectively, as of December 31, 2011.

• Driving corporate-level G&A efficiencies:    We are committed to maintaining our corporate-level G&A at current levels through our “Zero Based Budgeting” program. This annual planning method is designed to build a strong ownership culture by requiring departmental budgets to estimate and justify costs and expenditures from a “zero base,” rather than focusing on the prior year’s base. As part of our commitment, we tie a significant portion of management’s incentive compensation specifically to our G&A budget.

Global Operations

We operate in four reporting segments: (i) the U.S. and Canada; (ii) Europe, the Middle East and Africa, or EMEA; (iii) Latin America and the Caribbean, or LAC and (iv) Asia Pacific, or APAC. We grant franchises to operate restaurants using Burger King trademarks, trade dress and other intellectual property, uniform operating procedures, consistent quality of products and services and standard procedures for inventory control and management. Additional financial information about geographic segments is incorporated herein by reference to Management’s Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 and Segment Reporting in Part II, Item 8 in Note 20 of this Form 10-K.

The table below sets forth our restaurant portfolio in each of our four operating segments as of December 31, 2012:

	Worldwide			U.S. & Canada			EMEA			LAC			APAC
Restaurants
Company		418			183			132			100			3
Franchise		12,579			7,293			2,989			1,290			1,007
Total		12,997			7,476			3,121			1,390			1,010
% Total		100	%		57	%		24	%		11	%		8	%

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United States and Canada (U.S. and Canada)

As of December 31, 2012, we had 7,293 franchise restaurants and 183 Company restaurants in the U.S. and Canada, as compared to 6,561 and 939, respectively, as of December 31, 2011. During 2012, we refranchised 752 restaurants in the U.S. and Canada, bringing the region to 98% franchised as of December 31, 2012. In connection with the refranchising to Carrols Restaurant Group, Inc., our largest franchisee (“Carrols”), we received cash, a 28.9% equity interest in Carrols and board seats. During 2012, we also continued to implement our Four Pillars strategy to improve comparable sales growth and franchise profitability by enhancing our Menu, Marketing Communications, Image, and Operations. We believe that this approach will enable us to deliver an enjoyable customer experience and improve the attractiveness of our brand to current and prospective franchisees by driving positive, profitable sales growth.

The table below sets forth our restaurant portfolio in the U.S. and Canada as of December 31, 2012 and 2011:

	Number of Restaurants
	2012		2011
Country:
US		7,183		7,204
Canada		293		296
Total		7,476		7,500

Europe, the Middle East and Africa (EMEA)

EMEA is the second largest region, as measured by number of restaurants. As of December 31, 2012, we had 2,989 franchise restaurants and 132 Company restaurants in EMEA, as compared to 2,690 and 192, respectively, as of December 31, 2011. While Germany continues to be the largest market in EMEA with 684 restaurants as of December 31, 2012, Turkey and Russia are two of our fastest growing markets with net openings of 78 restaurants and 47 restaurants, respectively, during 2012. During 2012, we refranchised all of our Company restaurants in the United Kingdom, bringing the region to 96% franchised. We plan to refranchise our remaining Company restaurants in Germany and Spain during 2013. We will continue to evaluate opportunities to accelerate development, including through the establishment of master franchises with exclusive development rights and joint ventures with new and existing franchisees. We believe there are significant growth opportunities throughout the EMEA region.

As part of our international growth strategy, we entered into several important agreements in 2012:

• Russia.    In June 2012, we entered into a joint venture agreement in Russia to accelerate unit development in this attractive growth market. We partnered with VTB Capital, the investment arm of Russia’s second largest bank, and Burger King’s largest Russian franchisee, Burger Rus. We granted exclusivity and sub-franchising rights in the Russian market to the joint venture, and received a minority equity stake and board seats, without deploying our own capital.

• South Africa.    In November 2012, we entered into a joint venture agreement with Grand Parade Investments, Ltd. (GPI), a leading operator of hospitality, gaming and leisure companies in the region, to develop the Burger King brand in South Africa. We believe Sub-Saharan Africa represents an attractive long-term growth opportunity, and this agreement will enable Burger King to begin building its brand in the region. We granted the joint venture exclusive development and sub-franchising rights in the country and received a minority equity stake without deploying our own capital. The opening of the first restaurant is planned for Cape Town in 2013.

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• Autogrill.    In November 2012, we entered into an agreement with Autogrill to develop Burger King restaurants at captive locations such as highways, train stations and airports in France, Switzerland, Poland, Italy, Czech Republic, Germany and the Netherlands. We are underpenetrated in many of these countries compared to our peers, and believe that this agreement is an important first step to accelerate development in the region.

The table below sets forth our restaurant portfolio in our major markets in EMEA and all other markets as of December 31, 2012 and 2011:

	Number of Restaurants
	2012		2011
Country:
Germany		684		678
Spain		522		484
Turkey		486		408
UK		473		469
Italy		91		72
Russia		86		39
Saudi Arabia		80		64
Sweden		79		71
UAE		68		60
Kuwait		64		61
Netherlands		56		54
Norway		32		32
Other		400		390
Total		3,121		2,882

Latin America and the Caribbean (LAC)

As of December 31, 2012, we had 1,290 franchise and 100 Company restaurants in LAC, as compared to 1,125 and 97, respectively, as of December 31, 2011. In 2011, BKW entered into a joint venture agreement with Vinci Partners for Brazil and granted exclusive master franchise and development rights to the joint venture. We received a significant minority stake and board seats in the joint venture without deploying our own capital. We are encouraged by the initial success of our joint venture in Brazil. We believe that there are significant growth opportunities in LAC, particularly in Brazil, Mexico, Colombia and Central America.

As part of our international growth strategy, we entered into several important agreements in 2012:

• Colombia.    In October 2012, we entered into an exclusive agreement with Fondo Escala Capital and Promotora to develop Burger King restaurants in Colombia.

• Mexico.    In December 2012, we entered into an agreement with Alsea S.A.B. de C.V., the parent of our largest franchisee in Mexico, to establish a joint venture in Mexico. Under this agreement, we will contribute all of our Company restaurants in Mexico and grant exclusive master franchise and development rights for Mexico to the joint venture. We will receive a significant minority interest in the joint venture, cash and board seats. We expect this transaction to close in 2013, at which time LAC will become 100% franchised.

• Central America.    In December 2012, we created a joint venture in Central America with BEBOCA LTD, our franchisee in Costa Rica and Panama. This multi-country joint venture is a first of its kind for the Burger King brand worldwide. The new joint venture acquired exclusive master franchise and development rights for Costa Rica, El Salvador, Guatemala, Honduras, Nicaragua and Panama. We received a significant minority stake in the joint venture without deploying our own capital.

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The table below sets forth our restaurant portfolio in our major markets in LAC and in all other markets as of December 31, 2012 and 2011:

	Number of Restaurants
	2012		2011
Country:
Mexico		431		415
Brazil		224		140
Puerto Rico		183		180
Argentina		65		58
Venezuela		63		54
Colombia		28		18
Other		396		357
Total		1,390		1,222

Asia Pacific (APAC)

As of December 31, 2012, we had 1,007 franchise and 3 Company restaurants in APAC, as compared to 841 and 67, respectively, as of December 31, 2011. Australia is the largest market in APAC, with 357 restaurants as of December 31, 2012, all of which are franchised and operated under the name Hungry Jack’s^®, a brand that we own in Australia and New Zealand. Australia is the only market in which we operate under a brand other than Burger King. We believe there are significant growth opportunities in APAC, and we will continue to pursue master franchise agreements and joint ventures throughout the region.

As part of our international growth strategy, we entered into several important agreements in 2012:

• China.    In June 2012, we entered into a joint venture agreement for China to accelerate unit development in this attractive growth market. We partnered with Cartesian Capital Group, a global private equity firm, and members of the Kurdoglu family, who operate BKW’s largest international franchisee, TAB Gida. We contributed our 44 Company restaurants in China to the joint venture in exchange for a significant minority equity stake and board seats, and we granted exclusive development and sub-franchising rights for the Chinese market to the joint venture.

• Singapore / Malaysia.    In September 2012, we sold 38 company-owned restaurants to Rancak Selera, the current Burger King franchisee in Malaysia. As part of the transaction, BKW and Rancak Selera entered into master franchise and development agreements to further develop the Burger King brand in both Malaysia and Singapore over the next 20 years.

The table below sets forth our restaurant portfolio in our major markets in APAC and in all other markets as of December 31, 2012 and 2011:

	Number of Restaurants
	2012		2011
Country:
Australia		357		347
South Korea		139		128
China		86		56
New Zealand		82		79
Japan		64		44
Malaysia		43		34
Singapore		41		45
Indonesia		40		30
Thailand		29		27
Other		129		118
Total		1,010		908

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U.S. and Canada Re-imaging Program

As part of our Four Pillars strategy for the U.S. and Canada, we have implemented a re-imaging program to enhance our customers’ restaurant experience. We have developed a modern “20/20” restaurant design, which draws inspiration from our signature flame-grilled cooking process and incorporates a variety of innovative elements to a backdrop that evokes the industrial look of corrugated metal, brick, wood and concrete. Rigorous consumer testing confirmed the 20/20 image was the right one for Burger King. Re-imaged restaurants have experienced a sales uplift of approximately 10% to 15%, on average. The average cost to re-image a restaurant is approximately $300,000, down from approximately $500,000-$600,000.

Our goal is to have 40% of U.S. and Canada Burger King restaurants on a modern image by 2015. As of December 31, 2012, 19% of the restaurants in the U.S. and Canada are on a modern image, up from 11% as of December 31, 2011. During 2012 we instituted an initiative in the U.S. to accelerate the pace of re-imaging by offering temporary financial incentives to franchisees. We also introduced a third party lending program to provide financing to U.S. franchisees to facilitate their remodeling efforts. We believe that our lower-cost 20/20 image remodel, coupled with favorable financing terms offered by the third party lending program, is a cost effective solution that will drive meaningful sales uplifts and provide an attractive return on investment for our franchisees.

Marketing Fund

Our company restaurants and our franchisees make monthly contributions, generally 4% to 5% of restaurant gross sales, to managed advertising funds. Advertising contributions are used to pay for expenses relating to marketing, advertising and promotion, including market research, production, advertising costs, sales promotions and other support functions. In addition to the mandated advertising fund contributions, U.S. franchisees may elect to participate in certain local advertising campaigns at the Designated Market Area level by making contributions beyond those required for participation in the national advertising fund.

In the U.S. and Canada and other markets where we have historically owned Company restaurants, the Company manages the advertising fund. In other international markets, franchisees make contributions into franchisee-managed advertising funds. As part of our global marketing strategy, we provide franchisees with advertising support and guidance in order to deliver a consistent global brand message.

In the United States and in countries where we have Company restaurants or manage the advertising fund, we coordinate the development, budgeting and expenditures for all marketing programs, as well as the allocation of advertising and media contributions, among national, regional and local markets, subject in the United States to minimum expenditure requirements for media costs and certain restrictions as to new media channels. We are required, however, under our U.S. franchise agreements, to discuss the types of media in our advertising campaigns and the percentage of the advertising fund to be spent on media with the recognized franchisee association, currently the National Franchisee Association, Inc. In the United States and certain other markets, we typically conduct a non-binding poll of our franchisees before introducing any nationally- or locally-advertised price or discount promotion to gauge the level of support for the campaign.

In 2012, the advertising fund in the United States was impacted by a temporary reduction in advertising fund contributions paid by the Company and U.S. franchisees associated with incentives to accelerate implementation of restaurant equipment initiatives, and we expect that the reduction in advertising contributions will continue until 2016.

Product Development

New product development is a key driver of our long-term success. We believe the development of new products can drive traffic by expanding our customer base, allow restaurants to expand into new day parts, and

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continue to build brand leadership in food quality and taste. Product innovation begins with an intensive, data-driven research and development process that analyzes potential new menu items, including extensive consumer testing and ongoing analysis of the economics of food cost, margin and final price point.

As part of the “Menu” pillar in the U.S. and Canada, we launched four new menu platforms (salads, wraps, smoothies and desserts) and expanded our chicken, coffee and ancillary menu platforms. In 2013, our menu strategy will focus on enhancing core menu items, such as our great tasting line of burgers, while also introducing a variety of new products across multiple platforms. We expect to maintain a rigorous pace of new product innovation through the introduction of new products that will balance premium menu items with value offerings.

Operations Support

Our operations strategy is designed to drive best-in-class restaurant operations by our franchisees and improve friendliness, cleanliness, speed of service and overall guest satisfaction to drive long-term growth. We have uniform operating standards and specifications relating to selection of menu items, maintenance and cleanliness of the premises and employee conduct. In addition, all Burger King restaurants are required to be operated in accordance with quality assurance and health standards which we establish, as well as standards set by federal, state and local governmental laws and regulations. These standards include food preparation rules regarding, among other things, minimum cooking and holding times and temperatures, sanitation and cleanliness.

We closely supervise the operation of all of our Company restaurants to help ensure that standards and policies are followed and that product quality, guest service and cleanliness of the restaurants are maintained. We require each franchisee’s managing owner and designated restaurant manager to complete initial and ongoing training programs provided by us, including minimum periods of classroom and on the job training. In the U.S., we and an independent outside vendor administer the Restaurant Food Safety certification, which is intended to bring heightened awareness to food safety, and includes immediate follow-up procedures to take any action needed. Additionally, to improve our focus on in-store operations, we use “GUEST TRAC” surveys in the U.S. and many other countries to assess customer satisfaction with restaurant operations. We have improved our responsiveness to guest experience reporting through a more user-friendly website.

During 2012, we implemented a field optimization project in the U.S. to significantly increase our field presence to support franchise operations, which we believe will help improve restaurant operations. We adopted a new field management structure with “Sales, Profit, and Operations Coaches” who work shoulder-to-shoulder with restaurant teams to increase customer satisfaction, operational efficiency, and franchise profitability. Additionally, we reduced the number of restaurants managed by each coach to 30, down from 90, to enable coaches to work more closely with franchisees. Additionally, we incentivize our coaches so their compensation structure is linked to franchise restaurant performance. A coach’s compensation is measured on business performance and customer satisfaction scores through the GUEST TRAC system to drive sales, profitability and operational excellence across all major indicators of restaurant performance (friendliness, cleanliness, speed of service and food quality).

Franchise Agreements

General.    We grant franchises to operate restaurants using Burger King trademarks, trade dress and other intellectual property, uniform operating procedures, consistent quality of products and services and standard procedures for inventory control and management. For each franchise restaurant, we generally enter into a franchise agreement covering a standard set of terms and conditions. Recurring fees consist of monthly royalty and advertising payments. Franchisees report gross sales on a monthly basis and pay royalties based on reported sales.

Franchise agreements are not assignable without our consent, and we generally have a right of first refusal if a franchisee proposes to sell a restaurant. Defaults (including non-payment of royalties or advertising

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contributions, or failure to operate in compliance with our standards) can lead to termination of the franchise agreement. Prospective franchisees must meet our minimum approval criteria to ensure that they are adequately capitalized and that they satisfy certain other requirements.

U.S. and Canada.    In the U.S. and Canada, we typically enter into a separate franchise agreement for each restaurant. The typical franchise agreement in the U.S. and Canada has a 20-year term (for both initial grants and renewals of franchises) and contemplates a one-time franchise fee which must be paid in full before the restaurant opens for business, or in the case of renewal, before expiration of the current franchise term. Subject to the incentive programs described below, most existing franchise restaurants pay a royalty of 4.5% in the U.S. and 4.0% in Canada. Since June 2003, most new franchise restaurants opened and franchise agreements renewed in the United States generated royalties at the rate of 4.5% of gross sales for the full franchise term. The weighted average royalty rate in the U.S. and Canada was 3.9% as of December 31, 2012. In addition to their royalties, franchisees in the U.S. and Canada are generally required to make a contribution to the advertising fund equal to a percentage of gross sales, typically 4%, on a monthly basis.

During 2012, we offered franchisees reduced up-front franchise fees and limited-term royalty rate reductions to accelerate development of new restaurants. This development incentive program will remain in place during 2013. In addition, in an effort to improve the image of our restaurants in the United States, we offered U.S. franchisees reduced up-front franchise fees and limited-term royalty and advertising fund rate reductions to remodel restaurants in our 20/20 image during 2011 and 2012. These limited-term incentive programs are expected to negatively impact our effective royalty rate until 2021. However, we expect this impact to be partially mitigated as we will also be entering into new franchise agreements in the United States with a 4.5% royalty rate as well as benefits derived from sales increases as a result of our reimaging initiative.

International.    Historically, in our international markets, we entered into franchise agreements for each restaurant with up-front franchise fees and monthly royalties and advertising contributions each of up to 5% of gross sales. However, as part of our international growth strategy, we have increasingly entered into master franchise agreements or development agreements that grant franchisees exclusive development rights and, in some cases, require them to provide support services to other franchisees in their markets. We enter into these agreements with well capitalized partners who are willing to make substantial upfront equity commitments, agree to aggressive development targets, and have strong local management teams. The up-front franchise fees and royalty rate paid by master franchisees vary from country to country, depending on the facts and circumstances of each market.

In some countries, we have entered into master franchise agreements that allow franchisees to sub-franchise restaurants to other franchisees within their territory. In other countries, we have entered into arrangements with franchisees under which they have agreed to nominate third party franchisees to develop and operate restaurants within their respective territories under franchise agreements with us. As part of these arrangements, the franchisees have agreed to provide certain support services to franchisees on our behalf, and, in some cases, we have agreed to share royalties and franchise fees paid by such third party franchisees. As part of our international growth strategy, we are also entering into joint ventures with franchisees and granting master franchise and development rights to these entities. As part of these arrangements, we seek to receive a significant minority equity stake in the joint venture without deploying our capital. We expect to continue to use this investment vehicle as one of the strategies to increase our presence globally.

Franchise Restaurant Leases.    We have not historically required that we own the land or the building associated with our franchise restaurants and our standard franchise agreement does not contain a lease component. However, in implementing our refranchising initiative, we have, in many circumstances, retained the lease or title on the property and building associated with the refranchised restaurants. Consequently, the number of our property leases with franchisees increased significantly during 2012. To the extent that we lease or sublease the property to a franchisee, we will enter into a separate lease agreement. For properties that we lease

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from third-party landlords and sublease to franchisees, leases generally provide for fixed rental payments and may provide for contingent rental payments based on a restaurant’s annual gross sales. Franchisees who lease land only or land and building from us do so on a “triple net” basis. Under these triple net leases, the franchisee is obligated to pay all costs and expenses, including all real property taxes and assessments, repairs and maintenance and insurance. As of December 31, 2012, we leased or subleased to franchisees 1,741 properties in the U.S. and Canada and 132 properties in EMEA, primarily sites located in the U.K. and Germany. These properties represented approximately 24% and 4%, respectively, of our total franchise restaurant count in such regions. As of December 31, 2012, we did not own or lease any properties to franchisees in APAC or LAC.

Supply and Distribution

General. We establish the standards and specifications for most of the goods used in the development and operation of our restaurants and for the direct and indirect sources of supply of most of those items. These requirements help us assure the quality and consistency of the products sold at our restaurants and protect and enhance the image of the Burger King system and the Brand.

In general, we approve the manufacturers of the food, packaging and equipment products and other products used in Burger King restaurants, as well as the distributors of these products to Burger King restaurants. Franchisees are generally required to purchase these products from approved suppliers and distributors. We consider a range of criteria in evaluating existing and potential suppliers and distributors, including product and service consistency, delivery timeliness and financial condition.

U.S. and Canada. Restaurant Services, Inc., or RSI, is a not-for-profit, independent purchasing cooperative formed in 1992 to leverage the purchasing power of the Burger King system in the United States. As the purchasing agent for the Burger King system in the United States, RSI negotiates the purchase terms for most equipment, food, beverages (other than branded soft drinks) and other products such as promotional toys and paper products used in our restaurants. RSI is also authorized to purchase and manage distribution services on behalf of the Company restaurants and franchisees who appoint RSI as their agent for these purposes. As of December 31, 2012, RSI was appointed the distribution manager for approximately 91% of the restaurants in the United States. A subsidiary of RSI acts as purchasing agent for food and paper products for our Company and franchise restaurants in Canada under a contract with us. As of December 31, 2012, four distributors serviced approximately 85% of U.S. system restaurants and the loss of any one of these distributors would likely adversely affect our business.

In Fiscal 2000, we entered into long-term exclusive contracts with The Coca-Cola Company and Dr Pepper/Snapple, Inc. to supply Company restaurants and franchise restaurants with their products and which obligate Burger King restaurants in the United States to purchase a specified number of gallons of soft drink syrup. These volume commitments are not subject to any time limit. As of December 31, 2012, we estimate that it will take approximately 12 years to complete the Coca-Cola and Dr Pepper/Snapple, Inc. purchase commitments. If these agreements were terminated, we would be obligated to pay an aggregate amount equal to approximately $555.0 million as of December 31, 2012 based on an amount per gallon for each gallon of soft drink syrup remaining in the purchase commitments, interest and certain other costs.

International. There is currently no designated purchasing agent that represents franchisees in our international regions. We approve suppliers and distributors and use similar standards and criteria to evaluate international suppliers that we use for U.S. suppliers. Franchisees may propose additional suppliers, subject to our approval and established business criteria.

Intellectual Property

We own valuable intellectual property including trademarks, service marks, patents, copyrights, trade secrets and other proprietary information. As of December 31, 2012, we owned approximately 4,053 trademark and service mark registrations and applications and approximately 1,092 domain name registrations around the world, some of which are of material importance to our business. Depending on the jurisdiction, trademarks and

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service marks generally are valid as long as they are used and/or registered. We also have established the standards and specifications for most of the goods and services used in the development, improvement and operation of Burger King restaurants. These proprietary standards, specifications and restaurant operating procedures are trade secrets owned by us. Additionally, we own certain patents relating to equipment used in our restaurants and provide proprietary product and labor management software to our franchisees. Our patents are of varying duration.

Competition

We operate in the FFHR category of the QSR segment of the broader restaurant industry. We compete in the United States and internationally with many well-established food service companies on the basis of product choice, quality, affordability, service and location. Our competitors include a variety of independent local operators, in addition to well-capitalized regional, national and international restaurant chains and franchises. In the FFHR industry our principal competitors are McDonald’s Corporation, or McDonald’s, and The Wendy’s Company, or Wendy’s, as well as regional hamburger restaurant chains, such as Carl’s Jr., Jack in the Box and Sonic. We also compete for consumer dining dollars with national, regional and local (i) quick service restaurants that offer alternative menus, (ii) casual and “fast casual” restaurant chains and (iii) convenience stores and grocery stores. Furthermore, the restaurant industry has few barriers to entry, and therefore new competitors may emerge at any time.

Government Regulation

General. As a manufacturer and distributor of food products, we and our franchisees are subject to food safety regulations, including supervision by the U.S. Food and Drug Administration and its international equivalents, which govern the manufacture, labeling, packaging and safety of food. In addition, we may become subject to legislation or regulation seeking to tax and/or regulate high-fat, high-calorie and high-sodium foods, particularly in the United States, the United Kingdom and Spain. Certain counties, states and municipalities, such as California, Vermont, New York City, and King County, Washington, have approved menu labeling legislation that requires restaurant chains to provide caloric information on menu boards, and menu labeling legislation has also been adopted on the federal level. Regulators in Canada and in other countries are proposing to take steps to reduce the level of exposure to acrylamide, a potential carcinogen that naturally occurs in the preparation of foods such as french fries.

U.S. and Canada. We and our franchisees are subject to U.S. and international laws affecting the operation of our restaurants and our business. Each of our restaurants must comply with licensing requirements and regulations by a number of governmental authorities, which include zoning, health, safety, sanitation, building and fire agencies in the jurisdiction in which the restaurant is located. Our restaurant operations are also subject to laws governing union organizing, working conditions, work authorization requirements, health insurance, overtime and wages.

We and our franchisees are subject to laws relating to information security, privacy, cashless payments and consumer credit, protection and fraud. An increasing number of governments and industry groups worldwide have established data privacy laws and standards for the protection of personal information, including social security numbers and financial information.

Our franchising activities are subject to the rules and regulations of the Federal Trade Commission (“FTC”) and various state laws and similar foreign agencies. The rules of the FTC and those of a number of states in which we are currently franchising regulate the sale of franchises and require registration of the franchise disclosure document with state authorities and the delivery of a franchise disclosure document to prospective franchisees. We are currently operating under exemptions from registration in several of these states based upon our net worth and experience. These state laws often limit, among other things, the duration and scope of non-competition provisions, the ability of a franchisor to terminate or refuse to renew a franchise and the ability of a franchisor to designate sources of supply.

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International. Internationally, we and our franchisees are subject to national and local laws and regulations that often are similar to those affecting us and our franchisees in the U.S., including laws and regulations concerning franchising, zoning, health, safety, sanitation, and building and fire code. We are also subject to the regulations of the U.S. Citizenship and Immigration Services and U.S. Customs and Immigration Enforcement, and tariffs and regulations on imported commodities and equipment and laws regulating foreign investment.

Environmental Matters

We are subject to various federal, state and local environmental regulations. Various laws concerning the handling, storage and disposal of hazardous materials and restaurant waste and the operation of restaurants in environmentally sensitive locations may impact aspects of our operations; however, compliance with applicable environmental regulations is not believed to have a material effect on capital expenditures, financial condition, results of operations, or our competitive position. Increased focus by U.S. and overseas governmental authorities on environmental matters is likely to lead to new governmental initiatives, particularly in the area of climate change. To the extent that these initiatives caused an increase in our supplies or distribution costs, they may impact our business both directly and indirectly. Furthermore, climate change may exacerbate adverse weather conditions which could adversely impact our operations and/or increase the cost of our food and other supplies in ways which we cannot predict at this time.

Seasonal Operations

Our business is moderately seasonal. Restaurant sales are typically higher in the spring and summer months when weather is warmer than in the fall and winter months. Restaurant sales during the winter are typically highest in December, during the holiday shopping season. Our restaurant sales and Company restaurant margins are typically lowest during the winter months, which include February, the shortest month of the year. Furthermore, adverse weather conditions can have material adverse effects on restaurant sales. The timing of religious holidays may also impact restaurant sales. Because our business is moderately seasonal, results for any one quarter are not necessarily indicative of the results that may be achieved for any other quarter or for the full fiscal year.

Our Employees

As of December 31, 2012, we had approximately 10,870 employees in our Company restaurants, restaurant support centers and field operations.

Available Information

The Company makes available free of charge on or through the Investor Relations section of its internet website at www.bk.com, all materials that we file electronically with the Securities and Exchange Commission (“SEC”), including this report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports as soon as reasonably practicable after electronically filing or furnishing such material with the SEC. This information is also available at www.sec.gov, an internet site maintained by the SEC that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC. The material may also be read and copied by visiting the Public Reference Room of the SEC at 100 F Street, NE, Washington, DC 20549. Information on the operation of the public reference room may be obtained by calling the SEC at 1-800-SEC-0330. The references to our website address and the SEC’s website address do not constitute incorporation by reference of the information contained in these websites and should not be considered part of this document.

A copy of our Corporate Governance Guidelines, Code of Business Conduct and Ethics, and the charters of the Audit Committee and Compensation Committee of the Board of Directors are posted on the Investor Relations section of our website, www.bk.com.

Our principal executive offices are located at 5505 Blue Lagoon Drive, Miami, Florida 33126 (305-378-3000).

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Item 1A. Risk Factors

Special Note Regarding Forward-Looking Statements

Certain statements made in this report that reflect management’s expectations regarding future events and economic performance are forward-looking in nature and, accordingly, are subject to risks and uncertainties. These forward-looking statements include statements regarding our belief and expectations regarding our ability to drive sales and traffic in the U.S and Canada through execution of our four pillars strategy of marketing communications, menu, operations and image; our beliefs and expectations regarding the strength of our menu and our ability to optimize our menu by focusing on core products while continuing to enhance our menu to appeal to a broader range of consumers; our belief and expectations regarding the ability of our new field structure to improve our restaurant operations in the U.S. and Canada, including speed of service and restaurant cleanliness; our belief and expectations that our re-imaged restaurants will generate significant sales uplifts and high return on capital for our franchisees; our belief and expectations that our refranchising initiative will be completed by the end of 2013 and will continue to enhance our cash flow, accelerate our re-imaging initiative and strengthen relationships with key franchisees; our belief and expectations that our international growth strategy of utilizing strategic joint ventures and master franchise and development agreements will permit us to capitalize on emerging markets and rising middle class consumer spending; our belief and expectations regarding new market entries in 2013 and beyond; our belief and expectations regarding significant international growth opportunities; our ability to manage fluctuations in foreign currency exchange and interest rates; our estimates regarding our liquidity, capital expenditures and sources of both, and our ability to fund future operations and obligations; our estimates regarding the fulfillment of certain volume purchase commitments; our expectations regarding the impact of accounting pronouncements; our intention to renew hedging contracts; and our expectations regarding unrecognized tax benefits. These forward-looking statements are only predictions based on our current expectations and projections about future events. Important factors could cause our actual results, level of activity, performance or achievements to differ materially from those expressed or implied by these forward-looking statements, including, but not limited to, the risks and uncertainties discussed below.

Risks related to our business

Our success depends on our ability to compete with our major competitors, many of which have greater resources than we do.

The restaurant industry is intensely competitive and we compete in the United States and internationally with many well-established food service companies on the basis of product choice, quality, affordability, service and location. Our competitors include a variety of independent local operators, in addition to well-capitalized regional, national and international restaurant chains and franchises. In the FFHR industry our principal competitors are McDonald’s and Wendy’s as well as regional hamburger restaurant chains, such as Carl’s Jr., Jack in the Box and Sonic. To a lesser extent, we also compete for consumer dining dollars with national, regional and local (i) quick service restaurants that offer alternative menus, (ii) casual and “fast casual” restaurant chains, and (iii) convenience stores and grocery stores. Furthermore, the restaurant industry has few barriers to entry, and therefore new competitors may emerge at any time.

Our ability to compete will depend on the success of our plans to improve existing products, to develop and roll-out new products and product line extensions, to effectively respond to consumer preferences and to manage the complexity of our restaurant operations as well as the impact of our competitors’ actions. Some of our competitors have substantially greater financial resources, higher revenues and greater economies of scale than we do. These advantages may allow them to (1) react to changes in pricing, marketing and the QSR segment in general more quickly and more effectively than we can, (2) rapidly expand new product introductions, (3) spend significantly more on advertising, marketing and other promotional activities than we do, which may give them a competitive advantage through higher levels of brand awareness among consumers and (4) devote greater resources to accelerate their restaurant remodeling and rebuilding efforts. Moreover, certain of our major competitors have completed the reimaging of a significant percentage of their store base. These competitive

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advantages arising from greater financial resources and economies of scale may be exacerbated in a difficult economy, thereby permitting our competitors to gain market share. Such competition may adversely affect our revenues and profits by reducing revenues of Company restaurants and royalty payments from franchise restaurants.

The market for retail real estate is highly competitive. Based on their size advantage and/or their greater financial resources, some of our competitors may have the ability to negotiate more favorable lease terms than we can and some landlords and developers may offer priority or grant exclusivity to some of our competitors for desirable locations. As a result, we may not be able to obtain new leases or renew existing leases on acceptable terms, if at all, which could adversely affect our sales and brand-building initiatives.

Economic conditions have, and may continue to, adversely affect consumer discretionary spending which could negatively impact our business and operating results.

We believe that our sales, guest traffic and profitability are strongly correlated to consumer discretionary spending, which is influenced by general economic conditions, unemployment levels, the availability of discretionary income and, ultimately, consumer confidence. A protracted economic slowdown, increased unemployment and underemployment of our customer base, decreased salaries and wage rates, increased energy prices, inflation, foreclosures, rising interest rates or other industry-wide cost pressures adversely affect consumer behavior by weakening consumer confidence and decreasing consumer spending for restaurant dining occasions. During the recent recession, as a result of these factors we experienced reduced revenues and sales deleverage, spreading fixed costs across a lower level of sales and causing downward pressure on our profitability. These factors also reduced sales at franchise restaurants, resulting in lower royalty payments from franchisees.

We have a substantial level of indebtedness which may have an adverse effect on our business or limit our ability to take advantage of business, strategic or financing opportunities.

As of December 31, 2012, we had aggregate outstanding indebtedness of $2,950.2 million, including $1,718.7 million outstanding under our senior secured credit facility (the “2012 Credit Agreement”), $794.5 million of 9 7/8% senior notes due 2018 (the “Senior Notes”) and $407.1 million of 11.0% senior discount notes due 2019 (the “Discount Notes”). Subject to certain restrictions under our existing indebtedness, we and BKC may also incur significant additional indebtedness in the future, some of which may be secured debt. This may have the effect of increasing our total leverage.

As a consequence of our indebtedness, (1) demands on our cash resources may increase and (2) we are subject to significant operating and financial restrictions on us that may limit our ability to engage in acts that may be in our best interest, including restrictions on our ability to, among other things, (i) incur additional indebtedness and guarantee indebtedness, (ii) prepay, redeem or repurchase certain debt, (iii) make loans and investments, including loans to our franchisees or strategic partners, (iv) sell or otherwise dispose of assets or (v) incur liens. In addition, the restrictive covenants in the 2012 Credit Agreement require BKC to maintain specified financial ratios. Our ability to meet those financial ratios can be affected by events beyond our control.

A breach of our covenants under the Senior Notes Indenture, the Discount Notes Indenture or the Credit Agreement could result in an event of default under the applicable indebtedness. Any such default may allow the creditors to accelerate the related debt and may result in the acceleration of any other debt to which a cross-acceleration or cross-default provision applies. In the event our lenders or noteholders accelerate the repayment of our borrowings, we and our subsidiaries would not have sufficient assets to repay that indebtedness.

We may not be able to generate sufficient cash to service all of our indebtedness, and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.

Our ability to make scheduled payments on or refinance our debt obligations depends on our financial condition and operating performance, which are subject to prevailing economic, industry and competitive

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conditions and to certain financial, business, legislative, regulatory and other factors beyond our control. We may be unable to maintain a level of cash flows from operating activities sufficient to permit us to pay the principal, premium, if any, and interest on our indebtedness. If our cash flows and capital resources are insufficient to fund our debt service obligations, we could face substantial liquidity problems and could be forced to reduce or delay investments and capital expenditures or to dispose of material assets or operations, seek additional debt or equity capital or restructure or refinance our indebtedness, including the notes. We may not be able to affect any such alternative measures on commercially reasonable terms or at all and, even if successful, those alternative actions may not allow us to meet our scheduled debt service obligations. The Senior Notes Indenture, the Discount Notes Indenture and the Credit Agreement restrict our ability to dispose of assets and use the proceeds from those dispositions and also restrict our ability to raise debt or equity capital to be used to repay other indebtedness when it becomes due. We may not be able to consummate those dispositions or to obtain proceeds in an amount sufficient to meet any debt service obligations then due.

In addition, we conduct a substantial portion of our operations through our subsidiaries. Accordingly, repayment of our indebtedness is dependent on the generation of cash flow by our subsidiaries and their ability to make such cash available to us, by dividend, debt repayment or otherwise. Our subsidiaries do not have any obligation to pay amounts due on our indebtedness (unless they are guarantors thereof) or to make funds available for that purpose. Our subsidiaries may not be able to, or may not be permitted to, make distributions to enable us to make payments in respect of our indebtedness. Each subsidiary is a distinct legal entity, and, under certain circumstances, legal and contractual restrictions may limit our ability to obtain cash from our subsidiaries. While the Senior Notes Indenture, the Discount Notes Indenture and the agreements governing certain of our other existing indebtedness limit the ability of our subsidiaries to incur consensual restrictions on their ability to pay dividends or make other intercompany payments to us, these limitations are subject to qualifications and exceptions. In the event that we do not receive distributions from our subsidiaries, we may be unable to make required principal and interest payments on our indebtedness.

Our franchise dominated business model presents a number of disadvantages and risks.

We have a higher percentage of franchise restaurants to Company restaurants than our major competitors in the FFHR category, and we expect the number of franchise restaurants to increase as we continue to implement our refranchising strategy and our growth plans. Our highly franchised business model presents a number of drawbacks, such as our limited influence over franchisees and reliance on franchisees to implement major initiatives, limited ability to facilitate changes in restaurant ownership, limitations on enforcement of franchise obligations due to bankruptcy or insolvency proceedings and inability or unwillingness of franchisees to participate in our strategic initiatives. For example, our success in executing one of our key strategies (re-imaging our store base) will depend on the ability and willingness of our franchisees to reinvest in remodeling or rebuilding their stores. As part of our global portfolio realignment project, we intend to increase the number of franchised restaurants; therefore, the problems associated with these drawbacks may be exacerbated and may present a significant challenge for management.

A franchisee bankruptcy could have a substantial negative impact on our ability to collect payments due under such franchisee’s franchise agreements and, if applicable, lease agreements with us. In a franchisee bankruptcy, the bankruptcy trustee may reject its franchise arrangements pursuant to Section 365 under the United States Bankruptcy Code, in which case there would be no further royalty payments and/or rent payments from such franchisee, and there can be no assurance as to the proceeds, if any, that may ultimately be recovered in a bankruptcy proceeding of such franchisee in connection with a damage claim resulting from such rejection.

Our principal competitors may have greater influence over their respective restaurant systems than we do because of their significantly higher percentage of Company restaurants and/or ownership of franchisee real estate. McDonald’s and Wendy’s have a higher percentage of Company restaurants than we do, and, as a result, they may have a greater ability to implement operational initiatives and business strategies, including their marketing and advertising programs.

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Franchisee support of our marketing and advertising programs is critical for our success.

The support of our franchisees is critical for the success of our marketing programs and any new capital intensive or other strategic initiatives we seek to undertake, and the successful execution of these initiatives will depend on our ability to maintain alignment with our franchisees. While we can mandate certain strategic initiatives through enforcement of our franchise agreements, we need the active support of our franchisees if the implementation of these initiatives is to be successful. In addition, our efforts to build alignment with franchisees may result in a delay in the implementation of our marketing and advertising programs and other key initiatives. Our franchisees may not continue to support our marketing programs and strategic initiatives. The failure of our franchisees to support our marketing programs and strategic initiatives could adversely affect our ability to implement our business strategy and could materially harm our business, results of operations and financial condition.

Our operating results are closely tied to the success of our franchisees; however, our franchisees are independent operators and we have limited influence over their restaurant operations.

We receive revenues in the form of royalties and fees from our franchisees. As a result, our operating results substantially depend upon our franchisees’ sales volumes, restaurant profitability and financial viability. However, our franchisees are independent operators and we cannot control many factors that impact the profitability of their restaurants. Pursuant to the franchise agreements, we can, among other things, mandate menu items, signage, equipment, hours of operation and value menu, establish operating procedures and approve suppliers, distributors and products. However, the quality of franchise restaurant operations may be diminished by any number of factors beyond our control. Consequently, franchisees may not successfully operate restaurants in a manner consistent with our standards and requirements, such as our cleanliness standards, or standards set by federal, state and local governmental laws and regulations. In addition, franchisees may not hire and train qualified managers and other restaurant personnel. While we ultimately can take action to terminate franchisees that do not comply with the standards contained in our franchise agreements and our Manual of Operating Data, we may not be able to identify problems and take action quickly enough and, as a result, our image and reputation may suffer, and our franchise revenues and results of operations could decline.

If sales trends or economic conditions worsen for franchisees, their financial results may deteriorate, which could result in, among other things, restaurant closures, delayed or reduced payments to us of royalties, advertising contributions and rents, and an inability for such franchisees to obtain financing to fund development, restaurant remodels or equipment initiatives on acceptable terms or at all. Furthermore, franchisees may not be willing or able to renew their franchise agreements with us due to low sales volumes, or high real estate costs, or may be unable to renew due to the failure to secure lease renewals. If our franchisees fail to renew their franchise agreements, our royalty revenues may decrease which in turn could materially and adversely affect our business and operating results.

Termination of an arrangement with a master franchisee could adversely impact our results.

Internationally, we are moving to a business model in which we enter into relationships with “master franchisees” to develop and operate restaurants in defined geographic areas. Master franchisees are granted exclusivity rights with respect to entire countries or, in some cases, multiple countries. The termination of an arrangement with a master franchisee or a lack of expansion by certain master franchisees could result in the delay or discontinuation of the development of franchise restaurants, or an interruption in the operation of our brand in a particular market or markets. We may not be able to find another operator to resume development activities in such market or markets. Any such delay, discontinuation or interruption could materially and adversely affect our business and operating results.

Sub-franchisees could take actions that could harm our business and that of our master franchisees.

In certain of our international markets, we enter into agreements with master franchisees that permit the master franchisee to develop and operate restaurants in defined geographic areas. As permitted by our master

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franchise agreements, certain master franchisees may elect to sub-franchise rights to develop and operate restaurants in the geographic area covered by the master franchise agreement. Our master franchise agreements contractually obligate our master franchisees to operate their restaurants in accordance with specified operations, safety and health standards and also require that any sub-franchise agreement contain similar requirements. However, we are not party to the agreements with the sub-franchisees and, as a result, are dependent upon our master franchisees to enforce these standards with respect to sub-franchised restaurants. As a result, the ultimate success and quality of any sub-franchised restaurant rests with the master franchisee. If sub-franchisees do not successfully operate their restaurants in a manner consistent with required standards, franchise fees and royalty income paid to the applicable master franchisee and ultimately to us could be adversely affected, and our brand image and reputation may be harmed, which could materially and adversely affect our business and operating results.

Our operating results depend on the effectiveness of our marketing and advertising programs.

Our revenues are heavily influenced by brand marketing and advertising. Our marketing and advertising programs may not be successful, which may lead us to fail to attract new guests and retain existing guests. If our marketing and advertising programs are unsuccessful, our results of operations could be materially and adversely affected. Moreover, because franchisees and Company restaurants contribute to our advertising fund based on a percentage of their gross sales, our advertising fund expenditures are dependent upon sales volumes at system-wide restaurants. If system-wide sales decline, there will be a reduced amount available for our marketing and advertising programs. In addition, in response to the recession, we have emphasized certain value offerings in our marketing and advertising programs to drive traffic at our stores. The disadvantage of value offerings is that the low-price offerings may condition our guests to resist higher prices in a more favorable economic environment.

The success of our global portfolio realignment project is dependent on transactions with strategic partners and may not yield the long term financial results that we expect. We may not be able to successfully (1) attract desirable strategic partners; (2) complete agreements with strategic partners, and/or (3) manage relationships with strategic partners going forward, any of which could adversely affect our business.

We believe that our future growth and profitability will depend on our ability to successfully implement our global portfolio realignment project, including refranchising our remaining Company restaurants and accelerating international development with strategic partners and joint ventures. However, refranchisings may have unexpected and negative short term effects on our results of operations. For example, (i) our general and administrative expenses may increase as a result of severance and other termination costs incurred in connection with refranchisings and may continue to increase as a percentage of revenues, or (ii) we may be required to recognize accounting or tax gains or losses and/or impairments on refranchising transactions, which could adversely affect our results of operations for a specific period. Our ability to achieve the long-term benefits of our refranchising transactions will depend on (i) our ability to identify new or existing franchisees that are willing to acquire the remaining Company restaurants, and (ii) the ability and willingness of these new and existing franchises to remodel the refranchised restaurants and develop new restaurants within the market of the refranchised restaurants, and the pace of such remodeling and development activity.

We currently conduct a portion of our international operations through joint ventures and master franchisees and are actively seeking strategic partners for new joint venture and master franchise relationships as part of our overall strategy for international expansion. These new arrangements may give our joint venture and/or master franchise partners the exclusive right to develop and manage Burger King restaurants in a specific country or countries. A joint venture partnership involves special risks, such as our joint venture partners may at any time have economic, business or legal interests or goals that are inconsistent with those of the joint venture or us, or our joint venture partners may be unable to meet their economic or other obligations and we may be required to fulfill those obligations alone. Our master franchise arrangements present similar risks and uncertainties. We cannot control the actions of our joint venture partners or master franchisees, including any nonperformance, default or bankruptcy of joint venture partners or master franchisees. While we believe that our joint venture and

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master franchise arrangements provide us with experienced local business partners in foreign countries, events or issues, including disagreements with our partners, may occur that require attention of our senior executives and may result in expenses or losses that erode the profitability of our foreign operations.

In addition, the U.S. Foreign Corrupt Practices Act, or “FCPA,” and similar worldwide anti-bribery laws generally prohibit companies and their intermediaries from making improper payments to government officials for the purpose of obtaining or retaining business. Our policies mandate compliance with these laws. Despite our compliance programs, we cannot assure you that our internal control policies and procedures always will protect us from reckless or negligent acts committed by our employees, agents, joint venture partners or franchisees. Violations of these laws, or allegations of such violations, may have a negative effect on our results of operations, financial condition and reputation.

Our future prospects depend on our ability to implement our strategy of increasing our restaurant portfolio.

We plan to significantly increase worldwide restaurant count. A significant component of our future growth strategy involves increasing our net restaurant count in our international markets. We and our franchisees face many challenges in opening new restaurants, including, among others:

• the selection and availability of suitable restaurant locations;

• the impact of local tax, zoning, land use and environmental rules and regulations on our ability and the ability of our franchisees to develop restaurants, and the impact of any material difficulties or failures that we and our franchisees experience in obtaining the necessary licenses and approvals for new restaurants;

• the negotiation of acceptable lease terms;

• the availability of bank credit and, for franchise restaurants, the ability of franchisees to obtain acceptable financing terms;

• securing acceptable suppliers;

• employing and training qualified personnel; and

• consumer preferences and local market conditions.

In the past, we have approved franchisees that were unsuccessful in implementing their expansion plans, particularly in new markets. There can be no assurance that we will be able to identify franchisees who meet our criteria, or if we identify such franchisees, that they will successfully implement their expansion plans.

Our international operations subject us to additional risks and costs and may cause our profitability to decline.

As of December 31, 2012, our restaurants were operated, directly by us or by franchisees, in 86 countries and U.S. territories (including Guam and Puerto Rico, which are considered part of our international business). During 2012, our revenues from international operations represented 43% of total revenues and we intend to continue expansion of our international operations. As a result, our business is increasingly exposed to risks inherent in foreign operations. These risks, which can vary substantially by market, are described in many of the risk factors discussed in the section and include the following:

• governmental laws, regulations and policies adopted to manage national economic conditions, such as increases in taxes, austerity measures that impact consumer spending, monetary policies that may impact inflation rates and currency fluctuations;

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• the risk of single franchisee markets and single distributor markets;

• the risk of markets in which we have granted exclusive development and subfranchising rights;

• the effects of legal and regulatory changes and the burdens and costs of our compliance with a variety of foreign laws;

• changes in the laws and policies that govern foreign investment and trade in the countries in which we operate;

• risks and costs associated with political and economic instability, corruption, anti-American sentiment and social and ethnic unrest in the countries in which we operate;

• the risks of operating in developing or emerging markets in which there are significant uncertainties regarding the interpretation, application and enforceability of laws and regulations and the enforceability of contract rights and intellectual property rights;

• risks arising from the significant and rapid fluctuations in currency exchange markets and the decisions and positions that we take to hedge such volatility;

• changing labor conditions and difficulties in staffing our international operations;

• the impact of labor costs on our margins given our labor-intensive business model and the long-term trend toward higher wages in both mature and developing markets and the potential impact of union organizing efforts on day-to-day operations of our restaurants; and

• the effects of increases in the taxes we pay and other changes in applicable tax laws.

These factors may increase in importance as we expect our franchisees to open new restaurants in international markets as part of our growth strategy.

Our business is subject to fluctuations in foreign currency exchange and interest rates.

Our international operations are impacted by fluctuations in currency exchange rates and changes in currency regulations. In countries outside of the United States where we operate Company restaurants, we generally generate revenues and incur operating expenses and selling, general and administrative expenses denominated in local currencies. These revenues and expenses are translated using the average rates during the period in which they are recognized and are impacted by changes in currency exchange rates. Further, in some of our international markets, such as Canada and Mexico, our suppliers purchase goods in currencies other than the local currency in which they operate and pass all or a portion of the currency exchange impact on to us. In addition, our royalty payments in Europe and in certain other countries are denominated in currencies other than US dollars. Consequently, our franchise revenues from those counties are subject to fluctuations in currency exchange rates. Furthermore, our franchise royalties from our international franchisees are calculated based on local currency sales, consequently our franchise revenues are still impacted by fluctuations in currency exchange rates.

Fluctuations in interest rates may also affect our business. We attempt to minimize this risk and lower our overall borrowing costs through the utilization of derivative financial instruments, primarily interest rate caps. These instruments are entered into with financial institutions and have reset dates and critical terms that match those of our forecasted interest payments. Accordingly, any changes in interest rates we pay are partially offset by changes in the market value associated with derivative financial instruments. We do not attempt to hedge all of our debt and, as a result, may incur higher interest costs for portions of our debt which are not hedged. In addition, we enter into forward contracts to reduce our exposure to volatility from foreign currency fluctuations associated with certain foreign currency-denominated assets. However, for a variety of reasons, we do not hedge our revenue exposure in other currencies. Therefore, we are exposed to volatility in those other currencies, and this volatility may differ from period to period. As a result, the foreign currency impact on our operating results for one period may not be indicative of future results.

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As a result of entering into these hedging contracts with major financial institutions, we may be subject to counterparty nonperformance risk. Should there be a counterparty default, we could be exposed to the net losses on the hedged arrangements or be unable to recover anticipated net gains from the transactions.

Increases in food costs could harm our operating results and the operating results of our franchisees.

Our profitability and the profitability of our franchisees depend in part on our ability to anticipate and react to changes in food and supply costs. The market for beef and chicken is particularly volatile and is subject to significant price fluctuations due to seasonal shifts, climate conditions, demand for corn (a key ingredient of cattle and chicken feed), corn ethanol policy, industry demand, international commodity markets, food safety concerns, product recalls, government regulation and other factors, all of which are beyond our control and, in many instances unpredictable. If the price of beef, chicken or other products that we use in our Company restaurants increases in the future and we choose not to pass, or cannot pass, these increases on to our guests, our operating margins would decrease for as long as we operate Company restaurants. In addition, if commodity prices rise, franchisees may experience reduced sales due to decreased consumer demand at retail prices that have been raised to offset increased commodity prices, which may reduce franchisee profitability. Any such decline in franchisee sales will reduce our royalty income, which in turn may materially and adversely affect our business and operating results.

If we fail to successfully implement our restaurant reimaging initiative, our ability to increase our revenues may be adversely affected.

Our restaurant reimaging initiative depends on the ability, and willingness, of franchisees to accelerate the remodeling of their existing restaurants. We have implemented a more cost effective remodeling solution which focuses spending on improvements that we believe will drive meaningful sales lifts to maximize return on capital. However, our franchisees may not be willing to commit to engage in such remodeling. The average cost to remodel a stand-alone restaurant in the United States is approximately $300,000 and the average cost to replace the existing building with a new building is approximately $1.2 million. Even if they are willing to participate, many of our franchisees will need to borrow funds in order to finance these capital expenditures. We do not provide our franchisees with financing and therefore their ability to access borrowed funds depends on their independent relationships with various regional and national financial institutions. If our franchisees are unable to obtain financing at commercially reasonable rates, or not at all, they may be unwilling or unable to invest in the reimaging of their existing restaurants, and our future growth could be adversely affected. We currently offer, and may in the future continue to offer, our franchisees financial incentives and access to third-party financing programs in order to accelerate our restaurant reimaging initiatives. However, the cost of these financial incentives may have an adverse impact on our franchise revenues and operating results.

Food safety and food-borne illness concerns may have an adverse effect on our business.

Food safety is a top priority, and we dedicate substantial resources to ensure that our customers enjoy safe, quality food products. However, food-borne illnesses, such as E. coli, bovine spongiform encephalopathy or “mad cow disease,” hepatitis A, trichinosis or salmonella, and food safety issues have occurred in the food industry in the past, and could occur in the future. Furthermore, our reliance on third-party food suppliers and distributors increases the risk that food-borne illness incidents could be caused by factors outside of our control and that multiple locations would be affected rather than a single restaurant. New illnesses resistant to any precautions may develop in the future, or diseases with long incubation periods could arise, such as mad cow disease, which could give rise to claims or allegations on a retroactive basis. Any report or publicity linking us or one of our franchisees to instances of food-borne illness or other food safety issues, including food tampering or contamination, could adversely affect our brands and reputation as well as our revenues and profits. Outbreaks of disease, as well as influenza, could reduce traffic in our stores. If our customers become ill from food-borne illnesses, we could also be forced to temporarily close some restaurants. In addition, instances of food-borne illness, food tampering or food contamination occurring solely at restaurants of competitors could adversely affect our sales as a result of negative publicity about the foodservice industry generally.

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The occurrence of food-borne illnesses or food safety issues could also adversely affect the price and availability of affected ingredients, which could result in disruptions in our supply chain, significantly increase our costs and/or lower margins for us and our franchisees. In addition, our industry has long been subject to the threat of food tampering by suppliers, employees or guests, such as the addition of foreign objects in the food that we sell. Reports, whether or not true, of injuries caused by food tampering have in the past severely injured the reputations of restaurant chains in the quick service restaurant segment and could affect us in the future as well.

Our results can be adversely affected by unforeseen events, such as adverse weather conditions, natural disasters or catastrophic events.

Unforeseen events, such as adverse weather conditions, natural disasters or catastrophic events, can adversely impact our restaurant sales. Natural disasters such as earthquakes, hurricanes, and severe adverse weather conditions and health pandemics, such as the outbreak of the H1N1 flu, whether occurring in the United States or abroad, can keep customers in the affected area from dining out and result in lost opportunities for our restaurants. Because a significant portion of our restaurant operating costs is fixed or semi-fixed in nature, the loss of sales during these periods hurts our operating margins and can result in restaurant operating losses.

Shortages or interruptions in the availability and delivery of food, beverages and other supplies may increase costs or reduce revenues.

We and our franchisees are dependent upon third parties to make frequent deliveries of perishable food products that meet our specifications. Shortages or interruptions in the supply of food items and other supplies to our restaurants could adversely affect the availability, quality and cost of items we buy and the operations of our restaurants. Such shortages or disruptions could be caused by inclement weather, natural disasters such as floods, drought and hurricanes, increased demand, problems in production or distribution, the inability of our vendors to obtain credit, food safety warnings or advisories or the prospect of such pronouncements, or other conditions beyond our control. A shortage or interruption in the availability of certain food products or supplies could increase costs and limit the availability of products critical to restaurant operations.

Four distributors service approximately 85% of our U.S. system restaurants and in many of our international markets, we have a single distributor that delivers products to all of our restaurants. Our distributors operate in a competitive and low-margin business environment. If one of our principal distributors is in financial distress and therefore unable to continue to supply us and our franchisees with needed products, we may need to take steps to ensure the continued supply of products to restaurants in the affected markets, which could result in increased costs to distribute needed products. If a principal distributor for our Company restaurants and/or our franchisees fails to meet its service requirements for any reason, it could lead to a disruption of service or supply until a new distributor is engaged, which could have an adverse effect on our business.

The loss of key management personnel or our inability to attract and retain new qualified personnel could hurt our business and inhibit our ability to operate and grow successfully.

We are dependent on the efforts and abilities of our senior management, and our success will also depend on our ability to attract and retain additional qualified employees. Failure to attract personnel sufficiently qualified to execute our strategy, or to retain existing key personnel, could have a material adverse effect on our business.

Changes in tax laws and unanticipated tax liabilities could adversely affect the taxes we pay and our profitability.

We are subject to income and other taxes in the United States and numerous foreign jurisdictions. Our federal income tax returns for fiscal years 2009, 2010, the period from July 1, 2010 to October 18, 2010 and the period from October 19, 2010 to December 31, 2010 are currently under audit by the Internal Revenue Service

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and from time to time, we are subject to additional U.S. state and local income tax audits, international income tax audits and sales, franchise and VAT tax audits. Our effective income tax rate and tax payments in the future could be adversely affected by a number of factors, including: changes in the mix of earnings in countries with different statutory tax rates; changes in the valuation of deferred tax assets and liabilities; continued losses in certain international Company restaurant markets that could trigger a valuation allowance; changes in tax laws; the outcome of income tax audits in various jurisdictions around the world; taxes imposed upon sales of Company restaurants to franchisees; and any repatriation of non-U.S. earnings or our determination that unremitted earnings from foreign subsidiaries for which we have not previously provided for U.S. taxes were no longer permanently reinvested outside the U.S.

Although we believe our tax estimates are reasonable, the final determination of tax audits and any related litigation could be materially different from our historical income tax provisions and accruals. The results of a tax audit or related litigation could have a material effect on our income tax provision, net income (loss) or cash flows in the period or periods for which that determination is made.

A significant portion of our and our franchisee’s real estate portfolios are leased; if we or our franchisees are unable to renew these leases on commercially reasonable terms or at all, then our future financial results could be adversely affected.

Many of our Company and franchise restaurants are presently located on leased premises. As leases underlying our Company and franchisee restaurants expire, we or our franchisees may be unable to negotiate a new lease or lease extension, either on commercially acceptable terms or at all, which could cause us or our franchisees to close restaurants in desirable locations. As a result, our sales and our brand building initiatives could be adversely affected. We generally cannot cancel these leases; therefore, if an existing or future restaurant is not profitable, and we decide to close it, we may nonetheless be committed to perform our obligations under the applicable lease including, among other things, paying the base rent for the balance of the lease term.

We may not be able to adequately protect our intellectual property, which could harm the value of our brand and branded products and adversely affect our business.

We depend in large part on our brand, which represents 40% of the total assets on our balance sheet as of December 31, 2012, and we believe that our brand is very important to our success and our competitive position. We rely on a combination of trademarks, copyrights, service marks, trade secrets, patents and other intellectual property rights to protect our brand and branded products. The success of our business depends on our continued ability to use our existing trademarks and service marks in order to increase brand awareness and further develop our branded products in both domestic and international markets. We have registered certain trademarks and have other trademark registrations pending in the United States and foreign jurisdictions. Not all of the trademarks that we currently use have been registered in all of the countries in which we do business, and they may never be registered in all of these countries. We may not be able to adequately protect our trademarks, and our use of these trademarks may result in liability for trademark infringement, trademark dilution or unfair competition. The steps we have taken to protect our intellectual property in the United States and in foreign countries may not be adequate and our proprietary rights could be challenged, circumvented, infringed or invalidated. In addition, the laws of some foreign countries do not protect intellectual property rights to the same extent as the laws of the United States.

We may not be able to prevent third parties from infringing our intellectual property rights, and we may, from time to time, be required to institute litigation to enforce our trademarks or other intellectual property rights or to protect our trade secrets. Further, third parties may assert or prosecute infringement claims against us and we may or may not be able to successfully defend these claims. Any such litigation could result in substantial costs and diversion of resources and could negatively affect our revenue, profitability and prospects regardless of whether we are able to successfully enforce our rights.

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Recent public and private concerns about the health risks associated with fast food may adversely affect our financial results.

Class action lawsuits have been filed, and may continue to be filed, against various quick service restaurants alleging, among other things, that quick service restaurants have failed to disclose the health risks associated with high-fat or high-sodium foods and that quick service restaurant marketing practices have targeted children and encouraged obesity. Adverse publicity about these allegations may negatively affect us and our franchisees, regardless of whether the allegations are true, by discouraging customers from buying our products. In addition, we face the risk of lawsuits and negative publicity resulting from illnesses and injuries, including injuries to infants and children, allegedly caused by our products, toys and other promotional items available in our restaurants or our playground equipment. In addition to decreasing our revenue and profitability and diverting our management resources, adverse publicity or a substantial judgment against us could negatively impact our business, results of operations, financial condition and brand reputation, hindering our ability to attract and retain franchisees and grow our business in the United States and internationally.

Changes in governmental regulations may adversely affect restaurant operations and our financial results.

In the United States, each of our Company and franchise restaurants is subject to licensing and regulation by health, sanitation, safety and other agencies in the state and/or municipality in which the restaurant is located. State and local government authorities may enact laws, rules or regulations that impact restaurant operations and the cost of conducting those operations. In many of our markets, including the United States and Europe, we and our franchisees are subject to increasing regulation regarding our operations, which may significantly increase the cost of doing business. In developing markets, we face the risks associated with new and untested laws and judicial systems. Among the more important regulatory risks regarding our operations we face are the following:

• the impact of the Fair Labor Standards Act, which governs such matters as minimum wage, overtime and other working conditions, family leave mandates and a variety of other laws enacted by states that govern these and other employment matters;

• the impact of immigration and other local and foreign laws and regulations on our business;

• disruptions in our operations or price volatility in a market that can result from governmental actions, including price controls, currency and repatriation controls, limitations on the import or export of commodities we use or government-mandated closure of our or our vendors’ operations;

• the impact of the United States federal menu labeling law which requires the listing of specified nutritional information on menus and menu boards on consumer demand for our products;

• the risks of operating in foreign markets in which there are significant uncertainties, including with respect to the application of legal requirements and the enforceability of laws and contractual obligations;

• the impact of the Patient Protection and Affordable Care Act on the businesses of our U.S franchisees, many of whom are small business owners who may have significant difficulty absorbing the increased costs or may need to revise the ways in which they conduct their business; and

• the impact of costs of compliance with privacy, consumer protection and other laws, the impact of costs resulting from consumer fraud and the impact on our margins as the use of cashless payments increases.

We are also subject to a Federal Trade Commission rule and to various state and foreign laws that govern the offer and sale of franchises. Various state and foreign laws regulate certain aspects of the franchise relationship, including terminations and the refusal to renew franchises. The failure to comply with these laws and regulations in any jurisdiction or to obtain required government approvals could result in a ban or temporary suspension on future franchise sales, fines, other penalties or require us to make offers of rescission or restitution, any of which could adversely affect our business and operating results. We could also face lawsuits by our franchisees based upon alleged violations of these laws.

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The Americans with Disabilities Act (“ADA”), prohibits discrimination on the basis of disability in public accommodations and employment. We have, in the past, been required to make certain modifications to our restaurants pursuant to the ADA. In addition, future mandated modifications to our facilities to make different accommodations for disabled persons and modifications required under the ADA could result in material unanticipated expense to us and our franchisees.

If we fail to comply with existing or future laws and regulations, we may be subject to governmental or judicial fines or sanctions. In addition, our and our franchisees’ capital expenditures could increase due to remediation measures that may be required if we are found to be noncompliant with any of these laws or regulations.

The personal information that we collect may be vulnerable to breach, theft or loss that could adversely affect our reputation, results of operation and financial condition.

In the ordinary course of our business, we collect, process, transmit and retain personal information regarding our employees and their families, franchisees, vendors and consumers, including social security numbers, banking and tax ID information, health care information and credit card information. Some of this personal information is held and managed by certain of our vendors. Although we use security and business controls to limit access and use of personal information, a third party may be able to circumvent those security and business controls, which could result in a breach of employee, consumer or franchisee privacy. A major breach, theft or loss of personal information regarding our employees and their families, our franchisees, vendors or consumers that is held by us or our vendors could result in substantial fines, penalties and potential litigation against us which could negatively impact our results of operations and financial condition. Furthermore, as a result of legislative and regulatory rules, we may be required to notify the owners of the personal information of any data breaches, which could harm our reputation and financial results, as well as subject us to litigation or actions by regulatory authorities.

Information technology system failures or interruptions or breaches of our network security may interrupt our operations, subject us to increased operating costs and expose us to litigation.

We rely heavily on our computer systems and network infrastructure across our operations including, but not limited to, point-of-sale processing at our restaurants. Despite our implementation of security measures, all of our technology systems are vulnerable to damage, disability or failures due to physical theft, fire, power loss, telecommunications failure or other catastrophic events, as well as from internal and external security breaches, denial of service attacks, viruses, worms and other disruptive problems caused by hackers. If our technology systems were to fail, and we were unable to recover in a timely way, we could experience an interruption in our operations which could have a material adverse effect on our financial condition and results of operations. Furthermore, to the extent that some of our worldwide reporting systems require or rely on manual processes, it could increase the risk of a breach. Although our Twitter account was compromised in February 2013, our systems have never been breached and we have not experienced a cyber attack in the past.

In addition, a number of our systems and processes are not fully integrated worldwide and, as a result, require us to manually estimate and consolidate certain information that we use to manage our business. To the extent that we are not able to obtain transparency into our operations from our systems, it could impair the ability of our management to react quickly to changes in the business or economic environment.

Compliance with or cleanup activities required by environmental laws may hurt our business.

We are subject to various federal, state, local and foreign environmental laws and regulations. These laws and regulations govern, among other things, discharges of pollutants into the air and water as well as the presence, handling, release and disposal of and exposure to, hazardous substances. These laws and regulations provide for significant fines and penalties for noncompliance. If we fail to comply with these laws or regulations, we could be fined or otherwise sanctioned by regulators. Third parties may also make personal injury, property damage or other claims against us associated with releases of, or actual or alleged exposure to, hazardous substances at, on or from our properties.

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Environmental conditions relating to prior, existing or future restaurants or restaurant sites, including franchised sites, may have a material adverse effect on us. Moreover, the adoption of new or more stringent environmental laws or regulations could result in a material environmental liability to us and the current environmental condition of the properties could be harmed by tenants or other third parties or by the condition of land or operations in the vicinity of our properties.

We outsource certain aspects of our business to third party vendors which subjects us to risks, including disruptions in our business and increased costs.

We have outsourced certain administrative functions, including account payment and receivable processing, to a third-party service provider. We also outsource certain information technology support services and benefit plan administration, and may outsource other functions in the future to achieve cost savings and efficiencies. If the service providers to which we outsource these functions do not perform effectively, we may not be able to achieve the expected cost savings and may have to incur additional costs in connection with such failure to perform. Depending on the function involved, such failures may also lead to business disruption, transaction errors, processing inefficiencies, the loss of sales and customers, the loss of or damage to intellectual property through security breach, and the loss of sensitive data through security breach or otherwise. Any such damage or interruption could have a material adverse effect on our business, cause us to face significant fines, customer notice obligations or costly litigation, harm our reputation with our customers or prevent us from paying our suppliers or employees or receiving payments on a timely basis.

Risks related to our common stock

Concentration of ownership by 3G Capital may prevent other shareholders from influencing significant corporate decisions.

We are approximately 70% owned by 3G, which in turn is controlled by 3G Capital. As a result 3G Capital has the power to elect all of the members of our board of directors and effectively has control over major decisions regardless of whether other shareholders believe that any such decisions are in their own best interests. The interests of 3G Capital as equity holder may conflict with the interests of the other shareholders. 3G Capital may have an incentive to increase the value of its investment or cause us to distribute funds at the expense of our financial condition and affect our ability to make payments on our indebtedness. In addition, 3G Capital may have an interest in pursuing acquisitions, divestitures, financings, capital expenditures or other transactions that it believes could enhance its equity investments even though such transactions might involve risks to other stakeholders. 3G Capital is in the business of making investments in companies and may from time to time acquire and hold interests in businesses that compete directly or indirectly with us. In addition, this significant concentration of share ownership may adversely affect the trading price for our Common Stock because investors often perceive disadvantages in owning stock in companies with a concentrated stockholder base.

Our amended and restated certificate of incorporation provides that the doctrine of corporate opportunity does not apply with respect to 3G, or any of our directors, in a manner that would prohibit them from investing or participating in competing businesses. To the extent they invest in such other businesses, 3G may have differing interests from our other stockholders.

We are a controlled company within the meaning of the New York Stock Exchange rules, and, as a result, we rely on exemptions from certain corporate governance requirements that provide protection to stockholders of other companies which do not rely on this exemption.

3G owns, in the aggregate, more than 50% of the total voting power of our common stock and, as a result, we are a controlled company under the New York Stock Exchange corporate governance standards. As a controlled company, we are exempt from certain of the New York Stock Exchange corporate governance requirements, including the requirements:

• that a majority of our board of directors consist of independent directors, as defined under the rules of the New York Stock Exchange;

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• that we have a corporate governance and nominating committee that is composed entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities; and

• that we have a compensation committee that is composed entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities.

Accordingly, for so long as we are a controlled company, holders of our common stock will not have the same protections afforded to stockholders of companies that are subject to all of the New York Stock Exchange corporate governance requirements.

Our stock price may be volatile or may decline regardless of our operating performance.

The market price for our common stock may fluctuate significantly in response to a number of factors, many of which we cannot control, including those described under “Risk Factors – Risks Related to Our Business”, and the following:

• changes in the economic or capital markets conditions that could affect valuations of the Company or fast food companies in general;

• changes in financial estimates by any securities analysts who follow our Common Stock, our failure to meet these estimates or failure of those analysts to initiate or maintain coverage of our Common Stock;

• downgrades by any securities analysts who follow our common stock;

• future sales of our common stock by our officers, directors and significant stockholders;

• global economic, legal, regulatory factors unrelated to our performance;

• announcements by us or our competitors of significant changes in product offerings, contracts, acquisitions, joint ventures or capital commitments; and

• changes in key personnel.

Future sales of our Common Stock, or the perception in the public markets that these sales may occur, may depress our stock price.

As of December 31, 2012, there were 350,238,771 shares of common stock outstanding. Approximately 70% and 12% of our outstanding common stock is held by 3G and investment funds affiliated with Pershing Square Capital Management L.P., respectively. Sales of a substantial amount of our common stock in the public market, or the perception that these sales could occur, could adversely affect the price of our common stock and could impair our ability to raise capital through the sale of additional shares.

Certain holders of our common stock may require us to register their shares for resale under the federal securities laws under the terms of certain separate registration rights agreements between us and the holders of these securities, subject to lock-up restrictions in certain cases. Registration of those shares would allow the holders thereof to immediately resell their shares in the public market. Any such sales, or anticipation thereof, could cause the market price of our common stock to decline.

In addition, we have registered shares of common stock that are reserved for issuance under our 2011 Omnibus Incentive Plan and 2012 Omnibus Incentive Plan.

Your percentage ownership in us may be diluted by future issuances of capital stock, which could reduce your influence over matters on which our stockholders vote.

Our board of directors has the authority, without action or vote of our stockholders, to issue all or any part of our authorized but unissued shares of common stock or shares of our authorized but unissued preferred stock.

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For example, we may issue our securities in connection with investments or acquisitions. The amount of shares of our common stock issued in connection with an investment or acquisition could constitute a material portion of the then-outstanding shares of our common stock and could materially dilute your ownership. Issuances of common stock or voting preferred stock would reduce your influence over matters on which our stockholders vote and, in the case of issuances of preferred stock, would likely result in your interest in us being subject to the prior rights of holders of that preferred stock.

Anti-takeover provisions in our charter documents and Delaware law might discourage or delay acquisition attempts for us that you might consider favorable.

Our amended and restated certificate of incorporation and bylaws contain provisions that may make the acquisition of the Company more difficult without the approval of our board of directors. These provisions:

• authorize the issuance of undesignated preferred stock, the terms of which may be established and the shares of which may be issued without stockholder approval, and which may include super voting, special approval, dividend, or other rights or preferences superior to the rights of the holders of common stock;

• provide that the board of directors is expressly authorized to make, alter or repeal our amended and restated bylaws; and

• establish advance notice requirements for nominations for elections to our board of directors or for proposing matters that can be acted upon by stockholders at stockholder meetings.

These anti-takeover provisions and other provisions under Delaware law could discourage, delay or prevent a transaction involving a change in control of the Company, even if doing so would benefit our stockholders. These provisions could also discourage proxy contests and make it more difficult for you and other stockholders to elect directors of your choosing and to cause us to take other corporate actions you desire.

We cannot assure you we will pay any cash dividends in the future.

Although we paid a quarterly cash dividend in November 2012 and our board of directors recently declared a quarterly cash dividend, any future dividends will be determined at the discretion of our board of directors and will depend upon results of operations, financial condition, contractual restrictions, including agreements governing our debt and any future indebtedness we may incur, restrictions imposed by applicable law and other factors our board of directors deems relevant. Realization of a gain on your investment will depend on the appreciation of the price of our common stock, which may never occur.

We may be restricted from paying cash dividends on our common stock in the future.

We are a holding company that does not conduct any business operations of our own. As a result, we are largely dependent upon cash dividends and distributions and other transfers from our subsidiaries to make dividend payments on our common stock. The amounts available to us to pay cash dividends may be restricted by law, regulation or any debt agreements entered into by our subsidiaries. The terms of our debt agreements will limit our ability to pay cash dividends. In addition, we cannot assure you that the agreements governing any future indebtedness of us or our subsidiaries, or applicable laws or regulations, will permit us to pay dividends on our common stock or otherwise adhere to any dividend policy we may adopt in the future.

Item 1B. Unresolved Staff Comments

None.

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Item 2. Properties

Our global restaurant support center and U.S. headquarters is located in Miami, Florida and consists of approximately 213,000 square feet which we lease. We extended the Miami lease for our global restaurant support center in May 2008 through September 2018 with an option to renew for one five-year period. We lease properties for our EMEA headquarters in Zug, Switzerland and our APAC headquarters in Singapore. We believe that our existing headquarters and other leased and owned facilities are adequate to meet our current requirements.

The following table presents information regarding our restaurant properties as of December 31, 2012:

			Leased
	Owned(1)		Land		Building/Land & Building		Total Leases		Total
United States and Canada:
Company restaurants		34		55		94		149		183
Franchisee-operated properties		721		468		552		1,020		1,741
Non-operating restaurant locations		33		9		7		16		49
Offices and other(2)		—		—		6		6		6
Total		788		532		659		1,191		1,979
International:
Company restaurants		12		50		173		223		235
Franchisee-operated properties		6		2		124		126		132
Non-operating restaurant locations		—		1		4		5		5
Offices and other(2)		1		—		10		10		11
Total		19		53		311		364		383

(1) Owned refers to properties where we own the land and the building.

(2) Other properties include a consumer research center and storage facilities.

Item 3. Legal Proceedings

Castenada v. Burger King Corp. and Burger King Corporation., No. CV08-4262 (U.S. District Court for the Northern District of California). On September 10, 2008, a class action lawsuit was filed against the Company in the United States District Court for the Northern District of California. The complaint alleged that all 96 Burger King restaurants in California leased by the Company and operated by franchisees violate accessibility requirements under federal and state law. In September 2009, the court issued a decision on the plaintiffs’ motion for class certification. In its decision, the court limited the class action to the 10 restaurants visited by the named plaintiffs, with a separate class of plaintiffs for each of the 10 restaurants and 10 separate trials. In March 2010, the Company agreed to settle the lawsuit with respect to the 10 restaurants and, in July 2010, the court gave final approval to the settlement. In February 2011, a class action lawsuit styled Vallabhapurapu v. Burger King Corporation, No. C11-00667 (U.S. District Court for the Northern District of California) was filed with respect to the other 86 restaurants. In January 2012, we agreed to settle the lawsuit. Under the settlement, $19.0 million was paid for the benefit of the class members, with $5.0 million funded by our franchisees, $3.9 million by BKC, and the balance by BKC’s insurance carrier. These amounts were funded in December 2012.

From time to time, we are involved in other legal proceedings arising in the ordinary course of business relating to matters including, but not limited to, disputes with franchisees, suppliers, employees and customers, as well as disputes over our intellectual property.

Item 4. Mine Safety Disclosures

Not applicable.

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Part II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market for Our Common Stock

Our common stock trades on the New York Stock Exchange under the symbol BKW. Trading of our common stock commenced on June 20, 2012, following the completion of our merger with Justice. Prior to that date, no public market existed for our common stock. As of February 11, 2013, there were approximately 91 holders of record of our common stock. The following table sets forth for the periods indicated the high and low sales prices of our common stock on the New York Stock Exchange and dividends declared per share of common stock.

	2012
Dollars Per Share:	High		Low		Dividend
Second Quarter(1)	$	15.85	$	14.97	$	—
Third Quarter	$	15.88	$	13.03	$	—
Fourth Quarter	$	17.74	$	14.10	$	0.04

(1) Represents period from June 20, 2012 through the end of the quarter.

Dividend Policy

On October 28, 2012, our Board of Directors declared the Company’s first cash dividend of $0.04 per share, which was paid on November 29, 2012 to shareholders of record at the close of business on November 9, 2012. On February 14, 2013, our board declared a cash dividend of $0.05 per share, which will be paid on March 15, 2013 to shareholders of record on February 28, 2013. The terms of our 2012 Credit Agreement, Senior Notes Indenture and Discount Notes Indenture limit our ability to pay cash dividends in certain circumstances. In addition, because we are a holding company, our ability to pay cash dividends on shares of our common stock may be limited by restrictions under our debt agreements.

Although we do not have a dividend policy, our board may, subject to compliance with the covenants contained in our debt agreements and other considerations, determine to pay dividends in the future. See Note 14 to our Consolidated Financial Statements for a discussion of the amounts paid as a dividend to the shareholders of Burger King Worldwide, Inc. (“Worldwide”), principally 3G, in December 2011.

Securities Authorized for Issuance Under Equity Compensation Plans

The following table presents information regarding equity awards outstanding under our compensation plans as of December 31, 2012 (amounts in thousands):

	(a)		(b)		(c)
Plan Category	Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights		Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights		Number of Securities Remaining Available for Future Issuance under Equity Compensation Plans (Excluding Securities Relfected in Column (a))
Equity Compensation Plans Approved by Security Holders		16,358	$	3.73		13,786
Equity Compensation Plans Not Approved by Security Holders		—		—		—
Total		16,358	$	3.73		13,786

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Stock Performance Graph

The following graph depicts the total return to shareholders from June 20, 2012, the date our common stock was listed on the New York Stock Exchange, through December 31, 2012, relative to the performance of the Standard & Poor’s 500 Index and the Standard & Poor’s Restaurant Index, a peer group. The graph assumes an investment of $100 in our common stock and each index on June 20, 2012 and the reinvestment of dividends paid since that date. The stock price performance shown in the graph is not necessarily indicative of future price performance.

	6/20/2012		12/31/2012
BKW	$	100	$	114
S&P 500 Index	$	100	$	106
S&P Restaurant Index	$	100	$	97

Item 6. Selected Financial Data

On October 19, 2010 (the “Acquisition Date”), we were acquired by 3G in a transaction accounted for as a business combination (the “3G Acquisition”). Unless the context otherwise requires, all references to “we”, “us”, “our” and “Successor” refer to the Company and its subsidiaries, collectively, for all periods subsequent to the 3G Acquisition. All references in this section to our “Predecessor” refer to Burger King Holdings, Inc. (“Holdings”) and its subsidiaries for all periods prior to the 3G Acquisition, which operated under a different ownership and capital structure. In addition, the 3G Acquisition was accounted for under the acquisition method of accounting, which resulted in purchase price allocations that affect the comparability of results of operations for periods before and after the 3G Acquisition.

The following tables present our selected historical consolidated financial and other data for us and our Predecessor as of the dates and for each of the periods indicated. All references to 2012 and 2011 in this section are to the years ended December 31, 2012 and December 31, 2011, respectively. The selected historical financial data as of December 31, 2012, December 31, 2011 and for 2012 and 2011 and the period from October 19, 2010 to December 31, 2010 have been derived from our audited consolidated financial statements and notes thereto included in this report. All references to Fiscal 2010, 2009 and 2008 refer to the Predecessor’s fiscal years ended June 30, 2010, 2009 and 2008. The selected historical financial data for our Predecessor as of June 30, 2010 and for the period July 1, 2010 to October 18, 2010 and Fiscal 2010 have been derived from our Predecessor’s audited consolidated financial statements and the notes thereto included in this report. The selected historical financial data for our Predecessor as of June 30, 2009 and 2008 and for Fiscal 2009 and 2008 have been derived from the audited consolidated financial statements and the notes thereto of our Predecessor, which are not included in this report.

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The selected consolidated financial and other operating data presented below contain all normal recurring adjustments that, in the opinion of management, are necessary to present fairly our financial position and results of operations as of and for the periods presented. The selected historical consolidated financial and other operating data included below and elsewhere in this report are not necessarily indicative of future results. The information presented below should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 and “Financial Statements and Supplementary Data” in Part II, Item 8 of this report.

	Successor									Predecessor
	2012			2011			Transition Period						Fiscal 2010			Fiscal 2009			Fiscal 2008
							October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010
	(In millions, except per share data)
Statement of Operations Data:
Revenues:
Company restaurant revenues	$	1,169.0		$	1,638.7		$	331.7		$	514.5		$	1,839.3		$	1,880.5		$	1,795.9
Franchise and property revenues		797.3			697.0			135.1			203.2			662.9			656.9			658.8
Total revenues		1,966.3			2,335.7			466.8			717.7			2,502.2			2,537.4			2,454.7
Income (loss) from operations(1)		417.7			362.5			(85.8	)		101.5			332.9			339.4			354.2
Net income (loss)(1)	$	117.7		$	88.1		$	(115.7	)	$	71.1		$	186.8		$	200.1		$	189.6
Earnings (loss) per common share:
Basic	$	0.34		$	0.25		$	(0.33	)	$	0.52		$	1.38		$	1.48		$	1.40
Diluted	$	0.33		$	0.25		$	(0.33	)	$	0.52		$	1.36		$	1.46		$	1.38
Dividends per common share	$	0.04		$	1.13		$	—		$	0.06		$	0.25		$	0.25		$	0.25
Other Financial Data:
Net cash provided by (used for) operating activities	$	224.4		$	406.2		$	(126.5	)	$	121.3		$	310.4		$	310.8		$	243.4
Net cash provided by (used for) investing activities		33.6			(41.4	)		(3,344.6	)		(4.8	)		(134.9	)		(242.0	)		(199.3	)
Net cash provided by (used for) financing activities		(174.6	)		(108.0	)		3,396.4			(29.5	)		(96.9	)		(105.5	)		(62.0	)
Capital expenditures		70.2			82.1			28.4			18.2			150.3			204.0			178.2

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	Successor						Predecessor
	December 31, 2012		December 31, 2011		December 31, 2010		June 30, 2010		June 30, 2009		June 30, 2008
	(In millions)
Balance Sheet Data:
Cash and cash equivalents	$	546.7	$	459.0	$	207.0	$	187.6	$	121.7	$	166.0
Total assets(2)		5,564.0		5,608.4		5,686.2		2,747.2		2,707.1		2,686.5
Total debt and capital lease obligations(2)		3,049.3		3,139.2		2,792.1		826.3		888.9		947.4
Total liabilities(2)		4,389.0		4,559.2		4,239.0		1,618.8		1,732.3		1,842.0
Total stockholders’ equity(2)		1,175.0		1,049.2		1,447.2		1,128.4		974.8		844.5

	Successor						Transition Period			Predecessor
	2012			2011			Six Months Ended December 31, 2010			Fiscal 2010			Fiscal 2009			Fiscal 2008
Other Operating Data:
System-wide sales growth(3)(4)		5.9	%		1.7	%		2.2	%		2.1	%		4.2	%		8.3	%
Comparable sales growth(3)(4)(5)		3.2	%		(0.5	)%		(2.7	)%		(2.3	)%		1.2	%		5.4	%
Franchise Sales (in millions)(4)	$	14,672.5		$	13,653.4		$	6,721.2		$	13,055.3		$	12,788.7		$	12,892.5
Company Restaurant Margin Percentage(6)		11.3	%		11.7	%		12.9	%		12.2	%		12.6	%		14.3	%

(1) Amount includes $30.2 million of global portfolio realignment project costs and $27.0 million of business combination agreement expenses for 2012. Amount includes $3.7 million of 2010 Transaction costs, $46.5 million of global restructuring and related professional fees, $10.6 million of field optimization project costs and $7.6 million of global portfolio realignment project costs for 2011. Amount includes $94.9 million of 2010 Transaction costs and $67.2 million of global restructuring and related professional fees for October 19, 2010 to December 31, 2010.

(2) Amounts in the successor periods reflect the application of acquisition accounting as a result of the 3G Acquisition. Refer to Note 1 to our audited Consolidated Financial Statements included in this report.

(3) Comparable sales growth and system-wide sales growth are analyzed on a constant currency basis, which means they are calculated by translating current year results at prior year average exchange rates, to remove the effects of currency fluctuations from these trend analyses. We believe these constant currency measures provide a more meaningful analysis of our business by identifying the underlying business trends, without distortion from the effect of foreign currency movements.

(4) Unless otherwise stated, comparable sales growth and system-wide sales growth are presented on a system-wide basis, which means they include Company restaurants and franchise restaurants. Franchise sales represent sales at all franchise restaurants and are revenues to our franchisees. We do not record franchise sales as revenues; however, our royalty revenues are calculated based on a percentage of franchise sales. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Key Business Metrics” in Part II, Item 7 of this report.

(5) Comparable sales growth refers to the change in restaurant sales in one period from the same prior year period for restaurants that have been opened or acquired for thirteen months or longer. Company restaurants refranchised during a period will be included in the calculation of comparable sales growth for franchise restaurants during the period.

(6) Company restaurant margin is derived by subtracting Company restaurant expenses from Company restaurant revenues, which we analyze as a percentage of Company restaurant revenues, a metric we refer to as Company restaurant margin percentage.

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Burger King Worldwide, Inc. and Subsidiaries Restaurant Count

The following table presents information relating to the analysis of our restaurant count for the geographic areas and periods indicated.

	Successor						Predecessor
	December 31, 2012		December 31, 2011		December 31, 2010		June 30, 2010		December 31, 2009		June 30, 2009
Number of Company restaurants:
U.S. & Canada		183		939		984		987		1,029		1,043
EMEA		132		192		203		241		277		278
Latin America		100		97		96		97		94		92
APAC		3		67		61		62		22		16
Total Company restaurants		418		1,295		1,344		1,387		1,422		1,429
Number of franchise restaurants:
U.S. & Canada		7,293		6,561		6,566		6,562		6,516		6,491
EMEA		2,989		2,690		2,525		2,439		2,387		2,302
Latin America		1,290		1,125		1,044		1,041		1,011		986
APAC		1,007		841		772		745		742		717
Total franchise restaurants		12,579		11,217		10,907		10,787		10,656		10,496
Number of system-wide restaurants:
U.S. & Canada		7,476		7,500		7,550		7,549		7,545		7,534
EMEA		3,121		2,882		2,728		2,680		2,664		2,580
Latin America		1,390		1,222		1,140		1,138		1,105		1,078
APAC		1,010		908		833		807		764		733
Total system-wide restaurants		12,997		12,512		12,251		12,174		12,078		11,925

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

You should read the following discussion together with Part II, Item 6 “Selected Financial Data” and our audited Consolidated Financial Statements and the related notes thereto included in Item 8 “Financial Statements and Supplementary Data.” In addition to historical consolidated financial information, this discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Actual results could differ from these expectations as a result of factors including those described under Item 1A, “Risk Factors,” “Special Note Regarding Forward-Looking Statements” and elsewhere in this report.

Unless the context otherwise requires, all references in this section to the “Company,” “we,” “us,” “our” or the “Successor” are to the Company and its subsidiaries, collectively, for all periods subsequent to the 3G Acquisition. All references in this section to the “Predecessor” refer to Burger King Holdings, Inc. (“Holdings”) and its subsidiaries for all periods prior to the 3G Acquisition, which operated under a different ownership and capital structure. In addition, the 3G Acquisition was accounted for under the acquisition method of accounting, which resulted in purchase price allocations that affect the comparability of results of operations for periods before and after the 3G Acquisition.

All references to 2012 in this section are to our fiscal year ended December 31, 2012. All references to 2011 in this section are to our fiscal year ended December 31, 2011. References to 2010 in this section are to the twelve months ended December 31, 2010, derived by adding the unaudited results of operations of our Predecessor from January 1, 2010 to October 18, 2010 to our audited results of operations from October 19, 2010 to December 31, 2010.

Unless otherwise stated, comparable sales growth, average restaurant sales and sales growth are presented on a system-wide basis, which means that these measures include sales at both Company restaurants and

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franchise restaurants. Franchise sales represent sales at all franchise restaurants and are revenues to our franchisees. We do not record franchise sales as revenues; however, our franchise revenues include royalties based on franchise sales. System-wide results are driven primarily by our franchise restaurants, as approximately 97% of our current system-wide restaurants are franchised.

Overview

Burger King Worldwide, Inc. (“BKW”, the “Company” or “we”) is a Delaware corporation formed on April 2, 2012 and the indirect parent of Burger King Corporation (“BKC”), a Florida corporation that franchises and operates fast food hamburger restaurants, principally under the Burger King^® brand. We are the world’s second largest fast food hamburger restaurant, or FFHR, chain as measured by the total number of restaurants. As of December 31, 2012, we owned or franchised a total of 12,997 restaurants in 86 countries and U.S. territories. Of these restaurants, 418 were Company restaurants and 12,579, or approximately 97% of all Burger King restaurants, were owned by our franchisees. Our restaurants are limited service restaurants that feature flame-grilled hamburgers, chicken and other specialty sandwiches, french fries, soft drinks and other affordably-priced food items. We believe our restaurants appeal to a broad spectrum of consumers, with multiple day parts appealing to different customer groups. During our more than 50 years of operating history, we have developed a scalable and cost-efficient quick service hamburger restaurant model that offers customers fast, delicious food at affordable prices.

We generate revenues from three sources: (1) franchise revenues, consisting primarily of royalties based on a percentage of sales reported by franchise restaurants and fees paid by franchisees, (2) property income from properties that we lease or sublease to franchisees, and (3) retail sales at Company restaurants.

2012 Highlights

• System-wide comparable sales growth of 3.2% and system-wide sales growth of 5.9%

• Diluted EPS increased 31.3% to $0.33

• Adjusted EBITDA increased 11.5% to $652.1 million

• Net restaurant growth of 485, increasing the total system restaurant count to 12,997

• Successfully refranchised 871 restaurants, bringing the system to approximately 97% franchised

• Re-imaged approximately 600 system-wide restaurants in the U.S and Canada, increasing units on the modern image to 19% of the region

• Launched the largest menu update in the U.S. and Canada in the history of the brand

• Accelerated international growth, announcing five master franchise joint ventures and seven new development agreements in key growth markets

• Refinanced $1.9 billion of debt, lowering annualized cash interest costs

• Declared a cash dividend of $0.04 per share in the fourth quarter

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Recent Events and Factors Affecting Comparability

The 2010 Transactions

The 3G Acquisition and related financing transactions (collectively referred to as the “2010 Transactions”) as described in Note 1 to the accompanying audited Consolidated Financial Statements were accounted for using the acquisition method of accounting, or acquisition accounting, in accordance with Financial Accounting Standard Board (“FASB”) Accounting Standard Codification (“ASC”) Topic 805, Business Combinations. During the quarter ended December 31, 2011, we finalized our purchase price allocation on a retrospective basis as of the Acquisition Date, with corresponding adjustments to our results of operations. Acquisition accounting resulted in certain items that affect the comparability of the results of operations between us and our Predecessor, including changes in asset carrying values (and related depreciation and amortization).

In connection with the 2010 Transactions, we incurred costs of $3.7 million in 2011 and $94.9 million in the period October 19, 2010 to December 31, 2010, consisting of investment banking and legal fees, compensation related expenses and commitment fees associated with the bridge loan available at the closing of the 2010 Transactions.

Additionally, our interest expense is significantly higher following the 2010 Transactions than experienced by our Predecessor in prior periods, primarily due to the higher principal amount of debt outstanding following the 2010 Transactions, as well as higher interest rates.

Change in Fiscal Year

On November 5, 2010, our Board of Directors approved a change in fiscal year end from June 30 to December 31. The change became effective at the end of the quarter ended December 31, 2010. All references to “fiscal”, unless otherwise noted, refer to the twelve-month fiscal year, which prior to July 1, 2010, ended on June 30.

Global Restructuring and Related Professional Fees

Between December 2010 and December 2011, we completed a global restructuring plan that resulted in work force reductions throughout our organization. In June 2011, we implemented a Voluntary Resignation Severance Program (“VRS Program”) offered for a limited time to eligible employees based at our Miami headquarters. In addition, other involuntary work force reductions were also implemented. As a result of the global restructuring plan, VRS Program and the additional workforce reductions, we incurred $46.5 million of severance benefits and other severance related costs in 2011 and $67.2 million in the period October 19, 2010 to December 31, 2010.

Field Optimization Project

During 2011, we completed a project to significantly expand and enhance our U.S. field organization to better support our franchisees in an effort to drive sales, increase profits and improve restaurant operations (the “field optimization project”). As a result of the field optimization project, we incurred $10.6 million in 2011 of severance related costs, compensation costs for overlap staffing, travel expenses, consulting fees and training costs.

Global Portfolio Realignment Project

During 2011, we initiated a project to realign our global restaurant portfolio by refranchising our Company restaurants and establishing strategic partnerships to accelerate development through joint venture structures and master franchise and development agreements (the “global portfolio realignment project”). As a result of the global portfolio realignment project, we incurred $30.2 million in 2012 and $7.6 million in 2011 of general and administrative expenses consisting primarily of severance and professional fees.

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We continue to aggressively pursue refranchising and regional development opportunities as we implement our global portfolio realignment project. We expect to continue to incur expenses which we believe will decline as we finalize the execution of our refranchising strategy. Further, we may record net losses and impairment charges associated with future refranchising activity.

Merger with Justice

Business Combination Agreement Expenses

On April 3, 2012, Burger King Worldwide Holdings, Inc., a Delaware corporation and the indirect parent company of Holdings (“Worldwide”), entered into a Business Combination Agreement and Plan of Merger, dated as of April 3, 2012, by and among Justice Holdings Limited, the Company, Justice Holdco LLC and Worldwide (the “Business Combination Agreement”). This transaction closed on June 20, 2012, the Company changed its name to Burger King Worldwide, Inc. and our stock began trading on the New York Stock Exchange under the ticker symbol “BKW.”

As a result of the increase in our equity value implied by the Business Combination Agreement, we recorded $5.9 million of one-time share-based compensation expense related to share-based awards granted during 2012. We also incurred $21.1 million of professional fees and other transaction costs in 2012 associated with the Business Combination Agreement.

The table below summarizes the factors affecting comparability of selling, general and administrative expenses due to the 2010 Transactions, global restructuring and related professional fees, field optimization project costs, global portfolio realignment project costs and business combination agreement expenses.

	2012		2011		October 19, 2010 to December 31, 2010
	(In millions)
Selling, general and administrative expenses:
2010 Transaction costs	$	—	$	3.7	$	94.9
Global restructuring and related professional fees		—		46.5		67.2
Field optimization project costs		—		10.6		—
Global portfolio realignment project costs		30.2		7.6		—
Business combination agreement expenses		27.0		—		—
Total impact on selling, general and administrative expenses	$	57.2	$	68.4	$	162.1

Operating Metrics and Key Financial Measures

We evaluate our restaurants and assess our business based on the following operating metrics and key financial measures:

• System-wide sales growth refers to the change in sales at all Company and franchise restaurants in one period from the same period in the prior year. We review system-wide sales growth as an operating metric to help identify and assess trends in restaurant sales for the Burger King system as a whole, without distortion from the effects of refranchised or acquired restaurants.

• Franchise sales represent sales at all franchise restaurants and are revenues to our franchisees. We do not record franchise sales as revenues; however, our franchise revenues include royalties based on a percentage of franchise sales.

• Comparable sales growth refers to the change in restaurant sales in one period from the same prior year period for restaurants that have been opened for thirteen months or longer. Company restaurants refranchised during a period will be included in the calculation of comparable sales growth for franchise restaurants during the period.

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• Average restaurant sales refer to the total sales averaged over total store months for all Company and franchise restaurants open during that period.

• Net restaurant growth (“NRG”) represents the opening of new restaurants during a stated period, net of closures.

• Net refranchisings refer to sales of Company restaurants to franchisees, net of acquisitions of franchise restaurants by us.

Comparable sales growth and system-wide sales growth are measured on a constant currency basis, which means the results exclude the effect of foreign currency translation and are calculated by translating current year results at prior year exchange rates. We analyze certain key financial measures on a constant currency basis as this helps identify underlying business trends, without distortion from the effects of currency movements (“FX impact”).

In addition, we evaluate our Company restaurants and assess our total business based on the following key financial measures:

• Company restaurant margin, or CRM, is derived by subtracting Company restaurant expenses from Company restaurant revenues for a stated period, which we analyze as a percentage of Company restaurant revenues, a metric we refer to as Company restaurant margin %, or CRM %. Company restaurant expenses are comprised of food, paper and product costs, payroll and employee benefits (“labor” costs) and occupancy and other operating costs, which include rent and depreciation and amortization related to restaurant properties (“occupancy and other operating” costs). Food, paper and product costs vary with sales volume, while labor and occupancy costs are primarily fixed costs with variable components. We review the relationship between our Company restaurant expenses and Company restaurant revenues in the context of how those relationships affect CRM and CRM %. As a result of our refranchising initiative, the impact of CRM and CRM% on our operating results has diminished.

• Adjusted EBITDA represents earnings (net income or loss) before interest, taxes, depreciation and amortization adjusted to exclude specifically identified items that management believes do not directly reflect our core operations. These items include share-based compensation and non-cash compensation expense, other operating (income) expenses, net, and all other specifically identified costs associated with non-recurring projects; 2010 Transaction costs, global restructuring and related professional fees, field optimization project costs, global portfolio realignment project costs and business combination agreement expenses. See Profitability Measures and Non-GAAP Reconciliations.

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Results of Operations

Tabular amounts in millions of dollars unless noted otherwise.

Consolidated

	Successor									Predecessor						Variance
							Transition Period
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			January 1, 2010 to June 30, 2010			2012 Compared to 2011			2011 Compared to 2010
																Favorable / (Unfavorable)
Revenues:
Company restaurant revenues	$	1,169.0		$	1,638.7		$	331.7		$	514.5		$	893.3			(28.7	)%		(5.8	)%
Franchise and property revenues		797.3			697.0			135.1			203.2			326.6			14.4	%		4.8	%
Total revenues		1,966.3			2,335.7			466.8			717.7			1,219.9			(15.8	)%		(2.9	)%
Company restaurant expenses:
Food, paper and product costs		382.2			524.7			102.8			162.6			285.2			27.2	%		4.7	%
Payroll and employee benefits		345.1			481.2			98.3			154.2			277.5			28.3	%		9.2	%
Occupancy and other operating costs		309.9			441.5			91.7			127.7			232.5			29.8	%		2.3	%
Total Company restaurant expenses		1,037.2			1,447.4			292.8			444.5			795.2			28.3	%		5.6	%
Franchise and property expenses		112.1			97.1			21.3			22.2			33.0			(15.4	)%		(26.9	)%
Selling, general and administrative expenses		346.0			417.4			247.2			153.1			235.8			17.1	%		34.4	%
Other operating (income) expenses, net		53.3			11.3			(8.7	)		(3.6	)		(5.8	)		(371.7	)%		162.4	%
Total operating costs and expenses		1,548.6			1,973.2			552.6			616.2			1,058.2			21.5	%		11.4	%
Income (loss) from operations		417.7			362.5			(85.8	)		101.5			161.7			15.2	%		104.3	%
Interest expense, net		223.8			226.7			58.1			14.6			23.9			1.3	%		(134.7	)%
Loss on early extinguishment of debt		34.2			21.1			—			—			—			(62.1	)%		NM
Income (loss) before income taxes		159.7			114.7			(143.9	)		86.9			137.8			39.2	%		42.0	%
Income tax expense (benefit)		42.0			26.6			(28.2	)		15.8			47.8			(57.9	)%		24.9	%
Net income (loss)	$	117.7		$	88.1		$	(115.7	)	$	71.1		$	90.0			33.6	%		94.1	%
FX Impact Favorable/(Unfavorable)
Consolidated revenues	$	(41.3	)	$	35.6		$	(5.8	)	$	(11.5	)	$	13.4
Consolidated CRM		(3.1	)		2.6			(0.3	)		(1.0	)		1.1
Consolidated SG&A		6.5			(8.2	)		3.6			3.1			(1.3	)
Consolidated income (loss) from operations		(10.9	)		5.3			1.0			(2.9	)		(2.0	)
Consolidated net income (loss)		(10.6	)		5.7			—			(3.0	)		(3.0	)
Consolidated Adjusted EBITDA		(12.8	)		4.5			0.2			(2.7	)		0.2
Key Business Metrics
	2012			2011			2010
System sales growth		5.9	%		1.7	%		1.5	%
Franchise sales	$	14,672.5		$	13,653.4		$	13,086.8
Comparable sales growth
Company		3.6	%		0.1	%		(3.3	)%
Franchise		3.2	%		(0.6	)%		(2.3	)%
System		3.2	%		(0.5	)%		(2.4	)%
Average restaurant sales (in thousands)	$	1,267.9		$	1,248.0		$	1,225.1
Net Restaurant Growth (NRG)
Company		(6	)		(4	)		4
Franchise		491			265			169
System		485			261			173
Net Refranchisings		871			45			82
Restaurant counts at period end
Company		418			1,295			1,344
Franchise		12,579			11,217			10,907
System		12,997			12,512			12,251

NM — Not Meaningful

40

Comparable Sales Growth

Worldwide system comparable sales growth of 3.2% for 2012 was driven by comparable sales growth in the U.S. and Canada, EMEA and LAC segments, partially offset by negative comparable sales growth in APAC.

Negative worldwide system comparable sales growth of 0.5% for 2011 was driven by negative comparable sales growth in the U.S. and Canada and APAC segments, partially offset by comparable sales growth in EMEA and LAC.

Company restaurants

During 2012, Company restaurant revenues decreased primarily due to the net refranchising of 871 Company restaurants during 2012 and unfavorable FX impact, partially offset by Company comparable sales growth across all segments.

During 2011, Company restaurant revenues decreased due to the net refranchising of 45 Company restaurants, primarily in the U.S. and Canada, partially offset by favorable FX impact across all segments.

During 2012, CRM% decreased to 11.3% from 11.7% in 2011 due to decreases in CRM% in the U.S. and Canada and LAC, partially offset by increases in CRM% in EMEA and APAC. The effects of promotional activity, increased food, paper and product costs, higher wage rates in Germany and Mexico and increased repair and maintenance expenses in the U.S. and Canada were partially offset by favorable adjustments to self insurance reserves in the U.S. and Canada and the leveraging effect of Company comparable sales growth on fixed occupancy and other operating costs.

During 2011, CRM% decreased to 11.7% from 11.9% in 2010 due to the effects of acquisition accounting, including a $14.6 million increase in Company restaurant depreciation and amortization expense, higher commodity prices in the U.S. and Canada and EMEA and a non-recurring $4.7 million favorable adjustment to our self insurance reserve in 2010. These factors were partially offset by improved labor margins due to benefits realized from improvements in variable labor controls and scheduling in our restaurants as well as changes in U.S. restaurant compensation plans to more closely align incentive compensation with restaurant performance.

Franchise and Property

Franchise and property revenues consist primarily of royalties earned on franchise sales, franchise fees and rents from real estate leased or subleased to franchisees. During 2012, franchise and property revenues increased primarily due to franchise comparable sales growth, the net refranchising of 871 Company restaurants and franchise NRG of 491 restaurants, which resulted in increased royalties and rents. Additionally, initial franchise fees increased as a result of the increase in franchise NRG during 2012 and renewal and other related franchise fees increased primarily due to the timing of renewals. These factors were partially offset by unfavorable FX impact.

During 2011, franchise and property revenues increased primarily due to new leases and subleases associated with the net refranchising of 45 Company restaurants, royalties derived from franchise NRG of 265 restaurants, favorable FX impact and the impact of acquisition accounting, including a $6.6 million net increase in revenue resulting from the amortization of unfavorable and favorable income leases. These factors were partially offset by a decrease in renewal franchise fees due to the timing of renewals as a result of incentives provided to franchisees to accelerate restaurant remodels in the U.S and the impact of negative franchise comparable sales growth on royalties and contingent rents.

During 2012, franchise and property expenses increased primarily due to new leases and subleases associated with additional restaurants leased or subleased to franchisees as a result of the refranchisings, partially offset by a decrease in bad debt expense and favorable FX impact.

41

During 2011, franchise and property expenses increased primarily due to new leases and subleases associated with additional restaurants leased or subleased to franchisees as a result of the refranchising of Company restaurants, the impact of acquisition accounting, including a $15.7 million increase in franchise agreement amortization to $21.8 million, and unfavorable FX impact. These factors were partially offset by a decrease in bad debt expense.

Selling, general and administrative expenses

Our selling, general and administrative expenses were comprised of the following:

	Successor						Predecessor				Variance
					Transition Period
					October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		January 1, 2010 to June 30, 2010		2012 Compared to 2011		2011 Compared to 2010
	2012		2011								Favorable / (Unfavorable)
Selling expenses	$	48.3	$	78.2	$	16.7	$	25.3	$	44.2		38.2%		9.3%
Management general and administrative expenses		212.7		248.5		65.6		116.6		173.5		14.4%		30.1%
Share-based compensation and non-cash incentive compensation expense		10.2		6.4		—		5.8		8.3		(59.4)%		54.6%
Depreciation and amortization		17.6		15.9		2.8		5.4		9.8		(10.7)%		11.7%
2010 Transaction costs		—		3.7		94.9		—		—		100.0%		96.1%
Global restructuring and related professional fees		—		46.5		67.2		—		—		100.0%		30.8%
Field optimization project costs		—		10.6		—		—		—		100.0%		NA
Global portfolio realignment project costs		30.2		7.6		—		—		—		(297.4)%		NA
Business combination agreement expenses		27.0		—		—		—		—		NA		NA
Total general and administrative expenses		297.7		339.2		230.5		127.8		191.6		12.2%		38.3%
Selling, general and administrative expenses	$	346.0	$	417.4	$	247.2	$	153.1	$	235.8		17.1%		34.4%

NA — Not Applicable

Selling expenses consist primarily of Company restaurant advertising fund contributions. During 2012, selling expenses decreased primarily as a result of the refranchisings, favorable FX impact and a temporary reduction in advertising fund contributions associated with incentives to accelerate implementation of restaurant equipment initiatives. During 2011, selling expenses as a percentage of Company restaurant revenues were flat in comparison to the prior year.

Management general and administrative expenses (“Management G&A”) are comprised primarily of salary and employee related costs for our non-restaurant employees, professional fees and general overhead for our corporate offices, including rent, maintenance and utilities, travel and meeting expenses, IT and technology costs and other general operating expenses. General and administrative expenses also include certain non-cash expenses, including share-based compensation, depreciation and amortization as well as separately managed expenses associated with unusual or non-recurring events, such as costs associated with the 2010 Transactions, global restructuring, field optimization project, global portfolio realignment project and business combination agreement expenses. The decrease in Management G&A in 2012 was driven primarily by a decrease in salary

42

and fringe benefits, professional services and favorable FX impact. The decrease in Management G&A in 2011 was driven by a decrease in salary and fringe benefits and a decrease in professional fees, which are directly attributable to the benefits derived from our global restructuring and implementation of a Zero Based Budgeting (“ZBB”) program.

The decrease in our total general and administrative expenses in 2012 was driven primarily by a decrease in Management G&A and the completion of our global restructuring and field optimization projects in 2011 partially offset by business combination agreement expenses and increases in global portfolio realignment project costs and share-based compensation and non-cash incentive compensation expense.

The decrease in our total general and administrative expenses in 2011 was driven primarily by the decreases in Management G&A, 2010 Transaction costs, global restructuring and related professional fees and share-based compensation, as well as a decrease in depreciation and amortization resulting from acquisition accounting. These factors were partially offset by costs incurred in connection with our global portfolio realignment project and field optimization project.

Other operating income (expense), net

	Successor									Predecessor
							Transition Period
							October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			January 1, 2010 to June 30, 2010
	2012			2011
Net (gains) losses on disposal of assets, restaurant closures and refranchisings	$	30.8		$	6.2		$	5.8		$	(3.2	)	$	(3.4	)
Litigation settlements and reserves, net		1.7			1.3			3.5			1.5			(0.9	)
Foreign exchange net gains		(4.2	)		(4.6	)		(21.4	)		(1.4	)		(4.4	)
Loss on termination of interest rate cap		8.7			—			—			—			—
Equity in net loss from unconsolidated affiliates		4.1			1.2			0.3			0.5			0.1
Other, net		12.2			7.2			3.1			(1.0	)		2.8
Other operating (income) expense, net	$	53.3		$	11.3		$	(8.7	)	$	(3.6	)	$	(5.8	)

Interest expense, net

During 2012, interest expense, net decreased compared to 2011 primarily due to reduced borrowings as a result of principal payments and prepayments of our Term Loan and repurchases of our Senior Notes and Discount Notes, partially offset by incremental interest expense on our Discount Notes due to the timing of their issuance in the prior year and compounded interest.

During 2011, interest expense, net increased compared to 2010, reflecting an increase in borrowings and higher interest rates due to the 2010 Transactions, and interest expense on our Discount Notes.

The weighted average interest rate on our long-term debt was 7.29% for 2012, 7.50% for 2011 and 6.01% for 2010.

Loss on early extinguishment of debt

We recorded a $34.2 million loss on early extinguishment of debt in 2012 related to our 2012 debt refinancing as well as prepayments of our Term Loan and repurchases of our Discount Notes and Senior Notes. We recorded a $21.1 million loss on early extinguishment of debt in 2011 related to our 2011 debt refinancing as well as prepayments of our Term Loan and repurchases of our Senior Notes and Discount Notes.

43

Income tax expense

Our effective tax rate was 26.3% in 2012, primarily as a result of the current mix of income from multiple tax jurisdictions, the release of valuation allowance and the impact of costs on refranchisings primarily in foreign jurisdictions.

Our effective tax rate was 23.2% in 2011 compared to 45.5% in 2010 as a result of the current mix of income from multiple tax jurisdictions and the 2010 Transactions.

Profitability Measures and Non-GAAP Reconciliations

The table below contains information regarding EBITDA and Adjusted EBITDA, which are non-GAAP measures. EBITDA is defined as net income (loss) before depreciation and amortization, interest expense, net, loss on early extinguishment of debt and income tax expense. Adjusted EBITDA is defined as EBITDA excluding the impact of share-based compensation and non-cash incentive compensation expense, other operating (income) expenses, net, and all other specifically identified costs associated with non-recurring projects, including 2010 Transaction costs, global restructuring and related professional fees, field optimization project costs, global portfolio realignment project costs and business combination agreement expenses. Adjusted EBITDA is used by management to measure operating performance of the business, excluding specifically identified items that management believes do not directly reflect our core operations, and represents our measure of segment income.

	Successor									Predecessor						Variance
							Transition Period
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			January 1, 2010 to June 30, 2010			2012 Compared to 2011		2011 Compared to 2010
																Favorable/(Unfavorable)
Segment income:
U.S. and Canada	$	471.0		$	459.9		$	77.2		$	145.0		$	219.7			2.4%		4.1%
EMEA		166.1			146.0			20.1			30.8			36.9			13.8%		66.3%
Latin America		73.2			63.9			9.5			12.3			22.3			14.6%		44.9%
APAC		41.1			26.7			4.9			7.1			9.5			53.9%		24.2%
Total		751.4			696.5			111.7			195.2			288.4			7.9%		17.0%
Unallocated Management G&A		(99.3	)		(111.5	)		(16.5	)		(60.3	)		(64.9	)		10.9%		21.3%
Adjusted EBITDA		652.1			585.0			95.2			134.9			223.5			11.5%		29.0%
Share-based compensation and non-cash incentive compensation expense		10.2			6.4			—			5.8			8.3			(59.4)%		54.6%
2010 Transaction costs		—			3.7			94.9			—			—			100.0%		96.1%
Global restructuring and related professional fees		—			46.5			67.2			—			—			100.0%		30.8%
Field optimization project costs		—			10.6			—			—			—			100.0%		NM
Global portfolio realignment project costs		30.2			7.6			—			—			—			(297.4)%		NM
Business combination agreement expenses		27.0			—			—			—			—			NM		NM
Other operating (income) expenses, net		53.3			11.3			(8.7	)		(3.6	)		(5.8	)		(371.7)%		162.4%
EBITDA		531.4			498.9			(58.2	)		132.7			221.0			6.5%		68.8%
Depreciation and amortization		113.7			136.4			27.6			31.2			59.3			16.6%		(15.5)%
Income (loss) from operations		417.7			362.5			(85.8	)		101.5			161.7			15.2%		104.3%
Interest expense, net		223.8			226.7			58.1			14.6			23.9			1.3%		(134.7)%
Loss on early extinguishment of debt		34.2			21.1			—			—			—			(62.1)%		NM
Income tax expense (benefit)		42.0			26.6			(28.2	)		15.8			47.8			(57.9)%		24.9%
Net income (loss)	$	117.7		$	88.1		$	(115.7	)	$	71.1		$	90.0			33.6%		94.1%

NM — Not Meaningful

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The increases in Adjusted EBITDA in 2012 and 2011 were primarily driven by increases in segment income in all of our operating segments and reductions in Unallocated Management G&A.

The increase in income from operations in 2012 was driven by the increase in consolidated Adjusted EBITDA, the non-recurrence of costs related to the 2010 Transactions, global restructuring project and field optimization project. These factors were partially offset by increases in global portfolio realignment project costs, share-based compensation and non-cash incentive compensation expense and other operating (income) expense, net and business combination agreement expenses. Income from operations was also favorably impacted by reductions in depreciation and amortization expense.

The increase in income from operations in 2011 was driven by the increase in consolidated Adjusted EBITDA and reductions in share-based compensation and non-cash incentive compensation expense, 2010 Transaction costs and global restructuring and related professional fees. These factors were partially offset by an increase in depreciation and amortization, primarily as a result of acquisition accounting, as well as field optimization project costs, global portfolio realignment project costs and a decrease in other operating income, net.

Our net income increased in 2012 primarily as a result of an increase in income from operations and a decrease in interest expense, net, partially offset by an increase in the loss on early extinguishment of debt and an increase in income tax expense.

Our net income increased in 2011 primarily as a result of an increase in income from operations and a decrease in income tax expense, partially offset by an increase in interest expense and the loss we recorded on the early extinguishment of debt.

45

U.S. and Canada

	Successor									Predecessor						Variance
							Transition Period
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			January 1, 2010 to June 30, 2010			2012 Compared to 2011			2011 Compared to 2010
																Favorable/(Unfavorable)
Company:
Company restaurant revenues	$	792.9		$	1,172.0		$	237.0		$	362.1		$	632.5			(32.3	)%		(4.8	)%
CRM		90.1			142.2			31.4			50.7			78.0			(36.6	)%		(11.2	)%
CRM %		11.4	%		12.1	%		13.2	%		14.0	%		12.3	%		(0.8	)%		(1.0	)%
Company restaurant expenses as a % of Company restaurant revenues:
Food and paper		33.0	%		32.3	%		30.9	%		32.2	%		32.7	%		(0.7	)%		(0.1	)%
Payroll and benefits		30.5	%		30.4	%		30.7	%		30.9	%		31.2	%		(0.1	)%		0.6	%
Depreciation and amortization		5.5	%		5.7	%		5.3	%		4.7	%		5.3	%		0.2	%		(0.6	)%
Other occupancy and operating		19.6	%		19.5	%		19.9	%		18.1	%		18.5	%		(0.1	)%		(0.9	)%
Franchise:
Franchise and property revenues	$	468.2		$	397.1		$	78.5		$	121.1		$	201.5			17.9	%		(1.0	)%
Franchise and property expenses		79.8			69.9			14.6			13.5			22.3			(14.2	)%		(38.7	)%
Segment SG&A		76.3			95.7			34.9			33.5			91.4			20.3	%		40.1	%
Segment depreciation and amortization		68.8			86.2			16.8			20.2			53.9			20.2	%		5.2	%
Segment income		471.0			459.9			77.2			145.0			219.7			2.4	%		4.1	%
Segment margin		37.3	%		29.3	%		24.5	%		30.0	%		26.3	%		8.0	%		2.2	%
FX Impact Favorable/(Unfavorable)
Segment revenues	$	(1.6	)	$	6.4		$	1.3		$	2.3		$	10.2
Segment CRM		(0.2	)		0.6			0.1			0.2			0.8
Segment income		0.3			(1.3	)		—			0.2			0.6
Key Business Metrics
	2012			2011			2010
System-wide sales growth		3.0	%		(3.3	)%		(3.7	)%
Franchise sales	$	8,143.9		$	7,510.5		$	7,727.2
Comparable sales growth
Company		3.7	%		(1.9	)%		(3.8	)%
Franchise		3.4	%		(3.6	)%		(4.5	)%
System		3.5	%		(3.4	)%		(4.4	)%
NRG
Company		(4	)		(7	)		(1	)
Franchise		(20	)		(43	)		6
System		(24	)		(50	)		5
Net Refranchisings		752			38			44
Restaurant counts at period end
Company		183			939			984
Franchise		7,293			6,561			6,566
System		7,476			7,500			7,550

46

Comparable Sales Growth

During 2012, system comparable sales growth of 3.5% in the U.S. and Canada was driven primarily by the implementation of our Four Pillars strategy. During 2012, we enhanced our menu by launching four new menu platforms (salads, wraps, smoothies and desserts), expanded our chicken, coffee and ancillary platforms and made compelling limited time offer promotions. We also implemented a marketing strategy that targets a broader consumer base with more inclusive messaging and food centric advertising designed to balance value promotions and premium limited-time offerings.

During 2011, negative system comparable sales growth of 3.4% in the U.S. and Canada was primarily attributed to value promotions in 2010 compared to 2011.

Company restaurants

During 2012, Company restaurant revenues decreased primarily due to the net refranchising of 752 Company restaurants, partially offset by Company comparable sales growth. FX impact was not significant.

During 2011, Company restaurant revenues decreased primarily due to the net refranchising of 38 Company restaurants and the effects of negative Company comparable sales growth. These factors were partially offset by favorable FX impact in Canada.

During 2012, the decrease in CRM% reflects an increase in promotional activity to drive traffic and trial of limited time offer menu items, increases in food, paper and product costs and an increase in repair and maintenance expenses associated with restaurants prepared for refranchisings, partially offset by favorable adjustments to our self insurance reserve.

During 2011, CRM% decreased primarily due to the impact of sales deleverage on our fixed occupancy and other operating costs, the impact of acquisition accounting, other operating costs to implement new initiatives at our Company restaurants and lower food margins driven by higher commodity prices in the U.S. In addition, CRM% decreased due to a non-recurring $4.7 million favorable adjustment to the self insurance reserve in the U.S. and Canada in 2010. These factors were partially offset by changes in restaurant compensation plans to more closely align incentive compensation with restaurant performance, benefits realized from improvements in variable labor controls and scheduling in our restaurants and benefits derived from strategic pricing initiatives.

Franchise and Property

During 2012, franchise and property revenues increased primarily due to the net refranchising of 752 Company restaurants and franchise comparable sales growth, which resulted in increased royalties and rents. Additionally, renewal franchise fees increased due to the timing of renewals as a result of incentives provided to franchisees to accelerate restaurant remodels. FX impact was not significant.

During 2011, franchise and property revenues decreased due to the impact of negative franchise comparable sales growth on royalties and contingent rents and a decrease in renewal franchise fees due to the timing of renewals as a result of incentives provided to franchisees to accelerate restaurant remodels. These factors were partially offset by favorable FX impact in Canada and the impact of acquisition accounting.

During 2012, franchise and property expenses increased primarily due to additional restaurants leased or subleased to franchisees as a result of refranchisings, partially offset by a decrease in bad debt expense. FX impact was not significant.

During 2011, franchise and property expenses increased primarily due to additional restaurants leased or subleased to franchisees as a result of the net refranchising of Company restaurants, the impact of acquisition accounting, including a $5.2 million increase in franchise agreement amortization and an increase in bad debt expense.

47

Segment income and segment margin

During 2012 and 2011, segment income increased due to an increase in net franchise and property income and a decrease in segment selling, general and administrative expenses (“SG&A”), partially offset by a decrease in CRM.

During 2012 and 2011, segment margin increased primarily as a result of the higher contribution of franchise and property revenues in the segment, which yield higher margins than Company restaurant revenues, after completion of the refranchisings, partially offset by a decrease in CRM%.

EMEA

	Successor									Predecessor						Variance
							Transition Period
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			January 1, 2010 to June 30, 2010			2012 Compared to 2011			2011 Compared to 2010
																Favorable/(Unfavorable)
Company:
Company restaurant revenues	$	264.6		$	330.7		$	68.1		$	113.8		$	208.7			(20.0	)%		(15.3	)%
CRM		30.7			35.5			6.9			14.6			15.1			(13.5	)%		(3.0	)%
CRM %		11.6	%		10.7	%		10.1	%		12.8	%		7.2	%		0.9	%		1.4	%
Company restaurant expenses as a % of Company restaurant revenues:
Food and paper		30.1	%		29.4	%		28.9	%		28.1	%		28.2	%		(0.7	)%		(1.1	)%
Payroll and benefits		32.5	%		31.4	%		31.7	%		32.3	%		34.8	%		(1.1	)%		2.1	%
Depreciation and amortization		3.1	%		3.5	%		3.6	%		2.6	%		3.3	%		0.4	%		(0.3	)%
Other occupancy and operating		22.7	%		25.0	%		25.7	%		24.1	%		26.4	%		2.3	%		0.7	%
Franchise:
Franchise and property revenues	$	208.3		$	194.9		$	36.6		$	55.3		$	82.8			6.9	%		11.6	%
Franchise and property expenses		29.7			25.9			6.5			7.0			10.7			(14.7	)%		(7.0	)%
Segment SG&A		61.1			81.1			21.3			35.6			58.1			24.7	%		29.5	%
Segment depreciation and amortization		17.9			22.6			4.4			3.5			7.8			20.8	%		(43.9	)%
Segment income		166.1			146.0			20.1			30.8			36.9			13.8	%		66.3	%
Segment margin		35.1	%		27.8	%		19.2	%		18.2	%		12.7	%		7.3	%		12.3	%
FX Impact Favorable/(Unfavorable)
Segment revenues	$	(35.9	)	$	23.4		$	(8.5	)	$	(15.3	)	$	(0.1	)
Segment CRM		(2.2	)		1.7			(0.5	)		(1.3	)		(0.1	)
Segment income		(12.7	)		6.4			0.4			(2.9	)		(0.7	)
Key Business Metrics
	2012			2011			2010
System-wide sales growth		11.2	%		6.5	%		6.2	%
Franchise sales	$	3,822.9		$	3,649.0		$	3,163.1
Comparable sales growth
Company		4.3	%		5.8	%		(2.5	)%
Franchise		3.1	%		4.1	%		(0.1	)%
System		3.2	%		4.3	%		(0.3	)%
NRG
Company		(1	)		(4	)		(1	)
Franchise		240			158			65
System		239			154			64
Net Refranchisings		59			7			73
Restaurant counts at period end
Company		132			192			203
Franchise		2,989			2,690			2,525
System		3,121			2,882			2,728

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Comparable Sales Growth

During 2012, system comparable sales growth of 3.2% in EMEA was driven by comparable sales growth in Germany, the United Kingdom, Russia and Turkey, partially offset by negative system comparable sales growth in Spain. EMEA’s successful balance of value promotions and strong premium product promotions contributed to incremental sales primarily in Germany and the United Kingdom.

During 2011, system comparable sales growth of 4.3% in EMEA was driven by comparable sales growth in Germany, Turkey and Italy.

Company restaurants

During 2012, Company restaurant revenues decreased primarily due to the net refranchising of 59 Company restaurants during 2012 and unfavorable FX impact. These factors were partially offset by Company comparable sales growth.

During 2011, Company restaurant revenues decreased due to the net refranchising of 7 Company restaurants during 2011 as well as the impact of 34 Company restaurants refranchised in September 2010, partially offset by Company comparable sales growth and favorable FX impact.

During 2012, CRM % increased primarily as a result of the leveraging effect of Company comparable sales growth on our fixed occupancy and other operating costs and the net refranchising of 59 Company restaurants with lower than average CRM% during 2012. These factors were partially offset by increased food, paper and product costs, promotions of lower margin menu items and wage rate increases in Germany.

During 2011, CRM % increased primarily as a result of the leveraging effect of Company comparable sales growth on our fixed labor and occupancy and other operating costs, partially offset by lower food margins driven by higher commodity prices in Germany and the United Kingdom, wage rate increases in Germany and Spain and the impact of acquisition accounting.

Franchise and Property

During 2012, franchise and property revenues increased due to franchise comparable sales growth, franchise NRG of 240 restaurants and the net refranchising of 59 Company restaurants which resulted in increased royalties and rental income. Additionally, initial franchise fees increased as a result of the increase in franchise NRG during 2012 and renewal and other related franchise fees increased primarily due to the early renewal of franchise agreements. These factors were partially offset by unfavorable FX impact.

During 2011, franchise and property revenues increased due to franchise fees and royalties derived from franchise NRG, franchise comparable sales growth and favorable FX impact. These factors were partially offset by decreased rental income from a reduction in the number of properties leased or subleased to franchisees.

During 2012, franchise and property expenses increased due to rent expense associated with additional properties leased or subleased to franchisees as a result of refranchisings and an increase in bad debt expense, partially offset by favorable FX impact.

During 2011, franchise and property expenses increased due to an increase in franchise agreement amortization of $8.3 million and unfavorable FX impact. These factors were partially offset by a decrease in bad debt expense and decreased rent expense from a reduction in the number of properties leased or subleased to franchisees.

Segment income and segment margin

During 2012 and 2011, segment income increased due to a decrease in segment SG&A and an increase in net franchise and property income, partially offset by a decrease in CRM.

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During 2012 and 2011, segment margin increased primarily as a result of the higher contribution of franchise and property revenues in the segment, which yield higher margins than Company restaurant revenues, following the refranchisings in 2012 and franchise NRG in both periods and an increase in CRM%.

LAC

	Successor									Predecessor						Variance
							Transition Period
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			January 1, 2010 to June 30, 2010			2012 Compared to 2011			2011 Compared to 2010
																Favorable/(Unfavorable)
Company:
Company restaurant revenues	$	62.5		$	66.2		$	13.1		$	18.3		$	30.2			(5.6	)%		7.5	%
CRM		9.9			12.5			1.5			3.4			5.6			(20.8	)%		19.0	%
CRM %		15.8	%		18.9	%		11.5	%		18.6	%		18.5	%		(3.0	)%		1.8	%
Company restaurant expenses as a % of Company restaurant revenues:
Food and paper		38.8	%		38.2	%		38.6	%		39.3	%		38.7	%		(0.6	)%		0.7	%
Payroll and benefits		12.9	%		12.0	%		12.2	%		11.9	%		11.9	%		(0.9	)%		(0.1	)%
Depreciation and amortization		9.3	%		9.7	%		13.1	%		8.0	%		8.5	%		0.4	%		(0.4	)%
Other occupancy and operating		23.2	%		21.2	%		24.7	%		22.3	%		22.3	%		(2.0	)%		1.6	%
Franchise:
Franchise and property revenues	$	71.9		$	61.9		$	11.7		$	15.7		$	24.9			16.2	%		18.4	%
Franchise and property expenses		—			(1.1	)		—			1.3			—			100.0	%		184.6	%
Segment SG&A		14.6			18.3			5.5			7.0			10.9			20.2	%		21.8	%
Segment depreciation and amortization		6.0			6.7			1.8			1.5			2.7			10.4	%		(11.7	)%
Segment income		73.2			63.9			9.5			12.3			22.3			14.6	%		44.9	%
Segment margin		54.5	%		49.9	%		38.3	%		36.2	%		40.5	%		4.6	%		11.2	%
FX Impact Favorable/(Unfavorable)
Segment revenues	$	(3.7	)	$	1.1		$	0.6		$	0.7		$	2.4
Segment CRM		(0.6	)		0.2			0.1			0.1			0.4
Segment income		(0.4	)		—			(0.1	)		0.1			0.4
Key Business Metrics
	2012			2011			2010
System-wide sales growth		9.9	%		13.5	%		13.9	%
Franchise sales	$	1,334.1		$	1,208.7		$	1,060.6
Comparable sales growth
Company		0.6	%		4.3	%		(2.9	)%
Franchise		5.9	%		8.1	%		4.2	%
System		5.7	%		7.9	%		3.8	%
NRG
Company		3			1			2
Franchise		165			81			33
System		168			82			35
Net Refranchisings		—			—			—
Restaurant counts at period end
Company		100			97			96
Franchise		1,290			1,125			1,044
System		1,390			1,222			1,140

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Comparable Sales Growth

During 2012, system comparable sales growth of 5.7% in LAC was driven by comparable sales growth in Brazil and Mexico, partially offset by negative system comparable sales growth in Puerto Rico.

During 2011, system comparable sales growth of 7.9% in LAC was driven by comparable sales growth in Brazil and Argentina, partially offset by negative comparable sales growth in Puerto Rico.

Company restaurants

During 2012, Company restaurant revenues decreased primarily due to unfavorable FX impact, partially offset by Company comparable sales growth.

During 2011, Company restaurant revenues increased primarily due to positive Company comparable sales growth and slightly favorable FX impact.

During 2012, CRM% decreased primarily as a result of increased food, paper and product costs associated with price increases in certain commodities, higher labor costs associated with wage rate increases, higher labor costs related to food delivery and kiosks and higher rent expense on certain lease renewals.

During 2011, CRM% increased primarily as a result of the leveraging effect of positive comparable sales growth on our fixed labor and occupancy and other operating costs, favorability in food margins primarily driven by a new supplier contract and benefits realized from an adjustment to a previous estimate of occupancy and other operating costs. These factors were partially offset by a shift in product mix driven by promotions of lower margin menu items, acquisition accounting and higher labor costs associated with food delivery and kiosks.

Franchise and Property

During 2012, franchise and property revenues increased due to franchise comparable sales growth and franchise NRG of 165 restaurants during 2012, which resulted in increased royalties. Additionally, initial franchise fees increased as a result of the increase in franchise NRG and renewal and other related franchise fees increased primarily due to the early renewal of franchise agreements. These factors were partially offset by the prior year collection and recognition of cumulative royalties previously deferred.

During 2011, franchise and property revenues increased due to franchise NRG, franchise comparable sales growth, the collection and recognition of cumulative royalties previously deferred and an increase in initial franchise fees driven by an increase in franchise NRG. These factors were partially offset by the recovery of previously reserved receivables. FX impact was not significant.

Segment income and segment margin

During 2012 and 2011, segment income increased due to an increase in net franchise and property income and decreases in segment SG&A as well as an increase in CRM in 2011. The increase in segment income during 2012 was partially offset by a decrease in CRM.

During 2012 and 2011, segment margin increased primarily as a result of the higher contribution of franchise and property revenues in the segment, which yield higher margins than Company restaurant revenues, as well as an increase in CRM% in 2011. The increase in segment margin during 2012 was partially offset by a decrease in CRM%.

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APAC

	Successor									Predecessor						Variance
							Transition Period
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			January 1, 2010 to June 30, 2010			2012 Compared to 2011			2011 Compared to 2010
																Favorable/(Unfavorable)
Company:
Company restaurant revenues	$	49.0		$	69.8		$	13.5		$	20.3		$	21.9			(29.8	)%		25.3	%
CRM		1.1			1.1			(0.8	)		1.2			(0.5	)		0.0	%		NM
CRM %		2.3	%		1.6	%		(5.9	)%		5.9	%		(2.3	)%		0.7	%		1.8	%
Franchise:
Franchise and property revenues	$	48.9		$	43.1		$	8.3		$	11.1		$	17.4			13.5	%		17.1	%
Franchise and property expenses		2.6			2.4			0.4			0.2			—			(8.3	)%		NM
Segment SG&A		12.0			22.7			4.5			6.5			9.1			47.1	%		(12.9	)%
Segment depreciation and amortization		5.7			7.6			2.3			1.5			1.7			25.0	%		(38.2	)%
Segment income		41.1			26.7			4.9			7.1			9.5			53.9	%		24.2	%
Segment margin		42.0	%		23.6	%		22.5	%		22.6	%		24.2	%		18.4	%		0.4	%
FX Impact Favorable/(Unfavorable)
Segment revenues	$	(0.1	)	$	4.7		$	0.8		$	0.8		$	0.9
Segment CRM		(0.1	)		0.1			—			—			—
Segment income		—			(0.6	)		(0.1	)		(0.1	)		(0.1	)
Key Business Metrics
	2012			2011			2010
System-wide sales growth		4.8	%		13.2	%		21.6	%
Franchise sales	$	1,371.6		$	1,285.1		$	1,135.9
Comparable sales growth
Company		2.4	%		7.1	%		4.2	%
Franchise		(0.6	)%		(0.7	)%		1.7	%
System		(0.5	)%		(0.4	)%		1.8	%
NRG
Company		(4	)		6			4
Franchise		106			69			65
System		102			75			69
Net Refranchisings		60			—			(35	)
Restaurant counts at period end
Company		3			67			61
Franchise		1,007			841			772
System		1,010			908			833

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Comparable Sales

During 2012, negative system comparable sales growth of 0.5% in APAC was driven by negative comparable sales growth in Korea, Japan, New Zealand and China, partially offset by positive comparable sales growth in Australia.

During 2011, negative system comparable sales growth of 0.4% in APAC was driven by negative comparable sales growth in Australia, partially offset by positive comparable sales growth in Korea and China.

Company restaurants

During 2012, Company restaurant revenues decreased due to the net refranchising of 60 Company restaurants during 2012 and unfavorable FX impact, partially offset by positive Company comparable sales growth.

During 2011, Company restaurant revenues increased due to the acquisition of 35 restaurants in Singapore during Fiscal 2010, Company NRG, the effects of Company comparable sales growth and favorable FX impact.

During 2012, CRM % increased primarily as a result of the leveraging effect of Company comparable sales growth on our fixed occupancy and other operating costs and lower food, paper and product costs, partially offset by higher labor costs in Singapore.

During 2011, CRM % increased primarily as a result of the leveraging effect of comparable sales growth on our fixed occupancy and other operating costs and improved food margins resulting from the acquisition of 35 restaurants in Singapore during Fiscal 2010, where food costs are lower than those in other Company restaurant markets in the segment. These factors were partially offset by wage rate increases in Singapore.

Franchise and Property

During 2012, franchise and property revenues increased due to franchise NRG of 106 restaurants and the net refranchising of 60 Company restaurants during 2012 which resulted in increased royalties. Additionally, initial franchise fees increased as a result of the increase in franchise NRG during 2012. These factors were partially offset by negative franchise comparable sales growth. FX impact was not significant.

During 2011, franchise and property revenues increased due to royalties derived from franchise NRG, partially offset by negative franchise comparable sales growth and unfavorable FX impact. Franchise and property expenses increased due to a $2.3 million increase in franchise agreement amortization.

Segment income and segment margin

During 2012 and 2011, segment income increased due to a decrease in segment SG&A and an increase in net franchise and property income as well as an increase in CRM during 2011. The increase in segment income during 2012 was partially offset by a decrease in CRM.

During 2012 and 2011, segment margin increased primarily as a result of the higher contribution of franchise and property revenues in the segment, which yield higher margins than Company restaurant revenues, and an increase in CRM%.

Liquidity and Capital Resources

Our primary sources of liquidity are cash on hand, cash generated by operations and borrowings available under our 2012 Revolving Credit Facility (as defined below). We have used, and may in the future use, our liquidity to make required interest and principal payments, to voluntarily repay and/or repurchase our or one of

53

our affiliate’s outstanding debt, to fund our investing activities and/or to pay dividends. As a result of our borrowings, we are highly leveraged. Our liquidity requirements are significant, primarily due to debt service requirements.

At December 31, 2012, we had cash and cash equivalents of $546.7 million and working capital of $492.7 million. In addition, at December 31, 2012, we had borrowing capacity of $118.4 million under our 2012 Revolving Credit Facility. Based on our current level of operations and available cash, we believe our cash flow from operations, combined with availability under our 2012 Revolving Credit Facility, will provide sufficient liquidity to fund our current obligations, debt service requirements and capital spending requirements over the next twelve months.

Our consolidated cash and cash equivalents include balances held in foreign tax jurisdictions that represent undistributed earnings of our foreign subsidiaries, which are considered indefinitely reinvested for U.S. income tax purposes. We do not plan to utilize cash flows from our foreign subsidiaries to meet our future debt service requirements in the U.S. and to the degree cash is transferred to the U.S. from our foreign subsidiaries, we expect we will be able to do so in a tax efficient manner. However, adverse income tax consequences could result if we are compelled to make unplanned transfers of cash to meet future liquidity requirements in the U.S.

2012 Debt Refinancing

On September 28, 2012 (the “Closing Date”), BKC and Holdings entered into a Credit Agreement (the “2012 Credit Agreement”) to refinance amounts borrowed under our previous credit agreement, the 2011 Amended Credit Agreement. The 2012 Credit Agreement provides for (i) tranche A term loans in the aggregate principal amount of $1,030.0 million (the “Tranche A Term Loans”), (ii) tranche B term loans in the aggregate amount of $705.0 million (the “Tranche B Term Loans” and, together with the Tranche A Term Loans, the “2012 Term Loans”), in each case under the new senior secured term loan facility (the “2012 Term Loan Facility”), and (iii) a new senior secured revolving credit facility for up to $130.0 million of revolving extensions of credit outstanding at any time (including revolving loans, swingline loans and letters of credit (the “2012 Revolving Credit Facility” and, together with the 2012 Term Loan Facility, the “2012 Credit Facilities”).

On the Closing Date, the full amount of the Tranche A Term Loans and Tranche B Term Loans was drawn and no revolving loans were drawn. The proceeds of the Tranche A Term Loans and the Tranche B Term Loans were used to repay the term loans outstanding under the 2011 Amended Credit Agreement. In addition, approximately $11.5 million of letters of credit were issued in order to backstop, replace or roll-over existing letters of credit under the 2011 Amended Credit Agreement. The Tranche A Term Loans have a five-year maturity, and the Tranche B Term Loans have a seven-year maturity. The 2012 Revolving Credit Facility matures on October 19, 2015, which was the maturity date of the revolving credit facility under the 2011 Amended Credit Agreement.

The 2012 debt refinancing provided for, among other things, lower interest rates and maturity extensions on our term loans.

Debt Instruments and Debt Service Requirements

Our long-term debt is comprised primarily of borrowings under our 2012 Credit Agreement, amounts outstanding under our Senior Notes and Discount Notes (each defined below), and obligations under capital leases. The following information summarizes the principal terms and near term debt service requirements under our 2012 Credit Agreement and the indentures governing our Senior Notes and Discount Notes (the “Senior Notes Indenture” and “Discount Notes Indenture”, collectively, “Indentures”). For further information about our long-term debt, see Note 8 to the accompanying audited Consolidated Financial Statements included in Part II, Item 8 “Financial Statements and Supplementary Data.”

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2012 Credit Agreement

As of December 31, 2012, we had $1,023.6 million in Tranche A Term Loans outstanding and $695.1 million of Tranche B Term Loans outstanding. The Tranche A Term Loans mature on September 28, 2017 and the Tranche B Term Loans mature on September 28, 2019. The principal amount of the Tranche A Term Loans amortizes in quarterly installments of (i) $6.4 million from December 31, 2012 through September 30, 2013, (ii) $12.9 million from December 31, 2013 through September 30, 2014, (iii) $19.3 million from December 31, 2014 through September 30, 2015, (iv) $25.8 million from December 31, 2015 through September 30, 2016, and (v) $32.2 million from December 31, 2016 through June 30, 2017, with the balance payable at maturity. The principal amount of the Tranche B Term Loans amortizes in quarterly installments equal to 0.25% of the original principal amount of the Tranche B Term Loans, with the balance payable at maturity.

We may prepay the 2012 Term Loan Facility in whole or in part at any time without penalty; however, a 1% premium applies if the prepayment is made in connection with an interest rate re-pricing event on or prior to September 28, 2013. Additionally, subject to certain exceptions, the 2012 Credit Facilities are subject to mandatory prepayments in amounts equal to (1) 100% of the net cash proceeds from any non-ordinary course sale or other disposition of assets (including as a result of casualty or condemnation); (2) 100% of the net cash proceeds from issuances or incurrences of debt by Holdings, BKC or any of its restricted subsidiaries (other than indebtedness permitted by the 2012 Credit Facilities); and (3) 50% (with stepdowns to 25% and 0% based upon achievement of specified total leverage ratios) of annual excess cash flow of BKC and its restricted subsidiaries.

As of December 31, 2012, we had no amounts outstanding under the 2012 Revolving Credit Facility. Funds available under the 2012 Revolving Credit Facility for future borrowings may be used to repay other debt, finance debt or share repurchases, acquisitions, capital expenditures and other general corporate purposes. We have a $75.0 million letter of credit sublimit as part of our revolving credit facility, which reduces our borrowing capacity under the 2012 Revolving Credit Facility by the cumulative amount of outstanding letters of credit, which was $11.6 million at December 31, 2012. As of December 31, 2012, our remaining borrowing capacity under the 2012 Revolving Credit Facility was $118.4 million.

As of December 31, 2012, the interest rate was 2.5625% on our outstanding Tranche A Term Loan and 3.75% on our outstanding Tranche B Term Loan. Interest rate fluctuations applicable to borrowings under the 2012 Credit Agreement attributable to future changes in LIBOR will be partially mitigated by interest rate caps with a notional value of $1.4 billion.

Based on the amounts outstanding under the 2012 Term Loan Facility and the three-month LIBOR rates as of December 31, 2012, required debt service for the next twelve months is estimated to be approximately $52.7 million in interest payments and $39.2 million in principal payments.

Senior Notes

As of December 31, 2012 we had outstanding $794.5 million of senior notes due 2018 (the “Senior Notes”) which were issued by BKC. The Senior Notes bear interest at a rate of 9.875% per annum, which is payable semi-annually on October 15 and April 15 of each year. The Senior Notes mature on October 15, 2018. Based on the amount outstanding at December 31, 2012, required debt service for the next twelve months on the Senior Notes is $78.5 million in interest payments. No principal payments are due until maturity. BKW, Holdings and all of BKC’s existing direct and indirect domestic subsidiaries have guaranteed BKC’s obligations under the Senior Notes.

During 2012, we repurchased and retired Senior Notes with an aggregate face value of $3.0 million for a purchase price of $3.4 million, including accrued interest. We may periodically repurchase additional Senior Notes in open market purchases or privately negotiated transactions, subject to our future liquidity requirements, contractual restrictions under our 2012 Credit Agreement and other factors.

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Discount Notes

As of December 31, 2012, we had outstanding $407.1 million of senior discount notes due 2019 (the “Discount Notes”), which were issued by Burger King Capital Holdings, LLC (“BKCH”) and Burger King Capital Finance, Inc. (“BKCF” and together with BKCH, the “Issuers”).

Until April 15, 2016, no cash interest will accrue, but the Discount Notes will accrete at a rate of 11.0% per annum compounded semi-annually such that the accreted value on April 15, 2016 will be equal to the principal amount at maturity. Thereafter, cash interest on the Discount Notes will accrue at a rate equal to 11.0% per annum and will be payable semi-annually in cash in arrears on April 15 and October 15 of each year, commencing on October 15, 2016. The Discount Notes will mature on April 15, 2019. BKW has guaranteed the Issuers’ obligations under the Discount Notes. The Issuers have no operations or assets other than the interest in Holdings held by BKCH. Accordingly, the cash required to service the Discount Notes is expected to be funded through distributions from BKC.

During 2012, we repurchased Discount Notes with an aggregate face value of $92.9 million and an aggregate carrying value of $61.1 million, net of unamortized original issue discount, for a purchase price of $69.6 million. During 2011, we repurchased Discount Notes with a carrying value of $7.9 million for a purchase price of $7.6 million.

On December 16, 2011, the board of directors of Worldwide paid a dividend to its stockholders, including 3G, in the amount of $393.4 million, representing the net proceeds from the sale of the Discount Notes.

Restrictions and Covenants

The 2012 Credit Agreement and Indentures contain certain restrictions and covenants that we must meet during the term of the 2012 Credit Agreement, Senior Notes and Discount Notes, including, but not limited to, limitations on restricted payments (as defined in the 2012 Credit Agreement and Indentures), incurrence of indebtedness, issuance of disqualified stock and preferred stock, asset sales, mergers and consolidations, transactions with affiliates and guarantees of indebtedness by subsidiaries.

The 2012 Credit Agreement contains a number of customary affirmative and negative covenants that, among other things, will limit or restrict the ability of BKC and its restricted subsidiaries to: incur additional indebtedness (including guarantee obligations); incur liens; engage in mergers, consolidations, liquidations and dissolutions; sell assets (with exceptions for, among other things, sales of company-owned restaurants to existing or prospective franchisees and sales of real estate, subject to achievement of specified total leverage ratios in the case of real estate sales); pay dividends and make other payments in respect of capital stock; make investments, loans and advances; pay and modify the terms of certain indebtedness; engage in certain transactions with affiliates; enter into certain speculative hedging arrangements; enter into negative pledge clauses and clauses restricting subsidiary distributions; and change its line of business. In addition, under the 2012 Credit Agreement, BKC is required to maintain a specified minimum interest coverage ratio and not exceed a specified maximum total leverage ratio.

Pursuant to the Senior Notes Indenture, BKC is restricted from paying any dividend or making any payment or distribution on account of its equity interests unless, among other things, (i) the dividend, payment or distribution (together with all other such dividends, payments or distributions made since the issue date of the Senior Notes) is less than an amount calculated based in part on the Consolidated Net Income (as defined in the Senior Notes Indenture) of BKC and its restricted subsidiaries since the issue date of the Senior Notes, or (ii) the dividend, payment or distribution fits within one or more exceptions, including if:

• it is made with funds received from the issuance of equity interests of BKC or its direct or indirect parent companies and is used for the redemption, repurchase or other acquisition of equity interests of BKC or its direct or indirect parent companies;

56

• it is less than 6% per annum of the net cash proceeds received by or contributed to BKC from a public offering of BKC’s common stock or the common stock of any of its direct or indirect parent companies;

• it is used to fund certain operational expenditures of any of BKC’s direct or indirect parent companies; or

• it, when combined with all other Restricted Payments (as defined in the Senior Notes Indenture) that rely upon this exception, does not exceed $75 million (the transactions described in these four bullet points, collectively, the “Permitted Distributions”).

Finally, pursuant to the Discount Notes Indenture, BKCH is restricted from paying any dividend or making any payment or distribution on account of its equity interests unless, among other things, (i) the dividend, payment or distribution (together with all other such dividends, payments or distributions made since October 19, 2010) is less than an amount calculated based in part on the Consolidated Net Income (as defined in the Discount Notes Indenture) of BKCH and its restricted subsidiaries since October 1, 2010, or (ii) the dividend, payment or distribution fits within one or more exceptions, including the Permitted Distributions.

The restrictions under the 2012 Credit Agreement and the Indentures have resulted in the restricted net assets of each of BKC and BKCH exceeding 25% of our consolidated net assets. Our restricted net assets at December 31, 2012 totaled $1,012.4 million.

As of December 31, 2012, we were in compliance with all covenants of the 2012 Credit Agreement and Indentures, and there were no limitations on our ability to draw on the remaining availability under our 2012 Revolving Credit Facility.

Interest Rate Cap Agreements

At December 31, 2012, we had interest rate cap agreements (notional amount of $1.4 billion), (the “Cap Agreements”) to effectively cap the LIBOR applicable to our variable rate borrowings at a weighted-average rate of 1.74% for U.S. Dollar denominated borrowings. The six year interest rate cap agreements are a series of individual caplets that reset and settle quarterly consistent with the payment dates of our LIBOR-based term debt.

Under the terms of the Cap Agreements, if LIBOR resets above the strike price, we will receive the net difference between the rate and the strike price. In addition, on quarterly settlement dates, we remit the deferred premium payment (plus interest) to the counterparty, whether LIBOR resets above or below the strike price.

Comparative Cash Flows

Operating Activities

Cash provided by operating activities was $224.4 million in 2012 compared to cash provided by operating activities of $406.2 million in 2011. The decrease in cash provided by operating activities resulted primarily from the refranchising of Company restaurants in 2012, a $75.9 million federal tax refund received in 2011 and higher income taxes paid in 2012, partially offset by lower interest payments in 2012. The decrease in operating cash flows attributable to the refranchisings reflects use of cash to settle the negative working capital positions of the restaurants refranchised in the period of refranchising.

Cash provided by operating activities was $406.2 million in 2011 compared to cash provided by operating activities of $183.1 million in 2010. The increase in cash provided by operating activities resulted primarily from a $75.9 million federal tax refund, a $107.2 million reduction in Management G&A, a $95.2 million decrease in 2010 Transaction costs and a $35.9 million decrease in tax payments. These factors were partially offset by a $117.5 million increase in interest payments and $10.6 million of field optimization project costs.

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Investing Activities

Cash provided by investing activities was $33.6 million in 2012 compared to $41.4 million of cash used for investing activities in 2011, primarily as a result of an increase in proceeds from refranchisings, net of payments for acquisitions, and a decrease in capital expenditures.

Cash used for investing activities was $41.4 million in 2011 compared to $3,430.7 million in 2010 driven primarily by cash used for the 3G Acquisition in 2010 and a $51.0 million decrease in capital expenditures.

Capital expenditures for new restaurants have historically been comprised primarily of (i) costs to build new Company restaurants and new restaurants that we lease to franchisees, (ii) costs to maintain the appearance of existing restaurants in accordance with our standards, including investments in new equipment and remodeling and (iii) investments in information technology systems and corporate furniture and fixtures. The following table presents capital expenditures, by type of expenditure:

	Sucessor						Predecessor
					Transition Period
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		January 1, 2010 to June 30, 2010
New restaurants	$	1.1	$	6.8	$	6.7	$	1.8	$	23.3
Existing restaurants		49.0		65.7		16.7		11.1		54.1
Other, including corporate		20.1		9.6		5.0		5.3		9.1
Total	$	70.2	$	82.1	$	28.4	$	18.2	$	86.5

We expect cash capital expenditures of approximately $30.0 million to $40.0 million in 2013. Our actual capital expenditures may be affected by economic and other factors. We expect to fund capital expenditures from cash on hand, cash flow from operations and borrowings under the 2012 Revolving Credit Facility.

Financing Activities

Cash used for financing activities was $174.6 million in 2012, compared to $108.0 million in 2011, primarily as a result of an increase in cash used for the prepayment of our Term Loans, repurchase of our Senior Notes and Discount Notes, and dividend payments in 2012. 2011 proceeds were primarily provided by the sale of our Discount Notes, generating $393.4 million in net proceeds which were paid as a dividend to the stockholders of Worldwide, principally 3G.

Cash used by financing activities was $108.0 million in 2011, compared to cash provided by financing activities of $3,321.9 million during 2010. 2011 proceeds were primarily provided by the sale of our Discount Notes, generating $393.4 million in net proceeds which were paid as a dividend to the stockholders of Worldwide, principally 3G. 2010 proceeds were primarily a result of the capital contribution and borrowings associated with the 2010 Transactions.

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Contractual Obligations and Commitments

	Payment Due by Period
Contractual Obligations	Total		Less Than 1 Year		1-3 Years		3-5 Years		More Than 5 Years
	(In millions)
Term debt, including current portion, interest and interest rate cap premiums(1)	$	2,033.1	$	101.0	$	273.9	$	952.6	$	705.6
Senior Notes, including interest		1,245.6		78.5		156.9		156.9		853.3
Discount Notes, including PIK interest		691.1		—		—		—		691.1
Operating lease obligations		1,188.0		133.3		244.6		209.8		600.3
Capital lease obligations		99.1		18.2		34.1		28.3		18.5
Purchase commitments(2)		180.5		172.8		7.7		—		—
Severance and severance-related costs		11.0		11.0		—		—		—
Unrecognized tax benefits(3)		23.3		—		—		—		—
Total	$	5,471.7	$	514.8	$	717.2	$	1,347.6	$	2,868.8

(1) We have estimated our interest payments through the maturity of our 2012 Credit Facilities based on current LIBOR rates and the terms of our interest rate caps.

(2) Includes open purchase orders, as well as commitments to purchase advertising and other marketing services from third parties in advance on behalf of the Burger King system and obligations related to information technology and service agreements.

(3) We have provided only a total in the table above since the timing of the unrecognized tax benefit payments is unknown.

Other Commercial Commitments and Off-Balance Sheet Arrangements

During the fiscal year ended June 30, 2000, we entered into long-term, exclusive contracts with soft drink vendors to supply Company and franchise restaurants with their products and obligating Burger King^® restaurants in the United States to purchase a specified number of gallons of soft drink syrup. These volume commitments are not subject to any time limit and as of December 31, 2012, we estimate it will take approximately 12 years for these purchase commitments to be completed. In the event of early termination of this arrangement, we may be required to make termination payments that could be material to our financial position, results of operations and cash flows.

From time to time, we enter into agreements under which we guarantee loans made by third parties to qualified franchisees. As of December 31, 2012, there were $81.9 million of loans outstanding to franchisees that we had guaranteed under three such programs, with additional franchisee borrowing capacity of approximately $104.0 million remaining. Our maximum guarantee liability under these three programs is limited to an aggregate of $25.3 million, assuming full utilization of all borrowing capacity. As of December 31, 2012, the liability we recorded to reflect the fair value of these guarantee obligations was $2.7 million. No significant payments have been made by us in connection with these guarantees through December 31, 2012.

Dividends Paid

On October 28, 2012, our Board of Directors approved a cash dividend of $0.04 per share that was paid on November 29, 2012 to shareholders of record at the close of business on November 9, 2012. On December 16, 2011, we paid a dividend to our shareholders, principally 3G, in the amount of $393.4 million, representing the net proceeds from the sale of the Discount Notes. We paid a cash dividend of $0.0625 per share on September 30, 2010 to the Predecessor’s shareholders of record at the close of business on September 14, 2010. Total dividends paid by the Predecessor during the period July 1, 2010 to October 18, 2010 were $8.6 million. Total dividends paid to the Predecessor’s shareholders were $34.2 million in fiscal 2010.

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Impact of Inflation

We believe that our results of operations are not materially impacted by moderate changes in the inflation rate. Inflation did not have a material impact on our operations in 2012, 2011, the Transition Period or Fiscal 2010. Severe increases in inflation, however, could affect the global and U.S. economies and could have an adverse impact on our business, financial condition and results of operations.

Critical Accounting Policies and Estimates

This discussion and analysis of financial condition and results of operations is based on our audited Consolidated Financial Statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of these financial statements requires our management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses, as well as related disclosures of contingent assets and liabilities. We evaluate our estimates on an ongoing basis and we base our estimates on historical experience and various other assumptions we deem reasonable to the situation. These estimates and assumptions form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Volatile credit, equity, foreign currency and energy markets, and declines in consumer spending have increased and may continue to create uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in our estimates could materially impact our results of operations and financial condition in any particular period.

We consider our critical accounting policies and estimates to be as follows based on the high degree of judgment or complexity in their application:

Acquisition Accounting, Goodwill and Intangible Assets Not Subject to Amortization

The 3G Acquisition was accounted for using the acquisition method of accounting, or acquisition accounting, in accordance with ASC Topic 805, Business Combinations. Acquisition accounting involves the allocation of purchase price to the estimated fair values of the assets acquired and liabilities assumed and requires judgments to be made that could materially affect our financial position and results of operations. Significant assumptions and estimates made in connection with estimating the fair value of assets acquired and liabilities assumed include cash flows expected to be derived from the use and eventual disposition of the asset, the timing of such cash flows, the remaining useful life of the assets and applicable discount rates. These estimates and assumptions are generally Level 3 inputs because they are not observable. In the event actual results vary from any of the estimates or assumptions used in the valuation process, we may be required to record an impairment charge or an increase in depreciation or amortization in future periods, or both.

Goodwill represents the excess of the purchase price over the fair value of assets acquired and liabilities assumed in connection with the 3G Acquisition. Our indefinite-lived intangible asset consists of the Burger King brand (the “Brand”). We test goodwill and the Brand for impairment on an annual basis and more often if an event occurs or circumstances change that indicates impairment might exist. Our impairment review for goodwill consists of a qualitative assessment of whether it is more-likely-than-not that a reporting unit’s fair value is less than its carrying amount, and if required, followed by a two-step process of determining the fair value of the reporting unit and comparing it to the carrying value of the net assets allocated to the reporting unit. If the qualitative assessment demonstrates that it is more-likely-than-not that the estimated fair value of the reporting unit exceeds its carrying value, it is not necessary to perform the two-step goodwill impairment test. We may elect to bypass the qualitative assessment and proceed directly to the two-step process, for any reporting unit, in any period. We can resume the qualitative assessment for any reporting unit in any subsequent period. When performing the two-step process, if the fair value of the reporting unit exceeds its carrying value, no further analysis or write-down of goodwill is required. If the fair value of the reporting unit is less than the carrying value of its net assets, the implied fair value of the reporting unit is allocated to all its underlying assets and liabilities, including both recognized and unrecognized tangible and intangible assets, based on their fair value. If

60

necessary, goodwill is then written down to its implied fair value. Our impairment review for the Brand consists of a qualitative assessment similar to goodwill and if necessary, a comparison of the fair value of the Brand with its carrying amount. If the carrying amount exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. If the fair value exceeds its carrying amount, the Brand is not considered impaired.

Goodwill and our Brand are tested for impairment at least annually on October 1 of each year. During the year ended December 31, 2012, we elected to perform a qualitative goodwill impairment assessment by evaluating whether it was more-likely-than-not that our reporting units’ fair values were less than their carrying values. Based on this analysis, none of the goodwill in our reporting units was considered more-likely-than-not to be impaired as of October 1, 2012 and thus we did not proceed to the two-step goodwill impairment test. Similarly, we performed a qualitative assessment of our Brand and determined it was not more-likely-than-not to be impaired as of October 1, 2012. Significant changes in the estimates used in our analysis could result in an impairment charge related to goodwill and/or intangible assets not subject to amortization. In addition, we could record impairment losses in the future if profitability and cash flows of our reporting units decline to the point where their carrying values exceeded their market values.

See Note 2 to our audited Consolidated Financial Statements included in Part II, Item 8 “Financial Statements and Supplementary Data” for additional information about goodwill and intangible assets not subject to amortization.

Long-lived Assets

Long-lived assets (including intangible assets subject to amortization) are tested for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Some of the events or changes in circumstances that would trigger an impairment test include, but are not limited to:

• significant under-performance relative to expected and/or historical results (negative comparable sales growth or operating cash flows for two consecutive years);

• significant negative industry or economic trends;

• knowledge of transactions involving the sale of similar property at amounts below our carrying value; or

• our expectation to dispose of long-lived assets before the end of their estimated useful lives, even though the assets do not meet the criteria to be classified as “held for sale.”

The impairment test for long-lived assets requires us to assess the recoverability of our long-lived assets by comparing their net carrying value to the sum of undiscounted estimated future cash flows directly associated with and arising from our use and eventual disposition of the assets. If the net carrying value of a group of long-lived assets exceeds the sum of related undiscounted estimated future cash flows, we would be required to record an impairment charge equal to the excess, if any, of net carrying value over fair value.

When assessing the recoverability of our long-lived assets, we make assumptions regarding estimated future cash flows and other factors. Some of these assumptions involve a high degree of judgment and also bear a significant impact on the assessment conclusions. Included among these assumptions are estimating undiscounted future cash flows, including the projection of comparable sales, restaurant operating expenses, capital requirements for maintaining property and equipment and residual value of asset groups. We formulate estimates from historical experience and assumptions of future performance, based on business plans and forecasts, recent economic and business trends, and competitive conditions. In the event that our estimates or related assumptions change in the future, we may be required to record an impairment charge.

See Note 2 of the accompanying audited Consolidated Financial Statements included in Part II, Item 8 “Financial Statements and Supplementary Data” for additional information about accounting for long-lived assets.

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Accounting for Income Taxes

We record income tax liabilities utilizing known obligations and estimates of potential obligations. A deferred tax asset or liability is recognized whenever there are future tax effects from existing temporary differences and operating loss and tax credit carry-forwards. When considered necessary, we record a valuation allowance to reduce deferred tax assets to the balance that is more likely than not to be realized. We must make estimates and judgments on future taxable income, considering feasible tax planning strategies and taking into account existing facts and circumstances, to determine the proper valuation allowance. When we determine that deferred tax assets could be realized in greater or lesser amounts than recorded, the asset balance and income statement reflect the change in the period such determination is made. Due to changes in facts and circumstances and the estimates and judgments that are involved in determining the proper valuation allowance, differences between actual future events and prior estimates and judgments could result in adjustments to this valuation allowance.

We file income tax returns, including returns for our subsidiaries, with federal, state, local and foreign jurisdictions. We are subject to routine examination by taxing authorities in these jurisdictions. We apply a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate available evidence to determine if it appears more likely than not that an uncertain tax position will be sustained on an audit by a taxing authority, based solely on the technical merits of the tax position. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settling the uncertain tax position.

Although we believe we have adequately accounted for our uncertain tax positions, from time to time, audits result in proposed assessments where the ultimate resolution may result in us owing additional taxes. We adjust our uncertain tax positions in light of changing facts and circumstances, such as the completion of a tax audit, expiration of a statute of limitations, the refinement of an estimate, and interest accruals associated with uncertain tax positions until they are resolved. We believe that our tax positions comply with applicable tax law and that we have adequately provided for these matters. However, to the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will impact the provision for income taxes in the period in which such determination is made.

We use an estimate of the annual effective tax rate at each interim period based on the facts and circumstances available at that time, while the actual effective tax rate is calculated at year-end.

See Note 10 of the accompanying audited Consolidated Financial Statements included in Part II, Item 8 “Financial Statements and Supplementary Data” for additional information about accounting for income taxes.

Insurance Reserves

We carry insurance to cover claims such as workers’ compensation, general liability, automotive liability, executive risk and property, and we are self-insured for healthcare claims for eligible participating employees. Through the use of insurance program deductibles (ranging from $0.1 million to $2.5 million) and self insurance, we retain a significant portion of the expected losses under these programs. Insurance reserves have been recorded based on our estimates of the anticipated ultimate costs to settle all claims, on an undiscounted basis, both reported and incurred-but-not-reported (IBNR).

Our accounting policies regarding these insurance programs include judgments and independent actuarial assumptions about economic conditions, the frequency or severity of claims and claim development patterns and claim reserve, management and settlement practices. Since there are many estimates and assumptions involved in recording insurance reserves, differences between actual future events and prior estimates and assumptions could result in adjustments to these reserves.

See Note 19 of the accompanying audited Consolidated Financial Statements included in Part II, Item 8 “Financial Statements and Supplementary Data” for additional information about accounting for our insurance reserves.

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New Accounting Pronouncements

See Note 2, “Summary of Significant Accounting Policies — New Accounting Pronouncements,” in the Notes to Consolidated Financial Statements for a discussion of new accounting pronouncements.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk

We are exposed to market risks associated with currency exchange rates, interest rates and commodity prices. In the normal course of business and in accordance with our policies, we manage these risks through a variety of strategies, which may include the use of derivative financial instruments to hedge our underlying exposures. Our policies prohibit the use of derivative instruments for speculative purposes, and we have procedures in place to monitor and control their use.

Currency Exchange Risk

Movements in currency exchange rates may affect the translated value of our earnings and cash flow associated with our foreign operations, as well as the translation of net asset or liability positions that are denominated in foreign currencies. In countries outside of the United States where we operate Company restaurants, we generally generate revenues and incur operating expenses and selling, general and administrative expenses denominated in local currencies. These revenues and expenses are translated using the average rates during the period in which they are recognized and are impacted by changes in currency exchange rates. In many countries where we do not have Company restaurants our franchisees pay royalties to us in currencies other than the local currency in which they operate. However, as the royalties are calculated based on local currency sales, our revenues are still impacted by fluctuations in exchange rates.

During 2012, we entered into cross-currency rate swaps with an aggregate notional value of $430 million to hedge a portion of the net investment in a Swiss subsidiary, Burger King Europe GmbH. A total notional value of $230 million of these swaps are contracts to exchange quarterly fixed-rate payments we make in Euros for quarterly fixed-rate payments we receive in US dollars and mature on October 19, 2016. A total notional value of $200 million of these swaps are contracts to exchange quarterly floating-rate payments we make in Euros for quarterly floating-rate payments we receive in U.S. Dollars and mature on September 28, 2017. Changes in the fair value of these instruments are immediately recognized in accumulated other comprehensive income (loss) to offset the change in the value of the net investment being hedged. At December 31, 2012, the estimated fair value of our cross-currency rate swaps was a liability of $11.0 million. A hypothetical 10% strengthening of the Euro relative to the U.S. dollar as of December 31, 2012, would have resulted in an after-tax translation loss of $28.5 million within accumulated other comprehensive income (loss). A hypothetical 10% weakening of the Euro relative to the U.S. dollar as of December 31, 2012, would have resulted in an after-tax translation gain of $28.5 million within accumulated other comprehensive income (loss). Gains (losses) on the net investment hedge recorded in accumulated other comprehensive income (loss) are offset by a corresponding decrease (increase) in the carrying amount of our net investment in Burger King Europe GmbH.

From time to time, we have entered into foreign currency forward contracts intended to economically hedge our income statement exposure to fluctuations in exchange rates associated with our intercompany loans denominated in foreign currencies. We are exposed to losses in the event of nonperformance by counterparties on these forward contracts. We attempt to minimize this risk by selecting counterparties with investment grade credit ratings and regularly monitoring our market position with each counterparty.

During 2012, income from operations would have decreased or increased $23.8 million if all foreign currencies uniformly weakened or strengthened 10% relative to the U.S. dollar, holding other variables constant, including sales volumes. The effect of a uniform movement of all currencies by 10% is provided to illustrate a hypothetical scenario and related effect on operating income. Actual results will differ as foreign currencies may move in uniform or different directions and in different magnitudes.

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Interest Rate Risk

We are exposed to changes in interest rates related to our 2012 Term Loan Facility and 2012 Revolving Credit Facility, which bear interest at LIBOR/EURIBOR plus a spread, subject to a LIBOR/EURIBOR floor. Generally, interest rate changes could impact the amount of our interest paid and, therefore, our future earnings and cash flows, assuming other factors are held constant. To mitigate the impact of changes in LIBOR/EURIBOR, we entered into interest rate cap agreements. At December 31, 2012 and December 31, 2011, we had U.S. Dollar denominated interest rate cap agreements (notional amount of $1.4 billion and $1.5 billion, respectively) (the “Cap Agreements”) to effectively cap the LIBOR applicable to our variable rate borrowings at a weighted-average rate of 1.74% for U.S. Dollar denominated borrowings. The six year interest rate cap agreements are a series of individual caplets that reset and settle quarterly consistent with the payment dates of our LIBOR-based term debt. Under the terms of the Cap Agreements, if LIBOR/EURIBOR resets above the strike price, we will receive the net difference between the rate and the strike price. During 2012, we terminated our Euro denominated interest rate cap agreements (notional amount of €193.6 million at December 31, 2011) which effectively capped the annual interest expense applicable to our borrowings under the 2011 Amended Credit Agreement for Euro denominated borrowings. In connection with the termination of the Euro denominated interest rate cap agreements, we recorded a charge of $8.4 million within other operating (income) expense, net related to realized losses reclassified from accumulated other comprehensive income (“AOCI”).

At December 31, 2012, we had fixed rate debt of $1.23 billion and variable rate debt of $1.72 billion. Based on our variable rate debt balance and LIBOR as of December 31, 2012, a hypothetical 1.00% increase in LIBOR would increase our annual interest expense by approximately $12.4 million.

We are also exposed to losses in the event of nonperformance by the counterparty to these Cap Agreements. We attempt to minimize this risk by selecting a counterparty with investment grade credit ratings and regularly monitoring our market position with the counterparty.

During 2012, we entered into three forward-starting interest rate swaps to hedge the variability of forecasted interest payments associated with changes in interest rates beginning in 2015 and 2016. The forward-starting interest rate swaps have a total notional value of $2.3 billion with terms calling for us to receive interest quarterly at a variable rate equal to the forward 90-day LIBOR swap rate and to pay interest quarterly at a fixed rate. The forward-starting interest rate swaps effectively fix the interest rate on $1.0 billion of floating-rate debt beginning 2015 and $1.3 billion of floating-rate debt starting 2016. At December 31, 2012, the estimated fair value of our forward starting interest rate swaps was an asset of $0.8 million.

Commodity Price Risk

We purchase certain products, including beef, chicken, cheese, french fries, tomatoes and other commodities which are subject to price volatility that is caused by weather, market conditions and other factors that are not considered predictable or within our control. Additionally, our ability to recover increased costs is typically limited by the competitive environment in which we operate. We occasionally take forward pricing positions through our suppliers to manage commodity prices. As a result, we purchase beef and other commodities at market prices, which fluctuate on a daily basis and may differ between different geographic regions, where local regulations may affect the volatility of commodity prices.

The estimated change in Company restaurant food, paper and product costs from a hypothetical 10% change in average prices of our commodities would have been approximately $38.2 million for 2012. The hypothetical change in food, paper and product costs could be positively or negatively affected by changes in prices or product sales mix.

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Item 8. Financial Statements and Supplementary Data

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

	Page
Management’s Report on Internal Control Over Financial Reporting		66
Report of Independent Registered Public Accounting Firm		67
Consolidated Balance Sheets		68
Consolidated Statements of Operations		69
Consolidated Statements of Comprehensive Income (Loss)		70
Consolidated Statements of Stockholders’ Equity		71
Consolidated Statements of Cash Flows		72
Notes to Consolidated Financial Statements		74

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Management’s Report on Internal Control Over Financial Reporting

Management is responsible for the preparation, integrity and fair presentation of the consolidated financial statements, related notes and other information included in this annual report. The financial statements were prepared in accordance with accounting principles generally accepted in the United States of America and include certain amounts based on management’s estimates and assumptions. Other financial information presented in the annual report is derived from the financial statements.

Management is also responsible for establishing and maintaining adequate internal control over financial reporting, and for performing an assessment of the effectiveness of internal control over financial reporting as of December 31, 2012. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Our system of internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.

Management performed an assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2012 based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on our assessment and those criteria, management determined that the Company’s internal control over financial reporting was effective as of December 31, 2012.

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Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders of

Burger King Worldwide, Inc.:

We have audited the accompanying consolidated balance sheets of Burger King Worldwide, Inc. and subsidiaries (the Company) as of December 31, 2012 and 2011, and the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity, and cash flows for each of the years in the two-year period ended December 31, 2012 (Successor Entity), the period from October 19, 2010 to December 31, 2010 (Successor Entity), and the period from July 1, 2010 to October 18, 2010 (Predecessor Entity) and for the year ended June 30, 2010 (Predecessor Entity). These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Burger King Worldwide, Inc. and subsidiaries as of December 31, 2012 and 2011, and the results of their operations and their cash flows for each of the years in the two-year period ended December 31, 2012 (Successor Entity), the period from October 19, 2010 to December 31, 2010 (Successor Entity), and the period from July 1, 2010 to October 18, 2010 (Predecessor Entity) and for the year ended June 30, 2010 (Predecessor Entity), in conformity with U.S. generally accepted accounting principles.

(signed)

KPMG LLP

Miami, Florida

February 22, 2013

Certified Public Accountants

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BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(In millions, except share data)

	As of
	December 31,			December 31,
	2012			2011
ASSETS
Current assets:
Cash and cash equivalents	$	546.7		$	459.0
Trade and notes receivable, net		179.0			152.8
Prepaids and other current assets, net		91.3			69.2
Deferred income taxes, net		73.5			43.1
Total current assets		890.5			724.1
Property and equipment, net of accumulated depreciation of $200.8 million and $150.1 million, respectively		885.2			1,026.5
Intangible assets, net		2,811.2			2,823.3
Goodwill		619.2			657.7
Net investment in property leased to franchisees		180.4			242.2
Other assets, net		177.5			134.6
Total assets	$	5,564.0		$	5,608.4
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	68.7		$	98.4
Accrued advertising		66.5			97.4
Other accrued liabilities		206.8			242.7
Current portion of long term debt and capital leases		55.8			33.5
Total current liabilities		397.8			472.0
Term debt, net of current portion		2,905.1			3,010.3
Capital leases, net of current portion		88.4			95.4
Other liabilities, net		382.4			366.2
Deferred income taxes, net		615.3			615.3
Total liabilities		4,389.0			4,559.2
Commitments and Contingencies (Note 19)
Stockholders’ equity:
Preferred stock, $0.01 par value; 200,000,000 shares authorized; no shares issued or outstanding		—			—
Common stock, $0.01 par value; 2,000,000,000 shares authorized; 350,238,771 shares issued and outstanding at December 31, 2012; 348,245,293 shares issued and outstanding at December 31, 2011		3.5			3.5
Additional paid-in capital		1,205.7			1,186.6
Retained earnings (accumulated deficit)		76.1			(27.6	)
Accumulated other comprehensive loss		(110.3	)		(113.3	)
Total stockholders’ equity		1,175.0			1,049.2
Total liabilities and stockholders’ equity	$	5,564.0		$	5,608.4

See accompanying notes to consolidated financial statements.

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BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Consolidated Statements of Operations

(In millions, except per share data)

	Successor							Predecessor
	2012		2011		October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Revenues:
Company restaurant revenues	$	1,169.0	$	1,638.7	$	331.7		$	514.5		$	1,839.3
Franchise and property revenues		797.3		697.0		135.1			203.2			662.9
Total revenues		1,966.3		2,335.7		466.8			717.7			2,502.2
Company restaurant expenses:
Food, paper and product costs		382.2		524.7		102.8			162.6			585.0
Payroll and employee benefits		345.1		481.2		98.3			154.2			568.7
Occupancy and other operating costs		309.9		441.5		91.7			127.7			461.1
Total Company restaurant expenses		1,037.2		1,447.4		292.8			444.5			1,614.8
Franchise and property expenses		112.1		97.1		21.3			22.2			65.4
Selling, general and administrative expenses		346.0		417.4		247.2			153.1			489.8
Other operating (income) expenses, net		53.3		11.3		(8.7	)		(3.6	)		(0.7	)
Total operating costs and expenses		1,548.6		1,973.2		552.6			616.2			2,169.3
Income (loss) from operations		417.7		362.5		(85.8	)		101.5			332.9
Interest expense, net		223.8		226.7		58.1			14.6			48.6
Loss on early extinguishment of debt		34.2		21.1		—			—			—
Income (loss) before income taxes		159.7		114.7		(143.9	)		86.9			284.3
Income tax expense (benefit)		42.0		26.6		(28.2	)		15.8			97.5
Net income (loss)	$	117.7	$	88.1	$	(115.7	)	$	71.1		$	186.8
Earnings (loss) per share:
Basic	$	0.34	$	0.25	$	(0.33	)	$	0.52		$	1.38
Diluted	$	0.33	$	0.25	$	(0.33	)	$	0.52		$	1.36
Weighted average shares outstanding
Basic		349.7		348.2		347.9			136.1			135.4
Diluted		354.1		348.2		347.9			137.9			137.2
Dividends per common share	$	0.04	$	1.13	$	—		$	0.06		$	0.25

See accompanying notes to consolidated financial statements.

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Consolidated Statements of Comprehensive Income (Loss)

(In millions)

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Net income (loss)	$	117.7		$	88.1		$	(115.7	)	$	71.1		$	186.8
Foreign currency translation adjustment		15.5			(44.3	)		(48.5	)		13.3			(4.4	)
Net change in fair value of net investment hedges (net of tax of $4.2, 0, 0, 0, and 0)		(6.6	)		—			—			—			—
Net change in fair value of interest rate caps/swaps (net of tax of $6.4, $26.4, $13.9, $1.1, and $2.6)		(10.0	)		(40.9	)		21.9			1.7			4.1
Amounts reclassified to earnings during the period from terminated caps/swaps (net of tax of $4.5, $0.4, 0, $0.2, and $0.6)		7.0			(0.6	)		—			(0.2	)		(1.0	)
Pension and post-retirement benefit plans (net of tax of $0.2, $5.8, $3.9, $3.1 and $11.3)		(1.3	)		(9.7	)		8.8			5.8			(19.7	)
Amortization of prior service costs (net of tax of $1.0, 0, 0, 0, and 0)		(1.6	)		—			—			—			—
Other comprehensive income (loss), net of tax		3.0			(95.5	)		(17.8	)		20.6			(21.0	)
Total comprehensive income (loss)	$	120.7		$	(7.4	)	$	(133.5	)	$	91.7		$	165.8

See accompanying notes to consolidated financial statements.

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BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Consolidated Statements of Stockholders’ Equity

(In millions, except per share data)

	Issued Common Stock					Additional Paid-In Capital			Retained Earnings (Accumulated Deficit)			Accumulated Other Comprehensive Loss			Treasury Stock			Total
	Shares			Amount
Predecessor
Balances at June 30, 2009		134.8		$	1.4	$	623.4		$	455.4		$	(45.9	)	$	(59.5	)	$	974.8
Stock option exercises		1.1			—		4.2			—			—			—			4.2
Stock option tax benefits		—			—		3.5			—			—			—			3.5
Share-based compensation		—			—		17.0			—			—			—			17.0
Treasury stock purchases		(0.1	)		—		(0.9	)		—			—			(1.8	)		(2.7	)
Dividend paid on common shares ($0.25 per share)		—			—		—			(34.2	)		—			—			(34.2	)
Comprehensive income:
Net income		—			—		—			186.8			—			—			186.8
Other comprehensive income (loss)		—			—		—			—			(21.0	)		—			(21.0	)
Total Comprehensive income (loss)																			165.8
Balances at June 30, 2010		135.8		$	1.4	$	647.2		$	608.0		$	(66.9	)	$	(61.3	)	$	1,128.4
Stock option exercises		0.9			—		4.0			—			—			—			4.0
Stock option tax benefits		—			—		(0.4	)		—			—			—			(0.4	)
Share-based compensation		—			—		5.8			—			—			—			5.8
Treasury stock purchases		(0.1	)		—		(0.3	)		—			—			(2.2	)		(2.5	)
Dividend paid on common shares ($0.06 per share)		—			—		—			(8.6	)		—			—			(8.6	)
Comprehensive income:
Net income		—			—		—			71.1			—			—			71.1
Other comprehensive income (loss)		—			—		—			—			20.6			—			20.6
Total Comprehensive income (loss)																			91.7
Balances at October 18, 2010		136.6		$	1.4	$	656.3		$	670.5		$	(46.3	)	$	(63.5	)	$	1,218.4
Successor
Balances at October 19, 2010		347.9		$	3.5	$	1,577.2		$	—		$	—		$	—		$	1,580.7
Comprehensive income (loss):
Net loss		—			—		—			(115.7	)		—			—			(115.7	)
Other comprehensive income (loss)		—			—		—			—			(17.8	)		—			(17.8	)
Total Comprehensive income (loss)		—			—		—			—			—			—			(133.5	)
Balances at December 31, 2010		347.9			3.5		1,577.2			(115.7	)		(17.8	)		—			1,447.2
Share-based compensation		—			—		1.2			—			—			—			1.2
Issuance of shares		0.3			—		1.6			—			—			—			1.6
Dividend paid on common shares ($1.13 per share)		—			—		(393.4	)		—			—			—			(393.4	)
Comprehensive income (loss):
Net income		—			—		—			88.1			—			—			88.1
Other comprehensive income (loss)		—			—		—			—			(95.5	)		—			(95.5	)
Total Comprehensive income (loss)																			(7.4	)
Balances at December 31, 2011		348.2		$	3.5	$	1,186.6		$	(27.6	)	$	(113.3	)	$	—		$	1,049.2
Stock option exercises		0.5			—		1.5			—			—			—			1.5
Share-based compensation		—			—		12.2			—			—			—			12.2
Issuance of shares		1.5			—		5.4			—			—			—			5.4
Dividend paid on common shares ($0.04 per share)		—			—		—			(14.0	)		—			—			(14.0	)
Comprehensive income (loss):
Net income		—			—		—			117.7			—			—			117.7
Other comprehensive income (loss)		—			—		—			—			3.0			—			3.0
Total Comprehensive income (loss)																			120.7
Balances at December 31, 2012		350.2		$	3.5	$	1,205.7		$	76.1		$	(110.3	)	$	—		$	1,175.0

See accompanying notes to consolidated financial statements.

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BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(In millions)

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Cash flows from operating activities:
Net income (loss)	$	117.7		$	88.1		$	(115.7	)	$	71.1		$	186.8
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		114.2			136.4			27.6			31.2			111.7
Transaction costs		—			—			17.2			—			—
Loss on early extinguishment of debt		34.2			21.1			—			—			—
Amortization of deferred financing costs and debt issuance discount		57.0			46.3			2.6			0.6			2.1
Equity in net loss from unconsolidated affiliates		4.1			1.2			0.3			0.5			0.1
(Gain) loss on remeasurement of foreign denominated transactions		(8.2	)		0.4			(3.2	)		(41.5	)		40.9
Amortization of prior service costs		(2.5	)		—			—			—			—
Realized loss (gain) on terminated caps/swaps		11.8			0.5			—			(0.4	)		(1.6	)
Loss (gain) on refranchisings and dispositions of assets		27.0			(1.0	)		0.8			(4.6	)		(9.5	)
Impairment on non-restaurant properties		—			2.3			0.6			0.1			2.9
Bad debt expense (recoveries), net		(0.8	)		6.1			2.8			2.1			0.8
Share-based compensation and non-cash incentive compensation expense		12.2			6.4			—			5.8			17.0
Deferred income taxes		8.9			(27.3	)		(12.9	)		(1.4	)		16.9
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivable		(22.2	)		(6.0	)		(32.5	)		32.0			(15.9	)
Prepaids and other current assets		(7.0	)		105.5			(70.6	)		(2.2	)		(1.4	)
Accounts and drafts payable		(23.9	)		8.7			(26.5	)		9.0			(20.8	)
Accrued advertising		(32.3	)		18.3			6.8			1.3			6.4
Other accrued liabilities		(40.3	)		16.0			58.1			29.4			(22.3	)
Other long-term assets and liabilities		(25.5	)		(16.8	)		18.1			(11.7	)		(3.7	)
Net cash provided by (used for) operating activities		224.4			406.2			(126.5	)		121.3			310.4
Cash flows from investing activities:
Payments for property and equipment		(70.2	)		(82.1	)		(28.4	)		(18.2	)		(150.3	)
Proceeds from refranchisings, disposition of asset and restaurant closures		104.9			29.9			5.7			9.6			21.5
Investments in / advances to unconsolidated affiliates		—			(4.5	)		—			—			—
Payments for acquired franchisee operations, net of cash acquired		(15.3	)		—			—			—			(14.0	)
Return of investment on direct financing leases		14.2			14.6			2.1			2.6			8.2
Other investing activities		—			0.7			1.4			1.2			(0.3	)
Net payment for purchase of BKH		—			—			(3,325.4	)		—			—
Net cash provided by (used for) investing activities		33.6			(41.4	)		(3,344.6	)		(4.8	)		(134.9	)

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BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows — (Continued)

(In millions)

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
Cash flows from financing activities:
Proceeds from term debt		1,733.5			1,860.0			1,837.1			—			—
Proceeds from Senior Notes		—			—			800.0			—			—
Proceeds from Discount Notes		—			401.5			—			—			—
Repayments of term debt and capital leases		(1,766.8	)		(1,874.5	)		(3.2	)		(23.5	)		(67.7	)
Extinguishment of debt		(112.8	)		(70.6	)		(731.8	)		—			—
Borrowings under revolving credit facility		—			—			—			—			38.5
Repayments of revolving credit facility		—			—			—			—			(38.5	)
Payment of financing costs		(16.0	)		(32.6	)		(69.2	)		—			—
Dividends paid on common stock		(14.0	)		(393.4	)		—			(8.6	)		(34.2	)
Proceeds from stock option exercises		1.5			—			—			4.0			4.2
Repurchases of common stock		—			—			—			(2.5	)		(2.7	)
Excess tax benefits from share-based compensation		—			—			—			1.1			3.5
Proceeds from issuance of shares		—			1.6			—			—			—
Capital contribution from 3G		—			—			1,563.5			—			—
Net cash provided by (used for) financing activities		(174.6	)		(108.0	)		3,396.4			(29.5	)		(96.9	)
Effect of exchange rates on cash and cash equivalents		4.3			(4.8	)		(4.7	)		11.8			(12.7	)
Increase (decrease) in cash and cash equivalents		87.7			252.0			(79.4	)		98.8			65.9
Cash and cash equivalents at beginning of period		459.0			207.0			286.4			187.6			121.7
Cash and cash equivalents at end of period	$	546.7		$	459.0		$	207.0		$	286.4		$	187.6
Supplemental cashflow disclosures:
Interest paid	$	170.3		$	183.0		$	28.0		$	13.7		$	48.7
Income taxes paid	$	40.1		$	26.2		$	4.5		$	24.4		$	54.3
Non-cash investing and financing activities:
Investments in unconsolidated affiliates	$	98.6		$	—		$	—		$	—		$	—
Acquisition of property with capital lease obligations	$	36.1		$	3.2		$	—		$	—		$	3.7
Net investment in direct financing leases	$	0.7		$	14.6		$	1.3		$	4.4		$	11.0
Deferred premium on interest rate caps	$	—		$	—		$	56.1		$	—		$	—

See accompanying notes to consolidated financial statements.

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BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Note 1.    Description of Business and Organization

Description of Business

Burger King Worldwide, Inc. (“BKW”, the “Company” or “we”) is a Delaware corporation formed on April 2, 2012, and is the indirect parent of Burger King Corporation (“BKC”), a Florida corporation that franchises and operates fast food hamburger restaurants, principally under the Burger King^® brand. We are the world’s second largest fast food hamburger restaurant, or FFHR, chain as measured by the total number of restaurants. As of December 31, 2012, we owned or franchised a total of 12,997 restaurants in 86 countries and U.S. territories. Of these restaurants, 418 were Company restaurants and 12,579, or approximately 97% of all Burger King restaurants, were owned by our franchisees.

We generate revenue from three sources: (1) retail sales at Company restaurants, (2) franchise revenues, consisting primarily of royalties based on a percentage of sales reported by franchise restaurants and initial and renewal fees paid by franchisees, and (3) property income from properties that we lease or sublease to franchisees.

Restaurant sales are affected by the timing and effectiveness of our advertising, new products and promotional programs. Our results of operations also fluctuate from quarter to quarter as a result of seasonal trends and other factors, such as the timing of restaurant openings and closings and the refranchising or acquisition of franchise restaurants, as well as variability of the weather. Restaurant sales are typically higher in the spring and summer months when the weather is warmer than in the fall and winter months. Restaurant sales during the winter are typically highest in December, during the holiday shopping season. Our restaurant sales and Company restaurant margin are typically lowest during the winter months, which include February, the shortest month of the year. The timing of religious holidays may also impact restaurant sales.

The 2010 Transactions

On October 19, 2010 (referred to as the “3G Acquisition Date”), 3G Capital Partners Ltd., an investment firm based in New York City (referred to as “3G Capital”, or “Sponsor”), completed its acquisition of 100% (referred to as the “3G Acquisition”) of the equity of Burger King Holdings, Inc. (“Holdings”) through 3G Special Situations Fund II, LLP, an investment vehicle controlled by the Sponsor (“3G”). The 3G Acquisition was accounted for as a business combination using the acquisition method of accounting. As a result, our post-3G Acquisition financial statements reflect a new basis of accounting.

The 3G Acquisition and related financing transactions (collectively referred to as the “2010 Transactions”) required total cash of approximately $4.3 billion, including transaction costs. The 2010 Transactions were financed with $1.56 billion in equity contributed by 3G, proceeds from the issuance of new term loans consisting of a $1.51 billion tranche denominated in U.S. dollars and a €250 million tranche denominated in Euros, the net proceeds from the issuance of $800 million of Senior Notes and $69.4 million of cash on hand.

In 2010, fees and expenses related to the 2010 Transactions totaled $94.9 million, including (1) $43.2 million consisting principally of investment banking fees and legal fees (which are classified as selling, general and administrative expenses), (2) compensation related expenses of $38.2 million (which are classified as selling, general and administrative expenses) and (3) commitment fees of $13.5 million associated with the bridge loan available at the closing of the 2010 Transactions (which are classified as interest expense during the period of October 19, 2010 to December 31, 2010). Debt issuance costs capitalized in connection with the issuance of debt to fund the 2010 Transactions totaled $69.2 million which were classified as Other Assets.

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BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements — (Continued)

The computations of consideration and the final allocation of consideration to the net tangible and intangible assets acquired and liabilities assumed are presented in the tables below (in millions):

Cash paid for shares outstanding(1)	$	3,277.3
Settlement of outstanding share-based compensation		48.1
Total consideration	$	3,325.4

	October 19, 2010
Current assets	$	508.2
Property and equipment		1,118.0
Intangible assets		2,945.8
Net investment in property leased to franchisees		261.6
Other assets, net		58.6
Current liabilities		(454.1	)
Term debt		(667.4	)
Capital leases		(106.8	)
Other liabilities		(402.6	)
Deferred income taxes, net		(616.7	)
Net assets acquired	$	2,644.6
Excess purchase price attributed to goodwill	$	680.8

(1) Represents cash paid, based on a $24.00 per share price, for 136,555,642 outstanding shares.

We assigned $260.3 million of goodwill to our U.S. and Canada segment (also referred to as “U.S. and Canada”), $216.4 million to our Europe, Middle East and Africa segment (also referred to as “EMEA”), $137.9 million to our Latin America and Caribbean segment (also referred to as “LAC”) and $66.2 million to our Asia Pacific segment (also referred to as “APAC”). None of the goodwill is expected to be deductible for income tax purposes.

The following information represents the unaudited supplemental pro forma results of the Company’s consolidated operations as if the 2010 Transactions occurred on July 1, 2009, after giving effect to certain adjustments, including depreciation and amortization of the assets acquired and liabilities assumed based on their estimated fair values and changes in interest expense resulting from changes in consolidated debt (in millions):

	Transition Period July 1, 2010 — December 31, 2010			Fiscal Year Ended June 30, 2010
Revenue	$	1,185.2		$	2,505.8
Net income (loss)	$	(55.1	)	$	128.2

Financial information through but not including the 3G Acquisition Date is referred to as “Predecessor” company information, which has been prepared using our previous basis of accounting. The financial information beginning October 19, 2010 is referred to as “Successor” company information and reflects the financial statement effects of recording fair value adjustments and the capital structure resulting from the 2010 Transactions. Unless the context otherwise requires, all references to “Successor” refer to BKW for the periods subsequent to the 3G Acquisition. Our Predecessor operated under a different ownership and capital structure and

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BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements — (Continued)

the application of acquisition accounting affects the comparability of results of operations for periods before and after the 3G Acquisition. Black lines have been drawn to separate the Successor’s financial information from that of our Predecessor.

Note 2.    Summary of Significant Accounting Policies

Basis of Presentation and Consolidation

The consolidated financial statements include our accounts and the accounts of our wholly-owned subsidiaries. Investments in affiliates owned 50% or less and variable interest entities (“VIEs”) in which we are not deemed to be the primary beneficiary are accounted for by the equity method. All material intercompany balances and transactions have been eliminated in consolidation.

We have investments in certain franchisee entities that are VIEs. We are required to consolidate VIEs where we have determined that we are the primary beneficiary. The primary beneficiary is the entity that possesses the power to direct the activities of the VIE that most significantly impact its economic performance and has the obligation to absorb losses or the right to receive benefits from the VIE that are significant to it. The principal entities in which we possess a variable interest are accounted for under the equity method, as we have determined we are not the primary beneficiary. Royalties, franchise fees and rents received from equity method investees were not material to our consolidated statements of operations or cash flows during 2012, 2011, the period of October 19, 2010 to December 31, 2010, the period of July 1, 2010 to October 18, 2010 or fiscal 2010 and amounts due from equity method investees as of December 31, 2012 and 2011 were not material.

Certain prior year amounts in the consolidated financial statements and accompanying notes have been reclassified in order to be comparable with the current year classifications. These reclassifications had no effect on previously reported net income (loss).

Concentrations of Risk

Our operations include Company and franchise restaurants located in 86 countries and U.S. territories. Of the 12,997 restaurants in operation as of December 31, 2012, 418 were Company restaurants and 12,579 were franchise restaurants.

Four distributors currently service approximately 85% of our U.S. system restaurants and the loss of any one of these distributors would likely adversely affect our business. In many of our international markets, a single distributor services all the Burger King restaurants in the market. The loss of any of one of these distributors would likely have an adverse effect on the market impacted, and depending on the market, could have an adverse impact on our financial results. In addition, we are moving to a business model in which we enter into exclusive agreements with master franchisees to develop and operate restaurants, and subfranchise to third parties the right to develop and operate restaurants in defined geographic areas. The termination of an arrangement with a master franchisee or a lack of expansion by certain master franchisees could result in the delay or discontinuation of the development of franchise restaurants, or an interruption in the operation of our brand in a particular market or markets.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. Management adjusts such estimates

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Notes to Consolidated Financial Statements — (Continued)

and assumptions when facts and circumstances dictate. Volatile credit, equity, foreign currency and energy markets and declines in consumer spending may continue to affect the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates.

Foreign Currency Translation

The functional currency of each foreign subsidiary is generally the local currency. Foreign currency balance sheets are translated using the end of period exchange rates, and statements of operations are translated at the average exchange rates for each period. The translation adjustments resulting from the translation of foreign currency financial statements are recorded in other comprehensive income (loss) in the consolidated statements of comprehensive income (loss).

Foreign Currency Transaction Gains or Losses

Foreign currency transaction gains or losses resulting from the re-measurement of our foreign-denominated assets and liabilities or our subsidiaries are reflected in earnings in the period when the exchange rates change and are included within other operating (income) expenses, net in the consolidated statements of operations.

Cash and Cash Equivalents

Cash and cash equivalents include short-term, highly liquid investments with original maturities of three months or less and credit card receivables.

Allowance for Doubtful Accounts

We evaluate the collectability of our trade accounts receivable from franchisees based on a combination of factors, including the length of time the receivables are past due and the probability of collection from litigation or default proceedings, where applicable. We record a specific allowance for doubtful accounts in an amount required to adjust the carrying values of such balances to the amount that we estimate to be net realizable value. We write off a specific account when (a) we enter into an agreement with a franchisee that releases the franchisee from outstanding obligations, (b) franchise agreements are terminated and the projected cost of collections exceeds the benefits expected to be received from pursuing the balance owed through legal action, or (c) franchisees do not have the financial wherewithal or unprotected assets from which collection is reasonably assured.

Notes receivable represent loans made to franchisees arising from refranchisings of Company restaurants, sales of property, and in certain cases when past due trade receivables from franchisees are restructured into an interest-bearing note. Trade receivables restructured to interest-bearing notes are generally already fully reserved, and as a result, are transferred to notes receivable at a net carrying value of zero. Notes receivable with a carrying value greater than zero are written down to net realizable value when it is probable or likely that we are unable to collect all amounts due under the contractual terms of the loan agreement.

Inventories

Inventories are stated at the lower of cost (first-in, first-out) or net realizable value, and consist primarily of restaurant food items and paper supplies. Inventories are included in prepaids and other current assets in the accompanying consolidated balance sheets.

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Notes to Consolidated Financial Statements — (Continued)

Property and Equipment, net

Property and equipment, net, that we own are recorded at historical cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method based on the estimated useful lives of the assets. Leasehold improvements to properties where we are the lessee are amortized over the lesser of the remaining term of the lease or the estimated useful life of the improvement.

Assets Held For Sale

We classify assets as held for sale when we commit to a plan to dispose of the assets by refranchising specific restaurants in their current condition at a price that is reasonable, and we believe completing the plan of sale within one year is probable without significant changes. Assets held for sale are recorded at the lower of their carrying value or fair value, less costs to sell and we cease depreciation on assets at the time they are classified as held for sale. We classify impairment losses associated with restaurants held for sale as losses on refranchisings.

If we subsequently decide to retain a restaurant or group of restaurants previously classified as held for sale, the assets would be reclassified from assets held for sale at the lower of (a) their then-current fair value or (b) the carrying value at the date the assets were classified as held for sale, less the depreciation that would have been recorded since that date.

Leases

We define a lease term as the initial term of the lease, plus any renewals covered by bargain renewal options or that are reasonably assured of exercise because non-renewal would create an economic penalty.

Assets we acquire as lessee under capital leases are stated at the lower of the present value of future minimum lease payments or fair market value at the date of inception of the lease. Capital lease assets are depreciated using the straight-line method over the shorter of the useful life of the asset or the underlying lease term.

We also have net investments in properties leased to franchisees, which meet the criteria of direct financing leases. Investments in direct financing leases are recorded on a net basis, consisting of the gross investment and residual value in the lease less the unearned income. Unearned income is recognized over the lease term yielding a constant periodic rate of return on the net investment in the lease. Direct financing leases are reviewed for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable based on the payment history under the lease.

We record rent expense and income from operating leases that contain rent holidays or scheduled rent increases on a straight-line basis over the lease term. Contingent rentals are generally based on sales levels in excess of stipulated amounts, and thus are not considered minimum lease payments at lease inception.

Favorable and unfavorable operating leases are recorded in connection with the acquisition method of accounting. We amortize favorable and unfavorable leases on a straight-line basis over the remaining term of the leases, as determined at the acquisition date. Upon early termination of a lease, the write-off of the favorable or unfavorable lease carrying value associated with the lease is recognized as a loss or gain within other operating (income) expense, net in the consolidated statements of operations. Amortization of favorable and unfavorable leases on Company restaurants is included in occupancy and other operating costs in the consolidated statement of operations. Amortization of favorable and unfavorable income leases is included in franchise and property

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revenues in the consolidated statement of operations. Amortization of favorable and unfavorable commitment leases for franchise restaurants is included in franchise and property expenses in the consolidated statement of operations.

Lease incentives we provide to our lessees are recorded as a lease incentive asset and amortized as a reduction of rental income on a straight-line basis over the lease term.

We recognize a loss on leases and subleases and a related lease liability when expenses to be recorded under the lease exceed future minimum rents to us under the lease or sublease. The lease liability is amortized on a straight-line basis over the lease term as a reduction of property expense.

Goodwill and Intangible Assets Not Subject to Amortization

Goodwill and indefinite-lived intangible assets are not amortized, but are tested for impairment on an annual basis and more often if an event occurs or circumstances change that indicates impairment might exist. Our indefinite-lived intangible asset consists of the Burger King brand (the “Brand”). During 2010, we changed our annual goodwill impairment testing date from April 1 to October 1 of each year. This change was made to better align impairment testing procedures with the Company’s new fiscal year, related year-end financial reporting and the annual business planning and budgeting process, which are performed during the fourth quarter of each year. Our impairment review for goodwill consists of a qualitative assessment of whether it is more-likely-than-not that a reporting unit’s fair value is less than its carrying amount, and if required, followed by a two-step process of determining the fair value of the reporting unit and comparing it to the carrying value of the net assets allocated to the reporting unit. If the qualitative assessment demonstrates that it is more-likely-than-not that the estimated fair value of the reporting unit exceeds its carrying value, it is not necessary to perform the two-step goodwill impairment test. We may elect to bypass the qualitative assessment and proceed directly to the two-step process, for any reporting unit, in any period. We can resume the qualitative assessment for any reporting unit in any subsequent period. When performing the two-step process, if the fair value of the reporting unit exceeds its carrying value, no further analysis or write-down of goodwill is required. If the fair value of the reporting unit is less than the carrying value of its net assets, the implied fair value of the reporting unit is allocated to all its underlying assets and liabilities, including both recognized and unrecognized tangible and intangible assets, based on their fair value. If necessary, goodwill is then written down to its implied fair value. Our impairment review for the Brand consists of a qualitative assessment similar to goodwill and if necessary, a comparison of the fair value of the Brand with its carrying amount on a consolidated basis. If the carrying amount exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. If the fair value exceeds its carrying amount, the Brand is not considered impaired.

We completed our goodwill and Brand impairment tests as of October 1, 2012 and 2011 and no impairment resulted. The Predecessor’s goodwill and Brand impairment tests were completed as of April 1, 2010, in accordance with our previously established annual timeline, and no impairment resulted.

When we dispose of a restaurant business within six months of acquisition, the goodwill recorded in connection with the acquisition is written off. Otherwise, goodwill is written off based on the relative fair value of the business sold to the reporting unit when disposals occur more than six months after acquisition. The sale of Company restaurants to franchisees is referred to as a “refranchising.”

Long-Lived Assets

Long-lived assets, such as property and equipment and intangible assets subject to amortization, are tested for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Some of the events or changes in circumstances that would trigger an impairment review

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include, but are not limited to, a significant under-performance relative to expected and/or historical results (two consecutive years of negative comparable sales or operating cash flows); significant negative industry or economic trends; knowledge of transactions involving the sale of similar property at amounts below the carrying value; or our expectation to dispose of long-lived assets before the end of their estimated useful lives. The impairment test for long-lived assets requires us to assess the recoverability of long-lived assets by comparing their net carrying value to the sum of undiscounted estimated future cash flows directly associated with and arising from use and eventual disposition of the assets. If the net carrying value of a group of long-lived assets exceeds the sum of related undiscounted estimated future cash flows, we must record an impairment charge equal to the excess, if any, of net carrying value over fair value.

Long-lived assets are grouped for recognition and measurement of impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. Certain long-lived assets and related liabilities are grouped together for impairment testing at the operating market level (based on geographic areas) in the case of the United States and Canada. The operating market groupings within the United States and Canada are predominantly based on major metropolitan areas within the United States and Canada. These operating market definitions are based upon the following primary factors:

• management views profitability of the restaurants within the operating markets as a whole, based on cash flows generated by a portfolio of restaurants, rather than by individual restaurants, and area managers receive incentives on this basis; and

• we do not evaluate individual restaurants to build, acquire or close independent of an analysis of other restaurants in these operating markets.

In countries in which we have a smaller number of restaurants, most operating functions and advertising are performed at the country level, and shared by all restaurants in the country. As a result, we have defined operating markets as the entire country in the case of Spain, Mexico and Germany.

Other Assets

Other assets consist primarily of investments in equity method investees and the noncurrent portion of deferred financing costs. Investments in which we have significant influence over the investee are accounted for using the equity method. Our share of investee net income or loss is classified as a component of other income (expense), net in our consolidated statements of operations. We evaluate our investments in equity method investments for impairment whenever events occur or circumstances change in a manner that indicates our investment may not be recoverable. We did not record impairment charges related to equity method investments for 2012, 2011, the period of October 19, 2010 to December 31, 2010, the period of July 1, 2010 to October 18, 2010 or fiscal 2010.

Other Comprehensive Income (Loss)

Other comprehensive income (loss) refers to revenues, expenses, gains and losses that are included in comprehensive income (loss), but are excluded from net income (loss) as these amounts are recorded directly as an adjustment to stockholders’ equity, net of tax. Our other comprehensive income (loss) is comprised of unrealized gains and losses on foreign currency translation adjustments, unrealized gains and losses on hedging activity, net of tax, and minimum pension liability adjustments, net of tax.

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Derivative Financial Instruments

Gains or losses resulting from changes in the fair value of derivatives are recognized in earnings or recorded in other comprehensive income (loss) and recognized in the consolidated statements of operations when the hedged item affects earnings, depending on the purpose of the derivatives and whether they qualify for, and we have applied, hedge accounting treatment.

When applying hedge accounting, our policy is to designate, at a derivative’s inception, the specific assets, liabilities or future commitments being hedged, and to assess the hedge’s effectiveness at inception and on an ongoing basis. We may elect not to designate the derivative as a hedging instrument where the same financial impact is achieved in the financial statements. We do not enter into or hold derivatives for speculative purposes.

Disclosures About Fair Value

Certain assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustment in certain circumstances. These items primarily include long-lived assets, goodwill and intangible assets for which fair value is determined as part of the related impairment tests and asset retirement obligations initially measured at fair value. At December 31, 2012 and December 31, 2011, there were no significant adjustments to fair value or fair value measurements required for non-financial assets or liabilities.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market, or if none exists, the most advantageous market, for the specific asset or liability at the measurement date (the exit price). The fair value should be based on assumptions that market participants would use when pricing the asset or liability. The fair values are assigned a level within the fair value hierarchy, depending on the source of the inputs into the calculation, as follows:

Level 1 Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly.

Level 3 Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.

Certain of our derivatives are valued using various pricing models or discounted cash flow analyses that incorporate observable market parameters, such as interest rate yield curves and currency rates, classified as Level 2 within the valuation hierarchy. Derivative valuations incorporate credit risk adjustments that are necessary to reflect the probability of default by the counterparty or us.

The carrying amounts for cash and equivalents, trade accounts and notes receivable and accounts and drafts payable approximate fair value based on the short-term nature of these accounts.

Restricted investments, consisting of investment securities held in a rabbi trust to invest compensation deferred under our Executive Retirement Plan and fund future deferred compensation obligations, are carried at fair value, with net unrealized gains and losses recorded in our consolidated statements of operations. The fair value of these investment securities are determined using quoted market prices in active markets classified as Level 1 within the fair value hierarchy.

Fair value of variable rate term debt was estimated using inputs based on bid and offer prices and are Level 2 inputs within the fair value hierarchy.

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Revenue Recognition

Revenues include retail sales at Company restaurants, franchise revenues and property income. Franchise revenues consist primarily of royalties, based on a percentage of sales reported by the franchised restaurants, and initial and renewal franchise fees paid by franchisees. Property income consists of operating lease rentals and earned income on direct financing leases on property leased or subleased to franchisees. Retail sales at Company restaurants are recognized at the point of sale. We present sales net of sales tax and other sales-related taxes. Royalties are recognized when collectability is reasonably assured. Initial franchise fees are recognized as revenue when the related restaurant begins operations. A franchisee may pay a renewal franchise fee and renew its franchise for an additional term. Renewal franchise fees are recognized as revenue upon receipt of the non-refundable fee and execution of a new franchise agreement. The cost recovery accounting method is used to recognize revenues for franchisees for which collectability is not reasonably assured. Rental income on operating lease rentals and earned income on direct financing leases are recognized when earned and collectability is reasonably assured.

Advertising and Promotional Costs

We expense the production costs of advertising when the advertisements are first aired or displayed. All other advertising and promotional costs are expensed in the period incurred.

Franchise restaurants and Company restaurants contribute to advertising funds that we manage in the United States and certain international markets where Company restaurants operate. Under our franchise agreements, contributions received from franchisees must be spent on advertising, marketing and related activities, and result in no gross profit recognized. Advertising expense, net of franchisee contributions, totaled $48.3 million for 2012, $78.2 million for 2011, $16.7 million for the period of October 19, 2010 through December 31, 2010, $25.3 million for the period of July 1, 2010 through October 18, 2010 and $91.3 million for the fiscal year ended June 30, 2010, and is included in selling, general and administrative expenses in the accompanying consolidated statements of operations.

To the extent that contributions received exceed advertising and promotional expenditures, the excess contributions are accounted for as a deferred liability and are recorded in accrued advertising in the accompanying consolidated balance sheets.

Franchisees in markets where no Company restaurants operate contribute to advertising funds that are not managed by us. Such contributions and related fund expenditures are not reflected in our results of operations or financial position.

Insurance Reserves

We carry insurance to cover claims such as workers’ compensation, general liability, automotive liability, executive risk and property, and we are self-insured for healthcare claims for eligible participating employees. Through the use of insurance program deductibles (ranging from $0.1 million to $2.5 million) and self insurance, we retain a significant portion of the expected losses under these programs. Insurance reserves have been recorded based on our estimates of the anticipated ultimate costs to settle all claims, on an undiscounted basis, both reported and incurred-but-not-reported (IBNR).

Litigation accruals

From time to time, we are subject to proceedings, lawsuits and other claims related to competitors, customers, employees, franchisees, government agencies and suppliers. We are required to assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of probable losses. A

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Notes to Consolidated Financial Statements — (Continued)

determination of the amount of accrual required, if any, for these contingencies is made after careful analysis of each matter. The required accrual may change in the future due to new developments in settlement strategy in dealing with these matters.

Guarantees

We record a liability to reflect the estimated fair value of guarantee obligations at the inception of the guarantee. Expenses associated with the guarantee liability, including the effects of any subsequent changes in the estimated fair value of the liability, are classified as other operating income (expenses), net in our consolidated statements of operations.

Income Taxes

Amounts in the financial statements related to income taxes are calculated using the principles of FASB ASC Topic 740, “Income Taxes.” Under these principles, deferred tax assets and liabilities reflect the impact of temporary differences between the amounts of assets and liabilities recognized for financial reporting purposes and the amounts recognized for tax purposes, as well as tax credit carryforwards and loss carryforwards. These deferred taxes are measured by applying currently enacted tax rates. A deferred tax asset is recognized when it is considered more likely than not to be realized. The effects of changes in tax rates on deferred tax assets and liabilities are recognized in income in the year in which the law is enacted. A valuation allowance reduces deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be recognized.

Income tax benefits credited to stockholders’ equity relate to tax benefits associated with amounts that are deductible for income tax purposes but do not affect earnings. These benefits are principally generated from employee exercises of nonqualified stock options and settlement of restricted stock awards.

We recognize positions taken or expected to be taken in a tax return, in the financial statements when it is more likely than not (i.e., a likelihood of more than fifty percent) that the position would be sustained upon examination by tax authorities. A recognized tax position is then measured at the largest amount of benefit with greater than fifty percent likelihood of being realized upon ultimate settlement.

Transaction gains and losses resulting from the remeasurement of foreign deferred tax assets or liabilities are classified as other operating (income) expense, net in the consolidated statements of operations.

Share-based Compensation

We recognize share-based compensation cost based on the grant date estimated fair value of each award, net of estimated forfeitures, over the employee’s requisite service period, which is generally the vesting period of the equity grant. For awards that have a cliff-vesting schedule, share-based compensation cost is recognized ratably over the requisite service period.

Retirement Plans

The funded status of our defined benefit pension plans and postretirement benefit plans are recognized in the consolidated balance sheets. The funded status is measured as the difference between the fair value of plan assets and the benefit obligation at December 31, the measurement date. The fair value of plan assets represents the current market value of contributions made to irrevocable trust funds, held for the sole benefit of participants, which are invested by the trust funds. For defined benefit pension plans, the benefit obligation represents the

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Notes to Consolidated Financial Statements — (Continued)

actuarial present value of benefits expected to be paid upon retirement. For postretirement benefit plans, the benefit obligation represents the actuarial present value of postretirement benefits attributed to employee services already rendered. Gains or losses and prior service costs or credits related to our pension plans are being recognized as they arise as a component of other comprehensive income (loss) to the extent they have not been recognized as a component of net periodic benefit cost.

We sponsor the Burger King Savings Plan (the “Savings Plan”), a defined contribution plan under the provisions of Section 401(k) of the Internal Revenue Code. The Savings Plan is voluntary and is provided to all employees who meet the eligibility requirements. A participant can elect to contribute up to 50% of their compensation, subject to IRS limits, and we match 100% of the first 4% of employee compensation.

We also maintain an Executive Retirement Plan (“ERP”) for all officers and senior management. Prior to December 31, 2010, officers and senior management could elect to defer up to 75% of base pay once 401(k) limits were reached and up to 100% of incentive pay on a before-tax basis under the ERP. BKC provided a dollar-for-dollar match up to the first 6% of base pay. In the quarter ended December 31, 2010, we elected to cease further participation deferrals and contributions to the ERP.

Aggregate amounts recorded in the consolidated statements of operations representing our contributions to the Savings Plan and the ERP on behalf of restaurant and corporate employees was $1.8 million for 2012, $4.2 million for 2011, $0.8 million for the period of October 19, 2010 through December 31, 2010, $2.7 million for the period of July 1, 2010 through October 18, 2010 and $6.7 million for Fiscal 2010. Our contributions made on behalf of restaurant employees are classified as payroll and employee benefit expenses in our consolidated statements of operations, while our contributions made on behalf of corporate employees are classified as selling, general and administrative expenses in our consolidated statements of operations.

New Accounting Pronouncements

During 2012, we adopted an accounting standards update that amends accounting guidance to allow us to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. Under these amendments, we are not required to calculate the fair value of a reporting unit unless we determine, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The amendments include a number of events and circumstances for an entity to consider in conducting the qualitative assessment. The adoption of this accounting standard update did not have an impact on our consolidated financial position, results of operations or cash flows.

During 2012, we adopted an accounting standards update that amends accounting guidance to achieve common fair value measurement and disclosure requirements under GAAP and international financial reporting standards (“IFRS”). The amendments in this accounting standard clarify the intent of the Financial Accounting Standards Board (“FASB”) about the application of existing fair value measurement requirements. The amendments change the wording used to describe many of the requirements in GAAP for disclosing information about fair value measurements. The adoption of this accounting standard update did not have a material effect on our consolidated financial position, results of operations or cash flows.

During 2012, we adopted an accounting standards update that requires us to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. This standard eliminates the option to present the components of other comprehensive income as part of the statement of equity. The consolidated statements of comprehensive income (loss) and disclosures required by this accounting standard update are included in this Form 10-K.

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During 2012, we elected to early adopt an accounting standards update that amends accounting guidance for the testing of indefinite-lived intangible assets for impairment. This amendment states that an entity has the option to first assess qualitative factors to determine whether the existence of events and circumstances indicates that it is “more likely than not” that an indefinite-lived intangible asset, other than goodwill, is impaired. The results of the qualitative assessment will determine whether it is necessary to perform that quantitative impairment test. The adoption of this accounting standards update did not have an impact on our consolidated financial position, results of operations or cash flows.

In February 2013, the FASB issued an accounting standards update that amends accounting guidance to require an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amounts reclassified is required by GAAP to be reclassified to net income in its entirety in the same reporting period. The amendments in this accounting standards update are effective prospectively for reporting periods beginning after December 15, 2012, with early adoption permitted. The adoption of this accounting standards updated will not have a significant impact on our consolidated financial position, results of operations or cash flows.

Note 3.    Trade and Notes Receivable, net

Trade and notes receivable, net, consist of the following (in millions):

	As of December 31,
	2012			2011
Trade accounts receivable	$	195.6		$	173.5
Notes receivable, current portion		3.1			0.6
		198.7			174.1
Allowance for doubtful accounts		(19.7	)		(21.3	)
Total, net	$	179.0		$	152.8

The change in allowances for doubtful accounts is as follows (in millions):

	As of December 31,
	2012			2011
Beginning balance	$	21.3		$	20.7
Bad debt expense (recoveries), net		(0.8	)		6.1
Write-offs and other		(0.8	)		(5.5	)
Ending balance	$	19.7		$	21.3

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Notes to Consolidated Financial Statements — (Continued)

Note 4.    Prepaids and Other Current Assets, net

Prepaid and other current assets, net consist of the following (in millions):

	As of December 31,
	2012		2011
Prepaid expenses	$	23.3	$	18.5
Refundable and prepaid income taxes		28.5		21.1
Inventories		6.7		13.7
Deferred financing costs — current portion		8.9		12.6
Assets held for sale		23.9		—
Interest rate caps — current portion		—		3.3
Total Prepaids and other current assets	$	91.3	$	69.2

At December 31, 2012, assets held for sale consisted primarily of goodwill and machinery and equipment to be sold in connection with refranchisings. We did not have assets classified as held for sale at December 31, 2011.

Note 5.    Property and Equipment, net

Property and equipment, net, along with their estimated useful lives, consist of the following (in millions):

		As of December 31,
		2012			2011
Land		$	446.7		$	450.0
Buildings and improvements(1)	(up to 40 years)		486.3			468.7
Machinery and equipment(2)	(up to 18 years)		69.4			157.4
Furniture, fixtures, and other	(up to 10 years)		51.1			40.9
Construction in progress			32.5			59.6
			1,086.0			1,176.6
Accumulated depreciation and amortization(3)			(200.8	)		(150.1	)
Property and equipment, net		$	885.2		$	1,026.5

(1) Buildings and improvements include assets under capital leases of $65.9 million as of December 31, 2012 and $54.3 million as of December 31, 2011.

(2) Machinery and equipment include assets under capital leases of $3.7 million as of December 31, 2012 and $0.2 million as of December 31, 2011.

(3) Accumulated depreciation related to assets under capital leases totaled $25.6 million as of December 31, 2012 and $14.2 million as of December 31, 2011.

Depreciation and amortization expense on property and equipment totaled $102.2 million for 2012, $124.6 million for 2011, $25.5 million for the period of October 19, 2010 to December 31, 2010, $33.2 million for the period of July 1, 2010 to October 18, 2010 and $120.6 million for Fiscal 2010.

Construction in progress represents new restaurant and equipment construction, reimaging of restaurants and software.

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Note    6. Intangible Assets, net and Goodwill

Intangible assets consist of the following (in millions):

	As of December 31,
	2012							2011
	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net		Weighted Average Life as of December 31, 2012
Identifiable assets subject to amortization:
Franchise agreements	$	485.6	$	(46.2	)	$	439.4	$	482.3	$	(25.8	)	$	456.5		21.1 Years
Favorable leases		183.1		(40.2	)		142.9		174.2		(22.0	)		152.2		9.0 Years
Subtotal		668.7		(86.4	)		582.3		656.5		(47.8	)		608.7		18.1 years
Indefinite lived intangible assets — Brand	$	2,228.9	$	—		$	2,228.9	$	2,214.6	$	—		$	2,214.6
Intangible assets, net						$	2,811.2						$	2,823.3
Goodwill	$	619.2						$	657.7

We recorded amortization expense on intangible assets of $38.2 million for 2012, $40.2 million for 2011 and $8.2 million for the period of October 19, 2010 to December 31, 2010. The Predecessor recorded amortization expense on intangible assets of $2.7 million for the period July 1, 2010 to October 18, 2010 and $8.7 million for Fiscal 2010.

As of December 31, 2012, the estimated future amortization expense on intangible assets is as follows (in millions).

Twelve-months ended December 31,	Amount
2013	$	38.1
2014		37.2
2015		36.0
2016		35.1
2017		34.3
Thereafter		401.6
Total	$	582.3

The change in the carrying amount of goodwill for the twelve months ended December 31, 2012 and 2011 is as follows (in millions):

	As of December 31,
	2012			2011
Beginning balance	$	657.7		$	666.5
Write off from refranchisings		(28.6	)		(2.3	)
Translation of foreign denominated balance		3.9			(6.5	)
Transfer to assets held for sale		(13.8	)		—
Ending balance	$	619.2		$	657.7

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Note 7.    Other Accrued Liabilities and Other Liabilities

Other accrued liabilities (current) and other liabilities (non-current) consist of the following (in millions):

	As of December 31,
	2012		2011
Current:
Accrued payroll and employee-related costs	$	44.9	$	63.9
Restructuring and other provisions		14.6		33.4
Withholding taxes		4.1		9.0
Interest payable		16.9		17.1
Casualty insurance		7.3		8.7
Gift card liabilities		18.2		16.1
Income tax payable		2.8		3.1
Deferred income		18.1		11.4
Sales tax payable		28.4		22.0
Lease liability		11.3		—
Other		40.2		58.0
Other accrued liabilities	$	206.8	$	242.7
Non-current:
Accrued pension	$	77.7	$	71.3
Unfavorable leases		169.1		204.2
Casualty insurance reserves		18.6		22.2
Retiree health benefits		8.0		18.4
Deferred compensation		7.8		12.8
Income tax payable		26.3		23.4
Cross-currency rate swaps		11.0		—
Lease liability		32.2		—
Other		31.7		13.9
Other liabilities, net	$	382.4	$	366.2

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Note 8.    Long-Term Debt

Long-term debt is comprised of the following (in millions):

	Maturity dates		As of December 31,						Interest rates (a)
			2012			2011			2012			2011			Oct. 19, 2010 to Dec. 31, 2010
Tranche A Term Loans		2017	$	1,023.6		$	—			3.1	%		N/A			N/A
Tranche B Term Loans (b)		2019		695.1			—			4.5	%		N/A			N/A
Secured Term Loan — USD tranche (c)		—		—			1,519.5			5.4	%		5.5	%		6.8	%
Secured Term Loan — Euro tranche (c)		—		—			246.8			5.6	%		5.8	%		7.1	%
9 7/8% Senior Notes		2018		794.5			797.5			10.1	%		10.1	%		10.2	%
11.0% Discount Notes (d)		2019		407.1			424.4			11.5	%		11.5	%		N/A
Deferred Premiums on interest rate caps—USD (See Note 13)		2016		29.0			35.8			2.5	%		2.5	%		2.5	%
Deferred Premiums on interest rate caps—EUR (See Note 13)		2016		—			7.3			2.9	%		2.9	%		2.9	%
Other		N/A		0.9			3.2
Total debt				2,950.2			3,034.5
Less: current maturities of debt				(45.1	)		(24.2	)
Total long-term debt			$	2,905.1		$	3,010.3

(a) Represents the effective interest rate for the instrument computed on a quarterly basis, including the amortization of deferred debt issuance costs and original issue discount, as applicable, and in the case of our term loans, the effect of interest rate caps.

(b) Principal face amount herein is presented net of an $8.1 million discount on the Tranche B Term Loans at December 31, 2012.

(c) Principal face amount herein is presented net of a $12.5 million discount on the USD tranche and revolving credit facility and $1.0 million discount on the Euro tranche at December 31, 2011.

(d) Principal face amount herein is presented net of a discount of $172.0 million at December 31, 2012 and $247.6 million at December 31, 2011.

2012 Credit Agreement

On September 28, 2012 (the “Closing Date”), BKC and Holdings entered into a Credit Agreement (the “2012 Credit Agreement”) to refinance amounts borrowed under the 2011 Amended Credit Agreement (as defined below). The 2012 Credit Agreement provides for (i) tranche A term loans in the aggregate principal amount of $1,030.0 million (the “Tranche A Term Loans”), (ii) tranche B term loans in the aggregate principal amount of $705.0 million (the “Tranche B Term Loans”), in each case under the new senior secured term loan facility (the “2012 Term Loan Facility”), and (iii) a new senior secured revolving credit facility for up to $130.0 million of revolving extensions of credit outstanding at any time (including revolving loans, swingline loans and letters of credit) (the “2012 Revolving Credit Facility” and, together with the 2012 Term Loan Facility, the “2012 Credit Facilities”).

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On the Closing Date, the full amount of the Tranche A Term Loans and Tranche B Term Loans was drawn and no revolving loans were drawn. The proceeds of the Tranche A Term Loans and the Tranche B Term Loans were used to repay the term loans outstanding under the 2011 Amended Credit Agreement. In addition, approximately $11.5 million of letters of credit were issued in order to backstop, replace or roll-over existing letters of credit under the 2011 Amended Credit Agreement.

The Tranche A Term Loans have a five-year maturity, and the Tranche B Term Loans have a seven-year maturity. The 2012 Revolving Credit Facility matures on October 19, 2015, which was the maturity date of the revolving credit facility under the 2011 Amended Credit Agreement. The principal amount of the Tranche A Term Loans amortizes in quarterly installments of (i) $6.4 million from December 31, 2012 through September 30, 2013, (ii) $12.9 million from December 31, 2013 through September 30, 2014, (iii) $19.3 million from December 31, 2014 through September 30, 2015, (iv) $25.8 million from December 31, 2015 through September 30, 2016, and (v) $32.2 million from December 31, 2016 through June 30, 2017, with the balance payable at maturity. The principal amount of the Tranche B Term Loans amortizes in quarterly installments equal to 0.25% of the original principal amount of the Tranche B Term Loans, with the balance payable at maturity.

As of December 31, 2012, we had $11.6 million in irrevocable standby letters of credit outstanding, which were issued under the 2012 Revolving Credit Facility primarily to certain insurance carriers to guarantee payments of deductibles for various insurance programs, such as health and commercial liability insurance. These letters of credit are secured by the collateral under the 2012 Credit Facilities. As of December 31, 2012, no amounts had been drawn on any of these irrevocable standby letters of credit and our remaining borrowing capacity under the 2012 Revolving Credit Facility was $118.4 million as of December 31, 2012.

Subject to certain exceptions, the 2012 Credit Facilities are subject to mandatory prepayments in amounts equal to (1) 100% of the net cash proceeds from any non-ordinary course sale or other disposition of assets (including as a result of casualty or condemnation); (2) 100% of the net cash proceeds from issuances or incurrences of debt by Holdings, BKC or any of its restricted subsidiaries (other than indebtedness permitted by the 2012 Credit Facilities); and (3) 50% (with stepdowns to 25% and 0% based upon achievement of specified total leverage ratios) of annual excess cash flow of BKC and its restricted subsidiaries.

At BKC’s election, the interest rate per annum applicable to the loans is based on a fluctuating rate of interest determined by reference to either (i) a base rate determined by reference to the highest of (a) the prime rate of JPMorgan Chase Bank, N.A., (b) the federal funds effective rate plus 0.50% and (c) the Eurocurrency rate applicable for an interest period of one month plus 1.00% (“Alternate Base Rate Loans”), plus an applicable margin equal to 1.25% for any Tranche A Term Loan, 1.75% for any Tranche B Term Loan and 2.25% for loans under the 2012 Revolving Credit Facility, or (ii) a Eurocurrency rate determined by reference to LIBOR, adjusted for statutory reserve requirements (“Eurocurrency Loans”), plus an applicable margin equal to 2.25% for any Tranche A Term Loan, 2.75% for any Tranche B Term Loan and 3.25% for loans under the 2012 Revolving Credit Facility; provided that the foregoing margins applicable to the Tranche A Term Loans are subject to reduction after financial statements have been delivered for the first full fiscal quarter after the Closing Date based upon achievement of specified leverage ratios. Borrowings of Tranche B Term Loans will be subject to a floor of 1.00% in the case of Eurocurrency Loans and 2.00% in the case of Alternate Base Rate Loans. We have elected our applicable rate per annum as Eurocurrency rate determined by reference to LIBOR. As of December 31, 2012, the interest rate was 2.5625% on our outstanding Tranche A Term Loan and 3.75% on our outstanding Tranche B Term Loan.

The 2012 Credit Facilities contain a number of customary affirmative and negative covenants that, among other things, will limit or restrict the ability of BKC and its restricted subsidiaries to: incur additional indebtedness (including guarantee obligations); incur liens; engage in mergers, consolidations, liquidations and

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dissolutions; sell assets (with exceptions for, among other things, sales of Company restaurants to existing or prospective franchisees and sales of real estate, subject to achievement of specified total leverage ratios in the case of real estate sales); pay dividends and make other payments in respect of capital stock; make investments, loans and advances; pay and modify the terms of certain indebtedness; engage in certain transactions with affiliates; enter into certain speculative hedging arrangements; enter into negative pledge clauses and clauses restricting subsidiary distributions; and change its line of business. In addition, under the 2012 Credit Facilities, BKC will be required to maintain a specified minimum interest coverage ratio and may not exceed a specified maximum total leverage ratio.

The 2012 Credit Facilities contain customary events of default, including nonpayment of principal, interest, fees or other amounts; material inaccuracy of a representation or warranty when made; violation of a covenant; cross-default to material indebtedness; bankruptcy events; certain ERISA events; material unsatisfied judgments; actual or asserted invalidity of any guarantee, security document or subordination provisions; non-perfection of security interest; changes in the passive holding company status of Holdings; and a change of control. BKC’s ability to borrow under the 2012 Credit Facilities will be dependent on, among other things, its compliance with the above-described covenants and financial ratios. Failure to comply with these covenants, ratios or the other provisions of the 2012 Credit Facilities (subject to certain grace periods) could, absent a waiver or an amendment from the lenders under such agreement, restrict the availability of the 2012 Revolving Credit Facility and permit the acceleration of all outstanding borrowings under the 2012 Credit Facility. There are no provisions in the 2012 Credit Agreement that could accelerate payment of debt as a result of a change in credit ratings.

At December 31, 2012, we were in compliance with all covenants of the 2012 Credit Agreement and there were no limitations on our ability to draw on the remaining availability under the 2012 Revolving Credit Facility.

In connection with the 2012 Credit Facilities, the Company entered into a Guarantee Agreement (the “Guarantee Agreement”), dated as of September 28, 2012 in favor of JPMorgan Chase Bank, N.A., as administrative agent, pursuant to which the Company guaranteed amounts borrowed under the 2012 Credit Facilities. Holdings, BKC and certain of BKC’s subsidiaries (the “Subsidiary Guarantors”) entered into a Guarantee and Collateral Agreement (the “Guarantee and Collateral Agreement”), dated as of September 28, 2012 in favor of JPMorgan Chase Bank, N.A. as administrative agent. Pursuant to the Guarantee and Collateral Agreement, Holdings and the Subsidiary Guarantors guaranteed amounts borrowed under the 2012 Credit Facilities. Additionally, amounts borrowed under the 2012 Credit Facilities and any swap agreements and cash management arrangements provided by any lender party to the 2012 Credit Facilities or any of its affiliates are secured on a first priority basis by a perfected security interest in substantially all of Holdings’, BKC’s and each Subsidiary Guarantor’s tangible and intangible assets (subject to certain exceptions), including U.S. registered intellectual property, owned real property over $10 million in value and all of the capital stock of BKC and each of its direct and indirect restricted subsidiaries (limited, in the case of foreign subsidiaries, to 65%, of the capital stock of first tier foreign subsidiaries).

We are required to pay certain recurring fees with respect to the 2012 Credit Facilities, including (i) fees on the unused commitments of the lenders under the revolving facility, (ii) letters of credit fees on the aggregate face amounts of outstanding letters of credit plus a fronting fee to the issuing bank and (iii) administration fees. Amounts outstanding under the 2012 Revolving Credit Facility bear interest at a rate equal to 3.25% and 3.50% on the amount drawn under each letter of credit that is issued and outstanding under the 2012 Revolving Credit Facility. The interest rate on the unused portion of the 2012 Revolving Credit Facility ranges from 0.50% to 0.75%, depending on our leverage ratio, and our current rate is 0.50%.

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Notes to Consolidated Financial Statements — (Continued)

We incurred approximately $16.0 million of financing costs related to the 2012 Credit Agreement, including approximately $10.8 million recorded as deferred financing costs, which are classified as other assets, net on the condensed consolidated balance sheets, and amortized to interest expense using the effective interest method. The remaining fees are included in loss on early extinguishment of debt.

2011 Amended Credit Agreement

In connection with the 3G Acquisition of Holdings by 3G, BKC and Holdings entered into a credit agreement dated as of October 19, 2010, as amended and restated as of February 15, 2011 (the “2011 Amended Credit Agreement”). The 2011 Amended Credit Agreement provided for (i) two tranches of term loans in aggregate principal amounts of $1,600.0 million and €200.0 million (the “Term Loans”), each under a term loan facility (the “Term Loan Facility”) and (ii) a senior secured revolving credit facility for up to $150.0 million of revolving extensions of credit outstanding at any time (including revolving loans, swingline loans and letters of credit) (the “Revolving Credit Facility,” and together with the Term Loan Facility, the “Credit Facilities”). The maturity date for the Term Loan Facility was October 19, 2016 and the maturity date for the Revolving Credit Facility was October 19, 2015. As described above, borrowings under the 2011 Amended Credit Agreement were refinanced by the 2012 Credit Agreement.

We were allowed to prepay the Term Loans in whole or in part at any time. During 2012, we made $37.7 million in voluntary prepayments of our Term Loans.

Under the Credit Facilities, BKC was required to comply with customary financial ratios and the Credit Facilities also contained a number of customary affirmative and negative covenants. The Company was in compliance with all 2011 Amended Credit Agreement financial ratios and covenants at the time of the refinancing in September 2012.

9 ⁷/₈% Senior Notes

At December 31, 2012, we had outstanding $794.5 million of senior notes due 2018 that bear interest at a rate of 9.875% per annum, which is payable semi-annually on October 15 and April 15 of each year (the “Senior Notes”). The Senior Notes mature on October 15, 2018. During 2012, we repurchased and retired Senior Notes with an aggregate face value of $3.0 million for a purchase price of $3.4 million, including accrued interest. During 2011, we repurchased and retired Senior Notes with an aggregate face value of $2.5 million for a purchase price of $2.7 million, including accrued interest.

The Senior Notes are general unsecured senior obligations of BKC that rank pari passu in right of payment with all our existing and future senior indebtedness. The Senior Notes are effectively subordinated to all our Secured Indebtedness (including the 2012 Credit Facilities) to the extent of the value of the assets securing such indebtedness and are structurally subordinated to all indebtedness and other liabilities, including preferred stock, of non-guarantor subsidiaries.

The Senior Notes are guaranteed by Holdings and all existing direct and indirect subsidiaries that borrow under or guarantee any indebtedness or indebtedness of another guarantor. Additionally, in August 2012 the Company entered into a Supplemental Indenture to guarantee BKC’s obligations under the Senior Notes. Under certain circumstances, subsidiary guarantors may be released from their guarantees without the consent of the holders of the Senior Notes.

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Notes to Consolidated Financial Statements — (Continued)

At any time prior to October 15, 2013, we may redeem up to 35% of the original principal amount of the Senior Notes with the proceeds of certain equity offerings at a redemption price equal to 109.875% of the principal amount of the Senior Notes, together with any accrued and unpaid interest, if any, to the date of redemption. The Senior Notes are redeemable at our option, in whole or in part, at any time on or after October 15, 2014 at 104.938% of the principal amount, at any time on or after October 15, 2015 at 102.469% of the principal amount or at any time on or after October 15, 2016 at 100% of the principal amount.

The occurrence of a change in control of BKC and/or its parent entities will require us to offer to purchase all or a portion of the Senior Notes at a price equal to 101% of the principal amount, together with accrued and unpaid interest, if any, to the date of purchase. Certain asset dispositions will also require us to use the proceeds from those asset dispositions to make an offer to purchase the Senior Notes at 100% of their principal amount, if such proceeds are not otherwise used within a specified period to repay indebtedness or to invest in capital assets related to our business or capital stock of a restricted subsidiary.

The Senior Notes were issued pursuant to an indenture (the “Senior Notes Indenture”), which contains certain covenants that we must meet during the term of the Senior Notes, including, but not limited to, limitations on restricted payments (as defined in the Senior Notes Indenture), incurrence of indebtedness, issuance of disqualified stock and preferred stock, asset sales, mergers and consolidations, transactions with affiliates, guarantees of indebtedness by subsidiaries and activities of Holdings.

The Senior Notes Indenture also includes customary events of default including, but not limited to, nonpayment of principal, interest, premiums or other amounts due under the Senior Notes Indenture, violation of a covenant, cross-default to material indebtedness, bankruptcy and a change of control. Failure to comply with the covenants or other provision of the Senior Notes Indenture (subject to grace periods) could, absent a waiver or an amendment from the lenders under such Senior Notes Indenture, permit the acceleration of all outstanding borrowings under the Senior Notes Indenture.

Pursuant to the Senior Notes Indenture, BKC is restricted from paying any dividend or making any payment or distribution on account of its equity interests unless, among other things, (i) the dividend, payment or distribution (together with all other such dividends, payments or distributions made since the issue date of the Senior Notes) is less than an amount calculated based in part on the Consolidated Net Income (as defined in the Senior Notes Indenture) of BKC and its restricted subsidiaries since the issue date of the Senior Notes, or (ii) the dividend, payment or distribution fits within one or more exceptions, including if:

• it is made with funds received from the issuance of equity interests of BKC or its direct or indirect parent companies and is used for the redemption, repurchase or other acquisition of equity interests of BKC or its direct or indirect parent companies;

• it is less than 6% per annum of the net cash proceeds received by or contributed to BKC from a public offering of BKC’s common stock or the common stock of any of its direct or indirect parent companies;

• it is used to fund certain operational expenditures of any of BKC’s direct or indirect parent companies; or

• it, when combined with all other Restricted Payments (as defined in the Senior Notes Indenture) that rely upon this exception, does not exceed $75 million (the transactions described in these four bullet points, collectively, the “Permitted Distributions”).

At December 31, 2011, we were in compliance with all covenants of the Senior Notes Indenture.

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Notes to Consolidated Financial Statements — (Continued)

11.0% Discount Notes

On April 19, 2011, Burger King Capital Holdings, LLC (“BKCH”) and Burger King Capital Finance, Inc. (“BKCF” and together with BKCH, the “Issuers”) entered into an indenture with Wilmington Trust FSB, as trustee, pursuant to which the Issuers sold $685.0 million in the aggregate principal amount at maturity of 11.0% senior discount notes due 2019 (the “Discount Notes”). The Discount Notes generated $401.5 million in gross proceeds. Until April 15, 2016, no cash interest will accrue, but the Discount Notes will accrete at a rate of 11.0% per annum compounded semi-annually such that the accreted value on April 15, 2016 will be equal to the principal amount at maturity. Thereafter, cash interest on the Discount Notes will accrue at a rate equal to 11.0% per annum and will be payable semi-annually in cash in arrears on April 15 and October 15 of each year, commencing on October 15, 2016. The Discount Notes will mature on April 15, 2019. In August 2012, the Company entered into a Supplemental Indenture to guarantee the Issuers’ obligations under the Discount Notes. The Issuers have no operations or assets other than the interest in Holdings held by BKCH. Accordingly, the cash required to service the Discount Notes is expected to be funded through distributions from BKC. During 2012, we repurchased Discount Notes with an aggregate face value of $92.9 million and an aggregate carrying value of $61.1 million, net of unamortized original issue discount, for a purchase price of $69.6 million.

At any time prior to April 15, 2014, we may redeem up to 35% of the original principal amount of the Discount Notes with the proceeds of certain equity offerings at a redemption price equal to 111.0% of the accreted value of the Discount Notes, plus (without duplication) any accrued and unpaid interest, if any, to the date of redemption. The Discount Notes are redeemable at our option, in whole or in part, at any time on or after April 15, 2015 at 105.5% of the principal amount, at any time on or after April 15, 2016 at 102.75% of the principal amount or at any time on or after April 15, 2017 at 100% of the principal amount.

The occurrence of a change in control of the Issuers will require us to offer to purchase all or a portion of the Discount Notes at a price equal to 101% of the accreted value, plus (without duplication) accrued and unpaid interest, if any, to the date of purchase. Certain asset dispositions will also require us to use the proceeds from those asset dispositions to make an offer to purchase the Discount Notes at 100% of their accreted value, plus accrued and unpaid interest, if any, if such proceeds are not otherwise used within a specified period to repay indebtedness or to invest in capital assets related to our business or capital stock of a restricted subsidiary.

The Discount Notes were issued pursuant to an indenture (the “Discount Notes Indenture”), which contains certain covenants that we must meet during the term of the Discount Notes, as well as customary events of default, which are similar to those described above for the Credit Facilities and Senior Notes.

Pursuant to the Discount Notes Indenture, BKCH is restricted from paying any dividend or making any payment or distribution on account of its equity interests unless, among other things, (i) the dividend, payment or distribution (together with all other such dividends, payments or distributions made since October 19, 2010) is less than an amount calculated based in part on the Consolidated Net Income (as defined in the Discount Notes Indenture) of BKCH and its restricted subsidiaries since October 1, 2010, or (ii) the dividend, payment or distribution fits within one or more exceptions, including the Permitted Distributions.

At December 31, 2012, we were in compliance with all covenants of the Discount Notes Indenture.

Loss on Early Extinguishment of Debt

We recorded a $34.2 million loss on early extinguishment of debt during 2012 in connection with the refinancing of term loans outstanding under the 2011 Amended Credit Agreement, as described above, as well as prepayments of term loans prior to the refinancing and repurchases of our Discount Notes and Senior Notes. We

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Notes to Consolidated Financial Statements — (Continued)

recorded a $21.1 million loss on early extinguishment of debt in 2011 in connection with the 2011 Amended Credit Agreement and the early extinguishment of debt relating to prepayments of our Term Loan and repurchases of our Senior Notes and Discount Notes.

Other

In connection with entering into the 2012 Credit Agreement as described above, we settled interest rate caps denominated in Euros with a notional amount of €183.8 million, including the payment of $6.4 million in deferred premiums.

We have lines of credit with foreign banks, which can also be used to provide guarantees, in the amount of $2.4 million as of December 31, 2012 and $3.2 million as of December 31, 2011. There were $1.5 million of guarantees issued against these lines of credit as of December 31, 2012 and $2.3 million as of December 31, 2011.

Maturities

The aggregate maturities of long-term debt as of December 31, 2012, including the effects of the discount accretion on the 2012 Credit Facilities and Discount Notes, are as follows (in millions):

Year Ended December 31,	Principal Amount
2013	$	46.4
2014		72.3
2015		98.3
2016		124.2
2017		747.6
Thereafter		2,041.5
Total	$	3,130.3

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Notes to Consolidated Financial Statements — (Continued)

Interest Expense, net

Interest expense, net consists of the following (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Tranche A Term Loans	$	7.1		$	—		$	—		$	—		$	—
Tranche B Term Loans		7.1			—			—			—			—
Secured Term Loan — USD tranche		51.2			75.4			19.1			—			—
Secured Term Loan — Euro tranche		8.8			14.3			4.3			—			—
Interest Rate Caps — USD and EURO		1.0			1.2			0.4			—			—
9 7/8% Senior Notes		78.6			78.8			16.0			—			—
11.0% Discount Notes		43.8			31.0			—			—			—
Amortization of deferred financing costs and debt issuance discount		13.2			15.3			2.6			—			—
Predecessor term loans		—			—			—			12.0			39.4
Capital lease obligations		8.2			9.1			1.3			2.9			10.2
Other(1)		5.9			3.2			14.6			—			—
Interest income		(1.1	)		(1.6	)		(0.2	)		(0.3	)		(1.0	)
Total	$	223.8		$	226.7		$	58.1		$	14.6		$	48.6

(1) Amount includes commitment fees of $13.5 million associated with the bridge loan available at the closing of the 2010 Transactions for the period of October 19, 2010 to December 31, 2010.

We had unamortized deferred financing costs of $53.5 million at December 31, 2012 and $57.0 million at December 31, 2011. These amounts are classified as other assets, net and are amortized over the term of the debt into interest expense using the effective interest method. The amortization of deferred financing costs included in interest expense was $10.9 million for 2012, $12.5 million for 2011, $2.1 million for the period October 19, 2010 to December 31, 2010, $0.6 million for the period July 1, 2010 to October 18, 2010 and $2.1 million for Fiscal 2010.

Note 9.    Leases

As of December 31, 2012, we leased or subleased 1,873 restaurant properties to franchisees and 54 non-restaurant properties to third parties under direct financing leases and operating leases. Initial lease terms generally range from 10 to 20 years. Most leases to franchisees provide for fixed monthly payments and many of these leases provide for future rent escalations and renewal options. Certain leases also include provisions for contingent rent, determined as a percentage of sales, generally when annual sales exceed specific levels. The lessees bear the cost of maintenance, insurance and property taxes.

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Notes to Consolidated Financial Statements — (Continued)

Assets leased to franchisees and other third parties under operating leases that are included within our property and equipment, net was as follows (in millions):

	As of December 31,
	2012			2011
Land	$	399.5		$	263.6
Buildings and improvements		361.3			158.7
Restaurant equipment		4.8			16.9
		765.6			439.2
Accumulated depreciation		(95.7	)		(38.6	)
	$	669.9		$	400.6

Our net investment in direct financing leases was as follows (in millions):

	As of December 31,
	2012			2011
Future rents to be received
Future minimum lease receipts	$	213.0		$	318.5
Contingent rents(1)		104.8			154.5
Estimated unguaranteed residual value		25.6			29.6
Unearned income		(145.8	)		(244.9	)
Allowance on direct financing leases		(0.8	)		(1.1	)
		196.8			256.6
Current portion included within trade receivables		(16.4	)		(14.4	)
Net investment in property leased to franchisees	$	180.4		$	242.2

(1) Amounts represent estimated contingent rents recorded in connection with the acquisition method of accounting.

In addition, we lease land, building, equipment, office space and warehouse space, including 340 restaurant buildings under capital leases. Initial lease terms are generally 10 to 20 years and most leases provide for fixed monthly payments. Many of these leases provide for future rent escalations and renewal options and certain leases also include provisions for contingent rent, determined as a percentage of sales, generally when annual sales exceed specific levels. Most leases also obligate us to pay the cost of maintenance, insurance and property taxes.

As of December 31, 2012, future minimum lease receipts and commitments were as follows (in millions):

	Lease Receipts				Lease Commitments
	Direct Financing Leases		Operating Leases		Capital Leases			Operating Leases
2013	$	25.2	$	126.3	$	(18.2	)	$	(133.3	)
2014		24.4		118.4		(17.7	)		(126.6	)
2015		24.0		111.8		(16.4	)		(118.0	)
2016		23.4		107.2		(15.0	)		(109.9	)
2017		20.2		103.8		(13.3	)		(99.9	)
Thereafter		95.8		1,060.4		(18.5	)		(600.3	)
Total	$	213.0	$	1,627.9	$	(99.1	)	$	(1,188.0	)

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Notes to Consolidated Financial Statements — (Continued)

Our total minimum obligations under capital leases are $145.0 million as of December 31, 2012 and $157.6 million as of December 31, 2011 including $45.9 million as of December 31, 2012 and $52.9 million as of December 31, 2011 which represented future interest expense. The remaining balance was capital lease obligations of $99.1 million as of December 31, 2012 and $104.7 million as of December 31, 2011 which are all recorded on our consolidated balance sheet. Of these balances, $10.7 million was classified as current portion of long-term debt and capital leases as of December 31, 2012 and $9.3 million as of December 31, 2011.

Property revenues are comprised primarily of rental income from operating leases and earned income on direct financing leases with franchisees as follows (in millions):

	Successor						Predecessor
	2012		2011		October 19, 2010  to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Rental income:
Minimum	$	108.1	$	72.9	$	16.0	$	21.9	$	73.1
Contingent		17.4		0.3		—		4.9		17.9
Amortization of favorable and unfavorable income lease contracts, net		6.3		6.6		1.3		—		—
Total rental income		131.8		79.8		17.3		26.8		91.0
Earned income on direct financing leases		19.5		31.4		6.2		7.2		22.7
Total property revenues	$	151.3	$	111.2	$	23.5	$	34.0	$	113.7

Rent expense associated with the lease commitments is as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Rental expense:
Minimum	$	148.8		$	167.3		$	27.8		$	47.4		$	168.9
Contingent		9.3			4.5			1.3			2.0			7.4
Amortization of favorable and unfavorable payable lease contracts, net		(2.4	)		(3.4	)		(0.9	)		(3.9	)		(15.0	)
Total rental expense	$	155.7		$	168.4		$	28.2		$	45.5		$	161.3

The impact of favorable and unfavorable lease amortization on operating income is as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Franchise and property revenues	$	6.3		$	6.6		$	1.3		$	—	$	—
Company restaurant expenses:
Occupancy and other operating costs		3.4			4.1			1.0			2.6		10.4
Franchise and property expenses		(1.0	)		(0.7	)		(0.1	)		1.3		4.6

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Notes to Consolidated Financial Statements — (Continued)

Estimated future amortization of favorable and unfavorable lease contracts subject to amortization are as follows (in millions):

	Company Restaurants Occupancy and Other Operating Expenses					Franchise and Property Revenue					Franchise and Property Expenses
	Favorable		Unfavorable			Favorable		Unfavorable			Favorable		Unfavorable
2013	$	2.5	$	(9.5	)	$	4.8	$	(10.0	)	$	9.8	$	(4.7	)
2014		2.3		(8.5	)		4.3		(9.5	)		9.6		(4.1	)
2015		2.1		(7.2	)		3.8		(9.1	)		9.1		(3.5	)
2016		2.0		(6.4	)		3.5		(8.8	)		8.6		(3.2	)
2017		1.7		(5.1	)		3.3		(8.4	)		8.3		(2.8	)
Thereafter		8.0		(22.0	)		16.9		(32.9	)		42.3		(13.4	)
Total	$	18.6	$	(58.7	)	$	36.6	$	(78.7	)	$	87.7	$	(31.7	)

Note 10.    Income Taxes

Income (loss) before income taxes, classified by source of income (loss), is as follows (in millions):

	Successor								Predecessor
	2012			2011		October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Domestic	$	(4.7	)	$	5.4	$	(132.1	)	$	61.4	$	228.4
Foreign		164.4			109.3		(11.8	)		25.5		55.9
Income (loss) before income taxes	$	159.7		$	114.7	$	(143.9	)	$	86.9	$	284.3

Income tax expense (benefit) attributable to income from continuing operations consists of the following (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Current:
Domestic
Federal	$	19.0		$	19.3		$	(44.0	)	$	7.1		$	64.7
State, net of federal income tax benefit		1.1			(0.5	)		(0.9	)		1.7			4.6
Foreign		13.0			14.3			2.2			3.5			11.3
	$	33.1		$	33.1		$	(42.7	)	$	12.3		$	80.6
Deferred:
Domestic
Federal	$	(1.0	)	$	(13.6	)	$	6.5		$	9.2		$	14.4
State, net of federal income tax benefit		1.6			0.1			(3.1	)		1.2			3.1
Foreign		8.3			7.0			11.1			(6.9	)		(0.6	)
	$	8.9		$	(6.5	)	$	14.5		$	3.5		$	16.9
Total	$	42.0		$	26.6		$	(28.2	)	$	15.8		$	97.5

99

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Notes to Consolidated Financial Statements — (Continued)

The U.S. Federal tax statutory rate reconciles to the effective tax rate as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
U.S. Federal income tax rate		35.0	%		35.0	%		(35.0	)%		35.0	%		35.0	%
State income taxes, net of federal income tax benefit		1.0			1.0			(2.9	)		3.0			3.4
Costs/(Benefits) and taxes related to foreign operations		10.7			14.6			11.3			(2.5	)		1.7
Foreign tax rate differential		(25.0	)		(26.2	)		0.1			(8.8	)		(5.6	)
Foreign exchange differential on tax benefits		—			(0.1	)		0.2			(0.6	)		0.3
Change in valuation allowance		(1.1	)		3.8			3.2			(4.5	)		(0.6	)
Change in accrual for tax uncertainties		1.6			1.8			0.2			(2.6	)		0.2
Deductible FTC		(3.2	)		(3.7	)		—			—			—
Non Deductible Transaction Costs		2.5			(1.2	)		3.5			—			—
Other		4.8			(1.8	)		(0.2	)		(0.8	)		(0.1	)
Effective income tax rate		26.3	%		23.2	%		(19.6	)%		18.2	%		34.3	%

Our effective tax rate was 26.3% for 2012, primarily as a result of the current mix of income from multiple tax jurisdictions, the release of valuation allowance and the impact of costs on refranchisings primarily in foreign jurisdictions. Our effective tax rate 23.2% for 2011, primarily as a result of the exclusion of the tax benefit of foreign ordinary losses not expected to be realized, the current mix of income from multiple tax jurisdictions and the resolution of state tax audits. Our effective tax rate was (19.6%) for the period from October 19, 2010 through December 31, 2010, primarily as a result of the current mix of income from multiple tax jurisdictions and the 2010 Transactions. Our effective tax rate was 18.2% for the period from July 1, 2010 through October 18, 2010, primarily as a result of the mix of income from multiple tax jurisdictions and the sale of the Netherlands entity. Our effective tax rate was 34.3% for Fiscal 2010, primarily as a result of the current mix of income from multiple tax jurisdictions and currency fluctuations.

Income tax expense/(benefit) includes a decrease in valuation allowance primarily related to deferred tax assets in foreign countries of $(8.3) million for 2012, an increase in valuation allowance primarily related to deferred tax assets in foreign countries of $4.6 million for 2011, an increase in valuation allowance related to foreign tax credit carryforwards and deferred tax assets in foreign countries of $3.3 million for the period from October 19, 2010 through December 31, 2010, a decrease in valuation allowance related to deferred tax assets in foreign countries of $3.8 for the period from July 1, 2010 through October 18, 2010, and a decrease of $1.7 million for Fiscal 2010.

100

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Notes to Consolidated Financial Statements — (Continued)

The following table provides the amount of income tax expense (benefit) allocated to continuing operations and amounts separately allocated to other items (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Income tax expense (benefit) from continuing operations	$	42.0		$	26.6		$	(28.2	)	$	15.8	$	97.5
Interest rate caps in accumulated other comprehensive income (loss)		(2.2	)		(26.4	)		13.9			—		—
Interest rate swaps in accumulated other comprehensive income (loss)		0.3			—			—			0.9		2.0
Pension liability in accumulated other comprehensive income (loss)		(0.8	)		(5.8	)		3.9			3.1		(11.3	)
Net investment hedge in accumulated other comprehensive income (loss)		(4.2	)		—			—			—		—
Stock option tax benefit in additional paid-in capital		—			—			—			0.4		(3.5	)
Total	$	35.1		$	(5.6	)	$	(10.4	)	$	20.2	$	84.7

The significant components of deferred income tax expense (benefit) attributable to income from continuing operations are as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Deferred income tax expense (exclusive of the effects of components listed below)	$	17.9		$	(11.1	)	$	12.2		$	8.3		$	15.7
Change in valuation allowance		(8.3	)		4.6			3.3			(3.8	)		(1.7	)
Change in effective state income tax rate		0.8			—			—			—			0.8
Change in effective foreign income tax rate		(1.5	)		—			(1.0	)		(1.0	)		2.1
Total	$	8.9		$	(6.5	)	$	14.5		$	3.5		$	16.9

101

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Notes to Consolidated Financial Statements — (Continued)

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below (in millions):

	As of December 31,
	2012			2011
Deferred tax assets:
Trade and notes receivable, principally due to allowance for doubtful accounts	$	11.6		$	12.4
Accrued employee benefits		40.5			48.2
Unfavorable leases		76.7			76.1
Liabilities not currently deductible for tax		53.8			40.0
Tax loss and credit carryforwards		130.2			134.8
Property and equipment, principally due to differences in depreciation		—			—
Other		10.3			1.5
Total gross deferred tax assets		323.1			313.0
Valuation allowance		(93.3	)		(99.6	)
Net deferred tax assets		229.8			213.4
Less deferred tax liabilities:
Property and equipment, principally due to differences in depreciation		11.9			6.5
Intangible assets		644.3			629.8
Leases		104.3			124.4
Statutory Impairment		8.8			6.4
Total gross deferred tax liabilities		769.3			767.1
Net deferred tax liability	$	539.5		$	553.7

The valuation allowance decreased by $6.3 million as a result of changes in the projected utilization of deferred tax assets in foreign jurisdictions and currency fluctuations.

Changes in valuation allowance are as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Beginning balance	$	99.6		$	96.0		$	93.9		$	74.6		$	78.7
Change in estimates recorded to deferred income tax expense		(8.3	)		4.6			3.3			(3.8	)		(1.7	)
Changes from foreign currency exchange rates		2.0			(1.0	)		(0.4	)		4.8			(3.1	)
Other		—			—			(0.8	)		—			0.7
Ending balance	$	93.3		$	99.6		$	96.0		$	75.6		$	74.6

102

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Notes to Consolidated Financial Statements — (Continued)

The amount and expiration dates of operating loss and tax credit carryforwards as of December 31, 2012 are as follows (in millions):

	Amount		Expiration Date
U.S. federal net operating loss carryforwards	$	52.8		2031 – 2032
Non-U.S. net operating loss carryforwards		256.3		2013 – 2032
Non-U.S. net operating loss carryforwards		180.5		Indefinite
State net operating loss carryforwards		132.8		2015 – 2032
U.S. foreign tax credits		17.7		2015 – 2022
Total	$	640.1

During 2012, the company provided for $1.0 million of taxes on $2.6 million of foreign undistributed earnings of certain subsidiaries that are expected to be repatriated. Deferred tax liabilities have not been provided on approximately $355.1 million of undistributed earnings that are considered to be permanently reinvested. Determination of the deferred income tax liability on these unremitted earnings is not practicable. Such liability, if any, depends on circumstances existing if and when remittance occurs.

We had $23.3 million of unrecognized tax benefits at December 31, 2012, which if recognized, would favorably affect the effective income tax rate. A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Beginning balance	$	21.6		$	22.4		$	22.2		$	14.2		$	15.5
Additions on tax position related to the current year		1.9			1.4			0.3			0.3			1.2
Additions for tax positions of prior years		0.9			2.8			—			0.3			2.7
Reductions for tax positions of prior year		(0.5	)		(2.9	)		(0.1	)		(2.6	)		(2.0	)
Reductions for settlement		(0.5	)		(2.0	)		—			—			(2.0	)
Reductions due to statute expiration		(0.1	)		(0.1	)		—			—			(1.2	)
Ending balance	$	23.3		$	21.6		$	22.4		$	12.2		$	14.2

During the twelve months beginning January 1, 2013, it is reasonably possible we will reduce unrecognized tax benefits by approximately $0.5 million, primarily as a result of the expiration of certain statutes of limitations and the resolution of audits.

We recognize interest and penalties related to unrecognized tax benefits in income tax expense. The total amount of accrued interest and penalties was $3.5 million at December 31, 2012 and $3.2 million at December 31, 2011. Potential interest and penalties associated with uncertain tax positions recognized during the year ended December 31, 2012 was $0.3 million, zero during the year ended December 31, 2011, $0.1 million for the period October 19, 2010 through December 31, 2010, $0.1 million for the period July 1, 2010 through October 18, 2010 and $0.6 million for the fiscal year ended June 30, 2010. To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision.

We file income tax returns, including returns for its subsidiaries, with federal, state, local and foreign jurisdictions. Generally we are subject to routine examination by taxing authorities in these jurisdictions, including significant international tax jurisdictions, such as the United Kingdom, Germany, Spain, Switzerland,

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Notes to Consolidated Financial Statements — (Continued)

Singapore and Mexico. None of the foreign jurisdictions should be individually material. Our federal income tax returns for fiscal years 2009, 2010, the period July 1, 2010 through October 18, 2010 and the period October 19, 2010 through December 31, 2010 are currently under audit by the Internal Revenue Service. In addition, we have various state and foreign income tax returns in the process of examination. From time to time, these audits result in proposed assessments where the ultimate resolution may result in owing additional taxes. We believe that our tax positions comply with applicable tax law and that it has adequately provided for these matters.

Note 11.    Pension and Post Retirement Medical Benefits

Pension Benefits

We sponsor noncontributory defined benefit pension plans for our employees in the United States (the “U.S. Pension Plans”) and certain employees in the United Kingdom, Germany and Switzerland (the “International Pension Plans”). Effective December 31, 2005, all benefits accrued under the U.S. Pension Plans were frozen at the benefit level attained as of that date.

Postretirement Medical Benefits

Our postretirement medical plan (the “U.S. Retiree Medical Plan”) provides medical, dental and life insurance benefits to U.S. salaried retirees hired prior to June 30, 2001 and who were age 40 or older as of June 30, 2001, and their eligible dependents. The amount of retirement health care coverage an employee will receive depends upon the length of credited service. In 2011, the credited service for this plan was frozen for all participants. Beginning January 1, 2012, the annual employer-provided subsidy is $160 (pre-age 65) and $80 (post-age 65) per year of credited service for anyone not already receiving benefits prior to this date. In 2011, we recognized a reduction to the retiree medical plan liability as a result of a negative plan amendment of $7.1 million, with an offset to accumulated other comprehensive income (AOCI).

During 2012, we eliminated the option to delay enrollment for the U.S. Retiree Medical Plan and participants were required to make a one-time election to participate in the plan. This change was accounted for as a negative plan amendment and resulted in a reduction to the U.S. Retiree Medical Plan liability of $11.1 million. This reduction is being amortized as a reduction to net periodic benefit costs over 6 years, the average remaining years until expected retirement. This negative plan amendment resulted in net periodic benefit cost reductions of approximately $1.5 million in 2012 and will result in net periodic benefit costs reductions of approximately $1.8 million every year thereafter during the amortization period. The plan was re-measured using a discount rate of 4.4% at the time of the plan amendment.

104

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Notes to Consolidated Financial Statements — (Continued)

Obligations and Funded Status

The following table sets forth the change in benefit obligations, fair value of plan assets and amounts recognized in the balance sheets for the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan (in millions):

	U.S. Pension Plans						U.S. Retiree Medical Plan
	2012			2011			2012			2011
Change in benefit obligation
Benefit obligation at beginning of year	$	193.0		$	176.5		$	19.5		$	26.1
Service cost		—			—			—			0.3
Interest cost		8.6			9.2			0.4			1.3
Plan amendments		—			—			(11.1	)		(7.1	)
Actuarial (gains) losses		21.0			20.2			0.1			(0.8	)
Part D Rx Subsidy Received		—			—			0.1			0.1
Benefits paid		(9.7	)		(12.9	)		(0.5	)		(0.4	)
Benefit obligation at end of year	$	212.9		$	193.0		$	8.5		$	19.5
Change in plan assets
Fair value of plan assets at beginning of year	$	129.0		$	122.1		$	—		$	—
Actual return on plan assets		17.5			7.5			—			—
Employer contributions		8.6			5.5			0.5			—
Benefits paid		(9.7	)		(6.1	)		(0.5	)		—
Fair value of plan assets at end of year	$	145.4		$	129.0		$	—		$	—
Funded status of plan	$	(67.5	)	$	(64.0	)	$	(8.5	)	$	(19.5	)
Amounts recognized in the consolidated balance sheet
Current liabilities	$	(0.7	)	$	(1.6	)	$	(0.5	)	$	(1.1	)
Noncurrent liabilities		(66.8	)		(62.4	)		(8.0	)		(18.4	)
Net pension liability, end of fiscal year	$	(67.5	)	$	(64.0	)	$	(8.5	)	$	(19.5	)
Amounts recognized in accumulated other comprehensive income (AOCI)
Prior service cost / (credit)	$	—		$	—		$	(15.3	)	$	(6.8	)
Unrecognized actuarial loss (gain)		24.8			13.0			(1.6	)		(1.8	)
Total AOCI (before tax)	$	24.8		$	13.0		$	(16.9	)	$	(8.6	)

105

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Notes to Consolidated Financial Statements — (Continued)

	International Pension Plans
	2012			2011
Benefit obligation at end of year	$	32.5		$	30.0
Fair value of plan assets at end of year		23.3			21.1
Funded status of plan	$	(9.2	)	$	(8.9	)
Amounts recognized in the consolidated balance sheet
Noncurrent Assets	$	1.6		$	—
Current liabilities		—			—
Noncurrent liabilities		(10.8	)		(8.9	)
Net pension liability, end of fiscal year	$	(9.2	)	$	(8.9	)
Amounts recognized in accumulated other comprehensive income (AOCI)
Unrecognized actuarial loss (gain)	$	(1.2	)	$	(1.5	)
Total AOCI (before tax)	$	(1.2	)	$	(1.5	)

Additional year-end information for the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan with accumulated benefit obligations in excess of plan assets

The following sets forth the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan with accumulated benefit obligations in excess of plan assets (in millions):

	U.S. Pension Plans				U.S. Retiree Medical Plan				International Pension Plans
	As of December 31,				As of December 31,				As of December 31,
	2012		2011		2012		2011		2012		2011
Projected benefit obligation	$	212.9	$	193.0	$	8.5	$	19.5	$	32.5	$	30.0
Accumulated benefit obligation	$	212.9	$	193.0	$	8.5	$	19.5	$	26.2	$	21.2
Fair value of plan assets	$	145.4	$	129.0	$	—	$	—	$	23.3	$	21.1

Components of Net Periodic Benefit Cost

The net periodic benefit costs for the U.S. Pension Plans and U.S. Retiree Medical Plan and International Pension Plans did not exceed $2.0 million in any comparative period.

Other Changes in Plan Assets and Projected Benefit Obligation Recognized in Other Comprehensive Income

	U.S. Pension Plans
	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
Unrecognized actuarial (gain) loss	$	12.0		$	21.6		$	(8.2	)	$	(6.5	)	$	23.9
(Gain) loss recognized due to settlement		(0.2	)		(0.4	)		—			—			—
Prior service cost (credit)		—			—			—			—			—
Amortization of prior service cost (credit)		—			—			—			—			—
Recognized net actuarial gain (loss)		—			—			—			(0.7	)		—
Total recognized in OCI	$	11.8		$	21.2		$	(8.2	)	$	(7.2	)	$	23.9

106

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Notes to Consolidated Financial Statements — (Continued)

	U.S. Retiree Medical Plan
	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010		Fiscal 2010
Unrecognized actuarial (gain) loss	$	0.1		$	(0.8	)	$	(1.1	)	$	0.4	$	2.7
(Gain) loss recognized due to settlement		—			—			—			—		—
Prior service cost (credit)		(11.1	)		(7.1	)		—			—		—
Amortization of prior service cost (credit)		2.6			0.4			—			—		—
Recognized net actuarial gain (loss)		0.1			—			—			—		0.4
Total recognized in OCI	$	(8.3	)	$	(7.5	)	$	(1.1	)	$	0.4	$	3.1

	International Pension Plans
	Successor								Predecessor
	2012			2011		October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
Unrecognized actuarial (gain) loss	$	(2.1	)	$	1.3	$	(3.4	)	$	(2.1	)	$	4.0
Recognized net actuarial gain (loss)		2.3			0.6		—			—			—
Total recognized in OCI	$	0.2		$	1.9	$	(3.4	)	$	(2.1	)	$	4.0

As of December 31, 2012, for the combined U.S. and International Pension Plans, we expect to amortize during 2013 from accumulated other comprehensive income (loss) into net periodic pension cost an estimated $2.9 million of net prior service credit and $1.2 million of net actuarial loss.

Assumptions

The weighted-average assumptions used in computing the benefit obligations of the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan are as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
U.S. Pension Plans:
Discount rate as of year-end		4.04	%		4.58	%		5.35	%		5.06	%		5.20	%
U.S. Retiree Medical Plan:
Discount rate as of year-end		4.04	%		4.58	%		5.35	%		5.06	%		5.20	%
International Pension Plans:
Discount rate as of year-end		4.03	%		4.82	%		5.35	%		4.98	%		5.17	%
Range of compensation rate increase		3.14	%		3.44	%		3.80	%		3.52	%		3.71	%

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Notes to Consolidated Financial Statements — (Continued)

The discount rate used in the calculation of the benefit obligation at December 31, 2012 and December 31, 2011 for the U.S. Plans is derived from a yield curve comprised of the yields of approximately 650 and 540 market-weighted corporate bonds, respectively, rated AA on average by Moody’s, Standard & Poors, and Fitch, matched against the cash flows of the U.S. Plans.

The weighted-average assumptions used in computing the net periodic benefit cost of the U.S. Pension Plans, International Pension Plans and the U.S. Retiree Medical Plan are as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
U.S. Pension Plans:
Discount rate		4.58	%		5.35	%		5.06	%		5.16	%		6.37	%
Expected long-term rate of return on plan assets		6.50	%		7.50	%		7.50	%		7.50	%		7.50	%
U.S. Retiree Medical Plan:
Discount rate		4.58	%		5.35	%		5.06	%		5.16	%		6.37	%
Expected long-term rate of return on plan assets		N/A			N/A			N/A			N/A			N/A
International Pension Plans:
Discount rate		4.86	%		5.38	%		5.15	%		5.09	%		6.07	%
Range of compensation rate increase		3.47	%		3.79	%		3.66	%		3.58	%		3.57	%
Expected long-term rate of return on plan assets		5.25	%		6.49	%		6.10	%		6.37	%		6.42	%

The expected long-term rate of return on plan assets is determined by expected future returns on the asset categories in target investment allocation. These expected returns are based on historical returns for each asset’s category adjusted for an assessment of current market conditions.

The assumed healthcare cost trend rates are as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Healthcare cost trend rate assumed for next year		8.00	%		8.00	%		8.00	%		8.00	%		8.00	%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)		5.00	%		5.00	%		5.00	%		5.00	%		5.00	%
Year that the rate reaches the ultimate trend rate		2020			2020			2020			2020			2020

Assumed healthcare cost trend rates do not have a significant effect on the amounts reported for the postretirement healthcare plans, since a one-percentage point increase or decrease in the assumed healthcare cost trend rate would have a minimal effect on service and interest cost for the postretirement obligation.

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Notes to Consolidated Financial Statements — (Continued)

Plan Assets

The fair value of the major categories of pension plan assets for U.S. and International Pension Plans at December 31, 2012 is presented below (in millions):

	U.S. Pension Plans		International Pension Plan		U.S. Pension Plan		Internation Pension Plan
	As of December 31,
	2012				2011
Level 2
Cash and Cash equivalents(a)	$	1.4	$	0.5	$	1.0	$	—
Equity Securities(b):
U.S.		70.1		4.3		64.4		3.6
Non—U.S.		18.1		12.0		13.3		10.5
Fixed Income(b) :
Corporate Bonds and Notes		34.1		—		24.9		—
U.S. Government Treasuries		12.3		—		6.2		—
International Debt		0.1		—		7.6		—
Mortgage-Backed Securities		3.2		—		1.3		—
U.S. Government Agencies		0.5		—		2.3		—
Asset-Backed Securities		1.9		—		0.3		—
Municipal Bonds		0.1		—		3.1		—
Non- U.S. Bonds		3.6		6.4		0.8		6.6
Other(c)		—		0.1		3.8		0.4
Total fair value of plan assets	$	145.4	$	23.3	$	129.0	$	21.1

(a) Short-term investments in money market funds and short term receivables for investments sold

(b) Securities held in common commingled trust funds

(c) Other securities held in common commingled trust funds including interest rate swaps and foreign currency contracts

We categorize plan assets within a three level fair value hierarchy as described in Note 2. Pooled funds are primarily classified as Level 2 and are valued using net asset values of participation units held in common collective trusts, as reported by the managers of the trusts and as supported by the unit prices of actual purchase and sale transactions.

The investment objective for the U.S. Pension Plans and International Pension Plans is to secure the benefit obligations to participants while minimizing our costs. The goal is to optimize the long-term return on plan assets at an average level of risk. The portfolio of equity securities, currently targeted at 60% for U.S. Pension Plan and 70% for International Pension Plan, includes primarily large-capitalization companies with a mix of small-capitalization U.S. and foreign companies well diversified by industry. The portfolio of fixed income asset allocation, currently targeted at 40% for U.S. Pension Plan and 30% for International Pension Plan, is actively managed and consists of long duration fixed income securities primarily in U.S. debt markets and non-U.S. bonds with long-term maturities that help to reduce exposure to interest variation and to better correlate asset maturities with obligations.

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Notes to Consolidated Financial Statements — (Continued)

Estimated Future Cash Flows

Total contributions to the U.S. Pension Plans and International Pension Plans were $10.1 million for 2012, $6.2 million for 2011, $0.2 million for the period October 19, 2010 to December 31, 2010, $0.4 million for the period July 1, 2010 to October 18, 2010, and $3.5 million for Fiscal 2010.

The U.S. and International Pension Plans’ and U.S. Retiree Medical Plan’s expected contributions to be paid in the next year, the projected benefit payments for each of the next five years and the total aggregate amount for the subsequent five years are as follows (in millions):

	U.S. Pension Plans		International Pension Plans		U.S. Retiree Medical Plan
Estimated Net Contributions During Year Ended 2013	$	5.7	$	0.4	$	0.5
Estimated Future Year Benefit Payments During Years Ended:
2013	$	7.7	$	0.3	$	0.5
2014	$	8.0	$	0.4	$	0.6
2015	$	8.5	$	0.4	$	0.5
2016	$	9.0	$	0.4	$	0.5
2017	$	9.4	$	1.6	$	0.5
2018 – 2022	$	58.9	$	2.4	$	2.9

Note 12.    Fair Value Measurements

Fair Value Measurements

The following table presents financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2012 and December 31, 2011 (in millions):

	As of December 31, 2012								Fair Value Measurements at December 31, 2012
	Carrying Value and Balance Sheet Location								Assets (Liabilities)
Description	Prepaid and Other Current Assets		Other Assets		Other Accrued Liabilities		Other Liabilities, net		Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Derivatives designated as cash flow hedging instruments:
Interest rate caps	$	—	$	4.3	$	—	$	—	$	—	$	4.3	$	—
Forward-starting interest rate swaps		—		0.8		—		—		—		0.8		—
Total	$	—	$	5.1	$	—	$	—	$	—	$	5.1	$	—
Derivatives designated as net investment hedges:
Cross-currency rate swaps	$	—	$	—	$	—	$	11.0	$	—	$	11.0	$	—
Other:
Investments held in a rabbi trust	$	—	$	6.3	$	—	$	—	$	6.3	$	—	$	—
ERP liabilities	$	—	$	—	$	4.4	$	7.8	$	—	$	12.2	$	—

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Notes to Consolidated Financial Statements — (Continued)

	As of December 31, 2011								Fair Value Measurements at December 31, 2011
	Carrying Value and Balance Sheet Location								Assets (Liabilities)
Description	Prepaid and Other Current Assets		Other Assets		Other Accrued Liabilities		Other Liabilities, net		Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Derivatives designated as cash flow hedging instruments:
Interest rate caps	$	3.3	$	18.6	$	—	$	—	$	—	$	21.9	$	—
Other:
Investments held in a rabbi trust	$	—	$	10.8	$	—	$	—	$	10.8	$	—	$	—
ERP liabilities	$	—	$	—	$	3.4	$	12.8	$	—	$	16.2	$	—

Our derivatives are valued using a discounted cash flow analysis that incorporates observable market parameters, such as interest rate yield curves and currency rates, classified as Level 2 within the valuation hierarchy. Derivative valuations incorporate credit risk adjustments that are necessary to reflect the probability of default by us or the counterparty.

The fair value measurements of the ERP liabilities, which are based on Level 2 inputs of the fair value hierarchy, and changes in fair value measurements, are derived principally from observable market data.

At December 31, 2012, the fair value of our variable rate term debt and bonds were estimated at $3.1 billion, compared to a carrying amount of $2.9 billion, net of original issuance discount. At December 31, 2011, the fair value of our variable rate term debt and bonds was estimated at $2.9 billion, compared to a carrying amount of $3.0 billion, net of original issuance discount. Fair value of variable rate term debt and the Discount Notes was estimated using inputs based on bid and offer prices and are Level 2 inputs within the fair value hierarchy. Fair value of the Senior Notes was estimated using quoted market prices and are Level 1 inputs within the fair value hierarchy.

Certain nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis. These assets and liabilities are not measured at fair value on an ongoing basis but are subject to periodic impairment tests. These items primarily include long-lived assets, goodwill, the Brand and other intangible assets. Refer to Note 2 for inputs and valuation techniques used to measure fair value of these nonfinancial assets.

With respect to our assets held for sale recorded at fair value, the fair value measurements are typically based on binding purchase prices from acquirers of Company restaurants that we plan to refranchise. In certain cases, our corporate development team may develop fair value estimates for assets held for sale for which there is no binding purchase price. These fair value measurements, which are based on Level 3 inputs, and changes in fair value measurements are reviewed and assessed each quarter for assets classified as held for sale by our corporate development team. Our corporate development team utilizes its knowledge of the FFHR industry and historical experience in refranchising transactions in establishing the valuation process, which is generally based on a market approach. Under the market approach, our corporate development team uses transaction prices for refranchisings that were recently completed, adjusting where necessary for factors specific to the assets held for sale.

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Notes to Consolidated Financial Statements — (Continued)

At December 31, 2012, assets held for sale totaled $23.9 million and consisted primarily of goodwill and machinery and equipment to be sold in connection with refranchisings. We did not have assets classified as held for sale at December 31, 2011. Assets held for sale are included with Prepaids and Other Current Assets, net in our consolidated balance sheets.

We assess the fair value less costs to sell of assets held for sale each reporting period they remain classified as held for sale. We report subsequent changes in the fair value less costs to sell of assets held for sale as an adjustment to the carrying amount of the assets held for sale. However, the adjusted carrying amount cannot exceed the carrying amount of the long-lived asset at the time it was initially classified as held for sale. During 2012, we recorded impairment losses of $13.2 million associated with long-lived assets for Company restaurants we classified as held for sale in the U.S. We did not record any impairment charges associated with assets held for sale during 2011.

Note 13.    Derivative Instruments

Disclosures about Derivative Instruments and Hedging Activities

We enter into derivative instruments for risk management purposes, including derivatives designated as cash flow hedges, derivatives designated as net investment hedges and those utilized as economic hedges. We use derivatives to manage exposure to fluctuations in interest rates and currency exchange rates. See Note 12 for fair value measurements of our derivative instruments.

Interest Rate Caps

At December 31, 2012 and December 31, 2011, we had U.S. Dollar denominated interest rate cap agreements (notional amount of $1.4 billion and $1.5 billion, respectively) (the “Cap Agreements”) to effectively cap the LIBOR applicable to our variable rate borrowings at a weighted-average rate of 1.74% for U.S. Dollar denominated borrowings. The six year interest rate cap agreements are a series of individual caplets that reset and settle quarterly consistent with the payment dates of our LIBOR-based term debt. During 2012, we terminated our Euro denominated interest rate cap agreements (notional amount of €193.6 million at December 31, 2011) which effectively capped the annual interest expense applicable to our borrowings under the 2011 Amended Credit Agreement for Euro denominated borrowings. In connection with the termination of the Euro denominated interest rate cap agreements, we recorded a charge of $8.4 million within other operating (income) expense, net related to realized losses reclassified from accumulated other comprehensive income (“AOCI”).

Under the terms of the Cap Agreements, if LIBOR resets above a strike price, we will receive the net difference between the rate and the strike price. As disclosed in Note 8, we have elected our applicable rate per annum as Eurocurrency. In addition, on the quarterly settlement dates, we will remit the deferred premium payment (plus interest) to the counterparty, whether LIBOR resets above or below the strike price.

The Cap Agreements are designated as cash flow hedges and to the extent they are effective in offsetting the variability of the variable rate interest payments, changes in the derivatives’ fair values are not included in current earnings but are included in accumulated other comprehensive income (AOCI) in the accompanying condensed consolidated balance sheets. At each cap maturity date, the portion of fair value attributable to the matured cap will be reclassified from AOCI into earnings as a component of interest expense.

From time to time as we prepay portions of the 2012 Term Loan Facility, we may modify our interest rate cap to reduce the notional amount. The terms of the caps will not otherwise be revised by these modifications. On the modification date, the portion of the fair value attributable to the modified cap will be reclassified from AOCI into earnings as a component of interest expense.

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Notes to Consolidated Financial Statements — (Continued)

Cross-currency Rate Swaps

During 2012, we entered into cross-currency rate swaps with an aggregate notional value of $430 million to hedge a portion of the net investment in a Swiss subsidiary, Burger King Europe GmbH. A total notional value of $230 million of these swaps are contracts to exchange quarterly fixed-rate payments we make in Euros for quarterly fixed-rate payments we receive in US dollars and mature on October 19, 2016. A total notional value of $200 million of these swaps are contracts to exchange quarterly floating-rate payments we make in Euros for quarterly floating-rate payments we receive in U.S. Dollars and mature on September 28, 2017. Changes in the fair value of these instruments are immediately recognized in AOCI to offset the change in the carrying amount of the net investment being hedged.

Changes in marked-to-market values of these hedges reflected in AOCI were an after-tax loss of $6.6 million at December 31, 2012.

Forward-Starting Interest Rate Swaps

During 2012, we entered into three forward-starting interest rate swaps with a total notional value of $2.3 billion to hedge the variability of forecasted interest payments attributable to changes in LIBOR. The forward-starting interest rate swaps effectively fix LIBOR on $1.0 billion of floating-rate debt beginning 2015 and an additional $1.3 billion of floating-rate debt starting 2016. The hedges have a seven year maturity. We account for these hedges as cash flow hedges, and as such, the effective portion of unrealized changes in market value has been recorded in AOCI and is reclassified to income during the period in which the hedge transaction affects earnings. Gain and losses from hedge ineffectiveness are recognized in current earnings.

Interest Rate Swaps

In connection with the 2010 Transactions, interest rate swaps with a notional value of $500 million were terminated. The remaining interest rate swaps that were not terminated by counterparties had a notional value of $75 million and expired on September 30, 2011.

Foreign Currency Forward Contracts

From time to time, we enter into foreign currency forward contracts to economically hedge the remeasurement of certain foreign currency-denominated intercompany loans receivable and other foreign-currency denominated assets recorded in our consolidated balance sheets. The forward currency forward contracts are not designated as hedging instruments. Gains and losses on foreign currency forward contracts are recognized in other (income) expense, net and are offset by the gains or losses resulting from the settlement of the underlying foreign currency denominated assets and liabilities. At December 31, 2012, we had four foreign currency forward contracts with a total notional amount of $64.8 million maturing in 2013. At December 31, 2011, we had no foreign currency forward contracts outstanding.

Credit Risk

By entering into derivative instrument contracts, we are exposed to counterparty credit risk. Counterparty credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is in an asset position, the counterparty has a liability to us, which creates credit risk for us. We attempt to minimize this risk by selecting counterparties with investment grade credit ratings and regularly monitoring our market position with each counterparty.

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Notes to Consolidated Financial Statements — (Continued)

Credit-Risk Related Contingent Features

Our derivative instruments do not contain any credit-risk related contingent features.

The following tables present the required quantitative disclosures for our derivative instruments (in millions):

	2012										2011
	Interest Rate Caps		Forward- Starting Interest Rate Swaps		Cross Currency Rate Swaps		Foreign Currency Forward Contracts		Total		Interest Rate Caps		Interest Rate Swaps		Foreign Currency Forward Contracts		Total
Derivatives designated as cash flow hedges:
Gain (loss) recognized in other comprehensive income (effective portion)	$	(17.1)	$	0.7	$	—	$	—	$	(16.4)	$	(67.2)	$	—	$	—	$	(67.2)
Gain (loss) reclassified from AOCI into interest expense, net(1)	$	(3.2)	$	—	$	—	$	—	$	(3.2)	$	0.5	$	—	$	—	$	0.5
Gain (loss) reclassified from AOCI into other operating (income) expense, net	$	(8.4)	$	—	$	—	$	—	$	(8.4)	$	—	$	—	$	—	$	—
Derivatives designated as net investment hedges:
Gain (loss) recognized in other comprehensive income (effective portion)	$	—	$	—	$	(10.8)	$	—	$	(10.8)	$	—	$	—	$	—	$	—
Derivatives not designated as hedging instruments:
Gain (loss) recognized in other operating (income) expense, net	$	—	$	—	$	—	$	(0.5)	$	(0.5)	$	—	$	—	$	0.1	$	0.1
Gain (loss) recognized in interest expense, net	$	—	$	—	$	—	$	—	$	—	$	—	$	(0.1)	$	—	$	(0.1)

(1) Includes $1.1 million in gains during 2011 related to the interest rate caps modified in connection with the 2011 Amended Credit Agreement.

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Notes to Consolidated Financial Statements — (Continued)

	Successor									Predecessor
	October 19, 2010 to December 31, 2010									July 1, 2010 to October 18, 2010
	Interest Rate Caps		Interest Rate Swaps			Foreign Currency Forward Contracts		Total		Interest Rate Swaps			Foreign Currency Forward Contracts			Total
Derivatives designated as cash flow hedges:
Gain (loss) recognized in other comprehensive income (effective portion)	$	35.8	$	—		$	0.1	$	35.9	$	(2.4	)	$	(0.1	)	$	(2.5	)
Gain (loss) reclassified from AOCI into interest expense, net(1)	$	—	$	—		$	—	$	—	$	(4.9	)	$	—		$	(4.9	)
Derivatives not designated as hedging instruments:
Gain (loss) recognized in other operating expense, net	$	—	$	(0.2	)	$	17.2	$	17.0	$	—		$	(42.4	)	$	(42.4	)

(1) Includes $0.4 million of gain for the period July 1, 2010 to October 18, 2010 related to terminated hedges and zero for the period October 19, 2010 to December 31, 2010.

The net amount of pre-tax gains and losses in accumulated other comprehensive income (loss) as of December 31, 2012 that we expect to be reclassified into earnings within the next 12 months is $6.1 million of losses.

Note 14.    Stockholders’ Equity

Dividends Paid

On October 28, 2012, our Board of Directors approved a cash dividend of $0.04 per share, which was paid on November 29, 2012 to shareholders of record at the close of business on November 9, 2012. On December 16, 2011, we paid a dividend to our shareholders, principally 3G, in the amount of $393.4 million, representing the net proceeds from the sale of the Discount Notes. We paid a cash dividend of $0.0625 per share on September 30, 2010 to the Predecessor’s shareholders of record at the close of business on September 14, 2010. Total dividends paid by the Predecessor during the period of July 1, 2010 to October 18, 2010 were $8.6 million. Total dividends paid to the Predecessor’s shareholders were $34.2 million in fiscal 2010.

Although we do not currently have a dividend policy, we may declare dividends periodically if our Board of Directors determines that it is in the best interests of the shareholders. The terms of the 2012 Credit Agreement, Senior Notes Indenture and Discount Notes Indenture limit our ability to pay cash dividends in certain circumstances. In addition, because we are a holding company, our ability to pay cash dividends on shares (including fractional shares) of our common stock may be limited by restrictions on our ability to obtain sufficient funds through dividends from our subsidiaries, including the restrictions under the 2012 Credit Agreement, Senior Notes Indenture and Discount Notes Indenture. Subject to the foregoing, the payment of cash dividends in the future, if any, will be at the discretion of our Board of Directors and will depend upon such factors as earnings levels, capital requirements, our overall financial condition and any other factors deemed relevant by our Board of Directors.

Annual Bonus Election

We have a bonus program under which eligible employees may elect to use a portion of their annual bonus compensation to purchase BKW common shares. During 2012, we issued approximately 1.5 million shares to participants in this program, for aggregate consideration of $5.4 million.

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Notes to Consolidated Financial Statements — (Continued)

Accumulated Other Comprehensive Income (Loss)

The following table displays the change in the components of accumulated other comprehensive income (loss) (in millions):

	Derivatives			Pensions			Foreign Currency Translation			Accumulated Other Comprehensive Income (Loss)
Predecessor
Balances at June 30, 2009	$	(17.8	)	$	(15.8	)	$	(12.3	)	$	(45.9	)
Foreign currency translation adjustment		—			—			(4.4	)		(4.4	)
Net change in fair value of derivatives,net of tax of $2.6		4.1			—			—			4.1
Amounts reclassified to earnings during the period from terminated swaps, net of tax of $0.6		(1.0	)		—			—			(1.0	)
Pension and post-retirement benefit plans,		—			—			—
net of tax of $11.3		—			(19.7	)		—			(19.7	)
Balances at June 30, 2010	$	(14.7	)	$	(35.5	)	$	(16.7	)	$	(66.9	)
Foreign currency translation adjustment		—			—			13.3			13.3
Net change in fair value of derivatives,net of tax of $1.1		1.7			—			—			1.7
Amounts reclassified to earnings during the period from terminated swaps, net of tax of $0.2		(0.2	)		—			—			(0.2	)
Pension and post-retirement benefit plans,net of tax of $3.1		—			5.8			—			5.8
Balances at October 18, 2010	$	(13.2	)	$	(29.7	)	$	(3.4	)	$	(46.3	)
Successor
Balances at October 19, 2010	$	—		$	—		$	—		$	—
Foreign currency translation adjustment		—			—			(48.5	)		(48.5	)
Net change in fair value of derivatives,net of tax of $13.9		21.9			—			—			21.9
Pension and post-retirement benefit plans,net of tax of $3.9		—			8.8			—			8.8
Balances at December 31, 2010	$	21.9		$	8.8		$	(48.5	)	$	(17.8	)
Foreign currency translation adjustment		—			—			(44.3	)		(44.3	)
Net change in fair value of derivatives, net of tax of $26.4		(40.9	)		—			—			(40.9	)
Amounts reclassified to earnings during the period from terminated caps, net of tax of $0.4		(0.6	)		—			—			(0.6	)
Pension and post-retirement benefit plans, net of tax of $5.5		—			(9.7	)		—			(9.7	)
Balances at December 31, 2011	$	(19.6	)	$	(0.9	)	$	(92.8	)	$	(113.3	)
Foreign currency translation adjustment		—			—			15.5			15.5
Net change in fair value of derivatives, net of tax of $10.6		(16.6	)		—			—			(16.6	)
Amounts reclassified to earnings during the period from terminated caps, net of tax of $4.5		7.0			—			—			7.0
Pension and post-retirement benefit plans, net of tax of $0.2		—			(1.3	)		—			(1.3	)
Amortization of prior service costs, net of tax of $1.0		—			(1.6	)		—			(1.6	)
Balances at December 31, 2012	$	(29.2	)	$	(3.8	)	$	(77.3	)	$	(110.3	)

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Notes to Consolidated Financial Statements — (Continued)

Note 15.    Share-based Compensation

Successor

On February 2, 2011, the Board of Directors of Burger King Worldwide Holdings, Inc. (“Worldwide”) approved and adopted the Burger King Worldwide Holdings, Inc. 2011 Omnibus Incentive Plan (the “2011 Omnibus Plan”). The 2011 Omnibus Plan generally provides for the grant of awards to employees, directors, consultants and other persons who provide services to Worldwide and its subsidiaries, with respect to an aggregate of 6,650 shares (6,650,000 millishares or .001 of one full share) of common stock of Worldwide.

All stock options and restricted stock units (RSUs) under the 2011 Omnibus Plan outstanding on June 20, 2012 were assumed by the Company and converted into stock options to acquire common stock of the Company (the “Common Stock”) and RSUs of the Company, and the Company assumed all of the obligations of Worldwide under the 2011 Omnibus Plan. The conversion rate for the stock options was 3.355508 (i.e. a stock option to acquire a millishare of Worldwide at an exercise price of $11.89 per millishare or $13.34 per millishare of Worldwide common stock was converted to a stock option to acquire 3.355508 shares of Common Stock at an exercise price of $3.54 or $3.97 per share of Common Stock, respectively). The conversion ratio for the RSUs was 3.479129 (an RSU to receive one millishare of Worldwide common stock was converted to an RSU to receive 3.479129 shares of Common Stock).

On June 20, 2012, our Board of Directors adopted the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan (the “2012 Omnibus Plan”). The 2012 Omnibus Plan generally provides for the grant of awards to employees, directors and other persons who provide services to the Company and its subsidiaries, with respect to an aggregate of 8,500,000 shares of Common Stock. The Board also froze the 2011 Omnibus Plan, and all future grants will be made under the 2012 Omnibus Plan.

Our plans permit the grant of several types of awards with respect to the Common Stock, including stock options, restricted stock units, restricted stock and performance shares. Stock options generally cliff vest five years from the original grant date, provided the employee is continuously employed by BKC or one of its subsidiaries, and the options expire ten years following the grant date. Additionally, if the Company terminates the employment of an option holder without cause prior to the vesting date, or if the employee dies, retires or becomes disabled, the employee will become vested in the number of options as if the options vested 20% of each anniversary of the grant date. If there is an event such as a return of capital or dividend that is determined to be dilutive, the exercise price of the awards may be adjusted accordingly.

We recorded $12.2 million of share-based compensation expense in selling, general and administrative expenses during 2012, $1.2 million during 2011 and $30.4 million for the period of October 19, 2010 to December 31, 2010. As a result of the 2010 Acquisition, the Predecessor’s unvested share-based compensation awards were accelerated to vest and, together with previously vested awards, were cancelled and settled in cash using the $24.00 purchase price per share of common stock paid by 3G in the 2010 Acquisition.

During 2012, a total of 205,431 RSUs were granted to non-employee members of our Board of Directors in lieu of a cash retainer. The RSU grants were fully vested on the grant date. All RSUs will settle and shares of Common Stock will be issued upon termination of service by the board member.

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Notes to Consolidated Financial Statements — (Continued)

The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option pricing model. The estimated fair value of stock options, less estimated forfeitures, is amortized over the vesting period on a straight-line basis. The assumptions used in the Black-Scholes option-pricing model are as follows:

	2012			2011
Risk-free interest rate		1.03	%		1.93	%
Expected term (in years)		5.50			5.00
Expected volatility		35.00	%		35.00	%
Expected dividend yield		0.00	%		0.00	%

Expected volatility was based on a review of the equity volatilities of publicly-traded guideline companies. The risk-free interest rate was based on the U.S. Treasury yield with a remaining term equal to the expected option life assumed at the date of grant. The expected term was calculated based on the analysis of a five-year vesting period coupled with the Company’s expectations of exercise activity.

The following is a summary of option activity under the 2011 Omnibus Plan and 2012 Omnibus Plan as of and for the year ended December 31, 2012:

	Total Number of Options (in 000’s)		Weighted Average Exercise Price		Aggregate Intrinsic Value(1) (in 000’s)		Weighted Average Remaining Contractual Term (Yrs)
Options outstanding at January 1, 2012		12,537	$	3.54
Granted		7,770	$	3.97
Exercised		464	$	3.54
Forfeited		3,485	$	3.61
Options outstanding at December 31, 2012		16,358	$	3.73	$	210,490		8.6
Options expected to vest at December 31, 2012		14,079	$	3.73	$	178,917		8.6

(1) The intrinsic value represents the amount by which the fair value of our stock exceeds the option exercise price at December 31, 2012.

The number of options exercisable at December 31, 2012 was insignificant. The weighted-average estimated fair value of stock options granted was $3.80 during 2012 and $0.58 during 2011. The total intrinsic value of stock options exercised was $5.7 million during 2012 and no options were exercised during 2011. As of December 31, 2012, there was approximately $25.2 million of total unrecognized compensation cost, which is expected to be recognized over a weighted-average period of 3.2 years.

Predecessor

The Predecessor recorded $5.8 million of share-based compensation expense from July 1, 2010 through October 18, 2010 and $17.0 million in Fiscal 2010, in selling, general and administrative expenses.

Equity Incentive Plan and 2006 Omnibus Incentive Plan

Prior to the 2010 Acquisition, share-based compensation expense for stock options was estimated on the grant date using a Black-Scholes option pricing model. The Predecessor’s specific weighted-average assumptions for the risk-free interest rate, expected term, expected volatility and expected dividend yield are discussed below.

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Additionally, the Predecessor was required to estimate pre-vesting forfeitures for purposes of determining compensation expense to be recognized. Future expense amounts for any quarterly or annual period could have been affected by changes in the Predecessor’s assumptions or changes in market conditions.

The Predecessor determined the expected term of stock options granted using the simplified method. Based on the results of applying the simplified method, the Predecessor determined that 6.25 years was an appropriate expected term for awards with four-year graded vesting.

The fair value of each stock option granted under the Plans during July 1, 2010 through October 18, 2010 and for Fiscal 2010 and 2009 was estimated on the date of grant using the Black-Scholes option pricing model based on the following weighted-average assumptions:

	July 1, 2010 to October 18, 2010			Fiscal 2010
Risk-free interest rate		1.83	%		2.92	%
Expected term (in years)		6.25			6.25
Expected volatility		38.34	%		37.15	%
Expected dividend yield		1.43	%		1.37	%

The weighted average grant date fair value of stock options granted was $6.02 during the period July 1, 2010 through October 18, 2010 and $6.56 for Fiscal 2010. The total intrinsic value of stock options exercised was $3.2 million during the period July 1, 2010 through October 18, 2010 and $8.1 million for Fiscal 2010. The related excess tax benefits from stock options exercised were $1.1 million offset by $1.5 million shortfalls recorded as operating cash flows for the period July 1, 2010 through October 18, 2010 and $3.5 million for Fiscal 2010.

Proceeds from stock options exercised were $4.0 million for the period July 1, 2010 through October 18, 2010 and $4.2 million for Fiscal 2010.

The weighted average grant date fair value of nonvested shares granted was $16.96 during the period July 1, 2010 through October 18, 2010 and $18.35 for Fiscal 2010. The total intrinsic value of grants which vested and settled was $9.1 million during the period July 1, 2010 through October 18, 2010 and $9.6 million for Fiscal 2010.

The fair value of shares withheld by us to meet employees’ minimum statutory withholding tax requirements on the settlement of RSU’s was $2.5 million during the period July 1, 2010 through October 18, 2010 and $2.7 million for Fiscal 2010.

Note 16.    Earnings (Loss) Per Share

Basic earnings (loss) per share is based on net income and weighted average of common shares outstanding. For periods prior to the Merger, share count was determined by retrospectively adjusting all Worldwide shares by the exchange ratio of 3.479129. Diluted earnings per share reflects the potential dilution of common shares, relating to outstanding stock options and RSUs calculated using the treasury stock method. For periods prior to the Merger, outstanding stock options and RSUs were determined by converting all Worldwide stock options to Company stock options using the exchange ratio of 3.355508 and all Worldwide RSUs to Company RSUs using the exchange ratio of 3.479129.

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Notes to Consolidated Financial Statements — (Continued)

Basic and diluted earnings (loss) per share are as follows (in millions except for per share information):

	Successor							Predecessor
	2012		2011		October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Numerator:
Net income (loss)	$	117.7	$	88.1	$	(115.7	)	$	71.1	$	186.8
Denominator:
Weighted average shares — basic		349.7		348.2		347.9			136.1		135.4
Effect of dilutive securities		4.5		—		—			1.8		1.8
Weighted average shares — diluted		354.1		348.2		347.9			137.9		137.2
Basic earnings (loss) per share	$	0.34	$	0.25	$	(0.33	)	$	0.52	$	1.38
Diluted earnings (loss) per share	$	0.33	$	0.25	$	(0.33	)	$	0.52	$	1.36
Antidilutive stock options outstanding		2.7		12.5		—			4.3		4.3

Note 17.    Franchise and Property Revenues

Franchise and property revenues consist of the following (in millions):

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Franchise royalties	$	603.5	$	565.5	$	107.4	$	165.2	$	529.5
Property revenues		151.3		111.2		23.5		34.0		113.7
Initial franchise fees		19.0		13.3		2.6		1.7		10.9
Renewal franchise fees and other related fees		23.5		7.0		1.6		2.3		8.8
Total	$	797.3	$	697.0	$	135.1	$	203.2	$	662.9

Refer to Note 9 for the components of property revenues.

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Notes to Consolidated Financial Statements — (Continued)

The following table presents information relating to the analysis of our restaurant count for the geographic areas and periods indicated.

	U.S. & Canada			EMEA			LAC			APAC			Total
Number of Company restaurants:
Restaurant count at December 31, 2011		939			192			97			67			1,295
Openings		2			—			3			2			7
Closures		(6	)		(1	)		—			(6	)		(13	)
Acquisitions		2			—			—			22			24
Refranchisings		(754	)		(59	)		—			(82	)		(895	)
Restaurant count at December 31, 2012		183			132			100			3			418
Number of franchise restaurants:
Restaurant count at December 31, 2011		6,561			2,690			1,125			841			11,217
Openings		68			313			174			136			691
Closures		(88	)		(73	)		(9	)		(30	)		(200	)
Acquisitions		(2	)		—			—			(22	)		(24	)
Refranchisings		754			59			—			82			895
Restaurant count at December 31, 2012		7,293			2,989			1,290			1,007			12,579
Number of system-wide restaurants:
Restaurant count at December 31, 2011		7,500			2,882			1,222			908			12,512
Openings		70			313			177			138			698
Closures		(94	)		(74	)		(9	)		(36	)		(213	)
Acquisitions		—			—			—			—			—
Refranchisings		—			—			—			—			—
Restaurant count at December 31, 2012		7,476			3,121			1,390			1,010			12,997

Note 18.    Other Operating (Income) Expenses, net

Other operating (income) expenses, net, consist of the following (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Net (gains) losses on disposal of assets, restaurant closures and refranchisings	$	30.8		$	6.2		$	5.8		$	(3.2	)	$	(2.4	)
Litigation settlements and reserves, net		1.7			1.3			3.5			1.5			(0.2	)
Foreign exchange net gains		(4.2	)		(4.6	)		(21.4	)		(1.4	)		(3.3	)
Loss on termination of interest rate cap		8.7			—			—			—			—
Equity in net loss from unconsolidated affiliates		4.1			1.2			0.3			0.5			0.1
Other, net		12.2			7.2			3.1			(1.0	)		5.1
Other operating (income) expense, net	$	53.3		$	11.3		$	(8.7	)	$	(3.6	)	$	(0.7	)

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Closures and Dispositions

Gains and losses on closures and dispositions represent sales of Company properties and other costs related to restaurant closures and refranchisings, and are recorded in other operating (income) expenses, net in the accompanying consolidated statements of operations. Gains and losses recognized in the current period may reflect closures and refranchisings that occurred in previous periods.

Net (gains) losses on disposal of assets, restaurant closures and refranchisings consisted of net (gains) losses associated with refranchisings, impairment losses associated with long-lived assets for Company restaurants and net losses associated with asset disposals and restaurant closures.

During 2012, non-cash investing activities included $98.6 million in equity method investments associated with refranchisings. Equity method investments are classified as other assets, net in our consolidated balance sheets. Our interest in the loss from our equity method investments was not material to our consolidated statements of operations during 2012 or 2011. Significant equity method investments in 2012 included the following:

On May 30, 2012, we completed the refranchising of 278 Company restaurants to Carrols Restaurant Group, Inc. (“Carrols”), including the assignment to Carrols of our right of first refusal on franchise sales of Burger King^® restaurants in 20 states. Total consideration included a 28.9% equity interest in Carrols and total cash payments of approximately $16.2 million, of which approximately $4.0 million, associated with a right of first refusal, is payable over five years. We recorded a net loss of $4.4 million associated with this refranchising.

In May 2012, we completed the acquisition of the equity interests we did not previously hold in two former equity method investments in China for total consideration of $17.3 million. In June 2012, we contributed the equity interests in our 44 Company restaurants in China, including the 22 restaurants we acquired in May 2012, to an entity established to develop the China market (the “China Venture”). Total consideration received by the Company in exchange for these contributions included a significant minority equity interest in the China Venture and a cash payment of approximately $2.2 million. The aggregate gain related to the acquisition of the majority interest in the former equity method investments in China and the contribution of the 44 restaurants to the China Venture was $26.4 million during 2012 and is included in net (gains) losses on disposal of assets, restaurant closures and refranchisings.

Note 19.    Commitments and Contingencies

Guarantees

We guarantee certain lease payments of franchisees arising from leases assigned in connection with sales of Company restaurants to franchisees, by remaining secondarily liable for base and contingent rents under the assigned leases of varying terms. The maximum contingent rent amount is not determinable as the amount is based on future revenues. In the event of default by the franchisees, we have typically retained the right to acquire possession of the related restaurants, subject to landlord consent. The aggregate contingent obligation arising from these assigned lease guarantees, excluding contingent rents, was $48.8 million as of December 31, 2012, expiring over an average period of six years.

From time to time, we enter into agreements under which we guarantee loans made to qualified franchisees. As of December 31, 2012, there were $81.9 million of loans outstanding to franchisees that we had guaranteed under three such programs, with additional franchisee borrowing capacity of approximately $104.0 million remaining. Our maximum guarantee liability under these three programs is limited to an aggregate of

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$25.3 million, assuming full utilization of all borrowing capacity. As of December 31, 2012, the liability reflecting the fair value of these guarantee obligations was $2.7 million. No events of default have occurred and no payments have been made by us in connection with these guarantees through December 31, 2012.

Other commitments arising out of normal business operations were $4.9 million as of December 31, 2012, of which over 99% was guaranteed under bank guarantee arrangements.

Letters of Credit

As of December 31, 2012, we had $24.6 million in irrevocable standby letters of credit outstanding, which were issued primarily to certain insurance carriers to guarantee payments of deductibles for various insurance programs, such as health and commercial liability insurance. Of these letters of credit outstanding, $11.6 million are secured by the collateral under our 2012 Revolving Credit Facility. As of December 31, 2012, no amounts had been drawn on any of these irrevocable standby letters of credit.

As of December 31, 2012, we had posted bonds totaling $1.2 million, which related to certain utility deposits and capital projects.

Vendor Relationships

During the fiscal year ended June 30, 2000, we entered into long-term, exclusive contracts with soft drink vendors to supply Company and franchise restaurants with their products and obligating Burger King ^® restaurants in the United States to purchase a specified number of gallons of soft drink syrup. These volume commitments are not subject to any time limit and as of December 31, 2012, we estimate it will take approximately 12 years for these purchase commitments to be completed.

During 2011, we entered into a five-year contract with a vendor to supply Company and franchise restaurants in certain countries in LAC with soft drink products on an exclusive basis and to supply Company and franchise restaurants in the United States with food products. We received upfront fees and contributions to our marketing funds in connection with this agreement and may receive additional fees in the future in connection with the achievement of certain milestones. We recognize the fees earned in connection with milestone achievement as franchise and property revenue when it is reasonably estimable and probable. Upfront fees are amortized as franchise and property revenue over the term of the contract. As of December 31, 2012, the deferred income associated with this contract totaled $3.6 million. Revenue recognized in connection with this arrangement was $1.9 million in 2012 and not material 2011.

In the event of early termination of these arrangements, we may be required to make termination payments that could be material to our financial position, results of operations and cash flows.

As of December 31, 2012, we had $10.8 million in aggregate contractual obligations for the year ended December 31, 2012 with vendors providing information technology and telecommunication services under multiple arrangements. These contracts extend up to three years with termination fees ranging from $1.0 million to $1.2 million during those years. We also have separate arrangements for telecommunication services with an aggregate contractual obligation of $3.9 million over the next two years with no early termination fee.

We also enter into commitments to purchase advertising. As of December 31, 2012, commitments to purchase advertising totaled $108.3 million and run through September 2013.

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Litigation

On September 10, 2008, a class action lawsuit was filed against the Company in the United States District Court for the Northern District of California. The complaint alleged that all 96 Burger King restaurants in California leased by the Company and operated by franchisees violate accessibility requirements under federal and state law. In September 2009, the court issued a decision on the plaintiffs’ motion for class certification. In its decision, the court limited the class action to the 10 restaurants visited by the named plaintiffs, with a separate class of plaintiffs for each of the 10 restaurants and 10 separate trials. In March 2010, the Company agreed to settle the lawsuit with respect to the 10 restaurants and, in July 2010, the court gave final approval to the settlement. In February 2011, a class action lawsuit styled Vallabhapurapu v. Burger King Corporation, No. C11-00667 (U.S. District Court for the Northern District of California) was filed with respect to the other 86 restaurants. In January 2012, we agreed to settle the lawsuit. Under the settlement, $19.0 million was paid for the benefit of the class members, with $5.0 million funded by our franchisees, $3.9 million by BKC, and the balance by BKC’s insurance carrier. These amounts were funded in December 2012.

From time to time, the Company is involved in other legal proceedings arising in the ordinary course of business relating to matters including, but not limited to, disputes with franchisees, suppliers, employees and customers, as well as disputes over our intellectual property.

Other

We carry insurance programs to cover claims such as workers’ compensation, general liability, automotive liability, executive risk and property, and are self-insured for healthcare claims for eligible participating employees. Through the use of insurance program deductibles (ranging from $0.1 million to $2.5 million) and self insurance, we retain a significant portion of the expected losses under these programs.

Insurance reserves have been recorded based on our estimate of the anticipated ultimate costs to settle all claims, both reported and incurred-but-not-reported (IBNR), and such reserves include judgments and independent actuarial assumptions about economic conditions, the frequency or severity of claims and claim development patterns, and claim reserve, management and settlement practices. During 2012, we recorded a $4.1 million reduction in our self insurance reserve as we completed refranchising transactions and operated fewer Company restaurants. During 2010, we made a $1.5 million favorable adjustment to our self insurance reserve to adjust our IBNR confidence level and an additional adjustment of $3.3 million as a result of favorable developments in our claim trends. There were no comparable adjustments recorded during 2011. We had $26.7 million in accrued liabilities as of December 31, 2012 and $32.3 million as of December 31, 2011 for these claims.

Note 20.    Segment Reporting

We operate in the fast food hamburger restaurant category of the quick service segment of the restaurant industry. Revenues include retail sales at Company restaurants and franchise revenues, consisting primarily of royalties based on a percentage of sales reported by franchise restaurants and franchise fees paid by franchisees as well as property income we derive from properties we lease to our franchisees. Our business is managed in four distinct geographic segments: (1) United States (“U.S.”) and Canada; (2) Europe, the Middle East and Africa (“EMEA”); (3) Latin America and the Caribbean (“LAC”); and (4) Asia Pacific (“APAC”).

The unallocated amounts reflected in certain tables below include corporate support costs in areas such as facilities, finance, human resources, information technology, legal, marketing and supply chain management, which benefit all of our geographic segments and system-wide restaurants and are not allocated specifically to any of the geographic segments.

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Notes to Consolidated Financial Statements — (Continued)

The following tables present revenues, segment income, depreciation and amortization, assets, goodwill, long-lived assets and capital expenditures by geographic segment (in millions):

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Revenues:
United States and Canada	$	1,261.1	$	1,569.1	$	315.5	$	483.2	$	1,695.2
EMEA		472.9		525.6		104.7		169.1		635.4
LAC		134.4		128.1		24.8		34.0		109.0
APAC		97.9		112.9		21.8		31.4		62.6
Total revenues	$	1,966.3	$	2,335.7	$	466.8	$	717.7	$	2,502.2

The United Stated represented 10% or more of our total revenues in each period presented. Revenues in the United States totaled $1.1 billion in 2012, $1.4 billion in 2011, $283.7 million for the period of October 19, 2010 to December 31, 2010, $437.4 million for the period of July 1, 2010 to October 18, 2010 and $1.5 billion for fiscal 2010. Germany also represented 10% or more of our revenues in 2012 and fiscal 2010. Revenues in Germany totaled $219.2 million in 2012 and $281.9 million in fiscal 2010.

Our measure of segment income is adjusted EBITDA. Adjusted EBITDA represents earnings before interest, taxes, depreciation and amortization, adjusted to exclude specifically identified items that management believes do not directly reflect our core operations and assists management in comparing segment performance by removing the impact of certain items that management believes do not reflect our core operations.

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Notes to Consolidated Financial Statements — (Continued)

A reconciliation of segment income to net income consists of the following:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Segment Income:
U.S. and Canada	$	471.0		$	459.9		$	77.2		$	145.0		$	450.5
EMEA		166.1			146.0			20.1			30.8			85.3
LAC		73.2			63.9			9.5			12.3			43.4
APAC		41.1			26.7			4.9			7.1			18.3
Total		751.4			696.5			111.7			195.2			597.5
Unallocated Management G&A		(99.3	)		(111.5	)		(16.5	)		(60.3	)		(136.6	)
Consolidated adjusted EBITDA		652.1			585.0			95.2			134.9			460.9
Share-based compensation and non-cash incentive compensation expense		10.2			6.4			—			5.8			17.0
2010 Transaction costs		—			3.7			94.9			—			—
Global restructuring and related professional fees		—			46.5			67.2			—			—
Field optimization project costs		—			10.6			—			—			—
Global portfolio realignment project		30.2			7.6			—			—			—
Business combination agreement expenses		27.0			—			—			—			—
Other operating (income) expenses, net		53.3			11.3			(8.7	)		(3.6	)		(0.7	)
EBITDA		531.4			498.9			(58.2	)		132.7			444.6
Depreciation and amortization		113.7			136.4			27.6			31.2			111.7
Income (loss) from operations		417.7			362.5			(85.8	)		101.5			332.9
Interest expense, net		223.8			226.7			58.1			14.6			48.6
Loss on early extinguishment of debt		34.2			21.1			—			—			—
Income tax expense (benefit)		42.0			26.6			(28.2	)		15.8			97.5
Net income (loss)		117.7			88.1			(115.7	)		71.1			186.8
	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Depreciation and Amortization:
United States and Canada	$	68.8		$	86.2		$	16.8		$	20.2		$	72.8
EMEA		17.9			22.6			4.4			3.5			14.8
LAC		6.0			6.7			1.8			1.5			4.9
APAC		5.7			7.6			2.3			1.5			3.2
Unallocated		15.3			13.3			2.3			4.5			16.0
Total depreciation and amortization	$	113.7		$	136.4		$	27.6		$	31.2		$	111.7

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Notes to Consolidated Financial Statements — (Continued)

	Assets				Goodwill				Long-Lived Assets
	As of December 31,				As of December 31,				As of December 31,
	2012		2011		2012		2011		2012		2011
United States and Canada	$	3,472.5	$	3,534.9	$	231.0	$	254.8	$	938.6	$	1,114.1
EMEA		1,383.9		1,368.4		201.6		198.8		55.3		73.9
LAC		189.9		189.7		124.1		137.9		20.0		28.8
APAC		459.3		457.8		62.5		66.2		0.4		19.2
Unallocated		58.4		57.6		—		—		51.3		32.7
Total	$	5,564.0	$	5,608.4	$	619.2	$	657.7	$	1,065.6	$	1,268.7

Long-lived assets include property and equipment, net, and net investment in property leased to franchisees. Only the United States represented 10% or more of our total long-lived assets as of December 31, 2012 and 2011. Long-lived assets in the United States, including the unallocated portion, totaled $921.6 million as of December 31, 2012 and $1,069.3 million as of December 31, 2011. Refer to Note 1 for the impact of acquisition accounting.

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Capital Expenditures:
United States and Canada	$	41.9	$	56.5	$	17.4	$	11.0	$	99.9
EMEA		6.9		11.1		3.3		0.9		22.9
LAC		1.4		1.8		1.1		0.3		5.4
APAC		0.8		3.8		2.1		2.3		8.0
Unallocated		19.2		8.9		4.5		3.7		14.1
Total capital expenditures	$	70.2	$	82.1	$	28.4	$	18.2	$	150.3

Note 21.    Quarterly Financial Data (Unaudited)

Summarized unaudited quarterly financial data (in millions, except per share data):

	Quarters Ended
	March 31, 2012		June 30, 2012		September 30, 2012		December 31, 2012
Revenue	$	569.9	$	540.8	$	451.1	$	404.5
Operating income	$	84.1	$	127.9	$	93.8	$	111.9
Net income	$	14.3	$	48.2	$	6.6	$	48.6
Basic earnings per share	$	0.04	$	0.14	$	0.02	$	0.14
Diluted earnings per share	$	0.04	$	0.14	$	0.02	$	0.14

	Quarters Ended
	March 31, 2011			June 30, 2011		September 30, 2011		December 31, 2011
Revenue	$	552.0		$	595.4	$	607.7	$	580.6
Operating income	$	64.0		$	99.0	$	111.6	$	87.9
Net income	$	(5.9	)	$	30.2	$	38.8	$	25.0
Basic earnings (loss) per share	$	(0.02	)	$	0.09	$	0.11	$	0.07
Diluted earnings (loss) per share	$	(0.02	)	$	0.09	$	0.11	$	0.07

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Notes to Consolidated Financial Statements — (Continued)

Note 22.    Supplemental Financial Information

On October 19, 2010, BKC issued the Senior Notes. The Senior Notes are irrevocably and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by Holdings and the U.S. subsidiaries of BKC (the “Guarantors”). On April 19, 2011, the Issuers issued the Discount Notes. In August 2012, the Company entered into a Supplemental Indenture with respect to the Senior Notes and a Supplemental Indenture with respect to the Discount Notes (the “Supplemental Indentures”) to guarantee BKC’s obligations under the Senior Notes and the Issuers’ obligations under the Discount Notes. The Supplemental Indentures allow the financial reporting obligation under the Indentures to be satisfied through the reporting of the Company’s consolidated financial information. The 2012 Credit Agreement allows the financial reporting obligation of BKC to be satisfied through the reporting of the Company’s consolidated financial information, provided that the financial information of BKC and its subsidiaries is presented on a standalone basis. The non-U.S. subsidiaries are identified below as Non-Guarantors.

The following represents the condensed consolidating financial information for BKC (Issuer), the Guarantors and the non-U.S. subsidiaries of BKC (the “Non-Guarantors”), together with eliminations, as of and for the periods indicated. The condensed consolidating financial information of BKW is combined with the financial information of BKCF and presented in a single column under the heading “BKW.” Selling, general and administrative expenses in the condensed consolidating statements of operations only pertain to professional fees and other transaction costs incurred by BKW associated with the Business Combination Agreement. The consolidating financial information may not necessarily be indicative of the financial position, results of operations or cash flows had BKC, Guarantors and Non-Guarantors operated as independent entities.

128

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Notes to Consolidated Financial Statements — (Continued)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Balance Sheets

As of December 31, 2012

	BKW			BKCH			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	0.1		$	—		$	355.3		$	—		$	191.3		$	—		$	546.7
Trade and notes receivable, net		—			—			128.8			—			50.2			—			179.0
Prepaids and other current assets, net		—			0.6			70.9			—			19.8			—			91.3
Deferred income taxes, net		0.7			20.3			36.3			—			16.2			—			73.5
Total current assets		0.8			20.9			591.3			—			277.5			—			890.5
Property and equipment, net		—			—			754.7			—			130.5			—			885.2
Intangible assets, net		—			—			1,554.7			—			1,256.5			—			2,811.2
Goodwill		—			—			355.0			—			264.2			—			619.2
Net investment in property leased to franchisees		—			—			167.0			—			13.4			—			180.4
Intercompany receivable		3.8			—			225.9			—			—			(229.7	)		—
Investment in subsidiaries		1,169.5			1,537.6			1,517.2			1,572.6			—			(5,796.9	)		—
Other assets, net		—			6.5			106.6			—			64.4			—			177.5
Total assets	$	1,174.1		$	1,565.0		$	5,272.4		$	1,572.6		$	2,006.5		$	(6,026.6	)	$	5,564.0
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	—		$	—		$	45.0		$	—		$	23.7		$	—		$	68.7
Accrued advertising		—			—			30.7			—			35.8			—			66.5
Other accrued liabilities		(0.3	)		(11.8	)		157.1			—			61.8			—			206.8
Current portion of long term debt and capital leases		—			—			52.6			—			3.2			—			55.8
Total current liabilities		(0.3	)		(11.8	)		285.4			—			124.5			—			397.8
Term debt, net of current portion		—			407.1			2,498.0			—			—			—			2,905.1
Capital leases, net of current portion		—			—			66.2			—			22.2			—			88.4
Other liabilities, net		0.2			—			322.6			—			59.6			—			382.4
Payables to affiliates		3.6			0.5			—			35.0			190.6			(229.7	)		—
Deferred income taxes, net		(4.4	)		(0.3	)		527.6			—			92.4			—			615.3
Total liabilities		(0.9	)		395.5			3,699.8			35.0			489.3			(229.7	)		4,389.0
Stockholders’ equity:
Common stock		3.5			—			—			—			—			—			3.5
Additional paid-in capital		1,205.7			1,164.9			1,513.3			1,479.3			1,386.9			(5,544.4	)		1,205.7
Retained earnings		76.1			114.9			169.6			168.6			206.7			(659.8	)		76.1
Accumulated other comprehensive income (loss)		(110.3	)		(110.3	)		(110.3	)		(110.3	)		(76.4	)		407.3			(110.3	)
Total stockholders’ equity		1,175.0			1,169.5			1,572.6			1,537.6			1,517.2			(5,796.9	)		1,175.0
Total liabilities and stockholders’ equity	$	1,174.1		$	1,565.0		$	5,272.4		$	1,572.6		$	2,006.5		$	(6,026.6	)	$	5,564.0

129

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Notes to Consolidated Financial Statements — (Continued)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Balance Sheets

As of December 31, 2011

	BKW			BKCH			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	0.2		$	—		$	287.1		$	—		$	171.7		$	—		$	459.0
Trade and notes receivable, net		—			—			101.1			—			51.7			—			152.8
Prepaids and other current assets, net		—			1.2			54.6			—			13.4			—			69.2
Deferred income taxes, net		—			—			42.0			—			1.1			—			43.1
Total current assets		0.2			1.2			484.8			—			237.9			—			724.1
Property and equipment, net		—			—			846.4			—			180.1			—			1,026.5
Intangible assets, net		—			—			1,572.4			—			1,250.9			—			2,823.3
Goodwill		—			—			657.7			—			—			—			657.7
Net investment in property leased to franchisees		—			—			222.9			—			19.3			—			242.2
Intercompany receivable		—			—			287.0			—			—			(287.0	)		—
Investment in subsidiaries		1,044.4			1,449.2			1,110.5			1,449.2			—			(5,053.3	)		—
Other assets, net		4.6			18.9			83.3			—			27.8			—			134.6
Total assets	$	1,049.2		$	1,469.3		$	5,265.0		$	1,449.2		$	1,716.0		$	(5,340.3	)	$	5,608.4
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	—		$	—		$	61.6		$	—		$	36.8		$	—		$	98.4
Accrued advertising		—			—			71.2			—			26.2			—			97.4
Other accrued liabilities		—			0.5			162.6			—			79.6			—			242.7
Current portion of long term debt and capital leases		—			—			30.8			—			2.7			—			33.5
Total current liabilities		—			0.5			326.2			—			145.3			—			472.0
Term debt, net of current portion		—			424.4			2,585.9			—			—			—			3,010.3
Capital leases, net of current portion		—			—			70.6			—			24.8			—			95.4
Other liabilities, net		—			—			299.3			—			66.9			—			366.2
Payables to affiliates		—			—			—			—			287.0			(287.0	)		—
Deferred income taxes, net		—			—			533.8			—			81.5			—			615.3
Total liabilities		—			424.9			3,815.8			—			605.5			(287.0	)		4,559.2
Stockholders’ equity:
Common stock		3.5			—			—			—			—			—			3.5
Additional paid-in capital		1,186.6			1,172.3			1,556.1			1,557.1			1,138.4			(5,423.9	)		1,186.6
Retained earnings (accumulated deficit)		(27.6	)		(14.6	)		6.4			5.4			63.4			(60.6	)		(27.6	)
Accumulated other comprehensive loss		(113.3	)		(113.3	)		(113.3	)		(113.3	)		(91.3	)		431.2			(113.3	)
Total stockholders’ equity		1,049.2			1,044.4			1,449.2			1,449.2			1,110.5			(5,053.3	)		1,049.2
Total liabilities and stockholders’ equity	$	1,049.2		$	1,469.3		$	5,265.0		$	1,449.2		$	1,716.0		$	(5,340.3	)	$	5,608.4

130

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Notes to Consolidated Financial Statements — (Continued)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

2012

	BKW			BKCH			Issuer		Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	—		$	—		$	662.5	$	—	$	506.5		$	—		$	1,169.0
Franchise and property revenues		—			—			524.3		—		273.0			—			797.3
Intercompany revenues		—			—			6.8		—		(6.8	)		—			—
Total revenues		—			—			1,193.6		—		772.7			—			1,966.3
Company restaurant expenses:
Food, paper and product costs		—			—			218.1		—		164.1			—			382.2
Payroll and employee benefits		—			—			198.3		—		146.8			—			345.1
Occupancy and other operating costs		—			—			168.2		—		141.7			—			309.9
Total Company restaurant expenses		—			—			584.6		—		452.6			—			1,037.2
Franchise and property expenses		—			—			73.3		—		38.8			—			112.1
Selling, general and administrative expenses		14.0			—			218.0		—		114.0			—			346.0
Intercompany expenses		—			—			5.5		—		(5.5	)		—			—
Other operating expenses (income), net		—			—			54.0		—		(0.7	)		—			53.3
Total operating costs and expenses		14.0			—			935.4		—		599.2			—			1,548.6
Income (loss) from operations		(14.0	)		—			258.2		—		173.5			—			417.7
Interest expense, net		—			44.0			170.9		—		8.9			—			223.8
Loss on early extinguishment of debt		—			9.7			24.5		—		—			—			34.2
Income (loss) before income taxes		(14.0	)		(53.7	)		62.8		—		164.6			—			159.7
Income tax expense (benefit)		(2.2	)		(20.0	)		42.9		—		21.3			—			42.0
Income (loss) from continuing operations		(11.8	)		(33.7	)		19.9		—		143.3			—			117.7
Equity in earnings of subsidiaries		129.5			163.2			143.3		163.2		—			(599.2	)		—
Net income (loss)	$	117.7		$	129.5		$	163.2	$	163.2	$	143.3		$	(599.2	)	$	117.7
Total comprehensive income (loss)	$	120.7		$	132.5		$	166.2	$	166.2	$	158.2		$	(623.1	)	$	120.7

131

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Notes to Consolidated Financial Statements — (Continued)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

2011

	BKW			BKCH			Issuer		Guarantors		Non- Guarantors		Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	—		$	—		$	1,026.4	$	—	$	612.3	$	—		$	1,638.7
Franchise and property revenues		—			—			444.3		—		252.7		—			697.0
Intercompany revenues		—			—			7.1		—		—		(7.1	)		—
Total revenues		—			—			1,477.8		—		865.0		(7.1	)		2,335.7
Company restaurant expenses:
Food, paper and product costs		—			—			331.4		—		193.3		—			524.7
Payroll and employee benefits		—			—			309.1		—		172.1		—			481.2
Occupancy and other operating costs		—			—			260.5		—		181.0		—			441.5
Total Company restaurant expenses		—			—			901.0		—		546.4		—			1,447.4
Franchise and property expenses		—			—			63.2		—		33.9		—			97.1
Selling, general and administrative expenses		0.5			—			267.5		—		149.4		—			417.4
Intercompany expenses		—			—			—		—		7.1		(7.1	)		—
Other operating expenses, net		—			—			3.5		—		7.8		—			11.3
Total operating costs and expenses		0.5			—			1,235.2		—		744.6		(7.1	)		1,973.2
Income (loss) from operations		(0.5	)		—			242.6		—		120.4		—			362.5
Interest expense, net		—			31.9			183.5		—		11.3		—			226.7
Loss on early extinguishment of debt		—			(0.3	)		21.4		—		—		—			21.1
Income (loss) before income taxes		(0.5	)		(31.6	)		37.7		—		109.1		—			114.7
Income tax expense (benefit)		(0.7	)		(12.5	)		19.2		—		20.6		—			26.6
Income (loss) from continuing operations		0.2			(19.1	)		18.5		—		88.5		—			88.1
Equity in earnings of subsidiaries		87.9			107.0			88.5		107.0		—		(390.4	)		—
Net income (loss)	$	88.1		$	87.9		$	107.0	$	107.0	$	88.5	$	(390.4	)	$	88.1
Total comprehensive income (loss)	$	(7.4	)	$	(7.6	)	$	11.5	$	11.5	$	44.2	$	(59.6	)	$	(7.4	)

132

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Notes to Consolidated Financial Statements — (Continued)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

October 19, 2010 to December 31, 2010

	BKW			BKCH			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	—		$	—		$	208.2		$	—		$	123.5		$	—		$	331.7
Franchise and property revenues		—			—			87.7			—			47.4			—			135.1
Intercompany revenues		—			—			1.3			—			—			(1.3	)		—
Total revenues		—			—			297.2			—			170.9			(1.3	)		466.8
Company restaurant expenses:
Food, paper and product costs		—			—			63.9			—			38.9			—			102.8
Payroll and employee benefits		—			—			63.1			—			35.2			—			98.3
Occupancy and other operating costs		—			—			52.7			—			39.0			—			91.7
Total Company restaurant expenses		—			—			179.7			—			113.1			—			292.8
Franchise and property expenses		—			—			13.4			—			7.9			—			21.3
Selling, general and administrative expenses		17.2			—			171.9			0.9			57.2			—			247.2
Intercompany expenses		—			—			—			—			1.3			(1.3	)		—
Other operating expenses, net		—			—			(9.6	)		—			0.9			—			(8.7	)
Total operating costs and expenses		17.2			—			355.4			0.9			180.4			(1.3	)		552.6
Income (loss) from operations		(17.2	)		—			(58.2	)		(0.9	)		(9.5	)		—			(85.8	)
Interest expense, net		—			—			55.8			—			2.3			—			58.1
Loss on early extinguishment of debt		—			—			—			—			—			—			—
Income (loss) before income taxes		(17.2	)		—			(114.0	)		(0.9	)		(11.8	)		—			(143.9	)
Income tax expense (benefit)		(3.1	)		—			(38.4	)		—			13.3			—			(28.2	)
Income (loss) from continuing operations		(14.1	)		—			(75.6	)		(0.9	)		(25.1	)		—			(115.7	)
Equity in earnings of subsidiaries		(101.6	)		(101.6	)		(25.1	)		(100.7	)		—			329.0			—
Net income (loss)	$	(115.7	)	$	(101.6	)	$	(100.7	)	$	(101.6	)	$	(25.1	)	$	329.0		$	(115.7	)
Total comprehensive income (loss)	$	(133.5	)	$	(119.4	)	$	(118.5	)	$	(119.4	)	$	(73.6	)	$	430.9		$	(133.5	)

133

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Notes to Consolidated Financial Statements — (Continued)

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

July 1, 2010 to October 18, 2010

	Issuer			Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	320.7		$	—	$	193.8		$	—		$	514.5
Franchise and property revenues		133.2			—		70.0			—			203.2
Intercompany revenues		1.9			—		2.6			(4.5	)		—
Total revenues		455.8			—		266.4			(4.5	)		717.7
Company restaurant expenses:
Food, paper and product costs		102.6			—		60.0			—			162.6
Payroll and employee benefits		98.0			—		56.2			—			154.2
Occupancy and other operating costs		73.1			—		54.6			—			127.7
Total Company restaurant expenses		273.7			—		170.8			—			444.5
Franchise and property expenses		13.7			—		8.5			—			22.2
Selling, general and administrative expenses		97.7			—		55.4			—			153.1
Intercompany expenses		2.6			—		1.9			(4.5	)		—
Other operating expenses, net		(4.0	)		—		0.4			—			(3.6	)
Total operating costs and expenses		383.7			—		237.0			(4.5	)		616.2
Income (loss) from operations		72.1			—		29.4			—			101.5
Interest expense, net		10.9			—		3.7			—			14.6
Loss on early extinguishment of debt		—			—		—			—			—
Income (loss) before income taxes		61.2			—		25.7			—			86.9
Income tax expense (benefit)		19.6			—		(3.8	)		—			15.8
Income (loss) from continuing operations		41.6			—		29.5			—			71.1
Equity in earnings of subsidiaries		29.5			71.1		—			(100.6	)		—
Net income (loss)	$	71.1		$	71.1	$	29.5		$	(100.6	)	$	71.1
Total comprehensive income (loss)	$	91.7		$	91.7	$	42.8		$	(134.5	)	$	91.7

134

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Notes to Consolidated Financial Statements — (Continued)

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

Fiscal 2010

	Issuer			Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	1,153.1		$	—	$	686.2		$	—		$	1,839.3
Franchise and property revenues		443.6			—		219.3			—			662.9
Intercompany revenues		6.0			—		6.6			(12.6	)		—
Total revenues		1,602.7			—		912.1			(12.6	)		2,502.2
Company restaurant expenses:
Food, paper and product costs		373.6			—		211.4			—			585.0
Payroll and employee benefits		356.3			—		212.4			—			568.7
Occupancy and other operating costs		265.4			—		195.7			—			461.1
Total Company restaurant expenses		995.3			—		619.5			—			1,614.8
Franchise and property expenses		38.6			—		26.8			—			65.4
Selling, general and administrative expenses		297.7			—		192.1			—			489.8
Intercompany expenses		6.6			—		6.0			(12.6	)		—
Other operating expenses, net		(0.5	)		—		(0.2	)		—			(0.7	)
Total operating costs and expenses		1,337.7			—		844.2			(12.6	)		2,169.3
Income (loss) from operations		265.0			—		67.9			—			332.9
Interest expense, net		36.6			—		12.0			—			48.6
Loss on early extinguishment of debt		—			—		—			—			—
Income (loss) before income taxes		228.4			—		55.9			—			284.3
Income tax expense (benefit)		85.4			—		12.1			—			97.5
Income (loss) from continuing operations		143.0			—		43.8			—			186.8
Equity in earnings of subsidiaries		43.8			186.8		—			(230.6	)		—
Net income (loss)	$	186.8		$	186.8	$	43.8		$	(230.6	)	$	186.8
Total comprehensive income (loss)	$	165.8		$	165.8	$	39.4		$	(205.2	)	$	165.8

135

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements — (Continued)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

2012

	BKW			BKCH			Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income (loss)	$	117.7		$	129.5		$	163.2		$	163.2		$	143.3		$	(599.2	)	$	117.7
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in earnings of subsidiary		(129.5	)		(163.2	)		(143.3	)		(163.2	)		—			599.2			—
Depreciation and amortization		—			—			75.6			—			38.6			—			114.2
Loss on early extinguishment of debt		—			9.7			24.5			—			—			—			34.2
Amortization of deferred financing cost and debt issuance discount		—			44.1			12.9			—			—			—			57.0
Equity in net loss from unconsolidated affiliates		—			—			2.5			—			1.6			—			4.1
(Gain) on remeasurement of foreign denominated transactions		—			—			(6.6	)		—			(1.6	)		—			(8.2	)
Amortization of prior service costs		—			—			(2.5	)		—			—			—			(2.5	)
Realized loss on terminated caps/swaps		—			—			11.8			—			—			—			11.8
Net loss (gain) on refranchisings and dispositions of assets		—			—			35.3			—			(8.3	)		—			27.0
Bad debt (recoveries) expense, net		—			—			(1.5	)		—			0.7			—			(0.8	)
Share-based compensation		—			—			10.9			—			1.3			—			12.2
Deferred income taxes		(1.1	)		(9.1	)		11.0			—			8.1			—			8.9
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		—			—			(22.6	)		—			0.4			—			(22.2	)
Prepaids and other current assets		—			—			(4.2	)		—			(2.8	)		—			(7.0	)
Accounts and drafts payable		—			—			(12.1	)		—			(11.8	)		—			(23.9	)
Accrued advertising		—			—			(40.8	)		—			8.5			—			(32.3	)
Other accrued liabilities		4.8			(18.4	)		(7.4	)		—			(19.3	)		—			(40.3	)
Other long-term assets and liabilities		—			—			(27.6	)		—			2.1			—			(25.5	)
Net cash provided by operating activities		(8.1	)		(7.4	)		79.1			—			160.8			—			224.4
Cash flows from investing activities:
Payments for property and equipment		—			—			(56.9	)		—			(13.3	)		—			(70.2	)
Proceeds from refranchisings, disposition of assets and restaurant closures		—			—			88.8			—			16.1			—			104.9
Payments for acquired franchisee operations, net of cash acquired		—			—			—			—			(15.3	)		—			(15.3	)
Return of investment on direct financing leases		—			—			12.9			—			1.3			—			14.2
Other investing activities		—			—			—			—			—			—			—
Net cash provided by (used for) investing activities		—			—			44.8			—			(11.2	)		—			33.6
Cash flows from financing activities:
Proceeds from term debt		—			—			1,733.5			—			—			—			1,733.5
Repayments of term debt and capital leases		—			—			(1,764.1	)		—			(2.7	)		—			(1,766.8	)
Extinguishment of debt		—			(62.6	)		(50.2	)		—			—			—			(112.8	)
Payment of financing costs		—			—			(16.0	)		—			—			—			(16.0	)
Dividends paid on common stock		(14.0	)		—			—			—			—			—			(14.0	)
Proceeds from stock option exercises		1.5			—			—			—			—			—			1.5
Intercompany financing		20.5			70.0			41.1			—			(131.6	)		—			—
Net cash provided by (used for) financing activities		8.0			7.4			(55.7	)		—			(134.3	)		—			(174.6	)
Effect of exchange rates on cash and cash equivalents		—			—			—			—			4.3			—			4.3
(Decrease) increase in cash and cash equivalents		(0.1	)		—			68.2			—			19.6			—			87.7
Cash and cash equivalents at beginning of period		0.2			—			287.1			—			171.7			—			459.0
Cash and cash equivalents at end of period	$	0.1		$	—		$	355.3		$	—		$	191.3		$	—		$	546.7

136

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements — (Continued)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

2011

	BKW			BKCH			Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income (loss)	$	88.1		$	87.9		$	107.0		$	107.0		$	88.5		$	(390.4	)		88.1
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in earnings of subsidiary		(87.9	)		(107.0	)		(88.5	)		(107.0	)		—			390.4			—
Depreciation and amortization		—			—			91.2			—			45.2			—			136.4
(Gain) loss on early extinguishment of debt		—			(0.3	)		21.4			—			—			—			21.1
Amortization of deferred financing cost and debt issuance discount		—			31.8			14.5			—			—			—			46.3
Loss (gain) on remeasurement of foreign denominated transactions		—			—			0.6			—			(0.2	)		—			0.4
Realized loss on terminated caps/swaps		—			—			0.5			—			—			—			0.5
(Gain) loss on refranchisings and dispositions of assets		—			—			(4.1	)		—			3.1			—			(1.0	)
Impairment on non-restaurant properties		—			—			2.0			—			0.3			—			2.3
Bad debt expense, net of recoveries		—			—			6.0			—			0.1			—			6.1
Share-based compensation		—			—			4.7			—			1.7			—			6.4
Deferred income taxes		—			3.1			(36.8	)		—			6.4			—			(27.3	)
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		—			—			(9.6	)		—			3.6			—			(6.0	)
Prepaids and other current assets		—			—			96.4			—			9.1			—			105.5
Accounts and drafts payable		—			—			2.8			—			5.9			—			8.7
Accrued advertising		—			—			11.3			—			7.0			—			18.3
Other accrued liabilities		—			(2.4	)		10.5			—			7.9			—			16.0
Other long-term assets and liabilities		—			(13.3	)		12.3			—			(9.7	)		(4.9	)		(15.6	)
Net cash provided by (used for) operating activities		0.2			(0.2	)		242.2			—			168.9			(4.9	)		406.2
Cash flows from investing activities:
Payments for property and equipment		—			—			(62.5	)		—			(19.6	)		—			(82.1	)
Proceeds from refranchisings, disposition of assets and restaurant closures		—			—			15.6			—			14.3			—			29.9
Investments in / advances to unconsolidated entities		—			—			—			—			(4.5	)		—			(4.5	)
Return of investment on direct financing leases		—			—			13.5			—			1.1			—			14.6
Other investing activities		—			—			0.7			—			—			—			0.7
Net cash (used for) investing activities		—			—			(32.7	)		—			(8.7	)		—			(41.4	)
Cash flows from financing activities:
Proceeds from term debt		—			—			1,860.0			—			—			—			1,860.0
Proceeds from discount notes		—			401.5			—			—			—			—			401.5
Repayments of term debt and capital leases		—			—			(1,870.8	)		—			(3.7	)		—			(1,874.5	)
Extinguishment of debt		—			(7.6	)		(63.0	)		—			—			—			(70.6	)
Payment of financing costs		—			(9.5	)		(23.1	)		—			—			—			(32.6	)
Proceeds from issuance of shares		1.6			—			—			—			—			—			1.6
Dividends paid on common stock		(385.8	)		—			(7.6	)		—			—			—			(393.4	)
Capital distribution from Parent		—			—			0.7			(0.7	)		—			—			—
Intercompany financing		384.2			(384.2	)		43.6			—			(48.5	)		4.9			—
Net cash provided by (used for) financing activities		—			0.2			(60.2	)		(0.7	)		(52.2	)		4.9			(108.0	)
Effect of exchange rates on cash and cash equivalents		—			—			5.0			—			(9.8	)		—			(4.8	)
Increase (decrease) in cash and cash equivalents		0.2			(0.0	)		154.3			(0.7	)		98.2			(0.0	)		252.0
Cash and cash equivalents at beginning of period		—			—			132.8			0.7			73.5			—			207.0
Cash and cash equivalents at end of period	$	0.2		$	(0.0)		$	287.1		$	—		$	171.7		$	(0.0)		$	459.0

137

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements — (Continued)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

October 19, 2010 to December 31, 2010

	BKW			BKCH			Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net loss	$	(115.7	)	$	(101.6	)	$	(100.7	)	$	(101.6	)	$	(25.1	)	$	329.0		$	(115.7	)
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:
Equity in earnings of subsidiary		101.6			101.6			25.1			100.7			—			(329.0	)		—
Depreciation and amortization		—			—			16.6			—			11.0			—			27.6
Transaction costs		17.2			—			—			—			—			—			17.2
Amortization of deferred financing cost and debt issuance discount		—			—			2.6			—			—			—			2.6
(Gain) on remeasurement of foreign denominated transactions		—			—			(2.0	)		—			(1.2	)		—			(3.2	)
Loss on refranchisings and dispositions of assets		—			—			0.8			—			—			—			0.8
Impairment on non-restaurant properties		—			—			0.6			—			—			—			0.6
Bad debt expense, net of recoveries		—			—			2.1			—			0.7			—			2.8
Deferred income taxes		(3.1	)		—			(20.4	)		—			10.6			—			(12.9	)
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		—			—			(25.8	)		—			(6.7	)		—			(32.5	)
Prepaids and other current assets		—			—			(72.6	)		—			2.0			—			(70.6	)
Accounts and drafts payable		—			—			(35.4	)		—			8.9			—			(26.5	)
Accrued advertising		—			—			9.1			—			(2.3	)		—			6.8
Other accrued liabilities		—			—			45.1						13.0			—			58.1
Other long-term assets and liabilities		—			—			21.8			—			(3.2	)		(0.2	)		18.4
Net cash (used for) provided by operating activities		0.0			—			(133.1	)		(0.9	)		7.7			(0.2	)		(126.5	)
Cash flows from investing activities:
Payments for property and equipment		—			—			(18.4	)		—			(10.0	)		—			(28.4	)
Proceeds from refranchisings, disposition of assets and restaurant closures		—			—			2.2			—			3.5			—			5.7
Return of investment on direct financing leases		—			—			1.9			—			0.2			—			2.1
Other investing activities		—			—			1.4			—			—			—			1.4
Net payment for purchase of BKH		—			—			—			(3,325.4	)		—			—			(3,325.4	)
Net cash used for investing activities		—			—			(12.9	)		(3,325.4	)		(6.3	)		—			(3,344.6	)
Cash flows from financing activities:
Repayments of term debt and capital leases		—			—			(3.2	)		—			—			—			(3.2	)
Proceeds from New Term Loans and other debt		—			—			—			1,837.1			—			—			1,837.1
Proceeds from Senior Notes		—			—			—			800.0			—			—			800.0
Payment of deferred financing cost		—			—			(69.2	)		—			—			—			(69.2	)
Extinguishment of debt		—			—			(731.8	)		—			—			—			(731.8	)
Capital contribution from 3G		—			—			—			1,563.5			—			—			1,563.5
Capital distribution from Parent		—			—			875.2			(875.2	)		—			—			—
Intercompany Financing		—			—			(3.9	)		0.9			2.8			0.2			—
Net cash provided by financing activities		—			—			67.1			3,326.3			2.8			0.2			3,396.4
Effect of exchange rates on cash and cash equivalents		—			—			(0.4	)		—			(4.3	)		—			(4.7	)
Decrease in cash and cash equivalents		0.0			—			(79.3	)		—			(0.1	)		—			(79.4	)
Cash and cash equivalents at beginning of period		—			—			212.2			0.7			73.5			—			286.4
Cash and cash equivalents at end of period	$	0.0		$	—		$	132.9		$	0.7		$	73.4		$	—		$	207.0

138

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements — (Continued)

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

July 1, 2010 to October 18, 2010

	Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income	$	71.1		$	71.1		$	29.5		$	(100.6	)	$	71.1
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Equity in earnings of subsidiary		(29.5	)		(71.1	)		0.0			100.6			—
Depreciation and amortization		22.4			—			8.8			—			31.2
Amortization of deferred financing cost		0.6			—			—			—			0.6
(Gain) loss on remeasurement of foreign denominated transactions		(43.2	)		—			1.7			—			(41.5	)
Realized gain on terminated caps/swaps		(0.4	)		—			—			—			(0.4	)
Gain on refranchisings and dispositions of assets		(1.1	)		—			(3.5	)		—			(4.6	)
Impairment on non-restaurant properties		0.1			—			—			—			0.1
Bad debt expense, net of recoveries		1.2			—			0.9			—			2.1
Share-based compensation		5.2			—			0.6			—			5.8
Deferred income taxes		5.8			—			(7.2	)		—			(1.4	)
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		29.7			—			2.3			—			32.0
Prepaids and other current assets		1.8			—			(4.0	)		—			(2.2	)
Accounts and drafts payable		21.0			—			(12.0	)		—			9.0
Accrued advertising		11.0			—			(9.7	)		—			1.3
Other accrued liabilities		21.0			—			8.4			—			29.4
Other long-term assets and liabilities		(4.3	)		(0.8	)		(3.8	)		(2.3	)		(11.2	)
Net cash provided by (used for) operating activities		112.4			(0.8	)		12.0			(2.3	)		121.3
Cash flows from investing activities:
Payments for property and equipment		(13.4	)		—			(4.8	)		—			(18.2	)
Proceeds from refranchisings, disposition of assets and restaurant closures		2.9			—			6.7			—			9.6
Return of investment on direct financing leases		2.3			—			0.3			—			2.6
Other investing activities		1.2			—			—			—			1.2
Net cash (used for) provided by investing activities		(7.0	)		—			2.2			—			(4.8	)
Cash flows from financing activities:
Repayments of term debt and capital leases		(23.1	)		—			(0.4	)		—			(23.5	)
Dividends paid on common stock		—			(8.6	)		—			—			(8.6	)
Proceeds from stock option exercises		—			4.0			—			—			4.0
Repurchases of common stock		—			(2.5	)		—			—			(2.5	)
Excess tax benefits from share-based compensation		1.1			—			—			—			1.1
Intercompany Financing		61.5			8.7			(72.5	)		2.3			—
Net cash provided by (used for) financing activities		39.5			1.6			(72.9	)		2.3			(29.5	)
Effect of exchange rates on cash and cash equivalents		(2.9	)					14.7			—			11.8
Increase (decrease) in cash and cash equivalents		142.0			0.8			(44.0	)		—			98.8
Cash and cash equivalents at beginning of period		70.2			—			117.4			—			187.6
Cash and cash equivalents at end of period	$	212.2		$	0.8		$	73.4		$	—		$	286.4

139

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements — (Continued)

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

Fiscal 2010

	Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income	$	186.8		$	186.8		$	43.8		$	(230.6	)	$	186.8
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in earnings of subsidiary		(43.8	)		(186.8	)		0.0			230.6			—
Depreciation and amortization		81.0			—			30.7			—			111.7
Amortization of deferred financing cost		2.1			—			—			—			2.1
Loss (gain) on remeasurement of foreign denominated transactions		44.4			—			(3.5	)		—			40.9
Realized loss (gain) on terminated caps/swaps		(1.6	)		—			—			—			(1.6	)
Gain on refranchisings and dispositions of assets		(3.3	)		—			(6.2	)		—			(9.5	)
Impairment on non-restaurant properties		2.3			—			0.6			—			2.9
Bad debt (recoveries) expense, net		(0.7	)		—			1.5			—			0.8
Share-based compensation		14.3			—			2.7			—			17.0
Deferred income taxes		16.0			—			0.9			—			16.9
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		(9.8	)		—			(6.1	)		—			(15.9	)
Prepaids and other current assets		0.2			—			(1.6	)		—			(1.4	)
Accounts and drafts payable		(18.9	)		—			(1.9	)		—			(20.8	)
Accrued advertising		(0.5	)		—			6.9			—			6.4
Other accrued liabilities		(20.6	)		—			(1.7	)		—			(22.3	)
Other long-term assets and liabilities		(2.2	)		—			(0.7	)		(0.7	)		(3.6	)
Net cash provided by operating activities		245.7			—			65.4			(0.7	)		310.4
Cash flows from investing activities:
Payments for property and equipment		(106.6	)		—			(43.7	)		—			(150.3	)
Proceeds from refranchisings, disposition of assets and restaurant closures		12.7			—			8.8			—			21.5
Payments for acquired franchisee operations, net of cash acquired		(0.1	)		—			(13.9	)		—			(14.0	)
Return of investment on direct financing leases		7.4			—			0.8			—			8.2
Other investing activities		2.7			—			(3.0	)		—			(0.3	)
Net cash used for investing activities		(83.9	)		—			(51.0	)		—			(134.9	)
Cash flows from financing activities:
Repayments of term debt and capital leases		(66.1	)		—			(1.6	)		—			(67.7	)
Borrowings under revolving credit facility		38.5			—			—			—			38.5
Repayments of revolving credit facility		(38.5	)		—			—			—			(38.5	)
Capital contributions from Parent		(2.7	)					2.7			—			—
Dividends paid on common stock		—			(34.2	)		—			—			(34.2	)
Proceeds from stock option exercises		—			4.2			—			—			4.2
Repurchases of common stock		—			(2.7	)		—			—			(2.7	)
Excess tax benefits from share-based compensation		3.4			—			0.1			—			3.5
Intercompany Financing		(45.4	)		32.7			12.0			0.7			0.0
Net cash (used for) provided by financing activities		(110.8	)		—			13.2			0.7			(96.9	)
Effect of exchange rates on cash and cash equivalents		0.1			—			(12.8	)		—			(12.7	)
Increase in cash and cash equivalents		51.1			—			14.8			—			65.9
Cash and cash equivalents at beginning of period		19.1			—			102.6			—			121.7
Cash and cash equivalents at end of period	$	70.2		$	—		$	117.4		$	—		$	187.6

140

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements — (Continued)

Note 23.    Subsequent Events

On February 14, 2013, our board declared a cash dividend of $0.05 per share, which will be paid on March 15, 2013 to shareholders of record on February 28, 2013.

141

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

None.

Item 9A.    Controls and Procedures

Evaluation of Disclosure Controls and Procedures

An evaluation was conducted under the supervision and with the participation of the Company’s management, including the Chief Executive Officer (CEO) and Chief Financial Officer (CFO), of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of December 31, 2012. Based on that evaluation, the CEO and CFO concluded that the Company’s disclosure controls and procedures were effective as of such date to ensure that information required to be disclosed in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

Internal Control Over Financial Reporting

The Company’s management, including the CEO and CFO, confirm that there were no changes in the Company’s internal control over financial reporting during 2012 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Management’s Report on Internal Control Over Financial Reporting

Management’s Report on Internal Control Over Financial Reporting is set forth in Part II, Item 8 of this Form 10-K.

Part III

Item 10.    Directors, Executive Officers and Corporate Governance

The information required by this Item, other than the information regarding our executive officers set forth below required by Item 401 of Regulation S-K, is incorporated herein by reference from the Company’s definitive proxy statement to be filed no later than 120 days after December 31, 2012. We refer to this proxy statement as the Definitive Proxy Statement.

Executive Officers of the Registrant

Set forth below is certain information about our executive officers. Ages are as of February 22, 2013.

Name	Age		Position
Bernardo Hees		43	Chief Executive Officer
Daniel S. Schwartz		32	EVP, Chief Financial Officer
Flavia Faugeres		42	EVP, Global Chief Marketing Officer
Steven M. Wiborg		43	EVP and President of North America
José E. Cil		43	EVP and President of Europe, the Middle East and Africa
José D. Tomas		45	EVP, President of Latin America and the Caribbean and Chief People Officer
Jacqueline Friesner		40	VP, Controller and Chief Accounting Officer
Jill Granat		47	SVP, General Counsel and Secretary

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Bernardo Hees. Mr. Hees has served as our Chief Executive Officer and a member of our board since June 2012 and has served in the same positions with Holdings since October 2010. Mr. Hees previously served as Chief Executive Officer of American Latina Logistica (ALL), Latin America’s largest railroad and logistics company, from January 2005 until September 2010 and continues to serve as a member of its board of directors. Mr. Hees joined ALL in 1998 as a logistics analyst, subsequently holding various positions, including operational planning manager, chief financial officer and commercial officer, and in 2004, held the position of Director-Superintendent. Mr. Hees holds a degree in Economics from the Pontificia Universidade Católica (Rio de Janeiro), an MBA from the University of Warwick, England, and, in 2005, he concluded an Owner/President Management course at Harvard Business School.

Daniel S. Schwartz. Mr. Schwartz has served as our Executive Vice President and Chief Financial Officer since June 2012 and was appointed as Executive Vice President and Chief Financial Officer of Holdings in December 2010, effective January 1, 2011. Mr. Schwartz joined Holdings in October 2010 as Executive Vice President, Deputy Chief Financial Officer. Since January 2008, Mr. Schwartz has been a partner with 3G Capital, where he was responsible for managing 3G Capital’s private equity business. He joined 3G Capital in January 2005 as an analyst and worked with the firm’s public and private equity investments until November 2010. From March 2003 until January 2005, Mr. Schwartz worked for Altair Capital Management, a hedge fund located in Stamford, Connecticut, and served as an analyst in the mergers and acquisitions group at Credit Suisse First Boston from June 2001 to March 2003. Mr. Schwartz is a director of 3G Capital and Carrols Restaurant Group, Inc.

Flavia Faugeres. Ms. Faugeres has served as our Executive Vice President and Global Chief Marketing Officer since June 2012 and was appointed as Executive Vice President and Global Chief Marketing Officer of Holdings in September 2011. From January 2008 until June 2011, Ms. Faugeres was a partner at Trueh Consultoria em Negocios Ltda., a marketing consulting firm in São Paulo, Brazil which provided consulting services to Holdings from January 2011 until June 2011. From May 2006 until December 2007, Ms. Faugeres served as senior partner at NIDEIAS, a marketing consulting firm in São Paulo. From January 2004 until February 2006, Ms. Faugeres served as vice president of market intelligence at InBev, a brewing company created in 2004 from the merger of the Belgian company Interbrew and the Brazilian company AmBev.

Steven M. Wiborg. Mr. Wiborg has served as our Executive Vice President and President of North America since June 2012 and has served in the same positions with Holdings since October 2010. Before joining BKC, Mr. Wiborg was President and Chief Executive Officer of Heartland Food Corporation, one of the Burger King system’s largest franchise operators. He held the position of Chief Operating Officer from 2003 to 2006 and was then named President and Chief Executive Officer in December 2006. Prior to joining Heartland, Mr. Wiborg was an owner/operator of 56 Hardee’s restaurants. Mr. Wiborg is a director of Carrols Restaurant Group, Inc.

José E. Cil. Mr. Cil has served as our Executive Vice President and President of Europe, the Middle East and Africa since June 2012 and has served in the same positions with Holdings since November 2010. Prior to this role, Mr. Cil was Vice President and Regional General Manager in Florida for Wal-Mart Stores, Inc. from February 2010 to November 2010. From September 2008 to January 2010, Mr. Cil served as Vice President of Company Operations of Holdings and from September 2005 to September 2008, he served as Division Vice President, Mediterranean and NW Europe Divisions, EMEA of Holdings. Mr. Cil has been with BKC since 2000.

José D. Tomas. Mr. Tomas has served as our President of Latin America & Caribbean and EVP and Chief People Officer since June 2012. Mr. Tomas was appointed President of Latin America & Caribbean and EVP and Chief People Officer of Holdings in February 2011 and served as Executive Vice President and Chief People Officer since November 2010. Mr. Tomas was previously vice president of human resource of Holdings from April 2006 until November 2010. Since joining BKC in November 2004, Mr. Tomas has held multiple roles with the company. Immediately prior to joining BKC, he held human resources positions with Ryder System Inc. Previously, Mr. Tomas held human resources positions with Publix Super Markets.

Jacqueline Friesner. Ms. Friesner has served as our Vice President, Controller and Chief Accounting Officer since June 2012. Ms. Friesner was appointed Vice President, Controller and Chief Accounting Officer of

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Holdings in March 2011. Prior to her appointment, Ms. Friesner served as Senior Director, Global Accounting and Reporting of Holdings from December 2010 until March 2011 and as Director, Global and Technical Accounting of Holdings from November 2009 until December 2010. From October 2002 until December 2010, Ms. Friesner served in positions of increasing responsibility with the company. Before joining Holdings in October 2002, Ms. Friesner was an audit manager at Pricewaterhouse Coopers in Miami, Florida.

Jill Granat. Ms. Granat has served as Senior Vice President, General Counsel and Secretary of the Company since June 2012. Ms. Granat was appointed Senior Vice President, General Counsel and Secretary of Holdings in February 2011, effective in March 2011. Prior to her appointment, Ms. Granat was Vice President and Assistant General Counsel of Holdings from July 2009 until March 2011. Ms. Granat joined BKC in 1998 as a member of the legal department and served in positions of increasing responsibility with the company.

Item 11.    Executive Compensation

The information required by this item will be contained in the Definitive Proxy Statement and is incorporated herein by reference.

Item 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required by this item will be contained in the Definitive Proxy Statement and is incorporated herein by reference.

Item 13.    Certain Relationships and Related Transactions, and Director Independence

The information required by this item will be contained in the Definitive Proxy Statement and is incorporated herein by reference.

Item 14.    Principal Accountant Fees and Services

The information required by this item will be contained in the Definitive Proxy Statement and is incorporated herein by reference.

Part IV

Item 15.    Exhibits and Financial Statement Schedules

(1) All Financial Statements

Consolidated financial statements filed as part of this report are listed under Part II, Item 8 of this Form 10-K.

(2) Financial Statement Schedules

No schedules are required because either the required information is not present or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements or the notes thereto.

(3) Exhibits

The exhibits listed in the accompanying index are filed as part of this report.

144

Exhibit Number	Description	Where Found
2.1	Business Combination Agreement and Plan of Merger, dated April 3, 2012, by and among Justice Holdings Limited, Justice Delaware Holdco Inc., Justice Holdco LLC and Burger King Worldwide Holdings, Inc.	Incorporated herein by reference to Exhibit 2.1 to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on April 10, 2012
2.2	Contingent Contribution Agreement, dated April 3, 2012, by and among Justice Holdings Limited, Justice Delaware Holdco Inc., and each of the other parties set forth on the signature pages thereto.	Incorporated herein by reference to the registrant’s Registration Statement on Form S-1 filed on June 18, 2012.
3.1	Amended and Restated Certificate of Incorporation of the Registrant	Incorporated herein by reference to the registrant’s Current Report on Form 8-K filed on June 25, 2012.
3.2	Amended and Restated Bylaws of the Registrant	Incorporated herein by reference to the registrant’s Current Report on Form 8-K filed on June 25, 2012.
4.1	Registration Rights Agreement between the Registrant and 3G Special Situations Fund II, L.P.	Incorporated herein by reference to the registrant’s Current Report on Form 8-K filed on June 25, 2012.
4.2	Registration Rights Agreement between the Registrant and Pershing Square, L.P., Pershing Square II, L.P., Pershing Square International, Ltd. and William Ackman	Incorporated herein by reference to the registrant’s Current Report on Form 8-K filed on June 25, 2012.
4.3	Indenture, dated October 19, 2010, between Blue Acquisition Sub, Inc. and Wilmington Trust FSB, as trustee	Incorporated herein by reference to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on October 21, 2010
4.4	Supplemental Indenture, dated October 19, 2010, among Blue Acquisition Sub, Inc., Burger King Corporation, Burger King Holdings, Inc., Wilmington Trust FSB, as trustee, and the subsidiary guarantors party thereto	Incorporated herein by reference to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on October 21, 2010
4.5	Form of 9 7/8% Senior Notes due 2018 (included in Exhibit 4.4)	Incorporated herein by reference to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on October 21, 2010
4.6	First Supplemental Indenture to Add Parent Guarantor dated as of August 1, 2012 between the registrant and Wilmington Trust, National Association.	Filed herewith.
4.7	Third Supplemental Indenture to Add Parent Guarantor dated as of August 1, 2012 between the registrant and Wilmington Trust, National Association.	Filed herewith.

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Exhibit Number	Description	Where Found
10.1†	Burger King Savings Plan, including all amendments thereto	Incorporated herein by reference to Burger King Holdings, Inc.’s Registration Statement on Form S-8 (File No. 333-144592)
10.2	Purchase Agreement, dated October 1, 2010, among Blue Acquisition Sub, Inc. and J.P. Morgan Securities LLC and Barclays Capital Inc., as representatives of the several initial purchasers named therein	Incorporated herein by reference to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on October 21, 2010
10.3	Joinder To Purchase Agreement, dated October 19, 2010, among Burger King Corporation, Burger King Holdings, Inc., and the subsidiary guarantors party thereto and J.P. Morgan Securities LLC and Barclays Capital Inc., as representatives of the several initial purchasers named therein	Incorporated herein by reference to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on October 21, 2010
10.4	Registration Rights Agreement, dated October 19, 2010, among Blue Acquisition Sub, Inc. J.P. Morgan Securities LLC and Barclays Capital Inc., as representatives of the several initial purchasers named therein	Incorporated herein by reference to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on October 21, 2010
10.5	Joinder to Registration Rights Agreement, dated October 19, 2010, among Burger King Corporation, Burger King Holdings, Inc., and the subsidiary guarantors party thereto and J.P. Morgan Securities LLC and Barclays Capital Inc., as representatives of the several initial purchasers named therein	Incorporated herein by reference to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on October 21, 2010
10.6(a)	Credit Agreement, dated as of October 19, 2010, among Burger King Holdings, Inc., Blue Acquisition Sub, Inc., Burger King Corporation, with JPMorgan Chase Bank, N.A., as administrative agent, Barclays Capital, as syndication agent, and the lenders party thereto from time to time	Incorporated herein by reference to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on October 21, 2010
10.6(b)	Amended and Restated Credit Agreement, dated as of February 15, 2011, among Burger King Holdings, Inc. and Burger King Corporation, with JPMorgan Chase Bank, N.A., as administrative agent, Barclays Capital, as syndication agent, and the lenders party thereto from time to time	Incorporated herein by reference to Burger King Holdings, Inc.’s Transition Report on Form 10-K filed on March 23, 2011
10.7	Guarantee and Collateral Agreement, dated as of October 19, 2010, among Burger King Holdings, Inc., Blue Acquisition Sub, Inc., Burger King Corporation and the guarantors identified therein, in favor of JPMorgan Chase Bank, N.A., as administrative agent	Incorporated herein by reference to Burger King Holdings, Inc.’s Current Report on Form 8-K filed on October 21, 2010

146

Exhibit Number	Description	Where Found
10.8	Credit Agreement dated as of September 28, 2012 among Burger King Holdings, Inc., Burger King Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, Barclays Bank PLC and Bank of America, N.A., as Syndication Agents and Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A., “Rabobank Nederland”, New York Branch, HSBC Bank USA, N.A., Goldman Sachs Bank USA, Credit Suisse AG, Cayman Islands Branch and Regions Bank, as Documentation Agents and the lenders party thereto.	Incorporated herein by reference to the registrant’s Quarterly Report on Form 10-Q filed on October 29, 2012
10.9	Guarantee and Collateral Agreement dated as of September 28, 2012 made by Burger King Holdings, Inc., Burger King Corporation and the Guarantors identified therein in favor of JPMorgan Chase Bank, N.A., as Administrative Agent.	Incorporated herein by reference to the registrant’s Quarterly Report on Form 10-Q filed on October 29, 2012
10.10	Guarantee Agreement dated as of September 28, 2012 made by the Registrant in favor of JPMorgan Chase Bank, N.A., as Administrative Agent.	Incorporated herein by reference to the registrant’s Quarterly Report on Form 10-Q filed on October 29, 2012
10.11†	Employment Agreement dated as of October 25, 2010 by and between Burger King Corporation and Jonathan Fitzpatrick	Incorporated herein by reference to Burger King Holdings, Inc.’s Transition Report on Form 10-K filed on March 23, 2011
10.12†	Employment Agreement dated as of May 4, 2010 by and between Burger King Corporation and Natalia Franco, as amended on September 30, 2010 and October 25, 2010	Incorporated herein by reference to Burger King Holdings, Inc.’s Transition Report on Form 10-K filed on March 23, 2011
10.13†	Burger King Worldwide Holdings, Inc. 2011 Omnibus Incentive Plan	Incorporated herein by reference to Burger King Holdings, Inc.’s Quarterly Report on Form 10-Q filed on May 12, 2011
10.14†	Form of Option Award Agreement issued under Burger King Worldwide Holdings, Inc. 2011 Omnibus Incentive Plan	Incorporated herein by reference to Burger King Holdings, Inc.’s Quarterly Report on Form 10-Q filed on May 12, 2011
10.15†	Employment Agreement by and between Burger King Corporation and Jose Cil, dated November 2, 2010	Incorporated herein by reference to Burger King Holdings, Inc.’s Annual Report on Form 10-K filed on March 14, 2012
10.16†	Assignment Letter from Jose Tomas, Chief Human Resources Officer, Burger King Corporation to Jose Cil dated November 2, 2010	Incorporated herein by reference to Burger King Holdings, Inc.’s Annual Report on Form 10-K filed on March 14, 2012
10.17†	Employment Agreement by and between Burger King Corporation and Steven M. Wiborg dated October 21, 2010	Incorporated herein by reference to Burger King Holdings, Inc.’s Annual Report on Form 10-K filed on March 14, 2012

147

Exhibit Number	Description	Where Found
10.18†	Amendment No. 1, dated November 5, 2010, to the Employment Agreement between Burger King Corporation and Steven M. Wiborg, dated as of October 21, 2010	Incorporated herein by reference to Burger King Holdings, Inc.’s Annual Report on Form 10-K filed on March 14, 2012
10.19†	Amendment No. 1 dated as of April 18, 2011 to the Employment Agreement between Burger King Corporation and Jonathan Fitzpatrick dated as of October 25, 2010	Incorporated herein by reference to Burger King Holdings, Inc.’s Amendment to its Annual Report on Form 10-K/A filed on March 29, 2012
10.20†	Burger King Corporation 2011 Annual Bonus Program document	Incorporated herein by reference to Burger King Holdings, Inc.’s Amendment to its Annual Report on Form 10-K/A filed on March 29, 2012
10.21†	Burger King Corporation Officer Severance Plan	Incorporated herein by reference to Burger King Holdings, Inc.’s Amendment to its Annual Report on Form 10-K/A filed on March 29, 2012
10.22†	Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan	Incorporated herein by reference to the registrant’s Registration Statement on Form S-8 filed on June 20, 2012
10.23	Form of Director Indemnification Agreement	Incorporated herein by reference to the registrant’s Current Report on Form 8-K filed on June 25, 2012
10.24†	Separation Agreement and General Release dated June 1, 2012 between Burger King Corporation and Jonathan Fitzpatrick	Incorporated herein by reference to the registrant’s Current Report on Form 8-K filed on June 28, 2012
10.25†	Form of Option Award Agreement issued under the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan	Filed herewith
10.26†	Form of Matching Option Award Agreement issued under the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan	Filed herewith
21.1	List of Subsidiaries of the Registrant	Filed herewith
31.1	Certification of Chief Executive Officer of Burger King Worldwide, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
31.2	Certification of Chief Financial Officer of Burger King Worldwide, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
32.1	Certification of Chief Executive Officer of Burger King Worldwide, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith
32.2	Certification of Chief Financial Officer of Burger King Worldwide, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Filed herewith

† Management contract or compensatory plan or arrangement

148

Signatures

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BURGER KING HOLDINGS, INC.
By:	/s/    Bernardo Hees
	Name:	Bernardo Hees
	Title:	Chief Executive Officer and Director

Date: February 22, 2013

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/    Bernardo Hees Bernardo Hees	Chief Executive Officer and Director	February 22, 2013
/s/    Daniel Schwartz Daniel Schwartz	Chief Financial Officer	February 22, 2013
/s/    Jacqueline Friesner Jacqueline Friesner	Controller, Chief Accounting Officer	February 22, 2013
/s/    Alexandre Behring Alexandre Behring	Chairman	February 22, 2013
/s/    Alexandre Van Damme Alexandre Van Damme	Director	February 22, 2013
/s/    Paul J. Fribourg Paul J. Fribourg	Director	February 22, 2013
/s/    Carlos Alberto Sicupira Carlos Alberto Sicupira	Director	February 22, 2013
/s/    Marcel Herrmann Telles Marcel Herrmann Telles	Director	February 22, 2013
/s/    Alan Parker Alan Parker	Director	February 22, 2013

149

EXHIBIT INDEX

Exhibit Number	Description
4.6	First Supplemental Indenture to Add Parent Guarantor dated as of August 1, 2012 between the registrant and Wilmington Trust, National Association
4.7	Third Supplemental Indenture to Add Parent Guarantor dated as of August 1, 2012 between the registrant and Wilmington Trust, National Association
10.25	Form of Option Award Agreement issued under the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan
10.26	Form of Matching Option Award Agreement issued under the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan
21.1	List of Subsidiaries of the Registrant
31.1	Certification of Chief Executive Officer of Burger King Worldwide, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer of Burger King Worldwide, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer of Burger King Worldwide, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Financial Officer of Burger King Worldwide, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Presentation Linkbase Document

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EX-4.6

Exhibit 4.6

FIRST SUPPLEMENTAL INDENTURE TO ADD PARENT GUARANTOR

This First Supplemental Indenture is entered into as of August 1, 2012 (this “Supplemental Indenture”), by and among Burger King Worldwide, Inc., a Delaware corporation (the “New Guarantor”), the indirect parent company of Burger King Capital Holdings, LLC, a Delaware limited liability company (the “Company”) and Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as Trustee under the Indenture referred to below.

W I T N E S S E T H:

WHEREAS, the Company and Burger King Capital Finance, Inc., a Delaware corporation (collectively, the “Issuers”) and the Trustee have heretofore executed and delivered an Indenture dated as of April 19, 2011 (and supplemented, waived or otherwise modified, the “Indenture”), providing for the issuance of an aggregate principal amount at maturity of $685.0 million of 11% Senior Discount Notes due 2019 of the Issuers (the “Notes”);

WHEREAS, the Indenture provides that in the event that any direct or indirect parent company of the Issuers becomes a guarantor of the Notes, the Indenture shall permit the Issuers to satisfy their obligations under Section 3.11 of the Indenture by furnishing financial information relating to such parent, subject to certain presentation requirements;

WHEREAS, the New Guarantor wishes to enter into this Supplemental Indenture and Guarantee the Issuers’ obligations under the Notes, in order to permit the Issuers’ financial reporting obligations under the Indenture to be satisfied through the reporting of the New Guarantor’s consolidated financial information; and

WHEREAS, pursuant to Section 9.1 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture;

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties mutually covenant and agree for the equal and ratable benefit of the Holders as follows:

ARTICLE I

DEFINITIONS

SECTION 1.1 Defined Terms. As used in this Supplemental Indenture, terms defined in the Indenture or in the preamble or recital hereto are used herein as therein defined. The words “herein,” “hereof” and “hereby” and other words of similar import used in this Supplemental Indenture refer to this Supplemental Indenture as a whole and not to any particular section hereof.

D-1

ARTICLE II

REPRESENTATIONS; AGREEMENT TO BE BOUND; GUARANTEE

SECTION 2.1 Representations. The New Guarantor represents and warrants to the Trustee as follows:

(i) It is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization.

(ii) The execution, delivery and performance by it of this Supplemental Indenture have been authorized and approved by all necessary corporate action on its part.

SECTION 2.2 Agreement to be Bound. The New Guarantor hereby becomes a party to the Indenture as a Guarantor, and as such shall have all of the rights and be subject to all of the obligations and agreements of a Guarantor under the Indenture. The New Guarantor agrees to be bound by all of the provisions of the Indenture applicable to a Guarantor and to perform all of the obligations and agreements of a Guarantor under the Indenture.

SECTION 2.3 Guarantee. The New Guarantor agrees, on a joint and several basis with all the existing Guarantors, to fully, unconditionally and irrevocably Guarantee to each Holder of the Notes and the Trustee the Guaranteed Obligations pursuant to Article X of the Indenture on a senior unsecured basis.

ARTICLE III

MISCELLANEOUS

SECTION 3.1 Notices. All notices and other communications to the New Guarantor shall be given as provided in the Indenture to the New Guarantor, at its address set forth below, with a copy to the Issuer as provided in the Indenture for notices to the Issuer.

SECTION 3.2 Parties. Nothing expressed or mentioned herein is intended or shall be construed to give any Person, firm or corporation, other than the Holders and the Trustee, any legal or equitable right, remedy or claim under or in respect of this Supplemental Indenture or the Indenture or any provision herein or therein contained.

SECTION 3.3 Governing Law. This Supplemental Indenture shall be governed by, and construed in accordance with, the laws of the State of New York.

SECTION 3.4 Severability Clause. In case any provision in this Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby and such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability.

SECTION 3.5 Ratification of Indenture; Supplemental Indentures Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and

D-2

confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder of Notes heretofore or hereafter authenticated and delivered shall be bound hereby. The Trustee makes no representation or warranty as to the validity or sufficiency of this Supplemental Indenture or with respect to the recitals contained herein, all of which recitals are made solely by the other parties hereto.

SECTION 3.6 Counterparts. The parties hereto may sign one or more copies of this Supplemental Indenture in counterparts, all of which together shall constitute one and the same agreement.

SECTION 3.7 Headings. The headings of the Articles and the sections in this Supplemental Indenture are for convenience of reference only and shall not be deemed to alter or affect the meaning or interpretation of any provisions hereof.

D-3

IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of the date first above written.

BURGER KING WORLDWIDE, INC.,
as a Guarantor
By:	/s/ Lisa Giles-Klein
	Name:	Lisa Giles-Klein
	Title:	Assistant Secretary
Attn: Lisa Giles-Klein, Assistant Secretary 5505 Blue Lagoon Drive Miami, FL 33126
Fax:
305-378-7230
WILMINGTON TRUST NATIONAL ASSOCIATION, as Trustee
By:	/s/ Joseph P. O’Donnell
	Name:	Joseph P. O’Donnell
	Title:	Vice President

D-4

EX-4.7

Exhibit 4.7

THIRD SUPPLEMENTAL INDENTURE TO ADD PARENT GUARANTOR

This Third Supplemental Indenture is entered into as of August 1, 2012 (this “Supplemental Indenture”), by and among Burger King Worldwide, Inc., a Delaware corporation (the “New Guarantor”), the indirect parent company of Burger King Corporation, a Florida corporation (the “Issuer”), and Wilmington Trust, National Association (as successor by merger to Wilmington Trust FSB), as Trustee under the Indenture referred to below.

W I T N E S S E T H:

WHEREAS, Blue Acquisition Sub, Inc. (“Merger Sub”) and the Trustee have heretofore executed and delivered an Indenture dated as of October 19, 2010, as supplemented by a supplemental Indenture dated as of October 19, 2010, among Merger Sub, the Issuer, Holdings, the Guarantor party thereto and the Trustee and as supplemented by a supplemental Indenture dated as of December 7, 2010 between BK Whopper Bar, LLC and the Trustee (and as may be further supplemented, waived or otherwise modified, the “Indenture”), providing for the issuance of an aggregate principal amount of $800.0 million of 9 ⁷/₈% Senior Notes due 2018 of the Issuer (the “Notes”);

WHEREAS, the Indenture provides that in the event that any direct or indirect parent company of the Issuer becomes a guarantor of the Notes, the Indenture shall permit the Issuer to satisfy its obligations under Section 3.11 of the Indenture by furnishing financial information relating to such parent, subject to certain presentation requirements;

WHEREAS, the New Guarantor wishes to enter into this Supplemental Indenture and Guarantee the Issuer’s obligations under the Notes, in order to permit the Issuer’s financial reporting obligations under the Indenture to be satisfied through the reporting of the New Guarantor’s consolidated financial information; and

WHEREAS, pursuant to Section 9.1 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture;

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties mutually covenant and agree for the equal and ratable benefit of the Holders as follows:

ARTICLE I

DEFINITIONS

SECTION 1.1 Defined Terms. As used in this Supplemental Indenture, terms defined in the Indenture or in the preamble or recital hereto are used herein as therein defined. The words “herein,” “hereof” and “hereby” and other words of similar import used in this Supplemental Indenture refer to this Supplemental Indenture as a whole and not to any particular section hereof.

D-1

ARTICLE II

REPRESENTATIONS; AGREEMENT TO BE BOUND; GUARANTEE

SECTION 2.1 Representations. The New Guarantor represents and warrants to the Trustee as follows:

(i) It is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization.

(ii) The execution, delivery and performance by it of this Supplemental Indenture have been authorized and approved by all necessary corporate action on its part.

SECTION 2.2 Agreement to be Bound. The New Guarantor hereby becomes a party to the Indenture as a Guarantor, together with Holdings and each Subsidiary Guarantor, and as such shall have all of the rights and be subject to all of the obligations and agreements of a Guarantor under the Indenture. The New Guarantor agrees to be bound by all of the provisions of the Indenture applicable to a Guarantor and to perform all of the obligations and agreements of a Guarantor under the Indenture.

SECTION 2.3 Guarantee. The New Guarantor agrees, on a joint and several basis with all the existing Guarantors, to fully, unconditionally and irrevocably Guarantee to each Holder of the Notes and the Trustee the Guaranteed Obligations pursuant to Article X of the Indenture on a senior unsecured basis.

ARTICLE III

MISCELLANEOUS

SECTION 3.1 Notices. All notices and other communications to the New Guarantor shall be given as provided in the Indenture to the New Guarantor, at its address set forth below, with a copy to the Issuer as provided in the Indenture for notices to the Issuer.

SECTION 3.2 Parties. Nothing expressed or mentioned herein is intended or shall be construed to give any Person, firm or corporation, other than the Holders and the Trustee, any legal or equitable right, remedy or claim under or in respect of this Supplemental Indenture or the Indenture or any provision herein or therein contained.

SECTION 3.3 Governing Law. This Supplemental Indenture shall be governed by, and construed in accordance with, the laws of the State of New York.

SECTION 3.4 Severability Clause. In case any provision in this Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby and such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability.

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SECTION 3.5 Ratification of Indenture; Supplemental Indentures Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder of Notes heretofore or hereafter authenticated and delivered shall be bound hereby. The Trustee makes no representation or warranty as to the validity or sufficiency of this Supplemental Indenture or with respect to the recitals contained herein, all of which recitals are made solely by the other parties hereto.

SECTION 3.6 Counterparts. The parties hereto may sign one or more copies of this Supplemental Indenture in counterparts, all of which together shall constitute one and the same agreement.

SECTION 3.7 Headings. The headings of the Articles and the sections in this Supplemental Indenture are for convenience of reference only and shall not be deemed to alter or affect the meaning or interpretation of any provisions hereof.

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IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of the date first above written.

BURGER KING WORLDWIDE, INC.,
as a Guarantor
By:	/s/ Lisa Giles-Klein
	Name:	Lisa Giles-Klein
	Title:	Assistant Secretary
Attn: Lisa Giles-Klein, Assistant Secretary 5505 Blue Lagoon Drive Miami, FL 33126
Fax:
305-378-7230
WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee
By:	/s/ Joseph P. O’Donnell
	Name:	Joseph P. O’Donnell
	Title:	Vice President

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EX-10.25

Exhibit 10.25

BURGER KING WORLDWIDE, INC.

2012 OMNIBUS INCENTIVE PLAN

OPTION AWARD AGREEMENT

Unless defined in this Option Award Agreement (this “Award Agreement”), capitalized terms will have the same meanings ascribed to them in the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan (as may be amended from time to time, the “Plan”).

Pursuant to Section 6 of the Plan, you have been granted a Non-Qualified Stock Option (the “Option”) on the following terms and subject to the provisions of the Plan, which is incorporated herein by reference. In the event of a conflict between the provisions of the Plan and this Award Agreement, the provisions of the Plan will govern.

Total Number of Shares Underlying Options:	[                ] Shares
Exercise Price per Share:	$[        ] per Share
Grant Date:	March 1, 2013
Expiration Date:	February 28, 2023
Vesting Date:	March 1, 2018, subject to your continued Service through the Vesting Date and further subject to the Section entitled “Termination” in Exhibit A.

By execution of this Award Agreement, you and the Company agree that this Option is granted under and governed by the terms and conditions of the Plan and the terms and conditions set forth in the attached as Exhibit A.

PARTICIPANT	BURGER KING WORLDWIDE, INC.
	By:
Name:		Name:
		Title:

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EXHIBIT A

TERMS AND CONDITIONS OF THE

OPTION AWARD AGREEMENT

Vesting.

This Option will vest and become exercisable on the “Vesting Date” set forth in this Award Agreement. Any portion of this Option that becomes exercisable in accordance with the foregoing will remain exercisable until the Expiration Date, unless earlier terminated pursuant to the Plan or this Award Agreement (including, without limitation, the section below entitled “Termination”). Subject to the section below entitled “Termination,” this Option may be exercised only while you are employed by the Company or any of its Affiliates. Prior to the exercise of this Option, you will not have any rights of a shareholder with respect to this Option or the Shares subject thereto.

Method of Exercise.

This Option will be exercisable pursuant to procedures approved by the Committee and communicated to you. No Shares will be delivered pursuant to the exercise of this Option unless (i) you have complied with your obligations under this Award Agreement, (ii) the exercise of this Option and the delivery of such Shares complies with applicable law, and (iii) full payment (or satisfactory provision therefor) of the aggregate exercise price of the Option and any Tax-Related Items (as defined below) have been received by the Company. Until such time as the Shares are delivered to you (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company), you will have no right to vote or receive dividends or any other rights as a shareholder with respect to such Shares, notwithstanding the exercise of this Option.

Adjustment for Certain Events.

If and to the extent that it would not cause a violation of Section 409A of the Code or other applicable law, if any of the events described in Section 5(d) of the Plan shall occur, the Committee shall make an adjustment as described in such Section 5(d) to prevent dilution or enlargement of the benefits provided under this Option.

Termination.

Upon termination of your Service (other than as set forth below) prior to the Vesting Date, you will forfeit this Option without any consideration due to you.

If your Service terminates prior to the Vesting Date Without Cause (as defined below) or by reason of your death, Retirement or Disability (as defined below), you (or, if applicable, such other person who is entitled to exercise this Option) shall be vested in the number of Shares as if the Shares subject to the Option vested 20% on each of

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March 1, 2014, March 1, 2015, March 1, 2016, March 1, 2017 and March 1, 2018, respectively, and you (or, if applicable, such other person who is entitled to exercise this Option) may exercise the Option to the extent vested on the date of termination of your Service as provided for below.

Subject to any terms and conditions that the Committee may impose in accordance with Section 13 of the Plan, in the event that a Change in Control occurs and, within twelve (12) months following the date of such Change in Control, your Service is terminated by the Company Without Cause (as defined herein), this Option shall vest in full upon such termination. In the event that there is a conflict between the terms of this Award Agreement regarding the effect of a Change in Control on this Option and the terms of any Employment Agreement, the terms of this Option Award Agreement will govern.

To the extent this Option is or becomes exercisable on the date of termination of your Service, then, if you (or, if applicable, such other person who is entitled to exercise this Option) do not exercise this Option on or prior to the expiration of the Option Exercise Period (as set forth below), this Option will terminate. In no event may you exercise this Option after the Expiration Date.

Type of Termination	Option Exercise Period
Without Cause	90 day period beginning on the date of termination
Resignation	90 day period beginning on the date of termination
Retirement	One year period beginning on the date of termination
Disability	One year period beginning on the date of termination
Death	One year period beginning on the date of termination
For Cause	None, the Option expires immediately

The date of termination of your Service will not be extended by any notice period mandated under local law (e.g., active employment would not include a period of “garden leave” or similar period pursuant to local law). The Committee shall have the exclusive discretion to determine the date of termination of your Service for purposes of this Option.

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In the event that there is a conflict between the terms of this Award Agreement regarding the effect of a termination of your Service on this Option and the terms of any Employment Agreement, the terms of your Employment Agreement will govern.

For purposes of this Award Agreement, the following terms shall have the following meanings:

“Cause” means (i) a material breach by you of any of your obligations under any written employment agreement with the Company or any of its Affiliates, (ii) a material violation by you of any of the policies, procedures, rules and regulations of the Company or any of its Affiliates applicable to employees or other service providers generally or to employees or other service providers at your grade level; (iii) the failure by you to reasonably and substantially perform your duties to the Company or its Affiliates (other than as a result of physical or mental illness or injury); (iv) your willful misconduct or gross negligence that has caused or is reasonably expected to result in material injury to the business, reputation or prospects of the Company or any of its Affiliates; (v) your fraud or misappropriation of funds; or (vi) the commission by you of a felony or other serious crime involving moral turpitude; provided that if you are a party to an Employment Agreement at the time of termination of your Service and such Employment Agreement contains a different definition of “cause” (or any derivation thereof), the definition in such Employment Agreement will control for purposes of this Award Agreement.

If you are terminated Without Cause and, within the twelve (12) month period subsequent to such termination of your Service, the Company determines that your Service could have been terminated for Cause, subject to anything to the contrary that may be contained in your Employment Agreement at the time of termination of your Service, your Service will, at the election of the Company, be deemed to have been terminated for Cause, effective as of the date the events giving rise to Cause occurred.

“Disability” means (i) a physical or mental condition entitling you to benefits under the long-term disability policy of the Company covering you or (ii) in the absence of any such policy, a physical or mental condition rendering you unable to perform your duties for the Company or any of its Affiliates for a period of six (6) consecutive months or longer; provided that if you are a party to an Employment Agreement at the time of termination of your Service and such Employment Agreement contains a different definition of “disability” (or any derivation thereof), the definition in such Employment Agreement will control for purposes of this Award Agreement.

“Retirement” means a termination of Service by you on or after the later of (i) your 55^th birthday and (ii) your completion of five years of Service with the Company or its Affiliates.

“Without Cause” means a termination of your Service by you for “Good Reason”, if you have an Employment Agreement that defines the term “Good Reason”, or by your employer (the “Employer”) other than any such termination by your Employer for Cause or due to your death or Disability; provided that if you are a party to an

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Employment Agreement at the time of termination of your Service and such Employment Agreement contains a different definition of “without cause” (or any derivation thereof), the definition in such Employment Agreement will control for purposes of this Award Agreement. Notwithstanding the foregoing, if you are a party to an Employment Agreement at the time of termination of your Service and such Employment Agreement provides that a termination of your Service by you for “Good Reason” constitutes termination of your Service “Without Cause”, such termination for Good Reason shall not constitute termination Without Cause for purposes of the acceleration of your Options following a Change in Control.

Taxes.

Regardless of any action the Company or your Employer takes with respect to any or all income tax, social security or insurance, payroll tax, payment on account or other tax-related withholding (“Tax-Related Items”), you acknowledge that the ultimate liability for all Tax-Related Items legally due by you is and remains your responsibility and that the Company and/or the Employer (1) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the Option grant, including the grant, vesting or exercise of this Option, the subsequent sale of Shares acquired pursuant to such exercise and the receipt of any dividends; and (2) do not commit to structure the terms of the grant or any aspect of this Option to reduce or eliminate your liability for Tax-Related Items.

Prior to exercise of this Option, you will pay or make adequate arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, you authorize the Company and/or the Employer to withhold all applicable Tax-Related Items legally payable by you from your wages or other cash compensation paid to you by the Company and/or the Employer or from proceeds of the sale of Shares. Alternatively, or in addition, if permissible under local law, the Company may in its sole and absolute discretion (1) sell or arrange for the sale of Shares that you acquire to meet the obligation for Tax-Related Items, and/or (2) withhold the amount of Shares necessary to satisfy the minimum withholding amount. Finally, you will pay to the Company or the Employer any amount of Tax-Related Items that the Company or the Employer may be required to withhold as a result of your participation in the Plan or your purchase of Shares that cannot be satisfied by the means previously described. The Company may refuse to honor the exercise and refuse to deliver the Shares if you fail to comply with your obligations in connection with the Tax-Related Items as described in this section.

No Guarantee of Continued Service.

You acknowledge and agree that the vesting of this Option on the Vesting Date is earned only by performing continuing Service (not through the act of being hired or being granted this Award). You further acknowledge and agree that this Award Agreement, the transactions contemplated hereunder and the Vesting Date shall not be construed as giving you the right to be retained in the employ of, or to continue to provide Service to, the Company or any Affiliate. Further, the Company or the applicable Affiliate may at any time dismiss you, free from any liability, or any claim under the Plan, unless

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otherwise expressly provided in any other agreement binding you, the Company or the applicable Affiliate. The receipt of this Award is not intended to confer any rights on you except as set forth in this Award Agreement.

Termination for Cause; Restrictive Covenants.

In consideration for the grant of this Option and for other good and valuable consideration, the sufficiency of which is acknowledged by you, you agree as follows:

Upon (i) a termination of your Service for Cause, (ii) a retroactive termination of your Service for Cause as permitted herein or under your Employment Agreement, or (iii) a violation of any post-termination restrictive covenant (including, without limitation, non-disclosure, non-competition and/or non-solicitation) contained in your Employment Agreement, any separation or termination or similar agreement you may enter into with the Company or one of its Affiliates in connection with termination of your Service, any Options you hold that are then outstanding shall be immediately forfeited and the Company may require that you repay (with interest or appreciation (if any), as applicable, determined up to the date payment is made), and you shall promptly repay, to the Company, the Fair Market Value (in cash or in Shares) of any Shares received upon the exercise of Options during the period beginning on the date that is one year before the date of your termination and ending on the first anniversary of the date of your termination, minus the applicable exercise price. The Fair Market Value of any such Shares shall be determined as of the date of exercise of such Option.

Company’s Right of Offset.

If you become entitled to a distribution of benefits under this Award, and if at such time you have any outstanding debt, obligation, or other liability representing an amount owing to the Company or any of its Affiliates, then the Company or its Affiliates, upon a determination by the Committee, and to the extent permitted by applicable law and it would not cause a violation of Section 409A of the Code, may offset such amount so owing against the amount of benefits otherwise distributable. Such determination shall be made by the Committee.

Acknowledgment of Nature of Award.

In accepting this Option, you understand, acknowledge and agree that:

(a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be modified, amended, suspended or terminated by the Company at any time, as provided in the Plan;

(b) the Option award is voluntary, occasional and discretionary and does not create any contractual or other right to receive future Option awards, or benefits in lieu of Options even if Options have been awarded repeatedly in the past;

(c) all decisions with respect to future awards, if any, will be at the sole discretion of the Company;

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(d) your participation in the Plan is voluntary;

(e) this Option is an extraordinary item that does not constitute compensation of any kind for services of any kind rendered to the Company or to the Employer;

(f) this Option is not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculation of any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments;

(g) the future value of the underlying Shares is unknown and cannot be predicted with certainty;

(h) if the underlying Shares do not increase in value, this Option will have no value;

(i) if you receive Shares, the value of such Shares acquired upon exercise may increase or decrease in value; and

(j) no claim or entitlement to compensation or damages arises from termination of this Option, and no claim or entitlement to compensation or damages shall arise from any diminution in value of this Option or Shares received upon exercise of this Option resulting from termination of your Service by the Employer and you irrevocably release the Company, the Employer and all other Affiliates from any such claim that may arise.

Securities Laws.

By accepting this Option, you acknowledge that federal securities laws and/or the Company’s policies regarding trading in its securities may limit or restrict your right to buy or sell Shares, including, without limitation, sales of Shares acquired in connection with this Option. You agree to comply with such federal securities law requirements and Company policies, as such laws and policies are amended from time to time.

Data Privacy Notice and Consent.

You hereby explicitly and unambiguously consent to the collection, use and transfer, in electronic or other form, of your personal data as described in this Award Agreement by and among, as applicable, the Employer, the Company, its Subsidiaries and its Affiliates or any third party administrator as designated by the Committee in its sole and absolute discretion for the exclusive purpose of implementing, administering and managing your participation in the Plan.

You understand that the Company, the Employer and/or any other third party administrator as designated by the Committee in its sole and absolute discretion may hold certain personal information about you, including, but not limited to, your name, home address and telephone number, date of birth, social insurance or social security number or other identification number, salary, nationality, job title, any shares of stock or

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directorships held in the Company, details of this Option or any other entitlement to Shares awarded, canceled, vested, unvested or outstanding in your favor (“Data”), for the purpose of implementing, administering and managing the Plan. You understand that Data may be transferred to any third parties assisting in the implementation, administration and management of the Plan, that these recipients may be located in your country, or elsewhere, and that the recipient’s country may have different data privacy laws and protections than your country. You understand that you may request a list with the names and addresses of any potential recipients of the Data by contacting your local human resources representative. You authorize the recipients to receive, possess, use, retain and transfer the Data, in electronic or other form, for the purposes of implementing, administering and managing your participation in the Plan, including any requisite transfer of such Data as may be required to a broker, escrow agent or other third party with whom the Shares received upon exercise of this Option may be deposited. You understand that Data will be held only as long as is necessary to implement, administer and manage your participation in the Plan. You understand that you may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing your local human resources representative. You understand that refusal or withdrawal of consent may affect your ability to participate in the Plan. Further, you understand that you are providing the consents herein on a purely voluntary basis. If you do not consent, or if you later seek to revoke your consent, your employment status or Service and career with the Employer will not be adversely affected; the only adverse consequence of refusing or withdrawing your consent is that the Company would not be able to grant you Options or other Awards or administer or maintain such Awards. For more information on the consequences of your refusal to consent or withdrawal of consent, you understand that you may contact your local human resources representative.

Limits on Transferability; Beneficiaries.

This Option shall not be pledged, hypothecated or otherwise encumbered or subject to any lien, obligation or liability to any party, or Transferred, otherwise than by your will or the laws of descent and distribution or to a Beneficiary upon your death, and this Option shall be exercised during your lifetime only by you or your guardian or legal representative, except that this Option may be Transferred to one or more Beneficiaries or other Transferees during your lifetime with the consent of the Committee, and may be exercised by such Transferees in accordance with the terms of this Award Agreement. A Beneficiary, Transferee, or other person claiming any rights under this Award Agreement shall be subject to all terms and conditions of the Plan and this Award Agreement, except as otherwise determined by the Committee, and to any additional terms and conditions deemed necessary or appropriate by the Committee.

No Transfer to any executor or administrator of your estate or to any Beneficiary by will or the laws of descent and distribution of any rights in respect of this Option shall be effective to bind the Company unless the Committee shall have been furnished with (i) written notice thereof and with a copy of the will and/or such evidence as the Committee may deem necessary to establish the validity of the Transfer

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and (ii) the written agreement of the Transferee to comply with all the terms and conditions applicable to this Option and any Shares purchased upon exercise of this Option that are or would have been applicable to you.

No Compensation Deferrals.

It is intended that the Option awarded pursuant to this Award Agreement be exempt from Section 409A of the Code (“Section 409A”) because it is believed that (i) the Exercise Price per Share may never be less than the Fair Market Value of a Share on the Grant Date and the number of Shares subject to the Option is fixed on the original Grant Date, (ii) the Transfer or exercise of the Option is subject to taxation under Section 83 of the Code and Treasury Regulation 1.83-7, and (iii) the Option does not include any feature for the deferral of compensation other than the deferral of recognition of income until the exercise of the Option. The provisions of this Award Agreement shall be interpreted in a manner consistent with this intention. In the event that the Company believes, at any time, that any benefit or right under this Award Agreement is subject to Section 409A, then the Committee may (acting alone and without any required consent by you) amend this Award Agreement in such manner as the Committee deems necessary or appropriate to be exempt from or otherwise comply with the requirements of Section 409A (including without limitation, amending the Award Agreement to increase the Exercise Price per Share to such amount as may be required in order for the Option to be exempt from Section 409A).

Notwithstanding the foregoing, the Company does not make any representation to you that the Option awarded pursuant to this Agreement is exempt from, or satisfies, the requirements of Section 409A, and the Company shall have no liability or other obligation to indemnify or hold harmless you or any Beneficiary for any tax, additional tax, interest or penalties that you or any Beneficiary may incur in the event that any provision of this Agreement, or any amendment or modification thereof or any other action taken with respect thereto, is deemed to violate any of the requirements of Section 409A.

Entire Agreement; Governing Law; Jurisdiction; Waiver of Jury Trial.

The Plan, this Award Agreement and, to the extent applicable, your Employment Agreement or any separation agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings, representations and agreements (whether oral or written) of the Company and you with respect to the subject matter hereof. This Award Agreement may not be modified in a manner that adversely affects your rights heretofore granted under the Plan, except with your consent or to comply with applicable law or to the extent permitted under other provisions of the Plan. This Award Agreement is governed by the laws of the State of Delaware, without regard to its principles of conflict of laws.

ANY ACTION OR PROCEEDING AGAINST THE PARTIES RELATING IN ANY WAY TO THIS AGREEMENT MAY BE BROUGHT EXCLUSIVELY IN THE COURTS OF THE STATE OF FLORIDA OR (TO THE EXTENT SUBJECT MATTER

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JURISDICTION EXISTS THEREFORE) THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF FLORIDA, AND YOU IRREVOCABLY SUBMIT TO THE JURISDICTION OF BOTH SUCH COURTS IN RESPECT OF ANY SUCH ACTION OR PROCEEDING. ANY ACTIONS OR PROCEEDINGS TO ENFORCE A JUDGMENT ISSUED BY ONE OF THE FOREGOING COURTS MAY BE ENFORCED IN ANY JURISDICTION.

TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW THAT CANNOT BE WAIVED, YOU HEREBY WAIVE, AND COVENANT THAT YOU WILL NOT ASSERT (WHETHER AS PLAINTIFF, DEFENDANT OR OTHERWISE), ANY RIGHT TO TRIAL BY JURY IN ANY FORUM IN RESPECT OF ANY ISSUE, CLAIM OR PROCEEDING ARISING OUT OF THIS AGREEMENT OR THE SUBJECT MATTER HEREOF, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING AND WHETHER IN CONTRACT, TORT OR OTHERWISE.

By signing this Award Agreement, you acknowledge receipt of a copy of the Plan and represent that you are familiar with the terms and conditions of the Plan, and hereby accept this Award subject to all provisions in this Award Agreement and in the Plan. You hereby agree to accept as final, conclusive and binding all decisions or interpretations of the Committee upon any questions arising under the Plan or this Award Agreement.

Electronic Delivery.

The Company may, in its sole discretion, decide to deliver any documents related to this Option or future options that may be awarded under the Plan by electronic means or request your consent to participate in the Plan by electronic means. You hereby consent to receive such documents by electronic delivery and agree to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party designated by the Company.

Agreement Severable.

In the event that any provision in this Award Agreement will be held invalid or unenforceable, such provision will be severable from, and such invalidity or unenforceability will not be construed to have any effect on, the remaining provisions of this Award Agreement.

Language.

If you have received this Award Agreement or any other document related to the Plan translated into a language other than English and if the meaning of the translated version is different than the English version, the English version will control.

Appendix A.

Notwithstanding any provision in this Award Agreement, if you work or reside outside the U.S., this Option grant shall be subject to the general non-U.S. terms and

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conditions and the special terms and conditions for your country set forth in Appendix A. Moreover, if you relocate from the U.S. to one of the countries included in Appendix A or you move between countries included in Appendix A, the general non-U.S. terms and conditions and the special terms and conditions for such country will apply to you, to the extent the Company determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons. The Appendix A constitutes part of this Award Agreement.

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APPENDIX A

ADDITIONAL TERMS AND CONDITIONS OF THE

BURGER KING WORLDWIDE, INC.

2012 OMNIBUS INCENTIVE PLAN

OPTION AWARD AGREEMENT FOR NON-U.S. PARTICIPANTS

TERMS AND CONDITIONS

This Appendix A includes additional terms and conditions that govern this Option granted to you under the Plan if you work or reside outside the U.S. and/or in one of the countries listed below. Certain capitalized terms used but not defined in this Appendix A have the meanings set forth in the 2012 Omnibus Incentive Plan and/or the Award Agreement.

If you are a citizen or resident of a country other than the one in which you are currently working, transfer employment to another country after this Option is granted to you, or are considered a resident of another country for local law purposes, the terms and conditions contained herein may not be applicable to you, and the Company shall, in its discretion, determine to what extent the terms and conditions contained herein shall apply to you.

NOTIFICATIONS

This Appendix A also includes information regarding exchange controls and certain other issues of which you should be aware with respect to participation in the Plan. The information is based on the securities, exchange control, and other laws in effect in the respective countries as of February 2013. Such laws are often complex and change frequently. As a result, the Company strongly recommends that you not rely on the information in this Appendix A as the only source of information relating to the consequences of your participation in the Plan because the information may be out of date at the time you vest in or exercise this Option or sell Shares acquired under the Plan.

In addition, the information contained herein is general in nature and may not apply to your particular situation, and the Company is not in a position to assure you of a particular result. Accordingly, you are advised to seek appropriate professional advice as to how the relevant laws in your country may apply to your situation.

Finally, if you are a citizen or resident of a country other than the one in which you are currently working, transfer employment after this Option is granted or are considered a resident of another country for local law purposes, the notifications contained herein may not be applicable to you in the same manner.

Options

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GENERAL NON-U.S. TERMS AND CONDITIONS

TERMS AND CONDITIONS

The following terms and conditions apply to you if you are located outside of the U.S.

Entire Agreement.

The following provisions supplement the entire Award Agreement, generally:

If you are located outside the U.S., in no event will any aspect of this Option be determined in accordance with your Employment Agreement (or other Service contract). The terms and conditions of this Option will be solely determined in accordance with the provisions of the Plan and the Award Agreement, including this Appendix A, which supersede and replace any prior agreement, either written or verbal (including your Employment Agreement, if applicable) in relation to this Option.

Termination.

The following provision supplements the Termination section of the Award Agreement:

Notwithstanding the provisions governing the treatment of this Option upon termination due to Retirement set forth in the Termination section of the Award Agreement, if the Company receives an opinion of counsel that there has been a legal judgment and/or legal development in a particular jurisdiction that would likely result in the treatment in case of a termination due to Retirement as set forth in the Award Agreement being deemed unlawful and/or discriminatory, then the Company will not apply the provisions for termination due to Retirement at the time of you cease to provide Services and this Option will be treated as it would under the rules that apply if your Service ends for resignation.

Termination for Cause.

The Termination for Cause section of the Award Agreement shall only be enforced, to the extent deemed permissible under applicable local law, as determined in the sole discretion of the Committee.

Taxes.

The following provisions supplement the Taxes section of the Award Agreement:

You acknowledge that your liability for Tax-Related Items may exceed the amount withheld by the Company and/or the Employer.

If you have become subject to tax in more than one jurisdiction between the Grant Date and the date of any relevant taxable or tax withholding event, as applicable, you acknowledge that the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction.

To avoid any negative accounting treatment, the Company may withhold or account for Tax-Related Items by considering applicable minimum statutory withholding amounts or

Options

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other applicable withholding rates. If the obligation for Tax-Related Items is satisfied by withholding in Shares, for tax purposes, you are deemed to have been issued the full number of Shares subject to the exercised Option, notwithstanding that a number of Shares are held back solely for the purpose of paying the Tax-Related Items due as a result of any aspect of your participation in the Plan.

Limits on Transferability; Beneficiaries.

The following provision supplements the Limits on Transferability; Beneficiaries section of the Award Agreement:

If you are located outside the U.S., this Option may not be Transferred to a designated Beneficiary and may only be Transferred upon your death to your legal heirs in accordance with applicable laws of descent and distribution. In no case may this Option be Transferred to another individual during your lifetime.

Acknowledgement of Nature of Award.

The following provisions supplement the Acknowledgment of Nature of Award section of the Award Agreement:

You acknowledge the following with respect to this Option:

(a) This Option and any Shares acquired under the Plan are not intended to replace any pension rights or compensation.

(b) In no event should this Option or any Shares acquired under the Plan be considered as compensation for, or relating in any way to, past services for the Company, the Employer or any Affiliate.

(c) Neither the Company, the Employer nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the United States Dollar that may affect the value of this Option or of any amounts due to your pursuant to exercise of this Option or the subsequent sale of any Shares acquired upon exercise.

No Advice Regarding Award.

The Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding your participation in the Plan, or your acquisition or sale of the underlying Shares. You are hereby advised to consult with your own personal tax, legal and financial advisors regarding your participation in the Plan before taking any action related to the Plan.

Governing Law.

The following provisions supplement the Governing Law section of the Award Agreement:

For purposes of litigating any dispute that arises directly or indirectly from the relationship of the parties evidenced by this grant or the Award Agreement, the parties hereby submit to and consent to the exclusive jurisdiction of the State of Florida and agree that such litigation shall be conducted only in the court of Miami-Dade County, Florida, or the federal courts for the United States for the Southern District of Florida, and no other courts, where this grant is made and/or to be performed.

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Imposition of Other Requirements.

The Company reserves the right to impose other requirements on your participation in the Plan, on this Option and on any Shares purchased upon exercise of this Option, to the extent the Company determines it is necessary or advisable in order to comply with local law or facilitate the administration of the Plan, and to require you to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

Waiver.

You acknowledge that a waiver by the Company or breach of any provision of the Award Agreement shall not operate or be construed as a waiver of any other provision of the Award Agreement, or of any subsequent breach by you or any other Participant.

COUNTRY-SPECIFIC TERMS AND CONDITIONS/NOTIFICATIONS

BRAZIL

TERMS AND CONDITIONS

Compliance with Law.

By accepting this Option you acknowledge that you agree to comply with applicable Brazilian laws and pay any and all applicable taxes legally due by you associated with the exercise of this Option, the receipt of any dividends, and the sale of Shares acquired under the Plan.

NOTIFICATIONS

Exchange Control Information.

If you are resident or domiciled in Brazil, you will be required to submit annually a declaration of assets and rights held outside of Brazil to the Central Bank of Brazil if the aggregate value of such assets and rights is equal to or greater than US$100,000. Assets and rights that must be reported include Shares.

CANADA

TERMS AND CONDITIONS

Form of Payment.

Notwithstanding anything in the Plan or the Award Agreement to the contrary, you are prohibited from surrendering Shares that you already own or attesting to the ownership of Shares to pay the Exercise Price or any Tax-Related Items in connection with this Option.

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Termination of Service.

The following provision supplements the Termination section of the Award Agreement:

In the event of your termination of Service (whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you provide Service or the terms of your Employment Agreement, if any), unless provided otherwise by the Company: (i) your right to vest in this Option (if any) will terminate effective, and (ii) the period (if any) during which you may exercise the vested Option will commence, as of the earlier of (1) the date the you receive notice of termination from the Employer, or (2) the date you are no longer actively providing Service, regardless of any notice period or period of pay in lieu of such notice required under applicable laws (including, but not limited to statutory law, regulatory law and/or common law).

The Committee shall have the exclusive discretion to determine when you are no longer actively providing Service for purposes of this Option.

The following terms and conditions apply if you are in Quebec:

Data Privacy Notice and Consent.

This provision supplements the Data Privacy section of the Award Agreement:

You hereby authorize the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel, professional or not, involved in the administration and operation of the Plan. You further authorize the Company and any Subsidiary or Affiliate and the administrator of the Plan to disclose and discuss the Plan with their advisors. You further authorize the Company and any Subsidiary or Affiliate to record such information and to keep such information in your employee file.

French Language Provision.

The following provisions will apply if you are a resident of Quebec:

The parties acknowledge that it is their express wish that the Award Agreement, as well as all documents, notices and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English.

Les parties reconnaissent avoir exigé la rédaction en anglais de la Convention, ainsi que de tous documents, avis et procédures  judiciaires, exécutés, donnés ou intentés en vertu de, ou liés directement ou indirectement à, la présente convention.

GERMANY

NOTIFICATIONS

Exchange Control Information.

Cross-border payments in excess of €12,500, including any cross-border payments in connection with the Plan, must be reported monthly to the German Central Bank. You are responsible for complying with the reporting obligations.

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MEXICO

TERMS AND CONDITIONS

No Entitlement or Claims for Compensation.

These provisions supplement the Acknowledgment of Nature of Award section of the Award Agreement including this Appendix A:

Modification. By accepting this Option, you understand and agree that any modification of the Plan or the Award Agreement or its termination shall not constitute a change or impairment of the terms and conditions of your employment.

Policy Statement. The Award of Options the Company is making under the Plan is unilateral and discretionary and, therefore, the Company reserves the absolute right to amend it and discontinue it at any time without any liability.

The Company, with registered offices at 5500 Blue Lagoon Drive, Miami, Florida 33126 U.S.A., is solely responsible for the administration of the Plan and participation in the Plan and the acquisition of Shares does not, in any way, establish an employment relationship between you and the Company since you are participating in the Plan on a wholly commercial basis and the sole Employer is Administración de Comidas Rapidas SA de CV, located at Monte Elbruz No. 132, Piso 10, Colonia Chapultepec Morales, C.F., Mexico 11570 nor does it establish any rights between you and the Employer.

Plan Document Acknowledgment. By accepting this Option, you acknowledge that you have received copies of the Plan, have reviewed the Plan and the Award Agreement in their entirety and fully understand and accept all provisions of the Plan and the Award Agreement.

In addition, by accepting the Award Agreement, you further acknowledge that you have read and specifically and expressly approve the terms and conditions in the Award Agreement, in which the following is clearly described and established: (i) participation in the Plan does not constitute an acquired right; (ii) the Plan and participation in the Plan is offered by the Company on a wholly discretionary basis; (iii) participation in the Plan is voluntary; and (iv) the Company and any Subsidiary or Affiliates are not responsible for any decrease in the value of the Shares underlying this Option.

Finally, you hereby declare that you do not reserve any action or right to bring any claim against the Company for any compensation or damages as a result of your participation in the Plan and therefore grant a full and broad release to the Employer, the Company and any Subsidiary or Affiliate with respect to any claim that may arise under the Plan.

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TÉRMINOS Y CONDICIONES

No existirá derecho o reclamos de indemnización.

Estas disposiciones son complementarias del Contrato:

Modificación. Al aceptar las opciones, usted entiende y acuerda que cualquier modificación al Plan o al Contrato, o su terminación no constituirá un cambio o impedimiento a los términos y condiciones de su empleo.

Declaración de Política. La Entrega de Opciones que la compañía hace mediante el Plan, es unilateral y discrecional y, por lo tanto, la Compañía se reserva el derecho de modificarlo o suspenderlo en cualquier momento, sin asumir ninguna responsabilidad.

La Compañía, con oficinas registradas en el domicilio 5500 Blue Lagoon Drive, Miami, Florida 33126 Estados Unidos de América, es únicamente responsable de la administración del Plan. La participación en el Plan y la adquisición de Acciones no establece, en ninguna forma, una relación laboral entre usted y la Compañía, puesto que usted está participando en el Plan en un plano meramente comercial y su único patrón es Administración de Comidas Rapidas SA de CV, located at Monte Elbruz No. 132, Piso 10, Colonia Chapultepec Morales, C.F., Mexico 11570 con quién tampoco se establece ningún derecho.

Reconocimiento del Documento del Plan. Al aceptar las Opciones, usted reconoce que ha recibido las copias de dicho Plan, ha revisado el Plan y el Contrato en su integridad y comprende y acepta plenamente todas las disposiciones del Plan y del Contrato.

Asimismo, al aceptar el Contrato, usted reconoce que ha leído y específica y expresamente aprueba los términos y condiciones en el Contrato, en el cual se establece y describe lo siguiente: (i) la participación en el Plan no constituye un derecho adquirido; (ii) el Plan, y su participación en él es ofrecido por la Compañía sobre una base plenamente discrecional; (iii) la participación en el Plan es voluntaria; y (iv) la Compañía y cualquier Subsidiaria o Afiliada no son responsables por cualquier disminución en el valor de las Acciones implícitas en las Opciones.

Finalmente, por medio del presente usted declara que renuncia a cualquier acción o derecho a presentar cualquier reclamo en contra de la Compañía por cualquier compensación o daño como resultado de su participación en el Plan y por lo tanto otorga la liberación más amplia que en derecho proceda al Patrón, la Compañía y cualquier Subsidiaria o Afiliada con respecto a cualquier reclamo que pueda surgir en torno al Plan.

NETHERLANDS

NOTIFICATIONS

Insider Trading Notification.

You should be aware of the Dutch insider trading rules, which may impact the sale of Shares issued to you at exercise of this Option. In particular, you may be prohibited from effectuating certain transactions involving Shares if you have inside information about the Company.

Under Article 5:56 of the Dutch Financial Supervision Act, anyone who has “insider information” related to an issuing company is prohibited from effectuating a transaction

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in securities in or from the Netherlands. “Inside information” is defined as knowledge of specific information concerning the issuing company to which the securities relate or the trade in securities issued by such company, which has not been made public and which, if published, would reasonably be expected to affect the share price, regardless of the development of the price. The insider could be any employee of an Affiliate in the Netherlands who has inside information as described herein.

Given the broad scope of the definition of inside information, you may have inside information and, thus, would be prohibited from effectuating a transaction in securities in the Netherlands at a time when you have such inside information.

By accepting this Option and the underlying Shares, you acknowledge having read and understood the notification above and acknowledge that it is your responsibility to comply with the Dutch insider trading rules, as discussed herein.

If you are uncertain whether the insider trading rules apply to you, you should consult your personal legal advisor.

SINGAPORE

NOTIFICATIONS

Securities Law Information.

The grant of this Option is being made pursuant to the “Qualifying Person” exemption under section 273(1)(f) of the Securities and Futures Act (Chapter 289, 2006 Ed.) (“SFA”) and is exempt from the prospectus and registration requirements under the SFA. The Plan has not been lodged or registered as a prospectus with the Monetary Authority of Singapore. You should note that this Option is subject to section 257 of the SFA and you will not be able to make (i) any subsequent sale of Shares in Singapore or (ii) any offer of such subsequent sale of Shares subject to the awards in Singapore, unless such sale or offer in is made pursuant to the exemptions under Part XIII Division (1) Subdivision (4) (other than section 280) of the SFA.

Director Notification Requirement.

If you are a director, associate director or shadow director of the Company’s Singapore Affiliate, you are subject to certain notification requirements under the Singapore Companies Act. Among these requirements is an obligation to notify the Singapore Affiliate in writing when you receive an interest (e.g., Options, Shares) in the Company or Affiliate. In addition, you must notify the Singapore Affiliate when you sell Shares (including when you sell Shares issued upon vesting and exercise of this Option). These notifications must be made within two business days of acquiring or disposing of any interest in the Company or any Affiliate. In addition, a notification of your interests in the Company or Affiliate must be made within two business days of becoming a director.

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Insider Trading Notification.

You should be aware of the Singapore insider trading rules, which may impact the acquisition or disposal of shares or rights to Shares under the Plan. Under the Singapore insider trading rules, you are prohibited from acquiring or selling Shares when you are in possession of information which is not generally available and which you know or should know will have a material effect on the price of Shares once such information is generally available.

SPAIN

TERMS AND CONDITIONS

Nature of Grant.

This provision supplements the Acknowledgment of Nature of Award section of the Award Agreement including this Appendix A:

In accepting this Option, you consent to participation in the Plan and acknowledge that you have received a copy of the Plan.

You understand and agree that, as a condition of the grant of this Option, except as provided for in the Award Agreement, the termination of your Service for any reason (including for the reasons listed below) will automatically result in the loss of this Option that has not vested on the date of termination.

In particular, you understand and agree that any unvested Option as of your termination date and any vested Option not exercised within the period set forth in the Award Agreement following your termination date will be forfeited without entitlement to the underlying Shares or to any amount as indemnification in the event of a termination by reason of, including, but not limited to: resignation, Retirement, disciplinary dismissal adjudged to be with cause, disciplinary dismissal adjudged or recognized to be without cause, individual or collective layoff on objective grounds, whether adjudged to be with cause or adjudged or recognized to be without cause, material modification of the terms of employment under Article 41 of the Workers’ Statute, relocation under Article 40 of the Workers’ Statute, Article 50 of the Workers’ Statute, unilateral withdrawal by the Employer, and under Article 10.3 of Royal Decree 1382/1985.

Furthermore, you understand that the Company has unilaterally, gratuitously and discretionally decided to grant options under the Plan to individuals who may be employees of the Company or any Affiliate. The decision is a limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or its Affiliates on an ongoing basis other than to the extent set forth in the Award Agreement. Consequently, you understand that this Option is granted on the assumption and condition that this Option and the Shares issued upon exercise shall not become a part of any employment or Service contract (either with the Company, the Employer or any other Affiliate) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. In addition, you understand that the grant

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of this Option would not be made to you but for the assumptions and conditions referred to above; thus, you acknowledge and freely accept that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant to you of this Option shall be null and void.

NOTIFICATIONS

Securities Law Information.

This Option and the Shares described in the Award Agreement and this Appendix do not qualify under Spanish regulations as securities. No “offer of securities to the public,” as defined under Spanish law, has taken place or will take place in the Spanish territory. The Award Agreement (including this Appendix) has not been nor will it be registered with the Comisión Nacional del Mercado de Valores, and does not constitute a public offering prospectus.

Exchange Control Information.

To participate in the Plan, you must comply with exchange control regulations in Spain. The acquisition of Shares and the sale of Shares must be declared for statistical purposes to the Dirección General de Comercio e Inversiones (the “DGCI”). Because you will not purchase or sell the Shares through the use of a Spanish financial institution, you must make the declaration by filing a D-6 form with the DGCI. Generally, the D-6 form must be filed each January while the Shares are owned or to report the sale of Shares.

Effective January 1, 2013, you also will be required to declare electronically to the Bank of Spain any securities accounts (including brokerage accounts held abroad), as well as the shares held in such accounts, depending on the value of the transactions during the prior tax year or the balances in such accounts as of December 31 of the prior tax year. This report may first be due beginning in 2013 with respect to transactions during 2012 and balances as of December 31, 2012. You should consult with your personal legal advisor regarding the applicable thresholds and corresponding reporting requirements.

When receiving foreign currency payments derived from the ownership of Shares (i.e., dividends or sale proceeds) exceeding €50,000, you must inform the financial institution receiving the payment of the basis upon which such payment is made. You will need to provide the institution with the following information: (i) your name, address, and fiscal identification number; (ii) the name and corporate domicile of the Company; (iii) the amount of the payment; (iv) the currency used; (v) the country of origin; (vi) the reasons for the payment; and (vii) any further information that may be required.

Foreign Asset Reporting Requirement.

Effective January 1, 2013, you are required to report assets or rights deposited or held outside of Spain (including Shares acquired under the Plan or cash proceeds from the sale of Shares acquired under the Plan) if the value of such right or asset exceeds €20,000 on an individual basis. This new obligation applies to rights and assets held as of December 31 and requires that information on such rights and assets be included in your tax return filed with the Spanish tax authorities the following year. This report may first be due in 2013 with respect to assets and rights held as of December 31, 2012.

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SWITZERLAND

NOTIFICATIONS

Securities Law Information.

The offer of this Option is considered a private offering in Switzerland and is therefore not subject to registration in Switzerland.

UNITED KINGDOM

TERMS & CONDITIONS

Tax Acknowledgment.

The following provisions supplement the Taxes section of the Award Agreement:

You shall pay to the Company or the Employer the amount of income tax that the Company or the Employer may be required to account to HM Revenue & Customs (“HMRC”) with respect to the event giving rise to the income tax (the “Taxable Event”) that cannot be satisfied by the means described in the Award Agreement. If payment or withholding of the income tax is not made within ninety (90) days of the Taxable Event or such other period specified in Section 222(1)(c) of the U.K. Income Tax (Earnings and Pensions) Act 2003 (the “Due Date”), then the amount that should have been withheld shall constitute a loan owed by you to the Employer, effective on the Due Date. You agree that the loan will bear interest at the HMRC official rate and will be immediately due and repayable by you, and the Company and/or the Employer may recover it at any time thereafter by any of the means set forth in Award Agreement.

Notwithstanding the foregoing, if you are an executive officer or director (as within the meaning of Section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), the terms of the immediately foregoing provision will not apply. In the event that you are an executive officer or director, as defined above, and income tax due is not collected from or paid by you by the Due Date, the amount of any uncollected income tax may constitute a benefit to you on which additional income tax and National Insurance contributions may be payable. You will be responsible for reporting and paying any income tax due on this additional benefit directly to HMRC under the self-assessment regime and for reimbursing the Company or the Employer, as applicable, for the value of any employee National Insurance contributions due on this additional benefit.

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EX-10.26

Exhibit 10.26

BURGER KING WORLDWIDE, INC.

2012 OMNIBUS INCENTIVE PLAN

OPTION AWARD AGREEMENT

Unless defined in this Option Award Agreement (this “Award Agreement”), capitalized terms will have the same meanings ascribed to them in the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan (as may be amended from time to time, the “Plan”).

Pursuant to Section 6 of the Plan, you have been granted a Non-Qualified Stock Option (the “Option”) on the following terms and subject to the provisions of the Plan, which is incorporated herein by reference. This Option is granted in connection with your purchase of Shares in the Company’s 2012 Bonus Swap Program (the “Related Shares”). In the event of a conflict between the provisions of the Plan and this Award Agreement, the provisions of the Plan will govern.

Total Number of Shares Underlying Options:	[                ] Shares
Exercise Price per Share:	$[        ] per Share
Grant Date:	March 1, 2013
Expiration Date:	February 28, 2023
Vesting Date:	December 31, 2017, subject to your continued Service through the Vesting Date and further subject to the Section entitled “Termination” in Exhibit A.

By execution of this Award Agreement, you and the Company agree that this Option is granted under and governed by the terms and conditions of the Plan and the terms and conditions set forth in the attached as Exhibit A.

PARTICIPANT	BURGER KING WORLDWIDE, INC.
	By:
Name:		Name:
		Title:

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EXHIBIT A

TERMS AND CONDITIONS OF THE

OPTION AWARD AGREEMENT

Vesting.

This Option will vest and become exercisable on the “Vesting Date” set forth in this Award Agreement. Any portion of this Option that becomes exercisable in accordance with the foregoing will remain exercisable until the Expiration Date, unless earlier terminated pursuant to the Plan or this Award Agreement (including, without limitation, the section below entitled “Termination”). Subject to the section below entitled “Termination,” this Option may be exercised only while you are employed by the Company or any of its Affiliates. Prior to the exercise of this Option, you will not have any rights of a shareholder with respect to this Option or the Shares subject thereto.

Method of Exercise.

This Option will be exercisable pursuant to procedures approved by the Committee and communicated to you. No Shares will be delivered pursuant to the exercise of this Option unless (i) you have complied with your obligations under this Award Agreement, (ii) the exercise of this Option and the delivery of such Shares complies with applicable law, and (iii) full payment (or satisfactory provision therefor) of the aggregate exercise price of the Option and any Tax-Related Items (as defined below) have been received by the Company. Until such time as the Shares are delivered to you (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company), you will have no right to vote or receive dividends or any other rights as a shareholder with respect to such Shares, notwithstanding the exercise of this Option.

Adjustment for Certain Events.

If and to the extent that it would not cause a violation of Section 409A of the Code or other applicable law, if any of the events described in Section 5(d) of the Plan shall occur, the Committee shall make an adjustment as described in such Section 5(d) to prevent dilution or enlargement of the benefits provided under this Option.

Termination.

Upon termination of your Service (other than as set forth below) prior to the Vesting Date, you will forfeit this Option without any consideration due to you.

If your Service terminates prior to the Vesting Date Without Cause (as defined below) or by reason of your death, Retirement or Disability (as defined below), you (or, if applicable, such other person who is entitled to exercise this Option) shall be vested in the number of Shares as if the Shares subject to the Option vested 20% on each of

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December 31, 2013, December 31, 2014, December 31, 2015, December 31, 2016 and December 31, 2017, respectively, and you (or, if applicable, such other person who is entitled to exercise this Option) may exercise the Option to the extent vested on the date of termination of your Service as provided for below.

Subject to any terms and conditions that the Committee may impose in accordance with Section 13 of the Plan, in the event that a Change in Control occurs and, within twelve (12) months following the date of such Change in Control, your Service is terminated by the Company Without Cause (as defined herein), this Option shall vest in full upon such termination. In the event that there is a conflict between the terms of this Award Agreement regarding the effect of a Change in Control on this Option and the terms of any Employment Agreement, the terms of this Option Award Agreement will govern.

To the extent this Option is or becomes exercisable on the date of termination of your Service, then, if you (or, if applicable, such other person who is entitled to exercise this Option) do not exercise this Option on or prior to the expiration of the Option Exercise Period (as set forth below), this Option will terminate. In no event may you exercise this Option after the Expiration Date.

Type of Termination	Option Exercise Period
Without Cause	90 day period beginning on the date of termination
Resignation	90 day period beginning on the date of termination
Retirement	One year period beginning on the date of termination
Disability	One year period beginning on the date of termination
Death	One year period beginning on the date of termination
For Cause	None, the Option expires immediately

The date of termination of your Service will not be extended by any notice period mandated under local law (e.g., active employment would not include a period of “garden leave” or similar period pursuant to local law). The Committee shall have the exclusive discretion to determine the date of termination of your Service for purposes of this Option.

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In the event that there is a conflict between the terms of this Award Agreement regarding the effect of a termination of your Service on this Option and the terms of any Employment Agreement, the terms of your Employment Agreement will govern.

For purposes of this Award Agreement, the following terms shall have the following meanings:

“Cause” means (i) a material breach by you of any of your obligations under any written employment agreement with the Company or any of its Affiliates, (ii) a material violation by you of any of the policies, procedures, rules and regulations of the Company or any of its Affiliates applicable to employees or other service providers generally or to employees or other service providers at your grade level; (iii) the failure by you to reasonably and substantially perform your duties to the Company or its Affiliates (other than as a result of physical or mental illness or injury); (iv) your willful misconduct or gross negligence that has caused or is reasonably expected to result in material injury to the business, reputation or prospects of the Company or any of its Affiliates; (v) your fraud or misappropriation of funds; or (vi) the commission by you of a felony or other serious crime involving moral turpitude; provided that if you are a party to an Employment Agreement at the time of termination of your Service and such Employment Agreement contains a different definition of “cause” (or any derivation thereof), the definition in such Employment Agreement will control for purposes of this Award Agreement.

If you are terminated Without Cause and, within the twelve (12) month period subsequent to such termination of your Service, the Company determines that your Service could have been terminated for Cause, subject to anything to the contrary that may be contained in your Employment Agreement at the time of termination of your Service, your Service will, at the election of the Company, be deemed to have been terminated for Cause, effective as of the date the events giving rise to Cause occurred.

“Disability” means (i) a physical or mental condition entitling you to benefits under the long-term disability policy of the Company covering you or (ii) in the absence of any such policy, a physical or mental condition rendering you unable to perform your duties for the Company or any of its Affiliates for a period of six (6) consecutive months or longer; provided that if you are a party to an Employment Agreement at the time of termination of your Service and such Employment Agreement contains a different definition of “disability” (or any derivation thereof), the definition in such Employment Agreement will control for purposes of this Award Agreement.

“Option Shares” means the Shares underlying this Option.

“Option Vesting Date” means December 31, 2017 or such earlier vesting as may be provided in this Award Agreement.

“Retirement” means a termination of Service by you on or after the later of (i) your 55^th birthday and (ii) your completion of five years of Service with the Company or its Affiliates.

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“Without Cause” means a termination of your Service by you for “Good Reason”, if you have an Employment Agreement that defines the term “Good Reason”, or by your employer (the “Employer”) other than any such termination by your Employer for Cause or due to your death or Disability; provided that if you are a party to an Employment Agreement at the time of termination of your Service and such Employment Agreement contains a different definition of “without cause” (or any derivation thereof), the definition in such Employment Agreement will control for purposes of this Award Agreement. Notwithstanding the foregoing, if you are a party to an Employment Agreement at the time of termination of your Service and such Employment Agreement provides that a termination of your Service by you for “Good Reason” constitutes termination of your Service “Without Cause”, such termination for Good Reason shall not constitute termination Without Cause for purposes of the acceleration of your Options following a Change in Control.

Forfeiture of Unvested Option Shares upon the Transfer of Related Shares.

If you Transfer (other than pursuant to the laws of descent) any of the Related Shares before the Option Vesting Date, you will immediately forfeit the number of Option Shares equal to the product of (i) the total number of Option Shares and (ii) a fraction, (A) the numerator of which is the aggregate number of Related Shares Transferred and (B) the denominator of which is the aggregate number of Related Shares originally purchased.

Taxes.

Regardless of any action the Company or your Employer takes with respect to any or all income tax, social security or insurance, payroll tax, payment on account or other tax-related withholding (“Tax-Related Items”), you acknowledge that the ultimate liability for all Tax-Related Items legally due by you is and remains your responsibility and that the Company and/or the Employer (1) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the Option grant, including the grant, vesting or exercise of this Option, the subsequent sale of Shares acquired pursuant to such exercise and the receipt of any dividends; and (2) do not commit to structure the terms of the grant or any aspect of this Option to reduce or eliminate your liability for Tax-Related Items.

Prior to exercise of this Option, you will pay or make adequate arrangements satisfactory to the Company and/or the Employer to satisfy all Tax-Related Items. In this regard, you authorize the Company and/or the Employer to withhold all applicable Tax-Related Items legally payable by you from your wages or other cash compensation paid to you by the Company and/or the Employer or from proceeds of the sale of Shares. Alternatively, or in addition, if permissible under local law, the Company may in its sole and absolute discretion (1) sell or arrange for the sale of Shares that you acquire to meet the obligation for Tax-Related Items, and/or (2) withhold the amount of Shares necessary to satisfy the minimum withholding amount. Finally, you will pay to the Company or the Employer any amount of Tax-Related Items that the Company or the Employer may be

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required to withhold as a result of your participation in the Plan or your purchase of Shares that cannot be satisfied by the means previously described. The Company may refuse to honor the exercise and refuse to deliver the Shares if you fail to comply with your obligations in connection with the Tax-Related Items as described in this section.

No Guarantee of Continued Service.

You acknowledge and agree that the vesting of this Option on the Vesting Date is earned only by performing continuing Service (not through the act of being hired or being granted this Award). You further acknowledge and agree that this Award Agreement, the transactions contemplated hereunder and the Vesting Date shall not be construed as giving you the right to be retained in the employ of, or to continue to provide Service to, the Company or any Affiliate. Further, the Company or the applicable Affiliate may at any time dismiss you, free from any liability, or any claim under the Plan, unless otherwise expressly provided in any other agreement binding you, the Company or the applicable Affiliate. The receipt of this Award is not intended to confer any rights on you except as set forth in this Award Agreement.

Termination for Cause; Restrictive Covenants.

In consideration for the grant of this Option and for other good and valuable consideration, the sufficiency of which is acknowledged by you, you agree as follows:

Upon (i) a termination of your Service for Cause, (ii) a retroactive termination of your Service for Cause as permitted herein or under your Employment Agreement, or (iii) a violation of any post-termination restrictive covenant (including, without limitation, non-disclosure, non-competition and/or non-solicitation) contained in your Employment Agreement, any separation or termination or similar agreement you may enter into with the Company or one of its Affiliates in connection with termination of your Service, any Options you hold that are then outstanding shall be immediately forfeited and the Company may require that you repay (with interest or appreciation (if any), as applicable, determined up to the date payment is made), and you shall promptly repay, to the Company, the Fair Market Value (in cash or in Shares) of any Shares received upon the exercise of Options during the period beginning on the date that is one year before the date of your termination and ending on the first anniversary of the date of your termination, minus the applicable exercise price. The Fair Market Value of any such Shares shall be determined as of the date of exercise of such Option.

Company’s Right of Offset.

If you become entitled to a distribution of benefits under this Award, and if at such time you have any outstanding debt, obligation, or other liability representing an amount owing to the Company or any of its Affiliates, then the Company or its Affiliates, upon a determination by the Committee, and to the extent permitted by applicable law and it would not cause a violation of Section 409A of the Code, may offset such amount so owing against the amount of benefits otherwise distributable. Such determination shall be made by the Committee.

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Acknowledgment of Nature of Award.

In accepting this Option, you understand, acknowledge and agree that:

(a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be modified, amended, suspended or terminated by the Company at any time, as provided in the Plan;

(b) the Option award is voluntary, occasional and discretionary and does not create any contractual or other right to receive future Option awards, or benefits in lieu of Options even if Options have been awarded repeatedly in the past;

(c) all decisions with respect to future awards, if any, will be at the sole discretion of the Company;

(d) your participation in the Plan is voluntary;

(e) this Option is an extraordinary item that does not constitute compensation of any kind for services of any kind rendered to the Company or to the Employer;

(f) this Option is not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculation of any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments;

(g) the future value of the underlying Shares is unknown and cannot be predicted with certainty;

(h) if the underlying Shares do not increase in value, this Option will have no value;

(i) if you receive Shares, the value of such Shares acquired upon exercise may increase or decrease in value; and

(j) no claim or entitlement to compensation or damages arises from termination of this Option, and no claim or entitlement to compensation or damages shall arise from any diminution in value of this Option or Shares received upon exercise of this Option resulting from termination of your Service by the Employer and you irrevocably release the Company, the Employer and all other Affiliates from any such claim that may arise.

Securities Laws.

By accepting this Option, you acknowledge that federal securities laws and/or the Company’s policies regarding trading in its securities may limit or restrict your right to buy or sell Shares, including, without limitation, sales of Shares acquired in connection with this Option. You agree to comply with such federal securities law requirements and Company policies, as such laws and policies are amended from time to time.

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Data Privacy Notice and Consent.

You hereby explicitly and unambiguously consent to the collection, use and transfer, in electronic or other form, of your personal data as described in this Award Agreement by and among, as applicable, the Employer, the Company, its Subsidiaries and its Affiliates or any third party administrator as designated by the Committee in its sole and absolute discretion for the exclusive purpose of implementing, administering and managing your participation in the Plan.

You understand that the Company, the Employer and/or any other third party administrator as designated by the Committee in its sole and absolute discretion may hold certain personal information about you, including, but not limited to, your name, home address and telephone number, date of birth, social insurance or social security number or other identification number, salary, nationality, job title, any shares of stock or directorships held in the Company, details of this Option or any other entitlement to Shares awarded, canceled, vested, unvested or outstanding in your favor (“Data”), for the purpose of implementing, administering and managing the Plan. You understand that Data may be transferred to any third parties assisting in the implementation, administration and management of the Plan, that these recipients may be located in your country, or elsewhere, and that the recipient’s country may have different data privacy laws and protections than your country. You understand that you may request a list with the names and addresses of any potential recipients of the Data by contacting your local human resources representative. You authorize the recipients to receive, possess, use, retain and transfer the Data, in electronic or other form, for the purposes of implementing, administering and managing your participation in the Plan, including any requisite transfer of such Data as may be required to a broker, escrow agent or other third party with whom the Shares received upon exercise of this Option may be deposited. You understand that Data will be held only as long as is necessary to implement, administer and manage your participation in the Plan. You understand that you may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing your local human resources representative. You understand that refusal or withdrawal of consent may affect your ability to participate in the Plan. Further, you understand that you are providing the consents herein on a purely voluntary basis. If you do not consent, or if you later seek to revoke your consent, your employment status or Service and career with the Employer will not be adversely affected; the only adverse consequence of refusing or withdrawing your consent is that the Company would not be able to grant you Options or other Awards or administer or maintain such Awards. For more information on the consequences of your refusal to consent or withdrawal of consent, you understand that you may contact your local human resources representative.

Limits on Transferability; Beneficiaries.

This Option shall not be pledged, hypothecated or otherwise encumbered or subject to any lien, obligation or liability to any party, or Transferred, otherwise than by your will or the laws of descent and distribution or to a Beneficiary upon your death, and

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this Option shall be exercised during your lifetime only by you or your guardian or legal representative, except that this Option may be Transferred to one or more Beneficiaries or other Transferees during your lifetime with the consent of the Committee, and may be exercised by such Transferees in accordance with the terms of this Award Agreement. A Beneficiary, Transferee, or other person claiming any rights under this Award Agreement shall be subject to all terms and conditions of the Plan and this Award Agreement, except as otherwise determined by the Committee, and to any additional terms and conditions deemed necessary or appropriate by the Committee.

No Transfer to any executor or administrator of your estate or to any Beneficiary by will or the laws of descent and distribution of any rights in respect of this Option shall be effective to bind the Company unless the Committee shall have been furnished with (i) written notice thereof and with a copy of the will and/or such evidence as the Committee may deem necessary to establish the validity of the Transfer and (ii) the written agreement of the Transferee to comply with all the terms and conditions applicable to this Option and any Shares purchased upon exercise of this Option that are or would have been applicable to you.

No Compensation Deferrals.

It is intended that the Option awarded pursuant to this Award Agreement be exempt from Section 409A of the Code (“Section 409A”) because it is believed that (i) the Exercise Price per Share may never be less than the Fair Market Value of a Share on the Grant Date and the number of Shares subject to the Option is fixed on the original Grant Date, (ii) the Transfer or exercise of the Option is subject to taxation under Section 83 of the Code and Treasury Regulation 1.83-7, and (iii) the Option does not include any feature for the deferral of compensation other than the deferral of recognition of income until the exercise of the Option. The provisions of this Award Agreement shall be interpreted in a manner consistent with this intention. In the event that the Company believes, at any time, that any benefit or right under this Award Agreement is subject to Section 409A, then the Committee may (acting alone and without any required consent by you) amend this Award Agreement in such manner as the Committee deems necessary or appropriate to be exempt from or otherwise comply with the requirements of Section 409A (including without limitation, amending the Award Agreement to increase the Exercise Price per Share to such amount as may be required in order for the Option to be exempt from Section 409A).

Notwithstanding the foregoing, the Company does not make any representation to you that the Option awarded pursuant to this Agreement is exempt from, or satisfies, the requirements of Section 409A, and the Company shall have no liability or other obligation to indemnify or hold harmless you or any Beneficiary for any tax, additional tax, interest or penalties that you or any Beneficiary may incur in the event that any provision of this Agreement, or any amendment or modification thereof or any other action taken with respect thereto, is deemed to violate any of the requirements of Section 409A.

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Entire Agreement; Governing Law; Jurisdiction; Waiver of Jury Trial.

The Plan, this Award Agreement and, to the extent applicable, your Employment Agreement or any separation agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings, representations and agreements (whether oral or written) of the Company and you with respect to the subject matter hereof. This Award Agreement may not be modified in a manner that adversely affects your rights heretofore granted under the Plan, except with your consent or to comply with applicable law or to the extent permitted under other provisions of the Plan. This Award Agreement is governed by the laws of the State of Delaware, without regard to its principles of conflict of laws.

ANY ACTION OR PROCEEDING AGAINST THE PARTIES RELATING IN ANY WAY TO THIS AGREEMENT MAY BE BROUGHT EXCLUSIVELY IN THE COURTS OF THE STATE OF FLORIDA OR (TO THE EXTENT SUBJECT MATTER JURISDICTION EXISTS THEREFORE) THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF FLORIDA, AND YOU IRREVOCABLY SUBMIT TO THE JURISDICTION OF BOTH SUCH COURTS IN RESPECT OF ANY SUCH ACTION OR PROCEEDING. ANY ACTIONS OR PROCEEDINGS TO ENFORCE A JUDGMENT ISSUED BY ONE OF THE FOREGOING COURTS MAY BE ENFORCED IN ANY JURISDICTION.

TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW THAT CANNOT BE WAIVED, YOU HEREBY WAIVE, AND COVENANT THAT YOU WILL NOT ASSERT (WHETHER AS PLAINTIFF, DEFENDANT OR OTHERWISE), ANY RIGHT TO TRIAL BY JURY IN ANY FORUM IN RESPECT OF ANY ISSUE, CLAIM OR PROCEEDING ARISING OUT OF THIS AGREEMENT OR THE SUBJECT MATTER HEREOF, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING AND WHETHER IN CONTRACT, TORT OR OTHERWISE.

By signing this Award Agreement, you acknowledge receipt of a copy of the Plan and represent that you are familiar with the terms and conditions of the Plan, and hereby accept this Award subject to all provisions in this Award Agreement and in the Plan. You hereby agree to accept as final, conclusive and binding all decisions or interpretations of the Committee upon any questions arising under the Plan or this Award Agreement.

Electronic Delivery.

The Company may, in its sole discretion, decide to deliver any documents related to this Option or future options that may be awarded under the Plan by electronic means or request your consent to participate in the Plan by electronic means. You hereby consent to receive such documents by electronic delivery and agree to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party designated by the Company.

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Agreement Severable.

In the event that any provision in this Award Agreement will be held invalid or unenforceable, such provision will be severable from, and such invalidity or unenforceability will not be construed to have any effect on, the remaining provisions of this Award Agreement.

Language.

If you have received this Award Agreement or any other document related to the Plan translated into a language other than English and if the meaning of the translated version is different than the English version, the English version will control.

Appendix A.

Notwithstanding any provision in this Award Agreement, if you work or reside outside the U.S., this Option grant shall be subject to the general non-U.S. terms and conditions and the special terms and conditions for your country set forth in Appendix A. Moreover, if you relocate from the U.S. to one of the countries included in Appendix A or you move between countries included in Appendix A, the general non-U.S. terms and conditions and the special terms and conditions for such country will apply to you, to the extent the Company determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons. The Appendix A constitutes part of this Award Agreement.

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APPENDIX A

ADDITIONAL TERMS AND CONDITIONS OF THE

BURGER KING WORLDWIDE, INC.

2012 OMNIBUS INCENTIVE PLAN

OPTION AWARD AGREEMENT FOR NON-U.S. PARTICIPANTS

TERMS AND CONDITIONS

This Appendix A includes additional terms and conditions that govern this Option granted to you under the Plan if you work or reside outside the U.S. and/or in one of the countries listed below. Certain capitalized terms used but not defined in this Appendix A have the meanings set forth in the 2012 Omnibus Incentive Plan and/or the Award Agreement.

If you are a citizen or resident of a country other than the one in which you are currently working, transfer employment to another country after this Option is granted to you, or are considered a resident of another country for local law purposes, the terms and conditions contained herein may not be applicable to you, and the Company shall, in its discretion, determine to what extent the terms and conditions contained herein shall apply to you.

NOTIFICATIONS

This Appendix A also includes information regarding exchange controls and certain other issues of which you should be aware with respect to participation in the Plan. The information is based on the securities, exchange control, and other laws in effect in the respective countries as of February 2013. Such laws are often complex and change frequently. As a result, the Company strongly recommends that you not rely on the information in this Appendix A as the only source of information relating to the consequences of your participation in the Plan because the information may be out of date at the time you vest in or exercise this Option or sell Shares acquired under the Plan.

In addition, the information contained herein is general in nature and may not apply to your particular situation, and the Company is not in a position to assure you of a particular result. Accordingly, you are advised to seek appropriate professional advice as to how the relevant laws in your country may apply to your situation.

Finally, if you are a citizen or resident of a country other than the one in which you are currently working, transfer employment after this Option is granted or are considered a resident of another country for local law purposes, the notifications contained herein may not be applicable to you in the same manner.

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GENERAL NON-U.S. TERMS AND CONDITIONS

TERMS AND CONDITIONS

The following terms and conditions apply to you if you are located outside of the U.S.

Entire Agreement.

The following provisions supplement the entire Award Agreement, generally:

If you are located outside the U.S., in no event will any aspect of this Option be determined in accordance with your Employment Agreement (or other Service contract). The terms and conditions of this Option will be solely determined in accordance with the provisions of the Plan and the Award Agreement, including this Appendix A, which supersede and replace any prior agreement, either written or verbal (including your Employment Agreement, if applicable) in relation to this Option.

Termination.

The following provision supplements the Termination section of the Award Agreement:

Notwithstanding the provisions governing the treatment of this Option upon termination due to Retirement set forth in the Termination section of the Award Agreement, if the Company receives an opinion of counsel that there has been a legal judgment and/or legal development in a particular jurisdiction that would likely result in the treatment in case of a termination due to Retirement as set forth in the Award Agreement being deemed unlawful and/or discriminatory, then the Company will not apply the provisions for termination due to Retirement at the time of you cease to provide Services and this Option will be treated as it would under the rules that apply if your Service ends for resignation.

Termination for Cause.

The Termination for Cause section of the Award Agreement shall only be enforced, to the extent deemed permissible under applicable local law, as determined in the sole discretion of the Committee.

Taxes.

The following provisions supplement the Taxes section of the Award Agreement:

You acknowledge that your liability for Tax-Related Items may exceed the amount withheld by the Company and/or the Employer.

If you have become subject to tax in more than one jurisdiction between the Grant Date and the date of any relevant taxable or tax withholding event, as applicable, you acknowledge that the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction.

To avoid any negative accounting treatment, the Company may withhold or account for Tax-Related Items by considering applicable minimum statutory withholding amounts or

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other applicable withholding rates. If the obligation for Tax-Related Items is satisfied by withholding in Shares, for tax purposes, you are deemed to have been issued the full number of Shares subject to the exercised Option, notwithstanding that a number of Shares are held back solely for the purpose of paying the Tax-Related Items due as a result of any aspect of your participation in the Plan.

Limits on Transferability; Beneficiaries.

The following provision supplements the Limits on Transferability; Beneficiaries section of the Award Agreement:

If you are located outside the U.S., this Option may not be Transferred to a designated Beneficiary and may only be Transferred upon your death to your legal heirs in accordance with applicable laws of descent and distribution. In no case may this Option be Transferred to another individual during your lifetime.

Acknowledgement of Nature of Award.

The following provisions supplement the Acknowledgment of Nature of Award section of the Award Agreement:

You acknowledge the following with respect to this Option:

(a) This Option and any Shares acquired under the Plan are not intended to replace any pension rights or compensation.

(b) In no event should this Option or any Shares acquired under the Plan be considered as compensation for, or relating in any way to, past services for the Company, the Employer or any Affiliate.

(c) Neither the Company, the Employer nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the United States Dollar that may affect the value of this Option or of any amounts due to your pursuant to exercise of this Option or the subsequent sale of any Shares acquired upon exercise.

No Advice Regarding Award.

The Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding your participation in the Plan, or your acquisition or sale of the underlying Shares. You are hereby advised to consult with your own personal tax, legal and financial advisors regarding your participation in the Plan before taking any action related to the Plan.

Governing Law.

The following provisions supplement the Governing Law section of the Award Agreement:

For purposes of litigating any dispute that arises directly or indirectly from the relationship of the parties evidenced by this grant or the Award Agreement, the parties hereby submit to and consent to the exclusive jurisdiction of the State of Florida and agree that such litigation shall be conducted only in the court of Miami-Dade County, Florida, or the federal courts for the United States for the Southern District of Florida, and no other courts, where this grant is made and/or to be performed.

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Imposition of Other Requirements.

The Company reserves the right to impose other requirements on your participation in the Plan, on this Option and on any Shares purchased upon exercise of this Option, to the extent the Company determines it is necessary or advisable in order to comply with local law or facilitate the administration of the Plan, and to require you to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

Waiver.

You acknowledge that a waiver by the Company or breach of any provision of the Award Agreement shall not operate or be construed as a waiver of any other provision of the Award Agreement, or of any subsequent breach by you or any other Participant.

COUNTRY-SPECIFIC TERMS AND CONDITIONS/NOTIFICATIONS

BRAZIL

TERMS AND CONDITIONS

Compliance with Law.

By accepting this Option you acknowledge that you agree to comply with applicable Brazilian laws and pay any and all applicable taxes legally due by you associated with the exercise of this Option, the receipt of any dividends, and the sale of Shares acquired under the Plan.

NOTIFICATIONS

Exchange Control Information.

If you are resident or domiciled in Brazil, you will be required to submit annually a declaration of assets and rights held outside of Brazil to the Central Bank of Brazil if the aggregate value of such assets and rights is equal to or greater than US$100,000. Assets and rights that must be reported include Shares.

CANADA

TERMS AND CONDITIONS

Form of Payment.

Notwithstanding anything in the Plan or the Award Agreement to the contrary, you are prohibited from surrendering Shares that you already own or attesting to the ownership of Shares to pay the Exercise Price or any Tax-Related Items in connection with this Option.

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Termination of Service.

The following provision supplements the Termination section of the Award Agreement:

In the event of your termination of Service (whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you provide Service or the terms of your Employment Agreement, if any), unless provided otherwise by the Company: (i) your right to vest in this Option (if any) will terminate effective, and (ii) the period (if any) during which you may exercise the vested Option will commence, as of the earlier of (1) the date the you receive notice of termination from the Employer, or (2) the date you are no longer actively providing Service, regardless of any notice period or period of pay in lieu of such notice required under applicable laws (including, but not limited to statutory law, regulatory law and/or common law).

The Committee shall have the exclusive discretion to determine when you are no longer actively providing Service for purposes of this Option.

The following terms and conditions apply if you are in Quebec:

Data Privacy Notice and Consent.

This provision supplements the Data Privacy section of the Award Agreement:

You hereby authorize the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel, professional or not, involved in the administration and operation of the Plan. You further authorize the Company and any Subsidiary or Affiliate and the administrator of the Plan to disclose and discuss the Plan with their advisors. You further authorize the Company and any Subsidiary or Affiliate to record such information and to keep such information in your employee file.

French Language Provision.

The following provisions will apply if you are a resident of Quebec:

The parties acknowledge that it is their express wish that the Award Agreement, as well as all documents, notices and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English.

Les parties reconnaissent avoir exigé la rédaction en anglais de la Convention, ainsi que de tous documents, avis et procédures  judiciaires, exécutés, donnés ou intentés en vertu de, ou liés directement ou indirectement à, la présente convention.

GERMANY

NOTIFICATIONS

Exchange Control Information.

Cross-border payments in excess of €12,500, including any cross-border payments in connection with the Plan, must be reported monthly to the German Central Bank. You are responsible for complying with the reporting obligations.

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MEXICO

TERMS AND CONDITIONS

No Entitlement or Claims for Compensation.

These provisions supplement the Acknowledgment of Nature of Award section of the Award Agreement including this Appendix A:

Modification. By accepting this Option, you understand and agree that any modification of the Plan or the Award Agreement or its termination shall not constitute a change or impairment of the terms and conditions of your employment.

Policy Statement. The Award of Options the Company is making under the Plan is unilateral and discretionary and, therefore, the Company reserves the absolute right to amend it and discontinue it at any time without any liability.

The Company, with registered offices at 5500 Blue Lagoon Drive, Miami, Florida 33126 U.S.A., is solely responsible for the administration of the Plan and participation in the Plan and the acquisition of Shares does not, in any way, establish an employment relationship between you and the Company since you are participating in the Plan on a wholly commercial basis and the sole Employer is Administración de Comidas Rapidas SA de CV, located at Monte Elbruz No. 132, Piso 10, Colonia Chapultepec Morales, C.F., Mexico 11570 nor does it establish any rights between you and the Employer.

Plan Document Acknowledgment. By accepting this Option, you acknowledge that you have received copies of the Plan, have reviewed the Plan and the Award Agreement in their entirety and fully understand and accept all provisions of the Plan and the Award Agreement.

In addition, by accepting the Award Agreement, you further acknowledge that you have read and specifically and expressly approve the terms and conditions in the Award Agreement, in which the following is clearly described and established: (i) participation in the Plan does not constitute an acquired right; (ii) the Plan and participation in the Plan is offered by the Company on a wholly discretionary basis; (iii) participation in the Plan is voluntary; and (iv) the Company and any Subsidiary or Affiliates are not responsible for any decrease in the value of the Shares underlying this Option.

Finally, you hereby declare that you do not reserve any action or right to bring any claim against the Company for any compensation or damages as a result of your participation in the Plan and therefore grant a full and broad release to the Employer, the Company and any Subsidiary or Affiliate with respect to any claim that may arise under the Plan.

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TÉRMINOS Y CONDICIONES

No existirá derecho o reclamos de indemnización.

Estas disposiciones son complementarias del Contrato:

Modificación. Al aceptar las opciones, usted entiende y acuerda que cualquier modificación al Plan o al Contrato, o su terminación no constituirá un cambio o impedimiento a los términos y condiciones de su empleo.

Declaración de Política. La Entrega de Opciones que la compañía hace mediante el Plan, es unilateral y discrecional y, por lo tanto, la Compañía se reserva el derecho de modificarlo o suspenderlo en cualquier momento, sin asumir ninguna responsabilidad.

La Compañía, con oficinas registradas en el domicilio 5500 Blue Lagoon Drive, Miami, Florida 33126 Estados Unidos de América, es únicamente responsable de la administración del Plan. La participación en el Plan y la adquisición de Acciones no establece, en ninguna forma, una relación laboral entre usted y la Compañía, puesto que usted está participando en el Plan en un plano meramente comercial y su único patrón es Administración de Comidas Rapidas SA de CV, located at Monte Elbruz No. 132, Piso 10, Colonia Chapultepec Morales, C.F., Mexico 11570 con quién tampoco se establece ningún derecho.

Reconocimiento del Documento del Plan. Al aceptar las Opciones, usted reconoce que ha recibido las copias de dicho Plan, ha revisado el Plan y el Contrato en su integridad y comprende y acepta plenamente todas las disposiciones del Plan y del Contrato.

Asimismo, al aceptar el Contrato, usted reconoce que ha leído y específica y expresamente aprueba los términos y condiciones en el Contrato, en el cual se establece y describe lo siguiente: (i) la participación en el Plan no constituye un derecho adquirido; (ii) el Plan, y su participación en él es ofrecido por la Compañía sobre una base plenamente discrecional; (iii) la participación en el Plan es voluntaria; y (iv) la Compañía y cualquier Subsidiaria o Afiliada no son responsables por cualquier disminución en el valor de las Acciones implícitas en las Opciones.

Finalmente, por medio del presente usted declara que renuncia a cualquier acción o derecho a presentar cualquier reclamo en contra de la Compañía por cualquier compensación o daño como resultado de su participación en el Plan y por lo tanto otorga la liberación más amplia que en derecho proceda al Patrón, la Compañía y cualquier Subsidiaria o Afiliada con respecto a cualquier reclamo que pueda surgir en torno al Plan.

NETHERLANDS

NOTIFICATIONS

Insider Trading Notification.

You should be aware of the Dutch insider trading rules, which may impact the sale of Shares issued to you at exercise of this Option. In particular, you may be prohibited from effectuating certain transactions involving Shares if you have inside information about the Company.

Under Article 5:56 of the Dutch Financial Supervision Act, anyone who has “insider information” related to an issuing company is prohibited from effectuating a transaction

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in securities in or from the Netherlands. “Inside information” is defined as knowledge of specific information concerning the issuing company to which the securities relate or the trade in securities issued by such company, which has not been made public and which, if published, would reasonably be expected to affect the share price, regardless of the development of the price. The insider could be any employee of an Affiliate in the Netherlands who has inside information as described herein.

Given the broad scope of the definition of inside information, you may have inside information and, thus, would be prohibited from effectuating a transaction in securities in the Netherlands at a time when you have such inside information.

By accepting this Option and the underlying Shares, you acknowledge having read and understood the notification above and acknowledge that it is your responsibility to comply with the Dutch insider trading rules, as discussed herein.

If you are uncertain whether the insider trading rules apply to you, you should consult your personal legal advisor.

SINGAPORE

NOTIFICATIONS

Securities Law Information.

The grant of this Option is being made pursuant to the “Qualifying Person” exemption under section 273(1)(f) of the Securities and Futures Act (Chapter 289, 2006 Ed.) (“SFA”) and is exempt from the prospectus and registration requirements under the SFA. The Plan has not been lodged or registered as a prospectus with the Monetary Authority of Singapore. You should note that this Option is subject to section 257 of the SFA and you will not be able to make (i) any subsequent sale of Shares in Singapore or (ii) any offer of such subsequent sale of Shares subject to the awards in Singapore, unless such sale or offer in is made pursuant to the exemptions under Part XIII Division (1) Subdivision (4) (other than section 280) of the SFA.

Director Notification Requirement.

If you are a director, associate director or shadow director of the Company’s Singapore Affiliate, you are subject to certain notification requirements under the Singapore Companies Act. Among these requirements is an obligation to notify the Singapore Affiliate in writing when you receive an interest (e.g., Options, Shares) in the Company or Affiliate. In addition, you must notify the Singapore Affiliate when you sell Shares (including when you sell Shares issued upon vesting and exercise of this Option). These notifications must be made within two business days of acquiring or disposing of any interest in the Company or any Affiliate. In addition, a notification of your interests in the Company or Affiliate must be made within two business days of becoming a director.

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Insider Trading Notification.

You should be aware of the Singapore insider trading rules, which may impact the acquisition or disposal of shares or rights to Shares under the Plan. Under the Singapore insider trading rules, you are prohibited from acquiring or selling Shares when you are in possession of information which is not generally available and which you know or should know will have a material effect on the price of Shares once such information is generally available.

SPAIN

TERMS AND CONDITIONS

Nature of Grant.

This provision supplements the Acknowledgment of Nature of Award section of the Award Agreement including this Appendix A:

In accepting this Option, you consent to participation in the Plan and acknowledge that you have received a copy of the Plan.

You understand and agree that, as a condition of the grant of this Option, except as provided for in the Award Agreement, the termination of your Service for any reason (including for the reasons listed below) will automatically result in the loss of this Option that has not vested on the date of termination.

In particular, you understand and agree that any unvested Option as of your termination date and any vested Option not exercised within the period set forth in the Award Agreement following your termination date will be forfeited without entitlement to the underlying Shares or to any amount as indemnification in the event of a termination by reason of, including, but not limited to: resignation, Retirement, disciplinary dismissal adjudged to be with cause, disciplinary dismissal adjudged or recognized to be without cause, individual or collective layoff on objective grounds, whether adjudged to be with cause or adjudged or recognized to be without cause, material modification of the terms of employment under Article 41 of the Workers’ Statute, relocation under Article 40 of the Workers’ Statute, Article 50 of the Workers’ Statute, unilateral withdrawal by the Employer, and under Article 10.3 of Royal Decree 1382/1985.

Furthermore, you understand that the Company has unilaterally, gratuitously and discretionally decided to grant options under the Plan to individuals who may be employees of the Company or any Affiliate. The decision is a limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or its Affiliates on an ongoing basis other than to the extent set forth in the Award Agreement. Consequently, you understand that this Option is granted on the assumption and condition that this Option and the Shares issued upon exercise shall not become a part of any employment or Service contract (either with the Company, the Employer or any other Affiliate) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. In addition, you understand that the grant

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of this Option would not be made to you but for the assumptions and conditions referred to above; thus, you acknowledge and freely accept that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant to you of this Option shall be null and void.

NOTIFICATIONS

Securities Law Information.

This Option and the Shares described in the Award Agreement and this Appendix do not qualify under Spanish regulations as securities. No “offer of securities to the public,” as defined under Spanish law, has taken place or will take place in the Spanish territory. The Award Agreement (including this Appendix) has not been nor will it be registered with the Comisión Nacional del Mercado de Valores, and does not constitute a public offering prospectus.

Exchange Control Information.

To participate in the Plan, you must comply with exchange control regulations in Spain. The acquisition of Shares and the sale of Shares must be declared for statistical purposes to the Dirección General de Comercio e Inversiones (the “DGCI”). Because you will not purchase or sell the Shares through the use of a Spanish financial institution, you must make the declaration by filing a D-6 form with the DGCI. Generally, the D-6 form must be filed each January while the Shares are owned or to report the sale of Shares.

Effective January 1, 2013, you also will be required to declare electronically to the Bank of Spain any securities accounts (including brokerage accounts held abroad), as well as the shares held in such accounts, depending on the value of the transactions during the prior tax year or the balances in such accounts as of December 31 of the prior tax year. This report may first be due beginning in 2013 with respect to transactions during 2012 and balances as of December 31, 2012. You should consult with your personal legal advisor regarding the applicable thresholds and corresponding reporting requirements.

When receiving foreign currency payments derived from the ownership of Shares (i.e., dividends or sale proceeds) exceeding €50,000, you must inform the financial institution receiving the payment of the basis upon which such payment is made. You will need to provide the institution with the following information: (i) your name, address, and fiscal identification number; (ii) the name and corporate domicile of the Company; (iii) the amount of the payment; (iv) the currency used; (v) the country of origin; (vi) the reasons for the payment; and (vii) any further information that may be required.

Foreign Asset Reporting Requirement.

Effective January 1, 2013, you are required to report assets or rights deposited or held outside of Spain (including Shares acquired under the Plan or cash proceeds from the sale of Shares acquired under the Plan) if the value of such right or asset exceeds €20,000 on an individual basis. This new obligation applies to rights and assets held as of December 31 and requires that information on such rights and assets be included in your tax return filed with the Spanish tax authorities the following year. This report may first be due in 2013 with respect to assets and rights held as of December 31, 2012.

Options

A-21

SWITZERLAND

NOTIFICATIONS

Securities Law Information.

The offer of this Option is considered a private offering in Switzerland and is therefore not subject to registration in Switzerland.

UNITED KINGDOM

TERMS & CONDITIONS

Tax Acknowledgment.

The following provisions supplement the Taxes section of the Award Agreement:

You shall pay to the Company or the Employer the amount of income tax that the Company or the Employer may be required to account to HM Revenue & Customs (“HMRC”) with respect to the event giving rise to the income tax (the “Taxable Event”) that cannot be satisfied by the means described in the Award Agreement. If payment or withholding of the income tax is not made within ninety (90) days of the Taxable Event or such other period specified in Section 222(1)(c) of the U.K. Income Tax (Earnings and Pensions) Act 2003 (the “Due Date”), then the amount that should have been withheld shall constitute a loan owed by you to the Employer, effective on the Due Date. You agree that the loan will bear interest at the HMRC official rate and will be immediately due and repayable by you, and the Company and/or the Employer may recover it at any time thereafter by any of the means set forth in Award Agreement.

Notwithstanding the foregoing, if you are an executive officer or director (as within the meaning of Section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), the terms of the immediately foregoing provision will not apply. In the event that you are an executive officer or director, as defined above, and income tax due is not collected from or paid by you by the Due Date, the amount of any uncollected income tax may constitute a benefit to you on which additional income tax and National Insurance contributions may be payable. You will be responsible for reporting and paying any income tax due on this additional benefit directly to HMRC under the self-assessment regime and for reimbursing the Company or the Employer, as applicable, for the value of any employee National Insurance contributions due on this additional benefit.

Options

A-22

EX-21.1

Exhibit 21.1

BURGER KING WORDLWIDE, INC.

List of Subsidiaries

Entity Name	Jurisdiction
Administracion de Comidas Rapidas, S.A. de C.V.	Mexico
BK Acquisition, Inc.	Delaware
BK Argentina Servicios, S.A.	Argentina
BK Asiapac (Japan) Y.K.	Japan
BK Asiapac, Pte. Ltd.	Singapore
BK Card Company, LLC	Florida
BK CDE, Inc.	Delaware
BK Grundstucksverwaltungs Beteiligungs GmbH	Germany
BK Grundstucksverwaltungs GmbH & Co. KG	Germany
BK Venezuela Servicios, C.A.	Venezuela
Blue Lagoon General Service Company, S.L.U.	Spain
Burger King (Gibraltar) Ltd.	Gibraltar
Burger King (Luxembourg) S.a.r.l.	Luxembourg
Burger King (Shanghai) Commercial Consulting Co. Ltd.	Hong Kong
Burger King (United Kingdom) Ltd.	United Kingdom
Burger King A.B	Sweden
Burger King Beteiligungs GmbH	Germany
Burger King Canada Holdings, Inc.	Canada
Burger King Capital Finance, Inc.	Florida
Burger King Capital Holdings, LLC	Delaware
Burger King Corporation	Florida
Burger King de Puerto Rico, Inc.	Puerto Rico
Burger King do Brasil Assessoria a Restaurantes Ltda.	Brazil
Burger King Espana S.L.U.	Spain
Burger King Europe GmbH	Switzerland
Burger King Gida Sanayi Ve Ticaret Limited Sirketi	Turkey
Burger King GmbH Munchen	Germany
Burger King Holdco, LLC	Florida
Burger King Holdings, Inc.	Delaware
Burger King Interamerica, LLC	Florida
Burger King Interamerica, LLC EuroAsian Holdings SCS	Luxembourg
Burger King Israel Ltd.	Israel
Burger King Italia, S.r.L	Italy
Burger King Korea Ltd.	Korea
Burger King Mexicana, S.A. de C.V.	Mexico
Burger King Nederland Services B.V.	Netherlands
Burger King Restaurants of Canada Inc.	Canada
Burger King (RUS) LLC	Russia
Burger King Schweiz GmbH	Switzerland
Burger King South Africa Holdings (Pty) Ltd.	South Africa
Burger King Sweden, Inc.	Florida
Burger King UK Pension Plan Trustee Company Limited	United Kingdom
Burger King Limited	United Kingdom
Distron Transportation Systems, Inc.	Florida
F.P.M.I. Food Services, Inc.	Canada
Hayescrest Limited	United Kingdom
Huckleberry’s Limited	United Kingdom
Inmobiliaria Burger King S.de R.L. de C.V.	Mexico
Jolick Trading, S.A.	Uruguay
Mini Meals Limited	United Kingdom
Moxie’s, Inc.	Louisiana
The Melodie Corporation	New Mexico
TPC Number Four, Inc.	Delaware
TQW Company	Texas

EX-31.1

EXHIBIT 31.1

CERTIFICATION

I, Bernardo Hees, certify that:

1. I have reviewed this annual report on Form 10-K of Burger King Worldwide, Inc:

2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/    Bernardo Hees        

Bernardo Hees

Chief Executive Officer

Dated: February 22, 2013

EX-31.2

EXHIBIT 31.2

CERTIFICATION

I, Daniel Schwartz, certify that:

1. I have reviewed this annual report on Form 10-K of Burger King Worldwide, Inc:

2. Based on my knowledge, this annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/    Daniel Schwartz        

Daniel Schwartz

Chief Financial Officer

Dated: February 22, 2013

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-K of Burger King Worldwide, Inc. (the “Company”) for the year ended December 31, 2012 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Bernardo Hees, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/    Bernardo Hees        

Bernardo Hees

Chief Executive Officer

Dated: February 22, 2013

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-K of Burger King Worldwide, Inc. (the “Company”) for the year ended December 31, 2012 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Daniel Schwartz, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/    Daniel Schwartz        

Daniel Schwartz

Chief Financial Officer

Dated: February 22, 2013

XML

Other Accrued Liabilities and Other Liabilities (Tables)

12 Months Ended

Dec. 31, 2012

Other Accrued Liabilities and Other Liabilities [Abstract]

Schedule of Other accrued liabilities (current) and other liabilities (non- current)

Other accrued liabilities (current) and other liabilities (non-current) consist of the following (in millions):

	As of December 31,
	2012		2011
Current:
Accrued payroll and employee-related costs	$	44.9	$	63.9
Restructuring and other provisions		14.6		33.4
Withholding taxes		4.1		9.0
Interest payable		16.9		17.1
Casualty insurance		7.3		8.7
Gift card liabilities		18.2		16.1
Income tax payable		2.8		3.1
Deferred income		18.1		11.4
Sales tax payable		28.4		22.0
Lease liability		11.3		—
Other		40.2		58.0
Other accrued liabilities	$	206.8	$	242.7
Non-current:
Accrued pension	$	77.7	$	71.3
Unfavorable leases		169.1		204.2
Casualty insurance reserves		18.6		22.2
Retiree health benefits		8.0		18.4
Deferred compensation		7.8		12.8
Income tax payable		26.3		23.4
Cross-currency rate swaps		11.0		—
Lease liability		32.2		—
Other		31.7		13.9
Other liabilities, net	$	382.4	$	366.2

XML

Franchise and Property Revenues (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Summary of franchise and property revenues
Franchise royalties	$ 107.4	$ 603.5	$ 565.5	$ 165.2	$ 529.5
Property revenues	23.5	151.3	111.2	34.0	113.7
Initial franchise fees	2.6	19.0	13.3	1.7	10.9
Renewal franchise fees and other related fees	1.6	23.5	7.0	2.3	8.8
Total	$ 135.1	$ 797.3	$ 697.0	$ 203.2	$ 662.9

XML

Description of Business and Organization (Details) (Burger King Holdings [Member], USD $) In Millions, unless otherwise specified	Oct. 19, 2010
Burger King Holdings [Member]
Summary of Net tangible and intangible assets acquired and liabilities assumed
Cash paid for shares outstanding (1)	$ 3,277.3
Settlement of outstanding share-based compensation	48.1
Total consideration	3,325.4
Current assets	508.2
Property and equipment	1,118.0
Intangible assets	2,945.8
Net investment in property leased to franchisees	261.6
Other assets, net	58.6
Current liabilities	(454.1)
Term debt	(667.4)
Capital leases	(106.8)
Other liabilities	(402.6)
Deferred income taxes, net	(616.7)
Net assets acquired	2,644.6
Excess purchase price attributed to goodwill	$ 680.8

XML

Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2012

Earnings (Loss) Per Share [Abstract]

Basic and diluted earnings per share

Basic and diluted earnings (loss) per share are as follows (in millions except for per share information):

	Successor							Predecessor
	2012		2011		October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Numerator:
Net income (loss)	$	117.7	$	88.1	$	(115.7	)	$	71.1	$	186.8
Denominator:
Weighted average shares — basic		349.7		348.2		347.9			136.1		135.4
Effect of dilutive securities		4.5		—		—			1.8		1.8
Weighted average shares — diluted		354.1		348.2		347.9			137.9		137.2
Basic earnings (loss) per share	$	0.34	$	0.25	$	(0.33	)	$	0.52	$	1.38
Diluted earnings (loss) per share	$	0.33	$	0.25	$	(0.33	)	$	0.52	$	1.36
Antidilutive stock options outstanding		2.7		12.5		—			4.3		4.3

XML

Segment Reporting (Details 4) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010 Unallocated Management G&A [Member]	Dec. 31, 2012 Unallocated Management G&A [Member]	Dec. 31, 2011 Unallocated Management G&A [Member]	Dec. 31, 2010 U.S. and Canada [Member]	Dec. 31, 2012 U.S. and Canada [Member]	Dec. 31, 2011 U.S. and Canada [Member]	Dec. 31, 2010 EMEA [Member]	Dec. 31, 2012 EMEA [Member]	Dec. 31, 2011 EMEA [Member]	Dec. 31, 2010 LAC [Member]	Dec. 31, 2012 LAC [Member]	Dec. 31, 2011 LAC [Member]	Dec. 31, 2010 APAC [Member]	Dec. 31, 2012 APAC [Member]	Dec. 31, 2011 APAC [Member]	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Oct. 18, 2010 Predecessor [Member] Unallocated Management G&A [Member]	Jun. 30, 2010 Predecessor [Member] Unallocated Management G&A [Member]	Oct. 18, 2010 Predecessor [Member] U.S. and Canada [Member]	Jun. 30, 2010 Predecessor [Member] U.S. and Canada [Member]	Oct. 18, 2010 Predecessor [Member] EMEA [Member]	Jun. 30, 2010 Predecessor [Member] EMEA [Member]	Oct. 18, 2010 Predecessor [Member] LAC [Member]	Jun. 30, 2010 Predecessor [Member] LAC [Member]	Oct. 18, 2010 Predecessor [Member] APAC [Member]	Jun. 30, 2010 Predecessor [Member] APAC [Member]
Capital Expenditures:
Capital Expenditures	$ 28.4	$ 70.2	$ 82.1	$ 4.5	$ 19.2	$ 8.9	$ 17.4	$ 41.9	$ 56.5	$ 3.3	$ 6.9	$ 11.1	$ 1.1	$ 1.4	$ 1.8	$ 2.1	$ 0.8	$ 3.8	$ 18.2	$ 150.3	$ 3.7	$ 14.1	$ 11.0	$ 99.9	$ 0.9	$ 22.9	$ 0.3	$ 5.4	$ 2.3	$ 8.0

XML

Long-Term Debt (Details 1) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012
Summary of aggregate maturities of Long-term debt
2013	$ 46.4
2014	72.3
2015	98.3
2016	124.2
2017	747.6
Thereafter	2,041.5
Total	$ 3,130.3

XML

Supplemental Financial Information (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Oct. 19, 2010	Oct. 18, 2010	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Jun. 30, 2009 Predecessor [Member]	Dec. 31, 2012 Issuer [Member]	Dec. 31, 2011 Issuer [Member]	Dec. 31, 2010 Issuer [Member]	Oct. 19, 2010 Issuer [Member]	Oct. 18, 2010 Issuer [Member] Predecessor [Member]	Jun. 30, 2010 Issuer [Member] Predecessor [Member]	Jun. 30, 2009 Issuer [Member] Predecessor [Member]	Dec. 31, 2012 Guarantors [Member]	Dec. 31, 2011 Guarantors [Member]	Dec. 31, 2010 Guarantors [Member]	Oct. 19, 2010 Guarantors [Member]	Oct. 18, 2010 Guarantors [Member] Predecessor [Member]	Jun. 30, 2010 Guarantors [Member] Predecessor [Member]	Jun. 30, 2009 Guarantors [Member] Predecessor [Member]	Dec. 31, 2012 Non-Guarantors [Member]	Dec. 31, 2011 Non-Guarantors [Member]	Dec. 31, 2010 Non-Guarantors [Member]	Oct. 19, 2010 Non-Guarantors [Member]	Oct. 18, 2010 Non-Guarantors [Member] Predecessor [Member]	Jun. 30, 2010 Non-Guarantors [Member] Predecessor [Member]	Jun. 30, 2009 Non-Guarantors [Member] Predecessor [Member]	Dec. 31, 2012 Eliminations [Member]	Dec. 31, 2011 Eliminations [Member]	Dec. 31, 2010 Eliminations [Member]	Oct. 19, 2010 Eliminations [Member]	Oct. 18, 2010 Eliminations [Member] Predecessor [Member]	Jun. 30, 2010 Eliminations [Member] Predecessor [Member]	Jun. 30, 2009 Eliminations [Member] Predecessor [Member]	Dec. 31, 2012 BKW [Member]	Dec. 31, 2011 BKW [Member]	Dec. 31, 2010 BKW [Member]	Oct. 19, 2010 BKW [Member]	Dec. 31, 2012 BKCH [Member]	Dec. 31, 2011 BKCH [Member]	Dec. 31, 2010 BKCH [Member]	Oct. 19, 2010 BKCH [Member]
Current assets:
Cash and cash equivalents	$ 546.7	$ 459.0	$ 207.0	$ 286.4	$ 286.4	$ 286.4	$ 187.6	$ 121.7	$ 355.3	$ 287.1	$ 132.9	$ 212.2	$ 212.2	$ 70.2	$ 19.1			$ 0.7	$ 0.7	$ 0.8			$ 191.3	$ 171.7	$ 73.4	$ 73.5	$ 73.4	$ 117.4	$ 102.6								$ 0.1	$ 0.2	$ 0
Trade and notes receivable, net	179.0	152.8							128.8	101.1													50.2	51.7
Prepaids and other current assets, net	91.3	69.2							70.9	54.6													19.8	13.4																	0.6	1.2
Deferred income taxes, net	73.5	43.1							36.3	42.0													16.2	1.1													0.7				20.3	0
Total current assets	890.5	724.1							591.3	484.8													277.5	237.9													0.8	0.2			20.9	1.2
Property and equipment, net	885.2	1,026.5							754.7	846.4													130.5	180.1
Intangible assets, net	2,811.2	2,823.3							1,554.7	1,572.4													1,256.5	1,250.9
Goodwill	619.2	657.7	666.5						355.0	657.7													264.2	0
Net investment in property leased to franchisees	180.4	242.2							167.0	222.9													13.4	19.3
Intercompany receivable									225.9	287.0													0	0						(229.7)	(287.0)						3.8
Investment in subsidiaries									1,517.2	1,110.5						1,572.6	1,449.2						0	0						(5,796.9)	(5,053.3)						1,169.5	1,044.4			1,537.6	1,449.2
Other assets, net	177.5	134.6							106.6	83.3													64.4	27.8														4.6			6.5	18.9
Total assets	5,564.0	5,608.4							5,272.4	5,265.0						1,572.6	1,449.2						2,006.5	1,716.0						(6,026.6)	(5,340.3)						1,174.1	1,049.2			1,565.0	1,469.3
Current liabilities:
Accounts and drafts payable	68.7	98.4							45.0	61.6													23.7	36.8
Accrued advertising	66.5	97.4							30.7	71.2													35.8	26.2
Other accrued liabilities	206.8	242.7							157.1	162.6													61.8	79.6													(0.3)				(11.8)	0.5
Current portion of long term debt and capital leases	55.8	33.5							52.6	30.8													3.2	2.7													0
Total current liabilities	397.8	472.0							285.4	326.2													124.5	145.3													(0.3)				(11.8)	0.5
Term debt, net of current portion	2,905.1	3,010.3							2,498.0	2,585.9													0	0																	407.1	424.4
Capital leases, net of current portion	88.4	95.4							66.2	70.6													22.2	24.8
Other liabilities, net	382.4	366.2							322.6	299.3													59.6	66.9													0.2
Payables to affiliates										0						35.0							190.6	287.0						(229.7)	(287.0)						3.6				0.5
Deferred income taxes, net	615.3	615.3							527.6	533.8													92.4	81.5													(4.4)				(0.3)
Total liabilities	4,389.0	4,559.2							3,699.8	3,815.8						35.0							489.3	605.5						(229.7)	(287.0)						(0.9)				395.5	424.9
Stockholders' equity:
Common stock	3.5	3.5																																			3.5	3.5
Additional paid-in capital	1,205.7	1,186.6							1,513.3	1,556.1						1,479.3	1,557.1						1,386.9	1,138.4						(5,544.4)	(5,423.9)						1,205.7	1,186.6			1,164.9	1,172.3
Retained earnings	76.1	(27.6)							169.6	6.4						168.6	5.4						206.7	63.4						(659.8)	(60.6)						76.1	(27.6)			114.9	(14.6)
Accumulated other comprehensive income (loss)	(110.3)	(113.3)	(17.8)			(46.3)	(66.9)	(45.9)	(110.3)	(113.3)						(110.3)	(113.3)						(76.4)	(91.3)						407.3	431.2						(110.3)	(113.3)			(110.3)	(113.3)
Total stockholders' equity	1,175.0	1,049.2	1,447.2	1,580.7		1,218.4	1,128.4	974.8	1,572.6	1,449.2						1,537.6	1,449.2						1,517.2	1,110.5						(5,796.9)	(5,053.3)						1,175.0	1,049.2			1,169.5	1,044.4
Total liabilities and stockholders' equity	$ 5,564.0	$ 5,608.4							$ 5,272.4	$ 5,265.0						$ 1,572.6	$ 1,449.2						$ 2,006.5	$ 1,716.0						$ (6,026.6)	$ (5,340.3)						$ 1,174.1	$ 1,049.2			$ 1,565.0	$ 1,469.3

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Description of Business and Organization (Details 1) (Burger King Holdings [Member], USD $) In Millions, unless otherwise specified	6 Months Ended	12 Months Ended
	Dec. 31, 2010	Jun. 30, 2010
Burger King Holdings [Member]
Summary of depreciation and amortization of the assets acquired and liabilities assumed
Revenue	$ 1,185.2	$ 2,505.8
Net income (loss)	$ (55.1)	$ 128.2

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Leases (Details 5) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Impact of favorable and unfavorable lease amortization on operating income
Franchise and property revenues	$ 1.3	$ 6.3	$ 6.6
Company restaurant expenses:
Occupancy and other operating costs	1.0	3.4	4.1	2.6	10.4
Franchise and property expenses	$ (0.1)	$ (1.0)	$ (0.7)	$ 1.3	$ 4.6

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Stockholders' Equity (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]
Derivatives, Beginning Balance		$ (19.6)	$ 21.9	$ (14.7)	$ (17.8)
Pensions, Beginning Balance		(0.9)	8.8	(35.5)	(15.8)
Foreign Currency Translation, Beginning Balance		(92.8)	(48.5)	(16.7)	(12.3)
Accumulated Other Comprehensive Income (Loss), Beginning Balance		(113.3)	(17.8)	(66.9)	(45.9)
Foreign currency translation adjustment	(48.5)	15.5	(44.3)	13.3	(4.4)
Net change in fair value of interest rate caps/swaps (net of tax of $6.4, $26.4, $13.9, $1.1 and $2.6)	21.9	(10.0)	(40.9)	1.7	4.1
Amounts reclassified to earnings during the period from terminated caps/swaps (net of tax of $4.5, $0.4, $0.2 and $0.6)		7.0	(0.6)	(0.2)	(1.0)
Pension and post-retirement benefit plans (net of tax of $0.2, $5.5, $3.9, $3.1 and $11.3)	8.8	(1.3)	(9.7)	5.8	(19.7)
Amortization of prior service costs (net of tax of $1.0)		(1.6)
Derivatives, Ending Balance	21.9	(29.2)	(19.6)	(13.2)	(14.7)
Pensions, Ending Balance	8.8	(3.8)	(0.9)	(29.7)	(35.5)
Foreign Currency Translation, Ending Balance	(48.5)	(77.3)	(92.8)	(3.4)	(16.7)
Accumulated Other Comprehensive Income (Loss), Ending Balance	$ (17.8)	$ (110.3)	$ (113.3)	$ (46.3)	$ (66.9)

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Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2012

Stockholders' Equity [Abstract]

Summary of change in the components of accumulated other comprehensive income (loss)

The following table displays the change in the components of accumulated other comprehensive income (loss) (in millions):

	Derivatives			Pensions			Foreign Currency Translation			Accumulated Other Comprehensive Income (Loss)
Predecessor
Balances at June 30, 2009	$	(17.8	)	$	(15.8	)	$	(12.3	)	$	(45.9	)
Foreign currency translation adjustment		—			—			(4.4	)		(4.4	)
Net change in fair value of derivatives,net of tax of $2.6		4.1			—			—			4.1
Amounts reclassified to earnings during the period from terminated swaps, net of tax of $0.6		(1.0	)		—			—			(1.0	)
Pension and post-retirement benefit plans,		—			—			—
net of tax of $11.3		—			(19.7	)		—			(19.7	)
Balances at June 30, 2010	$	(14.7	)	$	(35.5	)	$	(16.7	)	$	(66.9	)
Foreign currency translation adjustment		—			—			13.3			13.3
Net change in fair value of derivatives,net of tax of $1.1		1.7			—			—			1.7
Amounts reclassified to earnings during the period from terminated swaps, net of tax of $0.2		(0.2	)		—			—			(0.2	)
Pension and post-retirement benefit plans,net of tax of $3.1		—			5.8			—			5.8
Balances at October 18, 2010	$	(13.2	)	$	(29.7	)	$	(3.4	)	$	(46.3	)
Successor
Balances at October 19, 2010	$	—		$	—		$	—		$	—
Foreign currency translation adjustment		—			—			(48.5	)		(48.5	)
Net change in fair value of derivatives,net of tax of $13.9		21.9			—			—			21.9
Pension and post-retirement benefit plans,net of tax of $3.9		—			8.8			—			8.8
Balances at December 31, 2010	$	21.9		$	8.8		$	(48.5	)	$	(17.8	)
Foreign currency translation adjustment		—			—			(44.3	)		(44.3	)
Net change in fair value of derivatives, net of tax of $26.4		(40.9	)		—			—			(40.9	)
Amounts reclassified to earnings during the period from terminated caps, net of tax of $0.4		(0.6	)		—			—			(0.6	)
Pension and post-retirement benefit plans, net of tax of $5.5		—			(9.7	)		—			(9.7	)
Balances at December 31, 2011	$	(19.6	)	$	(0.9	)	$	(92.8	)	$	(113.3	)
Foreign currency translation adjustment		—			—			15.5			15.5
Net change in fair value of derivatives, net of tax of $10.6		(16.6	)		—			—			(16.6	)
Amounts reclassified to earnings during the period from terminated caps, net of tax of $4.5		7.0			—			—			7.0
Pension and post-retirement benefit plans, net of tax of $0.2		—			(1.3	)		—			(1.3	)
Amortization of prior service costs, net of tax of $1.0		—			(1.6	)		—			(1.6	)
Balances at December 31, 2012	$	(29.2	)	$	(3.8	)	$	(77.3	)	$	(110.3	)

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Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2012

Summary of Significant Accounting Policies [Abstract]

Basis of Presentation and Consolidation

Basis of Presentation and Consolidation

The consolidated financial statements include our accounts and the accounts of our wholly-owned subsidiaries. Investments in affiliates owned 50% or less and variable interest entities (“VIEs”) in which we are not deemed to be the primary beneficiary are accounted for by the equity method. All material intercompany balances and transactions have been eliminated in consolidation.

We have investments in certain franchisee entities that are VIEs. We are required to consolidate VIEs where we have determined that we are the primary beneficiary. The primary beneficiary is the entity that possesses the power to direct the activities of the VIE that most significantly impact its economic performance and has the obligation to absorb losses or the right to receive benefits from the VIE that are significant to it. The principal entities in which we possess a variable interest are accounted for under the equity method, as we have determined we are not the primary beneficiary. Royalties, franchise fees and rents received from equity method investees were not material to our consolidated statements of operations or cash flows during 2012, 2011, the period of October 19, 2010 to December 31, 2010, the period of July 1, 2010 to October 18, 2010 or fiscal 2010 and amounts due from equity method investees as of December 31, 2012 and 2011 were not material.

Certain prior year amounts in the consolidated financial statements and accompanying notes have been reclassified in order to be comparable with the current year classifications. These reclassifications had no effect on previously reported net income (loss).

Concentrations of Risk

Concentrations of Risk

Our operations include Company and franchise restaurants located in 86 countries and U.S. territories. Of the 12,997 restaurants in operation as of December 31, 2012, 418 were Company restaurants and 12,579 were franchise restaurants.

Four distributors currently service approximately 85% of our U.S. system restaurants and the loss of any one of these distributors would likely adversely affect our business. In many of our international markets, a single distributor services all the Burger King restaurants in the market. The loss of any of one of these distributors would likely have an adverse effect on the market impacted, and depending on the market, could have an adverse impact on our financial results. In addition, we are moving to a business model in which we enter into exclusive agreements with master franchisees to develop and operate restaurants, and subfranchise to third parties the right to develop and operate restaurants in defined geographic areas. The termination of an arrangement with a master franchisee or a lack of expansion by certain master franchisees could result in the delay or discontinuation of the development of franchise restaurants, or an interruption in the operation of our brand in a particular market or markets.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. Management adjusts such estimates and assumptions when facts and circumstances dictate. Volatile credit, equity, foreign currency and energy markets and declines in consumer spending may continue to affect the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates.

Foreign Currency Translation

Foreign Currency Translation

The functional currency of each foreign subsidiary is generally the local currency. Foreign currency balance sheets are translated using the end of period exchange rates, and statements of operations are translated at the average exchange rates for each period. The translation adjustments resulting from the translation of foreign currency financial statements are recorded in other comprehensive income (loss) in the consolidated statements of comprehensive income (loss).

Foreign Currency Transaction Gains or Losses

Foreign Currency Transaction Gains or Losses

Foreign currency transaction gains or losses resulting from the re-measurement of our foreign-denominated assets and liabilities or our subsidiaries are reflected in earnings in the period when the exchange rates change and are included within other operating (income) expenses, net in the consolidated statements of operations.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents include short-term, highly liquid investments with original maturities of three months or less and credit card receivables.

Allowance for Doubtful Accounts

Allowance for Doubtful Accounts

We evaluate the collectability of our trade accounts receivable from franchisees based on a combination of factors, including the length of time the receivables are past due and the probability of collection from litigation or default proceedings, where applicable. We record a specific allowance for doubtful accounts in an amount required to adjust the carrying values of such balances to the amount that we estimate to be net realizable value. We write off a specific account when (a) we enter into an agreement with a franchisee that releases the franchisee from outstanding obligations, (b) franchise agreements are terminated and the projected cost of collections exceeds the benefits expected to be received from pursuing the balance owed through legal action, or (c) franchisees do not have the financial wherewithal or unprotected assets from which collection is reasonably assured.

Notes receivable represent loans made to franchisees arising from refranchisings of Company restaurants, sales of property, and in certain cases when past due trade receivables from franchisees are restructured into an interest-bearing note. Trade receivables restructured to interest-bearing notes are generally already fully reserved, and as a result, are transferred to notes receivable at a net carrying value of zero. Notes receivable with a carrying value greater than zero are written down to net realizable value when it is probable or likely that we are unable to collect all amounts due under the contractual terms of the loan agreement.

Inventories

Inventories

Inventories are stated at the lower of cost (first-in, first-out) or net realizable value, and consist primarily of restaurant food items and paper supplies. Inventories are included in prepaids and other current assets in the accompanying consolidated balance sheets.

Property and Equipment, net

Property and Equipment, net

Property and equipment, net, that we own are recorded at historical cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method based on the estimated useful lives of the assets. Leasehold improvements to properties where we are the lessee are amortized over the lesser of the remaining term of the lease or the estimated useful life of the improvement.

Assets Held for Sale

Assets Held For Sale

We classify assets as held for sale when we commit to a plan to dispose of the assets by refranchising specific restaurants in their current condition at a price that is reasonable, and we believe completing the plan of sale within one year is probable without significant changes. Assets held for sale are recorded at the lower of their carrying value or fair value, less costs to sell and we cease depreciation on assets at the time they are classified as held for sale. We classify impairment losses associated with restaurants held for sale as losses on refranchisings.

If we subsequently decide to retain a restaurant or group of restaurants previously classified as held for sale, the assets would be reclassified from assets held for sale at the lower of (a) their then-current fair value or (b) the carrying value at the date the assets were classified as held for sale, less the depreciation that would have been recorded since that date.

Leases

Leases

We define a lease term as the initial term of the lease, plus any renewals covered by bargain renewal options or that are reasonably assured of exercise because non-renewal would create an economic penalty.

Assets we acquire as lessee under capital leases are stated at the lower of the present value of future minimum lease payments or fair market value at the date of inception of the lease. Capital lease assets are depreciated using the straight-line method over the shorter of the useful life of the asset or the underlying lease term.

We also have net investments in properties leased to franchisees, which meet the criteria of direct financing leases. Investments in direct financing leases are recorded on a net basis, consisting of the gross investment and residual value in the lease less the unearned income. Unearned income is recognized over the lease term yielding a constant periodic rate of return on the net investment in the lease. Direct financing leases are reviewed for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable based on the payment history under the lease.

We record rent expense and income from operating leases that contain rent holidays or scheduled rent increases on a straight-line basis over the lease term. Contingent rentals are generally based on sales levels in excess of stipulated amounts, and thus are not considered minimum lease payments at lease inception.

Favorable and unfavorable operating leases are recorded in connection with the acquisition method of accounting. We amortize favorable and unfavorable leases on a straight-line basis over the remaining term of the leases, as determined at the acquisition date. Upon early termination of a lease, the write-off of the favorable or unfavorable lease carrying value associated with the lease is recognized as a loss or gain within other operating (income) expense, net in the consolidated statements of operations. Amortization of favorable and unfavorable leases on Company restaurants is included in occupancy and other operating costs in the consolidated statement of operations. Amortization of favorable and unfavorable income leases is included in franchise and property revenues in the consolidated statement of operations. Amortization of favorable and unfavorable commitment leases for franchise restaurants is included in franchise and property expenses in the consolidated statement of operations.

Lease incentives we provide to our lessees are recorded as a lease incentive asset and amortized as a reduction of rental income on a straight-line basis over the lease term.

We recognize a loss on leases and subleases and a related lease liability when expenses to be recorded under the lease exceed future minimum rents to us under the lease or sublease. The lease liability is amortized on a straight-line basis over the lease term as a reduction of property expense.

Goodwill and Intangible Assets Not Subject to Amortization

Goodwill and Intangible Assets Not Subject to Amortization

Goodwill and indefinite-lived intangible assets are not amortized, but are tested for impairment on an annual basis and more often if an event occurs or circumstances change that indicates impairment might exist. Our indefinite-lived intangible asset consists of the Burger King brand (the “Brand”). During 2010, we changed our annual goodwill impairment testing date from April 1 to October 1 of each year. This change was made to better align impairment testing procedures with the Company’s new fiscal year, related year-end financial reporting and the annual business planning and budgeting process, which are performed during the fourth quarter of each year. Our impairment review for goodwill consists of a qualitative assessment of whether it is more-likely-than-not that a reporting unit’s fair value is less than its carrying amount, and if required, followed by a two-step process of determining the fair value of the reporting unit and comparing it to the carrying value of the net assets allocated to the reporting unit. If the qualitative assessment demonstrates that it is more-likely-than-not that the estimated fair value of the reporting unit exceeds its carrying value, it is not necessary to perform the two-step goodwill impairment test. We may elect to bypass the qualitative assessment and proceed directly to the two-step process, for any reporting unit, in any period. We can resume the qualitative assessment for any reporting unit in any subsequent period. When performing the two-step process, if the fair value of the reporting unit exceeds its carrying value, no further analysis or write-down of goodwill is required. If the fair value of the reporting unit is less than the carrying value of its net assets, the implied fair value of the reporting unit is allocated to all its underlying assets and liabilities, including both recognized and unrecognized tangible and intangible assets, based on their fair value. If necessary, goodwill is then written down to its implied fair value. Our impairment review for the Brand consists of a qualitative assessment similar to goodwill and if necessary, a comparison of the fair value of the Brand with its carrying amount on a consolidated basis. If the carrying amount exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. If the fair value exceeds its carrying amount, the Brand is not considered impaired.

We completed our goodwill and Brand impairment tests as of October 1, 2012 and 2011 and no impairment resulted. The Predecessor’s goodwill and Brand impairment tests were completed as of April 1, 2010, in accordance with our previously established annual timeline, and no impairment resulted.

When we dispose of a restaurant business within six months of acquisition, the goodwill recorded in connection with the acquisition is written off. Otherwise, goodwill is written off based on the relative fair value of the business sold to the reporting unit when disposals occur more than six months after acquisition. The sale of Company restaurants to franchisees is referred to as a “refranchising.”

Long-Lived Assets

Long-Lived Assets

Long-lived assets, such as property and equipment and intangible assets subject to amortization, are tested for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Some of the events or changes in circumstances that would trigger an impairment review include, but are not limited to, a significant under-performance relative to expected and/or historical results (two consecutive years of negative comparable sales or operating cash flows); significant negative industry or economic trends; knowledge of transactions involving the sale of similar property at amounts below the carrying value; or our expectation to dispose of long-lived assets before the end of their estimated useful lives. The impairment test for long-lived assets requires us to assess the recoverability of long-lived assets by comparing their net carrying value to the sum of undiscounted estimated future cash flows directly associated with and arising from use and eventual disposition of the assets. If the net carrying value of a group of long-lived assets exceeds the sum of related undiscounted estimated future cash flows, we must record an impairment charge equal to the excess, if any, of net carrying value over fair value.

Long-lived assets are grouped for recognition and measurement of impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. Certain long-lived assets and related liabilities are grouped together for impairment testing at the operating market level (based on geographic areas) in the case of the United States and Canada. The operating market groupings within the United States and Canada are predominantly based on major metropolitan areas within the United States and Canada. These operating market definitions are based upon the following primary factors:

• management views profitability of the restaurants within the operating markets as a whole, based on cash flows generated by a portfolio of restaurants, rather than by individual restaurants, and area managers receive incentives on this basis; and

• we do not evaluate individual restaurants to build, acquire or close independent of an analysis of other restaurants in these operating markets.

In countries in which we have a smaller number of restaurants, most operating functions and advertising are performed at the country level, and shared by all restaurants in the country. As a result, we have defined operating markets as the entire country in the case of Spain, Mexico and Germany.

Other Assets

Other Assets

Other assets consist primarily of investments in equity method investees and the noncurrent portion of deferred financing costs. Investments in which we have significant influence over the investee are accounted for using the equity method. Our share of investee net income or loss is classified as a component of other income (expense), net in our consolidated statements of operations. We evaluate our investments in equity method investments for impairment whenever events occur or circumstances change in a manner that indicates our investment may not be recoverable. We did not record impairment charges related to equity method investments for 2012, 2011, the period of October 19, 2010 to December 31, 2010, the period of July 1, 2010 to October 18, 2010 or fiscal 2010.

Other Comprehensive Income (Loss)

Other Comprehensive Income (Loss)

Other comprehensive income (loss) refers to revenues, expenses, gains and losses that are included in comprehensive income (loss), but are excluded from net income (loss) as these amounts are recorded directly as an adjustment to stockholders’ equity, net of tax. Our other comprehensive income (loss) is comprised of unrealized gains and losses on foreign currency translation adjustments, unrealized gains and losses on hedging activity, net of tax, and minimum pension liability adjustments, net of tax.

Derivative Financial Instruments

Derivative Financial Instruments

Gains or losses resulting from changes in the fair value of derivatives are recognized in earnings or recorded in other comprehensive income (loss) and recognized in the consolidated statements of operations when the hedged item affects earnings, depending on the purpose of the derivatives and whether they qualify for, and we have applied, hedge accounting treatment.

When applying hedge accounting, our policy is to designate, at a derivative’s inception, the specific assets, liabilities or future commitments being hedged, and to assess the hedge’s effectiveness at inception and on an ongoing basis. We may elect not to designate the derivative as a hedging instrument where the same financial impact is achieved in the financial statements. We do not enter into or hold derivatives for speculative purposes.

Disclosures About Fair Value of Financial Instruments

Disclosures About Fair Value

Certain assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustment in certain circumstances. These items primarily include long-lived assets, goodwill and intangible assets for which fair value is determined as part of the related impairment tests and asset retirement obligations initially measured at fair value. At December 31, 2012 and December 31, 2011, there were no significant adjustments to fair value or fair value measurements required for non-financial assets or liabilities.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market, or if none exists, the most advantageous market, for the specific asset or liability at the measurement date (the exit price). The fair value should be based on assumptions that market participants would use when pricing the asset or liability. The fair values are assigned a level within the fair value hierarchy, depending on the source of the inputs into the calculation, as follows:

Level 1 Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly.

Level 3 Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.

Certain of our derivatives are valued using various pricing models or discounted cash flow analyses that incorporate observable market parameters, such as interest rate yield curves and currency rates, classified as Level 2 within the valuation hierarchy. Derivative valuations incorporate credit risk adjustments that are necessary to reflect the probability of default by the counterparty or us.

The carrying amounts for cash and equivalents, trade accounts and notes receivable and accounts and drafts payable approximate fair value based on the short-term nature of these accounts.

Restricted investments, consisting of investment securities held in a rabbi trust to invest compensation deferred under our Executive Retirement Plan and fund future deferred compensation obligations, are carried at fair value, with net unrealized gains and losses recorded in our consolidated statements of operations. The fair value of these investment securities are determined using quoted market prices in active markets classified as Level 1 within the fair value hierarchy.

Fair value of variable rate term debt was estimated using inputs based on bid and offer prices and are Level 2 inputs within the fair value hierarchy.

Revenue Recognition

Revenue Recognition

Revenues include retail sales at Company restaurants, franchise revenues and property income. Franchise revenues consist primarily of royalties, based on a percentage of sales reported by the franchised restaurants, and initial and renewal franchise fees paid by franchisees. Property income consists of operating lease rentals and earned income on direct financing leases on property leased or subleased to franchisees. Retail sales at Company restaurants are recognized at the point of sale. We present sales net of sales tax and other sales-related taxes. Royalties are recognized when collectability is reasonably assured. Initial franchise fees are recognized as revenue when the related restaurant begins operations. A franchisee may pay a renewal franchise fee and renew its franchise for an additional term. Renewal franchise fees are recognized as revenue upon receipt of the non-refundable fee and execution of a new franchise agreement. The cost recovery accounting method is used to recognize revenues for franchisees for which collectability is not reasonably assured. Rental income on operating lease rentals and earned income on direct financing leases are recognized when earned and collectability is reasonably assured.

Advertising and Promotional Costs

Advertising and Promotional Costs

We expense the production costs of advertising when the advertisements are first aired or displayed. All other advertising and promotional costs are expensed in the period incurred.

Franchise restaurants and Company restaurants contribute to advertising funds that we manage in the United States and certain international markets where Company restaurants operate. Under our franchise agreements, contributions received from franchisees must be spent on advertising, marketing and related activities, and result in no gross profit recognized. Advertising expense, net of franchisee contributions, totaled $48.3 million for 2012, $78.2 million for 2011, $16.7 million for the period of October 19, 2010 through December 31, 2010, $25.3 million for the period of July 1, 2010 through October 18, 2010 and $91.3 million for the fiscal year ended June 30, 2010, and is included in selling, general and administrative expenses in the accompanying consolidated statements of operations.

To the extent that contributions received exceed advertising and promotional expenditures, the excess contributions are accounted for as a deferred liability and are recorded in accrued advertising in the accompanying consolidated balance sheets.

Franchisees in markets where no Company restaurants operate contribute to advertising funds that are not managed by us. Such contributions and related fund expenditures are not reflected in our results of operations or financial position.

Insurance Reserves

Insurance Reserves

We carry insurance to cover claims such as workers’ compensation, general liability, automotive liability, executive risk and property, and we are self-insured for healthcare claims for eligible participating employees. Through the use of insurance program deductibles (ranging from $0.1 million to $2.5 million) and self insurance, we retain a significant portion of the expected losses under these programs. Insurance reserves have been recorded based on our estimates of the anticipated ultimate costs to settle all claims, on an undiscounted basis, both reported and incurred-but-not-reported (IBNR).

Litigation accruals

Litigation accruals

From time to time, we are subject to proceedings, lawsuits and other claims related to competitors, customers, employees, franchisees, government agencies and suppliers. We are required to assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of probable losses. A determination of the amount of accrual required, if any, for these contingencies is made after careful analysis of each matter. The required accrual may change in the future due to new developments in settlement strategy in dealing with these matters.

Guarantees

Guarantees

We record a liability to reflect the estimated fair value of guarantee obligations at the inception of the guarantee. Expenses associated with the guarantee liability, including the effects of any subsequent changes in the estimated fair value of the liability, are classified as other operating income (expenses), net in our consolidated statements of operations.

Income Taxes

Income Taxes

Amounts in the financial statements related to income taxes are calculated using the principles of FASB ASC Topic 740, “Income Taxes.” Under these principles, deferred tax assets and liabilities reflect the impact of temporary differences between the amounts of assets and liabilities recognized for financial reporting purposes and the amounts recognized for tax purposes, as well as tax credit carryforwards and loss carryforwards. These deferred taxes are measured by applying currently enacted tax rates. A deferred tax asset is recognized when it is considered more likely than not to be realized. The effects of changes in tax rates on deferred tax assets and liabilities are recognized in income in the year in which the law is enacted. A valuation allowance reduces deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be recognized.

Income tax benefits credited to stockholders’ equity relate to tax benefits associated with amounts that are deductible for income tax purposes but do not affect earnings. These benefits are principally generated from employee exercises of nonqualified stock options and settlement of restricted stock awards.

We recognize positions taken or expected to be taken in a tax return, in the financial statements when it is more likely than not (i.e., a likelihood of more than fifty percent) that the position would be sustained upon examination by tax authorities. A recognized tax position is then measured at the largest amount of benefit with greater than fifty percent likelihood of being realized upon ultimate settlement.

Transaction gains and losses resulting from the remeasurement of foreign deferred tax assets or liabilities are classified as other operating (income) expense, net in the consolidated statements of operations.

Share-based Compensation

Share-based Compensation

We recognize share-based compensation cost based on the grant date estimated fair value of each award, net of estimated forfeitures, over the employee’s requisite service period, which is generally the vesting period of the equity grant. For awards that have a cliff-vesting schedule, share-based compensation cost is recognized ratably over the requisite service period.

Retirement Plans

Retirement Plans

The funded status of our defined benefit pension plans and postretirement benefit plans are recognized in the consolidated balance sheets. The funded status is measured as the difference between the fair value of plan assets and the benefit obligation at December 31, the measurement date. The fair value of plan assets represents the current market value of contributions made to irrevocable trust funds, held for the sole benefit of participants, which are invested by the trust funds. For defined benefit pension plans, the benefit obligation represents the actuarial present value of benefits expected to be paid upon retirement. For postretirement benefit plans, the benefit obligation represents the actuarial present value of postretirement benefits attributed to employee services already rendered. Gains or losses and prior service costs or credits related to our pension plans are being recognized as they arise as a component of other comprehensive income (loss) to the extent they have not been recognized as a component of net periodic benefit cost.

We sponsor the Burger King Savings Plan (the “Savings Plan”), a defined contribution plan under the provisions of Section 401(k) of the Internal Revenue Code. The Savings Plan is voluntary and is provided to all employees who meet the eligibility requirements. A participant can elect to contribute up to 50% of their compensation, subject to IRS limits, and we match 100% of the first 4% of employee compensation.

We also maintain an Executive Retirement Plan (“ERP”) for all officers and senior management. Prior to December 31, 2010, officers and senior management could elect to defer up to 75% of base pay once 401(k) limits were reached and up to 100% of incentive pay on a before-tax basis under the ERP. BKC provided a dollar-for-dollar match up to the first 6% of base pay. In the quarter ended December 31, 2010, we elected to cease further participation deferrals and contributions to the ERP.

Aggregate amounts recorded in the consolidated statements of operations representing our contributions to the Savings Plan and the ERP on behalf of restaurant and corporate employees was $1.8 million for 2012, $4.2 million for 2011, $0.8 million for the period of October 19, 2010 through December 31, 2010, $2.7 million for the period of July 1, 2010 through October 18, 2010 and $6.7 million for Fiscal 2010. Our contributions made on behalf of restaurant employees are classified as payroll and employee benefit expenses in our consolidated statements of operations, while our contributions made on behalf of corporate employees are classified as selling, general and administrative expenses in our consolidated statements of operations.

New Accounting Pronouncements

New Accounting Pronouncements

During 2012, we adopted an accounting standards update that amends accounting guidance to allow us to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. Under these amendments, we are not required to calculate the fair value of a reporting unit unless we determine, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The amendments include a number of events and circumstances for an entity to consider in conducting the qualitative assessment. The adoption of this accounting standard update did not have an impact on our consolidated financial position, results of operations or cash flows.

During 2012, we adopted an accounting standards update that amends accounting guidance to achieve common fair value measurement and disclosure requirements under GAAP and international financial reporting standards (“IFRS”). The amendments in this accounting standard clarify the intent of the Financial Accounting Standards Board (“FASB”) about the application of existing fair value measurement requirements. The amendments change the wording used to describe many of the requirements in GAAP for disclosing information about fair value measurements. The adoption of this accounting standard update did not have a material effect on our consolidated financial position, results of operations or cash flows.

During 2012, we adopted an accounting standards update that requires us to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. This standard eliminates the option to present the components of other comprehensive income as part of the statement of equity. The consolidated statements of comprehensive income (loss) and disclosures required by this accounting standard update are included in this Form 10-K.

During 2012, we elected to early adopt an accounting standards update that amends accounting guidance for the testing of indefinite-lived intangible assets for impairment. This amendment states that an entity has the option to first assess qualitative factors to determine whether the existence of events and circumstances indicates that it is “more likely than not” that an indefinite-lived intangible asset, other than goodwill, is impaired. The results of the qualitative assessment will determine whether it is necessary to perform that quantitative impairment test. The adoption of this accounting standards update did not have an impact on our consolidated financial position, results of operations or cash flows.

In February 2013, the FASB issued an accounting standards update that amends accounting guidance to require an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amounts reclassified is required by GAAP to be reclassified to net income in its entirety in the same reporting period. The amendments in this accounting standards update are effective prospectively for reporting periods beginning after December 15, 2012, with early adoption permitted. The adoption of this accounting standards updated will not have a significant impact on our consolidated financial position, results of operations or cash flows.

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Leases (Details 6) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012
Company Restaurants Occupancy and Other Operating Expenses [Member] | Favorable Lease Contract [Member]
Estimated future amortization of favorable and unfavorable lease contracts
2013	$ 2.5
2014	2.3
2015	2.1
2016	2.0
2017	1.7
Thereafter	8.0
Total	18.6
Company Restaurants Occupancy and Other Operating Expenses [Member] | Unfavorable Lease Contract [Member]
Estimated future amortization of favorable and unfavorable lease contracts
2013	(9.5)
2014	(8.5)
2015	(7.2)
2016	(6.4)
2017	(5.1)
Thereafter	(22.0)
Total	(58.7)
Franchise and Property Revenue [Member] | Favorable Lease Contract [Member]
Estimated future amortization of favorable and unfavorable lease contracts
2013	4.8
2014	4.3
2015	3.8
2016	3.5
2017	3.3
Thereafter	16.9
Total	36.6
Franchise and Property Revenue [Member] | Unfavorable Lease Contract [Member]
Estimated future amortization of favorable and unfavorable lease contracts
2013	(10.0)
2014	(9.5)
2015	(9.1)
2016	(8.8)
2017	(8.4)
Thereafter	(32.9)
Total	(78.7)
Franchise and Property Expenses [Member] | Favorable Lease Contract [Member]
Estimated future amortization of favorable and unfavorable lease contracts
2013	9.8
2014	9.6
2015	9.1
2016	8.6
2017	8.3
Thereafter	42.3
Total	87.7
Franchise and Property Expenses [Member] | Unfavorable Lease Contract [Member]
Estimated future amortization of favorable and unfavorable lease contracts
2013	(4.7)
2014	(4.1)
2015	(3.5)
2016	(3.2)
2017	(2.8)
Thereafter	(13.4)
Total	$ (31.7)

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Segment Reporting (Details 1) (USD $) In Millions, unless otherwise specified	3 Months Ended									12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Dec. 31, 2010 Unallocated Management G&A [Member]	Dec. 31, 2012 Unallocated Management G&A [Member]	Dec. 31, 2011 Unallocated Management G&A [Member]	Oct. 18, 2010 Unallocated Management G&A [Member] Predecessor [Member]	Jun. 30, 2010 Unallocated Management G&A [Member] Predecessor [Member]	Dec. 31, 2010 U.S. and Canada [Member]	Dec. 31, 2012 U.S. and Canada [Member]	Dec. 31, 2011 U.S. and Canada [Member]	Oct. 18, 2010 U.S. and Canada [Member] Predecessor [Member]	Jun. 30, 2010 U.S. and Canada [Member] Predecessor [Member]	Dec. 31, 2010 EMEA [Member]	Dec. 31, 2012 EMEA [Member]	Dec. 31, 2011 EMEA [Member]	Oct. 18, 2010 EMEA [Member] Predecessor [Member]	Jun. 30, 2010 EMEA [Member] Predecessor [Member]	Dec. 31, 2010 LAC [Member]	Dec. 31, 2012 LAC [Member]	Dec. 31, 2011 LAC [Member]	Oct. 18, 2010 LAC [Member] Predecessor [Member]	Jun. 30, 2010 LAC [Member] Predecessor [Member]	Dec. 31, 2010 APAC [Member]	Dec. 31, 2012 APAC [Member]	Dec. 31, 2011 APAC [Member]	Oct. 18, 2010 APAC [Member] Predecessor [Member]	Jun. 30, 2010 APAC [Member] Predecessor [Member]
Reconciliation of segment income to net income
Segment Income	$ 111.7									$ 751.4	$ 696.5	$ 195.2	$ 597.5	$ (16.5)	$ (99.3)	$ (111.5)	$ (60.3)	$ (136.6)	$ 77.2	$ 471.0	$ 459.9	$ 145.0	$ 450.5	$ 20.1	$ 166.1	$ 146.0	$ 30.8	$ 85.3	$ 9.5	$ 73.2	$ 63.9	$ 12.3	$ 43.4	$ 4.9	$ 41.1	$ 26.7	$ 7.1	$ 18.3
Consolidated adjusted EBITDA	95.2									652.1	585.0	134.9	460.9
Share-based compensation										10.2	6.4	5.8	17.0
2010 Transaction costs	94.9										3.7
Global restructuring and related professional fees	67.2										46.5
Field optimization project costs											10.6
Global portfolio realignment project										30.2	7.6
Business combination agreement expenses										27.0
Other operating (income) expenses, net	(8.7)									53.3	11.3	(3.6)	(0.7)
EBITDA	(58.2)									531.4	498.9	132.7	444.6
Depreciation and amortization	27.6									114.2	136.4	31.2	111.7	2.3	15.3	13.3	4.5	16.0	16.8	68.8	86.2	20.2	72.8	4.4	17.9	22.6	3.5	14.8	1.8	6.0	6.7	1.5	4.9	2.3	5.7	7.6	1.5	3.2
Income (loss) from operations	(85.8)	111.9	93.8	127.9	84.1	87.9	111.6	99.0	64.0	417.7	362.5	101.5	332.9
Interest expense, net	58.1									223.8	226.7	14.6	48.6
Loss on early extinguishment of debt										34.2	21.1
Income tax expense (benefit)	(28.2)									42.0	26.6	15.8	97.5
Net income (loss)	$ (115.7)	$ 48.6	$ 6.6	$ 48.2	$ 14.3	$ 25.0	$ 38.8	$ 30.2	$ (5.9)	$ 117.7	$ 88.1	$ 71.1	$ 186.8

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Subsequent Events (Details) [Textual] (USD $)	3 Months Ended	12 Months Ended
	Sep. 30, 2010	Dec. 31, 2012	Dec. 31, 2012 Subsequent Event [Member]	Feb. 14, 2013 Subsequent Event [Member]
Subsequent Event (Textual) [Abstract]
Cash dividend declared by board				$ 0.05
Dividend to be paid date			Mar. 15, 2013
Dividend payable record date	Sep. 14, 2010	Nov. 09, 2012	Feb. 28, 2013
Dividends Payable, Date Declared			Feb. 14, 2013

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Leases (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Summary of Property and equipment, net
Total lease, property and equipment	$ 765.6	$ 439.2
Accumulated depreciation	(95.7)	(38.6)
Total assets lease, property and equipment, net	669.9	400.6
Land [Member]
Summary of Property and equipment, net
Total lease, property and equipment	399.5	263.6
Buildings and improvements [Member]
Summary of Property and equipment, net
Total lease, property and equipment	361.3	158.7
Restaurant equipment [Member]
Summary of Property and equipment, net
Total lease, property and equipment	$ 4.8	$ 16.9

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Income Taxes (Details 8) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Reconciliation of Unrecognized Tax Benefit [Abstract]
Beginning Balance	$ 22.2	$ 21.6	$ 22.4	$ 14.2	$ 15.5
Additions on tax position related to the current year	0.3	1.9	1.4	0.3	1.2
Additions for tax positions of prior years		0.9	2.8	0.3	2.7
Reductions for tax positions of prior year	(0.1)	(0.5)	(2.9)	(2.6)	(2.0)
Reductions for settlement		(0.5)	(2.0)		(2.0)
Reductions due to statute expiration		(0.1)	(0.1)		(1.2)
Ending Balance	$ 22.4	$ 23.3	$ 21.6	$ 12.2	$ 14.2

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Summary of Significant Accounting Policies (Details Textual) (USD $)	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012 Country Distributor Restaurant	Dec. 31, 2011	Jun. 30, 2010
Summary of Significant Accounting Policies (Textual) [Abstract]
Number of restaurants in operation			12,997
Number of company restaurants in operation			418
Number of franchise restaurants in operation			12,579
Number of distributors			4
Percentage service contributed by four distributors for US system restaurant			85.00%
Goodwill and Brand impairment			$ 0	$ 0
Restaurant business disposal period for writing of acquisition			6 months
Advertising expense, net of franchisee contributions	16,700,000	25,300,000	48,300,000	78,200,000	91,300,000
Defined contribution plan, maximum employee contribution percentage			50.00%
Employer's matching contribution percentage			100.00%
Specified percentage of employee compensation			6.00%
Maximum deferral percentage once 401(k) limits are reached			75.00%
Maximum deferral percentage under ERP			100.00%
Matching employer contribution under ERP			6.00%
Contributions to the Savings Plan and the ERP on behalf of restaurant and corporate employees	800,000	2,700,000	1,800,000	4,200,000	6,700,000
Number of countries in which company and franchise restaurants operated			86
Employees compensation percentage			4.00%
Impairment charges related to equity method investments			0	0	0
Maximum [Member]
Summary of Significant Accounting Policies (Textual) [Abstract]
Insurance program deductibles			2,500,000
Minimum [Member]
Summary of Significant Accounting Policies (Textual) [Abstract]
Insurance program deductibles			100,000
Predecessor [Member]
Summary of Significant Accounting Policies (Textual) [Abstract]
Goodwill and Brand impairment			$ 0	$ 0

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Share-based Compensation (Details Textual) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended	12 Months Ended				3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended				3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2012 Employees, Directors and other persons who provide services to the Company and its subsidiaries [Member]	Dec. 31, 2012 Omnibus Incentive Plan [Member]	Dec. 31, 2010 Selling, general and administrative expenses [Member]	Dec. 31, 2012 Selling, general and administrative expenses [Member]	Dec. 31, 2011 Selling, general and administrative expenses [Member]	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Dec. 31, 2012 Predecessor [Member] Omnibus Incentive Plan [Member]	Dec. 31, 2012 Stock Options [Member]	Dec. 31, 2012 Restricted stock units (RSUs) [Member]	Oct. 18, 2010 Restricted Stock [Member] Predecessor [Member]	Jun. 30, 2010 Restricted Stock [Member] Predecessor [Member]	Dec. 31, 2012 Maximum [Member]	Dec. 31, 2012 Minimum [Member]	Dec. 31, 2012 11.89 $ exercise price per millishare [Member]	Dec. 31, 2012 13.34 $ exercise price per millishare [Member]
Share-based Compensation (Textual) [Abstract]
Proceeds from stock options exercised									$ 4.0	$ 4.2
Excess tax benefits from stock options									1.1
Conversion rate for stock												3.355508	3.479129
Exercise price of options		$ 3.97																$ 11.89	$ 13.34
Weighted-average exercise price, granted		$ 3.54														$ 3.97	$ 3.54
Vesting period		5 years									4 years
Fair value of options granted		$ 3.58	$ 0.58						$ 6.02	$ 6.56
Risk-free interest rate		1.03%	1.93%						1.83%	2.92%
Share-based compensation expense		10.2	6.4			30.4	12.2	1.2	5.8	17.0
Number of stock option grants		7,770,000		8,500,000
Share based compensation annual non cash expense									5.8	17.0
Number of shares granted to parent					6,650
Number of shares granted for one full share					$ 0.001
Stock options, expiration period		10 years
Portion of options vesting on each anniversary date, vesting percentage		20.00%
Expected term of grant options		5 years 6 months	5 years						6 years 3 months	6 years 3 months	6 years 3 months
Expected volatility percentage of options		35.00%	35.00%						38.34%	37.15%
Dividend yield		0.00%	0.00%						1.43%	1.37%
Unrecognized compensation cost			25.2
Unrecognized compensation cost, recognition period					3 years 2 months 12 days
Purchase price per share of common stock paid by 3G in the Acquisition		$ 24.00
Total intrinsic value of stock options exercised									3.2	8.1
Tax benefit shortfalls recorded as operating cash flows									1.5	3.5
Weighted average grant date fair value of nonvested shares granted									$ 16.96	$ 18.35
Minimum statutory withholding tax requirements														2.5	2.7
Total intrinsic value of grants which vested and settled			$ 0						$ 9.1	$ 9.6
RSU's granted to non employee members													205,431
Share-based Compensation (Additional Textual) [Abstract]
Stock option to acquire a millishare		1/1000 of a full share
Stock options exercised		464,000

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Leases (Details 3) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Summary of property revenues from operating leases and earned income on direct financing leases with franchisees
Rental income, Minimum	$ 16.0	$ 108.1	$ 72.9	$ 21.9	$ 73.1
Rental income, Contingent		17.4	0.3	4.9	17.9
Amortization of favorable and unfavorable income lease contracts, net	1.3	6.3	6.6
Total rental income	17.3	131.8	79.8	26.8	91.0
Earned income on direct financing leases	6.2	19.5	31.4	7.2	22.7
Total property revenues	$ 23.5	$ 151.3	$ 111.2	$ 34.0	$ 113.7

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Income Taxes (Details 5) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Deferred tax assets:
Trade and notes receivable, principally due to allowance for doubtful accounts	$ 11.6	$ 12.4
Accrued employee benefits	40.5	48.2
Unfavorable leases	76.7	76.1
Liabilities not currently deductible for tax	53.8	40.0
Tax loss and credit carryforwards	130.2	134.8
Property and equipment, principally due to differences in depreciation
Other	10.3	1.5
Total gross deferred tax assets	323.1	313.0
Valuation allowance	(93.3)	(99.6)
Net deferred tax assets	229.8	213.4
Less deferred tax liabilities:
Property and equipment, principally due to differences in depreciation	11.9	6.5
Intangible assets	644.3	629.8
Leases	104.3	124.4
Statutory Impairment	8.8	6.4
Total gross deferred tax liabilities	769.3	767.1
Net deferred tax liability	$ 539.5	$ 553.7

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Income (loss) before income taxes
Domestic	$ (132.1)	$ (4.7)	$ 5.4	$ 61.4	$ 228.4
Foreign	(11.8)	164.4	109.3	25.5	55.9
Income (loss) before income taxes	$ (143.9)	$ 159.7	$ 114.7	$ 86.9	$ 284.3

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Income Taxes (Details 6) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Change In Valuation Allowance [Abstract]
Beginning balance			$ 99.6	$ 96.0
Change in estimates recorded to deferred income tax expense	3.3	(3.8)	(8.3)	4.6	(1.7)
Changes from foreign currency exchange rates	(1.0)		(1.5)
Other	(0.8)
Ending balance	96.0	93.9	93.3	99.6
Predecessor [Member]
Change In Valuation Allowance [Abstract]
Beginning balance		74.6			78.7
Change in estimates recorded to deferred income tax expense		(3.8)			(1.7)
Changes from foreign currency exchange rates		(1.0)			2.1
Other					0.7
Ending balance		$ 75.6			$ 74.6

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Leases (Details 4) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Summary of rent expense associated with lease commitments
Rental expense, Minimum	$ 27.8	$ 148.8	$ 167.3	$ 47.4	$ 168.9
Rental expense, Contingent	1.3	9.3	4.5	2.0	7.4
Amortization of favorable and unfavorable payable lease contracts, net	(0.9)	(2.4)	(3.4)	(3.9)	(15.0)
Total rental expense	$ 28.2	$ 155.7	$ 168.4	$ 45.5	$ 161.3

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Long-Term Debt (Details 2) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Schedule of Interest expense, net
Amortization of deferred financing costs and debt issuance discount (1)	$ 2.6		$ 13.2	$ 15.3
Predecessor term loans
Capital lease obligations	1.3		8.2	9.1
Other(1)	14.6		5.9	3.2
Interest income	(0.2)		(1.1)	(1.6)
Total	58.1		223.8	226.7
Predecessor [Member]
Schedule of Interest expense, net
Predecessor term loans		12.0			39.4
Capital lease obligations		2.9			10.2
Other(1)
Interest income		(0.3)			(1.0)
Total		14.6			48.6
Tranche A Term Loans [Member]
Schedule of Interest expense, net
Interest expense			7.1
Tranche B Term Loans [Member]
Schedule of Interest expense, net
Interest expense			7.1
Secured Term Loan - USD tranche [Member]
Schedule of Interest expense, net
Interest expense	19.1		51.2	75.4
Secured Term Loan - Euro tranche [Member]
Schedule of Interest expense, net
Interest expense	4.3		8.8	14.3
Interest Rate Caps - USD and EURO [Member]
Schedule of Interest expense, net
Interest expense	0.4		1.0	1.2
9 7/8% Senior Notes [Member]
Schedule of Interest expense, net
Interest expense	16.0		78.6	78.8
11.0% Discount Notes [Member]
Schedule of Interest expense, net
Interest expense			$ 43.8	$ 31.0

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Earnings (Loss) Per Share

12 Months Ended

Dec. 31, 2012

Earnings (Loss) Per Share [Abstract]

Earnings (Loss) Per Share

Note 16.    Earnings (Loss) Per Share

Basic earnings (loss) per share is based on net income and weighted average of common shares outstanding. For periods prior to the Merger, share count was determined by retrospectively adjusting all Worldwide shares by the exchange ratio of 3.479129. Diluted earnings per share reflects the potential dilution of common shares, relating to outstanding stock options and RSUs calculated using the treasury stock method. For periods prior to the Merger, outstanding stock options and RSUs were determined by converting all Worldwide stock options to Company stock options using the exchange ratio of 3.355508 and all Worldwide RSUs to Company RSUs using the exchange ratio of 3.479129.

Basic and diluted earnings (loss) per share are as follows (in millions except for per share information):

	Successor							Predecessor
	2012		2011		October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Numerator:
Net income (loss)	$	117.7	$	88.1	$	(115.7	)	$	71.1	$	186.8
Denominator:
Weighted average shares — basic		349.7		348.2		347.9			136.1		135.4
Effect of dilutive securities		4.5		—		—			1.8		1.8
Weighted average shares — diluted		354.1		348.2		347.9			137.9		137.2
Basic earnings (loss) per share	$	0.34	$	0.25	$	(0.33	)	$	0.52	$	1.38
Diluted earnings (loss) per share	$	0.33	$	0.25	$	(0.33	)	$	0.52	$	1.36
Antidilutive stock options outstanding		2.7		12.5		—			4.3		4.3

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Other Operating (Income) Expenses, Net (Tables)

12 Months Ended

Dec. 31, 2012

Other Operating (Income) Expenses, Net [Abstract]

Other operating (income) expense, net

Other operating (income) expenses, net, consist of the following (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Net (gains) losses on disposal of assets, restaurant closures and refranchisings	$	30.8		$	6.2		$	5.8		$	(3.2	)	$	(2.4	)
Litigation settlements and reserves, net		1.7			1.3			3.5			1.5			(0.2	)
Foreign exchange net gains		(4.2	)		(4.6	)		(21.4	)		(1.4	)		(3.3	)
Loss on termination of interest rate cap		8.7			—			—			—			—
Equity in net loss from unconsolidated affiliates		4.1			1.2			0.3			0.5			0.1
Other, net		12.2			7.2			3.1			(1.0	)		5.1
Other operating (income) expense, net	$	53.3		$	11.3		$	(8.7	)	$	(3.6	)	$	(0.7	)

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Income Taxes (Tables)

12 Months Ended

Dec. 31, 2012

Income Taxes [Abstract]

Income (loss) before income taxes

Income (loss) before income taxes, classified by source of income (loss), is as follows (in millions):

	Successor								Predecessor
	2012			2011		October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Domestic	$	(4.7	)	$	5.4	$	(132.1	)	$	61.4	$	228.4
Foreign		164.4			109.3		(11.8	)		25.5		55.9
Income (loss) before income taxes	$	159.7		$	114.7	$	(143.9	)	$	86.9	$	284.3

Income tax expense (benefit) attributable to income from continuing operations

Income tax expense (benefit) attributable to income from continuing operations consists of the following (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Current:
Domestic
Federal	$	19.0		$	19.3		$	(44.0	)	$	7.1		$	64.7
State, net of federal income tax benefit		1.1			(0.5	)		(0.9	)		1.7			4.6
Foreign		13.0			14.3			2.2			3.5			11.3
	$	33.1		$	33.1		$	(42.7	)	$	12.3		$	80.6
Deferred:
Domestic
Federal	$	(1.0	)	$	(13.6	)	$	6.5		$	9.2		$	14.4
State, net of federal income tax benefit		1.6			0.1			(3.1	)		1.2			3.1
Foreign		8.3			7.0			11.1			(6.9	)		(0.6	)
	$	8.9		$	(6.5	)	$	14.5		$	3.5		$	16.9
Total	$	42.0		$	26.6		$	(28.2	)	$	15.8		$	97.5

Schedule of US Federal tax statutory rate reconciles to the effective tax rate

The U.S. Federal tax statutory rate reconciles to the effective tax rate as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
U.S. Federal income tax rate		35.0	%		35.0	%		(35.0	)%		35.0	%		35.0	%
State income taxes, net of federal income tax benefit		1.0			1.0			(2.9	)		3.0			3.4
Costs/(Benefits) and taxes related to foreign operations		10.7			14.6			11.3			(2.5	)		1.7
Foreign tax rate differential		(25.0	)		(26.2	)		0.1			(8.8	)		(5.6	)
Foreign exchange differential on tax benefits		—			(0.1	)		0.2			(0.6	)		0.3
Change in valuation allowance		(1.1	)		3.8			3.2			(4.5	)		(0.6	)
Change in accrual for tax uncertainties		1.6			1.8			0.2			(2.6	)		0.2
Deductible FTC		(3.2	)		(3.7	)		—			—			—
Non Deductible Transaction Costs		2.5			(1.2	)		3.5			—			—
Other		4.8			(1.8	)		(0.2	)		(0.8	)		(0.1	)
Effective income tax rate		26.3	%		23.2	%		(19.6	)%		18.2	%		34.3	%

Schedule of income tax expense benefit allocated to continuing operations and amounts separately allocated to other items

The following table provides the amount of income tax expense (benefit) allocated to continuing operations and amounts separately allocated to other items (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Income tax expense (benefit) from continuing operations	$	42.0		$	26.6		$	(28.2	)	$	15.8	$	97.5
Interest rate caps in accumulated other comprehensive income (loss)		(2.2	)		(26.4	)		13.9			—		—
Interest rate swaps in accumulated other comprehensive income (loss)		0.3			—			—			0.9		2.0
Pension liability in accumulated other comprehensive income (loss)		(0.8	)		(5.8	)		3.9			3.1		(11.3	)
Net investment hedge in accumulated other comprehensive income (loss)		(4.2	)		—			—			—		—
Stock option tax benefit in additional paid-in capital		—			—			—			0.4		(3.5	)
Total	$	35.1		$	(5.6	)	$	(10.4	)	$	20.2	$	84.7

Schedule of deferred income tax expense (benefit) attributable to income from continuing operations

The significant components of deferred income tax expense (benefit) attributable to income from continuing operations are as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Deferred income tax expense (exclusive of the effects of components listed below)	$	17.9		$	(11.1	)	$	12.2		$	8.3		$	15.7
Change in valuation allowance		(8.3	)		4.6			3.3			(3.8	)		(1.7	)
Change in effective state income tax rate		0.8			—			—			—			0.8
Change in effective foreign income tax rate		(1.5	)		—			(1.0	)		(1.0	)		2.1
Total	$	8.9		$	(6.5	)	$	14.5		$	3.5		$	16.9

Schedule of the deferred tax assets and deferred tax liabilities

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below (in millions):

	As of December 31,
	2012			2011
Deferred tax assets:
Trade and notes receivable, principally due to allowance for doubtful accounts	$	11.6		$	12.4
Accrued employee benefits		40.5			48.2
Unfavorable leases		76.7			76.1
Liabilities not currently deductible for tax		53.8			40.0
Tax loss and credit carryforwards		130.2			134.8
Property and equipment, principally due to differences in depreciation		—			—
Other		10.3			1.5
Total gross deferred tax assets		323.1			313.0
Valuation allowance		(93.3	)		(99.6	)
Net deferred tax assets		229.8			213.4
Less deferred tax liabilities:
Property and equipment, principally due to differences in depreciation		11.9			6.5
Intangible assets		644.3			629.8
Leases		104.3			124.4
Statutory Impairment		8.8			6.4
Total gross deferred tax liabilities		769.3			767.1
Net deferred tax liability	$	539.5		$	553.7

Summary of changes in valuation allowance

Changes in valuation allowance are as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Beginning balance	$	99.6		$	96.0		$	93.9		$	74.6		$	78.7
Change in estimates recorded to deferred income tax expense		(8.3	)		4.6			3.3			(3.8	)		(1.7	)
Changes from foreign currency exchange rates		2.0			(1.0	)		(0.4	)		4.8			(3.1	)
Other		—			—			(0.8	)		—			0.7
Ending balance	$	93.3		$	99.6		$	96.0		$	75.6		$	74.6

Summary of amount and expiration dates of operating loss and tax credit carryforwards

The amount and expiration dates of operating loss and tax credit carryforwards as of December 31, 2012 are as follows (in millions):

	Amount		Expiration Date
U.S. federal net operating loss carryforwards	$	52.8		2031 – 2032
Non-U.S. net operating loss carryforwards		256.3		2013 – 2032
Non-U.S. net operating loss carryforwards		180.5		Indefinite
State net operating loss carryforwards		132.8		2015 – 2032
U.S. foreign tax credits		17.7		2015 – 2022
Total	$	640.1

A reconciliation of beginning and ending amounts of unrecognized tax benefits

A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Beginning balance	$	21.6		$	22.4		$	22.2		$	14.2		$	15.5
Additions on tax position related to the current year		1.9			1.4			0.3			0.3			1.2
Additions for tax positions of prior years		0.9			2.8			—			0.3			2.7
Reductions for tax positions of prior year		(0.5	)		(2.9	)		(0.1	)		(2.6	)		(2.0	)
Reductions for settlement		(0.5	)		(2.0	)		—			—			(2.0	)
Reductions due to statute expiration		(0.1	)		(0.1	)		—			—			(1.2	)
Ending balance	$	23.3		$	21.6		$	22.4		$	12.2		$	14.2

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Leases (Details 2) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Summary of future minimum lease receipts and commitments
Future minimum lease receipts, direct financing leases, 2013	$ 25.2
Future minimum lease receipts, direct financing leases, 2014	24.4
Future minimum lease receipts, direct financing leases, 2015	24.0
Future minimum lease receipts, direct financing leases, 2016	23.4
Future minimum lease receipts, direct financing leases, 2017	20.2
Future minimum lease receipts, direct financing leases, thereafter	95.8
Future minimum lease receipts, direct financing leases, total	213.0	318.5
Future minimum lease receipts, Operating leases, 2013	126.3
Future minimum lease receipts, Operating leases, 2014	118.4
Future minimum lease receipts, Operating leases, 2015	111.8
Future minimum lease receipts, Operating leases, 2016	107.2
Future minimum lease receipts, Operating leases, 2017	103.8
Future minimum lease receipts, Operating leases, thereafter	1,060.4
Future minimum lease receipts, Operating leases, total	1,627.9
Future minimum lease commitments (a), capital leases, 2013	(18.2)
Future minimum lease commitments (a), capital leases, 2014	(17.7)
Future minimum lease commitments (a), capital leases, 2015	(16.4)
Future minimum lease commitments (a), capital leases, 2016	(15.0)
Future minimum lease commitments (a), capital leases, 2017	(13.3)
Future minimum lease commitments (a), capital leases, thereafter	(18.5)
Future minimum lease commitments (a), capital leases, Total	(99.1)
Future minimum lease commitments (a), operating leases, 2013	(133.3)
Future minimum lease commitments (a), operating leases, 2014	(126.6)
Future minimum lease commitments (a), operating leases, 2015	(118.0)
Future minimum lease commitments (a), operating leases, 2016	(109.9)
Future minimum lease commitments (a), operating leases, 2017	(99.9)
Future minimum lease commitments (a), operating leases, thereafter	(600.3)
Future minimum lease commitments (a), operating leases, total	$ (1,188.0)

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Pension and Post Retirement Medical Benefits (Details 6) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
US Pension Plans Defined Benefit [Member]
Fair value of major categories of pension plan
Fair value of plan assets	$ 145.4	$ 129.0	$ 122.1
US Pension Plans Defined Benefit [Member] | Cash and Cash Equivalents [Member]
Fair value of major categories of pension plan
Fair value of plan assets	1.4	1.0
US Pension Plans Defined Benefit [Member] | US [Member]
Fair value of major categories of pension plan
Fair value of plan assets	70.1	64.4
US Pension Plans Defined Benefit [Member] | Non US [Member]
Fair value of major categories of pension plan
Fair value of plan assets	18.1	13.3
US Pension Plans Defined Benefit [Member] | Corporate Bonds And Notes [Member]
Fair value of major categories of pension plan
Fair value of plan assets	34.1	24.9
US Pension Plans Defined Benefit [Member] | U.S. Government Treasuries [Member]
Fair value of major categories of pension plan
Fair value of plan assets	12.3	6.2
US Pension Plans Defined Benefit [Member] | International Debt [Member]
Fair value of major categories of pension plan
Fair value of plan assets	0.1	7.6
US Pension Plans Defined Benefit [Member] | Mortgage Backed Securities [Member]
Fair value of major categories of pension plan
Fair value of plan assets	3.2	1.3
US Pension Plans Defined Benefit [Member] | U.S. Government Agencies [Member]
Fair value of major categories of pension plan
Fair value of plan assets	0.5	2.3
US Pension Plans Defined Benefit [Member] | Asset Backed Securities [Member]
Fair value of major categories of pension plan
Fair value of plan assets	1.9	0.3
US Pension Plans Defined Benefit [Member] | Municipal Bonds [Member]
Fair value of major categories of pension plan
Fair value of plan assets	0.1	3.1
US Pension Plans Defined Benefit [Member] | Non US Bond [Member]
Fair value of major categories of pension plan
Fair value of plan assets	3.6	0.8
US Pension Plans Defined Benefit [Member] | Other [Member]
Fair value of major categories of pension plan
Fair value of plan assets	0	3.8
International Pension Plans [Member]
Fair value of major categories of pension plan
Fair value of plan assets	23.3	21.1
International Pension Plans [Member] | Cash and Cash Equivalents [Member]
Fair value of major categories of pension plan
Fair value of plan assets	0.5
International Pension Plans [Member] | US [Member]
Fair value of major categories of pension plan
Fair value of plan assets	4.3	3.6
International Pension Plans [Member] | Non US [Member]
Fair value of major categories of pension plan
Fair value of plan assets	12.0	10.5
International Pension Plans [Member] | Corporate Bonds And Notes [Member]
Fair value of major categories of pension plan
Fair value of plan assets
International Pension Plans [Member] | U.S. Government Treasuries [Member]
Fair value of major categories of pension plan
Fair value of plan assets
International Pension Plans [Member] | International Debt [Member]
Fair value of major categories of pension plan
Fair value of plan assets
International Pension Plans [Member] | Mortgage Backed Securities [Member]
Fair value of major categories of pension plan
Fair value of plan assets
International Pension Plans [Member] | U.S. Government Agencies [Member]
Fair value of major categories of pension plan
Fair value of plan assets
International Pension Plans [Member] | Asset Backed Securities [Member]
Fair value of major categories of pension plan
Fair value of plan assets
International Pension Plans [Member] | Municipal Bonds [Member]
Fair value of major categories of pension plan
Fair value of plan assets
International Pension Plans [Member] | Non US Bond [Member]
Fair value of major categories of pension plan
Fair value of plan assets	6.4	6.6
International Pension Plans [Member] | Other [Member]
Fair value of major categories of pension plan
Fair value of plan assets	$ 0.1	$ 0.4

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Property and Equipment, net (Tables)

12 Months Ended

Dec. 31, 2012

Property and Equipment, net [Abstract]

Summary of Property and Equipment, net

Property and equipment, net, along with their estimated useful lives, consist of the following (in millions):

		As of December 31,
		2012			2011
Land		$	446.7		$	450.0
Buildings and improvements(1)	(up to 40 years)		486.3			468.7
Machinery and equipment(2)	(up to 18 years)		69.4			157.4
Furniture, fixtures, and other	(up to 10 years)		51.1			40.9
Construction in progress			32.5			59.6
			1,086.0			1,176.6
Accumulated depreciation and amortization(3)			(200.8	)		(150.1	)
Property and equipment, net		$	885.2		$	1,026.5

(1) Buildings and improvements include assets under capital leases of $65.9 million as of December 31, 2012 and $54.3 million as of December 31, 2011.

(2) Machinery and equipment include assets under capital leases of $3.7 million as of December 31, 2012 and $0.2 million as of December 31, 2011.

(3) Accumulated depreciation related to assets under capital leases totaled $25.6 million as of December 31, 2012 and $14.2 million as of December 31, 2011.

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Quarterly Financial Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2012

Quarterly Financial Data (Unaudited) [Abstract]

Summarized unaudited quarterly financial data

Summarized unaudited quarterly financial data (in millions, except per share data):

	Quarters Ended
	March 31, 2012		June 30, 2012		September 30, 2012		December 31, 2012
Revenue	$	569.9	$	540.8	$	451.1	$	404.5
Operating income	$	84.1	$	127.9	$	93.8	$	111.9
Net income	$	14.3	$	48.2	$	6.6	$	48.6
Basic earnings per share	$	0.04	$	0.14	$	0.02	$	0.14
Diluted earnings per share	$	0.04	$	0.14	$	0.02	$	0.14

	Quarters Ended
	March 31, 2011			June 30, 2011		September 30, 2011		December 31, 2011
Revenue	$	552.0		$	595.4	$	607.7	$	580.6
Operating income	$	64.0		$	99.0	$	111.6	$	87.9
Net income	$	(5.9	)	$	30.2	$	38.8	$	25.0
Basic earnings (loss) per share	$	(0.02	)	$	0.09	$	0.11	$	0.07
Diluted earnings (loss) per share	$	(0.02	)	$	0.09	$	0.11	$	0.07

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Intangible Assets, net and Goodwill (Details Textual) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Intangible Assets net and Goodwill (Textual) [Abstract]
Amortization expense on intangible assets	$ 8.2	$ 38.2	$ 40.2	$ 2.7	$ 8.7

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Earnings Per Share (Details Textual)	12 Months Ended
	Dec. 31, 2012
Stock Options [Member]
Earnings Per Share (Textual) [Abstract]
Conversion rate for stock	3.355508
Restricted stock units (RSUs) [Member]
Earnings Per Share (Textual) [Abstract]
Conversion rate for stock	3.479129

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Prepaids and Other Current Assets, Net (Details Textual) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Prepaid and Other Current Assets Net (Textual) [Abstract]
Assets held for sale	$ 23.9

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Share-based Compensation (Tables)

12 Months Ended

Dec. 31, 2012

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Fair value of each stock option granted under the Plans and was estimated on the date of grant using the Black-Scholes option pricing model.

The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option pricing model. The estimated fair value of stock options, less estimated forfeitures, is amortized over the vesting period on a straight-line basis. The assumptions used in the Black-Scholes option-pricing model are as follows:

	2012			2011
Risk-free interest rate		1.03	%		1.93	%
Expected term (in years)		5.50			5.00
Expected volatility		35.00	%		35.00	%
Expected dividend yield		0.00	%		0.00	%

Summary of Option Activity under the various plan

The following is a summary of option activity under the 2011 Omnibus Plan and 2012 Omnibus Plan as of and for the year ended December 31, 2012:

	Total Number of Options (in 000’s)		Weighted Average Exercise Price		Aggregate Intrinsic Value(1) (in 000’s)		Weighted Average Remaining Contractual Term (Yrs)
Options outstanding at January 1, 2012		12,537	$	3.54
Granted		7,770	$	3.97
Exercised		464	$	3.54
Forfeited		3,485	$	3.61
Options outstanding at December 31, 2012		16,358	$	3.73	$	210,490		8.6
Options expected to vest at December 31, 2012		14,079	$	3.73	$	178,917		8.6

(1) The intrinsic value represents the amount by which the fair value of our stock exceeds the option exercise price at December 31, 2012.

Predecessor [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Fair value of each stock option granted under the Plans and was estimated on the date of grant using the Black-Scholes option pricing model.

The fair value of each stock option granted under the Plans during July 1, 2010 through October 18, 2010 and for Fiscal 2010 and 2009 was estimated on the date of grant using the Black-Scholes option pricing model based on the following weighted-average assumptions:

	July 1, 2010 to October 18, 2010			Fiscal 2010
Risk-free interest rate		1.83	%		2.92	%
Expected term (in years)		6.25			6.25
Expected volatility		38.34	%		37.15	%
Expected dividend yield		1.43	%		1.37	%

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Consolidated Statements of Cash Flows (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor	Jun. 30, 2010 Predecessor
Cash flows from operating activities:
Net income (loss)	$ (115.7)	$ 117.7	$ 88.1	$ 71.1	$ 186.8
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	27.6	114.2	136.4	31.2	111.7
Transaction costs	17.2
Loss on early extinguishment of debt		34.2	21.1
Amortization of deferred financing costs and debt issuance discount	2.6	57.0	46.3	0.6	2.1
Equity in net loss from unconsolidated affiliates	0.3	4.1	1.2	0.5	0.1
(Gain) loss on remeasurement of foreign denominated transactions	(3.2)	(8.2)	0.4	(41.5)	40.9
Amortization of prior service costs		(2.5)
Realized loss (gain) on terminated caps/swaps		11.8	0.5	(0.4)	(1.6)
Loss (gain) on refranchisings and dispositions of assets	0.8	27.0	(1.0)	(4.6)	(9.5)
Impairment on non-restaurant properties	0.6		2.3	0.1	2.9
Bad debt expense (recoveries), net	2.8	(0.8)	6.1	2.1	0.8
Share-based compensation and non-cash incentive compensation expense		12.2	6.4	5.8	17.0
Deferred income taxes	(12.9)	8.9	(27.3)	(1.4)	16.9
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivable	(32.5)	(22.2)	(6.0)	32.0	(15.9)
Prepaids and other current assets	(70.6)	(7.0)	105.5	(2.2)	(1.4)
Accounts and drafts payable	(26.5)	(23.9)	8.7	9.0	(20.8)
Accrued advertising	6.8	(32.3)	18.3	1.3	6.4
Other accrued liabilities	58.1	(40.3)	16.0	29.4	(22.3)
Other long-term assets and liabilities	18.1	(25.5)	(16.8)	(11.7)	(3.7)
Net cash provided by (used for) operating activities	(126.5)	224.4	406.2	121.3	310.4
Cash flows from investing activities:
Payments for property and equipment	(28.4)	(70.2)	(82.1)	(18.2)	(150.3)
Proceeds from refranchisings, disposition of asset and restaurant closures	5.7	104.9	29.9	9.6	21.5
Investments in / advances to unconsolidated affiliates			(4.5)
Payments for acquired franchisee operations, net of cash acquired		(15.3)			(14.0)
Return of investment on direct financing leases	2.1	14.2	14.6	2.6	8.2
Other investing activities	1.4		0.7	1.2	(0.3)
Net payment for purchase of BKH	(3,325.4)
Net cash provided by (used for) investing activities	(3,344.6)	33.6	(41.4)	(4.8)	(134.9)
Cash flows from financing activities:
Proceeds from term debt	1,837.1	1,733.5	1,860.0
Proceeds from Senior Notes	800.0
Proceeds from Discount Notes			401.5
Repayments of term debt and capital leases	(3.2)	(1,766.8)	(1,874.5)	(23.5)	(67.7)
Extinguishment of debt	(731.8)	(112.8)	(70.6)
Borrowings under revolving credit facility					38.5
Repayments of revolving credit facility					(38.5)
Payment of financing costs	(69.2)	(16.0)	(32.6)
Dividends paid on common stock		(14.0)	(393.4)	(8.6)	(34.2)
Proceeds from stock option exercises		1.5		4.0	4.2
Repurchases of common stock				(2.5)	(2.7)
Excess tax benefits from share-based compensation				1.1	3.5
Proceeds from issuance of shares			1.6
Capital contribution from 3G	1,563.5
Net cash provided by (used for) financing activities	3,396.4	(174.6)	(108.0)	(29.5)	(96.9)
Effect of exchange rates on cash and cash equivalents	(4.7)	4.3	(4.8)	11.8	(12.7)
Increase (decrease) in cash and cash equivalents	(79.4)	87.7	252.0	98.8	65.9
Cash and cash equivalents at beginning of period	286.4	459.0	207.0	187.6	121.7
Cash and cash equivalents at end of period	207.0	546.7	459.0	286.4	187.6
Supplemental cashflow disclosures:
Interest paid	28.0	170.3	183.0	13.7	48.7
Income taxes paid	4.5	40.1	26.2	24.4	54.3
Non-cash investing and financing activities:
Investments in unconsolidated affiliates		98.6
Acquisition of property with capital lease obligations		36.1	3.2		3.7
Net investment in direct financing leases	1.3	0.7	14.6	4.4	11.0
Deferred premium on interest rate caps	$ 56.1

XML

Commitments and Contingencies (Details) (USD $)	1 Months Ended			12 Months Ended
	Feb. 28, 2011 Restaurant	Jul. 31, 2010 Restaurant	Sep. 30, 2009 Restaurant	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010	Sep. 28, 2012	Jun. 01, 2012	Sep. 10, 2008 Restaurant
Commitments And Contingencies (Additional Textual) [Abstract]
Litigation settlement, Gross								$ 19,000,000
Senior notes outstanding amount				2,950,200,000	3,034,500,000
Maximum guarantee liability							130,000,000
Favorable adjustment to insurance reserve				4,100,000		1,500,000
Additional adjustment to insurance reserve						3,300,000
Comparable adjustment					0
Revolving credit facility				118,400,000
Recognition of Deferred Revenue				1,900,000	0
Early termination Fee under Telecommunication services				0
Commitments and Contingencies (Textual) [Abstract]
Number of restaurants									96
Number of restaurants visited by plaintiffs			10
Number of restaurants with separate class of plaintiffs			10
Number of trials			10
Number of restaurants with which the company agreed to settle the lawsuit		10
Number of restaurants for which lawsuit yet to be settled	86
Payments made for guarantee				0
Contingent rent				48,800,000
Leasing period				6 years
Payments made for guarantees				118,400,000
Fair value of guarantee obligation				2,700,000
Accrued liabilities				26,700,000	32,300,000
Maximum [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Insurance program deductibles				2,500,000
Minimum [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Insurance program deductibles				100,000
Vendor Relationship [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Revenue recognized				1,900,000
Purchase commitment				12 years
Supply contract period to company and franchise restaurants					5 years
Deferred income associated with contract				3,600,000
Aggregate contractual obligation				10,800,000
Contract extended period				3 years
Telecommunication services aggregate contractual obligation				3,900,000
Contractual obligation related with telecommunication				2 years
Purchase of advertising				108,300,000
Vendor Relationship [Member] | Maximum [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Termination fees				1,200,000
Vendor Relationship [Member] | Minimum [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Termination fees				1,000,000
Standby letters of credit [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Letters of credit outstanding				24,600,000
Amount withdrawn from standby letter of credit				0
Revolving Credit Facility [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Letters of credit outstanding				11,600,000
Bonds [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Letters of credit outstanding				1,200,000
BKC [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Litigation settlement, Gross				3,900,000
Franchisees [Member]
Commitments And Contingencies (Additional Textual) [Abstract]
Litigation settlement, Gross								5,000,000
Senior notes outstanding amount				81,900,000
Number of programs				3
Maximum guarantee liability				25,300,000
Additional borrowing capacity				104,000,000
Other commitments arising out of normal business operations				4,900,000
Other commitments guaranteed under bank guarantee agreement percent				99.00%
Loan Guarantee payments				0
Revolving credit facility				104,000,000
Number of Defaults that have occurred				0
Commitments and Contingencies (Textual) [Abstract]
Payments made for guarantees				$ 104,000,000

XML

Property and Equipment, net (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Summary of Property and Equipment, net
Property and equipment, gross	$ 1,086.0	$ 1,176.6
Accumulated depreciation and amortization (3)	(200.8)	(150.1)
Property and equipment, net	885.2	1,026.5
Land [Member]
Summary of Property and Equipment, net
Property and equipment, gross	446.7	450.0
Buildings and improvements (1) [Member]
Summary of Property and Equipment, net
Property and equipment, gross	486.3	468.7
Machinery and equipment (2) [Member]
Summary of Property and Equipment, net
Property and equipment, gross	69.4	157.4
Furniture, fixtures, and other [Member]
Summary of Property and Equipment, net
Property and equipment, gross	51.1	40.9
Construction in Progress [Member]
Summary of Property and Equipment, net
Property and equipment, gross	$ 32.5	$ 59.6

XML

Pension and Post Retirement Medical Benefits (Tables)

12 Months Ended

Dec. 31, 2012

Pension and Post Retirement Medical Benefits [Abstract]

Change in benefit obligations, fair value of plan assets and amounts recognized

Obligations and Funded Status

The following table sets forth the change in benefit obligations, fair value of plan assets and amounts recognized in the balance sheets for the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan (in millions):

	U.S. Pension Plans						U.S. Retiree Medical Plan
	2012			2011			2012			2011
Change in benefit obligation
Benefit obligation at beginning of year	$	193.0		$	176.5		$	19.5		$	26.1
Service cost		—			—			—			0.3
Interest cost		8.6			9.2			0.4			1.3
Plan amendments		—			—			(11.1	)		(7.1	)
Actuarial (gains) losses		21.0			20.2			0.1			(0.8	)
Part D Rx Subsidy Received		—			—			0.1			0.1
Benefits paid		(9.7	)		(12.9	)		(0.5	)		(0.4	)
Benefit obligation at end of year	$	212.9		$	193.0		$	8.5		$	19.5
Change in plan assets
Fair value of plan assets at beginning of year	$	129.0		$	122.1		$	—		$	—
Actual return on plan assets		17.5			7.5			—			—
Employer contributions		8.6			5.5			0.5			—
Benefits paid		(9.7	)		(6.1	)		(0.5	)		—
Fair value of plan assets at end of year	$	145.4		$	129.0		$	—		$	—
Funded status of plan	$	(67.5	)	$	(64.0	)	$	(8.5	)	$	(19.5	)
Amounts recognized in the consolidated balance sheet
Current liabilities	$	(0.7	)	$	(1.6	)	$	(0.5	)	$	(1.1	)
Noncurrent liabilities		(66.8	)		(62.4	)		(8.0	)		(18.4	)
Net pension liability, end of fiscal year	$	(67.5	)	$	(64.0	)	$	(8.5	)	$	(19.5	)
Amounts recognized in accumulated other comprehensive income (AOCI)
Prior service cost / (credit)	$	—		$	—		$	(15.3	)	$	(6.8	)
Unrecognized actuarial loss (gain)		24.8			13.0			(1.6	)		(1.8	)
Total AOCI (before tax)	$	24.8		$	13.0		$	(16.9	)	$	(8.6	)

	International Pension Plans
	2012			2011
Benefit obligation at end of year	$	32.5		$	30.0
Fair value of plan assets at end of year		23.3			21.1
Funded status of plan	$	(9.2	)	$	(8.9	)
Amounts recognized in the consolidated balance sheet
Noncurrent Assets	$	1.6		$	—
Current liabilities		—			—
Noncurrent liabilities		(10.8	)		(8.9	)
Net pension liability, end of fiscal year	$	(9.2	)	$	(8.9	)
Amounts recognized in accumulated other comprehensive income (AOCI)
Unrecognized actuarial loss (gain)	$	(1.2	)	$	(1.5	)
Total AOCI (before tax)	$	(1.2	)	$	(1.5	)

Projected benefit obligation, accumulated benefit obligation and fair value of plan assets

The following sets forth the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan with accumulated benefit obligations in excess of plan assets (in millions):

	U.S. Pension Plans				U.S. Retiree Medical Plan				International Pension Plans
	As of December 31,				As of December 31,				As of December 31,
	2012		2011		2012		2011		2012		2011
Projected benefit obligation	$	212.9	$	193.0	$	8.5	$	19.5	$	32.5	$	30.0
Accumulated benefit obligation	$	212.9	$	193.0	$	8.5	$	19.5	$	26.2	$	21.2
Fair value of plan assets	$	145.4	$	129.0	$	—	$	—	$	23.3	$	21.1

Other Changes in plan assets and projected benefit obligation recognized in other comprehensive income

Other Changes in Plan Assets and Projected Benefit Obligation Recognized in Other Comprehensive Income

	U.S. Pension Plans
	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
Unrecognized actuarial (gain) loss	$	12.0		$	21.6		$	(8.2	)	$	(6.5	)	$	23.9
(Gain) loss recognized due to settlement		(0.2	)		(0.4	)		—			—			—
Prior service cost (credit)		—			—			—			—			—
Amortization of prior service cost (credit)		—			—			—			—			—
Recognized net actuarial gain (loss)		—			—			—			(0.7	)		—
Total recognized in OCI	$	11.8		$	21.2		$	(8.2	)	$	(7.2	)	$	23.9

	U.S. Retiree Medical Plan
	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010		Fiscal 2010
Unrecognized actuarial (gain) loss	$	0.1		$	(0.8	)	$	(1.1	)	$	0.4	$	2.7
(Gain) loss recognized due to settlement		—			—			—			—		—
Prior service cost (credit)		(11.1	)		(7.1	)		—			—		—
Amortization of prior service cost (credit)		2.6			0.4			—			—		—
Recognized net actuarial gain (loss)		0.1			—			—			—		0.4
Total recognized in OCI	$	(8.3	)	$	(7.5	)	$	(1.1	)	$	0.4	$	3.1

	International Pension Plans
	Successor								Predecessor
	2012			2011		October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
Unrecognized actuarial (gain) loss	$	(2.1	)	$	1.3	$	(3.4	)	$	(2.1	)	$	4.0
Recognized net actuarial gain (loss)		2.3			0.6		—			—			—
Total recognized in OCI	$	0.2		$	1.9	$	(3.4	)	$	(2.1	)	$	4.0

Weighted average assumption used in computing benefit obligations

The weighted-average assumptions used in computing the benefit obligations of the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan are as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
U.S. Pension Plans:
Discount rate as of year-end		4.04	%		4.58	%		5.35	%		5.06	%		5.20	%
U.S. Retiree Medical Plan:
Discount rate as of year-end		4.04	%		4.58	%		5.35	%		5.06	%		5.20	%
International Pension Plans:
Discount rate as of year-end		4.03	%		4.82	%		5.35	%		4.98	%		5.17	%
Range of compensation rate increase		3.14	%		3.44	%		3.80	%		3.52	%		3.71	%

Weighted average assumption used in computing net periodic benefit cost

The weighted-average assumptions used in computing the net periodic benefit cost of the U.S. Pension Plans, International Pension Plans and the U.S. Retiree Medical Plan are as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
U.S. Pension Plans:
Discount rate		4.58	%		5.35	%		5.06	%		5.16	%		6.37	%
Expected long-term rate of return on plan assets		6.50	%		7.50	%		7.50	%		7.50	%		7.50	%
U.S. Retiree Medical Plan:
Discount rate		4.58	%		5.35	%		5.06	%		5.16	%		6.37	%
Expected long-term rate of return on plan assets		N/A			N/A			N/A			N/A			N/A
International Pension Plans:
Discount rate		4.86	%		5.38	%		5.15	%		5.09	%		6.07	%
Range of compensation rate increase		3.47	%		3.79	%		3.66	%		3.58	%		3.57	%
Expected long-term rate of return on plan assets		5.25	%		6.49	%		6.10	%		6.37	%		6.42	%

Health care trend rates

The assumed healthcare cost trend rates are as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Healthcare cost trend rate assumed for next year		8.00	%		8.00	%		8.00	%		8.00	%		8.00	%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)		5.00	%		5.00	%		5.00	%		5.00	%		5.00	%
Year that the rate reaches the ultimate trend rate		2020			2020			2020			2020			2020

Fair value of major categories of pension plan

The fair value of the major categories of pension plan assets for U.S. and International Pension Plans at December 31, 2012 is presented below (in millions):

	U.S. Pension Plans		International Pension Plan		U.S. Pension Plan		Internation Pension Plan
	As of December 31,
	2012				2011
Level 2
Cash and Cash equivalents(a)	$	1.4	$	0.5	$	1.0	$	—
Equity Securities(b):
U.S.		70.1		4.3		64.4		3.6
Non—U.S.		18.1		12.0		13.3		10.5
Fixed Income(b) :
Corporate Bonds and Notes		34.1		—		24.9		—
U.S. Government Treasuries		12.3		—		6.2		—
International Debt		0.1		—		7.6		—
Mortgage-Backed Securities		3.2		—		1.3		—
U.S. Government Agencies		0.5		—		2.3		—
Asset-Backed Securities		1.9		—		0.3		—
Municipal Bonds		0.1		—		3.1		—
Non- U.S. Bonds		3.6		6.4		0.8		6.6
Other(c)		—		0.1		3.8		0.4
Total fair value of plan assets	$	145.4	$	23.3	$	129.0	$	21.1

(a) Short-term investments in money market funds and short term receivables for investments sold

(b) Securities held in common commingled trust funds

(c) Other securities held in common commingled trust funds including interest rate swaps and foreign currency contracts

Projected expected Payments for pension plans

The U.S. and International Pension Plans’ and U.S. Retiree Medical Plan’s expected contributions to be paid in the next year, the projected benefit payments for each of the next five years and the total aggregate amount for the subsequent five years are as follows (in millions):

	U.S. Pension Plans		International Pension Plans		U.S. Retiree Medical Plan
Estimated Net Contributions During Year Ended 2013	$	5.7	$	0.4	$	0.5
Estimated Future Year Benefit Payments During Years Ended:
2013	$	7.7	$	0.3	$	0.5
2014	$	8.0	$	0.4	$	0.6
2015	$	8.5	$	0.4	$	0.5
2016	$	9.0	$	0.4	$	0.5
2017	$	9.4	$	1.6	$	0.5
2018 – 2022	$	58.9	$	2.4	$	2.9

XML

Segment Reporting

12 Months Ended

Dec. 31, 2012

Segment Reporting [Abstract]

Segment Reporting

Note 20.    Segment Reporting

We operate in the fast food hamburger restaurant category of the quick service segment of the restaurant industry. Revenues include retail sales at Company restaurants and franchise revenues, consisting primarily of royalties based on a percentage of sales reported by franchise restaurants and franchise fees paid by franchisees as well as property income we derive from properties we lease to our franchisees. Our business is managed in four distinct geographic segments: (1) United States (“U.S.”) and Canada; (2) Europe, the Middle East and Africa (“EMEA”); (3) Latin America and the Caribbean (“LAC”); and (4) Asia Pacific (“APAC”).

The unallocated amounts reflected in certain tables below include corporate support costs in areas such as facilities, finance, human resources, information technology, legal, marketing and supply chain management, which benefit all of our geographic segments and system-wide restaurants and are not allocated specifically to any of the geographic segments.

The following tables present revenues, segment income, depreciation and amortization, assets, goodwill, long-lived assets and capital expenditures by geographic segment (in millions):

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Revenues:
United States and Canada	$	1,261.1	$	1,569.1	$	315.5	$	483.2	$	1,695.2
EMEA		472.9		525.6		104.7		169.1		635.4
LAC		134.4		128.1		24.8		34.0		109.0
APAC		97.9		112.9		21.8		31.4		62.6
Total revenues	$	1,966.3	$	2,335.7	$	466.8	$	717.7	$	2,502.2

The United Stated represented 10% or more of our total revenues in each period presented. Revenues in the United States totaled $1.1 billion in 2012, $1.4 billion in 2011, $283.7 million for the period of October 19, 2010 to December 31, 2010, $437.4 million for the period of July 1, 2010 to October 18, 2010 and $1.5 billion for fiscal 2010. Germany also represented 10% or more of our revenues in 2012 and fiscal 2010. Revenues in Germany totaled $219.2 million in 2012 and $281.9 million in fiscal 2010.

Our measure of segment income is adjusted EBITDA. Adjusted EBITDA represents earnings before interest, taxes, depreciation and amortization, adjusted to exclude specifically identified items that management believes do not directly reflect our core operations and assists management in comparing segment performance by removing the impact of certain items that management believes do not reflect our core operations.

A reconciliation of segment income to net income consists of the following:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Segment Income:
U.S. and Canada	$	471.0		$	459.9		$	77.2		$	145.0		$	450.5
EMEA		166.1			146.0			20.1			30.8			85.3
LAC		73.2			63.9			9.5			12.3			43.4
APAC		41.1			26.7			4.9			7.1			18.3
Total		751.4			696.5			111.7			195.2			597.5
Unallocated Management G&A		(99.3	)		(111.5	)		(16.5	)		(60.3	)		(136.6	)
Consolidated adjusted EBITDA		652.1			585.0			95.2			134.9			460.9
Share-based compensation and non-cash incentive compensation expense		10.2			6.4			—			5.8			17.0
2010 Transaction costs		—			3.7			94.9			—			—
Global restructuring and related professional fees		—			46.5			67.2			—			—
Field optimization project costs		—			10.6			—			—			—
Global portfolio realignment project		30.2			7.6			—			—			—
Business combination agreement expenses		27.0			—			—			—			—
Other operating (income) expenses, net		53.3			11.3			(8.7	)		(3.6	)		(0.7	)
EBITDA		531.4			498.9			(58.2	)		132.7			444.6
Depreciation and amortization		113.7			136.4			27.6			31.2			111.7
Income (loss) from operations		417.7			362.5			(85.8	)		101.5			332.9
Interest expense, net		223.8			226.7			58.1			14.6			48.6
Loss on early extinguishment of debt		34.2			21.1			—			—			—
Income tax expense (benefit)		42.0			26.6			(28.2	)		15.8			97.5
Net income (loss)		117.7			88.1			(115.7	)		71.1			186.8
	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Depreciation and Amortization:
United States and Canada	$	68.8		$	86.2		$	16.8		$	20.2		$	72.8
EMEA		17.9			22.6			4.4			3.5			14.8
LAC		6.0			6.7			1.8			1.5			4.9
APAC		5.7			7.6			2.3			1.5			3.2
Unallocated		15.3			13.3			2.3			4.5			16.0
Total depreciation and amortization	$	113.7		$	136.4		$	27.6		$	31.2		$	111.7

	Assets				Goodwill				Long-Lived Assets
	As of December 31,				As of December 31,				As of December 31,
	2012		2011		2012		2011		2012		2011
United States and Canada	$	3,472.5	$	3,534.9	$	231.0	$	254.8	$	938.6	$	1,114.1
EMEA		1,383.9		1,368.4		201.6		198.8		55.3		73.9
LAC		189.9		189.7		124.1		137.9		20.0		28.8
APAC		459.3		457.8		62.5		66.2		0.4		19.2
Unallocated		58.4		57.6		—		—		51.3		32.7
Total	$	5,564.0	$	5,608.4	$	619.2	$	657.7	$	1,065.6	$	1,268.7

Long-lived assets include property and equipment, net, and net investment in property leased to franchisees. Only the United States represented 10% or more of our total long-lived assets as of December 31, 2012 and 2011. Long-lived assets in the United States, including the unallocated portion, totaled $921.6 million as of December 31, 2012 and $1,069.3 million as of December 31, 2011. Refer to Note 1 for the impact of acquisition accounting.

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Capital Expenditures:
United States and Canada	$	41.9	$	56.5	$	17.4	$	11.0	$	99.9
EMEA		6.9		11.1		3.3		0.9		22.9
LAC		1.4		1.8		1.1		0.3		5.4
APAC		0.8		3.8		2.1		2.3		8.0
Unallocated		19.2		8.9		4.5		3.7		14.1
Total capital expenditures	$	70.2	$	82.1	$	28.4	$	18.2	$	150.3

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Commitments and Contingencies

12 Months Ended

Dec. 31, 2012

Commitments and Contingencies [Abstract]

Commitments and Contingencies

Note 19.    Commitments and Contingencies

Guarantees

We guarantee certain lease payments of franchisees arising from leases assigned in connection with sales of Company restaurants to franchisees, by remaining secondarily liable for base and contingent rents under the assigned leases of varying terms. The maximum contingent rent amount is not determinable as the amount is based on future revenues. In the event of default by the franchisees, we have typically retained the right to acquire possession of the related restaurants, subject to landlord consent. The aggregate contingent obligation arising from these assigned lease guarantees, excluding contingent rents, was $48.8 million as of December 31, 2012, expiring over an average period of six years.

From time to time, we enter into agreements under which we guarantee loans made to qualified franchisees. As of December 31, 2012, there were $81.9 million of loans outstanding to franchisees that we had guaranteed under three such programs, with additional franchisee borrowing capacity of approximately $104.0 million remaining. Our maximum guarantee liability under these three programs is limited to an aggregate of $25.3 million, assuming full utilization of all borrowing capacity. As of December 31, 2012, the liability reflecting the fair value of these guarantee obligations was $2.7 million. No events of default have occurred and no payments have been made by us in connection with these guarantees through December 31, 2012.

Other commitments arising out of normal business operations were $4.9 million as of December 31, 2012, of which over 99% was guaranteed under bank guarantee arrangements.

Letters of Credit

As of December 31, 2012, we had $24.6 million in irrevocable standby letters of credit outstanding, which were issued primarily to certain insurance carriers to guarantee payments of deductibles for various insurance programs, such as health and commercial liability insurance. Of these letters of credit outstanding, $11.6 million are secured by the collateral under our 2012 Revolving Credit Facility. As of December 31, 2012, no amounts had been drawn on any of these irrevocable standby letters of credit.

As of December 31, 2012, we had posted bonds totaling $1.2 million, which related to certain utility deposits and capital projects.

Vendor Relationships

During the fiscal year ended June 30, 2000, we entered into long-term, exclusive contracts with soft drink vendors to supply Company and franchise restaurants with their products and obligating Burger King ^® restaurants in the United States to purchase a specified number of gallons of soft drink syrup. These volume commitments are not subject to any time limit and as of December 31, 2012, we estimate it will take approximately 12 years for these purchase commitments to be completed.

During 2011, we entered into a five-year contract with a vendor to supply Company and franchise restaurants in certain countries in LAC with soft drink products on an exclusive basis and to supply Company and franchise restaurants in the United States with food products. We received upfront fees and contributions to our marketing funds in connection with this agreement and may receive additional fees in the future in connection with the achievement of certain milestones. We recognize the fees earned in connection with milestone achievement as franchise and property revenue when it is reasonably estimable and probable. Upfront fees are amortized as franchise and property revenue over the term of the contract. As of December 31, 2012, the deferred income associated with this contract totaled $3.6 million. Revenue recognized in connection with this arrangement was $1.9 million in 2012 and not material 2011.

In the event of early termination of these arrangements, we may be required to make termination payments that could be material to our financial position, results of operations and cash flows.

As of December 31, 2012, we had $10.8 million in aggregate contractual obligations for the year ended December 31, 2012 with vendors providing information technology and telecommunication services under multiple arrangements. These contracts extend up to three years with termination fees ranging from $1.0 million to $1.2 million during those years. We also have separate arrangements for telecommunication services with an aggregate contractual obligation of $3.9 million over the next two years with no early termination fee.

We also enter into commitments to purchase advertising. As of December 31, 2012, commitments to purchase advertising totaled $108.3 million and run through September 2013.

Litigation

On September 10, 2008, a class action lawsuit was filed against the Company in the United States District Court for the Northern District of California. The complaint alleged that all 96 Burger King restaurants in California leased by the Company and operated by franchisees violate accessibility requirements under federal and state law. In September 2009, the court issued a decision on the plaintiffs’ motion for class certification. In its decision, the court limited the class action to the 10 restaurants visited by the named plaintiffs, with a separate class of plaintiffs for each of the 10 restaurants and 10 separate trials. In March 2010, the Company agreed to settle the lawsuit with respect to the 10 restaurants and, in July 2010, the court gave final approval to the settlement. In February 2011, a class action lawsuit styled Vallabhapurapu v. Burger King Corporation, No. C11-00667 (U.S. District Court for the Northern District of California) was filed with respect to the other 86 restaurants. In January 2012, we agreed to settle the lawsuit. Under the settlement, $19.0 million was paid for the benefit of the class members, with $5.0 million funded by our franchisees, $3.9 million by BKC, and the balance by BKC’s insurance carrier. These amounts were funded in December 2012.

From time to time, the Company is involved in other legal proceedings arising in the ordinary course of business relating to matters including, but not limited to, disputes with franchisees, suppliers, employees and customers, as well as disputes over our intellectual property.

Other

We carry insurance programs to cover claims such as workers’ compensation, general liability, automotive liability, executive risk and property, and are self-insured for healthcare claims for eligible participating employees. Through the use of insurance program deductibles (ranging from $0.1 million to $2.5 million) and self insurance, we retain a significant portion of the expected losses under these programs.

Insurance reserves have been recorded based on our estimate of the anticipated ultimate costs to settle all claims, both reported and incurred-but-not-reported (IBNR), and such reserves include judgments and independent actuarial assumptions about economic conditions, the frequency or severity of claims and claim development patterns, and claim reserve, management and settlement practices. During 2012, we recorded a $4.1 million reduction in our self insurance reserve as we completed refranchising transactions and operated fewer Company restaurants. During 2010, we made a $1.5 million favorable adjustment to our self insurance reserve to adjust our IBNR confidence level and an additional adjustment of $3.3 million as a result of favorable developments in our claim trends. There were no comparable adjustments recorded during 2011. We had $26.7 million in accrued liabilities as of December 31, 2012 and $32.3 million as of December 31, 2011 for these claims.

XML

Fair Value Measurements (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Carrying Value and Balance Sheet Location[Member] | Prepaid and Other Current Assets [Member] | Derivatives designated as cash flow hedging instruments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets, Fair Value
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Assets, Fair Value
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Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets, Fair Value
Carrying Value and Balance Sheet Location[Member] | Asset Backed Securities [Member] | Derivatives designated as cash flow hedging instruments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets, Fair Value	5.1
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Assets, Fair Value
Carrying Value and Balance Sheet Location[Member] | Asset Backed Securities [Member] | Interest rate caps [Member] | Derivatives designated as cash flow hedging instruments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets, Fair Value	4.3	18.6
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Assets, Fair Value	0.8
Carrying Value and Balance Sheet Location[Member] | Asset Backed Securities [Member] | Cross-currency rate swaps [Member] | Derivatives designated as net investment hedges [Member]
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Assets, Fair Value
Carrying Value and Balance Sheet Location[Member] | Asset Backed Securities [Member] | Investments held in a rabbi trust [Member] | Other investments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets, Fair Value	6.3	10.8
Carrying Value and Balance Sheet Location[Member] | Other Accrued Liabilities [Member] | Derivatives designated as cash flow hedging instruments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Liabilities, Fair Value
Carrying Value and Balance Sheet Location[Member] | Other Accrued Liabilities [Member] | Executive Retirement Plan [Member] | Other investments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Liabilities, Fair Value	4.4	3.4
Carrying Value and Balance Sheet Location[Member] | Other Accrued Liabilities [Member] | Interest rate caps [Member] | Derivatives designated as cash flow hedging instruments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Liabilities, Fair Value
Carrying Value and Balance Sheet Location[Member] | Other Accrued Liabilities [Member] | Forward-starting interest rate swap [Member] | Derivatives designated as cash flow hedging instruments [Member]
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Liabilities, Fair Value
Carrying Value and Balance Sheet Location[Member] | Other Accrued Liabilities [Member] | Cross-currency rate swaps [Member] | Derivatives designated as net investment hedges [Member]
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Carrying Value and Balance Sheet Location[Member] | Other Accrued Liabilities [Member] | Investments held in a rabbi trust [Member] | Other investments [Member]
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Liabilities, Fair Value
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Liabilities, Fair Value	7.8	12.8
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Liabilities, Fair Value
Carrying Value and Balance Sheet Location[Member] | Other Liabilities [Member] | Forward-starting interest rate swap [Member] | Derivatives designated as cash flow hedging instruments [Member]
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Liabilities, Fair Value
Carrying Value and Balance Sheet Location[Member] | Other Liabilities [Member] | Cross-currency rate swaps [Member] | Derivatives designated as net investment hedges [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Liabilities, Fair Value	11.0
Carrying Value and Balance Sheet Location[Member] | Other Liabilities [Member] | Investments held in a rabbi trust [Member] | Other investments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Liabilities, Fair Value
Quoted Prices in Active Markets for Identical Instruments (Level 1) [Member] | Fair Value Measurements [Member] | Derivatives designated as cash flow hedging instruments [Member]
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Quoted Prices in Active Markets for Identical Instruments (Level 1) [Member] | Fair Value Measurements [Member] | Executive Retirement Plan [Member] | Other investments [Member]
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Assets (Liabilities), Fair Value
Quoted Prices in Active Markets for Identical Instruments (Level 1) [Member] | Fair Value Measurements [Member] | Forward-starting interest rate swap [Member] | Derivatives designated as cash flow hedging instruments [Member]
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Assets (Liabilities), Fair Value
Quoted Prices in Active Markets for Identical Instruments (Level 1) [Member] | Fair Value Measurements [Member] | Cross-currency rate swaps [Member] | Derivatives designated as net investment hedges [Member]
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Assets (Liabilities), Fair Value
Quoted Prices in Active Markets for Identical Instruments (Level 1) [Member] | Fair Value Measurements [Member] | Investments held in a rabbi trust [Member] | Other investments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets (Liabilities), Fair Value	6.3	10.8
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements [Member] | Derivatives designated as cash flow hedging instruments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets (Liabilities), Fair Value	5.1
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements [Member] | Executive Retirement Plan [Member] | Other investments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets (Liabilities), Fair Value	12.2	16.2
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements [Member] | Interest rate caps [Member] | Derivatives designated as cash flow hedging instruments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets (Liabilities), Fair Value	4.3	21.9
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements [Member] | Forward-starting interest rate swap [Member] | Derivatives designated as cash flow hedging instruments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets (Liabilities), Fair Value	0.8
Significant Other Observable Inputs (Level 2) [Member] | Fair Value Measurements [Member] | Cross-currency rate swaps [Member] | Derivatives designated as net investment hedges [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets (Liabilities), Fair Value	11.0
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Summary of financial assets and liabilities measured at fair value on a recurring basis
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Summary of financial assets and liabilities measured at fair value on a recurring basis
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Significant Unobservable Inputs (Level 3) [Member] | Fair Value Measurements [Member] | Interest rate caps [Member] | Derivatives designated as cash flow hedging instruments [Member]
Summary of financial assets and liabilities measured at fair value on a recurring basis
Assets (Liabilities), Fair Value
Significant Unobservable Inputs (Level 3) [Member] | Fair Value Measurements [Member] | Forward-starting interest rate swap [Member] | Derivatives designated as cash flow hedging instruments [Member]
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Assets (Liabilities), Fair Value
Significant Unobservable Inputs (Level 3) [Member] | Fair Value Measurements [Member] | Cross-currency rate swaps [Member] | Derivatives designated as net investment hedges [Member]
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Assets (Liabilities), Fair Value
Significant Unobservable Inputs (Level 3) [Member] | Fair Value Measurements [Member] | Investments held in a rabbi trust [Member] | Other investments [Member]
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XML

Description of Business and Organization (Details Textual)	1 Months Ended		3 Months Ended	12 Months Ended				1 Months Ended
	Oct. 31, 2010 USD ($)	Oct. 31, 2010 EUR (€)	Dec. 31, 2010 USD ($)	Dec. 31, 2012 USD ($) Country Restaurant	Dec. 31, 2011 USD ($)	Jun. 30, 2010 USD ($)	Oct. 19, 2010 USD ($)	Oct. 31, 2010 Burger King Holdings [Member]	Dec. 31, 2012 Burger King Holdings [Member] USD ($)	Oct. 19, 2010 Burger King Holdings [Member] USD ($)	Dec. 31, 2010 Investment Fees And Banking Fees [Member] Burger King Holdings [Member] Selling, general and administrative expenses [Member] USD ($)	Dec. 31, 2010 Compensation Costs [Member] Burger King Holdings [Member] Selling, general and administrative expenses [Member] USD ($)	Dec. 31, 2010 Loan Lending Commitment Arrangement Fees [Member] Burger King Holdings [Member] Interest Expense [Member] USD ($)	Dec. 31, 2012 U.S. and Canada [Member] Burger King Holdings [Member] USD ($)	Dec. 31, 2012 EMEA [Member] Burger King Holdings [Member] USD ($)	Dec. 31, 2012 LAC [Member] Burger King Holdings [Member] USD ($)	Dec. 31, 2012 APAC [Member] Burger King Holdings [Member] USD ($)
Description of Business and Organization (Textual) [Abstract]
Date of Acquisition								Oct. 19, 2010
Percentage equity interest acquired through acquisition										100.00%
Cash required for Acquisition and related financing transactions									$ 4,300,000,000
Acquisition and related financing transactions Fees and expenses			94,900,000								43,200,000	38,200,000	13,500,000
Cash paid for shares outstanding, based on a per share price										$ 24.00
Business acquisition number of outstanding shares acquired in cash								136,555,642
Business acquisition goodwill allocated to U.S. and Canada										680,800,000				260,300,000	216,400,000	137,900,000	66,200,000
Description of Business and Organization (Additional Textual) [Abstract]
Number of restaurants in operation				12,997
Number of countries in which company and franchise restaurants operated				86
Number of franchise restaurants in operation				12,579
Company restaurants percentage				97.00%
Number of company restaurants in operation				418
Proceeds from equity contributed by 3G	1,560,000,000
Issuance of new term loans	1,510,000,000	250,000,000
Net Proceeds from issuance of Senior Notes	800,000,000		800,000,000			800,000,000
Cash on hand used for acquisition related transaction costs							69,400,000
Debt issuance costs capitalized classified as other assets			$ 69,200,000

XML

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2012

Fair Value Measurements [Abstract]

Summary of financial assets and liabilities measured at fair value on a recurring basis

The following table presents financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2012 and December 31, 2011 (in millions):

	As of December 31, 2012								Fair Value Measurements at December 31, 2012
	Carrying Value and Balance Sheet Location								Assets (Liabilities)
Description	Prepaid and Other Current Assets		Other Assets		Other Accrued Liabilities		Other Liabilities, net		Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Derivatives designated as cash flow hedging instruments:
Interest rate caps	$	—	$	4.3	$	—	$	—	$	—	$	4.3	$	—
Forward-starting interest rate swaps		—		0.8		—		—		—		0.8		—
Total	$	—	$	5.1	$	—	$	—	$	—	$	5.1	$	—
Derivatives designated as net investment hedges:
Cross-currency rate swaps	$	—	$	—	$	—	$	11.0	$	—	$	11.0	$	—
Other:
Investments held in a rabbi trust	$	—	$	6.3	$	—	$	—	$	6.3	$	—	$	—
ERP liabilities	$	—	$	—	$	4.4	$	7.8	$	—	$	12.2	$	—

	As of December 31, 2011								Fair Value Measurements at December 31, 2011
	Carrying Value and Balance Sheet Location								Assets (Liabilities)
Description	Prepaid and Other Current Assets		Other Assets		Other Accrued Liabilities		Other Liabilities, net		Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Derivatives designated as cash flow hedging instruments:
Interest rate caps	$	3.3	$	18.6	$	—	$	—	$	—	$	21.9	$	—
Other:
Investments held in a rabbi trust	$	—	$	10.8	$	—	$	—	$	10.8	$	—	$	—
ERP liabilities	$	—	$	—	$	3.4	$	12.8	$	—	$	16.2	$	—

XML

Quarterly Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2012

Quarterly Financial Data (Unaudited) [Abstract]

Quarterly Financial Data (Unaudited)

Note 21.    Quarterly Financial Data (Unaudited)

Summarized unaudited quarterly financial data (in millions, except per share data):

	Quarters Ended
	March 31, 2012		June 30, 2012		September 30, 2012		December 31, 2012
Revenue	$	569.9	$	540.8	$	451.1	$	404.5
Operating income	$	84.1	$	127.9	$	93.8	$	111.9
Net income	$	14.3	$	48.2	$	6.6	$	48.6
Basic earnings per share	$	0.04	$	0.14	$	0.02	$	0.14
Diluted earnings per share	$	0.04	$	0.14	$	0.02	$	0.14

	Quarters Ended
	March 31, 2011			June 30, 2011		September 30, 2011		December 31, 2011
Revenue	$	552.0		$	595.4	$	607.7	$	580.6
Operating income	$	64.0		$	99.0	$	111.6	$	87.9
Net income	$	(5.9	)	$	30.2	$	38.8	$	25.0
Basic earnings (loss) per share	$	(0.02	)	$	0.09	$	0.11	$	0.07
Diluted earnings (loss) per share	$	(0.02	)	$	0.09	$	0.11	$	0.07

XML

Supplemental Financial Information

12 Months Ended

Dec. 31, 2012

Supplemental Financial Information [Abstract]

Supplemental Financial Information

Note 22.    Supplemental Financial Information

On October 19, 2010, BKC issued the Senior Notes. The Senior Notes are irrevocably and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by Holdings and the U.S. subsidiaries of BKC (the “Guarantors”). On April 19, 2011, the Issuers issued the Discount Notes. In August 2012, the Company entered into a Supplemental Indenture with respect to the Senior Notes and a Supplemental Indenture with respect to the Discount Notes (the “Supplemental Indentures”) to guarantee BKC’s obligations under the Senior Notes and the Issuers’ obligations under the Discount Notes. The Supplemental Indentures allow the financial reporting obligation under the Indentures to be satisfied through the reporting of the Company’s consolidated financial information. The 2012 Credit Agreement allows the financial reporting obligation of BKC to be satisfied through the reporting of the Company’s consolidated financial information, provided that the financial information of BKC and its subsidiaries is presented on a standalone basis. The non-U.S. subsidiaries are identified below as Non-Guarantors.

The following represents the condensed consolidating financial information for BKC (Issuer), the Guarantors and the non-U.S. subsidiaries of BKC (the “Non-Guarantors”), together with eliminations, as of and for the periods indicated. The condensed consolidating financial information of BKW is combined with the financial information of BKCF and presented in a single column under the heading “BKW.” Selling, general and administrative expenses in the condensed consolidating statements of operations only pertain to professional fees and other transaction costs incurred by BKW associated with the Business Combination Agreement. The consolidating financial information may not necessarily be indicative of the financial position, results of operations or cash flows had BKC, Guarantors and Non-Guarantors operated as independent entities.

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Balance Sheets

As of December 31, 2012

	BKW			BKCH			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	0.1		$	—		$	355.3		$	—		$	191.3		$	—		$	546.7
Trade and notes receivable, net		—			—			128.8			—			50.2			—			179.0
Prepaids and other current assets, net		—			0.6			70.9			—			19.8			—			91.3
Deferred income taxes, net		0.7			20.3			36.3			—			16.2			—			73.5
Total current assets		0.8			20.9			591.3			—			277.5			—			890.5
Property and equipment, net		—			—			754.7			—			130.5			—			885.2
Intangible assets, net		—			—			1,554.7			—			1,256.5			—			2,811.2
Goodwill		—			—			355.0			—			264.2			—			619.2
Net investment in property leased to franchisees		—			—			167.0			—			13.4			—			180.4
Intercompany receivable		3.8			—			225.9			—			—			(229.7	)		—
Investment in subsidiaries		1,169.5			1,537.6			1,517.2			1,572.6			—			(5,796.9	)		—
Other assets, net		—			6.5			106.6			—			64.4			—			177.5
Total assets	$	1,174.1		$	1,565.0		$	5,272.4		$	1,572.6		$	2,006.5		$	(6,026.6	)	$	5,564.0
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	—		$	—		$	45.0		$	—		$	23.7		$	—		$	68.7
Accrued advertising		—			—			30.7			—			35.8			—			66.5
Other accrued liabilities		(0.3	)		(11.8	)		157.1			—			61.8			—			206.8
Current portion of long term debt and capital leases		—			—			52.6			—			3.2			—			55.8
Total current liabilities		(0.3	)		(11.8	)		285.4			—			124.5			—			397.8
Term debt, net of current portion		—			407.1			2,498.0			—			—			—			2,905.1
Capital leases, net of current portion		—			—			66.2			—			22.2			—			88.4
Other liabilities, net		0.2			—			322.6			—			59.6			—			382.4
Payables to affiliates		3.6			0.5			—			35.0			190.6			(229.7	)		—
Deferred income taxes, net		(4.4	)		(0.3	)		527.6			—			92.4			—			615.3
Total liabilities		(0.9	)		395.5			3,699.8			35.0			489.3			(229.7	)		4,389.0
Stockholders’ equity:
Common stock		3.5			—			—			—			—			—			3.5
Additional paid-in capital		1,205.7			1,164.9			1,513.3			1,479.3			1,386.9			(5,544.4	)		1,205.7
Retained earnings		76.1			114.9			169.6			168.6			206.7			(659.8	)		76.1
Accumulated other comprehensive income (loss)		(110.3	)		(110.3	)		(110.3	)		(110.3	)		(76.4	)		407.3			(110.3	)
Total stockholders’ equity		1,175.0			1,169.5			1,572.6			1,537.6			1,517.2			(5,796.9	)		1,175.0
Total liabilities and stockholders’ equity	$	1,174.1		$	1,565.0		$	5,272.4		$	1,572.6		$	2,006.5		$	(6,026.6	)	$	5,564.0

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Balance Sheets

As of December 31, 2011

	BKW			BKCH			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	0.2		$	—		$	287.1		$	—		$	171.7		$	—		$	459.0
Trade and notes receivable, net		—			—			101.1			—			51.7			—			152.8
Prepaids and other current assets, net		—			1.2			54.6			—			13.4			—			69.2
Deferred income taxes, net		—			—			42.0			—			1.1			—			43.1
Total current assets		0.2			1.2			484.8			—			237.9			—			724.1
Property and equipment, net		—			—			846.4			—			180.1			—			1,026.5
Intangible assets, net		—			—			1,572.4			—			1,250.9			—			2,823.3
Goodwill		—			—			657.7			—			—			—			657.7
Net investment in property leased to franchisees		—			—			222.9			—			19.3			—			242.2
Intercompany receivable		—			—			287.0			—			—			(287.0	)		—
Investment in subsidiaries		1,044.4			1,449.2			1,110.5			1,449.2			—			(5,053.3	)		—
Other assets, net		4.6			18.9			83.3			—			27.8			—			134.6
Total assets	$	1,049.2		$	1,469.3		$	5,265.0		$	1,449.2		$	1,716.0		$	(5,340.3	)	$	5,608.4
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	—		$	—		$	61.6		$	—		$	36.8		$	—		$	98.4
Accrued advertising		—			—			71.2			—			26.2			—			97.4
Other accrued liabilities		—			0.5			162.6			—			79.6			—			242.7
Current portion of long term debt and capital leases		—			—			30.8			—			2.7			—			33.5
Total current liabilities		—			0.5			326.2			—			145.3			—			472.0
Term debt, net of current portion		—			424.4			2,585.9			—			—			—			3,010.3
Capital leases, net of current portion		—			—			70.6			—			24.8			—			95.4
Other liabilities, net		—			—			299.3			—			66.9			—			366.2
Payables to affiliates		—			—			—			—			287.0			(287.0	)		—
Deferred income taxes, net		—			—			533.8			—			81.5			—			615.3
Total liabilities		—			424.9			3,815.8			—			605.5			(287.0	)		4,559.2
Stockholders’ equity:
Common stock		3.5			—			—			—			—			—			3.5
Additional paid-in capital		1,186.6			1,172.3			1,556.1			1,557.1			1,138.4			(5,423.9	)		1,186.6
Retained earnings (accumulated deficit)		(27.6	)		(14.6	)		6.4			5.4			63.4			(60.6	)		(27.6	)
Accumulated other comprehensive loss		(113.3	)		(113.3	)		(113.3	)		(113.3	)		(91.3	)		431.2			(113.3	)
Total stockholders’ equity		1,049.2			1,044.4			1,449.2			1,449.2			1,110.5			(5,053.3	)		1,049.2
Total liabilities and stockholders’ equity	$	1,049.2		$	1,469.3		$	5,265.0		$	1,449.2		$	1,716.0		$	(5,340.3	)	$	5,608.4

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

2012

	BKW			BKCH			Issuer		Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	—		$	—		$	662.5	$	—	$	506.5		$	—		$	1,169.0
Franchise and property revenues		—			—			524.3		—		273.0			—			797.3
Intercompany revenues		—			—			6.8		—		(6.8	)		—			—
Total revenues		—			—			1,193.6		—		772.7			—			1,966.3
Company restaurant expenses:
Food, paper and product costs		—			—			218.1		—		164.1			—			382.2
Payroll and employee benefits		—			—			198.3		—		146.8			—			345.1
Occupancy and other operating costs		—			—			168.2		—		141.7			—			309.9
Total Company restaurant expenses		—			—			584.6		—		452.6			—			1,037.2
Franchise and property expenses		—			—			73.3		—		38.8			—			112.1
Selling, general and administrative expenses		14.0			—			218.0		—		114.0			—			346.0
Intercompany expenses		—			—			5.5		—		(5.5	)		—			—
Other operating expenses (income), net		—			—			54.0		—		(0.7	)		—			53.3
Total operating costs and expenses		14.0			—			935.4		—		599.2			—			1,548.6
Income (loss) from operations		(14.0	)		—			258.2		—		173.5			—			417.7
Interest expense, net		—			44.0			170.9		—		8.9			—			223.8
Loss on early extinguishment of debt		—			9.7			24.5		—		—			—			34.2
Income (loss) before income taxes		(14.0	)		(53.7	)		62.8		—		164.6			—			159.7
Income tax expense (benefit)		(2.2	)		(20.0	)		42.9		—		21.3			—			42.0
Income (loss) from continuing operations		(11.8	)		(33.7	)		19.9		—		143.3			—			117.7
Equity in earnings of subsidiaries		129.5			163.2			143.3		163.2		—			(599.2	)		—
Net income (loss)	$	117.7		$	129.5		$	163.2	$	163.2	$	143.3		$	(599.2	)	$	117.7
Total comprehensive income (loss)	$	120.7		$	132.5		$	166.2	$	166.2	$	158.2		$	(623.1	)	$	120.7

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

2011

	BKW			BKCH			Issuer		Guarantors		Non- Guarantors		Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	—		$	—		$	1,026.4	$	—	$	612.3	$	—		$	1,638.7
Franchise and property revenues		—			—			444.3		—		252.7		—			697.0
Intercompany revenues		—			—			7.1		—		—		(7.1	)		—
Total revenues		—			—			1,477.8		—		865.0		(7.1	)		2,335.7
Company restaurant expenses:
Food, paper and product costs		—			—			331.4		—		193.3		—			524.7
Payroll and employee benefits		—			—			309.1		—		172.1		—			481.2
Occupancy and other operating costs		—			—			260.5		—		181.0		—			441.5
Total Company restaurant expenses		—			—			901.0		—		546.4		—			1,447.4
Franchise and property expenses		—			—			63.2		—		33.9		—			97.1
Selling, general and administrative expenses		0.5			—			267.5		—		149.4		—			417.4
Intercompany expenses		—			—			—		—		7.1		(7.1	)		—
Other operating expenses, net		—			—			3.5		—		7.8		—			11.3
Total operating costs and expenses		0.5			—			1,235.2		—		744.6		(7.1	)		1,973.2
Income (loss) from operations		(0.5	)		—			242.6		—		120.4		—			362.5
Interest expense, net		—			31.9			183.5		—		11.3		—			226.7
Loss on early extinguishment of debt		—			(0.3	)		21.4		—		—		—			21.1
Income (loss) before income taxes		(0.5	)		(31.6	)		37.7		—		109.1		—			114.7
Income tax expense (benefit)		(0.7	)		(12.5	)		19.2		—		20.6		—			26.6
Income (loss) from continuing operations		0.2			(19.1	)		18.5		—		88.5		—			88.1
Equity in earnings of subsidiaries		87.9			107.0			88.5		107.0		—		(390.4	)		—
Net income (loss)	$	88.1		$	87.9		$	107.0	$	107.0	$	88.5	$	(390.4	)	$	88.1
Total comprehensive income (loss)	$	(7.4	)	$	(7.6	)	$	11.5	$	11.5	$	44.2	$	(59.6	)	$	(7.4	)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

October 19, 2010 to December 31, 2010

	BKW			BKCH			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	—		$	—		$	208.2		$	—		$	123.5		$	—		$	331.7
Franchise and property revenues		—			—			87.7			—			47.4			—			135.1
Intercompany revenues		—			—			1.3			—			—			(1.3	)		—
Total revenues		—			—			297.2			—			170.9			(1.3	)		466.8
Company restaurant expenses:
Food, paper and product costs		—			—			63.9			—			38.9			—			102.8
Payroll and employee benefits		—			—			63.1			—			35.2			—			98.3
Occupancy and other operating costs		—			—			52.7			—			39.0			—			91.7
Total Company restaurant expenses		—			—			179.7			—			113.1			—			292.8
Franchise and property expenses		—			—			13.4			—			7.9			—			21.3
Selling, general and administrative expenses		17.2			—			171.9			0.9			57.2			—			247.2
Intercompany expenses		—			—			—			—			1.3			(1.3	)		—
Other operating expenses, net		—			—			(9.6	)		—			0.9			—			(8.7	)
Total operating costs and expenses		17.2			—			355.4			0.9			180.4			(1.3	)		552.6
Income (loss) from operations		(17.2	)		—			(58.2	)		(0.9	)		(9.5	)		—			(85.8	)
Interest expense, net		—			—			55.8			—			2.3			—			58.1
Loss on early extinguishment of debt		—			—			—			—			—			—			—
Income (loss) before income taxes		(17.2	)		—			(114.0	)		(0.9	)		(11.8	)		—			(143.9	)
Income tax expense (benefit)		(3.1	)		—			(38.4	)		—			13.3			—			(28.2	)
Income (loss) from continuing operations		(14.1	)		—			(75.6	)		(0.9	)		(25.1	)		—			(115.7	)
Equity in earnings of subsidiaries		(101.6	)		(101.6	)		(25.1	)		(100.7	)		—			329.0			—
Net income (loss)	$	(115.7	)	$	(101.6	)	$	(100.7	)	$	(101.6	)	$	(25.1	)	$	329.0		$	(115.7	)
Total comprehensive income (loss)	$	(133.5	)	$	(119.4	)	$	(118.5	)	$	(119.4	)	$	(73.6	)	$	430.9		$	(133.5	)

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

July 1, 2010 to October 18, 2010

	Issuer			Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	320.7		$	—	$	193.8		$	—		$	514.5
Franchise and property revenues		133.2			—		70.0			—			203.2
Intercompany revenues		1.9			—		2.6			(4.5	)		—
Total revenues		455.8			—		266.4			(4.5	)		717.7
Company restaurant expenses:
Food, paper and product costs		102.6			—		60.0			—			162.6
Payroll and employee benefits		98.0			—		56.2			—			154.2
Occupancy and other operating costs		73.1			—		54.6			—			127.7
Total Company restaurant expenses		273.7			—		170.8			—			444.5
Franchise and property expenses		13.7			—		8.5			—			22.2
Selling, general and administrative expenses		97.7			—		55.4			—			153.1
Intercompany expenses		2.6			—		1.9			(4.5	)		—
Other operating expenses, net		(4.0	)		—		0.4			—			(3.6	)
Total operating costs and expenses		383.7			—		237.0			(4.5	)		616.2
Income (loss) from operations		72.1			—		29.4			—			101.5
Interest expense, net		10.9			—		3.7			—			14.6
Loss on early extinguishment of debt		—			—		—			—			—
Income (loss) before income taxes		61.2			—		25.7			—			86.9
Income tax expense (benefit)		19.6			—		(3.8	)		—			15.8
Income (loss) from continuing operations		41.6			—		29.5			—			71.1
Equity in earnings of subsidiaries		29.5			71.1		—			(100.6	)		—
Net income (loss)	$	71.1		$	71.1	$	29.5		$	(100.6	)	$	71.1
Total comprehensive income (loss)	$	91.7		$	91.7	$	42.8		$	(134.5	)	$	91.7

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

Fiscal 2010

	Issuer			Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	1,153.1		$	—	$	686.2		$	—		$	1,839.3
Franchise and property revenues		443.6			—		219.3			—			662.9
Intercompany revenues		6.0			—		6.6			(12.6	)		—
Total revenues		1,602.7			—		912.1			(12.6	)		2,502.2
Company restaurant expenses:
Food, paper and product costs		373.6			—		211.4			—			585.0
Payroll and employee benefits		356.3			—		212.4			—			568.7
Occupancy and other operating costs		265.4			—		195.7			—			461.1
Total Company restaurant expenses		995.3			—		619.5			—			1,614.8
Franchise and property expenses		38.6			—		26.8			—			65.4
Selling, general and administrative expenses		297.7			—		192.1			—			489.8
Intercompany expenses		6.6			—		6.0			(12.6	)		—
Other operating expenses, net		(0.5	)		—		(0.2	)		—			(0.7	)
Total operating costs and expenses		1,337.7			—		844.2			(12.6	)		2,169.3
Income (loss) from operations		265.0			—		67.9			—			332.9
Interest expense, net		36.6			—		12.0			—			48.6
Loss on early extinguishment of debt		—			—		—			—			—
Income (loss) before income taxes		228.4			—		55.9			—			284.3
Income tax expense (benefit)		85.4			—		12.1			—			97.5
Income (loss) from continuing operations		143.0			—		43.8			—			186.8
Equity in earnings of subsidiaries		43.8			186.8		—			(230.6	)		—
Net income (loss)	$	186.8		$	186.8	$	43.8		$	(230.6	)	$	186.8
Total comprehensive income (loss)	$	165.8		$	165.8	$	39.4		$	(205.2	)	$	165.8

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

2012

	BKW			BKCH			Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income (loss)	$	117.7		$	129.5		$	163.2		$	163.2		$	143.3		$	(599.2	)	$	117.7
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in earnings of subsidiary		(129.5	)		(163.2	)		(143.3	)		(163.2	)		—			599.2			—
Depreciation and amortization		—			—			75.6			—			38.6			—			114.2
Loss on early extinguishment of debt		—			9.7			24.5			—			—			—			34.2
Amortization of deferred financing cost and debt issuance discount		—			44.1			12.9			—			—			—			57.0
Equity in net loss from unconsolidated affiliates		—			—			2.5			—			1.6			—			4.1
(Gain) on remeasurement of foreign denominated transactions		—			—			(6.6	)		—			(1.6	)		—			(8.2	)
Amortization of prior service costs		—			—			(2.5	)		—			—			—			(2.5	)
Realized loss on terminated caps/swaps		—			—			11.8			—			—			—			11.8
Net loss (gain) on refranchisings and dispositions of assets		—			—			35.3			—			(8.3	)		—			27.0
Bad debt (recoveries) expense, net		—			—			(1.5	)		—			0.7			—			(0.8	)
Share-based compensation		—			—			10.9			—			1.3			—			12.2
Deferred income taxes		(1.1	)		(9.1	)		11.0			—			8.1			—			8.9
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		—			—			(22.6	)		—			0.4			—			(22.2	)
Prepaids and other current assets		—			—			(4.2	)		—			(2.8	)		—			(7.0	)
Accounts and drafts payable		—			—			(12.1	)		—			(11.8	)		—			(23.9	)
Accrued advertising		—			—			(40.8	)		—			8.5			—			(32.3	)
Other accrued liabilities		4.8			(18.4	)		(7.4	)		—			(19.3	)		—			(40.3	)
Other long-term assets and liabilities		—			—			(27.6	)		—			2.1			—			(25.5	)
Net cash provided by operating activities		(8.1	)		(7.4	)		79.1			—			160.8			—			224.4
Cash flows from investing activities:
Payments for property and equipment		—			—			(56.9	)		—			(13.3	)		—			(70.2	)
Proceeds from refranchisings, disposition of assets and restaurant closures		—			—			88.8			—			16.1			—			104.9
Payments for acquired franchisee operations, net of cash acquired		—			—			—			—			(15.3	)		—			(15.3	)
Return of investment on direct financing leases		—			—			12.9			—			1.3			—			14.2
Other investing activities		—			—			—			—			—			—			—
Net cash provided by (used for) investing activities		—			—			44.8			—			(11.2	)		—			33.6
Cash flows from financing activities:
Proceeds from term debt		—			—			1,733.5			—			—			—			1,733.5
Repayments of term debt and capital leases		—			—			(1,764.1	)		—			(2.7	)		—			(1,766.8	)
Extinguishment of debt		—			(62.6	)		(50.2	)		—			—			—			(112.8	)
Payment of financing costs		—			—			(16.0	)		—			—			—			(16.0	)
Dividends paid on common stock		(14.0	)		—			—			—			—			—			(14.0	)
Proceeds from stock option exercises		1.5			—			—			—			—			—			1.5
Intercompany financing		20.5			70.0			41.1			—			(131.6	)		—			—
Net cash provided by (used for) financing activities		8.0			7.4			(55.7	)		—			(134.3	)		—			(174.6	)
Effect of exchange rates on cash and cash equivalents		—			—			—			—			4.3			—			4.3
(Decrease) increase in cash and cash equivalents		(0.1	)		—			68.2			—			19.6			—			87.7
Cash and cash equivalents at beginning of period		0.2			—			287.1			—			171.7			—			459.0
Cash and cash equivalents at end of period	$	0.1		$	—		$	355.3		$	—		$	191.3		$	—		$	546.7

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

2011

	BKW			BKCH			Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income (loss)	$	88.1		$	87.9		$	107.0		$	107.0		$	88.5		$	(390.4	)		88.1
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in earnings of subsidiary		(87.9	)		(107.0	)		(88.5	)		(107.0	)		—			390.4			—
Depreciation and amortization		—			—			91.2			—			45.2			—			136.4
(Gain) loss on early extinguishment of debt		—			(0.3	)		21.4			—			—			—			21.1
Amortization of deferred financing cost and debt issuance discount		—			31.8			14.5			—			—			—			46.3
Loss (gain) on remeasurement of foreign denominated transactions		—			—			0.6			—			(0.2	)		—			0.4
Realized loss on terminated caps/swaps		—			—			0.5			—			—			—			0.5
(Gain) loss on refranchisings and dispositions of assets		—			—			(4.1	)		—			3.1			—			(1.0	)
Impairment on non-restaurant properties		—			—			2.0			—			0.3			—			2.3
Bad debt expense, net of recoveries		—			—			6.0			—			0.1			—			6.1
Share-based compensation		—			—			4.7			—			1.7			—			6.4
Deferred income taxes		—			3.1			(36.8	)		—			6.4			—			(27.3	)
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		—			—			(9.6	)		—			3.6			—			(6.0	)
Prepaids and other current assets		—			—			96.4			—			9.1			—			105.5
Accounts and drafts payable		—			—			2.8			—			5.9			—			8.7
Accrued advertising		—			—			11.3			—			7.0			—			18.3
Other accrued liabilities		—			(2.4	)		10.5			—			7.9			—			16.0
Other long-term assets and liabilities		—			(13.3	)		12.3			—			(9.7	)		(4.9	)		(15.6	)
Net cash provided by (used for) operating activities		0.2			(0.2	)		242.2			—			168.9			(4.9	)		406.2
Cash flows from investing activities:
Payments for property and equipment		—			—			(62.5	)		—			(19.6	)		—			(82.1	)
Proceeds from refranchisings, disposition of assets and restaurant closures		—			—			15.6			—			14.3			—			29.9
Investments in / advances to unconsolidated entities		—			—			—			—			(4.5	)		—			(4.5	)
Return of investment on direct financing leases		—			—			13.5			—			1.1			—			14.6
Other investing activities		—			—			0.7			—			—			—			0.7
Net cash (used for) investing activities		—			—			(32.7	)		—			(8.7	)		—			(41.4	)
Cash flows from financing activities:
Proceeds from term debt		—			—			1,860.0			—			—			—			1,860.0
Proceeds from discount notes		—			401.5			—			—			—			—			401.5
Repayments of term debt and capital leases		—			—			(1,870.8	)		—			(3.7	)		—			(1,874.5	)
Extinguishment of debt		—			(7.6	)		(63.0	)		—			—			—			(70.6	)
Payment of financing costs		—			(9.5	)		(23.1	)		—			—			—			(32.6	)
Proceeds from issuance of shares		1.6			—			—			—			—			—			1.6
Dividends paid on common stock		(385.8	)		—			(7.6	)		—			—			—			(393.4	)
Capital distribution from Parent		—			—			0.7			(0.7	)		—			—			—
Intercompany financing		384.2			(384.2	)		43.6			—			(48.5	)		4.9			—
Net cash provided by (used for) financing activities		—			0.2			(60.2	)		(0.7	)		(52.2	)		4.9			(108.0	)
Effect of exchange rates on cash and cash equivalents		—			—			5.0			—			(9.8	)		—			(4.8	)
Increase (decrease) in cash and cash equivalents		0.2			(0.0	)		154.3			(0.7	)		98.2			(0.0	)		252.0
Cash and cash equivalents at beginning of period		—			—			132.8			0.7			73.5			—			207.0
Cash and cash equivalents at end of period	$	0.2		$	(0.0)		$	287.1		$	—		$	171.7		$	(0.0)		$	459.0

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

October 19, 2010 to December 31, 2010

	BKW			BKCH			Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net loss	$	(115.7	)	$	(101.6	)	$	(100.7	)	$	(101.6	)	$	(25.1	)	$	329.0		$	(115.7	)
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:
Equity in earnings of subsidiary		101.6			101.6			25.1			100.7			—			(329.0	)		—
Depreciation and amortization		—			—			16.6			—			11.0			—			27.6
Transaction costs		17.2			—			—			—			—			—			17.2
Amortization of deferred financing cost and debt issuance discount		—			—			2.6			—			—			—			2.6
(Gain) on remeasurement of foreign denominated transactions		—			—			(2.0	)		—			(1.2	)		—			(3.2	)
Loss on refranchisings and dispositions of assets		—			—			0.8			—			—			—			0.8
Impairment on non-restaurant properties		—			—			0.6			—			—			—			0.6
Bad debt expense, net of recoveries		—			—			2.1			—			0.7			—			2.8
Deferred income taxes		(3.1	)		—			(20.4	)		—			10.6			—			(12.9	)
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		—			—			(25.8	)		—			(6.7	)		—			(32.5	)
Prepaids and other current assets		—			—			(72.6	)		—			2.0			—			(70.6	)
Accounts and drafts payable		—			—			(35.4	)		—			8.9			—			(26.5	)
Accrued advertising		—			—			9.1			—			(2.3	)		—			6.8
Other accrued liabilities		—			—			45.1						13.0			—			58.1
Other long-term assets and liabilities		—			—			21.8			—			(3.2	)		(0.2	)		18.4
Net cash (used for) provided by operating activities		0.0			—			(133.1	)		(0.9	)		7.7			(0.2	)		(126.5	)
Cash flows from investing activities:
Payments for property and equipment		—			—			(18.4	)		—			(10.0	)		—			(28.4	)
Proceeds from refranchisings, disposition of assets and restaurant closures		—			—			2.2			—			3.5			—			5.7
Return of investment on direct financing leases		—			—			1.9			—			0.2			—			2.1
Other investing activities		—			—			1.4			—			—			—			1.4
Net payment for purchase of BKH		—			—			—			(3,325.4	)		—			—			(3,325.4	)
Net cash used for investing activities		—			—			(12.9	)		(3,325.4	)		(6.3	)		—			(3,344.6	)
Cash flows from financing activities:
Repayments of term debt and capital leases		—			—			(3.2	)		—			—			—			(3.2	)
Proceeds from New Term Loans and other debt		—			—			—			1,837.1			—			—			1,837.1
Proceeds from Senior Notes		—			—			—			800.0			—			—			800.0
Payment of deferred financing cost		—			—			(69.2	)		—			—			—			(69.2	)
Extinguishment of debt		—			—			(731.8	)		—			—			—			(731.8	)
Capital contribution from 3G		—			—			—			1,563.5			—			—			1,563.5
Capital distribution from Parent		—			—			875.2			(875.2	)		—			—			—
Intercompany Financing		—			—			(3.9	)		0.9			2.8			0.2			—
Net cash provided by financing activities		—			—			67.1			3,326.3			2.8			0.2			3,396.4
Effect of exchange rates on cash and cash equivalents		—			—			(0.4	)		—			(4.3	)		—			(4.7	)
Decrease in cash and cash equivalents		0.0			—			(79.3	)		—			(0.1	)		—			(79.4	)
Cash and cash equivalents at beginning of period		—			—			212.2			0.7			73.5			—			286.4
Cash and cash equivalents at end of period	$	0.0		$	—		$	132.9		$	0.7		$	73.4		$	—		$	207.0

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

July 1, 2010 to October 18, 2010

	Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income	$	71.1		$	71.1		$	29.5		$	(100.6	)	$	71.1
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Equity in earnings of subsidiary		(29.5	)		(71.1	)		0.0			100.6			—
Depreciation and amortization		22.4			—			8.8			—			31.2
Amortization of deferred financing cost		0.6			—			—			—			0.6
(Gain) loss on remeasurement of foreign denominated transactions		(43.2	)		—			1.7			—			(41.5	)
Realized gain on terminated caps/swaps		(0.4	)		—			—			—			(0.4	)
Gain on refranchisings and dispositions of assets		(1.1	)		—			(3.5	)		—			(4.6	)
Impairment on non-restaurant properties		0.1			—			—			—			0.1
Bad debt expense, net of recoveries		1.2			—			0.9			—			2.1
Share-based compensation		5.2			—			0.6			—			5.8
Deferred income taxes		5.8			—			(7.2	)		—			(1.4	)
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		29.7			—			2.3			—			32.0
Prepaids and other current assets		1.8			—			(4.0	)		—			(2.2	)
Accounts and drafts payable		21.0			—			(12.0	)		—			9.0
Accrued advertising		11.0			—			(9.7	)		—			1.3
Other accrued liabilities		21.0			—			8.4			—			29.4
Other long-term assets and liabilities		(4.3	)		(0.8	)		(3.8	)		(2.3	)		(11.2	)
Net cash provided by (used for) operating activities		112.4			(0.8	)		12.0			(2.3	)		121.3
Cash flows from investing activities:
Payments for property and equipment		(13.4	)		—			(4.8	)		—			(18.2	)
Proceeds from refranchisings, disposition of assets and restaurant closures		2.9			—			6.7			—			9.6
Return of investment on direct financing leases		2.3			—			0.3			—			2.6
Other investing activities		1.2			—			—			—			1.2
Net cash (used for) provided by investing activities		(7.0	)		—			2.2			—			(4.8	)
Cash flows from financing activities:
Repayments of term debt and capital leases		(23.1	)		—			(0.4	)		—			(23.5	)
Dividends paid on common stock		—			(8.6	)		—			—			(8.6	)
Proceeds from stock option exercises		—			4.0			—			—			4.0
Repurchases of common stock		—			(2.5	)		—			—			(2.5	)
Excess tax benefits from share-based compensation		1.1			—			—			—			1.1
Intercompany Financing		61.5			8.7			(72.5	)		2.3			—
Net cash provided by (used for) financing activities		39.5			1.6			(72.9	)		2.3			(29.5	)
Effect of exchange rates on cash and cash equivalents		(2.9	)					14.7			—			11.8
Increase (decrease) in cash and cash equivalents		142.0			0.8			(44.0	)		—			98.8
Cash and cash equivalents at beginning of period		70.2			—			117.4			—			187.6
Cash and cash equivalents at end of period	$	212.2		$	0.8		$	73.4		$	—		$	286.4

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

Fiscal 2010

	Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income	$	186.8		$	186.8		$	43.8		$	(230.6	)	$	186.8
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in earnings of subsidiary		(43.8	)		(186.8	)		0.0			230.6			—
Depreciation and amortization		81.0			—			30.7			—			111.7
Amortization of deferred financing cost		2.1			—			—			—			2.1
Loss (gain) on remeasurement of foreign denominated transactions		44.4			—			(3.5	)		—			40.9
Realized loss (gain) on terminated caps/swaps		(1.6	)		—			—			—			(1.6	)
Gain on refranchisings and dispositions of assets		(3.3	)		—			(6.2	)		—			(9.5	)
Impairment on non-restaurant properties		2.3			—			0.6			—			2.9
Bad debt (recoveries) expense, net		(0.7	)		—			1.5			—			0.8
Share-based compensation		14.3			—			2.7			—			17.0
Deferred income taxes		16.0			—			0.9			—			16.9
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		(9.8	)		—			(6.1	)		—			(15.9	)
Prepaids and other current assets		0.2			—			(1.6	)		—			(1.4	)
Accounts and drafts payable		(18.9	)		—			(1.9	)		—			(20.8	)
Accrued advertising		(0.5	)		—			6.9			—			6.4
Other accrued liabilities		(20.6	)		—			(1.7	)		—			(22.3	)
Other long-term assets and liabilities		(2.2	)		—			(0.7	)		(0.7	)		(3.6	)
Net cash provided by operating activities		245.7			—			65.4			(0.7	)		310.4
Cash flows from investing activities:
Payments for property and equipment		(106.6	)		—			(43.7	)		—			(150.3	)
Proceeds from refranchisings, disposition of assets and restaurant closures		12.7			—			8.8			—			21.5
Payments for acquired franchisee operations, net of cash acquired		(0.1	)		—			(13.9	)		—			(14.0	)
Return of investment on direct financing leases		7.4			—			0.8			—			8.2
Other investing activities		2.7			—			(3.0	)		—			(0.3	)
Net cash used for investing activities		(83.9	)		—			(51.0	)		—			(134.9	)
Cash flows from financing activities:
Repayments of term debt and capital leases		(66.1	)		—			(1.6	)		—			(67.7	)
Borrowings under revolving credit facility		38.5			—			—			—			38.5
Repayments of revolving credit facility		(38.5	)		—			—			—			(38.5	)
Capital contributions from Parent		(2.7	)					2.7			—			—
Dividends paid on common stock		—			(34.2	)		—			—			(34.2	)
Proceeds from stock option exercises		—			4.2			—			—			4.2
Repurchases of common stock		—			(2.7	)		—			—			(2.7	)
Excess tax benefits from share-based compensation		3.4			—			0.1			—			3.5
Intercompany Financing		(45.4	)		32.7			12.0			0.7			0.0
Net cash (used for) provided by financing activities		(110.8	)		—			13.2			0.7			(96.9	)
Effect of exchange rates on cash and cash equivalents		0.1			—			(12.8	)		—			(12.7	)
Increase in cash and cash equivalents		51.1			—			14.8			—			65.9
Cash and cash equivalents at beginning of period		19.1			—			102.6			—			121.7
Cash and cash equivalents at end of period	$	70.2		$	—		$	117.4		$	—		$	187.6

XML

Consolidated Statements of Stockholders' Equity (Parenthetical) (USD $)	1 Months Ended	12 Months Ended		1 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended
	Nov. 29, 2012	Dec. 31, 2012	Dec. 31, 2011	Oct. 31, 2010 Predecessor	Oct. 18, 2010 Predecessor	Jun. 30, 2010 Predecessor	Oct. 18, 2010 Predecessor Retained Earnings (Accumulated Deficit)	Dec. 31, 2012 Predecessor Retained Earnings (Accumulated Deficit)	Jun. 30, 2010 Predecessor Retained Earnings (Accumulated Deficit)
Dividend paid on common shares	$ 0.04	$ 0.04	$ 1.13	$ 0.0625	$ 0.06	$ 0.25	$ 0.06	$ 0.04	$ 0.25

XML

Subsequent Event

12 Months Ended

Dec. 31, 2012

Subsequent Event [Abstract]

Subsequent Event

Note 23.    Subsequent Events

On February 14, 2013, our board declared a cash dividend of $0.05 per share, which will be paid on March 15, 2013 to shareholders of record on February 28, 2013.

XML

Income Taxes (Details 2)	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Schedule of U.S. Federal tax statutory rate reconciles to the effective tax rate
U.S. Federal income tax rate	35.00%		35.00%	35.00%
State income taxes, net of federal income tax benefit	(2.90%)		1.00%	1.00%
Costs/ (Benefits) and taxes related to foreign operations	11.30%		10.70%	14.60%
Foreign tax rate differential	0.10%		(25.00%)	(26.20%)
Foreign exchange differential on tax benefits	0.20%			(0.10%)
Change in valuation allowance	3.20%		1.10%	3.80%
Change in accrual for tax uncertainties	0.20%		1.60%	1.80%
Deductible FTC			(3.20%)	(3.70%)
Non Deductible Transaction Costs	3.50%		2.50%	(1.20%)
Other	(0.20%)		4.80%	(1.80%)
Effective income tax rate	(19.60%)	18.20%	26.30%	23.20%	34.30%
Predecessor [Member]
Schedule of U.S. Federal tax statutory rate reconciles to the effective tax rate
U.S. Federal income tax rate		35.00%			35.00%
State income taxes, net of federal income tax benefit		3.00%			3.40%
Costs/ (Benefits) and taxes related to foreign operations		(2.50%)			1.70%
Foreign tax rate differential		(8.80%)			(5.60%)
Foreign exchange differential on tax benefits		(0.60%)			0.30%
Change in valuation allowance		(4.50%)			(0.60%)
Change in accrual for tax uncertainties		(2.60%)			0.20%
Deductible FTC
Non Deductible Transaction Costs
Other		(0.80%)			(0.10%)
Effective income tax rate		18.20%			34.30%

XML

Other Operating (Income) Expenses, Net (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Other operating (income) expense, net
Net (gains) losses on disposal of assets, restaurant closures and refranchisings	$ 5.8	$ 30.8	$ 6.2	$ (3.2)	$ (2.4)
Litigation settlements and reserves, net	3.5	1.7	1.3	1.5	(0.2)
Foreign exchange net (gains) losses	(21.4)	(4.2)	(4.6)	(1.4)	(3.3)
Loss on termination of interest rate cap	0	8.7	0	0	0
Equity in net loss from unconsolidated affiliates	0.3	4.1	1.2	0.5	0.1
Other, net	3.1	12.2	7.2	(1.0)	5.1
Other operating (income) expenses, net	$ (8.7)	$ 53.3	$ 11.3	$ (3.6)	$ (0.7)

XML

Long-Term Debt (Tables)

12 Months Ended

Dec. 31, 2012

Long-Term Debt [Abstract]

Summary of long-term debt

Long-term debt is comprised of the following (in millions):

	Maturity dates		As of December 31,						Interest rates (a)
			2012			2011			2012			2011			Oct. 19, 2010 to Dec. 31, 2010
Tranche A Term Loans		2017	$	1,023.6		$	—			3.1	%		N/A			N/A
Tranche B Term Loans (b)		2019		695.1			—			4.5	%		N/A			N/A
Secured Term Loan — USD tranche (c)		—		—			1,519.5			5.4	%		5.5	%		6.8	%
Secured Term Loan — Euro tranche (c)		—		—			246.8			5.6	%		5.8	%		7.1	%
9 7/ 8% Senior Notes		2018		794.5			797.5			10.1	%		10.1	%		10.2	%
11.0% Discount Notes (d)		2019		407.1			424.4			11.5	%		11.5	%		N/A
Deferred Premiums on interest rate caps—USD (See Note 13)		2016		29.0			35.8			2.5	%		2.5	%		2.5	%
Deferred Premiums on interest rate caps—EUR (See Note 13)		2016		—			7.3			2.9	%		2.9	%		2.9	%
Other		N/A		0.9			3.2
Total debt				2,950.2			3,034.5
Less: current maturities of debt				(45.1	)		(24.2	)
Total long-term debt			$	2,905.1		$	3,010.3

(a) Represents the effective interest rate for the instrument computed on a quarterly basis, including the amortization of deferred debt issuance costs and original issue discount, as applicable, and in the case of our term loans, the effect of interest rate caps.

(b) Principal face amount herein is presented net of an $8.1 million discount on the Tranche B Term Loans at December 31, 2012.

(c) Principal face amount herein is presented net of a $12.5 million discount on the USD tranche and revolving credit facility and $1.0 million discount on the Euro tranche at December 31, 2011.

(d) Principal face amount herein is presented net of a discount of $172.0 million at December 31, 2012 and $247.6 million at December 31, 2011.

Summary of aggregate maturities of Long-term debt

The aggregate maturities of long-term debt as of December 31, 2012, including the effects of the discount accretion on the 2012 Credit Facilities and Discount Notes, are as follows (in millions):

Year Ended December 31,	Principal Amount
2013	$	46.4
2014		72.3
2015		98.3
2016		124.2
2017		747.6
Thereafter		2,041.5
Total	$	3,130.3

Schedule of interest expense, net

Interest expense, net consists of the following (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Tranche A Term Loans	$	7.1		$	—		$	—		$	—		$	—
Tranche B Term Loans		7.1			—			—			—			—
Secured Term Loan — USD tranche		51.2			75.4			19.1			—			—
Secured Term Loan — Euro tranche		8.8			14.3			4.3			—			—
Interest Rate Caps — USD and EURO		1.0			1.2			0.4			—			—
9 7/ 8% Senior Notes		78.6			78.8			16.0			—			—
11.0% Discount Notes		43.8			31.0			—			—			—
Amortization of deferred financing costs and debt issuance discount		13.2			15.3			2.6			—			—
Predecessor term loans		—			—			—			12.0			39.4
Capital lease obligations		8.2			9.1			1.3			2.9			10.2
Other(1)		5.9			3.2			14.6			—			—
Interest income		(1.1	)		(1.6	)		(0.2	)		(0.3	)		(1.0	)
Total	$	223.8		$	226.7		$	58.1		$	14.6		$	48.6

(1) Amount includes commitment fees of $13.5 million associated with the bridge loan available at the closing of the 2010 Transactions for the period of October 19, 2010 to December 31, 2010.

XML

Supplemental Financial Information (Tables)

12 Months Ended

Dec. 31, 2012

Condensed Financial Statements, Captions [Line Items]

Condensed Consolidating Balance Sheets

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Balance Sheets

As of December 31, 2012

	BKW			BKCH			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	0.1		$	—		$	355.3		$	—		$	191.3		$	—		$	546.7
Trade and notes receivable, net		—			—			128.8			—			50.2			—			179.0
Prepaids and other current assets, net		—			0.6			70.9			—			19.8			—			91.3
Deferred income taxes, net		0.7			20.3			36.3			—			16.2			—			73.5
Total current assets		0.8			20.9			591.3			—			277.5			—			890.5
Property and equipment, net		—			—			754.7			—			130.5			—			885.2
Intangible assets, net		—			—			1,554.7			—			1,256.5			—			2,811.2
Goodwill		—			—			355.0			—			264.2			—			619.2
Net investment in property leased to franchisees		—			—			167.0			—			13.4			—			180.4
Intercompany receivable		3.8			—			225.9			—			—			(229.7	)		—
Investment in subsidiaries		1,169.5			1,537.6			1,517.2			1,572.6			—			(5,796.9	)		—
Other assets, net		—			6.5			106.6			—			64.4			—			177.5
Total assets	$	1,174.1		$	1,565.0		$	5,272.4		$	1,572.6		$	2,006.5		$	(6,026.6	)	$	5,564.0
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	—		$	—		$	45.0		$	—		$	23.7		$	—		$	68.7
Accrued advertising		—			—			30.7			—			35.8			—			66.5
Other accrued liabilities		(0.3	)		(11.8	)		157.1			—			61.8			—			206.8
Current portion of long term debt and capital leases		—			—			52.6			—			3.2			—			55.8
Total current liabilities		(0.3	)		(11.8	)		285.4			—			124.5			—			397.8
Term debt, net of current portion		—			407.1			2,498.0			—			—			—			2,905.1
Capital leases, net of current portion		—			—			66.2			—			22.2			—			88.4
Other liabilities, net		0.2			—			322.6			—			59.6			—			382.4
Payables to affiliates		3.6			0.5			—			35.0			190.6			(229.7	)		—
Deferred income taxes, net		(4.4	)		(0.3	)		527.6			—			92.4			—			615.3
Total liabilities		(0.9	)		395.5			3,699.8			35.0			489.3			(229.7	)		4,389.0
Stockholders’ equity:
Common stock		3.5			—			—			—			—			—			3.5
Additional paid-in capital		1,205.7			1,164.9			1,513.3			1,479.3			1,386.9			(5,544.4	)		1,205.7
Retained earnings		76.1			114.9			169.6			168.6			206.7			(659.8	)		76.1
Accumulated other comprehensive income (loss)		(110.3	)		(110.3	)		(110.3	)		(110.3	)		(76.4	)		407.3			(110.3	)
Total stockholders’ equity		1,175.0			1,169.5			1,572.6			1,537.6			1,517.2			(5,796.9	)		1,175.0
Total liabilities and stockholders’ equity	$	1,174.1		$	1,565.0		$	5,272.4		$	1,572.6		$	2,006.5		$	(6,026.6	)	$	5,564.0

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Balance Sheets

As of December 31, 2011

	BKW			BKCH			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
ASSETS
Current assets:
Cash and cash equivalents	$	0.2		$	—		$	287.1		$	—		$	171.7		$	—		$	459.0
Trade and notes receivable, net		—			—			101.1			—			51.7			—			152.8
Prepaids and other current assets, net		—			1.2			54.6			—			13.4			—			69.2
Deferred income taxes, net		—			—			42.0			—			1.1			—			43.1
Total current assets		0.2			1.2			484.8			—			237.9			—			724.1
Property and equipment, net		—			—			846.4			—			180.1			—			1,026.5
Intangible assets, net		—			—			1,572.4			—			1,250.9			—			2,823.3
Goodwill		—			—			657.7			—			—			—			657.7
Net investment in property leased to franchisees		—			—			222.9			—			19.3			—			242.2
Intercompany receivable		—			—			287.0			—			—			(287.0	)		—
Investment in subsidiaries		1,044.4			1,449.2			1,110.5			1,449.2			—			(5,053.3	)		—
Other assets, net		4.6			18.9			83.3			—			27.8			—			134.6
Total assets	$	1,049.2		$	1,469.3		$	5,265.0		$	1,449.2		$	1,716.0		$	(5,340.3	)	$	5,608.4
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts and drafts payable	$	—		$	—		$	61.6		$	—		$	36.8		$	—		$	98.4
Accrued advertising		—			—			71.2			—			26.2			—			97.4
Other accrued liabilities		—			0.5			162.6			—			79.6			—			242.7
Current portion of long term debt and capital leases		—			—			30.8			—			2.7			—			33.5
Total current liabilities		—			0.5			326.2			—			145.3			—			472.0
Term debt, net of current portion		—			424.4			2,585.9			—			—			—			3,010.3
Capital leases, net of current portion		—			—			70.6			—			24.8			—			95.4
Other liabilities, net		—			—			299.3			—			66.9			—			366.2
Payables to affiliates		—			—			—			—			287.0			(287.0	)		—
Deferred income taxes, net		—			—			533.8			—			81.5			—			615.3
Total liabilities		—			424.9			3,815.8			—			605.5			(287.0	)		4,559.2
Stockholders’ equity:
Common stock		3.5			—			—			—			—			—			3.5
Additional paid-in capital		1,186.6			1,172.3			1,556.1			1,557.1			1,138.4			(5,423.9	)		1,186.6
Retained earnings (accumulated deficit)		(27.6	)		(14.6	)		6.4			5.4			63.4			(60.6	)		(27.6	)
Accumulated other comprehensive loss		(113.3	)		(113.3	)		(113.3	)		(113.3	)		(91.3	)		431.2			(113.3	)
Total stockholders’ equity		1,049.2			1,044.4			1,449.2			1,449.2			1,110.5			(5,053.3	)		1,049.2
Total liabilities and stockholders’ equity	$	1,049.2		$	1,469.3		$	5,265.0		$	1,449.2		$	1,716.0		$	(5,340.3	)	$	5,608.4

Condensed Consolidating Statements of Operations

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

2012

	BKW			BKCH			Issuer		Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	—		$	—		$	662.5	$	—	$	506.5		$	—		$	1,169.0
Franchise and property revenues		—			—			524.3		—		273.0			—			797.3
Intercompany revenues		—			—			6.8		—		(6.8	)		—			—
Total revenues		—			—			1,193.6		—		772.7			—			1,966.3
Company restaurant expenses:
Food, paper and product costs		—			—			218.1		—		164.1			—			382.2
Payroll and employee benefits		—			—			198.3		—		146.8			—			345.1
Occupancy and other operating costs		—			—			168.2		—		141.7			—			309.9
Total Company restaurant expenses		—			—			584.6		—		452.6			—			1,037.2
Franchise and property expenses		—			—			73.3		—		38.8			—			112.1
Selling, general and administrative expenses		14.0			—			218.0		—		114.0			—			346.0
Intercompany expenses		—			—			5.5		—		(5.5	)		—			—
Other operating expenses (income), net		—			—			54.0		—		(0.7	)		—			53.3
Total operating costs and expenses		14.0			—			935.4		—		599.2			—			1,548.6
Income (loss) from operations		(14.0	)		—			258.2		—		173.5			—			417.7
Interest expense, net		—			44.0			170.9		—		8.9			—			223.8
Loss on early extinguishment of debt		—			9.7			24.5		—		—			—			34.2
Income (loss) before income taxes		(14.0	)		(53.7	)		62.8		—		164.6			—			159.7
Income tax expense (benefit)		(2.2	)		(20.0	)		42.9		—		21.3			—			42.0
Income (loss) from continuing operations		(11.8	)		(33.7	)		19.9		—		143.3			—			117.7
Equity in earnings of subsidiaries		129.5			163.2			143.3		163.2		—			(599.2	)		—
Net income (loss)	$	117.7		$	129.5		$	163.2	$	163.2	$	143.3		$	(599.2	)	$	117.7
Total comprehensive income (loss)	$	120.7		$	132.5		$	166.2	$	166.2	$	158.2		$	(623.1	)	$	120.7

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

2011

	BKW			BKCH			Issuer		Guarantors		Non- Guarantors		Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	—		$	—		$	1,026.4	$	—	$	612.3	$	—		$	1,638.7
Franchise and property revenues		—			—			444.3		—		252.7		—			697.0
Intercompany revenues		—			—			7.1		—		—		(7.1	)		—
Total revenues		—			—			1,477.8		—		865.0		(7.1	)		2,335.7
Company restaurant expenses:
Food, paper and product costs		—			—			331.4		—		193.3		—			524.7
Payroll and employee benefits		—			—			309.1		—		172.1		—			481.2
Occupancy and other operating costs		—			—			260.5		—		181.0		—			441.5
Total Company restaurant expenses		—			—			901.0		—		546.4		—			1,447.4
Franchise and property expenses		—			—			63.2		—		33.9		—			97.1
Selling, general and administrative expenses		0.5			—			267.5		—		149.4		—			417.4
Intercompany expenses		—			—			—		—		7.1		(7.1	)		—
Other operating expenses, net		—			—			3.5		—		7.8		—			11.3
Total operating costs and expenses		0.5			—			1,235.2		—		744.6		(7.1	)		1,973.2
Income (loss) from operations		(0.5	)		—			242.6		—		120.4		—			362.5
Interest expense, net		—			31.9			183.5		—		11.3		—			226.7
Loss on early extinguishment of debt		—			(0.3	)		21.4		—		—		—			21.1
Income (loss) before income taxes		(0.5	)		(31.6	)		37.7		—		109.1		—			114.7
Income tax expense (benefit)		(0.7	)		(12.5	)		19.2		—		20.6		—			26.6
Income (loss) from continuing operations		0.2			(19.1	)		18.5		—		88.5		—			88.1
Equity in earnings of subsidiaries		87.9			107.0			88.5		107.0		—		(390.4	)		—
Net income (loss)	$	88.1		$	87.9		$	107.0	$	107.0	$	88.5	$	(390.4	)	$	88.1
Total comprehensive income (loss)	$	(7.4	)	$	(7.6	)	$	11.5	$	11.5	$	44.2	$	(59.6	)	$	(7.4	)

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

October 19, 2010 to December 31, 2010

	BKW			BKCH			Issuer			Guarantors			Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	—		$	—		$	208.2		$	—		$	123.5		$	—		$	331.7
Franchise and property revenues		—			—			87.7			—			47.4			—			135.1
Intercompany revenues		—			—			1.3			—			—			(1.3	)		—
Total revenues		—			—			297.2			—			170.9			(1.3	)		466.8
Company restaurant expenses:
Food, paper and product costs		—			—			63.9			—			38.9			—			102.8
Payroll and employee benefits		—			—			63.1			—			35.2			—			98.3
Occupancy and other operating costs		—			—			52.7			—			39.0			—			91.7
Total Company restaurant expenses		—			—			179.7			—			113.1			—			292.8
Franchise and property expenses		—			—			13.4			—			7.9			—			21.3
Selling, general and administrative expenses		17.2			—			171.9			0.9			57.2			—			247.2
Intercompany expenses		—			—			—			—			1.3			(1.3	)		—
Other operating expenses, net		—			—			(9.6	)		—			0.9			—			(8.7	)
Total operating costs and expenses		17.2			—			355.4			0.9			180.4			(1.3	)		552.6
Income (loss) from operations		(17.2	)		—			(58.2	)		(0.9	)		(9.5	)		—			(85.8	)
Interest expense, net		—			—			55.8			—			2.3			—			58.1
Loss on early extinguishment of debt		—			—			—			—			—			—			—
Income (loss) before income taxes		(17.2	)		—			(114.0	)		(0.9	)		(11.8	)		—			(143.9	)
Income tax expense (benefit)		(3.1	)		—			(38.4	)		—			13.3			—			(28.2	)
Income (loss) from continuing operations		(14.1	)		—			(75.6	)		(0.9	)		(25.1	)		—			(115.7	)
Equity in earnings of subsidiaries		(101.6	)		(101.6	)		(25.1	)		(100.7	)		—			329.0			—
Net income (loss)	$	(115.7	)	$	(101.6	)	$	(100.7	)	$	(101.6	)	$	(25.1	)	$	329.0		$	(115.7	)
Total comprehensive income (loss)	$	(133.5	)	$	(119.4	)	$	(118.5	)	$	(119.4	)	$	(73.6	)	$	430.9		$	(133.5	)

Condensed Consolidating Statements of Cash Flows

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

2012

	BKW			BKCH			Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income (loss)	$	117.7		$	129.5		$	163.2		$	163.2		$	143.3		$	(599.2	)	$	117.7
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in earnings of subsidiary		(129.5	)		(163.2	)		(143.3	)		(163.2	)		—			599.2			—
Depreciation and amortization		—			—			75.6			—			38.6			—			114.2
Loss on early extinguishment of debt		—			9.7			24.5			—			—			—			34.2
Amortization of deferred financing cost and debt issuance discount		—			44.1			12.9			—			—			—			57.0
Equity in net loss from unconsolidated affiliates		—			—			2.5			—			1.6			—			4.1
(Gain) on remeasurement of foreign denominated transactions		—			—			(6.6	)		—			(1.6	)		—			(8.2	)
Amortization of prior service costs		—			—			(2.5	)		—			—			—			(2.5	)
Realized loss on terminated caps/swaps		—			—			11.8			—			—			—			11.8
Net loss (gain) on refranchisings and dispositions of assets		—			—			35.3			—			(8.3	)		—			27.0
Bad debt (recoveries) expense, net		—			—			(1.5	)		—			0.7			—			(0.8	)
Share-based compensation		—			—			10.9			—			1.3			—			12.2
Deferred income taxes		(1.1	)		(9.1	)		11.0			—			8.1			—			8.9
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		—			—			(22.6	)		—			0.4			—			(22.2	)
Prepaids and other current assets		—			—			(4.2	)		—			(2.8	)		—			(7.0	)
Accounts and drafts payable		—			—			(12.1	)		—			(11.8	)		—			(23.9	)
Accrued advertising		—			—			(40.8	)		—			8.5			—			(32.3	)
Other accrued liabilities		4.8			(18.4	)		(7.4	)		—			(19.3	)		—			(40.3	)
Other long-term assets and liabilities		—			—			(27.6	)		—			2.1			—			(25.5	)
Net cash provided by operating activities		(8.1	)		(7.4	)		79.1			—			160.8			—			224.4
Cash flows from investing activities:
Payments for property and equipment		—			—			(56.9	)		—			(13.3	)		—			(70.2	)
Proceeds from refranchisings, disposition of assets and restaurant closures		—			—			88.8			—			16.1			—			104.9
Payments for acquired franchisee operations, net of cash acquired		—			—			—			—			(15.3	)		—			(15.3	)
Return of investment on direct financing leases		—			—			12.9			—			1.3			—			14.2
Other investing activities		—			—			—			—			—			—			—
Net cash provided by (used for) investing activities		—			—			44.8			—			(11.2	)		—			33.6
Cash flows from financing activities:
Proceeds from term debt		—			—			1,733.5			—			—			—			1,733.5
Repayments of term debt and capital leases		—			—			(1,764.1	)		—			(2.7	)		—			(1,766.8	)
Extinguishment of debt		—			(62.6	)		(50.2	)		—			—			—			(112.8	)
Payment of financing costs		—			—			(16.0	)		—			—			—			(16.0	)
Dividends paid on common stock		(14.0	)		—			—			—			—			—			(14.0	)
Proceeds from stock option exercises		1.5			—			—			—			—			—			1.5
Intercompany financing		20.5			70.0			41.1			—			(131.6	)		—			—
Net cash provided by (used for) financing activities		8.0			7.4			(55.7	)		—			(134.3	)		—			(174.6	)
Effect of exchange rates on cash and cash equivalents		—			—			—			—			4.3			—			4.3
(Decrease) increase in cash and cash equivalents		(0.1	)		—			68.2			—			19.6			—			87.7
Cash and cash equivalents at beginning of period		0.2			—			287.1			—			171.7			—			459.0
Cash and cash equivalents at end of period	$	0.1		$	—		$	355.3		$	—		$	191.3		$	—		$	546.7

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

2011

	BKW			BKCH			Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income (loss)	$	88.1		$	87.9		$	107.0		$	107.0		$	88.5		$	(390.4	)		88.1
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in earnings of subsidiary		(87.9	)		(107.0	)		(88.5	)		(107.0	)		—			390.4			—
Depreciation and amortization		—			—			91.2			—			45.2			—			136.4
(Gain) loss on early extinguishment of debt		—			(0.3	)		21.4			—			—			—			21.1
Amortization of deferred financing cost and debt issuance discount		—			31.8			14.5			—			—			—			46.3
Loss (gain) on remeasurement of foreign denominated transactions		—			—			0.6			—			(0.2	)		—			0.4
Realized loss on terminated caps/swaps		—			—			0.5			—			—			—			0.5
(Gain) loss on refranchisings and dispositions of assets		—			—			(4.1	)		—			3.1			—			(1.0	)
Impairment on non-restaurant properties		—			—			2.0			—			0.3			—			2.3
Bad debt expense, net of recoveries		—			—			6.0			—			0.1			—			6.1
Share-based compensation		—			—			4.7			—			1.7			—			6.4
Deferred income taxes		—			3.1			(36.8	)		—			6.4			—			(27.3	)
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		—			—			(9.6	)		—			3.6			—			(6.0	)
Prepaids and other current assets		—			—			96.4			—			9.1			—			105.5
Accounts and drafts payable		—			—			2.8			—			5.9			—			8.7
Accrued advertising		—			—			11.3			—			7.0			—			18.3
Other accrued liabilities		—			(2.4	)		10.5			—			7.9			—			16.0
Other long-term assets and liabilities		—			(13.3	)		12.3			—			(9.7	)		(4.9	)		(15.6	)
Net cash provided by (used for) operating activities		0.2			(0.2	)		242.2			—			168.9			(4.9	)		406.2
Cash flows from investing activities:
Payments for property and equipment		—			—			(62.5	)		—			(19.6	)		—			(82.1	)
Proceeds from refranchisings, disposition of assets and restaurant closures		—			—			15.6			—			14.3			—			29.9
Investments in / advances to unconsolidated entities		—			—			—			—			(4.5	)		—			(4.5	)
Return of investment on direct financing leases		—			—			13.5			—			1.1			—			14.6
Other investing activities		—			—			0.7			—			—			—			0.7
Net cash (used for) investing activities		—			—			(32.7	)		—			(8.7	)		—			(41.4	)
Cash flows from financing activities:
Proceeds from term debt		—			—			1,860.0			—			—			—			1,860.0
Proceeds from discount notes		—			401.5			—			—			—			—			401.5
Repayments of term debt and capital leases		—			—			(1,870.8	)		—			(3.7	)		—			(1,874.5	)
Extinguishment of debt		—			(7.6	)		(63.0	)		—			—			—			(70.6	)
Payment of financing costs		—			(9.5	)		(23.1	)		—			—			—			(32.6	)
Proceeds from issuance of shares		1.6			—			—			—			—			—			1.6
Dividends paid on common stock		(385.8	)		—			(7.6	)		—			—			—			(393.4	)
Capital distribution from Parent		—			—			0.7			(0.7	)		—			—			—
Intercompany financing		384.2			(384.2	)		43.6			—			(48.5	)		4.9			—
Net cash provided by (used for) financing activities		—			0.2			(60.2	)		(0.7	)		(52.2	)		4.9			(108.0	)
Effect of exchange rates on cash and cash equivalents		—			—			5.0			—			(9.8	)		—			(4.8	)
Increase (decrease) in cash and cash equivalents		0.2			(0.0	)		154.3			(0.7	)		98.2			(0.0	)		252.0
Cash and cash equivalents at beginning of period		—			—			132.8			0.7			73.5			—			207.0
Cash and cash equivalents at end of period	$	0.2		$	(0.0)		$	287.1		$	—		$	171.7		$	(0.0)		$	459.0

Successor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

October 19, 2010 to December 31, 2010

	BKW			BKCH			Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net loss	$	(115.7	)	$	(101.6	)	$	(100.7	)	$	(101.6	)	$	(25.1	)	$	329.0		$	(115.7	)
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:
Equity in earnings of subsidiary		101.6			101.6			25.1			100.7			—			(329.0	)		—
Depreciation and amortization		—			—			16.6			—			11.0			—			27.6
Transaction costs		17.2			—			—			—			—			—			17.2
Amortization of deferred financing cost and debt issuance discount		—			—			2.6			—			—			—			2.6
(Gain) on remeasurement of foreign denominated transactions		—			—			(2.0	)		—			(1.2	)		—			(3.2	)
Loss on refranchisings and dispositions of assets		—			—			0.8			—			—			—			0.8
Impairment on non-restaurant properties		—			—			0.6			—			—			—			0.6
Bad debt expense, net of recoveries		—			—			2.1			—			0.7			—			2.8
Deferred income taxes		(3.1	)		—			(20.4	)		—			10.6			—			(12.9	)
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		—			—			(25.8	)		—			(6.7	)		—			(32.5	)
Prepaids and other current assets		—			—			(72.6	)		—			2.0			—			(70.6	)
Accounts and drafts payable		—			—			(35.4	)		—			8.9			—			(26.5	)
Accrued advertising		—			—			9.1			—			(2.3	)		—			6.8
Other accrued liabilities		—			—			45.1						13.0			—			58.1
Other long-term assets and liabilities		—			—			21.8			—			(3.2	)		(0.2	)		18.4
Net cash (used for) provided by operating activities		0.0			—			(133.1	)		(0.9	)		7.7			(0.2	)		(126.5	)
Cash flows from investing activities:
Payments for property and equipment		—			—			(18.4	)		—			(10.0	)		—			(28.4	)
Proceeds from refranchisings, disposition of assets and restaurant closures		—			—			2.2			—			3.5			—			5.7
Return of investment on direct financing leases		—			—			1.9			—			0.2			—			2.1
Other investing activities		—			—			1.4			—			—			—			1.4
Net payment for purchase of BKH		—			—			—			(3,325.4	)		—			—			(3,325.4	)
Net cash used for investing activities		—			—			(12.9	)		(3,325.4	)		(6.3	)		—			(3,344.6	)
Cash flows from financing activities:
Repayments of term debt and capital leases		—			—			(3.2	)		—			—			—			(3.2	)
Proceeds from New Term Loans and other debt		—			—			—			1,837.1			—			—			1,837.1
Proceeds from Senior Notes		—			—			—			800.0			—			—			800.0
Payment of deferred financing cost		—			—			(69.2	)		—			—			—			(69.2	)
Extinguishment of debt		—			—			(731.8	)		—			—			—			(731.8	)
Capital contribution from 3G		—			—			—			1,563.5			—			—			1,563.5
Capital distribution from Parent		—			—			875.2			(875.2	)		—			—			—
Intercompany Financing		—			—			(3.9	)		0.9			2.8			0.2			—
Net cash provided by financing activities		—			—			67.1			3,326.3			2.8			0.2			3,396.4
Effect of exchange rates on cash and cash equivalents		—			—			(0.4	)		—			(4.3	)		—			(4.7	)
Decrease in cash and cash equivalents		0.0			—			(79.3	)		—			(0.1	)		—			(79.4	)
Cash and cash equivalents at beginning of period		—			—			212.2			0.7			73.5			—			286.4
Cash and cash equivalents at end of period	$	0.0		$	—		$	132.9		$	0.7		$	73.4		$	—		$	207.0

Predecessor [Member]

Condensed Financial Statements, Captions [Line Items]

Condensed Consolidating Statements of Operations

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

July 1, 2010 to October 18, 2010

	Issuer			Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	320.7		$	—	$	193.8		$	—		$	514.5
Franchise and property revenues		133.2			—		70.0			—			203.2
Intercompany revenues		1.9			—		2.6			(4.5	)		—
Total revenues		455.8			—		266.4			(4.5	)		717.7
Company restaurant expenses:
Food, paper and product costs		102.6			—		60.0			—			162.6
Payroll and employee benefits		98.0			—		56.2			—			154.2
Occupancy and other operating costs		73.1			—		54.6			—			127.7
Total Company restaurant expenses		273.7			—		170.8			—			444.5
Franchise and property expenses		13.7			—		8.5			—			22.2
Selling, general and administrative expenses		97.7			—		55.4			—			153.1
Intercompany expenses		2.6			—		1.9			(4.5	)		—
Other operating expenses, net		(4.0	)		—		0.4			—			(3.6	)
Total operating costs and expenses		383.7			—		237.0			(4.5	)		616.2
Income (loss) from operations		72.1			—		29.4			—			101.5
Interest expense, net		10.9			—		3.7			—			14.6
Loss on early extinguishment of debt		—			—		—			—			—
Income (loss) before income taxes		61.2			—		25.7			—			86.9
Income tax expense (benefit)		19.6			—		(3.8	)		—			15.8
Income (loss) from continuing operations		41.6			—		29.5			—			71.1
Equity in earnings of subsidiaries		29.5			71.1		—			(100.6	)		—
Net income (loss)	$	71.1		$	71.1	$	29.5		$	(100.6	)	$	71.1
Total comprehensive income (loss)	$	91.7		$	91.7	$	42.8		$	(134.5	)	$	91.7

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Operations

Fiscal 2010

	Issuer			Guarantors		Non- Guarantors			Eliminations			Consolidated
Revenues:
Company restaurant revenues	$	1,153.1		$	—	$	686.2		$	—		$	1,839.3
Franchise and property revenues		443.6			—		219.3			—			662.9
Intercompany revenues		6.0			—		6.6			(12.6	)		—
Total revenues		1,602.7			—		912.1			(12.6	)		2,502.2
Company restaurant expenses:
Food, paper and product costs		373.6			—		211.4			—			585.0
Payroll and employee benefits		356.3			—		212.4			—			568.7
Occupancy and other operating costs		265.4			—		195.7			—			461.1
Total Company restaurant expenses		995.3			—		619.5			—			1,614.8
Franchise and property expenses		38.6			—		26.8			—			65.4
Selling, general and administrative expenses		297.7			—		192.1			—			489.8
Intercompany expenses		6.6			—		6.0			(12.6	)		—
Other operating expenses, net		(0.5	)		—		(0.2	)		—			(0.7	)
Total operating costs and expenses		1,337.7			—		844.2			(12.6	)		2,169.3
Income (loss) from operations		265.0			—		67.9			—			332.9
Interest expense, net		36.6			—		12.0			—			48.6
Loss on early extinguishment of debt		—			—		—			—			—
Income (loss) before income taxes		228.4			—		55.9			—			284.3
Income tax expense (benefit)		85.4			—		12.1			—			97.5
Income (loss) from continuing operations		143.0			—		43.8			—			186.8
Equity in earnings of subsidiaries		43.8			186.8		—			(230.6	)		—
Net income (loss)	$	186.8		$	186.8	$	43.8		$	(230.6	)	$	186.8
Total comprehensive income (loss)	$	165.8		$	165.8	$	39.4		$	(205.2	)	$	165.8

Condensed Consolidating Statements of Cash Flows

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

July 1, 2010 to October 18, 2010

	Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income	$	71.1		$	71.1		$	29.5		$	(100.6	)	$	71.1
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Equity in earnings of subsidiary		(29.5	)		(71.1	)		0.0			100.6			—
Depreciation and amortization		22.4			—			8.8			—			31.2
Amortization of deferred financing cost		0.6			—			—			—			0.6
(Gain) loss on remeasurement of foreign denominated transactions		(43.2	)		—			1.7			—			(41.5	)
Realized gain on terminated caps/swaps		(0.4	)		—			—			—			(0.4	)
Gain on refranchisings and dispositions of assets		(1.1	)		—			(3.5	)		—			(4.6	)
Impairment on non-restaurant properties		0.1			—			—			—			0.1
Bad debt expense, net of recoveries		1.2			—			0.9			—			2.1
Share-based compensation		5.2			—			0.6			—			5.8
Deferred income taxes		5.8			—			(7.2	)		—			(1.4	)
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		29.7			—			2.3			—			32.0
Prepaids and other current assets		1.8			—			(4.0	)		—			(2.2	)
Accounts and drafts payable		21.0			—			(12.0	)		—			9.0
Accrued advertising		11.0			—			(9.7	)		—			1.3
Other accrued liabilities		21.0			—			8.4			—			29.4
Other long-term assets and liabilities		(4.3	)		(0.8	)		(3.8	)		(2.3	)		(11.2	)
Net cash provided by (used for) operating activities		112.4			(0.8	)		12.0			(2.3	)		121.3
Cash flows from investing activities:
Payments for property and equipment		(13.4	)		—			(4.8	)		—			(18.2	)
Proceeds from refranchisings, disposition of assets and restaurant closures		2.9			—			6.7			—			9.6
Return of investment on direct financing leases		2.3			—			0.3			—			2.6
Other investing activities		1.2			—			—			—			1.2
Net cash (used for) provided by investing activities		(7.0	)		—			2.2			—			(4.8	)
Cash flows from financing activities:
Repayments of term debt and capital leases		(23.1	)		—			(0.4	)		—			(23.5	)
Dividends paid on common stock		—			(8.6	)		—			—			(8.6	)
Proceeds from stock option exercises		—			4.0			—			—			4.0
Repurchases of common stock		—			(2.5	)		—			—			(2.5	)
Excess tax benefits from share-based compensation		1.1			—			—			—			1.1
Intercompany Financing		61.5			8.7			(72.5	)		2.3			—
Net cash provided by (used for) financing activities		39.5			1.6			(72.9	)		2.3			(29.5	)
Effect of exchange rates on cash and cash equivalents		(2.9	)					14.7			—			11.8
Increase (decrease) in cash and cash equivalents		142.0			0.8			(44.0	)		—			98.8
Cash and cash equivalents at beginning of period		70.2			—			117.4			—			187.6
Cash and cash equivalents at end of period	$	212.2		$	0.8		$	73.4		$	—		$	286.4

Predecessor

BURGER KING WORLDWIDE, INC. AND SUBSIDIARIES

Condensed Consolidating Statements of Cash Flows

Fiscal 2010

	Issuer			Guarantor			Non- Guarantor			Eliminations			Consolidated
Cash flows from operating activities:
Net income	$	186.8		$	186.8		$	43.8		$	(230.6	)	$	186.8
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in earnings of subsidiary		(43.8	)		(186.8	)		0.0			230.6			—
Depreciation and amortization		81.0			—			30.7			—			111.7
Amortization of deferred financing cost		2.1			—			—			—			2.1
Loss (gain) on remeasurement of foreign denominated transactions		44.4			—			(3.5	)		—			40.9
Realized loss (gain) on terminated caps/swaps		(1.6	)		—			—			—			(1.6	)
Gain on refranchisings and dispositions of assets		(3.3	)		—			(6.2	)		—			(9.5	)
Impairment on non-restaurant properties		2.3			—			0.6			—			2.9
Bad debt (recoveries) expense, net		(0.7	)		—			1.5			—			0.8
Share-based compensation		14.3			—			2.7			—			17.0
Deferred income taxes		16.0			—			0.9			—			16.9
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivables		(9.8	)		—			(6.1	)		—			(15.9	)
Prepaids and other current assets		0.2			—			(1.6	)		—			(1.4	)
Accounts and drafts payable		(18.9	)		—			(1.9	)		—			(20.8	)
Accrued advertising		(0.5	)		—			6.9			—			6.4
Other accrued liabilities		(20.6	)		—			(1.7	)		—			(22.3	)
Other long-term assets and liabilities		(2.2	)		—			(0.7	)		(0.7	)		(3.6	)
Net cash provided by operating activities		245.7			—			65.4			(0.7	)		310.4
Cash flows from investing activities:
Payments for property and equipment		(106.6	)		—			(43.7	)		—			(150.3	)
Proceeds from refranchisings, disposition of assets and restaurant closures		12.7			—			8.8			—			21.5
Payments for acquired franchisee operations, net of cash acquired		(0.1	)		—			(13.9	)		—			(14.0	)
Return of investment on direct financing leases		7.4			—			0.8			—			8.2
Other investing activities		2.7			—			(3.0	)		—			(0.3	)
Net cash used for investing activities		(83.9	)		—			(51.0	)		—			(134.9	)
Cash flows from financing activities:
Repayments of term debt and capital leases		(66.1	)		—			(1.6	)		—			(67.7	)
Borrowings under revolving credit facility		38.5			—			—			—			38.5
Repayments of revolving credit facility		(38.5	)		—			—			—			(38.5	)
Capital contributions from Parent		(2.7	)					2.7			—			—
Dividends paid on common stock		—			(34.2	)		—			—			(34.2	)
Proceeds from stock option exercises		—			4.2			—			—			4.2
Repurchases of common stock		—			(2.7	)		—			—			(2.7	)
Excess tax benefits from share-based compensation		3.4			—			0.1			—			3.5
Intercompany Financing		(45.4	)		32.7			12.0			0.7			0.0
Net cash (used for) provided by financing activities		(110.8	)		—			13.2			0.7			(96.9	)
Effect of exchange rates on cash and cash equivalents		0.1			—			(12.8	)		—			(12.7	)
Increase in cash and cash equivalents		51.1			—			14.8			—			65.9
Cash and cash equivalents at beginning of period		19.1			—			102.6			—			121.7
Cash and cash equivalents at end of period	$	70.2		$	—		$	117.4		$	—		$	187.6

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Long-Term Debt (Details Textual) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended						12 Months Ended													12 Months Ended						12 Months Ended					12 Months Ended		12 Months Ended							12 Months Ended
	Dec. 31, 2010 USD ($)	Oct. 18, 2010 USD ($)	Dec. 31, 2012 USD ($) Tranches	Dec. 31, 2011 USD ($)	Jun. 30, 2010 USD ($)	Sep. 28, 2012 USD ($)	Dec. 31, 2012 Maximum [Member]	Dec. 31, 2012 Minimum [Member]	Dec. 31, 2012 Standby letters of credit [Member] USD ($)	Dec. 31, 2012 Term Loan Facility [Member] USD ($)	Dec. 31, 2012 April 15, 2014 [Member]	Dec. 31, 2012 April 15, 2015 [Member]	Dec. 31, 2012 April 15, 2016 [Member]	Dec. 31, 2012 April 15, 2017 [Member]	Dec. 31, 2012 2011 Amended Credit Agreement [Member] USD ($)	Dec. 31, 2012 2011 Amended Credit Agreement [Member] EUR (€)	Dec. 31, 2010 BKH [Member] USD ($)	Dec. 31, 2012 Secured Term Loan - USD tranche [Member] USD ($)	Dec. 31, 2011 Secured Term Loan - USD tranche [Member] USD ($)	Dec. 31, 2012 Secured Term Loan - Euro tranche [Member] USD ($)	Dec. 31, 2011 Secured Term Loan - Euro tranche [Member] USD ($)	Dec. 31, 2012 Revolving Credit Facility [Member] USD ($)	Dec. 31, 2012 9 7/8% Senior Notes [Member] USD ($)	Dec. 31, 2011 9 7/8% Senior Notes [Member] USD ($)	Dec. 31, 2012 11.0% Discount Notes [Member] USD ($)	Dec. 31, 2011 11.0% Discount Notes [Member] USD ($)	Apr. 19, 2011 11.0% Discount Notes [Member] USD ($)	Dec. 31, 2012 October 15, 2013 [Member]	Dec. 31, 2012 October 15, 2014 [Member]	Dec. 31, 2012 October 15, 2015 [Member]	Dec. 31, 2012 October 15, 2016 [Member]	Sep. 28, 2012 Term B Loan [Member] USD ($)	Dec. 31, 2012 Term B Loan [Member] Term Loan Facility [Member]	Sep. 28, 2012 Term A Loan [Member] USD ($)	Dec. 31, 2012 Term A Loan [Member] Term Loan Facility [Member]	Dec. 31, 2012 Term A Loan [Member] April 15, 2014 [Member] USD ($)	Dec. 31, 2012 Term A Loan [Member] April 15, 2015 [Member] USD ($)	Dec. 31, 2012 Term A Loan [Member] April 15, 2016 [Member] USD ($)	Dec. 31, 2012 Term A Loan [Member] April 15, 2017 [Member] USD ($)	Dec. 31, 2012 Tranche A Term Loans [Member] USD ($)	Dec. 31, 2011 Tranche A Term Loans [Member] USD ($)	Dec. 31, 2012 Tranche B Term Loans [Member] USD ($)	Dec. 31, 2011 Tranche B Term Loans [Member] USD ($)	Dec. 31, 2012 Letter of Credit [Member] USD ($)
Long-Term Debt (Textual) [Abstract]
Discount			$ 8.1	$ 247.6															$ 12.5		$ 1.0				$ 69.6																	$ 8.1
Aggregate principal amount															1,600.0	200.0									92.9		685.0					705.0		1,030.0										11.5
Maturity date of loan																						Oct. 19, 2015			Apr. 15, 2019
Maturity Date For Term Loan Facility																																	7 years		5 years
Percentage of amortization of principal amount of Term Loan Facility										0.25%
Fluctuating interest rate under credit agreement option one			Federal funds effective rate plus 0.50%
Fluctuating interest rate under credit agreement option two			Eurocurrency rate applicable for an interest period of one month plus 1.00% (“Alternate Base Rate Loans”), plus an applicable margin equal to 1.25% for any Tranche A Term Loan, 1.75% for any Tranche B Term Loan and 2.25% for loans under the 2012 Revolving Credit Facility
Senior notes outstanding amount			2,950.2	3,034.5															1,519.5		246.8		794.5	797.5	407.1	424.4														1,023.6		695.1
Irrevocable standby letters of credit outstanding									11.6
Fixed interest rate			50.00%				25.00%	0.00%
Total debt			3,130.3																						61.1
Senior notes purchased amount																							3.4	2.7
Interest rates																						0.50%
General corporate and overhead expenses incurred	3.1		12.2	7.2
Voluntary prepayments of Term Loans										37.7
Principal percentage of Discount Notes			35.00%																						35.00%
Principal amount percentage of Senior Notes purchase			101.00%
Offer to purchase the Senior Notes, percentage			100.00%
Senior notes redemption price percentage											111.00%	105.50%	102.75%	100.00%														109.875%	104.938%	102.469%	100.00%
Percentage of accreted value price related to discount notes																									101.00%
Percentage of accreted value accrued and unpaid interest																									100.00%
Discount notes redemption price percentage											111.00%	105.50%	102.75%	100.00%														109.875%	104.938%	102.469%	100.00%
Proceeds from discount notes																									401.5
Revolving credit facility interest rate, minimum																						3.25%
Revolving credit facility interest rate, maximum																						3.50%
Revolving credit facility interest rate on unused portion, minimum																						0.50%
Revolving credit facility interest rate on unused portion, maximum																						0.75%
Aggregate principal amount			12.9																																	6.4	19.3	25.8	32.2
Interest rates																							9.875%		11.00%															2.5625%		3.75%
Percentage of ownership of the capital stock			65.00%
Financing costs																						16.0
Deferred Financing costs																						10.8
Senior secured revolving credit facility															150
Settled interest rate caps denominated in Euros with a notional amount																183.8
Fluctuating interest rate points			1.00%
Margin percentage for fluctuating interest rate																						2.25%																		1.25%		1.75%
Margin percentage for fluctuating interest rate alternative																						3.25%																		2.25%		2.75%
Acquisition and related financing transactions Fees and expenses	94.9																13.5
Long-Term Debt (Additional Textual) [Abstract]
Senior secured revolving credit facility						130.0
Revolving credit facility			118.4
Senior Notes face value			3.0	2.5
Principal percentage of Senior Notes			35.00%																						35.00%
Percentage of net cash proceeds			6.00%
Restricted payments for Senior Notes			75
Extinguishment of debt			34.2	21.1
Lines of credit			2.4	3.2
Guarantees issued			1.5	2.3
Federal funds effective rate description			Either (i) a base rate determined by reference to the higher of (a) the prime rate of JPMorgan Chase Bank, N.A., (b) the federal funds effective rate plus 0.50% and (c) the Eurocurrency rate applicable for an interest period of one month plus 1.00%, plus an applicable margin equal to 2.00% for loans under the U.S. dollar denominated tranche of the Term Loan Facility and 2.25% for loans under the Revolving Credit Facility, or (ii) a Eurocurrency rate determined by reference to EURIBOR for the Euro denominated tranche and LIBOR for the U.S. dollar denominated tranche and Revolving Credit Facility, adjusted for statutory reserve requirements, plus an applicable margin equal to 3.25% for loans under the Euro denominated tranche of the Term Loan Facility, 3.00% for loans under the U.S. dollar denominated tranche of the Term Loan Facility and 3.25% for loans under the Revolving Credit Facility. Term Loan B borrowings under the Credit Agreement are subject to a LIBOR floor of 1.50%. BKC has elected to borrow at the three month Euro currency rate as noted in (ii) above.
Unamortized deferred financing costs			53.5	57.0
Amortization of deferred financing costs	2.1	0.6	10.9	12.5
Fluctuating interest rate under credit agreement option three			Eurocurrency rate applicable for an interest period of one month plus 1.00% (“Alternate Base Rate Loans”), plus an applicable margin equal to 1.25% for any Tranche A Term Loan, 1.75% for any Tranche B Term Loan and 2.25% for loans under the 2012 Revolving Credit Facility, or (ii) a Eurocurrency rate determined by reference to LIBOR, adjusted for statutory reserve requirements (“Eurocurrency Loans”), plus an applicable margin equal to 2.25% for any Tranche A Term Loan, 2.75% for any Tranche B Term Loan and 3.25% for loans under the 2012 Revolving Credit Facility; provided that the foregoing margins applicable to the Tranche A Term Loans are subject to reduction after financial statements have been delivered for the first full fiscal quarter after the Closing Date based upon achievement of specified leverage ratios. Borrowings of Tranche B Term Loans will be subject to a floor of 1.00% in the case of Eurocurrency Loans and 2.00% in the case of Alternate Base Rate Loans. We have elected our applicable rate per annum as Eurocurrency rate determined by reference to LIBOR. As of December 31, 2012, the interest rate was 2.625% on our outstanding Tranche A Term Loan and 3.75% on our outstanding Tranche B Term Loan.
Fluctuating interest rate alternative option			the 2012 Credit Facilities are subject to mandatory prepayments in amounts equal to (1) 100% of the net cash proceeds from any non-ordinary course sale or other disposition of assets (including as a result of casualty or condemnation); (2) 100% of the net cash proceeds from issuances or incurrence's of debt by BKH, BKC or any of its restricted subsidiaries (other than indebtedness permitted by the 2012 Credit Facilities);
Each Subsidiary Guarantor's tangible and intangible assets			10
Number of tranches of term loan			2
Deferred Premium			$ 6.4

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Consolidated Balance Sheets (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Current assets:
Cash and cash equivalents	$ 546.7	$ 459.0
Trade and notes receivable, net	179.0	152.8
Prepaids and other current assets, net	91.3	69.2
Deferred income taxes, net	73.5	43.1
Total current assets	890.5	724.1
Property and equipment, net of accumulated depreciation of $200.8 million and $150.1 million, respectively	885.2	1,026.5
Intangible assets, net	2,811.2	2,823.3
Goodwill	619.2	657.7
Net investment in property leased to franchisees	180.4	242.2
Other assets, net	177.5	134.6
Total assets	5,564.0	5,608.4
Current liabilities:
Accounts and drafts payable	68.7	98.4
Accrued advertising	66.5	97.4
Other accrued liabilities	206.8	242.7
Current portion of long term debt and capital leases	55.8	33.5
Total current liabilities	397.8	472.0
Term debt, net of current portion	2,905.1	3,010.3
Capital leases, net of current portion	88.4	95.4
Other liabilities, net	382.4	366.2
Deferred income taxes, net	615.3	615.3
Total liabilities	4,389.0	4,559.2
Commitments and Contingencies (Note 19)
Stockholders' equity:
Preferred stock, $0.01 par value; 200,000,000 shares authorized; no shares issued or outstanding
Common stock, $0.01 par value; 2,000,000,000 shares authorized; 350,238,771 shares issued and outstanding at December 31, 2012; 348,245,293 shares issued and outstanding at December 31, 2011	3.5	3.5
Additional paid-in capital	1,205.7	1,186.6
Retained earnings (accumulated deficit)	76.1	(27.6)
Accumulated other comprehensive loss	(110.3)	(113.3)
Total stockholders' equity	1,175.0	1,049.2
Total liabilities and stockholders' equity	$ 5,564.0	$ 5,608.4

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Derivative Instruments (Tables)

12 Months Ended

Dec. 31, 2012

Derivative Instruments [Abstract]

Quantitative disclosures of derivative instruments

The following tables present the required quantitative disclosures for our derivative instruments (in millions):

	2012										2011
	Interest Rate Caps		Forward- Starting Interest Rate Swaps		Cross Currency Rate Swaps		Foreign Currency Forward Contracts		Total		Interest Rate Caps		Interest Rate Swaps		Foreign Currency Forward Contracts		Total
Derivatives designated as cash flow hedges:
Gain (loss) recognized in other comprehensive income (effective portion)	$	(17.1)	$	0.7	$	—	$	—	$	(16.4)	$	(67.2)	$	—	$	—	$	(67.2)
Gain (loss) reclassified from AOCI into interest expense, net(1)	$	(3.2)	$	—	$	—	$	—	$	(3.2)	$	0.5	$	—	$	—	$	0.5
Gain (loss) reclassified from AOCI into other operating (income) expense, net	$	(8.4)	$	—	$	—	$	—	$	(8.4)	$	—	$	—	$	—	$	—
Derivatives designated as net investment hedges:
Gain (loss) recognized in other comprehensive income (effective portion)	$	—	$	—	$	(10.8)	$	—	$	(10.8)	$	—	$	—	$	—	$	—
Derivatives not designated as hedging instruments:
Gain (loss) recognized in other operating (income) expense, net	$	—	$	—	$	—	$	(0.5)	$	(0.5)	$	—	$	—	$	0.1	$	0.1
Gain (loss) recognized in interest expense, net	$	—	$	—	$	—	$	—	$	—	$	—	$	(0.1)	$	—	$	(0.1)

(1) Includes $1.1 million in gains during 2011 related to the interest rate caps modified in connection with the 2011 Amended Credit Agreement.

	Successor									Predecessor
	October 19, 2010 to December 31, 2010									July 1, 2010 to October 18, 2010
	Interest Rate Caps		Interest Rate Swaps			Foreign Currency Forward Contracts		Total		Interest Rate Swaps			Foreign Currency Forward Contracts			Total
Derivatives designated as cash flow hedges:
Gain (loss) recognized in other comprehensive income (effective portion)	$	35.8	$	—		$	0.1	$	35.9	$	(2.4	)	$	(0.1	)	$	(2.5	)
Gain (loss) reclassified from AOCI into interest expense, net(1)	$	—	$	—		$	—	$	—	$	(4.9	)	$	—		$	(4.9	)
Derivatives not designated as hedging instruments:
Gain (loss) recognized in other operating expense, net	$	—	$	(0.2	)	$	17.2	$	17.0	$	—		$	(42.4	)	$	(42.4	)

(1) Includes $0.4 million of gain for the period July 1, 2010 to October 18, 2010 related to terminated hedges and zero for the period October 19, 2010 to December 31, 2010.

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Pension and Post Retirement Medical Benefits (Details 5)	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Health care trend rates
Healthcare cost trend rate assumed for next year	8.00%	8.00%	8.00%	8.00%	8.00%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)	5.00%	5.00%	5.00%	5.00%	5.00%
Year that the rate reaches the ultimate trend rate	2020	2020	2020	2020	2020

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Franchise and Property Revenues (Details 1)	12 Months Ended
	Dec. 31, 2012 Restaurant
Number of Company restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	1,295
Openings	7
Closures	(13)
Acquisitions	24
Refranchisings	(895)
Restaurant count at ending	418
Number of franchise restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	11,217
Openings	691
Closures	(200)
Acquisitions	(24)
Refranchisings	895
Restaurant count at ending	12,579
Number of system wide restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	12,512
Openings	698
Closures	(213)
Acquisitions
Refranchisings
Restaurant count at ending	12,997
U.S. and Canada [Member] | Number of Company restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	939
Openings	2
Closures	(6)
Acquisitions	2
Refranchisings	(754)
Restaurant count at ending	183
U.S. and Canada [Member] | Number of franchise restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	6,561
Openings	68
Closures	(88)
Acquisitions	(2)
Refranchisings	754
Restaurant count at ending	7,293
U.S. and Canada [Member] | Number of system wide restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	7,500
Openings	70
Closures	(94)
Acquisitions
Refranchisings
Restaurant count at ending	7,476
EMEA [Member] | Number of Company restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	192
Openings
Closures	(1)
Acquisitions
Refranchisings	(59)
Restaurant count at ending	132
EMEA [Member] | Number of franchise restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	2,690
Openings	313
Closures	(73)
Acquisitions
Refranchisings	59
Restaurant count at ending	2,989
EMEA [Member] | Number of system wide restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	2,882
Openings	313
Closures	(74)
Acquisitions
Refranchisings
Restaurant count at ending	3,121
LAC [Member] | Number of Company restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	97
Openings	3
Closures
Acquisitions
Refranchisings
Restaurant count at ending	100
LAC [Member] | Number of franchise restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	1,125
Openings	174
Closures	(9)
Acquisitions
Refranchisings
Restaurant count at ending	1,290
LAC [Member] | Number of system wide restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	1,222
Openings	177
Closures	(9)
Acquisitions
Refranchisings
Restaurant count at ending	1,390
APAC [Member] | Number of Company restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	67
Openings	2
Closures	(6)
Acquisitions	22
Refranchisings	(82)
Restaurant count at ending	3
APAC [Member] | Number of franchise restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	841
Openings	136
Closures	(30)
Acquisitions	(22)
Refranchisings	82
Restaurant count at ending	1,007
APAC [Member] | Number of system wide restaurants [Member]
Restaurant count for geographic areas
Restaurant count at beginning	908
Openings	138
Closures	(36)
Acquisitions
Refranchisings
Restaurant count at ending	1,010

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Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Tax effect on change in fair value of investment hedges	$ 0	$ 1.1	$ 4.2	$ 0	$ 2.6
Tax effect on change in fair value of interest rate caps/swaps	13.9		6.4	26.4
Tax effect on amounts reclassified to earnings during the period from terminated caps/swaps	0	0.2	4.5	0.4	0.6
Tax effect on pension and post-retirement benefit plans	3.9	3.1	0.2	5.8	11.3
Tax effect on amortization prior service costs	0		1.0	0
Predecessor
Tax effect on change in fair value of investment hedges		0			0
Tax effect on change in fair value of interest rate caps/swaps		1.1			2.6
Tax effect on amounts reclassified to earnings during the period from terminated caps/swaps		0.2			0.6
Tax effect on pension and post-retirement benefit plans		3.1			11.3
Tax effect on amortization prior service costs		$ 0			$ 0

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Pension and Post Retirement Medical Benefits (Details 3)	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Dec. 31, 2012 International Pension Plans [Member]	Dec. 31, 2011 International Pension Plans [Member]	Dec. 31, 2010 International Pension Plans [Member]	Oct. 18, 2010 International Pension Plans [Member] Predecessor [Member]	Jun. 30, 2010 International Pension Plans [Member] Predecessor [Member]	Dec. 31, 2012 US Pension Plans Defined Benefit [Member]	Dec. 31, 2011 US Pension Plans Defined Benefit [Member]	Dec. 31, 2010 US Pension Plans Defined Benefit [Member]	Oct. 18, 2010 US Pension Plans Defined Benefit [Member] Predecessor [Member]	Jun. 30, 2010 US Pension Plans Defined Benefit [Member] Predecessor [Member]	Dec. 31, 2012 US Retiree Medical Defined Benefit [Member]	Dec. 31, 2011 US Retiree Medical Defined Benefit [Member]	Dec. 31, 2010 US Retiree Medical Defined Benefit [Member]	Oct. 18, 2010 US Retiree Medical Defined Benefit [Member] Predecessor [Member]	Jun. 30, 2010 US Retiree Medical Defined Benefit [Member] Predecessor [Member]
Weighted average assumption used in computing the benefit obligations
Discount rate as of year end						4.03%	4.82%	5.35%	4.98%	5.17%	4.04%	4.58%	5.35%	5.06%	5.20%	4.04%	4.58%	5.35%	5.06%	5.20%
Range of compensation rate increase	3.14%	3.44%	3.80%	3.52%	3.71%

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Trade and Notes Receivable, net (Details 1) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011
Change in allowances for doubtful accounts
Beginning balance		$ 21.3	$ 20.7
Bad debt expense (recoveries), net	2.8	(0.8)	6.1
Write-offs and other		(0.8)	(5.5)
Ending balance	$ 20.7	$ 19.7	$ 21.3

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Pension and Post Retirement Medical Benefits (Details Textual) (USD $)	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Pension and Post Retirement Medical Benefits (Additional Textual) [Abstract]
Total contributions to the U.S. Pension Plans and International Pension Plans	$ 200,000	$ 400,000	$ 0	$ 6,200,000	$ 3,500,000
Amortization period			6 years
Net periodic benefit costs reduction, 2012			1,500,000
Net periodic benefit costs reduction, Thereafter			1,800,000
Discount rate of amendment			4.40%
AA Rating [Member]
Pension and Post Retirement Medical Benefits (Textual) [Abstract]
U. S plan yield, market weighted corporate bonds			650	540
US Retiree Medical Defined Benefit [Member]
Pension and Post Retirement Medical Benefits (Additional Textual) [Abstract]
Total contributions to the U.S. Pension Plans and International Pension Plans			500,000
US Pension Plans Defined Benefit [Member]
Pension and Post Retirement Medical Benefits (Textual) [Abstract]
Accumulated other comprehensive income (loss) into net periodic pension cost			0
Pension and Post Retirement Medical Benefits (Additional Textual) [Abstract]
Total contributions to the U.S. Pension Plans and International Pension Plans			8,600,000	5,500,000
US Pension Plans Defined Benefit [Member] | Debt Securities [Member]
Pension and Post Retirement Medical Benefits (Textual) [Abstract]
Portfolio of equity securities, currently targeted			40.00%
US Pension Plans Defined Benefit [Member] | Equity Securities [Member]
Pension and Post Retirement Medical Benefits (Textual) [Abstract]
Portfolio of equity securities, currently targeted			60.00%
International Plans [Member] | Debt Securities [Member]
Pension and Post Retirement Medical Benefits (Textual) [Abstract]
Portfolio of equity securities, currently targeted			30.00%
International Plans [Member] | Equity Securities [Member]
Pension and Post Retirement Medical Benefits (Textual) [Abstract]
Portfolio of equity securities, currently targeted			70.00%
U.S. Retiree Medical Plan [Member]
Pension and Post Retirement Medical Benefits (Textual) [Abstract]
Minimum age eligible criteria for U.S. Retiree Medical Plan			40 or older
Retiree medical plan liability			7,100,000
Accumulated other comprehensive income (loss) into net periodic pension cost			2,000,000
U.S. Retiree Medical Plan [Member] | Pre-age 65 [Member]
Pension and Post Retirement Medical Benefits (Textual) [Abstract]
Employer-provided subsidy for postretirement benefit			160
U.S. Retiree Medical Plan [Member] | Post-age 65 [Member]
Pension and Post Retirement Medical Benefits (Textual) [Abstract]
Employer-provided subsidy for postretirement benefit			$ 80

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Trade and Notes Receivable, net (Tables)

12 Months Ended

Dec. 31, 2012

Trade and Notes Receivable, net [Abstract]

Trade and notes receivable, net

Trade and notes receivable, net, consist of the following (in millions):

	As of December 31,
	2012			2011
Trade accounts receivable	$	195.6		$	173.5
Notes receivable, current portion		3.1			0.6
		198.7			174.1
Allowance for doubtful accounts		(19.7	)		(21.3	)
Total, net	$	179.0		$	152.8

Change in allowances for doubtful accounts

The change in allowances for doubtful accounts is as follows (in millions):

	As of December 31,
	2012			2011
Beginning balance	$	21.3		$	20.7
Bad debt expense (recoveries), net		(0.8	)		6.1
Write-offs and other		(0.8	)		(5.5	)
Ending balance	$	19.7		$	21.3

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Intangible Assets, net and Goodwill (Details 1) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012
The estimated future amortization expense on intangible assets
2013	$ 38.1
2014	37.2
2015	36.0
2016	35.1
2017	34.3
Thereafter	401.6
Total	$ 582.3

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Derivative Instruments

12 Months Ended

Dec. 31, 2012

Derivative Instruments [Abstract]

Derivative Instruments

Note 13.    Derivative Instruments

Disclosures about Derivative Instruments and Hedging Activities

We enter into derivative instruments for risk management purposes, including derivatives designated as cash flow hedges, derivatives designated as net investment hedges and those utilized as economic hedges. We use derivatives to manage exposure to fluctuations in interest rates and currency exchange rates. See Note 12 for fair value measurements of our derivative instruments.

Interest Rate Caps

At December 31, 2012 and December 31, 2011, we had U.S. Dollar denominated interest rate cap agreements (notional amount of $1.4 billion and $1.5 billion, respectively) (the “Cap Agreements”) to effectively cap the LIBOR applicable to our variable rate borrowings at a weighted-average rate of 1.74% for U.S. Dollar denominated borrowings. The six year interest rate cap agreements are a series of individual caplets that reset and settle quarterly consistent with the payment dates of our LIBOR-based term debt. During 2012, we terminated our Euro denominated interest rate cap agreements (notional amount of €193.6 million at December 31, 2011) which effectively capped the annual interest expense applicable to our borrowings under the 2011 Amended Credit Agreement for Euro denominated borrowings. In connection with the termination of the Euro denominated interest rate cap agreements, we recorded a charge of $8.4 million within other operating (income) expense, net related to realized losses reclassified from accumulated other comprehensive income (“AOCI”).

Under the terms of the Cap Agreements, if LIBOR resets above a strike price, we will receive the net difference between the rate and the strike price. As disclosed in Note 8, we have elected our applicable rate per annum as Eurocurrency. In addition, on the quarterly settlement dates, we will remit the deferred premium payment (plus interest) to the counterparty, whether LIBOR resets above or below the strike price.

The Cap Agreements are designated as cash flow hedges and to the extent they are effective in offsetting the variability of the variable rate interest payments, changes in the derivatives’ fair values are not included in current earnings but are included in accumulated other comprehensive income (AOCI) in the accompanying condensed consolidated balance sheets. At each cap maturity date, the portion of fair value attributable to the matured cap will be reclassified from AOCI into earnings as a component of interest expense.

From time to time as we prepay portions of the 2012 Term Loan Facility, we may modify our interest rate cap to reduce the notional amount. The terms of the caps will not otherwise be revised by these modifications. On the modification date, the portion of the fair value attributable to the modified cap will be reclassified from AOCI into earnings as a component of interest expense.

Cross-currency Rate Swaps

During 2012, we entered into cross-currency rate swaps with an aggregate notional value of $430 million to hedge a portion of the net investment in a Swiss subsidiary, Burger King Europe GmbH. A total notional value of $230 million of these swaps are contracts to exchange quarterly fixed-rate payments we make in Euros for quarterly fixed-rate payments we receive in US dollars and mature on October 19, 2016. A total notional value of $200 million of these swaps are contracts to exchange quarterly floating-rate payments we make in Euros for quarterly floating-rate payments we receive in U.S. Dollars and mature on September 28, 2017. Changes in the fair value of these instruments are immediately recognized in AOCI to offset the change in the carrying amount of the net investment being hedged.

Changes in marked-to-market values of these hedges reflected in AOCI were an after-tax loss of $6.6 million at December 31, 2012.

Forward-Starting Interest Rate Swaps

During 2012, we entered into three forward-starting interest rate swaps with a total notional value of $2.3 billion to hedge the variability of forecasted interest payments attributable to changes in LIBOR. The forward-starting interest rate swaps effectively fix LIBOR on $1.0 billion of floating-rate debt beginning 2015 and an additional $1.3 billion of floating-rate debt starting 2016. The hedges have a seven year maturity. We account for these hedges as cash flow hedges, and as such, the effective portion of unrealized changes in market value has been recorded in AOCI and is reclassified to income during the period in which the hedge transaction affects earnings. Gain and losses from hedge ineffectiveness are recognized in current earnings.

Interest Rate Swaps

In connection with the 2010 Transactions, interest rate swaps with a notional value of $500 million were terminated. The remaining interest rate swaps that were not terminated by counterparties had a notional value of $75 million and expired on September 30, 2011.

Foreign Currency Forward Contracts

From time to time, we enter into foreign currency forward contracts to economically hedge the remeasurement of certain foreign currency-denominated intercompany loans receivable and other foreign-currency denominated assets recorded in our consolidated balance sheets. The forward currency forward contracts are not designated as hedging instruments. Gains and losses on foreign currency forward contracts are recognized in other (income) expense, net and are offset by the gains or losses resulting from the settlement of the underlying foreign currency denominated assets and liabilities. At December 31, 2012, we had four foreign currency forward contracts with a total notional amount of $64.8 million maturing in 2013. At December 31, 2011, we had no foreign currency forward contracts outstanding.

Credit Risk

By entering into derivative instrument contracts, we are exposed to counterparty credit risk. Counterparty credit risk is the failure of the counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is in an asset position, the counterparty has a liability to us, which creates credit risk for us. We attempt to minimize this risk by selecting counterparties with investment grade credit ratings and regularly monitoring our market position with each counterparty.

Credit-Risk Related Contingent Features

Our derivative instruments do not contain any credit-risk related contingent features.

The following tables present the required quantitative disclosures for our derivative instruments (in millions):

	2012										2011
	Interest Rate Caps		Forward- Starting Interest Rate Swaps		Cross Currency Rate Swaps		Foreign Currency Forward Contracts		Total		Interest Rate Caps		Interest Rate Swaps		Foreign Currency Forward Contracts		Total
Derivatives designated as cash flow hedges:
Gain (loss) recognized in other comprehensive income (effective portion)	$	(17.1)	$	0.7	$	—	$	—	$	(16.4)	$	(67.2)	$	—	$	—	$	(67.2)
Gain (loss) reclassified from AOCI into interest expense, net(1)	$	(3.2)	$	—	$	—	$	—	$	(3.2)	$	0.5	$	—	$	—	$	0.5
Gain (loss) reclassified from AOCI into other operating (income) expense, net	$	(8.4)	$	—	$	—	$	—	$	(8.4)	$	—	$	—	$	—	$	—
Derivatives designated as net investment hedges:
Gain (loss) recognized in other comprehensive income (effective portion)	$	—	$	—	$	(10.8)	$	—	$	(10.8)	$	—	$	—	$	—	$	—
Derivatives not designated as hedging instruments:
Gain (loss) recognized in other operating (income) expense, net	$	—	$	—	$	—	$	(0.5)	$	(0.5)	$	—	$	—	$	0.1	$	0.1
Gain (loss) recognized in interest expense, net	$	—	$	—	$	—	$	—	$	—	$	—	$	(0.1)	$	—	$	(0.1)

(1) Includes $1.1 million in gains during 2011 related to the interest rate caps modified in connection with the 2011 Amended Credit Agreement.

	Successor									Predecessor
	October 19, 2010 to December 31, 2010									July 1, 2010 to October 18, 2010
	Interest Rate Caps		Interest Rate Swaps			Foreign Currency Forward Contracts		Total		Interest Rate Swaps			Foreign Currency Forward Contracts			Total
Derivatives designated as cash flow hedges:
Gain (loss) recognized in other comprehensive income (effective portion)	$	35.8	$	—		$	0.1	$	35.9	$	(2.4	)	$	(0.1	)	$	(2.5	)
Gain (loss) reclassified from AOCI into interest expense, net(1)	$	—	$	—		$	—	$	—	$	(4.9	)	$	—		$	(4.9	)
Derivatives not designated as hedging instruments:
Gain (loss) recognized in other operating expense, net	$	—	$	(0.2	)	$	17.2	$	17.0	$	—		$	(42.4	)	$	(42.4	)

(1) Includes $0.4 million of gain for the period July 1, 2010 to October 18, 2010 related to terminated hedges and zero for the period October 19, 2010 to December 31, 2010.

The net amount of pre-tax gains and losses in accumulated other comprehensive income (loss) as of December 31, 2012 that we expect to be reclassified into earnings within the next 12 months is $6.1 million of losses.

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Prepaids and Other Current Assets, net (Tables)

12 Months Ended

Dec. 31, 2012

Prepaids and Other Current Assets, net [Abstract]

Prepaids and other current assets, net

Prepaid and other current assets, net consist of the following (in millions):

	As of December 31,
	2012		2011
Prepaid expenses	$	23.3	$	18.5
Refundable and prepaid income taxes		28.5		21.1
Inventories		6.7		13.7
Deferred financing costs — current portion		8.9		12.6
Assets held for sale		23.9		—
Interest rate caps — current portion		—		3.3
Total Prepaids and other current assets	$	91.3	$	69.2

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Pension and Post Retirement Medical Benefits (Details 7) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012
International Pension Plans [Member]
Projected expected Payments for pension plans
Estimated Net Contributions During Year Ended 2013	$ 0.4
2013	0.3
2014	0.4
2015	0.4
2016	0.4
2017	1.6
2018 - 2021	2.4
US Pension Plans Defined Benefit [Member]
Projected expected Payments for pension plans
Estimated Net Contributions During Year Ended 2013	5.7
2013	7.7
2014	8.0
2015	8.5
2016	9.0
2017	9.4
2018 - 2021	58.9
US Retiree Medical Defined Benefit [Member]
Projected expected Payments for pension plans
Estimated Net Contributions During Year Ended 2013	0.5
2013	0.5
2014	0.6
2015	0.5
2016	0.5
2017	0.5
2018 - 2021	$ 2.9

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Quarterly Financial Data (Unaudited) (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended									12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011
Summarized unaudited quarterly financial data
Revenues	$ 466.8	$ 404.5	$ 451.1	$ 540.8	$ 569.9	$ 580.6	$ 607.7	$ 595.4	$ 552.0	$ 1,966.3	$ 2,335.7
Operating income	(85.8)	111.9	93.8	127.9	84.1	87.9	111.6	99.0	64.0	417.7	362.5
Net income	$ (115.7)	$ 48.6	$ 6.6	$ 48.2	$ 14.3	$ 25.0	$ 38.8	$ 30.2	$ (5.9)	$ 117.7	$ 88.1
Basic earnings per share	$ (0.33)	$ 0.14	$ 0.02	$ 0.14	$ 0.04	$ 0.07	$ 0.11	$ 0.09	$ (0.02)	$ 0.34	$ 0.25
Diluted earnings per share	$ (0.33)	$ 0.14	$ 0.02	$ 0.14	$ 0.04	$ 0.07	$ 0.11	$ 0.09	$ (0.02)	$ 0.33	$ 0.25

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Share-Based Compensation

12 Months Ended

Dec. 31, 2012

Share-based Compensation [Abstract]

Share-based Compensation

Note 15.    Share-based Compensation

Successor

On February 2, 2011, the Board of Directors of Burger King Worldwide Holdings, Inc. (“Worldwide”) approved and adopted the Burger King Worldwide Holdings, Inc. 2011 Omnibus Incentive Plan (the “2011 Omnibus Plan”). The 2011 Omnibus Plan generally provides for the grant of awards to employees, directors, consultants and other persons who provide services to Worldwide and its subsidiaries, with respect to an aggregate of 6,650 shares (6,650,000 millishares or .001 of one full share) of common stock of Worldwide.

All stock options and restricted stock units (RSUs) under the 2011 Omnibus Plan outstanding on June 20, 2012 were assumed by the Company and converted into stock options to acquire common stock of the Company (the “Common Stock”) and RSUs of the Company, and the Company assumed all of the obligations of Worldwide under the 2011 Omnibus Plan. The conversion rate for the stock options was 3.355508 (i.e. a stock option to acquire a millishare of Worldwide at an exercise price of $11.89 per millishare or $13.34 per millishare of Worldwide common stock was converted to a stock option to acquire 3.355508 shares of Common Stock at an exercise price of $3.54 or $3.97 per share of Common Stock, respectively). The conversion ratio for the RSUs was 3.479129 (an RSU to receive one millishare of Worldwide common stock was converted to an RSU to receive 3.479129 shares of Common Stock).

On June 20, 2012, our Board of Directors adopted the Burger King Worldwide, Inc. 2012 Omnibus Incentive Plan (the “2012 Omnibus Plan”). The 2012 Omnibus Plan generally provides for the grant of awards to employees, directors and other persons who provide services to the Company and its subsidiaries, with respect to an aggregate of 8,500,000 shares of Common Stock. The Board also froze the 2011 Omnibus Plan, and all future grants will be made under the 2012 Omnibus Plan.

Our plans permit the grant of several types of awards with respect to the Common Stock, including stock options, restricted stock units, restricted stock and performance shares. Stock options generally cliff vest five years from the original grant date, provided the employee is continuously employed by BKC or one of its subsidiaries, and the options expire ten years following the grant date. Additionally, if the Company terminates the employment of an option holder without cause prior to the vesting date, or if the employee dies, retires or becomes disabled, the employee will become vested in the number of options as if the options vested 20% of each anniversary of the grant date. If there is an event such as a return of capital or dividend that is determined to be dilutive, the exercise price of the awards may be adjusted accordingly.

We recorded $12.2 million of share-based compensation expense in selling, general and administrative expenses during 2012, $1.2 million during 2011 and $30.4 million for the period of October 19, 2010 to December 31, 2010. As a result of the 2010 Acquisition, the Predecessor’s unvested share-based compensation awards were accelerated to vest and, together with previously vested awards, were cancelled and settled in cash using the $24.00 purchase price per share of common stock paid by 3G in the 2010 Acquisition.

During 2012, a total of 205,431 RSUs were granted to non-employee members of our Board of Directors in lieu of a cash retainer. The RSU grants were fully vested on the grant date. All RSUs will settle and shares of Common Stock will be issued upon termination of service by the board member.

The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option pricing model. The estimated fair value of stock options, less estimated forfeitures, is amortized over the vesting period on a straight-line basis. The assumptions used in the Black-Scholes option-pricing model are as follows:

	2012			2011
Risk-free interest rate		1.03	%		1.93	%
Expected term (in years)		5.50			5.00
Expected volatility		35.00	%		35.00	%
Expected dividend yield		0.00	%		0.00	%

Expected volatility was based on a review of the equity volatilities of publicly-traded guideline companies. The risk-free interest rate was based on the U.S. Treasury yield with a remaining term equal to the expected option life assumed at the date of grant. The expected term was calculated based on the analysis of a five-year vesting period coupled with the Company’s expectations of exercise activity.

The following is a summary of option activity under the 2011 Omnibus Plan and 2012 Omnibus Plan as of and for the year ended December 31, 2012:

	Total Number of Options (in 000’s)		Weighted Average Exercise Price		Aggregate Intrinsic Value(1) (in 000’s)		Weighted Average Remaining Contractual Term (Yrs)
Options outstanding at January 1, 2012		12,537	$	3.54
Granted		7,770	$	3.97
Exercised		464	$	3.54
Forfeited		3,485	$	3.61
Options outstanding at December 31, 2012		16,358	$	3.73	$	210,490		8.6
Options expected to vest at December 31, 2012		14,079	$	3.73	$	178,917		8.6

(1) The intrinsic value represents the amount by which the fair value of our stock exceeds the option exercise price at December 31, 2012.

The number of options exercisable at December 31, 2012 was insignificant. The weighted-average estimated fair value of stock options granted was $3.80 during 2012 and $0.58 during 2011. The total intrinsic value of stock options exercised was $5.7 million during 2012 and no options were exercised during 2011. As of December 31, 2012, there was approximately $25.2 million of total unrecognized compensation cost, which is expected to be recognized over a weighted-average period of 3.2 years.

Predecessor

The Predecessor recorded $5.8 million of share-based compensation expense from July 1, 2010 through October 18, 2010 and $17.0 million in Fiscal 2010, in selling, general and administrative expenses.

Equity Incentive Plan and 2006 Omnibus Incentive Plan

Prior to the 2010 Acquisition, share-based compensation expense for stock options was estimated on the grant date using a Black-Scholes option pricing model. The Predecessor’s specific weighted-average assumptions for the risk-free interest rate, expected term, expected volatility and expected dividend yield are discussed below. Additionally, the Predecessor was required to estimate pre-vesting forfeitures for purposes of determining compensation expense to be recognized. Future expense amounts for any quarterly or annual period could have been affected by changes in the Predecessor’s assumptions or changes in market conditions.

The Predecessor determined the expected term of stock options granted using the simplified method. Based on the results of applying the simplified method, the Predecessor determined that 6.25 years was an appropriate expected term for awards with four-year graded vesting.

The fair value of each stock option granted under the Plans during July 1, 2010 through October 18, 2010 and for Fiscal 2010 and 2009 was estimated on the date of grant using the Black-Scholes option pricing model based on the following weighted-average assumptions:

	July 1, 2010 to October 18, 2010			Fiscal 2010
Risk-free interest rate		1.83	%		2.92	%
Expected term (in years)		6.25			6.25
Expected volatility		38.34	%		37.15	%
Expected dividend yield		1.43	%		1.37	%

The weighted average grant date fair value of stock options granted was $6.02 during the period July 1, 2010 through October 18, 2010 and $6.56 for Fiscal 2010. The total intrinsic value of stock options exercised was $3.2 million during the period July 1, 2010 through October 18, 2010 and $8.1 million for Fiscal 2010. The related excess tax benefits from stock options exercised were $1.1 million offset by $1.5 million shortfalls recorded as operating cash flows for the period July 1, 2010 through October 18, 2010 and $3.5 million for Fiscal 2010.

Proceeds from stock options exercised were $4.0 million for the period July 1, 2010 through October 18, 2010 and $4.2 million for Fiscal 2010.

The weighted average grant date fair value of nonvested shares granted was $16.96 during the period July 1, 2010 through October 18, 2010 and $18.35 for Fiscal 2010. The total intrinsic value of grants which vested and settled was $9.1 million during the period July 1, 2010 through October 18, 2010 and $9.6 million for Fiscal 2010.

The fair value of shares withheld by us to meet employees’ minimum statutory withholding tax requirements on the settlement of RSU’s was $2.5 million during the period July 1, 2010 through October 18, 2010 and $2.7 million for Fiscal 2010.

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Other Accrued Liabilities and Other Liabilities (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Current:
Accrued payroll and employee-related costs	$ 44.9	$ 63.9
Restructuring and other provisions	14.6	33.4
Withholding taxes	4.1	9.0
Interest payable	16.9	17.1
Casualty insurance	7.3	8.7
Gift card liabilities	18.2	16.1
Income tax payable	2.8	3.1
Deferred income	18.1	11.4
Sales tax payable	28.4	22.0
Lease liability	11.3
Other	40.2	58.0
Other accrued liabilities	206.8	242.7
Non-current:
Accrued pension	77.7	71.3
Unfavorable leases	169.1	204.2
Casualty insurance reserves	18.6	22.2
Retiree health benefits	8.0	18.4
Deferred compensation	7.8	12.8
Income tax payable	26.3	23.4
Forward starting interest rate swap	11.0
Lease liability	32.2
Other	31.7	13.9
Total non-current other accrued liabilities	$ 382.4	$ 366.2

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Share-based Compensation (Details 2)	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Fair value assumption under stock option plan
Risk-free interest rate	1.03%	1.93%	1.83%	2.92%
Expected term (in years)	5 years 6 months	5 years	6 years 3 months	6 years 3 months
Expected volatility	35.00%	35.00%	38.34%	37.15%
Expected dividend yield	0.00%	0.00%	1.43%	1.37%

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Consolidated Statements of Stockholders' Equity (USD $) In Millions, except Share data, unless otherwise specified	Total	Predecessor	Issued Common Stock	Issued Common Stock Predecessor	Additional Paid-In Capital	Additional Paid-In Capital Predecessor	Retained Earnings (Accumulated Deficit)	Retained Earnings (Accumulated Deficit) Predecessor	Accumulated Other Comprehensive Loss	Accumulated Other Comprehensive Loss Predecessor	Treasury Stock	Treasury Stock Predecessor
Stockholders' Equity Attributable to Parent, Beginning Balance at Jun. 30, 2009		$ 974.8		$ 1.4		$ 623.4		$ 455.4		$ (45.9)		$ (59.5)
Common Stock, Shares, Outstanding, Beginning Balance at Jun. 30, 2009				134,800,000
Stockholders' Equity [Abstract]
Stock option exercises		4.2				4.2
Stock option exercises, shares				1,100,000
Stock option tax benefits		3.5				3.5
Stock option tax benefits, shares
Share-based compensation		17.0				17.0
Share-based compensation, shares
Treasury stock purchases		(2.7)				(0.9)						(1.8)
Treasury stock purchases, shares				(100,000)
Dividend paid on common shares		(34.2)						(34.2)				0
Comprehensive income (loss):
Net income (loss)		186.8						186.8
Other comprehensive income (loss)		(21.0)								(21.0)
Total comprehensive income (loss)		165.8
Stockholders' Equity Attributable to Parent, Ending Balance at Jun. 30, 2010		1,128.4		1.4		647.2		608.0		(66.9)		(61.3)
Common Stock, Shares, Outstanding, Ending Balance at Jun. 30, 2010				135,800,000
Stockholders' Equity [Abstract]
Stock option exercises		4.0				4.0
Stock option exercises, shares				900,000
Stock option tax benefits		(0.4)				(0.4)
Stock option tax benefits, shares
Share-based compensation		5.8				5.8
Share-based compensation, shares
Treasury stock purchases		(2.5)				(0.3)						(2.2)
Treasury stock purchases, shares				(100,000)
Dividend paid on common shares		(8.6)						(8.6)
Comprehensive income (loss):
Net income (loss)		71.1						71.1
Other comprehensive income (loss)		20.6								20.6
Total comprehensive income (loss)		91.7
Stockholders' Equity Attributable to Parent, Ending Balance at Oct. 18, 2010		1,218.4		1.4		656.3		670.5		(46.3)		(63.5)
Common Stock, Shares, Outstanding, Ending Balance at Oct. 18, 2010				136,600,000
Stockholders' Equity Attributable to Parent, Beginning Balance at Oct. 19, 2010	1,580.7		3.5		1,577.2
Common Stock, Shares, Outstanding, Beginning Balance at Oct. 19, 2010			347,900,000
Comprehensive income (loss):
Net income (loss)	(115.7)						(115.7)
Other comprehensive income (loss)	(17.8)								(17.8)
Total comprehensive income (loss)	(133.5)
Stockholders' Equity Attributable to Parent, Ending Balance at Dec. 31, 2010	1,447.2		3.5		1,577.2		(115.7)		(17.8)
Common Stock, Shares, Outstanding, Ending Balance at Dec. 31, 2010			347,900,000
Stockholders' Equity [Abstract]
Share-based compensation	1.2				1.2
Share-based compensation, shares
Issuance of shares	1.6				1.6
Issuance of shares, Shares			300,000
Dividend paid on common shares	(393.4)				(393.4)
Comprehensive income (loss):
Net income (loss)	88.1						88.1
Other comprehensive income (loss)	(95.5)								(95.5)
Total comprehensive income (loss)	(7.4)
Stockholders' Equity Attributable to Parent, Ending Balance at Dec. 31, 2011	1,049.2		3.5		1,186.6		(27.6)		(113.3)
Common Stock, Shares, Outstanding, Ending Balance at Dec. 31, 2011	348,245,293		348,200,000
Stockholders' Equity [Abstract]
Stock option exercises	1.5				1.5
Stock option exercises, shares	464,000		500,000
Share-based compensation	12.2				12.2
Share-based compensation, shares
Issuance of shares	5.4				5.4
Issuance of shares, Shares			1,500,000
Dividend paid on common shares	(14.0)						(14.0)
Comprehensive income (loss):
Net income (loss)	117.7						117.7
Other comprehensive income (loss)	3.0								3.0
Total comprehensive income (loss)	120.7
Stockholders' Equity Attributable to Parent, Ending Balance at Dec. 31, 2012	$ 1,175.0		$ 3.5		$ 1,205.7		$ 76.1		$ (110.3)
Common Stock, Shares, Outstanding, Ending Balance at Dec. 31, 2012	350,238,771		350,200,000

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Consolidated Balance Sheets (Parenthetical) (USD $) In Millions, except Share data, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Consolidated Balance Sheets [Abstract]
Property and equipment, accumulated depreciation	$ 200.8	$ 150.1
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	200,000,000	200,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	2,000,000,000	2,000,000,000
Common stock, shares issued	350,238,771	348,245,293
Common stock, shares outstanding	350,238,771	348,245,293

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Long-Term Debt

12 Months Ended

Dec. 31, 2012

Long-Term Debt [Abstract]

Long-Term Debt

Note 8.    Long-Term Debt

Long-term debt is comprised of the following (in millions):

	Maturity dates		As of December 31,						Interest rates (a)
			2012			2011			2012			2011			Oct. 19, 2010 to Dec. 31, 2010
Tranche A Term Loans		2017	$	1,023.6		$	—			3.1	%		N/A			N/A
Tranche B Term Loans (b)		2019		695.1			—			4.5	%		N/A			N/A
Secured Term Loan — USD tranche (c)		—		—			1,519.5			5.4	%		5.5	%		6.8	%
Secured Term Loan — Euro tranche (c)		—		—			246.8			5.6	%		5.8	%		7.1	%
9 7/ 8% Senior Notes		2018		794.5			797.5			10.1	%		10.1	%		10.2	%
11.0% Discount Notes (d)		2019		407.1			424.4			11.5	%		11.5	%		N/A
Deferred Premiums on interest rate caps—USD (See Note 13)		2016		29.0			35.8			2.5	%		2.5	%		2.5	%
Deferred Premiums on interest rate caps—EUR (See Note 13)		2016		—			7.3			2.9	%		2.9	%		2.9	%
Other		N/A		0.9			3.2
Total debt				2,950.2			3,034.5
Less: current maturities of debt				(45.1	)		(24.2	)
Total long-term debt			$	2,905.1		$	3,010.3

(a) Represents the effective interest rate for the instrument computed on a quarterly basis, including the amortization of deferred debt issuance costs and original issue discount, as applicable, and in the case of our term loans, the effect of interest rate caps.

(b) Principal face amount herein is presented net of an $8.1 million discount on the Tranche B Term Loans at December 31, 2012.

(c) Principal face amount herein is presented net of a $12.5 million discount on the USD tranche and revolving credit facility and $1.0 million discount on the Euro tranche at December 31, 2011.

(d) Principal face amount herein is presented net of a discount of $172.0 million at December 31, 2012 and $247.6 million at December 31, 2011.

2012 Credit Agreement

On September 28, 2012 (the “Closing Date”), BKC and Holdings entered into a Credit Agreement (the “2012 Credit Agreement”) to refinance amounts borrowed under the 2011 Amended Credit Agreement (as defined below). The 2012 Credit Agreement provides for (i) tranche A term loans in the aggregate principal amount of $1,030.0 million (the “Tranche A Term Loans”), (ii) tranche B term loans in the aggregate principal amount of $705.0 million (the “Tranche B Term Loans”), in each case under the new senior secured term loan facility (the “2012 Term Loan Facility”), and (iii) a new senior secured revolving credit facility for up to $130.0 million of revolving extensions of credit outstanding at any time (including revolving loans, swingline loans and letters of credit) (the “2012 Revolving Credit Facility” and, together with the 2012 Term Loan Facility, the “2012 Credit Facilities”).

On the Closing Date, the full amount of the Tranche A Term Loans and Tranche B Term Loans was drawn and no revolving loans were drawn. The proceeds of the Tranche A Term Loans and the Tranche B Term Loans were used to repay the term loans outstanding under the 2011 Amended Credit Agreement. In addition, approximately $11.5 million of letters of credit were issued in order to backstop, replace or roll-over existing letters of credit under the 2011 Amended Credit Agreement.

The Tranche A Term Loans have a five-year maturity, and the Tranche B Term Loans have a seven-year maturity. The 2012 Revolving Credit Facility matures on October 19, 2015, which was the maturity date of the revolving credit facility under the 2011 Amended Credit Agreement. The principal amount of the Tranche A Term Loans amortizes in quarterly installments of (i) $6.4 million from December 31, 2012 through September 30, 2013, (ii) $12.9 million from December 31, 2013 through September 30, 2014, (iii) $19.3 million from December 31, 2014 through September 30, 2015, (iv) $25.8 million from December 31, 2015 through September 30, 2016, and (v) $32.2 million from December 31, 2016 through June 30, 2017, with the balance payable at maturity. The principal amount of the Tranche B Term Loans amortizes in quarterly installments equal to 0.25% of the original principal amount of the Tranche B Term Loans, with the balance payable at maturity.

As of December 31, 2012, we had $11.6 million in irrevocable standby letters of credit outstanding, which were issued under the 2012 Revolving Credit Facility primarily to certain insurance carriers to guarantee payments of deductibles for various insurance programs, such as health and commercial liability insurance. These letters of credit are secured by the collateral under the 2012 Credit Facilities. As of December 31, 2012, no amounts had been drawn on any of these irrevocable standby letters of credit and our remaining borrowing capacity under the 2012 Revolving Credit Facility was $118.4 million as of December 31, 2012.

Subject to certain exceptions, the 2012 Credit Facilities are subject to mandatory prepayments in amounts equal to (1) 100% of the net cash proceeds from any non-ordinary course sale or other disposition of assets (including as a result of casualty or condemnation); (2) 100% of the net cash proceeds from issuances or incurrences of debt by Holdings, BKC or any of its restricted subsidiaries (other than indebtedness permitted by the 2012 Credit Facilities); and (3) 50% (with stepdowns to 25% and 0% based upon achievement of specified total leverage ratios) of annual excess cash flow of BKC and its restricted subsidiaries.

At BKC’s election, the interest rate per annum applicable to the loans is based on a fluctuating rate of interest determined by reference to either (i) a base rate determined by reference to the highest of (a) the prime rate of JPMorgan Chase Bank, N.A., (b) the federal funds effective rate plus 0.50% and (c) the Eurocurrency rate applicable for an interest period of one month plus 1.00% (“Alternate Base Rate Loans”), plus an applicable margin equal to 1.25% for any Tranche A Term Loan, 1.75% for any Tranche B Term Loan and 2.25% for loans under the 2012 Revolving Credit Facility, or (ii) a Eurocurrency rate determined by reference to LIBOR, adjusted for statutory reserve requirements (“Eurocurrency Loans”), plus an applicable margin equal to 2.25% for any Tranche A Term Loan, 2.75% for any Tranche B Term Loan and 3.25% for loans under the 2012 Revolving Credit Facility; provided that the foregoing margins applicable to the Tranche A Term Loans are subject to reduction after financial statements have been delivered for the first full fiscal quarter after the Closing Date based upon achievement of specified leverage ratios. Borrowings of Tranche B Term Loans will be subject to a floor of 1.00% in the case of Eurocurrency Loans and 2.00% in the case of Alternate Base Rate Loans. We have elected our applicable rate per annum as Eurocurrency rate determined by reference to LIBOR. As of December 31, 2012, the interest rate was 2.5625% on our outstanding Tranche A Term Loan and 3.75% on our outstanding Tranche B Term Loan.

The 2012 Credit Facilities contain a number of customary affirmative and negative covenants that, among other things, will limit or restrict the ability of BKC and its restricted subsidiaries to: incur additional indebtedness (including guarantee obligations); incur liens; engage in mergers, consolidations, liquidations and dissolutions; sell assets (with exceptions for, among other things, sales of Company restaurants to existing or prospective franchisees and sales of real estate, subject to achievement of specified total leverage ratios in the case of real estate sales); pay dividends and make other payments in respect of capital stock; make investments, loans and advances; pay and modify the terms of certain indebtedness; engage in certain transactions with affiliates; enter into certain speculative hedging arrangements; enter into negative pledge clauses and clauses restricting subsidiary distributions; and change its line of business. In addition, under the 2012 Credit Facilities, BKC will be required to maintain a specified minimum interest coverage ratio and may not exceed a specified maximum total leverage ratio.

The 2012 Credit Facilities contain customary events of default, including nonpayment of principal, interest, fees or other amounts; material inaccuracy of a representation or warranty when made; violation of a covenant; cross-default to material indebtedness; bankruptcy events; certain ERISA events; material unsatisfied judgments; actual or asserted invalidity of any guarantee, security document or subordination provisions; non-perfection of security interest; changes in the passive holding company status of Holdings; and a change of control. BKC’s ability to borrow under the 2012 Credit Facilities will be dependent on, among other things, its compliance with the above-described covenants and financial ratios. Failure to comply with these covenants, ratios or the other provisions of the 2012 Credit Facilities (subject to certain grace periods) could, absent a waiver or an amendment from the lenders under such agreement, restrict the availability of the 2012 Revolving Credit Facility and permit the acceleration of all outstanding borrowings under the 2012 Credit Facility. There are no provisions in the 2012 Credit Agreement that could accelerate payment of debt as a result of a change in credit ratings.

At December 31, 2012, we were in compliance with all covenants of the 2012 Credit Agreement and there were no limitations on our ability to draw on the remaining availability under the 2012 Revolving Credit Facility.

In connection with the 2012 Credit Facilities, the Company entered into a Guarantee Agreement (the “Guarantee Agreement”), dated as of September 28, 2012 in favor of JPMorgan Chase Bank, N.A., as administrative agent, pursuant to which the Company guaranteed amounts borrowed under the 2012 Credit Facilities. Holdings, BKC and certain of BKC’s subsidiaries (the “Subsidiary Guarantors”) entered into a Guarantee and Collateral Agreement (the “Guarantee and Collateral Agreement”), dated as of September 28, 2012 in favor of JPMorgan Chase Bank, N.A. as administrative agent. Pursuant to the Guarantee and Collateral Agreement, Holdings and the Subsidiary Guarantors guaranteed amounts borrowed under the 2012 Credit Facilities. Additionally, amounts borrowed under the 2012 Credit Facilities and any swap agreements and cash management arrangements provided by any lender party to the 2012 Credit Facilities or any of its affiliates are secured on a first priority basis by a perfected security interest in substantially all of Holdings’, BKC’s and each Subsidiary Guarantor’s tangible and intangible assets (subject to certain exceptions), including U.S. registered intellectual property, owned real property over $10 million in value and all of the capital stock of BKC and each of its direct and indirect restricted subsidiaries (limited, in the case of foreign subsidiaries, to 65%, of the capital stock of first tier foreign subsidiaries).

We are required to pay certain recurring fees with respect to the 2012 Credit Facilities, including (i) fees on the unused commitments of the lenders under the revolving facility, (ii) letters of credit fees on the aggregate face amounts of outstanding letters of credit plus a fronting fee to the issuing bank and (iii) administration fees. Amounts outstanding under the 2012 Revolving Credit Facility bear interest at a rate equal to 3.25% and 3.50% on the amount drawn under each letter of credit that is issued and outstanding under the 2012 Revolving Credit Facility. The interest rate on the unused portion of the 2012 Revolving Credit Facility ranges from 0.50% to 0.75%, depending on our leverage ratio, and our current rate is 0.50%.

We incurred approximately $16.0 million of financing costs related to the 2012 Credit Agreement, including approximately $10.8 million recorded as deferred financing costs, which are classified as other assets, net on the condensed consolidated balance sheets, and amortized to interest expense using the effective interest method. The remaining fees are included in loss on early extinguishment of debt.

2011 Amended Credit Agreement

In connection with the 3G Acquisition of Holdings by 3G, BKC and Holdings entered into a credit agreement dated as of October 19, 2010, as amended and restated as of February 15, 2011 (the “2011 Amended Credit Agreement”). The 2011 Amended Credit Agreement provided for (i) two tranches of term loans in aggregate principal amounts of $1,600.0 million and €200.0 million (the “Term Loans”), each under a term loan facility (the “Term Loan Facility”) and (ii) a senior secured revolving credit facility for up to $150.0 million of revolving extensions of credit outstanding at any time (including revolving loans, swingline loans and letters of credit) (the “Revolving Credit Facility,” and together with the Term Loan Facility, the “Credit Facilities”). The maturity date for the Term Loan Facility was October 19, 2016 and the maturity date for the Revolving Credit Facility was October 19, 2015. As described above, borrowings under the 2011 Amended Credit Agreement were refinanced by the 2012 Credit Agreement.

We were allowed to prepay the Term Loans in whole or in part at any time. During 2012, we made $37.7 million in voluntary prepayments of our Term Loans.

Under the Credit Facilities, BKC was required to comply with customary financial ratios and the Credit Facilities also contained a number of customary affirmative and negative covenants. The Company was in compliance with all 2011 Amended Credit Agreement financial ratios and covenants at the time of the refinancing in September 2012.

9  ⁷/₈ % Senior Notes

At December 31, 2012, we had outstanding $794.5 million of senior notes due 2018 that bear interest at a rate of 9.875% per annum, which is payable semi-annually on October 15 and April 15 of each year (the “Senior Notes”). The Senior Notes mature on October 15, 2018. During 2012, we repurchased and retired Senior Notes with an aggregate face value of $3.0 million for a purchase price of $3.4 million, including accrued interest. During 2011, we repurchased and retired Senior Notes with an aggregate face value of $2.5 million for a purchase price of $2.7 million, including accrued interest.

The Senior Notes are general unsecured senior obligations of BKC that rank pari passu in right of payment with all our existing and future senior indebtedness. The Senior Notes are effectively subordinated to all our Secured Indebtedness (including the 2012 Credit Facilities) to the extent of the value of the assets securing such indebtedness and are structurally subordinated to all indebtedness and other liabilities, including preferred stock, of non-guarantor subsidiaries.

The Senior Notes are guaranteed by Holdings and all existing direct and indirect subsidiaries that borrow under or guarantee any indebtedness or indebtedness of another guarantor. Additionally, in August 2012 the Company entered into a Supplemental Indenture to guarantee BKC’s obligations under the Senior Notes. Under certain circumstances, subsidiary guarantors may be released from their guarantees without the consent of the holders of the Senior Notes.

At any time prior to October 15, 2013, we may redeem up to 35% of the original principal amount of the Senior Notes with the proceeds of certain equity offerings at a redemption price equal to 109.875% of the principal amount of the Senior Notes, together with any accrued and unpaid interest, if any, to the date of redemption. The Senior Notes are redeemable at our option, in whole or in part, at any time on or after October 15, 2014 at 104.938% of the principal amount, at any time on or after October 15, 2015 at 102.469% of the principal amount or at any time on or after October 15, 2016 at 100% of the principal amount.

The occurrence of a change in control of BKC and/or its parent entities will require us to offer to purchase all or a portion of the Senior Notes at a price equal to 101% of the principal amount, together with accrued and unpaid interest, if any, to the date of purchase. Certain asset dispositions will also require us to use the proceeds from those asset dispositions to make an offer to purchase the Senior Notes at 100% of their principal amount, if such proceeds are not otherwise used within a specified period to repay indebtedness or to invest in capital assets related to our business or capital stock of a restricted subsidiary.

The Senior Notes were issued pursuant to an indenture (the “Senior Notes Indenture”), which contains certain covenants that we must meet during the term of the Senior Notes, including, but not limited to, limitations on restricted payments (as defined in the Senior Notes Indenture), incurrence of indebtedness, issuance of disqualified stock and preferred stock, asset sales, mergers and consolidations, transactions with affiliates, guarantees of indebtedness by subsidiaries and activities of Holdings.

The Senior Notes Indenture also includes customary events of default including, but not limited to, nonpayment of principal, interest, premiums or other amounts due under the Senior Notes Indenture, violation of a covenant, cross-default to material indebtedness, bankruptcy and a change of control. Failure to comply with the covenants or other provision of the Senior Notes Indenture (subject to grace periods) could, absent a waiver or an amendment from the lenders under such Senior Notes Indenture, permit the acceleration of all outstanding borrowings under the Senior Notes Indenture.

Pursuant to the Senior Notes Indenture, BKC is restricted from paying any dividend or making any payment or distribution on account of its equity interests unless, among other things, (i) the dividend, payment or distribution (together with all other such dividends, payments or distributions made since the issue date of the Senior Notes) is less than an amount calculated based in part on the Consolidated Net Income (as defined in the Senior Notes Indenture) of BKC and its restricted subsidiaries since the issue date of the Senior Notes, or (ii) the dividend, payment or distribution fits within one or more exceptions, including if:

• it is made with funds received from the issuance of equity interests of BKC or its direct or indirect parent companies and is used for the redemption, repurchase or other acquisition of equity interests of BKC or its direct or indirect parent companies;

• it is less than 6% per annum of the net cash proceeds received by or contributed to BKC from a public offering of BKC’s common stock or the common stock of any of its direct or indirect parent companies;

• it is used to fund certain operational expenditures of any of BKC’s direct or indirect parent companies; or

• it, when combined with all other Restricted Payments (as defined in the Senior Notes Indenture) that rely upon this exception, does not exceed $75 million (the transactions described in these four bullet points, collectively, the “Permitted Distributions”).

At December 31, 2011, we were in compliance with all covenants of the Senior Notes Indenture.

11.0% Discount Notes

On April 19, 2011, Burger King Capital Holdings, LLC (“BKCH”) and Burger King Capital Finance, Inc. (“BKCF” and together with BKCH, the “Issuers”) entered into an indenture with Wilmington Trust FSB, as trustee, pursuant to which the Issuers sold $685.0 million in the aggregate principal amount at maturity of 11.0% senior discount notes due 2019 (the “Discount Notes”). The Discount Notes generated $401.5 million in gross proceeds. Until April 15, 2016, no cash interest will accrue, but the Discount Notes will accrete at a rate of 11.0% per annum compounded semi-annually such that the accreted value on April 15, 2016 will be equal to the principal amount at maturity. Thereafter, cash interest on the Discount Notes will accrue at a rate equal to 11.0% per annum and will be payable semi-annually in cash in arrears on April 15 and October 15 of each year, commencing on October 15, 2016. The Discount Notes will mature on April 15, 2019. In August 2012, the Company entered into a Supplemental Indenture to guarantee the Issuers’ obligations under the Discount Notes. The Issuers have no operations or assets other than the interest in Holdings held by BKCH. Accordingly, the cash required to service the Discount Notes is expected to be funded through distributions from BKC. During 2012, we repurchased Discount Notes with an aggregate face value of $92.9 million and an aggregate carrying value of $61.1 million, net of unamortized original issue discount, for a purchase price of $69.6 million.

At any time prior to April 15, 2014, we may redeem up to 35% of the original principal amount of the Discount Notes with the proceeds of certain equity offerings at a redemption price equal to 111.0% of the accreted value of the Discount Notes, plus (without duplication) any accrued and unpaid interest, if any, to the date of redemption. The Discount Notes are redeemable at our option, in whole or in part, at any time on or after April 15, 2015 at 105.5% of the principal amount, at any time on or after April 15, 2016 at 102.75% of the principal amount or at any time on or after April 15, 2017 at 100% of the principal amount.

The occurrence of a change in control of the Issuers will require us to offer to purchase all or a portion of the Discount Notes at a price equal to 101% of the accreted value, plus (without duplication) accrued and unpaid interest, if any, to the date of purchase. Certain asset dispositions will also require us to use the proceeds from those asset dispositions to make an offer to purchase the Discount Notes at 100% of their accreted value, plus accrued and unpaid interest, if any, if such proceeds are not otherwise used within a specified period to repay indebtedness or to invest in capital assets related to our business or capital stock of a restricted subsidiary.

The Discount Notes were issued pursuant to an indenture (the “Discount Notes Indenture”), which contains certain covenants that we must meet during the term of the Discount Notes, as well as customary events of default, which are similar to those described above for the Credit Facilities and Senior Notes.

Pursuant to the Discount Notes Indenture, BKCH is restricted from paying any dividend or making any payment or distribution on account of its equity interests unless, among other things, (i) the dividend, payment or distribution (together with all other such dividends, payments or distributions made since October 19, 2010) is less than an amount calculated based in part on the Consolidated Net Income (as defined in the Discount Notes Indenture) of BKCH and its restricted subsidiaries since October 1, 2010, or (ii) the dividend, payment or distribution fits within one or more exceptions, including the Permitted Distributions.

At December 31, 2012, we were in compliance with all covenants of the Discount Notes Indenture.

Loss on Early Extinguishment of Debt

We recorded a $34.2 million loss on early extinguishment of debt during 2012 in connection with the refinancing of term loans outstanding under the 2011 Amended Credit Agreement, as described above, as well as prepayments of term loans prior to the refinancing and repurchases of our Discount Notes and Senior Notes. We recorded a $21.1 million loss on early extinguishment of debt in 2011 in connection with the 2011 Amended Credit Agreement and the early extinguishment of debt relating to prepayments of our Term Loan and repurchases of our Senior Notes and Discount Notes.

Other

In connection with entering into the 2012 Credit Agreement as described above, we settled interest rate caps denominated in Euros with a notional amount of €183.8 million, including the payment of $6.4 million in deferred premiums.

We have lines of credit with foreign banks, which can also be used to provide guarantees, in the amount of $2.4 million as of December 31, 2012 and $3.2 million as of December 31, 2011. There were $1.5 million of guarantees issued against these lines of credit as of December 31, 2012 and $2.3 million as of December 31, 2011.

Maturities

The aggregate maturities of long-term debt as of December 31, 2012, including the effects of the discount accretion on the 2012 Credit Facilities and Discount Notes, are as follows (in millions):

Year Ended December 31,	Principal Amount
2013	$	46.4
2014		72.3
2015		98.3
2016		124.2
2017		747.6
Thereafter		2,041.5
Total	$	3,130.3

Interest Expense, net

Interest expense, net consists of the following (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Tranche A Term Loans	$	7.1		$	—		$	—		$	—		$	—
Tranche B Term Loans		7.1			—			—			—			—
Secured Term Loan — USD tranche		51.2			75.4			19.1			—			—
Secured Term Loan — Euro tranche		8.8			14.3			4.3			—			—
Interest Rate Caps — USD and EURO		1.0			1.2			0.4			—			—
9 7/ 8% Senior Notes		78.6			78.8			16.0			—			—
11.0% Discount Notes		43.8			31.0			—			—			—
Amortization of deferred financing costs and debt issuance discount		13.2			15.3			2.6			—			—
Predecessor term loans		—			—			—			12.0			39.4
Capital lease obligations		8.2			9.1			1.3			2.9			10.2
Other(1)		5.9			3.2			14.6			—			—
Interest income		(1.1	)		(1.6	)		(0.2	)		(0.3	)		(1.0	)
Total	$	223.8		$	226.7		$	58.1		$	14.6		$	48.6

(1) Amount includes commitment fees of $13.5 million associated with the bridge loan available at the closing of the 2010 Transactions for the period of October 19, 2010 to December 31, 2010.

We had unamortized deferred financing costs of $53.5 million at December 31, 2012 and $57.0 million at December 31, 2011. These amounts are classified as other assets, net and are amortized over the term of the debt into interest expense using the effective interest method. The amortization of deferred financing costs included in interest expense was $10.9 million for 2012, $12.5 million for 2011, $2.1 million for the period October 19, 2010 to December 31, 2010, $0.6 million for the period July 1, 2010 to October 18, 2010 and $2.1 million for Fiscal 2010.

XML

Derivative Instruments (Details Textual)	3 Months Ended		12 Months Ended					12 Months Ended			12 Months Ended			1 Months Ended	12 Months Ended
	Dec. 31, 2010 USD ($)	Oct. 18, 2010 USD ($)	Dec. 31, 2012 USD ($) Contract	Dec. 31, 2011 USD ($) Contract	Dec. 31, 2012 Fixed Income Interest Rate [Member] USD ($)	Dec. 31, 2012 Variable Income Interest Rate [Member] USD ($)	Dec. 31, 2012 U.S. Dollar denominated exposure [Member]	Dec. 31, 2012 Interest rate caps [Member] USD ($)	Dec. 31, 2011 Interest rate caps [Member] USD ($)	Dec. 31, 2011 Interest rate caps [Member] EUR (€)	Dec. 31, 2012 Interest rate caps [Member] Operating Expense [Member] USD ($)	Dec. 31, 2012 Cross Currency Rate Swaps [Member] USD ($)	Oct. 31, 2012 Cross Currency Rate Swaps [Member] USD ($)	Aug. 31, 2012 Interest Rate Swaps [Member] USD ($)	Dec. 31, 2012 Interest Rate Swaps [Member] USD ($)	Dec. 31, 2012 Interest Rate Swaps [Member] Terminated [Member] USD ($)	Dec. 31, 2012 Interest Rate Swaps [Member] Not terminated [Member] USD ($)	Dec. 31, 2012 Foreign Currency Forward Contracts [Member] USD ($)
Derivative Instruments (Textual) [Abstract]
Notional amount								$ 1,400,000,000	$ 1,500,000,000	€ 193,600,000		$ 430,000,000	$ 200,000,000
Number of year cap agreements								6 years
Variable rate borrowings at a weighted-average rate							1.74%
Gain (loss) recognized in other operating expense, net	0	400,000									8,400,000
Cross-currency Rate Swaps, Maturity date												Sep. 28, 2017
After-tax loss reflected in AOCI			(6,600,000)												6,600,000
Notional value of remaining interest rate swaps not terminated by counterparties												230,000,000			2,300,000,000	500,000,000	75,000,000
Interest rate swaps expired															Sep. 30, 2011
Forward-starting interest rate swaps effectively fix LIBOR of floating-rate debt beginning 2015														1,000,000,000
Forward-starting interest rate swaps effectively fix LIBOR of floating-rate debt beginning 2016														1,300,000,000
Foreign currency forward contract- total notional amount					230,000,000	200,000,000												64,800,000
Derivative Instruments (Additional Textual) [Abstract]
Gain reclassified from AOCI into interest expense, net			1,100,000
Accumulated other comprehensive income (loss) reclassified into earnings			0
Number of foreign currency forward contracts			4	0
Forward interest swaps maturity period			7 years
Foreign currency forward contracts outstanding				0
Pre-tax gains and losses			$ 6,100,000
Number of forward starting interest rate swaps			3

XML

Pension and Post Retirement Medical Benefits (Details 2) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010 International Pension Plans [Member]	Dec. 31, 2012 International Pension Plans [Member]	Dec. 31, 2011 International Pension Plans [Member]	Oct. 18, 2010 International Pension Plans [Member] Predecessor [Member]	Jun. 30, 2010 International Pension Plans [Member] Predecessor [Member]	Dec. 31, 2010 US Pension Plans Defined Benefit [Member]	Dec. 31, 2012 US Pension Plans Defined Benefit [Member]	Dec. 31, 2011 US Pension Plans Defined Benefit [Member]	Oct. 18, 2010 US Pension Plans Defined Benefit [Member] Predecessor [Member]	Jun. 30, 2010 US Pension Plans Defined Benefit [Member] Predecessor [Member]	Dec. 31, 2010 US Retiree Medical Defined Benefit [Member]	Dec. 31, 2012 US Retiree Medical Defined Benefit [Member]	Dec. 31, 2011 US Retiree Medical Defined Benefit [Member]	Oct. 18, 2010 US Retiree Medical Defined Benefit [Member] Predecessor [Member]	Jun. 30, 2010 US Retiree Medical Defined Benefit [Member] Predecessor [Member]
Other Changes in plan assets and projected benefit obligation recognized in other comprehensive income
Unrecognized actuarial (gain) loss	$ (3.4)	$ (2.1)	$ 1.3	$ (2.1)	$ 4.0	$ (8.2)	$ 12.0	$ 21.6	$ (6.5)	$ 23.9	$ (1.1)	$ 0.1	$ (0.8)	$ 0.4	$ 2.7
(Gain) loss recognized due to settlement							(0.2)	(0.4)
Prior service cost (credit)												(11.1)	(7.1)
Amortization of prior service cost (credit)												2.6	0.4
Recognized net actuarial gain (loss)		2.3	0.6						(0.7)			0.1			0.4
Total recognized in OCI	$ (3.4)	$ 0.2	$ 1.9	$ (2.1)	$ 4.0	$ (8.2)	$ 11.8	$ 21.2	$ (7.2)	$ 23.9	$ (1.1)	$ (8.3)	$ (7.5)	$ 0.4	$ 3.1

XML

Pension and Post Retirement Medical Benefits (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Change in plan assets
Employer contributions	$ 0.2	$ 0.4	$ 0	$ 6.2	$ 3.5
Amounts recognized in the consolidated balance sheet
Noncurrent liabilities			(77.7)	(71.3)
Amounts recognized in accumulated other comprehensive income (AOCI)
Prior service cost / (credit)			(2.5)
International Pension Plans [Member]
Change in benefit obligation
Benefit obligation at end of year			32.5	30.0
Change in plan assets
Fair value of plan assets at end of year			23.3	21.1
Funded status of plan			(9.2)	(8.9)
Amounts recognized in the consolidated balance sheet
Noncurrent Assets			1.6
Current liabilities
Noncurrent liabilities			(10.8)	(8.9)
Net pension liability, end of fiscal year			(9.2)	(8.9)
Amounts recognized in accumulated other comprehensive income (AOCI)
Unrecognized actuarial loss (gain)			(1.2)	(1.5)
Total AOCI (before tax)			(1.2)	(1.5)
US Pension Plans Defined Benefit [Member]
Change in benefit obligation
Benefit obligation at beginning of year			193.0	176.5
Service cost
Interest cost			8.6	9.2
Plan amendments
Actuarial (gains) losses			21.0	20.2
Part D Rx Subsidy Received
Benefits paid			(9.7)	(12.9)
Benefit obligation at end of year			212.9	193.0
Change in plan assets
Fair value of plan assets at beginning of year			129.0	122.1
Actual return on plan assets			17.5	7.5
Employer contributions			8.6	5.5
Benefits paid			(9.7)	(6.1)
Fair value of plan assets at end of year			145.4	129.0
Funded status of plan			(67.5)	(64.0)
Amounts recognized in the consolidated balance sheet
Current liabilities			(0.7)	(1.6)
Noncurrent liabilities			(66.8)	(62.4)
Net pension liability, end of fiscal year			(67.5)	(64.0)
Amounts recognized in accumulated other comprehensive income (AOCI)
Prior service cost / (credit)
Unrecognized actuarial loss (gain)			24.8	13.0
Total AOCI (before tax)			24.8	13.0
US Retiree Medical Defined Benefit [Member]
Change in benefit obligation
Benefit obligation at beginning of year			19.5	26.1
Service cost				0.3
Interest cost			0.4	1.3
Plan amendments			(11.1)	(7.1)
Actuarial (gains) losses			0.1	(0.8)
Part D Rx Subsidy Received			0.1	0.1
Benefits paid			(0.5)	(0.4)
Benefit obligation at end of year			8.5	19.5
Change in plan assets
Fair value of plan assets at beginning of year
Actual return on plan assets
Employer contributions			0.5
Benefits paid			(0.5)
Fair value of plan assets at end of year
Funded status of plan			(8.5)	(19.5)
Amounts recognized in the consolidated balance sheet
Current liabilities			(0.5)	(1.1)
Noncurrent liabilities			(8.0)	(18.4)
Net pension liability, end of fiscal year			(8.5)	(19.5)
Amounts recognized in accumulated other comprehensive income (AOCI)
Prior service cost / (credit)			(15.3)	(6.8)
Unrecognized actuarial loss (gain)			(1.6)	(1.8)
Total AOCI (before tax)			$ (16.9)	$ (8.6)

XML

Segment Reporting (Details Textual) (USD $) In Millions, unless otherwise specified	3 Months Ended									12 Months Ended		3 Months Ended		12 Months Ended					3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012 Location	Dec. 31, 2011	Dec. 31, 2010 UNITED STATES	Oct. 18, 2010 UNITED STATES	Dec. 31, 2012 UNITED STATES	Dec. 31, 2011 UNITED STATES	Jun. 30, 2010 UNITED STATES	Dec. 31, 2012 GERMANY [Member]	Jun. 30, 2010 GERMANY [Member]	Dec. 31, 2010 U.S. and Canada [Member]	Dec. 31, 2012 U.S. and Canada [Member]	Dec. 31, 2011 U.S. and Canada [Member]	Dec. 31, 2010 EMEA [Member]	Dec. 31, 2012 EMEA [Member]	Dec. 31, 2011 EMEA [Member]	Dec. 31, 2010 LAC [Member]	Dec. 31, 2012 LAC [Member]	Dec. 31, 2011 LAC [Member]	Dec. 31, 2010 APAC [Member]	Dec. 31, 2012 APAC [Member]	Dec. 31, 2011 APAC [Member]
Segment Reporting (Textual) [Abstract]
Revenues percentage												10.00%	10.00%	10.00%	10.00%	10.00%		10.00%
Long-Lived Assets		$ 1,065.6				$ 1,268.7				$ 1,065.6	$ 1,268.7			$ 921.6	$ 1,069.3					$ 938.6	$ 1,114.1		$ 55.3	$ 73.9		$ 20.0	$ 28.8		$ 0.4	$ 19.2
Percentage of long lived assets by segment														10.00%	10.00%
Number of Geographical Segments										4
Revenues	$ 466.8	$ 404.5	$ 451.1	$ 540.8	$ 569.9	$ 580.6	$ 607.7	$ 595.4	$ 552.0	$ 1,966.3	$ 2,335.7	$ 283.7	$ 437.4	$ 1.1	$ 1.4	$ 1.5	$ 219.2	$ 281.9	$ 315.5	$ 1,261.1	$ 1,569.1	$ 104.7	$ 472.9	$ 525.6	$ 24.8	$ 134.4	$ 128.1	$ 21.8	$ 97.9	$ 112.9

XML

Segment Reporting (Details 2) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Depreciation and Amortization:
Depreciation and amortization	$ 27.6		$ 114.2	$ 136.4
Depreciation and amortization	27.6	33.2	102.2	136.4	120.6
Unallocated Management G&A [Member]
Depreciation and Amortization:
Depreciation and amortization	2.3		15.3	13.3
U.S. and Canada [Member]
Depreciation and Amortization:
Depreciation and amortization	16.8		68.8	86.2
EMEA [Member]
Depreciation and Amortization:
Depreciation and amortization	4.4		17.9	22.6
LAC [Member]
Depreciation and Amortization:
Depreciation and amortization	1.8		6.0	6.7
APAC [Member]
Depreciation and Amortization:
Depreciation and amortization	2.3		5.7	7.6
Predecessor [Member]
Depreciation and Amortization:
Depreciation and amortization		31.2			111.7
Predecessor [Member] | Unallocated Management G&A [Member]
Depreciation and Amortization:
Depreciation and amortization		4.5			16.0
Predecessor [Member] | U.S. and Canada [Member]
Depreciation and Amortization:
Depreciation and amortization		20.2			72.8
Predecessor [Member] | EMEA [Member]
Depreciation and Amortization:
Depreciation and amortization		3.5			14.8
Predecessor [Member] | LAC [Member]
Depreciation and Amortization:
Depreciation and amortization		1.5			4.9
Predecessor [Member] | APAC [Member]
Depreciation and Amortization:
Depreciation and amortization		$ 1.5			$ 3.2

XML

Document and Entity Information (USD $)	12 Months Ended
	Dec. 31, 2012	Feb. 11, 2013	Jun. 30, 2012
Document and Entity Information [Abstract]
Entity Registrant Name	Burger King Worldwide, Inc.
Entity Central Index Key	0001547282
Document Type	10-K
Document Period End Date	Dec. 31, 2012
Amendment Flag	false
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	FY
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	Yes
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Public Float			$ 928,916,314
Entity Common Stock, Shares Outstanding		350,332,742

XML

Supplemental Financial Information (Details 1) (USD $) In Millions, unless otherwise specified	3 Months Ended									12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010 Issuer [Member]	Dec. 31, 2012 Issuer [Member]	Dec. 31, 2011 Issuer [Member]	Dec. 31, 2010 Guarantors [Member]	Dec. 31, 2012 Guarantors [Member]	Dec. 31, 2011 Guarantors [Member]	Dec. 31, 2010 Non-Guarantors [Member]	Dec. 31, 2012 Non-Guarantors [Member]	Dec. 31, 2011 Non-Guarantors [Member]	Dec. 31, 2010 Eliminations [Member]	Dec. 31, 2012 Eliminations [Member]	Dec. 31, 2011 Eliminations [Member]	Dec. 31, 2010 BKW [Member]	Dec. 31, 2012 BKW [Member]	Dec. 31, 2011 BKW [Member]	Dec. 31, 2010 BKCH [Member]	Dec. 31, 2012 BKCH [Member]	Dec. 31, 2011 BKCH [Member]	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Oct. 18, 2010 Predecessor [Member] Issuer [Member]	Jun. 30, 2010 Predecessor [Member] Issuer [Member]	Oct. 18, 2010 Predecessor [Member] Guarantors [Member]	Jun. 30, 2010 Predecessor [Member] Guarantors [Member]	Oct. 18, 2010 Predecessor [Member] Non-Guarantors [Member]	Jun. 30, 2010 Predecessor [Member] Non-Guarantors [Member]	Oct. 18, 2010 Predecessor [Member] Eliminations [Member]	Jun. 30, 2010 Predecessor [Member] Eliminations [Member]
Revenues:
Company restaurant revenues	$ 331.7									$ 1,169.0	$ 1,638.7	$ 208.2	$ 662.5	$ 1,026.4				$ 123.5	$ 506.5	$ 612.3										$ 514.5	$ 1,839.3	$ 320.7	$ 1,153.1			$ 193.8	$ 686.2
Franchise and property revenues	135.1									797.3	697.0	87.7	524.3	444.3				47.4	273.0	252.7										203.2	662.9	133.2	443.6			70.0	219.3
Intercompany revenues												1.3	6.8	7.1					(6.8)	0	(1.3)		(7.1)								0	1.9	6.0			2.6	6.6	(4.5)	(12.6)
Total revenues	466.8	404.5	451.1	540.8	569.9	580.6	607.7	595.4	552.0	1,966.3	2,335.7	297.2	1,193.6	1,477.8				170.9	772.7	865.0	(1.3)		(7.1)							717.7	2,502.2	455.8	1,602.7			266.4	912.1	(4.5)	(12.6)
Company restaurant expenses:
Food, paper and product costs	102.8									382.2	524.7	63.9	218.1	331.4				38.9	164.1	193.3										162.6	585.0	102.6	373.6			60.0	211.4
Payroll and employee benefits	98.3									345.1	481.2	63.1	198.3	309.1				35.2	146.8	172.1										154.2	568.7	98.0	356.3			56.2	212.4
Occupancy and other operating costs	91.7									309.9	441.5	52.7	168.2	260.5				39.0	141.7	181.0										127.7	461.1	73.1	265.4			54.6	195.7
Total Company restaurant expenses	292.8									1,037.2	1,447.4	179.7	584.6	901.0				113.1	452.6	546.4										444.5	1,614.8	273.7	995.3			170.8	619.5
Franchise and property expenses	21.3									112.1	97.1	13.4	73.3	63.2				7.9	38.8	33.9										22.2	65.4	13.7	38.6			8.5	26.8
Selling, general and administrative expenses	247.2									346.0	417.4	171.9	218.0	267.5	0.9			57.2	114.0	149.4				17.2	14.0	0.5				153.1	489.8	97.7	297.7			55.4	192.1
Intercompany expenses												0	5.5	0				1.3	(5.5)	7.1	(1.3)		(7.1)								0	2.6	6.6			1.9	6.0	(4.5)	(12.6)
Other operating (income) expenses, net	(8.7)									53.3	11.3	0	54.0	3.5				0.9	(0.7)	7.8	0									(3.6)	(0.7)	(4.0)	(0.5)			0.4	(0.2)
Total operating costs and expenses	552.6									1,548.6	1,973.2	355.4	935.4	1,235.2	0.9			180.4	599.2	744.6	(1.3)		(7.1)	17.2	14.0	0.5				616.2	2,169.3	383.7	1,337.7			237.0	844.2	(4.5)	(12.6)
Income (loss) from operations	(85.8)	111.9	93.8	127.9	84.1	87.9	111.6	99.0	64.0	417.7	362.5	(58.2)	258.2	242.6	(0.9)			(9.5)	173.5	120.4				(17.2)	(14.0)	(0.5)				101.5	332.9	72.1	265.0			29.4	67.9
Interest expense, net	58.1									223.8	226.7	55.8	170.9	183.5				2.3	8.9	11.3								44.0	31.9	14.6	48.6	10.9	36.6			3.7	12.0
Loss on early extinguishment of debt										34.2	21.1		24.5	21.4														9.7	(0.3)
Income (loss) before income taxes	(143.9)									159.7	114.7	(114.0)	62.8	37.7	(0.9)			(11.8)	164.6	109.1				(17.2)	(14.0)	(0.5)		(53.7)	(31.6)	86.9	284.3	61.2	228.4			25.7	55.9
Income tax expense (benefit)	(28.2)									42.0	26.6	(38.4)	42.9	19.2				13.3	21.3	20.6				(3.1)	(2.2)	(0.7)		(20.0)	(12.5)	15.8	97.5	19.6	85.4			(3.8)	12.1
Income (loss) from continuing operations	(115.7)									117.7	88.1	(75.6)	19.9	18.5	(0.9)			(25.1)	143.3	88.5				(14.1)	(11.8)	0.2		(33.7)	(19.1)	71.1	186.8	41.6	143.0			29.5	43.8
Equity in earnings of subsidiaries	(0.3)									(4.1)	(1.2)	(25.1)	143.3	88.5	(100.7)	163.2	107.0				329.0	(599.2)	(390.4)	(101.6)	129.5	87.9	(101.6)	163.2	107.0	(0.5)	(0.1)	29.5	43.8	71.1	186.8			(100.6)	(230.6)
Net income (loss)	(115.7)	48.6	6.6	48.2	14.3	25.0	38.8	30.2	(5.9)	117.7	88.1	(100.7)	163.2	107.0	(101.6)	163.2	107.0	(25.1)	143.3	88.5	329.0	(599.2)	(390.4)	(115.7)	117.7	88.1	(101.6)	129.5	87.9	71.1	186.8	71.1	186.8	71.1	186.8	29.5	43.8	(100.6)	(230.6)
Total comprehensive income (loss)	$ (133.5)									$ 120.7	$ (7.4)	$ (118.5)	$ 166.2	$ 11.5	$ (119.4)	$ 166.2	$ 11.5	$ (73.6)	$ 158.2	$ 44.2	$ 430.9	$ (623.1)	$ (59.6)	$ (133.5)	$ 120.7	$ (7.4)	$ (119.4)	$ 132.5	$ (7.6)	$ 91.7	$ 165.8	$ 91.7	$ 165.8	$ 91.7	$ 165.8	$ 42.8	$ 39.4	$ 134.5	$ (205.2)

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Leases

12 Months Ended

Dec. 31, 2012

Leases [Abstract]

Leases

Note 9.    Leases

As of December 31, 2012, we leased or subleased 1,873 restaurant properties to franchisees and 54 non-restaurant properties to third parties under direct financing leases and operating leases. Initial lease terms generally range from 10 to 20 years. Most leases to franchisees provide for fixed monthly payments and many of these leases provide for future rent escalations and renewal options. Certain leases also include provisions for contingent rent, determined as a percentage of sales, generally when annual sales exceed specific levels. The lessees bear the cost of maintenance, insurance and property taxes.

Assets leased to franchisees and other third parties under operating leases that are included within our property and equipment, net was as follows (in millions):

	As of December 31,
	2012			2011
Land	$	399.5		$	263.6
Buildings and improvements		361.3			158.7
Restaurant equipment		4.8			16.9
		765.6			439.2
Accumulated depreciation		(95.7	)		(38.6	)
	$	669.9		$	400.6

Our net investment in direct financing leases was as follows (in millions):

	As of December 31,
	2012			2011
Future rents to be received
Future minimum lease receipts	$	213.0		$	318.5
Contingent rents(1)		104.8			154.5
Estimated unguaranteed residual value		25.6			29.6
Unearned income		(145.8	)		(244.9	)
Allowance on direct financing leases		(0.8	)		(1.1	)
		196.8			256.6
Current portion included within trade receivables		(16.4	)		(14.4	)
Net investment in property leased to franchisees	$	180.4		$	242.2

(1) Amounts represent estimated contingent rents recorded in connection with the acquisition method of accounting.

In addition, we lease land, building, equipment, office space and warehouse space, including 340 restaurant buildings under capital leases. Initial lease terms are generally 10 to 20 years and most leases provide for fixed monthly payments. Many of these leases provide for future rent escalations and renewal options and certain leases also include provisions for contingent rent, determined as a percentage of sales, generally when annual sales exceed specific levels. Most leases also obligate us to pay the cost of maintenance, insurance and property taxes.

As of December 31, 2012, future minimum lease receipts and commitments were as follows (in millions):

	Lease Receipts				Lease Commitments
	Direct Financing Leases		Operating Leases		Capital Leases			Operating Leases
2013	$	25.2	$	126.3	$	(18.2	)	$	(133.3	)
2014		24.4		118.4		(17.7	)		(126.6	)
2015		24.0		111.8		(16.4	)		(118.0	)
2016		23.4		107.2		(15.0	)		(109.9	)
2017		20.2		103.8		(13.3	)		(99.9	)
Thereafter		95.8		1,060.4		(18.5	)		(600.3	)
Total	$	213.0	$	1,627.9	$	(99.1	)	$	(1,188.0	)

Our total minimum obligations under capital leases are $145.0 million as of December 31, 2012 and $157.6 million as of December 31, 2011 including $45.9 million as of December 31, 2012 and $52.9 million as of December 31, 2011 which represented future interest expense. The remaining balance was capital lease obligations of $99.1 million as of December 31, 2012 and $104.7 million as of December 31, 2011 which are all recorded on our consolidated balance sheet. Of these balances, $10.7 million was classified as current portion of long-term debt and capital leases as of December 31, 2012 and $9.3 million as of December 31, 2011.

Property revenues are comprised primarily of rental income from operating leases and earned income on direct financing leases with franchisees as follows (in millions):

	Successor						Predecessor
	2012		2011		October 19, 2010  to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Rental income:
Minimum	$	108.1	$	72.9	$	16.0	$	21.9	$	73.1
Contingent		17.4		0.3		—		4.9		17.9
Amortization of favorable and unfavorable income lease contracts, net		6.3		6.6		1.3		—		—
Total rental income		131.8		79.8		17.3		26.8		91.0
Earned income on direct financing leases		19.5		31.4		6.2		7.2		22.7
Total property revenues	$	151.3	$	111.2	$	23.5	$	34.0	$	113.7

Rent expense associated with the lease commitments is as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Rental expense:
Minimum	$	148.8		$	167.3		$	27.8		$	47.4		$	168.9
Contingent		9.3			4.5			1.3			2.0			7.4
Amortization of favorable and unfavorable payable lease contracts, net		(2.4	)		(3.4	)		(0.9	)		(3.9	)		(15.0	)
Total rental expense	$	155.7		$	168.4		$	28.2		$	45.5		$	161.3

The impact of favorable and unfavorable lease amortization on operating income is as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Franchise and property revenues	$	6.3		$	6.6		$	1.3		$	—	$	—
Company restaurant expenses:
Occupancy and other operating costs		3.4			4.1			1.0			2.6		10.4
Franchise and property expenses		(1.0	)		(0.7	)		(0.1	)		1.3		4.6

Estimated future amortization of favorable and unfavorable lease contracts subject to amortization are as follows (in millions):

	Company Restaurants Occupancy and Other Operating Expenses					Franchise and Property Revenue					Franchise and Property Expenses
	Favorable		Unfavorable			Favorable		Unfavorable			Favorable		Unfavorable
2013	$	2.5	$	(9.5	)	$	4.8	$	(10.0	)	$	9.8	$	(4.7	)
2014		2.3		(8.5	)		4.3		(9.5	)		9.6		(4.1	)
2015		2.1		(7.2	)		3.8		(9.1	)		9.1		(3.5	)
2016		2.0		(6.4	)		3.5		(8.8	)		8.6		(3.2	)
2017		1.7		(5.1	)		3.3		(8.4	)		8.3		(2.8	)
Thereafter		8.0		(22.0	)		16.9		(32.9	)		42.3		(13.4	)
Total	$	18.6	$	(58.7	)	$	36.6	$	(78.7	)	$	87.7	$	(31.7	)

XML

Leases (Details Textual) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012 Restaurant Leased_Subleased	Dec. 31, 2011
Leases (Textual) [Abstract]
Restaurant properties to franchisees leased or subleased	1,873
Non restaurant properties to third parties under capital and operating leases	54
Minimum Lease Term for Assets Given on Lease	10 years
Maximum Lease Term For Assets Given On Lease	20 years
Number of Restaurant buildings taken on lease	340
Total minimum obligations under capital leases	$ 145.0	$ 157.6
Capital lease obligations interest amount	45.9	52.9
Capital Lease Obligations Amount Classified as Current Portion of Long Term Debt and Capital Leases	10.7	9.3
Capital Lease Obligations Amount Other Than Interest	$ 99.1	$ 104.7
Minimum Lease Term for Assets Taken on Lease	10 years
Maximum Lease Term for Assets Taken on Lease	20 years

XML

Income Taxes (Details Textual) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended				3 Months Ended	12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010	Oct. 19, 2010	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Jun. 30, 2009 Predecessor [Member]
Income Taxes (Additional Textual) [Abstract]
Income tax expense (benefit)	$ (28.2)		$ 42.0	$ 26.6			$ 15.8	$ 97.5
Income Taxes (Textual) [Abstract]
Effective income tax rate	(19.60%)	18.20%	26.30%	23.20%	34.30%		18.20%	34.30%
Increment in valuation allowance	3.3	(3.8)	(8.3)	4.6	(1.7)		(3.8)	(1.7)
Undistributed earnings			335.1
Unrecognized tax benefits	22.4		23.3	21.6		22.2	12.2	14.2	15.5
Reduction in unrecognized tax benefits			(0.1)	(0.1)				(1.2)
Total amount of accrued interest and penalties			3.5	3.2
Potential interest and penalties associated with uncertain tax positions	0.1	0.1	0.3	0	0.6
Taxes on foreign undistributed earnings of certain subsidiaries			1.0
Undistributed Foreign Earnings			2.6
Projected utilization of deferred tax assets			$ 6.3

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Consolidated Statements of Operations (USD $) In Millions, except Per Share data, unless otherwise specified	1 Months Ended	3 Months Ended									12 Months Ended		1 Months Ended	3 Months Ended	12 Months Ended
	Nov. 29, 2012	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Oct. 31, 2010 Predecessor	Oct. 18, 2010 Predecessor	Jun. 30, 2010 Predecessor
Revenues:
Company restaurant revenues		$ 331.7									$ 1,169.0	$ 1,638.7		$ 514.5	$ 1,839.3
Franchise and property revenues		135.1									797.3	697.0		203.2	662.9
Total revenues		466.8	404.5	451.1	540.8	569.9	580.6	607.7	595.4	552.0	1,966.3	2,335.7		717.7	2,502.2
Company restaurant expenses:
Food, paper and product costs		102.8									382.2	524.7		162.6	585.0
Payroll and employee benefits		98.3									345.1	481.2		154.2	568.7
Occupancy and other operating costs		91.7									309.9	441.5		127.7	461.1
Total Company restaurant expenses		292.8									1,037.2	1,447.4		444.5	1,614.8
Franchise and property expenses		21.3									112.1	97.1		22.2	65.4
Selling, general and administrative expenses		247.2									346.0	417.4		153.1	489.8
Other operating (income) expenses, net		(8.7)									53.3	11.3		(3.6)	(0.7)
Total operating costs and expenses		552.6									1,548.6	1,973.2		616.2	2,169.3
Income (loss) from operations		(85.8)	111.9	93.8	127.9	84.1	87.9	111.6	99.0	64.0	417.7	362.5		101.5	332.9
Interest expense, net		58.1									223.8	226.7		14.6	48.6
Loss on early extinguishment of debt											34.2	21.1
Income (loss) before income taxes		(143.9)									159.7	114.7		86.9	284.3
Income tax expense (benefit)		(28.2)									42.0	26.6		15.8	97.5
Net income (loss)		$ (115.7)	$ 48.6	$ 6.6	$ 48.2	$ 14.3	$ 25.0	$ 38.8	$ 30.2	$ (5.9)	$ 117.7	$ 88.1		$ 71.1	$ 186.8
Earnings (loss) per share:
Basic		$ (0.33)	$ 0.14	$ 0.02	$ 0.14	$ 0.04	$ 0.07	$ 0.11	$ 0.09	$ (0.02)	$ 0.34	$ 0.25		$ 0.52	$ 1.38
Diluted		$ (0.33)	$ 0.14	$ 0.02	$ 0.14	$ 0.04	$ 0.07	$ 0.11	$ 0.09	$ (0.02)	$ 0.33	$ 0.25		$ 0.52	$ 1.36
Weighted average shares outstanding
Basic		347.9									349.7	348.2		136.1	135.4
Diluted		347.9									354.1	348.2		137.9	137.2
Dividends per common share	$ 0.04										$ 0.04	$ 1.13	$ 0.0625	$ 0.06	$ 0.25

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Trade and Notes Receivable, net

12 Months Ended

Dec. 31, 2012

Trade and Notes Receivable, net [Abstract]

Trade and Notes Receivable, net

Note 3.    Trade and Notes Receivable, net

Trade and notes receivable, net, consist of the following (in millions):

	As of December 31,
	2012			2011
Trade accounts receivable	$	195.6		$	173.5
Notes receivable, current portion		3.1			0.6
		198.7			174.1
Allowance for doubtful accounts		(19.7	)		(21.3	)
Total, net	$	179.0		$	152.8

The change in allowances for doubtful accounts is as follows (in millions):

	As of December 31,
	2012			2011
Beginning balance	$	21.3		$	20.7
Bad debt expense (recoveries), net		(0.8	)		6.1
Write-offs and other		(0.8	)		(5.5	)
Ending balance	$	19.7		$	21.3

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Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2012

Summary of Significant Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2.    Summary of Significant Accounting Policies

Basis of Presentation and Consolidation

The consolidated financial statements include our accounts and the accounts of our wholly-owned subsidiaries. Investments in affiliates owned 50% or less and variable interest entities (“VIEs”) in which we are not deemed to be the primary beneficiary are accounted for by the equity method. All material intercompany balances and transactions have been eliminated in consolidation.

We have investments in certain franchisee entities that are VIEs. We are required to consolidate VIEs where we have determined that we are the primary beneficiary. The primary beneficiary is the entity that possesses the power to direct the activities of the VIE that most significantly impact its economic performance and has the obligation to absorb losses or the right to receive benefits from the VIE that are significant to it. The principal entities in which we possess a variable interest are accounted for under the equity method, as we have determined we are not the primary beneficiary. Royalties, franchise fees and rents received from equity method investees were not material to our consolidated statements of operations or cash flows during 2012, 2011, the period of October 19, 2010 to December 31, 2010, the period of July 1, 2010 to October 18, 2010 or fiscal 2010 and amounts due from equity method investees as of December 31, 2012 and 2011 were not material.

Certain prior year amounts in the consolidated financial statements and accompanying notes have been reclassified in order to be comparable with the current year classifications. These reclassifications had no effect on previously reported net income (loss).

Concentrations of Risk

Our operations include Company and franchise restaurants located in 86 countries and U.S. territories. Of the 12,997 restaurants in operation as of December 31, 2012, 418 were Company restaurants and 12,579 were franchise restaurants.

Four distributors currently service approximately 85% of our U.S. system restaurants and the loss of any one of these distributors would likely adversely affect our business. In many of our international markets, a single distributor services all the Burger King restaurants in the market. The loss of any of one of these distributors would likely have an adverse effect on the market impacted, and depending on the market, could have an adverse impact on our financial results. In addition, we are moving to a business model in which we enter into exclusive agreements with master franchisees to develop and operate restaurants, and subfranchise to third parties the right to develop and operate restaurants in defined geographic areas. The termination of an arrangement with a master franchisee or a lack of expansion by certain master franchisees could result in the delay or discontinuation of the development of franchise restaurants, or an interruption in the operation of our brand in a particular market or markets.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. Management adjusts such estimates and assumptions when facts and circumstances dictate. Volatile credit, equity, foreign currency and energy markets and declines in consumer spending may continue to affect the uncertainty inherent in such estimates and assumptions. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates.

Foreign Currency Translation

The functional currency of each foreign subsidiary is generally the local currency. Foreign currency balance sheets are translated using the end of period exchange rates, and statements of operations are translated at the average exchange rates for each period. The translation adjustments resulting from the translation of foreign currency financial statements are recorded in other comprehensive income (loss) in the consolidated statements of comprehensive income (loss).

Foreign Currency Transaction Gains or Losses

Foreign currency transaction gains or losses resulting from the re-measurement of our foreign-denominated assets and liabilities or our subsidiaries are reflected in earnings in the period when the exchange rates change and are included within other operating (income) expenses, net in the consolidated statements of operations.

Cash and Cash Equivalents

Cash and cash equivalents include short-term, highly liquid investments with original maturities of three months or less and credit card receivables.

Allowance for Doubtful Accounts

We evaluate the collectability of our trade accounts receivable from franchisees based on a combination of factors, including the length of time the receivables are past due and the probability of collection from litigation or default proceedings, where applicable. We record a specific allowance for doubtful accounts in an amount required to adjust the carrying values of such balances to the amount that we estimate to be net realizable value. We write off a specific account when (a) we enter into an agreement with a franchisee that releases the franchisee from outstanding obligations, (b) franchise agreements are terminated and the projected cost of collections exceeds the benefits expected to be received from pursuing the balance owed through legal action, or (c) franchisees do not have the financial wherewithal or unprotected assets from which collection is reasonably assured.

Notes receivable represent loans made to franchisees arising from refranchisings of Company restaurants, sales of property, and in certain cases when past due trade receivables from franchisees are restructured into an interest-bearing note. Trade receivables restructured to interest-bearing notes are generally already fully reserved, and as a result, are transferred to notes receivable at a net carrying value of zero. Notes receivable with a carrying value greater than zero are written down to net realizable value when it is probable or likely that we are unable to collect all amounts due under the contractual terms of the loan agreement.

Inventories

Inventories are stated at the lower of cost (first-in, first-out) or net realizable value, and consist primarily of restaurant food items and paper supplies. Inventories are included in prepaids and other current assets in the accompanying consolidated balance sheets.

Property and Equipment, net

Property and equipment, net, that we own are recorded at historical cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method based on the estimated useful lives of the assets. Leasehold improvements to properties where we are the lessee are amortized over the lesser of the remaining term of the lease or the estimated useful life of the improvement.

Assets Held For Sale

We classify assets as held for sale when we commit to a plan to dispose of the assets by refranchising specific restaurants in their current condition at a price that is reasonable, and we believe completing the plan of sale within one year is probable without significant changes. Assets held for sale are recorded at the lower of their carrying value or fair value, less costs to sell and we cease depreciation on assets at the time they are classified as held for sale. We classify impairment losses associated with restaurants held for sale as losses on refranchisings.

If we subsequently decide to retain a restaurant or group of restaurants previously classified as held for sale, the assets would be reclassified from assets held for sale at the lower of (a) their then-current fair value or (b) the carrying value at the date the assets were classified as held for sale, less the depreciation that would have been recorded since that date.

Leases

We define a lease term as the initial term of the lease, plus any renewals covered by bargain renewal options or that are reasonably assured of exercise because non-renewal would create an economic penalty.

Assets we acquire as lessee under capital leases are stated at the lower of the present value of future minimum lease payments or fair market value at the date of inception of the lease. Capital lease assets are depreciated using the straight-line method over the shorter of the useful life of the asset or the underlying lease term.

We also have net investments in properties leased to franchisees, which meet the criteria of direct financing leases. Investments in direct financing leases are recorded on a net basis, consisting of the gross investment and residual value in the lease less the unearned income. Unearned income is recognized over the lease term yielding a constant periodic rate of return on the net investment in the lease. Direct financing leases are reviewed for impairment whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable based on the payment history under the lease.

We record rent expense and income from operating leases that contain rent holidays or scheduled rent increases on a straight-line basis over the lease term. Contingent rentals are generally based on sales levels in excess of stipulated amounts, and thus are not considered minimum lease payments at lease inception.

Favorable and unfavorable operating leases are recorded in connection with the acquisition method of accounting. We amortize favorable and unfavorable leases on a straight-line basis over the remaining term of the leases, as determined at the acquisition date. Upon early termination of a lease, the write-off of the favorable or unfavorable lease carrying value associated with the lease is recognized as a loss or gain within other operating (income) expense, net in the consolidated statements of operations. Amortization of favorable and unfavorable leases on Company restaurants is included in occupancy and other operating costs in the consolidated statement of operations. Amortization of favorable and unfavorable income leases is included in franchise and property revenues in the consolidated statement of operations. Amortization of favorable and unfavorable commitment leases for franchise restaurants is included in franchise and property expenses in the consolidated statement of operations.

Lease incentives we provide to our lessees are recorded as a lease incentive asset and amortized as a reduction of rental income on a straight-line basis over the lease term.

We recognize a loss on leases and subleases and a related lease liability when expenses to be recorded under the lease exceed future minimum rents to us under the lease or sublease. The lease liability is amortized on a straight-line basis over the lease term as a reduction of property expense.

Goodwill and Intangible Assets Not Subject to Amortization

Goodwill and indefinite-lived intangible assets are not amortized, but are tested for impairment on an annual basis and more often if an event occurs or circumstances change that indicates impairment might exist. Our indefinite-lived intangible asset consists of the Burger King brand (the “Brand”). During 2010, we changed our annual goodwill impairment testing date from April 1 to October 1 of each year. This change was made to better align impairment testing procedures with the Company’s new fiscal year, related year-end financial reporting and the annual business planning and budgeting process, which are performed during the fourth quarter of each year. Our impairment review for goodwill consists of a qualitative assessment of whether it is more-likely-than-not that a reporting unit’s fair value is less than its carrying amount, and if required, followed by a two-step process of determining the fair value of the reporting unit and comparing it to the carrying value of the net assets allocated to the reporting unit. If the qualitative assessment demonstrates that it is more-likely-than-not that the estimated fair value of the reporting unit exceeds its carrying value, it is not necessary to perform the two-step goodwill impairment test. We may elect to bypass the qualitative assessment and proceed directly to the two-step process, for any reporting unit, in any period. We can resume the qualitative assessment for any reporting unit in any subsequent period. When performing the two-step process, if the fair value of the reporting unit exceeds its carrying value, no further analysis or write-down of goodwill is required. If the fair value of the reporting unit is less than the carrying value of its net assets, the implied fair value of the reporting unit is allocated to all its underlying assets and liabilities, including both recognized and unrecognized tangible and intangible assets, based on their fair value. If necessary, goodwill is then written down to its implied fair value. Our impairment review for the Brand consists of a qualitative assessment similar to goodwill and if necessary, a comparison of the fair value of the Brand with its carrying amount on a consolidated basis. If the carrying amount exceeds its fair value, an impairment loss is recognized in an amount equal to that excess. If the fair value exceeds its carrying amount, the Brand is not considered impaired.

We completed our goodwill and Brand impairment tests as of October 1, 2012 and 2011 and no impairment resulted. The Predecessor’s goodwill and Brand impairment tests were completed as of April 1, 2010, in accordance with our previously established annual timeline, and no impairment resulted.

When we dispose of a restaurant business within six months of acquisition, the goodwill recorded in connection with the acquisition is written off. Otherwise, goodwill is written off based on the relative fair value of the business sold to the reporting unit when disposals occur more than six months after acquisition. The sale of Company restaurants to franchisees is referred to as a “refranchising.”

Long-Lived Assets

Long-lived assets, such as property and equipment and intangible assets subject to amortization, are tested for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Some of the events or changes in circumstances that would trigger an impairment review include, but are not limited to, a significant under-performance relative to expected and/or historical results (two consecutive years of negative comparable sales or operating cash flows); significant negative industry or economic trends; knowledge of transactions involving the sale of similar property at amounts below the carrying value; or our expectation to dispose of long-lived assets before the end of their estimated useful lives. The impairment test for long-lived assets requires us to assess the recoverability of long-lived assets by comparing their net carrying value to the sum of undiscounted estimated future cash flows directly associated with and arising from use and eventual disposition of the assets. If the net carrying value of a group of long-lived assets exceeds the sum of related undiscounted estimated future cash flows, we must record an impairment charge equal to the excess, if any, of net carrying value over fair value.

Long-lived assets are grouped for recognition and measurement of impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. Certain long-lived assets and related liabilities are grouped together for impairment testing at the operating market level (based on geographic areas) in the case of the United States and Canada. The operating market groupings within the United States and Canada are predominantly based on major metropolitan areas within the United States and Canada. These operating market definitions are based upon the following primary factors:

• management views profitability of the restaurants within the operating markets as a whole, based on cash flows generated by a portfolio of restaurants, rather than by individual restaurants, and area managers receive incentives on this basis; and

• we do not evaluate individual restaurants to build, acquire or close independent of an analysis of other restaurants in these operating markets.

In countries in which we have a smaller number of restaurants, most operating functions and advertising are performed at the country level, and shared by all restaurants in the country. As a result, we have defined operating markets as the entire country in the case of Spain, Mexico and Germany.

Other Assets

Other assets consist primarily of investments in equity method investees and the noncurrent portion of deferred financing costs. Investments in which we have significant influence over the investee are accounted for using the equity method. Our share of investee net income or loss is classified as a component of other income (expense), net in our consolidated statements of operations. We evaluate our investments in equity method investments for impairment whenever events occur or circumstances change in a manner that indicates our investment may not be recoverable. We did not record impairment charges related to equity method investments for 2012, 2011, the period of October 19, 2010 to December 31, 2010, the period of July 1, 2010 to October 18, 2010 or fiscal 2010.

Other Comprehensive Income (Loss)

Other comprehensive income (loss) refers to revenues, expenses, gains and losses that are included in comprehensive income (loss), but are excluded from net income (loss) as these amounts are recorded directly as an adjustment to stockholders’ equity, net of tax. Our other comprehensive income (loss) is comprised of unrealized gains and losses on foreign currency translation adjustments, unrealized gains and losses on hedging activity, net of tax, and minimum pension liability adjustments, net of tax.

Derivative Financial Instruments

Gains or losses resulting from changes in the fair value of derivatives are recognized in earnings or recorded in other comprehensive income (loss) and recognized in the consolidated statements of operations when the hedged item affects earnings, depending on the purpose of the derivatives and whether they qualify for, and we have applied, hedge accounting treatment.

When applying hedge accounting, our policy is to designate, at a derivative’s inception, the specific assets, liabilities or future commitments being hedged, and to assess the hedge’s effectiveness at inception and on an ongoing basis. We may elect not to designate the derivative as a hedging instrument where the same financial impact is achieved in the financial statements. We do not enter into or hold derivatives for speculative purposes.

Disclosures About Fair Value

Certain assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustment in certain circumstances. These items primarily include long-lived assets, goodwill and intangible assets for which fair value is determined as part of the related impairment tests and asset retirement obligations initially measured at fair value. At December 31, 2012 and December 31, 2011, there were no significant adjustments to fair value or fair value measurements required for non-financial assets or liabilities.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the principal market, or if none exists, the most advantageous market, for the specific asset or liability at the measurement date (the exit price). The fair value should be based on assumptions that market participants would use when pricing the asset or liability. The fair values are assigned a level within the fair value hierarchy, depending on the source of the inputs into the calculation, as follows:

Level 1 Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 Inputs other than quoted prices included in Level 1 that are observable for the asset or liability either directly or indirectly.

Level 3 Unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.

Certain of our derivatives are valued using various pricing models or discounted cash flow analyses that incorporate observable market parameters, such as interest rate yield curves and currency rates, classified as Level 2 within the valuation hierarchy. Derivative valuations incorporate credit risk adjustments that are necessary to reflect the probability of default by the counterparty or us.

The carrying amounts for cash and equivalents, trade accounts and notes receivable and accounts and drafts payable approximate fair value based on the short-term nature of these accounts.

Restricted investments, consisting of investment securities held in a rabbi trust to invest compensation deferred under our Executive Retirement Plan and fund future deferred compensation obligations, are carried at fair value, with net unrealized gains and losses recorded in our consolidated statements of operations. The fair value of these investment securities are determined using quoted market prices in active markets classified as Level 1 within the fair value hierarchy.

Fair value of variable rate term debt was estimated using inputs based on bid and offer prices and are Level 2 inputs within the fair value hierarchy.

Revenue Recognition

Revenues include retail sales at Company restaurants, franchise revenues and property income. Franchise revenues consist primarily of royalties, based on a percentage of sales reported by the franchised restaurants, and initial and renewal franchise fees paid by franchisees. Property income consists of operating lease rentals and earned income on direct financing leases on property leased or subleased to franchisees. Retail sales at Company restaurants are recognized at the point of sale. We present sales net of sales tax and other sales-related taxes. Royalties are recognized when collectability is reasonably assured. Initial franchise fees are recognized as revenue when the related restaurant begins operations. A franchisee may pay a renewal franchise fee and renew its franchise for an additional term. Renewal franchise fees are recognized as revenue upon receipt of the non-refundable fee and execution of a new franchise agreement. The cost recovery accounting method is used to recognize revenues for franchisees for which collectability is not reasonably assured. Rental income on operating lease rentals and earned income on direct financing leases are recognized when earned and collectability is reasonably assured.

Advertising and Promotional Costs

We expense the production costs of advertising when the advertisements are first aired or displayed. All other advertising and promotional costs are expensed in the period incurred.

Franchise restaurants and Company restaurants contribute to advertising funds that we manage in the United States and certain international markets where Company restaurants operate. Under our franchise agreements, contributions received from franchisees must be spent on advertising, marketing and related activities, and result in no gross profit recognized. Advertising expense, net of franchisee contributions, totaled $48.3 million for 2012, $78.2 million for 2011, $16.7 million for the period of October 19, 2010 through December 31, 2010, $25.3 million for the period of July 1, 2010 through October 18, 2010 and $91.3 million for the fiscal year ended June 30, 2010, and is included in selling, general and administrative expenses in the accompanying consolidated statements of operations.

To the extent that contributions received exceed advertising and promotional expenditures, the excess contributions are accounted for as a deferred liability and are recorded in accrued advertising in the accompanying consolidated balance sheets.

Franchisees in markets where no Company restaurants operate contribute to advertising funds that are not managed by us. Such contributions and related fund expenditures are not reflected in our results of operations or financial position.

Insurance Reserves

We carry insurance to cover claims such as workers’ compensation, general liability, automotive liability, executive risk and property, and we are self-insured for healthcare claims for eligible participating employees. Through the use of insurance program deductibles (ranging from $0.1 million to $2.5 million) and self insurance, we retain a significant portion of the expected losses under these programs. Insurance reserves have been recorded based on our estimates of the anticipated ultimate costs to settle all claims, on an undiscounted basis, both reported and incurred-but-not-reported (IBNR).

Litigation accruals

From time to time, we are subject to proceedings, lawsuits and other claims related to competitors, customers, employees, franchisees, government agencies and suppliers. We are required to assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of probable losses. A determination of the amount of accrual required, if any, for these contingencies is made after careful analysis of each matter. The required accrual may change in the future due to new developments in settlement strategy in dealing with these matters.

Guarantees

We record a liability to reflect the estimated fair value of guarantee obligations at the inception of the guarantee. Expenses associated with the guarantee liability, including the effects of any subsequent changes in the estimated fair value of the liability, are classified as other operating income (expenses), net in our consolidated statements of operations.

Income Taxes

Amounts in the financial statements related to income taxes are calculated using the principles of FASB ASC Topic 740, “Income Taxes.” Under these principles, deferred tax assets and liabilities reflect the impact of temporary differences between the amounts of assets and liabilities recognized for financial reporting purposes and the amounts recognized for tax purposes, as well as tax credit carryforwards and loss carryforwards. These deferred taxes are measured by applying currently enacted tax rates. A deferred tax asset is recognized when it is considered more likely than not to be realized. The effects of changes in tax rates on deferred tax assets and liabilities are recognized in income in the year in which the law is enacted. A valuation allowance reduces deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be recognized.

Income tax benefits credited to stockholders’ equity relate to tax benefits associated with amounts that are deductible for income tax purposes but do not affect earnings. These benefits are principally generated from employee exercises of nonqualified stock options and settlement of restricted stock awards.

We recognize positions taken or expected to be taken in a tax return, in the financial statements when it is more likely than not (i.e., a likelihood of more than fifty percent) that the position would be sustained upon examination by tax authorities. A recognized tax position is then measured at the largest amount of benefit with greater than fifty percent likelihood of being realized upon ultimate settlement.

Transaction gains and losses resulting from the remeasurement of foreign deferred tax assets or liabilities are classified as other operating (income) expense, net in the consolidated statements of operations.

Share-based Compensation

We recognize share-based compensation cost based on the grant date estimated fair value of each award, net of estimated forfeitures, over the employee’s requisite service period, which is generally the vesting period of the equity grant. For awards that have a cliff-vesting schedule, share-based compensation cost is recognized ratably over the requisite service period.

Retirement Plans

The funded status of our defined benefit pension plans and postretirement benefit plans are recognized in the consolidated balance sheets. The funded status is measured as the difference between the fair value of plan assets and the benefit obligation at December 31, the measurement date. The fair value of plan assets represents the current market value of contributions made to irrevocable trust funds, held for the sole benefit of participants, which are invested by the trust funds. For defined benefit pension plans, the benefit obligation represents the actuarial present value of benefits expected to be paid upon retirement. For postretirement benefit plans, the benefit obligation represents the actuarial present value of postretirement benefits attributed to employee services already rendered. Gains or losses and prior service costs or credits related to our pension plans are being recognized as they arise as a component of other comprehensive income (loss) to the extent they have not been recognized as a component of net periodic benefit cost.

We sponsor the Burger King Savings Plan (the “Savings Plan”), a defined contribution plan under the provisions of Section 401(k) of the Internal Revenue Code. The Savings Plan is voluntary and is provided to all employees who meet the eligibility requirements. A participant can elect to contribute up to 50% of their compensation, subject to IRS limits, and we match 100% of the first 4% of employee compensation.

We also maintain an Executive Retirement Plan (“ERP”) for all officers and senior management. Prior to December 31, 2010, officers and senior management could elect to defer up to 75% of base pay once 401(k) limits were reached and up to 100% of incentive pay on a before-tax basis under the ERP. BKC provided a dollar-for-dollar match up to the first 6% of base pay. In the quarter ended December 31, 2010, we elected to cease further participation deferrals and contributions to the ERP.

Aggregate amounts recorded in the consolidated statements of operations representing our contributions to the Savings Plan and the ERP on behalf of restaurant and corporate employees was $1.8 million for 2012, $4.2 million for 2011, $0.8 million for the period of October 19, 2010 through December 31, 2010, $2.7 million for the period of July 1, 2010 through October 18, 2010 and $6.7 million for Fiscal 2010. Our contributions made on behalf of restaurant employees are classified as payroll and employee benefit expenses in our consolidated statements of operations, while our contributions made on behalf of corporate employees are classified as selling, general and administrative expenses in our consolidated statements of operations.

New Accounting Pronouncements

During 2012, we adopted an accounting standards update that amends accounting guidance to allow us to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. Under these amendments, we are not required to calculate the fair value of a reporting unit unless we determine, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. The amendments include a number of events and circumstances for an entity to consider in conducting the qualitative assessment. The adoption of this accounting standard update did not have an impact on our consolidated financial position, results of operations or cash flows.

During 2012, we adopted an accounting standards update that amends accounting guidance to achieve common fair value measurement and disclosure requirements under GAAP and international financial reporting standards (“IFRS”). The amendments in this accounting standard clarify the intent of the Financial Accounting Standards Board (“FASB”) about the application of existing fair value measurement requirements. The amendments change the wording used to describe many of the requirements in GAAP for disclosing information about fair value measurements. The adoption of this accounting standard update did not have a material effect on our consolidated financial position, results of operations or cash flows.

During 2012, we adopted an accounting standards update that requires us to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. This standard eliminates the option to present the components of other comprehensive income as part of the statement of equity. The consolidated statements of comprehensive income (loss) and disclosures required by this accounting standard update are included in this Form 10-K.

During 2012, we elected to early adopt an accounting standards update that amends accounting guidance for the testing of indefinite-lived intangible assets for impairment. This amendment states that an entity has the option to first assess qualitative factors to determine whether the existence of events and circumstances indicates that it is “more likely than not” that an indefinite-lived intangible asset, other than goodwill, is impaired. The results of the qualitative assessment will determine whether it is necessary to perform that quantitative impairment test. The adoption of this accounting standards update did not have an impact on our consolidated financial position, results of operations or cash flows.

In February 2013, the FASB issued an accounting standards update that amends accounting guidance to require an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amounts reclassified is required by GAAP to be reclassified to net income in its entirety in the same reporting period. The amendments in this accounting standards update are effective prospectively for reporting periods beginning after December 15, 2012, with early adoption permitted. The adoption of this accounting standards updated will not have a significant impact on our consolidated financial position, results of operations or cash flows.

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Stockholders' Equity

12 Months Ended

Dec. 31, 2012

Stockholders' Equity [Abstract]

Stockholders' Equity

Note 14.    Stockholders’ Equity

Dividends Paid

On October 28, 2012, our Board of Directors approved a cash dividend of $0.04 per share, which was paid on November 29, 2012 to shareholders of record at the close of business on November 9, 2012. On December 16, 2011, we paid a dividend to our shareholders, principally 3G, in the amount of $393.4 million, representing the net proceeds from the sale of the Discount Notes. We paid a cash dividend of $0.0625 per share on September 30, 2010 to the Predecessor’s shareholders of record at the close of business on September 14, 2010. Total dividends paid by the Predecessor during the period of July 1, 2010 to October 18, 2010 were $8.6 million. Total dividends paid to the Predecessor’s shareholders were $34.2 million in fiscal 2010.

Although we do not currently have a dividend policy, we may declare dividends periodically if our Board of Directors determines that it is in the best interests of the shareholders. The terms of the 2012 Credit Agreement, Senior Notes Indenture and Discount Notes Indenture limit our ability to pay cash dividends in certain circumstances. In addition, because we are a holding company, our ability to pay cash dividends on shares (including fractional shares) of our common stock may be limited by restrictions on our ability to obtain sufficient funds through dividends from our subsidiaries, including the restrictions under the 2012 Credit Agreement, Senior Notes Indenture and Discount Notes Indenture. Subject to the foregoing, the payment of cash dividends in the future, if any, will be at the discretion of our Board of Directors and will depend upon such factors as earnings levels, capital requirements, our overall financial condition and any other factors deemed relevant by our Board of Directors.

Annual Bonus Election

We have a bonus program under which eligible employees may elect to use a portion of their annual bonus compensation to purchase BKW common shares. During 2012, we issued approximately 1.5 million shares to participants in this program, for aggregate consideration of $5.4 million.

Accumulated Other Comprehensive Income (Loss)

The following table displays the change in the components of accumulated other comprehensive income (loss) (in millions):

	Derivatives			Pensions			Foreign Currency Translation			Accumulated Other Comprehensive Income (Loss)
Predecessor
Balances at June 30, 2009	$	(17.8	)	$	(15.8	)	$	(12.3	)	$	(45.9	)
Foreign currency translation adjustment		—			—			(4.4	)		(4.4	)
Net change in fair value of derivatives,net of tax of $2.6		4.1			—			—			4.1
Amounts reclassified to earnings during the period from terminated swaps, net of tax of $0.6		(1.0	)		—			—			(1.0	)
Pension and post-retirement benefit plans,		—			—			—
net of tax of $11.3		—			(19.7	)		—			(19.7	)
Balances at June 30, 2010	$	(14.7	)	$	(35.5	)	$	(16.7	)	$	(66.9	)
Foreign currency translation adjustment		—			—			13.3			13.3
Net change in fair value of derivatives,net of tax of $1.1		1.7			—			—			1.7
Amounts reclassified to earnings during the period from terminated swaps, net of tax of $0.2		(0.2	)		—			—			(0.2	)
Pension and post-retirement benefit plans,net of tax of $3.1		—			5.8			—			5.8
Balances at October 18, 2010	$	(13.2	)	$	(29.7	)	$	(3.4	)	$	(46.3	)
Successor
Balances at October 19, 2010	$	—		$	—		$	—		$	—
Foreign currency translation adjustment		—			—			(48.5	)		(48.5	)
Net change in fair value of derivatives,net of tax of $13.9		21.9			—			—			21.9
Pension and post-retirement benefit plans,net of tax of $3.9		—			8.8			—			8.8
Balances at December 31, 2010	$	21.9		$	8.8		$	(48.5	)	$	(17.8	)
Foreign currency translation adjustment		—			—			(44.3	)		(44.3	)
Net change in fair value of derivatives, net of tax of $26.4		(40.9	)		—			—			(40.9	)
Amounts reclassified to earnings during the period from terminated caps, net of tax of $0.4		(0.6	)		—			—			(0.6	)
Pension and post-retirement benefit plans, net of tax of $5.5		—			(9.7	)		—			(9.7	)
Balances at December 31, 2011	$	(19.6	)	$	(0.9	)	$	(92.8	)	$	(113.3	)
Foreign currency translation adjustment		—			—			15.5			15.5
Net change in fair value of derivatives, net of tax of $10.6		(16.6	)		—			—			(16.6	)
Amounts reclassified to earnings during the period from terminated caps, net of tax of $4.5		7.0			—			—			7.0
Pension and post-retirement benefit plans, net of tax of $0.2		—			(1.3	)		—			(1.3	)
Amortization of prior service costs, net of tax of $1.0		—			(1.6	)		—			(1.6	)
Balances at December 31, 2012	$	(29.2	)	$	(3.8	)	$	(77.3	)	$	(110.3	)

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Income Taxes

12 Months Ended

Dec. 31, 2012

Income Taxes [Abstract]

Income Taxes

Note 10.    Income Taxes

Income (loss) before income taxes, classified by source of income (loss), is as follows (in millions):

	Successor								Predecessor
	2012			2011		October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Domestic	$	(4.7	)	$	5.4	$	(132.1	)	$	61.4	$	228.4
Foreign		164.4			109.3		(11.8	)		25.5		55.9
Income (loss) before income taxes	$	159.7		$	114.7	$	(143.9	)	$	86.9	$	284.3

Income tax expense (benefit) attributable to income from continuing operations consists of the following (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Current:
Domestic
Federal	$	19.0		$	19.3		$	(44.0	)	$	7.1		$	64.7
State, net of federal income tax benefit		1.1			(0.5	)		(0.9	)		1.7			4.6
Foreign		13.0			14.3			2.2			3.5			11.3
	$	33.1		$	33.1		$	(42.7	)	$	12.3		$	80.6
Deferred:
Domestic
Federal	$	(1.0	)	$	(13.6	)	$	6.5		$	9.2		$	14.4
State, net of federal income tax benefit		1.6			0.1			(3.1	)		1.2			3.1
Foreign		8.3			7.0			11.1			(6.9	)		(0.6	)
	$	8.9		$	(6.5	)	$	14.5		$	3.5		$	16.9
Total	$	42.0		$	26.6		$	(28.2	)	$	15.8		$	97.5

The U.S. Federal tax statutory rate reconciles to the effective tax rate as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
U.S. Federal income tax rate		35.0	%		35.0	%		(35.0	)%		35.0	%		35.0	%
State income taxes, net of federal income tax benefit		1.0			1.0			(2.9	)		3.0			3.4
Costs/(Benefits) and taxes related to foreign operations		10.7			14.6			11.3			(2.5	)		1.7
Foreign tax rate differential		(25.0	)		(26.2	)		0.1			(8.8	)		(5.6	)
Foreign exchange differential on tax benefits		—			(0.1	)		0.2			(0.6	)		0.3
Change in valuation allowance		(1.1	)		3.8			3.2			(4.5	)		(0.6	)
Change in accrual for tax uncertainties		1.6			1.8			0.2			(2.6	)		0.2
Deductible FTC		(3.2	)		(3.7	)		—			—			—
Non Deductible Transaction Costs		2.5			(1.2	)		3.5			—			—
Other		4.8			(1.8	)		(0.2	)		(0.8	)		(0.1	)
Effective income tax rate		26.3	%		23.2	%		(19.6	)%		18.2	%		34.3	%

Our effective tax rate was 26.3% for 2012, primarily as a result of the current mix of income from multiple tax jurisdictions, the release of valuation allowance and the impact of costs on refranchisings primarily in foreign jurisdictions. Our effective tax rate 23.2% for 2011, primarily as a result of the exclusion of the tax benefit of foreign ordinary losses not expected to be realized, the current mix of income from multiple tax jurisdictions and the resolution of state tax audits. Our effective tax rate was (19.6%) for the period from October 19, 2010 through December 31, 2010, primarily as a result of the current mix of income from multiple tax jurisdictions and the 2010 Transactions. Our effective tax rate was 18.2% for the period from July 1, 2010 through October 18, 2010, primarily as a result of the mix of income from multiple tax jurisdictions and the sale of the Netherlands entity. Our effective tax rate was 34.3% for Fiscal 2010, primarily as a result of the current mix of income from multiple tax jurisdictions and currency fluctuations.

Income tax expense/(benefit) includes a decrease in valuation allowance primarily related to deferred tax assets in foreign countries of $(8.3) million for 2012, an increase in valuation allowance primarily related to deferred tax assets in foreign countries of $4.6 million for 2011, an increase in valuation allowance related to foreign tax credit carryforwards and deferred tax assets in foreign countries of $3.3 million for the period from October 19, 2010 through December 31, 2010, a decrease in valuation allowance related to deferred tax assets in foreign countries of $3.8 for the period from July 1, 2010 through October 18, 2010, and a decrease of $1.7 million for Fiscal 2010.

The following table provides the amount of income tax expense (benefit) allocated to continuing operations and amounts separately allocated to other items (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Income tax expense (benefit) from continuing operations	$	42.0		$	26.6		$	(28.2	)	$	15.8	$	97.5
Interest rate caps in accumulated other comprehensive income (loss)		(2.2	)		(26.4	)		13.9			—		—
Interest rate swaps in accumulated other comprehensive income (loss)		0.3			—			—			0.9		2.0
Pension liability in accumulated other comprehensive income (loss)		(0.8	)		(5.8	)		3.9			3.1		(11.3	)
Net investment hedge in accumulated other comprehensive income (loss)		(4.2	)		—			—			—		—
Stock option tax benefit in additional paid-in capital		—			—			—			0.4		(3.5	)
Total	$	35.1		$	(5.6	)	$	(10.4	)	$	20.2	$	84.7

The significant components of deferred income tax expense (benefit) attributable to income from continuing operations are as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Deferred income tax expense (exclusive of the effects of components listed below)	$	17.9		$	(11.1	)	$	12.2		$	8.3		$	15.7
Change in valuation allowance		(8.3	)		4.6			3.3			(3.8	)		(1.7	)
Change in effective state income tax rate		0.8			—			—			—			0.8
Change in effective foreign income tax rate		(1.5	)		—			(1.0	)		(1.0	)		2.1
Total	$	8.9		$	(6.5	)	$	14.5		$	3.5		$	16.9

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below (in millions):

	As of December 31,
	2012			2011
Deferred tax assets:
Trade and notes receivable, principally due to allowance for doubtful accounts	$	11.6		$	12.4
Accrued employee benefits		40.5			48.2
Unfavorable leases		76.7			76.1
Liabilities not currently deductible for tax		53.8			40.0
Tax loss and credit carryforwards		130.2			134.8
Property and equipment, principally due to differences in depreciation		—			—
Other		10.3			1.5
Total gross deferred tax assets		323.1			313.0
Valuation allowance		(93.3	)		(99.6	)
Net deferred tax assets		229.8			213.4
Less deferred tax liabilities:
Property and equipment, principally due to differences in depreciation		11.9			6.5
Intangible assets		644.3			629.8
Leases		104.3			124.4
Statutory Impairment		8.8			6.4
Total gross deferred tax liabilities		769.3			767.1
Net deferred tax liability	$	539.5		$	553.7

The valuation allowance decreased by $6.3 million as a result of changes in the projected utilization of deferred tax assets in foreign jurisdictions and currency fluctuations.

Changes in valuation allowance are as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Beginning balance	$	99.6		$	96.0		$	93.9		$	74.6		$	78.7
Change in estimates recorded to deferred income tax expense		(8.3	)		4.6			3.3			(3.8	)		(1.7	)
Changes from foreign currency exchange rates		2.0			(1.0	)		(0.4	)		4.8			(3.1	)
Other		—			—			(0.8	)		—			0.7
Ending balance	$	93.3		$	99.6		$	96.0		$	75.6		$	74.6

The amount and expiration dates of operating loss and tax credit carryforwards as of December 31, 2012 are as follows (in millions):

	Amount		Expiration Date
U.S. federal net operating loss carryforwards	$	52.8		2031 – 2032
Non-U.S. net operating loss carryforwards		256.3		2013 – 2032
Non-U.S. net operating loss carryforwards		180.5		Indefinite
State net operating loss carryforwards		132.8		2015 – 2032
U.S. foreign tax credits		17.7		2015 – 2022
Total	$	640.1

During 2012, the company provided for $1.0 million of taxes on $2.6 million of foreign undistributed earnings of certain subsidiaries that are expected to be repatriated. Deferred tax liabilities have not been provided on approximately $355.1 million of undistributed earnings that are considered to be permanently reinvested. Determination of the deferred income tax liability on these unremitted earnings is not practicable. Such liability, if any, depends on circumstances existing if and when remittance occurs.

We had $23.3 million of unrecognized tax benefits at December 31, 2012, which if recognized, would favorably affect the effective income tax rate. A reconciliation of the beginning and ending amounts of unrecognized tax benefits is as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Beginning balance	$	21.6		$	22.4		$	22.2		$	14.2		$	15.5
Additions on tax position related to the current year		1.9			1.4			0.3			0.3			1.2
Additions for tax positions of prior years		0.9			2.8			—			0.3			2.7
Reductions for tax positions of prior year		(0.5	)		(2.9	)		(0.1	)		(2.6	)		(2.0	)
Reductions for settlement		(0.5	)		(2.0	)		—			—			(2.0	)
Reductions due to statute expiration		(0.1	)		(0.1	)		—			—			(1.2	)
Ending balance	$	23.3		$	21.6		$	22.4		$	12.2		$	14.2

During the twelve months beginning January 1, 2013, it is reasonably possible we will reduce unrecognized tax benefits by approximately $0.5 million, primarily as a result of the expiration of certain statutes of limitations and the resolution of audits.

We recognize interest and penalties related to unrecognized tax benefits in income tax expense. The total amount of accrued interest and penalties was $3.5 million at December 31, 2012 and $3.2 million at December 31, 2011. Potential interest and penalties associated with uncertain tax positions recognized during the year ended December 31, 2012 was $0.3 million, zero during the year ended December 31, 2011, $0.1 million for the period October 19, 2010 through December 31, 2010, $0.1 million for the period July 1, 2010 through October 18, 2010 and $0.6 million for the fiscal year ended June 30, 2010. To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision.

We file income tax returns, including returns for its subsidiaries, with federal, state, local and foreign jurisdictions. Generally we are subject to routine examination by taxing authorities in these jurisdictions, including significant international tax jurisdictions, such as the United Kingdom, Germany, Spain, Switzerland, Singapore and Mexico. None of the foreign jurisdictions should be individually material. Our federal income tax returns for fiscal years 2009, 2010, the period July 1, 2010 through October 18, 2010 and the period October 19, 2010 through December 31, 2010 are currently under audit by the Internal Revenue Service. In addition, we have various state and foreign income tax returns in the process of examination. From time to time, these audits result in proposed assessments where the ultimate resolution may result in owing additional taxes. We believe that our tax positions comply with applicable tax law and that it has adequately provided for these matters.

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Income Taxes (Details 3) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Schedule of deferred income tax expense (benefit) attributable to income from continuing operations
Income tax expense (benefit) from continuing operations	$ (28.2)		$ 42.0	$ 26.6
Interest rate caps in accumulated other comprehensive income (loss)	13.9		(2.2)	(26.4)
Interest rate swaps in accumulated other comprehensive income (loss)			0.3
Pension liability in accumulated other comprehensive income (loss)	3.9		(0.8)	(5.8)
Net investment hedge in accumulated other comprehensive income (loss)	0	1.1	4.2	0	2.6
Stock option tax benefit in additional paid-in capital
Total	(10.4)		35.1	(5.6)
Predecessor [Member]
Schedule of deferred income tax expense (benefit) attributable to income from continuing operations
Income tax expense (benefit) from continuing operations		15.8			97.5
Interest rate caps in accumulated other comprehensive income (loss)
Interest rate swaps in accumulated other comprehensive income (loss)		0.9			2.0
Pension liability in accumulated other comprehensive income (loss)		3.1			(11.3)
Net investment hedge in accumulated other comprehensive income (loss)		0			0
Stock option tax benefit in additional paid-in capital		0.4			(3.5)
Total		$ 20.2			$ 84.7

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Intangible Assets, net and Goodwill

12 Months Ended

Dec. 31, 2012

Intangible Assets, net and Goodwill [Abstract]

Intangible assets, net and goodwill

Note    6. Intangible Assets, net and Goodwill

Intangible assets consist of the following (in millions):

	As of December 31,
	2012							2011
	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net		Weighted Average Life as of December 31, 2012
Identifiable assets subject to amortization:
Franchise agreements	$	485.6	$	(46.2	)	$	439.4	$	482.3	$	(25.8	)	$	456.5		21.1 Years
Favorable leases		183.1		(40.2	)		142.9		174.2		(22.0	)		152.2		9.0 Years
Subtotal		668.7		(86.4	)		582.3		656.5		(47.8	)		608.7		18.1 years
Indefinite lived intangible assets — Brand	$	2,228.9	$	—		$	2,228.9	$	2,214.6	$	—		$	2,214.6
Intangible assets, net						$	2,811.2						$	2,823.3
Goodwill	$	619.2						$	657.7

We recorded amortization expense on intangible assets of $38.2 million for 2012, $40.2 million for 2011 and $8.2 million for the period of October 19, 2010 to December 31, 2010. The Predecessor recorded amortization expense on intangible assets of $2.7 million for the period July 1, 2010 to October 18, 2010 and $8.7 million for Fiscal 2010.

As of December 31, 2012, the estimated future amortization expense on intangible assets is as follows (in millions).

Twelve-months ended December 31,	Amount
2013	$	38.1
2014		37.2
2015		36.0
2016		35.1
2017		34.3
Thereafter		401.6
Total	$	582.3

The change in the carrying amount of goodwill for the twelve months ended December 31, 2012 and 2011 is as follows (in millions):

	As of December 31,
	2012			2011
Beginning balance	$	657.7		$	666.5
Write off from refranchisings		(28.6	)		(2.3	)
Translation of foreign denominated balance		3.9			(6.5	)
Transfer to assets held for sale		(13.8	)		—
Ending balance	$	619.2		$	657.7

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Prepaids and Other Current Assets, net (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Prepaids and other current assets, net
Prepaid expenses	$ 23.3	$ 18.5
Refundable and prepaid income taxes	28.5	21.1
Inventories	6.7	13.7
Deferred Financing costs - current portion	8.9	12.6
Assets held for sale	23.9
Interest rate caps - current portion		3.3
Total Prepaids and other current assets	$ 91.3	$ 69.2

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Earnings Per Share (Details) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended									12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Numerator:
Net income (loss)	$ (115.7)	$ 48.6	$ 6.6	$ 48.2	$ 14.3	$ 25.0	$ 38.8	$ 30.2	$ (5.9)	$ 117.7	$ 88.1	$ 71.1	$ 186.8
Denominator:
Weighted average shares - basic	347.9									349.7	348.2	136.1	135.4
Effect of dilutive securities										4.5		1.8	1.8
Weighted average shares - diluted	347.9									354.1	348.2	137.9	137.2
Basic earnings per share	$ (0.33)	$ 0.14	$ 0.02	$ 0.14	$ 0.04	$ 0.07	$ 0.11	$ 0.09	$ (0.02)	$ 0.34	$ 0.25	$ 0.52	$ 1.38
Diluted earnings per share	$ (0.33)	$ 0.14	$ 0.02	$ 0.14	$ 0.04	$ 0.07	$ 0.11	$ 0.09	$ (0.02)	$ 0.33	$ 0.25	$ 0.52	$ 1.36
Antidilutive stock options outstanding										2.7	12.5	4.3	4.3

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Prepaids and Other Current Assets, net

12 Months Ended

Dec. 31, 2012

Prepaids and Other Current Assets, net [Abstract]

Prepaids and Other Current Assets, net

Note 4.    Prepaids and Other Current Assets, net

Prepaid and other current assets, net consist of the following (in millions):

	As of December 31,
	2012		2011
Prepaid expenses	$	23.3	$	18.5
Refundable and prepaid income taxes		28.5		21.1
Inventories		6.7		13.7
Deferred financing costs — current portion		8.9		12.6
Assets held for sale		23.9		—
Interest rate caps — current portion		—		3.3
Total Prepaids and other current assets	$	91.3	$	69.2

At December 31, 2012, assets held for sale consisted primarily of goodwill and machinery and equipment to be sold in connection with refranchisings. We did not have assets classified as held for sale at December 31, 2011.

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Property and Equipment, net

12 Months Ended

Dec. 31, 2012

Property and Equipment, net [Abstract]

Property and Equipment, net

Note 5.    Property and Equipment, net

Property and equipment, net, along with their estimated useful lives, consist of the following (in millions):

		As of December 31,
		2012			2011
Land		$	446.7		$	450.0
Buildings and improvements(1)	(up to 40 years)		486.3			468.7
Machinery and equipment(2)	(up to 18 years)		69.4			157.4
Furniture, fixtures, and other	(up to 10 years)		51.1			40.9
Construction in progress			32.5			59.6
			1,086.0			1,176.6
Accumulated depreciation and amortization(3)			(200.8	)		(150.1	)
Property and equipment, net		$	885.2		$	1,026.5

(1) Buildings and improvements include assets under capital leases of $65.9 million as of December 31, 2012 and $54.3 million as of December 31, 2011.

(2) Machinery and equipment include assets under capital leases of $3.7 million as of December 31, 2012 and $0.2 million as of December 31, 2011.

(3) Accumulated depreciation related to assets under capital leases totaled $25.6 million as of December 31, 2012 and $14.2 million as of December 31, 2011.

Depreciation and amortization expense on property and equipment totaled $102.2 million for 2012, $124.6 million for 2011, $25.5 million for the period of October 19, 2010 to December 31, 2010, $33.2 million for the period of July 1, 2010 to October 18, 2010 and $120.6 million for Fiscal 2010.

Construction in progress represents new restaurant and equipment construction, reimaging of restaurants and software.

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Other Accrued Liabilities and Other Liabilities

12 Months Ended

Dec. 31, 2012

Other Accrued Liabilities and Other Liabilities [Abstract]

Other Accrued Liabilities and Other Liabilities

Note 7.    Other Accrued Liabilities and Other Liabilities

Other accrued liabilities (current) and other liabilities (non-current) consist of the following (in millions):

	As of December 31,
	2012		2011
Current:
Accrued payroll and employee-related costs	$	44.9	$	63.9
Restructuring and other provisions		14.6		33.4
Withholding taxes		4.1		9.0
Interest payable		16.9		17.1
Casualty insurance		7.3		8.7
Gift card liabilities		18.2		16.1
Income tax payable		2.8		3.1
Deferred income		18.1		11.4
Sales tax payable		28.4		22.0
Lease liability		11.3		—
Other		40.2		58.0
Other accrued liabilities	$	206.8	$	242.7
Non-current:
Accrued pension	$	77.7	$	71.3
Unfavorable leases		169.1		204.2
Casualty insurance reserves		18.6		22.2
Retiree health benefits		8.0		18.4
Deferred compensation		7.8		12.8
Income tax payable		26.3		23.4
Cross-currency rate swaps		11.0		—
Lease liability		32.2		—
Other		31.7		13.9
Other liabilities, net	$	382.4	$	366.2

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Intangible Assets, net and Goodwill (Details) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Identifiable assets subject to amortization:
Identifiable assets, Gross	$ 668.7	$ 656.5
Identifiable assets, accumulated amortization	(86.4)	(47.8)
Identifiable assets, Total	582.3	608.7
Intangible assets, net	2,811.2	2,823.3
Goodwill	619.2	657.7	666.5
Weighted Average Life(1)	18 years 1 month 6 days
Franchise agreements [Member]
Identifiable assets subject to amortization:
Identifiable assets, Gross	485.6	482.3
Identifiable assets, accumulated amortization	(46.2)	(25.8)
Identifiable assets, Total	439.4	456.5
Weighted Average Life(1)	21 years 1 month 6 days
Favorable leases [Member]
Identifiable assets subject to amortization:
Identifiable assets, Gross	183.1	174.2
Identifiable assets, accumulated amortization	(40.2)	(22.0)
Identifiable assets, Total	142.9	152.2
Weighted Average Life(1)	9 years
Brand [Member]
Identifiable assets subject to amortization:
Indefinite lived intangible assets - Brand	$ 2,228.9	$ 2,214.6

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Segment Reporting (Details 3) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
Assets :
Total assets	$ 5,564.0	$ 5,608.4
Goodwill	619.2	657.7	666.5
Long-Lived Assets	1,065.6	1,268.7
Unallocated Management G&A [Member]
Assets :
Total assets	58.4	57.6
Goodwill
Long-Lived Assets	51.3	32.7
U.S. and Canada [Member]
Assets :
Total assets	3,472.5	3,534.9
Goodwill	231.0	254.8
Long-Lived Assets	938.6	1,114.1
EMEA [Member]
Assets :
Total assets	1,383.9	1,368.4
Goodwill	201.6	198.8
Long-Lived Assets	55.3	73.9
LAC [Member]
Assets :
Total assets	189.9	189.7
Goodwill	124.1	137.9
Long-Lived Assets	20.0	28.8
APAC [Member]
Assets :
Total assets	459.3	457.8
Goodwill	62.5	66.2
Long-Lived Assets	$ 0.4	$ 19.2

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Income Taxes (Details 4) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Schedule of deferred income tax expense (benefit) attributable to income from continuing operations
Deferred income tax expense (exclusive of the effects of components listed below)	$ 12.2	$ 17.9	$ (11.1)	$ 8.3	$ 15.7
Change in valuation allowance	3.3	(8.3)	4.6	(3.8)	(1.7)
Change in effective state income tax rate		0.8
Change in effective foreign income tax rate	(1.0)	(1.5)		(1.0)	2.1
Total	$ (12.9)	$ 8.9	$ (27.3)	$ (1.4)	$ 16.9

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Intangible Assets, net and Goodwill (Details 2) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Change in the carrying amount of goodwill
Beginning Balance	$ 657.7	$ 666.5
Write off from refranchisings	(28.6)	(2.3)
Translation of foreign denominated balance	3.9	(6.5)
Transfer to assets held for sale	(13.8)
Ending Balance	$ 619.2	$ 657.7

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Derivative Instruments (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended										3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012 Derivatives not designated as hedging instruments [Member]	Dec. 31, 2011 Derivatives not designated as hedging instruments [Member]	Dec. 31, 2010 Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2012 Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2011 Derivatives designated as cash flow hedging instruments [Member]	Oct. 18, 2010 Derivatives designated as cash flow hedging instruments [Member] Predecessor [Member]	Dec. 31, 2012 Derivatives designated as cash flow hedging instruments [Member] Operating Expense [Member]	Dec. 31, 2011 Derivatives designated as cash flow hedging instruments [Member] Operating Expense [Member]	Dec. 31, 2010 Derivatives designated as net investment hedges [Member]	Dec. 31, 2012 Derivatives designated as net investment hedges [Member]	Dec. 31, 2011 Derivatives designated as net investment hedges [Member]	Oct. 18, 2010 Derivatives designated as net investment hedges [Member] Predecessor [Member]	Dec. 31, 2012 Interest rate caps [Member] Operating Expense [Member]	Dec. 31, 2010 Interest rate caps [Member] Derivatives not designated as hedging instruments [Member]	Dec. 31, 2012 Interest rate caps [Member] Derivatives not designated as hedging instruments [Member]	Dec. 31, 2011 Interest rate caps [Member] Derivatives not designated as hedging instruments [Member]	Dec. 31, 2010 Interest rate caps [Member] Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2012 Interest rate caps [Member] Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2011 Interest rate caps [Member] Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2012 Interest rate caps [Member] Derivatives designated as cash flow hedging instruments [Member] Operating Expense [Member]	Dec. 31, 2011 Interest rate caps [Member] Derivatives designated as cash flow hedging instruments [Member] Operating Expense [Member]	Dec. 31, 2012 Interest rate caps [Member] Derivatives designated as net investment hedges [Member]	Dec. 31, 2011 Interest rate caps [Member] Derivatives designated as net investment hedges [Member]	Dec. 31, 2012 Cross-currency rate swaps [Member] Derivatives not designated as hedging instruments [Member]	Dec. 31, 2012 Cross-currency rate swaps [Member] Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2012 Cross-currency rate swaps [Member] Derivatives designated as cash flow hedging instruments [Member] Operating Expense [Member]	Dec. 31, 2012 Cross-currency rate swaps [Member] Derivatives designated as net investment hedges [Member]	Dec. 31, 2010 Interest Rate Swaps [Member] Derivatives not designated as hedging instruments [Member]	Dec. 31, 2011 Interest Rate Swaps [Member] Derivatives not designated as hedging instruments [Member]	Dec. 31, 2010 Interest Rate Swaps [Member] Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2012 Interest Rate Swaps [Member] Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2011 Interest Rate Swaps [Member] Derivatives designated as cash flow hedging instruments [Member]	Oct. 18, 2010 Interest Rate Swaps [Member] Derivatives designated as cash flow hedging instruments [Member] Predecessor [Member]	Dec. 31, 2011 Interest Rate Swaps [Member] Derivatives designated as cash flow hedging instruments [Member] Operating Expense [Member]	Dec. 31, 2011 Interest Rate Swaps [Member] Derivatives designated as net investment hedges [Member]	Oct. 18, 2010 Interest Rate Swaps [Member] Derivatives designated as net investment hedges [Member] Predecessor [Member]	Dec. 31, 2012 Foreign Currency Forward Contracts [Member] Derivatives not designated as hedging instruments [Member]	Dec. 31, 2011 Foreign Currency Forward Contracts [Member] Derivatives not designated as hedging instruments [Member]	Dec. 31, 2010 Foreign Currency Forward Contracts [Member] Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2012 Foreign Currency Forward Contracts [Member] Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2011 Foreign Currency Forward Contracts [Member] Derivatives designated as cash flow hedging instruments [Member]	Oct. 18, 2010 Foreign Currency Forward Contracts [Member] Derivatives designated as cash flow hedging instruments [Member] Predecessor [Member]	Dec. 31, 2011 Foreign Currency Forward Contracts [Member] Derivatives designated as cash flow hedging instruments [Member] Predecessor [Member]	Dec. 31, 2011 Foreign Currency Forward Contracts [Member] Derivatives designated as cash flow hedging instruments [Member] Operating Expense [Member]	Dec. 31, 2010 Foreign Currency Forward Contracts [Member] Derivatives designated as net investment hedges [Member]	Dec. 31, 2012 Foreign Currency Forward Contracts [Member] Derivatives designated as net investment hedges [Member]	Dec. 31, 2011 Foreign Currency Forward Contracts [Member] Derivatives designated as net investment hedges [Member]	Oct. 18, 2010 Foreign Currency Forward Contracts [Member] Derivatives designated as net investment hedges [Member] Predecessor [Member]	Dec. 31, 2012 Forward-starting interest rate swap [Member] Derivatives not designated as hedging instruments [Member]	Dec. 31, 2012 Forward-starting interest rate swap [Member] Derivatives designated as cash flow hedging instruments [Member]	Dec. 31, 2012 Forward-starting interest rate swap [Member] Derivatives designated as net investment hedges [Member]
Quantitative disclosures of derivative instruments
Gain (loss) recognized in other comprehensive income (effective portion)					$ 35.9	$ (16.4)	$ (67.2)	$ (2.5)			$ 17.0	$ (10.8)		$ (42.4)					$ 35.8	$ (17.1)	$ (67.2)								$ (10.8)						$ (2.4)						$ 0.1			$ (0.1)			$ 17.2			$ (42.4)		$ 0.7
Gain (loss) reclassified from AOCI into other operating (income) expense, net									(8.4)													(8.4)
Gain (loss) recognized in other operating (income) expense, net	0	0.4	(0.5)	0.1											8.4															(0.2)									(0.5)	0.1
Gain (loss) recognized in interest expense, net				$ (0.1)		$ (3.2)	$ 0.5	$ (4.9)												$ (3.2)	$ 0.5										$ (0.1)				$ (4.9)

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Property and Equipment, net (Details Textual) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Property and Equipment, net (Textual) [Abstract]
Capital leased assets accumulated depreciation			$ 25.6	$ 14.2
Depreciation and amortization expense on property and equipment	27.6	33.2	102.2	136.4	120.6
Buildings and improvements [Member]
Property and Equipment, net (Textual) [Abstract]
Capital leased assets			65.9	54.3
Property plant and equipment useful life			40 years
Machinery and equipment [Member]
Property and Equipment, net (Textual) [Abstract]
Capital leased assets			$ 3.7	$ 0.2
Property plant and equipment useful life			18 years
Furniture, fixtures, and other [Member]
Property and Equipment, net (Textual) [Abstract]
Property plant and equipment useful life			10 years

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Pension and Post Retirement Medical Benefits (Details 1) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011	Dec. 31, 2010
International Pension Plans [Member]
Projected benefit obligation, accumulated benefit obligation and fair value of plan assets
Projected benefit obligation	$ 32.5	$ 30.0
Accumulated benefit obligation	26.2	21.2
Fair value of plan assets	23.3	21.1
US Pension Plans Defined Benefit [Member]
Projected benefit obligation, accumulated benefit obligation and fair value of plan assets
Projected benefit obligation	212.9	193.0	176.5
Accumulated benefit obligation	212.9	193.0
Fair value of plan assets	145.4	129.0	122.1
US Retiree Medical Defined Benefit [Member]
Projected benefit obligation, accumulated benefit obligation and fair value of plan assets
Projected benefit obligation	8.5	19.5	26.1
Accumulated benefit obligation	8.5	19.5
Fair value of plan assets

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Description of Business and Organization (Tables)

12 Months Ended

Dec. 31, 2012

Description of Business and Organization [Abstract]

Summary of Net tangible and intangible assets acquired and liabilities assumed

The computations of consideration and the final allocation of consideration to the net tangible and intangible assets acquired and liabilities assumed are presented in the tables below (in millions):

Cash paid for shares outstanding(1)	$	3,277.3
Settlement of outstanding share-based compensation		48.1
Total consideration	$	3,325.4

	October 19, 2010
Current assets	$	508.2
Property and equipment		1,118.0
Intangible assets		2,945.8
Net investment in property leased to franchisees		261.6
Other assets, net		58.6
Current liabilities		(454.1	)
Term debt		(667.4	)
Capital leases		(106.8	)
Other liabilities		(402.6	)
Deferred income taxes, net		(616.7	)
Net assets acquired	$	2,644.6
Excess purchase price attributed to goodwill	$	680.8

(1) Represents cash paid, based on a $24.00 per share price, for 136,555,642 outstanding shares.

Summary of depreciation and amortization of the assets acquired and liabilities assumed

The following information represents the unaudited supplemental pro forma results of the Company’s consolidated operations as if the 2010 Transactions occurred on July 1, 2009, after giving effect to certain adjustments, including depreciation and amortization of the assets acquired and liabilities assumed based on their estimated fair values and changes in interest expense resulting from changes in consolidated debt (in millions):

	Transition Period July 1, 2010 — December 31, 2010			Fiscal Year Ended June 30, 2010
Revenue	$	1,185.2		$	2,505.8
Net income (loss)	$	(55.1	)	$	128.2

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Segment Reporting (Tables)

12 Months Ended

Dec. 31, 2012

Segment Reporting [Abstract]

Revenues by geographic segment

The following tables present revenues, segment income, depreciation and amortization, assets, goodwill, long-lived assets and capital expenditures by geographic segment (in millions):

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Revenues:
United States and Canada	$	1,261.1	$	1,569.1	$	315.5	$	483.2	$	1,695.2
EMEA		472.9		525.6		104.7		169.1		635.4
LAC		134.4		128.1		24.8		34.0		109.0
APAC		97.9		112.9		21.8		31.4		62.6
Total revenues	$	1,966.3	$	2,335.7	$	466.8	$	717.7	$	2,502.2

Reconciliation of segment income to net income

A reconciliation of segment income to net income consists of the following:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Segment Income:
U.S. and Canada	$	471.0		$	459.9		$	77.2		$	145.0		$	450.5
EMEA		166.1			146.0			20.1			30.8			85.3
LAC		73.2			63.9			9.5			12.3			43.4
APAC		41.1			26.7			4.9			7.1			18.3
Total		751.4			696.5			111.7			195.2			597.5
Unallocated Management G&A		(99.3	)		(111.5	)		(16.5	)		(60.3	)		(136.6	)
Consolidated adjusted EBITDA		652.1			585.0			95.2			134.9			460.9
Share-based compensation and non-cash incentive compensation expense		10.2			6.4			—			5.8			17.0
2010 Transaction costs		—			3.7			94.9			—			—
Global restructuring and related professional fees		—			46.5			67.2			—			—
Field optimization project costs		—			10.6			—			—			—
Global portfolio realignment project		30.2			7.6			—			—			—
Business combination agreement expenses		27.0			—			—			—			—
Other operating (income) expenses, net		53.3			11.3			(8.7	)		(3.6	)		(0.7	)
EBITDA		531.4			498.9			(58.2	)		132.7			444.6
Depreciation and amortization		113.7			136.4			27.6			31.2			111.7
Income (loss) from operations		417.7			362.5			(85.8	)		101.5			332.9
Interest expense, net		223.8			226.7			58.1			14.6			48.6
Loss on early extinguishment of debt		34.2			21.1			—			—			—
Income tax expense (benefit)		42.0			26.6			(28.2	)		15.8			97.5
Net income (loss)		117.7			88.1			(115.7	)		71.1			186.8

Depreciation And Amortization Expense

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Depreciation and Amortization:
United States and Canada	$	68.8	$	86.2	$	16.8	$	20.2	$	72.8
EMEA		17.9		22.6		4.4		3.5		14.8
LAC		6.0		6.7		1.8		1.5		4.9
APAC		5.7		7.6		2.3		1.5		3.2
Unallocated		15.3		13.3		2.3		4.5		16.0
Total depreciation and amortization	$	113.7	$	136.4	$	27.6	$	31.2	$	111.7

Schedule of segment related assets and long lived assets

	Assets				Goodwill				Long-Lived Assets
	As of December 31,				As of December 31,				As of December 31,
	2012		2011		2012		2011		2012		2011
United States and Canada	$	3,472.5	$	3,534.9	$	231.0	$	254.8	$	938.6	$	1,114.1
EMEA		1,383.9		1,368.4		201.6		198.8		55.3		73.9
LAC		189.9		189.7		124.1		137.9		20.0		28.8
APAC		459.3		457.8		62.5		66.2		0.4		19.2
Unallocated		58.4		57.6		—		—		51.3		32.7
Total	$	5,564.0	$	5,608.4	$	619.2	$	657.7	$	1,065.6	$	1,268.7

Capital Expenditure

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Capital Expenditures:
United States and Canada	$	41.9	$	56.5	$	17.4	$	11.0	$	99.9
EMEA		6.9		11.1		3.3		0.9		22.9
LAC		1.4		1.8		1.1		0.3		5.4
APAC		0.8		3.8		2.1		2.3		8.0
Unallocated		19.2		8.9		4.5		3.7		14.1
Total capital expenditures	$	70.2	$	82.1	$	28.4	$	18.2	$	150.3

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Fair Value Measurements

12 Months Ended

Dec. 31, 2012

Fair Value Measurements [Abstract]

Fair Value Measurements

Note 12.    Fair Value Measurements

Fair Value Measurements

The following table presents financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2012 and December 31, 2011 (in millions):

	As of December 31, 2012								Fair Value Measurements at December 31, 2012
	Carrying Value and Balance Sheet Location								Assets (Liabilities)
Description	Prepaid and Other Current Assets		Other Assets		Other Accrued Liabilities		Other Liabilities, net		Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Derivatives designated as cash flow hedging instruments:
Interest rate caps	$	—	$	4.3	$	—	$	—	$	—	$	4.3	$	—
Forward-starting interest rate swaps		—		0.8		—		—		—		0.8		—
Total	$	—	$	5.1	$	—	$	—	$	—	$	5.1	$	—
Derivatives designated as net investment hedges:
Cross-currency rate swaps	$	—	$	—	$	—	$	11.0	$	—	$	11.0	$	—
Other:
Investments held in a rabbi trust	$	—	$	6.3	$	—	$	—	$	6.3	$	—	$	—
ERP liabilities	$	—	$	—	$	4.4	$	7.8	$	—	$	12.2	$	—

	As of December 31, 2011								Fair Value Measurements at December 31, 2011
	Carrying Value and Balance Sheet Location								Assets (Liabilities)
Description	Prepaid and Other Current Assets		Other Assets		Other Accrued Liabilities		Other Liabilities, net		Quoted Prices in Active Markets for Identical Instruments (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Derivatives designated as cash flow hedging instruments:
Interest rate caps	$	3.3	$	18.6	$	—	$	—	$	—	$	21.9	$	—
Other:
Investments held in a rabbi trust	$	—	$	10.8	$	—	$	—	$	10.8	$	—	$	—
ERP liabilities	$	—	$	—	$	3.4	$	12.8	$	—	$	16.2	$	—

Our derivatives are valued using a discounted cash flow analysis that incorporates observable market parameters, such as interest rate yield curves and currency rates, classified as Level 2 within the valuation hierarchy. Derivative valuations incorporate credit risk adjustments that are necessary to reflect the probability of default by us or the counterparty.

The fair value measurements of the ERP liabilities, which are based on Level 2 inputs of the fair value hierarchy, and changes in fair value measurements, are derived principally from observable market data.

At December 31, 2012, the fair value of our variable rate term debt and bonds were estimated at $3.1 billion, compared to a carrying amount of $2.9 billion, net of original issuance discount. At December 31, 2011, the fair value of our variable rate term debt and bonds was estimated at $2.9 billion, compared to a carrying amount of $3.0 billion, net of original issuance discount. Fair value of variable rate term debt and the Discount Notes was estimated using inputs based on bid and offer prices and are Level 2 inputs within the fair value hierarchy. Fair value of the Senior Notes was estimated using quoted market prices and are Level 1 inputs within the fair value hierarchy.

Certain nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis. These assets and liabilities are not measured at fair value on an ongoing basis but are subject to periodic impairment tests. These items primarily include long-lived assets, goodwill, the Brand and other intangible assets. Refer to Note 2 for inputs and valuation techniques used to measure fair value of these nonfinancial assets.

With respect to our assets held for sale recorded at fair value, the fair value measurements are typically based on binding purchase prices from acquirers of Company restaurants that we plan to refranchise. In certain cases, our corporate development team may develop fair value estimates for assets held for sale for which there is no binding purchase price. These fair value measurements, which are based on Level 3 inputs, and changes in fair value measurements are reviewed and assessed each quarter for assets classified as held for sale by our corporate development team. Our corporate development team utilizes its knowledge of the FFHR industry and historical experience in refranchising transactions in establishing the valuation process, which is generally based on a market approach. Under the market approach, our corporate development team uses transaction prices for refranchisings that were recently completed, adjusting where necessary for factors specific to the assets held for sale.

At December 31, 2012, assets held for sale totaled $23.9 million and consisted primarily of goodwill and machinery and equipment to be sold in connection with refranchisings. We did not have assets classified as held for sale at December 31, 2011. Assets held for sale are included with Prepaids and Other Current Assets, net in our consolidated balance sheets.

We assess the fair value less costs to sell of assets held for sale each reporting period they remain classified as held for sale. We report subsequent changes in the fair value less costs to sell of assets held for sale as an adjustment to the carrying amount of the assets held for sale. However, the adjusted carrying amount cannot exceed the carrying amount of the long-lived asset at the time it was initially classified as held for sale. During 2012, we recorded impairment losses of $13.2 million associated with long-lived assets for Company restaurants we classified as held for sale in the U.S. We did not record any impairment charges associated with assets held for sale during 2011.

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Other Operating (Income) Expenses, Net (Details Textual) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended			1 Months Ended	12 Months Ended	1 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012 Restaurant	Dec. 31, 2011	May 30, 2012 Restaurant states	May 30, 2012 Carrols Investment [Member]	Dec. 31, 2012 Carrols Investment [Member]	May 30, 2012 China Investment [Member] Restaurant	Dec. 31, 2012 China Investment [Member]	Jun. 30, 2012 China Investment [Member] Restaurant
Other Operating Income Expense Net (Additional Textual) [Abstract]
Percentage of ownership of the capital stock		65.00%			28.90%
Total cash payments					$ 16.2
Total cash payments							2.2
Payments associated with the right of first refusal					4.0
Term over of first refusal payable					5 years
Gain on the refranchisings including initial franchise fees						18.7
Gain (Loss) on sale of assets and asset impairment charges	(5.8)	(30.8)	(6.2)		23.1			26.4
Aggregate purchase price for acquisitions							17.3
Number of restaurants									44
Number of restaurants acquired							22
Net Loss on the refranchisings transactions						4.4
Other Operating (Income) Expense, Net (Textual) [Abstract]
Completion of plan for disposal of assets, period				278
No of states of franchise sales of burger king				20
Franchise royalties	107.4	603.5	565.5
Additional restaurants refranchised to franchisees		0
Refranchising related Equity Method Investments		$ 98.6

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Franchise and Property Revenues

12 Months Ended

Dec. 31, 2012

Franchise and Property Revenues [Abstract]

Franchise and Property Revenues

Note 17.    Franchise and Property Revenues

Franchise and property revenues consist of the following (in millions):

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Franchise royalties	$	603.5	$	565.5	$	107.4	$	165.2	$	529.5
Property revenues		151.3		111.2		23.5		34.0		113.7
Initial franchise fees		19.0		13.3		2.6		1.7		10.9
Renewal franchise fees and other related fees		23.5		7.0		1.6		2.3		8.8
Total	$	797.3	$	697.0	$	135.1	$	203.2	$	662.9

Refer to Note 9 for the components of property revenues.

The following table presents information relating to the analysis of our restaurant count for the geographic areas and periods indicated.

	U.S. & Canada			EMEA			LAC			APAC			Total
Number of Company restaurants:
Restaurant count at December 31, 2011		939			192			97			67			1,295
Openings		2			—			3			2			7
Closures		(6	)		(1	)		—			(6	)		(13	)
Acquisitions		2			—			—			22			24
Refranchisings		(754	)		(59	)		—			(82	)		(895	)
Restaurant count at December 31, 2012		183			132			100			3			418
Number of franchise restaurants:
Restaurant count at December 31, 2011		6,561			2,690			1,125			841			11,217
Openings		68			313			174			136			691
Closures		(88	)		(73	)		(9	)		(30	)		(200	)
Acquisitions		(2	)		—			—			(22	)		(24	)
Refranchisings		754			59			—			82			895
Restaurant count at December 31, 2012		7,293			2,989			1,290			1,007			12,579
Number of system-wide restaurants:
Restaurant count at December 31, 2011		7,500			2,882			1,222			908			12,512
Openings		70			313			177			138			698
Closures		(94	)		(74	)		(9	)		(36	)		(213	)
Acquisitions		—			—			—			—			—
Refranchisings		—			—			—			—			—
Restaurant count at December 31, 2012		7,476			3,121			1,390			1,010			12,997

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Pension and Post Retirement Medical Benefits (Details 4)	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010 International Pension Plans [Member]	Dec. 31, 2012 International Pension Plans [Member]	Dec. 31, 2011 International Pension Plans [Member]	Oct. 18, 2010 International Pension Plans [Member] Predecessor [Member]	Jun. 30, 2010 International Pension Plans [Member] Predecessor [Member]	Dec. 31, 2010 US Pension Plans Defined Benefit [Member]	Dec. 31, 2012 US Pension Plans Defined Benefit [Member]	Dec. 31, 2011 US Pension Plans Defined Benefit [Member]	Oct. 18, 2010 US Pension Plans Defined Benefit [Member] Predecessor [Member]	Jun. 30, 2010 US Pension Plans Defined Benefit [Member] Predecessor [Member]	Dec. 31, 2010 US Retiree Medical Defined Benefit [Member]	Dec. 31, 2012 US Retiree Medical Defined Benefit [Member]	Dec. 31, 2011 US Retiree Medical Defined Benefit [Member]	Oct. 18, 2010 US Retiree Medical Defined Benefit [Member] Predecessor [Member]	Jun. 30, 2010 US Retiree Medical Defined Benefit [Member] Predecessor [Member]
Weighted average assumption used in computing net periodic benefit cost
Discount rate	5.15%	4.86%	5.38%	5.09%	6.07%	5.06%	4.58%	5.35%	5.16%	6.37%	5.06%	4.58%	5.35%	5.16%	6.37%
Range of compensation rate increase	3.66%	3.47%	3.79%	3.58%	3.57%
Expected long-term rate of return on plan assets	6.10%	5.25%	6.49%	6.37%	6.42%	7.50%	6.50%	7.50%	7.50%	7.50%

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Franchise and Property Revenues (Tables)

12 Months Ended

Dec. 31, 2012

Franchise and Property Revenues [Abstract]

Summary of franchise and property revenues

Franchise and property revenues consist of the following (in millions):

	Successor						Predecessor
	2012		2011		October 19, 2010 to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Franchise royalties	$	603.5	$	565.5	$	107.4	$	165.2	$	529.5
Property revenues		151.3		111.2		23.5		34.0		113.7
Initial franchise fees		19.0		13.3		2.6		1.7		10.9
Renewal franchise fees and other related fees		23.5		7.0		1.6		2.3		8.8
Total	$	797.3	$	697.0	$	135.1	$	203.2	$	662.9

Restaurant count for the geographic areas

The following table presents information relating to the analysis of our restaurant count for the geographic areas and periods indicated.

	U.S. & Canada			EMEA			LAC			APAC			Total
Number of Company restaurants:
Restaurant count at December 31, 2011		939			192			97			67			1,295
Openings		2			—			3			2			7
Closures		(6	)		(1	)		—			(6	)		(13	)
Acquisitions		2			—			—			22			24
Refranchisings		(754	)		(59	)		—			(82	)		(895	)
Restaurant count at December 31, 2012		183			132			100			3			418
Number of franchise restaurants:
Restaurant count at December 31, 2011		6,561			2,690			1,125			841			11,217
Openings		68			313			174			136			691
Closures		(88	)		(73	)		(9	)		(30	)		(200	)
Acquisitions		(2	)		—			—			(22	)		(24	)
Refranchisings		754			59			—			82			895
Restaurant count at December 31, 2012		7,293			2,989			1,290			1,007			12,579
Number of system-wide restaurants:
Restaurant count at December 31, 2011		7,500			2,882			1,222			908			12,512
Openings		70			313			177			138			698
Closures		(94	)		(74	)		(9	)		(36	)		(213	)
Acquisitions		—			—			—			—			—
Refranchisings		—			—			—			—			—
Restaurant count at December 31, 2012		7,476			3,121			1,390			1,010			12,997

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Stockholders' Equity (Details Textual) (USD $) In Millions, except Per Share data, unless otherwise specified	1 Months Ended	3 Months Ended			12 Months Ended				12 Months Ended				1 Months Ended	3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended
	Nov. 29, 2012	Dec. 31, 2010	Sep. 30, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010	Dec. 16, 2011	Dec. 31, 2012 BKH [Member]	Dec. 31, 2011 BKH [Member]	Dec. 31, 2012 Retained Earnings [Member]	Dec. 31, 2011 Retained Earnings [Member]	Oct. 31, 2010 Predecessor [Member]	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Oct. 18, 2010 Predecessor [Member] Retained Earnings [Member]	Dec. 31, 2012 Predecessor [Member] Retained Earnings [Member]	Jun. 30, 2010 Predecessor [Member] Retained Earnings [Member]
Stockholders Equity (Textual) [Abstract]
Dividends per common share	$ 0.04				$ 0.04	$ 1.13							$ 0.0625	$ 0.06	$ 0.25	$ 0.06	$ 0.04	$ 0.25
Record Date for dividend paid			Sep. 14, 2010		Nov. 09, 2012
Aggregate dividend paid by predecessor					$ 14.0	$ 393.4					$ 14.0			$ 8.6	$ 34.2	$ 8.6		$ 34.2
Aggregate dividend paid										7.6
Tax effect on change in fair value of investment hedges		0		1.1	4.2	0	2.6							0	0
Tax effect on amounts reclassified to earnings during the period from terminated caps/swaps		0		0.2	4.5	0.4	0.6							0.2	0.6
Tax effect on pension and post-retirement benefit plans		3.9		3.1	0.2	5.8	11.3							3.1	11.3
Tax effect on amortization prior service costs		0			1.0	0								0	0
Payment of Dividend From Proceeds of Discount notes								393.4
Number of shares issued under bonus program									1.5
Proceeds from issue of shares under bonus program									5.4
Annual bonus election, common shares issued to shares					1.5
Annual bonus election, common shares issued to shares, value					$ 5.4

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Leases (Tables)

12 Months Ended

Dec. 31, 2012

Leases [Abstract]

Summary of Assets lease, property and equipment, net

Assets leased to franchisees and other third parties under operating leases that are included within our property and equipment, net was as follows (in millions):

	As of December 31,
	2012			2011
Land	$	399.5		$	263.6
Buildings and improvements		361.3			158.7
Restaurant equipment		4.8			16.9
		765.6			439.2
Accumulated depreciation		(95.7	)		(38.6	)
	$	669.9		$	400.6

Summary of Net investment, direct financing leases

Our net investment in direct financing leases was as follows (in millions):

	As of December 31,
	2012			2011
Future rents to be received
Future minimum lease receipts	$	213.0		$	318.5
Contingent rents(1)		104.8			154.5
Estimated unguaranteed residual value		25.6			29.6
Unearned income		(145.8	)		(244.9	)
Allowance on direct financing leases		(0.8	)		(1.1	)
		196.8			256.6
Current portion included within trade receivables		(16.4	)		(14.4	)
Net investment in property leased to franchisees	$	180.4		$	242.2

(1) Amounts represent estimated contingent rents recorded in connection with the acquisition method of accounting.

Summary of future minimum lease receipts and commitments

As of December 31, 2012, future minimum lease receipts and commitments were as follows (in millions):

	Lease Receipts				Lease Commitments
	Direct Financing Leases		Operating Leases		Capital Leases			Operating Leases
2013	$	25.2	$	126.3	$	(18.2	)	$	(133.3	)
2014		24.4		118.4		(17.7	)		(126.6	)
2015		24.0		111.8		(16.4	)		(118.0	)
2016		23.4		107.2		(15.0	)		(109.9	)
2017		20.2		103.8		(13.3	)		(99.9	)
Thereafter		95.8		1,060.4		(18.5	)		(600.3	)
Total	$	213.0	$	1,627.9	$	(99.1	)	$	(1,188.0	)

Summary of property revenues from operating leases and earned income on direct financing leases with franchisees

Property revenues are comprised primarily of rental income from operating leases and earned income on direct financing leases with franchisees as follows (in millions):

	Successor						Predecessor
	2012		2011		October 19, 2010  to December 31, 2010		July 1, 2010 to October 18, 2010		Fiscal 2010
Rental income:
Minimum	$	108.1	$	72.9	$	16.0	$	21.9	$	73.1
Contingent		17.4		0.3		—		4.9		17.9
Amortization of favorable and unfavorable income lease contracts, net		6.3		6.6		1.3		—		—
Total rental income		131.8		79.8		17.3		26.8		91.0
Earned income on direct financing leases		19.5		31.4		6.2		7.2		22.7
Total property revenues	$	151.3	$	111.2	$	23.5	$	34.0	$	113.7

Summary of rent expense associated with the lease commitments

Rent expense associated with the lease commitments is as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Rental expense:
Minimum	$	148.8		$	167.3		$	27.8		$	47.4		$	168.9
Contingent		9.3			4.5			1.3			2.0			7.4
Amortization of favorable and unfavorable payable lease contracts, net		(2.4	)		(3.4	)		(0.9	)		(3.9	)		(15.0	)
Total rental expense	$	155.7		$	168.4		$	28.2		$	45.5		$	161.3

Impact of favorable and unfavorable lease amortization on operating income

The impact of favorable and unfavorable lease amortization on operating income is as follows (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010		Fiscal 2010
Franchise and property revenues	$	6.3		$	6.6		$	1.3		$	—	$	—
Company restaurant expenses:
Occupancy and other operating costs		3.4			4.1			1.0			2.6		10.4
Franchise and property expenses		(1.0	)		(0.7	)		(0.1	)		1.3		4.6

Estimated future amortization of favorable and unfavorable lease contracts

Estimated future amortization of favorable and unfavorable lease contracts subject to amortization are as follows (in millions):

	Company Restaurants Occupancy and Other Operating Expenses					Franchise and Property Revenue					Franchise and Property Expenses
	Favorable		Unfavorable			Favorable		Unfavorable			Favorable		Unfavorable
2013	$	2.5	$	(9.5	)	$	4.8	$	(10.0	)	$	9.8	$	(4.7	)
2014		2.3		(8.5	)		4.3		(9.5	)		9.6		(4.1	)
2015		2.1		(7.2	)		3.8		(9.1	)		9.1		(3.5	)
2016		2.0		(6.4	)		3.5		(8.8	)		8.6		(3.2	)
2017		1.7		(5.1	)		3.3		(8.4	)		8.3		(2.8	)
Thereafter		8.0		(22.0	)		16.9		(32.9	)		42.3		(13.4	)
Total	$	18.6	$	(58.7	)	$	36.6	$	(78.7	)	$	87.7	$	(31.7	)

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Share-based Compensation (Details 1) (USD $) Share data in Thousands, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Summary of Option Activity under the various plan
Share-based Compensation, Option outstanding beginning	12,537
Share-based Compensation Arrangement, option granted	7,770
Stock options exercised	464
Share-based Compensation Arrangement, option forfeited	3,485
Share-based Compensation, Option outstanding Ending	16,358	12,537
Share-based Compensation Arrangement, option expected to vest	14,079
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance	$ 3.54
Share-based Compensation Arrangements Options, Grants in Period, Weighted Average Exercise Price	$ 3.97
Share Based Compensation Arrangements Options , Exercises in Period Weighted Average Exercise Price	$ 3.54
Share-based Compensation Arrangements Options, Forfeitures in Period, Weighted Average Exercise Price	$ 3.61
Share-based Compensation Arrangement Options, Outstanding, Weighted Average Exercise price ,Ending	$ 3.73	$ 3.54
Share-based Compensation Arrangement Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price	$ 3.73
Share-based Compensation Arrangement Options, Outstanding, Intrinsic Value , beginning
Share-based Compensation Arrangement Options, Grants in Period, Grant Date Intrinsic Value
Share-based Compensation Arrangement Options, Exercises in Period, Total Intrinsic Value		0
Share-based Compensation Arrangement Options, Forfeitures and Expirations in Period, Weighted Average Intrinsic Value
Share-based Compensation Arrangement Options, Outstanding, Intrinsic Value , ending	210,490,000
Share-based Compensation Arrangement Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value	$ 178,917,000
Share-based Compensation Arrangement Options, Outstanding, Weighted Average Remaining Contractual Term beginning	8 years 7 months 6 days
Share-based Compensation Arrangement Options, Granted ,Weighted Average Remaining Contractual Term 2
Share-Based Compensation Arrangement Options, Exercised, Weighted Average Remaining Contractual Term 2
Share-Based Compensation Arrangement Options, Forfeited, Weighted Average Remaining Contractual Term 2
Share-based Compensation Arrangement Options, Outstanding, Weighted Average Remaining Contractual Term ending	8 years 7 months 6 days
Share-based Compensation Arrangement Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term	8 years 7 months 6 days

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Consolidated Statements of Comprehensive Income (Loss) (USD $) In Millions, unless otherwise specified	3 Months Ended									12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor	Jun. 30, 2010 Predecessor
Net income (loss)	$ (115.7)	$ 48.6	$ 6.6	$ 48.2	$ 14.3	$ 25.0	$ 38.8	$ 30.2	$ (5.9)	$ 117.7	$ 88.1	$ 71.1	$ 186.8
Foreign currency translation adjustment	(48.5)									15.5	(44.3)	13.3	(4.4)
Net change in fair value of net investment hedges (net of tax of $4.2, 0, 0, 0, and 0)										(6.6)
Net change in fair value of interest rate caps/swaps (net of tax of $6.4, $26.4, $13.9, $1.1 and $2.6)	21.9									(10.0)	(40.9)	1.7	4.1
Amounts reclassified to earnings during the period from terminated caps/swaps (net of tax of $4.5, $0.4, $0.2 and $0.6)										7.0	(0.6)	(0.2)	(1.0)
Pension and post-retirement benefit plans (net of tax of $0.2, $5.8, $3.9, $3.1 and $11.3)	8.8									(1.3)	(9.7)	5.8	(19.7)
Amortization of prior service costs (net of tax of $1.0)										(1.6)
Other comprehensive income (loss), net of tax	(17.8)									3.0	(95.5)	20.6	(21.0)
Total comprehensive income (loss)	$ (133.5)									$ 120.7	$ (7.4)	$ 91.7	$ 165.8

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Income Taxes (Details 7) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2012
Operating Loss And Tax Credit Carryforwards [Abstract]
Total	$ 640.1
U.S. federal net operating loss carryforwards [Member]
Operating Loss And Tax Credit Carryforwards [Abstract]
Amount	52.8
Expiration Date	2031-2032
Non-U.S. net operating loss carryforwards [Member]
Operating Loss And Tax Credit Carryforwards [Abstract]
Amount	256.3
Expiration Date	2013-2032
Non-U.S. net operating loss carryforwards [Member]
Operating Loss And Tax Credit Carryforwards [Abstract]
Amount	180.5
Expiration Date	Indefinite
State net operating loss carryforwards [Member]
Operating Loss And Tax Credit Carryforwards [Abstract]
Amount	132.8
Expiration Date	2015-2032
U.S. foreign tax credits [Member]
Operating Loss And Tax Credit Carryforwards [Abstract]
Expiration Date	2015-2022
U.S. foreign tax credits	$ 17.7

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Description of Business and Organization

12 Months Ended

Dec. 31, 2012

Description of Business and Organization [Abstract]

Description of Business and Organization

Note 1.    Description of Business and Organization

Description of Business

Burger King Worldwide, Inc. (“BKW”, the “Company” or “we”) is a Delaware corporation formed on April 2, 2012, and is the indirect parent of Burger King Corporation (“BKC”), a Florida corporation that franchises and operates fast food hamburger restaurants, principally under the Burger King ^® brand. We are the world’s second largest fast food hamburger restaurant, or FFHR, chain as measured by the total number of restaurants. As of December 31, 2012, we owned or franchised a total of 12,997 restaurants in 86 countries and U.S. territories. Of these restaurants, 418 were Company restaurants and 12,579, or approximately 97% of all Burger King restaurants, were owned by our franchisees.

We generate revenue from three sources: (1) retail sales at Company restaurants, (2) franchise revenues, consisting primarily of royalties based on a percentage of sales reported by franchise restaurants and initial and renewal fees paid by franchisees, and (3) property income from properties that we lease or sublease to franchisees.

Restaurant sales are affected by the timing and effectiveness of our advertising, new products and promotional programs. Our results of operations also fluctuate from quarter to quarter as a result of seasonal trends and other factors, such as the timing of restaurant openings and closings and the refranchising or acquisition of franchise restaurants, as well as variability of the weather. Restaurant sales are typically higher in the spring and summer months when the weather is warmer than in the fall and winter months. Restaurant sales during the winter are typically highest in December, during the holiday shopping season. Our restaurant sales and Company restaurant margin are typically lowest during the winter months, which include February, the shortest month of the year. The timing of religious holidays may also impact restaurant sales.

The 2010 Transactions

On October 19, 2010 (referred to as the “3G Acquisition Date”), 3G Capital Partners Ltd., an investment firm based in New York City (referred to as “3G Capital”, or “Sponsor”), completed its acquisition of 100% (referred to as the “3G Acquisition”) of the equity of Burger King Holdings, Inc. (“Holdings”) through 3G Special Situations Fund II, LLP, an investment vehicle controlled by the Sponsor (“3G”). The 3G Acquisition was accounted for as a business combination using the acquisition method of accounting. As a result, our post-3G Acquisition financial statements reflect a new basis of accounting.

The 3G Acquisition and related financing transactions (collectively referred to as the “2010 Transactions”) required total cash of approximately $4.3 billion, including transaction costs. The 2010 Transactions were financed with $1.56 billion in equity contributed by 3G, proceeds from the issuance of new term loans consisting of a $1.51 billion tranche denominated in U.S. dollars and a €250 million tranche denominated in Euros, the net proceeds from the issuance of $800 million of Senior Notes and $69.4 million of cash on hand.

In 2010, fees and expenses related to the 2010 Transactions totaled $94.9 million, including (1) $43.2 million consisting principally of investment banking fees and legal fees (which are classified as selling, general and administrative expenses), (2) compensation related expenses of $38.2 million (which are classified as selling, general and administrative expenses) and (3) commitment fees of $13.5 million associated with the bridge loan available at the closing of the 2010 Transactions (which are classified as interest expense during the period of October 19, 2010 to December 31, 2010). Debt issuance costs capitalized in connection with the issuance of debt to fund the 2010 Transactions totaled $69.2 million which were classified as Other Assets.

The computations of consideration and the final allocation of consideration to the net tangible and intangible assets acquired and liabilities assumed are presented in the tables below (in millions):

Cash paid for shares outstanding(1)	$	3,277.3
Settlement of outstanding share-based compensation		48.1
Total consideration	$	3,325.4

	October 19, 2010
Current assets	$	508.2
Property and equipment		1,118.0
Intangible assets		2,945.8
Net investment in property leased to franchisees		261.6
Other assets, net		58.6
Current liabilities		(454.1	)
Term debt		(667.4	)
Capital leases		(106.8	)
Other liabilities		(402.6	)
Deferred income taxes, net		(616.7	)
Net assets acquired	$	2,644.6
Excess purchase price attributed to goodwill	$	680.8

(1) Represents cash paid, based on a $24.00 per share price, for 136,555,642 outstanding shares.

We assigned $260.3 million of goodwill to our U.S. and Canada segment (also referred to as “U.S. and Canada”), $216.4 million to our Europe, Middle East and Africa segment (also referred to as “EMEA”), $137.9 million to our Latin America and Caribbean segment (also referred to as “LAC”) and $66.2 million to our Asia Pacific segment (also referred to as “APAC”). None of the goodwill is expected to be deductible for income tax purposes.

The following information represents the unaudited supplemental pro forma results of the Company’s consolidated operations as if the 2010 Transactions occurred on July 1, 2009, after giving effect to certain adjustments, including depreciation and amortization of the assets acquired and liabilities assumed based on their estimated fair values and changes in interest expense resulting from changes in consolidated debt (in millions):

	Transition Period July 1, 2010 — December 31, 2010			Fiscal Year Ended June 30, 2010
Revenue	$	1,185.2		$	2,505.8
Net income (loss)	$	(55.1	)	$	128.2

Financial information through but not including the 3G Acquisition Date is referred to as “Predecessor” company information, which has been prepared using our previous basis of accounting. The financial information beginning October 19, 2010 is referred to as “Successor” company information and reflects the financial statement effects of recording fair value adjustments and the capital structure resulting from the 2010 Transactions. Unless the context otherwise requires, all references to “Successor” refer to BKW for the periods subsequent to the 3G Acquisition. Our Predecessor operated under a different ownership and capital structure and the application of acquisition accounting affects the comparability of results of operations for periods before and after the 3G Acquisition. Black lines have been drawn to separate the Successor’s financial information from that of our Predecessor.

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Trade and Notes Receivable, net (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Trade and notes receivable, net
Trade accounts receivable	$ 195.6	$ 173.5
Notes receivable, current portion	3.1	0.6
Trade and Notes Receivable, gross	198.7	174.1
Allowance for doubtful accounts	(19.7)	(21.3)
Total, net	$ 179.0	$ 152.8

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Income Taxes (Details 1) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]
Domestic
Federal	$ (44.0)	$ 19.0	$ 19.3	$ 7.1	$ 64.7
State, net of federal income tax benefit	(0.9)	1.1	(0.5)	1.7	4.6
Foreign	2.2	13.0	14.3	3.5	11.3
Current Income Tax Expense (Benefit)	(42.7)	33.1	33.1	12.3	80.6
Domestic
Federal	6.5	(1.0)	(13.6)	9.2	14.4
State, net of federal income tax benefit	(3.1)	1.6	0.1	1.2	3.1
Foreign	11.1	8.3	7.0	(6.9)	(0.6)
Total	(12.9)	8.9	(27.3)	(1.4)	16.9
Total	$ (28.2)	$ 42.0	$ 26.6	$ 15.8	$ 97.5

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Share-based Compensation (Details)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Fair value assumption under stock option plan
Risk-free interest rate	1.03%	1.93%
Expected term (in years)	5 years 6 months	5 years
Expected volatility	35.00%	35.00%
Expected dividend yield	0.00%	0.00%

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Long-Term Debt (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		12 Months Ended
	Dec. 31, 2010	Oct. 18, 2010	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010
Summary of long-term debt
Total debt			$ 2,950.2	$ 3,034.5
Less: current maturities of debt			(45.1)	(24.2)
Total long-term debt			2,905.1	3,010.3
Tranche A Term Loans [Member]
Summary of long-term debt
Maturity dates			2017
Total debt			1,023.6
Interest rates			3.10%
Tranche B Term Loans [Member]
Summary of long-term debt
Maturity dates			2019
Total debt			695.1
Interest rates			4.50%
Secured Term Loan - USD tranche [Member]
Summary of long-term debt
Total debt				1,519.5
Interest rates	6.80%		5.40%	5.50%
Secured Term Loan - Euro tranche [Member]
Summary of long-term debt
Total debt				246.8
Interest rates	7.10%		5.60%	5.80%
9 7/8% Senior Notes [Member]
Summary of long-term debt
Maturity dates			2018
Total debt			794.5	797.5
Interest rates	10.20%		10.10%	10.10%
11.0% Discount Notes [Member]
Summary of long-term debt
Maturity dates			2019
Total debt			407.1	424.4
Interest rates			11.50%	11.50%
Deferred Premiums on interest rate caps - USD [Member]
Summary of long-term debt
Maturity dates			2016
Total debt			29.0	35.8
Interest rates	2.50%		2.50%	2.50%
Deferred Premiums on interest rate caps - EURO [Member]
Summary of long-term debt
Maturity dates			2016
Total debt				7.3
Interest rates	2.90%		2.90%	2.90%
Other [Member]
Summary of long-term debt
Maturity dates
Total debt			$ 0.9	$ 3.2

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Other Operating (Income) Expenses, Net

12 Months Ended

Dec. 31, 2012

Other Operating (Income) Expenses, Net [Abstract]

Other Operating (Income) Expenses, net

Note 18.    Other Operating (Income) Expenses, net

Other operating (income) expenses, net, consist of the following (in millions):

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Net (gains) losses on disposal of assets, restaurant closures and refranchisings	$	30.8		$	6.2		$	5.8		$	(3.2	)	$	(2.4	)
Litigation settlements and reserves, net		1.7			1.3			3.5			1.5			(0.2	)
Foreign exchange net gains		(4.2	)		(4.6	)		(21.4	)		(1.4	)		(3.3	)
Loss on termination of interest rate cap		8.7			—			—			—			—
Equity in net loss from unconsolidated affiliates		4.1			1.2			0.3			0.5			0.1
Other, net		12.2			7.2			3.1			(1.0	)		5.1
Other operating (income) expense, net	$	53.3		$	11.3		$	(8.7	)	$	(3.6	)	$	(0.7	)

Closures and Dispositions

Gains and losses on closures and dispositions represent sales of Company properties and other costs related to restaurant closures and refranchisings, and are recorded in other operating (income) expenses, net in the accompanying consolidated statements of operations. Gains and losses recognized in the current period may reflect closures and refranchisings that occurred in previous periods.

Net (gains) losses on disposal of assets, restaurant closures and refranchisings consisted of net (gains) losses associated with refranchisings, impairment losses associated with long-lived assets for Company restaurants and net losses associated with asset disposals and restaurant closures.

During 2012, non-cash investing activities included $98.6 million in equity method investments associated with refranchisings. Equity method investments are classified as other assets, net in our consolidated balance sheets. Our interest in the loss from our equity method investments was not material to our consolidated statements of operations during 2012 or 2011. Significant equity method investments in 2012 included the following:

On May 30, 2012, we completed the refranchising of 278 Company restaurants to Carrols Restaurant Group, Inc. (“Carrols”), including the assignment to Carrols of our right of first refusal on franchise sales of Burger King ^® restaurants in 20 states. Total consideration included a 28.9% equity interest in Carrols and total cash payments of approximately $16.2 million, of which approximately $4.0 million, associated with a right of first refusal, is payable over five years. We recorded a net loss of $4.4 million associated with this refranchising.

In May 2012, we completed the acquisition of the equity interests we did not previously hold in two former equity method investments in China for total consideration of $17.3 million. In June 2012, we contributed the equity interests in our 44 Company restaurants in China, including the 22 restaurants we acquired in May 2012, to an entity established to develop the China market (the “China Venture”). Total consideration received by the Company in exchange for these contributions included a significant minority equity interest in the China Venture and a cash payment of approximately $2.2 million. The aggregate gain related to the acquisition of the majority interest in the former equity method investments in China and the contribution of the 44 restaurants to the China Venture was $26.4 million during 2012 and is included in net (gains) losses on disposal of assets, restaurant closures and refranchisings.

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Segment Reporting (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended									12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended
	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Dec. 31, 2010 U.S. and Canada [Member]	Dec. 31, 2012 U.S. and Canada [Member]	Dec. 31, 2011 U.S. and Canada [Member]	Oct. 18, 2010 U.S. and Canada [Member] Predecessor [Member]	Jun. 30, 2010 U.S. and Canada [Member] Predecessor [Member]	Dec. 31, 2010 EMEA [Member]	Dec. 31, 2012 EMEA [Member]	Dec. 31, 2011 EMEA [Member]	Oct. 18, 2010 EMEA [Member] Predecessor [Member]	Jun. 30, 2010 EMEA [Member] Predecessor [Member]	Dec. 31, 2010 LAC [Member]	Dec. 31, 2012 LAC [Member]	Dec. 31, 2011 LAC [Member]	Oct. 18, 2010 LAC [Member] Predecessor [Member]	Jun. 30, 2010 LAC [Member] Predecessor [Member]	Dec. 31, 2010 APAC [Member]	Dec. 31, 2012 APAC [Member]	Dec. 31, 2011 APAC [Member]	Oct. 18, 2010 APAC [Member] Predecessor [Member]	Jun. 30, 2010 APAC [Member] Predecessor [Member]
Revenues by geographic segment
Total revenues	$ 466.8	$ 404.5	$ 451.1	$ 540.8	$ 569.9	$ 580.6	$ 607.7	$ 595.4	$ 552.0	$ 1,966.3	$ 2,335.7	$ 717.7	$ 2,502.2	$ 315.5	$ 1,261.1	$ 1,569.1	$ 483.2	$ 1,695.2	$ 104.7	$ 472.9	$ 525.6	$ 169.1	$ 635.4	$ 24.8	$ 134.4	$ 128.1	$ 34.0	$ 109.0	$ 21.8	$ 97.9	$ 112.9	$ 31.4	$ 62.6

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Supplemental Financial Information (Details 2) (USD $) In Millions, unless otherwise specified	1 Months Ended	3 Months Ended									12 Months Ended				3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended			3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended			3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended			3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended			3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended			3 Months Ended	12 Months Ended
	Oct. 31, 2010	Dec. 31, 2010	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2012	Dec. 31, 2011	Jun. 30, 2010	Oct. 18, 2010	Oct. 18, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member]	Jun. 30, 2010 Predecessor [Member] Revolving Credit Facility [Member]	Dec. 31, 2010 Issuer [Member]	Dec. 31, 2012 Issuer [Member]	Dec. 31, 2011 Issuer [Member]	Jun. 30, 2010 Issuer [Member]	Oct. 18, 2010 Issuer [Member] Predecessor [Member]	Jun. 30, 2010 Issuer [Member] Predecessor [Member]	Jun. 30, 2010 Issuer [Member] Predecessor [Member] Revolving Credit Facility [Member]	Dec. 31, 2010 Guarantors [Member]	Dec. 31, 2012 Guarantors [Member]	Dec. 31, 2011 Guarantors [Member]	Jun. 30, 2010 Guarantors [Member]	Oct. 18, 2010 Guarantors [Member] Predecessor [Member]	Jun. 30, 2010 Guarantors [Member] Predecessor [Member]	Jun. 30, 2010 Guarantors [Member] Predecessor [Member] Revolving Credit Facility [Member]	Dec. 31, 2010 Non-Guarantors [Member]	Dec. 31, 2012 Non-Guarantors [Member]	Dec. 31, 2011 Non-Guarantors [Member]	Jun. 30, 2010 Non-Guarantors [Member]	Oct. 18, 2010 Non-Guarantors [Member] Predecessor [Member]	Jun. 30, 2010 Non-Guarantors [Member] Predecessor [Member]	Jun. 30, 2010 Non-Guarantors [Member] Predecessor [Member] Revolving Credit Facility [Member]	Dec. 31, 2010 Eliminations [Member]	Dec. 31, 2012 Eliminations [Member]	Dec. 31, 2011 Eliminations [Member]	Jun. 30, 2010 Eliminations [Member]	Oct. 18, 2010 Eliminations [Member] Predecessor [Member]	Jun. 30, 2010 Eliminations [Member] Predecessor [Member]	Jun. 30, 2010 Eliminations [Member] Predecessor [Member] Revolving Credit Facility [Member]	Dec. 31, 2010 BKW [Member]	Dec. 31, 2012 BKW [Member]	Dec. 31, 2011 BKW [Member]	Jun. 30, 2010 BKW [Member]	Dec. 31, 2010 BKCH [Member]	Dec. 31, 2012 BKCH [Member]	Dec. 31, 2011 BKCH [Member]	Jun. 30, 2010 BKCH [Member]
Cash flows from operating activities:
Net income (loss)		$ (115.7)	$ 48.6	$ 6.6	$ 48.2	$ 14.3	$ 25.0	$ 38.8	$ 30.2	$ (5.9)	$ 117.7	$ 88.1			$ 71.1	$ 186.8		$ (100.7)	$ 163.2	$ 107.0		$ 71.1	$ 186.8		$ (101.6)	$ 163.2	$ 107.0		$ 71.1	$ 186.8		$ (25.1)	$ 143.3	$ 88.5		$ 29.5	$ 43.8		$ 329.0	$ (599.2)	$ (390.4)		$ (100.6)	$ (230.6)		$ (115.7)	$ 117.7	$ 88.1		$ (101.6)	$ 129.5	$ 87.9
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Equity in net loss from unconsolidated affiliates		0.3									4.1	1.2			0.5	0.1		25.1	(143.3)	(88.5)		(29.5)	(43.8)		100.7	(163.2)	(107.0)		(71.1)	(186.8)									(329.0)	599.2	390.4		100.6	230.6		101.6	(129.5)	(87.9)		101.6	(163.2)	(107.0)
Depreciation and amortization		27.6									114.2	136.4			31.2	111.7		16.6	75.6	91.2		22.4	81.0									11.0	38.6	45.2		8.8	30.7															0
Transaction costs		17.2											17.2																																				17.2
Loss on early extinguishment of debt											34.2	21.1							24.5	21.4																															9.7	(0.3)
Amortization of deferred financing costs and debt issuance discount		2.6									57.0	46.3			0.6	2.1		2.6	12.9	14.5		0.6	2.1																												44.1	31.8
Equity in net loss from unconsolidated affiliates											4.1								2.5														1.6
(Gain) loss on remeasurement of foreign denominated transactions		(3.2)									(8.2)	0.4			(41.5)	40.9		(2.0)	(6.6)	0.6		(43.2)	44.4									(1.2)	(1.6)	(0.2)		1.7	(3.5)
Amortization of prior service costs											(2.5)
Realized loss (gain) on terminated caps/swaps											11.8	0.5	(1.6)		(0.4)	(1.6)			11.8	0.5	(1.6)	(0.4)													0
Loss (gain) on refranchisings and dispositions of assets		0.8									27.0	(1.0)			(4.6)	(9.5)		0.8	35.3	(4.1)		(1.1)	(3.3)										(8.3)	3.1		(3.5)	(6.2)
Impairment on non-restaurant properties		0.6										2.3			0.1	2.9		0.6		2.0		0.1	2.3											0.3			0.6
Bad debt expense (recoveries), net		2.8									(0.8)	6.1			2.1	0.8		2.1	(1.5)	6.0		1.2	(0.7)									0.7	0.7	0.1		0.9	1.5
Share-based compensation											12.2	6.4			5.8	17.0			10.9	4.7		5.2	14.3										1.3	1.7		0.6	2.7
Deferred income taxes		(12.9)									8.9	(27.3)			(1.4)	16.9		(20.4)	11.0	(36.8)		5.8	16.0									10.6	8.1	6.4		(7.2)	0.9									(3.1)	(1.1)				(9.1)	3.1
Changes in current assets and liabilities, excluding acquisitions and dispositions:
Trade and notes receivable		(32.5)									(22.2)	(6.0)			32.0	(15.9)		(25.8)	(22.6)	(9.6)		29.7	(9.8)									(6.7)	0.4	3.6		2.3	(6.1)
Prepaids and other current assets		(70.6)									(7.0)	105.5			(2.2)	(1.4)		(72.6)	(4.2)	96.4		1.8	0.2									2.0	(2.8)	9.1		(4.0)	(1.6)
Accounts and drafts payable		(26.5)									(23.9)	8.7			9.0	(20.8)		(35.4)	(12.1)	2.8		21.0	(18.9)									8.9	(11.8)	5.9		(12.0)	(1.9)
Accrued advertising		6.8									(32.3)	18.3			1.3	6.4		9.1	(40.8)	11.3		11.0	(0.5)									(2.3)	8.5	7.0		(9.7)	6.9
Other accrued liabilities		58.1									(40.3)	16.0			29.4	(22.3)		45.1	(7.4)	10.5		21.0	(20.6)									13.0	(19.3)	7.9		8.4	(1.7)										4.8				(18.4)	(2.4)
Other long-term assets and liabilities		18.1									(25.5)	(16.8)			(11.7)	(3.7)		21.8	(27.6)	12.3		(4.3)	(2.2)						(0.8)			(3.2)	2.1	(9.7)		(3.8)	(0.7)		(0.2)		(4.9)		(2.3)	(0.7)								(13.3)
Net cash provided by (used for) operating activities		(126.5)									224.4	406.2			121.3	310.4		(133.1)	79.1	242.2		112.4	245.7		(0.9)				(0.8)			7.7	160.8	168.9		12.0	65.4		(0.2)		(4.9)		(2.3)	(0.7)		0	(8.1)	0.2			(7.4)	(0.2)
Cash flows from investing activities:
Payments for property and equipment		(28.4)									(70.2)	(82.1)			(18.2)	(150.3)		(18.4)	(56.9)	(62.5)		(13.4)	(106.6)									(10.0)	(13.3)	(19.6)		(4.8)	(43.7)
Proceeds from refranchisings, disposition of asset and restaurant closures		5.7									104.9	29.9			9.6	21.5		2.2	88.8	15.6		2.9	12.7									3.5	16.1	14.3		6.7	8.8
Investments in / advances to unconsolidated affiliates												(4.5)								0														(4.5)
Payments for acquired franchisee operations, net of cash acquired											(15.3)					(14.0)							(0.1)										(15.3)				(13.9)
Return of investment on direct financing leases		2.1									14.2	14.6			2.6	8.2		1.9	12.9	13.5		2.3	7.4									0.2	1.3	1.1		0.3	0.8
Other investing activities		1.4										0.7			1.2	(0.3)		1.4		0.7		1.2	2.7											0		0	(3.0)
Net payment for purchase of BKH													(3,325.4)								0							(3,325.4)
Net cash provided by (used for) investing activities		(3,344.6)									33.6	(41.4)			(4.8)	(134.9)		(12.9)	44.8	(32.7)		7.0	(83.9)		(3,325.4)							(6.3)	(11.2)	(8.7)		2.2	(51.0)
Cash flows from financing activities:
Proceeds from term debt		1,837.1									1,733.5	1,860.0							1,733.5	1,860.0
Proceeds from Discount Notes												401.5																																								401.5
Repayments of term debt and capital leases		(3.2)									(1,766.8)	(1,874.5)			(23.5)	(67.7)		(3.2)	(1,764.1)	(1,870.8)		(23.1)	(66.1)										(2.7)	(3.7)		(0.4)	(1.6)
Borrowings under revolving credit facility																38.5	38.5							38.5
Extinguishment of debt		(731.8)									(112.8)	(70.6)					(38.5)	(731.8)	(50.2)	(63.0)				(38.5)																											(62.6)	(7.6)
Proceeds from new term loan and other debt													1,837.1															1,837.1
Proceeds from Senior Notes	800.0	800.0											800.0															800.0
Capital contribution from 3G													1,563.5															1,563.5
Capital distribution from Parent																				0.7	875.2		2.7				(0.7)	(875.2)									(2.7)
Payment of financing costs		(69.2)									(16.0)	(32.6)						(69.2)	(16.0)	(23.1)																																(9.5)
Dividends paid on common stock											(14.0)	(393.4)			(8.6)	(34.2)				(7.6)									(8.6)	(34.2)																	(14.0)	(385.8)
Proceeds from issuance of shares												1.6																																			1.5	1.6
Repurchases of common stock															(2.5)	(2.7)													(2.5)	(2.7)
Excess tax benefits from share-based compensation															1.1	3.5						1.1	3.4														0.1
Proceeds from Stock Options Exercised											1.5				4.0	4.2													4.0	4.2
Intercompany financing																		(3.9)	41.1	43.6		61.5	(45.4)		0.9				8.7	32.7		2.8	(131.6)	(48.5)		(72.5)	12.0		0.2		4.9		2.3	0.7			20.5	384.2			70.0	(384.2)
Net cash provided by (used for) financing activities		3,396.4									(174.6)	(108.0)			(29.5)	(96.9)		67.1	(55.7)	(60.2)		39.5	(110.8)		3,326.3		(0.7)		1.6			2.8	(134.3)	(52.2)		(72.9)	13.2		0.2		4.9		2.3	0.7			8.0				7.4	0.2
Effect of exchange rates on cash and cash equivalents		(4.7)									4.3	(4.8)			11.8	(12.7)		(0.4)		5.0		(2.9)	0.1									(4.3)	4.3	(9.8)		14.7	(12.8)
(Decrease) increase in cash and cash equivalents		(79.4)									87.7	252.0			98.8	65.9		(79.3)	68.2	154.3		142.0	51.1				(0.7)		0.8			(0.1)	19.6	98.2		(44.0)	14.8				0					0	(0.1)	0.2				0
Cash and cash equivalents at beginning of period		286.4				459.0				207.0	459.0	207.0		286.4	187.6	121.7		212.2	287.1	132.9		70.2	19.1		0.7		0.7					73.5	171.7	73.4		117.4	102.6										0.2	0
Cash and cash equivalents at end of period		$ 207.0	$ 546.7				$ 459.0				$ 546.7	$ 459.0		$ 286.4	$ 286.4	$ 187.6		$ 132.9	$ 355.3	$ 287.1		$ 212.2	$ 70.2		$ 0.7				$ 0.8			$ 73.4	$ 191.3	$ 171.7		$ 73.4	$ 117.4									$ 0	$ 0.1	$ 0.2

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Leases (Details 1) (USD $) In Millions, unless otherwise specified	Dec. 31, 2012	Dec. 31, 2011
Summary of direct financing leases
Future minimum lease receipts	$ 213.0	$ 318.5
Future rents to be received, Contingent rents	104.8	154.5
Estimated unguaranteed residual value	25.6	29.6
Unearned income	(145.8)	(244.9)
Allowance on direct financing leases	(0.8)	(1.1)
Net investment, direct financing leases	196.8	256.6
Current portion included within trade receivables	(16.4)	(14.4)
Net investment in property leased to franchisees	$ 180.4	$ 242.2

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Intangible Assets, net and Goodwill (Tables)

12 Months Ended

Dec. 31, 2012

Intangible Assets, net and Goodwill [Abstract]

Intangible assets, net and goodwill

Intangible assets consist of the following (in millions):

	As of December 31,
	2012							2011
	Gross		Accumulated Amortization			Net		Gross		Accumulated Amortization			Net		Weighted Average Life as of December 31, 2012
Identifiable assets subject to amortization:
Franchise agreements	$	485.6	$	(46.2	)	$	439.4	$	482.3	$	(25.8	)	$	456.5		21.1 Years
Favorable leases		183.1		(40.2	)		142.9		174.2		(22.0	)		152.2		9.0 Years
Subtotal		668.7		(86.4	)		582.3		656.5		(47.8	)		608.7		18.1 years
Indefinite lived intangible assets — Brand	$	2,228.9	$	—		$	2,228.9	$	2,214.6	$	—		$	2,214.6
Intangible assets, net						$	2,811.2						$	2,823.3
Goodwill	$	619.2						$	657.7

Schedule of the estimated future amortization expense on intangible assets

As of December 31, 2012, the estimated future amortization expense on intangible assets is as follows (in millions).

Twelve-months ended December 31,	Amount
2013	$	38.1
2014		37.2
2015		36.0
2016		35.1
2017		34.3
Thereafter		401.6
Total	$	582.3

Schedule of the change in the carrying amount of goodwill

The change in the carrying amount of goodwill for the twelve months ended December 31, 2012 and 2011 is as follows (in millions):

	As of December 31,
	2012			2011
Beginning balance	$	657.7		$	666.5
Write off from refranchisings		(28.6	)		(2.3	)
Translation of foreign denominated balance		3.9			(6.5	)
Transfer to assets held for sale		(13.8	)		—
Ending balance	$	619.2		$	657.7

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Pension and Post Retirement Medical Benefits

12 Months Ended

Dec. 31, 2012

Pension and Post Retirement Medical Benefits [Abstract]

Pension and Post Retirement Medical Benefits

Note 11.    Pension and Post Retirement Medical Benefits

Pension Benefits

We sponsor noncontributory defined benefit pension plans for our employees in the United States (the “U.S. Pension Plans”) and certain employees in the United Kingdom, Germany and Switzerland (the “International Pension Plans”). Effective December 31, 2005, all benefits accrued under the U.S. Pension Plans were frozen at the benefit level attained as of that date.

Postretirement Medical Benefits

Our postretirement medical plan (the “U.S. Retiree Medical Plan”) provides medical, dental and life insurance benefits to U.S. salaried retirees hired prior to June 30, 2001 and who were age 40 or older as of June 30, 2001, and their eligible dependents. The amount of retirement health care coverage an employee will receive depends upon the length of credited service. In 2011, the credited service for this plan was frozen for all participants. Beginning January 1, 2012, the annual employer-provided subsidy is $160 (pre-age 65) and $80 (post-age 65) per year of credited service for anyone not already receiving benefits prior to this date. In 2011, we recognized a reduction to the retiree medical plan liability as a result of a negative plan amendment of $7.1 million, with an offset to accumulated other comprehensive income (AOCI).

During 2012, we eliminated the option to delay enrollment for the U.S. Retiree Medical Plan and participants were required to make a one-time election to participate in the plan. This change was accounted for as a negative plan amendment and resulted in a reduction to the U.S. Retiree Medical Plan liability of $11.1 million. This reduction is being amortized as a reduction to net periodic benefit costs over 6 years, the average remaining years until expected retirement. This negative plan amendment resulted in net periodic benefit cost reductions of approximately $1.5 million in 2012 and will result in net periodic benefit costs reductions of approximately $1.8 million every year thereafter during the amortization period. The plan was re-measured using a discount rate of 4.4% at the time of the plan amendment.

Obligations and Funded Status

The following table sets forth the change in benefit obligations, fair value of plan assets and amounts recognized in the balance sheets for the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan (in millions):

	U.S. Pension Plans						U.S. Retiree Medical Plan
	2012			2011			2012			2011
Change in benefit obligation
Benefit obligation at beginning of year	$	193.0		$	176.5		$	19.5		$	26.1
Service cost		—			—			—			0.3
Interest cost		8.6			9.2			0.4			1.3
Plan amendments		—			—			(11.1	)		(7.1	)
Actuarial (gains) losses		21.0			20.2			0.1			(0.8	)
Part D Rx Subsidy Received		—			—			0.1			0.1
Benefits paid		(9.7	)		(12.9	)		(0.5	)		(0.4	)
Benefit obligation at end of year	$	212.9		$	193.0		$	8.5		$	19.5
Change in plan assets
Fair value of plan assets at beginning of year	$	129.0		$	122.1		$	—		$	—
Actual return on plan assets		17.5			7.5			—			—
Employer contributions		8.6			5.5			0.5			—
Benefits paid		(9.7	)		(6.1	)		(0.5	)		—
Fair value of plan assets at end of year	$	145.4		$	129.0		$	—		$	—
Funded status of plan	$	(67.5	)	$	(64.0	)	$	(8.5	)	$	(19.5	)
Amounts recognized in the consolidated balance sheet
Current liabilities	$	(0.7	)	$	(1.6	)	$	(0.5	)	$	(1.1	)
Noncurrent liabilities		(66.8	)		(62.4	)		(8.0	)		(18.4	)
Net pension liability, end of fiscal year	$	(67.5	)	$	(64.0	)	$	(8.5	)	$	(19.5	)
Amounts recognized in accumulated other comprehensive income (AOCI)
Prior service cost / (credit)	$	—		$	—		$	(15.3	)	$	(6.8	)
Unrecognized actuarial loss (gain)		24.8			13.0			(1.6	)		(1.8	)
Total AOCI (before tax)	$	24.8		$	13.0		$	(16.9	)	$	(8.6	)

	International Pension Plans
	2012			2011
Benefit obligation at end of year	$	32.5		$	30.0
Fair value of plan assets at end of year		23.3			21.1
Funded status of plan	$	(9.2	)	$	(8.9	)
Amounts recognized in the consolidated balance sheet
Noncurrent Assets	$	1.6		$	—
Current liabilities		—			—
Noncurrent liabilities		(10.8	)		(8.9	)
Net pension liability, end of fiscal year	$	(9.2	)	$	(8.9	)
Amounts recognized in accumulated other comprehensive income (AOCI)
Unrecognized actuarial loss (gain)	$	(1.2	)	$	(1.5	)
Total AOCI (before tax)	$	(1.2	)	$	(1.5	)

Additional year-end information for the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan with accumulated benefit obligations in excess of plan assets

The following sets forth the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan with accumulated benefit obligations in excess of plan assets (in millions):

	U.S. Pension Plans				U.S. Retiree Medical Plan				International Pension Plans
	As of December 31,				As of December 31,				As of December 31,
	2012		2011		2012		2011		2012		2011
Projected benefit obligation	$	212.9	$	193.0	$	8.5	$	19.5	$	32.5	$	30.0
Accumulated benefit obligation	$	212.9	$	193.0	$	8.5	$	19.5	$	26.2	$	21.2
Fair value of plan assets	$	145.4	$	129.0	$	—	$	—	$	23.3	$	21.1

Components of Net Periodic Benefit Cost

The net periodic benefit costs for the U.S. Pension Plans and U.S. Retiree Medical Plan and International Pension Plans did not exceed $2.0 million in any comparative period.

Other Changes in Plan Assets and Projected Benefit Obligation Recognized in Other Comprehensive Income

	U.S. Pension Plans
	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
Unrecognized actuarial (gain) loss	$	12.0		$	21.6		$	(8.2	)	$	(6.5	)	$	23.9
(Gain) loss recognized due to settlement		(0.2	)		(0.4	)		—			—			—
Prior service cost (credit)		—			—			—			—			—
Amortization of prior service cost (credit)		—			—			—			—			—
Recognized net actuarial gain (loss)		—			—			—			(0.7	)		—
Total recognized in OCI	$	11.8		$	21.2		$	(8.2	)	$	(7.2	)	$	23.9

	U.S. Retiree Medical Plan
	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010		Fiscal 2010
Unrecognized actuarial (gain) loss	$	0.1		$	(0.8	)	$	(1.1	)	$	0.4	$	2.7
(Gain) loss recognized due to settlement		—			—			—			—		—
Prior service cost (credit)		(11.1	)		(7.1	)		—			—		—
Amortization of prior service cost (credit)		2.6			0.4			—			—		—
Recognized net actuarial gain (loss)		0.1			—			—			—		0.4
Total recognized in OCI	$	(8.3	)	$	(7.5	)	$	(1.1	)	$	0.4	$	3.1

	International Pension Plans
	Successor								Predecessor
	2012			2011		October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
Unrecognized actuarial (gain) loss	$	(2.1	)	$	1.3	$	(3.4	)	$	(2.1	)	$	4.0
Recognized net actuarial gain (loss)		2.3			0.6		—			—			—
Total recognized in OCI	$	0.2		$	1.9	$	(3.4	)	$	(2.1	)	$	4.0

As of December 31, 2012, for the combined U.S. and International Pension Plans, we expect to amortize during 2013 from accumulated other comprehensive income (loss) into net periodic pension cost an estimated $2.9 million of net prior service credit and $1.2 million of net actuarial loss.

Assumptions

The weighted-average assumptions used in computing the benefit obligations of the U.S. Pension Plans, International Pension Plans and U.S. Retiree Medical Plan are as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010  to December 31, 2010			July 1, 2010  to October 18, 2010			Fiscal 2010
U.S. Pension Plans:
Discount rate as of year-end		4.04	%		4.58	%		5.35	%		5.06	%		5.20	%
U.S. Retiree Medical Plan:
Discount rate as of year-end		4.04	%		4.58	%		5.35	%		5.06	%		5.20	%
International Pension Plans:
Discount rate as of year-end		4.03	%		4.82	%		5.35	%		4.98	%		5.17	%
Range of compensation rate increase		3.14	%		3.44	%		3.80	%		3.52	%		3.71	%

The discount rate used in the calculation of the benefit obligation at December 31, 2012 and December 31, 2011 for the U.S. Plans is derived from a yield curve comprised of the yields of approximately 650 and 540 market-weighted corporate bonds, respectively, rated AA on average by Moody’s, Standard & Poors, and Fitch, matched against the cash flows of the U.S. Plans.

The weighted-average assumptions used in computing the net periodic benefit cost of the U.S. Pension Plans, International Pension Plans and the U.S. Retiree Medical Plan are as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
U.S. Pension Plans:
Discount rate		4.58	%		5.35	%		5.06	%		5.16	%		6.37	%
Expected long-term rate of return on plan assets		6.50	%		7.50	%		7.50	%		7.50	%		7.50	%
U.S. Retiree Medical Plan:
Discount rate		4.58	%		5.35	%		5.06	%		5.16	%		6.37	%
Expected long-term rate of return on plan assets		N/A			N/A			N/A			N/A			N/A
International Pension Plans:
Discount rate		4.86	%		5.38	%		5.15	%		5.09	%		6.07	%
Range of compensation rate increase		3.47	%		3.79	%		3.66	%		3.58	%		3.57	%
Expected long-term rate of return on plan assets		5.25	%		6.49	%		6.10	%		6.37	%		6.42	%

The expected long-term rate of return on plan assets is determined by expected future returns on the asset categories in target investment allocation. These expected returns are based on historical returns for each asset’s category adjusted for an assessment of current market conditions.

The assumed healthcare cost trend rates are as follows:

	Successor									Predecessor
	2012			2011			October 19, 2010 to December 31, 2010			July 1, 2010 to October 18, 2010			Fiscal 2010
Healthcare cost trend rate assumed for next year		8.00	%		8.00	%		8.00	%		8.00	%		8.00	%
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)		5.00	%		5.00	%		5.00	%		5.00	%		5.00	%
Year that the rate reaches the ultimate trend rate		2020			2020			2020			2020			2020

Assumed healthcare cost trend rates do not have a significant effect on the amounts reported for the postretirement healthcare plans, since a one-percentage point increase or decrease in the assumed healthcare cost trend rate would have a minimal effect on service and interest cost for the postretirement obligation.

Plan Assets

The fair value of the major categories of pension plan assets for U.S. and International Pension Plans at December 31, 2012 is presented below (in millions):

	U.S. Pension Plans		International Pension Plan		U.S. Pension Plan		Internation Pension Plan
	As of December 31,
	2012				2011
Level 2
Cash and Cash equivalents(a)	$	1.4	$	0.5	$	1.0	$	—
Equity Securities(b):
U.S.		70.1		4.3		64.4		3.6
Non—U.S.		18.1		12.0		13.3		10.5
Fixed Income(b) :
Corporate Bonds and Notes		34.1		—		24.9		—
U.S. Government Treasuries		12.3		—		6.2		—
International Debt		0.1		—		7.6		—
Mortgage-Backed Securities		3.2		—		1.3		—
U.S. Government Agencies		0.5		—		2.3		—
Asset-Backed Securities		1.9		—		0.3		—
Municipal Bonds		0.1		—		3.1		—
Non- U.S. Bonds		3.6		6.4		0.8		6.6
Other(c)		—		0.1		3.8		0.4
Total fair value of plan assets	$	145.4	$	23.3	$	129.0	$	21.1

(a) Short-term investments in money market funds and short term receivables for investments sold

(b) Securities held in common commingled trust funds

(c) Other securities held in common commingled trust funds including interest rate swaps and foreign currency contracts

We categorize plan assets within a three level fair value hierarchy as described in Note 2. Pooled funds are primarily classified as Level 2 and are valued using net asset values of participation units held in common collective trusts, as reported by the managers of the trusts and as supported by the unit prices of actual purchase and sale transactions.

The investment objective for the U.S. Pension Plans and International Pension Plans is to secure the benefit obligations to participants while minimizing our costs. The goal is to optimize the long-term return on plan assets at an average level of risk. The portfolio of equity securities, currently targeted at 60% for U.S. Pension Plan and 70% for International Pension Plan, includes primarily large-capitalization companies with a mix of small-capitalization U.S. and foreign companies well diversified by industry. The portfolio of fixed income asset allocation, currently targeted at 40% for U.S. Pension Plan and 30% for International Pension Plan, is actively managed and consists of long duration fixed income securities primarily in U.S. debt markets and non-U.S. bonds with long-term maturities that help to reduce exposure to interest variation and to better correlate asset maturities with obligations.

Estimated Future Cash Flows

Total contributions to the U.S. Pension Plans and International Pension Plans were $10.1 million for 2012, $6.2 million for 2011, $0.2 million for the period October 19, 2010 to December 31, 2010, $0.4 million for the period July 1, 2010 to October 18, 2010, and $3.5 million for Fiscal 2010.

The U.S. and International Pension Plans’ and U.S. Retiree Medical Plan’s expected contributions to be paid in the next year, the projected benefit payments for each of the next five years and the total aggregate amount for the subsequent five years are as follows (in millions):

	U.S. Pension Plans		International Pension Plans		U.S. Retiree Medical Plan
Estimated Net Contributions During Year Ended 2013	$	5.7	$	0.4	$	0.5
Estimated Future Year Benefit Payments During Years Ended:
2013	$	7.7	$	0.3	$	0.5
2014	$	8.0	$	0.4	$	0.6
2015	$	8.5	$	0.4	$	0.5
2016	$	9.0	$	0.4	$	0.5
2017	$	9.4	$	1.6	$	0.5
2018 – 2022	$	58.9	$	2.4	$	2.9

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Fair Value Measurements (Details Textual) (USD $)	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Fair Value Measurements (Textual) [Abstract]
Fair value of variable rate term debt and bonds	$ 3,100,000,000	$ 2,900,000,000
Carrying amount, net of original issue discount	2,905,100,000	3,010,300,000
Assets held for sale	23,900,000
Impairment loss	$ 13,200,000