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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 7, 2024
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: 1-9390
____________________________________________________
JACK IN THE BOX INC.
(Exact name of registrant as specified in its charter)
_______________________________________________________________________________________ | | | | | | | | | | | | | | |
Delaware | | 95-2698708 |
(State of Incorporation) | | (I.R.S. Employer Identification No.) |
9357 Spectrum Center Blvd.
San Diego, California 92123
(Address of principal executive offices)
Registrant’s telephone number, including area code (858) 571-2121
_______________________________________________________________________________________
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock | JACK | NASDAQ Global Select Market |
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 every Interactive Data File required to be submitted 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 such files).
Yes þ No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | |
Large accelerated filer | þ | Smaller reporting company | ☐ |
Accelerated filer | ☐ | Emerging growth company | ☐ |
Non-accelerated filer | ☐ | | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No þ
As of the close of business July 31, 2024, 19,125,981 shares of the registrant’s common stock were outstanding.
JACK IN THE BOX INC. AND SUBSIDIARIES
INDEX
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| | Page |
| PART I – FINANCIAL INFORMATION | |
Item 1. | | |
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Item 2. | | |
Item 3. | | |
Item 4. | | |
| PART II – OTHER INFORMATION | |
Item 1. | | |
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PART I. FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JACK IN THE BOX INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
(Unaudited)
| | | | | | | | | | | |
| July 7, 2024 | | October 1, 2023 |
ASSETS |
Current assets: | | | |
Cash | $ | 21,646 | | | $ | 157,653 | |
Restricted cash | 29,112 | | | 28,254 | |
Accounts and other receivables, net | 86,228 | | | 99,678 | |
Inventories | 4,160 | | | 3,896 | |
Prepaid expenses | 12,121 | | | 16,911 | |
Current assets held for sale | 29,408 | | | 13,925 | |
Other current assets | 6,598 | | | 5,667 | |
Total current assets | 189,273 | | | 325,984 | |
Property and equipment: | | | |
Property and equipment, at cost | 1,271,679 | | | 1,258,589 | |
Less accumulated depreciation and amortization | (851,443) | | | (846,559) | |
Property and equipment, net | 420,236 | | | 412,030 | |
Other assets: | | | |
Operating lease right-of-use assets | 1,425,560 | | | 1,397,555 | |
Intangible assets, net | 10,873 | | | 11,330 | |
Trademarks | 283,500 | | | 283,500 | |
Goodwill | 161,645 | | | 329,986 | |
| | | |
Other assets, net | 254,132 | | | 240,707 | |
Total other assets | 2,135,710 | | | 2,263,078 | |
| $ | 2,745,219 | | | $ | 3,001,092 | |
LIABILITIES AND STOCKHOLDERS’ DEFICIT |
Current liabilities: | | | |
Current maturities of long-term debt | $ | 29,999 | | | $ | 29,964 | |
Current operating lease liabilities | 160,852 | | | 142,518 | |
Accounts payable | 68,964 | | | 84,960 | |
Accrued liabilities | 178,686 | | | 302,178 | |
Total current liabilities | 438,501 | | | 559,620 | |
Long-term liabilities: | | | |
Long-term debt, net of current maturities | 1,705,927 | | | 1,724,933 | |
Long-term operating lease liabilities, net of current portion | 1,284,718 | | | 1,265,514 | |
Deferred tax liabilities | 19,105 | | | 26,229 | |
Other long-term liabilities | 142,781 | | | 143,123 | |
Total long-term liabilities | 3,152,531 | | | 3,159,799 | |
Stockholders’ deficit: | | | |
Preferred stock $0.01 par value, 15,000,000 shares authorized, none issued | — | | | — | |
Common stock $0.01 par value, 175,000,000 shares authorized, 82,819,241 and 82,645,814 issued, respectively | 828 | | | 826 | |
Capital in excess of par value | 531,304 | | | 520,076 | |
Retained earnings | 1,853,118 | | | 1,937,598 | |
Accumulated other comprehensive loss | (50,581) | | | (51,790) | |
Treasury stock, at cost, 63,694,503 and 62,910,964 shares, respectively | (3,180,482) | | | (3,125,037) | |
Total stockholders’ deficit | (845,813) | | | (718,327) | |
| $ | 2,745,219 | | | $ | 3,001,092 | |
See accompanying notes to condensed consolidated financial statements.
JACK IN THE BOX INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (LOSS)
(In thousands, except per share data)
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | |
| Quarter | | Year-to-date |
| July 7, 2024 | | July 9, 2023 | | July 7, 2024 | | July 9, 2023 |
Revenues: | | | | | | | |
Company restaurant sales | $ | 166,480 | | | $ | 198,516 | | | $ | 557,618 | | | $ | 671,311 | |
Franchise rental revenues | 89,125 | | | 86,248 | | | 288,147 | | | 278,598 | |
Franchise royalties and other | 55,293 | | | 54,970 | | | 183,707 | | | 185,342 | |
Franchise contributions for advertising and other services | 58,273 | | | 57,208 | | | 192,544 | | | 184,531 | |
| 369,171 | | | 396,942 | | | 1,222,016 | | | 1,319,782 | |
Operating costs and expenses, net: | | | | | | | |
Food and packaging | 46,251 | | | 58,556 | | | 156,297 | | | 199,799 | |
Payroll and employee benefits | 57,917 | | | 63,871 | | | 185,025 | | | 217,547 | |
Occupancy and other | 32,365 | | | 37,274 | | | 106,773 | | | 127,920 | |
Franchise occupancy expenses | 57,989 | | | 53,930 | | | 187,704 | | | 173,803 | |
Franchise support and other costs | 3,853 | | | 4,079 | | | 12,907 | | | 8,623 | |
Franchise advertising and other services expenses | 60,444 | | | 59,569 | | | 200,201 | | | 192,875 | |
Selling, general and administrative expenses | 29,580 | | | 39,617 | | | 113,200 | | | 129,164 | |
Depreciation and amortization | 13,827 | | | 14,460 | | | 46,206 | | | 48,460 | |
Pre-opening costs | 851 | | | 182 | | | 1,918 | | | 667 | |
Goodwill impairment | 162,624 | | | — | | | 162,624 | | | — | |
Other operating expenses (income), net | 5,641 | | | 7,656 | | | 16,343 | | | 5,135 | |
Losses (gains) on the sale of company-operated restaurants | 65 | | | (5,794) | | | 1,384 | | | (10,323) | |
| 471,407 | | | 333,400 | | | 1,190,582 | | | 1,093,670 | |
Earnings (loss) from operations | (102,236) | | | 63,542 | | | 31,434 | | | 226,112 | |
Other pension and post-retirement expenses, net | 1,579 | | | 1,608 | | | 5,264 | | | 5,359 | |
Interest expense, net | 18,402 | | | 18,662 | | | 61,491 | | | 64,167 | |
Earnings (loss) before income taxes | (122,217) | | | 43,272 | | | (35,321) | | | 156,586 | |
Income taxes | 83 | | | 14,104 | | | 23,316 | | | 47,657 | |
Net earnings (loss) | $ | (122,300) | | | $ | 29,168 | | | $ | (58,637) | | | $ | 108,929 | |
| | | | | | | |
Earnings (loss) per share: | | | | | | | |
Basic | $ | (6.29) | | | $ | 1.42 | | | $ | (2.98) | | | $ | 5.25 | |
Diluted | $ | (6.26) | | | $ | 1.41 | | | $ | (2.96) | | | $ | 5.22 | |
| | | | | | | |
Cash dividends declared per common share | $ | 0.44 | | | $ | 0.44 | | | $ | 1.32 | | | $ | 1.32 | |
See accompanying notes to condensed consolidated financial statements.
JACK IN THE BOX INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(In thousands)
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | |
| Quarter | | Year-to-date |
| July 7, 2024 | | July 9, 2023 | | July 7, 2024 | | July 9, 2023 |
Net earnings (loss) | $ | (122,300) | | | $ | 29,168 | | | $ | (58,637) | | | $ | 108,929 | |
Other comprehensive income: | | | | | | | |
| | | | | | | |
Actuarial losses and prior service costs reclassified to earnings | 493 | | | 498 | | | 1,643 | | | 1,657 | |
| | | | | | | |
Tax effect | (130) | | | (132) | | | (434) | | | (436) | |
Other comprehensive income (loss), net of taxes | 363 | | | 366 | | | 1,209 | | | 1,221 | |
| | | | | | | |
Comprehensive income (loss) | $ | (121,937) | | | $ | 29,534 | | | $ | (57,428) | | | $ | 110,150 | |
See accompanying notes to condensed consolidated financial statements.
JACK IN THE BOX INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
| | | | | | | | | | | |
| Year-to-date |
| July 7, 2024 | | July 9, 2023 |
Cash flows from operating activities: | | | |
Net (loss) earnings | $ | (58,637) | | | $ | 108,929 | |
Adjustments to reconcile net (loss) earnings to net cash provided by operating activities: | | | |
Depreciation and amortization | 46,206 | | | 48,460 | |
Amortization of franchise tenant improvement allowances and incentives | 3,967 | | | 3,295 | |
Deferred finance cost amortization | 3,722 | | | 3,915 | |
Excess tax deficiency from share-based compensation arrangements | 5 | | | 71 | |
Deferred income taxes | (10,314) | | | 1,648 | |
Share-based compensation expense | 11,018 | | | 7,991 | |
Pension and post-retirement expense | 5,264 | | | 5,359 | |
Gains on cash surrender value of company-owned life insurance | (11,776) | | | (8,331) | |
Losses (gains) on the sale of company-operated restaurants | 1,384 | | | (10,323) | |
Gains on acquisition of restaurants | (2,357) | | | — | |
Losses (gains) on the disposition of property and equipment, net | 1,675 | | | (9,155) | |
Impairment charges and other | 163,169 | | | 6,232 | |
Changes in assets and liabilities, excluding acquisitions: | | | |
Accounts and other receivables | 17,385 | | | 12,902 | |
Inventories | (262) | | | 658 | |
Prepaid expenses and other current assets | 4,141 | | | 5,714 | |
Operating lease right-of-use assets and lease liabilities | 6,191 | | | 5,357 | |
Accounts payable | (16,720) | | | (28,068) | |
Accrued liabilities | (114,100) | | | 32,525 | |
Pension and post-retirement contributions | (4,784) | | | (4,674) | |
Franchise tenant improvement allowance and incentive disbursements | (1,919) | | | (2,745) | |
Other | (3,995) | | | 2,311 | |
Cash flows provided by operating activities | 39,263 | | | 182,071 | |
Cash flows from investing activities: | | | |
Purchases of property and equipment | (85,768) | | | (56,669) | |
Proceeds from the sale of property and equipment | 10,899 | | | 25,174 | |
Proceeds from the sale and leaseback of assets | 4,413 | | | 3,673 | |
Proceeds from the sale of company-operated restaurants | 2,168 | | | 51,845 | |
Other | — | | | 1,465 | |
Cash flows (used in) provided by investing activities | (68,288) | | | 25,488 | |
Cash flows from financing activities: | | | |
| | | |
Repayments of borrowings on revolving credit facilities | — | | | (50,000) | |
| | | |
Principal repayments on debt | (22,288) | | | (22,620) | |
| | | |
Dividends paid on common stock | (25,633) | | | (27,198) | |
Proceeds from issuance of common stock | 2 | | | 263 | |
Repurchases of common stock | (54,999) | | | (60,431) | |
Payroll tax payments for equity award issuances | (3,206) | | | (1,593) | |
Cash flows used in financing activities | (106,124) | | | (161,579) | |
Net (decrease) increase in cash and restricted cash | (135,149) | | | 45,980 | |
Cash and restricted cash at beginning of period | 185,907 | | | 136,040 | |
Cash and restricted cash at end of period | $ | 50,758 | | | $ | 182,020 | |
See accompanying notes to condensed consolidated financial statements.
JACK IN THE BOX INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT
(In thousands)
(Unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Number of Shares | | Amount | | Capital in Excess of Par Value | | Retained Earnings | | Accumulated Other Comprehensive Loss | | Treasury Stock | | Total |
Balance at October 1, 2023 | | 82,646 | | | $ | 826 | | | $ | 520,076 | | | $ | 1,937,598 | | | $ | (51,790) | | | $ | (3,125,037) | | | $ | (718,327) | |
Shares issued under stock plans, including tax benefit | | 107 | | | 1 | | | — | | | — | | | — | | | — | | | 1 | |
Share-based compensation | | — | | | — | | | 4,820 | | | — | | | — | | | — | | | 4,820 | |
Dividends declared | | — | | | — | | | 74 | | | (8,726) | | | — | | | — | | | (8,652) | |
Purchases of treasury stock | | — | | | — | | | — | | | — | | | — | | | (25,166) | | | (25,166) | |
Net earnings | | — | | | — | | | — | | | 38,683 | | | — | | | — | | | 38,683 | |
Other comprehensive income | | — | | | — | | | — | | | — | | | 484 | | | — | | | 484 | |
Balance at January 21, 2024 | | 82,753 | | | $ | 827 | | | $ | 524,970 | | | $ | 1,967,555 | | | $ | (51,306) | | | $ | (3,150,203) | | | $ | (708,157) | |
Shares issued under stock plans, including tax benefit | | 23 | | | 1 | | | — | | | — | | | — | | | — | | | 1 | |
Share-based compensation | | — | | | — | | | 3,841 | | | — | | | — | | | — | | | 3,841 | |
Dividends declared | | — | | | — | | | 76 | | | (8,591) | | | — | | | — | | | (8,515) | |
Purchases of treasury stock | | — | | | — | | | — | | | — | | | — | | | (15,133) | | | (15,133) | |
Net earnings | | — | | | — | | | — | | | 24,980 | | | — | | | — | | | 24,980 | |
Other comprehensive income | | — | | | — | | | — | | | — | | | 362 | | | — | | | 362 | |
Balance at April 14, 2024 | | 82,776 | | | $ | 828 | | | $ | 528,887 | | | $ | 1,983,944 | | | $ | (50,944) | | | $ | (3,165,336) | | | $ | (702,621) | |
Shares issued under stock plans, including tax benefit | | 43 | | | — | | | | | — | | | — | | | — | | | — | |
Share-based compensation | | — | | | — | | | 2,357 | | | — | | | — | | | — | | | 2,357 | |
Dividends declared | | — | | | — | | | 60 | | | (8,526) | | | — | | | — | | | (8,466) | |
Purchases of treasury stock | | — | | | — | | | — | | | — | | | — | | | (15,146) | | | (15,146) | |
Net earnings (loss) | | — | | | — | | | — | | | (122,300) | | | — | | | — | | | (122,300) | |
Other comprehensive income | | — | | | — | | | — | | | — | | | 363 | | | — | | | 363 | |
Balance at July 7, 2024 | | 82,819 | | | $ | 828 | | | $ | 531,304 | | | $ | 1,853,118 | | | $ | (50,581) | | | $ | (3,180,482) | | | $ | (845,813) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Number of Shares | | Amount | | Capital in Excess of Par Value | | Retained Earnings | | Accumulated Other Comprehensive Loss | | Treasury Stock | | Total |
Balance at October 2, 2022 | | 82,581 | | | $ | 826 | | | $ | 508,323 | | | $ | 1,842,947 | | | $ | (53,982) | | | $ | (3,034,306) | | | $ | (736,192) | |
Shares issued under stock plans, including tax benefit | | 36 | | | — | | | — | | | — | | | — | | | — | | | — | |
Share-based compensation | | — | | | — | | | 3,534 | | | — | | | — | | | — | | | 3,534 | |
Dividends declared | | — | | | — | | | 67 | | | (9,221) | | | — | | | — | | | (9,154) | |
Purchases of treasury stock | | — | | | — | | | — | | | — | | | — | | | (14,999) | | | (14,999) | |
Net earnings | | — | | | — | | | — | | | 53,254 | | | — | | | — | | | 53,254 | |
Other comprehensive income | | — | | | — | | | — | | | — | | | 489 | | | — | | | 489 | |
Balance at January 22, 2023 | | 82,617 | | | $ | 826 | | | $ | 511,924 | | | $ | 1,886,980 | | | $ | (53,493) | | | $ | (3,049,305) | | | $ | (703,068) | |
Shares issued under stock plans, including tax benefit | | 12 | | | — | | | — | | | — | | | — | | | — | | | — | |
Share-based compensation | | — | | | — | | | 2,398 | | | — | | | — | | | — | | | 2,398 | |
Dividends declared | | — | | | — | | | 73 | | | (9,139) | | | — | | | — | | | (9,066) | |
Purchases of treasury stock | | — | | | — | | | — | | | — | | | — | | | (18,580) | | | (18,580) | |
Net earnings | | — | | | — | | | — | | | 26,507 | | | — | | | — | | | 26,507 | |
Other comprehensive income | | — | | | — | | | — | | | — | | | 366 | | | — | | | 366 | |
Balance at April 16, 2023 | | 82,629 | | | $ | 826 | | | $ | 514,395 | | | $ | 1,904,348 | | | $ | (53,127) | | | $ | (3,067,885) | | | $ | (701,443) | |
Shares issued under stock plans, including tax benefit | | 17 | | | — | | | 263 | | | — | | | — | | | — | | | 263 | |
Share-based compensation | | — | | | — | | | 2,059 | | | — | | | — | | | — | | | 2,059 | |
Dividends declared | | — | | | — | | | 72 | | | (9,050) | | | — | | | — | | | (8,978) | |
Purchases of treasury stock | | — | | | — | | | — | | | — | | | — | | | (26,852) | | | (26,852) | |
Net earnings | | — | | | — | | | — | | | 29,168 | | | — | | | — | | | 29,168 | |
Other comprehensive income | | — | | | — | | | — | | | — | | | 366 | | | — | | | 366 | |
Balance at July 9, 2023 | | 82,646 | | | $ | 826 | | | $ | 516,789 | | | $ | 1,924,466 | | | $ | (52,761) | | | $ | (3,094,737) | | | $ | (705,417) | |
See accompanying notes to condensed consolidated financial statements.
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1.BASIS OF PRESENTATION
Nature of operations — Jack in the Box Inc. (the “Company”), together with its consolidated subsidiaries, develops, operates, and franchises quick-service restaurants under the Jack in the Box® and Del Taco® restaurant brands.
On March 8, 2022, the Company acquired Del Taco Restaurants, Inc. (“Del Taco”) for cash according to the terms and conditions of the Agreement and Plan of Merger, dated as of December 5, 2021.
As of July 7, 2024, there were 144 company-operated and 2,051 franchise-operated Jack in the Box restaurants and 165 company-operated and 432 franchise-operated Del Taco restaurants.
References to the Company throughout these notes to condensed consolidated financial statements are made using the first person notations of “we,” “us” and “our.”
Basis of presentation — The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”).
These financial statements should be read in conjunction with the consolidated financial statements and related notes contained in the Company’s Annual Report on Form 10-K for the fiscal year ended October 1, 2023 (“2023 Form 10-K”). The accounting policies used in preparing these condensed consolidated financial statements are the same as those described in our 2023 Form 10-K.
In our opinion, all adjustments considered necessary for a fair presentation of financial condition and results of operations for these interim periods have been included. Operating results for one interim period are not necessarily indicative of the results for any other interim period or for the full year.
Fiscal year — The Company’s fiscal year is 52 or 53 weeks ending the Sunday closest to September 30. In fiscal 2023, Del Taco operated on a fiscal year ending the Tuesday closest to September 30. Beginning fiscal 2024, Del Taco’s fiscal year shifted to align with Jack in the Box. As a result, Del Taco’s fiscal 2024 results include two fewer days. Fiscal years 2024 and 2023 include 52 weeks. Our first quarter includes 16 weeks and all other quarters include 12 weeks. All comparisons between 2024 and 2023 refer to the 12 weeks (“quarter”) and 40 weeks (“year-to-date”) ended July 7, 2024 and July 9, 2023, respectively, unless otherwise indicated.
Use of estimates — In preparing the condensed consolidated financial statements in conformity with U.S. GAAP, management is required to make certain assumptions and estimates that affect reported amounts of assets, liabilities, revenues, expenses and the disclosure of contingencies. In making these assumptions and estimates, management may from time to time seek advice and consider information provided by actuaries and other experts in a particular area. Actual amounts could differ materially from these estimates.
Advertising costs — The Company administers marketing funds at each of its restaurant brands that include contractual contributions. In 2024 and 2023, marketing fund contributions from Jack in the Box franchise and company-operated restaurants were approximately 5.0% of sales, and marketing fund contributions from Del Taco franchise and company-operated restaurants were approximately 4.0% of sales. Year-to-date incremental contributions made by the Company for both brands were $0.6 million in 2024, and less than $0.1 million in 2023, respectively.
Total contributions made by the Company are included in “Selling, general and administrative expenses” in the accompanying condensed consolidated statements of earnings and for the quarter and year-to-date totaled $8.2 million and $26.4 million, respectively, in 2024, and $9.0 million and $30.3 million, respectively in 2023.
Allowance for credit losses — The Company closely monitors the financial condition of our franchisees and estimates the allowance for credit losses based on the lifetime expected loss on receivables. These estimates are based on historical collection experience with our franchisees as well as other factors, including current market conditions and events. Credit quality is monitored through the timing of payments compared to predefined aging criteria and known facts regarding the financial condition of the franchisee or customer. Account balances are charged off against the allowance after recovery efforts have ceased.
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The following table summarizes the activity in the allowance for doubtful accounts (in thousands):
| | | | | | | | | | | |
| Year-to-date |
| July 7, 2024 | | July 9, 2023 |
Balance as of beginning of period | $ | (4,146) | | | $ | (5,975) | |
(Provision) reversal for expected credit losses | (233) | | | 1,833 | |
Write-offs charged against the allowance | 6 | | | 41 | |
Balance as of end of period | $ | (4,373) | | | $ | (4,101) | |
Business combinations — The Company accounts for acquisitions using the acquisition method of accounting. Accordingly, assets acquired and liabilities assumed are recorded at their estimated fair values at the acquisition date. The excess of purchase price over fair value of net assets acquired, including the amount assigned to identifiable intangible assets, is recorded as goodwill.
Goodwill and trademarks — Goodwill is the excess of the purchase price over the fair value of identifiable net assets acquired, if any. We generally record goodwill in connection with the acquisition of restaurants from franchisees or the acquisition of another business. Likewise, upon the sale of restaurants to franchisees, goodwill is decremented. The amount of goodwill written-off is determined as the fair value of the business disposed of as a percentage of the fair value of the reporting unit prior to the disposal. If the business disposed of was never fully integrated into the reporting unit after its acquisition, and thus the benefits of the acquired goodwill were never realized, the current carrying amount of the acquired goodwill is written off.
Goodwill is not amortized and has been assigned to reporting units for purposes of impairment testing. The Company’s two restaurant brands, Jack in the Box and Del Taco, are both operating segments and reporting units. Goodwill is evaluated for impairment by determining whether the fair value of our reporting units exceed their carrying values.
The Company tests goodwill and indefinite-lived intangible assets for impairment annually, or more frequently if events and circumstances warrant. The Company performs this testing during the third quarter of each year.
Our impairment analyses first includes a qualitative assessment to determine whether events or circumstances indicate that it is more likely than not that the fair value of the reporting unit is less than its carrying value. Significant factors considered in this assessment include, but are not limited to, macro-economic conditions, market and industry conditions, cost considerations, the competitive environment, share price fluctuations, overall financial performance, and results of past impairment tests. If the qualitative factors indicate that it is more likely than not that the fair value is less than the carrying value, we perform a quantitative impairment test. Refer also to Note 5, Goodwill and Intangible Assets, in the notes to the condensed consolidated financial statements for results of these tests and for additional information.
Recent accounting pronouncements — In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure,” which updates reportable segment disclosure requirements. The ASU primarily requires enhanced disclosures about significant segment expenses and information used to assess segment performance and is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024 with early adoption permitted. The Company is currently evaluating the impact of adopting this pronouncement in our disclosures, and does not expect it to have a significant impact.
In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and should be applied on a prospective basis with the option to apply the standard retrospectively. The Company does not expect this pronouncement to have a significant impact.
2.REVENUE
Nature of products and services — The Company derives revenue from retail sales at Jack in the Box and Del Taco company-operated restaurants and rental revenue, royalties, advertising, and franchise and other fees from franchise-operated restaurants.
Our franchise arrangements generally provide for an initial franchise fee per restaurant for a 20-year term, and generally require that franchisees pay royalty and marketing fees based upon a percentage of gross sales. The agreements also require franchisees to pay technology fees for both brands, as well as sourcing fees for Jack in the Box franchise agreements.
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Disaggregation of revenue — The following table disaggregates revenue by segment and primary source for the periods ended July 7, 2024 (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Quarter | | Year-to-date |
| Jack in the Box | | Del Taco | | Total | | Jack in the Box | | Del Taco | | Total |
Company restaurant sales | $ | 100,355 | | | $ | 66,125 | | | $ | 166,480 | | | $ | 331,339 | | | $ | 226,279 | | | $ | 557,618 | |
Franchise rental revenues | 82,154 | | | 6,971 | | | 89,125 | | | 267,350 | | | 20,797 | | | 288,147 | |
Franchise royalties | 46,490 | | | 7,287 | | | 53,777 | | | 153,227 | | | 24,055 | | | 177,282 | |
Marketing fees | 46,412 | | | 6,084 | | | 52,496 | | | 153,055 | | | 19,843 | | | 172,898 | |
Technology and sourcing fees | 5,006 | | | 771 | | | 5,777 | | | 15,905 | | | 3,741 | | | 19,646 | |
Franchise fees and other services | 1,332 | | | 184 | | | 1,516 | | | 5,475 | | | 950 | | | 6,425 | |
Total revenue | $ | 281,749 | | | $ | 87,422 | | | $ | 369,171 | | | $ | 926,351 | | | $ | 295,665 | | | $ | 1,222,016 | |
The following table disaggregates revenue by segment and primary source for the periods ended July 9, 2023 (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Quarter | | Year-to-date |
| Jack in the Box | | Del Taco | | Total | | Jack in the Box | | Del Taco | | Total |
Company restaurant sales | $ | 96,820 | | | $ | 101,696 | | | $ | 198,516 | | | $ | 318,451 | | | $ | 352,860 | | | $ | 671,311 | |
Franchise rental revenues | 83,271 | | | 2,977 | | | 86,248 | | | 270,277 | | | 8,321 | | | 278,598 | |
Franchise royalties (1) | 47,373 | | | 6,130 | | | 53,503 | | | 161,343 | | | 18,721 | | | 180,064 | |
Marketing fees | 47,323 | | | 5,004 | | | 52,327 | | | 154,153 | | | 15,268 | | | 169,421 | |
Technology and sourcing fees | 4,037 | | | 844 | | | 4,881 | | | 12,881 | | | 2,230 | | | 15,111 | |
Franchise fees and other services | 1,387 | | | 80 | | | 1,467 | | | 4,855 | | | 422 | | | 5,277 | |
Total revenue | $ | 280,211 | | | $ | 116,731 | | | $ | 396,942 | | | $ | 921,960 | | | $ | 397,822 | | | $ | 1,319,782 | |
____________________________
(1) In October 2022, a Jack in the Box franchise operator paid the Company $7.3 million to sell his restaurants to a new franchisee at the current standard royalty rate, which is lower than the royalty rate in the existing franchise agreements. The payment represented the difference between the royalty rates based on projected future sales for the remaining term of the existing agreements. The payment was non-refundable and not subject to any adjustments based on actual future sales. The Company determined the transaction represented the termination of the existing agreement rather than the transfer of an agreement between franchisees. As such, the $7.3 million was recognized in franchise royalty revenue during the first quarter of 2023.
Contract liabilities — Contract liabilities consist of deferred revenue resulting from initial franchise and development fees received from franchisees for new restaurant openings or new franchise terms, which are recognized over the franchise term. The Company classifies these contract liabilities as “Accrued liabilities” and “Other long-term liabilities” in our condensed consolidated balance sheets.
A summary of significant changes in contract liabilities is presented below (in thousands):
| | | | | | | | | | | |
| Year-to-date |
| July 7, 2024 | | July 9, 2023 |
Deferred franchise and development fees at beginning of period | $ | 50,471 | | | $ | 46,449 | |
Revenue recognized | (4,490) | | | (4,140) | |
Additions | 4,243 | | | 6,665 | |
Deferred franchise and development fees at end of period | $ | 50,224 | | | $ | 48,974 | |
As of July 7, 2024, approximately $8.7 million of development fees related to unopened restaurants are included in deferred revenue. Timing of revenue recognition for development fees related to unopened restaurants is dependent upon the timing of restaurant openings and are recognized over the franchise term at the date of opening.
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The following table reflects the estimated franchise fees to be recognized in the future related to performance obligations that are unsatisfied as of July 7, 2024 (in thousands):
| | | | | | | | |
Remainder of 2024 | | $ | 1,224 | |
2025 | | 5,157 | |
2026 | | 4,826 | |
2027 | | 4,489 | |
2028 | | 3,869 | |
Thereafter | | 21,996 | |
| | $ | 41,561 | |
The Company has applied the optional exemption, as provided for under ASC Topic 606, Revenue from Contracts with Customers, which allows us to not disclose the transaction price allocated to unsatisfied performance obligations when the transaction price is a sales-based royalty.
3.SUMMARY OF REFRANCHISINGS AND ASSETS HELD FOR SALE
Refranchisings — The following table summarizes the number of restaurants sold to franchisees and the loss or gain recognized (dollars in thousands):
| | | | | | | | | | | | | | | | | | | | | | | |
| Quarter | | Year-to-date |
| July 7, 2024 | | July 9, 2023 | | July 7, 2024 | | July 9, 2023 |
Restaurants sold to Jack in the Box franchisees | — | | | — | | | — | | | 5 | |
Restaurants sold to Del Taco franchisees | — | | | 50 | | | 13 | | 66 | |
| | | | | | | |
Proceeds from the sale of company-operated restaurants (1) | $ | 178 | | | $ | 33,428 | | | $ | 2,168 | | | $ | 51,845 | |
Broker commissions | — | | | (1,014) | | | — | | | (1,014) | |
Net assets sold (primarily property and equipment) | 41 | | | (6,705) | | | (567) | | | (10,798) | |
Goodwill related to the sale of company-operated restaurants | — | | | (14,194) | | | (105) | | | (21,503) | |
Franchise fees | — | | | (1,385) | | | (454) | | | (1,962) | |
Sublease liabilities, net | — | | | (3,580) | | | (140) | | | (4,777) | |
Lease termination | — | | | — | | | — | | | (393) | |
Other (2) | (284) | | | (756) | | | (2,286) | | | (1,075) | |
(Loss) gain on the sale of company-operated restaurants | $ | (65) | | | $ | 5,794 | | | $ | (1,384) | | | $ | 10,323 | |
____________________________
(1)Amounts in 2024 and 2023 include additional proceeds received in connection with the extension of franchise and lease agreements from the sale of restaurants in prior years.
(2)Year-to-date amount in 2024 includes a $2.2 million impairment of assets in the first quarter of 2024 related to a Del Taco refranchising transaction that closed in the second quarter of 2024.
Assets held for sale — Assets classified as held for sale on our condensed consolidated balance sheets as of July 7, 2024 and October 1, 2023 have carrying amounts of $29.4 million and $13.9 million, respectively. These amounts relate to i) company-owned restaurants to be refranchised, ii) operating restaurant properties which we intend to sell to franchisees and/or sell and leaseback with a third party, and iii) closed restaurant properties which we are marketing for sale.
4.FRANCHISE ACQUISITIONS
Franchise acquisitions — During the first quarter of 2024, the Company acquired 9 Del Taco franchise restaurants for $86 thousand as part of two separate transactions, and recognized related gains of $2.4 million. This amount is recorded in “Other operating expenses (income), net” in the accompanying condensed consolidated statements of earnings. For further information, see Note 8, Other Operating Expenses, Net, below in the notes to the condensed consolidated financial statement.
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The following table summarizes the number of restaurants acquired from franchisees and the gains recognized (dollars in thousands):
| | | | | | | | | | | |
| | | Year-to-date |
| | | | | July 7, 2024 | | |
Restaurants acquired from Jack in the Box franchisees | | | | | — | | | |
Restaurants acquired from Del Taco franchisees | | | | | 9 | | | |
| | | | | | | |
Purchase price (1) | | | | | $ | (86) | | | |
Closing and acquisition costs | | | | | (43) | | | |
Property and equipment | | | | | 3,612 | | | |
Intangible assets | | | | | 167 | | | |
Operating lease right-of-use assets | | | | | 3,211 | | | |
Operating lease liabilities | | | | | (4,505) | | | |
Gain on the acquisition of franchise-operated restaurants | | | | | $ | 2,357 | | | |
____________________________(1)Comprised of outstanding receivables from franchisee forgiven upon acquisition.
The Company did not acquire any Jack in the Box or Del Taco franchise restaurants in the third quarter of 2024, nor in the year-to-date periods ended July 9, 2023.
We account for the acquisition of franchised restaurants using the acquisition method of accounting for business combinations. The purchase price allocations were based on fair value estimates determined using significant unobservable inputs (Level 3).
5.GOODWILL AND INTANGIBLE ASSETS, NET
The changes in the carrying amount of goodwill during year-to-date period ended July 7, 2024 was as follows (in thousands):
| | | | | | | | | | | | | | | | | |
| Jack in the Box | | Del Taco | | Total |
| | | | | |
Goodwill | $ | 136,027 | | | $ | 193,959 | | | $ | 329,986 | |
Accumulated impairment losses | — | | | — | | | — | |
Balance at October 1, 2023 | $ | 136,027 | | | $ | 193,959 | | | $ | 329,986 | |
| | | | | |
Impairment of goodwill | — | | | (162,624) | | | (162,624) | |
Sale of Del Taco company-operated restaurants to franchisees | — | | | (105) | | | (105) | |
| | | | | |
Reclassified to assets held for sale | (173) | | | (5,439) | | | (5,612) | |
| | | | | |
Goodwill | 135,854 | | | 188,415 | | | 324,269 | |
Accumulated impairment losses | — | | | (162,624) | | | (162,624) | |
Balance at July 7, 2024 | $ | 135,854 | | | $ | 25,791 | | | $ | 161,645 | |
As of the June 9, 2024 testing date, the balance of the Del Taco reporting unit goodwill was $194.0 million. During the third quarter of 2024, the Company identified triggering events that indicated the goodwill allocated to the Del Taco reporting unit might be impaired. The triggering events related to i) a recent negative trend in Del Taco same store sales, ii) lower margins due in part to lower sales and wage increases required in California effective April 1, 2024 under AB 1228, iii) unfavorable changes in the economic environment specifically impacting our industry, including inflation and interest rates, and iv) a sustained lower share price. As a result, the Company performed a quantitative test over the Del Taco reporting unit, noting that the fair value of the reporting unit was less than the carrying value, which resulted in an impairment of goodwill of $162.6 million.
The valuation used a blended approach with a discounted cash flow analysis in conjunction with a market approach. Assumptions and estimates used in determining fair value include future revenues, operating costs, new store openings, capital expenditures, a discount rate that approximates the Company’s weighted average cost of capital and a selection of comparable companies. The Company also performed a quantitative analysis over its indefinte-lived intangible trademark asset, as well as
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
over its definite-lived intangible assets to determine whether any impairment would need to be recognized, noting none. The company also performed a quantitative analysis over its long-lived assets, noting impairment of $0.1 million, which was recorded in the quarter.
The Company determined that there was no such triggering event for the Jack in the Box reporting unit.
The net carrying amounts of intangible assets other than goodwill with definite lives are as follows (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| July 7, 2024 | | October 1, 2023 |
| Gross Amount | | Accumulated Amortization | | Net Amount | | Gross Amount | | Accumulated Amortization | | Net Amount |
Definite-lived intangible assets: | | | | | | | | | | | |
Sublease assets | $ | 2,671 | | | $ | (564) | | | $ | 2,107 | | | $ | 2,671 | | | $ | (381) | | | $ | 2,290 | |
Franchise contracts | 9,700 | | | (1,264) | | | 8,436 | | | 9,700 | | | (850) | | | 8,850 | |
Reacquired franchise rights | 464 | | | (134) | | | 330 | | | 297 | | | (107) | | | 190 | |
| $ | 12,835 | | | $ | (1,962) | | | $ | 10,873 | | | $ | 12,668 | | | $ | (1,338) | | | $ | 11,330 | |
Indefinite-lived intangible assets: | | | | | | | | | | | |
Del Taco trademark | $ | 283,500 | | | $ | — | | | $ | 283,500 | | | $ | 283,500 | | | $ | — | | | $ | 283,500 | |
| $ | 283,500 | | | $ | — | | | $ | 283,500 | | | $ | 283,500 | | | $ | — | | | $ | 283,500 | |
The following table summarizes, as of July 7, 2024, the estimated amortization expense for each of the next five fiscal years and thereafter (in thousands):
| | | | | |
Remainder of 2024 | $ | 187 | |
2025 | 816 | |
2026 | 814 | |
2027 | 826 | |
2028 | 772 | |
Thereafter | 7,458 | |
| $ | 10,873 | |
6.LEASES
Nature of leases — The Company owns restaurant sites and also leases restaurant sites from third parties. Some of these owned or leased sites are leased and/or subleased to franchisees. Initial terms of our real estate leases are generally 20 years, exclusive of options to renew, which are generally exercisable at our sole discretion for 1 to 20 years. In some instances, our leases have provisions for contingent rentals based upon a percentage of defined revenues. Many of our restaurants also have rent escalation clauses and require the payment of property taxes, insurance, and maintenance costs. Variable lease costs include contingent rent, cost-of-living index adjustments, and payments for additional rent such as real estate taxes, insurance, and common area maintenance, which are excluded from the measurement of the lease liability.
As lessor, our leases and subleases primarily consist of restaurants that have been leased to franchisees in connection with refranchising transactions. Revenues from leasing arrangements with our franchisees are presented in “Franchise rental revenues” in the accompanying condensed consolidated statements of earnings, and the related expenses are presented in “Franchise occupancy expenses.”
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The following table presents rental income for the periods presented (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | |
| Quarter | | Year-to-date |
| July 7, 2024 | | July 9, 2023 | | July 7, 2024 | | July 9, 2023 |
Operating lease income - franchise | $ | 59,767 | | | $ | 56,052 | | | $ | 197,461 | | | $ | 185,285 | |
Variable lease income - franchise | 28,618 | | | 29,857 | | | 89,339 | | | 92,836 | |
Amortization of sublease assets and liabilities, net | 740 | | | 339 | | | 1,347 | | | 477 | |
Franchise rental revenues | $ | 89,125 | | | $ | 86,248 | | | $ | 288,147 | | | $ | 278,598 | |
| | | | | | | |
Operating lease income - closed restaurants and other (1) | $ | 1,755 | | | $ | 1,692 | | | $ | 5,926 | | | $ | 5,717 | |
____________________________
(1)Includes closed restaurant properties included in “Other operating expenses (income), net” in our condensed consolidated statements of earnings.
7.FAIR VALUE MEASUREMENTS
Financial assets and liabilities — The following table presents our financial assets and liabilities measured at fair value on a recurring basis (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | |
| Total | | Quoted Prices in Active Markets for Identical Assets (Level 1) | | Significant Other Observable Inputs (Level 2) | | Significant Unobservable Inputs (Level 3) |
Fair value measurements as of July 7, 2024: | | | | | | | |
Non-qualified deferred compensation plan (1) | $ | 17,879 | | | $ | 17,879 | | | $ | — | | | $ | — | |
Total liabilities at fair value | $ | 17,879 | | | $ | 17,879 | | | $ | — | | | $ | — | |
Fair value measurements as of October 1, 2023: | | | | | | | |
Non-qualified deferred compensation plan (1) | $ | 15,051 | | | $ | 15,051 | | | $ | — | | | $ | — | |
Total liabilities at fair value | $ | 15,051 | | | $ | 15,051 | | | $ | — | | | $ | — | |
____________________________
(1)The Company maintains an unfunded defined contribution plan for key executives and other members of management. The fair value of this obligation is based on the closing market prices of the participants’ elected investments. The obligation is included in “Accrued liabilities” and “Other long-term liabilities” on our condensed consolidated balance sheets.
The Company did not have any transfers in or out of Level 1, 2 or 3 for its financial liabilities.
The following table presents the carrying value and estimated fair value of our Class A-2 Notes as of July 7, 2024 and October 1, 2023 (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | |
| July 7, 2024 | | October 1, 2023 |
| Carrying Amount | | Fair Value | | Carrying Amount | | Fair Value |
Series 2019 Class A-2 Notes | $ | 701,438 | | | $ | 670,848 | | | $ | 706,875 | | | $ | 640,046 | |
Series 2022 Class A-2 Notes | $ | 1,050,500 | | | $ | 953,959 | | | $ | 1,067,000 | | | $ | 903,056 | |
The fair value of the Class A-2 Notes was estimated using Level 2 inputs based on quoted market prices in markets that are not considered active markets.
Non-financial assets and liabilities — The Company’s non-financial instruments, which primarily consist of property and equipment, operating lease right-of-use assets, goodwill and intangible assets, are reported at carrying value and are not required to be measured at fair value on a recurring basis. However, on an annual basis, or whenever events or changes in circumstances indicate that their carrying value may not be recoverable, non-financial instruments are assessed for impairment. If applicable, the carrying values are written down to fair value.
In connection with our impairment reviews performed during 2024, the Company impaired certain Del Taco assets. For further information, see Note 3, Summary of Refranchisings and Assets Held For Sale, Note 5, Goodwill and Intangible Assets, Net, and Note 8, Other Operating Expenses (Income), Net in the notes to the condensed consolidated financial statements.
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
8.OTHER OPERATING EXPENSES (INCOME), NET
Other operating expenses (income), net in the accompanying condensed consolidated statements of earnings is comprised of the following (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | |
| Quarter | | Year-to-date |
| July 7, 2024 | | July 9, 2023 | | July 7, 2024 | | July 9, 2023 |
Acquisition, integration, and strategic initiatives (1) | $ | 4,723 | | | $ | 2,463 | | | $ | 14,612 | | | $ | 5,359 | |
Costs of closed restaurants and other (2) | 160 | | | 1,272 | | | 1,792 | | | 4,017 | |
Operating restaurant impairment charges (3) | 136 | | | 4,395 | | | 136 | | | 4,395 | |
Accelerated depreciation | 95 | | | 66 | | | 485 | | | 519 | |
Gains on acquisition of restaurants (4) | — | | | — | | | (2,357) | | | — | |
Losses (gains) on disposition of property and equipment, net (5) | 527 | | | (540) | | | 1,675 | | | (9,155) | |
Other operating expenses (income), net | $ | 5,641 | | | $ | 7,656 | | | $ | 16,343 | | | $ | 5,135 | |
____________________________
(1)Acquisition, integration, and strategic initiatives are related to the acquisition and integration of Del Taco, as well as strategic consulting fees.
(2)Costs of closed restaurants and other generally includes ongoing costs associated with closed restaurants, cancelled project costs, and impairment charges as a result of our decision to close restaurants.
(3)In 2023, restaurant impairment charges related to underperforming Del Taco restaurants held for sale. 2024 impairment charges are related to one underperforming Del Taco restaurant.
(4)Relates to the gains on acquisition of 9 Del Taco restaurants.
(5)In 2024, loss on disposition of property and equipment primarily related to the lease termination and early closures of Del Taco restaurants. In 2023, gains on disposition of property and equipment primarily related to the sale of Jack in the Box restaurant properties to franchisees who were leasing the properties from us prior to the sale.
9.SEGMENT REPORTING
The Company’s principal business consists of developing, operating and franchising our Jack in the Box and Del Taco restaurant brands, each of which is considered a reportable operating segment. In 2024, our chief operating decision maker revised the method by which they determine performance and strategy for our segments. This change was made to reflect a shared-services model whereby each brand’s results of operations are assessed separately and do not include costs related to certain corporate functions which support both brands. This segment reporting structure reflects the Company’s current management structure, internal reporting method and financial information used in deciding how to allocate Company resources. Based upon certain quantitative thresholds, each operating segment is considered a reportable segment. This change to our segment reporting did not change our reporting units for goodwill.
The Company measures and evaluates our segments based on segment revenues and segment profit. The reportable segments do not include an allocation of the costs related to shared service functions, such as accounting/finance, human resources, audit services, legal, tax and treasury; nor do they include certain unallocated costs such share-based compensation. These costs are reflected in the caption “Shared services and unallocated costs.”
Our measure of segment profit excludes depreciation and amortization, share-based compensation, company-owned life insurance (“COLI”) gains, net of changes in our non-qualified deferred compensation obligation supported by these policies, acquisition, integration, and strategic initiatives, losses (gains) on the sale of company-operated restaurants, gains on acquisition of restaurants, and amortization of favorable and unfavorable leases and subleases, net.
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
The following table provides information related to our operating segments in each period (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | |
| Quarter | | Year-to-date |
| July 7, 2024 | | July 9, 2023 | | July 7, 2024 | | July 9, 2023 |
Revenues by segment: | | | | | | | |
Jack in the Box restaurant operations | $ | 281,749 | | | $ | 280,211 | | | $ | 926,351 | | | $ | 921,960 | |
Del Taco restaurant operations | 87,422 | | | 116,731 | | | 295,665 | | | 397,822 | |
Consolidated revenues | $ | 369,171 | | | $ | 396,942 | | | $ | 1,222,016 | | | $ | 1,319,782 | |
Segment profit reconciliation: | | | | | | | |
Jack in the Box segment profit | $ | 86,573 | | | $ | 88,067 | | | $ | 287,295 | | | $ | 300,950 | |
Del Taco segment profit | 8,884 | | | 7,970 | | | 29,295 | | | 37,476 | |
Shared services and unallocated costs | (17,128) | | | (19,810) | | | (60,535) | | | (66,537) | |
| | | | | | | |
Depreciation and amortization | 13,827 | | | 14,460 | | | 46,206 | | | 48,460 | |
Acquisition, integration, and strategic initiatives | 4,723 | | | 2,463 | | | 14,612 | | | 5,359 | |
Share-based compensation | 2,357 | | | 2,059 | | | 11,018 | | | 7,991 | |
Net COLI gains | (3,223) | | | (579) | | | (9,289) | | | (7,147) | |
Goodwill impairment | 162,624 | | | — | | | 162,624 | | | — | |
Losses (gains) on the sale of company-operated restaurants | 65 | | | (5,794) | | | 1,384 | | | (10,323) | |
Gains on acquisition of restaurants | — | | | — | | | (2,357) | | | — | |
Amortization of favorable and unfavorable leases and subleases, net | 192 | | | 76 | | | 423 | | | 1,437 | |
(Loss) earnings from operations | $ | (102,236) | | | $ | 63,542 | | | $ | 31,434 | | | $ | 226,112 | |
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The Company does not evaluate, manage or measure performance of segments using asset, pension or post-retirement expense, interest income and expense, or income tax information; accordingly, this information by segment is not prepared or disclosed.
10.INCOME TAXES
Under GAAP, the Company ordinarily calculates its provision for income taxes at the end of each interim reporting period by computing an estimated annual effective tax rate adjusted for tax items that are discrete to each period. For the third quarter of fiscal year 2024, the Company calculated its interim tax provision based on actual year-to-date results because small changes in forecasted pre-tax book income led to large differences in the estimated annual effective tax rate.
For the third quarter and year-to-date of fiscal year 2024, the Company recorded income tax provisions of $0.1 million and $23.3 million, respectively, resulting in effective tax rates of negative 0.1% and negative 66.0%, respectively. The effective tax rates for such periods differed from the U.S. statutory tax rate primarily due to the impairment of non-deductible goodwill partially offset by the reversal of state deferred tax liabilities on basis difference of investments in subsidiaries and non-taxable gains from the market performance of insurance products used to fund certain non-qualified retirement plans.
For the third quarter and year-to-date of fiscal year 2023, the Company recorded income tax provisions of $14.1 million and $47.7 million, respectively, resulting in effective tax rates of 32.6% and 30.4%, respectively. The effective tax rates for such periods differed from the U.S. statutory tax rate primarily due to the impact of estimated disposals of non-deductible goodwill attributable to refranchising transactions partially offset by non-taxable gains from the market performance of insurance products used to fund certain non-qualified retirement plans.
11.RETIREMENT PLANS
Defined benefit pension plans — The Company sponsors two defined benefit pension plans, a frozen “Qualified Plan” covering substantially all full-time employees hired prior to January 1, 2011, and an unfunded supplemental executive retirement plan (“SERP”) which provides certain employees additional pension benefits and was closed to new participants effective January 1, 2007. Benefits under both plans are based on the employee’s years of service and compensation over defined periods of employment.
JACK IN THE BOX INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Post-retirement healthcare plans — The Company also sponsors two healthcare plans, closed to new participants, that provide post-retirement medical benefits to certain employees who have met minimum age and service requirements. The plans are contributory, with retiree contributions adjusted annually, and they contain other cost-sharing features such as deductibles and coinsurance.
Net periodic benefit cost (credit) — The components of net periodic benefit cost (credit) in each period were as follows (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | |
| Quarter | | Year-to-date |
| July 7, 2024 | | July 9, 2023 | | July 7, 2024 | | July 9, 2023 |
Defined benefit pension plans: | | | | | | | |
Interest cost | $ | 4,380 | | | $ | 4,434 | | | $ | 14,599 | | | $ | 14,782 | |
Expected return on plan assets | (3,457) | | | (3,486) | | | (11,524) | | | (11,619) | |
Actuarial losses (1) | 701 | | | 708 | | | 2,335 | | | 2,359 | |
Amortization of unrecognized prior service costs (1) | 3 | | | 5 | | | 11 | | | 15 | |
Net periodic benefit cost | $ | 1,627 | | | $ | 1,661 | | | $ | 5,421 | | | $ | 5,537 | |
Post-retirement healthcare plans: | | | | | | | |
Interest cost | $ | 164 | | |