Restaurant Brands International 8-K Report, Regulation FD Disclosure (Feb 18, 2025)

Restaurant Brands International Inc. and Restaurant Brands International Limited Partnership filed this Current Report on Form 8-K dated February 18, 2025, disclosing that a subsidiary acquired all of the equity interests in the joint venture that owns the franchised Burger King business in China from TFI Asia Holdings BV and Pangaea Two Acquisition Holdings XXIII, Ltd. The purchase price was approximately $158 million^a in an all-cash transaction.

As a result, RBI now owns nearly 100%^b of the business. The filing is furnished under Item 7.01 (Regulation FD) and Item 8.01 (Other Events). According to the attached press release (Exhibit 99.1), RBI intends to engage advisors to help identify a new local partner that would inject primary capital into the business and become the controlling shareholder.

The company said this aligns with its long-term strategy of partnering with experienced local operators while maintaining a primarily franchised business. The release notes Burger King in China grew from about 60 restaurants in 2012 to about 1,500 today, and that TFI will continue expanding its operations in Turkey. RBI also remains a partner with Cartesian in the Tim Hortons business in China.

The filing is largely a strategic and operational update rather than a financial disclosure, and it does not report earnings or financial results. Investors may focus on the purchase price, the planned search for a new local operating partner, and the continued emphasis on franchising in China. The release's forward-looking statements flag risks including competition, macroeconomic conditions, doing business in China and Turkey, currency fluctuations, tariffs, and geopolitical conflicts.