01—Abstract
Summary
Summary of the 8-K filed November 10, 2025. Cited figures are marked; the original filing is the authoritative source.
Restaurant Brands International Inc. (NYSE: QSR) announced that its Board approved on November 7, 2025 a joint venture with CPE Alder Investment Limited, a fund managed by CPE, for the operations of Burger King China.
Under the transaction, CPE will invest $350 milliona of new primary capital into the Burger King China JV at closing and will own approximately 83% of the JV, while RBI retains approximately 17% and a seat on the JV's Board. RBI will not receive any cash proceeds, as the capital remains in the JV to support growth. The company entered into the joint venture on November 8, 2025.
In connection with the decision to sell a significant portion of the Burger King China business and the valuation implied by the sale, RBI stated it will be required under GAAP to take a non-cash charge of approximately $150 millionb on its Burger King China holdings. The Burger King China operations are classified as Held for Sale and their results are reported in Discontinued Operations. RBI disclosed this charge under Item 2.06 (Material Impairments).
Under a 20-year master development agreement, a wholly-owned subsidiary of the JV will hold exclusive rights to develop the Burger King brand in China, with annual development targets. The plan aims to grow the footprint from approximately 1,250 restaurants today to double that by 2030 and to more than 4,000 by 2035.
The transaction is expected to close in the first quarter of 2026, subject to customary regulatory approvals. RBI will begin recognizing royalties from Burger King China in its International segment, with a step-up to the full historical royalty rate over time.
02—Key points
Key Highlights
- CPE will invest $350 million of new primary capital into the Burger King China JV at closing, with RBI receiving no cash proceeds.
- Post-closing ownership: CPE approximately 83%, RBI approximately 17%, plus a seat on the JV Board of Directors.
- RBI expects a non-cash charge of approximately $150 million on its Burger King China holdings under GAAP, tied to the planned sale and implied valuation.
- Burger King China operations are classified as Held for Sale, with results reported in Discontinued Operations.
- A 20-year master development agreement grants exclusive rights to develop Burger King in China, targeting about 1,250 restaurants today, doubling by 2030, and more than 4,000 by 2035.
- RBI expects the transaction to close in the first quarter of 2026, subject to customary regulatory approvals.
- RBI will begin recognizing royalties from Burger King China in its International segment, stepping up to the full historical royalty rate over time.
03—Questions
Frequently Asked Questions
How much capital is CPE contributing and does RBI receive any cash?
CPE will invest $350 million of new primary capital into the Burger King China JV at closing. RBI will not receive any cash proceeds, because the capital remains in the JV and its subsidiaries to support future growth.
What ownership will RBI retain after the transaction?
RBI will retain approximately 17% of the Burger King China JV and a seat on its Board of Directors, while CPE will own approximately 83%.
What is the financial impact on RBI from this transaction?
RBI stated it will be required under GAAP to take a non-cash charge of approximately $150 million on its Burger King China holdings, driven by the decision to sell a significant portion of the business and the valuation implied by the sale.
What growth targets does the joint venture set for Burger King in China?
Under a 20-year master development agreement, the goal is to grow from approximately 1,250 restaurants today to double that by 2030 and to more than 4,000 restaurants by 2035, with annual development targets during the agreement term.
When is the transaction expected to close?
The transaction is expected to close in the first quarter of 2026, subject to customary regulatory approvals.
04—Continue