Boston Pizza Royalties Income Fund

Hello, this is the Chorus Call Conference Operator. Thank you for standing by. Welcome to Boston Pizza's second quarter conference call. As a reminder, all participants are in listen-only mode and the conference is being recorded on August 4th, 2023. After the presentation, there will be a question and answer session. Participants on the call may also pose their questions via email to Boston Pizza's Investor Relations Department at investorrelationsatbostonpizza.com. Should anyone need assistance during the conference call, they may signal an operator by pressing star then zero on their telephone. At this time, I would like to turn the conference over to Michael Harbinson, Chief Financial Officer. Please go ahead.

Thank you and welcome everyone to today's call. Today we'll be discussing the 2023 second quarter results for both Boston Pizza Royalties Income Fund, or the fund, and for Boston Pizza International, or BPI. For complete details on our financial results, please see our second quarter materials filed earlier today on CDAR, or visit the fund's website at bpincomefund.com. Should you require additional information after the call, you can reach us via the investor relations phone number that is listed in our press release. The fund is a limited-purpose, open-ended trust established under the laws of British Columbia to acquire... Indirectly, certain trademarks and trade names used by BPI and its Boston Pizza restaurants in Canada. BPI pays royalty and distribution income to the fund based on franchise revenue of royalty pool restaurants. For a complete description of the fund and its business, please see the annual information form dated February the 8th, 2023, which was filed on CDAR.com. Before I turn the call over to Jordan Holm, President of BPI, I would like to note that certain information in the following discussion may constitute forward-looking information. For a more complete definition of forward-looking information and the associated risks, please refer to the Fund's management discussion and analysis issued earlier today. Forward-looking information is provided as of the date of this call and, except as required by law, we assume no obligation to update or revise forward-looking information to reflect new events or circumstances. And with that, I will now turn the call over to Jordan. Jordan?

Thank you, Michael, and welcome everyone to Boston Pizza's second quarter investor conference call. Today, I'll be discussing our second quarter results and share a brief outlook. Michael will summarize our key financial highlights, and as usual, we'll leave time for your questions at the end of today's call. We're pleased that positive sales momentum continued through the second quarter of 2023. Turning to our financial results, the fund posted franchise sales from restaurants in the royalty pool $233.7 million for the quarter and $457.9 million year-to-date, representing increases of 6.5% and 15% respectively versus the same periods one year ago. Same restaurant sales was 6.6% for the quarter and 15.2% year-to-date. SRS the quarter was principally due to an increase in average guest check. SRS year to date was principally due to increases in restaurant guest traffic and an increase in average guest check. COVID-19 restrictions existed in most of the country during the first quarter of 2022 and part of the second quarter of 2022 that negatively impacted in restaurant guest traffic. Those restrictions were largely eliminated during the second quarter of 2022 We are pleased that our strong sales results have supported the increase to the fund's distribution rate that was announced earlier this year. From a marketing standpoint, we began the second quarter of 2023 with our NHL Playoff promotion, which introduced several new shareable menu items, plus cocktail innovations, and included new TV and digital media advertising focused on Boston Pizza's new Fanalytics campaign, optimizing every aspect of the Boston Pizza Sports bar experience to maximize enjoyment for our guests. Possum Pizza also launched a new main menu in May, introducing several new enhanced menu offerings, which will be available seven days a week as core menu offerings. In a continued effort to maximize off-premise sales by leveraging digital platforms, Possum Pizza announced an exclusive partnership with Skip the Dishes in selected markets effective May 15th. Turning to restaurant development, no new restaurants were opened during the quarter, and one restaurant was closed, and eight restaurants completed restaurant renovations during the quarter. Year-to-date, no restaurants were opened, two restaurants have been closed, and eight restaurants have been renovated. We have some exciting initiatives planned to drive sales in the second half of 2023, which I'll speak to in a moment. However, first, I'll turn the call back to Michael for a review of the fund's financial performance.

Michael? Thank you, Jordan. The fund posted royalty income of $9.3 million for the quarter and $18.3 million year-to-date compared to $8.8 million and $15.9 million respectively for the same periods one year ago. The fund posted distribution income of $3.1 million for the quarter and $6 million year-to-date compared to $2.9 million and $5.3 million for the same periods a year ago. Royalty and distribution income for the quarter and year-to-date was based on 377 Boston Pizza restaurants in the royalty pool that reported franchise sales of $233.7 million for the quarter and $457.9 million year-to-date. For the same periods in 2022, royalty and distribution income were based on the royalty pool of 383 Boston Pizza restaurants reporting franchise sales of $219.4 million for the second quarter and $398 million year-to-date. The fund's net and comprehensive income was $12.8 million for the quarter and $19.5 million year-to-date compared to $1.8 million and $14.7 million for the same periods in 2022. The $11 million increase in the fund's net and comprehensive income for the quarter compared to the second quarter of 2022 was primarily due to a $12.9 million increase increase in fair value gain and a $0.7 million increase in royalty and distribution income, all partially offset by an increase in income tax expense of $2.5 million. The $4.8 million increase in the fund's net and comprehensive income year-to-date compared to the same period in 2022 was primarily due to a $3.6 million increase in the fair value gain and a $3.1 million increase in royalty and distribution income partially offset by an increase in income tax expense of $1.9 million. The fund's cash flows generated from operating activities was $9.8 million for the quarter and $19 million year to date, compared to $9.1 million and $15.8 million for the same periods in 2022. The increase of $0.7 million in the quarter was due to an increase of royalty and distribution income of $0.7 million and an increase in changes in working capital of $0.1 million, partially offset by an increase in income taxes paid of $0.3 million. The increase of $3.2 million year-to-date was due to an increase of royalty and distribution income of $3.1 million and increase in changes in working capital of $0.7 million, partially offset by an increase in income taxes paid of $0.7 million. While net and comprehensive income are lost in cash flows from operating activities, are both measures under International Financial Reporting Standards, or IFRS. The fund is of the view that net income or loss in cash flows from operating activities do not provide the most meaningful measurement of the fund's ability to pay distributions. Net income contains non-cash items that do not affect the fund's cash flows, whereas cash flows from operating activities is not inclusive of all of the fund's required cash outflows, and therefore is not indicative of cash available for distribution to unit holders. Non-cash items include the fair value adjustments on the investment in Boston Pizza Canada Limited Partnership, the Class B unit liability, interest rate swaps, and changes in deferred income taxes. Consequently, the fund reports the non-IFRS metrics of distributable cash and payout ratio to provide investors with, in the fund's opinion, more meaningful information regarding the fund's ability to pay distributions to unit holders. The fund generated a distributable cash of $7.9 million for the quarter and $15 million year-to-date, compared to $6.2 million and $10.9 million, respectively, for the same periods in 2022. The increase in distributable cash of $1.7 million, or 27.1%, in the quarter was primarily due to an increase of cash flows generated from operating activities of $0.7 million, lower repayments of long-term debt of $1 million, and lower interest paid on long-term debt of $0.1 million, partially offset by increased BPI Class B unit entitlement of $0.1 million. The increase in distributable cash of $4.1 million, or 38.3% year-to-date, was primarily due to an increase of cash flows generated from operating activities of $3.2 million lower repayments of long-term debt of $1.5 million, and lower interest paid on long-term debt of $0.1 million, partially offset by increased BPI Class B unit entitlement of $0.5 million and SIFT tax on units adjustment of $0.1 million. The fund generated distributable cash per unit of $0.36.5 for the quarter and $0.69.9 year-to-date compared to $0.28.7 per unit and 50.5 cents per unit respectively for the same periods in 2022. The increase in distributable cash per unit of 7.8 cents or 27.2% for the quarter was primarily due to the increase in distributable cash as previously described. The increase in distributable cash per unit of 19.4 cents or 38.4% year to date was primarily due to the increase in distributable cash as just described. The funds payout ratio for the quarter was 88% and 89.7% year-to-date, and that compares to 88.9% and 100.9% respectively for the same periods in 2022. The decrease in the funds payout ratio for the quarter was due to distributable cash increasing by 1.7 million, or 27.1%, partially offset by distributions paid increasing by $1.4 million or 25.9%. The decrease in the funds payout ratio year-to-date was due to distributable cash increasing by $4.1 million or 38.3%, partially offset by distributions paid increasing by $2.5 million or 22.9%. The funds payout ratio is typically higher in the first and fourth quarters. compared to the second and third quarters, since Boston Pizza restaurants generally experience higher franchise sales levels during the summer months when restaurants open their patios and benefit from increased tourist traffic. On a trailing 12-month basis, the fund's payout ratio was 94%, as at June 30, 2023. On June 15, 2023, the fund announced that it had received TSX approval of a notice of intention to make a normal course issuer bid through the facilities of the TSX other designated exchanges and or alternative Canadian trading systems from June 20th, 2023 to no later than June 19th, 2024. The NCIB permits the fund to repurchase for cancellation up to 400,000 units, being approximately 1.86% of the funds issued and outstanding units. As at June 30th, 2023, the fund acquired 54,200 units under the NCIB At an average price of $16.28 per unit, between July 1st, 2023 and August 3rd, 2023 in the inclusive, the fund acquired an additional 137,600 units under the NCIB at an average price of $16.59 per unit. Accordingly, as at August 3rd, 2023, the fund had acquired a total of 191,800 units at an average price of $16.50 per unit. the fund finance units purchased under the NCIB from Cash on Hand. On August 3rd, 2023, the trustees of the fund approved the cash distribution for the period of July 1st, 2023 to July 31st, 2023 of 10.7 cents per unit, which will be paid on August 31st, 2023 to unit holders of record at the close of business on August 21st, 2023. The trustees' objective in setting a monthly distribution amount is that it be sustainable. The trustees will continue to closely monitor the funds available cash balances given the fluctuating economic outlook. And with that, I will turn the call back to Jordan for more on the outlook. Jordan.

Thank you, Michael. Boston Pizza began the third quarter of 2023 on July 1st with a new Summer Patio campaign which highlights new food and drink innovations. Boston Pizza will be inviting Canadians from coast to coast to visit their local restaurants through billboard and digital media advertising showcasing the delicious food, drinks, and atmosphere of the Boston Pizza patio. Later in the Q3, we'll also launch our fall-themed feature menu, which will feature a selection of new indulgent items just in time for the fall season. Our BP Kids Card promotion will also return at the end of the third quarter, and this promotion is always a favorite for families, where for a $5 donation to the Boston Pizza Foundation, they receive a card for five free kids meals. We continue to be extremely pleased with the efforts of our team and our franchisees. However, with supply chain challenges, rising interest rates and increased input costs impacting the restaurants and most of the restaurant industry, BPI's management remains cautious. Our management team continues to adapt the business to mitigate these challenges and work diligently to support our franchisees and maintain the positive sales momentum that was achieved in 2022 and in the first half of 2023. With that, I'd like to turn it back to the operator to begin the question and answer session. Operator?

Thank you. We will now begin the question and answer session. To join the question queue, you may press star, then one on your telephone keypad, or send the questions via email to investorrelations at bostonpizza.com. Please note those questions that we do not get to during the call will be answered via email immediately following the end of the investor call. If you are using a speakerphone, please pick up your handset before pressing any keys. To withdraw your question, please press star, then two. Once again, to join the question queue, please press star, then one now. Our first question comes from Nick Corcoran of Acumen Capital. Please go ahead.

Good morning, guys. I have a couple questions. The first is, how are guest shock levels compared to pre-pandemic?

Nick, maybe I'll start, and if Michael wants to add color, I'll pause for that. But we overall are reporting strong same-restaurant sales. It is driven mainly by increases in average guest check. We're still building back the total traffic levels that we had in 2019 before the pandemic hit. So to answer your question, traffic is still below 2019 levels, but with the combination of you know average guest check uh being higher and that that comes some from pricing and some from people i think being a little bit more indulgent ordering a little bit more and treating themselves post pandemic the average guest check has offset the more than offset the lower traffic levels resulting in higher srs in 2023

And maybe just dig into the guest shop a little bit more. Are there signs that the guest shop levels are improving to pre-pandemic levels? Maybe you can give an indication how guest shop levels have trended through the year.

Yeah, they are directionally improving for sure. And it is, you know, I would say that right after the pandemic, sort of the restrictions were lifted in the second quarter of 2022. You know, we saw a good kind of, I'll say a cabin fever increase response of guests who hadn't been kind of on premise at all in some provinces and jurisdictions or had been restricted in group size or last call operating hours, those kinds of things. So we definitely saw that boom coming back. I will say that the day parts were not as evenly distributed or balanced and some day parts like lunch and late night We're slower to come back and have been a concentrated build back as opposed to the traditional kind of 5 p.m. to 8 p.m. dinner time, which is obviously a core sales segment for us in our day and seem to come back quite strong out of the gate. So afternoon and dinner time tend to be stronger day parts. Late night and lunch are still areas that we're building more I see one area that we've highlighted in terms of guest visitation is takeout and delivery and that they don't always come to the restaurant unless they're doing pickup. But, you know, that part of our business was about 18% of total national sales going into the pandemic in 2019. Now it would be closer to 25% of sales because we're holding on to the higher take-out delivery sales levels that were built up during the COVID period. And that's a part of our business that goes back, you know, over 50 years at Boston Pizza. We're quite committed to the off-premise opportunity, and it helps us to balance that with the on-premise, which is kind of the core part of the business. So I hope that gives you some color.

Yeah, it's helpful. And then maybe think about just consumer patterns in general, like, take-out and delivery continues to over-index pre-pandemic. Are there day parts where you're seeing take-out and delivery stronger than they have been historically, or is it kind of across the board?

I think it's across the board. The, you know, and again, maybe Michael has more detail on how that breaks down, you know, Well, during the COVID period, we doubled our volume of takeout and delivery sales, and that was really just necessity. We had restrictions in some places, full temporary closures of our on-premise dining room, sports bar, patio. So we leaned in very heavily to the takeout delivery part of the business, and we continue to see, as you said, over-indexing on that part of the business. I would say throughout the day, but... you know, part of the opportunity to grow back the day parts and balance them out will be to see if people, for example, at lunchtime are looking more now for takeout and delivery where they would have come into the restaurant pre-pandemic, just making sure that they know that we're, you know, offering takeout and delivery, not just through BostonPita.com or the MyBP app or the telephone for that matter, but also through our third-party delivery partners, including the exclusive partnership with Skip the Dishes in some markets.

That's helpful. And then you completed eight renovations in the quarter. Can you give an indication of the pipeline for the remainder of the year?

Yeah, so just as background, Nick, I know you know this, but for others on the call, our franchise agreement calls for an extensive renovation of the restaurant every seven years to the then- current design standards. Obviously, during the COVID period with restrictions on people's movement and activities and getting tradespeople into restaurants would have been quite challenging. We had a low number of renovations completed, so we are in catch-up mode there. Last year, we completed about 20 renovations. Our number this year will be about 30, and it is kind of seasonal, so we wait to get into the construction swing. But we do know that those investments make a significant difference in the guest experience, that they come into a very refreshed atmosphere inside the restaurant. The outside has a new painting, signage. In the interior, look and feel is different. We take those opportunities as well to upgrade equipment, audiovisual equipment. whatever it takes to refresh the guest experience within the four walls. And that then helps us to stay fresh and keep the sales momentum going as people are attracted into the newly renovated restaurants.

That's helpful. And then last question from me, I typically ask this every quarter, but how's the pipeline for new restaurants?

Yeah, so it has been a while since we've opened a new restaurant. In fact, I think it's almost three years to the day. And normally we have much more activity on the new restaurant development. It just hasn't been prudent during the COVID period to push in that direction. But we do have a good pipeline. In fact, we have a new restaurant opening in British Columbia next month. So that'll be back to opening a brand new restaurant ground-up build in Hope, British Columbia. And that's something that we're excited to see, and it's a signal that the brand managed to navigate the COVID period with very limited closures, permanent closures relative to what we saw in the full-service restaurant industry in Canada. Definitely an indication of the resiliency and the commitment of our franchisees and the model itself. And so to build back the pipeline to serve markets across Canada that are in need of full-service restaurants like Boston Pizza and Hope British Columbia is one of those that was on our radar. And we're very happy to see that new location opening next month. And then we'll provide kind of more of an update as we fill the pipeline. But we do feel good about the process for more openings of Boston Pizza restaurants going forward.

That's a good color, thanks Jake, my questions. Thank you, Nick. Yep, thank you, Nick.

This concludes the question and answer session. I'd like to turn the cue back to Jordan Holm for any closing remarks.

All right, thank you operator and thank you everyone for taking the time to join our second quarter investor conference call today. I look forward to speaking to you again on the third quarter conference call in November. Thanks, everyone, and have a great long weekend.

This concludes today's conference call. You may disconnect your lines. Thank you for participating and have a pleasant day.