Boston Pizza Royalties Income Fund

This is the Chorus Call Conference Operator. Thank you for standing by. Welcome to Boston Pizza's third quarter conference call. As a reminder, all participants are in listen-only mode, and the conference is being recorded on November 9, 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 InvestorRelations at BostonPizza.com. Should anyone need assistance during the conference call, they may signal an operator by pressing star and 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 to the call, everyone. Today, we'll be discussing the 2023 third 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 third 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's 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 8, 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 funds 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 third quarter investor conference call. Today, I'll be discussing our third quarter results and also share a brief outlook. Michael will summarize our key financial highlights, and as usual, we'll leave time at the end of today's call for your questions. We are pleased that the positive sales momentum continued through the third quarter of 2023. Looking at our financial results, the fund posted franchise sales from restaurants in the royalty pool of $240.1 million for the quarter and $698 million and $0 million year-to-date, representing increases of 4.5% and 11.2% respectively versus the same periods one year ago. Same restaurant sales was 5.3% for the quarter and 11.6% year-to-date. SRS for 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 increases 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. From a marketing standpoint, we began the third quarter of 2023 with a summer patio campaign which highlighted new food and drink innovations, and Boston Pizza invited Canadians from coast to coast to visit their local restaurant through billboards and digital media advertising, showcasing the delicious food, drinks, and atmosphere of Boston Pizza, and particularly on our patios. We launched our fall-themed menu, which featured a selection of new indulgent items in time for the fall season. Both promotions were well-received by guests, and our Kids Card promotion returned towards the end of the third quarter. This promotion is always a favorite for families, where a $5 donation to the Boston Pizza store Foundation, in exchange for a $5 donation to the Boston Pizza Foundation, they received a card for five free kids meals on future visits. Over $875,000 was raised and donated to the Boston Pizza Foundation. We ended the third quarter with a Kids Eat Free promotion for the entire month of September. This promotion resulted in an increase in guest traffic and an increase in overall sales. Turning to restaurant development, no new restaurants were opened during the period and no new restaurants were closed. Three restaurants did complete full renovations during the third quarter. Year to date, no restaurants were opened, two restaurants have been closed permanently, and 11 restaurants have completed full renovations. We have some exciting initiatives planned to drive sales in the last quarter of 2023, which I'll speak about in a moment. However, first I'll turn the call back to Michael to review the fund's financial performance.

Michael? Thank you, Jordan. The fund posted royalty income of $9.6 million for the quarter and $27.9 million year to date, compared to $9.2 million and $25.1 million, respectively, for the same periods one year ago. The fund posted distribution income of $3.2 million for the quarter and $9.2 million year to date, compared to $3 million and $8.3 million for the same periods one 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 $240 million for the quarter and $698 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 $229.8 million for the third quarter and $627.8 million year to date. The fund's net and comprehensive income was $4.9 million for the quarter and $24.3 million year to date compared to $9.5 million and $24.2 million for the same periods in 2022. The $4.6 million decrease in the fund's net and comprehensive income for the quarter compared to the third quarter of 2022 It's primarily due to a $5.8 million increase in fair value loss and a $0.1 million increase in net interest expense, all partially offset by a $0.8 million decrease in income tax expense and a $0.6 million increase in royalty and distribution income. The $0.1 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 $3.7 million increase in the royalty and distribution income, partially offset by a $2.2 million decrease in fair value gain, a $1.1 million increase in income tax expense, and a $.1 million increase in net interest expense. The fund's cash flows generated from operating activities was $9.7 million a quarter and $28.6 million year-to-date, compared to $9.7 million and $25.4 million for the same periods in 2022. In the quarter, an increase in income taxes paid of $.5 million and a decrease in changes in working capital of $.1 million were offset by an increase in royalty and distribution income of $.6 million. The increase of $3.2 million year-to-date was primarily due to an increase of royalty and distribution income of $3.7 million and an increase in changes in working capital of $0.7 million, partially offset by an increase in income taxes paid of $1.2 million. While net and comprehensive income and cash flows from operating activities are both measures under IFRS accounting standards or IFRS, the Fund is of the view that net income or loss and cash flow 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 flow, whereas cash flow from operating activities is not inclusive of all of the fund's required cash outflows, and therefore is not indicative of the cash available for distributions to unit holders. Non-cash items include 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 distributable cash of $8.3 million for the quarter and $23.3 million year-to-date, compared to $7.5 million and $18.4 million, respectively, for the same periods in 2022. The increase in distributable cash of $0.8 million or 10.5% in the quarter was primarily due to decreased BPI Class B unit entitlement of $0.3 million, SIFT tax on units adjustment of $0.3 million, and lower interest paid on long-term debt of $0.1 million. The increase in distributable cash of $4.9 million or $0.27 million percent year-to-date was primarily due to increased cash flows generated from operating activities of $3.2 million, lower repayments of long-term debt of $1.5 million, SIFT tax on units adjustment of $.2 million, and lower interest paid on long-term debt of $.2 million, partially offset by increased BPI Class B unit entitlement of $.2 million. The fund generated distributable cash per unit of 38.7 cents for the quarter and $1.08.6 year to date compared to 34.7 cents per unit and 85.3 cents per unit respectively for the same periods in 2022. The increase in distributable cash per unit of 4 cents or 11.5% in the quarter was primarily attributable to the increase in distributable cash outlined above and fewer units outstanding compared to the same periods in 2022 due to the funds normal course issuer bid that is active from June 20th, 2023 to no later than June 19th, 2024. The increase in distributable cash per unit of 23.3 cents or 27.3% year to date was primarily due to the increase in distributable cash outlined above and fewer units outstanding compared to the same periods in 2022 due to the funds normal course issuer bid. The funds payout ratio for the quarter was 82.9% and 87.3% year to date, compared to 82% and 93.2% respectively for the same periods in 2022. The increase in the funds payout ratio for the quarter was due to distributions paid increasing by $0.7 million or 11.7%, partially offset by distributable cash increasing by $0.8 million or 10.5%. The decrease in the funds payout ratio year-to-date was due to distributable cash increasing by $4.9 million, or 27%, partially offset by distributions paid increasing by $3.2 million, or 18.9%. 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 93.9% as at September 30, 2023. During the quarter, the fund acquired 188,700 units under the NCIB at an average price of $16.55 per unit. As at September 30, 2023, the fund had acquired a total of 242,900 units at an average price of $16.49 per unit for a total of $4 million spent. The fund did not acquire any additional units under the NCIB after September 30, 2023. The fund financed units purchased under the NCIB from cash on hand. On November 8, 2023, the trustees of the fund approved a cash distribution for the period of October 1, 2023 to October 31, 2023 of 10.7 cents per unit, which will be paid on November the 30th, 2023 to unit holders of record at the close of business on November 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 over to Jordan for more on the outlook. Jordan.

Thank you, Michael. As we close out 2023, we have several exciting initiatives underway that we believe will continue to drive sales and guest traffic. With the NHL hockey season in full swing, we kicked off the fourth quarter of 2023 with our Hockey Night in Canada partnership. Our partnership is supported by significant TV, digital, and social media channels, along with in-restaurant promotions at Boston Pizza locations across the country. Our partnership with Hockey Night in Canada will continue throughout the fall. rather the full regular NHL season. Guests will be offered access to a predictive hockey trivia game with every moles and beer purchased and with many great prizes up for grabs throughout the hockey season. This program will also provide guests at Boston Pizza restaurants across the country with an enhanced and unique hockey viewing experience. In addition to this, our 2023 holiday campaign began just last week featuring a selection of innovative new menu items along with a promotional card bonus offer. The holiday menu includes Boston Pizza's new square footer, square pizzas, bruschetta ravioli, Italian charcuterie salad, and festive holiday drinks such as wineberry sangria and cranberry crinkle. This year, our guests will also receive a free Ferrero Rocher three-pack with the purchase of any qualifying holiday menu item in December. Sharing the spotlight with our holiday menu and Hockey Night in Canada partnerships, is our annual gift card incentive program. When a guest purchases at least $50 worth of Boston Pizza gift cards, they will receive a promotional card for $10 off their purchases from January 2nd to March 31st of 2024. We continue to be extremely pleased with the efforts of our teams and our franchisees. However, with supply chain challenges, rising interest rates, and increasing input costs impacting most of the restaurant industry, BPI's management remains cautious. DPI's management continues to adapt to the business to mitigate these challenges and work diligently to support our franchisees and to maintain the positive sales momentum that was achieved in 2022 and the first three quarters 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. Anyone who wishes to ask a question may press star then one on their touchstone phone or send the question by email to investorrelations at faustinpizza.com. Please note those questions that we do not get to during the call will be answered by email immediately following the end of the investor conference call. We'll pause for a moment as callers join the queue.

As there are no questions from the phones, I would like to hand it back over to Jordan Holm for any closing remarks.

All right. Thank you, operator. As there are no questions, I'd like to thank everyone for taking the time to listen in. And we look forward to speaking with you all again at our fourth quarter investor conference call in February of 2024. Thanks again, everyone. Take care.

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