0001546417-21-000054 | 10-Q | XBRL Viewer

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Income Taxes - Change in Effective Rate (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Income Tax Disclosure [Abstract]
Income (loss) before provision (benefit) for income taxes	$ 76,391	$ (54,069)
Provision (benefit) for income taxes	$ 6,593	$ (19,655)
Effective income tax rate	8.60%	36.40%
Change in effective income tax rate, percent	(27.80%)
Blended federal and state statutory income tax rate	26.00%

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

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+ Details

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 28, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Litigation and Other Matters - The Company had $4.0 million and $4.6 million of liabilities recorded for various legal matters as of March 28, 2021 and December 27, 2020, respectively. The Company is subject to legal proceedings, claims and liabilities, such as liquor liability, slip and fall cases, wage-and-hour and other employment-related litigation, which arise in the ordinary course of business and are generally covered by insurance if they exceed specified retention or deductible amounts. In the opinion of management, the amount of ultimate liability with respect to those actions will not have a material adverse impact on the Company’s financial position or results of operations and cash flows. Lease Guarantees - The Company assigned its interest, and is contingently liable, under certain real estate leases. These leases have varying terms, the latest of which expires in 2032. As of March 28, 2021, the undiscounted payments that the Company could be required to make in the event of non-payment by the primary lessees was approximately $27.3 million. The present value of these potential payments discounted at the Company’s incremental borrowing rate as of March 28, 2021 was approximately $21.6 million. In the event of default, the indemnity clauses in the Company’s purchase and sale agreements govern its ability to pursue and recover damages incurred. As of March 28, 2021, the Company’s recorded contingent lease liability was $9.3 million.

Revenue Recognition - Principal Revenue Transactions (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Disaggregation of Revenue [Line Items]
Restaurant sales, franchise and other revenues	$ 987,473	$ 1,008,337
Restaurant sales [Member]
Disaggregation of Revenue [Line Items]
Restaurant sales, franchise and other revenues	979,451	996,237
Franchise and other revenues [Member]
Disaggregation of Revenue [Line Items]
Restaurant sales, franchise and other revenues	8,022	12,100
Franchise revenue [Member]
Disaggregation of Revenue [Line Items]
Restaurant sales, franchise and other revenues	6,789	9,549
Other revenue [Member]
Disaggregation of Revenue [Line Items]
Restaurant sales, franchise and other revenues	$ 1,233	$ 2,551

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

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+ Details

Allowance for Expected Credit Losses Allowance for Expected Credit Losses Rollforward (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Allowance for credit losses, beginning of period	$ 4,095	$ 199
Provision for expected credit losses	0	3,334
Charge-off of accounts	(98)	0
Allowance for credit losses, end of period	3,997	4,551
ASU No. 2016-13 [Member]
Schedule for Allowance for Expected Credit Losses [Line Items]
Accounts receivable, change in method, credit loss expense	0	1,018
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Adjustment for adoption of ASU No. 2016-13	$ 0	$ 1,018

Segment Reporting (Income from Operations Reconciliation) (Details) - USD ($)
$ in Thousands

3 Months Ended

Mar. 28, 2021

Mar. 29, 2020

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Income (loss) from operations

$ 90,998

$ (41,568)

Other income (expense), net

(793)

Interest expense, net

(14,628)

(11,708)

Income (loss) before provision (benefit) for income taxes

76,391

(54,069)

Operating segments [Member]

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Income (loss) from operations

125,272

18,166

Operating segments [Member] | U.S. segment [Member]

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Income (loss) from operations

121,735

11,379

Operating segments [Member] | International segment [Member]

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Income (loss) from operations

3,537

6,787

Corporate, non-segment [Member]

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Income (loss) from operations

$ (34,274)

(59,734)

^[1]

Corporate, non-segment [Member] | Impairment and general and administrative expense

Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]

Restructuring charges

$ 22,200

[1]	The thirteen weeks ended March 29, 2020 includes $22.2 million of charges that were not allocated to the Company’s segments related to its transformational initiatives, primarily recorded within General and administrative expense and Provision for impaired assets and restaurant closings.

Commitments and Contingencies – Lease Guarantees (Details) - Property lease guarantee [Member] $ in Millions	Mar. 28, 2021 USD ($)
Loss Contingencies [Line Items]
Guarantor obligations, maximum exposure, undiscounted	$ 27.3
Guarantee obligations, maximum exposure at present value	21.6
Lease guarantee contingent liabilities	$ 9.3

Segment Reporting (Tables)

3 Months Ended

Mar. 28, 2021

Segment Reporting [Abstract]

Schedule of segment reporting information, by segment

The following is a summary of reporting segments:

REPORTABLE SEGMENT (1)

CONCEPT

GEOGRAPHIC LOCATION

U.S.

Outback Steakhouse

United States of America

Carrabba’s Italian Grill

Bonefish Grill

Fleming’s Prime Steakhouse & Wine Bar

International

Outback Steakhouse

Brazil, Hong Kong/China

Carrabba’s Italian Grill (Abbraccio)

Brazil

_________________

(1)Includes franchise locations.

Reconciliation of revenue from segments to consolidated

The following table is a summary of Total revenues by segment, for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Total revenues
U.S.		$	904,918	$	894,497
International		82,555		113,840
Total revenues		$	987,473	$	1,008,337

Reconciliation of operating profit from segments to consolidated

The following table is a reconciliation of Segment income from operations to Income (loss) before provision (benefit) for income taxes, for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Segment income from operations
U.S.		$	121,735	$	11,379
International		3,537		6,787
Total segment income from operations		125,272		18,166
Unallocated corporate operating expense (1)		(34,274)		(59,734)
Total income (loss) from operations		90,998		(41,568)


Other income (expense), net		21		(793)
Interest expense, net		(14,628)		(11,708)
Income (loss) before provision (benefit) for income taxes		$	76,391	$	(54,069)

____________________

(1)The thirteen weeks ended March 29, 2020 includes $22.2 million of charges that were not allocated to the Company’s segments related to its transformational initiatives, primarily recorded within General and administrative expense and Provision for impaired assets and restaurant closings.

Reconciliation of segment depreciation and amortization and capital expenditures

The following table is a summary of Depreciation and amortization expense by segment for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Depreciation and amortization
U.S.		$	33,645	$	37,640
International		5,720		6,758
Corporate		1,861		3,870
Total depreciation and amortization		$	41,226	$	48,268

The following table is a summary of capital expenditures by segment for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021		MARCH 29, 2020
Capital expenditures
U.S.	$	16,741	$	23,034
International	2,486		7,834
Corporate	204		1,884
Total capital expenditures	$	19,431	$	32,752

Allowance for Expected Credit Losses

3 Months Ended

Mar. 28, 2021

Credit Loss [Abstract]

Allowance for Expected Credit Losses

The following table is a rollforward of the Company’s trade receivables allowance for expected credit losses for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021		MARCH 29, 2020
Allowance for expected credit losses, beginning of period	$	4,095	$	199
Adjustment for adoption of ASU No. 2016-13	—		1,018
Provision for expected credit losses	—		3,334
Charge-off of accounts	(98)		—


Allowance for expected credit losses, end of period	$	3,997	$	4,551

The financial condition of the Company’s franchisees is largely dependent on the underlying business trends of its brands and market conditions within the casual dining restaurant industry. In March 2020, the Company fully reserved substantially all of its outstanding franchise receivables in response to the economic impact of the COVID-19 pandemic. See Note 2 - COVID-19 Charges for details regarding the impact of the COVID-19 pandemic on the Company’s financial results.

The Company is also exposed to credit losses from off-balance sheet lease guarantees primarily related to the divestiture of certain formerly Company-owned restaurant sites. See Note 18 - Commitments and Contingencies for details regarding these lease guarantees.

Earnings (Loss) Per Share (Basic and Diluted EPS) (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands

3 Months Ended

Mar. 28, 2021

Mar. 29, 2020

May 08, 2020

Schedule of earnings per share, basic and diluted [Line Items]

Net income (loss) attributable to Bloomin’ Brands

$ 68,862

$ (34,611)

Redemption of preferred stock in excess of carrying value

(3,496)

^[1]

Net income (loss) attributable to common stockholders

68,862

(38,107)

Convertible senior notes if-converted method interest adjustment, net of tax

1,381

^[2]

Diluted net income (loss) attributable to common stockholders

$ 70,243

$ (38,107)

Basic weighted average common shares outstanding

88,367

87,129

Effect of diluted securities:

Convertible senior notes

15,193

^[2]

Warrants

5,775

Diluted weighted average common shares outstanding

110,641

87,129

Basic earnings (loss) per share attributable to common stockholders

$ 0.78

$ (0.44)

Diluted earnings (loss) per share attributable to common stockholders

$ 0.63

$ (0.44)

Stock options [Member]

Effect of diluted securities:

Dilutive shares

709

Nonvested restricted stock units [Member]

Effect of diluted securities:

Dilutive shares

503

Performance-based share units [Member]

Effect of diluted securities:

Dilutive shares

Convertible debt [Member] | 2025 Notes [Member]

Schedule of earnings per share, basic and diluted [Line Items]

Debt instrument, convertible, conversion price

$ 11.89

Class of warrant or right, exercise price of warrants or rights

$ 16.64

[1]	Consideration paid in excess of carrying value for the redemption of preferred stock is considered a deemed dividend and, for purposes of calculating earnings per share, reduces net income attributable to common stockholders for the thirteen weeks ended March 29, 2020. See Note 12 - Stockholders’ Equity for additional details.
[2]	Adjustment relates to the 2025 Notes weighted for the portion of the period prior to the Company’s election under the 2025 Notes indenture to settle the principal portion of its 2025 Notes in cash. Effective with the Company’s election, there will be no further numerator adjustments for interest or denominator adjustments for shares required to settle the principal portion.

Stockholders' Equity (Tables)

3 Months Ended

Mar. 28, 2021

Stockholders' Equity Attributable to Parent [Abstract]

Schedule of accumulated other comprehensive loss

Following are the components of AOCL as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Foreign currency translation adjustment	$	(195,458)	$	(188,883)
Unrealized loss on derivatives, net of tax	(19,602)		(22,563)
Accumulated other comprehensive loss	$	(215,060)	$	(211,446)

Other comprehensive loss

Following are the components of Other comprehensive loss attributable to Bloomin’ Brands for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Foreign currency translation adjustment		$	(6,575)	$	(7,297)

Unrealized loss on derivatives, net of tax (1)		$	(42)	$	(13,336)
Reclassification of adjustments for loss on derivatives included in Net income (loss), net of tax (2)		3,003		1,396
Total unrealized gain (loss) on derivatives, net of tax		$	2,961	$	(11,940)

Other comprehensive loss attributable to Bloomin’ Brands		$	(3,614)	$	(19,237)

________________

(1)Unrealized loss on derivatives is net of tax of $4.6 million for the thirteen weeks ended March 29, 2020.

(2)Reclassifications of adjustments for loss on derivatives are net of tax. See Note 13 - Derivative Instruments and Hedging Activities for the tax impact of reclassifications.

Stockholders' Equity

3 Months Ended

Mar. 28, 2021

Stockholders' Equity Attributable to Parent [Abstract]

Stockholders' Equity

Stockholders’ Equity

Redeemable Preferred Stock - In connection with the development of its Abbraccio Cucina Italiana (“Abbraccio”) concept in 2015, the Company sold preferred shares of its Abbraccio subsidiary (“Abbraccio Shares”) to certain investors.

During the thirteen weeks ended March 29, 2020, the Company exercised a call option to purchase all outstanding Abbraccio Shares for $1.0 million and recorded a reduction to Accumulated deficit and an increase in Net loss applicable to common stockholders of $3.5 million for the consideration paid in excess of the Abbraccio Shares’ carrying value.

Accumulated Other Comprehensive Loss (“AOCL”) - Following are the components of AOCL as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Foreign currency translation adjustment	$	(195,458)	$	(188,883)
Unrealized loss on derivatives, net of tax	(19,602)		(22,563)
Accumulated other comprehensive loss	$	(215,060)	$	(211,446)

Following are the components of Other comprehensive loss attributable to Bloomin’ Brands for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Foreign currency translation adjustment		$	(6,575)	$	(7,297)

Unrealized loss on derivatives, net of tax (1)		$	(42)	$	(13,336)
Reclassification of adjustments for loss on derivatives included in Net income (loss), net of tax (2)		3,003		1,396
Total unrealized gain (loss) on derivatives, net of tax		$	2,961	$	(11,940)

Other comprehensive loss attributable to Bloomin’ Brands		$	(3,614)	$	(19,237)

________________

(1)Unrealized loss on derivatives is net of tax of $4.6 million for the thirteen weeks ended March 29, 2020.

(2)Reclassifications of adjustments for loss on derivatives are net of tax. See Note 13 - Derivative Instruments and Hedging Activities for the tax impact of reclassifications.

Segment Reporting (Depreciation and Amortization by Segment) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Segment Reporting, Other Significant Reconciling Item [Line Items]
Depreciation and amortization	$ 41,226	$ 48,268
Operating segments [Member] \| U.S. segment [Member]
Segment Reporting, Other Significant Reconciling Item [Line Items]
Depreciation and amortization	33,645	37,640
Operating segments [Member] \| International segment [Member]
Segment Reporting, Other Significant Reconciling Item [Line Items]
Depreciation and amortization	5,720	6,758
Corporate, non-segment [Member]
Segment Reporting, Other Significant Reconciling Item [Line Items]
Depreciation and amortization	$ 1,861	$ 3,870

Convertible Senior Notes (Tables)

3 Months Ended

Mar. 28, 2021

Convertible Notes [Abstract]

Convertible senior notes balances

The following table includes the outstanding principal amount and carrying value of the 2025 Notes as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Long-term debt, net
Principal	$	230,000	$	230,000
Less: Debt discount (1)	—		(59,862)
Less: Debt issuance costs (1)(2)	(7,075)		(5,427)
Net carrying amount	$	222,925	$	164,711
Equity component (1)	$	—	$	64,367

________________

(1)In connection with the adoption of ASU No. 2020-06, debt discount and the equity component of the 2025 Notes were de-recognized and $2.1 million of issuance costs that were previously allocated to the equity component were reclassified as debt issuance costs during the thirteen weeks ended March 28, 2021.

(2)Debt issuance costs are amortized to Interest expense, net using the effective interest method over the expected life of the 2025 Notes.

Convertible senior notes interest expense

Following is a summary of interest expense for the 2025 Notes, by component, for the period indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021
Coupon interest	$	2,875
Deferred issuance cost amortization	381
Total interest expense	$	3,256

Segment Reporting (Revenue by Segment) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenues	$ 987,473	$ 1,008,337
U.S. segment [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenues	904,918	894,497
International segment [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total revenues	$ 82,555	$ 113,840

- Definition

+ References

+ Details

Long-term Debt, Net

3 Months Ended

Mar. 28, 2021

Debt Disclosure [Abstract]

Long-term Debt, Net

Following is a summary of outstanding long-term debt, as of the periods indicated:


	MARCH 28, 2021				DECEMBER 27, 2020
(dollars in thousands)	OUTSTANDING BALANCE		INTEREST RATE		OUTSTANDING BALANCE		INTEREST RATE
Senior Secured Credit Facility:
Term loan A (1)	$	415,625	2.85	%	$	425,000	2.88	%
Revolving credit facility (1)	355,000		2.86	%	447,000		2.88	%
Total Senior Secured Credit Facility	$	770,625			$	872,000
2025 Notes (2)	230,000		5.00	%	230,000		5.00	%
Finance lease liabilities	2,093				2,405

Less: unamortized debt discount and issuance costs (3)	(9,170)				(67,704)
Less: finance lease interest	(185)				(221)
Total debt, net	$	993,363			$	1,036,480
Less: current portion of long-term debt	(41,829)				(38,710)
Long-term debt, net	$	951,534			$	997,770

________________

(1)Interest rate represents the weighted-average interest rate as of the respective periods.

(2)See Note 10 - Convertible Senior Notes for details regarding the 2025 Notes and related hedge and warrant transactions.

(3)In connection with the adoption of ASU No. 2020-06, debt discount of $59.9 million related to the 2025 Notes was de-recognized and $2.1 million of equity issuance costs were reclassified as debt issuance costs during the thirteen weeks ended March 28, 2021.

As of March 28, 2021 and December 27, 2020, the Company was in compliance with its debt covenants.

2029 Notes - Subsequent to March 28, 2021, the Company and its wholly-owned subsidiary OSI Restaurant Partners, LLC (“OSI”), as co-issuers, issued $300.0 million aggregate principal amount of senior unsecured notes due 2029 (the “2029 Notes”).

The 2029 Notes were issued pursuant to an Indenture, dated April 16, 2021 (the “Indenture”), by and among the Company, the guarantors named therein, and Wells Fargo Bank, National Association, as trustee. The 2029 Notes will be guaranteed by each of the Company’s existing and future domestic restricted subsidiaries (other than OSI) that are guarantors or borrowers under its New Senior Secured Credit Facilities (as defined below) or certain other indebtedness. The 2029 Notes will mature on April 15, 2029, unless earlier redeemed or purchased by the Company. The 2029 Notes bear cash interest at an annual rate of 5.125% payable semi-annually in arrears on April 15 and October 15 of each year, beginning on October 15, 2021.

The Company may redeem some or all of the 2029 Notes at any time on or after April 15, 2024, at the redemption prices set forth in the Indenture, plus accrued and unpaid interest. The Company may also redeem up to 40% of the 2029 Notes in an amount not greater than the proceeds of certain equity offerings completed before April 15, 2024, at a redemption price equal to 105.125% of the principal amount thereof, plus accrued and unpaid interest. In addition, at any time prior to April 15, 2024, the Company may redeem some or all of the 2029 Notes at a price equal to 100% of the principal amount, plus a “make-whole” premium, plus accrued and unpaid interest.

The Indenture contains restrictive covenants that limit the ability of the Company and its restricted subsidiaries to, among other things, incur additional indebtedness or issue certain preferred stock; pay dividends, redeem stock or make other distributions; make certain investments; create restrictions on the ability of the Company’s restricted subsidiaries to pay dividends or make other payments to the Company; create certain liens; transfer or sell certain assets; merge or consolidate; enter into certain transactions with the Company’s affiliates; and designate subsidiaries

as unrestricted subsidiaries. These covenants are subject to a number of important exceptions and qualifications as set forth in the Indenture.

The Indenture contains customary events of default, including, without limitation, failure to make required payments, failure to comply with certain agreements or covenants, cross-acceleration to certain other indebtedness in excess of specified amounts, certain events of bankruptcy and insolvency, and failure to pay certain judgments.

The net proceeds from the 2029 Notes, after deducting the initial purchaser’s discount and the Company’s offering expenses, were used to repay a portion of the Company’s outstanding Term loan A and revolving credit facility in conjunction with the refinancing of its Senior Secured Credit Facility.

Second Amended and Restated Credit Agreement - On April 16, 2021, the Company and OSI, as co-borrowers, entered into the Second Amended and Restated Credit Agreement (the “Second Amended and Restated Credit Agreement”), which provides for senior secured financing of up to $1.0 billion consisting of a $200.0 million Term loan A and an $800.0 million revolving credit facility (the “New Senior Secured Credit Facility”). The New Senior Secured Credit Facility matures on April 16, 2026 and replaces the Company’s prior senior secured financing of up to $1.5 billion (the “Senior Secured Credit Facility”).

The commitments under the New Senior Secured Credit Facility may be increased in an aggregate principal amount of up to: (i) $425.0 million or (ii) at the Company’s option, up to an unlimited amount of incremental facilities, so long as the Consolidated Senior Secured Net Leverage Ratio (“CSSNLR”), as defined in the Second Amended and Restated Credit Agreement, is no more than 3.00 to 1.00 as of the last day of the most recent period of four consecutive fiscal quarters ended.

The Company may elect an interest rate at each reset period based on the Base Rate or the Eurocurrency Rate, plus an applicable spread. The Base Rate option is the highest of: (i) the prime rate of Wells Fargo Bank, National Association, (ii) the federal funds effective rate plus 0.5 of 1.0% or (iii) the Eurocurrency rate with a one-month interest period plus 1.0% (the “Base Rate”). The Eurocurrency Rate option is the seven, 30, 60, 90 or 180-day Eurocurrency rate, subject to a 0% floor (the “Eurocurrency Rate”). The interest rates are as follows:


	BASE RATE ELECTION	EUROCURRENCY RATE ELECTION
Term loan A and revolving credit facility	50 to 150 basis points over the Base Rate	150 to 250 basis points over the Eurocurrency Rate

Fees on letters of credit and daily unused availability under the revolving credit facility will be 150 to 250 basis points and 25 to 40 basis points, respectively.

The following is a summary of required amortization payments for the Term loan A (dollars in thousands):


SCHEDULED QUARTERLY PAYMENT DATES	TERM LOAN A
September 26, 2021 through June 30, 2024	$	2,500
September 29, 2024 through June 29, 2025	$	3,750
September 28, 2025 and December 28, 2025	$	5,000

The New Senior Secured Credit Facility contains mandatory prepayment requirements for the Term loan A. The Company is required to prepay outstanding amounts under these loans with 50% of its annual excess cash flow, as defined in the Second Amended and Restated Credit Agreement, commencing with the fiscal year ending December 25, 2022. The amount of outstanding loans required to be prepaid in accordance with the debt covenants may vary based on the Company’s CSSNLR and year end results.

Total Net Leverage Ratio (“TNLR”) is the ratio of Consolidated Total Debt (Current portion of long-term debt and Long-term debt, net of cash, excluding the 2025 Notes) to Consolidated EBITDA (earnings before interest, taxes, depreciation and amortization and certain other adjustments as defined in the Second Amended and Restated Credit Agreement). The Second Amended and Restated Credit Agreement requires a TNLR not to exceed the following thresholds for the periods indicated:


QUARTERLY PERIOD ENDED	MAXIMUM RATIO

June 27, 2021 (1)	5.00	to	1.00
September 26, 2021 (2) and thereafter	4.50	to	1.00

________________

(1)Seasonally annualized Consolidated EBITDA calculated as Consolidated EBITDA for the two consecutive quarters ending June 27, 2021 divided by 58.5%.

(2)Seasonally annualized Consolidated EBITDA calculated as Consolidated EBITDA for the three consecutive quarters ending September 26, 2021 divided by 77.0%.

The Second Amended and Restated Credit Agreement limits, subject to certain exceptions, the Company’s ability and the ability of its subsidiaries to: incur additional indebtedness; make significant payments; sell assets; pay dividends and other restricted payments; make certain investments; acquire certain assets; effect mergers and similar transactions; and effect certain other transactions with affiliates. The Company is also limited to $200.0 million of aggregate capital expenditures during the year ended December 26, 2021. The Second Amended and Restated Credit Agreement also prohibits the Company from paying certain dividends and making certain restricted payments and acquisitions until the Company is in compliance with its TNLR covenant for the period ended September 26, 2021.

Subsequent to its refinancing of the Senior Secured Credit Facility, the Company made payments of $20.0 million on its new revolving credit facility, which had an outstanding balance of $251.0 million as of April 30, 2021.

Convertible Senior Notes (Convertible Notes Hedge Transactions) (Details)	May 08, 2020 $ / shares
Convertible debt [Member] \| 2025 Notes [Member]
Debt Instrument [Line Items]
Class of warrant or right, exercise price of warrants or rights	$ 16.64

Impairments and Exit Costs (Tables)

3 Months Ended

Mar. 28, 2021

Impairments, Exit Costs and Disposals [Abstract]

Provision for impaired assets and restaurant closings

The components of Provision for impaired assets and restaurant closings are as follows for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Impairment losses
U.S. (1)		$	1,406	$	30,972
International (1)(2)		707		3,172
Corporate (3)		29		6,280
Total impairment losses		$	2,142	$	40,424
Restaurant closure charges
U.S. (1)		$	58	$	721
International (1)		—		173
Total restaurant closure charges		$	58	$	894
Provision for impaired assets and restaurant closings		$	2,200	$	41,318

________________

(1)U.S. and international impairment and closure charges for the thirteen weeks ended March 29, 2020 primarily relate to the COVID-19 pandemic. See Note 2 - COVID-19 Charges for details regarding the impact of the COVID-19 pandemic on the Company’s financial results.

(2)Includes goodwill impairment charges of $2.0 million during the thirteen weeks ended March 29, 2020.

(3)Corporate impairment charges for the thirteen weeks ended March 29, 2020 primarily relate to transformational initiatives.

Accrued facility closure and other costs rollforward

The following table is a rollforward of the Company’s closed facility lease liabilities and other accrued costs associated with the closure and restructuring initiatives, for the period indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021
Balance, beginning of the period	$	12,879

Cash payments	(1,171)
Accretion	252
Adjustments	(189)
Balance, end of the period (1)	$	11,771

________________

(1)As of March 28, 2021, the Company had exit-related accruals related to certain closure and restructuring initiatives of $3.8 million recorded in Accrued and other current liabilities and $8.0 million recorded in Non-current operating lease liabilities on its Consolidated Balance Sheet.

COVID-19 Charges (Details) - USD ($)
$ in Thousands

3 Months Ended

Mar. 28, 2021

Mar. 29, 2020

Unusual or Infrequent Item, or Both [Line Items]

Inventory obsolescence and spoilage

$ 0

$ 5,291

Allowance for expected credit losses

3,334

Total costs and expenses

896,475

1,049,905

Provision for impaired assets and restaurant closings [Member]

Unusual or Infrequent Item, or Both [Line Items]

Goodwill and other impairment

$ 2,142

40,424

COVID-19 pandemic [Member]

Unusual or Infrequent Item, or Both [Line Items]

Total costs and expenses

65,063

COVID-19 pandemic [Member] | Food and beverage costs [Member]

Unusual or Infrequent Item, or Both [Line Items]

Inventory obsolescence and spoilage

6,182

COVID-19 pandemic [Member] | Labor and other related [Member]

Unusual or Infrequent Item, or Both [Line Items]

Compensation for idle employees

^[1]

16,186

COVID-19 pandemic [Member] | General and administrative expense [Member]

Unusual or Infrequent Item, or Both [Line Items]

Allowance for expected credit losses

^[2]

3,334

Other operating charges

573

COVID-19 pandemic [Member] | General and administrative expense [Member] | Property lease guarantee [Member]

Unusual or Infrequent Item, or Both [Line Items]

Lease guarantee contingent liabilities

^[3]

4,188

COVID-19 pandemic [Member] | Provision for impaired assets and restaurant closings [Member]

Unusual or Infrequent Item, or Both [Line Items]

Right-of-use asset impairment

^[4]

20,484

COVID-19 pandemic [Member] | Provision for impaired assets and restaurant closings [Member] | Property, fixtures and equipment, net [Member]

Unusual or Infrequent Item, or Both [Line Items]

Fixed asset impairment

^[4]

11,728

COVID-19 pandemic [Member] | Provision for impaired assets and restaurant closings [Member] | Goodwill and other assets [Member]

Unusual or Infrequent Item, or Both [Line Items]

Goodwill and other impairment

^[5]

$ 2,388

[1]	Represents relief pay for hourly employees impacted by the closure of dining rooms.
[2]	Includes reserves to reflect an increase in expected credit losses, primarily related to franchise receivables.
[3]	Represents contingent liabilities recorded for lease guarantees related to certain former restaurant locations now operated by franchisees or other third parties.
[4]	Includes impairments resulting from the remeasurement of assets utilizing projected future cash flows revised for then current economic conditions and the closure of certain restaurants.
[5]	Includes impairment of goodwill for the Company’s Hong Kong subsidiary.

Stock-based Compensation Plans

3 Months Ended

Mar. 28, 2021

Share-based Payment Arrangement [Abstract]

Stock-based Compensation Plans

The Company recognized stock-based compensation expense as follows for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Stock options		$	865	$	832
Restricted stock units		2,366		1,683
Performance-based share units		1,469		699

		$	4,700	$	3,214

In February 2021, the Company granted 0.3 million performance-based share units (“PSUs”) subject to final payout modification by a Relative Total Shareholder Return (“Relative TSR”) modifier. These PSUs maintain a three-year cliff vesting period and the underlying adjusted earnings per share performance metric can range from zero to 200% of the annual target grant. The grants additionally included a Relative TSR modifier to the final payout outcome, which can adjust the payout by 75%, 100% or 125% of the achieved performance metric, with the overall payout capped at 200% of the annual target grant. The Relative TSR is measured by comparing the Company’s Relative TSR to the constituents of the S&P 1500 Restaurants index. The fair value of PSUs granted was estimated using the Monte Carlo simulation model. The Monte Carlo simulation model utilizes multiple input variables to estimate the probability that the market conditions will be achieved and was applied to the trading price of the Company’s common stock on the date of the grant. Assumptions used in the Monte Carlo simulation model and the grant date fair value of PSUs granted were as follows for the period indicated:


	THIRTEEN WEEKS ENDED
	MARCH 28, 2021
Assumptions:
Risk-free interest rate (1)	0.20		%


Volatility (2)	48.45		%

Grant date fair value per unit (3)	$	29.73

________________

(1)Risk-free interest rate is the U.S. Treasury yield curve in effect as of the grant date for the performance period of the unit.

(2)Based on the historical volatility of the Company’s stock over the last seven years.

(3)Represents a 14.3% premium above the per share value of the Company’s common stock as of the grant date.

The following represents unrecognized stock-based compensation expense and the remaining weighted-average vesting period as of March 28, 2021:


	UNRECOGNIZED COMPENSATION EXPENSE (dollars in thousands)		REMAINING WEIGHTED-AVERAGE VESTING PERIOD (in years)
Stock options	$	2,147	1.1
Restricted stock units	$	14,180	2.1
Performance-based share units	$	14,790	2.1

Stock-based Compensation Plans (Tables)

3 Months Ended

Mar. 28, 2021

Share-based Payment Arrangement [Abstract]

Schedule of compensation cost for stock-based payment arrangements, allocation of share-based compensation costs by plan

The Company recognized stock-based compensation expense as follows for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Stock options		$	865	$	832
Restricted stock units		2,366		1,683
Performance-based share units		1,469		699

		$	4,700	$	3,214

Schedule of stock-based payment award, performance-based shares, valuation assumptions

Assumptions used in the Monte Carlo simulation model and the grant date fair value of PSUs granted were as follows for the period indicated:


	THIRTEEN WEEKS ENDED
	MARCH 28, 2021
Assumptions:
Risk-free interest rate (1)	0.20		%


Volatility (2)	48.45		%

Grant date fair value per unit (3)	$	29.73

________________

(1)Risk-free interest rate is the U.S. Treasury yield curve in effect as of the grant date for the performance period of the unit.

(2)Based on the historical volatility of the Company’s stock over the last seven years.

(3)Represents a 14.3% premium above the per share value of the Company’s common stock as of the grant date.

Schedule of unrecognized compensation cost, nonvested awards

The following represents unrecognized stock-based compensation expense and the remaining weighted-average vesting period as of March 28, 2021:


	UNRECOGNIZED COMPENSATION EXPENSE (dollars in thousands)		REMAINING WEIGHTED-AVERAGE VESTING PERIOD (in years)
Stock options	$	2,147	1.1
Restricted stock units	$	14,180	2.1
Performance-based share units	$	14,790	2.1

Long-term Debt, Net (Tables)

3 Months Ended

Mar. 28, 2021

Debt Disclosure [Abstract]

Schedule of long-term debt, net

Following is a summary of outstanding long-term debt, as of the periods indicated:


	MARCH 28, 2021				DECEMBER 27, 2020
(dollars in thousands)	OUTSTANDING BALANCE		INTEREST RATE		OUTSTANDING BALANCE		INTEREST RATE
Senior Secured Credit Facility:
Term loan A (1)	$	415,625	2.85	%	$	425,000	2.88	%
Revolving credit facility (1)	355,000		2.86	%	447,000		2.88	%
Total Senior Secured Credit Facility	$	770,625			$	872,000
2025 Notes (2)	230,000		5.00	%	230,000		5.00	%
Finance lease liabilities	2,093				2,405

Less: unamortized debt discount and issuance costs (3)	(9,170)				(67,704)
Less: finance lease interest	(185)				(221)
Total debt, net	$	993,363			$	1,036,480
Less: current portion of long-term debt	(41,829)				(38,710)
Long-term debt, net	$	951,534			$	997,770

________________

(1)Interest rate represents the weighted-average interest rate as of the respective periods.

(2)See Note 10 - Convertible Senior Notes for details regarding the 2025 Notes and related hedge and warrant transactions.

Schedule of interest rate options

The interest rates are as follows:


	BASE RATE ELECTION	EUROCURRENCY RATE ELECTION
Term loan A and revolving credit facility	50 to 150 basis points over the Base Rate	150 to 250 basis points over the Eurocurrency Rate

Schedule of required amortization payments

The following is a summary of required amortization payments for the Term loan A (dollars in thousands):


SCHEDULED QUARTERLY PAYMENT DATES	TERM LOAN A
September 26, 2021 through June 30, 2024	$	2,500
September 29, 2024 through June 29, 2025	$	3,750
September 28, 2025 and December 28, 2025	$	5,000

Schedule of maximum total net leverage ratio

The Second Amended and Restated Credit Agreement requires a TNLR not to exceed the following thresholds for the periods indicated:


QUARTERLY PERIOD ENDED	MAXIMUM RATIO

June 27, 2021 (1)	5.00	to	1.00
September 26, 2021 (2) and thereafter	4.50	to	1.00

________________

(1)Seasonally annualized Consolidated EBITDA calculated as Consolidated EBITDA for the two consecutive quarters ending June 27, 2021 divided by 58.5%.

(2)Seasonally annualized Consolidated EBITDA calculated as Consolidated EBITDA for the three consecutive quarters ending September 26, 2021 divided by 77.0%.

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 210
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-Section S99
-Paragraph 1
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-Name Accounting Standards Codification
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
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Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

COVID-19 Charges (Tables)

3 Months Ended

Mar. 28, 2021

COVID-19 Impact [Abstract]

Charges from COVID-19

Following is a summary of the charges recorded in connection with the COVID-19 pandemic for the period indicated (dollars in thousands):

CHARGES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) CLASSIFICATION

THIRTEEN WEEKS ENDED

MARCH 29, 2020

Inventory obsolescence and spoilage

Food and beverage costs

6,182

Compensation for idle employees (1)

Labor and other related

16,186

Lease guarantee contingent liabilities (2)

General and administrative

4,188

Allowance for expected credit losses (3)

General and administrative

3,334

Other charges

General and administrative

573

Right-of-use asset impairment (4)

Provision for impaired assets and restaurant closings

20,484

Fixed asset impairment (4)

Provision for impaired assets and restaurant closings

11,728

Goodwill and other impairment (5)

Provision for impaired assets and restaurant closings

2,388

65,063

________________

(1)Represents relief pay for hourly employees impacted by the closure of dining rooms.

(2)Represents contingent liabilities recorded for lease guarantees related to certain former restaurant locations now operated by franchisees or other third parties.

(3)Includes reserves to reflect an increase in expected credit losses, primarily related to franchise receivables.

(4)Includes impairments resulting from the remeasurement of assets utilizing projected future cash flows revised for then current economic conditions and the closure of certain restaurants.

(5)Includes impairment of goodwill for the Company’s Hong Kong subsidiary.

Long-term Debt, Net Long-term Debt, Net (Schedule of Maximum TNLR) (Details) - Second Amended and Restated Credit Agreement - Secured debt [Member] - Subsequent event [Member]

Apr. 16, 2021

Debt Instrument [Line Items]

Debt covenants compliance, quarterly total net leverage ratio, initial maximum ratio level, period two

5.00

^[1]

Debt covenants compliance, quarterly total net leverage ratio, initial maximum ratio level, period three

4.50

^[2]

Annualization factor, period two

58.50%

Annualization factor, period three

77.00%

[1]	Seasonally annualized Consolidated EBITDA calculated as Consolidated EBITDA for the two consecutive quarters ending June 27, 2021 divided by 58.5%.
[2]	Seasonally annualized Consolidated EBITDA calculated as Consolidated EBITDA for the three consecutive quarters ending September 26, 2021 divided by 77.0%.

Earnings (Loss) Per Share

3 Months Ended

Mar. 28, 2021

Earnings Per Share [Abstract]

Earnings (Loss) Per Share

The dilutive effect of the 2025 Notes is calculated using the if-converted method which was required upon the Company’s adoption of ASU No. 2020-06. To the extent the Company has the ability to settle its 2025 Notes in shares of its common stock, the principal and conversion spread on the 2025 Notes will have a dilutive impact on diluted earnings per share when the average market price of the Company’s common stock for a given period exceeds the conversion price of $11.89 per share of common stock. In February 2021, the Company provided the trustee of its 2025 Notes notice of the Company’s irrevocable election to settle the principal portion of the 2025 Notes in cash and any excess in shares. As a result, subsequent to the election, only the amounts in excess of the principal amount are considered in diluted earnings per share under the if-converted method.

In connection with the offering of the 2025 Notes, the Company entered into the Convertible Note Hedge Transactions and Warrant Transactions described in Note 10 - Convertible Senior Notes. However, the Convertible Note Hedge Transactions are not considered when calculating dilutive shares given its impact is anti-dilutive. The impact of the Convertible Note Hedge Transactions would offset the dilutive impact of the shares underlying the 2025 Notes. The Warrant Transactions have a dilutive effect on the Company’s common stock to the extent that the price of its common stock exceeds the $16.64 strike price of the Warrant Transactions. See Note 10 - Convertible Senior Notes for additional information regarding the 2025 Notes, Convertible Note Hedge Transactions and Warrant Transactions.

The following table presents the computation of basic and diluted earnings (loss) per share attributable to common stockholders for the periods indicated:


	THIRTEEN WEEKS ENDED
(in thousands, except per share data)		MARCH 28, 2021		MARCH 29, 2020
Net income (loss) attributable to Bloomin’ Brands		$	68,862	$	(34,611)
Redemption of preferred stock in excess of carrying value (1)		—		(3,496)
Net income (loss) attributable to common stockholders		68,862		(38,107)
Convertible senior notes if-converted method interest adjustment, net of tax (2)		1,381		—
Diluted net income (loss) attributable to common stockholders		$	70,243	$	(38,107)

Basic weighted average common shares outstanding		88,367		87,129

Effect of dilutive securities:
Stock options		709		—
Nonvested restricted stock units		503		—
Nonvested performance-based share units		94		—
Convertible senior notes (2)		15,193		—
Warrants		5,775		—
Diluted weighted average common shares outstanding		110,641		87,129

Basic earnings (loss) per share attributable to common stockholders		$	0.78	$	(0.44)
Diluted earnings (loss) per share attributable to common stockholders		$	0.63	$	(0.44)

________________

(1)Consideration paid in excess of carrying value for the redemption of preferred stock is considered a deemed dividend and, for purposes of calculating earnings per share, reduces net income attributable to common stockholders for the thirteen weeks ended March 29, 2020. See Note 12 - Stockholders’ Equity for additional details.

(2)Adjustment relates to the 2025 Notes weighted for the portion of the period prior to the Company’s election under the 2025 Notes indenture to settle the principal portion of its 2025 Notes in cash. Effective with the Company’s election, there will be no further numerator adjustments for interest or denominator adjustments for shares required to settle the principal portion.

Share-based compensation-related weighted-average securities outstanding not included in the computation of net earnings (loss) per share attributable to common stockholders because their effect was antidilutive were as follows, for the periods indicated:


	THIRTEEN WEEKS ENDED
(shares in thousands)		MARCH 28, 2021	MARCH 29, 2020
Stock options		1,364	4,665
Nonvested restricted stock units		73	651
Nonvested performance-based share units		431	533

Derivative Instruments and Hedging Activities (Effects of the interest rate swaps) (Details)

3 Months Ended

Apr. 16, 2021

USD ($)

counterparty

Mar. 28, 2021

USD ($)

Mar. 29, 2020

USD ($)

Dec. 27, 2020

USD ($)

Oct. 25, 2018

USD ($)

counterparty

Derivative [Line Items]

Total effects of the interest rate swaps on Net income (loss)

$ (3,003,000)

$ (1,396,000)

Interest rate swap [Member] | Subsequent event [Member] | Contract termination

Derivative [Line Items]

Derivative agreements, number of counterparties | counterparty

Derivative, notional amount

$ 275,000,000.0

Payment for settlement of interest rate cash flow hedge

13,300,000

Derivative, interest rate swaps, liabilities, fair value

$ 13,400,000

Interest rate swap [Member] | Designated as hedging instrument [Member]

Derivative [Line Items]

Total effects of the interest rate swaps on Net income (loss)

(3,003,000)

(1,396,000)

Derivative, net liability position, aggregate fair value

28,200,000

$ 32,200,000

Derivative, termination value

28,200,000

32,200,000

Derivative agreements, number of counterparties | counterparty

Derivative, notional amount

$ 550,000,000.0

Derivative, interest rate swaps, liabilities, fair value

^[1]

26,508,000

$ 30,495,000

Interest rate swap [Member] | Designated as hedging instrument [Member] | Interest expense [Member]

Derivative [Line Items]

Interest rate swap expense recognized in Interest expense, net

(4,044,000)

(1,880,000)

Interest rate swap [Member] | Designated as hedging instrument [Member] | Income tax expense [Member]

Derivative [Line Items]

Income tax benefit recognized in Provision (benefit) for income taxes

$ 1,041,000

$ 484,000

[1]	See Note 15 - Fair Value Measurements for fair value discussion of the interest rate swaps.

Income Taxes

3 Months Ended

Mar. 28, 2021

Income Tax Disclosure [Abstract]

Income Taxes


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021			MARCH 29, 2020
Income (loss) before provision (benefit) for income taxes		$	76,391		$	(54,069)
Provision (benefit) for income taxes		$	6,593		$	(19,655)
Effective income tax rate		8.6		%	36.4		%

The effective income tax rate for the thirteen weeks ended March 28, 2021 decreased by 27.8 percentage points as compared to the thirteen weeks ended March 29, 2020. The decrease was primarily due to the benefit of FICA tax credits on certain employees’ tips reducing the effective tax rate in 2021 as a result of forecasted pre-tax book income as compared to increasing the effective tax rate in 2020 as a result of forecasted pre-tax book loss.

As of December 27, 2020, the Company had $155.3 million in general business tax credits carryforwards, which have a 20-year carryforward period and are utilized on a first-in, first-out basis. The Company expects to increase its general business credit carryforwards in 2021 by approximately $15 million to $25 million. The Company currently

expects to utilize these tax credit carryforwards within a 10 year period. However, the Company’s ability to utilize these tax credits could be adversely impacted by, among other items, a future ownership change as defined under Section 382 of the Internal Revenue Code.

The Company has a blended federal and state statutory rate of approximately 26%. The effective income tax rate for the thirteen weeks ended March 28, 2021 was lower than the statutory rate primarily due to the benefit of FICA tax credits on certain employees’ tips.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Segment Reporting (Narrative) (Details)	3 Months Ended
Segment Reporting (Narrative) (Details)	Mar. 28, 2021 reportable_segment
Segment Reporting [Abstract]
Number of reportable segments	2

Convertible Senior Notes (Convertible Notes Text) (Details) - Convertible debt [Member] - 2025 Notes [Member]
$ / shares in Units, shares in Thousands

3 Months Ended

Dec. 28, 2020

USD ($)

May 08, 2020

USD ($)

$ / shares

Mar. 28, 2021

USD ($)

day

Dec. 27, 2020

USD ($)

May 12, 2020

USD ($)

Debt Instrument [Line Items]

Debt instrument, face amount

$ 230,000,000

$ 230,000,000.0

Debt instrument, interest rate, stated percentage

5.00%

^[1]

5.00%

^[1]

Long-term debt, maturity date

May 01, 2025

Proceeds from issuance of private placement

$ 221,600,000

Debt instrument, convertible, conversion ratio

84.122

Debt instrument, convertible principal amount

$ 1,000

Debt conversion, converted instrument, shares to be issued | shares

19,348

Debt instrument, convertible, conversion price | $ / shares

$ 11.89

Debt instrument, redemption price, percentage

100.00%

Debt discount

^[2]

$ 0

$ (59,862,000)

Debt issuance costs

^[2],[3]

(7,075,000)

(5,427,000)

Net carrying amount

222,925,000

164,711,000

Equity component

^[2]

$ 64,367,000

Coupon interest

2,875,000

Deferred issuance cost amortization

381,000

Total interest expense

$ 3,256,000

Debt instrument, interest rate at period end

5.85%

Additional paid-in capital [Member]

Debt Instrument [Line Items]

Equity issuance costs reclassified upon adoption of new accounting standard

$ 2,100,000

Conversion Option One

Debt Instrument [Line Items]

Debt instrument, convertible, threshold percentage of stock price trigger

130.00%

Debt instrument, convertible, threshold trading days | day

Debt instrument, convertible, threshold consecutive trading days | day

Conversion Option Two

Debt Instrument [Line Items]

Debt instrument, convertible, threshold percentage of stock price trigger

98.00%

Debt instrument, convertible, threshold trading days | day

Debt instrument, convertible, threshold consecutive trading days | day

[1]	See Note 10 - Convertible Senior Notes for details regarding the 2025 Notes and related hedge and warrant transactions
[2]	In connection with the adoption of ASU No. 2020-06, debt discount and the equity component of the 2025 Notes were de-recognized and $2.1 million of issuance costs that were previously allocated to the equity component were reclassified as debt issuance costs during the thirteen weeks ended March 28, 2021.
[3]	Debt issuance costs are amortized to Interest expense, net using the effective interest method over the expected life of the 2025 Notes.

Stock-based Compensation Plans (Assumptions used in the Monte Carlo simulation model and the grant date fair value of PSUs granted) (Details) - Performance-based share units [Member] - $ / shares
shares in Millions

1 Months Ended

3 Months Ended

Feb. 28, 2021

Mar. 28, 2021

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period

0.3

Share-based compensation arrangement by share-based payment award, award vesting period

3 years

Share-based compensation arrangement by share-based payment award, total shareholder return modifier, option 1

75.00%

Share-based compensation arrangement by share-based payment award, total shareholder return modifier, option 2

100.00%

Share-based compensation arrangement by share-based payment award, total shareholder return modifier, option 3

125.00%

Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]

Risk-free interest rate

^[1]

0.20%

Volatility

^[2]

48.45%

Grant date fair value per unit (in dollars per share)

^[3]

$ 29.73

Share-based compensation arrangement by share-based payment award, stock price premium, percentage

14.30%

Minimum [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share-based compensation arrangement by share-based payment award, award vesting rights, percentage

0.00%

Maximum [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share-based compensation arrangement by share-based payment award, award vesting rights, percentage

200.00%

[1]	Risk-free interest rate is the U.S. Treasury yield curve in effect as of the grant date for the performance period of the unit.
[2]	Based on the historical volatility of the Company’s stock over the last seven years.
[3]	Represents a 14.3% premium above the per share value of the Company’s common stock as of the grant date.

Stockholders' Equity (Other Comprehensive Loss) (Details) - USD ($)
$ in Thousands

3 Months Ended

Mar. 28, 2021

Mar. 29, 2020

Accumulated other comprehensive loss [Line Items]

Unrealized loss on derivatives, net of tax

$ (42)

$ (13,336)

Reclassification of adjustment for loss on derivatives included in Net income (loss), net of tax

3,003

1,396

Other comprehensive loss attributable to Bloomin’ Brands

(3,614)

(19,901)

Bloomin' Brands [Member]

Accumulated other comprehensive loss [Line Items]

Foreign currency translation adjustment

(6,575)

(7,297)

Unrealized loss on derivatives, net of tax

^[1]

(42)

(13,336)

Reclassification of adjustment for loss on derivatives included in Net income (loss), net of tax

^[2]

3,003

1,396

Total unrealized gain (loss) on derivatives, net of tax

2,961

(11,940)

Other comprehensive loss attributable to Bloomin’ Brands

$ (3,614)

(19,237)

Other comprehensive loss, unrealized loss on derivatives arising during period, tax

$ (4,600)

[1]	Unrealized loss on derivatives is net of tax of $4.6 million for the thirteen weeks ended March 29, 2020.
[2]	Reclassifications of adjustments for loss on derivatives are net of tax. See Note 13 - Derivative Instruments and Hedging Activities for the tax impact of reclassifications.

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121641772&loc=SL7669619-108580

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21463-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 830
-SubTopic 30
-Section 45
-Paragraph 17
-URI http://asc.fasb.org/extlink&oid=118261656&loc=d3e32136-110900

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(21))
-URI http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 55
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121640130&loc=d3e1436-108581

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 830
-SubTopic 30
-Section 45
-Paragraph 20
-URI http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 830
-SubTopic 30
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6450520&loc=d3e32583-110901

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121641772&loc=SL7669625-108580

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(23))
-URI http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(19))
-URI http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

+ Details

Derivative Instruments and Hedging Activities (Tables)

3 Months Ended

Mar. 28, 2021

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of derivative instruments in statement of financial position, fair value

The following table presents the fair value and classification of the Company’s swap agreements, as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020		CONSOLIDATED BALANCE SHEET CLASSIFICATION




Interest rate swaps - liability	$	14,814	$	14,855	Accrued and other current liabilities
Interest rate swaps - liability	11,694		15,640		Other long-term liabilities, net
Total fair value of derivative instruments - liabilities (1)	$	26,508	$	30,495

Accrued interest	$	1,384	$	1,237	Accrued and other current liabilities

____________________

(1)See Note 15 - Fair Value Measurements for fair value discussion of the interest rate swaps.

Schedule of derivatives instruments statements of financial performance, location

The following table summarizes the effects of the swap agreements on Net income (loss) for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Interest rate swap expense recognized in Interest expense, net		$	(4,044)	$	(1,880)
Income tax benefit recognized in Provision (benefit) for income taxes		1,041		484
Total effects on Net income (loss)		$	(3,003)	$	(1,396)

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 28, 2021	Dec. 27, 2020
Current assets
Cash and cash equivalents	$ 136,658	$ 109,980
Restricted cash and cash equivalents	0	428
Inventories	53,905	61,928
Other current assets, net	82,426	151,518
Total current assets	272,989	323,854
Property, fixtures and equipment, net	862,844	887,687
Operating lease right-of-use assets	1,165,947	1,172,910
Goodwill	268,645	271,164
Intangible assets, net	457,843	459,983
Deferred income tax assets, net	166,142	153,883
Other assets, net	90,914	92,626
Total assets	3,285,324	3,362,107
Current liabilities
Accounts payable	146,832	141,457
Accrued and other current liabilities	428,284	388,321
Unearned revenue	315,038	381,616
Current portion of long-term debt	41,829	38,710
Total current liabilities	931,983	950,104
Non-current operating lease liabilities	1,212,656	1,217,921
Long-term debt, net	951,534	997,770
Other long-term liabilities, net	143,746	185,355
Total liabilities	3,239,919	3,351,150
Commitments and contingencies
Bloomin’ Brands stockholders’ equity
Preferred stock, $0.01 par value, 25,000,000 shares authorized; no shares issued and outstanding as of March 28, 2021 and December 27, 2020	0	0
Common stock, $0.01 par value, 475,000,000 shares authorized; 88,854,861 and 87,855,571 shares issued and outstanding as of March 28, 2021 and December 27, 2020, respectively	889	879
Additional paid-in capital	1,097,639	1,132,808
Accumulated deficit	(844,864)	(918,096)
Accumulated other comprehensive loss	(215,060)	(211,446)
Total Bloomin’ Brands stockholders’ equity	38,604	4,145
Noncontrolling interests	6,801	6,812
Total stockholders’ equity	45,405	10,957
Total liabilities and stockholders’ equity	$ 3,285,324	$ 3,362,107
Preferred stock, par value per share (in USD per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	25,000,000	25,000,000
Preferred stock, shares outstanding (in shares)	0	0
Preferred stock, shares issued (in shares)	0	0
Common stock, par value per share (in USD per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	475,000,000	475,000,000
Common stock, shares issued (in shares)	88,854,861	87,855,571
Common stock, shares outstanding (in shares)	88,854,861	87,855,571

Leases (Tables)

3 Months Ended

Mar. 28, 2021

Leases [Abstract]

Assets and liabilities, lessee

The following table includes a detail of lease assets and liabilities included on the Company’s Consolidated Balance Sheets as of the periods indicated:


(dollars in thousands)	CONSOLIDATED BALANCE SHEET CLASSIFICATION	MARCH 28, 2021		DECEMBER 27, 2020
Operating lease right-of-use assets	Operating lease right-of-use assets	$	1,165,947	$	1,172,910
Finance lease right-of-use assets (1)	Property, fixtures and equipment, net	1,689		1,947
Total lease assets, net		$	1,167,636	$	1,174,857

Current operating lease liabilities (2)	Accrued and other current liabilities	$	176,876	$	176,791
Current finance lease liabilities	Current portion of long-term debt	1,204		1,210
Non-current operating lease liabilities (3)	Non-current operating lease liabilities	1,211,733		1,216,666
Non-current finance lease liabilities	Long-term debt, net	704		974
Total lease liabilities		$	1,390,517	$	1,395,641

________________

(1)Net of accumulated amortization of $2.6 million and $2.3 million as of March 28, 2021 and December 27, 2020, respectively.

(2)Excludes COVID-19-related deferred rent accruals of $7.6 million and $12.8 million as of March 28, 2021 and December 27, 2020, respectively, and accrued contingent percentage rent of $3.8 million and $2.7 million, as of March 28, 2021 and December 27, 2020, respectively.

(3)Excludes COVID-19-related non-current deferred rent accruals of $1.0 million and $1.2 million as of March 28, 2021 and December 27, 2020, respectively.

Lease, cost

Following is a summary of expenses and income related to leases recognized in the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss) for the periods indicated:


	CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) CLASSIFICATION	THIRTEEN WEEKS ENDED
(dollars in thousands)			MARCH 28, 2021		MARCH 29, 2020
Operating leases (1)	Other restaurant operating		$	44,792	$	45,882
Variable lease cost (2)	Other restaurant operating		777		1,120
Finance leases
Amortization of leased assets	Depreciation and amortization		262		342
Interest on lease liabilities	Interest expense, net		36		46
Sublease revenue (3)	Franchise and other revenues		(835)		(1,677)
Lease costs, net			$	45,032	$	45,713

________________

(1)Excludes rent expense for office facilities and Company-owned closed or subleased properties of $3.5 million and $3.6 million for the thirteen weeks ended March 28, 2021 and March 29, 2020, respectively, which is included in General and administrative expense. Also excludes certain supply chain related rent expense of $0.3 million for the thirteen weeks ended March 28, 2021 and March 29, 2020 which is included in Food and beverage costs.

(2)Includes COVID-19-related rent abatement for the thirteen weeks ended March 28, 2021.

(3)Excludes rental income from Company-owned properties of $0.1 million and $0.2 million for the thirteen weeks ended March 28, 2021 and March 29, 2020, respectively.

Cash flow, operating activities

The following table is a summary of other impacts to the Company’s Consolidated Financial Statements related to its leases for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021		MARCH 29, 2020

Cash flows from operating activities:
Cash paid for amounts included in the measurement of operating lease liabilities	$	52,717	$	48,492

Accrued and Other Current Liabilities (Tables)

3 Months Ended

Mar. 28, 2021

Payables and Accruals [Abstract]

Schedule of accrued and other current liabilities

Accrued and other current liabilities consisted of the following as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Accrued rent and current operating lease liabilities	$	188,272	$	192,369
Accrued payroll and other compensation (1)	107,833		79,291
Accrued insurance	21,972		20,648
Other current liabilities (2)	110,207		96,013
	$	428,284	$	388,321

________________

(1)During the thirteen weeks ended March 28, 2021, the Company reclassified $27.3 million of payroll taxes deferred under the Coronavirus, Aid, Relief and Economic Security Act (“CARES Act”) to current.

(2)During the thirteen weeks ended March 28, 2021, sales tax payable increased $9.2 million due to increased sales during the period.

Impairments and Exit Costs (Provision for impaired assets and restaurant closings) (Details) - USD ($)
$ in Thousands

3 Months Ended

Mar. 28, 2021

Mar. 29, 2020

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Provision for impaired assets and restaurant closings

$ 2,200

$ 41,318

Provision for impaired assets and restaurant closings [Member]

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Impairment losses

2,142

40,424

Restaurant closure expenses

894

Provision for impaired assets and restaurant closings [Member] | Corporate, non-segment [Member]

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Impairment losses

6,280

^[1]

U.S. segment [Member] | Provision for impaired assets and restaurant closings [Member]

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Impairment losses

1,406

30,972

^[2]

Restaurant closure expenses

721

^[2]

International segment [Member] | Outback Hong Kong [Member]

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Impairment charges

2,000

International segment [Member] | Provision for impaired assets and restaurant closings [Member]

Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]

Impairment losses

707

3,172

^[2],[3]

Restaurant closure expenses

$ 0

$ 173

^[2]

[1]	Corporate impairment charges for the thirteen weeks ended March 29, 2020 primarily relate to transformational initiatives.
[2]	U.S. and international impairment and closure charges for the thirteen weeks ended March 29, 2020 primarily relate to the COVID-19 pandemic. See Note 2 - COVID-19 Charges for details regarding the impact of the COVID-19 pandemic on the Company’s financial results.
[3]	Includes goodwill impairment charges of $2.0 million during the thirteen weeks ended March 29, 2020.

Earnings (Loss) Per Share (Antidilutive Securities) (Details) - shares shares in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Stock options [Member]
Antidilutive securities excluded from computation of earnings per share [Line Items]
Antidilutive securities not included in the computation of earnings (loss) per share	1,364	4,665
Nonvested restricted stock units [Member]
Antidilutive securities excluded from computation of earnings per share [Line Items]
Antidilutive securities not included in the computation of earnings (loss) per share	73	651
Performance-based share units [Member]
Antidilutive securities excluded from computation of earnings per share [Line Items]
Antidilutive securities not included in the computation of earnings (loss) per share	431	533

Fair Value Measurements

3 Months Ended

Mar. 28, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair value is the price that would be received for an asset or paid to transfer a liability, or the exit price, in an orderly transaction between market participants on the measurement date. Fair value is categorized into one of the following three levels based on the lowest level of significant input:


Level 1						Unadjusted quoted market prices in active markets for identical assets or liabilities
Level 2						Observable inputs available at measurement date other than quoted prices included in Level 1
Level 3						Unobservable inputs that cannot be corroborated by observable market data

Fair Value Measurements on a Recurring Basis - The following table summarizes the Company’s financial assets and liabilities measured at fair value by hierarchy level on a recurring basis as of the periods indicated:


	MARCH 28, 2021						DECEMBER 27, 2020
(dollars in thousands)	TOTAL		LEVEL 1		LEVEL 2		TOTAL		LEVEL 1		LEVEL 2
Assets:
Cash equivalents:
Fixed income funds	$	13,590	$	13,590	$	—	$	15,404	$	15,404	$	—
Money market funds	12,451		12,451		—		16,494		16,494		—
Restricted cash equivalents:

Money market funds	—		—		—		428		428		—




Total asset recurring fair value measurements	$	26,041	$	26,041	$	—	$	32,326	$	32,326	$	—

Liabilities:
Accrued and other current liabilities:
Derivative instruments - interest rate swaps	$	14,814	$	—	$	14,814	$	14,855	$	—	$	14,855

Other long-term liabilities:
Derivative instruments - interest rate swaps	11,694		—		11,694		15,640		—		15,640
Total liability recurring fair value measurements	$	26,508	$	—	$	26,508	$	30,495	$	—	$	30,495

Fair value of each class of financial instrument is determined based on the following:


FINANCIAL INSTRUMENT						METHODS AND ASSUMPTIONS
Fixed income funds and Money market funds						Carrying value approximates fair value because maturities are less than three months.
Derivative instruments						The Company’s derivative instruments include interest rate swaps. Fair value measurements are based on the contractual terms of the derivatives and use observable market-based inputs. The interest rate swaps are valued using a discounted cash flow analysis on the expected cash flows of each derivative using observable inputs including interest rate curves and credit spreads. The Company also considers its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. As of March 28, 2021 and December 27, 2020, the Company has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives.

Fair Value Measurements on a Nonrecurring Basis - Assets and liabilities that are measured at fair value on a nonrecurring basis relate primarily to property, fixtures and equipment, operating lease right-of-use assets, goodwill and other intangible assets, which are remeasured when carrying value exceeds fair value. Carrying value after

impairment approximates fair value. The following table summarizes the Company’s assets measured at fair value by hierarchy level on a nonrecurring basis, for the period indicated:











		THIRTEEN WEEKS ENDED
	MARCH 29, 2020
(dollars in thousands)		REMAINING CARRYING VALUE		TOTAL IMPAIRMENT
Assets held for sale (1)		$	1,182	$	75
Operating lease right-of-use assets (1)		55,644		19,563
Property, fixtures and equipment (2)		21,693		18,398
Goodwill and other assets (3)		1,044		2,388
		$	79,563	$	40,424

____________________

(1)Asset carrying values measured using discounted cash flow models (Level 3).

(2)Carrying values measured using Level 2 inputs to estimate fair value totaled $2.5 million. All other assets were valued using Level 3 inputs. Third-party market appraisals (Level 2) and discounted cash flow models (Level 3) were used to estimate fair value.

(3)Other assets generally measured using the quoted market value of comparable assets (Level 2).

See Note 4 - Impairments and Exit Costs for information regarding impairment charges resulting from the fair value measurement performed on a nonrecurring basis during the thirteen weeks ended March 29, 2020. Projected future cash flows, including discount rate and growth rate assumptions, are derived from current economic conditions, expectations of management and projected trends of current operating results. As a result, the Company has determined that the majority of the inputs used to value its long-lived assets held and used are unobservable inputs that fall within Level 3 of the fair value hierarchy.

In assessment of impairment for operating locations, the Company determined the fair values of individual operating locations using an income approach, which required discounting projected future cash flows. When determining the stream of projected future cash flows associated with an individual operating location, management made assumptions, including highest and best use and inputs from restaurant operations, where necessary, and about key variables including the following unobservable inputs: revenue growth rates, controllable and uncontrollable expenses, and asset residual values. In order to calculate the present value of those future cash flows, the Company discounted cash flow estimates at its weighted-average cost of capital applicable to the country in which the measured assets reside.

The following table presents quantitative information related to certain unobservable inputs used in the Company’s Level 3 fair value measurements of Operating lease right-of-use assets and Property, fixtures and equipment for the impairment losses incurred for the period indicated:

THIRTEEN WEEKS ENDED

UNOBSERVABLE INPUTS

MARCH 29, 2020

Weighted-average cost of capital

10.4%

Long-term growth rate

1.5%

2.0%

Interim Disclosures about Fair Value of Financial Instruments - The Company’s non-derivative financial instruments consist of cash equivalents, accounts receivable, accounts payable and current and long-term debt. The fair values of cash equivalents, accounts receivable and accounts payable approximate their carrying amounts reported on its Consolidated Balance Sheets due to their short duration.

Debt is carried at amortized cost; however, the Company estimates the fair value of debt for disclosure purposes. The following table includes the carrying value and fair value of the Company’s debt by hierarchy level as of the periods indicated:


	MARCH 28, 2021				DECEMBER 27, 2020
	CARRYING VALUE		FAIR VALUE LEVEL 2		CARRYING VALUE	FAIR VALUE LEVEL 2
(dollars in thousands)
Senior Secured Credit Facility:
Term loan A	$	415,625	$	407,832		$	425,000	$	412,250
Revolving credit facility	$	355,000	$	337,243		$	447,000	$	419,612
2025 Notes	$	230,000	$	592,280		$	230,000	$	413,818

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Cash flows provided by operating activities:
Net income (loss)	$ 69,798	$ (34,414)
Adjustments to reconcile Net income (loss) to cash provided by operating activities:
Depreciation and amortization	41,226	48,268
Amortization of debt discounts and issuance costs	1,308	634
Amortization of deferred gift card sales commissions	8,725	9,090
Provision for impaired assets and restaurant closings	2,200	41,318
Non-cash operating lease costs	19,502	19,253
Provision for expected credit losses and contingent lease liabilities	(98)	7,522
Inventory obsolescence and spoilage	0	5,291
Stock-based and other non-cash compensation expense	4,726	3,289
Deferred income tax expense (benefit)	1,571	(10,940)
Loss on disposal of property, fixtures and equipment	434	796
Other, net	(1,165)	1,655
Change in assets and liabilities	(7,201)	(63,471)
Net cash provided by operating activities	141,026	28,291
Cash flows used in investing activities:
Capital expenditures	(17,411)	(34,229)
Other investments, net	793	(569)
Net cash used in investing activities	(16,618)	(34,798)
Cash flows (used in) provided by financing activities:
Repayments of long-term debt and finance lease obligations	(9,656)	(6,657)
Proceeds from borrowings on revolving credit facilities, net	15,000	505,000
Repayments of borrowings on revolving credit facilities	(107,000)	(129,000)
Proceeds (payments of taxes) from share-based compensation, net	7,438	(2,508)
Distributions to noncontrolling interests	(1,458)	(310)
Contributions from noncontrolling interests	511	53
Purchase of limited partnership and noncontrolling interests	0	(57)
Payments for partner equity plan	(1,747)	(5,701)
Cash dividends paid on common stock	0	(17,480)
Redemption of subsidiary preferred stock	0	(1,007)
Net cash (used in) provided by financing activities	(96,912)	342,333
Effect of exchange rate changes on cash and cash equivalents	(1,246)	424
Net increase in cash, cash equivalents and restricted cash	26,250	336,250
Cash, cash equivalents and restricted cash as of the beginning of the period	110,408	67,145
Cash, cash equivalents and restricted cash as of the end of the period	136,658	403,395
Supplemental disclosures of cash flow information:
Cash paid for interest	10,230	10,682
Cash paid for income taxes, net of refunds	2,150	5,408
Supplemental disclosures of non-cash investing and financing activities:
Leased assets obtained in exchange for new operating lease liabilities	14,819	21,514
Leased assets obtained in exchange for new finance lease liabilities	15	473
Increase (decrease) in liabilities from the acquisition of property, fixtures and equipment	$ 2,005	$ (1,950)

Income Taxes (Tables)

3 Months Ended

Mar. 28, 2021

Income Tax Disclosure [Abstract]

Schedule of effective income tax rate reconciliation


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021			MARCH 29, 2020
Income (loss) before provision (benefit) for income taxes		$	76,391		$	(54,069)
Provision (benefit) for income taxes		$	6,593		$	(19,655)
Effective income tax rate		8.6		%	36.4		%

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($)
shares in Thousands, $ in Thousands

3 Months Ended

Mar. 28, 2021

Mar. 29, 2020

Revenues

Restaurant sales, franchise and other revenues

$ 987,473

$ 1,008,337

Costs and expenses

Food and beverage costs

291,870

319,693

Labor and other related

274,638

309,269

Other restaurant operating

229,293

246,555

Depreciation and amortization

41,226

48,268

General and administrative

57,248

84,802

Provision for impaired assets and restaurant closings

2,200

41,318

Total costs and expenses

896,475

1,049,905

Income (loss) from operations

90,998

(41,568)

Other income (expense), net

(793)

Interest expense, net

(14,628)

(11,708)

Income (loss) before provision (benefit) for income taxes

76,391

(54,069)

Provision (benefit) for income taxes

6,593

(19,655)

Net income (loss)

69,798

(34,414)

Less: net income attributable to noncontrolling interests

936

197

Net income (loss) attributable to Bloomin’ Brands

68,862

(34,611)

Redemption of preferred stock in excess of carrying value

(3,496)

^[1]

Net income (loss) attributable to common stockholders

68,862

(38,107)

Other comprehensive income (loss):

Foreign currency translation adjustment

(6,575)

(7,961)

Unrealized loss on derivatives, net of tax

(42)

(13,336)

Reclassification of adjustment for loss on derivatives included in Net income (loss), net of tax

3,003

1,396

Comprehensive income (loss)

66,184

(54,315)

Less: comprehensive income (loss) attributable to noncontrolling interests

936

(467)

Comprehensive income (loss) attributable to Bloomin’ Brands

$ 65,248

$ (53,848)

Earnings (loss) per share attributable to common stockholders:

Basic earnings (loss) per share

$ 0.78

$ (0.44)

Diluted earnings (loss) per share

$ 0.63

$ (0.44)

Weighted average common shares outstanding:

Basic (shares)

88,367

87,129

Diluted (shares)

110,641

87,129

Restaurant sales [Member]

Revenues

Restaurant sales, franchise and other revenues

$ 979,451

$ 996,237

Franchise and other revenues [Member]

Revenues

Restaurant sales, franchise and other revenues

$ 8,022

$ 12,100

[1]

Consideration paid in excess of carrying value for the redemption of preferred stock is considered a deemed dividend and, for purposes of calculating earnings per share, reduces net income attributable to common stockholders for the thirteen weeks ended March 29, 2020. See Note 12 - Stockholders’ Equity for additional details.

Document and Entity Information - $ / shares	3 Months Ended
Document and Entity Information - $ / shares	Mar. 28, 2021	Apr. 27, 2021
Document and Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Period End Date	Mar. 28, 2021
Document Transition Report	false
Entity File Number	001-35625
Entity Registrant Name	Bloomin' Brands, Inc.
Entity Incorporation, State	DE
Entity Tax Identification Number	20-8023465
Entity Address, Address Line One	2202 North West Shore Boulevard
Entity Address Line Two	Suite 500
Entity Address City	Tampa
Entity Address State	FL
Entity Address Postal Zip Code	33607
City Area Code	813
Local Phone Number	282-1225
Title of 12(b) Security	Common Stock
Security Trading Currency	USD
Par Value Per Share	$ 0.01
Trading Symbol	BLMN
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Reporting Company	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		88,919,036
Entity Central Index Key	0001546417
Current Fiscal Year End Date	--12-26
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1

Revenue Recognition - Contract Assets and Liabilities - Deferred Gift Card Commissions Rollforward (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Revenue Recognition [Abstract]
Balance, beginning of period	$ 19,300	$ 18,554
Deferred gift card sales commissions amortization	(8,725)	(9,090)
Deferred gift card sales commissions capitalization	3,499	4,324
Other	(572)	(739)
Balance, end of period	$ 13,502	$ 13,049

Accrued and Other Current Liabilities

3 Months Ended

Mar. 28, 2021

Payables and Accruals [Abstract]

Accrued and Other Current Liabilities

Accrued and other current liabilities consisted of the following as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Accrued rent and current operating lease liabilities	$	188,272	$	192,369
Accrued payroll and other compensation (1)	107,833		79,291
Accrued insurance	21,972		20,648
Other current liabilities (2)	110,207		96,013
	$	428,284	$	388,321

________________

(2)During the thirteen weeks ended March 28, 2021, sales tax payable increased $9.2 million due to increased sales during the period.

Fair Value Measurements (Fair value measurements on a nonrecurring basis) (Details) - Fair value, measurements, nonrecurring [Member]
$ in Thousands

3 Months Ended

Mar. 29, 2020

USD ($)

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Impairment losses

$ 40,424

Assets held for sale [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Assets held for sale, impairment

Operating lease right-of-use assets [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Operating lease assets, impairment

19,563

Property, fixtures and equipment, net [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Property, fixtures and equipment, impairment

18,398

Property, fixtures and equipment, net [Member] | Fair value, inputs, level 3 [Member] | Assets measured with impairment, year-to-date [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Assets, fair value disclosure

19,200

Goodwill and other assets [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Impairment losses

2,388

Carrying value measurement [Member] | Assets measured with impairment, year-to-date [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Assets, fair value disclosure

79,563

Carrying value measurement [Member] | Assets held for sale [Member] | Fair value, inputs, level 3 [Member] | Assets measured with impairment, year-to-date [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Assets, fair value disclosure

1,182

^[1]

Carrying value measurement [Member] | Operating lease right-of-use assets [Member] | Fair value, inputs, level 3 [Member] | Assets measured with impairment, year-to-date [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Assets, fair value disclosure

55,644

^[1]

Carrying value measurement [Member] | Property, fixtures and equipment, net [Member] | Assets measured with impairment, year-to-date [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Assets, fair value disclosure

21,693

^[2]

Carrying value measurement [Member] | Property, fixtures and equipment, net [Member] | Fair value, inputs, level 2 [Member] | Assets measured with impairment, year-to-date [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Assets, fair value disclosure

2,500

Carrying value measurement [Member] | Goodwill and other assets [Member] | Fair value, inputs, level 2 [Member] | Assets measured with impairment, year-to-date [Member]

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]

Assets, fair value disclosure

$ 1,044

^[3]

[1]	Asset carrying values measured using discounted cash flow models (Level 3).
[2]	Carrying values measured using Level 2 inputs to estimate fair value totaled $2.5 million. All other assets were valued using Level 3 inputs. Third-party market appraisals (Level 2) and discounted cash flow models (Level 3) were used to estimate fair value.
[3]	Other assets generally measured using the quoted market value of comparable assets (Level 2).

Earnings (Loss) Per Share (Tables)

3 Months Ended

Mar. 28, 2021

Earnings Per Share [Abstract]

Schedule of earnings (loss) per share, basic and diluted

The following table presents the computation of basic and diluted earnings (loss) per share attributable to common stockholders for the periods indicated:


	THIRTEEN WEEKS ENDED
(in thousands, except per share data)		MARCH 28, 2021		MARCH 29, 2020
Net income (loss) attributable to Bloomin’ Brands		$	68,862	$	(34,611)
Redemption of preferred stock in excess of carrying value (1)		—		(3,496)
Net income (loss) attributable to common stockholders		68,862		(38,107)
Convertible senior notes if-converted method interest adjustment, net of tax (2)		1,381		—
Diluted net income (loss) attributable to common stockholders		$	70,243	$	(38,107)

Basic weighted average common shares outstanding		88,367		87,129

Effect of dilutive securities:
Stock options		709		—
Nonvested restricted stock units		503		—
Nonvested performance-based share units		94		—
Convertible senior notes (2)		15,193		—
Warrants		5,775		—
Diluted weighted average common shares outstanding		110,641		87,129

Basic earnings (loss) per share attributable to common stockholders		$	0.78	$	(0.44)
Diluted earnings (loss) per share attributable to common stockholders		$	0.63	$	(0.44)

________________

Schedule of antidilutive securities excluded from computation of earnings (loss) per share


	THIRTEEN WEEKS ENDED
(shares in thousands)		MARCH 28, 2021	MARCH 29, 2020
Stock options		1,364	4,665
Nonvested restricted stock units		73	651
Nonvested performance-based share units		431	533

Other Long-term Liabilities, Net (Details) - USD ($)
$ in Thousands

Mar. 28, 2021

Dec. 27, 2020

Schedule of Other Long-term Liabilities, Net [Line Items]

Accrued insurance liability

$ 31,902

$ 32,128

Chef and Restaurant Managing Partner deferred compensation obligations

24,054

32,306

Deferred payroll tax liabilities

^[1]

27,302

55,204

Other long-term liabilities

60,488

65,717

Other long-term liabilities, net

143,746

$ 185,355

COVID-19 pandemic [Member]

Schedule of Other Long-term Liabilities, Net [Line Items]

Deferred payroll tax, employer portion, CARES Act, amount

$ 27,300

[1]	During the thirteen weeks ended March 28, 2021, the Company reclassified $27.3 million of payroll taxes deferred under the CARES Act to current.

Leases Lessee, Other Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Leases [Abstract]
Cash paid for amounts included in the measurement of operating lease liabilities	$ 52,717	$ 48,492

Leases Lessee, Lease Costs (Details) - USD ($)
$ in Thousands

3 Months Ended

Mar. 28, 2021

Mar. 29, 2020

Schedule of Lease Costs [Line Items]

Operating leases

^[1]

$ 44,792

$ 45,882

Variable lease cost

777

^[2]

1,120

Amortization of leased assets

262

342

Interest on lease liabilities

Sublease revenue

^[3]

(835)

(1,677)

Lease costs, net

45,032

45,713

Operating lease, lease income

100

200

General and administrative expense [Member]

Schedule of Lease Costs [Line Items]

Operating leases

3,500

3,600

Food and beverage costs [Member]

Schedule of Lease Costs [Line Items]

Operating leases

$ 300

[1]	Excludes rent expense for office facilities and Company-owned closed or subleased properties of $3.5 million and $3.6 million for the thirteen weeks ended March 28, 2021 and March 29, 2020, respectively, which is included in General and administrative expense. Also excludes certain supply chain related rent expense of $0.3 million for the thirteen weeks ended March 28, 2021 and March 29, 2020 which is included in Food and beverage costs.
[2]	Includes COVID-19-related rent abatement for the thirteen weeks ended March 28, 2021
[3]	Excludes rental income from Company-owned properties of $0.1 million and $0.2 million for the thirteen weeks ended March 28, 2021 and March 29, 2020, respectively.

Other Long-term Liabilities, Net

3 Months Ended

Mar. 28, 2021

Other Liabilities Disclosure [Abstract]

Other Long-term Liabilities, Net

Other long-term liabilities, net, consisted of the following as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Accrued insurance liability	$	31,902	$	32,128
Chef and Restaurant Managing Partner deferred compensation obligations	24,054		32,306
Deferred payroll tax liabilities (1)	27,302		55,204
Other long-term liabilities	60,488		65,717
	$	143,746	$	185,355

_______________

(1)During the thirteen weeks ended March 28, 2021, the Company reclassified $27.3 million of payroll taxes deferred under the CARES Act to current.

Segment Reporting (Capital Expenditures by Segment - Table) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Segment Reporting, Other Significant Reconciling Item [Line Items]
Capital expenditures	$ 17,411	$ 34,229
Consolidated entity
Segment Reporting, Other Significant Reconciling Item [Line Items]
Capital expenditures	19,431	32,752
Corporate, non-segment [Member]
Segment Reporting, Other Significant Reconciling Item [Line Items]
Capital expenditures	204	1,884
U.S. segment [Member] \| Operating segments [Member]
Segment Reporting, Other Significant Reconciling Item [Line Items]
Capital expenditures	16,741	23,034
International segment [Member] \| Operating segments [Member]
Segment Reporting, Other Significant Reconciling Item [Line Items]
Capital expenditures	$ 2,486	$ 7,834

Revenue Recognition - Contract Assets and Liabilities - Deferred Gift Card Revenue Rollforward (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Revenue Recognition [Line Items]
Balance, beginning of the period	$ 381,616
Balance, end of the period	315,038
Deferred gift card revenue [Member]
Revenue Recognition [Line Items]
Balance, beginning of the period	373,048	$ 358,757
Gift card sales	44,169	58,439
Gift card redemptions	(104,940)	(133,181)
Gift card breakage	(6,202)	(6,497)
Balance, end of the period	$ 306,075	$ 277,518

Fair Value Measurements (Carrying value and fair value of debt by hierarchy level) (Details) - USD ($) $ in Thousands	Mar. 28, 2021	Dec. 27, 2020
Secured debt [Member] \| Senior Secured Credit Facility [Member] \| Fair value, inputs, level 2 [Member] \| Term loan A facility [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans payable, fair value	$ 407,832	$ 412,250
Secured debt [Member] \| Senior Secured Credit Facility [Member] \| Fair value, inputs, level 2 [Member] \| Revolving credit facility [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans payable, fair value	337,243	419,612
Secured debt [Member] \| Senior Secured Credit Facility [Member] \| Carrying value measurement [Member] \| Term loan A facility [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term debt, fair value	415,625	425,000
Secured debt [Member] \| Senior Secured Credit Facility [Member] \| Carrying value measurement [Member] \| Revolving credit facility [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term debt, fair value	355,000	447,000
Convertible debt [Member] \| 2025 Notes [Member] \| Fair value, inputs, level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Convertible debt, fair value	592,280	413,818
Convertible debt [Member] \| 2025 Notes [Member] \| Carrying value measurement [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Long-term debt, fair value	$ 230,000	$ 230,000

Long-term Debt, net (Schedule of Long-term Debt, Net) (Details) - USD ($)
$ in Thousands

Dec. 28, 2020

Mar. 28, 2021

Dec. 27, 2020

May 08, 2020

Debt Instrument [Line Items]

Finance lease liabilities

$ 2,093

$ 2,405

Less: unamortized debt discount and issuance costs

^[1]

(9,170)

(67,704)

Less: finance lease interest

(185)

(221)

Total debt, net

993,363

1,036,480

Less: current portion of long-term debt

(41,829)

(38,710)

Long-term debt, net

951,534

997,770

Secured debt [Member] | Senior Secured Credit Facility [Member]

Debt Instrument [Line Items]

Long-term debt, gross

770,625

872,000

Secured debt [Member] | Term loan A facility [Member] | Senior Secured Credit Facility [Member]

Debt Instrument [Line Items]

Long-term debt, gross

$ 415,625

$ 425,000

Secured debt [Member] | Term loan A facility [Member] | Senior Secured Credit Facility [Member] | Weighted average [Member]

Debt Instrument [Line Items]

Debt instrument, interest rate at period end

^[2]

2.85%

2.88%

Secured debt [Member] | Revolving credit facility [Member] | Senior Secured Credit Facility [Member]

Debt Instrument [Line Items]

Line of credit facility, amount outstanding

$ 355,000

$ 447,000

Secured debt [Member] | Revolving credit facility [Member] | Senior Secured Credit Facility [Member] | Weighted average [Member]

Debt Instrument [Line Items]

Debt instrument, interest rate at period end

^[2]

2.86%

2.88%

Convertible debt [Member] | 2025 Notes [Member]

Debt Instrument [Line Items]

Long-term debt, gross

^[3]

$ 230,000

Debt instrument, interest rate at period end

5.85%

Debt instrument, interest rate, stated percentage

5.00%

^[3]

5.00%

^[3]

5.00%

Debt discount derecognized upon adoption of new accounting standard

^[4]

$ 0

$ 59,862

Convertible debt [Member] | 2025 Notes [Member] | Additional paid-in capital [Member]

Debt Instrument [Line Items]

Equity issuance costs reclassified upon adoption of new accounting standard

$ 2,100

Convertible debt [Member] | 2025 Notes [Member] | Accounting standards update 2020-06 | Long term debt, net [Member]

Debt Instrument [Line Items]

Debt discount derecognized upon adoption of new accounting standard

59,900

Convertible debt [Member] | 2025 Notes [Member] | Accounting standards update 2020-06 | Additional paid-in capital [Member]

Debt Instrument [Line Items]

Equity issuance costs reclassified upon adoption of new accounting standard

$ (2,100)

[1]	In connection with the adoption of ASU No. 2020-06, debt discount of $59.9 million related to the 2025 Notes was de-recognized and $2.1 million of equity issuance costs were reclassified as debt issuance costs during the thirteen weeks ended March 28, 2021.
[2]	Interest rate represents the weighted-average interest rate as of the respective periods.
[3]	See Note 10 - Convertible Senior Notes for details regarding the 2025 Notes and related hedge and warrant transactions
[4]	In connection with the adoption of ASU No. 2020-06, debt discount and the equity component of the 2025 Notes were de-recognized and $2.1 million of issuance costs that were previously allocated to the equity component were reclassified as debt issuance costs during the thirteen weeks ended March 28, 2021.

Description of the Business and Basis of Presentation (Tables)

3 Months Ended

Mar. 28, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Accounting standards update and change in accounting principle

The Company adopted ASU No. 2020-06 using the modified retrospective approach which resulted in a cumulative-effect adjustment that increased (decreased) the following Consolidated Balance Sheet accounts during the first quarter of 2021:


ADJUSTMENT	CONSOLIDATED BALANCE SHEET CLASSIFICATION	AMOUNT (in millions)
Deferred tax impact of cumulative-effect adjustment	Deferred income tax assets, net	$	14.9
Debt discount reclassification	Long-term debt, net	$	59.9
Equity issuance costs reclassification	Long-term debt, net	$	(2.1)
Debt discount amortization reclassification, net of tax	Accumulated deficit	$	4.4
Reversal of separated equity component, net of tax	Additional paid-in capital	$	(47.3)

Leases Lessee, Lease Assets and Liabilities (Details) - USD ($)
$ in Thousands

Mar. 28, 2021

Dec. 27, 2020

Schedule of Leased Assets and Liabilities - Lessee [Line Items]

Operating lease right-of-use assets

$ 1,165,947

$ 1,172,910

Total lease assets, net

1,167,636

1,174,857

Non-current operating lease liabilities

1,212,656

1,217,921

Total lease liability

1,390,517

1,395,641

Accumulated amortization

(2,600)

(2,300)

Accrued contingent percentage rent

3,800

2,700

COVID-19 pandemic [Member]

Schedule of Leased Assets and Liabilities - Lessee [Line Items]

Accrued deferred rent

7,600

12,800

Accrued rent, noncurrent

1,000

1,200

Operating lease right-of-use assets [Member]

Schedule of Leased Assets and Liabilities - Lessee [Line Items]

Operating lease right-of-use assets

1,165,947

1,172,910

Property, fixtures and equipment, net [Member]

Schedule of Leased Assets and Liabilities - Lessee [Line Items]

Finance lease right-of-use assets

^[1]

1,689

1,947

Accrued and other current liabilities [Member]

Schedule of Leased Assets and Liabilities - Lessee [Line Items]

Current operating lease liabilities

^[2]

176,876

176,791

Current portion of long-term debt [Member]

Schedule of Leased Assets and Liabilities - Lessee [Line Items]

Current finance lease liabilities

1,204

1,210

Non-current operating lease liabilities [Member]

Schedule of Leased Assets and Liabilities - Lessee [Line Items]

Non-current operating lease liabilities

^[3]

1,211,733

1,216,666

Long term debt, net [Member]

Schedule of Leased Assets and Liabilities - Lessee [Line Items]

Non-current finance lease liabilities

$ 704

$ 974

[1]	Net of accumulated amortization of $2.6 million and $2.3 million as of March 28, 2021 and December 27, 2020, respectively.
[2]	Excludes COVID-19-related deferred rent accruals of $7.6 million and $12.8 million as of March 28, 2021 and December 27, 2020, respectively, and accrued contingent percentage rent of $3.8 million and $2.7 million, as of March 28, 2021 and December 27, 2020, respectively.
[3]	Excludes COVID-19-related non-current deferred rent accruals of $1.0 million and $1.2 million as of March 28, 2021 and December 27, 2020, respectively.

Leases

3 Months Ended

Mar. 28, 2021

Leases [Abstract]

Leases

The following table includes a detail of lease assets and liabilities included on the Company’s Consolidated Balance Sheets as of the periods indicated:


(dollars in thousands)	CONSOLIDATED BALANCE SHEET CLASSIFICATION	MARCH 28, 2021		DECEMBER 27, 2020
Operating lease right-of-use assets	Operating lease right-of-use assets	$	1,165,947	$	1,172,910
Finance lease right-of-use assets (1)	Property, fixtures and equipment, net	1,689		1,947
Total lease assets, net		$	1,167,636	$	1,174,857

Current operating lease liabilities (2)	Accrued and other current liabilities	$	176,876	$	176,791
Current finance lease liabilities	Current portion of long-term debt	1,204		1,210
Non-current operating lease liabilities (3)	Non-current operating lease liabilities	1,211,733		1,216,666
Non-current finance lease liabilities	Long-term debt, net	704		974
Total lease liabilities		$	1,390,517	$	1,395,641

________________

(1)Net of accumulated amortization of $2.6 million and $2.3 million as of March 28, 2021 and December 27, 2020, respectively.

(3)Excludes COVID-19-related non-current deferred rent accruals of $1.0 million and $1.2 million as of March 28, 2021 and December 27, 2020, respectively.

Following is a summary of expenses and income related to leases recognized in the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss) for the periods indicated:


	CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) CLASSIFICATION	THIRTEEN WEEKS ENDED
(dollars in thousands)			MARCH 28, 2021		MARCH 29, 2020
Operating leases (1)	Other restaurant operating		$	44,792	$	45,882
Variable lease cost (2)	Other restaurant operating		777		1,120
Finance leases
Amortization of leased assets	Depreciation and amortization		262		342
Interest on lease liabilities	Interest expense, net		36		46
Sublease revenue (3)	Franchise and other revenues		(835)		(1,677)
Lease costs, net			$	45,032	$	45,713

________________

(2)Includes COVID-19-related rent abatement for the thirteen weeks ended March 28, 2021.

(3)Excludes rental income from Company-owned properties of $0.1 million and $0.2 million for the thirteen weeks ended March 28, 2021 and March 29, 2020, respectively.

The following table is a summary of other impacts to the Company’s Consolidated Financial Statements related to its leases for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021		MARCH 29, 2020

Cash flows from operating activities:
Cash paid for amounts included in the measurement of operating lease liabilities	$	52,717	$	48,492

Leases

The following table includes a detail of lease assets and liabilities included on the Company’s Consolidated Balance Sheets as of the periods indicated:


(dollars in thousands)	CONSOLIDATED BALANCE SHEET CLASSIFICATION	MARCH 28, 2021		DECEMBER 27, 2020
Operating lease right-of-use assets	Operating lease right-of-use assets	$	1,165,947	$	1,172,910
Finance lease right-of-use assets (1)	Property, fixtures and equipment, net	1,689		1,947
Total lease assets, net		$	1,167,636	$	1,174,857

Current operating lease liabilities (2)	Accrued and other current liabilities	$	176,876	$	176,791
Current finance lease liabilities	Current portion of long-term debt	1,204		1,210
Non-current operating lease liabilities (3)	Non-current operating lease liabilities	1,211,733		1,216,666
Non-current finance lease liabilities	Long-term debt, net	704		974
Total lease liabilities		$	1,390,517	$	1,395,641

________________

(1)Net of accumulated amortization of $2.6 million and $2.3 million as of March 28, 2021 and December 27, 2020, respectively.

(3)Excludes COVID-19-related non-current deferred rent accruals of $1.0 million and $1.2 million as of March 28, 2021 and December 27, 2020, respectively.

Following is a summary of expenses and income related to leases recognized in the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss) for the periods indicated:


	CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) CLASSIFICATION	THIRTEEN WEEKS ENDED
(dollars in thousands)			MARCH 28, 2021		MARCH 29, 2020
Operating leases (1)	Other restaurant operating		$	44,792	$	45,882
Variable lease cost (2)	Other restaurant operating		777		1,120
Finance leases
Amortization of leased assets	Depreciation and amortization		262		342
Interest on lease liabilities	Interest expense, net		36		46
Sublease revenue (3)	Franchise and other revenues		(835)		(1,677)
Lease costs, net			$	45,032	$	45,713

________________

(2)Includes COVID-19-related rent abatement for the thirteen weeks ended March 28, 2021.

(3)Excludes rental income from Company-owned properties of $0.1 million and $0.2 million for the thirteen weeks ended March 28, 2021 and March 29, 2020, respectively.

The following table is a summary of other impacts to the Company’s Consolidated Financial Statements related to its leases for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021		MARCH 29, 2020

Cash flows from operating activities:
Cash paid for amounts included in the measurement of operating lease liabilities	$	52,717	$	48,492

Description of the Business and Basis of Presentation (Policies)

3 Months Ended

Mar. 28, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of presentation

Basis of Presentation - The accompanying interim unaudited consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States (“U.S. GAAP”) for complete financial statements. In the opinion of the Company, all adjustments necessary for fair financial statement presentation for the periods presented have been included and are of a normal, recurring nature. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 27, 2020.

Recently adopted financial accounting standards

Recently Adopted Financial Accounting Standards - On December 28, 2020, the Company adopted Accounting Standards Update (“ASU”) No. 2020-06, “Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity,” (“ASU No. 2020-06”) which removes the separation models for convertible debt with a cash conversion feature or convertible instruments with a beneficial conversion feature. ASU No. 2020-06 also requires the application of the if-converted method for calculating diluted earnings per share and the treasury stock method is no longer permitted for convertible instruments. The Company adopted ASU No. 2020-06 using the modified retrospective approach which resulted in a cumulative-effect adjustment that increased (decreased) the following Consolidated Balance Sheet accounts during the first quarter of 2021:


ADJUSTMENT	CONSOLIDATED BALANCE SHEET CLASSIFICATION	AMOUNT (in millions)
Deferred tax impact of cumulative-effect adjustment	Deferred income tax assets, net	$	14.9
Debt discount reclassification	Long-term debt, net	$	59.9
Equity issuance costs reclassification	Long-term debt, net	$	(2.1)
Debt discount amortization reclassification, net of tax	Accumulated deficit	$	4.4
Reversal of separated equity component, net of tax	Additional paid-in capital	$	(47.3)

After adopting ASU No. 2020-06, the Company’s convertible senior notes due 2025 (the “2025 Notes”) are reflected entirely as a liability since the embedded conversion feature is no longer separately presented within stockholders’ equity. During 2020, the Company recognized debt discount amortization of $6.3 million within Interest expense, net related to its 2025 Notes.

In February 2021, the Company made an irrevocable election under the indenture to require the principal portion of its 2025 Notes to be settled in cash and any excess in shares. Following the irrevocable notice, only the amounts settled in excess of the principal will be considered in diluted earnings per share under the if-converted method.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)
$ in Thousands

Total

Cumulative-effect from a change in accounting principle [Member]

Common stock [Member]

Additional paid-in capital [Member]

Cumulative-effect from a change in accounting principle [Member]

Accumulated deficit [Member]

Cumulative-effect from a change in accounting principle [Member]

Accumulated other comprehensive loss [Member]

Non-controlling interests [Member]

Balance (in shares) at Dec. 29, 2019

86,946,000

Balance at Dec. 29, 2019

$ 177,481

$ (4,292)

$ 869

$ 1,094,338

$ (755,089)

$ (4,292)

$ (169,776)

$ 7,139

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

(34,414)

(34,611)

197

Other comprehensive loss, net of tax

$ (19,901)

(19,754)

(147)

Cash dividends declared per common share (in dollars per share)

$ 0.20

Cash dividends declared, per common share

$ (17,480)

(17,480)

Stock-based compensation

3,289

Consideration for preferred stock in excess of carrying value, net of tax

(1,718)

(3,496)

517

1,261

Common stock issued under stock plans (in shares)

^[1]

471,000

Common stock issued under stock plans

^[1]

(2,508)

$ 5

(2,513)

Purchase of noncontrolling interests

(57)

Distributions to noncontrolling interests

(310)

Contributions from noncontrolling interests

Balance (in shares) at Mar. 29, 2020

87,417,000

Balance at Mar. 29, 2020

$ 100,143

$ 874

1,074,081

(793,992)

(189,013)

8,193

Balance (in shares) at Dec. 27, 2020

87,855,571

87,856,000

Balance at Dec. 27, 2020

$ 10,957

$ (42,953)

$ 879

1,132,808

$ (47,323)

(918,096)

$ 4,370

(211,446)

6,812

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

69,798

68,862

936

Other comprehensive loss, net of tax

(3,614)

Stock-based compensation

4,726

Common stock issued under stock plans (in shares)

^[1]

999,000

Common stock issued under stock plans

^[1]

7,438

$ 10

7,428

Distributions to noncontrolling interests

(1,458)

Contributions from noncontrolling interests

$ 511

511

Balance (in shares) at Mar. 28, 2021

88,854,861

88,855,000

Balance at Mar. 28, 2021

$ 45,405

$ 889

$ 1,097,639

$ (844,864)

$ (215,060)

$ 6,801

[1]	Net of forfeitures and shares withheld for employee taxes.

Long-term Debt, Net (2029 Notes Narrative) (Details) - 2029 Notes - Unsecured debt [Member] - Subsequent event [Member]	Apr. 16, 2021 USD ($)
Debt Instrument [Line Items]
Debt instrument, face amount	$ 300,000,000.0
Long-term debt, maturity date	Apr. 15, 2029
Debt instrument, interest rate, stated percentage	5.125%
Debt instrument, redemption, equity offering redemption option
Debt Instrument [Line Items]
Debt instrument, redemption price, percentage	105.125%
Debt instrument, redemption, early redemption option
Debt Instrument [Line Items]
Debt instrument, redemption price, percentage	100.00%
Maximum [Member] \| Debt instrument, redemption, equity offering redemption option
Debt Instrument [Line Items]
Debt instrument, redemption price, percentage of principal amount redeemed	40.00%

Income Taxes - Tax Carryforwards (Details) - Internal Revenue Service (IRS) [Member] - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Mar. 28, 2021	Dec. 27, 2021	Dec. 27, 2020
Income Tax Contingency [Line Items]
General business tax credit carryforwards			$ 155.3
Minimum [Member] \| Forecast [Member]
Income Tax Contingency [Line Items]
General business tax credits, estimated future tax credits		$ 15.0
Maximum [Member]
Income Tax Contingency [Line Items]
General business tax credits, estimated period of use	10 years
Maximum [Member] \| Forecast [Member]
Income Tax Contingency [Line Items]
General business tax credits, estimated future tax credits		$ 25.0

Stock-based Compensation Plans (Stock-based compensation expense) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	$ 4,700	$ 3,214
Stock options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	865	832
Restricted stock units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	2,366	1,683
Performance-based share units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	$ 1,469	$ 699

Derivative Instruments and Hedging Activities (Fair value and classification of interest rate swaps) (Details) - Interest rate swap [Member] - Designated as hedging instrument [Member] - USD ($)
$ in Thousands

Mar. 28, 2021

Dec. 27, 2020

Derivative [Line Items]

Derivative, interest rate swaps, liabilities, fair value

^[1]

$ 26,508

$ 30,495

Accrued and other current liabilities [Member]

Derivative [Line Items]

Derivative, interest rate swaps, liabilities, fair value

14,814

14,855

Interest payable

1,384

1,237

Other long-term liabilities, net [Member]

Derivative [Line Items]

Derivative, interest rate swaps, liabilities, fair value

$ 11,694

$ 15,640

[1]	See Note 15 - Fair Value Measurements for fair value discussion of the interest rate swaps.

COVID-19 Charges

3 Months Ended

Mar. 28, 2021

COVID-19 Impact [Abstract]

COVID-19 Charges

In March 2020, the Company temporarily closed all restaurant dining rooms in the U.S. to comply with state and local regulations in response to the COVID-19 pandemic (“COVID-19”), which significantly impacted operating results during the thirteen weeks ended March 29, 2020. Following is a summary of the charges recorded in connection with the COVID-19 pandemic for the period indicated (dollars in thousands):

CHARGES

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) CLASSIFICATION

THIRTEEN WEEKS ENDED

MARCH 29, 2020

Inventory obsolescence and spoilage

Food and beverage costs

6,182

Compensation for idle employees (1)

Labor and other related

16,186

Lease guarantee contingent liabilities (2)

General and administrative

4,188

Allowance for expected credit losses (3)

General and administrative

3,334

Other charges

General and administrative

573

Right-of-use asset impairment (4)

Provision for impaired assets and restaurant closings

20,484

Fixed asset impairment (4)

Provision for impaired assets and restaurant closings

11,728

Goodwill and other impairment (5)

Provision for impaired assets and restaurant closings

2,388

65,063

________________

(1)Represents relief pay for hourly employees impacted by the closure of dining rooms.

(2)Represents contingent liabilities recorded for lease guarantees related to certain former restaurant locations now operated by franchisees or other third parties.

(3)Includes reserves to reflect an increase in expected credit losses, primarily related to franchise receivables.

(4)Includes impairments resulting from the remeasurement of assets utilizing projected future cash flows revised for then current economic conditions and the closure of certain restaurants.

(5)Includes impairment of goodwill for the Company’s Hong Kong subsidiary.

Revenue Recognition - Disaggregated Revenue (Details) - USD ($)
$ in Thousands

3 Months Ended

Mar. 28, 2021

Mar. 29, 2020

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

$ 987,473

$ 1,008,337

U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

904,918

894,497

International segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

82,555

113,840

Restaurant sales [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

979,451

996,237

Restaurant sales [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

900,059

884,889

Restaurant sales [Member] | International segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

79,392

111,348

Restaurant sales [Member] | Outback Steakhouse [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

547,195

530,685

Restaurant sales [Member] | Carrabba's Italian Grill [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

157,686

146,875

Restaurant sales [Member] | Bonefish Grill [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

126,974

135,072

Restaurant sales [Member] | Fleming's Prime Steakhouse & Wine Bar [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

66,311

70,960

Restaurant sales [Member] | Other - U.S. [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

1,893

1,297

Restaurant sales [Member] | Outback Brazil [Member] | International segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

^[1]

60,848

91,590

Restaurant sales [Member] | Other - International [Member] | International segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

^[1],[2]

18,544

19,758

Franchise revenue [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

6,789

9,549

Franchise revenue [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

3,703

7,138

Franchise revenue [Member] | International segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

3,086

2,411

Franchise revenue [Member] | Outback Steakhouse [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

2,956

6,541

Franchise revenue [Member] | Carrabba's Italian Grill [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

617

461

Franchise revenue [Member] | Bonefish Grill [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

130

136

Franchise revenue [Member] | Fleming's Prime Steakhouse & Wine Bar [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

Franchise revenue [Member] | Other - U.S. [Member] | U.S. segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

Franchise revenue [Member] | Outback Brazil [Member] | International segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

Franchise revenue [Member] | Other - International [Member] | International segment [Member]

Disaggregation of Revenue [Line Items]

Restaurant sales, franchise and other revenues

$ 3,086

$ 2,411

[1]	Brazil Restaurant sales are reported on a one-month lag and are presented on a calendar basis. Restaurant sales for Brazil during the first quarter of 2020 (through February 29, 2020) were not materially impacted by the COVID-19 pandemic.
[2]	Includes Restaurant sales for the Company’s Abbraccio concept in Brazil.

Allowance for Expected Credit Losses (Tables)

3 Months Ended

Mar. 28, 2021

Credit Loss [Abstract]

Allowance for credit losses rollforward

The following table is a rollforward of the Company’s trade receivables allowance for expected credit losses for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021		MARCH 29, 2020
Allowance for expected credit losses, beginning of period	$	4,095	$	199
Adjustment for adoption of ASU No. 2016-13	—		1,018
Provision for expected credit losses	—		3,334
Charge-off of accounts	(98)		—


Allowance for expected credit losses, end of period	$	3,997	$	4,551

Impairments and Exit Costs (Lease liability rollforward) (Details) - Facility closing [Member]
$ in Thousands

3 Months Ended

Mar. 28, 2021

USD ($)

Restructuring Reserve [Roll Forward]

Balance, beginning of the period

$ 12,879

Cash payments

(1,171)

Accretion

252

Adjustments

(189)

Balance, end of the period

11,771

^[1]

Accrued and other current liabilities [Member]

Restructuring Reserve [Roll Forward]

Restructuring reserve, current

3,800

Non-current operating lease liabilities [Member]

Restructuring Reserve [Roll Forward]

Restructuring reserve, noncurrent

$ 8,000

[1]	As of March 28, 2021, the Company had exit-related accruals related to certain closure and restructuring initiatives of $3.8 million recorded in Accrued and other current liabilities and $8.0 million recorded in Non-current operating lease liabilities on its Consolidated Balance Sheet.

Fair Value Measurements (Fair value inputs on a nonrecurring basis) (Details) - Operating lease right-of-use-asset and property, fixtures and equipment [Member] - Fair value, measurements, nonrecurring [Member] - Fair value, inputs, level 3 [Member]	3 Months Ended
	Mar. 29, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value inputs, weighted-average cost of capital	10.40%
Maximum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value inputs, long-term growth rate	2.00%
Minimum [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value inputs, long-term growth rate	1.50%

Other Current Assets, Net

3 Months Ended

Mar. 28, 2021

Other Current Assets, Net [Abstract]

Other Current Assets, Net

Other current assets, net, consisted of the following as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Prepaid expenses	$	21,081	$	12,148
Accounts receivable - gift cards, net (1)	8,464		76,808
Accounts receivable - vendors, net (1)	8,957		8,886
Accounts receivable - franchisees, net (1)	935		1,007
Accounts receivable - other, net (1)	12,984		16,782
Deferred gift card sales commissions	13,502		19,300
Assets held for sale	3,429		3,831
Other current assets, net	13,074		12,756
	$	82,426	$	151,518

________________

(1)See Note 16 - Allowance for Expected Credit Losses for a rollforward of the related allowance for expected credit losses.

Revenue Recognition

3 Months Ended

Mar. 28, 2021

Revenue Recognition [Abstract]

Revenue Recognition

The following table includes the categories of revenue included in the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss) for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Revenues
Restaurant sales		$	979,451	$	996,237
Franchise and other revenues
Franchise revenue		$	6,789	$	9,549
Other revenue		1,233		2,551
Total Franchise and other revenues		$	8,022	$	12,100
Total revenues		$	987,473	$	1,008,337

The following table includes disaggregation of Restaurant sales and Franchise revenue, by restaurant concept and major international market, for the periods indicated:


















	THIRTEEN WEEKS ENDED
	MARCH 28, 2021				MARCH 29, 2020
(dollars in thousands)	RESTAURANT SALES		FRANCHISE REVENUE		RESTAURANT SALES		FRANCHISE REVENUE
U.S.
Outback Steakhouse	$	547,195	$	2,956	$	530,685	$	6,541
Carrabba’s Italian Grill	157,686		617		146,875		461
Bonefish Grill	126,974		130		135,072		136
Fleming’s Prime Steakhouse & Wine Bar	66,311		—		70,960		—
Other	1,893		—		1,297		—
U.S. total	$	900,059	$	3,703	$	884,889	$	7,138
International
Outback Steakhouse Brazil (1)	$	60,848	$	—	$	91,590	$	—
Other (1)(2)	18,544		3,086		19,758		2,411
International total	$	79,392	$	3,086	$	111,348	$	2,411
Total	$	979,451	$	6,789	$	996,237	$	9,549

________________

(1)Brazil Restaurant sales are reported on a one-month lag and are presented on a calendar basis. Restaurant sales for Brazil during the first quarter of 2020 (through February 29, 2020) were not materially impacted by the COVID-19 pandemic.

(2)Includes Restaurant sales for the Company’s Abbraccio concept in Brazil.

The following table includes a detail of assets and liabilities from contracts with customers included on the Company’s Consolidated Balance Sheets as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Other current assets, net
Deferred gift card sales commissions	$	13,502	$	19,300

Unearned revenue
Deferred gift card revenue	$	306,075	$	373,048
Deferred loyalty revenue	8,515		8,099
Deferred franchise fees - current	448		469

Total Unearned revenue	$	315,038	$	381,616

Other long-term liabilities, net
Deferred franchise fees - non-current	$	4,207	$	4,301

The following table is a rollforward of deferred gift card sales commissions for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Balance, beginning of period		$	19,300	$	18,554
Deferred gift card sales commissions amortization		(8,725)		(9,090)
Deferred gift card sales commissions capitalization		3,499		4,324
Other		(572)		(739)
Balance, end of period		$	13,502	$	13,049

The following table is a rollforward of unearned gift card revenue for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Balance, beginning of period		$	373,048	$	358,757
Gift card sales		44,169		58,439
Gift card redemptions		(104,940)		(133,181)
Gift card breakage		(6,202)		(6,497)
Balance, end of period		$	306,075	$	277,518

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

+ Details

Derivative Instruments and Hedging Activities (Cash flow hedges of interest rate risk) (Details) - Designated as hedging instrument [Member] - Interest rate swap [Member]		3 Months Ended
	Oct. 25, 2018 USD ($) counterparty	Mar. 28, 2021 USD ($)
Derivative [Line Items]
Derivative agreements, number of counterparties \| counterparty	12
Derivative, notional amount	$ 550,000,000.0
Derivative, maturity date	Nov. 30, 2022
Derivative, average fixed interest rate	3.04%
Interest expense [Member]
Derivative [Line Items]
Cash flow hedge loss to be reclassified within twelve fiscal months		$ 10,400,000
London Interbank Offered Rate (LIBOR) swap rate [Member]
Derivative [Line Items]
Derivative, variable interest rate	one-month LIBOR

Convertible Senior Notes

3 Months Ended

Mar. 28, 2021

Convertible Notes [Abstract]

Convertible Senior Notes

Convertible Senior Notes - In May 2020, the Company completed a $230.0 million principal amount private offering of 5.00% convertible senior notes due in 2025. The 2025 Notes are governed by the terms of an indenture between the Company and Wells Fargo Bank, National Association, as the Trustee. The 2025 Notes will mature on May 1, 2025, unless earlier converted, redeemed or purchased by the Company. The 2025 Notes bear cash interest at an annual rate of 5.00%, payable semi-annually in arrears on May 1 and November 1 of each year. Net proceeds from the 2025 Notes offering were approximately $221.6 million, after deducting the initial purchaser’s discounts and commissions and the Company’s offering expenses.

The initial conversion rate applicable to the 2025 Notes is 84.122 shares of common stock per $1,000 principal amount of 2025 Notes, or a total of approximately 19.348 million shares for the total $230.0 million principal amount. This initial conversion rate is equivalent to an initial conversion price of approximately $11.89 per share. The conversion rate is subject to adjustment upon the occurrence of certain specified events.

Prior to the close of business on the business day immediately preceding November 1, 2024, holders may convert all or a portion of their 2025 Notes under the following circumstances: (i) during any calendar quarter commencing after the calendar quarter ending on June 30, 2020, if the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price for each of at least 20 trading days during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; (ii) during the five consecutive business days immediately after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of 2025 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of the Company’s common stock and the conversion rate on each such trading day; (iii) upon the occurrence of specified corporate

events or distributions on the Company’s common stock; (iv) if the Company calls the 2025 Notes for redemption, and (v) at any time from, and including November 1, 2024 until the close of business on the second scheduled trading day immediately before the maturity date.

The 2025 Notes will be redeemable by the Company, in whole or in part, at the Company’s option at any time, and from time to time, on or after May 1, 2023 and on or before the 40th scheduled trading day immediately before the maturity date, at a cash redemption price equal to the principal amount of the 2025 Notes to be redeemed, plus accrued and unpaid interest, but only if the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (ii) the trading day immediately before the date the Company sends such notice. In addition, calling any of the 2025 Notes for redemption will constitute a make-whole fundamental change with respect to that note, in which case the conversion rate applicable to the conversion of the 2025 Notes will be increased in certain circumstances if it is converted after it is called for redemption.

If a fundamental change occurs prior to the maturity date, holders may require the Company to repurchase all or a portion of their 2025 Notes for cash at a price equal to 100% of the principal amount of the 2025 Notes to be repurchased, plus accrued and unpaid interest. Holders of 2025 Notes who convert their 2025 Notes in connection with a notice of a redemption or a make-whole fundamental change may be entitled to a premium in the form of an increase in the conversion rate of the 2025 Notes.

The following table includes the outstanding principal amount and carrying value of the 2025 Notes as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Long-term debt, net
Principal	$	230,000	$	230,000
Less: Debt discount (1)	—		(59,862)
Less: Debt issuance costs (1)(2)	(7,075)		(5,427)
Net carrying amount	$	222,925	$	164,711
Equity component (1)	$	—	$	64,367

________________

(2)Debt issuance costs are amortized to Interest expense, net using the effective interest method over the expected life of the 2025 Notes.

The effective rate of the 2025 Notes over their expected life is 5.85%. Following is a summary of interest expense for the 2025 Notes, by component, for the period indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021
Coupon interest	$	2,875
Deferred issuance cost amortization	381
Total interest expense	$	3,256

Based on the daily closing prices of the Company’s stock during the quarter ended March 28, 2021, holders of the 2025 Notes are eligible to convert their 2025 Notes during the second quarter of 2021. In February 2021, the Company provided the trustee of the 2025 Notes notice of its irrevocable election under the 2025 Notes indenture to settle the principal portion of the 2025 Notes upon conversion in cash and any excess in shares.

Convertible Note Hedge and Warrant Transactions - In connection with the offering of the 2025 Notes, the Company entered into convertible note hedge transactions (the “Convertible Note Hedge Transactions”) with certain of the initial purchasers of the 2025 Notes and/or their respective affiliates and other financial institutions (in this capacity, the “Hedge Counterparties”). Concurrently with the Company’s entry into the Convertible Note Hedge Transactions, the Company also entered into separate, warrant transactions with the Hedge Counterparties collectively relating to the same number of shares of the Company’s common stock, subject to customary anti-dilution adjustments, and for which the Company received proceeds that partially offset the cost of entering into the Convertible Note Hedge Transactions (the “Warrant Transactions”).

The Convertible Note Hedge Transactions cover, subject to customary anti-dilution adjustments, the number of shares of the Company’s common stock that initially underlie the 2025 Notes, and are expected generally to reduce the potential equity dilution in excess of the principal amount due upon conversion of the 2025 Notes. The Warrant Transactions have a dilutive effect on the Company’s common stock to the extent that the price of its common stock exceeds the strike price of the Warrant Transactions. The strike price is initially $16.64 per share and is subject to certain adjustments under the terms of the Warrant Transactions.

The Convertible Note Hedge Transactions are exercisable upon conversion of the 2025 Notes. The Convertible Note Hedge Transactions expire upon maturity of the 2025 Notes. The Warrant Transactions are exercisable on the expiration dates included in the related forms of confirmation.

Impairments and Exit Costs

3 Months Ended

Mar. 28, 2021

Impairments, Exit Costs and Disposals [Abstract]

Impairments and Exit Costs

The components of Provision for impaired assets and restaurant closings are as follows for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Impairment losses
U.S. (1)		$	1,406	$	30,972
International (1)(2)		707		3,172
Corporate (3)		29		6,280
Total impairment losses		$	2,142	$	40,424
Restaurant closure charges
U.S. (1)		$	58	$	721
International (1)		—		173
Total restaurant closure charges		$	58	$	894
Provision for impaired assets and restaurant closings		$	2,200	$	41,318

________________

(2)Includes goodwill impairment charges of $2.0 million during the thirteen weeks ended March 29, 2020.

(3)Corporate impairment charges for the thirteen weeks ended March 29, 2020 primarily relate to transformational initiatives.

Accrued Facility Closure and Other Costs Rollforward - The following table is a rollforward of the Company’s closed facility lease liabilities and other accrued costs associated with the closure and restructuring initiatives, for the period indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021
Balance, beginning of the period	$	12,879

Cash payments	(1,171)
Accretion	252
Adjustments	(189)
Balance, end of the period (1)	$	11,771

________________

Stock-based Compensation Plans (Unrecognized stock compensation expense and the remaining weighted-average vesting period) (Details) $ in Thousands	3 Months Ended
	Mar. 28, 2021 USD ($)
Stock options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation, nonvested awards, compensation expense not yet recognized, stock options	$ 2,147
Employee service share-based compensation, nonvested awards, compensation expense not yet recognized, period for recognition	1 year 1 month 6 days
Restricted stock units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation, nonvested awards, compensation expense not yet recognized, stock-based awards other than options	$ 14,180
Employee service share-based compensation, nonvested awards, compensation expense not yet recognized, period for recognition	2 years 1 month 6 days
Performance-based share units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation, nonvested awards, compensation expense not yet recognized, stock-based awards other than options	$ 14,790
Employee service share-based compensation, nonvested awards, compensation expense not yet recognized, period for recognition	2 years 1 month 6 days

Fair Value Measurements (Tables)

3 Months Ended

Mar. 28, 2021

Fair Value Disclosures [Abstract]

Fair value, financial instruments measured on nonrecurring basis, valuation techniques

Fair value is categorized into one of the following three levels based on the lowest level of significant input:


Level 1						Unadjusted quoted market prices in active markets for identical assets or liabilities
Level 2						Observable inputs available at measurement date other than quoted prices included in Level 1
Level 3						Unobservable inputs that cannot be corroborated by observable market data

Schedule of assets and liabilities measured at fair value on a recurring basis

The following table summarizes the Company’s financial assets and liabilities measured at fair value by hierarchy level on a recurring basis as of the periods indicated:


	MARCH 28, 2021						DECEMBER 27, 2020
(dollars in thousands)	TOTAL		LEVEL 1		LEVEL 2		TOTAL		LEVEL 1		LEVEL 2
Assets:
Cash equivalents:
Fixed income funds	$	13,590	$	13,590	$	—	$	15,404	$	15,404	$	—
Money market funds	12,451		12,451		—		16,494		16,494		—
Restricted cash equivalents:

Money market funds	—		—		—		428		428		—




Total asset recurring fair value measurements	$	26,041	$	26,041	$	—	$	32,326	$	32,326	$	—

Liabilities:
Accrued and other current liabilities:
Derivative instruments - interest rate swaps	$	14,814	$	—	$	14,814	$	14,855	$	—	$	14,855

Other long-term liabilities:
Derivative instruments - interest rate swaps	11,694		—		11,694		15,640		—		15,640
Total liability recurring fair value measurements	$	26,508	$	—	$	26,508	$	30,495	$	—	$	30,495

Fair value, assets measured on recurring basis, methods and assumptions

Fair value of each class of financial instrument is determined based on the following:


FINANCIAL INSTRUMENT						METHODS AND ASSUMPTIONS
Fixed income funds and Money market funds						Carrying value approximates fair value because maturities are less than three months.
Derivative instruments						The Company’s derivative instruments include interest rate swaps. Fair value measurements are based on the contractual terms of the derivatives and use observable market-based inputs. The interest rate swaps are valued using a discounted cash flow analysis on the expected cash flows of each derivative using observable inputs including interest rate curves and credit spreads. The Company also considers its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. As of March 28, 2021 and December 27, 2020, the Company has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives.

Fair value, assets and liabilities measured on a nonrecurring basis

The following table summarizes the Company’s assets measured at fair value by hierarchy level on a nonrecurring basis, for the period indicated:











		THIRTEEN WEEKS ENDED
	MARCH 29, 2020
(dollars in thousands)		REMAINING CARRYING VALUE		TOTAL IMPAIRMENT
Assets held for sale (1)		$	1,182	$	75
Operating lease right-of-use assets (1)		55,644		19,563
Property, fixtures and equipment (2)		21,693		18,398
Goodwill and other assets (3)		1,044		2,388
		$	79,563	$	40,424

____________________

(1)Asset carrying values measured using discounted cash flow models (Level 3).

(3)Other assets generally measured using the quoted market value of comparable assets (Level 2).

Fair value, assets and liabilities measured on nonrecurring basis, valuation techniques

THIRTEEN WEEKS ENDED

UNOBSERVABLE INPUTS

MARCH 29, 2020

Weighted-average cost of capital

10.4%

Long-term growth rate

1.5%

2.0%

Schedule of carrying value and fair value of senior secured credit facilities and other unsecured debt

The following table includes the carrying value and fair value of the Company’s debt by hierarchy level as of the periods indicated:


	MARCH 28, 2021				DECEMBER 27, 2020
	CARRYING VALUE		FAIR VALUE LEVEL 2		CARRYING VALUE	FAIR VALUE LEVEL 2
(dollars in thousands)
Senior Secured Credit Facility:
Term loan A	$	415,625	$	407,832		$	425,000	$	412,250
Revolving credit facility	$	355,000	$	337,243		$	447,000	$	419,612
2025 Notes	$	230,000	$	592,280		$	230,000	$	413,818

Revenue Recognition - Contract Assets and Liabilities Summary (Details) - USD ($) $ in Thousands	Mar. 28, 2021	Dec. 27, 2020	Mar. 29, 2020	Dec. 29, 2019
Revenue Recognition [Line Items]
Deferred gift card sales commissions, current	$ 13,502	$ 19,300	$ 13,049	$ 18,554
Unearned revenue	315,038	381,616
Deferred gift card revenue [Member]
Revenue Recognition [Line Items]
Unearned revenue	306,075	373,048	$ 277,518	$ 358,757
Other current assets, net [Member]
Revenue Recognition [Line Items]
Deferred gift card sales commissions, current	13,502	19,300
Unearned revenue [Member]
Revenue Recognition [Line Items]
Unearned revenue	315,038	381,616
Unearned revenue [Member] \| Deferred gift card revenue [Member]
Revenue Recognition [Line Items]
Unearned revenue	306,075	373,048
Unearned revenue [Member] \| Deferred loyalty revenue [Member]
Revenue Recognition [Line Items]
Unearned revenue	8,515	8,099
Unearned revenue [Member] \| Deferred franchise fees [Member]
Revenue Recognition [Line Items]
Unearned revenue	448	469
Other long-term liabilities, net [Member] \| Deferred franchise fees [Member]
Revenue Recognition [Line Items]
Deferred franchise fees, noncurrent	$ 4,207	$ 4,301

Description of the Business and Basis of Presentation

3 Months Ended

Mar. 28, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of the Business and Basis of Presentation

Description of the Business - Bloomin’ Brands (“Bloomin’ Brands” or the “Company”) owns and operates casual, upscale casual and fine dining restaurants. The Company’s restaurant portfolio has four concepts: Outback Steakhouse, Carrabba’s Italian Grill, Bonefish Grill and Fleming’s Prime Steakhouse & Wine Bar. Additional Outback Steakhouse, Carrabba’s Italian Grill and Bonefish Grill restaurants in which the Company has no direct investment are operated under franchise agreements.


ADJUSTMENT	CONSOLIDATED BALANCE SHEET CLASSIFICATION	AMOUNT (in millions)
Deferred tax impact of cumulative-effect adjustment	Deferred income tax assets, net	$	14.9
Debt discount reclassification	Long-term debt, net	$	59.9
Equity issuance costs reclassification	Long-term debt, net	$	(2.1)
Debt discount amortization reclassification, net of tax	Accumulated deficit	$	4.4
Reversal of separated equity component, net of tax	Additional paid-in capital	$	(47.3)

Long-term Debt, Net Long-term Debt, Net (Second Amended and Restated Credit Agreement Narrative) (Details)		1 Months Ended	3 Months Ended
	Apr. 16, 2021 USD ($)	Apr. 30, 2021 USD ($)	Mar. 28, 2021 USD ($)	Mar. 29, 2020 USD ($)	Dec. 27, 2020 USD ($)	Nov. 30, 2017 USD ($)
Debt Instrument [Line Items]
Repayments of borrowings on revolving credit facilities			$ 107,000,000	$ 129,000,000
Term loan A facility [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Quarterly required amortization payments, period one	$ 2,500,000
Quarterly required amortization payments, period two	3,750,000
Quarterly required amortization payments, period three	5,000,000
Revolving credit facility [Member] \| New Senior Secured Credit Facility \| Subsequent event [Member]
Debt Instrument [Line Items]
Repayments of borrowings on revolving credit facilities		$ 20,000,000.0
Secured debt [Member] \| New Senior Secured Credit Facility \| Subsequent event [Member]
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	1,000,000,000.0
Line of credit facility, maximum increase	425,000,000.0
Secured debt [Member] \| Senior Secured Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity						$ 1,500,000,000
Secured debt [Member] \| Term loan A facility [Member] \| New Senior Secured Credit Facility \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, face amount	$ 200,000,000.0
Secured debt [Member] \| Term loan A facility [Member] \| Maximum [Member] \| Eurocurrency Rate [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	2.50%
Secured debt [Member] \| Term loan A facility [Member] \| Maximum [Member] \| Base Rate [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.50%
Secured debt [Member] \| Term loan A facility [Member] \| Minimum [Member] \| Eurocurrency Rate [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.50%
Secured debt [Member] \| Term loan A facility [Member] \| Minimum [Member] \| Base Rate [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	0.50%
Secured debt [Member] \| Revolving credit facility [Member] \| New Senior Secured Credit Facility \| Subsequent event [Member]
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	$ 800,000,000.0
Line of credit facility, amount outstanding		$ 251,000,000.0
Secured debt [Member] \| Revolving credit facility [Member] \| Senior Secured Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility, amount outstanding			$ 355,000,000		$ 447,000,000
Secured debt [Member] \| Revolving credit facility [Member] \| Maximum [Member] \| Eurocurrency Rate [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	2.50%
Secured debt [Member] \| Revolving credit facility [Member] \| Maximum [Member] \| Base Rate [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.50%
Secured debt [Member] \| Revolving credit facility [Member] \| Minimum [Member] \| Eurocurrency Rate [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	1.50%
Secured debt [Member] \| Revolving credit facility [Member] \| Minimum [Member] \| Base Rate [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate	0.50%
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt covenants compliance, quarterly total net leverage ratio, initial maximum ratio level for increase in borrowing	3.00
Debt instrument, covenant, prepayment requirement, percentage of benchmark	50.00%
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Eurocurrency Rate Option 1 \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis	seven day Eurocurrency rate
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Eurocurrency Rate Option 2 \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis	30-day Eurocurrency rate
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Eurocurrency Rate Option 3 \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis	60-day Eurocurrency rate
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Eurocurrency Rate Option 4 \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis	90-day Eurocurrency rate
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Eurocurrency Rate Option 5 \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis	180-day Eurocurrency rate
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Base Rate Option 1 \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis	prime rate of Wells Fargo, National Association
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Base Rate Option 2 \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis	federal funds effective rate
Debt instrument, basis spread on variable rate	50.00%
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Base Rate Option 3 \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, description of variable rate basis	the Eurocurrency Rate with a one-month interest period
Debt instrument, basis spread on variable rate	1.00%
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Maximum [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, covenant, aggregate capital expenditures	$ 200,000,000.0
Secured debt [Member] \| Second Amended and Restated Credit Agreement \| Minimum [Member] \| Eurocurrency Rate [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate, floor	0.00%
Secured debt [Member] \| Letter of credit [Member] \| Maximum [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Letters of credit fee, percentage	2.50%
Line of credit facility, unused capacity, commitment fee percentage	0.40%
Secured debt [Member] \| Letter of credit [Member] \| Minimum [Member] \| Subsequent event [Member]
Debt Instrument [Line Items]
Letters of credit fee, percentage	1.50%
Line of credit facility, unused capacity, commitment fee percentage	0.25%

Revenue Recognition (Tables)

3 Months Ended

Mar. 28, 2021

Revenue Recognition [Line Items]

Schedule of principal transactions, revenue

The following table includes the categories of revenue included in the Company’s Consolidated Statements of Operations and Comprehensive Income (Loss) for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Revenues
Restaurant sales		$	979,451	$	996,237
Franchise and other revenues
Franchise revenue		$	6,789	$	9,549
Other revenue		1,233		2,551
Total Franchise and other revenues		$	8,022	$	12,100
Total revenues		$	987,473	$	1,008,337

Disaggregation of revenue

The following table includes disaggregation of Restaurant sales and Franchise revenue, by restaurant concept and major international market, for the periods indicated:


















	THIRTEEN WEEKS ENDED
	MARCH 28, 2021				MARCH 29, 2020
(dollars in thousands)	RESTAURANT SALES		FRANCHISE REVENUE		RESTAURANT SALES		FRANCHISE REVENUE
U.S.
Outback Steakhouse	$	547,195	$	2,956	$	530,685	$	6,541
Carrabba’s Italian Grill	157,686		617		146,875		461
Bonefish Grill	126,974		130		135,072		136
Fleming’s Prime Steakhouse & Wine Bar	66,311		—		70,960		—
Other	1,893		—		1,297		—
U.S. total	$	900,059	$	3,703	$	884,889	$	7,138
International
Outback Steakhouse Brazil (1)	$	60,848	$	—	$	91,590	$	—
Other (1)(2)	18,544		3,086		19,758		2,411
International total	$	79,392	$	3,086	$	111,348	$	2,411
Total	$	979,451	$	6,789	$	996,237	$	9,549

________________

(2)Includes Restaurant sales for the Company’s Abbraccio concept in Brazil.

Contract with customers, asset and liability

The following table includes a detail of assets and liabilities from contracts with customers included on the Company’s Consolidated Balance Sheets as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Other current assets, net
Deferred gift card sales commissions	$	13,502	$	19,300

Unearned revenue
Deferred gift card revenue	$	306,075	$	373,048
Deferred loyalty revenue	8,515		8,099
Deferred franchise fees - current	448		469

Total Unearned revenue	$	315,038	$	381,616

Other long-term liabilities, net
Deferred franchise fees - non-current	$	4,207	$	4,301

Other current assets, net [Member]

Revenue Recognition [Line Items]

Contract with customers, asset and liability

The following table is a rollforward of deferred gift card sales commissions for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Balance, beginning of period		$	19,300	$	18,554
Deferred gift card sales commissions amortization		(8,725)		(9,090)
Deferred gift card sales commissions capitalization		3,499		4,324
Other		(572)		(739)
Balance, end of period		$	13,502	$	13,049

Unearned revenue [Member]

Revenue Recognition [Line Items]

Contract with customers, asset and liability

The following table is a rollforward of unearned gift card revenue for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Balance, beginning of period		$	373,048	$	358,757
Gift card sales		44,169		58,439
Gift card redemptions		(104,940)		(133,181)
Gift card breakage		(6,202)		(6,497)
Balance, end of period		$	306,075	$	277,518

Segment Reporting

3 Months Ended

Mar. 28, 2021

Segment Reporting [Abstract]

Segment Reporting

The Company considers its restaurant concepts and international markets as operating segments, which reflects how the Company manages its business, reviews operating performance and allocates resources. Resources are allocated and performance is assessed by the Company’s Chief Executive Officer (“CEO”), whom the Company has determined to be its Chief Operating Decision Maker (“CODM”). The Company aggregates its operating segments into two reportable segments, U.S. and international. The U.S. segment includes all restaurants operating in the U.S. while restaurants operating outside the U.S. are included in the international segment. The following is a summary of reporting segments:

REPORTABLE SEGMENT (1)

CONCEPT

GEOGRAPHIC LOCATION

U.S.

Outback Steakhouse

United States of America

Carrabba’s Italian Grill

Bonefish Grill

Fleming’s Prime Steakhouse & Wine Bar

International

Outback Steakhouse

Brazil, Hong Kong/China

Carrabba’s Italian Grill (Abbraccio)

Brazil

_________________

(1)Includes franchise locations.

Segment accounting policies are the same as those described in Note 2 - Summary of Significant Accounting Policies in the Company’s Annual Report on Form 10-K for the year ended December 27, 2020. Revenues for all segments include only transactions with customers and exclude intersegment revenues. Excluded from Income from

operations for U.S. and international are certain legal and corporate costs not directly related to the performance of the segments, most stock-based compensation expenses and certain bonus expenses.

The following table is a summary of Total revenues by segment, for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Total revenues
U.S.		$	904,918	$	894,497
International		82,555		113,840
Total revenues		$	987,473	$	1,008,337

The following table is a reconciliation of Segment income from operations to Income (loss) before provision (benefit) for income taxes, for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Segment income from operations
U.S.		$	121,735	$	11,379
International		3,537		6,787
Total segment income from operations		125,272		18,166
Unallocated corporate operating expense (1)		(34,274)		(59,734)
Total income (loss) from operations		90,998		(41,568)


Other income (expense), net		21		(793)
Interest expense, net		(14,628)		(11,708)
Income (loss) before provision (benefit) for income taxes		$	76,391	$	(54,069)

____________________

The following table is a summary of Depreciation and amortization expense by segment for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Depreciation and amortization
U.S.		$	33,645	$	37,640
International		5,720		6,758
Corporate		1,861		3,870
Total depreciation and amortization		$	41,226	$	48,268

The following table is a summary of capital expenditures by segment for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)	MARCH 28, 2021		MARCH 29, 2020
Capital expenditures
U.S.	$	16,741	$	23,034
International	2,486		7,834
Corporate	204		1,884
Total capital expenditures	$	19,431	$	32,752

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 280
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-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
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-Paragraph 32
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
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-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI http://asc.fasb.org/topic&trid=2134510

+ Details

Other Current Assets, Net (Details) - USD ($)
$ in Thousands

Mar. 28, 2021

Dec. 27, 2020

Mar. 29, 2020

Dec. 29, 2019

Accounts, Notes, Loans and Financing Receivable [Line Items]

Prepaid expenses

$ 21,081

$ 12,148

Deferred gift card sales commissions

13,502

19,300

$ 13,049

$ 18,554

Assets held for sale

3,429

3,831

Other current assets, net

13,074

12,756

Total other current assets, net

82,426

151,518

Accounts receivable - gift cards, net [Member]

Accounts, Notes, Loans and Financing Receivable [Line Items]

Accounts receivable, net

^[1]

8,464

76,808

Accounts receivable - vendors, net [Member]

Accounts, Notes, Loans and Financing Receivable [Line Items]

Accounts receivable, net

^[1]

8,957

8,886

Accounts receivable - franchisees, net [Member]

Accounts, Notes, Loans and Financing Receivable [Line Items]

Accounts receivable, net

^[1]

935

1,007

Accounts receivable - other, net [Member]

Accounts, Notes, Loans and Financing Receivable [Line Items]

Accounts receivable, net

^[1]

$ 12,984

$ 16,782

[1]	See Note 16 - Allowance for Expected Credit Losses for a rollforward of the related allowance for expected credit losses.

Accrued and Other Current Liabilities (Table) (Details) - USD ($)
$ in Thousands

3 Months Ended

Mar. 28, 2021

Dec. 27, 2020

Schedule of Other Long-term Liabilities, Net [Line Items]

Accrued rent and current operating lease liabilities

$ 188,272

$ 192,369

Accrued payroll and other compensation

^[1]

107,833

79,291

Accrued insurance

21,972

20,648

Other current liabilities

^[2]

110,207

96,013

Accrued and other current liabilities

428,284

$ 388,321

Increase in accrued taxes payable

9,200

COVID-19 pandemic [Member]

Schedule of Other Long-term Liabilities, Net [Line Items]

Deferred payroll tax, employer portion, CARES Act, amount

$ 27,300

[1]	During the thirteen weeks ended March 28, 2021, the Company reclassified $27.3 million of payroll taxes deferred under the Coronavirus, Aid, Relief and Economic Security Act (“CARES Act”) to current.
[2]	During the thirteen weeks ended March 28, 2021, sales tax payable increased $9.2 million due to increased sales during the period.

Description of the Business and Basis of Presentation Description of Business (Details)	Mar. 28, 2021 restraurant_concept
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of restaurant concepts in portfolio	4

Fair Value Measurements (Fair value measurements on a recurring basis) (Details) - Fair value, measurements, recurring [Member] - USD ($) $ in Thousands	Mar. 28, 2021	Dec. 27, 2020
Fair value, inputs, level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value disclosure	$ 26,041	$ 32,326
Liabilities, fair value disclosure	0	0
Fair value, inputs, level 1 [Member] \| Accrued and other current liabilities [Member] \| Interest rate swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments - interest rate swaps, current liabilities	0	0
Fair value, inputs, level 1 [Member] \| Other long-term liabilities, net [Member] \| Interest rate swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments - interest rate swaps, other long-term liabilities	0	0
Fair value, inputs, level 1 [Member] \| Fixed income funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents, fair value disclosure	13,590	15,404
Fair value, inputs, level 1 [Member] \| Money market funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents, fair value disclosure	12,451	16,494
Restricted cash and cash equivalents, fair value disclosure	0	428
Fair value, inputs, level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value disclosure	0	0
Liabilities, fair value disclosure	26,508	30,495
Fair value, inputs, level 2 [Member] \| Accrued and other current liabilities [Member] \| Interest rate swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments - interest rate swaps, current liabilities	14,814	14,855
Fair value, inputs, level 2 [Member] \| Other long-term liabilities, net [Member] \| Interest rate swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments - interest rate swaps, other long-term liabilities	11,694	15,640
Fair value, inputs, level 2 [Member] \| Fixed income funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents, fair value disclosure	0	0
Fair value, inputs, level 2 [Member] \| Money market funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents, fair value disclosure	0	0
Restricted cash and cash equivalents, fair value disclosure	0	0
Carrying value measurement [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value disclosure	26,041	32,326
Liabilities, fair value disclosure	26,508	30,495
Carrying value measurement [Member] \| Accrued and other current liabilities [Member] \| Interest rate swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments - interest rate swaps, current liabilities	14,814	14,855
Carrying value measurement [Member] \| Other long-term liabilities, net [Member] \| Interest rate swap [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative instruments - interest rate swaps, other long-term liabilities	11,694	15,640
Carrying value measurement [Member] \| Fixed income funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents, fair value disclosure	13,590	15,404
Carrying value measurement [Member] \| Money market funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and cash equivalents, fair value disclosure	12,451	16,494
Restricted cash and cash equivalents, fair value disclosure	$ 0	$ 428

Commitments and Contingencies - Litigation and Other Matters (Details) - USD ($) $ in Millions	Mar. 28, 2021	Dec. 27, 2020
Commitments and Contingencies Disclosure [Abstract]
Estimated litigation liability	$ 4.0	$ 4.6

Stockholders' Equity (Redeemable Preferred Stock) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 28, 2021	Mar. 29, 2020
Accumulated other comprehensive loss [Line Items]
Payments for repurchase of redeemable preferred stock	$ 0	$ 1,007
Consideration for preferred stock in excess of carrying value, net of tax		1,718
Additional paid-in capital [Member]
Accumulated other comprehensive loss [Line Items]
Consideration for preferred stock in excess of carrying value, net of tax		$ 3,496

Description of the Business and Basis of Presentation (Recently Issued Financial Accounting Standards) (Details) - USD ($)
$ in Thousands

12 Months Ended

Dec. 28, 2020

Dec. 27, 2020

Mar. 28, 2021

Mar. 29, 2020

Dec. 29, 2019

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Reversal of separated equity component, net of tax

$ (10,957)

$ (45,405)

$ (100,143)

$ (177,481)

Cumulative-effect from a change in accounting principle [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Reversal of separated equity component, net of tax

42,953

4,292

Accumulated deficit [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Reversal of separated equity component, net of tax

918,096

844,864

$ 793,992

755,089

Accumulated deficit [Member] | Cumulative-effect from a change in accounting principle [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Reversal of separated equity component, net of tax

(4,370)

$ 4,292

2025 Notes [Member] | Convertible debt [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Debt discount reclassification

^[1]

59,862

$ 0

2025 Notes [Member] | Convertible debt [Member] | Interest expense [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Debt discount amortization

$ 6,300

2025 Notes [Member] | Additional paid-in capital [Member] | Convertible debt [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Equity issuance cost reclassification

$ 2,100

Accounting standards update 2020-06

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Deferred tax impact of cumulative-effect adjustment

14,900

Accounting standards update 2020-06 | Additional paid-in capital [Member] | Cumulative-effect from a change in accounting principle [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Reversal of separated equity component, net of tax

(47,300)

Accounting standards update 2020-06 | 2025 Notes [Member] | Long term debt, net [Member] | Convertible debt [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Debt discount reclassification

59,900

Accounting standards update 2020-06 | 2025 Notes [Member] | Additional paid-in capital [Member] | Convertible debt [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Equity issuance cost reclassification

(2,100)

Accounting standards update 2020-06 | 2025 Notes [Member] | Accumulated deficit [Member] | Convertible debt [Member]

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Debt discount amortization

$ 4,400

[1]

In connection with the adoption of ASU No. 2020-06, debt discount and the equity component of the 2025 Notes were de-recognized and $2.1 million of issuance costs that were previously allocated to the equity component were reclassified as debt issuance costs during the thirteen weeks ended March 28, 2021.

Stockholders' Equity (Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands	Mar. 28, 2021	Dec. 27, 2020
Accumulated other comprehensive loss [Line Items]
Accumulated other comprehensive loss	$ (215,060)	$ (211,446)
Foreign currency translation adjustment [Member]
Accumulated other comprehensive loss [Line Items]
Accumulated other comprehensive loss	(195,458)	(188,883)
Unrealized loss on derivatives, net of tax [Member]
Accumulated other comprehensive loss [Line Items]
Accumulated other comprehensive loss	$ (19,602)	$ (22,563)

- Definition

Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.

+ References + Details

Derivative Instruments and Hedging Activities

3 Months Ended

Mar. 28, 2021

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities

Cash Flow Hedges of Interest Rate Risk - In October 2018, the Company entered into variable-to-fixed interest rate swap agreements with 12 counterparties to hedge a portion of the cash flows of the Company’s variable rate debt. The swap agreements have an aggregate notional amount of $550.0 million and mature on November 30, 2022. Under the terms of the swap agreements, the Company pays a weighted-average fixed rate of 3.04% on the notional amount and receives payments from the counterparty based on the one-month LIBOR rate.

The Company’s swap agreements have been designated and qualify as cash flow hedges, are recognized on its Consolidated Balance Sheets at fair value and are classified based on the instruments’ maturity dates. As of March 28, 2021, the Company estimated $10.4 million will be reclassified to Interest expense, net over the next 12 fiscal months.

The following table presents the fair value and classification of the Company’s swap agreements, as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020		CONSOLIDATED BALANCE SHEET CLASSIFICATION




Interest rate swaps - liability	$	14,814	$	14,855	Accrued and other current liabilities
Interest rate swaps - liability	11,694		15,640		Other long-term liabilities, net
Total fair value of derivative instruments - liabilities (1)	$	26,508	$	30,495

Accrued interest	$	1,384	$	1,237	Accrued and other current liabilities

____________________

(1)See Note 15 - Fair Value Measurements for fair value discussion of the interest rate swaps.

The following table summarizes the effects of the swap agreements on Net income (loss) for the periods indicated:


	THIRTEEN WEEKS ENDED
(dollars in thousands)		MARCH 28, 2021		MARCH 29, 2020
Interest rate swap expense recognized in Interest expense, net		$	(4,044)	$	(1,880)
Income tax benefit recognized in Provision (benefit) for income taxes		1,041		484
Total effects on Net income (loss)		$	(3,003)	$	(1,396)

By utilizing the interest rate swaps, the Company is exposed to credit-related losses in the event that the counterparty fails to perform under the terms of the derivative contract. To mitigate this risk, the Company enters into derivative contracts with major financial institutions based upon credit ratings and other factors. The Company continually assesses the creditworthiness of its counterparties. As of March 28, 2021, all counterparties to the interest rate swaps had performed in accordance with their contractual obligations.

The Company has agreements with each of its derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if the repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on indebtedness.

As of March 28, 2021 and December 27, 2020, the fair value of the Company’s interest rate swaps was in a net liability position, including accrued interest but excluding any adjustment for nonperformance risk, of $28.2 million and $32.2 million, respectively. As of March 28, 2021 and December 27, 2020, the Company has not posted any collateral related to these agreements. If the Company had breached any of these provisions as of March 28, 2021 and December 27, 2020, it could have been required to settle its obligations under the agreements at their termination value of $28.2 million and $32.2 million, respectively.

In connection with the refinancing of its Senior Secured Credit Facility, on April 16, 2021 the Company terminated its variable-to-fixed interest rate swap agreements with seven counterparties having an aggregate notional amount of $275.0 million for a payment of approximately $13.3 million, including accrued interest. Following these terminations, $13.4 million of unrealized losses related to the terminated swap agreements included in AOCL will be amortized on a straight-line basis to Interest expense, net over the remaining original term of the terminated swaps.

Other Current Assets, Net (Tables)

3 Months Ended

Mar. 28, 2021

Other Current Assets, Net [Abstract]

Schedule of other current assets

Other current assets, net, consisted of the following as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Prepaid expenses	$	21,081	$	12,148
Accounts receivable - gift cards, net (1)	8,464		76,808
Accounts receivable - vendors, net (1)	8,957		8,886
Accounts receivable - franchisees, net (1)	935		1,007
Accounts receivable - other, net (1)	12,984		16,782
Deferred gift card sales commissions	13,502		19,300
Assets held for sale	3,429		3,831
Other current assets, net	13,074		12,756
	$	82,426	$	151,518

________________

(1)See Note 16 - Allowance for Expected Credit Losses for a rollforward of the related allowance for expected credit losses.

Other Long-term Liabilities, Net (Tables)

3 Months Ended

Mar. 28, 2021

Other Liabilities Disclosure [Abstract]

Other long-term liabilities

Other long-term liabilities, net, consisted of the following as of the periods indicated:


(dollars in thousands)	MARCH 28, 2021		DECEMBER 27, 2020
Accrued insurance liability	$	31,902	$	32,128
Chef and Restaurant Managing Partner deferred compensation obligations	24,054		32,306
Deferred payroll tax liabilities (1)	27,302		55,204
Other long-term liabilities	60,488		65,717
	$	143,746	$	185,355

_______________

(1)During the thirteen weeks ended March 28, 2021, the Company reclassified $27.3 million of payroll taxes deferred under the CARES Act to current.