Restaurant Brands Asia Q1 Loss Narrows to ₹31.7M

Board Meeting Details

The Board of Directors meeting was held on Monday, August 03, 2026, commencing at 1:33 p.m. (IST) and concluding at 3:50 p.m. (IST).

Key Decisions and Approvals

1. Financial Results Approval

The Board considered and approved the Unaudited Standalone and Consolidated Financial Results for the quarter ended June 30, 2026.

2. Investment in Indonesian Subsidiary

The Board approved investment in PT Sari Burger Indonesia, a subsidiary of the Company, by way of acquisition of not exceeding 1,00,000 (One Lakh) redeemable cumulative non-convertible preference shares at a nominal value of IDR 1,000,000 (Indonesia Rupiah One Million) per share through subscription, in one or more tranches for an amount not exceeding IDR 100 billion (Indonesia Rupiah One Hundred Billion) equivalent in INR.

Standalone Financial Results (Quarter Ended June 30, 2026)

Income Statement Highlights

• Revenue from operations: ₹6,828.98 million (compared to ₹5,622.92 million in Q1 FY26)
• Other income: ₹201.87 million (compared to ₹275.54 million in Q1 FY26)
• Total income: ₹7,030.85 million (compared to ₹5,798.46 million in Q1 FY26)
• Loss before exceptional item and tax: ₹(31.74) million (improved from ₹(115.69) million in Q1 FY26)
• Exceptional items: None in current quarter (compared to ₹1,200.00 million in Q4 FY26)
• Loss before tax: ₹(31.74) million (improved from ₹(115.69) million in Q1 FY26)
• Loss for the period: ₹(31.74) million (improved from ₹(115.69) million in Q1 FY26)
• Total comprehensive loss for the period: ₹(63.90) million

Key Metrics

• Paid-up equity share capital: ₹7,117.19 million (Face value of ₹10 each)
• Earnings Per Share (Basic): Not quantified in the disclosure for current quarter
• Earnings Per Share (Diluted): Not quantified in the disclosure for current quarter

Consolidated Financial Results (Quarter Ended June 30, 2026)

Income Statement Highlights

• Revenue from operations: ₹8,226.10 million
• Other income: ₹198.02 million
• Total income: ₹8,424.12 million
• Loss before exceptional item and tax: ₹(330.03) million
• Exceptional items: None in current quarter
• Loss before tax: ₹(330.03) million
• Loss for the period: ₹(330.03) million
• Total comprehensive loss for the period: ₹(340.56) million

Segment Analysis

• India segment revenue: ₹6,828.98 million
• Indonesia segment revenue: ₹1,397.12 million
• India segment results: ₹974.89 million
• Indonesia segment results: ₹27.00 million

Attribution of Loss

• Attributable to equity holders of the parent: ₹(283.48) million
• Attributable to non-controlling interests: ₹(46.55) million

Key Metrics

• Paid-up equity share capital: ₹7,117.19 million (Face value of ₹10 each)
• Earnings Per Share (Basic): ₹(0.45)
• Earnings Per Share (Diluted): ₹(0.45)

Historical Context and Notes

Previous QIP Issuance (FY25)

During the year ended March 31, 2025, the Company issued 8,33,33,333 fully paid-up equity shares to Qualified Institutional Buyers at a price of ₹60.00 per share (including securities premium of ₹50.00 per share) for an aggregate consideration of ₹5,000.00 million.

QIP Proceeds Utilization:

• Prepayment/repayment of outstanding borrowings: ₹720.00 million
• Capital expenditure for new restaurants: ₹2,515.65 million
• General Corporate Purposes: ₹793.75 million
• Total Utilization: ₹4,029.40 million
• Balance held as fixed deposits and mutual funds: ₹771.45 million

Exceptional Items (FY26)

• Labour Code impact: Incremental financial impact of ₹22.52 million due to change in wages definition under new Labour Codes implemented November 21, 2025
• Impairment of investment: Impairment of investment in subsidiary PT Sari Burger Indonesia amounting to ₹1,200.00 million for the year ended March 31, 2026

Change in Promoter Group (July 2026)

The Fund Raising Committee approved preferential allotment on June 2, 2026 to:

1. Lenexis Foodworks Private Limited (Acquirer 1): 12,85,71,128 Equity Shares at ₹70.00 per share (Aggregate: ₹8,99,99,78,960.00)

2. Aayush Agrawal Trust (Acquirer 2): 100 Equity Shares at ₹70.00 per share (Aggregate: ₹7,000.00)

3. Inspira Foodworks Private Limited (Acquirer 3): 100 Equity Shares at ₹70.00 per share (Aggregate: ₹7,000.00)

4. Mr. Aayush Madhusudan Agrawal (Acquirer 4): 100 Equity Shares at ₹70.00 per share (Aggregate: ₹7,000.00)

5. Lenexis Foodworks Private Limited: 8,57,14,285 Warrants at 25% premium (₹17.50) with exercise price of ₹70.00 per warrant (25% paid upfront, balance within 18 months)

Control Acquisition Timeline:

• July 6, 2026: Acquirers completed open offer acquiring 10,30,39,024 Equity Shares
• July 7, 2026: Acquirers acquired 6,56,23,090 Equity Shares from QSR Asia Pte Ltd. and 1 Equity Share from F&B Asia Ventures (Singapore) Pte. Ltd.

Promoter Reclassification:

Effective July 7, 2026, the Acquirers and Inspira Agro Trading LLC became the 'promoters' of the Company, while the previous promoters (Sellers) were reclassified to the 'public' category.

Preferential Issue Proceeds:

• Gross proceeds: ₹10,500.00 million
• Issue expenses: None disclosed
• Current utilization: None
• Balance held as mutual funds: ₹10,500.00 million

Indonesian Subsidiary Investment Details

Investment Structure

• Instrument: Redeemable cumulative non-convertible preference shares
• Maximum quantity: 1,00,000 shares
• Face value: IDR 1,000,000 per share
• Maximum investment: IDR 100 billion (Indonesia Rupiah One Hundred Billion)
• Timeline: Investment to be completed by December 31, 2026
• Consideration: Cash

PT Sari Burger Indonesia Background

• Business: Food services and quick service restaurants under "Burger King" trademark in Indonesia
• Incorporation: September 27, 2006
• Operations: 137 outlets in Indonesia as of March 31, 2026
• Historical turnover:
• FY26: IDR 915,799.88 million
• FY25: IDR 965,168.88 million
• FY24: IDR 1,109,225.52 million

Transaction Details

• Related party transaction: Yes (subsidiary investment)
• Arm's length: Confirmed as arm's length transaction
• No change in equity shareholding: Preference shares carry no voting rights
• Government approvals: None required
• Purpose: Proceeds will be used by BK Indonesia towards meeting business requirements

Auditor Review

The financial results were reviewed by BSR & Co. LLP, Chartered Accountants (Firm Registration No.: 101248W/W-100022), with nothing coming to their attention that causes them to believe the statements contain material misstatements.