v3.24.3
Summary of Refranchisings and Franchise Acquisitions (Tables)
 12 Months Ended
Sep. 29, 2024
Summary Of Refranchisings, Franchisee Development And Acquisitions [Abstract]  
Summary Of Refranchisings And Franchise Acquisitions
Refranchisings — The following table summarizes the number of restaurants sold to franchisees and gains recognized in each fiscal year (dollars in thousands):
202420232022
Restaurants sold to Jack in the Box franchisees— 5 15 
Restaurants sold to Del Taco franchisees47 111 — 
Proceeds from the sale of company-operated restaurants (1)$19,400 $85,221 $6,391 
Broker commissions— (1,614)— 
Net assets sold (primarily property and equipment)(5,310)(17,101)(1,565)
Goodwill related to the sale of company-operated restaurants(6,835)(35,544)(948)
Franchise fees(1,266)(3,086)— 
Sublease liabilities, net(140)(8,559)— 
Lease termination(225)(393)— 
Other (2)(2,369)(926)— 
Gains on the sale of company-operated restaurants$3,255 $17,998 $3,878 
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(1)Amounts in 2024, 2023, and 2022 include additional proceeds of $1.5 million, $0.9 million, and $1.4 million, respectively, related to the extension of the underlying franchise and lease agreements from the sale of restaurants in prior years.
(2)Amount in 2024 is primarily comprised of a $2.2 million loss on sale of assets related to a Del Taco refranchising transaction that closed in the second quarter of 2024. Amount in 2023 is primarily related to charges for a restaurant that was closed due to refranchising the related market.
Schedule of Franchise Acquisitions The following summarizes the purchase consideration paid to Del Taco shareholders (in thousands, except per share data):
Amount
Del Taco shares outstanding as of March 8, 202236,442
Del Taco RSAs subject to accelerated vesting805
Del Taco RSUs subject to accelerated vesting70
Del Taco options subject to accelerated vesting292
Total Del Taco shares outstanding37,610
Merger Consideration (per Del Taco share)$12.51 
Total cash consideration paid to selling shareholders$470,500 
Del Taco transaction costs paid by Jack in the Box (1)7,141 
Del Taco closing indebtedness settled by Jack in the Box (2) 115,219 
Replacement share-based payment awards pre-combination vesting expense 449 
Total aggregate purchase consideration$593,309 
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(1)Represents the portion of Del Taco merger-related transaction costs that were paid at the Closing Date by the Company.
(2)Represents the closing indebtedness of Del Taco’s existing debt that was paid at the Closing Date by the Company.
The final allocation of the purchase consideration was as follows (in thousands):
Total aggregate purchase consideration, net of $12,068 cash acquired
$581,241 
Assets:
Accounts and other receivables4,583 
Inventories3,233 
Prepaid expenses2,950 
Other current assets105 
Property and equipment145,032 
Operating lease right-of-use assets350,289 
Intangible assets12,371 
Trademarks283,500 
Other assets5,128 
Liabilities:
Current maturities of long-term debt22 
Current operating lease liabilities21,991 
Accounts payable18,808 
Accrued liabilities112,579 
Long-term debt, net of current maturities349 
Long-term operating lease liabilities, net of current portion303,488 
Deferred tax liabilities75,355 
Other long-term liabilities13,080 
Net assets acquired, excluding goodwill$261,519 
Goodwill$319,722 
The following table provides detail of the combined acquisitions in the following periods (dollars in thousands):
202420232022
Restaurants acquired from Jack in the Box franchisees— — 13 
Restaurants acquired from Del Taco franchisees10 — — 
Purchase price (1)(86)— (297)
Closing and acquisition costs(31)— — 
Property and equipment3,945 — 540 
Intangible assets167 — 66 
Operating lease right-of-use assets3,479 — — 
Operating lease liability(4,772)— — 
Gain on the acquisition of franchise-operated restaurants$2,702 $— $309 
(1)The amounts related to outstanding receivables from franchisee forgiven upon acquisition
Disclosure of Assets Held-for-sale
Assets held for sale — Assets classified as held for sale consisted of the following at each fiscal year-end (in thousands):
20242023
Jack in the Box restaurant properties (1) $14,567 $11,097 
Other property and equipment (2)199 766 
Del Taco restaurants to be refranchised:
Property and equipment1,318 771 
Goodwill409 1,291 
Assets held for sale$16,493 $13,925 
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(1)Consists of properties that are currently leased to franchisees which we intend to sell the underlying real estate directly to the franchisee and/or sell and leaseback with a third party within the next twelve months.
(2)Consists primarily of owned properties of closed restaurants which we are actively marketing for sale.