Bloomin' Brands, Inc.BLMN
Bloomin' Brands, Inc. Goodwill & Intangibles Disclosure
Goodwill and Intangible Assets, Net
Goodwill - The following table is a rollforward of goodwill and the related accumulated impairment losses for the periods indicated:
| (dollars in thousands) | U.S. | INTERNATIONAL FRANCHISE | CONSOLIDATED | ||||||||||||||
| Balance as of December 29, 2024 | |||||||||||||||||
| Goodwill, gross | $ | 838,827 | $ | 162,549 | $ | 1,001,376 | |||||||||||
| Accumulated impairment losses | (668,170) | (119,883) | (788,053) | ||||||||||||||
| Goodwill, net (1) | 170,657 | 42,666 | 213,323 | ||||||||||||||
| Impairment (2) | (28,188) | — | (28,188) | ||||||||||||||
| Balance as of December 28, 2025 | |||||||||||||||||
| Goodwill, gross | 838,827 | 162,549 | 1,001,376 | ||||||||||||||
| Accumulated impairment losses | (696,358) | (119,883) | (816,241) | ||||||||||||||
| Goodwill, net | $ | 142,469 | $ | 42,666 | $ | 185,135 | |||||||||||
________________
(1)Excludes $51.9 million of Goodwill, net as of December 29, 2024, classified as held for sale.
(2)Relates to goodwill impairment from Bonefish Grill as a result of the impairment analysis performed during the thirteen weeks ended December 28, 2025.
The Company performs its annual assessment for impairment of goodwill and other indefinite-lived intangible assets as of the first day of its second fiscal quarter. During the thirteen weeks ended June 29, 2025, the Company performed a quantitative annual impairment analysis due to a decline in the Company’s stock price and market capitalization (the “Q2 analysis”), while its 2024 annual assessment was qualitative. In connection with these assessments, the Company did not record any impairment charges.
The Q2 analysis for goodwill indicated that all reporting units had fair values that exceeded their carrying values. However, the Outback Steakhouse and Bonefish Grill reporting units had fair values that decreased to approximately 10% above their respective carrying values. The fair values for the Outback Steakhouse and Bonefish Grill reporting units decreased primarily due to lower future cash flow estimates, increased discount rates, lower market multiples, and additionally for Bonefish Grill, a lower long-term growth rate, compared to the last quantitative impairment analysis performed during the quarter ended June 25, 2023.
During the thirteen weeks ended December 28, 2025, the Company identified a triggering event as a result of: (i) a sustained decline in the Company’s stock price and market capitalization and (ii) a recent decline in margins specific to the Bonefish Grill reporting unit. As a result, the Company performed an interim quantitative impairment analysis (the “Q4 analysis”). The Q4 analysis determined that the Bonefish Grill reporting unit was impaired and goodwill impairment of $28.2 million was recorded to fully impair the goodwill of the reporting unit.
The Q4 analysis for goodwill indicated that all reporting units except Bonefish Grill had fair values that exceeded their carrying values. Additionally, the fair value for the Outback Steakhouse reporting unit decreased to approximately 3% above its carrying value. The fair value of the Outback Steakhouse reporting unit decreased compared to the Q2 analysis primarily due to lower market multiples and lower future cash flow estimates. The fair value of the Bonefish Grill reporting unit decreased from the Q2 analysis primarily due to lower market multiples and lower future cash flow estimates as a result of a recent decline in profit margins.
The Q2 analysis and Q4 analysis for indefinite-lived intangible assets indicated that all trade names had fair values exceeding their carrying values; however, the Outback Steakhouse trade name’s fair value decreased to approximately 15% and 5%, respectively, above its carrying value. In the Q2 analysis, the fair value of the Outback Steakhouse trade name decreased compared to the prior quantitative analysis performed in Q2 2023 primarily due to lower projected sales and an increased discount rate. The fair value declined further in the Q4 analysis compared to the Q2 analysis due to lower projected sales and a decrease in the assumed royalty rate.
Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions, estimates and market factors. Key assumptions include future cash flow estimates (including sales and earnings before interest, taxes, depreciation and amortization (“EBITDA”)), long-term growth rates, discount rates, royalty rates, market multiples and other market factors. Sales declines, unplanned increases in commodity or labor costs, decreases to the market multiples, increases in discount rates, deterioration in overall economic conditions and challenges in the restaurant industry or any such event may impact the Company’s fair value determinations and may result in future impairment charges. It is possible that changes in circumstances or changes in assumptions and estimates could result in impairment of the Company’s goodwill and/or other intangible assets. Further, as a result of the decreased fair value, the Outback Steakhouse reporting unit is at a higher risk of future impairment.
Intangible Assets, net - Intangible assets, net, consisted of the following as of the periods indicated:
| WEIGHTED AVERAGE REMAINING AMORTIZATION PERIOD (in years) | DECEMBER 28, 2025 | DECEMBER 29, 2024 | |||||||||||||||||||||||||||||||||||||||
| (dollars in thousands) | GROSS CARRYING VALUE | ACCUMULATED AMORTIZATION | NET CARRYING VALUE | GROSS CARRYING VALUE | ACCUMULATED AMORTIZATION | NET CARRYING VALUE | |||||||||||||||||||||||||||||||||||
| Trade names | Indefinite | $ | 414,716 | $ | 414,716 | $ | 414,716 | $ | 414,716 | ||||||||||||||||||||||||||||||||
| Trademarks | 3 | 81,952 | $ | (71,402) | 10,550 | 81,952 | $ | (67,577) | 14,375 | ||||||||||||||||||||||||||||||||
| Total intangible assets | $ | 496,668 | $ | (71,402) | $ | 425,266 | $ | 496,668 | $ | (67,577) | $ | 429,091 | |||||||||||||||||||||||||||||
The Company did not record any intangible asset impairment charges during the periods presented.
The following table presents goodwill, trade names and trademarks balances by reporting unit as of the periods indicated:
| DECEMBER 28, 2025 | DECEMBER 29, 2024 | ||||||||||||||||||||||||||||||||||
| (dollars in thousands) | GOODWILL | TRADE NAMES | TRADEMARKS | GOODWILL | TRADE NAMES | TRADEMARKS | |||||||||||||||||||||||||||||
| Outback Steakhouse | $ | 123,188 | $ | 287,000 | $ | — | $ | 123,188 | $ | 287,000 | $ | — | |||||||||||||||||||||||
| Carrabba’s Italian Grill | 18,826 | 69,000 | — | 18,826 | 69,000 | — | |||||||||||||||||||||||||||||
| Bonefish Grill (1) | — | — | 4,127 | 28,188 | — | 6,957 | |||||||||||||||||||||||||||||
| Fleming’s Prime Steakhouse & Wine Bar | 455 | — | 6,423 | 455 | — | 7,418 | |||||||||||||||||||||||||||||
| U.S. total | 142,469 | 356,000 | 10,550 | 170,657 | 356,000 | 14,375 | |||||||||||||||||||||||||||||
| International Franchise | 42,666 | 58,716 | — | 42,666 | 58,716 | — | |||||||||||||||||||||||||||||
| Total | $ | 185,135 | $ | 414,716 | $ | 10,550 | $ | 213,323 | $ | 414,716 | $ | 14,375 | |||||||||||||||||||||||
________________
(1)During 2025, as discussed above, the goodwill associated with the Bonefish Grill reporting unit was fully impaired as a result of the impairment analysis performed during the thirteen weeks ended December 28, 2025.
Definite-lived intangible assets are amortized on a straight-line basis. The following table presents the aggregate expense related to the amortization of the Company’s trademarks for the periods indicated:
| FISCAL YEAR | |||||||||||||||||
| (dollars in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
| Amortization expense | $ | 3,825 | $ | 3,825 | $ | 4,076 | |||||||||||
The following table presents expected annual amortization of intangible assets as of December 28, 2025:
| FISCAL YEAR | |||||||||||||||||||||||||||||
| (dollars in thousands) | 2026 | 2027 | 2028 | 2029 | 2030 | ||||||||||||||||||||||||
| Amortization of intangible assets | $ | 3,825 | $ | 2,292 | $ | 995 | $ | 995 | $ | 995 | |||||||||||||||||||
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 25, 2026 | Showing above |
| 2024 | Feb 26, 2025 | |
| 2023 | Feb 28, 2024 | |
| 2022 | Feb 22, 2023 | |
| 2021 | Feb 23, 2022 | |
| 2020 | Feb 24, 2021 | |
| 2019 | Feb 26, 2020 | |
| 2018 | Feb 27, 2019 | |
| 2017 | Feb 28, 2018 | |
| 2016 | Feb 22, 2017 | |
| 2015 | Feb 24, 2016 | |
About Goodwill & Intangibles Disclosures
Goodwill and intangible asset disclosures reveal the premium paid in acquisitions and how management assesses whether that premium retains its value. Since goodwill is no longer amortized under US GAAP, the annual impairment test is the only mechanism that adjusts carrying values downward — making the assumptions behind that test critically important for investors.
Key signals: a history of goodwill impairments suggests management consistently overpays for acquisitions. Watch the gap between reporting unit fair value and carrying amount — when fair value exceeds carrying amount by less than 10-20%, a small decline in business performance could trigger a write-down. For finite-lived intangibles, examine useful life assumptions across customer relationships, technology, and trade names; aggressive estimates inflate near-term earnings. Compare total intangibles-to-total-assets ratios against peers to assess acquisition dependency. Rising goodwill as a percentage of equity can signal balance sheet fragility.