v3.26.1
Acquisitions
3 Months Ended
Mar. 31, 2026
Acquisitions  
Business Combination [Text Block]

(7)   Acquisitions

During the 13 weeks ended March 31, 2026, we completed the acquisitions of five domestic franchise Texas Roadhouse restaurants of which a current officer of the Company had a 2% ownership interest in two of these restaurants. Pursuant to the terms of the acquisition agreements, we paid a total purchase price of $71.7 million, net of cash acquired.

These transactions were accounted for using the acquisition method as defined in Accounting Standards Codification ("ASC") 805, Business Combinations. These acquisitions are consistent with our long-term strategy to increase net income and earnings per share.

The following table summarizes the consideration paid for these acquisitions, and the estimated fair value of the assets acquired and the liabilities assumed at the acquisition date, which are adjusted for measurement-period adjustments through March 31, 2026.

Current assets

$

321

Property and equipment

20,922

Operating lease right-of-use assets

15,092

Goodwill

32,730

Intangible assets

13,090

Other assets

205

Current portion of operating lease liabilities

(127)

Deferred revenue-gift cards

(816)

Operating lease liabilities, net of current portion

(9,725)

$

71,692

The aggregate purchase price is preliminary as we are finalizing working capital adjustments. Intangible assets represent reacquired franchise rights which are being amortized over a weighted-average useful life of 5.5 years. All of the goodwill will be deductible for tax purposes and the goodwill reflects the benefit of sales and unit growth opportunities as well as the benefit of the assembled workforce of the acquired restaurants.

Pro forma financial detail and operating results have not been presented as the results of the acquired restaurants are not material to our unaudited condensed consolidated financial statements.

During the 52 weeks ended December 30, 2025, we completed the acquisition of 20 domestic franchise Texas Roadhouse restaurants. Pursuant to the terms of the acquisition agreements, we paid a total purchase price of $107.6 million, net of cash acquired.

These transactions were accounted for using the acquisition method as defined in ASC 805, Business Combinations. These acquisitions are consistent with our long-term strategy to increase net income and earnings per share.

The following table summarizes the consideration paid for these acquisitions, and the estimated fair value of the assets acquired and the liabilities assumed at the acquisition dates, which are adjusted for final measurement-period adjustments.

Current assets

$

1,397

Property and Equipment

 

25,067

Operating lease right-of-use assets

41,646

Goodwill

 

72,622

Intangible assets

 

16,940

Other assets

526

Current portion of operating lease liabilities

(1,597)

Deferred revenue-gift cards

 

(2,126)

Current liabilities

(1,787)

Operating lease liabilities, net of current portion

(41,829)

Noncontrolling interests

(3,245)

$

107,614

Intangible assets represent reacquired franchise rights which are being amortized over a weighted-average useful life of 4.1 years. Goodwill totaling $65.5 million will be deductible for tax purposes and the goodwill reflects the benefit of sales and unit growth opportunities as well as the benefit of the assembled workforce of the acquired restaurants.

Pro forma financial detail and operating results have not been presented as the results of the acquired restaurants are not material to our unaudited condensed consolidated financial statements.