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Restaurant Brands International Limited Partnership (RSTRF) is associated with Restaurant Brands International Inc. ("RBI" or the "Company"), a reporting issuer incorporated in Ontario. According to its SEC filings, Restaurant Brands International Limited Partnership is identified under Commission File Number 001-36787 and operates within the accommodation and food services sector, with an industry classification related to food service activities.

The partnership is referenced in multiple Form 8-K filings as part of the broader Restaurant Brands International structure. These filings describe equity and capital markets transactions involving common shares of Restaurant Brands International Inc. and exchangeable limited partnership units of Restaurant Brands International Limited Partnership. The partnership functions in a way that allows holders of certain partnership exchangeable units to exchange those units for common shares of Restaurant Brands International Inc.

Corporate and Regulatory Profile

Restaurant Brands International Limited Partnership is organized under the laws of Ontario, Canada, and is identified in SEC filings with an Internal Revenue Service Employer Identification Number of 98-1206431. Its principal executive offices are located in Toronto, Ontario, Canada. The partnership is a registrant under the Securities Exchange Act of 1934 and files current reports on Form 8-K with the U.S. Securities and Exchange Commission.

In its filings, Restaurant Brands International Inc. is described as the parent company that enters into material agreements and transactions, while Restaurant Brands International Limited Partnership is closely linked through exchangeable limited partnership units. These units can be exchanged for common shares of Restaurant Brands International Inc., and such exchanges can be associated with secondary offerings of common shares by selling shareholders.

Equity and Capital Markets Activity

One Form 8-K describes an underwriting agreement among Restaurant Brands International Inc., an underwriter, a selling shareholder affiliated with 3G Capital Partners Ltd., and a forward counterparty. The transaction relates to the sale of common shares of Restaurant Brands International Inc. that the selling shareholder will receive upon exchange of an equal number of Class B exchangeable limited partnership units in Restaurant Brands International Limited Partnership. The filings state that Restaurant Brands International Inc. will not sell any common shares in that offering and will not receive any proceeds from the sale of those shares.

The same filing explains that a forward sale agreement was entered into in connection with the offering. Under this structure, a forward counterparty or its affiliates agreed to borrow and sell common shares through the underwriter, with settlement to occur when the selling shareholder delivers common shares it receives upon exchange of its partnership exchangeable units. The selling shareholder is expected to receive cash per common share upon settlement, subject to adjustments described in the forward sale agreement.

Operational and Strategic Transactions

Another Form 8-K describes actions approved by the Board of Directors of Restaurant Brands International Inc. related to the operations of Burger King China. The filing reports that the board approved entering into a joint venture with CPE Alder Investment Limited, a fund managed by CPE, with respect to the operations of Burger King China. Under the terms of that transaction, CPE is expected to invest new primary capital into the joint venture, with CPE owning a majority interest and Restaurant Brands International Inc. retaining a minority interest and a seat on the joint venture’s board of directors.

The filing also notes that Restaurant Brands International Inc., through a wholly owned subsidiary, will enter into a 20-year master development agreement with a wholly owned subsidiary of the joint venture. This agreement grants exclusive rights to develop the Burger King brand in China and establishes specific annual development targets over the term of the agreement. The master development agreement is described as aiming to increase the number of restaurants in the market over time, with targets to expand from approximately 1,250 restaurants to larger figures by specified future years.

Financial Reporting and Discontinued Operations

In connection with the Burger King China transaction, the company’s Form 8-K explains that Restaurant Brands International Inc. had previously acquired substantially all of the equity interests of Burger King China that it did not already own. The Burger King China operations are classified as held for sale, and business results are reported in discontinued operations in the company’s financial statements. As a result of the decision to sell a significant portion of the Burger King China business and the valuation implied by the sale, the company determined that it would be required under generally accepted accounting principles to take a non-cash charge on its Burger King China holdings.

Another Form 8-K notes that Restaurant Brands International Inc. issued a press release and supplemental financial and operational information regarding results for a specified three- and nine-month period. That information is furnished as an exhibit to the Form 8-K, indicating that the company provides periodic updates on its results of operations and financial condition through SEC filings.

Use of Press Releases and Exhibits

The Form 8-K filings also reference multiple exhibits, including underwriting agreements, legal opinions regarding the validity of shares, and press releases announcing exchange notices, offering commencements, pricing of offerings, and joint venture transactions. Certain information in these filings is furnished under Regulation FD, and the company notes that such information is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into other filings unless specifically stated.

Through these filings, Restaurant Brands International Limited Partnership and Restaurant Brands International Inc. provide investors and regulators with information about material definitive agreements, capital markets transactions, joint ventures, classification of operations as discontinued operations, and related accounting impacts.

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