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Goodwill | 12 Months Ended
--- | ---
Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract] |
Goodwill | Goodwill The significant majority of the Company's goodwill arose from the November 29, 2007 acquisition of Applebee's which was allocated between the franchise and company restaurants segments. Changes in the carrying amount of goodwill for the years ended December 31, 2024, 2023 and 2022 are as follows:
| Franchise Segment |  |  |  | Company Restaurants Segment |  |  |  |  |  |  |  | Total
| (In millions)
Balance at December 31, 2021 | $ | 247.0 |  |  |  |  | $ | 4.6 |  |  |  |  |  |  |  |  | $ | 251.6 |
Disposition of assets | — |  |  |  | (4.6) |  |  |  |  |  |  |  | (4.6)
Business acquisition | 7.0 |  |  |  | — |  |  |  |  |  |  |  | 7.0
Balance at December 31, 2022 | 254.0 |  |  |  | — |  |  |  |  |  |  |  | 254.0
Purchase price adjustment | 0.1 |  |  |  | — |  |  |  |  |  |  |  | 0.1
Balance at December 31, 2023 | 254.1 |  |  |  | — |  |  |  |  |  |  |  | 254.1
Business acquisition | — |  |  |  | 2.8 |  |  |  |  |  |  |  | 2.8
Impairment loss | (7.1) |  |  |  | — |  |  |  |  |  |  |  | (7.1)
Disposition of assets | — |  |  |  | (1.2) |  |  |  |  |  |  |  | (1.2)
Balance at December 31, 2024 | $ | 247.0 |  |  |  |  | $ | 1.6 |  |  |  |  |  |  |  |  | $ | 248.6 |
In October 2022, the then remaining Applebee's company restaurants segment goodwill balance of $4.6 million was disposed of in connection with the refranchising and sale of the restaurant assets of 69 Applebee's company-operated restaurants. In December 2022, the addition to the franchise segment goodwill of $7.0 million arose from the acquisition of Fuzzy's and was increased by $0.1 million in 2023 in connection with a purchase price adjustment. In November 2024, the Company acquired 56 Applebee's restaurants from franchisees, of which nine were simultaneously refranchised and sold to a different franchisee. The Company has provisionally completed the purchase price allocation as described in Note 19 - Business Acquisition of the Notes to the Consolidated Financial Statements, and allocated $2.8 million of resulting goodwill to the company restaurants segment. The Company simultaneously allocated $1.2 million of this goodwill to the disposal group related to the refranchising and sale of the restaurant assets of the nine Applebee's company-operated restaurants. The remaining goodwill allocated to the company restaurants segment of $1.6 million is not deductible for federal income tax purposes and, therefore, has no associated tax benefit. Gross and net carrying amounts of goodwill at December 31, 2024 and 2023 are as follows:
| December 31, 2024 |  | December 31, 2023
| Gross |  | Accumulated Impairment Loss |  | Net |  | Gross |  | Accumulated Impairment Loss |  | Net
| (In millions)
Franchise Segment | $ | 704.6 |  |  | $ | (457.6) |  |  | $ | 247.0 |  |  | $ | 704.6 |  |  | $ | (450.5) |  |  | $ | 254.1 |
Company Restaurants Segment | 1.6 |  |  | — |  |  | 1.6 |  |  | — |  |  | — |  |  | — |
Total | $ | 706.2 |  |  | $ | (457.6) |  |  | $ | 248.6 |  |  | $ | 704.6 |  |  | $ | (450.5) |  |  | $ | 254.1 |
The Company assesses goodwill for impairment in accordance with its policy described in Note 2 - Basis of Presentation and Summary of Significant Accounting Policies. The Company evaluates its goodwill and the indefinite-lived tradenames for impairment annually in the fourth quarter of each year or on an interim basis if events or changes in circumstances between annual tests indicate a potential impairment. 2024 Assessment In the fourth quarter of 2024, the Company noted, the unfavorable trend in Fuzzy's same-restaurant sales experienced throughout the year, and a decrease in Fuzzy's revenue compared to the same period of the prior year. Based on these unfavorable developments, the Company determined that indicators of impairment existed and that a test of goodwill for impairment should be performed in the fourth quarter of 2024. In determining fair value, the Company utilized valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The fair value technique used in this instance was classified as Level 3, where unobservable inputs are used when little or no market data is available. In performing the quantitative test of goodwill, the Company primarily used the income approach method of valuation that included the discounted cash flow method and the market approach that included the guideline public company method to determine the fair value of goodwill and intangible assets. Significant assumptions used to determine fair value under the discounted cash flow model included expected restaurant sales trends, future development plans, restaurant closures, cost of revenues, operating expenses, and an appropriate discount rate based on the Company's estimated cost of equity capital and after-tax cost of debt. As a result of performing the quantitative test of impairment, the Company recognized an impairment of Fuzzy's goodwill of $7.1 million. The amount of goodwill impairment was determined as the amount by which the carrying amount of the goodwill exceeded the fair value of the Fuzzy's goodwill within the franchise segment as estimated in the impairment test. Also in the fourth quarter of fiscal 2024, the Company performed qualitative assessments of the remaining goodwill balance within the franchise segment in accordance with its accounting policies. The Company first assesses qualitatively whether it is more-likely-than-not that an impairment does not exist. Significant factors considered in this assessment include macro-economic conditions, market and industry conditions, cost considerations, the competitive environment, share price fluctuations, overall financial performance and results of past impairment tests. As result of the qualitative assessment, the Company concluded it was more likely than not that the fair values exceeded the respective carrying amounts and therefore, a quantitative test for the remaining goodwill balance within the franchise segment was not necessary. 2023 Assessment In the fourth quarter of 2023, the Company performed qualitative assessments of its goodwill in accordance with its accounting policies, and determined that it was more-likely-than-not that an impairment does not exist. Significant factors considered in this assessment include macro-economic conditions, market and industry conditions, cost considerations, the competitive environment, share price fluctuations, overall financial performance and results of past impairment tests. Additionally, we elected to perform quantitative tests for impairment on the Applebee's goodwill. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The fair value technique used in this instance is classified as Level 3, where unobservable inputs are used when little or no market data is available. In performing the quantitative test for impairment of goodwill, the Company used the income approach method of valuation that includes the discounted cash flow method and the market approach that includes the guideline public company method to determine the fair value of goodwill and intangible assets. Significant assumptions made by management in estimating fair value under the discounted cash flow model include future trends in sales, operating expenses, overhead expenses, depreciation, capital expenditures and changes in working capital, along with an appropriate discount rate based on the Company's estimated cost of equity capital and after-tax cost of debt. Significant assumptions used to determine fair value under the guideline public company method include the selection of guideline companies and the valuation multiples applied. As a result of performing the quantitative test of impairment, the fair value was substantially in excess of its respective carrying value as of the testing date. 2022 Assessment In the fourth quarter of 2022, the Company performed qualitative assessments of its goodwill in accordance with its accounting policies. The Company first assesses qualitatively whether it is more-likely-than-not that an impairment does not exist. Significant factors considered in this assessment include macro-economic conditions, market and industry conditions, cost considerations, the competitive environment, share price fluctuations, overall financial performance and results of past impairment tests. As result of the qualitative assessment, the Company concluded it was more likely than not that the fair values of each unit exceeded the respective carrying amounts and therefore, a quantitative test of impairment was not necessary.

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