The 22nd Annual ―Elements of Successful Franchising: Working Through Difficult Economic Times‖ Presented by: Jim Amos, Jack Earle, John Hamburger, Dennis Wieczorek & Philip Zeidman 1 Monday, February 18th, 2013 DLA Piper LLP (US) Dennis Wieczorek Partner | DLA Piper 2 Philip Zeidman Partner | DLA Piper 3 Jim Amos Chairman | Tasti D Lite and Planet Smoothie 4 Jack Earle Managing Partner | Earle Enterprises 5 John Hamburger President | Franchise Times Corp. 6 Philip Zeidman, Partner DLA Piper LLP (US) 7 How is Franchising Affected by the World Around us? 8 FOCUS ON VALUE 9 Disposable Personal Income 10 11 Wendy’s, Domino’s ring in new year with aggressive value plans 12 Top 10 Franchises Focus on Value • Price/Value – #1 Hampton “…it’s value that has kicked Hampton’s Domestic and international growth into overdrive.” – #3 Jiffy Lube “the company continued to expand, in part because it charges no franchise fee for new service centers or for existing ones that convert.” – #4 7-11 “In 2012 it began offering upgraded technology systems on its own dime.” – #6 Anytime Fitness “With more than 2,000 units that can be accessed 24 hours a day by all 1.7 million members, the company aims to minimize the hassle of fitness, allowing its customer to work up a sweat wherever they may be, at any time. Locations are small and unintimidating” 13 Top 10 Franchises Focus on Value – #8 Denny’s “jump-started its franchise growth with a series of fee cuts and reductions, including creating a $100 million loan pool to help existing and new franchisees open locations. … the company has developed a tiered menu, with selections priced at $2, $4, $6, and $8 – a broad strategy designed to appeal to customers from all economic sectors.” – #10 Pizza Hut “selling units with a footprint called “Delco Lite,” a smaller store (offering primarily carryout and delivery) that can fit into strip malls and other shopping areas.” 14 FOCUS ON AGING 15 US Population 65 and Older 16 Aging Population Drives Growth in Elder Care Franchises 17 FOCUS SHIFTS TO WOMEN 18 Women in the Workforce 19 LIFESTYLE • FITNESS • ENVIRONMENTAL • DIETARY 20 7-Eleven Shifts Focus to Healthier Food Options 21 Top 10 Franchises Focus on Health/ Fitness • Health/Fitness – #2 Subway “…in 2012 the company received the American Heart Association “Heart Check” for healthful menu items, solidifying the brand’s reputation as a “Slimmer” alternative to other fast food.” – #6 Anytime Fitness “It’s the closest thing to having a basement gym of one’s own.” – #9 McDonald’s “customers across the U.S. were greeted with new menu boards listing calorie counts for each item and a separate list of those with fewer than 400 calories.” 22 FOCUS ON MINORITIES 23 0 5 10 15 20 25 30 35 40 # of People speaking Spanish in 2011 (in millions) # of People speaking Spanish in 2000 (in millions) # of People speaking Spanish in 1990 (in millions) 24 25 Percent of U.S. Population By Race and Hispanic Origin Source: U.S. Census Bureau, Population Division 26 Education 27 Competitors Still Beat U.S. in Tests 28 29 US Students Studying Chinese vs. Number of Chinese Studying English 400 350 300 250 200 Key = 150 one 100 or = 50 200K people 0 Unadjusted Adjusted # of Students Studying Chinese in the US # of Students Studying English in China 30 Dennis Wieczorek, Partner DLA Piper LLP (US) 31 WHAT’S HAPPENING RIGHT NOW? TRENDS FRANCHISORS ARE FACING TODAY 32 The Institutionalization of Franchising 33 Institutionalization of Franchising • Financial Markets Have a Better Understanding of Franchising – Public companies – Securitization – Private equity 34 Institutionalization of Franchising • Private Equity – Numerous transactions • Purchase from founder • Purchase from another P/E firm – Attractive because • Predictable revenue stream • Growth model • Modest capital needs 35 Institutionalization of Franchising • Private Equity – But not all roses • Prominent bankruptcies • Restructurings at others • Many relate to acquisitions before crash in 2008 36 SOCIAL MEDIA 37 Social Media • Key element of many franchise programs – Most often to reach customers and create loyalty (and consumer facing programs are important to franchise sales) – But broader uses too: jobs, franchise sales 38 Social Media • Differences among franchise systems – some love it, some tolerate it, but can’t be ignored • Need social media policy (ops manual, agreements) – Most common-franchisee can use social media but subject to some overall franchisor control – Legal issues • Truth-in-advertising • Defamation • Franchise laws • Endorsements 39 Social Media • Importance to Franchise Sales – Robust sites allow interaction with candidates – Blogs – Validation from existing franchisees (lessens need for phone intrusions) 40 Social Media • Who is watching your brand on social media? – Staff – Outside service • Without unifying policies, could create chaos 41 The Government Is Here To Help You 42 Government Intrusion Employment – Health care – Fast union elections (in lieu of card check) – Wage hour laws – continued litigation – But recent success in litigation against NLRB 43 Intersection With Employment Law Can a franchisee be an employee of the franchisor? • Massachusetts case – minimum wage and other requirements – IFA working on a statutory change • Some favorable decisions in other states • But plaintiffs lawyers are expanding cases to other franchise systems 44 Government Intrusion Operations – Menu labeling – What you can sell – N.Y.C. beverage law – Where you can locate – local zoning restrictions 45 Government Intrusion Financial matters – Credit • IFA working with SBA to facilitate use of Franchise Registry – Taxes • Only going up and continuing uncertainty regarding debt and spending – Federal ethanol policies 46 ―Nexus‖ – What Does It Mean? • KFC v. Iowa – first high court holding that franchisor has nexus with a state for income tax purposes • Income tax different from sales tax • Nexus exists if trademarks used in state 47 Government Intrusion Franchising – Some issues percolating in several states – IFA fought off CA bill – New activity in MA and elsewhere 48 The Affordable Care Act 49 Affordable Care Act • Unless very small (less than 50 employees), it applies to many franchisors and franchisees • Setting up additional entities doesn’t help - attribution rules 50 Affordable Care Act • Understanding the law • Determining financial impact • Retaining employees – dealing with the competition • Public relations issues 51 Government Intrusion • Franchisors and franchisees are on the same page on almost every issue • IFA increasingly recognized as the voice of small business (and all of franchising) 52 John Hamburger, President Franchise Times 53 Restaurant Finance Monitor 200 • The Top 200 U.S. Restaurant Franchisees in the U.S. • Ranked According to Annual Sales and Number of Franchised Units 54 Franchise Times 200 Ranking 2011 2001 System Sales $545 Billion $318 Billion Locations 463,976 342,130 Franchise % 88% 81% International % 34% 27% 55 The Top 10 Franchises–Revenue Company Worldwide Sales McDonald‘s $85.9B 7-Eleven $76.6B KFC $21.3B Subway $16.6B Burger King $15.0B Pizza Hut $12.6B Ace Hardware $12.5B Hertz $11.9B Circle K $11.8B Wendy‘s $9.2B 56 The Top 10 Franchises–Locations Company Worldwide Locations 7-Eleven 43,912 Subway 35,920 McDonald‘s 33,510 KFC 17,401 Pizza Hut 13,747 H&R Block 12,776 Burger King 12,512 Jani-King 11,170 JAN-PRO 10,680 Dunkin‘ Donuts 9,792 57 10-Year Sales Growth Company Worldwide Sales 7-Eleven $46.9B McDonald‘s $45.3B KFC $12.6B Subway $11.4B Pizza Hut $5.0B Tim Horton‘s $4.6B Hilton Hotels $4.4B Dunkin‘ Donuts $3.5B Burger King $3.3B H&R Block $3.2B 58 10-Year Unit Growth Company Worldwide Locations 7-Eleven 21,264 Subway 19,961 KFC 5,586 Dunkin‘ Donuts 4,892 McDonald‘s 4,454 Liberty Tax Service 3,522 Domino‘s 2,670 Jani-King 2,648 H&R Block 2,425 Coverall Cleaning 2,168 59 10-Year International Unit Growth Company International Locations 7-Eleven 21,037 Subway 8,487 KFC 6,205 McDonald‘s 3,493 Domino‘s 2,576 Century 21 2,273 Pizza Hut 1,875 Burger King 1,823 Dunkin‘ Donuts 1,620 Dairy Queen 1,284 60 10-Year Percentage Growth Company Worldwide Sales Liberty Tax Service 3335% Wingstop 1804% Jimmy John‘s 1796% Plato‘s Closet 1424% Cold Stone Creamery 1005% Buffalo Wild Wings 929% Panera Bread 646% Goddard School 575% McAlister‘s Deli 458% Tim Horton‘s 430% 61 10-Year Largest Unit Declines Company Worldwide Locations Taco Bell -738 Midas -526 Holiday Inn -505 Hardee‘s -419 Schlotzky‘s -322 Jiffy Lube -255 Sir Speedy -238 Play It Again Sports -177 Travelodge -158 Fantastic Sams -135 62 Growth Trends–Sandwiches Company Worldwide Sales Jimmy Johns‗s $970M Einstein Bagels $413M McAlister‘s Deli $367M Firehouse Subs $285M Jersey Mikes $280M Corner Bakery $261M 63 Growth Trends–Fitness Company Worldwide Sales Massage Envy $804M Planet Fitness $520M Anytime Fitness $365M Snap Fitness $334M 64 Growth Trends–Fast Casual Company Worldwide Sales Five Guys $946M Qdoba $528M Moe’s SW Grill $381M Jamba Juice $423M Wingstop $379M Noodles & Co. $300M 65 Franchise Times 200 Franchise Concentration % Franchised 2011 2001 100% 66/200 61/200 >90% 113/200 103/200 >80% 138/200 122/200 66 Franchise Times 200 International Franchising 2011 2001 Overall 34% 27% >50% 21/200 16/200 >25% 54/200 47/200 67 Restaurant Finance Monitor 200 2011 Versus 2001 2011 2001 Revenue $23.9 Billion $16.6 Billion Locations 18,407 16,462 Multi-Concept 89/200 77/200 68 Monitor 200—Largest Franchisees Company Annual Sales NPC International $938M Pizza Hut Apple American