2011 Franchise Kit WHY FRANCHISE with POPEYES? Benefits of Being a Popeyes Franchisee • A franchise provides you with the opportunity to operate a business under a well recognized brand name. • Under a Development and/or Franchise Agreement you have the following: • Use of the name & logo • Use of operating methods/systems • Recipes • POS/ cash register system • Cash control • Inventory control • Training system/manuals • Operations manual • Research & Development • An opportunity to own multiple restaurants • Fellow franchisees…network of advisors • On-going field and headquarters support • Protected territory • Site selection design, construction & support • In exchange you pay development fee, franchise fee, continuing royalty fee and advertising contributions fee. 2011 FRANCHISING with POPEYES Operating a successful franchise requires talent, dedication, and a sincere commitment to the Popeyes® brand name. Our goal as a company is and always has been to partner with the best people in each market - people with a proven track record in business. Because franchisees are so important to our success, we are looking to expand our relationship with qualified individuals who possess the right mix of expertise and enthusiasm. We are looking for candidates who possess each of the following characteristics: • • • • • Solid business experience Proven expertise in owning or operating restaurants (minimum 5 years experience) Previous franchise experience advantageous Net worth of $500,000 and $250,000 liquid assets Commitment to grow with Popeyes Franchise Fees • • • • • Development Fee Franchise Fee Royalty Fee Ad Fund Term $7,500 per restaurant $30,000 per restaurant 5% of Gross Sales 4% of Gross Sales 20 years Popeyes restaurants are built in a variety of venues including freestanding locations, in-line shopping plazas, malls, airports, colleges and more. Existing buildings are also converted into Popeyes restaurants. Prototype Project Costs (48 seats) • • • • • • Equipment, Furniture, and Signs $175,000 to $207,000 Point of Sale $24,000 to $32,000 Due Diligence $25,000 to $50,000 Opening Supplies $10,000 to $20,000 Real Estate & Improvements Cost varies according to restaurant & lot size Recommended minimum size of lot is 22,000 to 30,000 s/f These fees do not include all costs associated with franchising with Popeyes. Popeyes Louisiana Kitchen is providing these figures to assist you in analyzing your proposed restaurant construction. Site acquisition, site preparation and off-site utility costs are not included. We cannot estimate your actual investment for improvements. The costs of construction vary considerably depending upon the location and conditions affecting the local market of your restaurant. The above ranges represent our best estimates of construction costs for a 48-seat Popeyes restaurant. These estimates are based upon the experience on construction of company-owned freestanding restaurants as well as industry standard costs of construction. We do not warrant the accuracy of the cost estimates. We refer you to Item 7 of our Franchise Disclosure Document for more detailed information regarding your initial investment. © 2011 AFC ENTERPRISES, INC. EXECUTIVE OFFICERS Cheryl A. Bachelder, Chief Executive Officer Cheryl was named chief executive and president of AFC Enterprises, Inc. in 2007, after more than 25 years in executive management positions in the foodservice industry. In her three years at the helm of Popeyes®, she and her veteran leadership team re-engineered the brand with a new marketing campaign, customer feedback program, refreshed logo and several product launches. Despite a blistering recession Bachelder has guided the more than 1,950-unit, global brand to outperform both QSR and chicken QSR categories for the second consecutive year. Her framework for moving the needle at Popeyes centers around four strategic goals: building a distinct, relevant brand; running great restaurants; strengthening unit economics and ramping up unit growth. In 2009, QSR magazine named Popeyes® Louisiana Kitchen one of the top ten franchise deals in the industry. In addition Bachelder was cited by veteran foodservice journalist Peter Romeo as one who “can hold her own” with the likes of other highly successful industry titans. H. Melville Hope, III, Chief Financial Officer and Senior Vice President H. Melville Hope, III has served the role of senior vice president and chief financial officer of Popeyes® since December 2005. Prior to his promotion to CFO, Mr. Hope served as senior vice president, finance and chief accounting officer for AFC Enterprises, Inc., the parent company of Popeyes, from 2004 to 2005 and vice president of finance from 2003 to 2004. From 2002 to 2003, Mr. Hope was chief financial officer for First Cambridge HCI Acquisitions, LLC, a real estate investments firm located in Birmingham, Alabama. In this role Mr. Hope's principal duties were to negotiate acquisitions, financing and sales of real estate. From 1984 to 2001, Mr. Hope was an accounting, auditing and business advisory professional for PricewaterhouseCoopers, LLP in Atlanta, Georgia, in Savannah, Georgia, and in Houston, Texas where he was admitted to the partnership in 1998. Mr. Hope built and led service teams executing IPOs, M&A transactions, financial statement audits and SEC reporting projects. Mr. Hope is a Certified Public Accountant and holds a bachelor's degree in Business Administration-Accounting from Belhaven College, where he graduated with honors. Ralph Bower, Chief Operations Officer Ralph W. Bower became chief operating officer of Popeyes® in February 2008. From 2006 to 2008, Mr. Bower was the KFC operations leader responsible for more than 1300 KFC franchised restaurants in the western United States. Prior to this position, he led KFC company operations in Pennsylvania, New Jersey and Delaware. From 2002 to 2003 Mr. Bower directed the guest satisfaction function for KFC. Before joining KFC, Mr. Bower was employed by Western Ohio Pizza, a franchisee of Domino's Pizza, overseeing operations in Dayton, OH, and Indianapolis, IN. Mr. Bower began his restaurant career with the second largest Domino's franchise organization, Team Washington, where he was a regional director. In each of these roles he demonstrated exceptional leadership and performance results in the restaurant industry. Prior to his restaurant experience, Mr. Bower served as an officer in the United States Navy. Mr. Bower holds a Bachelor of Science degree from the United States Naval Academy. Richard H. Lynch, Chief Marketing Officer Richard H. Lynch became chief marketing officer of Popeyes® in 2008, following his consultancy as interim CMO. From 2003 to 2008 Mr. Lynch served as principal of GO, LLC, a marketing consulting firm specializing in restaurant and food retail, where he developed brand strategy and innovation plans for concepts including Burger King, Ruby Tuesday and Buffalo Wild Wings. His experience extended beyond restaurant and food retail to include global branding strategy for such companies as IMG, the world's largest sports marketing firm. From 1982 to 2003, Mr. Lynch served as executive vice president at Campbell Mithun Advertising where he led the development of brand architecture and positioning for Domino's Pizza, Martha Stewart Everyday and Betty Crocker. Prior to his restaurant experience, Mr. Lynch held key creative roles with Tracy-Locke Advertising in Dallas, Texas and Ketchum Communications in San Francisco, California. Mr. Lynch holds a Bachelor of Science degree in Business Administration from the University of Wisconsin at Milwaukee. FREQUENTLY ASKED QUESTIONS (FAQs) Minimum Qualifications Q: What are the basic financial requirements for franchising with Popeyes®? A: Among other things, Popeyes requires that you have a minimum net worth of $500,000 of which $250,000 must be liquid (for each restaurant you intend to develop or purchase). Q: How do I determine my “Net Worth”? A: In its simplest terms, it is your Total Assets (what you own) minus your Total Liabilities (what you owe). Q: What are “Liquid Assets”? A: The most common forms are cash, stocks, bonds and inventory. Q: Do you require restaurant experience? If so, what level? A: Yes. Popeyes requires a minimum of 5 year Restaurant Management experience at the General Manager level or higher (District Manager, Regional Manager, Owner, etc). Q: If I personally cannot meet your requirements, can I partner with other people? A: Absolutely. We have many franchisees who have partnered with other interested parties to become franchisees. Real Estate/Development Qualifications Q: In what types of venues will Popeyes build? A: Our two most common venues are 'free-standing' (alone on its own real estate) and 'in-line', as part of a shopping center or row of businesses. We also develop in other venues such as airports, shopping malls, college/university campuses and many others. Q: What does Popeyes look for in a restaurant location or site? A: Our ideal site would be a corner lot, at a traffic light with convenient ingress & egress on the 'going home' side of the street. The lot size would be a minimum of 25,000 square feet (130' x 190' ft. or .4 acre) and have an average daily traffic count of at least 20,000 on the primary artery, with a minimum of 25,000 in population within 2 miles, with median income between $30,000 – $85,000. Keep in mind this is not an absolute criteria; specific sites are evaluated on their individual merits. Q: Who determines whether or not I can build a restaurant on a particular piece of real estate? A: Once you have identified and submitted a potential site to Popeyes, we conduct an analysis and, when necessary, we visit your location to determine whether or not the location fits the established criteria for development. We must accept each site in writing before you can build a Popeyes restaurant. © 2011 AFC ENTERPRISES, INC. Q: Can I develop in convenience stores or gasoline stations? A: Popeyes no longer signs new Development Agreements with franchisees in these types of venues. Q: Can I buy an existing building and convert it to a Popeyes restaurant? A: Yes, if the image elements of Popeyes can be incorporated into the building being converted. As with any site, the location must first be accepted by Popeyes. Finance Q: Does Popeyes provide financing? A: We do not provide financing for franchised restaurants. You'll need to secure financing for your restaurants and provide a letter of commitment to finance as part of your final application package. However, we do have contacts with various financing companies who are familiar with Popeyes. Your Franchising Manager can discuss this with you once you are qualified and are moving forward with the application process. Q: What is the average profit from a Popeyes restaurant? A: Like any company that franchises, Popeyes is governed by the Federal Trade Commission and cannot tell you how much you can make. However, we do disclosed sales volumes in the Item 19 of our Franchise Disclosure Document (FDD). Once you have begun the franchise application process and acknowledged your receipt of our FDD, we will encourage you to review the FDD information and to talk with other franchisees about such matters. Q: What other sales & earnings numbers can you share with a potential franchisee? A: Except for the information set forth in Item 19 of the FDD, Popeyes does not furnish or authorize our sales people to furnish any oral or written information concerning the actual, average, projected or forecasted sales, costs, income or profits (the "earning capability") of a restaurant. General Information Q: Why do you have the area I'm interested in listed as sold out, when I don't see a Popeyes restaurant near me? A: Popeyes sells franchises through what we call a 'Development Agreement', which assigns the franchisee a particular area to develop within a specific timeline. Your area may have a Development Agreement in place with restaurants yet to be built. FREQUENTLY ASKED QUESTIONS (FAQs) Q: I am interested in owning the development rights for an entire area so that I am the only one who can build Popeyes in that area. Can I do this? A: Our goal is to fully penetrate a market within 5 years. We typically look for multiple franchisees with smaller development schedules to help us reach this goal. Q: Does Popeyes own the real estate and the building or must the franchisee buy them? A: The franchisee is responsible for buying the real estate and for the cost of the building. We will offer assistance in site selection, architectural design and other areas of construction, but Popeyes does not own the real estate or building. Q: Can I purchase Popeyes restaurants from the company or from other franchisees? A: Franchisees from time to time sell their restaurants, but Popeyes does not currently offer this information to the public. If you were interested in purchasing a restaurant from one of our franchisees, you would have to approach them directly. Q: How long does it normally take to get approved to become a franchisee? A: Normally the franchise application process takes between 90 and 120 days, but that can vary. The length of time is determined by many things including how quickly the candidate returns the required material to Popeyes and the amount of time it takes to arrange financing. Q: Once I am approved to become a franchisee, how long until I can actually open a Popeyes restaurant? A: You agree to the opening date of your first restaurant in the development agreement, but as a rule most people open their first restaurant within one year. FRANCHISE SALES PROCESS Initial Franchise Inquiry Made Via Website/Phone/Web Portal Initial conversation with NBD Manager Review FDD & return “Receipt of FDD” Introduction to Franchising Manager Submit Application Package Perform due diligence / Speak to Existing Franchisees Interview/Call with Director of Development Interview/Call with Regional Director of Operations or Business Consultant Discovery Day - Corporate visit with Executive Team Corporate Approval Development Agreement Executed Site Selected Site Accepted Construction Begins Schedule Managers for Training New Franchisee Orientation Program in Atlanta (1-day) Franchise Agreement Executed Restaurant Opens Franchise Application ALL APPLICANTS Date:____________________________________ Please fill out this (Please type or print clearly) section How did you become aware of this franchise opportunity? Magazine List: _______________________ Newspaper Specify _____________________ Store Visit Where: _____________________ Trade Show Where: _____________________ Referral Whom: _____________________ Other Describe: ____________________ I am interested in: Single Locations Multiple Locations Free Standing Unit Food Court Unit C-Store Unit In-line Unit Individual A Partnership Other Franchisee will be: A Corporation All individuals and partnerships fill out sections A, B, C, F & G All corporations fill out sections D, E, F & G If you plan to have business partners, list names and addresses below. If names are to be included on the Franchise Agreement, please have these individuals fill out a separate application. INDIVIDUAL or PARTNERSHIP APPLICANTS Name Address City State Zip Phone Number Name Address City State Zip Phone Number A. Individual Biographical Data Please fill out this section Name Social Security Number Date of Birth (Month/Day/Year) Citizenship (Country) Name Social Security Number Date of Birth (Month/Day/Year) Citizenship (Country) Street Address City How Long at this Address? State Home Phone Number E-mail Address (1) County Zip Cell Phone Number FAX Phone Number E-mail Address (2) B. Employment History (Attach Resume if You Wish) Self-Employed: Employed By: Name of Company Street Address Current Employer City Number of Years State Phone Number Zip Position May we contact you at work? Other Income Describe C. Financial Information Current Salary Per Year Total Assets Do you: Total Liabilities Total Net Worth Own Home: Rent Current Value Mortgage Do you have a Financing Source? No Yes: List Amount of Financing Available If qualified, when would you be ready to invest in a franchise? Month/Year Total Cash Available for Investment CORPORATE APPLICANTS D. Corporate Biographical Data Please fill out this section Company Name Contact Name Federal Tax ID Dun & Bradstreet # Social Security Number Title Address City Phone Number State Zip FAX Number Date of Incorporation Years in Business State of Incorporation Name Title % of ownership Name Title % of ownership Name Title % of ownership Name Title % of ownership E. Corporate Officers ALL APPLICANTS F. Development Data Please fill out this section Market areas preferred: 1) 2) 3) Who will be responsible for the daily operations of the business? operator's name Please list operator's experience: Company name Position Number of Years Company name Position Number of Years Company Name Position Number of Years Are you currently involved with any restaurant franchise(s)? ___ Yes ___ No If yes, please list brand(s) and type(s) of food served: Brand Name Type of Food Served Brand Name Type of Food Served Brand Name Type of Food Served G. Background Information Have you ever been convicted of a felony? No Yes * *If yes, please provide detailed information below as to the nature of the conviction, including the date and state where the conviction was rendered. Please note that the following documents ARE REQUIRED for an applications package to be considered complete: 1) Completed Application (Failure to answer applicable questions will delay action) 2) Audited Financial Information including balance sheets, income statements, cash flow analysis (Corporations Only) 3) Completed Financial Verification Form H. STATEMENT OF CERTIFICATION I certify that the information contained in this application is true and complete. You are authorized to make an investigative report including any inquiries that you deem necessary to verify the accuracy of this information and to determine my credit worthiness. All information will be kept confidential. Signature RETURN TO: Date Popeyes Support Center Attn: New Business Development Manager 5555 Glenridge Connector, N.E., Suite 300 Atlanta, GA 30342 Phone: 404.459.4521 Fax: 404.459.4523 Personal/Corporate Financial Statement Form Please complete this form OR attach a Balance Sheet & Income Statement Answer all questions using "no" or "none" where necessary. Please begin by completing schedules on reverse side if necessary. In the electronic version, please use Alt + Return to begin a new line in a cell. Date of Statement Personal Information Name (first, middle, last) Phone number Email address Social security number Home address (include apt.) City, State, Zip How long Business/Employer Title/Position How long Business Address City, State, Zip Phone number ( ) Do you have any dependents? If yes, list ages: Do you have a will? If yes, name executor: Have you ever taken bankruptcy? If yes, explain: Are you a defendant in any suits or legal actions? If joint statement, list names of individuals whose assets, liabilities and income are included Assets Liabilities Cash, on hand and unrestricted in banks From below $ Notes payable to banks Schedule 1 $ $ Notes and accounts due others Schedule 1 $ $ Loan(s) against life insurance Schedule 3 $ $ Brokers margin accounts $ $ Taxes accrues by unpaid Mortgages payable on real estate Schedule 5 $ Accounts/Notes-receivable Schedule 2 Cash surrender value life insurance. (Do not deduct loans) Schedule 3 Listed (AMEX, NYSE) stocks, bonds, USGovt. Securities Schedule 4 Other stocks and bonds Schedule 4 Real estate at cost or market value Schedule 5 $ Automobiles $ $ $ $ $ $ $ Other assets - itemize Net Worth $ Other liabilities - itemize $ $ $ $ $ $ $ $ $ Total Assets $ 0 $ Total Liabilities $ Subtract your total liabilities from total assets and enter figure to right Contingent Liabilities $ As guarantor or co-maker, Legal claims on leases or contracts Income Information ___ Monthly ___ 0 Banking Relationships Annual Alimony, child support or separate maintenance income need not be revealed if you do not wish to have it considered as a basis for repaying this obligation. Name and address of bank Cash Balance Salary (Gross) $ Bonus and commissions, dividends, interest $ $ Rental income $ $ Other - itemize $ $ $ $ $ Total income Single (S) Joint (J) Trust (T) $ Total Cash (take to assets above) I warrant that there is no judgement against me nor lien unstaisfied upon my property except as shown, nor prior suit pending against me in any court, that no assets are pledged in any manner not shown herein, and that this statement is true and complete and is offerred for the purpose of obtaining and maintaining credit. With joint credit, all applicants must sign. (Seal) Date Signature Received By ____________________________________ (Seal) Date Through ________________________________________ Signature Office ___________________ Please Complete Schedules on Reverse Side (Go to Sheet 2 in Workbook in electronic version) Supplementary Schedules (take totals to front) Schedule 1 Debts/Credit Lines (Include home and any other open-end revolving credit, even if unused) Name and address of bank Credit line Endorsement or collateral (describe) Total Name and address of others Total Schedule 2 $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ Amount owing Description or nature of debt Repayment terms $ $ $ Surrender value Face amount of policy Insurance Co. Beneficiary $ $ $ Loans against policy $ $ $ Yearly Premium Is policy assigned? Type of policy $ $ $ Stocks, Bonds, and US Government Securities Registered in name of Face value (bonds) No. of shares (stocks) Market value/share Total Market Value $ $ $ $ $ $ $ $ Total Listed Total Unlisted Pledged Yes/No Listed (L) on NYSE, AMEX Unlisted (U) Government Security (G) $ $ Real Estate Description or address to include city and state Title in name of Other Credit References Market Value Cost Tax Value Original Amount Monthly payment Unpaid Balance Date acquired Total Name and address Description of security Life Insurance Description of Security Schedule 5 Monthly payment $ $ $ $ Schedule 4 Unpaid Balance $ Maturity date Total Name of insured Original Amount Accounts, Loans, and Notes Receivable Name and address of debtor Schedule 3 Attach additional pages if necessary $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ (Give names of banks, finance companies or other concerns where credit has been obtained) Date Account number Type of account High Credit $ $ $