Business Context and Reporting Period
Company: Jack in the Box Inc.
Filing Type: Form 8-K (Current Report)
Reporting Date: December 22, 2025
Event: Completion of the sale of Del Taco Holdings Inc., a wholly owned subsidiary, to Del Taco Group, LLC (assignee of Yadav Enterprises, Inc.).
Key Financial Metrics
This filing reports a specific transaction rather than periodic financial performance. Key transaction metrics include:
- Total Purchase Price: Approximately $119.0 million in cash.
- Cash Received at Closing: $109.0 million.
- Deferred Consideration: $10.0 million, payable no later than January 12, 2026.
- Deferred Interest Rate: 8% annual rate.
- Commitment Fee: $100,000 received on the Closing Date.
- Adjustments: Purchase price is subject to post-closing working capital adjustments.
Note: The filing does not provide revenue, profit, cash flow, margins, debt, or liquidity metrics for the Company's ongoing operations.
Material Changes
The primary material change is the divestiture of the Del Taco restaurant operations. The Company has exited ownership of Del Taco Holdings Inc., transferring all associated assets and liabilities to the Buyer. This transaction alters the Company's asset base and future revenue streams by removing the Del Taco brand from its consolidated operations.
Outlook, Risks, and Contingencies
- Payment Contingency: The deferred $10.0 million payment is contingent upon the Buyer's obligation being guaranteed by Anil Yadav (Buyer Guarantor).
- Working Capital: Final consideration is subject to post-closing working capital adjustments, which could increase or decrease the total proceeds.
- Regulatory Disclosure: The press release associated with this transaction is furnished under Regulation FD and is not deemed "filed" for purposes of Section 18 of the Exchange Act.
Investor Verification Checklist
- Verify the final purchase price after post-closing working capital adjustments are calculated.
- Confirm the receipt of the deferred $10.0 million payment by January 12, 2026.
- Review the impact of the Del Taco divestiture on the Company's future consolidated revenue and EBITDA guidance in subsequent earnings reports.
- Assess the creditworthiness of the Buyer Guarantor regarding the deferred payment obligation.