Note 1. General
The accompanying unaudited consolidated
financial statements of Biglari Holdings Inc. (we, us, our, Biglari Holdings,
or the Company) have been prepared in accordance with accounting principles generally accepted in the United States
of America applicable to interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United
States of America for complete financial statements. In our opinion, all adjustments considered necessary to present fairly the
results of the interim periods have been included and consist only of normal recurring adjustments. The results for the interim
periods shown are not necessarily indicative of results for the entire fiscal years. The financial statements contained herein
should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form
10-K for the fiscal year ended September 26, 2012.
Biglari Holdings Inc. is a diversified
holding company engaged in a number of business activities. The Company is led by Sardar Biglari, Chairman and Chief
Executive Officer of Biglari Holdings and its major operating subsidiaries. Our long-term objective is to maximize per-share
intrinsic value of the Company. Our strategy is to reinvest cash generated from our operating subsidiaries into any investments
with the objective of achieving high risk-adjusted returns. All major operating, investment, and capital allocation
decisions are made for the Company and its subsidiaries by Sardar Biglari, Chairman and Chief Executive Officer.
Basis of Presentation and Consolidation
As of December 19, 2012, the consolidated
financial statements include the accounts of (i) the Company, (ii) its wholly-owned subsidiaries Biglari Capital Corp. (Biglari
Capital), Steak n Shake Operations, Inc. (Steak n Shake), and Western Sizzlin Corporation (Western),
and (iii) investment related limited partnerships (the consolidated affiliated partnerships). As a result of the
Companys acquisitions of Western and Biglari Capital in 2010, the Company acquired financial interests in The Lion Fund,
L.P. (the Lion Fund) and Western Acquisitions, L.P., investment limited partnerships (collectively referred to as
consolidated affiliated partnerships), in which the Company has a substantive controlling interest.
We consolidate entities in which we
have a wholly-owned or controlling interest in the general partner. The consolidated affiliated partnerships assets and
liabilities are consolidated on the Consolidated Balance Sheet even though outside limited partners have majority ownership in
all of the investment partnerships. The Company does not guarantee any of the liabilities of its subsidiaries that are serving
as general partners to these consolidated affiliated partnerships. All intercompany accounts and transactions have been eliminated
Westerns and Biglari Capitals
December 31 quarter end for financial reporting purposes differs from the end of the Companys fiscal quarter of December
19, 2012. There were no significant transactions in the intervening period.
The equity method of accounting is used
with respect to investments when the investor has the ability to exercise significant influence, but not control, over the operating
and financial policies of the investee. The ability to exercise significant influence is presumed when an investor possesses 20%
or more of the voting interests of the investee.
Biglari Holdings began acquiring shares
of Cracker Barrel Old Country Store, Inc. (Cracker Barrel) in 2011. During the first quarter of fiscal year
2013 Biglari Holdings acquired additional shares of Cracker Barrel common stock which increased Biglari Holdings economic
and voting interest to approximately 20.0%.
Biglari Holdings is in the process of
evaluating the application of the equity method to its investment in Cracker Barrel. Accordingly, until the assessment is complete,
Biglari Holdings will continue to account for this investment as an available-for-sale equity security recorded in its financial
statements at fair value.