For Cicis, on what pages of the FDD can I find the notes to the combined financial statements?

[Item 20: OUTLETS AND FRANCHISEE INFORMATION]

Notes to Combined Financial Statements

Note 1. Organization and Summary of Significant Accounting Policies

Description of business: On Smile LLC (On Smile) is a Delaware limited liability company. On Smile engages in the business of selling and servicing franchises for the CiCi's Pizza concept. CiCi Services Company, LLC (CiCi Services) operates the gift card program for the CiCi's Pizza concept. On Smile LLC and CiCi Services Company, LLC are collectively referred to as the Company.

On Smile is wholly owned by CiCi Acquisition Company, LLC, which is wholly owned by CiCi Enterprises, LP. CiCi Services is wholly owned by CiCi Enterprises, LP.

Principles of combination: The accompanying combined financial statements include the accounts of the On Smile LLC and CiCi Services Company, LLC. All intercompany balances and transactions have been eliminated in combination.

Basis of presentation: The Company's combined financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP).

Use of estimates: The preparation of combined financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect certain reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the combined financial statements, and the reported amounts of revenue and expenses during the reporting periods. These estimates are reviewed periodically and, as adjustments become necessary, they are reported in income in the period in which they become known. Actual results could differ significantly from those estimates.

Cash, cash equivalents and restricted cash: For purposes of reporting cash flows, cash, cash equivalents and restricted cash include highly liquid debt instruments purchased with an original maturity of three months or less. Cash balances exceeded federally insured limits at December 31, 2024 and 2023, and at various times throughout the year. The Company believes it is not exposed to any significant credit risk.

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the combined balance sheets that sum to the total of the same such amounts shown in the combined statements of cash flows.

[Item 20: OUTLETS AND FRANCHISEE INFORMATION]

Marketing fund contributions are included in revenue in the accompanying combined statements of income, and marketing fund expenses are included in marketing general and administrative costs in the accompanying combined statements of income.

Notes to Combined Financial Statements

Note 1. Organization and Summary of Significant Accounting Policies (Continued)

Cash flows of the marketing fund are included in the combined statements of cash flows, but are restricted. Under the franchise agreements, contributions to the marketing fund are restricted to advertising, public relations, merchandising, similar activities and administrative expenses to increase sales and further enhance the public reputation of the CiCi's Pizza brand. The aforementioned administrative expenses may also include personnel expenses and allocated costs incurred by the Company which are directly associated with administering the marketing fund, as outlined in the provisions of the franchise agreements. The Company received $27,257,964 and $26,342,984 in marketing fund contributions in the years ended December 31, 2024 and 2023, respectively, which includes beverage rebates. The Company incurred marketing fund expenditures of $27,681,679 and $24,935,940 in the years ended December 31, 2024 and 2023, respectively.

Marketing costs are expensed when advertisements are run. Production costs for advertisements are generally expensed when incurred, unless production costs are incurred and paid in the current year for the next year's advertising campaign. In those instances, production costs are recorded as prepaid expenses and then expensed in the subsequent fiscal year.

Consideration from vendors: The Company has entered into beverage supply agreements with certain major vendors. Pursuant to the terms of these arrangements, consideration is provided to the Company for the benefit of the Marketing Fund from the vendors, based upon the dollar volume of purchases for company-operated restaurants and franchised restaurants. In accordance with U.S. GAAP governing consideration received from vendors, these amounts are recognized as earned throughout the year and are classified in the combined statements of income within revenue with an offset included in marketing general and administrative costs representing contributions to the marketing fund. The Company received rebates amounting to $7,907,088 and $8,874,070 in the years ended December 31, 2024 and 2023, respectively.

[Item 20: OUTLETS AND FRANCHISEE INFORMATION]

In 2018, two vendors paid the former franchisor, CiCi Enterprises, LP, incentive payments of $9,450,000 in exchange for the commitment to purchase a set volume of their product. The Company is recognizing the income as earned, based on the volume of product purchased by the system. The current portion of deferred revenue was approximately $728,000 and $697,000 at December 31, 2023 and 2022, respectively, and is recorded within accrued expenses and other current liabilities on the combined balance sheets. The long-term portion of deferred revenue totaled approximately $1,006,000 and $1,795,000 at December 31, 2023 and 2022, respectively, and is recorded within other noncurrent liabilities on the combined balance sheets. The Company recognized approximately $759,000 and $697,000 of revenue in the years ended December 31, 2023 and 2022, respectively, which is recorded as incentive income from vendors on the combined statements of income. The Company contributed $0 of the incentive payment to the marketing fund during the years ended December 31, 2023 and 2022.

Income taxes: On Smile and CiCi Services have elected under the Internal Revenue Code and similar state laws to be taxed as a partnership. The members are responsible for each Company's taxable income.

Notes to Combined Financial Statements

Note 2. Related Party Transactions

The Company provides various services (the Services) to related-party affiliates. The Services provided represent shared costs consisting of, but not limited to, employee and personnel services, accounting and financial management, legal and tax, human resources, information technology and participation under the Company's retirement, welfare and other benefit plans. The Services are performed for an amount equal to the direct costs incurred by the Company, plus allocated overhead costs based on management's estimation of services provided.

The costs associated with the Services have been allocated using the most meaningful respective allocation methodologies which were primarily based on proportionate revenue, headcount, or direct cost by the Company compared to the related-party affiliates.

The Company records the billing and payment of the Services in related party receivable on the combined balance sheets.

[Item 20: OUTLETS AND FRANCHISEE INFORMATION]

Note 5. Commitments and Contingencies

Litigation: The Company is subject to certain claims that arise in the normal course of business.

Management is not aware of any such matters that would have a materially adverse effect on the Company's financial condition.

Note 6. Subsequent Events

In preparing these combined financial statements, the Company has evaluated events and transactions for potential recognition or disclosures through April 19, 2024, which was the date the combined financial statements were available to be issued. There are no items which required adjustment or disclosure in the accompanying combined financial statements.

Source: Item 20 — OUTLETS AND FRANCHISEE INFORMATION (FDD pages 58–64)