What is the nature of Gold Star's promise in granting the franchise license?
Gold_Star Franchise · 2025 FDDAnswer from 2025 FDD Document
The Company owns and franchises the Gold Star Chili and Tom + Chee restaurant concept. The franchise arrangement for both brands is documented in the form of a franchise agreement. The franchise arrangement between the Company as the Franchisor and the franchisee as the customer requires the Company to perform various activities to support the brand that do not directly transfer goods and services to the franchise, but instead represent a single performance obligation, which is the transfer of the franchise license. The intellectual property subject to the franchise license is symbolic intellectual property as it does not have significant standalone functionality, and substantially all of the utility is derived from its association with the Company's past or ongoing activities. The nature of the Company's promise in granting the franchise license is to provide the franchisee with access to the brand's symbolic intellectual property over the term of license. The services provided by the Company are highly interrelated with the franchise license and as such are considered to represent a single performance obligation.
The transaction price in a standard franchise arrangement primarily consists of (a) initial franchise fees; (b) continuing franchise fees (royalties); and (c) advertising fees. Since the Company considers the licensing of the franchising right to be a single performance obligation, no allocation of the transaction price is required. Additionally, all franchise agreements require franchisees to purchase proprietary chili from the Company.
Source: Item 23 — Receipts (FDD pages 53–163)
What This Means (2025 FDD)
According to the 2025 Gold Star FDD, the company's promise in granting the franchise license is to provide the franchisee with access to the brand's symbolic intellectual property over the term of the license. Gold Star owns and franchises both the Gold Star Chili and Tom + Chee restaurant concepts, with the franchise arrangement for both brands documented in a franchise agreement. The agreement requires Gold Star to perform various activities to support the brand. These activities do not directly transfer goods and services to the franchisee but instead represent a single performance obligation: the transfer of the franchise license.
Gold Star considers the intellectual property subject to the franchise license as symbolic because it does not have significant standalone functionality. Its utility is derived from its association with the company's past or ongoing activities. The services Gold Star provides are highly interrelated with the franchise license and are therefore considered a single performance obligation.
The transaction price in a standard Gold Star franchise arrangement primarily consists of the initial franchise fee, continuing franchise fees (royalties), and advertising fees. Because Gold Star considers the licensing of the franchising right to be a single performance obligation, it does not allocate the transaction price among different elements. Additionally, all franchise agreements require franchisees to purchase proprietary chili from Gold Star.