I find Popcorn 3 to be a vast improvement over version 2 because it can encode and author video DVDs (with Dolby Digital audio), can put content from multiple VIDEO_TS folders on one DVD, can do batch processing, cause pause encodings, supports El Gato's Turbo.264 and TiVo, and has better export presets.

I've compared Popcorn 3 with the video features in Toast 8. Toast 8 can do DVD slide shows, DivX disc burning, and burn DVD-Rom content along with a video DVD which Popcorn 3 cannot do. Popcorn 3 does all Toast 8's other video features plus some (such as pausing, batch processing and Turbo.264 support) that are lacking in Toast 8. Popcorn 3 also has an encoding preview feature which lets you see a sample of the results from your encoding settings without having to encode the entire video.

If your Mac meets the system requirements and you do much with video I think you'll find Popcorn 3 very beneficial.