FAT Brands Inc.

Good afternoon, ladies and gentlemen, and thank you for standing by. Welcome to the Fat Brands, Inc. Third Quarter 2023 Earnings Conference Call. At this time, all participants have been placed in a listen-only mode. Please signal for assistance by pressing star and zero. Please note that this conference is being recorded today, October 26, 2023. On the call from Fat Brands are Chairman of the Board, Andy Wiederhorn and Co-Chief Executive Officer and Chief Financial Officer can click. This afternoon, the company made its third quarter 2023 financial results publicly available. Please refer to the earnings release and earnings supplement, both of which are available in the investor section of the company's website at www.fatbrands.com. Each contain additional details about the third quarter which closed on September 24, 2023. But before we begin, I must remind everyone that part of the discussion today will include forward-looking statements. These forward-looking statements are not guarantees of future performance and therefore undue reliance should not be placed upon them. Actual results may differ materially from those indicated by these forward-looking statements due to a number of risks and uncertainties. The company does not undertake to update these forward-looking statements at a later date. For a more detailed discussion of the risks that could impact future operating results and financial condition, please see today's earnings release and recent SEC filings. During today's call, the company will also discuss non-GAAP financial measures which it believes can be useful in evaluating its performance. The presentation of this additional information should not be considered in isolation, nor as a substitute for results prepared in accordance with GAAP. Reconciliations to comparable GAAP measures are available in today's earnings release. I would now like to turn the call over to Andy Wiederhorn, Chairman of the Board. Please go ahead.

Thank you, Operator. We appreciate everyone joining us this afternoon. First and foremost, I would like to thank our teams, franchisees, and their employees for their unwavering commitment and hard work that have resulted in the continued growth of FapRants. Total revenue grew 6% to $109.4 million in the third quarter of 2023, compared to $103.2 million in the prior year third quarter. The increase was driven by a 4.8% increase in royalties a 2% increase in company-owned restaurant revenues, a 228.5% increase in franchise fees, and an 18.9% increase in revenues from our manufacturing facility. System-wide sales in the third quarter grew to $564.6 million, a 0.8% increase when compared to the prior year quarter. On profitability, third quarter adjusted EBITDA was 21.9 million compared to 24.6 million in last year's third quarter. And just to point out that in last year's third quarter, there were 7.2 million of tax credits. Without those tax credits, it would be a 26% increase on a quarter over quarter, year over year basis. Throughout Q3, we were extremely busy executing on our three strategic pillars. One, growth by acquisition. Two, organic growth. And three, productivity growth for our Georgia-based manufacturing facility. I'll begin with our first strategic pillar, growth through acquisitions. Over the last two years, our growth strategy has been very focused on our organic development as we digested eight new restaurant brands that we acquired throughout 2020 and 2021. We continue to be selective and opportunistic in our acquisition strategies. Under this strategy, we recently purchased Smokey Bones Bar and Fire Grill, a full-service restaurant chain with a sports bar atmosphere, from an affiliate of Sun Capital Partners for $30 million. This was funded from our existing securitization facilities. In 2020, Johnny Rockets was similarly acquired from Sun Capital Partners. Smokey Bones is known for its great barbecue, award-winning ribs, and perfectly seared steaks. Currently, Smokey Bones operates 61 company-owned locations across 16 states. We expect Smoky Bones to increase annual adjusted EBITDA by approximately $10 million. The acquisition marks our expansion into the barbecue segment and bolsters our presence in polished casual dining, which until now has been represented exclusively by our Twin Peaks chain. Smoky Bones currently has the second highest AUVs in our portfolio following Twin Peaks at greater than approximately $3 million. Adding a strong player in the barbecue space, like Smokey Bones, provides our sales team with more development options to offer franchise partners so that they can further their new unit growth. We plan to work hard and hand-in-hand with the Smokey Bones leadership team to grow the concept through our franchising model. And through our re-franchising strategy, we have plans to build Smokey Bones back to the location count it once had, approximately 120 units. Approximately half of the operators in the Fat Brand system are multi-unit franchisees operating anywhere from two to 75 units. And they are hungry to grow their portfolio with brands that have strong AUVs. In fact, a number of franchisees have already expressed interest in acquiring existing Smokey Bones corporate stores as franchises so that they can grow their portfolio of restaurants. Smokey Bones has many prime real estate locations that could provide conversion opportunities for Twin Peaks and our franchise partners. Over time, we plan to selectively convert locations where appropriate which will enhance the growth of the Twin Peaks system. Inclusive of Smokey Bones, the FAT portfolio now consists of 18 distinctive brands with approximately 800 different franchisees who operate more than approximately 2,125 franchise restaurants, in addition to our approximately 180 company-owned stores. Presently, we have a total of 2,300 units operating or under construction, ranking us as approximately the 25th largest restaurant company in the U.S. by unit count. While we have more recently focused on the polished casual segment, we are also looking at other categories to round out our portfolio, such as salad, sandwich, or coffee brands. As we continue to assess potential targets for acquisition, our focus remains on identifying strategic and EBITDA-creative opportunities with brands that have demonstrated long-term sustainability and robust profitability. They also must be scalable and synergistic with our existing platforms. including leveraging our existing manufacturing capacity when possible. On that note, another strategic priority for us is the growth of our Georgia-based manufacturing facility, which provides pretzel mix and cookie dough for several brands. We believe our factory business today is in its early stage of growth, operating at only about 40% to 45% of its capacity. Still, this is up from 33% two years ago. We also have the ability to significantly expand the capacity of the plant. by tapping into our 3.5 acres of excess real estate and the ability to invest in additional equipment that will also enhance capacity. During the third quarter, our manufacturing facility generated $9.3 million in sales, an 18.9% increase over last year's third quarter. To help increase productivity at our manufacturing facility, earlier this year, we strategically introduced cookie offerings throughout our burger portfolio, Fatburger, Johnny Rockets, and Elevation Burger. We see these additions as a way to further build and enhance our dessert programs. We continue to explore opportunities to add cookie offerings at our remaining brands, including our casual dining concepts and fazolis. Now let's take a closer look at our organic growth. Year-to-date, we've opened a total of 107 new units, including 30 that opened in Q3. For all of 2023, we're aiming to open a total of 150 units. Additionally, this year, we have signed franchise development deals for over 200 new locations, bringing our pipeline for new units to over 1,100 signed agreements, on top of the 2,300 restaurants already open. This pipeline of organic growth is estimated to be worth approximately $60 million in incremental increase to adjusted EBITDA, which massively delevers us organically. As mentioned, we are particularly focused on the growth of our polished casual segment, which now consists of our Twin Peaks and Smoky Bones concepts. Twin Peaks is a best-in-class brand that appeals to a broad demographic of customers across the country. The units produce industry-leading AUVs of around $6 million, while some of our highest volume locations in Florida are generating AUVs between $9 and $12 million. They are highly profitable restaurants with an elevated food and beverage program that far surpasses anything else in the category. This year, We've opened 11 new Twin Peaks lodges, bringing our current portfolio to 106 units across 27 states and Mexico, of which more than 70% are franchised. For the remainder of the year, we plan to open five more lodges, ending 2023 with approximately 111 lodges. This is a 34% increase in unit count since Fab Brands acquired the brand in 2021, just two years ago. Over the next several years, Twin Peaks plans to grow its unit count to more than 200 lodges and increase the mix of franchise locations to between 75 and 80%. We currently have over 125 new franchise units signed, paid, and committed to be built in the next five years. As mentioned, we also plan to selectively convert between 30 and 40 of the Smokey Bones units into Twin Peaks, which will help accelerate Twin Peaks growth. These conversions can take as little as nine months compared to the two and a half years needed to build a Twin Peaks from the ground up. The planned unit growth is expected to increase system-wide sales of Twin Peaks to approximately $1 billion. As a result of the concept's industry-leading economics and strong pipeline of profitable growth, as previously announced, we plan to take Twin Peaks public in the future. However, the timing and the size of the transaction will be subject to market conditions and other factors which could include simply a sale or spin out of the brand with proceeds primarily used to pay down debt. Another avenue of growth we are pursuing is non-traditional venues. Our Fatburger location at Six Flags Great Adventure in New Jersey, which opened last year, has exceeded our expectations. As a result, in July, we announced an expansion of this partnership with a new restaurant at Six Flags Fiesta Texas. This is our sixth Fatburger location in Texas with over 40 additional locations planned to open in the state over the next 10 years. Similarly, we opened a co-branded Marble Slab Creamery and Great American Cookies concept in Cook's Children's Hospital in Fort Worth, Texas, and we'll continue to expand that partnership with a second location in their hospital in Prosper, Texas. We also announced a new development deal to bring 20 new franchised Johnny Rockets to Texas over the next decade. The first location is planned to open in 2024 and will triple the chain's footprint in the state. Texas continues to be a key growth market for fat brands and our portfolio overall. As exemplified by the 80-store development deal we signed in the quarter, which includes several Fatburger, Buffalo's Express, and Roundtable pizza locations across the state. Our brands are also expanding internationally. We plan to open 10 new franchised hot dog on the stick locations in Iraq over the next five years, the first unit slated to open next year in 2024. There is also demand in our snack and dessert categories. we signed a deal to open 25 new franchised Pretzel Maker locations in Canada over the next 10 years. In doing so, we are building on Pretzel Maker's existing footprint of over 50 Canadian units, which underscores our dedication to international growth as we continue scaling the brand. This deal comes on the heels of the third quarter's comprehensive rebrand of Pretzel Maker. Pretzel Maker's new look will complement the brand's increased demand for online and to-go orders, while continuing to offer fresh-baked, bite-sized products directly from Pretzel Makers Bakery Case. The new design is also optimized for drive-thru locations. To date, we have opened three drive-thru locations, two of which opened this year. Over the last two years, our Great American Cookie brand has also experienced accelerated growth, opening 80 new locations while entering new states such as Arizona, Oregon, Illinois, and New Mexico. This summer, the brand celebrated its 400th opening, including its first location in Philadelphia, which broadened its East Coast presence and increased brand visibility. Since then, the brand has also opened in the Orlando market and debuted for the first time in the Pacific Northwest. Great American Cookies is now located in 33 states and five countries around the world and continues to find success as a co-branded model with sister brand Marvel Slab Creamery. There are now over 150 co-branded locations worldwide. We are proud to note all three of our QSR snack brands, Great American Cookies, Marvel Slab Creamery, and Pretzel Maker, were named to QSR's Best Franchise Deals list in September, further illustrating the strength of our concepts. Our fast casual brand, Fazoli's, also opened a new location in Orlando, which features a double drive-through lane to meet high traffic demand and a second location in Little Rock, Arkansas. It also received recognition as a top innovator in the fast casual space for delivery from Nation's Restaurant News. Fazoli's continues to see strong demand for delivery post-pandemic. Further underscoring the growth of our brands, we've received a number of press accolades this quarter. 13 of our brands were recognized in Franchise Time's Franchise 400 list. Additionally, Faberger was again mentioned as one of the most iconic and well-loved burgers in Los Angeles by the LA Times. During the quarter, we also bolstered our board of directors by welcoming five new directors, Peter Feinstein, Matthew Green, John Metz, James Ellis, and John Allen. Our board now consists of 14 members. John Allen, Peter Feinstein, and Matthew Green will also serve on our audit committee. We are confident that our new board members' contributions will help us to drive returns for our shareholders. I would also like to share an update on the Fat Brands Foundation. To date, over 35 grants have been awarded to a wide range of nonprofit organizations in areas including food insecurity, mental health, the arts, adults and children with disabilities, STEM, education, and more. What makes it even more rewarding is that the grants hit close to home, all near Fat Brands locations. Further, during Q3, the team at Marble Slab Creamery and Great American Cookies were proud to announce a partnership with March of Dimes to show support and raise money for their NICU support teams during September NICU Awareness Month. To close, there are significant opportunities on the horizon for fat brands, and in summary, we are in a strong position for continued growth. We have a veteran leadership team and a robust management platform, and we possess the capability to seamlessly and cost-effectively integrate new brands. And our pipeline for organic growth is healthy and continually developing, ensuring sustained growth for years to come, which will naturally de-lever our balance sheet. We look forward to updating you on our progress on future calls. We sincerely appreciate you joining us today and for your interest in fat brands. And with that, I would like to hand it over to Ken Kiewik to talk about our financial highlights from the quarter. Ken.

Thanks, Andy.

Total revenue during the third quarter increased 6% to $109.4 million, driven by a 4.8% increase in royalties, a 2% increase in company-owned restaurant revenues, a 228.5% increase in franchise fees, and an 18.9% increase in revenues from our manufacturing facilities. Cost and expenses remain largely unchanged in the quarter, increasing 0.5% from the year-ago quarter. Included in cost and expenses, general and administrative expense decreased to $24.5 million in the third quarter from $28.8 million in the prior year period, primarily due to the recognition of $1 million related to employee retention credit during the third quarter of 2023. and lower professional fees related to certain litigation matters. Cost of restaurant and factory revenues increased to $59.2 million in the third quarter of 2023 compared to $55.3 million in the prior year quarter due to higher company-owned restaurant and bill factory revenues and the recognition of employee retention credits during the third quarter of 2022. Depreciation and amortization expense increased slightly to $7 million in the third quarter from $6.9 million in the year-ago quarter, primarily due to depreciation of new company and restaurant property and equipment. Advertising expense increased to $11.7 million in the third quarter of this year from $11.2 million in the year-ago period, and these expenses vary in relation to advertising revenues. Total other expense net for the third quarter of 2023 and 2022 was $32.6 million and $23.9 million, respectively, which is inclusive of interest expense of $29.7 million and $24.5 million, respectively. Additionally, total other expense net for the third quarter of 2023 included a $2.7 million net loss on extinguishment of debt related to the repurchase of $78.4 million in aggregate principal amount of outstanding securitization notes, which will be held pending resale to third-party investors. In total, we have $218.3 million of retained securitization notes on our balance sheet available for third-party investors. Net loss for the quarter was $24.7 million, or $1.59 per diluted share, compared to a net loss of $23.4 million, or $1.52 per diluted share in the prior year quarter. And on an as-adjusted basis, our net loss was $17.1 million, or $1.14 per diluted share, compared to a net loss of $16.3 million, or $1.08 per diluted share in the prior year quarter. And lastly, adjusted EBITDA for the quarter was $21.9 million, a $2.7 million decrease compared to $24.6 million in the year-ago quarter. And as a reminder, last year's quarter included $7.2 million of employee retention tax credits. And excluding these credits, adjusted EBITDA increased $4.5 million, or 26% over last year's quarter.

And with that, operator, please open the line for questions.

Thank you.

We will now begin the question and answer session. To ask a question, you may press star, then 1 on your touch-tone phone. If you're using a speakerphone, please pick up your handset before pressing the keys. If at any time your question has been addressed and you would like to withdraw your question, please press star, then 2.

At this time, we will pause momentarily to assemble our roster. Our first question comes from Joe Gomes with Noble Capital. Please go ahead.

Good afternoon. Thanks for taking my questions. Hi, Joe.

Hi, Joe. So, Andy, Ken, I wanted to start out, you know, on the quarter. Is your expectations going into the quarter? Do the quarter results meet your expectations? Were they better or worse? And if they were better or worse, what drove you? the, the, uh, above or below where your expectations were for the quarter?

Well, I think we, you know, we beat our estimates of, um, you know, earnings per share and, uh, our sales estimates. So we're happy on, on both fronts there. And something that I think we continue to see success in is, is new franchise sales. Um, we're having sold now 200 more stores in, uh, in year to date, uh, adding to our pipeline just shows the strength and interest of our franchise partners in growing the portfolio of brands. So that's always a very good measurement of franchisee health. Okay, great.

Thanks for that. And I wanted to talk about same-store sales for a moment, if we could. You know, year-to-date, I think you said they were up 1.3%, but that's, you know, down – from the first quarter when same-store sales were 4.3% positive. So I just wonder, maybe just give us what the driving same-store sales and how they were just for the third quarter and any color there would be appreciated.

Yeah, I mean, we are seeing what I think everyone else has seen, which is a softer Q3 than Q2 or Q1 and Q2. It's spotty as to which brand it might apply to. For example, Ponderosa and Bonanza, our steakhouse chains, are now up 18 or 19% year-to-date in comp same-store sales, probably because it's a $15, $16 all-you-can-eat meal with a steak. But we're seeing our snack brands and our dessert brands like cookies, ice cream, pretzels, hot dogs, those brands are up nicely. Again, maybe customers are moving their dollars around. So it's just a little bit choppy. Burgers were a little bit flat for the quarter. And so I don't know if it's consumer spending across the board, but it's just a little choppier than it was before. It's still positive, and we're still opening a lot of stores. We opened 150 new stores this year. So things are pretty good. It's just a little softer than it was last quarter.

Okay. And on the store openings, I know I think at the beginning of the year you – We're using the 150 to 175 range. And I think in the transcript for the second quarter, you said 175. Now you're at 150. Outside of just timing of opening, is there anything behind going back to the low end of that range?

It's just pushing into Q1. It's a function of equipment availability, of permitting delays. Mainly a little bit of hiring delays and training on the manager side, but it's just a few units slipping into the next quarter. You get visibility early in the year of what people have under construction and their estimated completion dates and opening dates. To be honest, it's probably no different than remodeling your kitchen. It doesn't always get done on time.

Don't I know that. The preferreds, I'll ask the question that I ask every quarter. You know, you have the roughly $90 million that was due to be repaid, and you haven't yet any movement or anything new on the preferred that needs to be repaid?

So we have modified that preferred a bit, meaning that we've traded some bonds for preferreds, And some of those bonds were sold to help redeem that preferred. There's still ultimately $90 million outstanding, down from $137 million. So we've made substantial progress in it. It is a high visibility focus for us right now in terms of best use of capital. And so we do plan to work hard on redeeming that preferred with additional liquidity that we have. As Ken pointed out, we have over $200 million of available for sale securities on our balance sheet that gives us liquidity on top of our cash balances. And to the extent that we can raise liquidity from the bond portfolio at prices that we like and use that to redeem preferred, we'll do that. But first and foremost, we want to make sure we have a substantial amount of excess liquidity just to have a long runway to achieve one of these debt repayment events. So it's a juggling act of those things, but it's very much in our focus.

Okay. And then year-to-date adjusted EBITDA is about $64 million. For all of 2022, it was about $89 million, which suggests that you need about $25 million in the fourth quarter just to stay flat. Is that possible? Do you think you can exceed? you know, what you did in 2022?

So we think that we will exceed the 2022 numbers. Q4 should be very solid for us. And remember that we also had quite a large number of tax credits last year that we don't have this year. So it's really substantial growth. We have to kind of look at it on a apples to apples basis, but we actually think that we will exceed the 2022 numbers with Q4 yet to come.

Great. One more, if I may. I don't know if you guys could give what the quarter end outstanding debt was in unrestricted cash.

Yeah, I can, Joe. So the unrestricted cash balance at the end of the quarter

was $88 million. And as a reminder, we acquired Smokey on the first day of the fourth quarter for $30 million. And then on a debt basis, let's talk face rather than book value, the face value of our securitizations outstanding at the end of the third quarter was $1,158,000,000.

Great. Thanks, guys. Appreciate it. Great quarter. Joe, thank you. Thanks, Joe.

Our next question comes from Alton Stump with Loop Capital.

Please go ahead.

Great. Thank you. And good afternoon, gentlemen. Hey, Alton.

Hey, guys. Just wanted to touch on the last question or last couple questions. Obviously, on unit openings, brought guidance down a little bit. I presume essentially all that is just delays that seem to be impacting just about everyone right now in the industry, and there's no concern about underlying demand to build stores.

You're correct, and it's like I was joking earlier about your kitchen not getting remodeled on time. It's really just slipping into Q1. Those stores are still on track. We have well over 100 stores on the chalkboard for 2024, and we'll get, we think, north of 175 again next year, but this – We think it's going to be in the $150 something range. It'll be more than $150, but I'm not sure how much more than $150.

That makes sense. Thanks for that call, Randy. And then just on the promotional environment, obviously commodities coming off of huge highs over the last 18 plus months seem to be somewhat moderating. How much pricing do you feel you guys own? you know, 18 brands now. So, you know, I'm sure every brand is different, but you know, how is, you know, kind of interview the overall, you know, kind of pricing promotional environment, you know, that you are seeing on average in your brands?

Well, we're definitely focused more on marketing initiatives now than we've had to be focused on in prior years, you know, with a low interest rate environment and post COVID bounce back demand by consumers. it wasn't hard to get people into the restaurants. And definitely as we've entered 2023, we've had to spend more money and more time on marketing initiatives to drive brand awareness, remind people that our restaurants are open, that they should come in, you know, from a sports perspective, you know, reminding people what sporting events are available. Basically at Twin Peaks, every single sporting event ever known to man is on TV at the same time. So you can really see anything you want. And so just spending that time and not taking for granted that, you know, your restaurants are open and you want people to come in has been a push for us. I think it's less about effective LTOs. LTOs cost a lot of money. They don't really drive, you know, a lot of new traffic. And, you know, we haven't seen huge success in driving profitability as much as we have just generally marketing the brands that are open and inviting customers in.

Got it. Makes sense. Thanks for that. And then, you know, there's a lot of question I'll hop back in the queue, but, you know, Gratz certainly, you know, was getting the Smokey Bones deal done. As you mentioned, you know, it is now only your second casual chain along with Twin Peaks. I guess, you know, should we be reading that this may potentially mean that you could look at other casual, you know, dining options down the road? Or is this just a case of, you know, a very good asset, you know, came open at the right price for you?

Well, so two things. We consider Twin Peaks and Smoky Bones to be in what we call polished casual because they're higher AVs. and higher alcohol percentage. And then we have Buffalo's Cafe, Native Grilling Wings, and Hurricane Grilling Wings in the casual space, along with Ponderosa and Bonanza. And those also have good bar business. But there's opportunity at Smokey Bones for our franchise sales team to really distribute that brand through our franchisee portfolio and get traction. The Twin Peaks franchise partners have obligations and have capacity to build a good 20 stores next year, plus we'll build some corporate stores and convert some corporate stores. But I don't think that you'll see us buy another Smokey Bones conversion opportunity in the next 12 months or so because we're sort of full with all we need to check the box for development opportunities. I mean, if we bought another brand, I don't think we could find another 40 stores that we could open at the same time in the next 12 to 24 months. It's just too much to ask from our team in terms of openings and capital to be deployed. So I think that that's not on the table today. Although there are other acquisition opportunities that we're interested in that'll drive our factory business. And there's some that are just flat out good deals out there. Finally, I think I've complained about before a year ago that we really didn't see sellers take really take thought of their multiples and they're asking prices as it, as rates went up 550 basis points and you didn't see prices come down. And now I think you've seen prices come down to levels where deals can get done. So that's definitely good news. It doesn't mean that we're going to go on another acquisition binge, but rather if there's the right deal from a de-levering perspective, it's a good cashflow multiple that fits in our other verticals. And we can use our synergies of our back office in one platform to to acquire than we will, but really we're focused on growing this, you know, this hockey stick of growth at Twin Peak and also the factory, which has so much excess capacity that we're excited about those two things and the organic pipeline.

Great. Thanks so much. And yes, I meant to say polish casual, so thank you for correcting me.

Thanks so much, Andy. I appreciate it. I'll hop back in the queue. Thank you.

Our next question comes from Roger Lipton with Lipton Financial.

Please go ahead.

Yes, hi, Andy, Rob, Ken. So the Smoky Bones deal closed on October 1?

Yes, September 25th, which is technically the first day of the new quarter.

Of the new quarter, so obviously they're not reflected in your results at all. So as of... As of this quarter, you're now operating 61 company stores, I presume.

Yeah, I mean, it brings our total to 180-something, 185 company-owned stores, somewhere in there, between 61 Smokey Bones, 57 Fazoli's, 33 Hot Dog on the Sticks, and 30-something Twin Peaks.

Okay, so it obviously is going to take you some time to restructure that portfolio in terms of how many you want to retain for the company. how many you want that you can sell to existing franchisees of other concepts, and how many might be convertible conversion candidates. So how would you guess that that's going to affect the fourth quarter cash flow picture?

A couple things. When we look at the 61 store portfolio, we're very excited to have this brand and grow this brand, first and foremost. Second, You know, only about two-thirds of the restaurants are even eligible for conversion. We don't know whether we get half or two-thirds of them converted, and that's a function of landlord negotiations and things like that. Probably 10 of them will be corporate stores. Probably between 20 and 30 will be franchise locations. Those last 10, whether they're franchise or corporate, remains to be seen. 20 of them are absolutely in franchise markets where we have existing franchisees. 10 of them are in franchise markets where we don't have a franchisee and either one of our existing franchisees will step up and take it or a new franchisee will come along or we'll operate them and convert them as a corporate store. It also depends on, you know, like I said, landlord negotiations and things like that. So there's, it's a little bit up in the air, but not that much. We were pretty certain that 30 of the 40 over the next couple of years. So it's not an overnight thing. We're going to, we're going to operate all 61 of those smoky bones well into 2024 and And in Q4, we're going to have a good Q4, and as I answered earlier to Joe Gomes, we expect that we will exceed our 2022 numbers from an adjusted EBITDA and annual basis because of that.

So is your hope, is it a realistic hope that the Smokey Bones group of stores will not hurt the fourth quarter? Is that reasonable?

Absolutely. It will help the fourth quarter. It will not hurt the fourth quarter.

Okay.

It's a brand that we anticipate having $10 million a year in adjusted EBITDA from, so unless there's some horrific seasonality, which there shouldn't be in the fourth quarter, we expect it to be helpful to the fourth quarter.

Do you expect that $10 million incremental EBITDA will be in effect essentially already in the fourth quarter? In the next 12 months, is it realistic to think that it'll... From a run rate perspective, the next 12 months, yes.

Will we see all of it in Q4 on a pro-rata basis? No, because there are certain synergies that take months or a couple quarters to realize, things like that. But it's definitely a net positive. It's all good. It's been an easy transition. They have a great team there. We're this isn't a big flash and burn type of acquisition. We need those guys running those restaurants or company-owned stores, so we're very happy to have them on our team.

Okay, that's helpful. As far as the co-branding activity, which you made quite a bit of reference to in recent months, can you give us any, even if it's only anecdotal, descriptions of how locations do when a second brand is added or even if a new location is open with two brands rather than one.

Absolutely. We tend to see higher average unit volumes when there is co-branding. You can see 10% to 20% increases in your overall sales when you have the brands together because it gives you menu diversity. Today, we have about 280 co-branded locations. That's a combination of about 180 to 190 cookies, ice cream, and pretzels, some combination of the two out of three of those. And then there's almost 100 Fatburger and Buffalo's Express locations that are co-branded. And that's been very successful. It was our first co-branding back in 2012, and here we are 11 years later. We've got over 100 of those. And of the franchise pipeline of 1,100, a significant portion of that pipeline, somewhere between 1 and 200 stores, have co-branding attached to them as well, certainly in a burger space. Doing burgers and chicken wings together works really well. Cookies and ice cream together and pretzels works really well.

Right. Presumably the franchisees weren't born yesterday in terms of their inclination to do this. Nobody's forcing them. So the fact that they're stepping up speaks pretty well, I guess, of the prospect.

It's a very modest incremental equipment investment for a pretty decent, you know, increased total sales or average unit volume number. So it's a smart investment by a franchisee.

Right. And relative to the productivity of the DOPE facility in Georgia, you've made some good progress there. Now supposedly at the 40%, 45% run rate. What would you guess you can do there in terms of a percentage of capacity in 24?

Well, there's two things which I want to be careful not to confuse you on that I think you're going to find very positive. If we find another dough-making business or cookie business that we can add into the portfolio there, that'll take the utilization from 40-something to probably 60%. when we've talked about long-term selling that business to another food manufacturer and then getting a long-term contract for our franchise partners and using the proceeds to reduce debt. You know, we think that that makes sense. And a lot of the potential buyers in the market want excess capacity for their own products or to move, move other cookie dough business into our plan. And then it frees up another plant for them. So that's one point. The other point is for a very modest amount of money, somewhere between a million and a million and a half dollars, we've found that we can basically double the capacity of our existing facility before we even knock down a wall and take advantage of the extra three and a half acres that we have. So basically buying bigger mixing machines will take that 40 to 60% capacity or utilization, sorry, cut it in half and just give us that much more. So we just have a tremendous amount of available utilization, available capacity at that factory. And, you know, that's what people in the marketplace are looking for. And so, you know, it will spur us to have some discussions about that in the coming year or two.

Lastly, for the moment, can you give us any rough guidance in terms of the timing of the IPO for Twin Peaks?

Well, given market conditions, I think it's hard to say whether this will be a 2024 Q2 or Q3 deal or whether we're better off waiting and letting the market window really open where we see a little bit more of a return to normal. The good news is that the Twin Peaks brand is killing it in terms of growth and new store openings. And while they'll have opened somewhere around 111 units this year, there's another 20-something stores for next year and the year after and so on. And we have the locations. This isn't like we're saying we're going to open them, but we're not sure if we can find a spot, if we can find a franchisee. We have 125 committed franchise companies units in our system, the franchisees obligated to build stores next year and the year after. And now we have 40 locations that can be converted. So if we have to wait a little while, that just means that the brand is going to be even bigger and even more profitable and the valuation should be better. So if anything, waiting helps us, but we'll have to see what the timing is just given the market. And, you know, in case anybody comes along and wants to just buy the brand outright from us in the next couple of years, that's always an option too.

All right. And just to clarify that $218 million of securitized bonds, I guess you'd call them, on your balance sheet. So you can pick your spots. I just want to make sure I understand. You can pick your spot in terms of selling them and the price in the marketplace. So you will be able to get $218 million for it. Interest rates are obviously a great deal higher now than they were when those when those securities were created. Is that correct?

The way I would think about it is, you know, we have $50-plus million in cash after the acquisition of Smokey Bones or cash equivalents. And then we have this $220 million available for sale asset-backed securities bonds. And you're right that these bonds were issued for the most part at 2021 fixed rates. that may average somewhere around six and three quarters to seven something percent. But today's rates are considerably higher. So those bonds would sell at a slight discount today versus par back in 2021. That could be, you know, a 5% discount, a 7% discount, whatever, something, but nothing crazy. It's really, you know, the worst case way to think of it probably is, oh, there's 220 million of securities and you're going to get at least $200 $200 million for, maybe $215 million. Who knows? But the point is that they're available. It gives us liquidity. We want to make an acquisition liquidity to run the business, and that's what we're focused on. Now, the markets are not as liquid as they once were. We all know that, given where rates are and things like that. So it's all a function of subject to having a buyer on the other end of the phone that's at a price you want to sell it.

Right.

Got it.

We have to clarify that because in my mind's eye, I was thinking it might only be worth $160, $170 million.

No, no, no. We would not be sellers at those levels. And also, remember that while we hold those bonds, we earn the coupon on that. So we pay it and then we get it back like a bondholder does every month. So there's not really any cost to having those available. They're structured and they sit on the balance sheet. It's like we can jump into the cash register and pull one out and turn it into cash if we need to. Very helpful. Liquidity is good. Thanks, Andy. Yeah. Any other questions?

Since we have no further questions, this concludes our question and answer session. I would like to turn the conference back over to Andy B. Johan for closing remarks.

Operator, thank you very much. Everyone, thank you for joining us and look forward to talking to you again on our next call. Have a good evening.