FAT Brands Inc.

Greetings and welcome to the FAT Brands, Inc. First Quarter 2025 Earnings Conference Call. At this time, all participants are in listen-only mode. A question and answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. As a reminder, this conference is being recorded. At this time, I'd like to turn the call over to Kent Kuick, FAT Brands CFO. Please proceed.

Good afternoon, everyone, and thank you for joining the Fat Brands earnings call today. On the call with me today is Andy Wiederhorn, our chairman of the board. This afternoon, we released our first quarter 2025 results. 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 first quarter, which closed on March 30, 2025. Before I 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 we believe can be useful in evaluating our 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'd like to turn the call over now to Andy Wiederhorn, our Chairman of the Board.

Thanks, Ken. Thank you all for joining us today. I'd like to extend my sincere appreciation to our talented team members and franchise partners. Their dedication to FapRans has been instrumental in driving our continued progress, and I'm encouraged by what we are accomplishing together. I also want to take a moment to recognize Rob Rosen and his commitment to FapRans. Rob decided to transition from his co-CEO role to a consulting position at FapRans focused on the debt capital markets. Taylor Wiedehorn has been appointed co-CEO, serving alongside Ken Keough. In addition to serving as chief development officer for the last eight years, Taylor assumed the role a brand CEO for 15 of our concepts in 2023. That, combined with his leadership background, makes him well-equipped to take on this role. As noted last quarter, we began 2025 by spinning off Twin Hospitality Group, Inc., which is now listed separately on NASDAQ under the ticker TWNP. We distributed 5% of Twin Hospitality's Class A stock to shareholders, a $50 million dividend, while retaining the remaining shares. This strategic move allows shareholders to invest directly in Twin Peaks growth, improves market transparency, and provides twin hospitality with access to additional capital for expansion and to reduce leverage through debt repayments. Following this significant milestone, Joe Hummel decided to transition from his position as CEO. We wish him the best as he pursues new opportunities. We have initiated a comprehensive executive search for a new leader who will capitalize on our ambitious development pipeline of over 100 lodges. Twin Peaks' growth trajectory remains strong. In the meantime, Ken Kiewik, CFO of Twin Hospitality Group Inc., will serve as interim CEO, ensuring continuity and strategic advancement during this transition. Following the Twin Hospitality Group bond refinancing in Q4 of last year, we committed to raising between $75 and $100 million of equity in 2025 and using 75% of that, or $75 million, to reduce outstanding debt, at which point Twin Hospitality should be cash flow positive, excluding new corporate store development. We anticipated securing the first one-third of that amount by April. The current volatile market conditions have impacted our near-term ability to do so at a reasonable price. Despite this temporary timing adjustment, we are confident in achieving our full annual equity target raise over the next 12 months. Additionally, per the terms of our November 2024 new twin hospitality indenture, we've temporarily paused FAT's common dividend and started to accrue the FAT Series B preferred dividend pursuant to its terms, at least until we reduce principal on the indenture by the $25 million payment threshold. Additionally, we are now turning our attention to the refinancing of our other three securitization silos, all of which have an anticipated repayment date of July of 2026. We are focused on bringing FAT, which is a high growth business, into a cashflow positive position over the coming quarters, as well as further reducing leverage. We have reduced SG&A by over $5 million a year based upon our 2024 run rate and see further opportunities within the portfolio to reduce costs, which I'll discuss in a few minutes. We look forward to updating you further on future calls. Like last quarter, following this call, we invite you to listen to the Twin Hospitality Group Q1 earnings call at 6 p.m. Eastern Time. The details are contained within their earnings release, also issued this afternoon. Next, let's review our first quarter performance, which Ken will elaborate on shortly. Our total revenue for the quarter was $142 million, reflecting a 6.5% decrease from the $152 million reported in the same period last year. System-wide sales were 571.1 million, down 1.8% compared to the previous year's quarter. We also achieved 11.1 million in adjusted EBITDA compared to 18.2 million in last year's quarter. Domestic system-wide sales outperformed international for the quarter. However, we observed an encouraging rebound in our international locations towards the end of Q1, which gives us confidence moving forward. Across our portfolio, we finished the quarter with strong momentum as same-store sales improved across all brands from February to March. We're excited to build on this positive trajectory as we enter Q2 and progress through the remainder of the year. Our casual dining segment delivered particularly strong results with same-store sales increasing approximately 1.6%, driven by performance at Buffalo's Cafe and Ponderosa and Bonanza locations. Overall, our growth strategy is based upon three fundamental elements. We are expanding our existing brand presence organically with commitments for over 1,000 new locations already in the pipeline. We are evaluating highly strategic acquisitions that would strengthen and broaden our brand portfolio, as well as de-lever our balance sheet. And we're enhancing our production capabilities at our Georgia facility, particularly focusing on scaling our cookie dough and dry mix manufacturing operations. Looking at our organic growth, we've maintained strong momentum. After successfully opening 92 units throughout 2024, we're accelerating our expansion with a target of over 100 new locations this year. making excellent headway with 23 units open in just the first quarter, which is an approximate 37% increase from Q1 of 2024. For Q2, we expect to open an additional 25 units, keeping us firmly on track to achieve our annual expansion goals. We are particularly encouraged by the momentum in our Twin Peaks new store development pipeline. During the first quarter, Twin Peaks opened two new lodges, including the Smokey Bones Conversion in Brandon, Florida, and a new lodge in Algonquin, Illinois. Both new lodges are off to strong starts. Based on our 2025 outlook, we expect measured growth across various brands, including Roundtable Pizza, which delivered a modest yet positive 0.6% positive same-store sales increase in the first quarter. Our digital sales at Roundtable Pizza demonstrate particular strength, climbing 5% sequentially from Q4 to Q1 2025. The 2024 digital integration of our Great American Cookies and Marble Slab Creamery has also yielded strong results. particularly via their new app, with an increase in sales of 8% and an increase in average check size of 17.6%. Our franchise development pipeline remains robust with signed agreements for approximately 1,000 additional locations. Based on our projections, these units could generate around $50 million in incremental annual adjusted EBITDA once operational, which would strengthen our balance sheet and reduce our leverage positions. This consistent development pipeline not only demonstrates the continued appeal of our brands, but also creates a valuable opportunity for our franchise partners. Along with our robust development pipeline, we're enhancing the customer experience in our existing stores. We've launched a new remodeling initiative with the goal to refresh 5% of all stores in 2025, increasing to 10% in 2026. Co-branding continues to be a large part of our growth strategy. We have successfully launched 10 co-branded and tri-branded models to date, demonstrating our commitment to innovate partnerships. In March, we celebrated the debut of our first Roundtable Pizza and Marble Slab Creamery pairing in Oakland, California. This location exemplifies our approach to seamless integration where Marble Slab's ice cream creates a perfect complement to Roundtable Pizza's offering guests a complete dining experience from the main course to desserts. Building on this momentum, we're accelerating our co-branding initiatives throughout 2025. We've already opened a tri-branded location featuring Great American Cookies, Marble Slab Creamery, and Pretzel Maker in the Dallas area. We also opened our first co-branded Great American Cookies and Marble Slab Creamery in Ohio. Additional co-branding plans for 2025 include several new Fatburger, Buffalo's Express, and Hot Dick on a Stick combinations, as well as Fatburger and Round Table Pizza pairings. These strategic combinations not only enhance the guest experience, but also maximize operational efficiency and market presence, positioning us for continued growth. International development continues to be a growth driver as well. During the quarter, Faberger announced a new partnership to open 30 locations across France over the next three years, including five in 2026. Also, more recently, a development agreement was signed with the same established franchise partner to open 10 Buffalo's Cafe fast casual locations in France, with the first three units set to open by 2026. All in all, we have exceeded over 100 new stores sold year-to-date. We continue to expand into non-traditional venues, recently opening a fat burger at Dallas-Fort Worth International Airport's American Airlines Employee Dining Hall, the first restaurant franchise in an employee cafeteria at the airport. This strategic location represents a significant growth opportunity that could be replicated across other airports, as our burgers and fries are ideal for on-the-go dining. Our experienced partners for this location will be valuable as we scale this business model. We are also leaning into value. Zoli's is offering fan favorite pasta dishes for just $3.99 plus unlimited freshly baked signature breadsticks when dining in. A family of four can eat for only $16. At Fatburger, we brought back the much-loved baby fat for only $5.99. While these offers are attractive, it's the comprehensive value we deliver that truly makes a difference and resonates with our guests. Throughout our portfolio, we remain firmly committed to providing exceptional overall value combining premium quality food with an outstanding guest experience. We're excited to announce that later this year, we'll be launching a portfolio-wide guest experience program that will set new industry standards and is specifically designed to cultivate lasting brand loyalty. We continue to strengthen our balance sheet. In April, we amended our Frizzoli securitization, resulting in improved terms that enhance our financial flexibility. The amended terms have extended both the call date and repayment date while relaxing certain covenants providing us with greater operational flexibility for Fazoli's. The new agreement also permits the sale of corporate-owned stores to franchisees, allowing us to re-franchise our 57 company-owned and operated Fazoli's restaurants. Re-franchising Fazoli's, coupled with the spinoff of Twin Hospitality Group, which includes all Twin Peaks and Smoky Bones locations, will significantly reduce our corporate-owned footprint and provide additional overhead savings of approximately $2.5 million per year. If we were to act upon this re-franchising opportunity, we would retain only about 33 hot dog on a stick corporate locations out of our total portfolio of 2,300 locations or 2,125 locations if Twin Peaks and Smokey Bones are excluded. These strategic moves will return us to an almost 100% franchise business model. Now, turning to our growth by acquisition strategy. During 2025, we are committed to unlocking value and reducing our leverage as the cost of capital remains high. We continue to look at highly strategic targets that could help us achieve those goals. Our Georgia production facility represents one of our key strategic advantages, generating impressive financial performance with $8.8 million in first quarter sales and $3.1 million in adjusted EBITDA, resulting in an attractive 35% margin. This second quarter, we expect to execute on a major strategic initiative for our cookie dough manufacturing business, namely a third-party contract with a national restaurant entertainment chain. We look forward to building on this momentum and increasing our utilization beyond the current level of 40 to 45% of production capacity. Our near-term target is reaching 60 to 70% utilization, which would substantially enhance the facility's market value and operational efficiency. While this asset could eventually help decrease debt through strategic divestiture, our immediate focus is capitalizing on the growth runway ahead. The manufacturing operation remains in its early growth stage with significant untapped potential to drive shareholder value as we execute upon our strategy. Before concluding, I'd like to share an update on the FAP Brands Foundation. To date, the foundation has awarded 10 grants in 2025 and has received a record amount of grant requests for both the months of March and April. This speaks to the commitment of the board in driving awareness and visibility of the foundation as it looks to grow its impact across FAP Brands communities. The foundation's dedication to giving back to our communities is also amplified by our Brand Ambassador Program, which was launched last year. To date, over 35% of our 800 franchisees are actively involved in the program. In conclusion, SAP Brands is laser focused on two fronts, debt reduction and leveraging our robust pipeline of growth opportunities. The energy across our team signals strong momentum. We remain dedicated to maximizing shoulder value and will continue updating you on our progress. With that, I'd like to hand it over to Ken to discuss our financial highlights from the first quarter of 2025. Thanks, Andy.

Moving on to our first quarter results. total revenues were $142 million, a 6.5% decrease from $152 million in last year's quarter. This was driven by lower same-store sales and particularly the closure of Smokey Bones locations for conversion into Twin Peaks Lodges, partially offset by revenue generated by our new Twin Peaks Lodges. Turning to costs and expenses, general and administrative expense increased to $33 million in the quarter, from $30 million in the year-ago quarter, primarily due to increased professional fees related to pending litigation. Cost of restaurant and factory revenues decreased to $96.1 million in the quarter, compared to $99.1 million in the year-ago quarter, primarily due to lower same-store sales, partially offset by wage and food cost inflation. Advertising expense varies in relation to advertising revenues, and decreased to $11.1 million in the quarter from $12.6 million in the year-ago period. Additionally, we slowed down advertising at Smokey Bones as we continue our strategy of converting locations into Twin Peaks Lodges. Total other expense net, which consisted primarily of interest expense, was $36 million in the quarter compared to $33.4 million in last year's quarter. net loss attributable to fat brands was 46 million dollars or 2.73 cents per diluted share compared to a net loss of 38.3 million dollars or 2.37 cents per share in the prior year quarter and on an as adjusted basis our net loss attributable to fat brands was 38.7 million dollars or 2.32 cents per diluted share compared to $32.9 million or $2.05 per diluted share in the prior year quarter. And lastly, adjusted EBITDA for the quarter was $11.1 million compared to $18.2 million in the year-ago quarter.

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

Thank you. Ladies and gentlemen, if you would like to ask a question, please press star 1 on your telephone keypad. and a confirmation tone will indicate your lines in the question queue. You may press star two if you would like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. And the first question comes from the line of Alton Stump with Loop Capital Markets. Please proceed.

Thank you. You know, good afternoon. Thanks for taking my questions. You know, as always, Andy and Ken. I just wanted to ask about the cookie facility. I think you mentioned Andy, that you expect in the near term to go from 40%, 45% that you've been at as far as utilization here over the last couple quarters to I think 60% to 70%, which is an awfully nice move. From a dollar impact, what kind of ballpark impact could that have from an efficiency standpoint if you do get to that 60% to 70% utilization range?

Our goal is to increase that facility from about $15 million a year to $25 million a year and getting these contracts in place. There's multiple initiatives going on. That's just one of them. That won't do it by itself, the one that we're going to announce shortly, but there's a lot of momentum behind that initial program, and I think it'll cause the other two or three to drop in place right away. If we get the facility up to that level, then it's probably an asset that could generate $300-plus million in proceeds for debt reduction at some point.

Got it. Thanks for that call. I just wanted to ask, you guys obviously have almost 20 different concepts. It was clearly a tough quarter for the industry-wide. Obviously, weather was certainly not helpful. There's, of course, a lot of macro news. What's your general sense across your brands from a consumer standpoint, uh, you know, uh, you know, how much value focus do you think that in general, that you're going to have to do with the concepts over the next couple of quarters, if, if the current consumer environment, you know, does not improve.

I mean, the consumer's apprehensive, the consumer confidence level is, you know, is mixed. It's definitely event driven. Um, so, you know, we're seeing, we're seeing, um, bubbles of, of, and then we're seeing people pair back in terms of their traffic, and that's within a brand, not just across brands. So I think this value, as we talk about value, and you've seen QSR brands in the industry sort of abandon their value play. Value for us is really different. It's what I said earlier. It's creating great food and a great experience to justify the price because consumers have had it with pricing yet. they still want to go out and go into restaurants and, you know, take advantage of the great experience. You just have to give them a great experience to justify what they're paying for it. And so I think that's going to continue for the rest of the year. I know there's a lot of brands that are betting on the second half of the year that things are going to all of a sudden be amazing. We'll have to see, you know, we, we are, we're trying different initiatives to drive traffic and we're going to continue to do that and take advantage of the fact that we have great products to offer. So people want to come to our brands. We just have to give them value.

Got it. Great thinking. And then, you know, it's just the last thing I'll hop back in here, Andy, but just, um, you know, as far as, you know, just the delay with the first tranche that you are committed to raise, obviously in the aftermath of, you know, the Twin Peaks, uh, I guess, you know, how much longer do you think that would take? And is there any deadlines that you sort of have to stick to when it comes to raising that money over the course of the year?

Yeah, thanks. There's no gun to our head. The reality is that equity markets for restaurant stocks and a lot of different industries, those shades are drawn, the windows closed. And so We've just got to wait for it to open up. I think if we had been able to get the spinoff done in the fourth quarter of last year, we would have been able to sort of ride the Trump euphoria wave very early in Q1. And by the time we went out and had some non-deal roadshow meetings and confidential discussions, testing the waters types of meetings, everyone loves the concept. Everyone loves what we're doing. People are concerned about the leverage. Of course, the majority of the proceeds pay down the leverage, so they're happy with that. But at the end of the day, they just point to the market and the volatility and say, I got to wait. I'm sitting on my hands until volatility calms down. And I think that we're fortunate that there's nothing that really happens within the debt indenture that's of any real consequence. And so we're just going to ride it out. And I think our bondholders have been extremely supportive. And as I indicated in our call earlier, we are talking about refinancing the remaining silos from the securitization just so that we're well ahead of the July 26th anticipated repayment date. And so we have over a year, but hopefully we'll get that done sometime in Q2 or Q3 more likely. And that probably includes some modifications to the Twin Peaks deal as well, just because the equity raise is taking longer.

Got it. Great. That is very good to hear and also very helpful. Thanks so much. I'll hop back in the queue. Thank you.

The next question comes from the line of Joe Gomes with Noble Capital Markets. Please proceed.

Good afternoon.

Thanks for taking my questions.

Hi, Joe.

So just want to make sure I understand this all correctly. So if I look at kind of the three main revenue lines, royalties were pretty flat year over year. The co-owned restaurant sales were down about 6.2%. And I'm assuming that's the Smokey Bones that was closed. And then, you know, some of the same store sales declined. And then the factory revenue was off about 7%, you know, not a big number, but just still off about 7%. I just want to make sure that, you know, if there was anything else besides just the same store sales decline and the absence of the Smokey Bones that is driving those numbers.

You are right that from a revenue and same-source sales, you have royalties that are consistent. You have the total system sales off because of the Smokey Bones. And that's really also at the operating margin level as well, where there's just less restaurant-level margin at Smokey Bones. And you've got some stores temporarily closed while they're being converted. So both of those things. Now, when we talk about the overall Smokey Bones portfolio, We still think about half the locations will get converted into Twin Peaks as quickly as we can. And within those 30 locations, because there's 60 in total, about 10 of them will be corporate. We've converted two already. We have another one under construction now and a couple more to do over the next 12 months. Then there's about 10 that are clearly franchise markets. And then there's 10 that are in between. They'll either be a franchise or they'll be corporate. We'll do one or the other. And then there's a bunch that don't qualify as a conversion either because there's a Twin Peaks too close already or there's some landlord restriction where it doesn't make it feasible. So in those cases, that remaining 30, about 10 of those restaurants will close. Their leases are running out. They're old and there's nothing to do with them. And then there's about 20 that will stay smoky bones and continue on. And so a couple of those we've closed because they're not going to be converted. And then we've got the ones that are closed that are in the middle of the conversion process. That's why the total sales decline that looks a little bit more severe. It's, it's just, you know, we took all the smoky bones and recorded all of those sales for the last 18 months, but now we're closing some of the ones that are, that are destined to be closed anyway, which is again, about nine of them, I think.

Okay, great. Thanks for that. And I don't know if you can, you know, kind of give us a ballpark here. You know, if you were to re-franchise all the Fazolis, what, what, what kind of value does that bring in to the parent fat brands?

Well, I think so, you know, it, the proceeds from any re-franchising will go to pay down debt. The, the dollar value that we, you know, achieve for that is probably somewhere in a, in a four to six times multiple value. um, range for those stores. And, you know, you're going to see something hopefully in the, in the 20 million to $25 million range. And we'll see how, how that goes in, you know, in this environment. But the other point to that is we will continue to get a royalty instead of profits from the stores and, uh, it'll save, uh, it'll save two and a half to three and a half million of overhead.

Okay.

And then, pardon me, one of the things that we had hoped to see here was to see the litigation expenses moderate. It looks like they kind of really went up in the quarter. Is there anything that you can provide us, the insight as to what was driving the increase?

I think that we're going to see the and to a lot of litigation expense here in Q2, all of it coming to an end. And I look forward to talking more about that when we can.

Okay. That would be great. And then just last for me, I don't know if you can provide us any kind of – you know, so far here in the second quarter, I don't know if you could talk about, you know, what traffic patterns are looking like or average checks are looking like across the franchises.

Yeah. I mean, you're, you're seeing, I mean, I mean, you are seeing, um, differences by segment in terms of like burgers versus wings versus snacks. Uh, we're seeing very modest, um, decline in, in sales and traffic for the cookies and ice cream and pretzels and stuff like that. Um, You're seeing more standard industry-level declines for burgers and some of the wings brands, but you're also seeing pizza do pretty well. And so we're pleased to see how well pizza's held up and continuing. I mean, it's, for most of the time, either flat or slightly positive or slightly negative, but it's done really well, as well as the snacks.

Okay, great.

Thanks. I'll get back to you. Thank you, Joe.

The next question comes from the line of Roger Lipton with Lipton Financial Services. Please proceed.

Hi, Andy. Hi, Ken. Thanks for taking my question. Most of the items I wanted to touch on have been referred to already, but I wanted to ask you, can you give us an estimate of The year-to-year smoky bones negative impact in the quarter, trying to reconcile the decline in year-to-year adjusted EBITDA. My suspicion is that smoky bones did more poorly this year than last.

Is there any estimate you can provide? Yeah, I mean, it's a couple million dollars, you know, a couple million dollars a quarter. It's a lot. Right. Okay. You have depreciation, you have actual operating decline, so you have both those things to run through, whichever you're looking at. And so the faster we can convert, the stores we're going to convert, the better, and we're very focused on that. Right. Yeah, no doubt. Just in the overall scheme of things, when you have rates remaining as high as they are, and you have construction costs up as much as they are, and then you have tariffs that you're importing equipment that might be affected by, you know, by tariffs and what have you, you just end up having development slow down a little bit. It's not going away, but it slows down a little bit. And so, you know, you can, your franchisees are your partners. You want them to, to build new stores at an efficient price and program, but you know, they're apprehensive. So they're, you know, dragged their feet a little bit to make sure they could get a better price on this or a better price on that or, And then some regions, you've got construction where it's hard to find the right contractor that's available because he's busy on something else. And just all that stuff's going on. I think it's making new store development just go a little bit slower than we would like, but it's understandable. And it's not that it's not going to happen. It's just taking a little longer. Right. Understood.

And do you have any idea how long it's going to take to find a new full-time CEO to take the place of Joe Hummel? How is that going?

Yeah, the executive search is going very well. We have a number of excellent candidates, and I don't think it'll take very long. Okay. And lastly... Certainly within this quarter.

Okay. That'll be productive. In the supplemental material, you show as one of your priorities $10 million of additional funding EBITDA, adjusted EBITDA from new stores and $5 million from the factory. What kind of timeframe are you thinking about in terms of that incremental $15 million of adjusted EBITDA? A year or two years? You don't specify the timetable.

Well, yeah, there are, I think over the next couple of years is more than reasonable for both of those things. Because we have so many new stores opening and we have this incremental growth at the factory, Over the next 24 months, for sure, that'll show up. Okay. All right. That's helpful. Thanks very much.

You bet. Thank you. Thank you. This concludes the question and answer session, and I'd like to turn the call back over to Andy Wiederhorn for closing remarks.

Great. Thank you, everyone. I'd love to direct your attention to the Twin Peaks earnings call that is going on as we speak. It just started a couple minutes ago, and that contact information is in the earnings release for Twin Peaks.

operator, this concludes today's call. Thank you. This concludes today's conference. You may disconnect your lines at this time. Thank you for your participation.