Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 30, 2024

FAT Brands Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-38250		82-1302696
(State or Other Jurisdiction of Incorporation)	(Commission File Number)		(IRS Employer Identification No.)

9720 Wilshire Blvd., Suite 500 Beverly Hills, CA (Address of Principal Executive Offices)		90212 (Zip Code)

Registrant’s Telephone Number, Including Area Code: (310) 319-1850

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):


o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, par value $0.0001 per share

FAT

The Nasdaq Stock Market LLC

Class B Common Stock, par value $0.0001 per share

FATBB

The Nasdaq Stock Market LLC

Series B Cumulative Preferred Stock, par value $0.0001 per share

FATBP

The Nasdaq Stock Market LLC

Warrants to purchase Class A Common Stock

FATBW

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On October 30, 2024, FAT Brands Inc. (the “Company”) issued a press release announcing its financial results for the thirteen and thirty-nine week periods ended September 29, 2024. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The Company also hosted a conference call on October 30, 2024 in which the financial results were discussed. A replay is available until Wednesday, November 20, 2024 and can be accessed by dialing 1-844-512-2921 from the U.S. or 1-412-317-6671 internationally. The passcode is 13748855.

The webcast is available at www.fatbrands.com under the “Investors” section.

Item 7.01 Regulation FD Disclosure.

On October 30, 2024, the Company provided supplemental financial information to be used in its earnings presentation for the thirteen and thirty-nine week periods ended September 29, 2024 on its website at https://ir.fatbrands.com/events-and-presentations/default.aspx. A copy of the earning supplement is furnished as Exhibit 99.2 hereto and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 and 7.01, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information may be incorporated by reference in another filing under the Securities and Exchange Act of 1934 or the Securities Act of 1933 only if, and to the extent that, such subsequent filing specifically references such information.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits


Exhibit Number						Description
99.1						Press Release Dated October 30, 2024
99.2						Earnings Supplement Q3 - 2024
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


			FAT Brands Inc.

Date: October 30, 2024			/s/ Kenneth J. Kuick
			Kenneth J. Kuick
			Co-Chief Executive Officer and Chief Financial Officer

Exhibit 99.1

FAT BRANDS INC. REPORTS THIRD QUARTER 2024 FINANCIAL RESULTS

Conference call and webcast today at 5:00 p.m. ET

LOS ANGELES (October 30, 2024) – FAT (Fresh. Authentic. Tasty.) Brands Inc. (NASDAQ: FAT) (“FAT Brands” or the “Company”) today reported financial results for the fiscal third quarter ended September 29, 2024.

Andy Wiederhorn, Chairman of FAT Brands, said, “Over the last three years, we have expanded our brand portfolio to include 18 distinct concepts while our footprint has increased tenfold, now encompassing over 2,300 locations across more than 40 countries and 49 U.S. states or territories. We opened 22 new units during the third quarter, bringing our year-to-date openings to 71 new units and are on track to end the year with 100 new units.”

Wiederhorn added, “We have signed 225 development deals year-to-date versus 226 deals in all of 2023, bringing our current development pipeline to approximately 1,000 locations. This is a strong indicator of confidence within the FAT franchise system.”

Ken Kuick, Co-Chief Executive Officer of FAT Brands, said, “We continue to prioritize accelerated growth in our Polished Casual category, particularly through Twin Peaks, our fastest-growing concept. Year to date, we opened nine new lodges, bringing our total to 115 locations. We also completed our first Smokey Bones to Twin Peaks conversion in Lakeland, Florida during the third quarter, with our second conversion underway and several more planned for next year.”

Rob Rosen, Co-Chief Executive Officer of FAT Brands, said, “In May, Twin Peaks and Smokey Bones, as a combined entity, took a significant step towards becoming a standalone public company. We view this potential IPO or alternative transaction as a strategic opportunity to unlock value for FAT shareholders. Shortly, we intend to refinance Twin Peaks’ securitization debt, which will optimize our financial structure prior to any IPO or other transaction.”

Fiscal Third Quarter 2024 Highlights

•Total revenue grew 31.1% to $143.4 million compared to $109.4 million in the fiscal third quarter of 2023

◦System-wide sales grew 6.4% in the fiscal third quarter of 2024 compared to the prior year fiscal quarter

◦Year-to-date system-wide same-store sales declined 2.7% compared to the prior year

◦22 new store openings during the fiscal third quarter of 2024

•Net loss of $44.8 million, or $2.74 per diluted share, compared to $24.7 million, or $1.59 per diluted share, in the fiscal third quarter of 2023

•EBITDA(1) of $1.7 million compared to $10.8 million in the fiscal third quarter of 2023

•Adjusted EBITDA(1) of $14.1 million compared to $21.9 million in the fiscal third quarter of 2023

•Adjusted net loss(1) of $38.0 million, or $2.34 per diluted share, compared to adjusted net loss(1) of $17.1 million, or $1.14 per diluted share, in the fiscal third quarter of 2023

(1)EBITDA, adjusted EBITDA and adjusted net loss are non-GAAP measures defined below, under “Non-GAAP Measures”. Reconciliation of GAAP net loss to EBITDA, adjusted EBITDA and adjusted net loss are included in the accompanying financial tables.

Summary of Fiscal Third Quarter 2024 Financial Results

Total revenue increased $34.0 million, or 31.1%, in the third quarter of 2024 to $143.4 million compared to $109.4 million in the same period of 2023, driven by the acquisition of Smokey Bones in September 2023 and revenues from new restaurant openings.

Costs and expenses consist of general and administrative expense, cost of restaurant and factory revenues, depreciation and amortization, refranchising net loss and advertising fees. Costs and expenses increased $49.5 million, or 48.1%, in the third quarter of 2024 to $152.2 million compared to the same period in the prior year, primarily due to the acquisition of Smokey Bones in September 2023 and increased activity from Company-owned restaurants and the Company's factory.

General and administrative expense increased $10.0 million, or 41.0%, in the third quarter of 2024 to $34.5 million compared to $24.5 million in the same period in the prior year, primarily due to the acquisition of Smokey Bones in September 2023 and increased professional fees related to pending litigation.

Cost of restaurant and factory revenues was related to the operations of the company-owned restaurant locations and dough factory and increased $37.6 million, or 63.6%, in the third quarter of 2024, primarily due to the acquisition of Smokey Bones in September 2023 and higher company-owned restaurant sales.

Depreciation and amortization increased $3.7 million, or 52.5% in the third quarter of 2024 compared to the same period in the prior year, primarily due to the acquisition of Smokey Bones in September 2023 and depreciation of new property and equipment at company-owned restaurant locations.

Refranchising net loss, comprised of restaurant operating costs, net of food sales, was $0.2 million in the third quarter of 2024 compared to $0.4 million in the third quarter of 2023.

Advertising expenses decreased $1.6 million in the third quarter of 2024 compared to the prior year period. These expenses vary in relation to advertising revenues.

Total other expense, net, for the third quarter of 2024 and 2023 was $35.8 million and $32.6 million, respectively, which is inclusive of interest expense of $35.5 million and $29.7 million, respectively. This increase is primarily due to new debt issuances. Total other expense, net, for the third quarter of 2023 also consisted of a $2.7 million net loss on the extinguishment of debt.

Adjusted net loss(1) was $38.0 million, or $2.34 per diluted share, compared to adjusted net loss(1) of $17.1 million, or $1.14 per diluted share, in the fiscal third quarter of 2023.

Key Financial Definitions

New store openings - The number of new store openings reflects the number of stores opened during a particular reporting period. The total number of new stores per reporting period and the timing of stores openings has, and will continue to have, an impact on our results.

Same-store sales growth - Same-store sales growth reflects the change in year-over-year sales for the comparable store base, which we define as the number of stores open and in the FAT Brands system for at least one full fiscal year. For stores that were temporarily closed, sales in the current and prior period are adjusted accordingly. Given our focused marketing efforts and public excitement surrounding each opening, new stores often experience an initial start-up period with considerably higher than average sales volumes, which subsequently decrease to stabilized levels after three to six months. Additionally, when we acquire a brand, it may take several months to integrate fully each location of said brand into the FAT Brands platform. Thus, we do not include stores in the comparable base until they have been open and in the FAT Brands system for at least one full fiscal year.

System-wide sales growth - System-wide sales growth reflects the percentage change in sales in any given fiscal period compared to the prior fiscal period for all stores in that brand only when the brand is owned by FAT Brands. Because of

acquisitions, new store openings and store closures, the stores open throughout both fiscal periods being compared may be different from period to period.

Conference Call and Webcast

FAT Brands will host a conference call and webcast to discuss its fiscal third quarter 2024 financial results today at 5:00 PM ET. Hosting the conference call and webcast will be Andy Wiederhorn, Chairman of the Board, and Ken Kuick, Co-Chief Executive Officer and Chief Financial Officer.

The conference call can be accessed live over the phone by dialing 1-877-704-4453 from the U.S. or 1-201-389-0920 internationally. A replay will be available after the call until Wednesday, November 20, 2024, and can be accessed by dialing 1-844-512-2921 from the U.S. or 1-412-317-6671 internationally. The passcode is 13748855. The webcast will be available at www.fatbrands.com under the “Investors” section and will be archived on the site shortly after the call has concluded.

About FAT (Fresh. Authentic. Tasty.) Brands

FAT Brands (NASDAQ: FAT) is a leading global franchising company that strategically acquires, markets, and develops fast casual, quick-service, casual dining, and polished casual dining concepts around the world. The Company currently owns 18 restaurant brands: Round Table Pizza, Fatburger, Marble Slab Creamery, Johnny Rockets, Fazoli’s, Twin Peaks, Smokey Bones, Great American Cookies, Hot Dog on a Stick, Buffalo’s Cafe & Express, Hurricane Grill & Wings, Pretzelmaker, Elevation Burger, Native Grill & Wings, Yalla Mediterranean and Ponderosa and Bonanza Steakhouses and franchises and owns approximately 2,300 units worldwide. For more information, please visit www.fatbrands.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to the future financial and operating results of the Company, the timing and performance of new store openings, our ability to conduct future accretive acquisitions and our pipeline of new store locations. Forward-looking statements generally use words such as “expect,” “foresee,” “anticipate,” “believe,” “project,” “should,” “estimate,” “will,” “plans,” “forecast,” and similar expressions, and reflect our expectations concerning the future. Forward-looking statements are subject to significant business, economic and competitive risks, uncertainties and contingencies, many of which are difficult to predict and beyond our control, which could cause our actual results to differ materially from the results expressed or implied in such forward-looking statements. We refer you to the documents that we file from time to time with the Securities and Exchange Commission, such as our reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other risks and uncertainties that could cause our actual results to differ materially from our current expectations and from the forward-looking statements contained in this press release. We undertake no obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of this press release.

Non-GAAP Measures (Unaudited)

This press release includes the non-GAAP financial measures of EBITDA, adjusted EBITDA and adjusted net loss.

EBITDA is defined as earnings before interest, taxes, and depreciation and amortization. We use the term EBITDA, as opposed to income from operations, as it is widely used by analysts, investors, and other interested parties to evaluate companies in our industry. We believe that EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate to business performance. EBITDA is not a measure of our financial performance or liquidity that is determined in accordance with generally accepted accounting principles (“GAAP”), and should not be considered as an alternative to net loss as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP.

Adjusted EBITDA is defined as EBITDA (as defined above), excluding expenses related to acquisitions, refranchising loss, impairment charges, and certain non-recurring or non-cash items that the Company does not believe directly reflect its core operations and may not be indicative of the Company’s recurring business operations.

Adjusted net loss is a supplemental measure of financial performance that is not required by or presented in accordance with GAAP. Adjusted net loss is defined as net loss plus the impact of adjustments and the tax effects of such adjustments. Adjusted net loss is presented because we believe it helps convey supplemental information to investors regarding our performance, excluding the impact of special items that affect the comparability of results in past quarters to expected results in future quarters. Adjusted net loss as presented may not be comparable to other similarly titled measures of other companies, and our presentation of adjusted net loss should not be construed as an inference that our future results will be unaffected by excluded or unusual items. Our management uses this non-GAAP financial measure to analyze changes in our underlying business from quarter to quarter based on comparable financial results.

Reconciliations of net loss presented in accordance with GAAP to EBITDA, adjusted EBITDA and adjusted net loss are set forth in the tables below.

Investor Relations:

ICR

Michelle Michalski

ir-fatbrands@icrinc.com

646-277-1224

Media Relations:

Erin Mandzik

emandzik@fatbrands.com

860-212-6509

FAT Brands Inc. Consolidated Statements of Operations


	Thirteen Weeks Ended				Thirty-Nine Weeks Ended
(In thousands, except share and per share data)	September 29, 2024		September 24, 2023		September 29, 2024		September 24, 2023

Revenue
Royalties	$	22,353	$	23,930	$	67,618	$	69,166
Restaurant sales	99,238		62,578		312,587		187,957
Advertising fees	9,708		9,960		29,569		28,979
Factory revenues	9,490		9,323		28,599		28,174
Franchise fees	2,576		2,477		5,170		4,042
Other revenue	—		1,098		3,829		3,503
Total revenue	143,365		109,366		447,372		321,821

Costs and expenses
General and administrative expense	34,481		24,458		94,044		62,820
Cost of restaurant and factory revenues	96,792		59,168		295,955		177,757
Depreciation and amortization	10,736		7,040		31,176		21,217
Refranchising loss	157		408		1,840		746

Advertising fees	10,032		11,671		37,275		33,808
Total costs and expenses	152,198		102,745		460,290		296,348

(Loss) income from operations	(8,833)		6,621		(12,918)		25,473

Other (expense) income, net
Interest expense	(31,109)		(25,319)		(90,318)		(70,417)
Interest expense related to preferred shares	(4,418)		(4,417)		(13,253)		(13,771)
Net gain (loss) on extinguishment of debt	—		(2,723)		427		(2,723)
Other (expense) income, net	(252)		(128)		(800)		137
Total other expense, net	(35,779)		(32,587)		(103,944)		(86,774)

Loss before income tax provision (benefit)	(44,612)		(25,966)		(116,862)		(61,301)

Income tax provision (benefit)	143		(1,310)		5,568		2,572

Net loss	$	(44,755)	$	(24,656)	$	(122,430)	$	(63,873)

Net loss	$	(44,755)	$	(24,656)	$	(122,430)	$	(63,873)
Dividends on preferred shares	(1,935)		(1,794)		(5,736)		(5,175)
	$	(46,690)	$	(26,450)	$	(128,166)	$	(69,048)

Basic and diluted loss per common share	$	(2.74)	$	(1.59)	$	(7.54)	$	(4.17)
Basic and diluted weighted average shares outstanding	17,052,007		16,613,840		16,999,889		16,553,528
Cash dividends declared per common share	$	0.14	$	0.14	$	0.42	$	0.42

FAT Brands Inc. Consolidated EBITDA and Adjusted EBITDA Reconciliation


	Thirteen Weeks Ended				Thirty-Nine Weeks Ended
(In thousands)	September 29, 2024		September 24, 2023		September 29, 2024		September 24, 2023

Net loss	$	(44,755)	$	(24,656)	$	(122,430)	$	(63,873)
Interest expense, net	35,527		29,736		103,571		84,188
Income tax provision (benefit)	143		(1,310)		5,568		2,572
Depreciation and amortization	10,736		7,040		31,176		21,217
EBITDA	1,651		10,810		17,885		44,104
Bad debt expense	2,348		(630)		787		(12,701)
Share-based compensation expenses	539		1,096		1,961		2,668
Non-cash lease expenses	398		558		1,786		1,232

Refranchising loss	157		408		1,840		746
Litigation costs	6,175		4,780		17,835		19,448
Severance	384		—		425		1,036
Net loss related to advertising fund deficit	1,563		1,591		4,985		4,365
Net (gain) loss on extinguishment of debt	—		2,723		(427)		2,723
Pre-opening expenses	844		537		935		577
Adjusted EBITDA	$	14,059	$	21,874	$	48,012	$	64,197

FAT Brands Inc. Adjusted Net Loss Reconciliation


	Thirteen Weeks Ended				Thirty-Nine Weeks Ended
(In thousands, except share and per share data)	September 29, 2024		September 24, 2023		September 29, 2024		September 24, 2023

Net loss	$	(44,755)	$	(24,656)	$	(122,430)	$	(63,873)
Refranchising loss	157		408		1,840		746

Net (gain) loss on extinguishment of debt	—		2,723		(427)		2,723
Litigation costs	6,175		4,780		17,835		19,448
Severance	384		—		425		1,036
Tax adjustments, net (1)	22		(398)		937		1,365
Adjusted net loss	$	(38,017)	$	(17,143)	$	(101,820)	$	(38,555)

Net loss	$	(44,755)	$	(24,656)	$	(122,430)	$	(63,873)
Dividends on preferred shares	(1,935)		(1,794)		(5,736)		(5,175)
	$	(46,690)	$	(26,450)	$	(128,166)	$	(69,048)

Adjusted net loss	$	(38,017)	$	(17,143)	$	(101,820)	$	(38,556)
Dividends on preferred shares	(1,935)		(1,794)		(5,736)		(5,175)
	$	(39,952)	$	(18,937)	$	(107,556)	$	(43,731)

Loss per basic and diluted share	$	(2.74)	$	(1.59)	$	(7.54)	$	(4.17)
Adjusted net loss per basic and diluted share	$	(2.34)	$	(1.14)	$	(6.33)	$	(2.64)

Weighted average basic and diluted shares outstanding	17,052,007		16,613,840		16,999,889		16,553,528

(1) Reflects the tax impact of the adjustments using the effective tax rate for the respective periods.

Q3 2024 EARNINGS SUPPLEMENT OCTOBER 30, 2024

LEGAL DISCLAIMER This earnings supplement contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to the future financial and operating results of the Company, estimates of future EBITDA, the timing and performance of new store openings, future reductions in cost of capital and leverage ratio, our ability to conduct future accretive acquisitions and our pipeline of new store locations. Forward-looking statements generally use words such as “expect,” “foresee,” “anticipate,” “believe,” “project,” “should,” “estimate,” “will,” “plans,” “forecast,” and similar expressions, and reflect our expectations concerning the future. Forward-looking statements are subject to significant business, economic and competitive risks, uncertainties and contingencies, many of which are difficult to predict and beyond our control, which could cause our actual results to differ materially from the results expressed or implied in such forward-looking statements. We refer you to the documents that we file from time to time with the Securities and Exchange Commission, such as our reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of these and other risks and uncertainties that could cause our actual results to differ materially from our current expectations and from the forward-looking statements contained in this earnings supplement. We undertake no obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of this earnings supplement. 2

Q3 2024 HIGHLIGHTS 3 6.4% Sales Growth (1) System-Wide -2.6% SSS Decline (2) System-Wide 22 New Store Openings (3) Q3 2024 $143.4mm Total Revenue Q3 2024 $14.1mm Adj. EBITDA (4) Q3 2024 $600.7mm System-Wide Sales (1) System-wide sales growth reflects the percentage change in sales in any given fiscal period compared to the prior fiscal period for all stores in that brand only when the brand is owned by FAT Brands. Because of acquisitions, new store openings and store closures, the stores open throughout both fiscal periods being compared may be different from period to period. (2) Same-store sales growth reflects the change in year-over-year sales for the comparable store base, which we define as the number of stores open and in the FAT Brands system for at least one full fiscal year. For stores that were temporarily closed, sales in the current and prior period are adjusted accordingly. Given our focused marketing efforts and public excitement surrounding each opening, new stores often experience an initial start-up period with considerably higher than average sales volumes, which subsequently decrease to stabilized levels after three to six months. Additionally, when we acquire a brand, it may take several months to integrate fully each location of said brand into the FAT Brands platform. Thus, we do not include stores in the comparable base until they have been open and in the FAT Brands system for at least one full fiscal year. (3) New store openings reflects the number of stores opened during a particular reporting period. The total number of new stores per reporting period and the timing of store openings has, and will continue to have, an impact on our results. (4) EBITDA is defined as earnings before interest, taxes, depreciation and amortization. We use the term EBITDA, as opposed to income from operations, as it is widely used by analysts, investors and other interested parties to evaluate companies in our industry. We believe that EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate to business performance. EBITDA is not a measure of our financial performance or liquidity that is determined in accordance with generally accepted accounting principles (“GAAP”), and should not be considered as an alternative to net income (loss) as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP. Adjusted EBITDA is defined as EBITDA (as defined above), excluding expenses related to acquisitions, refranchising gain or losses, impairment charges, and certain non-recurring or non-cash items that the Company does not believe directly reflect its core operations and may not be indicative of the Company’s recurring business operations. A reconciliation of net income presented in accordance with GAAP to EBITDA and adjusted EBITDA is set forth in the Appendix.

Q3 2024 RESULTS 4 (1) EBITDA is defined as earnings before interest, taxes, depreciation and amortization. We use the term EBITDA, as opposed to income from operations, as it is widely used by analysts, investors and other interested parties to evaluate companies in our industry. We believe that EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate to business performance. EBITDA is not a measure of our financial performance or liquidity that is determined in accordance with generally accepted accounting principles (“GAAP”), and should not be considered as an alternative to net income (loss) as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP. Adjusted EBITDA is defined as EBITDA (as defined above), excluding expenses related to acquisitions, refranchising gain or losses, impairment charges, and certain non-recurring or non-cash items that the Company does not believe directly reflect its core operations and may not be indicative of the Company’s recurring business operations. A reconciliation of net income presented in accordance with GAAP to EBITDA and adjusted EBITDA is set forth in the Appendix. 2Q 2023 includes $12.7 million related to Employee Retention Tax Credits and 2Q 2024 includes $2.1 million related to Employee Retention Tax Credits. Royalties $23.9mm $22.4mm Q3 2023 Q3 2024 Systemwide Sales Revenue $109.4mm $143.4mm Q3 2023 Q3 2024 Adj. EBITDA (1) $21.9mm $14.1mm Q3 2023 Q3 2024 $564.6mm $600.7mm Q3 2023 Q3 2024

YTD Q3 2024 HIGHLIGHTS 5 7.3% Sales Growth (1) System-Wide -2.7% SSS Decline (2) System-Wide 62 New Store Openings (3) YTD Q3 2024 $447.4mm Total Revenue YTD Q3 2024 $48.0mm Adj. EBITDA (4) YTD Q3 2024 $1,822.6mm System-Wide Sales (1) System-wide sales growth reflects the percentage change in sales in any given fiscal period compared to the prior fiscal period for all stores in that brand only when the brand is owned by FAT Brands. Because of acquisitions, new store openings and store closures, the stores open throughout both fiscal periods being compared may be different from period to period. (2) Same-store sales growth reflects the change in year-over-year sales for the comparable store base, which we define as the number of stores open and in the FAT Brands system for at least one full fiscal year. For stores that were temporarily closed, sales in the current and prior period are adjusted accordingly. Given our focused marketing efforts and public excitement surrounding each opening, new stores often experience an initial start-up period with considerably higher than average sales volumes, which subsequently decrease to stabilized levels after three to six months. Additionally, when we acquire a brand, it may take several months to integrate fully each location of said brand into the FAT Brands platform. Thus, we do not include stores in the comparable base until they have been open and in the FAT Brands system for at least one full fiscal year. (3) New store openings reflects the number of stores opened during a particular reporting period. The total number of new stores per reporting period and the timing of store openings has, and will continue to have, an impact on our results. (4) EBITDA is defined as earnings before interest, taxes, depreciation and amortization. We use the term EBITDA, as opposed to income from operations, as it is widely used by analysts, investors and other interested parties to evaluate companies in our industry. We believe that EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate to business performance. EBITDA is not a measure of our financial performance or liquidity that is determined in accordance with generally accepted accounting principles (“GAAP”), and should not be considered as an alternative to net income (loss) as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP. Adjusted EBITDA is defined as EBITDA (as defined above), excluding expenses related to acquisitions, refranchising gain or losses, impairment charges, and certain non-recurring or non-cash items that the Company does not believe directly reflect its core operations and may not be indicative of the Company’s recurring business operations. A reconciliation of net income presented in accordance with GAAP to EBITDA and adjusted EBITDA is set forth in the Appendix.

YTD Q3 2024 RESULTS 6 (1) EBITDA is defined as earnings before interest, taxes, depreciation and amortization. We use the term EBITDA, as opposed to income from operations, as it is widely used by analysts, investors and other interested parties to evaluate companies in our industry. We believe that EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate to business performance. EBITDA is not a measure of our financial performance or liquidity that is determined in accordance with generally accepted accounting principles (“GAAP”), and should not be considered as an alternative to net income (loss) as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP. Adjusted EBITDA is defined as EBITDA (as defined above), excluding expenses related to acquisitions, refranchising gain or losses, impairment charges, and certain non-recurring or non-cash items that the Company does not believe directly reflect its core operations and may not be indicative of the Company’s recurring business operations. A reconciliation of net income presented in accordance with GAAP to EBITDA and adjusted EBITDA is set forth in the Appendix. 2Q 2023 includes $12.7 million related to Employee Retention Tax Credits and 2Q 2024 includes $2.1 million related to Employee Retention Tax Credits. Royalties $69.2mm $67.6mm YTD Q3 2023 YTD Q3 2024 Systemwide Sales Revenue $321.8mm $447.4mm YTD Q3 2023 YTD Q3 2024 Adj. EBITDA (1) $64.2mm $48.0mm YTD Q3 2023 YTD Q3 2024 $1,698.9mm $1,822.6mm YTD Q3 2023 YTD Q3 2024

2024 STRATEGIC FOCUS 7 Accelerate Build-Out of 1,100+ Unit New Store Pipeline Drive Adj. EBITDA Growth ~$10mm from New Stores ~$5mm from Factory Maintain Strong Liquidity Continue to Build Net Asset Value for Future Liquidity (Debt Reduction) Event Grow Factory Production to Utilize ~60% Excess Capacity via Expanded Organic Channels & 3rd Party Dough & Mix Manufacturing Realize Purchasing Savings from ~$600mm in Purchasing Power Effectively Reducing Costs

APPENDIX

DEFINITIONS “EBITDA,” a non-GAAP measure, defined as earnings before interest, taxes, depreciation and amortization. We use the term EBITDA, as opposed to income from operations, as it is widely used by analysts, investors and other interested parties to evaluate companies in our industry. We believe that EBITDA is an appropriate measure of operating performance because it eliminates the impact of expenses that do not relate to business performance. EBITDA is not a measure of our financial performance or liquidity that is determined in accordance with generally accepted accounting principles (“GAAP”) and should not be considered as an alternative to net income (loss) as a measure of financial performance or cash flows from operations as measures of liquidity, or any other performance measure derived in accordance with GAAP. A reconciliation of net income presented in accordance with GAAP to EBITDA and adjusted EBITDA is set forth in the Appendix. “Adjusted EBITDA,” a non-GAAP measure, defined as EBITDA (as defined above), excluding expenses related to acquisitions, refranchising gain or losses, impairment charges, and certain non-recurring or non-cash items that the Company does not believe directly reflect its core operations and may not be indicative of the Company’s recurring business operations. A reconciliation of net income presented in accordance with GAAP to EBITDA and adjusted EBITDA is set forth in the Appendix. “Adjusted net loss,” a non-GAAP measure, defined as net loss plus the impact of adjustments and the tax effects of such adjustments. Adjusted net loss is presented because we believe it helps convey supplemental information to investors regarding our performance, excluding the impact of special items that affect the comparability of results in past quarters to expected results in future quarters. Adjusted net loss as presented may not be comparable to other similarly titled measures of other companies, and our presentation of adjusted net loss should not be construed as an inference that our future results will be unaffected by excluded or unusual items. Our management uses this non- GAAP financial measure to analyze changes in our underlying business from quarter to quarter based on comparable financial results. Reconciliations of net loss attributable to FAT Brands Inc. presented in accordance with GAAP to EBITDA, adjusted EBITDA and adjusted net loss are set forth in the Appendix. “Same-store sales growth” or “SSS” a non-GAAP measure, reflects the change in year-over-year sales for the comparable store base, which we define as the number of stores open and in the FAT Brands system for at least one full fiscal year. For stores that were temporarily closed, sales in the current and prior period are adjusted accordingly. Given our focused marketing efforts and public excitement surrounding each opening, new stores often experience an initial start-up period with considerably higher than average sales volumes, which subsequently decrease to stabilized levels after three to six months. Additionally, when we acquire a brand, it may take several months to integrate fully each location of said brand into the FAT Brands platform. Thus, we do not include stores in the comparable base until they have been open and in the FAT Brands system for at least one full fiscal year. “System-wide sales growth,” a non-GAAP measure, reflects the percentage change in sales in any given fiscal period compared to the prior fiscal period for all stores in that brand only when the brand is owned by FAT Brands. Because of acquisitions, new store openings and store closures, the stores open throughout both fiscal periods being compared may be different from period to period. I

CONSOLIDATED STATEMENT OF OPERATIONS II FAT Brands Inc. Consolidated Statements of Operations Thirteen Weeks Ended Thirty-Nine Weeks Ended (In thousands, except share and per share data) September 29, 2024 September 24, 2023 September 29, 2024 September 24, 2023 Revenue Royalties $ 22,353 $ 23,930 $ 67,618 $ 69,166 Restaurant sales 99,238 62,578 312,587 187,957 Advertising fees 9,708 9,960 29,569 28,979 Factory revenues 9,490 9,323 28,599 28,174 Franchise fees 2,576 2,477 5,170 4,042 Other revenue — 1,098 3,829 3,503 Total revenue 143,365 109,366 447,372 321,821 Costs and expenses General and administrative expense 34,481 24,458 94,044 62,820 Cost of restaurant and factory revenues 96,792 59,168 295,955 177,757 Depreciation and amortization 10,736 7,040 31,176 21,217 Refranchising loss 157 408 1,840 746 Advertising fees 10,032 11,671 37,275 33,808 Total costs and expenses 152,198 102,745 460,290 296,348 (Loss) income from operations (8,833) 6,621 (12,918) 25,473 Other (expense) income, net Interest expense (31,109) (25,319) (90,318) (70,417) Interest expense related to preferred shares (4,418) (4,417) (13,253) (13,771) Net gain (loss) on extinguishment of debt — (2,723) 427 (2,723) Other (expense) income, net (252) (128) (800) 137 Total other expense, net (35,779) (32,587) (103,944) (86,774) Loss before income tax provision (benefit) (44,612) (25,966) (116,862) (61,301) Income tax provision (benefit) 143 (1,310) 5,568 2,572 Net loss $ (44,755) $ (24,656) $ (122,430) $ (63,873) Net loss $ (44,755) $ (24,656) $ (122,430) $ (63,873) Dividends on preferred shares (1,935) (1,794) (5,736) (5,175) $ (46,690) $ (26,450) $ (128,166) $ (69,048) Basic and diluted loss per common share $ (2.74) $ (1.59) $ (7.54) $ (4.17) Basic and diluted weighted average shares outstanding 17,052,007 16,613,840 16,999,889 16,553,528 Cash dividends declared per common share $ 0.14 $ 0.14 $ 0.42 $ 0.42

CONSOLIDATED EBITDA & ADJ. EBITDA RECONCILIATION IV FAT Brands Inc. Consolidated EBITDA and Adjusted EBITDA Reconciliation Thirteen Weeks Ended Thirty-Nine Weeks Ended (In thousands) September 29, 2024 September 24, 2023 September 29, 2024 September 24, 2023 Net loss $ (44,755) $ (24,656) $ (122,430) $ (63,873) Interest expense, net 35,527 29,736 103,571 84,188 Income tax provision (benefit) 143 (1,310) 5,568 2,572 Depreciation and amortization 10,736 7,040 31,176 21,217 EBITDA 1,651 10,810 17,885 44,104 Bad debt expense 2,348 (630) 787 (12,701) Share-based compensation expenses 539 1,096 1,961 2,668 Non-cash lease expenses 398 558 1,786 1,232 Refranchising loss 157 408 1,840 746 Litigation costs 6,175 4,780 17,835 19,448 Severance 384 — 425 1,036 Net loss related to advertising fund deficit 1,563 1,591 4,985 4,365 Net (gain) loss on extinguishment of debt — 2,723 (427) 2,723 Pre-opening expenses 844 537 935 577 Adjusted EBITDA $ 14,059 $ 21,874 $ 48,012 $ 64,197

ADJUSTED NET LOSS RECONCILIATION V FAT Brands Inc. Adjusted Net Loss Reconciliation Thirteen Weeks Ended Thirty-Nine Weeks Ended (In thousands, except share and per share data) September 29, 2024 September 24, 2023 September 29, 2024 September 24, 2023 Net loss $ (44,755) $ (24,656) $ (122,430) $ (63,873) Refranchising loss 157 408 1,840 746 Net (gain) loss on extinguishment of debt — 2,723 (427) 2,723 Litigation costs 6,175 4,780 17,835 19,448 Severance 384 — 425 1,036 Tax adjustments, net (1) 22 (398) 937 1,365 Adjusted net loss $ (38,017) $ (17,143) $ (101,820) $ (38,555) Net loss $ (44,755) $ (24,656) $ (122,430) $ (63,873) Dividends on preferred shares (1,935) (1,794) (5,736) (5,175) $ (46,690) $ (26,450) $ (128,166) $ (69,048) Adjusted net loss $ (38,017) $ (17,143) $ (101,820) $ (38,556) Dividends on preferred shares (1,935) (1,794) (5,736) (5,175) $ (39,952) $ (18,937) $ (107,556) $ (43,731) Loss per basic and diluted share $ (2.74) $ (1.59) $ (7.54) $ (4.17) Adjusted net loss per basic and diluted share $ (2.34) $ (1.14) $ (6.33) $ (2.64) Weighted average basic and diluted shares outstanding 17,052,007 16,613,840 16,999,889 16,553,528 (1) Reflects the tax impact of the adjustments using the effective tax rate for the respective periods.

CONTACT INVESTOR RELATIONS: MEDIA RELATIONS: ICR MICHELLE MICHALSKI IR-FATBRANDS@ICRINC.COM 646-277-1224 FAT BRANDS ERIN MANDZIK EMANDZIK@FATBRANDS.COM 860-212-6509

Cover	Oct. 30, 2024
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Oct. 30, 2024
Entity Registrant Name	FAT Brands Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-38250
Entity Tax Identification Number	82-1302696
Entity Address, Address Line One	9720 Wilshire Blvd.
Entity Address, Address Line Two	Suite 500
Entity Address, City or Town	Beverly Hills
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90212
City Area Code	310
Local Phone Number	319-1850
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001705012
Amendment Flag	false
Class A Common Stock
Document Information [Line Items]
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Trading Symbol	FAT
Security Exchange Name	NASDAQ
Class B Common Stock
Document Information [Line Items]
Title of 12(b) Security	Class B Common Stock, par value $0.0001 per share
Trading Symbol	FATBB
Security Exchange Name	NASDAQ
Series B Cumulative Preferred Stock
Document Information [Line Items]
Title of 12(b) Security	Series B Cumulative Preferred Stock, par value $0.0001 per share
Trading Symbol	FATBP
Security Exchange Name	NASDAQ
Warrants to Purchase Common Stock
Document Information [Line Items]
Title of 12(b) Security	Warrants to purchase Class A Common Stock
Trading Symbol	FATBW
Security Exchange Name	NASDAQ