nath20240929

nath20240929_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended September 29, 2024.

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT of 1934
	For the transition period from to .

Commission File No. 001-35962

NATHAN'S FAMOUS, INC.

(Exact name of registrant as specified in its charter)

	Delaware	11-3166443
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

	One Jericho Plaza, Jericho, New York	11753
	(Address of principal executive offices)	(Zip Code)


Registrant's telephone number, including area code:		516-338-8500

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $.01 per share		NATH		The NASDAQ Global Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☒
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

At November 7, 2024 an aggregate of 4,084,615 shares of the registrant's common stock, par value of $.01, were outstanding.

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NATHAN'S FAMOUS, INC. AND SUBSIDIARIES

INDEX

		Page Number
PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements.	3

	Consolidated Balance Sheets – September 29, 2024 (Unaudited) and March 31, 2024	3

	Consolidated Statements of Earnings (Unaudited) – Thirteen and Twenty-six Weeks Ended September 29, 2024 and September 24, 2023	4

	Consolidated Statements of Changes in Stockholders’ Deficit (Unaudited) – Thirteen Weeks Ended September 29, 2024 and September 24, 2023	5

	Consolidated Statements of Changes in Stockholders’ Deficit (Unaudited) – Twenty-six Weeks Ended September 29, 2024 and September 24, 2023	6

	Consolidated Statements of Cash Flows (Unaudited) – Twenty-six Weeks Ended September 29, 2024 and September 24, 2023	7

	Notes to Consolidated Financial Statements	8

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations.	20

Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	31

Item 4.	Controls and Procedures.	32

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings.	33

Item 1A.	Risk Factors.	33

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	33

Item 3.	Defaults Upon Senior Securities.	33

Item 4.	Mine Safety Disclosures.	33

Item 5.	Other Information.	33

Item 6.	Exhibits.	34

SIGNATURES		35

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

Nathan’s Famous, Inc. and Subsidiaries

CONSOLIDATED BALANCE SHEETS

September 29, 2024 and March 31, 2024

(in thousands, except share and per share amounts)

	September 29, 2024			March 31, 2024
	(Unaudited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents (Note E)	$	31,207		$	21,027
Accounts and other receivables, net (Note G)		15,672			14,731
Inventories		1,005			842
Prepaid expenses and other current assets (Note H)		806			2,176
Total current assets		48,690			38,776

Property and equipment, net of accumulated depreciation of $12,095 and $11,687, respectively		2,394			2,673
Operating lease assets (Note Q)		5,494			6,203
Goodwill		95			95
Intangible asset, net (Note I)		608			695
Deferred income taxes		295			275
Other assets		127			141

Total assets	$	57,703		$	48,858

LIABILITIES AND STOCKHOLDERS’ DEFICIT

CURRENT LIABILITIES
Current portion of long-term debt	$	2,400		$	-
Accounts payable		6,395			5,744
Accrued expenses and other current liabilities (Note K)		5,052			7,615
Current portion of operating lease liabilities (Note Q)		1,907			1,887
Deferred franchise fees		318			327
Total current liabilities		16,072			15,573

Long-term debt, net of unamortized debt issuance costs of $413 and $438, respectively (Note P)		57,187			59,562
Operating lease liabilities (Note Q)		4,084			4,937
Other liabilities		861			810
Deferred franchise fees		783			899

Total liabilities		78,987			81,781

COMMITMENTS AND CONTINGENCIES (Note R)

STOCKHOLDERS’ DEFICIT
Common stock, $.01 par value; 30,000,000 shares authorized; 9,374,130 shares issued; and 4,084,615 shares outstanding at September 29, 2024 and March 31, 2024		94			94
Additional paid-in capital		63,353			62,936
Retained earnings (Accumulated deficit)		1,931			(9,291	)
Stockholders’ equity before treasury stock		65,378			53,739

Treasury stock, at cost, 5,289,515 shares at September 29, 2024 and March 31, 2024		(86,662	)		(86,662	)
Total stockholders’ deficit		(21,284	)		(32,923	)

Total liabilities and stockholders’ deficit	$	57,703		$	48,858

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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Nathan’s Famous, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF EARNINGS

(in thousands, except per share amounts)

(Unaudited)

	Thirteen weeks ended						Twenty-six weeks ended
	September 29, 2024			September 24, 2023			September 29, 2024			September 24, 2023

REVENUES
Branded Products	$	24,536		$	23,352		$	50,682		$	48,522
Company-owned restaurants		5,348			5,193			9,547			8,851
License royalties		9,491			8,339			22,412			19,997
Franchise fees and royalties		1,174			1,291			2,247			2,366
Advertising fund revenue		560			569			988			993
Total revenues		41,109			38,744			85,876			80,729

COSTS AND EXPENSES
Cost of sales		26,029			24,187			51,270			48,871
Restaurant operating expenses		1,389			1,340			2,518			2,383
Depreciation and amortization		247			315			496			628
General and administrative expenses		3,252			3,229			7,227			7,287
Advertising fund expense		560			569			988			993
Total costs and expenses		31,477			29,640			62,499			60,162

Income from operations		9,632			9,104			23,377			20,567

Interest expense		(1,441	)		(1,413	)		(2,501	)		(2,827	)
Loss on debt extinguishment (Note P)		(334	)		-			(334	)		-
Interest and dividend income		219			150			297			212
Other income, net		23			23			44			44

Income before provision for income taxes		8,099			7,864			20,883			17,996
Provision for income taxes		2,069			2,153			5,576			4,897
Net income	$	6,030		$	5,711		$	15,307		$	13,099

PER SHARE INFORMATION
Weighted average shares used in computing net income per share:
Basic		4,085			4,080			4,085			4,080
Diluted		4,095			4,092			4,092			4,090

Net income per share:
Basic	$

SEC Form 10-Q filed by Nathan's Famous Inc.