BBQ HOLDINGS, INC. (Form: 8-K, Received: 08/16/2021 09:09:02)

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): August 16, 2021

BBQ HOLDINGS, INC.

(Exact name of registrant as specified in its charter)



Minnesota	001-39053	83-4222776
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

(Address of principal executive offices) (Zip Code)

12701 Whitewater Drive, Suite 290, Minnetonka, MN 55343

(952) 294-1300

(Registrant’s telephone number, including area code)

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:

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

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

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

☐ 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:

DAVE
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	BBQ	The Nasdaq Global Market

Indicated 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 August 16, 2021, the Company issued a press release, which is attached hereto as Exhibit 99.1, announcing the financial results for the Company’s second quarter and fiscal year-to-date 2021.

The information set forth in Item 2.02 of this Current Report on Form 8-K is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information set forth in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended (the “Securities Act”), regardless of any general incorporation language in such filing.


Item 7.01. Regulation FD Disclosure.
BBQ Holdings, Inc. (the “Company”) has prepared an updated investor presentation containing certain information and financial highlights. Representatives of the Company intend to present some of or all of this presentation to current and prospective investors at various conferences and meetings. A copy of the investor presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by referenced.

Item 9.01.Financial Statements and Exhibits.



Exhibit No.		Description
99.1		Press Release Dated August 16, 2021

99.2		Investor Presentation

Page 2 of 3

SIGNATURE

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.


	BBQ HOLDINGS, INC.

Date: August 16, 2021	By:	/s/ James G. Gilbertson
		Name: James G. Gilbertson
		Title: Chief Financial Officer and Secretary

Page 3 of 3

BBQ Holdings, Inc. Reports Results for Second Quarter 2021

Updates Revenue and Earnings Guidance for 2021

MINNEAPOLIS, August 16, 2021 – BBQ Holdings, Inc. (NASDAQ: BBQ) (the “Company”), an innovating global owner and operator of restaurants, today reported financial results for the second fiscal quarter ended July 4, 2021.

Second Quarter 2021 Highlights:

Financial:

●

Net income of $15.8mm, which includes loan forgiveness of $14.1mm.

●

Adjusted EBITDA, a non-GAAP measure, was $5.1mm vs. a loss of $1.1mm second quarter 2020.

●

Combined brands restaurant level margins of 12.7% vs 0.4% last year.

Growth:

●

Purchased Village Inn, 114 franchise and 21 corporate restaurants, and 12 Bakers Square corporate restaurants.

●

Purchased 4 Famous Dave’s franchise restaurants in Nashville and Kentucky.

●

Famous Dave’s franchisee opened its first line-serve restaurant in Las Vegas, NV in August 2021.

Sales:

●

Company-owned Famous Dave’s 2021 second quarter SSS increased 35.2% compared to second quarter of 2020.

●

Company-owned Famous Dave’s 2021 second quarter SSS increased 14.5% compared to second quarter of 2019.

●

Franchise-operated Famous Dave’s SSS increased 42.7% in the second quarter 2021 compared to second quarter 2020.

●

Franchise-operated Famous Dave’s SSS increased 4.4% in the second quarter 2021 compared to second quarter 2019.

●

Granite City second quarter SSS increased 138.6% compared to second quarter 2020.

●

Granite City second quarter SSS decreased 10.4% compared to second quarter 2019.

Updated 2021 Guidance:

Based on the results to date through the second quarter 2021, and including the uncertainty related to COVID-19, the Company has updated its 2021 guidance as follows:

●

Net Revenue from $180 - $185mm to $183 - $188mm

●

Net Income from $5.1 - $5.5mm to $20.6 - $21.0mm

●

Cash EBITDA from $13.5 - $14mm to $14.5 - $15mm

Executive Comments

Jeff Crivello, CEO, commented, “This quarter was marked by some momentous events that have positioned the Company for tremendous growth. Without question we saw our team execute at a high level to drive our four growth initiatives; operational improvements, organic new units, filling the latent capacity of our current restaurants, and accretive M&A. With the recently completed acquisition of Village Inn and Bakers Square, we look forward to working collaboratively to improve, reinvigorate, and leverage our infrastructure as a launch pad for growth. Our ability to drive cash flow throughout the year has been a huge step towards building a very strong balance sheet.

Key Operating Metrics


	Three Months Ended							Six Months Ended
	July 4, 2021			June 28, 2020				July 4, 2021			June 28, 2020
Restaurant count:
Franchise-operated		100			95			100			95
Company-owned		47			50			47			50
Total		147			145			147			145
Same store net restaurant sales %:
Franchise-operated		42.7	%		(31.5)	%		29.6	%		(22.7)	%
Company-owned		65.6	%		(22.9)	%		45.5	%		(11.5)	%
Total		51.0	%		(30.0)	%		34.7	%		(20.6)	%

(in thousands, expect per share data)

System-wide restaurant sales⁽¹⁾	$	104,531		$	88,315		$	138,134		$	109,018

Net income attributable to shareholders	$	15,786		$	(6,252)		$	16,585		$	7,455

Net (loss) income attributable to shareholders, per diluted share	$	1.64		$	(0.68)		$	1.73		$	0.82

Adjusted EBITDA⁽²⁾	$	5,104		$	(1,070)		$	8,224		$	(1,527)

(1)	System-wide restaurant sales include sales for all Company-owned and franchise-operated restaurants, as reported by franchisees. Restaurant sales for franchise-operated restaurants are not revenues of the Company and are not included in the Company’s consolidated financial statements.

(2)	Adjusted EBITDA is a non-GAAP measures. A reconciliation of all non-GAAP measures to the most directly comparable GAAP measure is included in the accompanying financial tables. See “Non-GAAP Reconciliation.”

Second Quarter 2021 Review

Total revenue for the second quarter of 2021 was $45.5 million, up 64.0% from the second quarter of 2020. The increase in year-over-year restaurant net sales for the quarter ended July 4, 2021 was driven primarily by the easing of dining restrictions in the second quarter of 2021.

To-go sales, which were 49.1% of our same store sales at Company-owned Famous Dave’s restaurants, decreased 16.4% in the second quarter of fiscal 2021 compared to the prior year period. This decrease in same store sales was more than offset by an increase of 240.9% and 205.4% of our dine-in and catering sales, respectively. The increase in dine-in sales was due to our dining rooms being open in the second quarter of 2021 and the easing of restrictions on group gathering contributed to our increase in catering sales. In the second quarter of 2021, dine-in same store sales at our Granite City restaurants increased 197.8% over the second quarter of 2020 due to the opening of our dining rooms.

Restaurant-level operating margin, as a percentage of restaurant net sales, for Company-owned restaurants was 12.7% in the second quarter of fiscal 2021 compared to 0.4% in the second quarter of fiscal 2020. This increase in restaurant-level operating margin was primarily a result of the reduction of labor and food costs as our restaurant operators adjusted to the increase in to-go sales and reduction of dine-in customers because of COVID-19 concerns. General and administrative expenses for the quarter ended July 4, 2021 and June 28, 2020 represented approximately 9.6% and 13.7% of total revenues, respectively. The decrease in general and administrative expenses as a percentage of revenue in the second quarter of 2021 was due primarily to the increase in the revenue base with the easing of COVID-19 government-mandated restrictions which were in place during the second quarter of 2020.

Page 2 of 8

Net income attributable to shareholders was approximately $15.8 million, or $1.70 per share, in the second quarter of fiscal 2021 compared to net loss of $6.3 million, or $0.68 per share, in the second quarter of fiscal 2020. Of the $15.8 million of net income, $14.1 million was related to the gain on the forgiveness of our PPP loans. Adjusted EBITDA, a non-GAAP measure, was approximately $5.1 million, or $0.55 per share, compared to adjusted EBITDA of approximately $(1.1) or $(0.12) per share, in the second quarter of fiscal 2020. A reconciliation between adjusted EBITDA and its most directly comparable GAAP measure is included in the accompanying financial tables.

About BBQ Holdings

BBQ Holdings, Inc. (NASDAQ: BBQ) is a national restaurant company engaged in the ownership and operation of casual and fast dining restaurants. As of August 13, 2021, BBQ Holdings had six brands with 299 locations in three countries including 85 Company owned locations and 214 franchised locations. In addition to these locations, the Company opened eight Company-owned Famous Dave’s ghost kitchens operating within its Granite City locations, and 17 Famous Dave’s franchisee ghost kitchens operating out of the kitchen of another restaurant location or a shared kitchen space. While BBQ Holdings continues to diversify its ownership in the restaurant community, it was founded with the principle of combining the “art and science” of barbecue to serve up the very best of the best to barbecue lovers everywhere. BBQ Holdings, through partnerships, has extended Travis Clark’s award-winning line of barbecue sauces, rubs and seasonings into the retail market. Along with a wide variety of BBQ favorites served at their BBQ restaurants, BBQ Holdings newest addition, Granite City Food and Brewery, offers award winning craft beer and a made-from-scratch, chef driven menu featuring contemporary American cuisine. Village Inn and Bakers Square are the most recent additions to the company and add a legendary Family Dining element to BBQ Holdings.

Non-GAAP Financial Measures

To supplement its consolidated financial statements, which are prepared and presented in accordance with accounting principles generally accepted in the United States (“GAAP”), the Company uses non-GAAP measures including those indicated below. These non-GAAP measures exclude significant expenses and income that are required by GAAP to be recorded in the Company’s consolidated financial statements and are subject to inherent limitations. By providing non-GAAP measures, together with a reconciliation to the most comparable GAAP measure, the Company believes that it is enhancing investors’ understanding of the Company’s business and results of operations. These measures are not intended to be considered in isolation of, as substitutes for, or superior to, financial measures prepared and presented in accordance with GAAP. The non-GAAP measures presented may be different from the measures used by other companies. The Company urges investors to review the reconciliation of its non-GAAP measures to the most directly comparable GAAP measure, included in the accompanying financial tables.

Adjusted EBITDA is net income (loss), plus asset impairment, estimated lease termination charges and other closing costs, settlement agreements, depreciation and amortization, interest expense, net, net (loss) gain on disposal of equipment, stock-based compensation, severance, acquisition costs, COVID-19-related expense and provision (benefit) for income taxes.

Forward-Looking Statements

Statements in this press release that are not strictly historical, including but not limited to statements regarding the timing of the Company’s restaurant openings, the timing of refreshes and the timing or success of refranchising plans, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, which may cause the Company’s actual results to differ materially from expected results. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectation will be attained. Factors that could cause actual results to differ materially from the Company’s expectation include the impact of the COVID-19 virus pandemic, financial performance, restaurant industry conditions, execution of restaurant development and construction programs, franchisee performance, changes in local or national economic conditions, availability of financing, governmental approvals and other risks detailed from time to time in the Company’s SEC reports.

Contact:Jeff Crivello – Chief Executive Officer
jeff.crivello@bbq-holdings.com

Page 3 of 8

BBQ HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(Unaudited)


	Three Months Ended				Six Months Ended
	July 4, 2021		June 28, 2020		July 4, 2021		June 28, 2020
Revenue:
Restaurant sales, net	$	41,205	$	24,989	$	74,808	$	45,692
Franchise royalty and fee revenue		2,946		1,951		5,320		4,475
Franchisee national advertising fund contributions		421		242		749		524
Licensing and other revenue		948		580		1,962		926
Total revenue		45,520		27,762		82,839		51,617

Costs and expenses:
Food and beverage costs		11,932		7,717		21,989		14,471
Labor and benefits costs		12,429		8,066		22,683		15,787
Operating expenses		11,594		9,104		21,843		15,730
Depreciation and amortization expenses		1,433		1,378		2,985		2,423
General and administrative expenses		4,544		3,803		8,582		6,835
National advertising fund expenses		421		242		749		524
Asset impairment, estimated lease termination charges and other closing costs, net		25		4,779		37		4,952
Pre-opening expenses		92		2		120		27
Gain on disposal of property, net		143		(100)		135		(577)
Total costs and expenses		42,613		34,991		79,123		60,172

Income (loss) from operations		2,907		(7,229)		3,716		(8,555)

Other income (expense):
Interest expense		(261)		(237)		(315)		(356)
Interest income		74		59		98		102
Gain upon debt extinguishment		14,109		—		14,109		—
Gain on bargain purchase		—		(689)		—		13,675
Total other income (expense) income		13,922		(867)		13,892		13,421

Income (loss) before income taxes		16,829		(8,096)		17,608		4,866

Income tax (expense) benefit		(399)		1,897		(481)		2,246

Net income (loss)		16,430		(6,199)		17,127		7,112
Net (income) loss attributable to non-controlling interest		(644)		(53)		(542)		343
Net income (loss) attributable to shareholders	$	15,786	$	(6,252)	$	16,585	$	7,455


Income (loss) per common share:
Basic net income (loss) per share attributable to shareholders	$	1.70	$	(0.68)	$	1.79	$	0.82
Diluted net income (loss) per share attributable to shareholders	$	1.64	$	(0.68)	$	1.73	$	0.82
Weighted average shares outstanding - basic		9,304		9,138		9,256		9,132
Weighted average shares outstanding - diluted		9,615		9,138		9,567		9,132

Page 4 of 8

BBQ HOLDINGS, INC. AND SUBSIDIARIES

OPERATING RESULTS

(unaudited)


	Three Months Ended				Six Months Ended
	July 4, 2021		June 28, 2020		July 4, 2021		June 28, 2020
Food and beverage costs⁽¹⁾	29.0	%	30.9	%	29.4	%	31.7	%
Labor and benefits costs⁽¹⁾	30.2	%	32.3	%	30.3	%	34.6	%
Operating expenses⁽¹⁾	28.1	%	36.4	%	29.2	%	34.4	%
Restaurant level operating margin⁽¹⁾⁽²⁾	12.7	%	0.4	%	11.1	%	(0.6)	%
Depreciation and amortization expenses⁽³⁾	3.1	%	5.0	%	3.6	%	4.7	%
General and administrative expenses⁽³⁾	10.0	%	13.7	%	10.4	%	13.2	%
Income (loss) from operations⁽³⁾	6.4	%	(26.0)	%	4.5	%	(16.6)	%

(1)	As a percentage of restaurant sales, net

(2)	Restaurant level margins are equal to restaurant sales, net, less restaurant level food and beverage costs, labor and benefit costs, and operating expense.

(3)	As a percentage of total revenue

Page 5 of 8

BBQ HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)

(unaudited)


ASSETS
Current assets:	July 4, 2021		January 3, 2021
Cash and cash equivalents	$	38,358	$	18,101
Restricted cash		824		1,502
Accounts receivable, net of allowance for doubtful accounts of $259,000 and $132,000, respectively		4,966		4,823
Inventories		2,433		2,271
Prepaid expenses and other current assets		2,881		1,252
Assets held for sale		1,024		1,070
Total current assets		50,486		29,019

Property, equipment and leasehold improvements, net		31,112		32,389

Other assets:
Operating lease right-of-use assets		60,787		61,634
Goodwill		601		601
Intangible assets, net		9,733		9,967
Deferred tax asset, net		4,623		4,934
Other assets		1,660		1,724
	$	159,002	$	140,268

LIABILITIES AND SHAREHOLDERS’ EQUITY

Current liabilities:
Accounts payable	$	7,050	$	6,385
Current portion of lease liabilities		6,844		6,185
Current portion of long-term debt		2,165		2,111
Accrued compensation and benefits		6,313		2,390
Other current liabilities		8,814		9,766
Total current liabilities		31,186		26,837

Long-term liabilities:
Lease liabilities, less current portion		61,839		63,105
Long-term debt, less current portion		7,131		22,169
Other liabilities		1,376		1,224
Total liabilities		101,532		113,335

Shareholders’ equity:
Common stock, $.01 par value, 100,000 shares authorized, 10,357 and 9,307 shares issued and outstanding at July 4, 2021 and January 3, 2021, respectively		104		93
Additional paid-in capital		22,147		8,748
Retained earnings		35,955		19,370
Total shareholders’ equity		58,206		28,211
Non-controlling interest		(736)		(1,278)
Total equity		57,470		26,933
	$	159,002	$	140,268

Page 6 of 8

BBQ HOLDINGS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


	Six Months Ended
	July 4, 2021		June 28, 2020
Cash flows from operating activities:
Net income	$	17,127	$	7,112
Adjustments to reconcile net income to cash flows provided by operations:
Depreciation and amortization		2,985		2,423
Stock-based compensation		638		248
Net gain on disposal		135		(577)
Asset impairment, estimated lease termination charges and other closing costs, net		—		4,710
Gain on forgiveness of debt		(14,109)		—
Gain on bargain purchase		—		(13,675)
Deferred income taxes		481		(2,295)
Other non-cash items		168		547
Changes in operating assets and liabilities:
Accounts receivable, net		(188)		(240)
Prepaid expenses and other current assets		(2,479)		(1,991)
Accounts payable		665		2,292
Accrued and other liabilities		3,461		964
Cash flows provided by (used for) operating activities		8,884		(482)

Cash flows from investing activities:
Purchases of property, equipment and leasehold improvements		(1,114)		(2,000)
Payments for acquired restaurants		—		(4,952)
Transfer from HFS		46		—
Payments received on note receivable		23		12
Cash flows provided by (used for) investing activities		(1,045)		(6,940)

Cash flows from financing activities:
Proceeds from long-term debt		—		22,058
Payments for debt issuance costs		10		(45)
Payments on long-term debt		(1,042)		—
Proceeds from sale of common stock, net of offering costs		12,462		—
Proceeds from exercise of stock options		310		—
Cash (used for) provided by financing activities		11,740		22,013

Increase in cash, cash equivalents and restricted cash		19,579		14,591
Cash, cash equivalents and restricted cash, beginning of period		19,603		6,086
Cash, cash equivalents and restricted cash, end of period	$	39,182	$	20,677

Page 7 of 8

BBQ HOLDINGS, INC. AND SUBSIDIARIES

NON-GAAP RECONCILIATION

(in thousands, except per share data)

(unaudited)


	Three Months Ended					Six Months Ended
(dollars in thousands)	July 4, 2021		June 28, 2020			July 4, 2021		June 28, 2020
Net income	$	16,430	$	(6,199)	$	17,127	$	7,112
Asset impairment and estimated lease termination charges and other closing costs		25		4,779		37		4,952
Depreciation and amortization		1,433		1,378		2,985		2,423
Interest expense, net		187		178		217		254
Net (gain) loss on disposal of equipment		143		(100)		135		(577)
Stock-based compensation		320		131		638		137
Acquisition costs		184		249		184		(62)
Pre-opening costs		92		2		120		27
Severance		—		10		—		28
Gain on debt forgiveness		(14,109)		—		(14,109)		—
Gain on bargain purchase		—		(689)		—		(13,675)
Provision for income taxes		399		(1,897)		481		(2,246)
COVID-19-related expense (1)		—		—		409		—
Adjusted EBITDA	$	5,104	$	(2,158)	$	8,224	$	(1,627)

(1)

COVID-19 expenses consisted primarily of cleaning and sanitation supplies, payments to employees for unemployment related costs, inventory waste, rent and rent-related costs for limited-operations restaurants from the day that the restaurant dining room partially or fully closed.


	Cash EBITDA Guidance Range
(dollars in thousands)	FY 2021		FY 2021
Net income	$	20,592	$	20,971
Asset Impairment		35		35
Depreciation and amortization		5,591		5,684
Interest expense, net		200		204
Net (gain) loss on disposal		124		127
Stock-based compensation		1,096		1,117
Acquisition costs		169		172
Pre-opening costs		110		113
Severance		5		5
Gain upon debt extinguishment		(14,109)		(14,109)
Provision for income tax		441		450
Non-cash rent		240		245
Cash EBITDA	$	14,494	$	15,013

Page 8 of 8

Exhibit 99.2

CONFIDENTIAL AND PROPRIETARY INFORMATION August 2021

CONFIDENTIAL AND PROPRIETARY INFORMATION Non-GAAP Financial Measures To supplement its consolidated financial statements, which are prepared and presented in accordance with accounting principles generally accepted in the United States (“GAAP”), the Company uses non-GAAP measures including those indicated below. These non-GAAP measures exclude significant expenses and income that are required by GAAP to be recorded in the Company’s consolidated financial statements and are subject to inherent limitations. By providing non-GAAP measures, together with a reconciliation to the most comparable GAAP measure, the Company believes that it is enhancing investors’ understanding of the Company’s business and results of operations. These measures are not intended to be considered in isolation of, as substitutes for, or superior to, financial measures prepared and presented in accordance with GAAP. The non-GAAP measures presented may be different from the measures used by other companies. The Company urges investors to review the reconciliation of its non-GAAP measures to the most directly comparable GAAP measure, included in the accompanying financial tables. Adjusted net income (loss) from continuing operations is net income (loss) from continuing operations, plus asset impairment, estimated lease termination and other closing costs, settlement agreements, net (loss) gain on disposal of equipment, stock-based compensation, severance, and the related tax impact. This number is divided by the weighted-average number of basic shares of common stock outstanding during each period presented to arrive at adjusted net income (loss) from continuing operations, per share. Adjusted EBITDA is net income (loss), including discontinued operations, plus asset impairment, estimated lease termination and other closing costs, settlement agreements, depreciation and amortization, interest expense, net, net (loss) gain on disposal of equipment, stock-based compensation, severance and provision (benefit) for income taxes. Forward-Looking Statements Statements in this press release that are not strictly historical, including but not limited to statements regarding the timing of the Company’s restaurant openings and the timing or success of refranchising plans, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, which may cause the Company’s actual results to differ materially from expected results. Although the Company believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectation will be attained. Factors that could cause actual results to differ materially from Famous Dave’s expectation include financial performance, restaurant industry conditions, execution of restaurant development and construction programs, franchisee performance, changes in local or national economic conditions, availability of financing, governmental approvals and other risks detailed from time to time in the Company’s SEC reports. SAFE HARBOR STATEMENT

CONFIDENTIAL AND PROPRIETARY INFORMATION NEW 2021 GUIDANCE Net Restaurant Rev $183-188 MM System-wide Sales $475-480 MM Cash1 2 $24.8 MM 2021 Cash EBITDA 3 $14.5 – 15.0 MM Net Income $20.6-21.0 MM 1 $Cash balance as of 8/1/2021 2 $0.82 MM restricted cash (Source: Company 2nd Qrt. 10Q) 3 See reconciliation (page 35) NASDAQ: BBQ Royalty & License Rev $13-14 MM Long Term Bank Debt $9.3 MM 85 Company-owned locations 214 Franchised restaurants in 36 states >71% Franchised NASDAQ: BBQ ~10.4 MM Shares Outstanding Corporate: Famous Dave’s 31, Granite City’s 18, Clark Crew 1, Real Urban BBQ 2, Village Inn 21, Bakers Square 12

CONFIDENTIAL AND PROPRIETARY INFORMATION WHO WE ARE Famous Dave understands what it’s like when the odds are against you. A Native American kid at the bottom half of his high school class, he didn’t have a whole lot of opportunities, but he had dreams and perseverance. His goal: create the best food America ever tasted. BBQ was a passion he caught from his dad, a Southerner working in construction. They always knew where to find the best ribs: the street-corner vendors with their 55 gallon smokers, cooking it up in the tradition of the deep South. After years of learning all he could about BBQ, he opened the first Famous Dave’s in Hayward, WI in 1994, quickly gaining great popularity. In 2020 the company began acquiring other brands in the pursuit of a diversified portfolio to display its passion for hospitality. Our focus is on evolving and elevating the guest experience, maximizing the capacity of each restaurant, and growing both organically and acquisitively. This 50 year obsession is with one purpose: To delight Guests with the most enjoyable and authentic experience possible. With an entrepreneurial management team and vision in place, yes in the answer, what’s the question?

CONFIDENTIAL AND PROPRIETARY INFORMATION OUR PORTFOLIO FAMOUS DAVE’S VILLAGE INN GRANITE CITY BAKERS SQUARE REAL URBAN BBQ CLARK CREW BBQ Total Corporate Locations 31 21 18 12 2 1 85 Franchise Locations 100 114 0 0 0 0 214 Total Locations 131 135 18 12 2 1 299 Growth Plan New line serve and drive thru locations New trendy breakfast prototype Dual concept with new breakfast brand Sell pies in retail, kiosk and other restaurants New line serve locations and CPG’s New full serve locations and CPG’s

CONFIDENTIAL AND PROPRIETARY INFORMATION CORPORATE RESTAURANT REVENUE 37% $81,200,000 9% $18,800,000 17% $37,600,000 2% $4,000,000 3% $7,500,000 31% $68,000,000 12 Months

CONFIDENTIAL AND PROPRIETARY INFORMATION GROWTH DRIVERS • Unified POS Roll-out • Back of house (BOH) equipment technology non-prime cost reductions • Menu reductions • Continued evolution & enhancement of off- premise experience • Continue to acquire immediately accretive brands which have withstood the test of time • Buy-in franchise units at accretive valuations • Lease or purchase prime second gen restaurant real estate • Line Service Prototype • Line Service w/ Drive Thru • Delivery service provider (DSP) Guest Conversion to Native • Pipeline of new franchisees • Ghost Kitchens • Dual Concepts Operational Improvement Organic Opportunities M&A

CONFIDENTIAL AND PROPRIETARY INFORMATION FAMOUS DAVE’S

CONFIDENTIAL AND PROPRIETARY INFORMATION FAMOUS DAVE’S OVERVIEW • 31 Corporate Stores in U.S. generating $81.0-$83.0 MM in revenue in 2021 • 100 franchise stores in U.S., Canada and UAE generating ~$220 MM in revenue • Average Corporate Unit Volume (AUV): $2.7-$2.8 MM • Strong & Consistent Metrics - Food Costs 30% - Labor Costs: 31% - Occupancy: 7% • Famous Dave Ghost Kitchens - 8 in Granite City’s - 17 in 3rd Party - 10 Additional Units expected in 2021 (10 Franchise) • Dual Concept - Famous Dave’s & Texas T-Bone Colorado Springs, CO - Famous Dave’s & Cowboy Jacks – Woodbury, MN

CONFIDENTIAL AND PROPRIETARY INFORMATION ORGANIC GROWTH Ghost/Virtual/Dual Concepts/New Franchisees Newly signed 25 Ghost Kitchen Units Robust Franchisee Pipeline Activity • Increased activity due to take out success over the past 12 months • Franchisee to build a new line service concept in Coon Rapids, MN • Franchisee working with BBQ to open a drive thru concept in Salt Lake City, UT • Franchisee building a line serve in Las Vegas, NV Dual Concepts • Third party opened a Texas T-Bone Steakhouse / Famous Dave’s in Colorado Springs, CO • Famous Dave’s and Cowboy Jack’s in Woodbury, MN • Multiple Dual Concept Famous Dave’s / Johnny Carinos

CONFIDENTIAL AND PROPRIETARY INFORMATION GROWTH: LINE SERVICE MODEL First location opened in Las Vegas August 5th Second location opening in Coon Rapids MN. Mid October

CONFIDENTIAL AND PROPRIETARY INFORMATION GROWTH: DRIVE THRU PROTOTYPE

CONFIDENTIAL AND PROPRIETARY INFORMATION GROWTH: DUAL CONCEPTS Other (ie: Pizzeria or Saloon) Dual/Virtual Concept with a known pizza brand that has simplistic operations with low up front capital investment. $800k revenue with 25% Flow through. Potential for $200k additional EBITDA per location. Texas T-Bone The Company is using its learnings from dual branding with Texas T-Bone in Colorado Springs, CO. Expectation is to add $1-1.3m additional revenue with 25% flow through when a Famous Dave’s is teamed up with another brand. Potential for $250-325k additional EBITDA per location. Famous Dave’s 6,500 sq. ft. boxes were designed to execute at a higher AUV level than its current AUV of $2.7 MM.

CONFIDENTIAL AND PROPRIETARY INFORMATION GROWTH: EXPANDING CPG LICENSING CPG (Consumer Packaged Goods) – Passive Revenue • BBQ receives a 3% licensing fee • 2021 licensing revenue ~$1.5 million • Famous Dave’s has more SKU’s than any other restaurant in retail

CONFIDENTIAL AND PROPRIETARY INFORMATION VILLAGE INN & BAKERS SQUARE

CONFIDENTIAL AND PROPRIETARY INFORMATION AUTHENTIC FAMILY DINING BRANDS WITH LONG HISTORIES • Founded in Denver, Colorado in 1958 • Known for breakfast all day, especially pancakes • Located primarily in the Rockies, the Mid West, Arizona, and Florida • Founded in Des Moines, Iowa in 1969 • Celebrated for soups, sandwiches, and pies • Located in the Mid West Village Inn: Bakers Square:

CONFIDENTIAL AND PROPRIETARY INFORMATION 12-month Rest. Revenue(1) 12-month Rest. Revenue(1) 12-month Rest. Revenue 12-month Royalty Revenue 12-month Royalty Revenue 12-month Royalty Revenue 12-month Operating EBITDA(2) 12-month Operating EBITDA(2] 12-month Operating EBITDA(2) Locations Locations Locations % Franchised % Franchised % Franchised 12-month AUV(3) 12-month AUV(3) Average Check(3) Average Check(3) VILLAGE INN AND BAKERS SQUARE AT A GLANCE • For over 60 years, Village Inn and Bakers Square have delivered award-winning pies and family favorites in a warm and friendly environment • These venerable brands are the go-to restaurant destinations to buy whole pies during the holidays 21 Village Inn Company Stores 114 Village Inn Franchise Stores 12 Bakers Square Stores 1) Reflects company-owned store-level Net Revenue 2) Reflects restaurant store-level EBITDA and franchise royalty revenue 3) Reflects company-owned store locations 7 1 3 20 3 8 9 7 9 4 2 20 3 2 5 1 2 1 7 5 1 Total $56.4M $37.6M $18.8M $4.0M $4.0M $0.0M $8.2M $7.7M $0.5M 148 135 12 77.0% 84.0% 0.0% $1.8M $1.7M $12.06 $15.62 2 1 6 2 6 7 4 1

CONFIDENTIAL AND PROPRIETARY INFORMATION OUR VISION FOR VILLAGE INN AND BAKERS SQUARE GROWTH • Bakers Square – The best pie in America can be sold in many retail locations including grocery, kiosks, and our other restaurants (Famous Dave’s, Granite City, Real Urban BBQ). • Village Inn - Rejuvenate the brand with a new VI Café prototype and launch a new growth initiative.

CONFIDENTIAL AND PROPRIETARY INFORMATION HOW VILLAGE INN & BAKERS SQUARE DELIVER Homemade Home-style breakfast is key Primarily pie, but the whole menu generally conveys home-style food Variety and Customization Breakfast items are the strongest menu segment Across all day parts Quality Great breakfast and highest quality pie Unique pies are high quality offerings Fresh Breakfast is largely made from scratch Large variety of fresh baked pies Value Village Inn Breakfast represents greatest value for number of options and price Affordable items Key Business Driver Strong Secondary Value Proposition

CONFIDENTIAL AND PROPRIETARY INFORMATION 40% 9% 9% 8% 5% 16% 14% 3.4% 8.6% 6.0% 19.8% 62.1% <5 Years 5-10 Years 10-15 Years 15-20 Years 20+ Years Significant Franchisee Tenure with the Brand Percentage of Units Owned by Franchisees FRANCHISE SYSTEM & PERFORMANCE Largest franchisee represents 29% of system sales, no other franchisee represents more than 10% of system sales > 80% with brand more than 15 years Franchisee 1(1) Franchisee 3 Franchisee 4 Franchisee 5 Franchisees 6-10 Others Franchisee 2 1) Third generation franchisee

CONFIDENTIAL AND PROPRIETARY INFORMATION GRANITE CITY FOOD & BREWERY

CONFIDENTIAL AND PROPRIETARY INFORMATION GRANITE CITY OVERVIEW • Founded in 1999 • 18 Corporate Stores in U.S. generating $65-$67 MM in revenue in 2021 • Average Unit Volume (AUV): $3.8-$3.9 MM • 2019 Corporate Store Sales of $75 MM • 25% Liquor Mix • 10% of Revenue in Sunday Brunch Pre-Pandemic • Strong & Consistent Metrics: - Food Costs 27% - Labor Costs: 37% - Occupancy: 12%

CONFIDENTIAL AND PROPRIETARY INFORMATION GRANITE CITY GROWTH OPPORTUNITIES • Re-establish same store sales growth • New Loyalty / Mobile App Program • Beer Subscription Program • Ghost Kitchens • Dual Concepts • Off-Premise Revenue growth • Brewery 3rd Party Revenue opportunities

CONFIDENTIAL AND PROPRIETARY INFORMATION ADDING FAMOUS DAVE’S GHOST KITCHENS Ghost Kitchen Concept • Began adding Famous Dave’s in Granite City restaurant in 2020: - Ghost kitchens are generating an average of $7,000/store per week at corporate locations through this initiative - Currently have Ghost kitchens in 8 Granite City’s - Menu is being offered through DSP providers and also a native in store Pick-Up experience - Where volume warrants, investing in separate To-Go areas to streamline operations and improve guest experience - Most productive locations will evolve into a dual concept Weekly Ghost Kitchen Sales

CONFIDENTIAL AND PROPRIETARY INFORMATION GRANITE CITY: DUAL CONCEPTS Similar to Famous Dave’s, the GC kitchens were designed for ~$6 MM annual volume. Pre-covid AUV was $3.9 MM We believe a high-end breakfast concept featuring gourmet/innovative omelet's, French toast and pancakes plus alcohol would work well within our restaurants by adding a breakfast daypart. Operating Hours: • Breakfast Concept: 6 am – 2 pm • Granite City: 2 pm – 11 pm • 10 Potential Locations Dual Concept that has an operating structure with low up front capital investment. $1.5MM revenue with 25% Flow through. Potential for $375k additional EBITDA per location.

CONFIDENTIAL AND PROPRIETARY INFORMATION CLARK CREW BBQ

CONFIDENTIAL AND PROPRIETARY INFORMATION CLARK CREW BBQ OVERVIEW • Over 600 top 10 awards including Jack Daniels Grand Champion & National Team of the Year • Partnered with BBQ Holdings to open first location in December 2019 • $7.0-$7.5 MM in revenue in 2021 • BBQ Holdings owns a controlling interest in restaurant, 49% of CPG’s and rights to franchise

CONFIDENTIAL AND PROPRIETARY INFORMATION CLARK CREW BBQ ORGANIC GROWTH CPG Business • Currently sauces and rubs are in ~60 stores. New Locations • Hub & Spoke Model • 4k sq. ft. Catering • High-end events • Wide open opportunity in OKC

CONFIDENTIAL AND PROPRIETARY INFORMATION REAL URBAN BBQ

CONFIDENTIAL AND PROPRIETARY INFORMATION REAL URBAN BBQ OVERVIEW • Founded in 2009 by Jeff Shapiro who is current Director of Culinary & Development for BBQ • Acquired concept for Line Service Prototype • $2.0-$2.5 MM in revenue in 2021 • 1.5 minute ticket times • $350K CPG Revenue in 2020

CONFIDENTIAL AND PROPRIETARY INFORMATION REAL URBAN BBQ ORGANIC GROWTH CPG Business • Opportunities to increase offerings Additional Corporate or Franchise Line Service Units • Proven efficiencies - 1-2 min Ticket Times - Reduced Total Labor Costs - Efficient and effective guest experience - Simplified Menu and Offerings

CONFIDENTIAL AND PROPRIETARY INFORMATION TARGET M&A

CONFIDENTIAL AND PROPRIETARY INFORMATION VISION TO BUILD A DIVERSE PORTFOLIO OF ESTABLISHED FOOD AND BEVERAGE CONCEPTS What we look for: • Legacy brands that have stood the test of time • Franchise systems with growth potential • Potential for CPG sold in retail • Utilize expertise in digital marketing to attract new customers • Accretive acquisitions (~3x EBITDA) that fold into our current infrastructure Recent M&A: • Granite City purchased in 2020 at 1.3x 2019 EBITDA ($7MM of synergies realized) • Real Urban purchased in 2020 at <1x realized 2020 EBITDA • Village Inn and Bakers Square July 2021 at a proforma of ~3X EBITDA We are currently analyzing additional opportunities.

CONFIDENTIAL AND PROPRIETARY INFORMATION INVESTMENT SUMMARY Currently >67% franchised Delivering profitable growth through operational improvement, opportunistic acquisitions, and plan to expand corporate owned and/or franchisee unit count Fully aligned, seasoned management team dedicated to creating shareholder value. Leverage structural synergies with existing infrastructure to add new concepts driving EBITDA. Always searching for new and economical ways for our customers to experience our food on demand. Intuitive and industry leading Digital Marketing Team. Huge growth potential with laser focus on growing high margin recurring royalty stream with newly developed Famous Dave’s small box with best-in- class unit-level economics. Very high flow through dual concepts. Robust M&A pipeline.

CONFIDENTIAL AND PROPRIETARY INFORMATION ADJUSTED EBITDA RECONCILIATION BBQ Holdings, Inc. and Subsidiaries Non-GAAP Reconciliation Cash EBITDA Guidance Range Restaurant Revenue $183,000,000 $188,000,000 FY 21 FY 21 (dollars in thousands) Net income $20,592 $20,971 Asset impairment and estimated lease termination charges and other closing costs $35 $35 Depreciation and amortization $5,591 $5,684 Interest expense, net $200 $204 Net (gain) loss on disposal of equipment $124 $127 Stock-based compensation $1,096 $1,117 Acquisition costs $169 $172 Pre-opening costs $110 $113 Severance $5 $5 Gain on bargain price $0 $0 Gain Upon Debt Extinguishment ($14,109) ($14,109) Provision for income taxes $441 $450 Non Cash Rent $240 $245 Cash EBITDA $14,494 $15,013 Cash EBITDA Guidance Range

CONFIDENTIAL AND PROPRIETARY INFORMATION 12701 Whitewater Drive • Suite 100 • Minnetonka, MN 55343 Phone: 952-294-1300 • Website: bbq-holdings.com • E-mail: InvestorRelations@BBQ-Holdings.com