BDL 10-K & 10-Q changes, risk factors and insider trading
Flanigans Enterprises Inc. · NYSE · Retail-Eating Places · CIK 12040 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
Largest changes
“Complex local, state and federal laws and regulations apply to the collection, use, retention, protection, disclosure, transfer and other processing of personal data. These privacy and data protection laws and regulations are quickly evolving, with new or modified laws and regulations proposed and implemented frequently and existing laws and regulations subject to new or different interpretations and enforcement. Complying with these laws and regulations can be costly. …”see in full comparison
“The market for qualified talent continues to be competitive and we must continue to offer competitive wages, benefits and workplace conditions to retain qualified employees. We have experienced and may in the future experience challenges in hiring and retaining restaurant and store employees and in maintaining full restaurant staffing in various locations, which could result in decreased employee and customer satisfaction. …”see in full comparison
“On November 22, 2024, we terminated the $8.90M Term Loan Swap and simultaneously entered into a new interest rate swap agreement for $8,015,601, the balance due on the $8.90M Loan, which requires us to pay interest for twelve (12) years, ten (10) months, which is the balance of the original fifteen (15) year period at a fixed rate of 4.90% on an initial amortizing notional principal amount of $8,015,601, while receiving interest for the same period at the lender’s 1 Month CME Term Secured Overnight Financing Rate (“SOFR”), plus 10 basis points, at the same amortizing notional principal amount. …”see in full comparison
“As a means of managing our interest rate risk on this debt instrument, we entered into an interest rate swap agreement with an unrelated third-party lender to convert this variable rate debt obligation to a fixed rate. We entered into an interest rate swap agreement in September 2022 relating to the $8.90M Loan (the “$8.90M Term Loan Swap”). …”see in full comparison
“Our business can be adversely affected by negative publicity resulting from, among other things, complaints or litigation alleging poor food quality, food-borne illness or other health concerns or operating issues stemming from one or a limited number of restaurants. Unfavorable publicity could negatively impact public perception of our brands.”see in full comparison
“As of September 27, 2025, we had one variable rate instrument outstanding that is impacted by changes in interest rates. In September 2022, we refinanced the mortgage loan encumbering the property where our combination package liquor store and restaurant located at 4 N. Federal Highway, Hallandale Beach, Florida, (Store #31) operates, which mortgage loan is held by an unaffiliated third-party lender (the “$8.90M Loan”). The interest rate of our variable rate debt instrument was equal to the lender’s BSBY Screen Rate plus one and one-half percent (1.50%) per annum. …”see in full comparison
Full comparison: every changed paragraph (20)
Risks Related to Our Business and Industry
The market for qualified talent continues to be competitive and we must continue to offer competitive wages, benefits and workplace conditions to retain qualified employees. We have experienced and may in the future experience challenges in hiring and retaining restaurant and store employees and in maintaining full restaurant staffing in various locations, which could result in decreased employee and customer satisfaction. A shortage of qualified candidates who meet legal work authorization requirements, failure to hire, train and retain new employees in a timely manner or higher than expected turnover levels could affect our ability to open new restaurants, grow sales at existing restaurants or meet our labor cost objectives. Anticipated changes in immigration laws and regulations could decrease the pool of candidates with legal work authorization, cause disruption in the workforce for all companies that rely on hourly workers and increase the costs, time and requirements to hire new employees. In addition, failure to adequately monitor and proactively respond to employee dissatisfaction could lead to poor customer satisfaction, higher turnover and litigation, which could negatively impact our financial results. If we are unable to attract and retain qualified people, our restaurants could be short staffed, we may be forced to incur overtime expenses, and our ability to operate and expand our concepts effectively and to meet our customers’ demand could be limited, any of which could materially adversely affect our financial performance.
Similar
to the broader economy, we are experiencing labor shortfalls relative to our sales levels in certain parts of our workforce. If we are
unable to attract and retain qualified people, our restaurants could be short staffed, we may be forced to incur overtime expenses, and
our ability to operate and expand our concepts effectively and to meet our customers’ demand could be limited, any of which could
materially adversely affect our financial performance.
Any inability to compete
successfully successfully
with the other restaurants and/or stores in our markets will prevent us from increasing or sustaining our revenues and profitability
and and
will result in a material adverse effect on our business, financial condition, results of operations orand cash flows. We may also need
to to
modify or refine elements of our business to evolve our concepts in order to compete with popular new restaurant formats or store
concepts concepts
that may develop in the future. There can be no assurance that we will be successful in implementing these modifications or
that these
modifications will not reduce our profitability.
Changes in customer preferencestastes forand casualpreferences,
spending dining
stylespatterns and demographic trends could cause sales to decline and adversely affect financial performance.
Changes in customer preferences, general economic conditions, discretionary spending priorities, demographic trends, traffic patterns and the type, number and location of competing restaurants affect the restaurant industry. Our success depends to a significant extent on consumer confidence, which is influenced by general economic conditions and discretionary income levels. Our sales may decline during economic downturns, which can be caused by various economic factors such as high gasoline prices, or during periods of uncertainty. Any material decline in consumer confidence or a decline in spending on casual dining away from home could cause our sales, operating results, business or financial condition to decline. We offer a large variety of entrees, side dishes and desserts and our continued success depends, in part, on the popularity of our cuisine and casual style of dining. A change from this dining style may have an adverse effect on our business. If we fail to adapt to changes in customer preferences and trends, we may lose customers and our sales may deteriorate.
Changing customer preferences,
tastes and dietary habits can adversely impact our business and financial performance. We offer a large variety of entrees, side dishes
and desserts and our continued success depends, in part, on the popularity of our cuisine and casual style of dining. A change from this
dining style may have an adverse effect on our business.
Many
of our corporate systems and processes and corporate support for our restaurant and package liquor store operations are centralized at
one location. We have disaster recovery procedures and business continuity plans in place to address crisis-level events, including
hurricanes and other natural disasters and back up and off-site locations for recovery of electronic and other forms of data and information.
However, if we are unable to fully implement our disaster recovery plans, we may experience delays in recovery of data, inability to
perform perform
vital corporate functions, tardiness in required reporting and compliance, failures to adequately support field operations and
other breakdowns
in normal communication and operating procedures that could have a material adverse effect on our financial condition,
results of operation
and exposure to administrative and other legal claims. In addition, these threats are constantly evolving, which
increases the difficulty
of accurately and timely predicting, planning for and protecting against the threat. As a result, our disaster
recovery procedures and
business continuity plans security may not adequately address all threats we face or protect us from loss.
Our business can be adversely affected by negative
publicity resulting from, among other things, complaints or litigation alleging poor food quality, food-borne illness or other health
concerns or operating issues stemming from one or a limited number of restaurants. Unfavorable publicity could negatively impact public
perception of our brands.
Our sale of alcoholic
beverages beverages
subjects us to “dram shop” statutes, which allow an injured person to recover damages from an establishment
that served alcoholic
beverages to an intoxicated person. If we receive a judgment substantially in excess of our insurance
coverage, or if we fail to maintain
our insurance coverage, our business, financial condition, operating results or cash flows could
be materially and adversely affected.
There are currently no “dram shop” claims pending against us. See “Item 1.
Business Business—- Government Regulation”
for a discussion of the regulations with which we must comply.
We use a variety of
applications applications
and systems to manage the flow of information securely within each of our restaurants and within our centralized
corporate infrastructure.
The services available within our systems and applications include restaurant and store operations, supply
chain, inventory, scheduling,
training, human capital management, financial tools and data protection services. The restaurant and
store structure is based primarily
on a point-of-sale system that operates locally and is integrated with other functions necessary
to operations. It records sales transactions,
receives out of store orders and authorizes, batches and transmits credit card
transactions. The system also allows employees to enter
time clock information and to produce a variety of management reports.
Select information that is captured from this system at each restaurant
or store is collected in the central corporate
infrastructure, which enables management to continually monitor operating results. Our
ability to manage efficiently and effectively manage
our business depends significantly on the reliability and capacity of these and other systems
and our operations depend
substantially on the availability of our point-of-sale system and related networks and applications. These
systems may be vulnerable
to attacks or outages from security breaches, viruses and other disruptive problems, as well as from physical
theft, fire, power
loss, telecommunications failure or other catastrophic events. Any failure of these systems to operate effectively,
whether from
security breaches, maintenance problems, upgrades or transitions to new platforms, or other factors could result in interruptions to
to or delays in our restaurant or other operations, adversely impacting the restaurant or store experience for our customers or
negatively negatively
impacting our ability to manage our business. If our information technology systems fail and our redundant systems or
disaster recovery
plans are not adequate to address such failures, or if our business interruption insurance does not sufficiently
compensate us for any
losses that we may incur, our revenues and profits could be reduced and the reputation of our brand and our
business could be materially
adversely affected. In addition, remediation of any problems with our systems could result in
significant, unplanned expenses.
We
are subject to various federal and state laws governing our relationship
with and other matters pertaining to our employees, including
wage and hour laws, requirements to provide meal and rest periods or other benefits, healthcare, family
leave mandates, requirements regarding
working conditions and accommodations to certain employees, citizenship or work authorization and
related requirements, insurance and
workers’ compensation rules and anti-discrimination laws. Complying with these rules subjects
us to substantial expense and can
be cumbersome and can also expose us to liabilities from claims for non-compliance. For example, historically,
lawsuits have been filed
against us alleging violations of federal and state laws regarding employee wages and payment of overtime. We
could suffer losses from
and we incur legal costs to defend these and similar cases and the amount of such losses or costs could be significant.
In addition, several
states and localities in which we operate and the federal government have from time to time enacted minimum wage
increases, paid sick
leave and mandatory vacation accruals and similar requirements and these changes could increase our labor costs.
Changes in U.S. healthcare
laws could also adversely impact us if they result in significant new welfare and benefit costs or increased
compliance expenses.
Complex local, state and federal laws and regulations apply to the collection, use, retention, protection, disclosure, transfer and other processing of personal data. These privacy and data protection laws and regulations are quickly evolving, with new or modified laws and regulations proposed and implemented frequently and existing laws and regulations subject to new or different interpretations and enforcement. Complying with these laws and regulations can be costly. If we fail or are perceived to have failed to comply with applicable privacy and data protection laws, or fail to properly respond to or honor consumer requests under any of the foregoing privacy laws, we could be subject to enforcement actions and regulatory investigations, or claims for damages by guests and other affected individuals or parties, or incur fines and damage to our brand reputation, any of which could have a material adverse effect on our operations, financial performance, and business. The amount and scope of insurance we maintain may not cover all types of claims that may arise.
We
could be party to litigation that could adversely affect us by distracting management, increasing our expenses or subjecting us to material
money damages and other remedies. We could become subject to numerous claims alleging violations of federal
and state laws regarding
workplace and employment matters, including wages, work hours, overtime, vacation and family leave, discrimination,
wrongful termination
and similar matters, and we could become subject to class action or other lawsuits related to these or different
matters. Our customers
could file complaints or lawsuits against us alleging that we are responsible for some illness or injury they suffered
at or after a
visit to our restaurants or that we have problems with food quality, operations or our food related disclosure or advertising
practices. practices.
The restaurant industry has been subject to a growing number of claims based on the nutritional content of food products sold
and disclosure
and advertising practices.
The
occurrence or threat of extraordinary events, such as active shooter
or future terrorist attacksattacks, military and governmental responses,
and the protest of future wars, may result in negative changes to economic
conditions likely resulting in decreased consumer spending.
Additionally, decreases in consumer discretionary spending may impact the
frequency with which our customers choose to dine out at restaurants
or the amount they spend on meals while dining out at restaurants,
thereby adversely affecting our sales and results of operations. A
decrease in consumer discretionary spending may also adversely affect
our ability to achieve the benefit of planned menu price increases
to help preserve our operating margins.
As part of our ongoing operations, we are exposed to interest rate fluctuations on our borrowings. We use interest rate swap agreements to manage these risks. These instruments are not used for speculative purposes but are used to modify variable rate obligations into fixed rate obligations.
As of September 27, 2025, we had one variable rate instrument outstanding that is impacted by changes in interest rates. In September 2022, we refinanced the mortgage loan encumbering the property where our combination package liquor store and restaurant located at 4 N. Federal Highway, Hallandale Beach, Florida, (Store #31) operates, which mortgage loan is held by an unaffiliated third-party lender (the “$8.90M Loan”). The interest rate of our variable rate debt instrument was equal to the lender’s BSBY Screen Rate plus one and one-half percent (1.50%) per annum. Effective November 15, 2024, the publication of BSBY was terminated and as of such date, the variable rate of interest under our debt instrument is equal to the lender’s 1 Month CME Term Secured Overnight Financing Rate (“SOFR”), plus 10 basis points, as an equivalent alternative approved by the lender.
As a means of managing our interest rate risk on this debt instrument, we entered into an interest rate swap agreement with an unrelated third-party lender to convert this variable rate debt obligation to a fixed rate. We entered into an interest rate swap agreement in September 2022 relating to the $8.90M Loan (the “$8.90M Term Loan Swap”). The $8.90M Term Loan Swap required us to pay interest for a fifteen (15) year period at a fixed rate of 4.90% on an initial amortizing notional principal amount of $8,900,000, while receiving interest for the same period at BSBY Screen Rate – 1 Month, plus 1.50%, on the same amortizing notional principal amount. We had previously determined that this interest rate swap agreement was an effective hedging agreement and we recorded changes in fair value to accumulated other comprehensive income each quarter from the fourth quarter of our fiscal year 2023 through the first quarter of our fiscal year 2025.
On November 22, 2024, we terminated the $8.90M Term Loan Swap and simultaneously entered into a new interest rate swap agreement for $8,015,601, the balance due on the $8.90M Loan, which requires us to pay interest for twelve (12) years, ten (10) months, which is the balance of the original fifteen (15) year period at a fixed rate of 4.90% on an initial amortizing notional principal amount of $8,015,601, while receiving interest for the same period at the lender’s 1 Month CME Term Secured Overnight Financing Rate (“SOFR”), plus 10 basis points, at the same amortizing notional principal amount. During the second quarter of our fiscal year 2025, we recognized the $290,000 of non-cash gains, net of tax, related to the above interest rate swap agreement as interest and other income. We determined that the new interest rate swap agreement is an economic hedge and beginning in the second quarter of our fiscal year 2025, we recognize the changes in fair value on our interest rate swap in interest and other income on our consolidated statements of income.
As of September 28, 2024, we had
one variable rate instrument outstanding that is impacted by changes in interest rates. The variable rate debt instrument is equal to
the lender’s BSBY Screen Rate plus one and one-half percent (1.50%) per annum. As a means of managing our interest rate risk on
the debt instrument, we entered into an interest rate swap agreement with our unrelated third party lender to convert this variable rate
debt obligation to fixed rate. The Bloomberg Index Services Limited announced the permanent cessation of all tenors of BSBY, effective
immediately following the last publication of BSBY on November 15, 2024. As of that date, our lender has determined that a commercially
reasonable and good faith alternative to BSBY is the 1 Month CME Term Secured Overnight Financing Rate (“SOFR”), plus 10 Basis
Points.
Management's Discussion & Analysis (MD&A)
New heading “Master Service Agreement”
Removed heading “(a) 2505 N. University Drive, Hollywood, Florida (Store #19 – “Flanigan’s”)”
Removed heading “Loyalty Programs”
Largest changes
“(a) 2505 N. University Drive, Hollywood, Florida (Store #19 – “Flanigan’s”)”see in full comparison
“In September 2025, the FASB issued ASU 2025-06, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40)” which eliminates all references to project stages and requires capitalization of software costs when: …”see in full comparison
“In February 2023, we determined that as of December 31, 2022, we did not meet the required Post-Distribution Basic Fixed Charge Coverage Ratio (the “Post-Distribution/Fixed Charge Covenant”) contained in each of our six (6) loans (the “Institutional Loans”) with our unrelated third party institutional lender (the “Institutional Lender’). …”see in full comparison
“We continually evaluate whether events and circumstances have occurred that may warrant revision of the estimated life of our intangible and other long-lived assets and/or whether the remaining balance of our intangible and other long-lived assets should be evaluated for possible impairment. …”see in full comparison
“As of September 27, 2025, we are in compliance with the financial covenants contained in our loans with our unrelated third-party institutional lender (the “Institutional Lender”) under which we owe in the aggregate, approximately $19,306,000 of our total loans of approximately $20,618,000. As of September 27, 2025, the year-end fair value of our debt approximates carrying value.”see in full comparison
Full comparison: every changed paragraph (41)
Revenues.
Total Total
revenue for our fiscal year 2025 increased $18,032,000 or 9.63% to $205,248,000 from $187,216,000 for our fiscal year 2024 increaseddue
primarily $13,925,000 or 7.98% to $188,321,000 from $174,396,000 for our fiscal year 2023 due primarily
to increased package liquor store and restaurant sales, increased menu prices,prices and revenue generated from the opening of our corporate ownedCompany-owned
restaurant in Hollywood, Florida (Store #19R) in March 2024, the operation of our limited partnership owned restaurant in Miramar, Florida
(Store #25) and our package liquor stores in Miramar, Florida (Store #24) and Hollywood, Florida (Store #19P) for our entire fiscal year
2024 2025 as opposed to a part of our fiscal year 2023. 2024.
Effective AugustFebruary 25,23, 2024,2025, we increased our menu prices for our bar offerings to target
an increase to our bar revenues of
approximately 5.63%0.84% annually to offset higher food and liquor costs.annually. Effective MarchDecember 26,4, 20232024, we increased our menu prices for our bar offerings to target an increase
to our bar revenues of approximately 4.90% annually and effective November 17, 2024 we increased our menu prices for our food
offerings to target an increase to our food revenues of approximately 2.06%4.14% andannually. effectiveEffective MarchAugust 20,25, 20232024, we increased menu
menu prices for our bar offerings to target an increase to our bar revenues of approximately 5.65%5.63% annually,annually to offset higher food and
liquor costs
and higher overall expenses (collectively the “Recent Price Increases”). Prior to these increases, we previously raised menu
prices in the first quarter of our fiscal year 2022.
Restaurant Food Sales.
Restaurant revenue generated from the sale of food, including non-alcoholic beverages, at restaurants totaled $114,795,000$124,501,000 for our fiscal
year 20242025 as compared to $107,238,000$114,795,000 for our fiscal year 2023.2024. The increase in restaurant food sales is attributable to the Recent Price
Increases and food sales generated from theour opening of corporate ownedCompany-owned restaurant in Hollywood, Florida (Store #19R) during the second
quarter offor our fiscal year 2024 and the operation of our limited partnership owned restaurant in Miramar, Florida (Store #25) for our
entire fiscal year 2024 2025
as opposed to a part of our fiscal year 2023.2024. Comparable weekly restaurant food sales for restaurants open for
all of our fiscal years 2024
2025 and 2023,2024, which consists of ten restaurants owned by us (excluding our Hollywood, Florida location (Store
#19R which opened for business
during the second quarter of our fiscal year 2024) and ten restaurants owned by affiliated limited partnerships was $2,245,000 and $2,122,000
for our fiscal years 2025 and 2024 respectively, an increase of 5.80%. Comparable weekly restaurant food sales for Company-owned restaurants
only (excluding our Hollywood, Florida location Store #19R which opened for business during the second quarter of our fiscal year 2024)
was $997,000 and nine restaurants owned by affiliated limited partnerships,
(excluding our Miramar, Florida location (Store #25) which opened for business during the third quarter of our fiscal year 2023) was $1,987,000
and $1,967,000$938,000 for our fiscal years 20242025 and 20232024, respectively, an increase of 1.02%.6.29%. Comparable weekly restaurant food sales for Company-owned
restaurants only (excluding our Hollywood, Florida location (Store #19R) which opened for business during the second quarter of our fiscal
year 2024) was $938,000 and $923,000 for our fiscal years 2024 and 2023, respectively, an increase of 1.63%. Comparable weekly restaurant
food sales for affiliated limited partnership owned restaurants only, (excluding our Miramar, Florida location (Store #25) which opened
for business during the third quarter of our fiscal year 2023),only was $1,049,000$1,248,000 and $1,044,000$1,184,000 for our fiscal years 20242025 and 20232024 respectively,
an increase of 0.48%.5.41%. We expect that restaurant food sales, including non-alcoholic beverages, for our fiscal year 20252026 will increase
due to increased restaurant traffic and the operation of our Company-owned Store #19R for our entire fiscal year 2025.traffic.
Restaurant Bar Sales.
Restaurant revenue generated from the sale of alcoholic beverages at restaurants totaled $31,764,000 for our fiscal year 2025 as compared
to $30,010,000 for our fiscal year 2024 as compared
to $29,000,000 for our fiscal year 2023.2024. The increase in restaurant bar sales is attributable to the Recent Price Increases and foodbar sales
generated from theour opening of corporate ownedCompany-owned restaurant in Hollywood, Florida (Store #19R) during the second quarter of our fiscal year
2024 and the operation of our limited partnership owned restaurant in Miramar, Florida (Store #25) for our entire fiscal year 20242025 as
opposed to a part of
our fiscal year 2023.2024. Comparable weekly restaurant bar sales for restaurants open for all of our fiscal years 2024
2025 and 20232024 respectively,
which consists of ten restaurants owned by us (excluding our Hollywood, Florida location (Store #19R) which opened for business during
the second quarter of our fiscal year 2024) and ten restaurants owned by affiliated limited partnerships was $583,000 for our fiscal
year 2025 and $562,000 for our fiscal year 2024, an increase of 3.74%. Comparable weekly restaurant bar sales for Company-owned restaurants
only (excluding our Hollywood, Florida location Store #19R which opened for business during the second quarter of our fiscal year 2024)
was $244,000 and nine restaurants owned by affiliated limited partnerships, (excluding
our Miramar, Florida location (Store #25), which opened for business during the third quarter of our fiscal year 2023) was $526,000 for
our fiscal year 2024 and $539,000$234,000 for our fiscal yearyears 2023,2025 aand decrease2024 respectively, an increase of 2.41%.4.27%. Comparable weekly restaurant bar sales for Company-owned
restaurants only (excluding our Hollywood, Florida location (Store #19R) which opened for business during the second quarter of our fiscal
year 2024) was $234,000 and $231,000 for our fiscal years 2024 and 2023 respectively, an increase of 1.30%. Comparable weekly restaurant
bar sales for affiliated limited partnership owned restaurants only (excluding our Miramar, Florida location (Store #25) which opened
for business during the third quarter of our fiscal year 2023) was $292,000$339,000 and $307,000$328,000 for our fiscal years 20242025 and 20232024 respectively, an increase
a decrease of 4.89%.3.35%. We expect that restaurant bar sales for our fiscal year 20252026 will increase due to theincreased operationrestaurant of our Company-owned
Store #19R for our entire fiscal year 2025.traffic.
Package Liquor Store
Sales. Sales.
Revenue generated from sales of liquor and related items at package liquor stores totaled $46,988,000 for our fiscal year
2025 as compared to $40,497,000 for our fiscal year 2024 as compared
to $35,187,000 for our fiscal year 2023,2024, an increase of $5,310,000.$6,491,000. This increase was primarily due to increased package
liquor store
traffic and the package liquor sales generated from the operation of our package liquor stores in Hollywood, Florida (Store #19P) and
Miramar, Florida (Store #24), for our entire fiscal year 2024 as opposed to a part of our fiscal year 2023.traffic. The weekly average of same
store package liquor store sales, which includes nineeleven (911) Company-owned package liquor
stores stores,was (excluding Store #19P which reopened during
the first quarter of fiscal year 2023,$904,000 and Store #24 which opened for business during the second quarter of our fiscal year 2023), was
$674,000 and $631,000$779,000 for our fiscal years 20242025 and 20232024 respectively, an increase of 6.81%.16.05%. We expect that package liquor
store sales
for our fiscal year 20252026 will increase due to increased package liquor store traffic.
Costs and Expenses.
Costs and expenses (consisting of cost of merchandise sold, payroll and related costs, operating expenses, occupancy costs, selling,
general general
and administrative expenses and depreciation and amortization), for our fiscal year 20242025 increased $14,553,000$15,128,000 or 8.70%8.34% to $181,925,000$196,503,000
from $167,372,000$181,375,000 for our fiscal year 2023.2024. The increase was primarily due to increased payroll, increased consultant fees to improve
our accounting process, an expected general increase in food
costs costs,and overall expenses, as well as costs and expenses incurred from the opening of our Company-owned
restaurant in Hollywood Florida (Store #19R) in March 2024, the operation of our limited partnership owned restaurant in Miramar, Florida
(Store #25), and our package liquor stores in Miramar, Florida (Store #24) and Hollywood, Florida (Store #19P), for our entire fiscal
year 20242025 as opposed to a part of our fiscal year 2023,2024, partially offset by actions taken by management to reduce
and/or control costs.
We anticipate that our operating costs and expenses will continue to increase through our fiscal year 2025.2026. Operating
costs and expenses
increased decreased as a percentage of total revenue to approximately 96.60%95.74% in our fiscal year 20242025 from 95.97%96.88% in our fiscal
year 2023.2024.
Restaurant Food and
Bar Sales. Gross profit for food and bar sales for our fiscal year 20242025 increased to $94,943,000$104,091,000 from $90,750,000$94,943,000 for our fiscal
year 2023.2024. Gross profit margin for the restaurant food and bar sales decreasedincreased during our fiscal year 20242025 when compared to our fiscal
year 20232024 due to higher food costs partially offset by, among other things, the Recent Price Increases.Increases, partially offset by higher food costs. Our gross profit margin for restaurant
food and bar
sales (calculated as gross profit reflected as a percentage of restaurant food and bar sales), was 65.57% for our fiscal
year 2024 and 66.61% for our fiscal year 2023.2025 and
65.57% for our fiscal year 2024.
Package Store Sales.
Gross profit for package store sales for our fiscal year 20242025 increased to $10,369,000$11,803,000 from $9,377,000$10,369,000 for our fiscal year 2023.2024. Our
gross gross
profit margin, (calculated as gross profit reflected as a percentage of package liquor store sales), for package store sales was 25.60%
for our fiscal year 2024 and 26.65%25.12% for our fiscal year 2023.2025 and 26.60% for our fiscal year 2024. We anticipate that the gross profit margin for package liquor store
merchandise merchandise
will decrease for our fiscal year 20252026 due to higher costs and a reduction in pricing of certain package store merchandise
to beremain more
competitive.
Payroll and Related
Costs. Payroll and related costs for our fiscal year 20242025 increased $2,742,000$4,352,000 or 4.84%7.33% to $59,349,000$63,701,000 from $56,607,000$59,349,000 for our
fiscal year 2023.2024. Payroll and related costs for our fiscal year 20242025 wereare higher due primarily to the openingoperation of our corporate ownedCompany-owned restaurant
in Hollywood, Florida (Store #19R) in March 2024, the operation of our limited partnership owned restaurant in Miramar, Florida (Store
#25) and our package liquor stores in Miramar, Florida (Store #24) and Hollywood, Florida (Store #19P) for our entirefull fiscal year 2024
2025 as opposed to a part of our fiscal year 20232024 and the increase to the Florida
minimum wage. Payroll and related costs as a percentage of
total revenue was 31.51%31.04% for our fiscal year 20242025 and 32.46%31.70% of total revenue
for our fiscal year 2023.2024.
Operating Expenses.
Operating expenses (including but not limited to utilities, insurance, cleaning, credit card fees, supplies, security, and other costs
closely related to running restaurant and package operations) for our fiscal year 20242025 increased $1,234,000$2,737,000 or 5.22%11.08% to $24,892,000$27,438,000
from from
$23,658,000$24,701,000 for our fiscal year 20232024 due primarily to the openingoperation of our corporate ownedCompany-owned restaurant in Hollywood, Florida (Store
#19R)
in March 2024, the operation of our limited partnership owned restaurant in Miramar, Florida (Store #25) and our package liquor stores
in Miramar, Florida (Store #24) and Hollywood, Florida (Store #19P) for our entirefull fiscal year 20242025 as opposed to a part of our fiscal
year 2023,2024, inflation and otherwise due to increases in expenses
across all categories.
Occupancy Costs.
Occupancy costs (consisting of percentage rent, common area maintenance, repairs, real property taxes, amortization of leasehold purchases
and rent expense associated with operating lease liabilities under ASC 842) for our fiscal year 20242025 increased $520,000$116,000 or 6.87%1.50% to $8,086,000$7,870,000
from $7,566,000$7,754,000 for our fiscal year 2023. The increase in occupancy costs was primarily due to an increase in real property taxes.2024.
Selling, General and
and Administrative Expenses. Selling, general and administrative expenses (consisting of general corporate expenses, including but
but not limited to advertising, professional costs, clerical and administrative overhead) for our fiscal year 20242025 increased $658,000$150,000 or
or 14.05%2.82% to $5,340,000$5,463,000 from $4,682,000$5,313,000 for our fiscal year 20232024 due primarily to increased consultant fees to improve our accounting
processtelevision and otherwiseradio toadvertising increases in expenses across all categories.costs. Selling,
general and administrative expenses increaseddecreased as a percentage
of total revenue for our fiscal year 20242025 to 2.84%2.66% as compared to 2.68% 2.84%
for our fiscal year 2023.2024.
Depreciation and Amortization.
Depreciation and amortization expense for our fiscal year 20242025 increased $707,000$404,000 or 19.85%9.47% to $4,268,000$4,672,000 from $3,561,000$4,268,000 for
our fiscal year 2023.2024. This increase is driven by the openingoperation of our corporate ownedCompany-owned restaurant in Hollywood, Florida (Store #19R) infor
March 2024, the operation of our limited partnership owned restaurant in Miramar, Florida (Store #25) and our package liquor stores in
Miramar, Florida (Store #24) and Hollywood, Florida (Store #19P) for our entirefull fiscal year 20242025 as opposed to a part of ourthe fiscal year
2023. 2024. Depreciation and amortization expenseremained increasedflat as a percentage of
total revenue at 2.28% for each of our fiscal yearyears 20242025 toand 2.27% as compared
to 2.04% for our fiscal year 2023.2024.
Rental Income/ Rental Expense Rental income was $1,077,000 and rental expense was $622,000 for our fiscal year 2025, while rental income was $1,105,000 and rental expense was $550,000 for our fiscal year 2024. Previously, Rental income was presented in Revenues and rental expense was presented in Occupancy costs, Operating expense and Selling, general and administrative expenses, however, both Rental income and Rental expense are now presented in Other Income.
Income Taxes. Income
tax for our fiscal year 20242025 was an expense of $286,000,$622,000, as compared to an expense of $649,000$286,000 for our fiscal year 2023.2024. Income taxes
as a percentage of income before provision for income taxes for our fiscal year 20242025 is 5.12%7.2% as compared to 10.70%5.12% in our fiscal year 2023.
2024.
Net Income. Net
income for our fiscal year 20242025 decreasedincreased $116,000$2,717,000 or 2.14%51.26% to $5,300,000$8,017,000 from $5,416,000$5,300,000 for our fiscal year 20232024 due primarily to
the higher
foodRecent costsPrice Increases and overallthe increasedoperation expenses,of includingour butCompany-owned notrestaurant limitedin to,Hollywood, increasedFlorida consultant(Store fees#19R) for our full fiscal year
2025 as opposed to improvepart of our accountingfiscal process.
year 2024. As a percentage of total revenue, net income for our fiscal year 20242025 is 2.81%,3.91%, as compared
to 3.11%2.83% for our fiscal year 2023.2024.
Net Income Attributable
to Flanigan’s Enterprise, Inc.’s Stockholders. Net income attributable to stockholders for our fiscal year 20242025 decreasedincreased
$643,000$1,677,000 or 16.08%49.97% to $3,356,000$5,033,000 from $3,999,000$3,356,000 for our fiscal year 20232024 due primarily to higherthe foodRecent costsPrice Increases and overallthe increased expenses,operation
including but not limited to, increased consultant fees to improve our accounting process and a higher portion of our netCompany-owned incomerestaurant attributable
toin noncontrollingHollywood, interestsFlorida (specificallyStore the operation of our Miramar location#19R) for our entirefull fiscal year 20242025 as opposed to apart part
of our fiscal year 2023).
2024. As a percentage of revenue, net income attributable to stockholders for our fiscal year 20242025 is 1.78%,2.45%, as compared
to 2.29%1.79% for
our fiscal year 2023.2024.
As new limited partnership
restaurants restaurants
open, our income from operations will be adversely affected due to our obligation to advance pre-opening costs, including
but not limited
to pre-opening rent for the new limited partnership locations. During our fiscal year 20242025 we did not open any new limited
partnership partnership
restaurants, nor didhowever, we do have anyone in the development stage. During our fiscal year 2023, we opened one new limited partnership restaurant
locationstage in Miramar,Cutler FloridaBay, as a “Flanigan’s”.Florida.
During the second quarter
of our fiscal year, 2025, we increased our menu prices for our bar offerings (effective February 23, 2025) to target an increase to our
bar revenues of approximately 0.84% annually to offset higher food and liquor costs and higher overall expenses. During the first quarter
of our fiscal year 2025, we increased our menu prices for our bar offerings (effective December 4, 2024) to target an increase to our
bar revenues of approximately 4.90% annually and we increased our menu prices for our food offerings (effective November 17, 2024) to
target an increase to our food revenues of approximately 4.14% annually to offset higher food and liquor costs and higher overall expenses.
During our fiscal year 2024, we
increased menu prices for our bar offerings (effective August 25, 2024) to target an increase to our
bar revenues of approximately 5.63%
annually to offset higher food and liquor costs and higher overall expenses. During our fiscal year 2023, we increased menu prices for
our food offerings (effective March 26, 2023) to target an aggregate increase to our food revenues of approximately 2.06% annually and
we increased menu prices for our bar offerings (effective March 20, 2023) to target an increase to our bar revenues of approximately 5.65%
annually to offset higher food and liquor costs and higher overall expenses. Prior to these increases, increases
we previously raised menu prices
in the firstsecond quarter of our fiscal year 2022. Subsequent to the end of our fiscal year 2024, we increased our menu prices for our bar
offerings (effective December 4, 2024) to target an increase to our bar revenues of approximately 4.90% annually and we increased our
menu prices for our food offerings (effective November 17, 2024) to target an increase to our food revenues of approximately 4.14% annually
to offset higher food and liquor costs and higher overall expenses.2023.
We fund our operations through
cash from operations and borrowings from third parties. As of September 28,27, 2024,2025, we had cash and cash equivalents of approximately $21,402,000,$20,094,000,
a decrease of $4,130,000$1,308,000 from our cash balance of $25,532,000$21,402,000 as of September 30,28, 2023.2024. The decrease is primarily due to theour completionpurchase
of the constructionCutler ofBay our Store #19Rproperty ($2,106,000$2,200,000).
We believe that our
current cash
availability from our cash on hand,hand and positive cash flow from operations and borrowed funds will be sufficient to fund our operations and
planned capital expenditures for at least the next twelve months.
In addition to using cash for
our operating expenses, we use cash generated
from operations and borrowings to fund the development and construction of new restaurants
and to fund capitalized property improvements
for our existing restaurants. During the fiscal year 2025, we acquired property and equipment of $5,844,000, (of which $2.2 million was
for the purchase of the Cutler Bay Property and $11,000 was purchase deposits transferred to property and equipment), including $566,000
for renovations to four (4) Company-owned location and $137,000 for renovations to one (1) limited partnership owned restaurant. During
the fiscal year 2024, we acquired property and equipment
and construction in progress of $6,047,000, (of which $289,000 was purchase deposits
transferred to property and equipment, $715,000 was
purchase deposits transferred to CIP, and $4,000 was property and equipment in accounts
payable), including $528,000 for renovations to
three (3) Company-owned restaurants and $135,000 for one (1) limited partnership owned
restaurant. During the fiscal year 2023, we acquired
property and equipment and construction in progress of $20,574,000, (including non-cash items which include $2,390,000 of purchase deposits
transferred to property and equipment and $545,000 of purchase deposits transferred to construction in progress and $931,000 of construction
in progress in accounts payable) including $367,000 for renovations to three (3) existing limited partnership owned restaurants and $378,000
for renovations to three (3) Company-owned restaurants.
As of September 27, 2025, we are in compliance with the financial covenants contained in our loans with our unrelated third-party institutional lender (the “Institutional Lender”) under which we owe in the aggregate, approximately $19,306,000 of our total loans of approximately $20,618,000. As of September 27, 2025, the year-end fair value of our debt approximates carrying value.
In February 2023, we determined
that as of December 31, 2022, we did not meet the required Post-Distribution Basic Fixed Charge Coverage Ratio (the “Post-Distribution/Fixed
Charge Covenant”) contained in each of our six (6) loans (the “Institutional Loans”) with our unrelated third party
institutional lender (the “Institutional Lender’). On February 23, 2023, we received from the Institutional Lender, a written
waiver of the non-compliance with the Post-Distribution/Fixed Charge Covenant (the “Covenant Non-Compliance”), pursuant to
which, among other things, the Institutional Lender waived (1) the non-compliance as of December 31, 2022 and (2) their right to exercise
certain remedies under the Institutional Loans, including the right to accelerate the indebtedness owed by us thereunder, resulting in
the indebtedness under the Institutional Loans to be immediately due and payable, which would have had a material adverse effect on the
Company. The Post-Distribution/Fixed Charge Covenant requires we maintain a ratio of at least 1.15 to 1.00 and for the twelve (12) months
ended September 28, 2024 our ratio was calculated to be 1.62 to 1.00. As a result, our classification of debt is appropriate as of September
28, 2024.
Commitments
Master Service Agreement
During the first quarter of our fiscal year 2025, we entered into a new Master Services Agreement with our current major vendor for a period of one (1) year effective January 1, 2025, with Company options for four (4) one (1) year renewal options to extend the term of the same. During the fourth quarter of our fiscal year 2025, we exercised the first (1st) one (1) year renewal option for a period of one (1) year effective January 1, 2026. In this new Master Service Agreement, as in our prior Master Service Agreements, we commit to purchase specific products through our current major vendor but are free to purchase other products through other vendors, provided no less than 80% of our overall product needs are purchased through our current major vendor. During the third quarter of our fiscal year 2025, we exercised the first one (1) year renewal option and extended the term of the Master Services Agreement for a period of one (1) year effective January 1, 2026.
ConstructionERP ContractsContract
In the third quarter of our fiscal year 2024, we entered into an agreement with Oracle, an unrelated third-party vendor for the licensing and support of NetSuite, a cloud-based Oracle ERP solution to replace our general ledger. The agreement is for a period of five years at a fixed rate of approximately $40,000 annually, with a cap on the percentage increase to our fees for our options to extend the term of the agreement for years six and seven. The implementation of NetSuite was complete and functional at the start of the fourth quarter of our fiscal year 2025.
(a) 2505 N. University Drive, Hollywood, Florida
(Store #19 – “Flanigan’s”)
During the first quarter of our
fiscal year 2022, we entered into an agreement with a third party unaffiliated general contractor to re-build our restaurant located at
2505 N. University Drive, Building B, Hollywood, Florida (Store #19R), which had been closed since October 2, 2018 due to damage caused
by a fire and re-opened March 26, 2024. The contract totaled $2,515,000 and through our fiscal year 2024 we agreed to change orders increasing
the total contract price by $1,512,000 to $4,027,000, of which $3,905,000 has been paid through September 28, 2024. Subsequent to the
end of our fiscal year 2024, we agreed to final change orders increasing the total contract price by $3,000 to $4,030,000 and the balance
of the contract price of $125,000 has been paid subsequent to the end of our fiscal year 2024.
In order to fix the cost
and ensure adequate supply of baby back ribs for our restaurants for calendar year 2026, we entered into a purchase agreement with our
existing rib supplier, whereby we agreed to purchase approximately $9.2 million of “2.5 & Down Baby Back Ribs” (weight
range in which baby back ribs are sold) during calendar year 2026, at a prescribed cost, which we believe is competitive. For calendar
year 2025, we entered into a purchase agreement with a
new rib supplier, whereby we agreed to purchase approximately $7.8 million of
“2.5 & Down Baby Back Ribs” (weight range
in which baby back ribs are sold) during calendar year 2025, at a prescribed cost, which we believe is competitive. For calendar year
2024, we entered into a purchase agreement with our current rib supplier, whereby we agreed to purchase approximately $7.0 million of
“2.25 & Down Baby Back Ribs” during calendar year 2024,2025, at a prescribed cost, which we also believe is competitive. The
increase in our cost of baby back ribs for calendar year 20252026 compared to calendar year 20242025 is due to ouran purchaseincrease ofin largermarket sized baby
back ribsprice and
quantity the purchase of baby back ribs for Store #19R, Hollywood, Florida for the entire calendar year, offset by a decrease in
market price.ordered.
In December 2023, the FASB
issued issued
ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires enhanced income tax
disclosures, disclosures,
primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction.
This This
ASU will be effective for the Company infor our fiscal year 2026,2026 annual reporting period, with the guidance applied either prospectively
or retrospectively. Early
adoption is permitted. We are currently evaluating the impact that the adoption of thethis new accounting guidanceASU will have on our
tax disclosures.
In November 2024, the FASB issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures” which requires disclosure of disaggregated information about certain income statement expense line items in the notes to the financial statements on an interim and annual basis. In January 2025, the FASB issued ASU 2025-01 clarifying the effective date of ASU 2024-03, which will be effective for the Company for our fiscal year 2027 annual reporting period, with guidance applied either prospectively or retrospectively. Early adoption is permitted. We are currently evaluating the impact that the adoption of this ASU will have on our interim and consolidated financial statements.
In September 2025, the FASB issued ASU 2025-06, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40)” which eliminates all references to project stages and requires capitalization of software costs when: (i) management authorizes and commits to funding the software project, and (ii) it is probable the software project will be completed and used as intended, known as the “probable-to-completion recognition threshold.” Entities must consider whether there is significant uncertainty associated with the development activities of the software in determining if the threshold is met. In addition, the amendments in the update specify that property, plant and equipment disclosure requirements are required for capitalized internal-use software costs, regardless of financial statement presentation and also incorporate the recognition requirements for website-specific development costs. This ASU will be effective for the Company for our fiscal year fiscal year 2029 annual reporting period with the guidance applied either prospectively, retrospectively, or via a modified prospective transition method. Early adoption is permitted. We are currently evaluating the impact that the adoption of this ASU will have on our interim and consolidated financial statements.
ConsolidationValuation of LimitedLong-Lived PartnershipsAssets
We continually evaluate whether events and circumstances have occurred that may warrant revision of the estimated life of our intangible and other long-lived assets and/or whether the remaining balance of our intangible and other long-lived assets should be evaluated for possible impairment. If and when such factors, events or circumstances indicate that intangible and/or other long-lived assets should be evaluated for possible impairment, we will determine the fair value of the asset by making an estimate of expected future cash flows over the remaining lives of the respective assets and compare that fair value with the carrying value of the assets in measuring their recoverability. In determining the expected future cash flows, the assets will be grouped at the lowest level for which there are cash flows, at the individual store level.
Under Accounting Standards Codification Topic 842, Leases (“ASC 842”), lease arrangements must be presented on the lessee’s balance sheet by recording a right-of-use asset and a lease liability equal to the present value of the related future minimum lease payments. We currently lease a portion of our restaurant and package locations under various lease agreements. Determining the probable term for each lease requires judgment by management and can impact the classification and accounting for a lease as financing or operating, as well as the period for straight-lined rent expense and the depreciation period for lease hold improvements. Generally, the lease term is a minimum of the noncancelable period of the lease or the lease term inclusive of reasonably certain renewal periods up to a term of 15 years. If the estimate of our reasonably certain lease term was changed, our depreciation and rent expense could differ materially. To determine the present value of lease payments not yet paid, we estimate incremental borrowing rates (IBR) corresponding to the reasonably certain lease term. The IBR is an estimate based on several factors, including financial market conditions, comparable company and credit analysis as well as management judgment. If the IBR was changed, our operating lease right-of-use assets and lease liabilities could differ materially.
As of September 28, 2024, we operate
ten (10) restaurants as general partner of the limited partnerships that own the operations of these restaurants. We expect that any expansion
which takes place in opening new restaurants will also result in us operating the restaurants as general partner. In addition to the general
partnership interest we also purchased limited partnership units ranging from 0% to 49% of the total units outstanding. As a result of
these controlling interests, we consolidate the operations of these limited partnerships with ours despite the fact that we do not own
in excess of 50% of the equity interests. All intercompany transactions are eliminated in consolidation. The non-controlling interests
in the earnings of these limited partnerships are removed from net income and are not included in the calculation of earnings per share.
Under Accounting Standards Codification
Topic 842, Leases (“ASC 842”), lease arrangements must be presented on the lessee’s balance sheet by recording a right-of-use
asset and a lease liability equal to the present value of the related future minimum lease payments. We adopted the standard in the first
quarter of our fiscal 2020, using the modified retrospective approach. Estimates associated with leases include lease classification,
discount rate and lease term.
Loyalty Programs
We offer loyalty programs to customers
of our restaurants and package liquor stores. The gift cards distributed as a part of our loyalty programs have expiration dates and we
estimate breakage for such gift cards.
What changed in the latest 10-Q
Risk Factors
We could not find a separate Risk Factors item in the latest 10-Q. Some companies leave it out of quarterly reports; see the annual 10-K risk factors and the original filing. Open the filing on SEC.gov.
Management's Discussion & Analysis (MD&A)
Largest changes
During the first quarter of our fiscal year 2026, we refinanced with our institutional lender, our mortgage loan encumbering the real property and improvements located at Flanigan’s Calusa Center 12750 – 12790 S.W. 88th Street, Miami, Floridasee in full comparisonwhere our Flanigan’s Calusa Center and our limited partnership owned Flanigan’s Seafood Bar and Grill restaurant operate (Store #70),without increasing the principal amount borrowed atthisthat time ($5,676,856). Flanigan’s Calusa Center includes our limited partnership owned Flanigan’s Seafood Bar and Grill restaurant (Store #70) and our corporate-owned Big Daddy’s Wine & Liquors (Store #45). The refinanced mortgage loanearnsaccrued interest at a fluctuating rate per year equal to the sum of (i) the greater of the Term SOFR Daily Floating Rate or the Index Floor (whichfor purposes hereof iswas 0.00%) and (ii) 2.25%, with the first payment of principal and interest due January 31, 2026 and monthly thereafter on the last day of each month until November 30, 2030 when the entire principal payment and all accrued interestiswas to be due in full. We received no excess funds from the refinancing of this mortgage loan.As of March 28, 2026, the variable interest rate was 6.03%.
Comparison ofsee in full comparisonTwenty-SixThirty-Nine Weeks EndedMarchJune28,27, 2026 andMarch 29,June 28, 2025.
In addition to using cash for our operating expenses, we use cash generated from operations and borrowings to fund the development and construction of new restaurants and to fund capitalized property improvements for our existing restaurants. During thesee in full comparisontwenty-sixthirty-nine weeks endedMarchJune28,27, 2026, we acquired property and equipment of$1,653,000,$11,105,000, (of which $8.45 million was for the purchase of the Stuart Property and $48,000 was purchase deposits transferred to property and equipment), including$254,000$488,000 for renovations to seven Company-owned locations and $251,000 for renovations to three limited partnership owned restaurants. During the thirty-nine weeks ended June 28, 2025, we acquired property and equipment of $4,956,000, (of which $2.2 million was for the purchase of the Cutler Bay Property and $57,000 was purchase deposits transferred to property and equipment), including $285,000 for renovations to four Company-owned locations and$107,000$43,000 for renovations to one limited partnership owned restaurant.During the twenty-six weeks ended March 29, 2025, we acquired property and equipment of $1,731,000, (of which $11,000 was purchase deposits transferred to property and equipment), including $87,000 for renovations to one Company-owned package location and $43,000 for renovations to one limited partnership owned restaurant.
“During the third quarter of our fiscal year 2026, we financed with our institutional lender, our real property and improvements located at 2505 N. University Drive, Buildings A & B, Hollywood, Florida where we operate our Flanigan’s Seafood Bar and Grill restaurant (Store #19, Building B) and our Big Daddy’s Wine & Liquors (Store #19, Building A). The principal amount borrowed was $3,375,000, which we used towards our purchase of the Stuart Property. …”see in full comparison
Restaurant Food Sales. Restaurant revenue generated from the sale of food, including non-alcoholic beverages, at restaurants totaledsee in full comparison$65,540,000$99,976,000 for thetwenty-sixthirty-nine weeks endedMarchJune28,27, 2026 as compared to$61,712,000$93,645,000 for thetwenty-sixthirty-nine weeks endedMarchJune29,28, 2025. This increase in restaurant food sales is attributable to the Recent Price Increases and increased restaurant traffic. Comparable weekly restaurant food sales for restaurants open for all of thetwenty-sixthirty-nine weeks endedMarchJune28,27, 2026 andMarchJune29,28, 2025 respectively, which consists of eleven restaurants owned by us and ten restaurants owned by affiliated limited partnerships was$2,496,000$2,538,000 and$2,351,000$2,378,000 for thetwenty-sixthirty-nine weeks endedMarch 28,June 27, 2026 andMarchJune29,28, 2025, respectively, an increase of6.17%.6.73%. Comparable weekly restaurant food sales for Company-owned restaurants was$1,187,000$1,205,000 and$1,115,000$1,128,000 for thetwenty-sixthirty-nine weeks endedMarchJune28,27, 2026 andMarchJune29,28, 2025, respectively, an increase of6.46%.6.83%. Comparable weekly restaurant food sales for affiliated limited partnership owned restaurants only was$1,309,000$1,333,000 and$1,236,000$1,250,000 for thetwenty-sixthirty-nine weeks endedMarchJune28,27, 2026 andMarchJune29,28, 2025, respectively, an increase of5.91%.6.64%. We expect that restaurant food sales, including non-alcoholic beverages, for the balance of our fiscal year 2026 will increase due to the Recent Price Increases.
Restaurant Food Sales. Restaurant revenue generated from the sale of food, including non-alcoholic beverages, at restaurants totaledsee in full comparison$34,608,000 for the thirteen weeks ended March 28, 2026 as compared to $32,586,000$34,436,000 for the thirteen weeks endedMarchJune29,27, 2026 as compared to $31,933,000 for the thirteen weeks ended June 28, 2025. This increase in restaurant food sales is attributable to the Recent Price Increases and increased restaurant traffic. Comparable weekly restaurant food sales for restaurants open for all of the thirteen weeks endedMarchJune28,27, 2026 andMarchJune29,28, 2025 respectively, which consists of eleven restaurants owned by us and ten restaurants owned by affiliated limited partnerships was$2,635,000$2,623,000 and$2,481,000$2,431,000 for the thirteen weeks endedMarchJune 27, 2026 and June 28,2026 and March 29,2025, respectively, an increase of6.21%.7.90%. Comparable weekly restaurant food sales for Company-owned restaurants was$1,304,000$1,243,000 and$1,235,000$1,153,000 for the thirteen weeks endedMarchJune28,27, 2026 andMarchJune29,28, 2025, respectively, an increase of5.59%.7.81%. Comparable weekly restaurant food sales for affiliated limited partnership owned restaurants only was$1,331,000$1,380,000 and$1,246,000$1,278,000 for the thirteen weeks endedMarch 28,June 27, 2026 andMarchJune29,28, 2025, respectively, an increase of6.82%.7.98%. We expect that restaurant food sales, including non-alcoholic beverages, for the balance of our fiscal year 2026 will increase due to the Recent Price Increases.
Full comparison: every changed paragraph (54)
As of MarchJune 28,27, 2026, Flanigan’s Enterprises,
Inc., a Florida corporation, together with its subsidiaries (“we”, “our”, “ours” and “us”
as the context requires), (i) operates 32thirty-two units, consisting of restaurants, package liquor stores, combination restaurant/package liquor
stores and a sports bar that we either own or have operational control over and partial ownership in; and (ii) franchises an additional
five units, consisting of two restaurants (one of which we operate) and three combination restaurant/package liquor stores. The table
below provides information concerning the type (i.e. restaurant, sports bar, package liquor store or combination restaurant/package liquor
store) and ownership of the units (i.e. whether (i) we own 100% of the unit; (ii) the unit is owned by a limited partnership of which
we are the sole general partner and/or have invested in; or (iii) the unit is franchised by us), as of MarchJune 28,27, 2026 and as compared
to September 27, 2025. With the exception of “The Whale’s Rib,” a restaurant we operate but do not own, and “Brendan’s
Sports Pub” a restaurant/bar we own, all of the restaurants operate under our service marks “Flanigan’s Seafood Bar
and Grill” or “Flanigan’s” and all of the package liquor stores operate under our service marks “Big Daddy’s
Liquors” or “Big Daddy’s Wine & Liquors”.
Limited Partnership Financial Arrangement:
We manage and control the operations of all restaurants owned by limited partnerships, except the Fort Lauderdale, Florida restaurant
which is owned by a related franchisee. Accordingly, the results of operations of all limited partnership owned restaurants, except the
Fort Lauderdale, Florida restaurant are consolidated into our operations for accounting purposes. The results of operations of the Fort
Lauderdale, Florida restaurant are accounted for by us utilizing the equity method of accounting. In general, until the investors’
cash investment in a limited partnership (including any cash invested by us and our affiliates) is returned in full, the limited partnership
distributes to the investors annually out of available cash from the operation of the restaurant up to 25% of the cash invested in the
limited partnership, with no management fee paid to us. Any available cash in excess of the 25% of the cash invested in the limited partnership
distributed to the investors annually, is paid one-half (½) to us as a management fee, with the balance distributed to the investors
as a return of capital. Once the investors in the limited partnership have received, in full, amounts equal to their cash invested, an
annual management fee is payable to us equal to one-half (½) of cash available to the limited partnership, with the other one half
(½) of available cash distributed to the investors (including us and our affiliates), as a profit distribution. As of MarchJune 28,
27, 2026, all limited partnerships, with the exception of the limited partnership which owns the restaurant in Sunrise, Florida (Store #85),
which opened for business in March 2022 and the limited partnership which owns the restaurant in Miramar, Florida (Store #25), which opened
for business in April 2023, have returned all cash invested and we receive an annual management fee equal to one-half (½) of the
cash available for distribution by the limited partnership. In addition to receipt of distributable amounts from the limited partnerships,
we receive a fee equal to 3% of gross sales for use of the service mark “Flanigan’s Seafood Bar and Grill” or “Flanigan’s”.
Comparison of Thirteen Weeks Ended MarchJune 28,27, 2026 and MarchJune 29,
28, 2025.
Revenues. Total revenue for the
thirteen weeks ended March 28, 2026 increased $3,156,000 or 5.91% to $56,515,000 from $53,359,000 for the thirteen weeks ended MarchJune 29,
27, 2026 increased $4,309,000 or 8.30% to $56,203,000 from $51,894,000 for the thirteen weeks ended June 28, 2025 due primarily to increased menu prices and higher restaurant and package liquor store traffic. Effective March 1, 2026, we
increased our menu prices for our bar offerings to target an increase to our bar revenues of approximately 3.68% annually and we increased
our menu prices for our food offerings to target an increase to our food revenues of approximately 3.25% annually. Effective February
23, 2025, we increased our menu prices for our bar offerings to target an increase to our bar revenues of approximately 0.84% annually.
Effective December 4, 2024, we increased our menu prices for our bar offerings to target an increase to our bar revenues of approximately
4.90% annually and effective November 17, 2024 we increased our menu prices for our food offerings to target an increase to our food revenues
of approximately 4.14% annually (collectively the “Recent Price Increases”).
Restaurant Food Sales.
Restaurant revenue generated from the sale of food, including non-alcoholic beverages, at restaurants totaled $34,608,000 for the thirteen
weeks ended March 28, 2026 as compared to $32,586,000$34,436,000 for the thirteen weeks ended MarchJune 29,27, 2026 as compared to $31,933,000 for the thirteen weeks ended June 28, 2025. This increase in restaurant food sales
is attributable to the Recent Price Increases and increased restaurant traffic. Comparable weekly restaurant food sales for restaurants
open for all of the thirteen weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025 respectively, which consists of eleven restaurants owned by
us and ten restaurants owned by affiliated limited partnerships was $2,635,000$2,623,000 and $2,481,000$2,431,000 for the thirteen weeks ended MarchJune 27, 2026 and June 28, 2026
and March 29, 2025, respectively, an increase of 6.21%.7.90%. Comparable weekly restaurant food sales for Company-owned restaurants was $1,304,000
$1,243,000 and $1,235,000$1,153,000 for the thirteen weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025, respectively, an increase of 5.59%.7.81%. Comparable weekly restaurant
food sales for affiliated limited partnership owned restaurants only was $1,331,000$1,380,000 and $1,246,000$1,278,000 for the thirteen weeks ended March
28,June 27, 2026 and MarchJune 29,28, 2025, respectively, an increase of 6.82%.7.98%. We expect that restaurant food sales, including non-alcoholic beverages,
for the balance of our fiscal year 2026 will increase due to the Recent Price Increases.
Restaurant Bar Sales. Restaurant revenue
generated from the sale of alcoholic beverages at restaurants totaled $8,391,000$8,242,000 for the thirteen weeks ended MarchJune 28,27, 2026 as compared
to $8,194,000$7,931,000 for the thirteen weeks ended MarchJune 29,28, 2025. The increase in restaurant bar sales during the thirteen weeks ended March
28,June 27, 2026 is primarily due to the Recent Price Increases.Increases, partially offset by the softening of alcohol consumption at our restaurants. Comparable weekly restaurant bar sales for restaurants open for all of the thirteen
weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025, which consists of eleven restaurants owned by us and ten restaurants owned by affiliated
limited partnerships was $645,000$634,000 and $630,000$610,000 for the thirteen weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025, respectively, an increase
of 2.38%.3.93%. Comparable weekly restaurant bar sales for Company-owned restaurants only was $290,000$277,000 and $287,000$268,000 for the thirteen weeks ended
March 28,June 27, 2026 and MarchJune 29,28, 2025, respectively, an increase of 1.05%.3.36%. Comparable weekly restaurant bar sales for affiliated limited partnership
owned restaurants only was $355,000$357,000 and $343,000$342,000 for the thirteen weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025, an increase of 3.50%.
4.39%. We expect that restaurant bar sales for the balance of our fiscal year 2026 will increase due to the Recent Price Increases, partially
offset by the softening of alcohol consumption at our restaurants.
Package Store Sales.
Revenue generated from sales of liquor and related items at package liquor stores totaled $12,955,000$12,979,000 for the thirteen weeks ended March
28,June 27, 2026 as compared to $12,051,000$11,522,000 for the thirteen weeks ended MarchJune 29,28, 2025, an increase of $904,000.$1,457,000. This increase was primarily
due to increased package liquor store traffic, including e-commerce sales. The weekly average of same store package liquor store sales,
which includes eleven (11) Company-owned package liquor stores was $997,000$998,000 and $927,000$886,000 for the thirteen weeks ended MarchJune 28,27, 2026 and
March 29,June 28, 2025, respectively, an increase of 7.55%.12.64%. We expect that package liquor store sales for the balance of our fiscal year 2026
will increase due to increased package liquor store traffic, including from e-commerce.
Costs and Expenses. Costs and expenses
(consisting of cost of merchandise sold, payroll and related costs, operating expenses, occupancy costs, selling, general and administrative
expenses and depreciation and amortization), for the thirteen weeks ended MarchJune 28,27, 2026 increased $2,503,000$3,161,000 or 5.02%6.45% to $52,346,000
$52,203,000 from $49,843,000$49,042,000 for the thirteen weeks ended MarchJune 29,28, 2025. The increase was primarily due to increased cost of merchandise sold, payroll
and costs, operating expenses and selling, general and administrative expenses, partially offset by actions taken by management to reduce and/or control costs. We anticipate that our costs and
expenses will continue to increase through the balance of our fiscal year 2026. Costs and expenses decreased as a percentage of total
revenue to approximately 92.62%92.88% for the thirteen weeks ended MarchJune 28,27, 2026 from 93.41%94.50% for the thirteen weeks ended MarchJune 29,28, 2025.
Restaurant Food Sales and
Bar Sales. Gross profit for food and bar sales for the thirteen weeks ended MarchJune 28,27, 2026 increased to $28,763,000$28,989,000 from
$27,045,000 $26,901,000 for the thirteen weeks ended MarchJune 29,28, 2025. Our gross profit margin for restaurant food and bar sales (calculated as gross
profit reflected as a percentage of restaurant food and bar sales), increased to 66.89%67.92% for the thirteen weeks ended MarchJune 28,27, 2026 as
compared to 66.32%67.48% for the thirteen weeks ended MarchJune 29,28, 2025 due primarily to the Recent Price Increases.
Package Store
Sales. Gross profit for package store sales for the thirteen weeks ended MarchJune 28,27, 2026 decreasedincreased $244,000$386,000 to $3,138,000
$3,129,000 from $3,382,000$2,743,000 for the thirteen weeks ended MarchJune 29,28, 2025. Our gross profit margin (calculated as gross profit reflected as a
percentage of package liquor store sales), for package store sales decreasedincreased to 24.22%24.11% for the thirteen weeks ended MarchJune 28,27, 2026,
as compared to 28.06%23.81% for the thirteen weeks ended MarchJune 29,28, 2025, primarily due primarily to higherlower costs for select product offerings and effective promotional activity, partially offset by competitive pricing strategies.
We anticipate that the gross profit margin for package liquor store merchandise will decrease for the balance of our fiscal 2026 due
to higher overall costs and a reduction in pricing of certain package store merchandise to remain competitive.
Payroll and Related Costs. Payroll
and related costs for the thirteen weeks ended MarchJune 28,27, 2026 increased $626,000$692,000 or 3.87%4.30% to $16,810,000$16,798,000 from $16,184,000$16,106,000 for the thirteen
weeks ended MarchJune 29,28, 2025. Payroll and related costs for the thirteen weeks ended MarchJune 28,27, 2026 were higher due primarily to the Florida
minimum wage increase. Payroll and related costs as a percentage of total revenue was 29.74 %29.89% for the thirteen weeks ended MarchJune 28,27, 2026
and 30.33%31.04% of total revenue for the thirteen weeks ended MarchJune 29,28, 2025.
Operating Expenses. Operating expenses
(including but not limited to utilities, insurance, cleaning, credit card fees, supplies, security, and other costs closely related to
operating restaurant and package stores) for the thirteen weeks ended MarchJune 28,27, 2026 increased $87,000$188,000 or 1.31%2.70% to $6,725,000$7,160,000 from $6,638,000
$6,972,000 for the thirteen weeks ended MarchJune 29,28, 2025 due primarily to inflation and increases in expenses across all categories.
Occupancy Costs. Occupancy costs (consisting
of percentage rent, common area maintenance, repairs, real property taxes, amortization of leasehold interests and rent expense associated
with operating lease liabilities under ASC 842) for the thirteen weeks ended MarchJune 28,27, 2026 increased $84,000$110,000 or 4.18%5.55% to $2,092,000$2,091,000 from
$2,008,000 $1,981,000 for the thirteen weeks ended MarchJune 29,28, 2025.
Selling, General and Administrative Expenses.
Selling, general and administrative expenses (consisting of general corporate expenses, including but not limited to advertising, professional
costs, clerical and administrative overhead) for the thirteen weeks ended MarchJune 28,27, 2026 increased $30,000$338,000 or 2.07%31.47% to $1,478,000$1,412,000 from
$1,448,000 $1,074,000 for the thirteen weeks ended MarchJune 29,28, 2025.2025 due primarily to increased legal costs. Selling, general and administrative expenses decreasedincreased as a percentage of total
revenue for the thirteen weeks ended MarchJune 28,27, 2026 to 2.62%2.51% as compared to 2.71%2.07% for the thirteen weeks ended MarchJune 29,28, 2025.
Depreciation and Amortization. Depreciation
and amortization expense for the thirteen weeks ended MarchJune 28,27, 2026 increased $27,000$36,000 or 2.33%3.08% to $1,188,000$1,203,000 from $1,161,000$1,167,000 for the
thirteen weeks ended MarchJune 29,28, 2025. Depreciation and amortization decreased as a percentage of total revenue for the thirteen weeks ended
March 28,June 27, 2026 to 2.10%2.14% as compared to 2.18%2.25% for the thirteen weeks ended MarchJune 29,28, 2025.
Interest Expense, Net. Interest expense,
net, for the thirteen weeks ended MarchJune 28,27, 2026 increased $6,000$147,000 to $241,000$384,000 from $235,000$237,000 for the thirteen weeks ended MarchJune 29,28, 2025.2025 due to the two new mortgages on store #19 and store #75 and the Calusa refinancing.
Rental Income / Rental Expense. Rental
income was $344,000$296,000 and rental expense was $133,000$144,000 for the thirteen weeks ended MarchJune 28,27, 2026, while rental income was $273,000$270,000 and
rental expense was $154,000$148,000 for the thirteen weeks ended MarchJune 29,28, 2025. Previously, rental income was presented in Revenues and rental
expense was presented in Occupancy costs, Operating expenses and Selling, general and administrative expenses, however, both rental
income and rental expense are now presented in Other Income.
Income Taxes. Income tax expense for
the thirteen weeks ended MarchJune 28,27, 2026 was $446,000$339,000 compared to $311,000$242,000 for the thirteen weeks ended MarchJune 29,28, 2025. This is primarily
due to the tax expense that is anticipated based on the projected pre-tax income and permanent differences.
Net Income. Net income for the thirteen
weeks ended MarchJune 28,27, 2026 increased $492,000$971,000 or 14.70%39.01% to $3,838,000$3,460,000 from $3,346,000$2,489,000 for the thirteen weeks ended MarchJune 29,28, 2025 due
primarily to the Recent Price Increases, partially offset by overall increased expenses. As a percentage of total revenue, net income
for the thirteen weeks ended March 28, 2026 is 6.79% as compared to 6.27% for the thirteen weeks ended MarchJune 29,27, 2026 is 6.16% as compared to 4.80% for the thirteen weeks ended June 28, 2025.
Net Income Attributableattributable to Flanigan’s
Enterprises, Inc. Stockholders. Net income attributable to Flanigan’s Enterprises, Inc.’sInc. stockholders for the thirteen
weeks ended March 28, 2026 increased $185,000 or 6.88% to $2,875,000 from $2,690,000 for the thirteen weeks ended MarchJune 29,27, 2026 increased $669,000 or 48.06% to $2,061,000 from $1,392,000 for the thirteen weeks ended June 28, 2025 due primarily
to the Recent Price Increases, partially offset by overall increased expenses. As a percentage of total revenue, net income attributable
to stockholders for the thirteen weeks ended MarchJune 28,27, 2026 is 5.09%3.67% as compared to 5.04%2.68% for the thirteen weeks ended MarchJune 29,28, 2025.
Comparison of Twenty-SixThirty-Nine Weeks Ended MarchJune 28,27, 2026 and March
29,June 28, 2025.
Revenues. Total revenue for the
twenty-six thirty-nine weeks ended MarchJune 28,27, 2026 increased $5,729,000$10,038,000 or 5.54%6.47% to $109,083,000$165,286,000 from $103,354,000$155,248,000 for the twenty-sixthirty-nine weeks ended March
29,June 28, 2025 due primarily to the Recent Price Increases and higher restaurant and package liquor store traffic.
Restaurant Food Sales.
Restaurant revenue generated from the sale of food, including non-alcoholic beverages, at restaurants totaled $65,540,000$99,976,000 for the twenty-six
thirty-nine weeks ended MarchJune 28,27, 2026 as compared to $61,712,000$93,645,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025. This increase in restaurant food
sales is attributable to the Recent Price Increases and increased restaurant traffic. Comparable weekly restaurant food sales for restaurants
open for all of the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025 respectively, which consists of eleven restaurants owned
by us and ten restaurants owned by affiliated limited partnerships was $2,496,000$2,538,000 and $2,351,000$2,378,000 for the twenty-sixthirty-nine weeks ended March
28,June 27, 2026 and MarchJune 29,28, 2025, respectively, an increase of 6.17%.6.73%. Comparable weekly restaurant food sales for Company-owned restaurants
was $1,187,000$1,205,000 and $1,115,000$1,128,000 for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025, respectively, an increase of 6.46%.6.83%. Comparable
weekly restaurant food sales for affiliated limited partnership owned restaurants only was $1,309,000$1,333,000 and $1,236,000$1,250,000 for the twenty-six
thirty-nine weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025, respectively, an increase of 5.91%.6.64%. We expect that restaurant food sales, including
non-alcoholic beverages, for the balance of our fiscal year 2026 will increase due to the Recent Price Increases.
Restaurant Bar Sales. Restaurant revenue
generated from the sale of alcoholic beverages at restaurants totaled $16,246,000$24,488,000 for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 as compared
to $16,156,000$24,087,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025. The increase in restaurant bar sales during the twenty-sixthirty-nine weeks ended March
28,June 27, 2026 is primarily due to the Recent Price Increases, partially offset by the softening of alcohol consumption at our restaurants.
Comparable weekly restaurant bar sales for restaurants open for all of the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025, which
consists of eleven restaurants owned by us and ten restaurants owned by affiliated limited partnerships was $625,000$628,000 and $621,000$618,000 for
the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025, respectively, an increase of 0.64%.1.62%. Comparable weekly restaurant bar sales
for Company-owned restaurants only was $279,000$278,000 and $276,000 for both the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025.2025, respectively, an increase of 0.72%. Comparable weekly
restaurant bar sales for affiliated limited partnership owned restaurants only was $346,000$350,000 and $342,000 for the twenty-sixthirty-nine weeks ended
March 28,June 27, 2026 and MarchJune 29,28, 2025, an increase of 1.17%.2.34%. We expect that restaurant bar sales for the balance of our fiscal year 2026 will
increase due to the Recent Price Increases, partially offset by the softening of alcohol consumption at our restaurants.
Package Store Sales.
Revenue generated from sales of liquor and related items at package liquor stores totaled $26,240,000$39,219,000 for the twenty-sixthirty-nine weeks ended March
28,June 27, 2026 as compared to $24,486,000$36,008,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025, an increase of $1,754,000.$3,211,000. This increase was primarily
due to increased package liquor store traffic, including e-commerce sales. The weekly average of same store package liquor store sales,
which includes eleven (11) Company-owned package liquor stores was $1,009,000$1,006,000 and $942,000$923,000 for the twenty-sixthirty-nine weeks ended MarchJune 27, 2026 and June 28, 2026
and March 29, 2025, respectively, an increase of 7.11%.8.99%. We expect that package liquor store sales for the balance of our fiscal year 2026
will increase due to increased package liquor store traffic, including from e-commerce.
Costs and Expenses. Costs and expenses
(consisting of cost of merchandise sold, payroll and related costs, operating expenses, occupancy costs, selling, general and administrative
expenses and depreciation and amortization), for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 increased $4,159,000$7,320,000 or 4.20%4.94% to $103,245,000
$155,448,000 from $99,086,000$148,128,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025. The increase was primarily due to increased cost of merchandise sold,
payroll and operating expenses partially offset by actions taken by management to reduce and/or control costs. We anticipate that our
costs and expenses will continue to increase through the balance of our fiscal year 2026. Costs and expenses decreased as a percentage
of total revenue to approximately 94.65%94.05% for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 from 95.87%95.41% for the twenty-sixthirty-nine weeks ended March
29,June 28, 2025.
Restaurant Food Sales and
Bar Sales. Gross profit for food and bar sales for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 increased to $54,566,000$83,555,000 from
$51,104,000 $78,005,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025. Our gross profit margin for restaurant food and bar sales (calculated as gross
profit reflected as a percentage of restaurant food and bar sales), increased to 66.72%67.13% for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026
as compared to 65.63%66.26% for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025 due primarily to the Recent Price Increases.
Package Store
Sales. Gross profit for package store sales for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 increased to $6,458,000$9,587,000 from
$6,336,000 $9,079,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025. Our gross profit margin (calculated as gross profit reflected as a
percentage of package liquor store sales), for package store sales decreased to 24.61%24.44% for the twenty-sixthirty-nine weeks ended MarchJune 28,
27, 2026, as compared to 25.88%25.21% for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025, due primarily to higher costs and competitive
pricing strategies. We anticipate that the gross profit margin for package liquor store merchandise will decrease for the balance of
our fiscal 2026 due to higher costs and a reduction in pricing of certain package store merchandise to remain competitive.
Payroll and Related Costs. Payroll and
related costs for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 increased $1,251,000$1,943,000 or 3.92%4.04% to $33,181,000$49,979,000 from $31,930,000$48,036,000 for the twenty-six
thirty-nine weeks ended MarchJune 29,28, 2025. Payroll and related costs for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 were higher due primarily to the Florida
minimum wage increase. Payroll and related costs as a percentage of total revenue was 30.42%30.24% for the twenty-sixthirty-nine weeks ended MarchJune 28,
27, 2026 and 30.89%30.94% of total revenue for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025.
Operating Expenses. Operating expenses
(including but not limited to utilities, insurance, cleaning, credit card fees, supplies, security, and other costs closely related to
operating restaurant and package stores) for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 increased $535,000$723,000 or 4.07%3.59% to $13,677,000$20,837,000 from
$13,142,000 $20,114,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025 due primarily to inflation and increases in expenses across all categories.
Occupancy Costs. Occupancy costs (consisting of percentage
rent, common area maintenance, repairs, real property taxes, amortization of leasehold interests and rent expense associated with operating
lease liabilities under ASC 842) for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 increased $240,000$350,000 or 6.21%5.98% to $4,107,000$6,198,000 from $3,867,000
$5,848,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025.
Selling, General and Administrative Expenses.
Selling, general and administrative expenses (consisting of general corporate expenses, including but not limited to advertising, professional
costs, clerical and administrative overhead) for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 decreasedincreased $32,000$306,000 or 1.09%7.65% to $2,894,000$4,306,000 from
$2,926,000 $4,000,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025 due primarily to lowerincreased consultinglegal fees.costs. Selling, general and administrative expenses
decreased increased as a percentage of total revenue for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 to 2.65%2.61% as compared to 2.83%2.58% for the twenty-six
thirty-nine weeks ended MarchJune 29,28, 2025.
Depreciation and Amortization. Depreciation
and amortization expense for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 increased $77,000$113,000 or 3.34%3.25% to $2,384,000$3,587,000 from $2,307,000$3,474,000 for the
twenty-six thirty-nine weeks ended MarchJune 29,28, 2025. Depreciation and amortization decreased as a percentage of total revenue for the twenty-sixthirty-nine weeks
ended MarchJune 28,27, 2026 to 2.19%2.17% as compared to 2.23%2.24% for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025.
Interest Expense, Net. Interest expense,
net, for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 increased $9,000$156,000 to $494,000$878,000 from $485,000$722,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,
2025.28, 2025 due to the two new mortgages on store #19 and store #75 and the Calusa refinancing.
Rental Income / Rental Expense. Rental
income was $621,000$917,000 and rental expense was $267,000$411,000 for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026, while rental income was $540,000$810,000 and
rental expense was $315,000$463,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025. Previously, rental income was presented in Revenues and rental
expense was presented in Occupancy costs, Operating expenses and Selling, general and administrative expenses, however, both rental
income and rental expense are now presented in Other Income.
Income Taxes. Income tax expense for
the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 was $574,000$913,000 compared to $346,000$588,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025. This is primarily
due to the tax expense that is anticipated based on the projected pre-tax income and permanent differences.
Net Income. Net income for the twenty-six
thirty-nine weeks ended MarchJune 28,27, 2026 increased $1,359,000$2,330,000 or 34.16%36.03% to $5,337,000$8,797,000 from $3,978,000$6,467,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025
due primarily to the Recent Price Increases, partially offset by overall increased expenses. As a percentage of total revenue, net
income for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 is 4.89%5.32% as compared to 3.85%4.17% for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025.
Net Income Attributableattributable to Flanigan’s
Enterprises, Inc. Stockholders. Net income attributable to Flanigan’s Enterprises, Inc.’sInc. stockholders for the twenty-six
thirty-nine weeks ended MarchJune 28,27, 2026 increased $935,000$1,604,000 or 34.06%38.77% to $3,680,000$5,741,000 from $2,745,000$4,137,000 for the twenty-sixthirty-nine weeks ended MarchJune 29,28, 2025 due
primarily to the Recent Price Increases, partially offset by overall increased expenses. As a percentage of total revenue, net
income attributable to stockholders for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 is 3.37%3.47% as compared to 2.66% for the twenty-sixthirty-nine weeks
ended MarchJune 29,28, 2025.
We fund our operations through cash from operations
and borrowings from third parties. As of MarchJune 28,27, 2026, we had cash and cash equivalents of approximately $22,831,000,$28,843,000, an increase of
$2,737,000 $8,749,000 from our cash balance of $20,094,000 as of September 27, 2025. This increase is primarily due to proceeds from borrowings for store #19 and store #75 and the Calusa refinancing as well as higher revenue.
In the third quarter of our fiscal year 2026, we paid $8.45 million for the purchase of the Stuart Property.
In the third quarter of our fiscal year 2025, we
paid $2.2 million for the purchase of undeveloped land in Cutler Bay, Florida for a future restaurant site. This acquisition reflects
our ongoing investment in strategic expansion. While no construction has commenced as of the reporting date, site planning hasis begununderway and
management anticipates capital expenditures related to site development and build-out in future fiscal quarters.
We believe that our current cash availability from
our cash on hand, positive cash flow from operations, and plannedproceeds mortgagesfrom borrowings will be sufficient to fund our operations and planned capital
expenditures for at least the next twelve months.
The following table is a summary of our cash flows
for the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026 and MarchJune 29,28, 2025.
WeDuring didthe notthirty-nine declareweeks orended payJune 27, 2026 our Board of Directors declared a cash dividend of $0.60 per share to shareholders of record on ourJune capital
stock10, during2026 and was made payable on June 26, 2026. During the twenty-sixthirty-nine weeks ended MarchJune 28, 20262025 orour theBoard twenty-sixof weeksDirectors endeddeclared Marcha 29,cash dividend of $0.55 per share to shareholders of record on June 12, 2025 and was made payable on June 27, 2025. Any future determination to pay cash
dividends will be at our Board’s discretion and will depend upon our financial condition, operating results, capital requirements
and such other factors as our Board deems relevant.
In addition to using cash for our operating expenses,
we use cash generated from operations and borrowings to fund the development and construction of new restaurants and to fund capitalized
property improvements for our existing restaurants. During the twenty-sixthirty-nine weeks ended MarchJune 28,27, 2026, we acquired property and equipment
of $1,653,000,$11,105,000, (of which $8.45 million was for the purchase of the Stuart Property and $48,000 was purchase deposits transferred to property and equipment), including $254,000$488,000 for renovations to seven Company-owned locations and $251,000 for renovations to three limited partnership owned restaurants. During the thirty-nine weeks ended June 28, 2025, we acquired property and equipment of $4,956,000, (of which $2.2 million was for the purchase of the Cutler Bay Property and $57,000 was purchase deposits transferred to property and equipment), including $285,000 for renovations to four
Company-owned locations and $107,000$43,000 for renovations to one limited partnership owned restaurant. During the twenty-six weeks ended
March 29, 2025, we acquired property and equipment of $1,731,000, (of which $11,000 was purchase deposits transferred to property and
equipment), including $87,000 for renovations to one Company-owned package location and $43,000 for renovations to one limited partnership
owned restaurant.
As of MarchJune 28,27, 2026, we had long-term debt (including
the current portion) of $19,919,000,$31,434,000, as compared to $20,618,000 as of September 27, 2025.
During the first quarter of our fiscal year 2026,
we refinanced with our institutional lender, our mortgage loan encumbering the real property and improvements located at Flanigan’s Calusa Center 12750 –
12790 S.W. 88th Street, Miami, Florida where our Flanigan’s Calusa Center and our limited partnership owned Flanigan’s Seafood
Bar and Grill restaurant operate (Store #70), without increasing the principal amount borrowed at thisthat time ($5,676,856). Flanigan’s Calusa Center includes our limited partnership owned Flanigan’s Seafood Bar and Grill restaurant (Store #70) and our corporate-owned Big Daddy’s Wine & Liquors (Store #45). The refinanced
mortgage loan earnsaccrued interest at a fluctuating rate per year equal to the sum of (i) the greater of the Term SOFR Daily Floating Rate or
the Index Floor (which for purposes hereof iswas 0.00%) and (ii) 2.25%, with the first payment of principal and interest due January 31,
2026 and monthly thereafter on the last day of each month until November 30, 2030 when the entire principal payment and all accrued interest
is was to be due in full. We received no excess funds from the refinancing of this mortgage loan. As of March 28, 2026, the variable interest rate
was 6.03%.
During the third quarter of our fiscal year 2026, we again refinanced with our institutional lender, our mortgage loan encumbering the real property and improvements located at 12750 – 12790 S.W. 88th Street, Miami, Florida increasing the principal amount borrowed to $11,100,000 to withdraw equity of approximately $5,495,000 which we used towards our purchase of the Stuart Property. The refinanced mortgage loan earns interest at 5.995% annually, with the first payment of principal and interest in the amount of $94,835.36 due April 30, 2026 and monthly thereafter on the last day of each month until February 28, 2041, when the entire principal payment and all accrued interest is due in full.
During the third quarter of our fiscal year 2026, we financed with our institutional lender, our real property and improvements located at 2505 N. University Drive, Buildings A & B, Hollywood, Florida where we operate our Flanigan’s Seafood Bar and Grill restaurant (Store #19, Building B) and our Big Daddy’s Wine & Liquors (Store #19, Building A). The principal amount borrowed was $3,375,000, which we used towards our purchase of the Stuart Property. The mortgage loan earns interest at 5.995% annually, with the first payment of principal and interest in the amount of $28,835.08 due April 30, 2026 and monthly thereafter on the last day of each month until February 28, 2041, when the entire principal payment and all accrued interest is due in full.
During the third quarter of our fiscal year 2026, we financed with our institutional lender, our real property and improvements located at 950 S Federal Highway, Stuart, Florida where we operate our Flanigan’s Seafood Bar and Grill restaurant (Store #75). The principal amount borrowed was $3,150,000, which we will use as working capital. The mortgage loan earns interest at 5.975% annually, with the first payment of principal and interest in the amount of $26,759.18 due June 30, 2026 and monthly thereafter on the last day of each month until May 31, 2033, when the entire principal payment and all accrued interest is due in full.
As of MarchJune 28,27, 2026, we are in compliance with all
of the covenants contained in our loan agreements.
During the first quarter of our fiscal year 2025,
we entered into a new Master Services Agreement with our current major vendor for a period of one (1) year effective January 1, 2025,
with Company options for four (4) one (1) yearone-year renewal options to extend the term of the same. In this new Master Service Agreement,
as in our prior Master Service Agreements, we commit to purchase specific products through our current major vendor but are free to purchase
other products through other vendors, provided no less than 80% of our overall product needs are purchased through our current major vendor.
During the fourth quarter of our fiscal year 2025, we exercised the first one (1) yearone-year renewal option and extended the term of the Master
Services Agreement for a period of one (1)year effective January 1, 2026. Subsequent to the end of the third quarter of our fiscal year 2026, we exercised the second one-year renewal option and extended the term of the Master Services Agreement for a period of one year effective January 1, 2026.2027.
The table below summarizes the current assets, current
liabilities, and working capital for our fiscal quarter ended MarchJune 28,27, 2026, and our fiscal year ended September 27, 2025.
While there can be no assurance due to, among other
things, unanticipated expenses or unanticipated decline in revenues, or both, we believe that our cash on hand,hand and positive cash flow from
operations, operations and plannedproceeds mortgagesfrom borrowings will adequately fund operations, debt reductions and planned capital expenditures throughout our fiscal
year 2026.
BDL insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 1 Form 4 filing (1 insider, 3 trade dates, 2,000 shares, about $63.4K) and open-market sales in 0 filings. Net open-market shares: 2,000 (purchases minus sales); net value about $63.4K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-05-19 | Flanigan James Ii |
Open-market purchase | 76 | $31.46 | $2.4K |
| 2026-05-18 | Flanigan James Ii |
Open-market purchase | 975 | $32.00 | $31.2K |
| 2026-05-18 | Flanigan James Ii |
Open-market purchase | 924 | $31.50 | $29.1K |
| 2026-05-15 | Flanigan James Ii |
Open-market purchase | 25 | $30.00 | $750 |
Well-known investors holding BDL (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| Renaissance Technologies | 2026-06-30 | 30,993 | $1.4M | 0.0% | Reduced 2% |