UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 BT BRANDS, INC. See Notes to Consolidated Condensed Financial Statements BT BRANDS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) 8 FORM 10-Q For the quarterly period ended: April 2, 2023 For the transition period from to Commissi ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: October 2, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to _________ Commission File Number: 333-233233 BT BRANDS, INC. (Exact name of registrant as specified in its charter) | --- | --- | --- | |-------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: July 3, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to _________ Commission File Number: 333-233233 BT BRANDS, INC. (Exact name of registrant as specified in its charter) | --- | --- | --- | |--------------------- ...

PART I— FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) This section presents BT Brands, Inc.'s unaudited condensed consolidated financial statements, reflecting increased total assets to **$15.4 million** and a significant decrease in net income to **$42,650** [Consolidated Financial Statements](index=4&type=section&id=Consolidated%20Financial%20Statements) The consolidated financial statements show total assets at **$15.4 million** and a sharp decline in net income to **$42,650** for the 13 weeks ended April 3, 2022 Consolidated Balance Sheet Highlights (Unaudited) | Account | April 3, 2022 ($) | January 2, 2022 ($) | | :--- | :--- | :--- | | **Total Assets** | **15,414,133** | **14,505,727** | | Total Current Assets | 11,492,535 | 12,564,579 | | Goodwill | 200,000 | 0 | | **Total Liabilities** | **4,634,764** | **3,877,374** | | Total Current Liabilities | 1,167,919 | 925,310 | | **Total Shareholders' Equity** | **10,779,369** | **10,628,353** | Consolidated Statement of Income (Unaudited) | Metric | 13 Weeks Ended April 3, 2022 ($) | 13 Weeks Ended April 4, 2021 ($) | | :--- | :--- | :--- | | Sales | 2,073,195 | 1,940,872 | | Income from Operations | 88,921 | 223,495 | | **Net Income** | **42,650** | **134,924** | | **Net Income Per Share (Basic & Diluted)** | **0.01** | **0.03** | - Net cash provided by operating activities was **$337,394** for the 13 weeks ended April 3, 2022, compared to **$242,292** in the prior-year period, while net cash used in investing activities significantly increased to **$1,682,010** due to the Keegan's Seafood Grille acquisition[22](index=22&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=6&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) These notes detail accounting policies and significant financial events, including the **$1.15 million** acquisition of Keegan's Seafood Grille and subsequent **$1.17 million** acquisition of Pie In The Sky Coffee and Bakery - As of April 3, 2022, the company operated **eleven restaurants**, including nine Burger Time, one Dairy Queen, and the newly acquired Keegan's Seafood Grille[28](index=28&type=chunk) - On March 2, 2022, the Company acquired Keegan's Seafood Grille for approximately **$1.15 million** in cash, provisionally recording **$200,000** in Goodwill[48](index=48&type=chunk)[50](index=50&type=chunk) - The company's long-term debt totaled approximately **$3.0 million** as of April 3, 2022, primarily from three bank notes with a fixed interest rate of **3.45%**[56](index=56&type=chunk) - In Q1 2022, the company granted **215,750** stock options at an exercise price of **$2.50** per share, recognizing **$33,500** in stock-based compensation expense[59](index=59&type=chunk)[60](index=60&type=chunk) - On May 11, 2022, the company acquired Pie In The Sky Coffee and Bakery for **$1,173,500** in cash and entered into a five-year property lease[70](index=70&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=13&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATION) Management discusses Q1 2022 financial performance, highlighting a **6.8%** increase in net sales and a significant decline in net income due to a **176.3%** surge in general and administrative costs - The company's principal growth strategy focuses on acquiring multi-unit restaurant concepts and individual properties at attractive earnings multiples[83](index=83&type=chunk) - Food costs, especially beef, have increased approximately **13.7%** since 2020, prompting a planned menu price increase in Q2 2022 to mitigate inflationary pressures[80](index=80&type=chunk) - On March 2, 2022, the company acquired Keegan's Seafood Grille for **$1,150,000**, a restaurant operating for over **35 years** in Indian Rocks Beach, Florida[93](index=93&type=chunk) [Results of Operations](index=15&type=section&id=Results%20of%20Operations) Net sales increased **6.8%** to **$2.07 million** in Q1 2022, but income from operations sharply declined due to a **176.3%** rise in general and administrative expenses Q1 2022 vs Q1 2021 Performance | Metric | Q1 2022 | Q1 2021 | | :--- | :--- | :--- | | Net Sales | $2,073,195 | $1,940,872 | | Food and Paper Costs (% of Sales) | 34.8% | 37.7% | | Labor Costs (% of Sales) | 29.3% | 29.1% | | General & Administrative Costs | $291,062 | $105,338 | | Income from Operations | $88,921 | $223,495 | | Net Income | $42,650 | $134,924 | - The increase in general and administrative costs was primarily due to the transition to a public company, leading to increased officer compensation and staff[105](index=105&type=chunk) - Restaurant-level EBITDA increased to **$449,397** (**21.6%** margin) in Q1 2022 from **$383,689** (**19.8%** margin) in Q1 2021[114](index=114&type=chunk) [Liquidity and Capital Resources](index=17&type=section&id=Liquidity%20and%20Capital%20Resources) As of April 3, 2022, the company maintained a strong liquidity position with **$11.1 million** in cash and **$9.9 million** in working capital, largely from its November 2021 public offering - As of April 3, 2022, the Company had **$11,073,645** in cash and **$9,905,672** in working capital, primarily from its November 2021 public offering[110](index=110&type=chunk) - The company's primary liquidity sources are operating cash flows and cash on hand, utilized for debt service, store maintenance, and growth funding[112](index=112&type=chunk) - As of April 3, 2022, the company had **$3 million** in contractual obligations, mainly property mortgages, with monthly payments of approximately **$32,000**[118](index=118&type=chunk) [Quantitative and Qualitative Disclosure About Market Risk](index=19&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURE%20ABOUT%20MARKET%20RISK) The company is a smaller reporting company and is not required to provide the information under this item - As a smaller reporting company, BT Brands, Inc. is not required to provide quantitative and qualitative disclosures about market risk[132](index=132&type=chunk) [Controls and Procedures](index=19&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded that as of April 3, 2022, the company's disclosure controls and procedures were not effective due to insufficient accounting resources and inadequate internal control monitoring - The CEO and CFO concluded that as of April 3, 2022, the company's disclosure controls and procedures were not effective[134](index=134&type=chunk) - Key reasons for ineffectiveness included a lack of accounting resources for segregation of duties, no effective risk assessment, and insufficient internal control monitoring[134](index=134&type=chunk) PART II—OTHER INFORMATION [Legal Proceedings](index=20&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company reports that there are no pending legal proceedings to which it is a party or to which its property is subject - There are no pending legal proceedings against the Company as of the report date[137](index=137&type=chunk) [Risk Factors](index=20&type=section&id=ITEM%201A.%20RISK%20FACTORS) As a smaller reporting company, BT Brands, Inc. is not required to provide the information for this item - The company is a smaller reporting company and is not required to provide risk factors in its Form 10-Q[138](index=138&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=20&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company did not sell any unregistered equity securities during the period covered by this report - The Company did not sell any securities during the period covered by the report[139](index=139&type=chunk) [Other Items (Defaults, Mine Safety, Other Information)](index=20&type=section&id=Other%20Items) The company reports no defaults upon senior securities, no mine safety disclosures as it is not applicable, and no other information to disclose under Item 5 - The company reported no defaults upon senior securities, no mine safety disclosures, and no other information[140](index=140&type=chunk)[141](index=141&type=chunk)[142](index=142&type=chunk) [Exhibits](index=20&type=section&id=ITEM%206.%20EXHIBITS) This section lists the exhibits filed with the quarterly report, including certifications by the Principal Executive Officer and Principal Financial Officer as required by the Sarbanes-Oxley Act, and XBRL data files - The report includes required certifications from the CEO and CFO pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act, as well as XBRL filings[142](index=142&type=chunk)

Part I [Business](index=3&type=section&id=Item%201.%20Business%2E) BT Brands, Inc. operates nine Burger Time and one Dairy Queen restaurant, with a core strategy to acquire multi-unit restaurant concepts, supported by its November 2021 public offering - The company operates nine Burger Time restaurants and one Dairy Queen franchise, primarily in Minnesota, North Dakota, and South Dakota[21](index=21&type=chunk) - The core business strategy is to acquire multi-unit restaurant concepts and individual restaurant properties at attractive earnings multiples[24](index=24&type=chunk)[61](index=61&type=chunk) - In November 2021, the company completed a public offering, raising net proceeds of approximately **$10.7 million** to fund growth and acquisitions[27](index=27&type=chunk) Restaurant Locations Overview | Location | Open Since | Approx. Sq. Ft. | Real Estate Owner | | :--- | :--- | :--- | :--- | | Fargo, North Dakota | 1987 | 600 | BTND, LLC | | Moorhead, Minnesota | 1988 | 600 | BTND, LLC | | Grand Forks, North Dakota | 1989 | 650 | BTND, LLC | | Waite Park, Minnesota | 1989 | 700 | BTND, LLC | | Bismarck, North Dakota | 1989 | 600 | BTND, LLC | | Sioux Falls, South Dakota | 1991 | 650 | BTND, LLC | | Sioux Falls, South Dakota | 1991 | 650 | Leased | | Minot, North Dakota | 1992 | 800 | BTND, LLC | | Ham Lake, Minnesota (Dairy Queen) | 2015 | 1,664 | BTND DQ, LLC | | West St. Paul, Minnesota | 2016 | 1,020 | BTND, LLC | [Risk Factors](index=9&type=section&id=Item%201A.%20Risk%20Factors%2E) As a smaller reporting company, BT Brands, Inc. is not required to provide specific risk factor disclosures - The company is not required to provide Risk Factors disclosure as it qualifies as a smaller reporting company[79](index=79&type=chunk) [Unresolved Staff Comments](index=9&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments%2E) The company reports no unresolved staff comments from the SEC - There are no unresolved staff comments[81](index=81&type=chunk) [Properties](index=9&type=section&id=Item%202.%20Properties%2E) The company owns real estate for nine of its ten restaurants, with **$3.05 million** in mortgage obligations at a fixed 3.45% interest rate, and leases executive office space - The company owns the real estate for nine of its ten operating restaurants[35](index=35&type=chunk) - As of January 2, 2022, the company had **$3,049,971** in mortgage obligations, refinanced in June 2021 to a lower fixed interest rate of **3.45%** for ten years[83](index=83&type=chunk) - Executive offices in West Fargo, ND, and Minnetonka, MN, are leased on a month-to-month basis for a combined total of approximately **$1,800** per month[82](index=82&type=chunk)[85](index=85&type=chunk) [Legal Proceedings](index=10&type=section&id=Item%203.%20Legal%20Proceedings%2E) The company is not currently involved in any material legal proceedings or aware of any threatened litigation - The company reports no material legal proceedings[94](index=94&type=chunk) [Mine Safety Disclosures](index=10&type=section&id=Item%204.%20Mine%20Safety%20Disclosures%2E) Mine safety disclosures are not applicable to the company's business operations - Mine safety disclosures are not applicable[96](index=96&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=11&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities%2E) The company's common stock and warrants began trading on Nasdaq in November 2021, with **6,461,118** shares outstanding as of March 15, 2022, and no plans for future cash dividends - Common stock (BTBD) and warrants (BTBDW) began trading on Nasdaq on **November 12, 2021**[100](index=100&type=chunk) - As of March 15, 2022, there were **6,461,118** shares of common stock outstanding[101](index=101&type=chunk) - The company has never paid cash dividends and does not plan to in the foreseeable future[102](index=102&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=11&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations%2E) Fiscal 2021 saw a **3.5%** increase in net sales to **$8.45 million**, but net income declined due to a prior-year PPP loan forgiveness, while the company maintains strong liquidity post-IPO despite inflationary pressures Fiscal Year 2021 vs 2020 Performance | Metric | Fiscal 2021 (52 Weeks) | Fiscal 2020 (53 Weeks) | Change | | :--- | :--- | :--- | :--- | | Net Sales | $8,451,870 | $8,159,796 | +3.5% | | Income from Operations | $980,712 | $529,368 | +85.3% | | Net Income | $607,851 | $791,992 | -23.2% | | Food & Paper Costs (% of Sales) | 38.9% | 37.9% | +1.0 ppt | | Labor Costs (% of Sales) | 28.2% | 28.6% | -0.4 ppt | - The decrease in net income in 2021 was primarily due to the inclusion of **$460,400** in forgiven PPP loan income in 2020, which was not repeated in 2021[144](index=144&type=chunk)[145](index=145&type=chunk) - The company's liquidity significantly improved due to its November 2021 public offering, resulting in a cash balance of **$12,385,632** and working capital of **$11,639,269** at year-end[149](index=149&type=chunk)[155](index=155&type=chunk) - Key challenges include inflationary pressure on food costs (especially beef, which rose **4%** per pound in 2021) and labor shortages leading to higher wages[117](index=117&type=chunk)[118](index=118&type=chunk) [Financial Statements and Supplementary Data](index=17&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data%2E) This section provides the company's audited consolidated financial statements for fiscal years 2021 and 2020, including balance sheets, income statements, statements of shareholders' equity, and cash flows [Consolidated Balance Sheets](index=18&type=section&id=Consolidated%20Balance%20Sheets) As of January 2, 2022, total assets increased to **$14.5 million** and shareholders' equity turned positive to **$10.6 million** due to the IPO, while total liabilities decreased Consolidated Balance Sheet Highlights (as of year-end) | Account | Jan 2, 2022 | Jan 3, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $12,385,632 | $1,321,244 | | Total Current Assets | $12,564,579 | $1,406,198 | | Total Assets | $14,505,727 | $3,389,165 | | **Liabilities & Equity** | | | | Total Current Liabilities | $925,310 | $1,034,505 | | Total Liabilities | $3,877,347 | $4,091,488 | | Total Shareholders' Equity (Deficit) | $10,628,353 | ($702,323) | [Consolidated Statements of Income](index=19&type=section&id=Consolidated%20Statements%20of%20Income) Fiscal 2021 sales increased to **$8.45 million**, with income from operations growing significantly, though net income declined to **$607,851** due to the absence of prior-year PPP loan forgiveness Consolidated Statement of Income Summary | Account | 52 Weeks Ended Jan 2, 2022 | 53 Weeks Ended Jan 3, 2021 | | :--- | :--- | :--- | | Sales | $8,451,870 | $8,159,796 | | Total Costs and Expenses | $7,471,158 | $7,630,428 | | Income from Operations | $980,712 | $529,368 | | Other Income | $0 | $466,758 | | Net Income | $607,851 | $791,992 | | Net Income Per Share (Basic & Diluted) | $0.14 | $0.20 | [Consolidated Statements of Cash Flows](index=20&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Fiscal 2021 saw **$813,955** in operating cash flow, **$207,920** used in investing, and **$10.46 million** provided by financing, primarily from the public offering, leading to an **$11.06 million** net cash increase Consolidated Statement of Cash Flows Summary | Cash Flow Category | 52 Weeks Ended Jan 2, 2022 | 53 Weeks Ended Jan 3, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $813,955 | $1,397,519 | | Net cash (used in) provided by investing activities | ($207,920) | $24,580 | | Net cash provided by (used in) financing activities | $10,458,353 | ($358,956) | | **Change in Cash** | **$11,064,388** | **$1,063,143** | [Controls and Procedures](index=26&type=section&id=Item%209A.%20Controls%20and%20Procedures%2E) Management concluded that disclosure controls and procedures were not effective as of January 2, 2022, due to an unremediated material weakness in internal control over financial reporting related to income tax accounting for acquired assets - Management concluded that as of January 2, 2022, the company's disclosure controls and procedures were not effective at a reasonable assurance level[243](index=243&type=chunk) - A material weakness exists in internal control over financial reporting related to the failure to correctly calculate deferred income taxes associated with acquired assets[247](index=247&type=chunk) - The company is in the process of remediating the material weakness but concluded it did not maintain effective internal control over financial reporting as of the end of the fiscal year[248](index=248&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=27&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance%2E) The company's leadership includes CEO Gary Copperud and COO Kenneth Brimmer, with a five-member Board of Directors, a majority of whom are independent, overseeing Audit and Compensation Committees and adhering to a Code of Ethics Executive Officers and Directors | Name | Age | Position | | :--- | :--- | :--- | | Gary Copperud | 63 | Chief Executive Officer and Director | | Kenneth Brimmer | 66 | Chief Operating Officer and Chairman | | Allan Anderson | 68 | Director | | Terri Tochihara-Dirks | 60 | Director | | Steven W. Schussler | 66 | Director | - The Board of Directors is composed of five members, with a majority of three independent directors[263](index=263&type=chunk)[266](index=266&type=chunk) - The board has an Audit Committee chaired by Allan Anderson and a Compensation Committee chaired by Terri Tochihara-Dirks[274](index=274&type=chunk)[276](index=276&type=chunk) [Executive Compensation](index=32&type=section&id=Item%2011.%20Executive%20Compensation%2E) In fiscal 2021, CEO Gary Copperud received **$250,000** in total compensation, while non-employee directors were granted options to purchase **5,000** shares each, under the company's 2019 Incentive Plan Summary Compensation Table (2021) | Name and Principal Position | Salary ($) | Bonus ($) | All Other Compensation ($) | Total ($) | | :--- | :--- | :--- | :--- | :--- | | Gary Copperud, CEO | 150,000 | 100,000 | 0 | 250,000 | | Kenneth W. Brimmer, COO | 0 | 100,000 | 66,000 | 166,000 | - Effective January 1, 2022, Mr. Brimmer became a full-time employee with an annual salary of **$150,000**[285](index=285&type=chunk) - Upon joining the board in Q4 2021, each of the three non-employee directors was issued options to purchase **5,000** shares of common stock at an exercise price of **$5.00** per share[288](index=288&type=chunk) [Security Ownership of Certain Beneficial Owners and Management](index=33&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) As of March 15, 2022, CEO Gary Copperud beneficially owned **17.21%** of common stock, with all officers and directors collectively owning **18.67%**, and other significant stockholders holding **11.70%** each Beneficial Ownership (as of March 15, 2022) | Name of Beneficial Owner | Number of Shares | Percentage | | :--- | :--- | :--- | | **Officers and Directors** | | | | Gary Copperud | 1,118,340 | 17.21% | | All Officers and Directors as a group | 1,218,340 | 18.67% | | **5% Stockholders** | | | | Sally Copperud | 758,540 | 11.70% | | Jeffrey A. Zinnecker | 760,540 | 11.70% | | Samuel Vandeputte | 346,290 | 5.34% | | Trost Family Trust | 346,290 | 5.34% | [Certain Relationships and Related Transactions, and Director Independence](index=34&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence%2E) The company engages in related-party transactions, notably with Next Gen Ice, Inc. (NGI), where CEO Gary Copperud holds a controlling interest, and he personally guarantees the company's real estate loans - CEO Gary Copperud personally guarantees all promissory notes for the company's real estate loans[313](index=313&type=chunk) - The company has engaged in multiple transactions with Next Gen Ice, Inc. (NGI), a company where BT Brands' CEO is Chairman and a controlling shareholder. This included receiving NGI equity for a loan modification and a subsequent investment of **$229,000** in NGI preferred stock in February 2022[314](index=314&type=chunk) [Principal Accounting Fees and Services](index=35&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services%2E) Boulay, PLLP served as the independent accounting firm, with total fees of **$92,465** in fiscal 2021, primarily for audit services, an increase from **$53,576** in fiscal 2020 Accountant Fees | Fee Category | 2021 | 2020 | | :--- | :--- | :--- | | Audit Fees | $92,465 | $50,450 | | All Other Fees | $0 | $3,126 | | **Total Fees** | **$92,465** | **$53,576** | Part IV [Exhibits, Financial Statement Schedules](index=36&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules%2E) This section lists Form 10-K exhibits, including governance documents and certifications, noting that no financial statement schedules are provided as they are either not required or presented elsewhere - The financial statements required are included in Item 8 of Part II[325](index=325&type=chunk) - No financial statement schedules are provided[326](index=326&type=chunk)

[PART I — FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%20%E2%80%94%20FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) BT Brands, Inc. presents its unaudited condensed consolidated financial statements for the period ended October 3, 2021, including balance sheets, income, equity, and cash flow statements, noting a subsequent **$10.67 million** net proceeds offering Consolidated Balance Sheet Highlights (Unaudited) | Account | October 3, 2021 ($) | January 3, 2021 ($) | | :--- | :--- | :--- | | **Total Current Assets** | 2,246,372 | 1,406,198 | | **Total Assets** | 4,141,361 | 3,389,165 | | **Total Current Liabilities** | 1,079,304 | 1,034,505 | | **Total Liabilities** | 4,260,417 | 4,091,488 | | **Total Shareholders' Deficit** | (119,056) | (702,323) | Consolidated Statements of Income Highlights (Unaudited) | Metric | 13 Weeks Ended Oct 3, 2021 ($) | 13 Weeks Ended Sep 27, 2020 ($) | 39 Weeks Ended Oct 3, 2021 ($) | 39 Weeks Ended Sep 27, 2020 ($) | | :--- | :--- | :--- | :--- | :--- | | **Sales** | 2,280,999 | 2,374,454 | 6,604,554 | 6,074,222 | | **Income from Operations** | 358,743 | 355,865 | 969,415 | 626,244 | | **Net Income** | 235,827 | 254,184 | 583,267 | 815,362 | | **EPS (Basic and Diluted)** | 0.06 | 0.06 | 0.14 | 0.20 | Consolidated Statements of Cash Flows (Unaudited, 39 Weeks Ended) | Cash Flow Category | October 3, 2021 ($) | September 27, 2020 ($) | | :--- | :--- | :--- | | **Net cash provided by operating activities** | 931,332 | 1,388,964 | | **Net cash provided by (used in) investing activities** | (85,821) | 46,264 | | **Net cash used in financing activities** | (87,943) | (300,066) | | **Change in Cash** | 757,568 | 1,135,162 | - The company operates ten fast-food restaurants: nine company-owned 'Burger Time' locations and one 'International Dairy Queen' franchise[28](index=28&type=chunk) - Subsequent to the quarter end, on November 12, 2021, the company entered into an underwriting agreement to sell 2.4 million units, expecting net proceeds of approximately **$10.67 million**[55](index=55&type=chunk)[56](index=56&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=10&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATION) Management discusses the company's performance, noting sales growth driven by drive-thru demand, challenges from food cost inflation and competition, and improved liquidity from operating cash flow and debt refinancing [Overview and Strategy](index=10&type=section&id=Overview%20and%20Strategy) The company operates ten fast-food restaurants, focusing on a drive-thru model, facing industry trends like technology adoption and **13.7% beef cost inflation**, with a growth strategy centered on acquiring multi-unit concepts - The company's primary strategy is to serve the drive-thru and take-out segment of the quick-service restaurant industry[60](index=60&type=chunk) - The company is facing material trends including intense competition, the need for technology adoption (mobile delivery, loyalty programs), and food cost inflation. Beef costs have recently increased by approximately **13.7%**[63](index=63&type=chunk)[64](index=64&type=chunk) - The company's principal growth strategy is to acquire multi-unit restaurant concepts and individual restaurant properties at attractive multiples of earnings[67](index=67&type=chunk) [Results of Operations for the Thirteen Weeks Ended October 3, 2021](index=12&type=section&id=Results%20of%20Operations%20for%20the%20Thirteen%20Weeks%20Ended%20October%203%2C%202021) Q3 2021 net sales slightly decreased to **$2.28 million**, while income from operations remained stable, despite food and paper costs rising to **41.4% of sales** due to inflation, leading to a restaurant-level EBITDA margin decline to **21.6%** Q3 2021 vs Q3 2020 Performance | Metric | Q3 2021 ($) | Q3 2020 ($) | | :--- | :--- | :--- | | **Net Sales** | 2,280,999 | 2,374,454 | | **Income from Operations** | 358,743 | 355,865 | | **Food & Paper Costs (% of Sales)** | 41.4% | 36.4% | | **G&A Costs** | 74,415 | 188,292 | - The increase in food and paper costs was driven by inflationary pressures, though partially mitigated by a favorable fixed-price arrangement on ground beef for part of the period[83](index=83&type=chunk) - Restaurant-level EBITDA, a non-GAAP measure, decreased to **$493,563** (**21.6% margin**) from **$593,825** (**25.0% margin**) in the prior-year period[97](index=97&type=chunk) [Results of Operations for the Thirty-Nine Weeks Ended October 3, 2021](index=14&type=section&id=Results%20of%20Operations%20for%20the%20Thirty-Nine%20Weeks%20Ended%20October%203%2C%202021) For the first three quarters of 2021, net sales grew **8.7% to $6.60 million**, driving income from operations to **$969,415** and improving restaurant-level EBITDA margin to **21.8%** due to better labor leverage and higher sales volumes 39-Week 2021 vs 2020 Performance | Metric | 39 Weeks 2021 ($) | 39 Weeks 2020 ($) | | :--- | :--- | :--- | | **Net Sales** | 6,604,554 | 6,074,222 | | **Income from Operations** | 969,415 | 626,244 | | **Food & Paper Costs (% of Sales)** | 39.1% | 37.9% | | **Restaurant-level EBITDA Margin** | 21.8% | 18.7% | - The **8.7%** increase in sales was principally the result of a favorable consumer response to the pandemic, leading more consumers to choose Burger Time's drive-thru model[98](index=98&type=chunk) - General and administrative costs decreased by **25.7%** or **$76,058**, partly due to lower management headcount[107](index=107&type=chunk) [Liquidity and Capital Resources](index=16&type=section&id=Liquidity%20and%20Capital%20Resources) The company's liquidity significantly strengthened with cash at **$2.08 million** and working capital at **$1.18 million**, driven by **$931,322** in operating cash flow and a mortgage debt refinancing that lowered the interest rate from **4.75% to 3.45%** - As of October 3, 2021, the company had **$2,078,812** in cash and working capital of **$1,176,068**, an increase of **$765,794** from January 3, 2021[112](index=112&type=chunk) - The company generated **$931,322** in pre-tax cash flow from operations in the 39-week period ending October 3, 2021[116](index=116&type=chunk) - The company refinanced most of its outstanding mortgage debt, lowering its nominal interest cost from **4.75% to 3.45%**, fixed for the next ten years[120](index=120&type=chunk) [Quantitative and Qualitative Disclosure about Market Risk](index=18&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURE%20ABOUT%20MARKET%20RISK) As a smaller reporting company, BT Brands is exempt from detailed market risk disclosure but identifies commodity price risk, particularly a **10% increase in beef costs** adding **$150,000** to annual expenses, and revenue seasonality as key exposures - The company is a smaller reporting company and is not required to provide the information under this item[134](index=134&type=chunk) - The company is subject to volatility in food costs, especially beef. A **ten percent increase** in the cost of beef would result in approximately **$150,000** of additional annual food costs[121](index=121&type=chunk) - The company's revenue is subject to seasonality, typically being lower in the first and fourth quarters due to weather and holiday closures[123](index=123&type=chunk) [Controls and Procedures](index=18&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded that the company's disclosure controls and procedures were effective as of October 3, 2021, with no material changes to internal control over financial reporting during the quarter - Based on an evaluation, the principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were effective as of the end of the period[135](index=135&type=chunk) - There have been no changes in the company's internal control over financial reporting during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, internal controls[137](index=137&type=chunk) [PART II — OTHER INFORMATION](index=18&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) [Legal Proceedings](index=18&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company reports no pending legal proceedings to which it is a party or to which its property is subject - There are presently no pending legal proceedings to which the Company is a party[139](index=139&type=chunk) [Risk Factors](index=18&type=section&id=ITEM%201A.%20RISK%20FACTORS) As a smaller reporting company, BT Brands is not required to provide risk factor disclosures in its quarterly report on Form 10-Q - The company is a smaller reporting company and is not required to provide the information required under this item[140](index=140&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=18&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company confirms no unregistered equity securities were sold during the quarter ended October 3, 2021 - During the quarter ended October 3, 2021, the Company did not sell any securities[142](index=142&type=chunk) [Other Information](index=19&type=section&id=ITEM%205.%20OTHER%20INFORMATION) A significant subsequent event on November 12, 2021, involved an Underwriting Agreement to sell **2.4 million units**, expecting approximately **$10.67 million** in net proceeds to fund growth and acquisition strategy - Effective November 12, 2021, the Company entered into an Underwriting Agreement to sell **2,400,000 units**, each comprising one share of common stock and one five-year warrant to purchase a share at **$5.50**[145](index=145&type=chunk) - The company estimates net proceeds from the offering will be approximately **$10,665,000**, or **$12,321,000** if the underwriters' over-allotment option is fully exercised[145](index=145&type=chunk) [Other Items (Defaults, Mine Safety, Exhibits)](index=19&type=section&id=Other%20Items%20(3%2C%204%2C%206)) This section consolidates minor disclosures, reporting no defaults on senior securities, confirming mine safety disclosures are not applicable, and providing a list of exhibits filed with the 10-Q report - Item 3: The company reports no defaults upon senior securities[143](index=143&type=chunk) - Item 4: Mine safety disclosures are not applicable[144](index=144&type=chunk) - Item 6: A list of exhibits filed with the report is provided, including officer certifications and XBRL data[147](index=147&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: July 4, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to _________ Commission File Number: 333-233233 BT BRANDS, INC. (Exact name of registrant as specified in its charter) | --- | --- | --- | --- | |--------------- ...

10-Q 1 btbd_10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: April 4, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 333-233233 BT BRANDS, INC. (Exact name of registrant as specified in its charter) Wyoming ...

PART I [Item 1. Business](index=4&type=section&id=Item%201.%20Business.) BT Brands, Inc. operates Burger Time and Dairy Queen restaurants in the upper Midwest, focusing on value-priced food and growth through acquisitions - The company owns and operates nine Burger Time restaurants and one Dairy Queen franchise, with locations in North Dakota, South Dakota, and Minnesota[24](index=24&type=chunk) - The primary business plan is to grow within the foodservice industry through the acquisition of existing restaurant units and multi-unit chains[29](index=29&type=chunk)[74](index=74&type=chunk)[76](index=76&type=chunk) - The Burger Time restaurant economic model targets a total cash investment between **$325,000 and $535,000** per new location, aiming for an annualized cash-on-cash return of approximately **30%** by the second year of operation[70](index=70&type=chunk)[72](index=72&type=chunk) - The company relies heavily on Sysco Corporation as its primary distributor for food, paper, and supplies, with their agreement expiring on May 30, 2021[57](index=57&type=chunk) - As of January 3, 2021, the company employed approximately **107** people, with **17** full-time and **90** part-time employees[90](index=90&type=chunk) [Item 1A. Risk Factors](index=11&type=section&id=Item%201A.%20Risk%20Factors.) As a smaller reporting company, BT Brands, Inc. is not required to provide risk factor disclosures - The company is not required to provide risk factor information as it qualifies as a smaller reporting company and has chosen to use scaled disclosure[92](index=92&type=chunk) [Item 1B. Unresolved Staff Comments](index=11&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments.) The company reports no unresolved staff comments from the Securities and Exchange Commission - There are no unresolved staff comments[94](index=94&type=chunk) [Item 2. Properties](index=12&type=section&id=Item%202.%20Properties.) The company owns nine of ten restaurant properties with $3.2 million in mortgages, while one restaurant and executive offices are leased month-to-month - The company owns the properties for all but two of its restaurant locations[98](index=98&type=chunk) - As of January 3, 2021, the total outstanding mortgage debt on its properties was approximately **$3.2 million**[98](index=98&type=chunk) - One restaurant location in Sioux Falls, South Dakota is on leased land with a month-to-month rent of **$1,600**[99](index=99&type=chunk) - Executive offices in West Fargo, North Dakota are leased on a month-to-month basis for **$500** per month[97](index=97&type=chunk) [Item 3. Legal Proceedings](index=13&type=section&id=Item%203.%20Legal%20Proceedings.) The company is not currently involved in any material litigation or aware of any threatened litigation - The company is not presently a party to any material litigation[107](index=107&type=chunk) [Item 4. Mine Safety Disclosures](index=13&type=section&id=Item%204.%20Mine%20Safety%20Disclosures.) This item is not applicable to the company's business operations - Not applicable[109](index=109&type=chunk) PART II [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=13&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities.) There is no public trading market for the company's common stock, with 4,047,502 shares outstanding, and no dividends are anticipated - There is no public trading market for the company's common stock[112](index=112&type=chunk) - As of March 10, 2021, there were **4,047,502** shares of common stock outstanding and **53** record holders[113](index=113&type=chunk) - The company has never declared or paid cash dividends and does not anticipate paying any in the foreseeable future[114](index=114&type=chunk) [Item 6. Selected Financial Data](index=14&type=section&id=Item%206.%20Selected%20Financial%20Data.) As a smaller reporting company, BT Brands, Inc. is not required to provide selected financial data - The company is not required to provide selected financial data as it is a "smaller reporting company"[120](index=120&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=14&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Fiscal 2020 saw net sales increase by 25.9% to $8.16 million, leading to a net income of $791,992, bolstered by a PPP loan forgiveness and improved liquidity [Results of Operations](index=16&type=section&id=Results%20of%20Operations) Fiscal 2020 net sales increased 25.9% to $8.16 million, driven by pandemic-related drive-thru demand, leading to improved margins and a net income of $791,992 Fiscal 2020 vs. Fiscal 2019 Performance | Metric | Fiscal 2020 (53 weeks) | Fiscal 2019 (52 weeks) | Change | | :--- | :--- | :--- | :--- | | Net Sales | $8,159,796 | $6,480,564 | +25.9% | | Income (Loss) from Operations | $529,368 | ($373,548) | - | | Net Income (Loss) | $791,992 | ($466,577) | - | | Restaurant-level EBITDA | $1,596,774 | $699,611 | +128.2% | - The significant increase in sales was principally the result of the COVID-19 pandemic and the temporary shutdown of many restaurant alternatives, leading customers to choose drive-through options[145](index=145&type=chunk) - Other income of **$466,758** in Fiscal 2020 was primarily due to the forgiveness of a **$460,400** Paycheck Protection Program (PPP) loan[159](index=159&type=chunk) - General and administrative costs increased by **22.6%** in Fiscal 2020, mainly due to higher executive bonus compensation tied to strong financial performance[153](index=153&type=chunk) [Liquidity and Capital Resources](index=19&type=section&id=Liquidity%20and%20Capital%20Resources) Fiscal 2020 saw significant liquidity improvement, with cash increasing to $1.32 million and working capital turning positive, driven by strong operations and pandemic-related loans Liquidity Position (Year-End) | Metric | Jan 3, 2021 | Dec 29, 2019 | | :--- | :--- | :--- | | Cash | $1,321,244 | $258,101 | | Working Capital | $371,693 | ($471,995) | - In May 2020, the company received pandemic-related loans totaling **$487,900**, which included a **$460,400** PPP loan (forgiven in 2021) and a **$27,500** Minnesota Small Business Emergency Loan[167](index=167&type=chunk) - Two mortgage lenders allowed the company to defer payments totaling **$93,602** for three months during 2020[167](index=167&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=20&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) As a smaller reporting company, BT Brands, Inc. is not required to provide quantitative and qualitative disclosures about market risk - The company is not required to provide this information as it is a "smaller reporting company"[179](index=179&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=21&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data.) This section presents the audited consolidated financial statements for FY2020 and FY2019, including balance sheets, income statements, cash flows, and detailed notes [Consolidated Financial Statements](index=22&type=section&id=Consolidated%20Financial%20Statements) Audited financial statements show total assets increased to $3.39 million, net income reached $791,992, and net cash from operations was $1.40 million in FY2020 Key Financial Statement Data | Metric | Jan 3, 2021 | Dec 29, 2019 | | :--- | :--- | :--- | | **Balance Sheet** | | | | Total Assets | $3,389,165 | $2,633,539 | | Total Liabilities | $4,091,488 | $4,127,854 | | Total Shareholders' Deficit | ($702,323) | ($1,494,315) | | **Income Statement** | **FY 2020** | **FY 2019** | | Sales | $8,159,796 | $6,480,564 | | Net Income (Loss) | $791,992 | ($466,577) | | EPS (Basic & Diluted) | $0.20 | ($0.12) | | **Cash Flow** | **FY 2020** | **FY 2019** | | Net Cash from Operations | $1,397,449 | $50,489 | [Notes to Consolidated Financial Statements](index=25&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Notes detail the revision of 2019 financials for a deferred tax error, accounting for the $460,400 PPP loan, $3.24 million in long-term debt, and related party transactions - The 2019 financial statements were revised to correct a deferred tax liability calculation related to the 2018 Share Exchange, resulting in a **$98,000** increase to the 2019 net loss[201](index=201&type=chunk) - The company received a **$460,400** PPP loan in May 2020, which was forgiven in 2021 and recognized as "Other Income" in the 2020 financial statements[239](index=239&type=chunk) - As of January 3, 2021, total long-term debt was **$3.24 million**, secured primarily by the company's real estate locations and personally guaranteed by a shareholder[250](index=250&type=chunk) - In 2019, the company advanced **$179,000** to Next Gen Ice, Inc. (NGI), a related party. The notes were repaid in full with interest in August 2020[254](index=254&type=chunk) - Approximately **83%** of the company's purchases in both fiscal 2020 and 2019 were from a single vendor (Sysco)[255](index=255&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=32&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure.) The company reports no changes in or disagreements with its accountants regarding accounting and financial disclosure - None reported[261](index=261&type=chunk) [Item 9A. Controls and Procedures](index=32&type=section&id=Item%209A.%20Controls%20and%20Procedures.) Management concluded that disclosure controls and procedures were ineffective due to material weaknesses, including inadequate segregation of duties and risk assessment, leading to a 2019 financial statement revision - Management concluded that disclosure controls and procedures were not effective as of January 3, 2021[265](index=265&type=chunk) - Material weaknesses were identified, including a lack of segregation of duties and an ineffective risk assessment process[269](index=269&type=chunk)[270](index=270&type=chunk) - A material weakness resulted in errors in accounting for the 2018 Share Exchange, which required a revision of the consolidated financial statements for the year ended December 29, 2019[274](index=274&type=chunk) [Item 9B. Other Information](index=34&type=section&id=Item%209B.%20Other%20Information.) There is no information to report under this item - None[279](index=279&type=chunk) PART III [Item 10. Directors, Executive Officers and Corporate Governance](index=34&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance.) The company's board comprises three non-independent directors, including CEO Gary Copperud and COO Kenneth Brimmer, with the full board handling committee functions Executive Officers and Directors | Name | Age | Position | | :--- | :--- | :--- | | Gary Copperud | 62 | Chief Executive Officer and Director | | Kenneth Brimmer | 65 | Chief Operating Officer and Chairman | | Jeffrey A. Zinnecker | 63 | Director | - The Board of Directors consists of three members, none of whom qualify as independent directors[292](index=292&type=chunk) - The company does not have any committees of the board; the functions of audit, compensation, and nominating committees are undertaken by the full board of directors[297](index=297&type=chunk) [Item 11. Executive Compensation](index=38&type=section&id=Item%2011.%20Executive%20Compensation.) In FY2020, CEO Gary Copperud received $250,000 total compensation, COO Kenneth Brimmer received $104,000, and the company adopted a 2019 Incentive Plan for 500,000 shares Summary Compensation Table (Fiscal 2020) | Name and Principal Position | Salary ($) | Bonus ($) | All other Compensation ($) | Total ($) | | :--- | :--- | :--- | :--- | :--- | | Gary Copperud, CEO | 150,000 | 100,000 | 0 | 250,000 | | Kenneth W. Brimmer, COO | 0 | 50,000 | 54,000 | 104,000 | - In October 2019, the company adopted the 2019 Incentive Plan, reserving **500,000** shares of common stock for future awards[318](index=318&type=chunk) [Item 13. Certain Relationships and Related Transactions, and Director Independence](index=40&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence.) This section details related party transactions, including CEO Gary Copperud's loan guarantees and the repayment of loans with affiliate BTND Trading, LLC and Next Gen Ice, Inc - CEO Gary Copperud has personally guaranteed all promissory notes for loans on the company's real properties[330](index=330&type=chunk) - A loan from affiliate BTND Trading, LLC, which amounted to **$207,729** at the end of fiscal 2019, was repaid in full in August 2020[333](index=333&type=chunk) - In 2019, the company loaned **$179,000** to Next Gen Ice, Inc. (NGI), an entity where the company's CEO and COO serve as directors. The notes were repaid in full with interest in August 2020[335](index=335&type=chunk) [Item 14. Principal Accounting Fees and Services](index=41&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services.) Boulay, PLLP billed total accounting fees of $53,576 in FY2020 and $51,706 in FY2019, primarily for audit services, all pre-approved by the Board Accounting Fees Paid to Boulay, PLLP | Fee Category | 2020 | 2019 | | :--- | :--- | :--- | | Audit Fees | $50,450 | $41,900 | | Audit-Related Fees | - | $940 | | Tax Fees | - | - | | All Other Fees | $3,126 | $8,126 | | **Total Fees** | **$53,576** | **$51,706** | PART IV [Item 15. Exhibits, Financial Statement Schedules](index=41&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules.) This section confirms financial statements are in Item 8, no schedules are provided, and lists exhibits including corporate governance documents and certifications - The financial statements are included in Item 8 of Part II[342](index=342&type=chunk) - A list of **21** exhibits filed with the 10-K is provided, including corporate governance documents, material contracts, and Sarbanes-Oxley certifications[345](index=345&type=chunk) [Item 16. Form 10–K Summary](index=42&type=section&id=Item%2016.%20Form%2010%E2%80%93K%20Summary.) The company did not provide a summary under this optional item - None provided[348](index=348&type=chunk)

10-Q 1 btbd_10q.htm FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 27, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 333-233233 BT BRANDS, INC. (Exact name of registrant as specified in its charter) | - ...