Core Viewpoint - Nathan's Famous, Inc. is expanding its presence by opening a new location in Tucson, Arizona, bringing its iconic New York-style menu to the local community [1] Company Expansion - The new restaurant is located at 628 North 4th Avenue, near the University of Arizona and accessible via the free 4th Street streetcar stop [1] - This marks Nathan's Famous' continued growth as it currently distributes products in 50 states and 21 foreign countries [1] Menu Offerings - The Tucson location features Nathan's complete fast-casual menu, including world-famous hot dogs, crinkle-cut fries, Angus burgers, chicken sandwiches, chicken tenders, chicken wings, NY Cheesesteaks, and premium hand-spun shakes [1] - The menu is designed to cater to families, students, and visitors, providing a diverse range of options [1] Community Engagement - Owner Michael Kramkowski has been a significant figure in the Tucson community for over 20 years, focusing on preserving the neighborhood's independent spirit [1] - Kramkowski emphasized the importance of bringing a brand with strong heritage to Tucson, highlighting Nathan's Famous as an American icon [1]

Financial Performance - Total revenues for the thirteen weeks ended December 28, 2025, increased to $34.3 million, up 8.6% from $31.5 million for the same period in 2024[11] - Net income for the thirteen weeks ended December 28, 2025, was $3.1 million, a decrease of 31.2% compared to $4.5 million for the same period in 2024[11] - The company reported a gross profit margin of 10.5% for the thirteen weeks ended December 28, 2025, compared to 22.1% for the same period in 2024[11] - Net income for the thirty-nine weeks ended December 28, 2025, was $17,211,000, a decrease from $19,791,000 for the same period in 2024, representing a decline of approximately 13%[19] - Total revenues for the thirty-nine weeks ended December 28, 2025, were $126,997,000, an increase of 8% compared to $117,395,000 for the same period in 2024[29] - Branded Products revenue for the thirty-nine weeks ended December 28, 2025, was $81,871,000, up from $71,781,000 in 2024, reflecting a growth of approximately 14%[29] - Basic net income per share for the thirty-nine weeks ended December 28, 2025 was $4.21, compared to $4.84 for the same period in 2024, a decline of 13.0%[37] - The Company reported a net income of $4,748,000 for the thirteen weeks ended December 28, 2025, compared to $6,059,000 for the same period in 2024, a decline of 21.6%[65] Cash and Assets - Cash and cash equivalents decreased to $24.5 million as of December 28, 2025, from $27.8 million as of March 30, 2025[8] - Total assets decreased to $50.9 million as of December 28, 2025, from $53.5 million as of March 30, 2025[8] - Total cash and cash equivalents at the end of the period were $24,545,000, an increase from $23,711,000 at the end of the previous year[19] - Cash and cash equivalents were reported at $16,280,000 as of December 28, 2025, down from $19,400,000 as of March 30, 2025[38] - The Company’s total current assets were reported at $43,946,000 as of December 28, 2025, down from $45,135,000[8] Liabilities and Equity - Total liabilities decreased to $66.2 million as of December 28, 2025, from $70.0 million as of March 30, 2025[8] - The company’s retained earnings increased to $7.4 million as of December 28, 2025, compared to $6.6 million as of March 30, 2025[8] - The company’s retained earnings increased to $7,416,000 as of December 28, 2025, from $4,373,000 as of December 29, 2024[19] - The company’s long-term debt as of December 28, 2025, was $46,326,000, down from $48,073,000 on March 30, 2025[76] Dividends - The company declared dividends of $3.00 per share, totaling $12.3 million for the thirteen weeks ended December 28, 2025[12] - Dividends paid to stockholders increased to $16,358,000 for the thirty-nine weeks ended December 28, 2025, compared to $6,127,000 in 2024, marking a significant increase of approximately 167%[19] - The Company paid quarterly dividends of $0.50 per share on July 1, September 5, and December 5, 2025, along with a special cash dividend of $2.50 per share on December 5, totaling $16,358 million in dividends paid through December 28, 2025[72] Operational Metrics - Cash flows from operating activities for the thirty-nine weeks ended December 28, 2025, provided $15,692,000, compared to $18,450,000 in 2024, indicating a decrease of about 15%[19] - Total costs and expenses for the thirty-nine weeks ended December 28, 2025, were $101,577,000, compared to $87,266,000 for the same period in 2024, an increase of 16.4%[11] - The cost of sales rose to $23,138,000 for the thirteen weeks ended December 28, 2025, compared to $19,571,000 in the same period of 2024, marking an increase of 18.5%[11] Taxation - The effective income tax rate for the thirty-nine weeks ended December 28, 2025 was 28.4%, higher than the 26.5% rate for the same period in 2024[56] - The effective income tax rate for the thirteen weeks ended December 28, 2025, was 35.0%, up from 26.0% for the same period in 2024[54] - The Company reported $1,664,000 of income tax expense on $4,748,000 of pre-tax income for the thirteen weeks ended December 28, 2025[55] Share Repurchase and Compensation - As of December 28, 2025, the company repurchased 1,101,884 shares at a cost of $39,000 under the stock repurchase plan, with 98,116 shares remaining to be repurchased[75] - Total share-based compensation for the thirteen weeks ended December 28, 2025, was $280 million, slightly down from $288 million in the same period of 2024[68] - Share-based compensation for the thirty-nine weeks ended December 28, 2025, totaled $852,000, up from $705,000 in the same period of 2024, reflecting an increase of 20.9%[68] Merger and Acquisition - The Company entered into a Merger Agreement with Smithfield Foods, Inc. on January 20, 2026, which includes the payment of all outstanding obligations under the Credit Facility[86] - At the Effective Time of the Merger, each share of common stock of the Company will be converted into cash of $102.00 per share[97] - The Company will pay a cash termination fee of $10,581,814 if the Merger Agreement is terminated under specific conditions, including a change in the Company Board's recommendation[102] - The Company has agreed to customary "no-shop" restrictions to avoid soliciting alternative competing transactions[99] - The Merger is subject to conditions including Company Stockholder Approval and the absence of a Company Material Adverse Effect[101]

Exhibit 99.1 JERICHO, N.Y., February 5, 2026 -- Nathan's Famous, Inc. ("Nathan's", the "Company", "we", "us" or "our") (NASDAQ:NATH) today reported results for its third fiscal quarter ended December 28, 2025. For the thirteen-week period ended December 28, 2025 ("third quarter fiscal 2026"): For the thirty-nine weeks ended December 28, 2025 ("fiscal 2026"): EBITDA and Adjusted EBITDA are non-GAAP financial measures. Please see the definitions of EBITDA and Adjusted EBITDA on page 3 of this release and the ...

MONSEY, N.Y., Jan. 27, 2026 (GLOBE NEWSWIRE) -- The law firm of Wohl & Fruchter LLP is investigating the fairness of the proposed sale of Nathan’s Famous, Inc. (Nasdaq: NATH) (“NATH”) for $102.00 per share in cash to Smithfield Foods. The sale price is well below NATH’s 52-week high of $118.50 per share, which indicates an opportunistic purchase. If you remain a NATH shareholder and have concerns about the fairness of the sale price, you may contact our firm at the following link to discuss your legal right ...

Core Viewpoint - Smithfield Foods is acquiring Nathan's Famous for $102 per share in an all-cash transaction valued at approximately $450 million, showcasing a disciplined approach to growth and financial strength [2][4]. Financial Strength - Smithfield ended Q3 of fiscal 2025 with over $3 billion in available funds and a leverage ratio of 0.8x net debt to adjusted EBITDA, indicating a strong balance sheet [1]. - The acquisition is fully funded with cash on hand, avoiding new debt and high interest rates, which is expected to deliver immediate earnings growth [5][6]. Strategic Rationale - The acquisition allows Smithfield to convert ongoing royalty payments into immediate earnings growth, optimizing a brand it already manages [3]. - By eliminating licensing fees, Smithfield anticipates $9 million in annual cost savings by the second anniversary of the deal [9]. Operational Efficiency - The deal carries minimal integration risk as Smithfield already operates the supply chain for Nathan's products, ensuring a smooth transition [10][11]. - Smithfield's scale enables better management of input costs, diversifying its protein portfolio and stabilizing margins [13][14]. Market Positioning - The acquisition positions Smithfield to capture consumer demand for affordable protein options during inflationary periods, enhancing its market presence in both pork and beef categories [15]. - This strategic move is characterized as a high-probability base hit, securing long-term value and cash flows from the Nathan's brand [16][18]. Regulatory Outlook - The deal is expected to close in the first half of 2026, pending regulatory reviews, with confidence indicated by specific termination fees and closing conditions [17].

Company Overview - Nathan's Famous, founded in 1916, started as a small hot dog stand on Coney Island and has grown into a global brand known for its kosher beef hot dogs and the first major hot dog-eating contest [2] - The company has expanded its reach, selling products in thousands of stores and operating hundreds of restaurants worldwide [2] Acquisition Details - Smithfield Foods has agreed to acquire Nathan's Famous for approximately $102 per outstanding share, valuing the deal at about $450 million [4] - Smithfield has held an exclusive license to manufacture, distribute, market, and sell Nathan's products in the U.S., Canada, and Sam's Club locations in Mexico since March 2014 [4][5] Strategic Implications - The acquisition will allow Smithfield to secure full ownership of the Nathan's Famous brand and continue its expansion in retail and foodservice channels [5] - Smithfield's President and CEO highlighted that the acquisition will leverage their manufacturing scale, marketing strength, and product innovation capabilities to elevate the Nathan's brand [6] - Nathan's Famous CEO expressed that the acquisition is a "natural fit" for the brand's next phase of growth, emphasizing Smithfield's commitment to quality and customer service [6][7] Financial Context - Smithfield Foods is the world's largest pork producer and food-processing company, reporting over $14 billion in annual sales [7]

Core Viewpoint - The proposed sale of Nathan's Famous, Inc. to Smithfield Foods, Inc. involves shareholders receiving $102.00 in cash per share [1] Company Investigation - Former Attorney General of Louisiana Charles C. Foti, Jr. and Kahn Swick & Foti, LLC are investigating the proposed sale [1] - The investigation aims to determine the fairness of the cash consideration and the process leading to the transaction [1]

LOS ANGELES--(BUSINESS WIRE)---- $NATH--NATH Investors Have the Opportunity to Join Investigation of Nathan's Famous, Inc. with the Schall Law Firm. ...

NEW YORK--(BUSINESS WIRE)--Halper Sadeh LLC, an investor rights law firm, is investigating whether the sale of Nathan's Famous, Inc. (NASDAQ: NATH) to Smithfield Foods, Inc. for $102.00 per share in cash is fair to Nathan's shareholders. Halper Sadeh encourages Nathan's shareholders to click here to learn more about their legal rights and options or contact Daniel Sadeh or Zachary Halper at (212) 763-0060 or sadeh@halpersadeh.com or zhalper@halpersadeh.com. The investigation concerns whether Na. ...

MILWAUKEE, Jan. 21, 2026 /PRNewswire/ -- Ademi LLP is investigating Nathan's Famous (NASDAQ: NATH) for possible breaches of fiduciary duty and other violations of law in its recently announced transaction with Smithfield. Click here to learn how to join our investigation and obtain additional information or contact us at [email protected] or toll-free: 866-264-3995. There is no cost or obligation to you. In the transaction, Nathan's Famous stockholders will receive $102 per share in cash, valuing the trans ...