Sadot Group Inc. (NASDAQ:SDOT) Q2 2023 Earnings Conference Call August 10, 2023 11:00 AM ET Company Participants Frank Pogubila - Investor Relations Michael Roper - CEO Jennifer Black - CFO Kevin Mohan - Chairman of the Board of Sadot Group Conference Call Participants Aaron Grey - Alliance Global Partners William Gregozeski - Greenridge Global Thomas Kerr - Zacks Research Benjamin Klieve - Lake Street Capital Robert Goldman - Goldman Small Cap Research Operator Good afternoon, and welcome to the Sadot Grou ...

Table of Contents 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 June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-39223 Sadot Group Inc. (Exact name of registrant as specified in its charter) Muscle Maker, Inc. (Former name of registrant) (State or other jurisdiction (I ...

Muscle Maker, Inc. (GRIL) Q1 2023 Earnings Conference Call May 11, 2023 5:00 PM ET Company Participants Frank Pogubila - SVP Integrous Communications, IR Michael Roper - CEO & Secretary Jennifer Black - CFO Conference Call Participants Aaron Grey - Alliance Global Partners Tom Kerr - Zacks Research Rob Goldman - Goldman Small Cap Research William Gregozeski - Greenridge Global LLC Operator Good afternoon, and welcome to the Muscle Maker, Inc.'s Q1 2023 Earnings Call. Today's call is being recorded and all p ...

Table of Contents 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 March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-39223 Muscle Maker, Inc. (Exact name of registrant as specified in its charter) | Nevada | 47-2555533 | | --- | --- | | (State or other jurisdiction | (I.R ...

Muscle Maker, Inc. (GRIL) Q4 2022 Earnings Conference Call March 22, 2023 10:00 AM ET Company Participants Michael Roper - CEO & Secretary Jennifer Black - CFO Conference Call Participants Operator Hi, everyone. Thank you for joining today's call. We're going to give it a few minutes just for everybody to funnel in, and then we will go ahead and begin. Thank you. Unidentified Company Representative Thank you, operator, and welcome, everyone, to Muscle Maker, Inc.'s Year-End 2022 Earnings Call. Before we get ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-39223 Muscle Maker, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) Nevada 47-2555533 175 ...

PART I - FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) This section presents the company's unaudited condensed consolidated financial statements as of June 30, 2022 [Unaudited Condensed Consolidated Balance Sheets](index=4&type=section&id=UNAUDITED%20CONDENSED%20CONSOLIDATED%20BALANCE%20SHEETS) Total assets decreased to $27.7 million while total liabilities increased, resulting in lower stockholders' equity Condensed Consolidated Balance Sheet Data (Unaudited) | Account | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $13,465,538 | $15,766,703 | | Total Current Assets | $14,627,642 | $17,969,983 | | Goodwill | $2,626,399 | $2,626,399 | | Intangible assets, net | $5,678,589 | $6,387,464 | | **Total Assets** | **$27,672,627** | **$29,431,883** | | **Liabilities & Equity** | | | | Total Current Liabilities | $2,696,913 | $2,928,649 | | Total Liabilities | $6,873,296 | $5,038,616 | | Accumulated deficit | $(75,052,859) | $(71,369,837) | | **Total Stockholders' Equity** | **$20,799,331** | **$24,393,267** | [Unaudited Condensed Consolidated Statements of Operations](index=5&type=section&id=UNAUDITED%20CONDENSED%20CONSOLIDATED%20STATEMENTS%20OF%20OPERATIONS) Revenues grew 46% to $5.85 million in H1 2022, though the Q2 net loss widened due to prior-year gains Q2 2022 vs Q2 2021 Operating Results (Unaudited) | Metric | Q2 2022 | Q2 2021 | | :--- | :--- | :--- | | Total Revenues | $2,929,384 | $2,704,856 | | Loss from Operations | $(1,738,420) | $(2,325,698) | | Net Loss | $(1,774,144) | $(1,122,201) | | Net Loss Per Share (Basic & Diluted) | $(0.06) | $(0.16) | Six Months Ended June 30, 2022 vs 2021 Operating Results (Unaudited) | Metric | H1 2022 | H1 2021 | | :--- | :--- | :--- | | Total Revenues | $5,849,842 | $4,004,539 | | Loss from Operations | $(3,725,393) | $(6,025,836) | | Net Loss | $(3,660,223) | $(4,833,885) | | Net Loss Per Share (Basic & Diluted) | $(0.13) | $(0.70) | [Unaudited Condensed Consolidated Statements of Changes in Stockholders' Equity](index=6&type=section&id=UNAUDITED%20CONDENSED%20CONSOLIDATED%20STATMENTS%20OF%20CHANGES%20IN%20SHOCKHOLDERS'%20EQUITY) Stockholders' equity declined to $20.8 million, primarily driven by a net loss of $3.7 million for the period - The accumulated deficit increased from **$(71,369,837)** at the end of 2021 to **$(75,052,859)** as of June 30, 2022, reflecting ongoing net losses[13](index=13&type=chunk) - During the first six months of 2022, the company issued **2,409,604 shares** from the cashless exercise of pre-funded warrants and for other compensation purposes[13](index=13&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flows](index=8&type=section&id=UNAUDITED%20CONDENSED%20COLIDATED%20STATEMENTS%20OF%20CASH%20FLOWS) Net cash decreased by $2.3 million during H1 2022, driven by operating and investing activities Cash Flow Summary for Six Months Ended June 30 (Unaudited) | Cash Flow Activity | 2022 | 2021 | | :--- | :--- | :--- | | Net Cash Used in Operating Activities | $(1,905,110) | $(3,700,395) | | Net Cash Used in Investing Activities | $(282,599) | $(3,412,847) | | Net Cash (Used in) Provided by Financing Activities | $(113,456) | $7,888,931 | | **Net (Decrease) Increase in Cash** | **$(2,301,165)** | **$775,689** | | **Cash - End of Period** | **$13,465,538** | **$4,971,621** | [Notes to Unaudited Condensed Consolidated Financial Statements](index=10&type=section&id=NOTES%20TO%20UNAUDITED%20CONDENSED%20CONSOLIDATED%20FINANCIAL%20STATEMENTS) The notes detail key accounting policies, segment operations, recent acquisitions, and regulatory matters - The company operates four segments: Muscle Maker Grill, Pokemoto Hawaiian Poke, Non-Traditional (Hybrid), and SuperFit Foods Meal Prep[26](index=26&type=chunk) - In 2021, the company acquired **SuperFit Foods** and **Pokemoto**, which are key drivers of current revenue growth[23](index=23&type=chunk)[24](index=24&type=chunk) - The company adopted lease accounting standard **Topic 842** on January 1, 2022, recognizing **$2.5 million** in right-of-use assets and **$2.7 million** in lease liabilities[70](index=70&type=chunk)[124](index=124&type=chunk) - The company received a notice from Nasdaq for failing to meet the **$1.00 minimum bid price requirement** and has until January 30, 2023, to regain compliance[143](index=143&type=chunk)[169](index=169&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=35&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management analyzes revenue growth from acquisitions, segment performance, and liquidity amid rising costs [Overview](index=35&type=section&id=MD&A%20Overview) The company operates and franchises three 'healthier for you' concepts across four operating segments - The company's portfolio consists of three main brands: Muscle Maker Grill, SuperFit Foods, and Pokemoto[174](index=174&type=chunk)[175](index=175&type=chunk)[176](index=176&type=chunk)[178](index=178&type=chunk) - As of June 30, 2022, the company's system comprised **19 company-owned restaurants** and **18 franchise restaurants**[173](index=173&type=chunk) [Results of Operations](index=39&type=section&id=MD&A%20Results%20of%20Operations) H1 2022 revenue grew 46% to $5.8 million, with a narrowed operating loss despite higher food costs - Q2 2022 revenue increased by **$224,528** year-over-year, primarily due to sales from the acquired Pokemoto restaurants[198](index=198&type=chunk)[199](index=199&type=chunk) - Food and beverage costs rose to **40.6% of restaurant sales** in Q2 2022 from 34.7% in Q2 2021, attributed to inflationary pressures[203](index=203&type=chunk) - For the six months ended June 30, 2022, revenue increased by **$1.8 million (46%)** year-over-year, mainly from acquisitions[214](index=214&type=chunk)[215](index=215&type=chunk) - SG&A expenses for H1 2022 decreased by **$2.5 million** compared to 2021, primarily due to lower professional and consulting fees[225](index=225&type=chunk) [Segment Performance](index=45&type=section&id=MD&A%20Segment%20Performance) The Pokemoto and SuperFit Foods segments were profitable, partially offsetting losses in other segments Segment Operating (Loss) Income for Six Months Ended June 30, 2022 | Segment | Revenue | Operating (Loss) Income | | :--- | :--- | :--- | | Muscle Maker Grill Division | $2,412,657 | $(438,369) | | Pokemoto Division | $2,472,672 | $58,119 | | Non-Traditional (Hybrid) Division | $228,743 | $(269,439) | | SuperFit Foods Division | $735,770 | $84,504 | | Unallocated Corporate | N/A | $(3,160,208) | | **Total** | **$5,849,842** | **$(3,725,393)** | [Liquidity and Capital Resources](index=48&type=section&id=MD&A%20Liquidity%20and%20Capital%20Resources) The company maintains $13.5 million in cash, which management deems sufficient for the next 12 months Liquidity Metrics | Metric | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Cash | $13,465,538 | $15,766,703 | | Working Capital Surplus | $11,930,729 | $15,041,334 | - The company has an accumulated deficit of **$75,052,859** and used **$1,905,110** of cash in operating activities during H1 2022[242](index=242&type=chunk) - Management believes current cash is sufficient for the next twelve months but may need to raise additional capital[242](index=242&type=chunk)[243](index=243&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=54&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) This disclosure is not applicable as the company is a smaller reporting company - The company has indicated that this item is not applicable[270](index=270&type=chunk) [Controls and Procedures](index=54&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls and procedures were effective as of June 30, 2022 - The CEO and CFO concluded that as of June 30, 2022, the company's disclosure controls and procedures were **effective**[271](index=271&type=chunk) - **No material changes** to internal control over financial reporting were identified during the six months ended June 30, 2022[272](index=272&type=chunk) PART II - OTHER INFORMATION [Legal Proceedings](index=55&type=section&id=ITEM%201.%20LEGAL%20PROCEEDING) The company discloses several legal matters, including settlements and accrued liabilities - The company entered an agreement to repay a **$110,000** default judgment, with **$50,000** remaining accrued as of June 30, 2022[277](index=277&type=chunk) - The company has accrued for liabilities related to a contractor lawsuit (**$30,000**) and a judgment for a lease breach (**$130,185**)[278](index=278&type=chunk)[279](index=279&type=chunk) - Past due sales taxes from 2017 and 2018 have been **paid in full**, and the company is current on payments since January 1, 2018[280](index=280&type=chunk) [Risk Factors](index=55&type=section&id=ITEM%201A.%20RISK%20FACTORS) This section refers to the company's 2021 Annual Report for a discussion of risk factors - The company states this item is not applicable and refers to its **2021 Form 10-K** for risk factors[281](index=281&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=55&type=section&id=ITEM%202.%20UNGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company details unregistered issuances of common stock for warrant exercises and compensation - In January and February 2022, the company issued a total of **2,409,604 shares** of common stock upon the cashless exercise of pre-funded warrants[282](index=282&type=chunk)[285](index=285&type=chunk) - Shares were issued to board members and an executive team member as compensation[283](index=283&type=chunk)[285](index=285&type=chunk)[286](index=286&type=chunk) [Defaults Upon Senior Securities](index=56&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) The company reports no defaults upon senior securities during the period - None reported[289](index=289&type=chunk) [Mine Safety Disclosures](index=56&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) This disclosure is not applicable to the company's operations - Not applicable[290](index=290&type=chunk) [Other Information](index=56&type=section&id=ITEM%205.%20OTHER%20INFORMATION) No other material information was reported for the period [Exhibits](index=56&type=section&id=ITEM%206%20EXHIBITS) This section lists all exhibits filed with the report, including required certifications - Exhibits filed include CEO and CFO certifications and Inline XBRL documents[291](index=291&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Commission file number: 001-39223 Muscle Maker, Inc. (Exact name of registrant as specified in its charter) (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) Nevada 47-2555533 2600 South Shore Blvd., Suite 300, League City, Texas 77573 (Address of principal executive offices) 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 Ende ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-39223 Muscle Maker, Inc. (Exact name of registrant as specified in its charter) Nevada 47-2555533 (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) 260 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2021 ☐ 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: 001-39223 MUSCLE MAKER, INC. (Exact name of registrant as specified in its charter) Nevada 47-2555533 (State or Other Jurisdiction ...