Part I [Business](index=5&type=section&id=Item%201.%20Business) The ONE Group operates upscale restaurants and provides F&B services globally, with 60 venues across its STK, Kona Grill, and ONE Hospitality brands, employing a capital-light growth strategy - The company aims to be a market leader in 'Vibe Dining,' integrating high-quality service, ambiance, energy, and cuisine[12](index=12&type=chunk) Venue Count by Brand and Type (as of Dec 31, 2021) | | STK | Kona Grill | ONE Hospitality | Total | | :--- | :--- | :--- | :--- | :--- | | **Domestic** | | | | | | Owned | 11 | 24 | 2 | 37 | | Managed | 2 | — | 1 | 3 | | Licensed | 1 | — | — | 1 | | **Total domestic** | **14** | **24** | **3** | **41** | | **International** | | | | | | Managed | 4 | — | 10 | 14 | | Licensed | 5 | — | — | 5 | | **Total international** | **9** | **—** | **10** | **19** | | **Total venues** | **23** | **24** | **13** | **60** | - The company utilizes a 'capital light strategy' for expansion, prioritizing licensed and managed restaurants to minimize capital outlay[18](index=18&type=chunk) 2021 Key Brand Performance Metrics | Brand | Avg. Domestic Restaurant Revenues (Comparable Stores) | Avg. Domestic Check Per Person | | :--- | :--- | :--- | | STK | $14.8 million | $114 | | Kona Grill | $5.1 million | $33 | - Global growth potential is identified for up to **200** restaurants across both STK and Kona Grill brands[23](index=23&type=chunk)[25](index=25&type=chunk) - As of December 31, 2021, the company employed approximately **64** corporate staff and managed approximately **3,364** direct and **420** indirect personnel globally[40](index=40&type=chunk) [Risk Factors](index=15&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from health and safety, economic sensitivity, intense competition, growth strategy execution, labor law changes, supply chain reliance, cybersecurity, and internal control weaknesses - The COVID-19 pandemic remains a significant risk, incurring **$5.8 million** in costs in 2021 and **$5.5 million** in 2020[50](index=50&type=chunk)[52](index=52&type=chunk) - Business operations are highly dependent on consumer discretionary spending and business travel, sensitive to economic downturns[57](index=57&type=chunk) - The growth strategy of opening **7-12** new locations annually via a 'capital light' model faces risks in partner and location suitability, cost management, and venue profitability[69](index=69&type=chunk)[70](index=70&type=chunk) - Changes to labor laws, especially minimum wage for tipped employees (**32%** of workforce), could significantly increase labor costs, with FICA tip credit elimination posing further financial risk[77](index=77&type=chunk)[78](index=78&type=chunk) - Beef purchases constitute approximately **22%** of food and beverage costs, exposing the company to commodity price volatility[91](index=91&type=chunk) - Approximately **80%** of sales via credit/debit cards expose the company to security breaches and fraudulent transaction liability, particularly with the EMV liability shift[102](index=102&type=chunk) - Non-compliance with debt covenants could accelerate debt repayment, negatively impacting business operations[110](index=110&type=chunk) - Management identified material weaknesses in internal control over financial reporting, potentially hindering accurate financial reporting and eroding investor confidence[112](index=112&type=chunk)[113](index=113&type=chunk) [Unresolved Staff Comments](index=35&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) There are no unresolved staff comments - None[120](index=120&type=chunk) [Properties](index=36&type=section&id=Item%202.%20Properties) The company operates all its STK, Kona Grill, and ONE Hospitality venues in leased premises, owning no real property - The company does not own any real property, operating all venues in leased premises[121](index=121&type=chunk) - As of December 31, 2021, there were **23** STK, **24** Kona Grill, and **13** ONE Hospitality venues across North America, Europe, and the Middle East[122](index=122&type=chunk)[125](index=125&type=chunk)[126](index=126&type=chunk) [Legal Proceedings](index=39&type=section&id=Item%203.%20Legal%20Proceedings) The company faces ordinary course legal claims, primarily labor-related, with management believing current accruals are adequate and resolutions will not materially impact financial position - The company is subject to ordinary course claims, including labor law-related class action lawsuits[127](index=127&type=chunk) - Management believes current legal accruals are adequate, anticipating no material adverse effect on financial statements from resolutions[127](index=127&type=chunk) [Mine Safety Disclosures](index=39&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[129](index=129&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=40&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on NASDAQ under 'STKS', with no cash dividends paid or planned, as earnings are retained for growth - Common stock trades on the NASDAQ Capital Market under the symbol **'STKS'**[131](index=131&type=chunk) - The company has not paid and does not intend to pay cash dividends, preferring to retain earnings for growth[132](index=132&type=chunk) [Reserved](index=40&type=section&id=Item%206.%20%5BReserved%5D) This item is reserved [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=41&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) In 2021, total revenues surged **95.3%** to **$277.2 million**, driven by strong same-store sales and COVID-19 recovery, resulting in **$31.3 million** net income and robust cash from operations 2021 vs 2020 Financial Highlights | Metric | 2021 | 2020 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Total Revenue | $277.2M | $141.9M | +$135.3M | +95.3% | | Restaurant Operating Profit | $52.4M | $15.6M | +$36.8M | +235.9% | | Operating Income (Loss) | $19.4M | ($13.7M) | +$33.1M | - | | Net Income (Loss) Attributable | $31.3M | ($12.8M) | +$44.1M | - | Same Store Sales (SSS) Growth | Period | Total SSS vs Prior Year | STK SSS vs Prior Year | Kona Grill SSS vs Prior Year | | :--- | :--- | :--- | :--- | | **2021 vs 2020** | +92.8% | +131.9% | +57.7% | | **2021 vs 2019 (Two-Year)** | +34.2% | +45.1% | +23.2% | Reconciliation of Net Income to Adjusted EBITDA (in thousands) | | For the year ended December 31, | | :--- | :--- | :--- | | | **2021** | **2020** | | Net income (loss) | $31,948 | ($13,623) | | EBITDA | $48,104 | ($3,580) | | Gain on CARES Act Loan forgiveness | ($18,529) | — | | COVID-19 related expenses | $5,821 | $5,492 | | Stock-based compensation | $3,618 | $1,773 | | **Adjusted EBITDA** | **$43,194** | **$9,039** | Restaurant Operating Profit by Brand (in thousands) | Brand | 2021 Profit | 2021 Margin | 2020 Profit | 2020 Margin | | :--- | :--- | :--- | :--- | :--- | | STK (Company owned) | $34,598 | 24.7% | $7,347 | 13.1% | | Kona Grill | $17,785 | 14.4% | $8,175 | 10.4% | - In 2021, the company recognized an **$18.5 million** gain from the forgiveness of CARES Act PPP loans[212](index=212&type=chunk) Summary of Cash Flows (in thousands) | Activity | 2021 | 2020 | | :--- | :--- | :--- | | Net cash provided by Operating activities | $30,966 | $431 | | Net cash used in Investing activities | ($11,467) | ($5,787) | | Net cash (used in) provided by Financing activities | ($20,275) | $17,424 | [Quantitative and Qualitative Disclosures About Market Risk](index=67&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company faces market risks from commodity price fluctuations, inflationary pressures on labor and food costs, and foreign currency exchange rates from international operations - The company faces commodity price risk, particularly for beef, seafood, and produce, without current hedging through financial instruments[237](index=237&type=chunk) - Inflation poses a risk to labor, food, and occupancy costs, mitigated by price increases, cost controls, and efficient purchasing[238](index=238&type=chunk) - Foreign currency exchange risk exists from international operations, though currently unhedged[239](index=239&type=chunk) [Financial Statements and Supplementary Data](index=67&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section incorporates the company's audited Consolidated Financial Statements, located in Item 15 of the Annual Report on Form 10-K - The Consolidated Financial Statements are located in Item 15 of the report[240](index=240&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=67&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) There were no changes in or disagreements with accountants on accounting and financial disclosure during the period - None[241](index=241&type=chunk) [Controls and Procedures](index=69&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of December 31, 2021, due to material weaknesses in internal control over financial reporting, leading to an adverse auditor opinion, with remediation efforts underway - Management concluded that disclosure controls and procedures were not effective as of December 31, 2021[244](index=244&type=chunk) - Two material weaknesses were identified: lack of segregation of duties for journal entry review, and aggregate deficiencies in control design, IT user access, and technical accounting application[247](index=247&type=chunk)[254](index=254&type=chunk) - Deloitte & Touche LLP issued an adverse opinion on the company's internal control over financial reporting as of December 31, 2021[258](index=258&type=chunk)[265](index=265&type=chunk) - Remediation efforts include modifying journal entry review, enhancing control design, and providing further technical accounting education and resources[251](index=251&type=chunk)[252](index=252&type=chunk)[255](index=255&type=chunk) [Other Information](index=77&type=section&id=Item%209B.%20Other%20Information) There is no other information to report - None[269](index=269&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=77&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This disclosure is not applicable to the company - None[270](index=270&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=77&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information for this item is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the Company's 2022 Proxy Statement[272](index=272&type=chunk) [Executive Compensation](index=77&type=section&id=Item%2011.%20Executive%20Compensation) Information for this item is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the Company's 2022 Proxy Statement[273](index=273&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=77&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information for this item is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the Company's 2022 Proxy Statement[274](index=274&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=77&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information for this item is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the Company's 2022 Proxy Statement[275](index=275&type=chunk) [Principal Accounting Fees and Services](index=77&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Information for this item is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the Company's 2022 Proxy Statement[276](index=276&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=78&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section contains the financial statements and a list of all exhibits filed as part of the Annual Report on Form 10-K - This item includes the financial statements and the exhibit list for the Form 10-K[279](index=279&type=chunk)[281](index=281&type=chunk) [Form 10-K Summary](index=78&type=section&id=Item%2016.%20Form%2010-K%20Summary) No Form 10-K summary was provided - None[280](index=280&type=chunk)

Financial Data and Key Metrics Changes - The company reported record total GAAP revenues of $84.1 million for Q4 2021, an increase of 86.8% from $45 million in Q4 2020 [33] - Adjusted EBITDA for Q4 2021 was $13.3 million, compared to $4.1 million in Q4 2020, reflecting a significant improvement in profitability [42] - Net income attributable to The ONE Group was $5.8 million or $0.17 per share, compared to a net loss of $4.5 million or $0.15 per share in Q4 2020 [41] Business Line Data and Key Metrics Changes - Consolidated restaurant margins improved to 20.4%, up 440 basis points from 16% in Q4 2020, driven by strong sales initiatives and disciplined cost management [10][37] - Comparable sales increased by 49.8% compared to 2019, with STK seeing a 60% increase and Kona Grill a 38.2% increase [34] - Average weekly sales for STK reached $338,000, compared to $215,000 in the same period in 2019, while Kona Grill's average weekly sales were $108,000, up from $78,000 [12] Market Data and Key Metrics Changes - The management license and incentive fee revenues were $4.6 million, a 262% increase from $1.3 million in Q4 2020, attributed to the recovery from the pandemic and new openings [35] - The company added seven new venues in 2021, including three managed F&B units and two managed STKs, contributing to its growth strategy [23] Company Strategy and Development Direction - The company plans to open at least nine new units in 2022, including two company-owned STKs and three company-owned Kona Grills, indicating a robust development pipeline [24] - The focus remains on maintaining a strong employee base to ensure high-quality service and operational excellence, which is seen as a competitive advantage [29][30] - The company is targeting a total addressable market of at least 400 restaurants, with plans for significant growth in both STK and Kona Grill brands [26] Management's Comments on Operating Environment and Future Outlook - Management acknowledged the ongoing challenges in the macro environment but emphasized the positive impact of their brunch and happy hour initiatives on sales [48] - The company is cautious about providing long-term guidance due to macroeconomic uncertainties but remains optimistic about short-term performance [50] - Management highlighted the importance of flexibility in menu management and supply chain to navigate inflationary pressures [53][54] Other Important Information - The company reported $23.6 million in cash and cash equivalents as of December 31, indicating strong liquidity [42] - Direct costs related to COVID-19 during Q4 amounted to approximately $2 million, reflecting ongoing health and safety measures [38] Q&A Session Summary Question: Insights on Q1 revenue momentum - Management noted that brunch and happy hour initiatives have driven incremental interest and sales, contributing to positive performance despite macro challenges [48] Question: Confidence in surpassing previous quarterly numbers - Management expressed positivity about current performance but emphasized a focus on short-term guidance due to macroeconomic uncertainties [50] Question: Thoughts on inflation and pricing strategy - Management highlighted the need for flexibility in menu management and maintaining competitive pricing while being open to necessary price adjustments [53][54] Question: Labor investments and growth pipeline - Management confirmed a healthy pipeline of talent and emphasized the importance of maintaining staffing levels to support growth [56] Question: Management license and incentive fee revenue outlook - Management indicated that growth in this area reflects their growth strategy and expects continued progress as more properties come online [59] Question: Commodity contracts and supply management - Management confirmed short-term contracts for beef and a healthy supply of shellfish, emphasizing flexibility in menu offerings to mitigate supply chain issues [61] Question: Off-premise sales quantification - Management reported that takeout and delivery sales account for 5% to 8% of STK's sales and 13% to 17% for Kona Grill, with brunch expected to grow significantly [64]

Financial Data and Key Metrics Changes - The company reported record-setting revenue of nearly $72 million in total GAAP revenue for Q3 2021, reflecting an 81.6% increase from $39.6 million in the same quarter last year [31] - Adjusted EBITDA reached over $10 million for the quarter, bringing year-to-date adjusted EBITDA to $29.4 million [9][45] - Net income attributable to The ONE Group was $11.7 million or $0.34 per share, compared to a net loss of $0.9 million in Q3 2020 [43] Business Line Data and Key Metrics Changes - U.S. average weekly sales for STK were $285,000, up from $184,000 in the same period in 2019, while Kona Grill saw average weekly sales of $99,000 compared to $78,000 in 2019 [9] - Consolidated comparable sales increased 44.7% compared to 2019, with STK up 63.8% and Kona Grill up 26.9% [10][33] - Restaurant operating profit increased to 17.1% for the quarter compared to 16.6% in the prior year [39] Market Data and Key Metrics Changes - The company experienced strong sales momentum across all dayparts, particularly on Sundays due to the brunch offering [12][16] - October saw consolidated comparable sales increase by 59.2%, with STK up 73.7% and Kona Grill up 42.9% compared to 2019 [11] Company Strategy and Development Direction - The company plans to open 13 new STK and F&B venues between 2021 and 2022, with 7 new venues already opened in 2021 [18][19] - The company is focusing on a robust development pipeline, including a target of 3 to 5 new Kona Grill locations per year starting in 2022 [23] - The company aims for a total addressable market of at least 200 STK restaurants globally and 200 Kona Grills domestically, with much of the growth being asset-light [24] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about continued sales growth for the remainder of the year and beyond, citing strong demand for events and restaurant buyouts [18][62] - The company has successfully managed labor shortages and inflationary pressures, maintaining over 100% staffing levels going into the busy fourth quarter [25][26] - Management highlighted the importance of employee retention and training to ensure high service levels during peak demand periods [28][66] Other Important Information - The company amended its credit facility, resulting in lower interest rates and extended maturity dates, saving $2.5 million in cash interest expense annually [46][47] - The company has entered into an agreement with REEF kitchens to open delivery-only venues, which could expand significantly in the future [22][111] Q&A Session Summary Question: Can you provide details on October's STK and Kona Grill comparable sales? - Average weekly sales for STK were $323,000 and for Kona Grill, about $100,000, with comparable sales for October at 59.2% over 2019 for STK and 43% for Kona Grill [54][56] Question: What factors contributed to the sales acceleration in October? - The acceleration was attributed to effective promotions and a strong push in takeout and delivery marketing, leading to increased restaurant visits [60][62] Question: How did labor costs impact restaurant-level margins in Q3? - The company increased its hourly employee base by over 300, which involved significant training costs, impacting margins but positioning for a busy Q4 [66][68] Question: What is the outlook for the events business in Q4 compared to 2019? - The company is seeing superior demand for premium events and expects a strong performance in the events business, potentially exceeding 2019 levels [80][82] Question: How does the company plan to allocate future free cash flow? - The company is considering options such as M&A, accelerating growth, dividends, and stock buybacks, with a focus on maximizing shareholder returns [96]

PART I – Financial Information [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The company's Q3 2021 financial statements reflect significant revenue growth, positive net income, and a strengthened balance sheet [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet as of September 30, 2021, reflects stable assets, significantly reduced liabilities, and doubled equity Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Sep 30, 2021 (Unaudited) | Dec 31, 2020 | | :--- | :--- | :--- | | Cash and cash equivalents | $19,078 | $24,385 | | Total current assets | $33,095 | $34,376 | | **Total assets** | **$217,115** | **$215,569** | | Total current liabilities | $37,451 | $40,747 | | CARES Act Loans | $0 | $18,314 | | Long-term debt, net | $23,196 | $45,064 | | **Total liabilities** | **$163,277** | **$193,590** | | **Total equity** | **$53,838** | **$21,979** | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q3 2021 operations show an 81.6% revenue increase and a shift to positive net income, significantly influenced by loan forgiveness Key Performance Indicators (in thousands, except per share data) | Metric | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $71,869 | $39,567 | $193,111 | $96,950 | | Operating Income (Loss) | $5,058 | $20 | $13,671 | ($9,614) | | Gain on CARES Act Loan forgiveness | $9,968 | $0 | $18,529 | $0 | | Net Income (Loss) Attributable to Company | $11,671 | ($875) | $25,577 | ($8,346) | | Diluted EPS | $0.34 | ($0.03) | $0.75 | ($0.29) | [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Nine-month cash flows reflect $23.0 million from operations, $8.1 million used in investing, and $20.2 million used in financing Cash Flow Summary for the Nine Months Ended Sep 30 (in thousands) | Activity | 2021 | 2020 | | :--- | :--- | :--- | | Net cash provided by (used in) operating activities | $23,030 | ($675) | | Net cash used in investing activities | ($8,112) | ($2,660) | | Net cash provided by financing activities | ($20,188) | $17,607 | | **Net (decrease) increase in cash** | **($5,307)** | **$14,221** | [Notes to Financial Statements](index=11&type=section&id=Notes%20to%20Financial%20Statements) Key disclosures cover business operations, COVID-19 impact, CARES Act loan forgiveness, and segment performance, including lease obligations - As of **September 30, 2021**, the company operated **60 venues**, including **23 STKs** and **24 Kona Grills**, with all restaurants open for in-person dining[18](index=18&type=chunk)[19](index=19&type=chunk) - CARES Act Loans totaling approximately **$18.3 million** were fully forgiven in Q3 2021, resulting in an **$18.5 million** gain recognized[47](index=47&type=chunk) - The Credit Agreement was amended in **August 2021**, extending maturity to **2026**, with a **$22.2 million** prepayment and more flexible terms[37](index=37&type=chunk)[38](index=38&type=chunk)[39](index=39&type=chunk) Segment Operating Income for Q3 2021 (in thousands) | Segment | Total Revenues | Operating Income (Loss) | | :--- | :--- | :--- | | STK | $40,018 | $9,996 | | Kona Grill | $31,177 | $2,258 | | ONE Hospitality | $578 | $369 | | Corporate | $96 | ($7,565) | | **Total** | **$71,869** | **$5,058** | [Management's Discussion and Analysis (MD&A)](index=30&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes strong Q3 2021 performance to robust sales, eased restrictions, and strategic growth, improving liquidity and capital structure [Business Overview and Growth Strategy](index=30&type=section&id=Business%20Overview%20and%20Growth%20Strategy) The company's growth strategy centers on expanding STK and Kona Grill, developing new F&B projects, and increasing same-store sales across its 60 venues - The company's growth model is driven by **four key strategies**: STK and Kona Grill expansion, new F&B projects, increased same-store sales, and acquisitions[96](index=96&type=chunk) - The company plans to open **thirteen new STK and F&B venues** in **2021-2022** and **three to five Kona Grill locations** in **2022**[93](index=93&type=chunk) Venue Count by Brand as of Sep 30, 2021 | Brand | Domestic | International | Total | | :--- | :--- | :--- | :--- | | STK | 14 | 9 | 23 | | Kona Grill | 24 | 0 | 24 | | ONE Hospitality | 3 | 10 | 13 | | **Total** | **41** | **19** | **60** | [Results of Operations](index=34&type=section&id=Results%20of%20Operations) Q3 2021 revenues surged **81.6%** to **$71.9 million**, driven by strong same-store sales and improved operating margins - Q3 2021 same-store sales increased **78.9%** year-over-year and **44.7%** compared to Q3 2019, with STK up **63.8%** and Kona Grill up **26.9%**[98](index=98&type=chunk) Restaurant Operating Profit Margin by Brand | Brand | Q3 2021 Margin | Q3 2020 Margin | | :--- | :--- | :--- | | STK (Company owned) | 22.6% | 18.6% | | Kona Grill | 11.0% | 15.6% | Adjusted EBITDA Reconciliation (in thousands) | Metric | Q3 2021 | Q3 2020 | | :--- | :--- | :--- | | Net Income (Loss) | $12,101 | ($910) | | EBITDA | $16,998 | $2,675 | | **Adjusted EBITDA** | **$10,174** | **$5,175** | [Liquidity and Capital Resources](index=43&type=section&id=Liquidity%20and%20Capital%20Resources) Liquidity significantly improved with **$19.1 million** cash, full CARES Act loan forgiveness, and a favorable credit agreement amendment - As of **September 30, 2021**, the company held **$19.1 million** in cash and **$10.7 million** available on its revolving credit facility[135](index=135&type=chunk) - CARES Act PPP loans totaling approximately **$18.3 million** were fully forgiven in Q3 2021, resulting in an **$18.5 million** recognized gain[145](index=145&type=chunk)[147](index=147&type=chunk)[149](index=149&type=chunk) - Capital expenditures totaled **$8.1 million** in the first nine months of **2021**, primarily for new STK and Kona Grill construction[136](index=136&type=chunk)[154](index=154&type=chunk) - The Credit Agreement was amended in **August 2021**, extending maturity to **2026** and prepaying **$22.2 million** of the term loan[141](index=141&type=chunk)[156](index=156&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=49&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company is not required to provide this information as it qualifies as a "smaller reporting company" under SEC regulations - As a **"smaller reporting company,"** the company is exempt from providing quantitative and qualitative disclosures about market risk[158](index=158&type=chunk) [Controls and Procedures](index=49&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of September 30, 2021, with no material changes to internal controls during Q3 - The **CEO and CFO** concluded that the company's disclosure controls and procedures were effective as of the end of the period[159](index=159&type=chunk) - No material changes in internal control over financial reporting occurred during **Q3 2021**[160](index=160&type=chunk) PART II – Other Information [Legal Proceedings](index=49&type=section&id=Item%201.%20Legal%20Proceedings) The company is subject to ordinary course legal claims, with management expecting no material adverse effect on financial results - The company is subject to ordinary course legal claims, with management not expecting a **material adverse effect** on financial statements[161](index=161&type=chunk) [Risk Factors](index=49&type=section&id=Item%201A%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2020 - No **material changes** have been made to the risk factors from the Form 10-K for the year ended **December 31, 2020**[162](index=162&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=49&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales of equity securities during the period - **None**[163](index=163&type=chunk) [Exhibits](index=51&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including corporate governance documents, employment agreements, and required certifications - Filed exhibits include **CEO and CFO certifications (31.1, 31.2, 32.1, 32.2)** and **Inline XBRL documents**[164](index=164&type=chunk)

August 10, 2021 The ONE Group Reports Second Quarter 2021 Financial Results The Company Reports All-Time Record for Quarterly Revenue Domestic Same Store Sales Increase 38.0% vs. 2019 for the Second Quarter and 59.5% vs. 2019 for the month of July DENVER--(BUSINESS WIRE)-- The ONE Group Hospitality, Inc. ("The ONE Group" or the "Company") (Nasdaq: STKS) today reported its financial results for the second quarter ended June 30, 2021. Financial highlights for the second quarter compared to the same period las ...

The ONE Group Hospitality, Inc. (NASDAQ:STKS) Q2 2021 Earnings Conference Call August 10, 2021 4:30 PM ET Company Participants Tyler Loy - CFO Manny Hilario - President and CEO Conference Call Participants Nicole Miller - Piper Sandler Mark Smith - Lake Street Capital Markets Mitchell Sacks - Grand Slam Asset Management Operator Greetings, and welcome to The ONE Group Second Quarter 2021 Earnings Conference Call. At this time, all participants are in a listen-only mode. [Operator Instructions] A brief quest ...

Table of Contents 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 June 30, 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 001-37379 THE ONE GROUP HOSPITALITY, INC. | (Exact name of registrant as specified in its charter) | | | --- | --- ...

The ONE Group Hospitality, Inc. (NASDAQ:STKS) Q1 2021 Earnings Conference Call May 11, 2021 4:30 PM ET Company Participants Tyler Loy – Chief Financial Officer Manny Hilario – Chief Executive Officer Conference Call Participants Joshua Long – Piper Sandler Mark Smith – Lake Street Capital Markets David Kanen – Kanen Wealth Management Operator Greetings and welcome to The ONE Group First Quarter 2021 Earnings Conference Call. [Operator Instructions] As a reminder, this conference is being recorded. I would n ...

Table of Contents 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 March 31, 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 001-37379 THE ONE GROUP HOSPITALITY, INC. | (Exact name of registrant as specified in its charter) | | | --- | -- ...

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant computed by reference to the price at which the common equity was last sold, as of the last business day of the registrant's most recently completed second fiscal quarter, was $26,794,876. Number of shares of Common Stock outstanding as of February 28, 2021: 29,120,116 DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's proxy statement for its 2021 annual meeting of stockholders are in ...