ONE Group Hospitality Inc

For the period ended Sep 30, 2024. Filed Nov 7, 2024.

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 7, 2024

STKS$1.01-14.4%Stored close · as of Nov 9, 2026

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Contents

Item 1. Financial Statements

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share information)


· · September 30, · · December 31,
· 2024 · · 2023
ASSETS · · (Unaudited) ·
Current assets: · ·
Cash and cash equivalents	$28,185	$21,047
Credit card receivable	8,013	7,234
Restricted cash and cash equivalents	499	—
Accounts receivable	9,211	10,030
Inventory	9,047	6,184
Other current assets	8,141	1,809
Due from related parties	376	376
Total current assets	63,472	46,680

Operating lease right-of-use assets	267,610	95,075
Property and equipment, net	270,444	139,908
Goodwill	155,331	—
Intangibles, net	133,076	15,306
Deferred tax assets, net	53,124	14,757
Other assets	8,779	4,636
Security deposits	1,635	883
Total assets	$953,471	$317,245

LIABILITIES, SERIES A PREFERRED STOCK AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$31,110	$19,089
Accrued expenses	67,014	28,333
Current portion of operating lease liabilities	15,757	6,897
Deferred gift card revenue and other	4,032	2,077
Current portion of long-term debt	4,812	1,500
Other current liabilities	295	266
Total current liabilities	123,020	58,162

Long-term debt, net of current portion, unamortized discount and debt issuance costs	329,489	70,410
Operating lease liabilities, net of current portion	296,163	120,481
Other long-term liabilities	5,256	832
Total liabilities	753,928	249,885

Commitments and contingencies (Note 17)

Series A preferred stock, $0.0001 par value, 160,000 shares authorized; 160,000 issued and outstanding at September 30, 2024 and 0 issued and outstanding at December 31, 2023	150,606	—

Stockholders’ equity:
Common stock, $0.0001 par value, 75,000,000 shares authorized; 33,822,191 issued and 30,802,537 outstanding at September 30, 2024 and 33,560,428 issued and 31,283,975 outstanding at December 31, 2023	3	3
Preferred stock, other than Series A preferred stock, $0.0001 par value, 9,840,000 shares authorized; no shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively	—	—
Treasury stock, at cost, 3,019,654 shares at September 30, 2024 and 2,276,453 shares at December 31, 2023	(18,202)	(15,051)
Additional paid-in capital	72,554	58,270
Retained earnings	—	28,884
Accumulated other comprehensive loss	(2,913)	(2,930)
Total stockholders’ equity	51,442	69,176
Noncontrolling interests	(2,505)	(1,816)
Total stockholder's equity	48,937	67,360
Total liabilities, Series A preferred stock and stockholders' equity	$953,471	$317,245

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands, except income per share and related share information)


· · For the three months ended September 30, · · For the nine months ended September 30,
· 2024 · 2023 · 2024 · 2023
Revenues: · · · ·
Owned restaurant net revenue	$190,587	$73,700	$441,116	$232,202
Management, license, franchise and incentive fee revenue	3,388	3,184	10,348	10,631
Total revenues	193,975	76,884	451,464	242,833
Cost and expenses:
Owned operating expenses:
Owned restaurant cost of sales	39,880	18,230	94,471	56,300
Owned restaurant operating expenses	125,634	46,372	278,464	141,983
Total owned operating expenses	165,514	64,602	372,935	198,283
General and administrative (including stock-based compensation of $1,580, $1,244, $4,433 and $3,798 for the three and nine months ended September 30, 2024 and 2023, respectively)	12,785	7,280	30,941	22,803
Depreciation and amortization	9,416	3,732	22,701	10,894
Transaction and exit costs	850	—	9,199	—
Transition and integration expenses	6,274	—	10,068	—
Pre-opening expenses	2,110	3,097	7,528	6,005
Other expenses	46	128	78	480
Total costs and expenses	196,995	78,839	453,450	238,465
Operating (loss) income	(3,020)	(1,955)	(1,986)	4,368
Other expenses, net:
Interest expense, net of interest income	10,679	1,673	20,622	5,102
Loss on early debt extinguishment	—	—	4,149	—
Total other expenses, net	10,679	1,673	24,771	5,102
Loss before provision for income taxes	(13,699)	(3,628)	(26,757)	(734)
Benefit for income taxes	(4,644)	(375)	(8,180)	(227)
Net loss	(9,055)	(3,253)	(18,577)	(507)
Less: net loss attributable to noncontrolling interest	(165)	(155)	(689)	(583)
Net (loss) income attributable to The ONE Group Hospitality, Inc.	$(8,890)	$(3,098)	$(17,888)	$76
Series A Preferred Stock paid-in-kind dividend and accretion	(7,125)	—	(11,663)	—
Net (loss) income available to common stockholders	$(16,015)	$(3,098)	$(29,551)	$76

Net (loss) income per common share:
Basic	$(0.52)	$(0.10)	$(0.95)	$—
Diluted	$(0.52)	$(0.10)	$(0.95)	$—

Weighted average common shares outstanding:
Basic	31,008,275	31,515,011	31,256,946	31,657,761
Diluted	31,008,275	31,515,011	31,256,946	32,537,572

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

(Unaudited, in thousands)


· · For the three months ended September 30, · · For the nine months ended September 30,
· 2024 · 2023 · 2024 · 2023
Net loss	$(9,055)	$(3,253)	$(18,577)	$(507)
Currency translation gain (loss), net of tax	74	(112)	17	(130)
Comprehensive loss	(8,981)	(3,365)	(18,560)	(637)
Less: comprehensive loss attributable to noncontrolling interest	(165)	(155)	(689)	(583)
Comprehensive loss attributable to The ONE Group Hospitality, Inc.	(8,816)	(3,210)	(17,871)	(54)
Series A Preferred Stock paid-in-kind dividend and accretion	(7,125)	—	(11,663)	—
Comprehensive loss attributable to common stockholders	$(15,941)	$(3,210)	$(29,534)	$(54)

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY AND

SERIES A PREFERRED STOCK

(Unaudited, in thousands, except share information)


· · · · · · · · · · · · · · · · · · · · Accumulated · · · · · · · · ·
· · · · · · · · · · · · · · Additional · · · · · other · · · · · · · · ·
· Series A Preferred Stock · · Common stock · · Treasury · · paid-in · · Retained · · comprehensive · · Stockholders’ · · Noncontrolling · · ·
· Shares · Amount · · Shares · Par value · stock · · capital · Earnings · loss · equity · interests · Total
Balance at December 31, 2023	—	$—	31,283,975	$3	$(15,051)	$58,270	$28,884	$(2,930)	$69,176	$(1,816)	$67,360
Stock-based compensation	—	—	—	—	—	1,358	—	—	1,358	—	1,358
Issuance of vested restricted shares, net of tax withholding	—	—	24,521	—	—	(124)	—	—	(124)	—	(124)
Loss on foreign currency translation, net	—	—	—	—	—	—	—	(68)	(68)	—	(68)
Net loss	—	—	—	—	—	—	(2,069)	—	(2,069)	(361)	(2,430)
Balance at March 31, 2024	—	$—	31,308,496	$3	$(15,051)	$59,504	$26,815	$(2,998)	$68,273	$(2,177)	$66,096
Stock-based compensation	—	—	22,905	—	—	1,495	—	—	1,495	—	1,495
Exercise of stock options and warrants	—	—	50,000	—	—	242	—	—	242	—	242
Issuance of vested restricted shares, net of tax withholding	—	—	108,124	—	—	(356)	—	—	(356)	—	(356)
Issuance of warrants	—	—	—	—	—	10,771	—	—	10,771	—	10,771
Purchase of treasury stock	—	—	(192,325)	—	(888)	—	—	—	(888)	—	(888)
Gain on foreign currency translation, net	—	—	—	—	—	—	—	11	11	—	11
Net loss	—	—	—	—	—	—	(6,929)	—	(6,929)	(163)	(7,092)
Series A Preferred Stock issuance	160,000	138,943	—	—	—	—	—	—	—	—	—
Series A Preferred Stock paid-in-kind dividend and accretion	—	4,538	—	—	—	—	(4,538)	—	(4,538)	—	(4,538)
Balance at June 30, 2024	160,000	$143,481	31,297,200	$3	$(15,939)	$71,656	$15,348	$(2,987)	$68,081	$(2,340)	$65,741
Stock-based compensation	—	—	39,114	—	—	1,580	—	—	1,580	—	1,580
Issuance of vested restricted shares, net of tax withholding	—	—	17,099	—	—	(15)	—	—	(15)	—	(15)
Purchase of treasury stock	—	—	(550,876)	—	(2,263)	—	—	—	(2,263)	—	(2,263)
Gain on foreign currency translation, net	—	—	—	—	—	—	—	74	74	—	74
Net loss	—	—	—	—	—	—	(8,890)	—	(8,890)	(165)	(9,055)
Series A Preferred Stock paid-in-kind dividend and accretion	—	7,125	—	—	—	(667)	(6,458)	—	(7,125)	—	(7,125)
Balance at September 30, 2024	160,000	$150,606	30,802,537	$3	$(18,202)	$72,554	$—	$(2,913)	$51,442	$(2,505)	$48,937

Balance at December 31, 2022	—	$—	31,735,423	$3	$(7,169)	$55,583	$24,166	$(2,869)	$69,714	$(1,124)	$68,590
Stock-based compensation	—	—	16,205	—	—	1,320	—	—	1,320	—	1,320
Issuance of vested restricted shares, net of tax withholding	—	—	247,536	—	—	(1,432)	—	—	(1,432)	—	(1,432)
Purchase of treasury stock			(118,085)		(735)	—	—	—	(735)	—	(735)
Loss on foreign currency translation, net	—	—	—	—	—	—	—	(70)	(70)	—	(70)
Net income (loss)	—	—	—	—	—	—	2,606	—	2,606	(276)	2,330
Balance at March 31, 2023	—	$—	31,881,079	$3	$(7,904)	$55,471	$26,772	$(2,939)	$71,403	$(1,400)	$70,003
Stock-based compensation	—	—	17,930	—	—	1,234	—	—	1,234	—	1,234
Exercise of stock options and warrants	—	—	135,500	—	—	226	—	—	226	—	226
Issuance of vested restricted shares, net of tax withholding	—	—	66,717	—	—	(370)	—	—	(370)	—	(370)
Purchase of treasury stock	—	—	(478,992)	—	(3,418)	—	—	—	(3,418)		(3,418)
Gain on foreign currency translation, net	—	—	—	—	—	—	—	52	52	—	52
Net income (loss)	—	—	—	—	—	—	568	—	568	(152)	416
Balance at June 30, 2023	—	$—	31,622,234	$3	$(11,322)	$56,561	$27,340	$(2,887)	$69,695	$(1,552)	$68,143
Stock-based compensation	—	—	23,865	—	—	1,244	—	—	1,244	—	1,244
Exercise of stock options	—	—	22,500	—	—	75	—	—	75	—	75
Issuance of vested restricted shares, net of tax withholding	—	—	153,809	—	—	(797)	—	—	(797)	—	(797)
Purchase of treasury stock	—	—	(549,065)	—	(3,536)	—	—	—	(3,536)	—	(3,536)
Loss on foreign currency translation, net	—	—	—	—	—	—	—	(112)	(112)	—	(112)
Net loss	—	—	—	—	—	—	(3,098)	—	(3,098)	(155)	(3,253)
Balance at September 30, 2023	—	$—	31,273,343	$3	$(14,858)	$57,083	$24,242	$(2,999)	$63,471	$(1,707)	$61,764

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)


· · For the nine months ended September 30,
· 2024 · 2023
Operating activities: · ·
Net loss	$(18,577)	$(507)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	22,701	10,894
Non-cash exit costs	321	—
Stock-based compensation	4,433	3,798
Amortization of debt issuance costs and debt original issuance discounts	1,723	558
Deferred taxes	(8,376)	(997)
Non-cash loss on early debt extinguishment	1,674	—
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable	6,111	3,730
Inventory	1,542	(195)
Other current assets	(1,154)	56
Security deposits	(35)	—
Other assets	(2,596)	(403)
Accounts payable	2,169	(1,720)
Accrued expenses	11,513	(2,067)
Operating lease liabilities and right-of-use assets	5,172	2,840
Other liabilities	(953)	(759)
Net cash provided by operating activities	25,668	15,228

Investing activities:
Purchase of property and equipment	(53,768)	(38,411)
Acquisition related payments, net of cash acquired	(369,838)	—
Net cash used in investing activities	(423,606)	(38,411)

Financing activities:
Borrowings of long-term debt	333,829	—
Repayments of long-term debt and financing lease liabilities	(74,574)	(458)
Issuance of Series A preferred stock net of discount	138,943	—
Issuance of warrants to Series A preferred stockholders	10,771	—
Exercise of stock options	242	301
Tax-withholding obligation on stock-based compensation	(495)	(1,835)
Purchase of treasury stock	(3,151)	(7,689)
Net cash provided by (used in) financing activities	405,565	(9,681)
Effect of exchange rate changes on cash	10	(120)
Net change in cash and cash equivalents and restricted cash and cash equivalents	7,637	(32,984)
Cash and cash equivalents and restricted cash and cash equivalents, beginning of period	21,047	55,121
Cash and cash equivalents and restricted cash and cash equivalents, end of period	$28,684	$22,137
Supplemental disclosure of cash flow data:
Interest paid, net of capitalized interest	$14,334	$5,051
Income taxes paid	$437	$312
Accrued purchases of property and equipment	$11,739	$8,684
Reconciliation of cash and cash equivalents and restricted cash and cash equivalents
Cash and cash equivalents	$28,185	$22,137
Restricted cash and cash equivalents	499	—
Total cash and cash equivalents and restricted cash and cash equivalents as shown in the statement of cash flows	$28,684	$22,137

Notes to Condensed Consolidated Financial Statements

(Unaudited)

Note 1 – Summary of Business and Significant Accounting Policies

Description of Business

The ONE Group Hospitality, Inc. and its subsidiaries (collectively, the “Company”) is an international restaurant company that develops, owns and operates, manages and licenses upscale and polished casual, high-energy restaurants and lounges and provides turn-key food and beverage (“F&B”) services and consulting services for hospitality venues including hotels, casinos and other high-end locations. Turn-key F&B services are food and beverage services that can be scaled, customized and implemented by the Company at a particular hospitality venue and customized for the client. As of September 30, 2024, the Company’s primary restaurant brands are STK, a modern twist on the American steakhouse concept featuring premium steaks, seafood and specialty cocktails in an energetic upscale atmosphere, Benihana, an interactive dining destination with highly skilled chefs preparing food in front of guests and served in an energetic atmosphere alongside fresh sushi and innovative cocktails, Kona Grill, a polished casual bar-centric grill concept featuring American favorites, award-winning sushi, and specialty cocktails in a polished casual atmosphere, and RA Sushi, a Japanese cuisine concept that offers a fun-filled, bar-forward, upbeat, and vibrant dining atmosphere anchored by creative sushi, inventive drinks, and outstanding service.

On May 1, 2024, the Company acquired 100% of the issued and outstanding equity interests of Safflower Holdings Corp. from Safflower Holdings LLC (the “Benihana Acquisition”). Safflower Holdings Corp. beneficially owns most of the Benihana restaurants, as well as all of the RA Sushi restaurants, in the United States. It also franchises Benihana locations in the U.S., Latin America (excluding Mexico) and the Caribbean. Refer to Note 2 – Benihana Acquisition for additional information.

As of September 30, 2024, the Company owned, operated, managed, franchised, or licensed 168 venues, including 28 STKs,85 Benihanas,27 Kona Grills and 20 RA Sushis in major metropolitan cities in North America, Europe, Latin America and the Middle East and 8 F&B venues infour hotels and casinos in the United States and Europe. For those restaurants and venues that are managed, licensed or franchised, the Company generates management fees and franchise fees based on top-line revenues and incentive fee revenue based on a percentage of the location’s revenues and profits.

Basis of Presentation

The accompanying condensed consolidated balance sheet as of December 31, 2023, which has been derived from audited financial statements, and the accompanying unaudited interim condensed consolidated financial statements (“condensed consolidated financial statements”) of the Company have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and in accordance with accounting principles generally accepted in the United States (“GAAP”). Certain information and footnote disclosures normally included in annual audited financial statements have been omitted pursuant to SEC rules and regulations. These unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

In the Company’s opinion, the accompanying unaudited interim financial statements reflect all adjustments (consisting only of normal recurring accruals and adjustments) necessary for a fair presentation of the results for the interim periods presented. The results of operations for any interim period are not necessarily indicative of the results expected for the full year. Additionally, the Company believes that the disclosures are sufficient for interim financial reporting purposes.

Prior Period Reclassifications

Certain reclassifications of the condensed consolidated balance sheet as of December 31, 2023 have been made to conform to current year presentation. The Company has reclassified credit card receivables of $7.2 million to be presented within credit card receivables from accounts receivable.

Certain reclassifications were also made to conform the prior period segment reporting to the current year segment presentation. Refer to Note 15 – Segment Reporting for additional information regarding the Company’s reportable operating segments.

Certain reclassifications were also made to align our international revenues and long-term assets with the Company’s classification of domestic and international venues.

Significant Accounting Policies

Refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 for the Company’s significant accounting policies. The following represents changes in accounting policies during 2024, primarily attributable to the evaluation of accounting policies in conjunction with the Benihana acquisition discussed below:

Restricted cash and cash equivalents. Restricted cash and cash equivalents are accounts that are restricted to funding payment of employee benefits and collateral accounts relating to liquor license bonds.

Goodwill. Goodwill consists of goodwill associated with the Benihana Acquisition. Goodwill is not amortized and is tested for impairment annually on November 1 st or on an interim basis whenever events or changes in circumstances indicated a potential impairment.

Recent Accounting Pronouncements

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosure.” The ASU updates reportable segment disclosure requirements, primarily through requiring enhanced disclosures about significant segment expenses and information used to assess segment performance. The ASU is effective for fiscal years beginning after December 15, 2023, with early adoption permitted. The Company is evaluating the impact of adopting this ASU on its disclosures.

In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” The ASU includes amendments requiring enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is evaluating the impact of adopting this ASU on its disclosures.

Note 2 – Benihana Acquisition

On May 1, 2024, the Company acquired 100% of the issued and outstanding equity interests of Safflower Holdings Corp. and its affiliates comprising of 93 company owned restaurants and 12 franchised restaurants (the “Benihana Acquisition”). The Company purchased the equity for a contractual price of $365.0 million, subject to customary adjustments. The Company believes that Benihana is complementary to its existing brands and will enable the Company to capture market share in the Vibe Dining segment.

The assets and liabilities of Benihana were recorded at their respective fair values as of the date of acquisition. The Company is in the process of finalizing the fair value of certain assets and liabilities acquired. Since the initial valuation, the Company adjusted the fair values for cash and cash equivalents by($0.1) million, other current assets by$0.2 million, property and equipment by($0.5) million, operating lease right-of-use assets by$1.2 million, deferred tax assets by$3.2 million, intangible assets by($13.1) million, goodwill by$10.2 million, accrued expenses by$0.9 million, other current liabilities by($2.2) million, and operating lease liabilities by$1.2 million to reflect the current fair value valuation and alignment with the Company’s accounting policies. The fair values set forth below are based on preliminary estimates and are subject to change as additional information is obtained during the measurement period which is up to one year from acquisition date (amounts in thousands).


Purchase consideration: · ·
Contractual purchase price			$365,000
Cash and cash equivalents, restricted cash and cash equivalents and credit card receivable			25,117
Working capital adjustment			1,151
Cash consideration paid			391,268

Net assets acquired:
Cash and cash equivalents			$20,879
Restricted cash and cash equivalents			551
Credit card receivable			3,687
Inventory			4,405
Other current assets			7,471
Property and equipment			102,552
Operating lease right-of-use assets			182,346
Deferred tax assets, net			29,991
Intangible assets			117,800
Other assets			2,899
Accounts payable			(9,851)
Accrued expenses			(30,074)
Other current liabilities			(3,134)
Operating lease liabilities			(189,181)
Other long-term liabilities			(4,404)
Total net assets acquired			235,937
Goodwill			$155,331

The excess of the purchase price over the aggregate fair value of net assets acquired was allocated to goodwill. The portion of the purchase price attributable to goodwill represents benefits expected because of the acquisition, including sales and unit growth opportunities in addition to supply-chain and support-cost synergies. The Benihana and RA Sushi tradenames have an indefinite life based on the expected use of the asset and the regulatory and economic environment within which it is being used. The tradenames represent highly respected brands with positive connotations, and the Company intends to cultivate and protect the use of the brands. Goodwill and indefinite-lived tradenames are not amortized but are reviewed annually for impairment or more frequently if indicators of impairment exist.

As a result of the Benihana Acquisition, the Company incurred approximately $0.9 million and $8.7 million of transaction costs, respectively, during the three and nine months ended September 30, 2024, which are included in transaction and exit costs in the consolidated statements of operations. The Company incurred $6.3 million and $10.1 million for transition and related integration efforts in the three and nine months ended September 30, 2024. Since the acquisition date, the Benihana Acquisition resulted in actual revenues of $209.2 million and net loss of $8.1 million in the consolidated statements of operations.

The following unaudited pro forma results of operations for the three and nine months ended September 30, 2024 and 2023 give effect to the Benihana Acquisition as if it had occurred on January 1, 2023 (in thousands):


· · For the three months ended September 30, · · For the nine months ended September 30,
· 2024 · 2023 · 2024 · 2023
Total Revenues	$193,975	$201,688	$625,001	$636,337

Net (loss) income as reported	$(8,890)	$(5,522)	$30,990	$3,055
Adjustments:
Transaction and exit costs	850	—	14,489	(14,489)
Transition and integration costs	6,274	—	10,068	(10,068)
Loss on early debt extinguishment	—	—	4,149	(4,149)
Purchase price accounting adjustments(1)	—	177	9,744	640
Change in interest expense	284	1,139	1,175	2,309
Pro forma net income (loss) before income taxes	(1,482)	(4,206)	70,615	(22,702)
Income tax effect of adjustments	(556)	436	(2,972)	1,932
Change in valuation allowance	—	—	(59,925)	—
Pro forma net income (loss)	$(2,038)	$(3,770)	$7,718	$(20,770)

(1) Purchase price accounting adjustments include the elimination of Benihana's impairment charges and changes to depreciation

The most significant adjustments included in the pro forma financial information are the elimination of the release of Benihana’s valuation allowance, elimination of Benihana’s impairment charges, movement of transaction, transition, integration and debt extinguishment costs, and increased interest expense associated with debt incurred to fund the Benihana Acquisition, all giving effect as if the acquisition had occurred on January 1, 2023.

In the opinion of the Company’s management, the unaudited pro forma financial information includes all significant necessary adjustments that can be factually supported to reflect the effects of the Benihana Acquisition and related transactions. The unaudited pro forma financial information is provided for informational purposes only and are not necessarily indicative of what actual results of operations would have been had the Benihana Acquisition and related transactions been completed as of January 1, 2023 or that may be achieved in the future.

Note 3 – Property and Equipment, Net

Property and equipment, net consist of the following (in thousands):

· · · · · ·
	September 30,	December 31,
	2024	2023
Furniture, fixtures and equipment	$73,821	$49,753
Leasehold improvements	226,063	130,136
Less: accumulated depreciation	(78,316)	(60,128)
Subtotal	221,568	119,761
Construction in progress	44,095	17,044
Restaurant smallwares	4,781	3,103
Total	$270,444	$139,908

Depreciation related to property and equipment was $9.3 million and $3.6 million for the three months ended September 30, 2024 and 2023, respectively, and $22.3 million and $10.6 million for the nine months ended September 30, 2024 and 2023, respectively. The Company depreciates construction in progress upon such assets being placed into service.

Note 4 – Intangibles, Net

Intangibles, net consists of the following (in thousands):


· · September 30, · · December 31,
	2024		2023
Indefinite-lived intangible assets
Tradenames		$134,400		$17,400
Finite-lived intangible assets
Franchise agreements		800		—
Other finite-lived intangible assets		101		101
Total finite-lived intangible assets		901		101
Less: accumulated amortization		(2,225)		(2,195)
Total intangibles, net		$133,076		$15,306

Finite-lived intangible assets are amortized using the straight-line method over their estimated useful life of 10-15 years. Amortization expense was nominal for the three and nine months ended September 30, 2024 and 2023. The Company’s estimated aggregate amortization expense for each of the five succeeding fiscal years is less than $0.1 million annually.

Note 5 – Accrued Expenses

Accrued expenses consist of the following (in thousands):


· · September 30, · · December 31,
· · 2024 · · 2023
Payroll and related	$19,853	$5,655
Interest	7,277	2,396
VAT and sales taxes	8,198	4,238
New restaurant construction	6,236	6,318
Amounts due to landlords	4,591	2,753
Legal, professional and other services	3,175	1,364
Insurance	5,489	545
Income taxes and related	—	30
Other (1)	12,195	5,034
Total	$67,014	$28,333

(1)	Amount primarily relates to recurring restaurant operating expenses.

Note 6 – Long-Term Debt

Long-term debt consists of the following (in thousands):


· · September 30, · · December 31,
· · 2024 · · 2023
Term loan agreements	$349,125	$23,750
Revolving credit facility	—	—
Delayed draw term facility	—	49,750
Total long-term debt	349,125	73,500
Less: current portion of long-term debt	(4,812)	(1,500)
Less: debt issuance costs	(565)	(1,590)
Less: debt original issuance discount	(14,259)	—
Total long-term debt, net of current portion	$329,489	$70,410

Interest expense, net for the Company’s debt arrangements, excluding the amortization of debt issuance costs, debt original issuance discount and fees, was $10.0 million and $1.8 million for the three months ended September 30, 2024 and 2023, respectively, and $19.3 million and $5.6 million for the nine months ended September 30, 2024 and 2023, respectively. Capitalized interest was $0.9 million and $1.8 million for the three and nine months ended September 30, 2024, respectively. Capitalized interest was $0.5 million and $1.1 million for the three and nine months ended September 30, 2023, respectively.

As of September 30, 2024, the Company had $5.9 million in standby letters of credit outstanding for certain restaurants and $34.1 million available in its revolving credit facility, subject to certain conditions.

Credit and Guarantee Agreement

In connection with the Benihana Acquisition, on May 1, 2024, the Company entered into a credit agreement (the “Credit Agreement”) with Deutsche Bank AG New York Branch, Deutsche Bank Securities Inc., HPS Investment Partners, LLC and HG Vora Capital Management, LLC (collectively, the “Lenders”). The Credit Agreement provides a $350.0 million senior secured term loan facility (the “Term Loan Facility”) and a $40.0 million senior secured revolving credit facility (the “Revolving Facility”, and together with the Term Loan Facility, the “Facilities”), up to $10.0 million of which will be available in the form of letters of credit. On May 1, 2024, the Company borrowed $350.0 million under the Term Loan Facility and the Revolving Facility was and remains undrawn.

The Term Loan Facility is not subject to a financial covenant and the Revolving Facility’s financial covenant will apply only after 35% of the Revolving Facility’s capacity has been drawn.

The Term Loan Facility bears interest at a margin over a reference rate selected at the option of the borrower. The margin for the Term Loan Facility is 6.5% per annum for SOFR borrowings and 5.5% per annum for base rate borrowings. The Term Loan Facility matures on the fifth anniversary of the date of the related loan agreement. The Term Loan Facility is payable in quarterly installments commencing with the fiscal quarter ending September 30, 2024, and are 1% per annum for the first year (through June 30, 2025), then 2.5% per annum for the next two years (through June 2027), then 5% per annum thereafter through maturity on April 30, 2029.

The Revolving Facility bears interest at a margin over a reference rate selected at the option of the borrower. The margin for the Revolving Facility is set quarterly based on the Company’s Consolidated Net Leverage Ratio for the preceding four fiscal quarters and ranges from 5.5% to 6.0% per annum for SOFR borrowings and 4.5% to 5.0% for base rate borrowings. The Revolving Facility matures on November 1, 2028.

The Company’s weighted average interest rate on the borrowings under the Credit and Guarantee Agreement as of September 30, 2024 was 11.83%.

As of September 30, 2024, the Company had $0.6 million of debt issuance costs and $14.3 million of debt original issuance discount related to the Credit Agreement, which were capitalized and are recorded as a direct deduction to long-term debt and less than $0.1 million in debt issuance costs and $1.7 million of debt original issuance discount recorded in Other Assets on the condensed consolidated balance sheets.

Debt Extinguishment

On October 4, 2019, the Company entered into the credit agreement with Goldman Sachs, which was replaced with the Credit Agreement described above on May 1, 2024. The Goldman Sachs credit agreement provided for a secured revolving credit facility of $12.0 million, a $25.0 million term loan and a $50.0 million delayed draw term loan. On May 1, 2024, the outstanding loan balance was repaid and the unamortized debt issuance costs of $1.7 million and fees incurred of $2.4 million were recognized as a loss on early debt extinguishment on the condensed consolidated statements of operations.

Note 7 – Fair Value of Financial Instruments

Cash and cash equivalents, accounts receivable, inventory, accounts payable and accrued expenses are carried at cost, which approximates fair value. Long-lived assets are measured and disclosed at fair value on a nonrecurring basis if an impairment is identified. There wereno long-lived assets measured at fair value as of September 30, 2024.

The Company’s long-term debt, including the current portion, is carried at cost on the condensed consolidated balance sheets. Fair value of long-term debt, including the current portion, is valued using Level 2 inputs including current applicable rates for similar instruments and approximates the carrying value of such obligations.

The Company’s purchase price allocations for the Benihana Acquisition were measured at fair value on a nonrecurring basis primarily using Level 3 inputs.

Note 8 – Income Taxes

For the nine months ended September 30, 2024, the Company has computed its interim tax provision using the estimated annual effective tax rate method. For the six months ended June 30, 2024, the Company had elected to compute its interim tax provision using the actual year-to-date effective tax rate method as small changes in projected income could have produced large variations in the Company’s estimated annual effective tax rate. The Company recorded a benefit for income taxes of$8.2 million for the nine months ended September 30, 2024 compared to income tax benefit of $0.2 million for the nine months ended September 30, 2023.

The Company’s effective income tax rate was 30.6% for the nine months ended September 30, 2024 compared to 30.9% for the nine months ended September 30, 2023. The Company’s effective tax rate differs from the statutory U.S. tax rate of 21% primarily due to the following: (i) tax credits for FICA taxes on certain employees’ tips (ii) taxes owed in foreign jurisdictions with tax rates that differ from the U.S. statutory rate; (iii) taxes owed in state and local jurisdictions; (iv) transaction costs associated with the Benihana Acquisition; and (v) the tax effect of non-deductible compensation. The income tax benefit recorded for the nine months ended September 30, 2024 and 2023 included the discrete period tax benefits resulting from the vesting of restricted stock units.

The Company is subject to U.S. federal, state, local and various foreign income taxes for the jurisdictions in which it operates. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. In the normal course of business, the Company is subject to examination by the federal, state, local and foreign taxing authorities. There are no ongoing federal, state, local, or foreign tax examinations as of September 30, 2024.

Note 9 – Revenue Recognition

The following table provides information about contract liabilities, which include deferred license revenue, deferred gift card revenue, advanced party deposits and the Konavore rewards program (in thousands):

· · · · · ·
· September 30, · December 31,
	2024	2023
Deferred license revenue (1)	$185	$218
Deferred gift card and gift certificate revenue (2)	$3,340	$1,716
Advanced party deposits (2)	$692	$361
Konavore rewards program (3)	$195	$177

(1)	Includes the current and long-term portion of deferred license revenue which are included in other current liabilities and other long-term liabilities on the condensed consolidated balance sheets.

(2)	Deferred gift card revenue and advance party deposits on goods and services yet to be provided are included in deferred gift card revenue and other on the condensed consolidated balance sheets.

(3)	Konavore rewards program is included in accrued expenses on the condensed consolidated balance sheets.

Revenue recognized during the period from contract liabilities as of the preceding fiscal year end date is as follows (in thousands):

· · · · · ·
· September 30, · September 30,
	2024	2023
Revenue recognized from deferred license revenue	$33	$60
Revenue recognized from deferred gift card revenue	$1,106	$1,121
Revenue recognized from advanced party deposits	$361	$278

The estimated deferred license revenue to be recognized in the future related to performance obligations that are unsatisfied as of September 30, 2024 were as follows for each year ending (in thousands):


2024, three months remaining			$11
2025			44
2026			37
2027			34
2028			34
Thereafter			25
Total future estimated deferred license revenue			$185

Note 10 – Leases

The components of lease expense for the nine months ended September 30, 2024 and 2023 are as follows (in thousands):


· · September 30, · September 30,
· · 2024 · 2023
Lease cost
Operating lease cost	$24,595	$12,104
Finance lease cost
Amortization of ROU assets	157	155
Interest on lease liabilities	66	62
Total finance lease cost	223	217
Variable lease cost (1)	16,860	8,499
Short-term lease cost	1,447	805
Total lease cost	$43,125	$21,625

Weighted average remaining lease term
Operating leases	13 years	13 years
Finance leases	4 years	4 years
Weighted average discount rate
Operating leases	10.31%	8.63%
Finance leases	11.14%	9.07%

(1)	Variable lease cost is comprised of percentage rent and common area maintenance.

Supplemental cash flow information related to leases for the period was as follows (in thousands):


· September 30, · December 31,
· · 2024 · · 2023
Finance lease right-of-use assets (1)	$841	$850
Current portion of finance lease liabilities (1)	172	222
Long-term portion of finance lease liabilities (1)	730	658

(1)	Finance lease assets and liabilities are included in other assets, other current liabilities, and other long-term liabilities on the condensed consolidated balance sheet.


· · September 30, · · September 30,
· · 2024 · · 2023
Cash paid for amounts included in the measurement of lease liabilities: · · · · ·
Operating cash flows from operating leases	$21,479	$10,760
Operating cash flows from finance leases	$157	$155
Financing cash flows from finance leases	$199	$208
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$3,081	$9,039
Finance leases	$—	$81

The Company has entered intosix operating leases for future restaurants that have not commenced as of September 30, 2024. The present value of the aggregate future commitment related to these leases, net of tenant improvement allowances received from the landlord, is estimated to be $7.4 million. The Company expects these leases, which have initial lease terms of 10 to 15 years andtwo 5-year options, to commence within the next twelve months.

As of September 30, 2024, maturities of the Company’s operating lease liabilities are as follows (in thousands):


2024, three months remaining			$6,217
2025			44,802
2026			45,712
2027			46,377
2028			45,774
Thereafter			423,713
Total lease payments			612,595
Less: imputed interest			(300,675)
Present value of operating lease liabilities			$311,920

As of September 30, 2024, maturities of the Company’s finance lease liabilities are as follows (in thousands):


2024, three months remaining			$107
2025			259
2026			259
2027			259
2028			237
Total lease payments			1,121
Less: imputed interest			(219)
Present value of finance lease liabilities			$902

Note 11 – Earnings Per Share

Basic earnings per share is computed using the weighted average number of common shares outstanding during the period and income available to common stockholders. Diluted earnings per share is computed using the weighted average number of common shares outstanding during the period plus the dilutive effect of potential shares of common stock including common stock issuable pursuant to stock options, warrants, and restricted stock units. The two-class method for computing earnings per share will be utilized when applicable.

For the three and nine months ended September 30, 2024 and 2023, net (loss) income per share was calculated as follows (in thousands, except net income per share and related share data):


· · Three months ended September 30, · · Nine months ended September 30,
· 2024 · 2023 · 2024 · 2023
Net (loss) income attributable to The ONE Group Hospitality, Inc.	$(8,890)	$(3,098)	$(17,888)	$76
Series A Preferred Stock paid-in-kind dividend and accretion	(7,125)	—	(11,663)	—
Net (loss) income available to common stockholders	(16,015)	(3,098)	(29,551)	76

Basic weighted average shares outstanding	31,008,275	31,515,011	31,256,946	31,657,761
Dilutive effect of stock options, warrants and restricted share units	—	—	—	879,811
Diluted weighted average shares outstanding	31,008,275	31,515,011	31,256,946	32,537,572

Basic net (loss) income per common share	$(0.52)	$(0.10)	$(0.95)	$—
Diluted net (loss) income per common share	$(0.52)	$(0.10)	$(0.95)	$—

For the three months ended September 30, 2024 and 2023,3.1 million and 0.7 million, respectively, of stock options, warrants and restricted share units were determined to be anti-dilutive and were therefore excluded from the calculation of diluted earnings per share. For the nine months ended September 30, 2024 and 2023,2.3 million and a nominal amount of stock options, warrants and restricted share units were anti-dilutive.

Note 12 – Series A Preferred Stock

On May 1, 2024, the Company issued 160,000 shares of Series A Preferred Stock for $160.0 million, subject to a 5% original issuance discount. Additionally, the Company recorded an additional discount of $2.3 million for expenses paid to the holders of the Series A Preferred Stock in connection with the issuance of the Series A Preferred Stock.

The Series A Preferred Stock is non-voting and non-convertible; has compounding dividends that begin at a rate of 13.0% per annum and increase over time at specified intervals; is subject to optional redemption by the Company and mandatory redemption following specified events and in certain circumstances upon the exercise by the holders of a majority of the outstanding shares of Series A Preferred Stock of an option to deliver written notice to the Company to require redemption, in each case, for specified prices; and gives certain consent rights for the holders of a majority of the outstanding shares of Series A Preferred Stock for specified matters.

The Company records the paid-in-kind dividend and accretion of the Series A Preferred Stock using the effective interest method based on a future redemption value of $247.4 million payable in 2027, the earliest date at which the Company can redeem the Series A Preferred Stock. During the three and nine months ended September 30, 2024, the Company recorded paid-in-kind dividends and accretion of the Series A Preferred Stock of $7.2 million and $11.7 million, respectively.

Redemption Rights

On and after May 1, 2029, holders of the Series A Preferred Stock have the right to require redemption of all or any part of the Series A Preferred Stock for an amount equal to the liquidation preference after the fifth anniversary, upon an acceleration of material indebtedness or upon a change-of-control. However, at any time between the third and fourth anniversary of the issuance date, the Company may repurchase all or some of the preferred stock for 102.5% of the liquidation preference. At any time after the fourth anniversary, the Company may repurchase all of some of the preferred stock for 100% of the liquidation preference.

Since the redemption of the Series A Preferred Stock is contingently redeemable and therefore not certain to occur, the Series A Preferred Stock is not required to be classified as a liability under ASC 480, Distinguishing Liabilities from Equity. As the Series A Preferred Stock is redeemable in certain circumstances at the option of the holder and is redeemable in certain circumstances upon the occurrence of an event that is not solely within the Company’s control, the Series A Preferred Stock is classified separately from stockholders’ equity in the condensed consolidated balance sheets.

Note 13 – Stockholder’s Equity

Preferred Stock

The Company is authorized to issue 9,840,000 shares of preferred stock with a par value of $0.0001. There wereno shares of preferred stock that were issued or outstanding at September 30, 2024 or December 31, 2023, other than the Series A Preferred Stock discussed above.

Common Stock

The issuance of a dividend is dependent on a variety of factors, including but not limited to, available cash and the overall financial condition of the Company. The issuance of a dividend is also subject to legal restrictions and the terms of the Company’s credit agreement. The Company didnot issue dividends related to its common stock in the nine months ended September 30, 2024 and 2023, respectively.

Stock Purchase Program

The Company’s Board of Directors authorized a repurchase program of up to$15.0 million of outstanding common stock that was completed in December 2023. In March 2024, the Company’s Board of Directors authorized an additional $5.0 million of repurchases under this program. During the three and nine months ended September 30, 2024, the Company spent $2.3 million and $3.2 million, respectively, for the repurchases of 0.6 million and 0.7 million shares, respectively. During the three and nine months ended September 30, 2023, the Company repurchased 0.5 million and 1.1 million shares, respectively, for an aggregate consideration of $3.5 million and $7.6 million, respectively. As of September 30, 2024, the Company had repurchased 3,007,020 shares for $18.2 million under the repurchase program.

Note 14 – Stock-Based Compensation and Warrants

Stock-Based Compensation

As of September 30, 2024, the Company had 2,862,779 shares available for issuance under the Equity Incentive Plan.

Stock-based compensation cost was $1.6 million and $1.2 million for the three months ended September 30, 2024 and 2023, respectively, and $4.4 million and $3.8 million for the nine months ended September 30, 2024 and 2023, respectively. Stock-based compensation is included in general and administrative expenses in the condensed consolidated statements of operations. Included in stock-based compensation cost was $0.2 million and $0.5 million of stock granted to directors for the three and nine months ended September 30, 2024, respectively, compared to $0.1 million and $0.4 million for the three and nine months ended September 30, 2023, respectively. Such grants were awarded consistent with the Board of Director’s compensation practices. Stock-based compensation for the three and nine months ended September 30, 2024 included $0.2 million and $0.6 million, respectively, of compensation costs for performance stock units that contain both a market condition and time element (“PSUs”) compared to $0.2 million and $0.6 million for the three and nine months ended September 30, 2023.

Stock Option Activity

Stock options in the table below include both time-based and market condition-based awards. Changes in stock options during the nine months ended September 30, 2024 were as follows:

· · · · · · · · · ·
· · · · · · Weighted · · ·
· · · · Weighted · · average · · Intrinsic
· · · · average exercise · · remaining · · value
· Shares · price · contractual life · (thousands)
Outstanding and Exercisable at December 31, 2023	673,942	$2.35	3.24 years	$2,540
Granted	260,420	5.73
Exercised	(50,000)	4.85
Cancelled, expired or forfeited	(50,098)	4.76
Outstanding at September 30, 2024	834,264	$3.14	4.98 years	$1,260

Stock options granted during the nine months ended September 30, 2024 were valued using the Black-Scholes method and included the following assumptions: a) expected term of 5.5 years, calculated using the simplified method, b) risk-free rate of 4.4% and c) volatility of 71.3%. The Company recognized $0.2 million and $0.5 million in compensation costs for stock options during the three and nine months ended September 30, 2024, respectively. As of September 30, 2024, the Company had $0.5 million of unrecognized compensation costs related to 260,420 unvested stock options, which will be recognized over a weighted average period of 0.5 years. There wereno unvested stock options as of December 31, 2023.

Restricted Stock Unit Activity

The Company issues restricted stock units (“RSUs”) under the 2019 Equity Plan. RSUs in the table below include time-based awards. The fair value of time-based RSUs is determined based upon the closing market value of the Company’s common stock on the grant date.

A summary of the status of RSUs and changes during the nine months ended September 30, 2024 is presented below:

· · · · ·
· · · · Weighted average
· Shares · grant date fair value
Non-vested RSUs at December 31, 2023	1,020,556	$8.08
Granted	468,356	4.88
Vested	(439,336)	8.08
Cancelled, expired or forfeited	(39,387)	7.34
Non-vested RSUs at September 30, 2024	1,010,189	$6.62

As of September 30, 2024, the Company had approximately $5.5 million of unrecognized compensation costs related to RSUs, which will be recognized over a weighted average period of 1.9 years.

Performance Stock Unit Activity

The Company issues performance stock units (“PSUs”) under the 2019 Equity Plan. PSUs in the table below includes both time based and market condition-based awards and are valued using the Monte Carlo Simulation.

A summary of the status of PSUs and changes during the nine months ended September 30, 2024 is presented below:

· · · · ·
· · · · Weighted average
· Shares · grant date fair value
Non-vested PSUs at December 31, 2023	375,000	$5.89
Granted	98,166	4.65
Vested	—	—
Cancelled, expired or forfeited	—	—
Non-vested PSUs at September 30, 2024	473,166	$5.63

As of September 30, 2024, the Company has approximately $1.4 million of unrecognized compensation costs related to PSUs, which will be recognized over a weighted average period of 1.9 years.

Warrants

In connection with the Benihana Acquisition, on May 1, 2024, the Company issued both market and penny warrants to the following holders of the Series A Preferred Stock. The holders of the penny warrants are entitled to receive any dividends issued to common stockholders. The Company has the following warrants to purchase shares of common stock outstanding as of September 30, 2024 and 2023.

· · · · · · · · · · · · ·
· · · · · · Warrants · · Exercise · · Shares available for purchase as of September 30,
Issuance date	Holder of warrants	Expiration date	Issued	Price	2024	2023
May 1, 2024	HPC III Kaizen LP	May 1, 2029	1,000,000	$10.00	1,000,000	—
May 1, 2024	HPS and affiliates	May 1, 2029	66,667	$10.00	66,667	—
May 1, 2024	HPC III Kaizen LP	May 1, 2034	1,786,582	$0.01	1,786,582	—
May 1, 2024	HPS and affiliates	May 1, 2034	119,105	$0.01	119,105	—

During the three months ended June 30, 2023, warrants to purchase 125,000 shares of common stock at an exercise price of $1.63 per share were exercised. There wereno warrants outstanding as of September 30, 2023.

Note 15 – Segment Reporting

The Company’s Chief Executive Officer, who is the Company’s Chief Operating Decision Maker (“CODM”), manages the business and allocates resources via a combination of restaurant sales reports and operating segment profit information, defined as revenues less operating expenses. As a result of the Benihana Acquisition, the CODM evaluated the Company’s business and determined that there arefive operating segments. The Company has reclassified prior year disclosures to conform with the current year presentation.

The Company has identified its reportable operating segments as follows:

●

STK. The STK segment consists of the results of operations from STK restaurants and ONE Hospitality restaurant locations, which include Bao Yum and Hideout, as well as management, license and incentive fee revenue generated from the STK brand and ONE Hospitality restaurants which include, Heliot, Rado, Rivershore Bar & Grill and F&B hospitality management agreements, and pre-opening expenses associated with new restaurants under development.

●	Benihana. The Benihana segment consists of the results of operations from Benihana restaurant locations, as well as franchise revenue from the Benihana brand and pre-opening expenses associated with new restaurants under development.

●	Grill Concepts. The Grill Concepts segment consists of the results of operations of Kona Grill and RA Sushi restaurant locations and pre-opening expenses associated with new restaurants under development.

●

Corporate. The Corporate segment consists of the following: general and administrative costs, stock-based compensation, lease termination expenses, transaction costs, COVID-19 related expenses and other income and expenses. This segment also includes STK Meat Market, an e-commerce platform that offers signature steak cuts nationwide, the Company’s major off-site events group, which supports all brands and venue concepts, and revenue generated from gift card programs. The Corporate segment’s total assets primarily include cash and cash equivalents, tradenames, goodwill and deferred tax assets.

Certain financial information relating to the three and nine months ended September 30, 2024 and 2023 for each segment is provided below (in thousands).


	STK		Benihana		Grill Concepts		Corporate		Total
For the three months ended September 30, 2024
Total revenues		$47,391		104,688		41,835		61		193,975
Operating income (loss)		$4,395		13,906		(2,146)		(19,175)		(3,020)
Capital asset additions(1)		$23,235		3,734		7,269		374		34,612
For the nine months ended September 30, 2024
Total revenues		$154,793		183,132		113,286		253		451,464
Operating income (loss)		$20,181		28,624		(1,729)		(49,062)		(1,986)
Capital asset additions(1)		$35,633		6,141		11,432		562		53,768
As of September 30, 2024
Total assets		$161,126		242,159		137,940		412,246		953,471


· · STK · Benihana · Grill Concepts · Corporate · Total
For the three months ended September 30, 2023
Total revenues	$44,054	—	32,775	55	76,884
Operating income (loss)	$5,872	—	(444)	(7,383)	(1,955)
Capital asset additions(1)	$8,783	—	6,012	(280)	14,515
For the nine months ended September 30, 2023
Total revenues	$144,608	—	97,961	264	242,833
Operating income (loss)	$26,783	—	910	(23,325)	4,368
Capital asset additions	$19,764	—	17,427	1,220	38,411
As of December 31, 2023
Total assets	$159,637	—	97,840	59,768	317,245

(1)	Capital asset additions for the Corporate segment include furniture, fixtures, and equipment for restaurants that the Company plans to open in the future.

Note 16 – Geographic Information

Certain financial information by geographic location is provided below (in thousands).

· · · · · · · · · · · ·
· · For the three months ended September 30, · · For the nine months ended September 30,
· 2024 · 2023 · 2024 · 2023
Domestic revenues	$193,315	$76,183	$449,128	$240,348
International revenues	660	701	2,336	2,485
Total revenues	$193,975	$76,884	$451,464	$242,833

· · · · · ·
	September 30,	December 31,
	2024	2023
Domestic long-lived assets	$888,358	$269,052
International long-lived assets	1,641	1,513
Total long-lived assets	$889,999	$270,565

Note 17 – Commitments and Contingencies

The Company is party to claims in lawsuits incidental to its business, including lease disputes and employee-related matters. The Company has recorded accruals, when necessary, in its consolidated financial statements in accordance with ASC 450. While the resolution of a lawsuit, proceeding or claim may have an impact on the Company’s financial results for the period in which it is resolved, in the opinion of management, the ultimate outcome of such matters and judgements in which the Company is currently involved, either individually or in the aggregate, will not have a material adverse effect on the Company’s consolidated financial position or results of operations.

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