SEC 8-K filings with transcript text
Apr 3, 2026
2 btbd_ex991.htm
btbd_ex991.htm
BT Brands Reports 2025 Results, Delivers 138% EBITDA Growth and Advances
Transformational Aero Velocity Merger
Company Executes Operating Turnaround While Positioning for Growth with Aerospace and AI Platform Transition
Kenneth Brimmer 612-229-8811
MINNETONKA, Minn.--(BUSINESS WIRE)--March 30, 2026 — BT Brands, Inc. (Nasdaq: BTBD and BTBDW) (“BT Brands” or the “Company”) today reported financial results for the 52 weeks ended December 28, 2025, highlighting an operating turnaround and continued progress toward its proposed transformational merger with Aero Velocity, Inc.
2025 Highlights and recent developments include:
· Restaurant-level EBITDA increased 138% to $1.7 million from $723,828 in 2024.
· Operating loss improved approximately 80% to $(364,585) from $(1.8) million in 2024.
· Net loss improved to $(687,839), or $(0.11) per share, compared to $(2.3) million, or $(0.37) per share, in 2024.
· The Company ended the year with approximately $4.4 million in cash and marketable securities.
· The Company recorded a $216,248 charge to reduce NGI bottled water inventory to estimated net realizable value.
· BT Brands continues to advance its proposed merger with Aero Velocity, Inc.
During 2025, the Company improved performance through the closure of underperforming locations, tighter labor and food cost controls, and continued focus on operating efficiency with notable success at Burger Time and Pie In The Sky. These actions resulted in overall improved restaurant-level margins and a substantially lower operating loss despite lower revenue.
Transformational Upside: Aero Velocity Merger
BT Brands continues to advance its previously announced definitive merger agreement with Aero Velocity, Inc., which is expected to reposition the Company into a high-growth technology and infrastructure platform focused on AI-driven analytics and drone-based inspection services. Following the closing, all restaurant assets and related liabilities will be distributed to BT Brands' pre-merger shareholders. The post-merger company is expected to operate as Aero Velocity Inc. and remain listed on Nasdaq, subject to stockholder approvals, regulatory approval, and customary closing conditions.
Gary Copperud, the Company’s Chief Executive Officer, said:
“The year marked a turning point for BT Brands. We significantly improved our operating performance through disciplined execution and cost control. At the same time, we are advancing toward completing our proposed merger with Aero Velocity, an emerging leader in the fast-growing drone and services market.”
Kenneth Brimmer, Chief Financial Officer, added:
“Our focus on improving profitability, strengthening our balance sheet, and taking a disciplined approach to capital allocation drove meaningful improvement in 2025. With the Aero Velocity opportunity ahead, we believe the Company is well positioned for its next phase of growth.”
Outlook
BT Brands enters 2026 with an improved operating base, positive EBITDA, and a transformational strategic opportunity. Management remains focused on improving restaurant profitability and cash flow, advancing the Aero Velocity transaction, and enhancing shareholder value. The Company is not providing formal financial guidance at this time.
Financial Results Follow:
1
(52 Weeks Ended)
52 Weeks
Ended,
52 Weeks
Ended,
December 28,
2025
December 29,
2024
$ 13,486,629
$ 14,823,472
Food and paper costs
4,494,449
5,605,579
Labor costs
5,111,097
6,128,574
Occupancy costs
1,282,049
1,403,204
Other operating expenses
878,125
962,287
Depreciation and amortization
648,704
742,860
Impairment of restaurant and right-of-use assets
215,000
371,872
General and administrative
1,464,021
1,691,404
Gain on sale of assets
(242,231 )
(250,000 )
Total costs and expenses
13,851,214
16,655,780
Loss from operations
(364,585 )
(1,832,308 )
Unrealized gain (loss) on marketable securities
128,822
(93,458 )
Realized gain on marketable securities
380,764
143,340
Interest and dividend income
148,666
178,279
Interest expense
(81,621 )
(99,608 )
Related party impairments and other charges
(520,718 )
-
Other income
(74,728 )
13,930
Equity in loss of unconsolidated affiliate
(304,439 )
(415,085 )
Income tax expense
-
206,000
Net loss
$ (687,839 )
$ (2,311,208 )
Net loss per common share - Basic and Diluted
$ (0.11 )
$ (0.37 )
Weighted average shares used in computing per common share amounts
6,154,724
6,194,842
2
December 28,
2025
December 29,
2024
Cash and cash equivalents
$ 846,167
$ 1,951,415
Marketable securities
3,596,133
2,319,555
Receivables
54,506
69,459
Inventory
230,443
272,603
Invento
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