10-Q: Pinstripes Holdings Reports Q3 2025 Results: Revenue Up, But Losses Widen Amid Debt Concerns

Sentiment:

Quarterly Report


Pinstripes Holdings saw a revenue increase in Q3 2025, but net losses widened due to higher interest expenses and ongoing debt covenant issues.

Capital raiseThe company is exploring strategic alternatives set forth in the Oaktree Loan Agreement, as amended by the Oaktree Second Amendment.The company may need to raise additional capital to fund its operations.
Worse than expectedThe company's net loss widened compared to the same period last year.Same-store sales decreased.The company is not in compliance with debt covenants.There is substantial doubt about the company's ability to continue as a going concern.

Summary

  • Pinstripes Holdings, Inc. reported its financial results for the third quarter of fiscal year 2025, which ended on January 5, 2025.
  • Total revenue increased by 10.4% to $35.5 million, driven by new store openings.
  • Food and beverage revenues rose by 10.5% to $27.5 million, while recreation revenues increased by 10.3% to $8.1 million.
  • However, the company experienced a net loss of $8.1 million, compared to a net income of $12.2 million in the same period last year.
  • The operating loss was $3.2 million, slightly higher than the $3.1 million loss in the prior year.
  • Interest expense increased significantly to $5.7 million, up from $2.5 million in the prior year, due to higher outstanding debt.
  • The company recorded an impairment loss of $634,000 related to the termination of a lease.
  • Same-store sales decreased by 7.7%.
  • The company is not in compliance with debt covenants and has entered into a forbearance agreement with lenders.
  • There is substantial doubt about the company's ability to continue as a going concern.

Sentiment

Score: 3

Explanation: The document presents a mixed picture with revenue growth offset by widening losses and significant debt concerns. The mention of 'substantial doubt' about the company's ability to continue as a going concern is a major negative signal.

Positives

  • Total revenue increased by 10.4% to $35.5 million, driven by new store openings.
  • Food and beverage revenues rose by 10.5% to $27.5 million.
  • Recreation revenues increased by 10.3% to $8.1 million.
  • General and administrative expenses decreased by 8.6% due to cost savings initiatives.

Negatives

  • Net loss widened to $8.1 million, compared to a net income of $12.2 million in the same period last year.
  • The operating loss was $3.2 million, slightly higher than the $3.1 million loss in the prior year.
  • Interest expense increased significantly to $5.7 million, up from $2.5 million in the prior year, due to higher outstanding debt.
  • The company recorded an impairment loss of $634,000 related to the termination of a lease.
  • Same-store sales decreased by 7.7%.

Risks

  • The company is not in compliance with debt covenants and has entered into a forbearance agreement with lenders.
  • There is substantial doubt about the company's ability to continue as a going concern.
  • The company's ability to continue as a going concern is dependent upon it generating sufficient cash from operations over the next year from the date of the issuance of these financial statements.
  • The company may be unable to fund its future operating requirements.
  • The company may be unable to comply with the continued listing standards of the NYSE, which could result in the delisting of our securities.

Future Outlook

The company's future performance is subject to risks and uncertainties, including its ability to generate positive operating cash flows and comply with debt covenants. Management is exploring strategic alternatives to address these challenges.

Industry Context

The document does not provide specific details on how Pinstripes' performance compares to its direct competitors. However, it notes that consumer spending on food and entertainment outside the home fluctuates with macroeconomic conditions, which is a common industry trend.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chief Financial OfficerAnthony QuerciagrossaTBD2025-02-28Resignation to pursue other opportunities

Legal Proceedings

  • On November 6, 2023, Riveron Consulting, LLC (Riveron) filed a lawsuit against the Company in the District Court of the 95th Judicial District of Dallas County, Texas for breach of contract and failure to receive compensation for services rendered.
  • On November 21, 2024, Riveron and the Company entered into a settlement agreement in which the Company agreed to pay Riveron $365.

Related Party Transactions

  • For the twelve and thirty-six weeks ended January 5, 2025 and January 7, 2024, a company owned by an individual with ownership in common shares of the Company, and who is a relative of an executive officer, performed design services and supplied furniture, fixtures and equipment for existing and new locations under construction of $300 and $976, and $921 and $942, respectively.

Stakeholder Impact

  • Shareholders face the risk of stock delisting and potential dilution.
  • Employees face uncertainty due to the company's financial instability.
  • Creditors face increased risk of default.
  • Customers may be impacted by potential service disruptions or store closures.

Next Steps

  • The company will need to achieve the minimum continued listing standards of either average global market capitalization over a consecutive 30 trading-day period of $50 million or total stockholders' equity of $50 million at the completion of the 18-month plan period.
  • The company intends to consider available alternatives, including but not limited to a reverse stock split, that are subject to shareholder approval.
  • The company is required to achieve certain milestones in respect of various possible strategic alternatives, which are set forth in the Oaktree Loan Agreement, as amended by the Oaktree Second Amendment.

Key Dates

DateDescription
2008-12-31Date of Legacy Pinstripes' 2008 Equity Incentive Plan
2011-12-31Date of failed sale leaseback at Northbrook, Illinois location
2021-06-04Date the Company entered into two convertible note agreements for $5,000 in the aggregate
2022-01-24Date of Banyan Acquisition Corporation's formation
2023-03-07Date the Company entered into a term loan facility with Silverview Credit Partners LP
2023-04-19Date the Company entered into a subordinated equipment loan with Granite Creek Capital Partners LLC
2023-06-22Date of the Business Combination Agreement between Pinstripes, Banyan Acquisition Corporation, and Panther Merger Sub Inc.
2023-07-27Date the Company restated the term loan agreement with Granite Creek
2023-08-01Date the Company and Silverview entered into an agreement whereby the Company agreed to grant Silverview warrants
2023-09-03Date the Company and Silverview entered into the Sixth Amendment to the Silverview Facility
2023-09-26Date of amendment and restatement of the Business Combination Agreement
2023-09-29Date the Company issued warrants in exchange for $1,500 in funding drawn under the Silverview Tranche 2 Loan
2023-10-19Date the Board of Directors of Legacy Pinstripes approved a new equity incentive plan, the 2023 Stock Option Plan
2023-10-20Date the Company issued warrants in exchange for $5,000 in funding drawn under the Silverview Tranche 2 Loan
2023-11-22Date of the Second Amended and Restated Business Combination Agreement
2023-12-04Date Granite Creek exercised their warrants at a par value of $0.01
2023-12-17Date the New York Stock Exchange (the NYSE) notified the Company that the NYSE determined to (a) commence proceedings to delist the Companys Public Warrants
2023-12-29Date of consummation of the Business Combination and entry into the Oaktree Loan Agreement
2024-01-19Date non-employee directors received a restricted stock unit award
2024-04-28End of fiscal year 2024
2024-06-27Date the Company legally issued the Additional Oaktree Tranche 1 Warrants for 412,500 shares of Class A Common Stock
2024-09-03Date the Company and Oaktree entered into the First Amendment to the Senior Notes
2024-10-16Date the Company was notified by the NYSE that it was not in compliance with Section 802.01B and Section 802.01C of the NYSE Listed Company Manual
2024-11-06Date Riveron Consulting, LLC (Riveron) filed a lawsuit against the Company
2024-11-21Date Riveron and the Company entered into a settlement agreement
2024-11-29Date the Company submitted a business plan regarding remediation of the above listing criteria
2024-12-04Date certain employees received a one-time restricted stock award
2024-12-17Date the New York Stock Exchange (the NYSE) notified the Company that the NYSE determined to (a) commence proceedings to delist the Companys Public Warrants
2025-01-05End of the third quarter of fiscal year 2025
2025-01-06Date the NYSE completed the delisting of the Public Warrants
2025-01-14Date the NYSE notified us that it had accepted our business plan and that it was prepared to continue to list the Companys common stock
2025-01-17Date the Company entered into a seventh amendment of the Silverview Facility
2025-01-17Date the Company entered into a Amendment No. 3 to the Granite Creek Facility
2025-01-17Date the Company and Oaktree entered into the Second Amendment
2025-01-21Date Oaktree funded a Tranche 2 Loan in the amount of $6.0 million
2025-02-17Date Anthony Querciagrossa informed the Board of his resignation as Chief Financial Officer of the Company
2025-02-28Effective date of Anthony Querciagrossa's resignation as Chief Financial Officer

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