8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 14, 2023

GEN Restaurant Group, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-41727	87-3424935
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
11480 South Street, Suite 205 Cerritos, CA		90703
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (562) 356-9929

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common stock, par value $0.001 per share	GENK	The Nasdaq Stock Market LLC (The Nasdaq Global Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On November 14, 2023, GEN Restaurant Group, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this report.

The information included or incorporated by reference in this Item 2.02, including Exhibit 99.1, is being furnished to the Securities and Exchange Commission (the “SEC”) and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed herewith.

Exhibit Number	Description
99.1	Press release, dated November 14, 2023, issued by GEN Restaurant Group, Inc.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	GEN RESTAURANT GROUP, INC.
Date: November 14, 2023	By:	/s/ Thomas V. Croal
		Thomas V. Croal
		Chief Financial Officer

2

EX-99.1

Exhibit 99.1

 

GEN Restaurant Group, Inc. Announces Third Quarter 2023 Financial Results

Cerritos, CA, November 14, 2023 - GEN Restaurant Group, Inc. (“GEN” or the “Company”), owner of GEN Korean BBQ, a fast-growing cook-it-yourself casual dining concept, today announced financial results for the third quarter ended September 30, 2023.

Highlights for the Third quarter ended September 30, 2023 were as follows:

•Revenue increased 7.4% to $45.6 million, compared to $42.4 million in the third quarter of 2022;

•Comparable restaurant sales decreased 1.2% as compared to fiscal 2022;

•Income from operations was $2.5 million and 5.4% of revenue;

•Restaurant-level adjusted EBITDA(1) was $8.4 million and 18.4% of revenue;

•Net Income was $2.6 million and 5.8% of revenue;

•Adjusted EBITDA(1) was $5.0 million and 11.0% of revenue inclusive of pre-opening expense of approximately $0.4 million.;

.

(1) Adjusted EBITDA and restaurant-level adjusted EBITDA are non-GAAP measures. For reconciliations of adjusted EBITDA and restaurant-level adjusted EBITDA to the most directly comparable GAAP measure see the accompanying financial tables. For definitions and a discussion of why we consider them useful, see “Non-GAAP Measures” below.

David Kim, Co-Chief Executive Officer of GEN Restaurant Group, Inc. stated, “We’re pleased with the performance of our four new restaurants in Chandler, Manhattan, Miracle Mile, and Webster. These restaurants are collectively generating annualized average unit volumes of approximately $5 million and currently on track for an average payback period of approximately 2.1 years, in-line with our expectations. As we look ahead, we already have 12 leases signed or in final signing stages for new units and an additional 8 locations in the LOI stage of negotiation for a total of 20 future locations. With leases for the majority of our 2024 locations signed or in final stages of negotiation, we are now in the process of securing our 2025 and 2026 locations, and we remain confident in the long-term trajectory of our unique brand.”

Third Quarter 2023 Financial Results

Revenue was $45.6 million in the third quarter of 2023 compared to $42.4 million in the third quarter of 2022. Comparable restaurant sales decreased 1.2% in the third quarter of 2023 compared to the same period last year.

Total restaurant operating expenses as a percentage of revenue increased by 260 basis points to 86.2% in the third quarter of 2023 from 83.6% in the third quarter of 2022 primarily driven by the following:

•Cost of goods sold decreased 100 basis points primarily due to more favorable year-over-year commodity pricing and ongoing negotiations with our vendors.

•Payroll and benefits increased 190 basis points due to increases in minimum wage rates in certain markets in which we operate, short-term higher labor costs in newly open restaurants as we train staff and

management, and increases in managers in training in preparation for our ramp up in new restaurant development.

•Occupancy costs increased 80 basis points primarily due to four new restaurant openings since the third quarter of 2022, including openings on the strip in Las Vegas and New York, which are higher rent markets.

•Other operating costs increased 30 basis points.

•Depreciation and amortization increased 10 basis points.

•Restaurant pre-opening expenses increased 65% to $0.7 million for the third quarter of 2023 due to the timing of new store openings.

General and administrative expenses increased by $1.6 million to $3.8 million for the third quarter of 2023. As a percentage of revenues, general and administrative expenses were approximately 8.3% including management fees.

Net income was $2.6 million and 5.8% of revenue.

Adjusted EBITDA was $5.0 million and 11.0% of revenue inclusive of pre-opening expense of approximately $0.7 million.

Development Update

Subsequent to the end of the third quarter of 2023, the Company opened one new restaurant, bringing the total restaurant count to 35 as of November 14, 2023.

•Westheimer Road in Houston, TX opened in October 2023

The following definitions apply to terms as used in this release:

Comparable restaurant sales refers to the change in year-over-year sales for the comparable restaurant base. We include restaurants in the comparable restaurant base that have been in operation for at least 18 full months prior to the accounting period presented. Once a restaurant has been open 18 full months, it must have had continuous operations during both the current period and the prior year period being measured to remain a comparable restaurant. If operations were to be substantially impacted by unusual events that closed the location or significantly changed its capacity, that location is excluded from the comparable sales calculation until it has been operating continuously under normal conditions for both the current period and the prior year comparison period.

Total restaurant operating expenses includes food cost, payroll & benefits, occupancy, operating, depreciation and amortization, and pre-opening costs.

Non-GAAP Measures

Restaurant-level adjusted EBITDA represents income (loss) from operations plus adjustments to add-back the following expenses: depreciation and amortization, pre-opening costs, general and administrative expenses, related party consulting fees, management fees and non-cash lease expense. Management believes that restaurant-level adjusted EBITDA is useful to investors because this measure highlights trends in our core business that may not otherwise be apparent to investors when relying solely on GAAP financial measures and enabling investors to more effectively compare the Company’s performance to prior and future periods.

Adjusted EBITDA represents net income (loss) before net interest expense, income taxes, depreciation and amortization, and consulting fees paid to a related party and we also exclude non-recurring items, such as stock-based compensation expense, gain on extinguishment of debt, and Restaurant Revitalization Fund, or RRF, grants, employee retention credits, litigation accruals, aborted deferred IPO costs written off, non-cash lease expenses and non-cash lease expense related to pre-opening costs. Management believes that restaurant-level adjusted EBITDA is useful to investors because this measure highlights trends in our core business that may not otherwise be apparent to investors when relying solely on GAAP financial measures and enabling investors to more effectively compare the Company’s performance to prior and future periods .

Conference Call

The Company will host a conference call to discuss financial results for the third quarter of 2023 today at 5:00 p.m. Eastern Time. David Kim, Co-Chief Executive Officer, and Tom Croal, Chief Financial Officer, will host the call.

The conference call can be accessed live over the phone by dialing 201-689-8263. A replay will be available after the call and can be accessed by dialing 412-317-6671; the passcode is 13741320. The replay will be available until Tuesday, November 21, 2023.

The conference call will also be webcast live from the Company’s corporate website at www.genkoreanbbq.com under the Investor section. An archive of the webcast will be available on the Company’s corporate website shortly after the call has concluded.

About GEN Restaurant Group, Inc.

GEN Korean BBQ is a fast-growing cook-it-yourself casual dining concept with over 30 locations in 7 states. The Company offers guests a unique dining experience where guests serve as their own chefs preparing meals on embedded grills in the center of each table. The extensive menu consists of traditional Korean and Korean-American food, including high-quality meats, poultry, seafood and mixed vegetables. With its unique culinary experience alongside its modern décor and lively atmosphere, GEN Korean BBQ delivers an engaging and interactive dining experience. For more information, please visit GEN’s website at www.genkoreanbbq.com.

Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements may be identified by the use of words such as “believe,” “intend,” “expect”, “will,” “may”, and other similar words or expressions that predict or indicate future events. All statements that are not statements of historical fact are forward-looking statements, including any statements regarding our strategy, future operations, and growth prospects, any statements regarding future economic conditions or performance, any statements of belief or expectation, and any statements of assumptions underlying any of the foregoing or other future events. Forward-looking statements are based on current information available at the time the statements are made and on management’s reasonable belief or expectations with respect to future events, and are subject to risks and uncertainties, many of which are beyond the Company’s control, that could cause actual performance or results to differ materially from the belief or expectations expressed in or suggested by the forward-looking statements. Additional factors or events that could cause actual results to differ may also emerge from time to time, and it is not possible for the Company to predict all of them. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update any forward-looking statement to reflect future events, developments or otherwise, except as may be required by applicable law. Investors are referred to the Company’s Registration Statement on Form S-1(File No. 333-272253), as amended, and in our subsequent filings with the Securities and Exchange Commission (“SEC”), which are available on the SEC’s website at www.sec.gov, for additional information regarding the risks and uncertainties that may cause actual results to differ materially from those expressed in any forward-looking statement.

Investor Relations

Jeff Priester

(332) 242-4370

investor@genbbqoffice.com

GEN RESTAURANT GROUP

Condensed Consolidated Income Statements

(in thousands, except per share amounts; unaudited)

	Three months ended September 30,						Nine months ended September 30,
(in thousands, except per share amounts)	2023			2022			2023			2022
	(unaudited)						(unaudited)
Revenue	$	45,564		$	42,419		$	135,899		$	122,880
Restaurant operating expenses:
Food cost		14,523			13,954			43,614			40,968
Payroll and benefits		14,444			12,649			42,419			36,128
Occupancy expenses		3,772			3,168			10,876			9,051
Operating expenses		4,582			4,159			13,007			11,178
Depreciation and amortization		1,232			1,095			3,476			3,234
Pre-opening Costs		723			437			2,123			975
Total restaurant operating expenses		39,276			35,462			115,515			101,534
General and administrative		3,802			2,191			7,815			5,720
Consulting fees - related party		—			1,320			2,325			4,897
Management fees		—			588			1,176			1,745
Depreciation and amortization - corporate		21			9			58			24
Total costs and expenses		43,099			39,570			126,889			113,920
Income from operations		2,465			2,849			9,010			8,960
Gain on extinguishment of PPP debt		—			—			—			387
Employee retention credits		—			64			2,483			2,583
Other income (loss)		—			(6	)		(7	)		(854	)
Interest expense, net		190			(203	)		(206	)		(440	)
Equity in income of equity method investee		53			70			520			921
Net income before income taxes		2,708			2,774			11,800			11,557
Provision for income taxes		(74	)		—			(171	)		—
Net income		2,634			2,774			11,629			11,557
Less: Net Income attributable to noncontrolling interest		2,297			387			3,198			1,067
Net income attributable to Gen Restaurant Group, Inc.		337			2,387			8,431			10,490
Net income attributable to Class A common stock per share - basic and diluted (1)	$	337			—		$	348			—
Weighted-average shares of Class A common stock outstanding - basic (1)		4,140			—			4,140			—
Weighted-average shares of Class A common stock outstanding - diluted (2)		4,140			—			4,140			—
Net income per share of Class A common stock - basic	$	0.08			—		$	0.08			—
Net income per share of Class A common stock - diluted	$	0.08			—		$	0.08			—
(1) Basic and diluted net loss per Class A common stock is presented only for the period after the Company's organizational transactions.

GEN RESTAURANT GROUP

Selected Balance Sheet Data and Selected Operating Data

(in thousands, except restaurants and percentages; unaudited)

	Nine months ended September 30,		December 31,
	2023		2022
(amounts in thousands)	(unaudited)
Selected Balance Sheet Data:
Cash and cash equivalents	$	32,149	$	11,195
Total assets	$	175,628	$	138,878
Total liabilities	$	139,117	$	144,139
Total Stockholders' equity	$	35,011	$	(5,261	)

	Three months ended September 30,						Nine months ended September 30,
(in thousands)	2023			2022			2023			2022
Selected Operating Data	(unaudited)						(unaudited)
Restaurants at end of period		34			30			34			30
Comparable restaurant sales performance		-1.2	%	n/a			n/a			n/a
Net income		2,634			2,774			11,629			11,557
Net income margin		5.8	%		6.5	%		8.6	%		9.4	%
Adjusted EBITDA		5,012			5,851			17,207			19,155
Adjusted EBITDA margin		11.0	%		13.8	%		12.7	%		15.6	%
Income from operations		2,465			2,849			9,010			8,960
Income from operations margin		5.4	%		6.7	%		6.6	%		7.3	%
Restaurant level Adjusted EBITDA		8,387			8,566			26,286			25,762
Restaurant level Adjusted EBITDA margin		18.4	%		20.2	%		19.3	%		21.0	%

GEN RESTAURANT GROUP

Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA

(in thousands; unaudited)

(amounts in thousands)	Three months ended September 30,						Nine months ended September 30,
	2023			2022			2023			2022
	(unaudited)						(unaudited)
EBITDA:
Net income	$	2,634		$	2,774		$	11,629		$	11,557
Net Income Margin		5.8	%		6.5	%		8.6	%		9.4	%
Interest expense, net		(190	)		203			206			440
Provision for income taxes		74			—			171			—
Depreciation and amortization		1,253			1,104			3,534			3,258
EBITDA	$	3,771		$	4,081		$	15,540		$	15,255
EBITDA Margin		8.3	%		9.6	%		11.4	%		12.4	%
Adjustments to EBITDA:
EBITDA	$	3,771		$	4,081		$	15,540		$	15,255
Stock-based compensation expense (1)		759			—			759			—
Gain on extinguishment of debt (2)		—			—			—			(387	)
Consulting fees - related party (3)		—			1,320			2,325			4,897
Employee retention credits (4)		—			(64	)		(2,483	)		(2,583	)
Litigation accrual (5)		—			—			—			850
Non-cash lease expense (6)		144			77			303			207
Non-cash lease expense related to pre-opening costs (7)		338			437			763			916
Adjusted EBITDA	$	5,012		$	5,851		$	17,207		$	19,155
Adjusted EBITDA Margin		11.0	%		13.8	%		12.7	%		15.6	%

Reconciliation of Income from Operations to Restaurant-level Adjusted EBITDA

(in thousands; unaudited)

(amounts in thousands)	Three months ended September 30,						Nine months ended September 30,
	2023			2022			2023			2022
	(unaudited)						(unaudited)
Income from Operations	$	2,465		$	2,849		$	9,010		$	8,960
Income Margin from Operations		5.4	%		6.7	%		6.6	%		7.3	%
Depreciation and amortization		1,253			1,104			3,534			3,258
Pre-opening costs		723			437			2,123			975
General and administrative		3,802			2,191			7,815			5,720
Consulting fees - related party		-			1,320			2,325			4,897
Management Fees		-			588			1,176			1,745
Non-cash lease expense		144			77			303			207
Restaurant-Level Adjusted EBITDA	$	8,387		$	8,566		$	26,286		$	25,762
Restaurant-Level Adjusted EBITDA Margin		18.4	%		20.3	%		19.3	%		21.0	%

(1) COVID-19 capacity restrictions continued into the first quarter of 2022, therefore the calculations of comparable sales could only begin with the periods starting with the second quarter of 2023, as its comparable period in the prior year, the second quarter of 2022, was the first quarter of normal operations.

(2) Gain on extinguishment of debt: In the first quarter of 2022, we received loan forgiveness from the SBA related to the PPP Loans in the amount of $0.4 million. We do not anticipate receiving additional funds as the program has not been extended under the CARES Act.

(3) Consulting fees—related party: We do not anticipate these costs being incurred beyond the first three months after completion of the offering.

(4) Employee retention credits: These are refundable credits recognized under the provisions of the CARES Act.

(5) Litigation accruals: This is an accrual in 2022 related to a specific, one-time, litigation claim.

(6) Non-cash lease expense: This reflects the extent to which lease expense is greater than or less than contractual rent.

(7) Non-cash lease expense related to pre-opening costs: Cost for stores in development in which the lease expense is greater than the contractual rent.

XML

Document and Entity Information	Nov. 14, 2023
Cover [Abstract]
Amendment Flag	false
Entity Central Index Key	0001891856
Document Type	8-K
Document Period End Date	Nov. 14, 2023
Entity Registrant Name	GEN Restaurant Group, Inc.
Entity Incorporation State Country Code	DE
Entity File Number	001-41727
Entity Tax Identification Number	87-3424935
Entity Address, Address Line One	11480 South Street
Entity Address, Address Line Two	Suite 205
Entity Address, City or Town	Cerritos
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90703
City Area Code	(562)
Local Phone Number	356-9929
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Class A Common stock, par value $0.001 per share
Trading Symbol	GENK
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	false