Note 13. Subsequent Events

As previously disclosed in the Company's current report on Form 8-K filed April 28, 2015 Good Times Restaurants Inc. (the “Company”) entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) to purchase from five sellers all of the membership interests in Bad Daddy's International, LLC, a North Carolina limited liability company (“BDI”). As previously disclosed in the Company's current report on Form 8-K filed May 7, 2015, the Company closed on the purchase of BDI and BDI will become a wholly-owned subsidiary of the Company. BDI owns all of the member interests in four limited liability companies, each of which owns and operates a Bad Daddy's Burger Bar restaurant in North Carolina. In addition, BDI owns a portion of the member interests in three other limited liability companies, each of which also owns a Bad Daddy's Burger Bar restaurant in North Carolina. BDI also owns the intellectual property associated with the Bad Daddy's Burger Bar concept and owns 52 percent of the member interests in Bad Daddy's Franchise Development, LLC (“BDFD”), which has granted franchises for the ownership and operation of Bad Daddy's Burger Bar restaurants in South Carolina and Tennessee. BDI has also granted a license for the operation of a Bad Daddy's Burger Bar at the Charlotte airport. As a result of the purchase of BDI, the Company has acquired all of the foregoing interests and assets.

The aggregate price paid by the Company for the purchase of BDI was $21,000,000, comprised of $18,500,000 payable in cash and a one-year secured promissory note bearing interest at 3.25 percent in the amount of $2,500,000. Pursuant to a Pledge Agreement (the “Pledge Agreement”), the promissory note is secured by a pledge of the ownership of the two entities which own two of the acquired restaurants. Upon the reduction of the principal of the promissory note by at least 50% the sellers are to select one of the entities for release from the pledge.

We acquired all of the interests owned by Bad Daddy's International LLC (“BDI”). BDI has ownership interests in seven BDBB restaurants; it owns a 100% interest in four BDBB restaurants in Charlotte, NC, a 53% and 51% interest in two BDBB restaurants in Raleigh, NC and a 24% interest in one BDBB restaurant in Winston Salem, NC. BDI also owns the intellectual property associated with the Bad Daddy's Burger Bar concept, owns 52% of BDFD, which controls the franchising rights for the Bad Baddy's concept, and receives 100% of the royalty income from the BDBB that is operated under a license agreement with HMS Host in the Charlotte-Douglas Airport. There are currently five other licensed and franchised BDBBs, three of which we operate in Colorado and two of which are operated by third party franchisees in Greenville, South Carolina and Knoxville, Tennessee.

The following table summarizes our interests in all Bad Daddy's locations before and after the acquisition. We have acquired all of BDI's ownership interests.

Bad Daddy's System-Wide Current Restaurants:
			Good Times Ownership						Royalty Rate to BDFD
Location	Date Opened	Type	Pre-Acq.			Post Acq.			Pre Acq.			Post Acq.
Huntersville, NC (Birkdale)	2012	Company		0	%		100	%		1	%		0	%(a)
Charlotte, NC	2007	Company		0	%		100	%		1	%		0	%(a)
Ballantyne, NC	2009	Company		0	%		100	%		1	%		0	%(a)
Raleigh, NC	2012	Joint-Venture		0	%		51	%		1	%		1	%
Winston-Salem, NC	2014	Joint-Venture		0	%		24	%		1	%		1	%
Cary, NC	2013	Joint-Venture		0	%		53	%		1	%		1	%
Mooresville, NC	2015	Company		0	%		100	%		1	%		0	%(a)
Denver, CO (Northglenn)	2014	Company		100	%		100	%		3	%		0	%(a)
Denver, CO (Cherry Creek)	2014	Company		100	%		100	%		3	%		0	%(a)
Denver, CO (Southlands)	2015	Company		100	%		100	%		3	%		0	%(a)
Knoxville, TN	2015	Franchise		0	%		0	%		3	%		3	%(b)
Greensville, SC	2013	Franchise		0	%		0	%		3	%		3	%
Charlotte Airport	2011	License		0	%		0	%		0	%		4.25	%(c)

(a)	100% Company-owned stores will no longer pay a royalty following the complete acquisition of BDFD
(b)	Knoxville royalty escalates from 3% in 2015 to 4% in 2016 and 5% in 2017.
(c)	Charlotte airport pays a royalty fee of 4.25% of gross revenue directly to BDI, not through BDFD. Post-Acquisition this royalty fee will be paid to Good Times.

On January 26, 2015, the Company filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission ("SEC") which was declared effective by the SEC on March 25, 2105. The registration statement allows the Company to issue common stock from time to time up to an aggregate amount of $75 million.

On May 7, 2015, the Company announced the closing of a public offering of 2,783,810 shares of its common stock, which included the full exercise of the underwriters' over-allotment option, at $8.15 per share for net proceeds, after deducting underwriting discounts and commissions and offering expenses, of approximately $20.7 million.

At March 31, 2015 we classified $1,089,000 of assets as held for sale in the accompanying consolidated balance sheet. The costs are related to a Good Times site in Aurora, Colorado which opened on May 7, 2015. On May 4, 2015 we completed a sale lease-back transaction on the property with net proceeds of $1,521,000.