Sadot Group Inc. current report, 13 May 2020

Business Context and Reporting Period

Company: Muscle Maker, Inc. (Note: Request metadata listed "Sadot Group Inc.", but the filing text identifies the issuer as Muscle Maker, Inc., trading under symbol GRIL on the Nasdaq Capital Market).

Filing Type: Form 8-K (Current Report)

Date of Report: May 13, 2020

Reporting Period Context: The filing addresses the inability to timely file the Annual Report on Form 10-K for the year ended December 31, 2019, and the Quarterly Report on Form 10-Q for the quarter ended March 31, 2020.

Key Financial Metrics

The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document is a procedural notification regarding filing delays rather than a financial results report.

Material Changes and Operational Impact

  • Filing Delays: The Company is unable to file its 2019 10-K and Q1 2020 10-Q by their original due dates (March 30, 2020, and May 15, 2020, respectively) due to the COVID-19 pandemic.
  • Operational Disruptions: The Company has temporarily shifted to a "take-out, curbside pickup or delivery" only model, suspending sit-down dining across all company and franchise restaurants.
  • Staffing and Hours: Temporary closures, modified hours of operation, and reduced on-site staff have been implemented, resulting in cancelled shifts for employees.
  • Geographic Exposure: The restaurant system includes locations in California, New Jersey, and New York, areas heavily impacted by the epidemic.
  • Administrative Impact: Corporate offices were temporarily closed, and team members are working remotely, delaying the preparation of consolidated financial statements and the auditing process.

Guidance, Outlook, and Risks

Outlook and Filing Timeline:

  • The Company expects to file the 2019 10-K no later than 45 days after the original due date (by May 14, 2020, or shortly thereafter via Form 12b-25).
  • The Company expects to file the Q1 2020 10-Q within 45 days of its due date (May 15, 2020).
  • Further extensions may be sought if COVID-19 circumstances persist.

Risk Factors:

  • Pandemic Impact: Continued disruption to customer traffic, staffing difficulties, supply chain interruptions, and potential prolonged closures.
  • Government Restrictions: Risks associated with mandatory closures, curfews, and social distancing programs restricting business operations.
  • Workforce Health: Potential for employee quarantine or facility disinfection if COVID-19 cases are suspected.

Forward-Looking Statements: The Company disclaims any obligation to update forward-looking statements regarding growth plans, menu development, and digital ordering, noting that actual results may differ materially due to the pandemic.

Investor Verification Checklist

  • Verify the actual filing date of the Form 10-K for the year ended December 31, 2019, and the Form 10-Q for the quarter ended March 31, 2020.
  • Confirm the extent of temporary restaurant closures and the duration of the "take-out only" operating model.
  • Monitor for any Form 12b-25 notifications indicating further delays beyond the initial 45-day extension.
  • Review upcoming financial reports for specific data on revenue declines, liquidity positions, and debt covenants triggered by the pandemic.
  • Check for updates on government restrictions in key markets (California, New Jersey, New York) affecting the Company's footprint.