Good Times Restaurants Announces Commencement of Tender Offer

Good Times Restaurants Inc. (Nasdaq: GTIM) (the “Company”), operator of Bad Daddy’s Burger Bar and Good Times Burgers & Frozen Custard, today announced that it is commencing a tender offer for up to 1,413,000 shares of its common stock at a price per share of $4.60. The closing price of the Company's common stock on Tuesday, August 10, 2021, the last full trading day before the announcement of the tender offer, was $4.50 per share. The 1,413,000 shares sought in the tender offer represent approximately 11.0% of the Company’s shares of common stock currently outstanding. Our Board of Directors believes that the tender offer is an appropriate mechanism to return capital to our shareholders while also allowing those shareholders who do not participate in the tender offer to share in a higher portion of our future potential.

The tender offer is not contingent upon any minimum number of shares being tendered. However, the tender offer is subject to a number of other terms and conditions, which are described in detail in the Offer to Purchase. Specific instructions and a complete explanation of the terms and conditions of the tender offer are contained in the Offer to Purchase, the related letter of transmittal and other related materials, which will be mailed to shareholders of record concurrently with the commencement of the tender offer. Shareholders wishing to tender their shares but who are unable to deliver them physically or by book-entry transfer prior to the expiration of the tender offer, or who are unable to make delivery of all required documents to the depositary prior to the expiration of the tender offer, may tender their shares by complying with the procedures set forth in the Offer to Purchase for tendering by notice of guaranteed delivery.

The tender offer will expire at 11:59 p.m., New York City time, on September 10, 2021, unless extended by the Company. Tenders of shares must be made on or prior to the expiration of the tender offer and may be withdrawn at any time prior to the expiration of the tender offer, in each case, in accordance with the procedures described in the tender offer materials.

The tender offer is not subject to a financing condition. The Company expects to fund the share purchases in the offer from its existing cash and cash equivalents.

Alliance Advisors, LLC will serve as information agent for the tender offer. Broadridge Corporate Issuer Solutions, Inc. will serve as the depositary for the tender offer.