Executive Summary

Q3 FY2024 delivered solid top-line growth with revenue up 14.1% year over year to $32.2M, driven across both Food & Beverage (+14.2%) and Recreation (+13.8%); same-store sales grew 6.9% and Venue-Level EBITDA margin was 19.4% (down 104 bps YoY) .
Profitability optics were mixed: operating loss widened to $(3.1)M (vs. $(0.1)M) on higher pre-opening and public-company costs, while GAAP net income swung to $12.2M due primarily to a non-cash gain on the change in fair value of warrant liabilities; diluted EPS was $0.33 (vs. $(0.03)) .
Management introduced Q4 FY2024 guidance calling for low-single-digit SSS, 13–16% Venue-Level EBITDA margin, G&A of $4.0–$4.5M (incl. ~$0.4M non-cash), pre-opening of $1.0–$1.5M, and Adjusted EBITDA of $(0.75)M to $0.3M, framing near-term margin pressure from growth investments and public-company costs .
Subsequent updates: FY2025 guidance issued after Q4 and lowered after Q1 FY2025 (Adjusted EBITDA from $19–$21M to $8–$12M; mature-store margins and SSS outlook trimmed), with cost actions underway; estimate comparisons are not included as S&P Global consensus was unavailable via our data connector .

What Went Well and What Went Wrong

What Went Well
- Broad-based revenue growth: total revenue +14.1% YoY to $32.2M with Food & Beverage +14.2% to $24.9M and Recreation +13.8% to $7.3M; same-store sales +6.9% .
- Venue-level performance remained healthy: Venue-Level EBITDA of $6.23M with 19.4% margin (though down YoY) supporting the experiential model as new units come online .
- Strategic expansion momentum: opened Aventura, FL in Dec-2023 and emphasized whitespace potential of at least 150 U.S. locations; “we have a tremendous whitespace ahead of us” — CEO Dale Schwartz .
What Went Wrong
- Operating profitability compressed: operating loss widened to $(3.06)M (vs. $(0.11)M) on higher pre-opening and elevated G&A from becoming a public company and increased digital marketing .
- Margin mix: Venue-Level EBITDA margin fell 104 bps YoY to 19.4% as store-level cost lines (other operating costs +20 bps; occupancy +10 bps) edged up; G&A rose to 16.4% of sales (from 9.0%) .
- Quality of earnings: GAAP net income of $12.2M was primarily driven by a non-cash gain on warrant liabilities rather than core operations; interest expense also stepped up to $2.49M for the quarter .

Financial Results

Headline P&L (oldest → newest)

Metric	Q3 FY2023	Q2 FY2024	Q3 FY2024
Revenue ($USD Millions)	$28.178	$24.623	$32.162
Diluted EPS ($)	$(0.03)	$(1.17)	$0.33
Net Income (Loss) ($USD Millions)	$(0.392)	$(7.283)	$12.248

Segment Revenue Breakdown ($USD Millions)

Segment	Q3 FY2023	Q2 FY2024	Q3 FY2024
Food & Beverage Revenue	$21.759	$19.435	$24.854
Recreation Revenue	$6.419	$5.188	$7.308
Total Revenue	$28.178	$24.623	$32.162

Margin/Cost Ratios (YoY comparison for current quarter)

Metric	Q3 FY2023	Q3 FY2024
Food & Beverage Costs (% of revenue)	15.9%	15.6%
Store Labor & Benefits (% of sales)	33.8%	33.7%
Store Occupancy ex-D&A (% of sales)	15.3%	15.4%
Other Store Operating ex-D&A (% of sales)	15.8%	16.0%
G&A (% of sales)	9.0%	16.4%

KPIs (current vs prior year quarter)

KPI	Q3 FY2023	Q3 FY2024
Same-Store Sales Growth (%)	—	6.9%
Venue-Level EBITDA ($USD Millions)	$5.750	$6.227
Venue-Level EBITDA Margin (%)	20.4%	19.4%
Total Venue Count (as of announcement)	—	16

Notes:

The quarter included higher pre-opening expenses ($1.93M vs. $1.16M prior year), contributing to operating loss; interest expense was $2.49M .
GAAP net income benefited from a $17.79M gain on change in fair value of warrant liabilities in Q3 FY2024 .

Guidance Changes

Metric	Period	Previous Guidance	Current Guidance	Change
Same-Store Sales Growth	Q4 FY2024	—	Low single digits	New
Venue-Level EBITDA Margin	Q4 FY2024	—	13–16%	New
G&A incl. non-cash stock comp & tax	Q4 FY2024	—	$4.0–$4.5M (incl. ~$0.4M non-cash)	New
Pre-Opening Expenses	Q4 FY2024	—	$1.0–$1.5M	New
Adjusted EBITDA	Q4 FY2024	—	$(0.75)M to $0.3M	New
Same-Store Sales Growth	FY2025 (issued 6/27/24)	Low single digits	—	—
Mature Store Venue-Level Margin	FY2025 (issued 6/27/24)	20–22%	—	—
G&A incl. non-cash stock comp & tax	FY2025 (issued 6/27/24)	~ $17M	—	—
Pre-Opening Expenses	FY2025 (issued 6/27/24)	$3.0M	—	—
Adjusted EBITDA	FY2025 (issued 6/27/24)	$19–$21M	—	—
Same-Store Sales Growth	FY2025 (updated 9/4/24)	Low single digits	Negative low single digit to Positive low single digit	Lowered
Mature Store Venue-Level Margin	FY2025 (updated 9/4/24)	20–22%	17–20%	Lowered
G&A incl. non-cash stock comp & tax	FY2025 (updated 9/4/24)	~ $17M	~ $15M	Lowered
Pre-Opening Expenses	FY2025 (updated 9/4/24)	$3.0M	$3.0M	Maintained
Adjusted EBITDA	FY2025 (updated 9/4/24)	$19–$21M	$8–$12M	Lowered

Earnings Call Themes & Trends

Note: We were unable to locate a Q3 FY2024 earnings call transcript in our document set; themes below synthesize management commentary from the Q3 press release and subsequent quarter releases.

Topic	Previous Mentions (Q-2 and Q-1)	Current Period (Q3 FY2024)	Trend
Growth and expansion pipeline	Emphasis on public listing and development platform; financing and business combination disclosures in Jan-5 8-K	“Tremendous whitespace… potential for at least 150 locations”; Aventura, FL opened; Paramus, NJ opened post-quarter	Expansion narrative intact; accelerating unit development
Same-store sales/traffic	—	SSS +6.9% YoY in Q3	Subsequent deceleration to +0.4% in Q4 and (2.4)% in Q1 FY2025
Margin structure & public company costs	—	G&A up to 16.4% of sales (public company readiness, marketing); pre-opening expenses higher	Ongoing headwind in Q4 and Q1 FY2025; management launching cost actions
Profitability focus (Venue-Level EBITDA)	—	Venue-Level EBITDA $6.23M; margin 19.4%	Mature-store margin focus; identified ~$10M annual venue-level cost savings and ~$4M SG&A savings (post-Q3)
Liquidity/Financing	De-SPAC proceeds and capital structure detailed (Oaktree facility announced shortly thereafter)	—	Additional $50M senior secured notes in Q4; +$5M incremental financing post Q1 FY2025

Management Commentary

“During the third quarter, we grew our revenue approximately 14% year-over-year… and delivered robust Venue-Level EBITDA margin of over 19%... with another successful Aventura Pinstripes opening during the quarter.” — Dale Schwartz, Founder & CEO .
“With 16 open venues in 10 states to date, we have a tremendous whitespace ahead of us, with the potential for at least 150 total locations domestically…” — Dale Schwartz .
“We’ve had an exciting and productive six months since becoming a public company… identified several cost savings opportunities, representing approximately $10 million in annual savings.” — Dale Schwartz (Q4 FY2024 release) .
“Our first quarter results did not meet our expectations… we have removed an annualized $10 million in venue-level costs… and identified an additional $4 million in annualized SG&A savings.” — Dale Schwartz (Q1 FY2025 release) .

Q&A Highlights

We could not locate a Q3 FY2024 earnings call transcript in our document set; as a result, Q&A specifics (analyst themes, guidance clarifications, and tone) are not available for this quarter.

Estimates Context

We attempted to retrieve S&P Global (Capital IQ) consensus for revenue and EPS to benchmark results versus Street expectations; consensus was unavailable via our connector for BYN/PNST at this time. Accordingly, no beat/miss designations versus estimates are included.

Key Takeaways for Investors

Top-line momentum intact in Q3: revenue +14.1% YoY with SSS +6.9%, confirming healthy demand for the experiential dining format; segment breadth (F&B and Recreation) contributed .
Core profitability under pressure from pre-opening and elevated public-company/marketing costs; G&A rose to 16.4% of sales (from 9.0%), and operating loss widened despite solid Venue-Level EBITDA .
GAAP earnings quality caution: Q3 net income and $0.33 diluted EPS were primarily driven by a non-cash warrant fair value gain; interest expense of ~$2.49M remains a drag .
Near-term guide signaled softer Q4 margins (13–16% venue-level) and modest SSS; post-quarter, FY2025 guidance was reset materially lower (Adjusted EBITDA $8–$12M vs. prior $19–$21M), underscoring a recalibration phase .
Cost program is the swing factor: management is executing ~$10M venue-level and ~$4M SG&A annualized savings to stabilize margins while continuing unit growth .
Development remains a multi-year growth driver (16 venues as of Q3; pipeline >30 potential sites mentioned later), but investor focus likely shifts to same-store health and margin recovery cadence .
Balance sheet/financing flexibility is important amid growth: the company raised >$70M gross proceeds around the listing and added $50M senior secured notes subsequently; interest burden must be managed as units mature .

Appendix: Source Documents

Q3 FY2024 8-K press release and financials (Feb 21, 2024): revenue, EPS, SSS, cost ratios, Venue-Level EBITDA and margins, and Q4 FY2024 guidance .
Preliminary Q3 sales release (Jan 19, 2024) for context on sales mix and development .
Q4 FY2024 8-K press release (Jun 27, 2024) for full-year/Q4 results and initial FY2025 guidance .
Q1 FY2025 8-K press release (Sep 4, 2024) for updated FY2025 guidance and cost actions .

Pinstripes Holdings, Inc. (BYN)·Q3 2024 Earnings Summary