BT Brands, Inc. (Nasdaq: BTND) (“BT Brands” or the “Company”), a multi-brand restaurant company, today announced that it has been working with its investment banker, a leading full-service investment banking and advisory firm, to assist the Company in evaluating and pursuing a range of strategic initiatives, including a potential merger transaction.

BT Brands initiated this strategic review process last year and, since then, has reviewed possible transactions, including but not limited to its original focus on the food service industry. Opportunities reviewed by BT Brands have included several rapidly growing businesses across a variety of industries. These industries, among others, have included food service, restaurants, biotechnology, cryptocurrency and the drone and drone services sectors.

The Company also announced that its 40.8% owned affiliate, Bagger Dave's Burger Tavern, Inc. (OTC Markets: BDVB), is in the process of negotiating the sale of five of the six operating Bagger Dave's restaurant locations. This potential transaction, which is expected to close in the third quarter of 2025, will allow BDVB to reposition itself as a platform to pursue strategic opportunities, including a possible merger.

While there is no assurance that any transaction will be completed, the Company’s goal is to advance this process with a view toward completing both transactions prior to year-end.

Gary Copperud, Chief Executive Officer of BT Brands, commented: "Our objective is to create shareholder value by identifying opportunities that strengthen our platform and broaden our growth prospects. Our advisor in this process brings capital markets expertise and a track record advising companies as they evaluate strategic options. We look forward to continuing our work with their team as we pursue these opportunities."

There can be no assurance that the exploration of strategic alternatives will result in any transaction, and the Company does not intend to disclose developments with respect to this process unless and until the Board of Directors approves a specific course of action or otherwise concludes that further disclosure is appropriate or required.

About BT Brands, Inc. (Nasdaq: BTND)

BT Brands, Inc. owns and operates a diverse portfolio of restaurant concepts across the United States. The Company’s strategy focuses on disciplined growth, operational excellence, and delivering value to shareholders.

About Bagger Dave’s Burger Tavern, Inc. (OTCMarkets: BDVB)

Bagger Dave’s Burger Tavern, Inc. is a fast‑casual restaurant concept currently operating five locations, four in Michigan, one in Indiana, and one in Ohio.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements regarding the Company’s review of strategic alternatives and the potential outcomes of that process. Forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those expressed or implied. For a detailed discussion of these risks, please refer to the Company’s filings with the Securities and Exchange Commission. The Company undertakes no obligation to update forward-looking statements, except as required by law.

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evaluating and pursuing a range of strategic initiatives, including a potential merger transaction.