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Deal Detail

Potbelly Corp to Race Trac

Restaurants/Sep 2025
EV / LTM EBITDA
21.5x
EV / LTM Sales
1.3x
Enterprise Value
$594M
Primary Source
Piper Sandler

All Observations

Source-specific multiples and notes for this transaction.

Primary?Source TypeFairness Opinion / SourceAdvisorSource YearEnterprise ValueEV/SalesEV/EBITDAEV/Fwd EBITDANoteCitation
Primaryfairness opinionPBPB FOPiper Sandler2025$594M1.3x21.5x20.4xFor purposes of its analyses, Piper Sandler calculated (i) the Company’s equity value implied by the Merger Consideration to be approximately $565.7 million, based on approximately 33.0 million shares of Company common stock and common stock equivalents estimated to be outstanding as of September 8, 2025 as provided by Company management, consisting of in-the-money options (calculated using the treasury stock method), in-the-money warrants (calculated using the treasury stock method), restricted stock units, and performance stock units, and (ii) the Company’s enterprise value (for the purposes of this analysis, implied enterprise value equates to implied equity value less cash and cash equivalents of $16.2 million and plus non-controlling interest of ($0.3) million as of June 29, 2025 (the end of the Company’s second fiscal quarter of fiscal year 2025), referred to as “EV,” to be approximately $549.3 million. The EV implies a 19.9x multiple relative to the LTM Q2 2025 adjusted EBITDA as set forth in the Updated Projections.Open