What changed in this filing

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Item 2. Properties

2022-01-14 compared with 2021-01-15 · 293 added, 273 removed, 163 unchanged (78% of the section changed)

Our operations are conducted

primarily on leased property with the exception of the following:

(i) a 10,000 square foot stand-alone building located in Fort Lauderdale, Florida that we purchased

in December, 1999, which since April 2001 has housed our corporate headquarters;

(ii) a 4,600 square foot stand-alone building located in Hallandale, Florida that we purchased in July

2006 and which since September 1968 has housed our Hallandale, Florida Company-owned combination restaurant and package liquor

store (Store #31);

(iii) a 4,120 square foot stand-alone building in Hollywood, Florida we constructed in November 2003,

upon real property we acquired in September 2001 pursuant to a 25 year ground lease interest, (a portion of this building is leased

to an unaffiliated third party), and which since November 2003 has housed our Hollywood, Florida Company-owned package liquor store

(iv) a 4,500 square foot stand-alone building located in Hollywood, Florida that we purchased in October

2009 and which housed our Hollywood, Florida Company-owned combination restaurant and package liquor store (Store #19) from March,

1972 until it was destroyed by fire on October 2, 2018 and the vacant parcel of real property adjacent thereto which we purchased

in February 2015;

(v) a 4,600 square foot stand-alone building located in Fort Lauderdale, Florida that we purchased

in August 2010 and which since December, 1968 has housed our Fort Lauderdale, Florida Company-owned restaurant (Store #22);

(vi) a 5,100 square foot stand-alone building in North Miami, Florida that we purchased in November

the two parcels of real property adjacent thereto which we purchased in December 2012, one of which is contiguous to the

real property and which we previously leased for non-exclusive parking and the vacant parcel of real property adjacent to the two

parcels of real property which we purchased in March 2017.

The stand-alone building housed our North Miami, Florida Company-owned

combination restaurant and package liquor store, (Store #20), from July, 1968 until June 2017 when the package liquor store was

re-located to a new building we constructed on the adjacent property;

(vii) a 23,678 square foot two building shopping center in Miami, Florida that we purchased in November

(A) one stand-alone building, approximately 18,828 square feet, (i) houses our recently opened (October 2019) new package

liquor store and (ii) is otherwise leased to ten unaffiliated third party retailers;

and (B) the second stand-alone building, approximately

4,850 square feet, has housed our Kendall, Florida based restaurant since April 4, 2000, which is owned by our affiliated limited

partnership (Store #70);

(viii) a 6,400 square foot building in Fort Lauderdale, Florida that we purchased in February 2014, 4,000

square feet of which has been leased to a related franchisee (Store #15) since April 1, 1997 and the balance (2,400 square feet)

of which we use as storage.

In August 2018 we purchased the real property and quadraplex adjacent thereto to insure adequate parking

for the franchised restaurant in the future, if needed;

(ix) a 6,000 square foot stand-alone building in Fort Lauderdale, Florida and the vacant real property

diagonally adjacent that we purchased in October 2015, which we use as office and warehouse space, covered parking for our food

truck and as a storage yard;

(x) a 4,600 square foot stand-alone building located in North Lauderdale, Florida that we

purchased subsequent to the end of our fiscal year 2020 and which since April 1971 has housed our Company owned combination

restaurant and package liquor store (Store #40).

All of our units require

periodic refurbishing in order to remain competitive.

Our operations are conducted primarily

on leased property with the exception of the following:

a 10,000 square foot stand-alone building located in Fort Lauderdale, Florida that we purchased in December

1999, which since April 2001 has housed our corporate headquarters;

a 4,600 square foot stand-alone building located in Hallandale, Florida that we purchased in July 2006 and

which since September 1968 has housed our Hallandale, Florida Company-owned combination restaurant and package liquor store (Store #31);

a 4,120 square foot stand-alone building in Hollywood, Florida we constructed in November 2003, upon real

property we acquired in September 2001 pursuant to a 25 year ground lease interest, (a portion of this building is leased to an unaffiliated

third party), and which since November 2003 has housed our Hollywood, Florida Company-owned package liquor store (Store #4);

a 4,500 square foot stand-alone building located in Hollywood, Florida that we purchased in October 2009 and

which housed our Hollywood, Florida Company-owned combination restaurant and package liquor store (Store #19) from March, 1972 until it

was destroyed by fire on October 2, 2018 and the vacant parcel of real property adjacent thereto which we purchased in February 2015;

a 4,600 square foot stand-alone building located in Fort Lauderdale, Florida that we purchased in August 2010

and which since December 1968 has housed our Fort Lauderdale, Florida Company-owned restaurant (Store #22);

a 5,100 square foot stand-alone building in North Miami, Florida that we purchased in November 2010;

parcels of real property adjacent thereto which we purchased in December 2012, one of which is contiguous to the real property and which

we previously leased for non-exclusive parking and the vacant parcel of real property adjacent to the two parcels of real property which

we purchased in March 2017.

The stand-alone building housed our North Miami, Florida Company-owned combination restaurant and package

liquor store, (Store #20), from July, 1968 until June 2017 when the package liquor store was re-located to a new building we constructed

on the adjacent property;

a 23,678 square foot two building shopping center in Miami, Florida that we purchased in November 2010:

one stand-alone building, approximately 18,828 square feet, (i) houses our recently opened (October 2019) new package liquor store and

(ii) is otherwise leased to ten unaffiliated third party retailers;

and (B) the second stand-alone building, approximately 4,850 square

feet, has housed our Kendall, Florida based restaurant since April 4, 2000, which is owned by our affiliated limited partnership (Store

a 6,400 square foot building in Fort Lauderdale, Florida that we purchased in February 2014, 4,000 square

feet of which has been leased to a related franchisee (Store #15) since April 1, 1997 and the balance (2,400 square feet) of which we

use as storage.

In August 2018 we purchased the real property and quadraplex adjacent thereto to insure adequate parking for the franchised

restaurant in the future, if needed;

a 6,000 square foot stand-alone building in Fort Lauderdale, Florida and the vacant real property diagonally

adjacent that we purchased in October 2015, which we use as office and warehouse space, covered parking for our food truck and as a storage

a 6,900 square foot stand-alone building in Sunrise, Florida, which will house our Sunrise, Florida based

restaurant currently being developed, which will be owned by an affiliated limited partnership (Store #85).

All of our units require periodic

refurbishing in order to remain competitive.

We have budgeted $1,000,000 for our refurbishing program for fiscal year 2022.

See Item 7, "Liquidity and Capital Resources"

for discussion of the amounts spent in fiscal year 2020.

"Liquidity and Capital Resources" for discussion of the amounts spent in fiscal year 2021.

The following table summarizes information related

10 unchanged sentences

Hialeah, Florida

11/1/00 to 10/31/25

Big Daddy's Liquors #8

4 unchanged sentences

Option to 4/30/29

Flanigan’s Seafood Bar and

Flanigan’s Enterprises, Inc.

Flanigan’s Seafood Bar and Grill #9

Flanigan’s Enterprises, Inc.

Hialeah, Florida

5 unchanged sentences

1/4/00 to 1/3/25

Name and Location

Flanigan's Seafood Bar and Grill #12

Flanigan’s Enterprises, Inc.

2405 Tenth Ave.

Lake Worth, Florida

11/16/92 to 11/15/23

Options to 11/15/38

Flanigan's Seafood Bar and Grill #14

3 unchanged sentences

6/1/79 to 6/1/24

and Options to

Flanigan’s Seafood Bar and Grill #15

Options to 6/1/34

Flanigan’s Seafood Bar and Grill #15

CIC Investors #15 Ltd.

1 unchanged sentence

Lauderdale, Florida

1/1/09 to 8/31/21

Options to 8/31/36

Flanigan’s Seafood Bar and

1/1/09 to 8/31/26 Options to 8/31/36

Name and Location

Flanigan’s Seafood Bar and

Twenty Seven Birds Corp.

2721 BirdAvenue

2721 Bird Avenue

Miami, Florida

2 unchanged sentences

Miami, Florida

Flanigan’s Seafood Bar and

Flanigan’s Wine & Liquors #19 (8)

Flanigan’s Enterprises, Inc.

7990 Davie Road Extension

Hollywood, Florida

Company-Owned

Flanigan’s Seafood Bar and

Grill #19 (8)

Flanigan’s Enterprises, Inc.

University Dr.

6 unchanged sentences

Company-Owned

Big Daddy’s Liquors #20

Flanigan's Enterprises, Inc.

2 unchanged sentences

Company-Owned

Name and Location

Flanigan's Seafood Bar and Grill #22

2 unchanged sentences

Company-Owned

Big Daddy’s Wine & Liquors #24

Flanigan’s Enterprises, Inc.

11225 Miramar Parkway, #245

Miramar, Florida

3/5/22 to 3/5/32

Options to 3/5/47

Name and Location

Flanigan's Seafood Bar and Grill #31

4 unchanged sentences

Flanigan's Seafood Bar and Grill #33

Flanigan’s Enterprises, Inc.

Federal Highway

5 unchanged sentences

Surfside, Florida

5/29/97 to 5/28/22

Options to 5/28/37

5/29/97 to 5/28/22 Options to 5/28/37

Flanigan's Seafood Bar and Grill #40

6 unchanged sentences

Pompano Beach, Florida

Big Daddy’s Liquors #45

Flanigan’s Enterprises, Inc.

12/1/72 to 11/30/22

Big Daddy’s Liquors #45

Flanigan’s Enterprises, Inc.

Miami, Florida

6 unchanged sentences

12/21/68 to 1/1/30 Options to 1/1/50

Flanigan’s Seafood Bar and Grill #13

CIC Investors #13, Ltd.

1 unchanged sentence

Pinecrest, Florida

Limited Partnership

6/01/91 to 1/31/31

Option to 1/31/36

Flanigan’s #25

CIC Investors #25, Ltd.

11225 Miramar Parkway, #250

Miramar, Florida

3/5/22 to 3/5/32

Options to 3/5/47

Name and Location

Flanigan’s Seafood Bar and Grill #50

CIC Investors #50, Ltd.

1 unchanged sentence

Pembroke Pines, Florida

Limited Partnership

10/24/06 to 10/23/21 and Options to 10/23/31

Flanigan’s Seafood Bar and Grill #55

CIC Investors #55, Ltd.

1 unchanged sentence

Davie, Florida

Flanigan’s Seafood Bar and Grill #60

1/5/07 to 12/31/26

Flanigan’s Seafood Bar and Grill #60

CIC Investors #60 Ltd.

1 unchanged sentence

Surfside, Florida

Limited Partnership

8/1/97 to 12/31/26

Flanigan’s Seafood Bar and Grill #65

CIC Investors #65, Ltd.

1 unchanged sentence

Wellington, Florida

5/01/05 to 6/30/25

Flanigan's Seafood Bar and Grill #70

2 unchanged sentences

Miami, Florida

4/1/00 to 3/31/25

Option to 3/31/30

Flanigan’s Seafood Bar and Grill #75

Flanigan’s Enterprises, Inc.

Company-Owned

Flanigan’s Seafood Bar and Grill #75

Flanigan’s Enterprises, Inc.

Federal Highway

11 unchanged sentences

Sunrise, Florida

3/1/19 to 2/28/29

Option to 2/28/44

Option to Purchase until 2/28/21

Company-Owned

Flanigan's Seafood Bar and Grill #90

5 unchanged sentences

Flanigan's Seafood Bar and Grill #95

Flanigan’s Enterprises, Inc.

2460 Weston Road

Weston, Florida

10/1/17 to 9/30/22

Options to 9/30/32

Flanigan’s Calusa Center, LLC (6)

12750 –

10/1/17 to 9/30/22 Options to 9/30/32

Flanigan’s Calusa Center, LLC (6)

12750 – 12790 S.W.

Miami, Florida

6 unchanged sentences

subleased it back.

We have re-purchased from the unaffiliated third parties and currently own 52% of the underlying ground lease,

as well as the sublease agreement.

As a result, we pay all rent due under the ground lease, but only 48% of the rent due under

the sublease agreement.

(4) Effective December 1, 1998, we purchased the Management Agreement to operate the franchised restaurant

for the franchisee.

We have re-purchased from the unaffiliated third parties and currently own 52% of the underlying ground lease, as well

as the sublease agreement.

As a result, we pay all rent due under the ground lease, but only 48% of the rent due under the sublease agreement.

Effective December 1, 1998, we purchased the Management Agreement to operate the franchised restaurant for

the franchisee.

Ground lease executed by us on September 25, 2001.

We constructed a 4,120 square foot building,

of which 1,978 square feet is used by us for the operation of a package liquor store and the other 2,142 square feet is subleased

to an unaffiliated third party as retail space.

We constructed a 4,120 square foot building, of which 1,978

square feet is used by us for the operation of a package liquor store and the other 2,142 square feet is subleased to an unaffiliated

third party as retail space.

The package liquor store opened for business on November 17, 2003.

(6) During the first quarter of our fiscal year 2012, our wholly owned subsidiary, Flanigan’s

Calusa Center, LLC, closed on the purchase of a two building shopping center in Miami, Florida, which consists of (i) one stand-alone

building which is leased to ten unaffiliated third parties and houses our recently opened (October 2019) package liquor store (approximately

3,250 square feet) and (ii) a second stand-alone building where our limited partnership owned restaurant located at 12790 SW 88 th

Street, Miami, Florida, (Store #70), operates.

(7) During the second quarter of our fiscal year 2014, we closed on the purchase of the building in

Fort Lauderdale, Florida, which is leased to our franchisee owned restaurant located at 1479 E.

Commercial Boulevard, Fort Lauderdale,

Florida, (Store #15).

(8) During the first quarter of our fiscal year 2019, our combination package liquor store and restaurant

located at 2505 N.

During the first quarter of our fiscal year 2012, our wholly owned subsidiary, Flanigan’s Calusa Center,

LLC, closed on the purchase of a two building shopping center in Miami, Florida, which consists of (i) one stand-alone building which

is leased to ten unaffiliated third parties and houses our recently opened (October 2019) package liquor store (approximately 3,250 square

feet) and (ii) a second stand-alone building where our limited partnership owned restaurant located at 12790 SW 88 th Street,

Miami, Florida, (Store #70), operates.

During the second quarter of our fiscal year 2014, we closed on the purchase of the building in Fort Lauderdale,

Florida, which is leased to our franchisee owned restaurant located at 1479 E.

Commercial Boulevard, Fort Lauderdale, Florida, (Store

During the first quarter of our fiscal year 2019, our combination package liquor store and restaurant located

University Drive, Hollywood, Florida (Store #19), was damaged by a fire and was forced to close.

initially contemplated that Store #19 would be renovated, because of the damage caused by the fire, we determined that Store #19

should be demolished and rebuilt.

As a result, the package liquor store and restaurant has been closed since our first quarter

Our loss was covered by insurance, including but not limited to business interruption coverage.

(9) During the second quarter of our fiscal year 2019, we entered into a lease for this location, which

lease was subsequently assigned to a limited partnership.

We plan to raise funds to renovate this new location for operation as

a “Flanigan’s Seafood Bar and Grill”

While it was initially contemplated

that Store #19 would be renovated, because of the damage caused by the fire, we determined that Store #19 should be demolished and rebuilt.

As a result, the package liquor store and restaurant has been closed since our first quarter year 2019.

Our loss was covered by insurance,

including but not limited to business interruption coverage.

During the second quarter of our fiscal year 2019, we entered into a lease for this location, which lease

was subsequently assigned to a limited partnership.

We plan to raise funds to renovate this new location for operation as a “Flanigan’s

Seafood Bar and Grill” restaurant using our limited partnership ownership model.

The option to purchase was retained by the Company

when the lease was assigned to the limited partnership and the option to purchase was exercised by the Company during the second quarter

of our fiscal year 2021.

During the fourth quarter of our fiscal year 2019, we entered into a lease for this location, which lease

was subsequently assigned to a limited partnership.

We plan to raise funds to renovate this new location for operation as a “Flanigan’s”

restaurant using our limited partnership ownership model.

The option to

purchase was retained by the Company when the lease was assigned to the limited partnership.

(10) Subsequent to the end of our fiscal 2020, we purchased the 4,600 square foot stand-alone

building located at 5450 N.

State Road 7, North Lauderdale, Florida and which since April, 1971 has housed our Company-owned

combination restaurant and package liquor store (Store #40).

During the fourth quarter of our fiscal year 2019, we entered into a lease for this location.

We are developing

this new location for operation as a “Big Daddy’s Wine & Liquors” retail package liquor store.

Casualty Loss

During the first quarter of our

fiscal year 2019, our combination package liquor store and restaurant located at 2505 N.

University Drive, Hollywood, Florida (Store #19)

was damaged by a fire and was forced to close.

Due to the damage caused by the fire, we determined that Store #19 should be demolished

and rebuilt and as a result, the package liquor store and restaurant were closed for our fiscal years 2021, 2020 and 2019.

of Real Property

North Lauderdale, Florida (“Flanigan’s

Seafood Bar and Grill”/”Big Daddy’s Liquors”)

On October 7, 2014, we entered

into an Amendment to Lease Agreement (the “Lease Amendment”) with a non-affiliated third party from whom we rented approximately

4,600 square feet of commercial space located at 5450 N.

State Road 7, North Lauderdale, Florida where we operate a combination “Flanigan’s

Seafood Bar and Grill” restaurant and “Big Daddy’s Liquors” package liquor store (Store #40).

The Lease Amendment

extended the term of the Lease Agreement until December 31, 2020 and granted us the option to purchase, (the “Option to Purchase”),

the real property and improvements through December 31, 2020 for $1,200,000.

During the fourth quarter of our fiscal year 2020 we exercised

the Option to Purchase and closed on the acquisition of the property on December 31, 2020.

We paid all cash at closing.

Sunrise, Florida (“Flanigan’s Seafood

Bar and Grill”)

During the second quarter of our

fiscal year 2019, we entered into a Lease Agreement (the “Sunrise Lease Agreement”) with a non-affiliated third party to rent

approximately 6,900 square feet of commercial space located at 14301 W.

Sunrise Boulevard, Sunrise, Florida where, subject to certain

conditions, we anticipate opening a new restaurant location.

The Sunrise Lease Agreement granted us an option to purchase, (the “Option

to Purchase”) the real property and improvements by March 2, 2021 for $4,800,000.

During the third quarter of our fiscal year 2019,

we assigned the Sunrise Lease Agreement, excluding the Option to Purchase, to a newly formed limited partnership.

During the first quarter

of our fiscal year 2019, our combination package liquor store and restaurant located at 2505 N.

University Drive, Hollywood, Florida

(Store #19) was damaged by a fire and was forced to close.

Due to the damage caused by the fire, we determined that Store #19 should

be demolished and rebuilt and as a result, the package liquor store and restaurant were closed for our fiscal years 2020 and 2019.

We had insurance coverage of $1,975,000, in the aggregate, which our insurance carrier paid.

We sustained a loss of $1,373,000

on our building and business personal property, against which we received insurance proceeds of $1,200,000 resulting in a loss

We had a gain of $775,000 on our business interruption coverage, which when netted against our loss of $173,000 on

our building and business personal property produced a gain of $602,000 during our fiscal year 2019.

Purchase of Real Property;

Lease Agreement

Pompano Beach, Florida

During the second quarter

of our fiscal year 2019, we purchased from an unrelated third party the vacant real property (the “Property”), located

9 th Street, Pompano Beach, Florida for $1,300,000 cash at closing.

The Property is adjacent to property

owned by a third party unaffiliated with us and leased to another third party unaffiliated with us for use as a restaurant (the

“Adjacent Property”).

At closing, we executed an Option to Lease Agreement to lease the Adjacent Property for a 50-year

term commencing in November 2022.

We will either (i) sublease the building on the Adjacent Property to a related party for operation

as a “Flanigan’s Seafood Bar and Grill”

restaurant as a franchise and use the Property as parking;

or (ii) renovate

the building on the Adjacent Property for operation as a “Flanigan’s Seafood Bar and Grill”

restaurant and use

the Property as parking.

If we renovate this new restaurant location on the Adjacent Property, we plan to raise funds using our

limited partnership ownership model.

Execution of Leases for New Locations

Miramar, Florida (“Flanigan’s

Seafood Bar and Grill”)

During fourth quarter

of our fiscal year 2019, we entered into a Lease Agreement with a non-affiliated third party for the lease of a restaurant location

in a shopping center in Miramar, Florida.

The shopping center is currently in the developmental stage and the Lease Agreement

is still contingent upon our receipt of delivery of the leased premises by August 28, 2021.

We plan to assign the Lease Agreement

to a limited partnership in which (i) we will be the sole general partner;

and (ii) a wholly owned subsidiary will be the limited

While there can be no assurances that we will be successful in doing so, we intend to sell limited partnership interests

to third parties as well as affiliates of the Company in order to raise net proceeds, in an amount to be determined, which proceeds

will be used to renovate this potential restaurant location.

We anticipate that the new restaurant location’s ownership

of our fiscal year 2021, we exercised the Option to Purchase and during the second quarter of our fiscal year 2021 we closed on the acquisition

of the real property located at 14301 W.

Sunrise Boulevard, Sunrise, Florida.

We financed this acquisition with a loan from an unrelated

third party lender in the principal amount of $2.2 million and paid cash for the balance.

The mortgage loan accrues interest at the fixed

annual rate of 3.65%, is amortized over fifteen (15) years, and requires us to pay monthly payments of principal and interest in the amount

of $15,900 with the entire principal balance and all accrued but unpaid interest due in March, 2036.

of 4 COP Liquor License

During the third quarter of our

fiscal 2021, we purchased a 4 COP quota liquor license, which permits the sale of beer, wine and liquor for on and/or off premise consumption,

for Broward County, Florida from an unrelated third party for $192,200.

The liquor license is currently inactive, but we intend to use

it in connection with the operation of a package liquor store we are developing in Miramar, Florida.

Execution of Leases for New

Miramar, Florida (“Flanigan’s”)

During the fourth quarter of

our fiscal year 2019, we entered into a Lease Agreement with a non-affiliated third party, (the “Landlord”), to rent approximately

6,000 square feet of commercial space for a restaurant location in a shopping center at 11225 Miramar Parkway, #250, Miramar, Florida

33024 (Store #25), which shopping center was under construction and where we anticipate opening a new restaurant location.

this Lease Agreement to a newly formed limited partnership in which we currently are (i) the sole general partner;

and (ii) our wholly

owned subsidiary is the sole limited partner.

While there can be no assurances that we will be successful in doing so, we are currently

selling limited partnership interests to third parties, as well as affiliates of the Company, in order to raise net proceeds in an amount

of $4,000,000, which proceeds will be used to build out this potential restaurant location.

The new restaurant location’s ownership

and operating structure will be substantially similar to that of our other restaurants owned by limited partnerships.

we advance to the limited partnership will be applied as a credit to limited partnership equity in the limited partnership we

may acquire (which equity shall be purchased at the same price and upon the same terms as other equity investors).

acquire equity in the limited partnership for at least $250,000, any excess amounts advanced by us will be reimbursed to us by

the limited partnership without interest.

Through October 3, 2020, we have no advances to the limited partnership.

Miramar, Florida (“Big Daddy’s

Liquors”)

During the fourth quarter

of our fiscal year 2019, we entered into a Lease Agreement with a non-affiliated third party for the lease of a package liquor

store location in a shopping center in Miramar, Florida, directly adjacent to the new non-affiliated restaurant location described

The shopping center is currently in the developmental stage and the Lease Agreement is still contingent upon our receipt

of delivery of the leased premises by August 28, 2021.

The new package liquor store location will be Company-owned.

Any amounts we advance

to the limited partnership will be applied as a credit to limited partnership equity in the limited partnership we may acquire (which

equity shall be purchased at the same price and upon the same terms as other equity investors).

Any excess amounts advanced by us will

be reimbursed to us by the limited partnership without interest.

Subsequent to the end of the third quarter of our fiscal year 2021, we

received notification from the Landlord that it had completed substantially all of the Landlord’s work under the Lease Agreement

and was delivering possession of the leased premises to us.

Miramar, Florida (“Big Daddy’s Wine

During the fourth quarter of our

fiscal year 2019, we entered into a Lease Agreement with a non-affiliated third party, (the “Landlord”), to rent approximately

2,000 square feet of commercial space for a restaurant location in a shopping center at 11225 Miramar Parkway, #245, Miramar, Florida

33024 (Store #24), which shopping center was under construction and where we anticipate opening a new retail package liquor store.

new package liquor store location will be Company-owned.

Subsequent to the end of the third quarter of our fiscal year 2021, we received

notification from the Landlord that it had completed substantially all of the Landlord’s work under the Lease Agreement and was

delivering possession of the leased premises to us.

of Leases for Existing Locations

Pinecrest, Florida

During the second quarter of our

fiscal year 2021, the lease with an unrelated third party for the space located at 11415 S.

Dixie Highway, Pinecrest, Florida (Store #13)

where a limited partnership owned restaurant operates, was extended through January 31, 2031 with one (1) five (5) year renewal option.

The fixed annual rental was reduced by 7½% and the fixed annual rental increases were reduced to 2% from 3% for the first seven (7)

Otherwise the extended lease is on substantially the same terms and conditions, including fixed annual rental increases and continued

percentage rent as existed before the extension.

Surfside, Florida

During the second quarter of our

fiscal year 2021, the lease with an unrelated third party for the space located at 9516 Harding Avenue, Surfside, Florida (Store #60)

where a limited partnership owned restaurant operates was extended through December 31, 2026.

The fixed annual rental increases were increased

from $0.75 per square foot annually to $1.00 per square foot effective January 1, 2022.

Otherwise, the extended lease is on substantially

the same terms and conditions as existed before the extension.

of Leased Premises;

Extension of Lease

Miami, Florida

During the third quarter of our

fiscal year 2021, the lease with an unrelated third party for the space located at 9857 SW 40 th Street, Miami, Florida (Store

#90), where a limited partnership owned restaurant, was amended to add approximately 2,100 square feet to the leased premises and extend

the term of the lease through March 31, 2031, with one (1) five (5) year renewal option.

The fixed annual rental for the expanded leased

premises was increased by $5,000 monthly, with fixed annual rental increases.

Otherwise, the extended lease is on substantially the same

terms and conditions as existed before the expansion and extension.

Re-Financing of Existing Mortgage

During the first quarter

of our fiscal year 2019, our wholly owned subsidiary, Flanigan’s Calusa Center, LLC, re-financed its mortgage with our unrelated

third party lender, increasing the principal amount from $2.72 million to $7.21 million.

The principal balance and all accrued

interest of our existing mortgage matured November 30, 2019.

The re-financed mortgage earns interest at the fixed annual rate of

3.86%, is amortized over twenty (20) years, with equal monthly payments of principal and interest each in the amount of $43,000

and the entire principal balance and all accrued interest due in seven (7) years.

The funds we received from the re-financing of

this mortgage (approximately $4.5 million) will be used for working capital.

Mortgage on Real Property – North

Miami, Florida

During the third quarter of our

fiscal year 2021, we re-financed with an unrelated third party lender, our mortgage loan encumbering the real property and improvements

located at 13105 – 13205 Biscayne Boulevard, North Miami, Florida where our Flanigan’s Seafood Bar and Grill restaurant and

Big Daddy’s Liquors retail package liquor store operate (Store #20), increasing the principal amount borrowed from $1.5 million

to $4.3 million.

We received the net cash proceeds from the refinancing transaction ($2.8 million) shortly after the end of the third

quarter of our fiscal year 2021.

The re-financed mortgage loan earns interest at the fixed annual rate of 3.63%, is amortized over fifteen

(15) years, requires us to pay monthly payments of principal and interest in the amount of $31,129 with the entire principal balance and

all accrued interest due in July 2036.

We intend to use the excess funds we received from the re-financing of this mortgage loan for working

capital purposes.

SUBSEQUENT EVENTS

Menu Price Increases

Effective November 29,

2020 we increased menu prices for our bar offerings to target an increase to our bar revenues of approximately 1.83% annually and

effective December 6, 2020 we increased menu prices for our food offerings to target an increase to our food revenues of approximately

2.45% annually to offset higher food costs and higher overall expenses.

Prior to these increases, we previously raised menu prices

in the third quarter of our fiscal year 2019.

Exercise of Options to Purchase

North Lauderdale, Florida (“Flanigan’s

Seafood Bar and Grill”/”Big Daddy’s Liquors”)

On October 7, 2014, we

entered into an Amendment to Lease Agreement (the “Lease Amendment”) with a non-affiliated third party from whom we

rent approximately 4,600 square feet of commercial space located at 5450 N.

State Road 7, North Lauderdale, Florida where we operate

a combination “Flanigan’s Seafood Bar and Grill”

restaurant and “Big Daddy’s Liquors”

liquor store (Store #40).

The Lease Amendment extended the term of the Lease Agreement until December 31, 2020 and grants us the

option to purchase, (the “Option to Purchase”), the real property and improvements on December 31, 2020 for $1,200,000.

During the fourth quarter of our fiscal year 2020 we exercised the Option to Purchase and closed on the acquisition of

the property on December 31, 2020.

We paid all cash at closing.

Sunrise, Florida (“Flanigan’s

Seafood Bar and Grill”)

During the second quarter

of our fiscal year 2019, we entered into a Lease Agreement (the “Sunrise Lease Agreement”) with a non-affiliated third

party to rent approximately 6,900 square feet of commercial space located at 14301 W.

Sunrise Boulevard, Sunrise, Florida where,

subject to certain conditions, we anticipate opening a new restaurant location.

The Sunrise Lease Agreement grants us an option

to purchase, (the “Option to Purchase”) the real property and improvements by February 28, 2021.

During the third quarter

of our fiscal year 2019, we assigned the Sunrise Lease Agreement, excluding the Option to Purchase, to a newly formed limited partnership.

Subsequent to the end of our fiscal year 2020, we exercised the Option to Purchase and anticipate closing during the second quarter

of our fiscal year 2021.

We intend to pay all cash at closing.

Subsequent to the end of our fiscal

year 2021, we increased menu prices for our food offerings to target an increase to our food revenues of approximately 8.55% annually

and menu prices for our bar offerings to target an increase to our bar revenues of approximately 7.68% annually to offset higher food

and bar costs and higher overall expenses.

of 2 nd PPP Loans

Subsequent to the end of

our fiscal year 2021, application was made and we received forgiveness of the entire amount of principal and accrued interest on the 2 nd

PPP Loans, including the Managed Store.

General Liability Insurance;

Excess Insurance

For the policy

year beginning December 30, 2020, we bound general liability insurance with an unrelated third party insurance carrier which incorporates

a deductible of $10,000 per occurrence for both us and the limited partnerships.

Our insurance carrier is responsible for $1,000,000

coverage per occurrence above our deductible, up to a maximum aggregate of $2,000,000 per year.

We were also able to bind excess

liability insurance at a reasonable premium, whereby our excess insurance carrier is responsible for $10,000,000 coverage above

our primary general liability insurance coverage.

We are uninsured against liability claims in excess of $11,000,000 per occurrence

and in the aggregate.

Certain expenses incurred in defending a claim, including attorney's fees, are a part of our $10,000 deductible.

For the policy year beginning

December 30, 2021, we bound general liability insurance with an unrelated third party insurance carrier which incorporates a deductible

of $10,000 per occurrence for both us and the limited partnerships.

Our insurance carrier is responsible for $1,000,000 coverage per occurrence

above our deductible, up to a maximum aggregate of $2,000,000 per year.

We were also able to bind excess liability insurance at a reasonable

premium, whereby our excess insurance carrier is responsible for $10,000,000 coverage above our primary general liability insurance coverage.

We are uninsured against liability claims in excess of $11,000,000 per occurrence and in the aggregate.

Certain expenses incurred in defending

a claim, including attorney's fees, are a part of our $10,000 deductible.

Property Insurance;

Windstorm Insurance;

For the policy year beginning

December 30, 2020, our property insurance is a one (1) year policy with an unaffiliated third party insurance carrier, including

coverage for properties leased by us and our consolidated limited partnerships, and provides for full insurance coverage for property

losses, including those caused by windstorm, such as a hurricane.

For property losses caused by windstorm, the property insurance

has a fixed deductible of $100,000, plus 5% of all insured losses, per occurrence.

For all other property losses, the property

insurance has deductibles of $10,000 per location, per occurrence.

Financed Insurance Premiums

For the policy year

commencing December 30, 2020, we financed the premises on the following property, general liability, excess liability and

terrorist policies, totaling approximately $1.94 million, which property, general liability, excess liability and terrorist

insurance includes coverage for our franchises which are not included in our consolidated financial statements:

(i) For the policy year

beginning December 30, 2020, our general liability insurance, excluding limited partnerships, is a one (1) year policy with our

insurance carriers.

December 30, 2021, our property insurance is a one (1) year policy with an unaffiliated third party insurance carrier, including coverage

for properties leased by us and our consolidated limited partnerships, and provides for full insurance coverage for property losses, including

those caused by windstorm, such as a hurricane.

For property losses caused by windstorm, the property insurance has a fixed deductible

of $100,000, plus 5% of all insured losses, per occurrence.

For all other property losses, the property insurance has deductibles of $10,000

per location, per occurrence.

Insurance Premiums

For the policy year commencing

December 30, 2021, we financed the premiums on the following property, general liability, excess liability and terrorist policies, totaling

approximately $2.54 million, which property, general liability, excess liability and terrorist insurance includes coverage for our franchises

which are not included in our consolidated financial statements:

policy year beginning December 30, 2021, our general liability insurance, excluding limited partnerships, is a one (1) year policy with

our insurance carriers.

The one (1) year general liability insurance premium is in the amount of $467,000;

the policy year beginning December 30, 2020, our general liability insurance for our limited partnerships is a one (1) year policy

with our insurance carriers.

the policy year beginning December 30, 2021, our general liability insurance for our limited partnerships is a one (1) year policy with

our insurance carriers.

The one (1) year general liability insurance premium is in the amount of $589,000;

3 unchanged sentences

the policy year beginning December 30, 2021, our property insurance is a one (1) year policy.

The one (1) year property insurance

premium is in the amount of $627,000;

the policy year beginning December 30, 2020, our excess liability insurance is a one (1) year policy.

The one (1) year excess liability

insurance premium is in the amount of $443,000;

The one (1) year property insurance premium

is in the amount of $700,000;

policy year beginning December 30, 2021, our excess liability insurance are two (2) one (1) year policies.

The aggregate (1) year excess

liability insurance premiums are in the amount of $576,000;

the policy year beginning December 30, 2021, our terrorist insurance is a one (1) year policy.

The one (1) year terrorist insurance

premium is in the amount of $5,000;

(vii) For the policy year beginning

December 30, 2020, our equipment breakdown insurance is a one (1) year policy.

The one (1) year equipment breakdown insurance premium

The one (1) year terrorist insurance premium

is in the amount of $8,900;

Of the $1,940,000

annual premium amounts, which includes coverage for our franchises which are not included in our consolidated financial statements,

we financed $1,776,000 through an unaffiliated third party lender.

The finance agreement obligates us to repay the amounts financed

together with interest at the rate of 2.45% per annum, over 11 months, with monthly payments of principal and interest, each in

the amount of $164,000.

The finance agreement is secured by a first priority security interest in all insurance policies, all unearned

premium, return premiums, dividend payments and loss payments thereof.

(vii) For the policy year beginning December 30, 2021,

our equipment breakdown insurance is a one (1) year policy.

The one (1) year equipment breakdown insurance premium is in the amount of

Of the $2,542,000 annual

premium amounts, which includes coverage for our franchises which are not included in our consolidated financial statements, we financed

$2,328,000 through an unaffiliated third party lender.

The finance agreement obligates us to repay the amounts financed together with

interest at the rate of 2.55% per annum, over 11 months, with monthly payments of principal and interest, each in the amount of $215,000.

The finance agreement is secured by a first priority security interest in all insurance policies, all unearned premium, return premiums,

dividend payments and loss payments thereof.

Except as otherwise provided

herein, subsequent events have been evaluated through the date these consolidated financial statements were issued and no other

events required disclosure.

herein, subsequent events have been evaluated through the date these consolidated financial statements were issued and no other events

required disclosure.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 2. Properties