mynth
← DATABASE
10/2025

POTBELLY CORPORATION acquired by RACETRAC

UNITED STATES Hospitality & Leisure / Hospitality / Restaurants / Chains EV 500M - 1.5b USD

Context

RaceTrac completed the acquisition of Potbelly Corporation on October 2025. The purchase gives RaceTrac full control of Potbelly’s 445+ sandwich shops, its franchise‑development pipeline, and its proven franchisee‑partner network, while RaceTrac pledges to preserve the Potbelly brand and its operational model. The integration is designed to capture synergies across real‑estate selection, franchising best practices, food innovation, operations and marketing, with Potbelly adding a fast‑casual, made‑to‑order foodservice platform to RaceTrac’s convenience and fuel network and reinforcing the group’s move toward more frequent, higher‑ticket food‑driven visits. Adam Noyes, formerly COO of Potbelly, was appointed President of the Potbelly brand under RaceTrac, while CEO Bob Wright remained in place through the end of 2025 to ensure continuity. The transaction was financed through RaceTrac’s balance sheet and debt facilities, with BofA Securities and Kilpatrick Townsend & Stockton advising on the buy‑side and Piper Sandler and Kirkland & Ellis on the sell‑side, marking a significant expansion of RaceTrac’s consumer‑facing portfolio and signaling continued consolidation at the intersection of convenience retail and fast‑casual dining.

POTBELLY CORPORATION, which reported an EBITDA margin of in 2024, is valued in this transaction at an EV/EBITDA multiple of , representing a to the average currently observed in the Retail & Consumer sector (10.6x).

-> Deep-dive in Retail & Consumer market trends

Target

Potbelly Corporation is a U.S. fast‑casual restaurant chain operating a network of neighborhood sandwich shops known for warm, toasty sandwiches, signature salads, and hand‑dipped milkshakes, founded in 1977 in Chicago. The brand has grown from a single shop into a nationwide chain with more than 445 company‑owned and franchise‑owned locations across the United States, including over 100 franchised sites, and a long‑term ambition to reach 2,000 shops. Potbelly differentiates itself through a “Fresh, Fast & Friendly” service ethos, an in‑store experience tailored to each local neighborhood, and a menu built around customizable, made‑to‑order food that leans toward homestyle comfort and indulgence rather than pure health‑focus. The chain has strong unit economics, with about 76% of its locations exceeding $1 million in annual unit volume by 2024, reflecting solid traffic, ticket size, and brand pull in suburban and urban trade areas.

Ent. Value

Equity Value

Multiples

EV / Revenue

EV / EBITDA

EV / EBIT

Historical Financials (USD)

Year
Rev
EBITDA
EBIT
2024
2023

Similar deals in Hospitality & Leisure

List of similar M&A transactions (Date, Acquirer, Target, Country, Sub-sector)
DateAcquirerTargetCountrySector
12/2025B & CAPITALGROUPE PARTIR-VISITEURS (GPV)FRANCETour Operators
12/2025YADAV ENTERPRISESDEL TACO HOLDINGSUNITED STATESRestaurants / Chains
10/2025BPIFRANCE / BRED BANQUE POPULAIREERIGEA LOISIRSFRANCELeisure Facilities
09/2025MCWIN CAPITAL PARTNERSFLAT IRONUNITED KINGDOMRestaurants / Chains
09/2025RHONE CAPITALFREDDY’SUNITED STATESRestaurants / Chains
08/2025L’OSTERIAPIZZA PILGRIMSUNITED KINGDOMRestaurants / Chains
08/2025MONTEFIORE INVESTMENT / CERES INDUSTRIES CAPITAL / CFJ (COMPAGNIE FINANCIÈRE JOUSSET)KARAVELFRANCETour Operators
08/2025FREEMAN SPOGLIPHILZ COFFEEUNITED STATESRestaurants / Chains
04/2025LEONARD GREEN & PARTNERSCRUNCH FITNESSUNITED STATESHospitality
03/2025ADIAEUROPEAN CAMPING GROUP (ECG)FRANCEHotels & Accommodation

REFERENCES

Valuation range: EV 500M - 1.5b USD

Revenue range: 250M - 500M USD

EBITDA range: 25M - 50M USD

Note: This page provides detailed data on a private equity M&A transaction. Detailed and exact financial metrics for the acquisition of POTBELLY CORPORATION by RACETRAC are reserved for mynth community members. Register for free to unlock full data.

Authors: This transaction was contributed by a verified mynth contributor and cross-checked against available transaction documents and official company communications.

Press release: view release

Target: potbelly corporation

Acquirer: racetrac