Biglari Holdings (BHA) Registration filing summary

Company overview and business model

• Operates as a holding company with subsidiaries in insurance, media, restaurants, and oil & gas sectors.

• Largest subsidiaries focus on franchising and operating restaurants.

• Management structure features decentralized operations with centralized financial decision-making.

• Chairman and CEO Sardar Biglari holds approximately 74.7% of voting interest as of January 15, 2026.

• Wholly owned subsidiaries include Steak n Shake, Western Sizzlin, First Guard Insurance, Maxim, Southern Pioneer, Biglari Reinsurance, Southern Oil, and Abraxas Petroleum.

Financial performance and metrics

• Book value per Class A equivalent share was $2,244.26 as of September 30, 2025.

• Management believes intrinsic value per share exceeds book value.

• Classified as a "smaller reporting company" with reduced disclosure requirements.

Use of proceeds and capital allocation

• Net proceeds will be used to create a strategic reserve to support business and investment activities.

• Funds may be allocated for acquisitions, augmenting insurance subsidiary capital, or general corporate purposes.

• Management retains broad discretion over allocation of proceeds.