Atlanta-based convenience store operator RaceTrac has agreed to acquire fast-casual sandwich chain Potbelly Sandwich Works in an all-cash transaction valued at approximately $566 million. The deal is expected to close in the fourth quarter of 2025, pending regulatory approvals and other closing conditions, according to Potbelly.
Ambitious growth plan
Potbelly, founded in Chicago in 1977, ranked # 336 on the 2025 Franchise 500 and currently operates about 445 locations across the United States, with a mix of company-owned and franchised units. Under the new ownership, the brand has set its sights on a much larger footprint, with ambitions of growing to 2,000 stores nationwide. In recent years, Potbelly has worked to modernize its operations through updated menu items, refreshed store designs, stronger digital ordering channels and investments in operations and support systems.
RaceTrac, a family-owned business, operates more than 800 RaceTrac and RaceWay convenience stores across 14 states, in addition to approximately 1,200 Gulf-branded sites it acquired in 2023. The company has emphasized that Potbelly will keep its distinct identity after the purchase, while benefiting from RaceTrac’s experience in real estate, marketing and food innovation.
Why RaceTrac is making this move
For RaceTrac, the acquisition marks a strategic push deeper into food service. Convenience retailers have increasingly looked beyond fuel sales and packaged goods, recognizing that prepared food and beverages deliver stronger margins and customer loyalty. By adding a recognizable restaurant brand, RaceTrac can diversify its revenue, attract new customers and compete with other convenience chains that have leaned into fresh food.
Potbelly brings a well-known national name and a menu that fits neatly into RaceTrac’s existing retail footprint. It also provides a franchising platform that RaceTrac can leverage to grow outside its traditional Southeast U.S. stronghold. The company has already shown an appetite for expansion with its 2023 Gulf acquisition, and Potbelly gives it another avenue for growth at a time when scale and brand recognition are critical in the quick-service segment.
A broader trend
The agreement is the latest in a series of major moves reshaping the sandwich and fast-casual franchise landscape. In 2024, private equity giant Blackstone acquired a majority stake in Jersey Mike’s in a deal estimated at roughly $8 billion, including debt.
Also in 2024, Roark Capital purchased Subway, one of the world’s largest restaurant chains by unit count, in a deal worth nearly $10 billion.
And in 2021, Restaurant Brands International (the parent company of Burger King, Tim Hortons and Popeyes) purchased Firehouse Subs for $1 billion.
Taken together, these transactions highlight a clear trend: Established but evolving restaurant brands are becoming attractive targets for large investors and strategic buyers. The Potbelly-RaceTrac deal adds a new dimension, as it marks not another private equity purchase but a convenience retailer moving deeper into the restaurant business — a signal that new types of buyers may increasingly shape the future of franchising.
