Ace Sushi Logo

Ace Sushi

Initial Investment Range

$18,275 to $227,650

Franchise Fee

$12,575 to $210,750

Ace Sushi Franchise Corporation grants franchises for the operation of Sushi Bars under the trade name “ACE SUSHI” which offer fresh, healthy, high quality, raw and cooked sushi and other related Asian fusion food products for sale at competitive prices for eat-and-go and carry-out consumption.

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Ace Sushi April 30, 2025 FDD Risk Analysis

Free FDD Library AI Analysis Date: July 16, 2025

DISCLAIMER: Not Legal Advice - For Informational Purposes Only. Consult With Qualified Franchise Professionals.

1

Franchisor Stability Risks

Start Here
Total: 10
3
1
6

Disclosure of Franchisor's Financial Instability

High Risk

Explanation

The franchisor, Ace Sushi Franchise Corporation (Ace Sushi), explicitly warns of its financial condition. Audited financial statements in Exhibit H show zero net income for 2023 and 2024, no retained earnings, and only $50,000 in stockholder's equity. Note 4 reveals all profits are paid to its parent, AMG, as a management fee. Several state addenda require deferral of your initial fees due to this inadequate capitalization, indicating a significant risk to the franchisor's ability to provide support.

Potential Mitigations

  • Your accountant must conduct a thorough review of the franchisor's financial statements, including all footnotes and the relationship with the parent company, AMG.
  • Discuss the implications of the franchisor's low capitalization and reliance on its parent company with your financial advisor.
  • It is crucial for your attorney to confirm the protections offered by any state-mandated fee deferrals or financial assurances.
Citations: Item 21, Exhibit H, "Special Risks to Consider About This Franchise", Exhibit D

High Franchisee Turnover

High Risk

Explanation

The FDD explicitly discloses a high "Turnover Rate" as a special risk. Item 20 data confirms this, showing a very high number of terminations, reacquisitions, and other cessations. In 2024 alone, there were 32 total exits (terminations, reacquisitions, ceased operations) from a starting base of 59 franchised units. This extremely high turnover rate, over 50% in one year, is a critical red flag suggesting potential systemic problems with profitability, support, or the business model itself.

Potential Mitigations

  • With your accountant, you must calculate the annual turnover rates from Item 20 data to understand the scale of the issue.
  • It is essential to contact a significant number of former franchisees from the list in Exhibit G to understand why they left the system.
  • A business advisor should help you assess whether such high turnover indicates a level of risk that is acceptable for your investment.
Citations: Item 20, "Special Risks to Consider About This Franchise"

Rapid System Growth

High Risk

Explanation

Item 20 data indicates very rapid growth, with the number of franchised outlets increasing from 25 to 97 in the last three years. When combined with the franchisor's disclosed financial weakness and extremely high franchisee turnover rate, this rapid expansion suggests the franchisor's support systems could be severely overstretched. This may compromise the quality of training, site support, and operational assistance available to you, despite the fees you pay.

Potential Mitigations

  • A business advisor can help you question the franchisor about their specific plans to scale support infrastructure to match this rapid growth.
  • Inquire with a broad range of existing franchisees about the current quality and responsiveness of the franchisor's support.
  • Your accountant should review the financial statements to determine if the franchisor has the resources to sustain its growth and support obligations.
Citations: Item 20

New/Unproven Franchise System

Low Risk

Explanation

This risk was not identified. Ace Sushi has been offering franchises since June 2005, and its key executives have been with the company or its affiliate for many years. A new or unproven system presents risks because the business model, brand recognition, and support structures are not well-established. While this specific risk is not present, other significant stability risks concerning the franchisor's financial condition and high franchisee turnover have been identified in this report.

Potential Mitigations

  • Your business advisor should still help you evaluate the overall stability of the system, considering all identified risks.
  • An attorney can help you understand the history of the franchisor and its management team as disclosed in Items 1 and 2.
  • Always have an accountant review the franchisor's full financial history to assess its long-term viability.
Citations: Item 1, Item 2

Possible Fad Business

Low Risk

Explanation

This risk was not identified. The business model is centered on selling sushi and related Asian food items, which is a well-established and mainstream food category in the U.S. market rather than a temporary fad. A fad business carries the risk that consumer interest may decline quickly, potentially leaving you with a worthless investment long before your franchise agreement expires.

Potential Mitigations

  • It is still wise to conduct independent market research with a business advisor to assess long-term consumer demand in your specific area.
  • Your accountant can help you evaluate the business model's resilience to economic shifts and changing consumer tastes.
  • Review the franchisor's plans for product innovation and system development in Item 11 with your attorney.
Citations: Not applicable

Inexperienced Management

Low Risk

Explanation

This risk was not identified. The executive team disclosed in Item 2 has significant, long-term experience with Ace Sushi and its affiliate, Asiana Management Group, Inc., with some executives having been involved since the 1990s. Inexperienced management can be a risk because it may lead to poor strategic decisions and inadequate support for franchisees. However, based on the FDD, the leadership appears to have substantial experience in this specific industry.

Potential Mitigations

  • Engaging a business advisor to review the qualifications of the management team in Item 2 is always a prudent step.
  • It is advisable to speak with current franchisees to gauge their opinion of the management team's competence and support.
  • Your attorney can help you understand the roles and history of the key personnel disclosed.
Citations: Item 2

Private Equity Ownership

Low Risk

Explanation

This risk was not identified. Item 1 indicates the franchisor is a wholly owned subsidiary of Asiana Management Group, Inc., and does not suggest ownership by a private equity firm. Private equity ownership can sometimes lead to a focus on short-term profits and a quick resale of the franchise system, which may not align with the long-term interests of franchisees.

Potential Mitigations

  • Your attorney can help you research the ownership structure of the franchisor and its parent company to confirm there is no private equity involvement.
  • A discussion with your business advisor can help you understand the potential impacts of different ownership structures on a franchise system.
  • Always ask the franchisor about any anticipated changes in ownership.
Citations: Not applicable

Non-Disclosure of Parent Company

Low Risk

Explanation

This risk was not identified. The FDD clearly discloses the parent company, Asiana Management Group, Inc. (AMG), in Item 1. However, the financials for AMG are not provided, which can obscure the overall financial health of the combined enterprise. The risk of non-disclosure is that a financially weak or controlling parent company's influence is hidden from prospective franchisees.

Potential Mitigations

  • Your accountant should analyze the disclosed relationship between the franchisor and its parent company, including the management fee arrangement.
  • A business advisor can help you assess the potential risks of the franchisor being financially dependent on its parent.
  • An attorney should review the FDD to ensure all required disclosures regarding the parent company have been made.
Citations: Item 1, Item 21

Predecessor History Issues

Low Risk

Explanation

This risk was not identified. Item 1 of the FDD states that the franchisor, Ace Sushi, has no predecessors. When a franchisor has predecessors, it is important to scrutinize their history for issues like bankruptcy, litigation, or high franchisee turnover, as these can indicate underlying problems with the business model that may have been inherited by the current franchisor.

Potential Mitigations

  • It is always a good practice for your attorney to review Item 1 carefully to confirm the franchisor's corporate history and identify any predecessors.
  • A discussion with your business advisor about the franchisor's history can provide context for its current operations.
  • Your accountant should review financial statements to ensure they align with the stated corporate history.
Citations: Item 1

Pattern of Litigation

Medium Risk

Explanation

Item 3 discloses that between 2005 and 2006, the franchisor or its affiliate entered into consent orders with four states (MD, RI, VA, WA) for violating franchise laws, primarily by selling franchises without being properly registered. While these events are historical, they represent a past pattern of regulatory non-compliance. A more recent small claims case from 2021 was settled. This history, particularly the early regulatory issues, could indicate risks related to the franchisor's compliance practices.

Potential Mitigations

  • Your attorney must review the details of all past and pending litigation disclosed in Item 3 to assess their potential impact.
  • Discuss the franchisor's past regulatory issues with your attorney to understand their seriousness and any subsequent changes in compliance.
  • Ask the franchisor to explain the circumstances surrounding these past events and the steps taken to prevent recurrence.
Citations: Item 3
2

Disclosure & Representation Risks

Total: 15
3
1
11

Example Risk: Franchisee Financial Obligations

Blue Risk

Explanation

This risk involves the financial obligations that a franchisee must meet, including initial fees, ongoing royalties, and other required payments. Understanding these obligations is crucial for long-term success.

Potential Mitigations

  • Carefully review the Franchise Disclosure Document (FDD) and consult with a franchise attorney to fully understand all financial commitments before signing.
  • Conduct regular risk assessments
  • Implement monitoring and reporting systems

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3

Financial & Fee Risks

Total: 10
4
4
2

Example Risk: Franchisee Financial Obligations

Blue Risk

Explanation

This risk involves the financial obligations that a franchisee must meet, including initial fees, ongoing royalties, and other required payments. Understanding these obligations is crucial for long-term success.

Potential Mitigations

  • Carefully review the Franchise Disclosure Document (FDD) and consult with a franchise attorney to fully understand all financial commitments before signing.
  • Conduct regular risk assessments
  • Implement monitoring and reporting systems

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4

Legal & Contract Risks

Total: 16
8
2
6

Example Risk: Franchisee Financial Obligations

Blue Risk

Explanation

This risk involves the financial obligations that a franchisee must meet, including initial fees, ongoing royalties, and other required payments. Understanding these obligations is crucial for long-term success.

Potential Mitigations

  • Carefully review the Franchise Disclosure Document (FDD) and consult with a franchise attorney to fully understand all financial commitments before signing.
  • Conduct regular risk assessments
  • Implement monitoring and reporting systems

Unlock Full Risk Analysis

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5

Territory & Competition Risks

Total: 5
2
1
2

Example Risk: Franchisee Financial Obligations

Blue Risk

Explanation

This risk involves the financial obligations that a franchisee must meet, including initial fees, ongoing royalties, and other required payments. Understanding these obligations is crucial for long-term success.

Potential Mitigations

  • Carefully review the Franchise Disclosure Document (FDD) and consult with a franchise attorney to fully understand all financial commitments before signing.
  • Conduct regular risk assessments
  • Implement monitoring and reporting systems

Unlock Full Risk Analysis

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6

Regulatory & Compliance Risks

Total: 10
5
4
1

Example Risk: Franchisee Financial Obligations

Blue Risk

Explanation

This risk involves the financial obligations that a franchisee must meet, including initial fees, ongoing royalties, and other required payments. Understanding these obligations is crucial for long-term success.

Potential Mitigations

  • Carefully review the Franchise Disclosure Document (FDD) and consult with a franchise attorney to fully understand all financial commitments before signing.
  • Conduct regular risk assessments
  • Implement monitoring and reporting systems

Unlock Full Risk Analysis

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7

Franchisor Support Risks

Total: 4
2
1
1

Example Risk: Franchisee Financial Obligations

Blue Risk

Explanation

This risk involves the financial obligations that a franchisee must meet, including initial fees, ongoing royalties, and other required payments. Understanding these obligations is crucial for long-term success.

Potential Mitigations

  • Carefully review the Franchise Disclosure Document (FDD) and consult with a franchise attorney to fully understand all financial commitments before signing.
  • Conduct regular risk assessments
  • Implement monitoring and reporting systems

Unlock Full Risk Analysis

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8

Operational Control Risks

Total: 12
5
6
1

Example Risk: Franchisee Financial Obligations

Blue Risk

Explanation

This risk involves the financial obligations that a franchisee must meet, including initial fees, ongoing royalties, and other required payments. Understanding these obligations is crucial for long-term success.

Potential Mitigations

  • Carefully review the Franchise Disclosure Document (FDD) and consult with a franchise attorney to fully understand all financial commitments before signing.
  • Conduct regular risk assessments
  • Implement monitoring and reporting systems

Unlock Full Risk Analysis

Purchase the complete risk review to see all 102 risks across all 10 categories.

9

Term & Exit Risks

Total: 18
12
4
2

Example Risk: Franchisee Financial Obligations

Blue Risk

Explanation

This risk involves the financial obligations that a franchisee must meet, including initial fees, ongoing royalties, and other required payments. Understanding these obligations is crucial for long-term success.

Potential Mitigations

  • Carefully review the Franchise Disclosure Document (FDD) and consult with a franchise attorney to fully understand all financial commitments before signing.
  • Conduct regular risk assessments
  • Implement monitoring and reporting systems

Unlock Full Risk Analysis

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10

Miscellaneous Risks

Total: 2
2
0
0

Example Risk: Franchisee Financial Obligations

Blue Risk

Explanation

This risk involves the financial obligations that a franchisee must meet, including initial fees, ongoing royalties, and other required payments. Understanding these obligations is crucial for long-term success.

Potential Mitigations

  • Carefully review the Franchise Disclosure Document (FDD) and consult with a franchise attorney to fully understand all financial commitments before signing.
  • Conduct regular risk assessments
  • Implement monitoring and reporting systems

Unlock Full Risk Analysis

Purchase the complete risk review to see all 102 risks across all 10 categories.