Cosi Announces Filing of Registration Statement for Proposed Rights Offering.

Business Editors

NEW YORK--(BUSINESS WIRE)--Aug. 6, 2003

Cosi, Inc. (NASDAQ: COSI) announced today that it has filed with the Securities and Exchange Commission (SEC) a registration statement relating to a rights offering that it anticipates making to existing holders of the Company's common stock. The Company will not commence the rights offering until the registration statement is declared effective by the SEC and certain other conditions are satisfied, including the receipt of stockholder approvals relating to the rights offering at the Company's annual meeting of shareholders.

Pursuant to the rights offering, each stockholder will receive one right for each share held on the record date. Each right will allow a stockholder to purchase a number of shares of common stock having a value equal to an aggregate of $0.6776, at a purchase price per share equal to the lesser of $1.50 or 85% of the weighted average price per share of Cosi common stock for the fifteen trading day period ending three trading days before the expiration date of the rights offering. The record date for the offering and the expiration date of the offering will be announced at a later date.

Several of the Company's shareholders, including Eric J. Gleacher, Charles G. Phillips, LJCB Nominees Pty Ltd. and ZAM Holdings, L.P., have indicated that they will provide funding support to the Company in an aggregate amount up to $8.5 million, pursuant to an Investment Agreement entered into in connection with the proposed rights offering.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

About Cosi

Cosi restaurants are all-day cafes that feature signature bread and coffee products in a unique environment that changes throughout the day. Cosi offers breakfast, lunch, afternoon coffee, dinner and dessert menus full of creative, cravable foods and beverages. Cosi has developed featured foods that are built around a secret, generations-old recipe for crackly crust flatbread. These products are freshly baked in front of customers throughout the day in open flame stone hearth ovens prominently located in each of the restaurants. There are 94 Cosi locations in eleven states and the District of Columbia.

SAFE HARBOR" STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.

This press release contains statements that constitute forward-looking statements under the federal securities laws. Forward-looking statements are statements about future events and expectations and not statements of historical fact. The words "believe," "may," "will," "should," "anticipate," "estimate," "expect," "intend," "objective," "seek," "plan," "strive," or similar words, or negatives of these words, identify forward-looking statements. We qualify any forward-looking statements entirely by these cautionary factors. Forward-looking statements are based on management's beliefs, assumptions and expectations of our future economic performance, taking into account the information currently available to management. Forward-looking statements involve risks and uncertainties that may cause our actual results, performance or financial condition to differ materially from the expectations of future results, performance or financial condition we express or imply in any forward-looking statements. Factors that could contribute to these differences include, but are not limited to: the cost of our principal food products; fluctuations in our quarterly results; labor shortages or increased labor costs; the rate of our internal growth, and our ability to generate increased revenue from existing restaurants; our ability to generate positive cash flow from operations; increased government regulation; changes in consumer preferences and demographic trends; supply and delivery shortages or interruptions; increasing competition in the fast casual dining segment of the restaurant industry; market saturation due to new restaurant openings; expansion into new markets; inadequate protection of our intellectual property; our ability to effectively manage our business with a reduced general and administrative staff; our ability to incorporate a franchising and area development model into our strategy; adverse weather conditions which impact customer traffic at our restaurants; the availability and cost of additional financing, both to fund our existing operations and to grow and open new restaurants; the availability and cost of additional financing, both to fund our existing operations and to grow and open new restaurants; and adverse economic conditions. Further information regarding factors that could affect our results and the statements made herein are included in our filings with the Securities and Exchange Commission.