This spring, the viral PopUp Bagels debuted as expected, with a line stretching several blocks down Lincoln Avenue for private equity-backed East Coast goods.
Wait times held steady at two-plus-hours nearly all day as customers, including some who’d driven three hours, awaited their chance to rip and dip hot, kettle-boiled bagels in tubs of schmear.
Banking on its product quality and relative novelty, the company is eyeing more than a dozen locations in and around Chicago, reflecting a larger trend of private equity firms betting big on $48-per-dozen artisanal bagels (in PopUp’s case) as the next frontier for expansion.
The nascent chain’s arrival in Chicago comes amid a nationwide premium bagel boom, driven partly by the dominance of breakfast (see flavormaxxing pastries) as consumers pinch pennies elsewhere in their dining budgets. The wave of big money-backed newcomers follows a recent, citywide proliferation of indie bagel shops, whose artisanal products have sought to upend the longheld perception that Chicago just isn’t a bagel town.
As Big Bagel eyes aggressive expansion here, this fiercely independent food city is starting to push back. Is this town — and its clearly growing bagel appetite — big enough for all of them?
“We’re seeing it around the country, this bagel craze,” said Chris Hadermann, PopUp’s Chicago franchisee who is mostly Atlanta-based. “Heck, I’m all for it. I could argue that by having more options, it helps drive the standard for bagels even higher.”
It’s not just Big Bagel’s moment. Recent years have brought a flurry of homegrown indie bagel shops here, from actual pop-ups like Middle Brow’s comically charred, sourdough Beachwater Bagels each Saturday to seven-month-old Dorothy’s Bakery, serving up overnight fermented sourdough bagel sandwiches a 10-minute walk east of Hadermann’s inaugural Chicago site.
There are other locals, too. In Pilsen, Rosca proffers sourdough bagels made from freshly milled wheat berries that it infuses with Mexican-inspired flavors like red mole. South Loop-based Tilly Bagel Shop bakes fluffy, chewy sourdough bagels throughout the morning in two locations. Upmarket delicatessen Zeitlin’s recently added a second Lincoln Park location where it serves pert, springy bagel sandwiches. And if you are fast enough to get your order in at an unspecified time each Tuesday (tip: sign up for the text message service), Holey Dough & Co. will reward you with plump and squishy New York-style bagels.
Gripped, ripped and dipped
PopUp shot to internet fame mid-pandemic when founder Adam Goldberg started slinging hot, whole bagels from his Connecticut home kitchen to be, not sliced but rather, “gripped, ripped and dipped” in cream cheese or soft butter. The investment fund Stripes invested $8 million in 2023, just after Goldberg opened his first brick-and-mortar shop in Manhattan. Since the fund became the majority owner of PopUp with an additional $27 million injection in 2024, PopUp has added 33 locations.
PopUp isn’t the only deep-pocketed newcomer sizing up the Chicago market. An outpost of New York icon H&H opened last year in Fulton Market, a decade after former Wall Street investor Jay Rushin bought the company with national expansion goals. D.C.-based deli Call Your Mother also brought its New York/Montreal-hybrid bagels to Bucktown this spring, after asset management fund Invus bought a majority stake.
Its location, around the corner from kettle-boiled indie stalwart BroBagel, drew the ire of the latter’s cofounder Bill Jacobs, who with his brothers owns Piece Pizzeria and Brewery. By then, commenters on Reddit and TikTok were already taking issue with the prices and “morally questionable” consequences of supporting Big Bagel. Mindy’s Bakery owner Mindy Segal begged to differ, arguing that wherever consumers shop, they’re also “helping give salaries to hourly employees” just trying to pay their bills.
“We landed on Chicago because it’s a great food town and a large, dense area,” said PopUp’s Hadermann, also the co-founder, managing partner and CEO of Southern Proper Hospitality Group. “The amount of outreach from fans was also very, very exciting. The group out of New York kept me posted on inquiries about how badly Chicago needed a new bagel option.”
Whether or not the city has been starved for quality bagels, the hype leading up to PopUp’s debut was palpable. On St. Patrick’s Day, 400 people lined up for free PopUp bagels at a promotional popup at the Guinness Store House. The company declined to share details about its marketing budget or strategy, but Hadermann credited its “social media machine” for fostering a lot of excitement around openings. Influencers @eatwithseth and @artsialexi were offered QR codes to skip the line and retrieve free bagels and limited-edition giardiniera cream cheese, made in collaboration with Portillo’s.
“I had no idea it was going to be bonkers, I just said OK I will try some bagels,” said local food writer and former pizza maker Dennis Lee, who was also invited. “There was a PR lady up front handling us; about two minutes later I had all these bagels.”
On a recent Friday morning, I waited about four minutes before placing my order, amid a steady stream of students, young parents and people in workout clothes.
PopUp’s bagels arrive hot and whole in packs of three, six or 12, plus schmear ($15, $24 or $48). My chubby little everything bagel sported a thin, crackly shell, nice seasoning and a pleasant stretchy-soft interior. Swiping pieces through tangy, vegetal spinach artichoke cream cheese reminded me of my grandpa, who used to slice off individual bagel pieces and slather them with salted butter.
Lee too called the eating experience “a joy,” but noted that the bagels, which are baked throughout the day and served hot, were already somewhat stale by the time he got home. (The company posts explicit reheating instructions on its social media).
“I think the one thing everyone overlooks is that the food at a chain or private equity place can be good, but it’s always overpriced and cookie cutter and yes, crushes mom and pops,” Lee said. “I also don’t want to shame people for liking stuff and being excited. Hype makes you feel good when you’re part of the happy group standing in line.”
He wondered whether bagels command a solid enough following to withstand the whims of the fickle, trend-chasing internet. (Remember gourmet cupcake bakeries?)
Hadermann insists that PopUp is approaching its growth in Chicago slowly, with the hope of maximizing the brand’s opportunity given bagels’ momentum.
“We don’t wanna cannibalize and oversaturate the brand,” he said. “The word I like is optimize. We want to grow around the city and state, but not saturate it with one on every corner.”
Bagels striking enough for a photoshoot
I thought about that comment a few days later, while driving to pick up a half dozen bagels and cream cheese ($25) from Rosca (Spanish for “ring”), the carryout-only spot inside bottled cocktail maker Hoste’s production facility and event space.
Chef and owner Felix Zepeda’s hand-rolled bagels start with hand-ground, locally sourced wheat berries and take three days to make. Featuring a thick crust with satisfying snap and interior chew, they’re liberally seasoned with the flavors that color Zepeda’s native Pilsen and Mexican heritage. Nutty, smoky-sweet red mole infuses the bagel of the same name, which is thickly shellacked with black and white sesame seeds. Mexican everything bursts with savory, pungent cumin, woody Mexican oregano, zesty lime and the warming heat of ancho chile.
The visually striking bagels were neatly arranged in a sliding cardboard box resembling a sneaker box, nodding to another love of Zepeda’s “besides me,” quipped general manager, and Zepeda’s girlfriend, Ariana Cabral. She slid it closed after proffering a tantalizing peek of the ringed edible art therein. I vowed we’d return to try Zepeda’s hibiscus-cured lox as soon as we’d dispatched our half dozen.
I’m less sure when I’ll revisit PopUp, which will no doubt open much closer to my house someday soon.