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Exhibit 99.1
Driven Brands Holdings Inc. Reports Second Quarter Results
—Revenue increased 19% powered by 8% same-store sales growth and 7% net store growth—
—Net Income increased to $38 million vs a Net Loss of $57 million in prior year—
— Adjusted EBITDA1 increased 12% to $151 million—
—Updates Full Year 2023 Guidance—
Charlotte, N.C. (August 2, 2023) - Driven Brands Holdings Inc. (NASDAQ: DRVN) (“Driven Brands” or the “Company”) today reported financial results for the second quarter ended July 1, 2023.
For the second quarter, Driven Brands delivered revenue of $606.9 million, up 19 percent versus the prior year. System-wide sales were $1.7 billion, up 18 percent versus the prior year driven by 8 percent same-store sales growth and 7 percent net store growth. The company added 74 new stores in the quarter.
Net Income increased to $37.7 million or $0.22 per diluted share versus a Net Loss in the prior year. Adjusted Net Income1 decreased 18 percent to $49.1 million or $0.29 per diluted share1, and Adjusted EBITDA1 increased 12 percent to $151.0 million. Cash provided by operating activities for the six months ended July 1, 2023, was $114.6 million compared to $75.4 million in the prior year.
“The power of our portfolio approach continues to be evident, as our needs-based businesses helped us deliver a solid quarter despite the performance of our Car Wash segment, which has been impacted by softer consumer demand, and our U.S. glass business, which has been impacted by integration delays. While we continued to deliver positive same-store sales growth and net store growth in both the quarter and the first half, we are updating our full-year guidance to reflect these weaker than anticipated performances,” said Jonathan Fitzpatrick, President and Chief Executive Officer. “I remain confident in Driven’s mid- and long-term strategy and in achieving our long-term Adjusted EBITDA target of at least $850 million by the end of 2026.”
Second Quarter 2023 Key Performance Indicators by Segment
| System-wide Sales (in millions) |
Store Count | Same-Store Sales |
Revenue (in millions) |
Segment Adjusted EBITDA1 (in millions) |
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| Maintenance |
$ | 484.6 | 1,694 | 10.2 | % | $ | 242.3 | $ | 85.8 | |||||||||||
| Car Wash |
163.2 | 1,131 | (4.0 | )% | 164.8 | 43.3 | ||||||||||||||
| Paint, Collision & Glass |
892.5 | 1,905 | 12.2 | % | 133.2 | 41.2 | ||||||||||||||
| Platform Services |
118.7 | 208 | (11.3 | )% | 57.3 | 22.5 | ||||||||||||||
| Corporate / Other |
N/A | N/A | N/A | 9.3 | ||||||||||||||||
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| Total |
$ | 1,659.0 | 4,938 | 7.6 | % | $ | 606.9 | |||||||||||||
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1
Capital and Liquidity
The Company ended the second quarter with total liquidity of $492.6 million consisting of $212.1 million in cash and cash equivalents, and $280.5 million of undrawn capacity on its variable funding securitization senior notes and revolving credit facility. This does not include the additional $135.0 million Series 2022 Class A-1 Notes that expand its variable funding note borrowing capacity when the Company elects to exercise it, assuming certain conditions continue to be met.
Fiscal Year 2023 Guidance
Based on weaker than anticipated performance in the Car Wash segment and U.S. glass business, the Company is updating its guidance for fiscal year 2023.
| Prior Guidance | Updated Guidance | |||||||
| Revenue |
$ | 2.35 billion | $ | 2.30 billion | ||||
| Adjusted EBITDA1 |
$ | 590 million | $ | 535 million | ||||
| Adjusted EPS1 |
$ | 1.21 | $ | 0.92 | ||||
Note: The Company has not included future M&A in its guidance for fiscal year 2023.
| 1 | Adjusted EBITDA, Adjusted Net Income and Adjusted EPS are non-GAAP financial measures. See “Reconciliation of Non-GAAP Financial Measures” for additional information on non-GAAP financial measures and a reconciliation to the most comparable GAAP measures. Forward-looking estimates of Adjusted EBITDA and Adjusted EPS are made in a manner consistent with the relevant definitions and assumptions noted herein. |
2
Conference Call
Driven Brands will host a conference call to discuss second quarter 2023 results today, Wednesday, August 2, 2023, at 8:30am ET. The call will be available by webcast and can be accessed by visiting Driven Brands’ Investor Relations website at investors.drivenbrands.com. A replay of the call will be available until October 31, 2023.
About Driven Brands
Driven Brands™, headquartered in Charlotte, NC, is the largest automotive services company in North America, providing a range of consumer and commercial automotive needs, including paint, collision, glass, vehicle repair, oil change, maintenance and car wash. Driven Brands is the parent company of some of North America’s leading automotive service businesses including Take 5 Oil Change®, Take 5 Car Wash®, Meineke Car Care Centers®, Maaco®, 1-800-Radiator & A/C®, Auto Glass Now®, and CARSTAR®. Driven Brands has more than 4,900 locations across 14 countries, and services over 70 million vehicles annually. Driven Brands’ network generates approximately $2.2 billion in annual revenue from more than $6.1 billion in system-wide sales.
Disclosure Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “likely,” “may,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in each case, their negative or other various or comparable terminology. All statements other than statements of historical facts contained in this press release, including statements regarding our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans, objectives of management, and expected market growth are forward-looking statements. In particular, forward-looking statements include, among other things, statements relating to: (i) our strategy, outlook and growth prospects; (ii) our operational and financial targets and dividend policy; (iii) general economic trends and trends in the industry and markets; and (iv) the competitive environment in which we operate. Forward-looking statements are not based on historical facts but instead represent our current expectations and assumptions regarding our business, the economy and other future conditions, and involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements. It is not possible to predict or identify all such risks. These
3
risks include, but are not limited to, the risk factors that are described under the section titled “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 and in our other filings with the Securities and Exchange Commission, which are available on its website at www.sec.gov. Given these uncertainties, you should not place undue reliance on these forward-looking statements.
Forward-looking statements represent our estimates and assumptions only as of the date on which they are made, and we undertake no obligation to update or review publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Contacts
Shareholder/Analyst inquiries:
Dawn Francfort
ICR, Inc.
investors@drivenbrands.com
(203) 682-8200
Media inquiries:
Taylor Blanchard
taylor.blanchard@drivenbrands.com
(704) 644-8129
4
DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
| Three months ended | Six months ended | |||||||||||||||
| (in thousands, except per share amounts) | July 1, 2023 | June 25, 2022 | July 1, 2023 | June 25, 2022 | ||||||||||||
| Revenue: |
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| Franchise royalties and fees |
$ | 49,805 | $ | 44,850 | $ | 93,320 | $ | 82,738 | ||||||||
| Company-operated store sales |
394,578 | 323,885 | 770,644 | 616,276 | ||||||||||||
| Independently-operated store sales |
61,533 | 54,942 | 114,065 | 118,031 | ||||||||||||
| Advertising contributions |
24,749 | 22,091 | 46,426 | 41,789 | ||||||||||||
| Supply and other revenue |
76,186 | 62,856 | 144,863 | 118,113 | ||||||||||||
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| Total revenue |
606,851 | 508,624 | 1,169,318 | 976,947 | ||||||||||||
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| Operating expenses: |
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| Company-operated store expenses |
257,040 | 192,939 | 500,449 | 370,806 | ||||||||||||
| Independently-operated store expenses |
31,958 | 28,843 | 61,322 | 62,142 | ||||||||||||
| Advertising expenses |
24,749 | 22,091 | 46,426 | 41,789 | ||||||||||||
| Supply and other expenses |
42,106 | 35,800 | 79,372 | 68,574 | ||||||||||||
| Selling, general and administrative expenses |
96,815 | 97,977 | 209,143 | 190,197 | ||||||||||||
| Acquisition costs |
3,750 | 3,338 | 5,597 | 7,656 | ||||||||||||
| Store opening costs |
1,377 | 666 | 2,402 | 1,172 | ||||||||||||
| Depreciation and amortization |
45,419 | 38,087 | 83,617 | 71,110 | ||||||||||||
| Trade name impairment |
— | 125,450 | — | 125,450 | ||||||||||||
| Asset impairment charges and lease terminations |
6,044 | (882 | ) | 6,211 | 16 | |||||||||||
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| Total operating expenses |
509,258 | 544,309 | 994,539 | 938,912 | ||||||||||||
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| Operating income (loss) |
97,593 | (35,685 | ) | 174,779 | 38,035 | |||||||||||
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| Other expenses, net: |
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| Interest expense, net |
40,871 | 26,270 | 79,012 | 51,623 | ||||||||||||
| (Gain) loss on foreign currency transactions, net |
(1,302 | ) | 13,937 | (2,977 | ) | 14,908 | ||||||||||
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| Total other expenses, net |
39,569 | 40,207 | 76,035 | 66,531 | ||||||||||||
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| Net income (loss) before taxes |
58,024 | (75,892 | ) | 98,744 | (28,496 | ) | ||||||||||
| Income tax expense |
20,275 | (18,848 | ) | 31,246 | (5,880 | ) | ||||||||||
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| Net income (loss) |
37,749 | (57,044 | ) | 67,498 | (22,616 | ) | ||||||||||
| Net income (loss) attributable to non-controlling interests |
— | — | — | (15 | ) | |||||||||||
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| Net income (loss) attributable to Driven Brands Holdings Inc. |
$ | 37,749 | $ | (57,044 | ) | $ | 67,498 | $ | (22,601 | ) | ||||||
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| Earnings (loss) per share: |
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| Basic |
$ | 0.23 | $ | (0.34 | ) | $ | 0.41 | $ | (0.14 | ) | ||||||
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| Diluted |
$ | 0.22 | $ | (0.34 | ) | $ | 0.40 | $ | (0.14 | ) | ||||||
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| Weighted average shares outstanding: |
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| Basic |
162,911 | 162,781 | 162,848 | 162,772 | ||||||||||||
| Diluted |
166,888 | 162,781 | 166,882 | 162,772 | ||||||||||||
5
DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
| (in thousands, except share and per share amounts) | July 1, 2023 | December 31, 2022 | ||||||
| Assets |
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| Current assets: |
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| Cash and cash equivalents |
$ | 212,123 | $ | 227,110 | ||||
| Restricted cash |
657 | 792 | ||||||
| Accounts and notes receivable, net |
200,377 | 179,888 | ||||||
| Inventory |
83,036 | 72,040 | ||||||
| Prepaid and other assets |
52,353 | 40,084 | ||||||
| Income tax receivable |
14,344 | 15,075 | ||||||
| Advertising fund assets, restricted |
51,210 | 36,421 | ||||||
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| Total current assets |
614,100 | 571,410 | ||||||
| Other assets |
36,923 | 30,561 | ||||||
| Property and equipment, net |
1,677,804 | 1,545,738 | ||||||
| Operating lease right-of-use assets |
1,449,708 | 1,299,189 | ||||||
| Deferred commissions |
6,400 | 7,121 | ||||||
| Intangibles, net |
755,990 | 765,903 | ||||||
| Goodwill |
2,299,953 | 2,277,065 | ||||||
| Deferred tax assets |
3,030 | 2,911 | ||||||
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| Total assets |
$ | 6,843,908 | $ | 6,499,898 | ||||
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| Liabilities and shareholders’ equity |
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| Current liabilities: |
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| Accounts payable |
$ | 81,751 | $ | 60,606 | ||||
| Accrued expenses and other liabilities |
311,352 | 317,318 | ||||||
| Income tax payable |
3,145 | 4,454 | ||||||
| Current portion of long-term debt |
32,044 | 32,986 | ||||||
| Income tax receivable liability |
53,781 | 53,328 | ||||||
| Advertising fund liabilities |
36,910 | 36,726 | ||||||
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| Total current liabilities |
518,983 | 505,418 | ||||||
| Long-term debt |
2,779,511 | 2,705,281 | ||||||
| Deferred tax liabilities |
297,884 | 276,749 | ||||||
| Operating lease liabilities |
1,320,670 | 1,177,501 | ||||||
| Income tax receivable liability |
117,915 | 117,915 | ||||||
| Deferred revenue |
31,132 | 30,046 | ||||||
| Long-term accrued expenses and other liabilities |
30,155 | 33,419 | ||||||
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| Total liabilities |
5,096,250 | 4,846,329 | ||||||
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| Preferred Stock $0.01 par value; 100,000,000 shares authorized; none issued or outstanding |
— | — | ||||||
| Common stock, $0.01 par value, 900,000,000 shares authorized: and 167,366,561 and 167,404,047 shares outstanding; respectively |
1,674 | 1,674 | ||||||
| Additional paid-in capital |
1,637,945 | 1,628,904 | ||||||
| Retained earnings |
152,293 | 84,795 | ||||||
| Accumulated other comprehensive loss |
(44,898 | ) | (62,435 | ) | ||||
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| Total shareholders’ equity attributable to Driven Brands Holdings Inc. |
1,747,014 | 1,652,938 | ||||||
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| Non-controlling interests |
644 | 631 | ||||||
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| Total shareholders’ equity |
1,747,658 | 1,653,569 | ||||||
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| Total liabilities and shareholders’ equity |
$ | 6,843,908 | $ | 6,499,898 | ||||
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6
DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
| Six Months Ended | ||||||||
| (in thousands) | July 1, 2023 | June 25, 2022 | ||||||
| Net income (loss) |
$ | 67,498 | $ | (22,616 | ) | |||
| Adjustments to reconcile net income to net cash provided by operating activities: |
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| Depreciation and amortization |
83,617 | 71,110 | ||||||
| Trade name impairment |
— | 125,450 | ||||||
| Equity-based compensation expense |
7,049 | 6,851 | ||||||
| (Gain) loss on foreign denominated transactions |
(1,723 | ) | 14,908 | |||||
| (Gain) loss on foreign currency derivatives |
(1,254 | ) | — | |||||
| Loss (gain) on sale of businesses, fixed assets, and sale-leaseback transactions |
(12,230 | ) | (9,059 | ) | ||||
| Amortization of interest rate hedge |
(1,039 | ) | — | |||||
| Bad debt expense |
602 | 936 | ||||||
| Asset impairment costs |
6,211 | 16 | ||||||
| Amortization of deferred financing costs and bond discounts |
4,343 | 4,565 | ||||||
| Provision (benefit) for deferred income taxes |
18,812 | (31,908 | ) | |||||
| Other, net |
9,641 | 9,681 | ||||||
| Changes in assets and liabilities, net of acquisitions: |
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| Accounts and notes receivable, net |
(30,373 | ) | (59,579 | ) | ||||
| Inventory |
(11,108 | ) | (6,899 | ) | ||||
| Prepaid and other assets |
(7,894 | ) | (19,082 | ) | ||||
| Advertising fund assets and liabilities, restricted |
(8,768 | ) | (1,321 | ) | ||||
| Other Assets |
(25,456 | ) | (1,882 | ) | ||||
| Deferred commissions |
330 | (178 | ) | |||||
| Deferred revenue |
1,585 | 497 | ||||||
| Accounts payable |
16,231 | 20,209 | ||||||
| Accrued expenses and other liabilities |
(1,171 | ) | (45,950 | ) | ||||
| Income tax receivable |
(320 | ) | 19,640 | |||||
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| Cash provided by operating activities |
114,583 | 75,389 | ||||||
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| Cash flows from investing activities: |
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| Capital expenditures |
(320,071 | ) | (148,763 | ) | ||||
| Cash used in business acquisitions, net of cash acquired |
(44,868 | ) | (394,388 | ) | ||||
| Proceeds from sale-leaseback transactions |
143,622 | 56,083 | ||||||
| Proceeds from sale or disposal of businesses and fixed assets |
217 | 2,183 | ||||||
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| Cash used in investing activities |
(221,100 | ) | (484,885 | ) | ||||
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| Cash flows from financing activities: |
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| Repayment of long-term debt |
(13,961 | ) | (9,682 | ) | ||||
| Proceeds from revolving lines of credit and short-term debt |
230,000 | 105,000 | ||||||
| Repayments of revolving lines of credit and short-term debt |
(120,000 | ) | — | |||||
| Repayment of principal portion of finance lease liability |
(1,889 | ) | (1,156 | ) | ||||
| Stock option exercises |
1,758 | — | ||||||
| Other, net |
(64 | ) | 152 | |||||
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| Cash provided by financing activities |
95,128 | 94,314 | ||||||
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| Effect of exchange rate changes on cash |
2,087 | (4,454 | ) | |||||
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| Net change in cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted |
(9,302 | ) | (319,636 | ) | ||||
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| Cash and cash equivalents, beginning of period |
227,110 | 523,414 | ||||||
| Cash included in advertising fund assets, restricted, beginning of period |
32,871 | 38,586 | ||||||
| Restricted cash, beginning of period |
792 | 792 | ||||||
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| Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, beginning of period |
260,773 | 562,792 | ||||||
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| Cash and cash equivalents, end of period |
212,123 | 197,853 | ||||||
| Cash included in advertising fund assets, restricted, end of period |
38,691 | 44,511 | ||||||
| Restricted cash, end of period |
657 | 792 | ||||||
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| Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, end of period |
$ | 251,471 | $ | 243,156 | ||||
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7
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
The following information provides definitions and reconciliations of the non-GAAP financial measures presented in this earnings release to the most directly comparable financial measures calculated and presented in accordance with generally accepted accounting principles (GAAP). The company has provided this non-GAAP financial information, which is not calculated or presented in accordance with GAAP, as information supplemental and in addition to the financial measures presented in this earnings release that are calculated and presented in accordance with GAAP. Such non-GAAP financial measures should not be considered superior to, as a substitute for or alternative to, and should be considered in conjunction with, the GAAP financial measures presented in this earnings release. The non-GAAP financial measures in this earnings release may differ from similarly titled measures used by other companies.
Non-GAAP Financial Measures in Guidance
Driven Brands includes Adjusted EBITDA and Adjusted EPS in the Company’s Fiscal Year 2023 Guidance. Adjusted EBITDA and Adjusted EPS are non-GAAP financial measures and have not been reconciled to the most comparable GAAP outlook because it is not possible to do so without unreasonable efforts due to the uncertainty and potential variability of reconciling items, which are dependent on future events and often outside of management’s control and which could be significant. Because such items cannot be reasonably predicted with the level of precision required, we are unable to provide outlook for the comparable GAAP measures. Forward-looking estimates of Adjusted EBITDA and Adjusted EPS are made in a manner consistent with the relevant definitions and assumptions noted herein and in our filings with the SEC.
Adjusted Net Income and Adjusted Earnings Per Share
Adjusted net income attributable to Driven Brands Holdings Inc. (“Adjusted Net Income”) and Adjusted diluted earnings per share attributable to Driven Brands common stockholders (“Adjusted Earnings Per Share”) are considered non-GAAP financial measures under the SEC’s rules because they exclude certain amounts included in the net income attributable to Driven Brands common stockholders and diluted earnings per share attributable to Driven Brands common stockholders calculated in accordance with GAAP. Management believes that Adjusted Net Income and Adjusted EPS are meaningful measures to share with investors because they facilitate comparison of the current period performance with that of the comparable prior period. In addition, Adjusted Net Income and Adjusted Earnings Per Share afford investors a view of what management considers to be Driven Brands’ core earnings performance as well as the ability to make a more informed assessment of such earnings performance with that of the prior period.
8
The tables below reflect the calculation of Adjusted Net Income and Adjusted Earnings Per Share for the three and six months ended July 1, 2023, compared to the three and six months ended June 25, 2022.
Net Income (Loss) to Adjusted Net Income and Adjusted Earnings Per Share (Unaudited)
| Three months ended | Six months ended | |||||||||||||||
| (in thousands, except per share amounts) | July 1, 2023 | June 25, 2022 | July 1, 2023 | June 25, 2022 | ||||||||||||
| Net income (loss) |
$ | 37,749 | $ | (57,044 | ) | $ | 67,498 | $ | (22,616 | ) | ||||||
| Acquisition related costs(a) |
3,750 | 3,338 | 5,597 | 7,656 | ||||||||||||
| Non-core items and project costs, net(b) |
2,803 | 1,719 | 4,627 | 2,585 | ||||||||||||
| Straight-line rent adjustment(c) |
4,638 | 4,217 | 9,003 | 8,310 | ||||||||||||
| Equity-based compensation expense(d) |
4,485 | 4,233 | 7,049 | 6,851 | ||||||||||||
| Foreign currency transaction (gain) loss, net(e) |
(1,302 | ) | 13,937 | (2,977 | ) | 14,908 | ||||||||||
| Trade name impairment(f) |
— | 125,450 | — | 125,450 | ||||||||||||
| Asset sale leaseback loss (gain), impairment and closed store expenses(g) |
(7,680 | ) | (5,938 | ) | (5,836 | ) | (6,062 | ) | ||||||||
| Amortization related to acquired intangible assets(h) |
8,276 | 5,930 | 14,312 | 11,072 | ||||||||||||
| Provision for uncertain tax positions(i) |
— | — | — | 76 | ||||||||||||
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| Adjusted net income before tax impact of adjustments |
52,719 | 95,842 | 99,273 | 148,230 | ||||||||||||
| Tax impact of adjustments(j) |
(3,577 | ) | (36,184 | ) | (7,790 | ) | (40,796 | ) | ||||||||
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| Adjusted net income |
49,142 | 59,658 | 91,483 | 107,434 | ||||||||||||
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| Net loss attributable to non-controlling interest |
— | — | — | (15 | ) | |||||||||||
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| Adjusted Net Income attributable to Driven Brands Holdings Inc. |
$ | 49,142 | $ | 59,658 | $ | 91,483 | $ | 107,419 | ||||||||
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| Adjusted Earnings Per Share |
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| Basic1 |
$ | 0.30 | $ | 0.36 | $ | 0.55 | $ | 0.65 | ||||||||
| Diluted1 |
$ | 0.29 | $ | 0.35 | $ | 0.54 | $ | 0.63 | ||||||||
| Weighted average shares outstanding |
||||||||||||||||
| Basic |
162,911 | 162,781 | 162,848 | 162,772 | ||||||||||||
| Diluted |
166,888 | 166,659 | 166,882 | 166,692 | ||||||||||||
| (1) | Adjusted Earnings Per Share is calculated under the two-class method. Under the two-class method, adjusted earnings per share is calculated using adjusted net income attributable to common shares, which is derived by reducing adjusted net income by the amount attributable to participating securities. Adjusted Net Income attributable to participating securities used in the basic earnings per share calculation was $1 million and $2 million for the three and six months ended July 1, 2023, respectively, and Adjusted Net Income attributable to participating securities used in the diluted earnings per share calculation was $1 million and $2 million for the three and six months ended July 1, 2023, respectively. |
9
Adjusted EBITDA
Adjusted EBITDA is considered a non-GAAP financial measure under the Securities and Exchange Commission’s (“SEC”) rules because it excludes certain amounts included in net income calculated in accordance with GAAP. Management believes that Adjusted EBITDA is a meaningful measure to share with investors because it facilitates comparison of the current period performance with that of the comparable prior period. In addition, Adjusted EBITDA affords investors a view of what management considers to be Driven Brand’s core operating performance as well as the ability to make a more informed assessment of such operating performance as compared with that of the prior period.
Please see the company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, filed with the SEC on March 1, 2023, for additional information on Adjusted EBITDA. The tables below reflect the calculation of Adjusted EBITDA for the three and six months ended July 1, 2023, compared to the three and six months ended June 25, 2022.
10
Net Income (Loss) to Adjusted EBITDA Reconciliation (Unaudited)
| Three months ended | Six months ended | |||||||||||||||
| (in thousands) | July 1, 2023 | June 25, 2022 | July 1, 2023 | June 25, 2022 | ||||||||||||
| Net income (loss) |
$ | 37,749 | $ | (57,044 | ) | $ | 67,498 | $ | (22,616 | ) | ||||||
| Income tax expense (benefit) |
20,275 | (18,848 | ) | 31,246 | (5,880 | ) | ||||||||||
| Interest expense, net |
40,871 | 26,270 | 79,012 | 51,623 | ||||||||||||
| Depreciation and amortization |
45,419 | 38,087 | 83,617 | 71,110 | ||||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| EBITDA |
144,314 | (11,535 | ) | 261,373 | 94,237 | |||||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Acquisition related costs(a) |
3,750 | 3,338 | 5,597 | 7,656 | ||||||||||||
| Non-core items and project costs, net(b) |
2,803 | 1,719 | 4,627 | 2,585 | ||||||||||||
| Straight-line rent adjustment(c) |
4,638 | 4,217 | 9,003 | 8,310 | ||||||||||||
| Equity-based compensation expense(d) |
4,485 | 4,233 | 7,049 | 6,851 | ||||||||||||
| Foreign currency transaction (gain) loss, net(e) |
(1,302 | ) | 13,937 | (2,977 | ) | 14,908 | ||||||||||
| Trade name impairment(f) |
— | 125,450 | — | 125,450 | ||||||||||||
| Asset impairment and closed store expenses(g) |
(7,680 | ) | (5,938 | ) | (5,836 | ) | (6,062 | ) | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Adjusted EBITDA |
$ | 151,008 | $ | 135,421 | $ | 278,836 | $ | 253,935 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
11
Adjusted EBITDA, Adjusted Net Income and Adjusted Earnings Per Share Footnotes
| (a) | Consists of acquisition costs as reflected within the unaudited consolidated statements of operations, including legal, consulting and other fees, and expenses incurred in connection with acquisitions completed during the applicable period, as well as inventory rationalization expenses incurred in connection with acquisitions. We expect to incur similar costs in connection with other acquisitions in the future and, under U.S. GAAP, such costs relating to acquisitions are expensed as incurred and not capitalized. |
| (b) | Consists of discrete items and project costs, including third party consulting and professional fees associated with strategic transformation initiatives as well as non-recurring payroll-related costs. |
| (c) | Consists of the non-cash portion of rent expense, which reflects the extent to which our straight-line rent expense recognized under U.S. GAAP exceeds or is less than our cash rent payments. |
| (d) | Represents non-cash equity-based compensation expense. |
| (e) | Represents foreign currency transaction (gains) losses, net that primarily related to the remeasurement of our intercompany loans, which are partially offset by unrealized gains and losses on remeasurement of cross currency swaps and forward contracts. |
| (f) | Relates to an impairment of certain Car Wash trade names as the Company elected to discontinue their use. |
| (g) | Relates to (gains) losses, net on sale leasebacks, impairment of certain fixed assets and operating lease right-of-use assets related to closed locations, and lease exit costs and other costs associated with stores that were closed prior to the respective lease termination dates. |
| (h) | Consists of amortization related to acquired intangible assets as reflected within depreciation and amortization in the unaudited consolidated statements of operations. |
| (i) | Represents uncertain tax positions recorded for tax positions, inclusive of interest and penalties. |
| (j) | Represents the tax impact of adjustments associated with the reconciling items between net income and Adjusted Net Income, excluding the provision for uncertain tax positions. To determine the tax impact of the deductible reconciling items, we utilized statutory income tax rates ranging from 9% to 36% depending upon the tax attributes of each adjustment and the applicable jurisdiction. |
12
DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
ADJUSTED EBITDA AND SEGMENT ADJUSTED EBITDA RECONCILIATION
(UNAUDITED)
| Three months ended | Six months ended | |||||||||||||||
| (in thousands) | July 1, 2023 | June 25, 2022 | July 1, 2023 | June 25, 2022 | ||||||||||||
| Segment Adjusted EBITDA: |
||||||||||||||||
| Maintenance |
$ | 85,753 | $ | 64,076 | $ | 158,739 | $ | 116,561 | ||||||||
| Car Wash |
43,263 | 53,677 | 87,572 | 109,397 | ||||||||||||
| Paint, Collision & Glass |
41,249 | 32,916 | 76,961 | 61,928 | ||||||||||||
| Platform Services |
22,537 | 20,541 | 39,567 | 34,706 | ||||||||||||
| Corporate and other |
(40,417 | ) | (35,205 | ) | (81,601 | ) | (67,485 | ) | ||||||||
| Store opening costs |
(1,377 | ) | (666 | ) | (2,402 | ) | (1,172 | ) | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
| Adjusted EBITDA |
$ | 151,008 | $ | 135,339 | $ | 278,836 | $ | 253,935 | ||||||||
|
|
|
|
|
|
|
|
|
|||||||||
13
DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
ADDITIONAL INFORMATION ON KEY PERFORMANCE INDICATORS (UNAUDITED)
| Three months ended July 1, 2023 | ||||||||||||||||||||
| (in thousands) | Maintenance | Car Wash | Paint, Collision & Glass |
Platform Services |
Total | |||||||||||||||
| System-wide Sales |
||||||||||||||||||||
| Franchise stores |
$ | 278,951 | $ | — | $ | 806,420 | $ | 117,548 | $ | 1,202,919 | ||||||||||
| Company-operated stores |
205,673 | 101,615 | 86,110 | 1,180 | 394,578 | |||||||||||||||
| Independently operated Stores |
— | 61,533 | — | — | 61,533 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total System-wide Sales |
$ | 484,624 | $ | 163,148 | $ | 892,530 | $ | 118,728 | $ | 1,659,030 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Store Count (in whole numbers) |
||||||||||||||||||||
| Franchise stores |
1,084 | — | 1,657 | 207 | 2,948 | |||||||||||||||
| Company-operated stores |
610 | 415 | 248 | 1 | 1,274 | |||||||||||||||
| Independently operated Stores |
— | 716 | — | — | 716 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total Store Count |
1,694 | 1,131 | 1,905 | 208 | 4,938 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Three months ended June 25, 2022 | ||||||||||||||||||||
| (in thousands) | Maintenance | Car Wash | Paint, Collision & Glass |
Platform Services |
Total | |||||||||||||||
| System-wide Sales |
||||||||||||||||||||
| Franchise stores |
$ | 230,505 | $ | — | $ | 672,616 | $ | 129,928 | $ | 1,033,049 | ||||||||||
| Company-operated stores |
168,648 | 101,796 | 52,049 | 1,392 | 323,885 | |||||||||||||||
| Independently operated Stores |
— | 54,942 | — | — | 54,942 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total System-wide Sales |
$ | 399,153 | $ | 156,738 | $ | 724,665 | $ | 131,320 | $ | 1,411,876 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Store Count (in whole numbers) |
||||||||||||||||||||
| Franchise stores |
1,001 | — | 1,611 | 201 | 2,813 | |||||||||||||||
| Company-operated stores |
558 | 356 | 160 | 1 | 1,075 | |||||||||||||||
| Independently operated Stores |
— | 718 | — | — | 718 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total Store Count |
1,559 | 1,074 | 1,771 | 202 | 4,606 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
14
DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
ADDITIONAL INFORMATION ON KEY PERFORMANCE INDICATORS (UNAUDITED)
| Six months ended July 1, 2023 | ||||||||||||||||||||
| (in thousands) | Maintenance | Car Wash | Paint, Collision & Glass |
Platform Services |
Total | |||||||||||||||
| System-wide Store sales |
||||||||||||||||||||
| Franchise stores |
$ | 525,634 | $ | — | $ | 1,544,983 | $ | 206,651 | $ | 2,277,268 | ||||||||||
| Company-operated stores |
400,933 | 204,061 | 163,589 | 2,061 | 770,644 | |||||||||||||||
| Independently operated Stores |
— | 114,065 | — | — | 114,065 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total System-wide Sales |
$ | 926,567 | $ | 318,126 | $ | 1,708,572 | $ | 208,712 | $ | 3,161,977 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Store Count (in whole numbers) |
||||||||||||||||||||
| Franchise stores |
1,084 | — | 1,657 | 207 | 2,948 | |||||||||||||||
| Company-operated stores |
610 | 415 | 248 | 1 | 1,274 | |||||||||||||||
| Independently operated Stores |
— | 716 | — | — | 716 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total Store Count |
1,694 | 1,131 | 1,905 | 208 | 4,938 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Six months ended June 25, 2022 | ||||||||||||||||||||
| (in thousands) | Maintenance | Car Wash | Paint, Collision & Glass |
Platform Services |
Total | |||||||||||||||
| System-wide Store sales |
||||||||||||||||||||
| Franchise stores |
$ | 430,789 | $ | — | $ | 1,291,585 | $ | 219,570 | $ | 1,941,944 | ||||||||||
| Company-operated stores |
325,476 | 196,291 | 91,965 | $ | 2,544 | 616,276 | ||||||||||||||
| Independently operated Stores |
— | 118,031 | — | — | 118,031 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total System-wide Sales |
$ | 756,265 | $ | 314,322 | $ | 1,383,550 | $ | 222,114 | $ | 2,676,251 | ||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Store Count (in whole numbers) |
||||||||||||||||||||
| Franchise stores |
1,001 | — | 1,611 | 201 | 2,813 | |||||||||||||||
| Company-operated stores |
558 | 356 | 160 | 1 | 1,075 | |||||||||||||||
| Independently operated Stores |
— | 718 | — | — | 718 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
| Total Store Count |
1,559 | 1,074 | 1,771 | 202 | 4,606 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
15
