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EX-99.2 - EX-99.2 - Driven Brands Holdings Inc.db2021_q1earningsgraphic.htm
8-K - 8-K - Driven Brands Holdings Inc.form-q12021earningsrelease.htm
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Driven Brands Holdings Inc. Reports First Quarter Results
Delivers Positive Same-Store Sales and Strong Operating Income
Raises Fiscal Year 2021 Guidance

Charlotte, N.C. (April 28, 2021) - Driven Brands Holdings Inc. (NASDAQ: DRVN) (“Driven Brands” or “the Company”) today reported financial results for the first quarter ended March 27, 2021.

For the first quarter, revenue was $329.4 million, an increase of 83% versus the prior year. System-wide sales hit a record $1.0 billion, an increase of 28% versus the prior year, with 37% net store growth and an increase in consolidated same-store sales of 0.5%.

Loss per share was $(0.13) for the first quarter, driven by a $(0.23) per share impact from the one-time non-cash loss on debt extinguishment from proceeds associated with the Company’s initial public offering.

Adjusted earnings per share2 was $0.19, an increase of 138% versus the prior year.

“The power of Driven Brands is evident in our strong operating results this quarter,” said Jonathan Fitzpatrick, president and chief executive officer. “Our employees and franchisees were well-positioned to capitalize on the beginning of reopening trends in the first quarter and I am confident that we will continue to do so throughout 2021 as consumers drive more.

“Given our scale, the significant whitespace in this fragmented and needs-based industry, and our robust cash generation, our business model remains well-positioned to maximize long-term value for all of our stakeholders.”

First Quarter Highlights
Revenue increased 83% versus the prior year, primarily driven by the acquisition of International Car Wash Group (“ICWG”) in the third quarter of 2020, as well as organic growth from positive same-store sales and net store growth.
The Company recorded a net loss in the first quarter of $(19.9) million, driven by a $45.5 million one-time non-cash loss on debt extinguishment from proceeds associated with the Company’s initial public offering. This compares to a net loss of $(3.8) million in the prior year.
Adjusted Net Income1 was $30.4 million, an increase of $23.4 million versus the prior year.
Adjusted EBITDA3 was $77.9 million, more than double that of the prior year.
The Company added 22 net new stores during the quarter.
Consolidated same-store sales increased 0.5% for the quarter, increasing 2.7% on a two-year basis.
Same-store sales increased 16.5% in the Maintenance segment and 22.0% in the Platform Services segment. Same-store sales declined (9.4)% in the Paint, Collision & Glass segment, as roadways continued to be less congested year-over-year, which resulted in fewer accidents and therefore fewer collision repairs.
The Company ended the first quarter with $185.5 million in cash, cash equivalents, and restricted cash, as well as $99.8 million of undrawn capacity on its revolving credit facility.

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First Quarter 2021 Key Performance Indicators by Segment
System-wide Sales (in millions)Store Count*Same-Store SalesRevenue
(in millions)
Segment Adjusted EBITDA4
(in millions)
Maintenance$277.9 1,47016.5 %$128.2 $40.4 
Car Wash114.8 95427.8 %114.7 34.2 
Paint, Collision & Glass542.4 1,627(9.4)%43.9 17.6 
Platform Services69.4 19822.0 %34.6 11.0 
Corporate / OtherN/AN/AN/A8.0 
Total$1,004.5 4,2490.5%**$329.4 
*62 stores were reclassified from Paint, Collision & Glass to Maintenance in the first quarter of 2021.
**Car Wash will not be included in consolidated same-store sales until the one-year anniversary of the ICWG acquisition in the third quarter of 2021.


Guidance
The Company has raised its guidance for fiscal year 2021 to account for the strong operating performance in the first quarter. The following guidance reflects the Company’s current expectations for the fiscal year ending December 25, 2021:
Revenue of approximately $1.3 billion
Adjusted EBITDA3 of approximately $305 million
Adjusted Earnings per Share2 of approximately $0.65
Positive same-store sales growth across all segments
Net Store Growth:
Maintenance: 80 to 90 stores; driven by roughly equal parts franchise and company-operated store growth;
Car Wash: 20 to 30 stores; driven primarily by company-operated store growth; and
Paint, Collision & Glass: 60 to 70 stores; driven by franchise store growth.


Conference Call
Driven Brands will host a conference call to discuss first quarter 2021 results today, Wednesday, April 28, 2021 at 9:00am 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 July 27, 2021.

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     
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Take 5 Oil Change®, Meineke Car Care Centers®, Maaco®, 1-800-Radiator & A/C®, and
CARSTAR®. Driven Brands has more than 4,200 locations across 15 countries, and services
over 50 million vehicles annually. Driven Brands’ network generates more than $1 billion in
revenue from more than $3 billion in system-wide sales.


Contacts
Shareholder/Analyst inquiries:
Rachel Webb
rachel.webb@drivenbrands.com
(704) 644-8125
Media inquiries:
Katie Blixt
katie.blixt@drivenbrands.com
(704) 644-8129


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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 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 26, 2020, 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.

Disclosure Regarding Non-GAAP Financial Measures

In addition to the financial measures presented in this release in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), the Company has included certain non-GAAP financial measures in this release, including Adjusted Net Income1, Adjusted Earnings Per Share2, and Adjusted EBITDA3. Management believes these non-GAAP financial measures are useful because they enable management, investors, and others to assess the operating performance of the Company and its segments. Please refer to the Reconciliation of Non-GAAP Financial Information tables located in the financial supplement in this release.
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This release includes forward-looking guidance for certain non-GAAP financial measures, including Adjusted Earnings Per Share2 and Adjusted EBITDA3. These measures will differ from net income, determined in accordance with GAAP, in ways similar to those described in the reconciliations at the end of this release. We do not provide guidance for net income, determined in accordance with GAAP, or a reconciliation of guidance for Adjusted EBITDA3 to the most directly comparable GAAP measure because the Company is not able to predict with reasonable certainty the amount or nature of all items that will be included in net income.


___________
1 “Adjusted Net Income” is calculated by eliminating from net income the adjustments described for Adjusted EBITDA, amortization related to acquired intangible assets and the tax effect of the adjustments. Please refer to Non-GAAP reconciliation tables located in the financial supplement in this release.
2 “Adjusted Earnings Per Share” represents Adjusted Net Income divided by weighted average shares (basic and diluted). Please refer to Non-GAAP reconciliation tables located in the financial supplement in this release.
3 “Adjusted EBITDA” represents earnings before interest expense, income tax expense, and depreciation and amortization, with further adjustments for acquisition-related costs, straight-line rent, equity compensation, loss on debt extinguishment and certain non-recurring, non-core, infrequent or unusual charges. Please refer to Non-GAAP reconciliation tables located in the financial supplement in this release.
4 “Segment Adjusted EBITDA” is defined as Adjusted EBITDA with a further adjustment for store opening costs. Corporate & Other costs are not allocated across segments. Segment Adjusted EBITDA is a supplemental measure of operating performance of our segments and may not be comparable to similar measures reported by other companies. Please refer to reconciliation to Adjusted EBITDA located in the financial supplement in this release.

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DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended
(in thousands, except per share amounts)March 27,
2021
March 28,
2020
Revenue:
Franchise royalties and fees$30,414 $30,357 
Company-operated store sales183,855 94,891 
Independently-operated store sales56,163 — 
Advertising contributions17,255 14,883 
Supply and other revenue41,733 39,976 
Total revenue329,420 180,107 
Operating expenses:
Company-operated store expenses112,756 63,292 
Independently-operated store expenses31,108 — 
Advertising expenses17,255 14,883 
Supply and other expenses22,489 23,059 
Selling, general and administrative expenses69,050 51,065 
Acquisition costs1,646 195 
Store opening costs289 1,175 
Depreciation and amortization23,852 7,799 
Asset impairment charges1,253 2,912 
Total operating expenses279,698 164,380 
Operating income49,722 15,727 
Other expense, net:
Interest expense, net18,091 17,516 
Loss on foreign currency transactions, net10,511 3,479 
Loss on debt extinguishment45,498 — 
Total other expenses, net74,100 20,995 
Loss before taxes(24,378)(5,268)
Income tax benefit(4,446)(1,321)
Net loss(19,932)(3,947)
Net income (loss) attributable to non-controlling interests(99)
Net loss attributable to Driven Brands Holdings Inc.$(19,939)$(3,848)
Loss per share(1)
Basic and diluted$(0.13)$(0.04)
Weighted average shares outstanding(1)
Basic and diluted154,827 88,990 
(1) Share and per share amounts for the three months ended March 28, 2020 have been adjusted to reflect an implied 88,990-for-one stock split that became effective on January 14, 2021.

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DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(in thousands)March 27, 2021December 26, 2020
Assets
Current assets:
Cash and cash equivalents$175,371 $172,611 
Restricted cash 10,133 15,827 
Accounts and notes receivable, net104,373 84,805 
Inventory42,913 43,039 
Prepaid and other assets46,810 25,070 
Income tax receivable3,596 3,055 
Advertising fund assets, restricted31,072 29,276 
Total current assets414,268 373,683 
Notes receivable, net3,845 3,828 
Property and equipment, net766,511 827,392 
Operating lease right-of-use assets910,255 884,927 
Deferred commissions9,253 8,661 
Intangibles, net829,406 829,308 
Goodwill1,718,249 1,727,351 
Total assets$4,651,787 $4,655,150 
Liabilities and shareholders' equity
Current liabilities:
Accounts payable$67,229 $67,802 
Accrued expenses and other liabilities185,417 190,867 
Income taxes payable5,927 3,513 
Current portion of long-term debt17,301 22,988 
Advertising fund liabilities22,906 20,276 
Total current liabilities298,780 305,446 
Long-term debt, net1,428,760 2,102,219 
Deferred tax liability241,305 249,043 
Operating lease liabilities846,360 818,001 
Income tax receivable liability155,970 — 
Deferred revenue22,350 20,757 
Accrued expenses and other long-term liabilities29,172 53,324 
Total liabilities3,022,697 3,548,790 
Common stock565 565 
Additional paid-in capital1,570,799 1,055,172 
Retained earnings (accumulated deficit)(3,193)31,975 
Accumulated other comprehensive income58,856 16,528 
Total shareholders' equity attributable to Driven Brands Holdings Inc.1,627,027 1,104,240 
Non-controlling interests2,063 2,120 
Total shareholders' equity1,629,090 1,106,360 
Total liabilities and shareholders' equity$4,651,787 $4,655,150 
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DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three Months Ended
(in thousands)March 27,
2021
March 28,
2020
Net loss$(19,932)$(3,947)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization23,852 7,799 
Noncash lease cost13,689 — 
Loss on foreign denominated transactions13,000 3,479 
Bad debt expense657 523 
Asset impairment costs1,253 2,912 
Amortization of deferred financing costs and bond discounts2,139 1,140 
Gain on foreign currency derivative(2,489)— 
Benefit for deferred income taxes(8,018)(1,345)
Loss on extinguishment of debt45,498 — 
Other, net(518)39 
Changes in assets and liabilities:
Accounts and notes receivable, net(19,694)(14,067)
Inventory135 (1,851)
Prepaid and other assets(20,062)2,435 
Advertising fund assets and liabilities, restricted2,621 4,890 
Deferred commissions(573)(428)
Deferred revenue1,551 (1,173)
Accounts payable6,063 21,404 
Accrued expenses and other liabilities(10,192)(15,920)
Income tax receivable2,202 (7)
Operating lease liabilities(8,304)— 
Cash provided by operating activities22,878 5,883 
Cash flows from investing activities:
Capital expenditures(25,157)(16,172)
Cash used in business acquisitions, net of cash acquired(25,911)(975)
Proceeds from sale-leaseback transactions41,023 — 
Cash used in investing activities(10,045)(17,147)
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Cash flows from financing activities:
Payment of contingent consideration related to acquisitions— (1,783)
Payment of debt issuance cost— (104)
Repayment of long-term debt(707,384)(3,263)
Repayments of revolving lines of credit and short-term debt(18,000)39,501 
Repayment of principal portion of finance lease liability(409)— 
Proceeds from initial public offering, net of underwriting discounts661,500 — 
Net proceeds from follow-on public offering99,225 — 
Repurchases of common stock(42,977)— 
Payment for termination of interest rate swaps(18,510)— 
Other, net802 — 
Cash provided by financing activities(25,753)34,351 
Effect of exchange rate changes on cash11,777 3,850 
Net change in cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted(1,143)26,937 
Cash and cash equivalents, beginning of period172,611 34,935 
Cash included in advertising fund assets, restricted, beginning of period19,369 23,091 
Restricted cash, beginning of period15,827 — 
Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, beginning of period207,807 58,026 
Cash and cash equivalents, end of period175,371 60,154 
Cash included in advertising fund assets, restricted, end of period21,160 24,809 
Restricted cash, end of period10,133 — 
Cash, cash equivalents, restricted cash, and cash included in advertising fund assets, restricted, end of period$206,664 $84,963 
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DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION (UNAUDITED)

Adjusted Net Income/Adjusted Earnings Per Share
Three Months Ended
(in thousands, except per share amounts)March 27,
2021
March 28,
2020
Net loss$(19,932)$(3,947)
Acquisition related costs(a)
1,646 195 
Non-core items and project costs, net(b)
32 1,256 
Sponsor management fees(c)
— 539 
Straight-line rent adjustment(d)
2,485 850 
Equity-based compensation expense(e)
983 (101)
Foreign currency transaction loss, net(f)
10,511 3,479 
Asset impairment and closed store expenses(g)
(786)4,321 
Loss on debt extinguishment(h)
45,498 — 
Amortization related to acquired intangible assets(i)
3,652 3,965 
Adjusted net income before tax impact of adjustments44,089 10,557 
Tax impact of adjustments(j)
(13,641)(3,626)
Adjusted net income30,448 6,931 
Net income (loss) attributable to non-controlling interest(99)
Adjusted net income attributable to Driven Brands Holdings Inc.$30,441 $7,030 
Adjusted earnings per share(1)
     Basic(2)
$0.19 $0.08 
     Diluted(2)
$0.19 $0.08 
Weighted average shares outstanding(1)
     Basic154,827 88,990 
     Diluted158,761 88,990 
(1) Share and per share amounts have been adjusted to reflect an implied 88,990-for-one stock split that became effective on January 14, 2021.
(2) Adjusted earnings per share for the three months ended March 27, 2021 is calculated under the two-class method. Under the two-class method, adjusted earnings per share is calculated using adjusted net income allocable to common shares, which is derived by reducing adjusted net income by the amount allocable to participating securities. Adjusted net income allocable to common shares used in the basic and diluted earnings per share calculation was $0.7 million for the three months ended March 27, 2021.



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DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION (UNAUDITED)
Adjusted EBITDA
Three Months Ended
(in thousands)March 27,
2021
March 28,
2020
Net loss$(19,932)$(3,947)
Income tax benefit(4,446)(1,321)
Interest expense, net18,091 17,516 
Depreciation and amortization23,852 7,799 
EBITDA17,565 20,047 
Acquisition related costs(a)
1,646 195 
Non-core items and project costs, net(b)
32 1,256 
Sponsor management fees(c)
— 539 
Straight-line rent adjustment(d)
2,485 850 
Equity-based compensation expense(e)
983 (101)
Foreign currency transaction loss, net(f)
10,511 3,479 
Asset impairment and closed store expenses(g)
(786)4,321 
Loss on debt extinguishment(h)
45,498 — 
Adjusted EBITDA$77,934 $30,586 

a.Consists of acquisition costs as reflected within the consolidated statement 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 (i) third-party consulting and professional fees associated with strategic transformation initiatives, (ii) wage subsidies received directly attributable to the COVID-19 pandemic and (iii) other miscellaneous expenses, including non-capitalizable expenses relating to the Company’s initial public offering and other strategic transactions.
c.Includes management fees paid to Roark Capital Management, LLC.
d.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.
e.Represents non-cash equity-based compensation expense.
f.Represents foreign currency transaction losses, net that primarily related to the remeasurement of our intercompany loans. These losses are slightly offset by unrealized gains on remeasurement of cross currency swaps.
g.Relates to the impairment of certain fixed assets and operating lease right-of-use assets related to closed locations. Also represents lease exit costs and other costs associated with stores that were closed prior to their respective lease termination dates.
h.Represents the write-off of debt issuance costs associated with early termination of debt.
i.Consists of amortization related to acquired intangible assets as reflected within depreciation and amortization in the consolidated statements of operations.
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 and valuation allowance for certain deferred tax assets. To determine the tax impact of the deductible reconciling items, we utilized statutory income tax rates ranging from 9% to 38%, depending upon the tax attributes of each adjustment and the applicable jurisdiction.


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DRIVEN BRANDS HOLDINGS INC. AND SUBSIDIARIES
ADJUSTED EBITDA AND SEGMENT ADJUSTED EBITDA RECONCILIATION (UNAUDITED)

Three Months Ended
(in thousands)March 27,
2021
March 28,
2020
Segment Adjusted EBITDA:
Maintenance$40,440 $21,466 
Car Wash34,155 — 
Paint, Collision & Glass17,639 15,877 
Platform Services11,008 7,465 
Corporate and other(25,019)(13,047)
Store opening costs(289)(1,175)
     Adjusted EBITDA$77,934 $30,586 
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