Xponential Fitness, Inc. Announces Fourth Quarter and Full Year 2023 Financial Results
- None.
- None.
Insights
The reported growth in revenue and system-wide sales for Xponential Fitness, Inc. is a robust indicator of the company's performance and market expansion. The 27% increase in Q4 revenue and 30% for the full year, alongside a 31% and 36% rise in North America system-wide sales respectively, surpass the guidance range, suggesting a strong demand for the company's health and wellness franchises. The sale of 805 franchise licenses and the opening of 557 new studios in 2023 reflect a successful franchising strategy, which is a key driver for scalability in this industry.
However, the reported net losses, both quarterly and annually, underscore the need to scrutinize operational efficiency and the impact of non-operational items like restructuring costs and impairment charges. The increase in Adjusted EBITDA by 38% and 42% for Q4 and the full year, respectively, is a positive sign, indicating improved profitability when adjusting for non-recurring items. The outlook for 2024, with an expected 22% growth in system-wide sales and 31% growth in Adjusted EBITDA, projects confidence in the company's future performance but warrants close monitoring of the actual results against these projections.
The health and wellness sector, particularly the franchising model as employed by Xponential Fitness, Inc., is experiencing significant growth. The company's performance, with substantial increases in same store sales and average unit volume (AUV), reflects a strong consumer trend towards prioritizing health and wellness routines. The projected growth for 2024 suggests that the company is not only capturing market share but also effectively leveraging its operations for continued expansion.
It is important to consider the competitive landscape and potential market saturation as the company plans to open an additional 550 studios in 2024. While the expansion is a positive sign of growth, it could also lead to challenges in maintaining the same level of growth in system-wide sales and AUV if the market becomes overly saturated or if consumer preferences shift.
The financial results of Xponential Fitness, Inc. have implications for the broader economy, particularly within the consumer discretionary sector. The company's expansion and projected growth may contribute to employment opportunities and economic activity in the regions where new studios are opened. The ambitious growth strategy aligns with a post-pandemic recovery where health and wellness have become more pronounced in consumer spending habits.
However, the net losses reported, despite revenue growth, raise questions about the sustainability of current growth rates and the potential need for capital infusions or debt management. The balance between growth and profitability is crucial and the company's ability to manage its debt, evidenced by the $328.5 million in total long-term debt, while continuing to expand will be a critical factor for its financial health and stock performance.
-
Grew Q4 2023 revenue
27% andNorth America system-wide sales131% , compared to Q4 2022 -
Grew full year 2023 revenue
30% andNorth America system-wide sales36% , compared to full year 2022, exceeding the high end of the guidance range - Sold 805 franchise licenses and opened 557 new studios in 2023
-
For full year 2024, Company expects 550 new studio openings,
22% growth in system-wide sales,8% growth in revenue and31% growth in Adjusted EBITDA4
Financial Highlights: Q4 2023 Compared to Q4 2022
-
Grew revenue
27% to$90.2 million -
Increased
North America system-wide sales1 by31% to$384.6 million -
Reported
North America same store sales2 growth of14% , compared to growth of17% . -
Reported
North America quarterly run-rate average unit volume (AUV)3 of$590,000 $522,000 -
Posted net loss of
$9.1 million $0.10 $0.4 million $1.13 -
Posted adjusted net income of
$4.2 million $0.05 $6.8 million $0.07 -
Reported Adjusted EBITDA4 of
$30.7 million 38% , compared to$22.2 million
Financial Highlights: FY 2023 Compared to FY 2022
-
Grew revenue
30% to$318.7 million -
Increased
North America system-wide sales by36% to$1.40 billion -
Reported
North America same store sales growth of16% , compared to growth of25% . -
Posted net loss of
$1.7 million $1.18 $2.9 million $0.87 -
Posted adjusted net income of
$15.7 million $0.17 $9.5 million $0.07 -
Reported Adjusted EBITDA of
$105.3 million 42% , compared to$74.3 million
“In 2023, we experienced substantial growth on both the top and bottom lines as members continued to demonstrate that they prioritize their health and wellness routines. We further streamlined our business and are operating from a position of strength as we leverage our operations,” said Anthony Geisler, CEO of Xponential. “We see this momentum carrying into 2024, and are confident that our optimized portfolio of global brands will deliver considerable margin expansion and operational cash flows.”
Results for the Fourth Quarter Ended December 31, 2023
For the fourth quarter of 2023, total revenue increased
Net loss totaled
Adjusted net income for the fourth quarter of 2023, which excludes the
Adjusted EBITDA, which is defined as net income (loss) before interest, taxes, depreciation and amortization, adjusted for equity-based compensation and related employer payroll taxes, acquisition and transaction expenses (income), employee retention credit, litigation expenses (outside of the ordinary course of business), financial transaction fees and related expenses, tax receivable agreement remeasurement, impairment of goodwill and other assets, and restructuring and related charges, increased to
Results for the Full Year Ended December 31, 2023
For the full year 2023, total revenue increased
Net loss totaled
Adjusted net income for the full year 2023, which excludes the
Adjusted EBITDA as defined above increased to
Liquidity and Capital Resources
As of December 31, 2023, the Company had approximately
2024 Outlook
The Company is initiating full-year 2024 outlook, which compares to 2023 results as follows:
- Gross new studio openings in the range of 540 to 560;
-
North America system-wide sales in the range of$1.70 5 billion$1.71 5 billion22% at the midpoint; -
Revenue in the range of
$340.0 million $350.0 million 8% at the midpoint; and -
Adjusted EBITDA in the range of
$136.0 million $140.0 million 31% at the midpoint.
Additional key assumptions for full year 2024 include:
- Tax rate in the mid-to-high single digits;
- Share count of 31.5 million shares of Class A Common Stock for the GAAP EPS and Adjusted EPS calculations. A full explanation of the Company’s share count calculation and associated EPS and Adjusted EPS calculations can be found in the tables at the end of this press release; and
-
$1.9 million
We are not able to provide a quantitative reconciliation of the estimated full-year Adjusted EBITDA for fiscal year ending December 31, 2024 without unreasonable efforts to the most directly comparable GAAP financial measure due to the high variability, complexity and low visibility with respect to certain items such as taxes, TRA remeasurements, and income and expense from changes in fair value of contingent consideration from acquisitions. We expect the variability of these items to have a potentially unpredictable and potentially significant impact on future GAAP financial results, and, as such, we also believe that any reconciliations provided would imply a degree of precision that would be confusing or misleading to investors.
Fourth Quarter and Full Year 2023 Conference Call
The Company will host a conference call today at 1:30 p.m. Pacific Time / 4:30 p.m. Eastern Time to discuss its fourth quarter and full year 2023 financial results. Participants may join the conference call by dialing 1-877-407-9716 (
A live webcast of the conference call will also be available on the Company’s Investor Relations site at https://investor.xponential.com/. For those unable to participate in the conference call, a telephonic replay of the call will be available shortly after the completion of the call, until 11:59 p.m. ET on March, 14, 2024, by dialing 1-844-512-2921 (
About Xponential Fitness, Inc.
Xponential Fitness, Inc. (NYSE: XPOF) is the largest global franchisor of health and wellness brands. Through its mission to make health and wellness accessible to everyone, the Company operates a diversified platform of ten brands spanning across verticals including Pilates, indoor cycling, barre, stretching, rowing, dancing, boxing, strength training, metabolic health, and yoga. In partnership with its franchisees, Xponential offers energetic, accessible, and personalized workout experiences led by highly qualified instructors in studio locations throughout the
Non-GAAP Financial Measures
In addition to our results determined in accordance with GAAP, we believe non-GAAP financial measures are useful in evaluating our operating performance. We use certain non-GAAP financial information, such as EBITDA, Adjusted EBITDA, adjusted net income (loss), and adjusted net earnings (loss) per share, which exclude certain non-operating or non-recurring items, including but not limited to, equity-based compensation expenses, acquisition and transaction expenses (income), litigation expenses, employee retention credit, financial transaction fees and related expenses, tax receivable agreement remeasurement, impairment of goodwill and other assets, and charges incurred in connection with our restructuring plan that we believe are not representative of our core business or future operating performance, to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that non-GAAP financial information, when taken collectively with comparable GAAP financial measures, is helpful to investors because it provides consistency and comparability with past financial performance and provides meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our business, results of operations or outlook. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool, and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies, including companies in our industry, may calculate similarly titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison. We seek to compensate such limitations by providing a detailed reconciliation for the non-GAAP financial measures to the most directly comparable financial measures stated in accordance with GAAP. Investors are encouraged to review the related GAAP financial measures and the reconciliation of the non-GAAP financial measures to their most directly comparable GAAP financial measures and not rely on any single financial measure to evaluate our business. For a reconciliation of non-GAAP to GAAP measures discussed in this release, please see the tables at the end of this press release.
Forward-Looking Statements
This press release contains forward-looking statements that are based on current expectations, estimates, forecasts and projections of future performance based on management’s judgment, beliefs, current trends, and anticipated financial performance. These forward-looking statements include, without limitation, statements relating to expected growth of our business; projected number of new studio openings; profitability; the expected impact of our movement away from company-owned transition studios; anticipated industry trends; projected financial and performance information such as system-wide sales; and other statements under the section “2024 Outlook”; our competitive position in the boutique fitness and broader health and wellness industry; and ability to execute our business strategies and our strategic growth drivers. Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those contained in the forward-looking statements. These factors include, but are not limited to, our relationships with master franchisees, franchisees and international partners; difficulties and challenges in opening studios by franchisees; the ability of franchisees to generate sufficient revenues; risks relating to expansion into international markets; loss of reputation and brand awareness; general economic conditions and industry trends; and other risks as described in our SEC filings, including our Annual Report on Form 10-K for the full year ended December 31, 2023, to be filed by Xponential with the SEC, and other periodic reports filed with the SEC. Other unknown or unpredictable factors or underlying assumptions subsequently proving to be incorrect could cause actual results to differ materially from those in the forward-looking statements. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance, or achievements. You should not place undue reliance on these forward-looking statements. All information provided in this press release is as of today’s date, unless otherwise stated, and Xponential undertakes no duty to update such information, except as required under applicable law.
Xponential Fitness, Inc. |
|||||||
Consolidated Balance Sheets |
|||||||
(in thousands, except per share amounts) |
|||||||
|
December 31, |
||||||
|
2023 |
|
2022 |
||||
| Assets | |||||||
| Current Assets: | |||||||
| Cash, cash equivalents and restricted cash | $ |
37,094 |
|
$ |
37,370 |
|
|
| Accounts receivable, net |
|
32,751 |
|
|
25,555 |
|
|
| Inventories |
|
14,724 |
|
|
10,864 |
|
|
| Prepaid expenses and other current assets |
|
5,856 |
|
|
6,294 |
|
|
| Deferred costs, current portion |
|
6,620 |
|
|
4,131 |
|
|
| Notes receivable from franchisees, net |
|
203 |
|
|
1,520 |
|
|
| Total current assets |
|
97,248 |
|
|
85,734 |
|
|
| Property and equipment, net |
|
19,502 |
|
|
18,524 |
|
|
| Right-of-use assets |
|
71,413 |
|
|
30,079 |
|
|
| Goodwill |
|
171,601 |
|
|
165,697 |
|
|
| Intangible assets, net |
|
120,149 |
|
|
137,175 |
|
|
| Deferred costs, net of current portion |
|
46,541 |
|
|
43,620 |
|
|
| Notes receivable from franchisees, net of current portion |
|
802 |
|
|
1,067 |
|
|
| Other assets |
|
1,442 |
|
|
795 |
|
|
| Total assets | $ |
528,698 |
|
$ |
482,691 |
|
|
| Liabilities, redeemable convertible preferred stock and equity (deficit) | |||||||
| Current Liabilities: | |||||||
| Accounts payable | $ |
19,119 |
|
$ |
16,185 |
|
|
| Accrued expenses |
|
14,088 |
|
|
12,295 |
|
|
| Deferred revenue, current portion |
|
34,674 |
|
|
31,996 |
|
|
| Current portion of long-term debt |
|
4,760 |
|
|
3,035 |
|
|
| Other current liabilities |
|
19,666 |
|
|
9,265 |
|
|
| Total current liabilities |
|
92,307 |
|
|
72,776 |
|
|
| Deferred revenue, net of current portion |
|
117,305 |
|
|
109,465 |
|
|
| Contingent consideration from acquisitions |
|
8,666 |
|
|
28,182 |
|
|
| Long-term debt, net of current portion, discount and issuance costs |
|
319,261 |
|
|
133,039 |
|
|
| Lease liability |
|
70,141 |
|
|
30,583 |
|
|
| Other liabilities |
|
9,152 |
|
|
8,633 |
|
|
| Total liabilities |
|
616,832 |
|
|
382,678 |
|
|
| Commitments and contingencies | |||||||
| Redeemable convertible preferred stock, |
|
114,660 |
|
|
308,075 |
|
|
| Stockholders' equity (deficit): | |||||||
| Undesignated preferred stock, |
|
— |
|
|
— |
|
|
| Class A common stock, |
|
3 |
|
|
3 |
|
|
| Class B common stock, |
|
2 |
|
|
2 |
|
|
| Additional paid-in capital |
|
521,998 |
|
|
505,186 |
|
|
| Receivable from shareholder |
|
(15,426 |
) |
|
(16,369 |
) |
|
| Accumulated deficit |
|
(630,127 |
) |
|
(641,903 |
) |
|
| Treasury stock, at cost, 75 shares outstanding as of December 31, 2023 and 2022 |
|
(1,697 |
) |
|
(1,697 |
) |
|
| Total stockholders' deficit attributable to Xponential Fitness, Inc. |
|
(125,247 |
) |
|
(154,778 |
) |
|
| Noncontrolling interests |
|
(77,547 |
) |
|
(53,284 |
) |
|
| Total stockholders' deficit |
|
(202,794 |
) |
|
(208,062 |
) |
|
| Total liabilities, redeemable convertible preferred stock and stockholders' deficit | $ |
528,698 |
|
$ |
482,691 |
|
|
Xponential Fitness, Inc. |
|||||||||||||||
Consolidated Statements of Operations |
|||||||||||||||
(in thousands, except per share amounts) |
|||||||||||||||
|
Three Months Ended December 31, |
|
Years Ended December 31, |
||||||||||||
|
2023 |
|
2022 |
|
2023 |
|
2022 |
||||||||
| Revenue, net: | |||||||||||||||
| Franchise revenue | $ |
39,091 |
|
$ |
32,158 |
|
$ |
143,615 |
|
$ |
115,286 |
|
|||
| Equipment revenue |
|
16,368 |
|
|
11,531 |
|
|
56,454 |
|
|
43,461 |
|
|||
| Merchandise revenue |
|
10,125 |
|
|
7,973 |
|
|
34,146 |
|
|
27,073 |
|
|||
| Franchise marketing fund revenue |
|
7,516 |
|
|
5,840 |
|
|
27,292 |
|
|
20,384 |
|
|||
| Other service revenue |
|
17,095 |
|
|
13,767 |
|
|
57,153 |
|
|
38,750 |
|
|||
| Total revenue, net |
|
90,195 |
|
|
71,269 |
|
|
318,660 |
|
|
244,954 |
|
|||
| Operating costs and expenses: | |||||||||||||||
| Costs of product revenue |
|
17,012 |
|
|
12,269 |
|
|
57,979 |
|
|
47,220 |
|
|||
| Costs of franchise and service revenue |
|
4,606 |
|
|
4,858 |
|
|
15,911 |
|
|
18,447 |
|
|||
| Selling, general and administrative expenses |
|
50,825 |
|
|
34,661 |
|
|
166,828 |
|
|
125,452 |
|
|||
| Impairment of goodwill and other assets |
|
4,758 |
|
|
— |
|
|
16,667 |
|
|
3,656 |
|
|||
| Depreciation and amortization |
|
4,182 |
|
|
4,090 |
|
|
16,883 |
|
|
15,315 |
|
|||
| Marketing fund expense |
|
6,394 |
|
|
4,594 |
|
|
22,683 |
|
|
17,290 |
|
|||
| Acquisition and transaction expenses (income) |
|
(531 |
) |
|
8,231 |
|
|
(17,964 |
) |
|
2,438 |
|
|||
| Total operating costs and expenses |
|
87,246 |
|
|
68,703 |
|
|
278,987 |
|
|
229,818 |
|
|||
| Operating income (loss) |
|
2,949 |
|
|
2,566 |
|
|
39,673 |
|
|
15,136 |
|
|||
| Other (income) expense: | |||||||||||||||
| Interest income |
|
(422 |
) |
|
(596 |
) |
|
(1,611 |
) |
|
(1,805 |
) |
|||
| Interest expense |
|
11,491 |
|
|
3,957 |
|
|
38,733 |
|
|
13,017 |
|
|||
| Other expense |
|
96 |
|
|
(1,112 |
) |
|
3,193 |
|
|
523 |
|
|||
| Total other expense |
|
11,165 |
|
|
2,249 |
|
|
40,315 |
|
|
11,735 |
|
|||
| Income (loss) before income taxes |
|
(8,216 |
) |
|
317 |
|
|
(642 |
) |
|
3,401 |
|
|||
| Income taxes |
|
859 |
|
|
684 |
|
|
1,071 |
|
|
526 |
|
|||
| Net income (loss) |
|
(9,075 |
) |
|
(367 |
) |
|
(1,713 |
) |
|
2,875 |
|
|||
| Less: Net income (loss) attributable to noncontrolling interests |
|
(3,158 |
) |
|
(120 |
) |
|
(810 |
) |
|
945 |
|
|||
| Net income (loss) attributable to Xponential Fitness, Inc. | $ |
(5,917 |
) |
$ |
(247 |
) |
$ |
(903 |
) |
$ |
1,930 |
|
|||
| Net income (loss) per share of Class A common stock: | |||||||||||||||
| Basic | $ |
0.10 |
|
$ |
(1.13 |
) |
$ |
1.18 |
|
$ |
(0.87 |
) |
|||
| Diluted | $ |
(0.28 |
) |
$ |
(1.13 |
) |
$ |
(0.44 |
) |
$ |
(0.87 |
) |
|||
| Weighted average shares of Class A common stock outstanding: | |||||||||||||||
| Basic |
|
30,900 |
|
|
26,819 |
|
|
31,742 |
|
|
25,295 |
|
|||
| Diluted |
|
38,863 |
|
|
26,819 |
|
|
39,705 |
|
|
25,295 |
|
|||
Xponential Fitness, Inc. |
|||||||
Consolidated Statements of Cash Flows |
|||||||
(in thousands) |
|||||||
|
Years Ended December 31, |
||||||
|
2023 |
|
2022 |
||||
| Cash flows from operating activities: | |||||||
| Net income (loss) | $ |
(1,713 |
) |
$ |
2,875 |
|
|
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||||
| Depreciation and amortization |
|
16,883 |
|
|
15,315 |
|
|
| Amortization and write off of debt issuance costs |
|
463 |
|
|
126 |
|
|
| Amortization and write off of discount on long-term debt |
|
2,949 |
|
|
613 |
|
|
| Change in contingent consideration from acquisitions |
|
(18,933 |
) |
|
2,440 |
|
|
| Amortization of right-of-use assets |
|
13,005 |
|
|
2,655 |
|
|
| Bad debt expense (recovery) |
|
2,232 |
|
|
(712 |
) |
|
| Equity-based compensation |
|
17,997 |
|
|
29,044 |
|
|
| Non-cash interest |
|
(1,252 |
) |
|
(1,069 |
) |
|
| Gain from disposal of assets |
|
(2,120 |
) |
|
(78 |
) |
|
| Impairment of goodwill and other assets |
|
16,667 |
|
|
3,656 |
|
|
| Changes in assets and liabilities, net of effect of acquisitions: | |||||||
| Accounts receivable |
|
(7,738 |
) |
|
(12,720 |
) |
|
| Inventories |
|
(3,525 |
) |
|
(3,936 |
) |
|
| Prepaid expenses and other current assets |
|
438 |
|
|
(1,023 |
) |
|
| Operating lease liabilities |
|
(9,049 |
) |
|
(2,496 |
) |
|
| Deferred costs |
|
(5,440 |
) |
|
(2,024 |
) |
|
| Notes receivable, net |
|
(3 |
) |
|
33 |
|
|
| Accounts payable |
|
1,390 |
|
|
469 |
|
|
| Accrued expenses |
|
1,959 |
|
|
(5,008 |
) |
|
| Other current liabilities |
|
2,896 |
|
|
2,226 |
|
|
| Deferred revenue |
|
7,287 |
|
|
18,223 |
|
|
| Other assets |
|
(648 |
) |
|
(240 |
) |
|
| Other liabilities |
|
1,677 |
|
|
3,301 |
|
|
| Net cash provided by operating activities |
|
35,422 |
|
|
51,670 |
|
|
| Cash flows from investing activities: | |||||||
| Purchases of property and equipment |
|
(7,430 |
) |
|
(8,955 |
) |
|
| Purchase of studios |
|
(164 |
) |
|
— |
|
|
| Proceeds from sale of assets |
|
60 |
|
|
65 |
|
|
| Purchase of intangible assets |
|
(1,783 |
) |
|
(7,177 |
) |
|
| Notes receivable issued |
|
(581 |
) |
|
(1,782 |
) |
|
| Notes receivable payments received |
|
776 |
|
|
3,236 |
|
|
| Acquisition of business |
|
(3,467 |
) |
|
— |
|
|
| Net cash used in investing activities |
|
(12,589 |
) |
|
(14,613 |
) |
|
| Cash flows from financing activities: | |||||||
| Borrowings from long-term debt |
|
189,150 |
|
|
7,425 |
|
|
| Payments on long-term debt |
|
(4,203 |
) |
|
(2,978 |
) |
|
| Debt issuance costs |
|
(411 |
) |
|
(55 |
) |
|
| Payment of preferred stock dividend and deemed cash dividend |
|
(7,092 |
) |
|
(16,250 |
) |
|
| Payment of contingent consideration |
|
(1,412 |
) |
|
(2,190 |
) |
|
| Payments for taxes related to net share settlement of restricted share units |
|
(8,111 |
) |
|
(1,909 |
) |
|
| Payment for tax receivable agreement |
|
(1,163 |
) |
|
— |
|
|
| Payments for redemption of preferred stock |
|
(130,766 |
) |
|
— |
|
|
| Payments for distributions to Pre-IPO LLC Members |
|
(12,901 |
) |
|
— |
|
|
| Repurchase of Class A common stock |
|
(50,378 |
) |
|
— |
|
|
| Payment received from shareholder |
|
8,062 |
|
|
— |
|
|
| Loan to shareholder |
|
(4,400 |
) |
|
(5,050 |
) |
|
| Proceeds from disgorgement of stockholders short-swing profits |
|
516 |
|
|
— |
|
|
| Net cash used in financing activities |
|
(23,109 |
) |
|
(21,007 |
) |
|
| Increase (decrease) in cash, cash equivalents and restricted cash |
|
(276 |
) |
|
16,050 |
|
|
| Cash, cash equivalents and restricted cash, beginning of year |
|
37,370 |
|
|
21,320 |
|
|
| Cash, cash equivalents and restricted cash, end of year | $ |
37,094 |
|
$ |
37,370 |
|
|
Xponential Fitness, Inc. |
|||||||||||||||
Net Income (Loss) to GAAP EPS |
|||||||||||||||
(in thousands, except per share amounts) |
|||||||||||||||
|
Three Months Ended December 31, |
|
Years Ended December 31, |
||||||||||||
|
2023 |
|
2022 |
|
2023 |
|
2022 |
||||||||
| Numerator: | |||||||||||||||
| Net income (loss) | $ |
(9,075 |
) |
$ |
(367 |
) |
$ |
(1,713 |
) |
$ |
2,875 |
|
|||
| Less: net (income) loss attributable to noncontrolling interests |
|
(1,638 |
) |
|
24,343 |
|
|
(15,765 |
) |
|
19,284 |
|
|||
| Less: dividends on preferred shares |
|
(1,863 |
) |
|
(3,250 |
) |
|
(7,652 |
) |
|
(13,000 |
) |
|||
| Less: deemed contribution (dividend) |
|
15,644 |
|
|
(50,979 |
) |
|
49,970 |
|
|
(31,185 |
) |
|||
| Add: deemed contribution from redemption of convertible preferred stock |
|
- |
|
|
- |
|
|
12,679 |
|
|
- |
|
|||
| Net income (loss) attributable to XPO Inc. - basic | $ |
3,068 |
|
$ |
(30,253 |
) |
$ |
37,519 |
|
$ |
(22,026 |
) |
|||
| Add: dividends on preferred shares |
|
1,863 |
|
|
- |
|
|
7,652 |
|
|
- |
|
|||
| Less: deemed (contribution) dividend |
|
(15,644 |
) |
|
- |
|
|
(49,970 |
) |
|
- |
|
|||
| Less: deemed contribution from redemption of convertible preferred stock |
|
- |
|
|
- |
|
|
(12,679 |
) |
|
- |
|
|||
| Net income (loss) attributable to XPO Inc. - diluted | $ |
(10,713 |
) |
$ |
(30,253 |
) |
$ |
(17,478 |
) |
$ |
(22,026 |
) |
|||
| Denominator: | |||||||||||||||
| Weighted average shares of Class A common stock outstanding - basic |
|
30,900 |
|
|
26,819 |
|
|
31,742 |
|
|
25,295 |
|
|||
| Effect of dilutive securities: | |||||||||||||||
| Convertible preferred stock |
|
7,963 |
|
|
- |
|
|
7,963 |
|
|
- |
|
|||
| Weighted average shares of Class A common stock outstanding - diluted |
|
38,863 |
|
|
26,819 |
|
|
39,705 |
|
|
25,295 |
|
|||
| Net earnings (loss) per share attributable to Class A common stock - basic | $ |
0.10 |
|
$ |
(1.13 |
) |
$ |
1.18 |
|
$ |
(0.87 |
) |
|||
| Net earnings (loss) per share attributable to Class A common stock - diluted | $ |
(0.28 |
) |
$ |
(1.13 |
) |
$ |
(0.44 |
) |
$ |
(0.87 |
) |
|||
| Anti-dilutive shares excluded from diluted loss per share of Class A common stock: | |||||||||||||||
| Restricted stock units |
|
1,477 |
|
|
2,102 |
|
|
1,477 |
|
|
2,102 |
|
|||
| Convertible preferred stock |
|
- |
|
|
13,889 |
|
|
- |
|
|
13,889 |
|
|||
| Conversion of Class B common stock to Class A common stock |
|
16,491 |
|
|
21,572 |
|
|
16,491 |
|
|
21,572 |
|
|||
| Treasury share options |
|
75 |
|
|
75 |
|
|
75 |
|
|
75 |
|
|||
| Rumble contingent shares |
|
2,024 |
|
|
2,024 |
|
|
2,024 |
|
|
2,024 |
|
|||
| Profits interests, time vesting |
|
1 |
|
|
14 |
|
|
1 |
|
|
14 |
|
|||
Xponential Fitness, Inc. |
|||||||||||||||
Reconciliations of GAAP to Non-GAAP Measures |
|||||||||||||||
(in thousands, except per share amounts) |
|||||||||||||||
|
Three Months Ended December 31, |
|
Years Ended December 31, |
||||||||||||
|
2023 |
|
2022 |
|
2023 |
|
2022 |
||||||||
| Net income (loss) | $ |
(9,075 |
) |
$ |
(367 |
) |
$ |
(1,713 |
) |
$ |
2,875 |
|
|||
| Interest expense, net |
|
11,069 |
|
|
3,361 |
|
|
37,122 |
|
|
11,212 |
|
|||
| Income taxes |
|
859 |
|
|
684 |
|
|
1,071 |
|
|
526 |
|
|||
| Depreciation and amortization |
|
4,182 |
|
|
4,090 |
|
|
16,883 |
|
|
15,315 |
|
|||
| EBITDA |
|
7,035 |
|
|
7,768 |
|
|
53,363 |
|
|
29,928 |
|
|||
| Equity-based compensation |
|
2,350 |
|
|
5,124 |
|
|
17,997 |
|
|
29,044 |
|
|||
| Employer payroll taxes related to equity-based compensation |
|
13 |
|
|
123 |
|
|
672 |
|
|
123 |
|
|||
| Acquisition and transaction expenses (income) |
|
(531 |
) |
|
8,231 |
|
|
(17,964 |
) |
|
2,438 |
|
|||
| Litigation expenses |
|
984 |
|
|
1,927 |
|
|
6,839 |
|
|
10,301 |
|
|||
| Employee retention credit |
|
— |
|
|
— |
|
|
— |
|
|
(2,597 |
) |
|||
| Financial transaction fees and related expenses |
|
7,067 |
|
|
99 |
|
|
9,038 |
|
|
836 |
|
|||
| TRA remeasurement |
|
96 |
|
|
(1,112 |
) |
|
3,193 |
|
|
523 |
|
|||
| Impairment of goodwill and other assets |
|
4,850 |
|
|
— |
|
|
16,667 |
|
|
3,656 |
|
|||
| Restructuring and related charges |
|
8,817 |
|
|
— |
|
|
15,520 |
|
|
— |
|
|||
| Adjusted EBITDA | $ |
30,681 |
|
$ |
22,160 |
|
$ |
105,325 |
|
$ |
74,252 |
|
|||
Three Months Ended December 31, |
|
Years Ended December 31, |
|||||||||||||
2023 |
|
2022 |
|
2023 |
|
2022 |
|||||||||
| Net income (loss) | $ |
(9,075 |
) |
$ |
(367 |
) |
$ |
(1,713 |
) |
$ |
2,875 |
|
|||
| Acquisition and transaction expenses (income) |
|
(531 |
) |
|
8,231 |
|
|
(17,964 |
) |
|
2,440 |
|
|||
| TRA remeasurement |
|
96 |
|
|
(1,112 |
) |
|
3,193 |
|
|
523 |
|
|||
| Impairment of goodwill and other assets |
|
4,850 |
|
|
— |
|
|
16,667 |
|
|
3,656 |
|
|||
| Restructuring and related charges |
|
8,817 |
|
|
— |
|
|
15,520 |
|
|
— |
|
|||
| Adjusted net income | $ |
4,157 |
|
$ |
6,752 |
|
$ |
15,703 |
|
$ |
9,494 |
|
|||
| Adjusted net income attributable to noncontrolling interest |
|
1,447 |
|
|
3,016 |
|
|
5,387 |
|
|
4,432 |
|
|||
| Adjusted net income attributable to Xponential Fitness, Inc. |
|
2,710 |
|
|
3,736 |
|
|
10,316 |
|
|
5,062 |
|
|||
| Dividends on preferred shares |
|
(1,215 |
) |
|
(1,798 |
) |
|
(4,974 |
) |
|
(6,931 |
) |
|||
| EPS (LPS) numerator - Basic | $ |
1,495 |
|
$ |
1,938 |
|
$ |
5,342 |
|
$ |
(1,869 |
) |
|||
| Add: Adjusted net income (loss) attributable to noncontrolling interest |
|
1,447 |
|
|
3,016 |
|
|
5,387 |
|
|
— |
|
|||
| Add: Dividends on preferred shares |
|
1,215 |
|
|
1,798 |
|
|
4,974 |
|
|
— |
|
|||
| EPS numerator - diluted | $ |
4,157 |
|
$ |
6,752 |
|
$ |
15,703 |
|
$ |
(1,869 |
) |
|||
| Adjusted net earnings (loss) per share - basic | $ |
0.05 |
|
$ |
0.07 |
|
$ |
0.17 |
|
$ |
(0.07 |
) |
|||
| Weighted average shares of Class A common stock outstanding - basic |
|
30,900 |
|
|
26,819 |
|
|
31,742 |
|
|
25,295 |
|
|||
| Adjusted net earnings (loss) per share - diluted | $ |
0.08 |
|
$ |
0.11 |
|
$ |
0.28 |
|
$ |
(0.07 |
) |
|||
| Effect of dilutive securities: | |||||||||||||||
| Restricted stock units |
|
— |
|
|
482 |
|
|
308 |
|
|
— |
|
|||
| Convertible preferred stock |
|
7,963 |
|
|
13,889 |
|
|
7,963 |
|
|
— |
|
|||
| Conversion of Class B common stock to Class A common stock |
|
16,491 |
|
|
21,649 |
|
|
17,026 |
|
|
— |
|
|||
| Weighted average shares of Class A common stock outstanding - diluted |
|
55,354 |
|
|
62,839 |
|
|
57,039 |
|
|
25,295 |
|
|||
| Shares excluded from dilutive earnings per share of Class A common stock | |||||||||||||||
| Restricted stock units |
|
1,477 |
|
|
— |
|
|
— |
|
|
2,102 |
|
|||
| Convertible preferred stock |
|
— |
|
|
— |
|
|
— |
|
|
13,889 |
|
|||
| Conversion of Class B common stock to Class A common stock |
|
— |
|
|
— |
|
|
— |
|
|
21,572 |
|
|||
| Treasury share options |
|
75 |
|
|
— |
|
|
— |
|
|
75 |
|
|||
| Rumble contingent shares |
|
2,024 |
|
|
2,024 |
|
|
2,024 |
|
|
2,024 |
|
|||
| Profits interests, time vesting |
|
1 |
|
|
14 |
|
|
1 |
|
|
14 |
|
|||
Note: The above adjusted net income (loss) per share is computed by dividing the adjusted net income (loss) attributable to holders of Class A common stock by the weighted average shares of Class A common stock outstanding during the period. Total share count does not include potential future shares vested upon achieving certain earn-out thresholds. Net income, however, continues to take into account the non-cash contingent liability primarily attributable to Rumble.
Footnotes
1. System-wide sales represent gross sales by all
2. Same store sales refer to period-over-period sales comparisons for the base of studios. In accordance with industry standard, we define the same store sales base to include studios in
3. AUV is calculated by dividing sales during the applicable period for all studios being measured by the number of studios being measured. Quarterly run-rate AUV consists of average quarterly sales activity for all
4. We define Adjusted EBITDA as EBITDA (net income/loss before interest, taxes, depreciation and amortization), adjusted for the impact of certain non-cash and other items that we do not consider in our evaluation of ongoing operating performance. These items include equity-based compensation and related employer payroll taxes, acquisition and transaction expenses (income) (including change in contingent consideration), litigation expenses (consisting of legal and related fees for specific proceedings that arise outside of the ordinary course of our business), employee retention credit (a tax credit for retaining employees throughout the COVID-19 pandemic), fees for financial transactions, such as secondary public offering expenses for which we do not receive proceeds (including bonuses paid to executives related to completion of such transactions) and other contemplated corporate transactions, expense related to the remeasurement of our TRA obligation, expense related to loss on impairment or write down of goodwill and other assets, and restructuring and related charges incurred in connection with our restructuring plan that we do not believe reflect our underlying business performance and affect comparability. EBITDA and Adjusted EBITDA are also frequently used by analysts, investors and other interested parties to evaluate companies in our industry. We believe that Adjusted EBITDA, viewed in addition to, and not in lieu of, our reported GAAP results, provides useful information to investors regarding our performance and overall results of operations because it eliminates the impact of other items that we believe reduce the comparability of our underlying core business performance from period to period and is therefore useful to our investors in comparing the core performance of our business from period to period.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240228065981/en/
Addo Investor Relations
investor@xponential.com
(310) 829-5400
Source: Xponential Fitness, Inc.
FAQ
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